patria bank sa consolidated financial statements 2016 pbk ... · notes to the consolidated...
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PATRIA BANK GROUP
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
Prepared in accordance with International Financial Reporting Standards as
adopted by the European Union
CONTENTS
INDEPENDENT AUDITOR’S REPORT
Consolidated Statement of Profit or Loss and Other Comprehensive Income 1
Consolidated Statement of Financial Position 3
Consolidated Statement of Changes in Equity 4
Consolidated Statement of Cash Flows 6
Notes to the consolidated Financial Statements 8
1 REPORTING ENTITY 11
2 BASIS OF PREPARATION 13
3 SIGNIFICANT ACCOUNTING POLICIES 17
4 FINANCIAL RISK MANAGEMENT 50
5 USE OF ESTIMATES AND JUDGMENTS 72
6. FAIR VALUE DISCLOSURES 73
7. PRESENTATION OF FINANCIAL INSTRUMENTS BY MEASUREMENT CATEGORY 81
8. NET INTEREST INCOME 84
9. NET FEE AND COMMISSION INCOME 84
10. GAIN / (LOSS) FROM FINANCIAL ACTIVITIES 85
11. OTHER OPERATING INCOME 86
12. NET IMPAIRMENT OF FINANCIAL ASSETS 86
13. STAFF COSTS 86
14. ADMINISTRATIVE AND OTHER OPERATING EXPENSES 87
15. INCOME TAX EXPENSE 87
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
16. CASH AND CASH EQUIVALENTS 91
17. DUE FROM OTHER BANKS 93
18. FINANCIAL ASSETS AVAILABLE-FOR-SALE 93
19. FINANCIAL ASSETS HELD FOR TRADING 96
20. INVESTMENTS HELD TO MATURITY 96
21. INVESTMENT IN ASSOCIATES 97
22. BUSINESS COMBINATION 98
23. LOANS AND ADVANCES TO CUSTOMERS 104
24. INVESTMENT PROPERTY 116
25. PROPERTY AND EQUIPMENT 118
26. INTANGIBLE ASSETS (INCLUDING GOODWILL) 120
27. OTHER FINANCIAL ASSETS 121
28. OTHER ASSETS (NON-FINANCIAL) 124
29. DUE TO OTHER BANKS 125
30. DEPOSITS FROM CUSTOMERS 125
31. LOANS FROM BANKS AND OTHER FINANCIAL INSTITUTIONS 126
32. OTHER FINANCIAL LIABILITIES 130
33. OTHER LIABILITIES 130
34. SUBORDINATED DEBT 131
35. SHARE CAPITAL 132
36. RESERVES 133
37. RELATED PARTY TRANSACTIONS 135
38. COMMITMENTS AND CONTINGENCIES 139
39. SUBSEQUENT EVENTS 144
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
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Thousands RON
31 December 2016 31 December 2015
Interest income 8 182,809 70,576
Interest expense 8 (34,185) (20,631)
Net interest income 148,624 49,945
Net impairment of financial assets 12 (64,369) (6,812)
Net interest income after provision for loan impairment 84,255 43,133
Fee and commission income 9 24,333 7,704
Fee and commission expense 9 (5,710) (3,632)
Net fee and commission income 18,623 4,072
Gains /(losses) from financial assets held for trading 10 7,486 -
Gains /(losses) from financial derivatives 10 (5,690) (2,004)
Gains /(losses) from disposals of investment securities available for sale 10 17,230 2,867 Foreign exchange translation gains /(losses) 10,651 5,730
Provisions for credit commitments and financial guarantees (1,542) (113)
Other operating income 11 7,423 3,180
Staff costs 13 (90,846) (37,159)
Depreciation and amortization (13,971) (4,474) Administrative and other operating expenses 14 (76,382) (30,643)
Loss before income tax (42,763) (15,411)
(Expense)/Income from deferred tax 15 (1,616) 5,696 (Expense) /Income with current income tax 15 (771) -
Loss for the year (45,150) (9,715)
Attributable loss
To equity holders of the parent
(36,422) -
To non-controlling interests
(8,728) -
Loss of the financial year
(45,150) -
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
7 of 145
31 December 2016
Thousands RON Note Share
capital
Revaluation reserves
AFS securities
Revaluation reserve
Premises & Land
Legal Reserves
Reserved Banking
Risks Other
reserves Accumulated
loss
Total equity attributable to the entity
that controls
Non-controlling interests
Total Equity
Balance at 31 December 2015 268,351 7,487 22,314 23,503 11,683 30,291 (141,356) 222,273 - 222,273 Net loss for the year - - - - - - (36,422) (36,422) (8,728) (45,150) Comprehensive income, net of tax:
Reserve decrease from revaluation of financial assets held for sale
36 - (10,421) - - - - - (10,421) (1,409) (11,830)
Comprehensive income statement of financial year, net of tax
- (10,421) - - - - (36,422) (46,843) (10,137)
(56,980)
Dividend income - - - - - - - - - - Transfers between equity components
- - (941) - - - 941 - - -
Share capital decrease 35 (105,709) - - - - - 105,709 - - - Share capital increase from debt conversion
35 36,576 - - - - - - 36,576 - 36,576
Other modification in share equity
500 500 215 715
Business combination 72,421 72,421
Balance at 31 December 2016 199,218 (2,934) 21,373 23,503 11,683 30,291 (70,628) 212,506 62,499 275,005
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
8 of 145
31 December 2015
Thousands RON Note Share
capital
Revaluation reserves
AFS securities
Revaluation reserve
Premises & Land
Legal Reserves
Reserved Banking Risks
Other reserves
Accumulated loss
Total Equity
Balance at 31 December 2014 268,351 6,162 21,251 23,503 11,683 30,291 (131,641)
229,600
Net loss for the year - - - - - - (9,715)
(9,715) Comprehensive income, net of tax: Reserve increase from fair value modification of financial assets held for sale 36 - 1,325 - - - - -
1,325
Reserve increase from revaluation of tangible assets 36
-
-
1,063
-
- - -
1,063
Comprehensive income statement of financial year, net of tax -
1,325 1,063
-
- - (9,715) (7,327)
Balance at 31 December 2015
268,351
7,487
22,314
23,503
11,683 30,291 (141,356)
222,273
CONSOLIDATED STATEMENT OF CHANGES IN CASH FLOWS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
9 of 145
Thousands RON Note 31 December 2016 31 December 2015
Cash flows from operating activities Interest received 8 188,652 89,572
Interest paid 8 (39,820) (20,205)
Fees and commissions received 9 24,635 7,704
Fees and commissions paid 9 (5,737) (3,620)
(Loss)/gain from financial derivatives 10 (1,127) 1,672
Net trading and other income 10,11 33,008 1,197
Recoveries on loans previously written off 12 29,107 8,096
Cash payments to employees 13,14,27 (84,149) (38,312)
Cash payments to suppliers 13,14,27 (79,848) (27,790)
Current income tax expense 15 (753) -
Net cash-flow from operating activities before changes in operating assets and liabilities 63,969 18,314
Changes of operating assets
(Increase)/Decrease of:
- due from other banks 17 (4,767) (1,961)
- financial assets held for trading 20 (7,139) -
- loans and advances to customers 23 35,717 (5,303)
- other financial assets 27 36,683 2,495
Total changes of operating assets 60,494 (4,769)
Changes of operating liabilities
(Increase)/Decrease of:
- due to other banks 29 26,824 (40,484)
- deposits from customers 30 (358,339) 170,273
- financial liabilities to unit fund owners 32 - -
- other financial liabilities 32 6,672 3,205
Total changes of operating liabilities (324,843) 132,994
Net cash flow used in operating activities (200,381) 146,539
Cash flows from investing activities
Acquisition of investment securities available for sale 18 (2,297,048) (437,316) Sale of investment securities available for sale 18 2,567,875 562,258 Investment securities held to maturity 1,595
Acquisition of equity investment securities 18 8,000 (5,649) Dividend income received 11 724 2,623 Acquisition of real estate investments 24 7,605 - Acquisition of tangible and intangible assets 25,26 (11,941) (2,028)
CONSOLIDATED STATEMENT OF CHANGES IN CASH FLOWS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
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Thousands RON Note 31 December 2016 31 December 2015 Investments in subsidiaries, net of cash and balances with the Central Bank at the acquisition date
429,794 (10,383)
Net cash used in investing activities 706,604 109,505
Cash flows from financing activities
Drawdowns from loans from other financial institutions
31 28,712 28,272
Repayments of loans from other financial institutions 31 (85,680) (159,225) Distribution of dividends and capital reduction to former shareholders
- (99,351)
Proceeds from subordinated debt 34 19,754 -
Purchase of own shares 35 14,057 -
Net cash used in financing activities (23,157) (230,304)
Effect of exchange rate changes on cash and cash equivalents
(254) 760
Net increase/(decrease) in cash and cash equivalents
482,812 26,500
Cash and cash equivalents at 1st of January 16 222,534 196,034
Cash and cash equivalents at 31st of December 705,346 222,534
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
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1 REPORTING ENTITY
At December 31th 2016 The Group Patria Bank (“The Group”) includes Patria Bank S.A. (former
Nextebank SA –”Patria Bank”, (“The Bank”/“PBK”)), Patria Credit IFN SA (“IFN”), SAI Patria Asset
Management SA (former SAI Intercapital Investment Management SA), Banca Comerciala
Carpatica SA (“BCC”) and its subsidiaries incorporated in Romania: Imobiliar Invest SRL and SAI
Carpatica Asset Management SA (together with managed investment funds: FDI Carpatica Stock,
FDI Carpatica Global si FDI Carpatica Obligatiuni). Patria Bank SA is the Parent of the Group.
At December 31 th 2015 The Group Patria Bank included only Patria Bank S.A. (former Nextebank
SA – “PBK”) and Patria Credit IFN SA (“IFN”).
The Structure of the Patria Bank Group is the following:
• Patria Bank S.A. – Parent – is a Romanian credit institution established in 1993 under
the name of Banca Romexterra and it operates in the banking industry in accordance with
the norms and regulations issued by the National Bank of Romania. In September 2006,
MKB Bank Zrt. (Hungary) (or “MKB Bank”) acquired the majority package of 55.36% of the
Bank’s share capital. From 2007 to 2014 MKB Bank Zrt. increased its shareholding in
Nextebank SA so that as of 29 April 2014 it held 98.41% of the Bank’s share capital. On the
30 April 2014, EEAF Financial Services B.V. became the new majority shareholder of Patria
Bank by acquiring the shares owned by MKB Bank Zrt.
As of 31 December 2016 and 31 December 2015 the Bank is ultimately controlled by
Emerging Europe Accession Fund Cooperatief U.A. (“EEAF”) 100% owner of EEAF
Financial Services B.V.. The main investors in EEAF are EBRD - European Bank for
Reconstruction and Development, EIF - European Investment Fund (part of the European
Investment Bank group), DEG - Deutsche Investitions- und Entwicklungsgesellschaft mbH,
Black Sea Trade and Development Bank. The main shareholders had the same structure at
31 December 2014. These four institutions held joint control over the Emerging Europe
Accession Fund Cooperatief U.A..
The Group provides banking services and other financial services to SMEs,
microenterprises and individual clients. These services include: deposit accounts, domestic
and international payments, foreign exchange transactions, working capital loans, medium
term lending, bank guarantees, letters of credit.
• Patria Credit IFN SA – Subsidiary - is registered in Romania as of February 12, 2004
and is authorized by the National Bank of Romania ("NBR") to carry out lending activities.
Starting with September 28, 2007, IFN is registered with the General Register of the NBR's
Non-banking Financial Institutions ("IFN"), and as of February 26, 2008 Patria Credit IFN
was also registered with the NBR Special Register.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
12 of 145
Starting February 2016, Patria Credit IFN was de-registered from the Special Register of
Non-Banking Financial Institutions in accordance with the NBR address 428/2 /
15.02.2016, as a result of the decrease of the specific indicators of the registration in the
Special Register.The Company is currently listed in the General Register.
• SAI Patria Asset Management SA – Subsidiary - (former S.A.I. Intercapital
Investment Management SA) is an investment management company licensed as a
Romanian investment management company by the Financial Supervisory Authority(FSA).
• Banca Comerciala Carpatica SA – Subsidiary - started its activity as private bank in
1999 in Sibiu.
Banca Comerciala Carpatica SA carries out its activity through the central office in
Bucharest and the operational offices in Sibiu and Targu Mures and has 79 agencies (56
branches and 57 agencies as of 31 December 2015). BCC provides the whole range of
banking services for individuals and legal entities, including deposits, cash management,
lending and foreign exchange operations. It provides traditional banking services and
products, including payment orders, documentary transactions and issuance of letters of
credit and guarantees. BCC carries out its activity in Romania.
• SAI Carpatica Asset Management SA – Subsidiary of BCC - with headquarters in
Sibiu, G-ral Vasile Milea Street, no 1, having the main activity of managing open-end
investment funds. Banca Comerciala Carpatica holds a 99.99% stake in the share capital
and voting rights of SAI Carpatica Asset Management SA.
The funds are consolidated, and the BCC’s shareholdings of these funds is as follows:
- FDI Carpatica Stock - 93.49%
- FDI Carpatica Global - 19.91%
- FDI Carpatica Obligatiuni - 2.59%
• SC Imobiliar Invest SRL (Voluntary liquidation) – Subsidiary of BCC - based in
Sibiu, Autogarii street, no 1, having the main activity of buying and selling of own real
estate. Banca Comerciala Carpatica holds 100% of the share capital and voting rights.
Banca Comerciala Carpatica SA has decided an early dissolution of the subsidiary SC
Imobiliar Invest SRL followed by voluntary liquidation of the company, in the next period.
Considering the dissolution decision the Group has booked in its consolidated financial
statements a provision for the net assets of Imobiliar Invest up to the level of the net value
of shares held presented in the separate financial statements of the Bank.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
13 of 145
• SSIF Carpatica Invest SA (Dissolution) – Subsidiary of BCC - SSIF Carpatica Invest
S.A. with its headoffice in Sibiu, 5 Mihai Viteazu Street. SSIF Carpatica Invest S.A is a
financial investment company, authorized, regulated and supervised by the Financial
Supervisory Authority (“ASF”); the Group owns 95.68% of the shares (2015: 95.68%). The
Financial Supervisory Authority has ruled to suspend the trading activity of SSIF Carpatica
Invest SA, considering that the company is not compliant with the legal requirements
regarding the level of own funds. Thus, the main shareholder, Banca Comerciala Carpatica
SA, has decided to disolve the company. Considering the disolving decision and the
insignificant impact of consolidating SSIF Carpatica Invest SA, the Group has decided to
modify the scope of the consolidation by excluding SSIF Carpatica Invest SA for the 2016
statements. The Group has consolidated SSIF Carpatica Invest SA as at 31 December 2015.
2 BASIS OF PREPARATION
a) Statement of compliance
In order to be compliant with the National Bank of Romania Order no 27/16.12.2010, the
financial statements of the Group have been prepared in accordance with International
Financial Reporting Standards as adopted by the European Union (“IFRS”).
The accounts of the Group are maintained in RON in accordance with Romanian
accounting law and National Bank of Romania’s banking regulations. These accounts of
the Group are defined hereafter as the statutory accounts.
b) Basis of measurement
These financial statements have been prepared under the historical cost convention, as
modified by the initial recognition of financial instruments based on fair value, and by the
revaluation of properties and equipment, available-for-sale financial assets, and financial
instruments at fair value through profit or loss. The main accounting policies applied in the
preparation of these financial statements are set out below. These policies have been
consistently applied to all the periods presented.
The Group prepared these financial statements in accordance with NBR Order No. 27/2010
and The Accounting Law No. 82/1991 republished, with subsequent modifications.
In the Group's financial statements, subsidiary undertakings (those entities in which the
Group, directly or indirectly, has an interest of more than half of the voting rights or has the
power to exercise control over their activity) will be consolidated.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
14 of 145
c) Basis of Consolidation
The consolidated financial statements comprise the financial statements of the Patria Bank
SA and all its subsidiaries for the year ended 31 December 2016 and the comparative
financial statements of the Patria Bank SA and all its subsidiaries for the year ended 31
December 2015.
The subsidiary's financial statements were prepared for the same reporting period as of the
Bank, using the same accounting policies.
All balances between Group companies, transactions, income and expenses, losses and
gains arising from transactions between Group companies are eliminated in full.
Subsidiaries are fully consolidated from the date the control is transferred to the Group.
Control is achieved when the Group has exposure or has rights to variable gains resulting
from engagement as an investor and has the ability to influence gains by its power over the
investment. The results of subsidiaries acquired or sold during the year are included in the
consolidated profit or loss account from the acquisition date or until the date of sale, as the
case may be.
d) Going concern
These financial statements have been prepared under the going concern which assumes
that the Group will continue its activity in the foreseeable future. The Group's management
believes that the Group will continue the normal operations in the future and, accordingly,
the financial statements have been prepared on this basis.
Patria Bank SA – Parent - had a proper capital adequacy and liquidity position at the end of the
2016 year, as follows:
- Liquidity Coverage Ratio is 103% compared to the regulatory limit of 70% (2015: 240%);
- Regulatory Liquidity Indicator (NBR Regulation no 25/2011) is in compliance for all
maturity buckets at 31 December 2016 and 31 December 2015;
- Loans to Deposits ratio is 79.32% (2015: 65.54%);
- Capital Adequacy Ratio is at the level of 21.32% as of 31 December 2016 (2015: 32.4%)
higher than the market average and as well as limit established for TSCR by the National
Bank of Romania for Patria Bank at the individual level of 10.37%.
In 2016, PBK was focused on developing commercial activity, managing to disburse new loans in
amount of RON 400 million on the four business lines: Retail, Micro, Agro and SME. Thus, one can
see an improvement in the loans / deposits + 14%. It is a comfortable liquidity situation, even if
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
15 of 145
compared with the previous year recorded an overall reduction of strategic investments for the
acquisition of 64.16% stake in Banca Comerciala Carpatica ("BCC").
The results of 2016 compared to the previous year shows an improvement in profitability:
- Net interest income increased by RON 7,558 thousand, + 16%;
- Net fee and commission income were improved by RON 813 thousand, + 30%;
- Total net operating income increased by RON 16,580 thousand, + 30%.
Patria Bank operating expenses recorded a growth rate of + 22%. Increased operating expenses is
incurred from the Group’s projects strategic costs and by the fact that during the year 2016 the
business lines acquired from Patria Credit IFN in 2015 had generated costs all over the year,
compared to 2015 when it has impacted the Profit or Loss statement only 8 months.
Provision for impairment of loans and advances to customers showed an increase of RON 4,870
thousand largely generated by legislative or regulatory changes.
Loss before tax was reduced by 11%, RON 1,475 thousand certifying the positive activity.
Given that Patria Bank could not recognize a potential receivable from deferred taxes on unused tax
losses of RON 73,292 thousand, corresponding to a total tax loss for the period 2010 to 2016,
amounting to RON 504,200 thousand, the result after tax is RON (13,635) thousand, reflecting an
increase in loss of RON (5,577) thousand compared to 2015. In 2015,PBK recognized a deferred tax
asset of RON 5,371 thousand to offset the deferred tax liability arising from positive valuation
reserves recognized in equity.
Compared to 2016 budget, Patria Bank largely achieved objectives and work plan.The points where
it has registered negative deviations are mainly represented by additional expenses with
impairment of loans and advances to customers and operating expenses resulting from legislative
changes (Deed in payment) occurred during the year, in these areas and additional costs above
budget on the merger with Banca Comerciala Carpatica.
The Parent of Patria Bank SA is the investment fund Emerging Europe Accession Fund Cooperatief
U.A. (EEAF), which is the third private equity fund managed by Axxess Capital Partners and
reunits as significant investors some important international financial institutions such as:
• EBRD - European Bank for Reconstruction and Development
• EIF - European Investment Fund part of European Investment Bank (EIB)
• BSTDB - Black Sea Trade and Development Bank
• DEG – Developement Bank part of the group KFW
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
16 of 145
Banca Comerciala Carpatica: Due to the BCC's historical losses, the accumulated deficit as at
31 December 2016 is RON 153,000 thousand(2015: RON 110,000 thousand). BCC has recorded a
loss of 44.9 mio RON as at 31 December 2016. As at 31 December 2016 the solvency ratio calculated
according to the regulations of the National Bank of Romania is 14.21% (as at 31 December 2015,
before the share capital increase at the beginning of 2016, the solvency ratio was 4.9%). BCC
complies with the limit specifically imposed by the National Bank of Romania, based on regulations
applicable to credit institutions in EU.
On 18 June 2016 the Extraordinary General Shareholders’ Meeting (“EGSM”) approved the
decrease of share capital in order to cover losses of RON 204,492 thousand, followed by an increase
in share capital of RON 110,137 thousand. The Board was mandated to implement these decisions.
In the share issuance process, the existing shareholders of BCC have subscribed shares in total
amount of RON 11,471 thousand. Thus, in the absence of significant interest from existing
shareholders of BCC, BCC’s Board offered the newly issued shares, left unsubscribed, to investors
outside the existing shareholders of the Group at that moment. During this process, Patria Bank SA
(formerly known as Nextebank) subscribed 986,663,916 new BCC shares for a price of 0.1001
RON/share in a private placement, the total value of the subscribed and paid capital with the share
premium being of RON 98,765 thousand. More details regarding the process of share issue which
started at the end of 2015 and which was finalized at the beginning of 2016 can be found in Note 35.
Thus, BCC has doubled its capital basis at the beginning of 2016, increase which was done by the
new main shareholder Patria Bank SA, which now holds 64.16% of the share capital of Banca
Comerciala Carpatica.
In the second half of 2016, BCC has undergone a reorganization process of its activities as well as an
optimization of the territorial network of branches and agencies, while reducing administrative
costs at head office. Thus, BCC has achieved a reduction of operating costs by 15% in 2016 as
compared to 2015, but considering that most optimization spending measures occurred in the last
quarter of 2016, the Group considers it has made a reduction of operating expenses of 24% in the
4th trimester of 2016 as compared to the average quarterly operating expenses in 2015.
On 1st of May 2017 Patria Bank SA and Banca Comerciala Carpatica SA merged, the Bank resulted
from the merger is named Patria Bank SA and the shares of the merged bank are listed on
Bucharest Stock Exchange premium category.
Patria Credit IFN: after the business transfer of the business lines (Micro and Agro) performed
in 2015 year, IFN succeeded to generate a new loan portfolio of RON 43,486 thousands and the net
result of Patria Credit IFN for 2016 year is RON 2,700 thousands profit.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
17 of 145
SAI Patria Assets Management SA – form the total assets reported at the end of 2016 year in
amount of RON 1,123 thousands, 86% represent cash.
e) Use of estimates and judgments
The preparation of financial statements according to IFRS requires management to make
judgements, estimates and assumptions that affect the application of policies and reported
amounts of assets and liabilities, income and expenses. Actual results may differ from
these estimates.
Estimates and underlying assumptions are reviewed on an on-going basis. Revisions to
accounting estimates are recognized in the period in which the estimate is revised if the
revision affects only that period or in the period of the revision and future periods if the
revision affects both current and future periods.
3 SIGNIFICANT ACCOUNTING POLICIES
In particular, information about significant areas of estimation uncertainty and critical judgements
in applying accounting policies that have the most significant effect on the amount recognized in
the financial statements are described in the Notes 5.
Subsidiaries
Subsidiaries are those investees that the Group controls because the Group (i) has power to direct
relevant activities of the investees that significantly affect their returns, (ii) has exposure, or rights,
to variable returns from its involvement with the investees, and (iii) has the ability to use its power
over the investees to affect the amount of investor’s returns. The existence and effect of substantive
rights, including substantive potential voting rights, are considered when assessing whether the
Group has power over another entity. For a right to be substantive, the holder must have practical
ability to exercise that right when decisions about the direction of the relevant activities of the
investee need to be made.
Investments in subsidiaries are measured at cost less any impairment loss. The investments are
tested for impairment whenever there are indicators that the carrying amount of an investment
may not be recoverable. If the recoverable amount of an investment (the higher of its fair value less
cost to sell and its value in use) is less than its carrying amount, the carrying amount is reduced to
its recoverable amount.
The carrying amount of an investment is derecognized on disposal. The difference between the fair
value of the sale proceeds and the disposed share of the carrying amount of the investment is
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
18 of 145
recognized in profit or loss as gain or loss on disposal. The same applies if the disposal result in a
step down from subsidiary to joint venture or an associate measured at cost.
In 2015, Patria Bank acquired Patria Credit IFN, acquisition performed in 2 steps: Business
Transfer (“BTA”) in May 2015 and June 2015 and Shares Purchase (“SPA”) in October 2015, thus
becoming its subsidiary and subject to consolidation for accounting and prudential purposes.
Details of this transaction are presented in Note 22 Business Combination.
In 2016, Patria Bank acquired 64.16% stake in Banca Comerciala Carpatica ("BCC"), a local bank in
Romania listed on Bucharest Stock Exchange under the symbol "BCC".
In April 2016, Patria Bank acquired 1,154,999 shares, representing 99, 99991342% of capital and
voting rights at SAI Intercapital Investment Management SA, a corporation licensed as a Romanian
investment management company by the National Financial Surveillance Authority (FSA).
Associates
Associates are entities over which the Group has significant influence (directly or indirectly), but
not control, generally accompanying a shareholding of between 20 and 50 percent of the voting
rights. Investments in associates are accounted and recognized at cost.
Investment Funds management The Group manages and administers assets invested in unit funds on behalf of investors. The
financial statements of these entities are included in the consolidated financial statements, as the
Group has control over the investment funds.
Classification of financial assets and liabilities
The Group classifies its financial assets and liabilities in the following categories:
Financial assets or financial liabilities at fair value through profit or loss.
The financial assets or liabilities held for trading are recorded in the consolidated statement of
financial position at fair value. Changes in the fair value are included in „Net trading income”. The
interest and dividend income or costs are recorded in „Net trading income” according to the
contractual terms or when the right to payment is established. This classification may include the
government bonds, other bonds, shares and short positions in bonds and shares, including fund
units, that were purchased for the purpose of sale or repurchase in the near future.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
19 of 145
The financial assets or liabilities are included in the assets held for trading if those assets or
liabilities are purchased in order to be traded in the short term (a period of maximum 6 months)
and have the following characteristics:
- the Group intends to obtain short-term benefits from the price movements;
- they are free of encumbrances (are not subject to any guarantee, contract, etc.);
- are assessed at fair value;
- are actively managed/ administered;
- there is an active market for them.
Subsequent to the initial recognition, the financial assets and liabilities held for trading are
measured at fair value. The favourable or unfavourable differences in the monthly measurement of
the financial assets and liabilities held for trading, are recorded in designated accounts of gains or
losses from revaluation and related transfer, as the case may be.
The fixed and variable income financial instruments held for trading are derecognised upon sale
using the weighted average cost method.
Loans and receivables are non-derivative financial assets with fixed or determinable payments that
are not quoted in an active market, other than:
a. those that the Group intends to sell immediately or in the near term, those that the Group,
upon initial recognition, designates as at fair value through profit and loss,
b. those that the Group, upon initial recognition, designates as available for sale or
c. those for which the holder may not recover substantially all of its initial investment, other
than because of credit deterioration. Loans and receivables comprise due from other banks
and customers, net investments in finance lease, trade receivables and other receivables.
The financial assets held-to-maturity are non-derivative financial assets with fixed or determinable payments and fixed maturity that the Group intends and is able to hold to maturity.
The Group will not classify a financial asset as held-to-maturity if during the current financial year
or the two previous financial years it sold or reclassified a significant number of the held-to-
maturity financial assets before maturity. This prohibition is not applicable if that sale or
reclassification is in one of the following situations:
- it is so close to the maturity of the financial assets (for example less than three months
before maturity) that the changes in the interest rate on the market could not have had a
significant effect on the fair value of the financial asset;
- it occurs after the value of the principal financial asset is substantially recovered by
scheduled payments or prepayments;
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
20 of 145
- is attributed to a separate event, that is not repetitive, outside the control of the Group and
which could not have been reasonably foreseen.
On initial recognition, the assets held-to-maturity are measured at fair value comprising the
purchase price and the transaction costs.
Subsequent to initial recognition, the assets held-to-maturity are measured at amortised cost using
the effective rate method less the impairment allowance. The amortised cost is calculated
considering any discount or premium upon purchase and fees and costs that should be part of the
effective interest rate. The amortization is included in "Interest income” in the consolidated
statement of profit or loss and other comprehensive income. Impairment allowances are recorded if
impairment losses occur.
The financial instruments held-to-maturity are derecognised by using the specific identification
method (asset-by-asset).
The gains or losses from derecognition of held-to-maturity financial assets are recorded in the
consolidated statement of profit or loss and other comprehensive income under "Gains/ losses from
held-to-maturity assets".
Available-for-sale financial assets are those financial assets that the Group intends to keep for an
indefinite period of time and which can be sold according to liquidity needs, interest rate changes,
foreign exchange or share price which form the equity. These assets are designated as available for
sale or are not classified as loans and advances, held-to-maturity investments or financial assets at
fair value through profit or loss. Available-for-sale instruments include treasury bills and other
Bonds eligible for discounting with central banks, investments in unit funds and other investment
securities that are not at fair value through profit and loss or held-to-maturity.
Available for sale financial assets sale are measured at fair value.
Financial instruments - key measurement terms
Depending on their classification financial instruments are carried at fair value or amortized cost as
described below.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an
orderly transaction between market participants at the measurement date. The best evidence of
fair value is price in an active market. An active market is one in which transactions for the asset or
liability take place with sufficient frequency and volume to provide pricing information on an
ongoing basis.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
21 of 145
Fair value of financial instruments traded in an active market is measured as the product of the
quoted price for the individual asset or liability and the quantity held by the entity. This is the case
even if a market’s normal daily trading volume is not sufficient to absorb the quantity held and
placing orders to sell the position in a single transaction might affect the quoted price.
Valuation techniques such as discounted cash flow models or models based on recent arm’s length
transactions or consideration of financial data of the investees, are used to measure fair value of
certain financial instruments for which external market pricing information is not available.
Fair value measurements are analysed by level in the fair value hierarchy as follows: (i) level one
are measurements at quoted prices (unadjusted) in active markets for identical assets or liabilities,
(ii) level two measurements are valuations techniques with all material inputs observable for the
asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices), and
(iii) level three measurements are valuations not based on solely observable market data (that is,
the measurement requires significant unobservable inputs).
Cost is the amount of cash or cash equivalents paid or the fair value of the other consideration given
to acquire an asset at the time of its acquisition and includes transaction costs. Measurement at
cost is only applicable to investments in equity instruments that do not have a quoted market price
and whose fair value cannot be reliably measured and derivatives that are linked to, and must be
settled by, delivery of such unquoted equity instruments.
Transaction costs are incremental costs that are directly attributable to the acquisition, issue or
disposal of a financial instrument. An incremental cost is one that would not have been incurred if
the transaction had not taken place. Transaction costs include fees and commissions paid to agents
(including employees acting as selling agents), advisors, brokers and dealers, levies by regulatory
agencies and securities exchanges, and transfer taxes and duties. Transaction costs do not include
debt premiums or discounts, financing costs or internal administrative or holding costs.
Amortised cost is the amount at which the financial instrument was recognised at initial
recognition less any principal repayments, plus accrued interest, and for financial assets less any
write-down for incurred impairment losses.
Accrued interest includes amortisation of transaction costs deferred at initial recognition and of
any premium or discount to maturity amount using the effective interest method. Accrued interest
income and accrued interest expense, including both accrued coupon and amortised discount or
premium (including fees deferred at origination, if any), are not presented separately and are
included in the carrying values of related items in the statement of financial position.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
22 of 145
The effective interest method is a method of allocating interest income or interest expense over the
relevant period, so as to achieve a constant periodic rate of interest (effective interest rate) on the
carrying amount.
The effective interest rate is the rate that exactly discounts estimated future cash payments or
receipts (excluding future credit losses) through the expected life of the financial instrument or a
shorter period, if appropriate, to the net carrying amount of the financial instrument. The effective
interest rate discounts cash flows of variable interest instruments to the next interest repricing
date, except for the premium or discount which reflects the credit spread over the floating rate
specified in the instrument, or other variables that are not reset to market rates.
Such premiums or discounts are amortised over the whole expected life of the instrument. The
present value calculation includes all fees paid or received between parties to the contract that are
an integral part of the effective interest rate.
Initial recognition of financial instruments
Derivatives and other financial instruments at fair value through profit or loss are initially recorded
at fair value. All other financial instruments are initially recorded at fair value plus transaction
costs. Fair value at initial recognition is best evidenced by the transaction price. A gain or loss on
initial recognition is only recorded if there is a difference between fair value and transaction price
which can be evidenced by other observable current market transactions in the same instrument or
by a valuation technique whose inputs include only data from observable markets.
All purchases and sales of financial assets that require delivery within the time frame established by
regulation or market convention (“regular way” purchases and sales) are recorded at trade date,
which is the date on which the Group commits to deliver a financial asset. All other purchases are
recognised when the entity becomes a party to the contractual provisions of the instrument.
Derecognition of financial assets
The Group derecognises financial assets when (a) the assets are redeemed or the rights to cash
flows from the assets otherwise expired or (b) the Group has transferred the rights to the cash flows
from the financial assets or entered into a qualifying pass-through arrangement while (i) also
transferring substantially all risks and rewards of ownership of the assets or (ii) neither transferring
nor retaining substantially all risks and rewards of ownership, but not retaining control. Control is
retained if the counterparty does not have the practical ability to sell the asset in its entirety to an
unrelated third party without needing to impose restrictions on the sale.
Functional and presentation currency
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
23 of 145
Items included in the financial statements are measured using the currency of the primary
economic environment in which the entity operates (‘the functional currency’). The financial
statements are prepared and presented in Romanian RON (“RON”), which is the Group’s
functional and presentation currency, rounded to the nearest thousands.
Monetary assets and liabilities are translated into RON currency at the official exchange rate of the
National Bank of Romania (“NBR”) at the end of the respective reporting period.
Foreign exchange gains and losses resulting from the settlement of transactions and from the
translation of monetary assets and liabilities into RON at the official exchange rates of year-end, are
recognized in profit or loss (as foreign exchange translation gains less losses). Translation at the
official exchange rate does not apply to non-monetary items that are measured at historical cost.
Non-monetary items measured at fair value in a foreign currency, including equity investments, are
translated using the exchange rates at the date when the fair value was determined.
Effects of exchange rate changes on non-monetary items measured at fair value in a foreign
currency are recorded as part of the fair value gain or loss.
The exchange rates of major foreign currencies were:
Currencies 31 December 2016 31 December 2015 % Increase/(Decrease)
Euro (EUR) 1: RON 4.5411 1: RON 4.5245 0.37%
US Dollar (USD) 1: RON 4.3033 1: RON 4.1477 3.75%
31 December 2016 31 December 2015 %Increase/(Decrease)
EUR USD EUR USD EUR USD At 31 December 1: RON 4.5411 1: RON 4.3033 1: RON 4.5245 1: RON 4.1477 0.37% 3.75% Average for the period 1: RON 4.4908 1: RON 4.0592 1: RON 4.4449 1: RON 4.0058 1.03% 1.33% Maximum for the period 1: RON 4.5411 1: RON 4.3033 1: RON 4.5245 1: RON 4.1975 0.37% 2.52% Minimum for the period 1: RON 4.4523 1: RON 3.9348 1: RON 4.4070 1: RON 3.9157 1.03% 0.49%
Income tax expense
Income taxes have been provided for in the financial statements in accordance with legislation
enacted or substantively enacted by the end of the reporting period. The income tax charge
comprises current tax and deferred tax and is recognised in profit or loss for the year, except if it is
recognised in other comprehensive income or directly in equity because it relates to transactions
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
24 of 145
that are also recognised, in the same or a different period, in other comprehensive income or
directly in equity.
Current tax is the amount expected to be paid to, or recovered from, the taxation authorities in
respect of taxable profits or losses for the current and prior periods. Taxes other than on income
are recorded within administrative and other operating expenses.
Deferred income tax is provided using the balance sheet liability method for tax loss carry forwards
and temporary differences arising between the tax bases of assets and liabilities and their carrying
amounts for financial reporting purposes.
In accordance with the initial recognition exemption, deferred taxes are not recorded for temporary
differences on initial recognition of an asset or a liability in a transaction other than a business
combination if the transaction, when initially recorded, affects neither accounting nor taxable
profit. Deferred tax liabilities are not recorded for temporary differences on initial recognition of
goodwill, and subsequently for goodwill which is not deductible for tax purposes. Deferred tax
balances are measured at tax rates enacted or substantively enacted at the end of the reporting
period, which are expected to apply to the period when the temporary differences will reverse or the
tax loss carry forwards will be utilised.
Deferred tax assets for deductible temporary differences and tax loss carry forwards are recorded
only to the extent that it is probable that future taxable profit will be available against which the
deductions can be utilised.
The tax rate used to calculate the current and deferred tax position at 31 December 2016 and 31
December 2015 is 16%.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
25 of 145
Investment property
On recognition in the balance sheet, an investment property is accounted at cost or fair value in the
case of those acquired free of charge. The investment property cost includes the trading costs and
any expenses directly attributable to the investment property. Subsequent to initial recognition,
investment property is measured using the revaluation model (fair value based model). The gains
or losses from the change in the fair value of the investment property are included in the
consolidated statement of profit or loss and other comprehensive income for that year.
If a property held by the owner becomes an investment property, the Group will treat that property
in accordance with the policy established for tangible assets, until the date when the use is changed.
In the case of assets that were originally earmarked for lease and that subsequently change their
destination, and are to be used for a long period or they are intended to be realized by sale, a
transfer from investment property to tangible assets or inventory, as the case may be, will be
accounted for accordingly. The transfer is made at the date when the destination is changed, at the
asset value booked in the accounting records.
The investment property is derecognized when they were either sold or permanently withdrawn
from use and no economic benefit is expected from their sale. The difference between the cash
obtained from the sale and the carrying amount of the asset is recognized in the consolidated
statement of profit or loss and other comprehensive income for the period of derecognition.
For the investment property resulting from repossessed assets, the Group adopted a new business
model that involves identifying among the repossessed assets those assets considered by the Group
to be investment property and that ensure the value recovery in time from future lease income, as
an alternative more profitable than the sale.
Control over investment funds
The Group manages the assets invested in the investment funds on behalf of investors. The analysis
regarding the control over the investment funds consisted of the following: the Group’s power to
coordinate the relevant activities of the investment funds, exposure to variable returns according to
the investment decisions and the Group's ability to coordinate relevant activities of funds in order
to obtain benefits - in making decisions the Group acts as a principal or as an agent of the owners of
fund units. Given the fact that holders of fund units can’t revoke the appointment of the Group as
manager of the investment funds and also the fact that the liquidation of the funds’ administrator
(SAI Carpatica Asset Management) can only be carried out by the Group in its capacity as
shareholder, the Group concluded that it acts as principal in the management activity of the
investment funds and decided it has control over the funds, thereby the funds are consolidated.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
26 of 145
Provisions for liabilities and charges
Provisions for liabilities and charges are non-financial liabilities of uncertain timing or amount.
They are accrued when the Group has a present legal or constructive obligation as a result of past
events, it is probable that an outflow of resources embodying economic benefits will be required to
settle the obligation, and a reliable estimate of the amount of the obligation can be made.
Income and expense recognition
Interest income and expense are recorded for all debt instruments on an accrual basis using the effective
interest method. The effective interest method is a method of calculating the amortized cost of a
financial asset or a financial liability and of allocating the interest income or interest expense over
the relevant period. The effective interest rate is the rate that exactly discounts estimated future
cash payments or receipts through the expected life of the financial instrument or, when
appropriate, a shorter period to the net carrying amount of the financial asset or financial liability.
When calculating the effective interest rate, the Group estimates cash flows considering all
contractual terms of the financial instrument but does not consider future credit losses.
This method defers, as part of interest income or expense, all fees paid or received between the parties to
the contract that are an integral part of the effective interest rate, transaction costs and all other
premiums or discounts.
Fees integral to the effective interest rate include origination fees received or paid by the Group
relating to the creation or acquisition of a financial asset or issuance of a financial liability, for
example fees for evaluating creditworthiness, evaluating and recording guarantees or collateral,
negotiating the terms of the instrument and for processing transaction documents.
Commitment fees received by the Group to originate loans at market interest rates are integral to
the effective interest rate if it is probable that will enter into a specific lending arrangement and
does not expect to sell the resulting loan shortly after origination. The Group does not designate
loan commitments as financial liabilities at fair value through profit or loss.
Interest income and expense presented in the statement of comprehensive income include:
• interest on financial assets and financial liabilities measured at amortized cost calculated on
an effective interest basis;
• interest on available-for-sale investment securities calculated on an effective interest basis.
• interest income on impaired loans is recognized using the interest rate used in the
discounted cash flows in order to determine impairment.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
27 of 145
Interest income and expense on all trading assets and liabilities are considered to be adjacent to the
Group’s trading operations and are presented together with all other changes in the fair value of
trading assets and liabilities in net trading income.
Accounting treatment of interest income on impaired loans and advances to customers
When loans and other debt instruments become doubtful of collection, they are written down to the
present value of expected cash inflows and interest income is thereafter recorded for the unwinding of
the present value discount based on the asset’s effective interest rate which was used to measure the
impairment loss.
All other fees, commissions and other income and expense items are generally recorded on an
accrual basis by reference to completion of the specific transaction assessed on the basis of the
actual service provided as a proportion of the total services to be provided.
Dividends
Dividend income is recognized in profit or loss when the right to receive dividends payment is
established. Dividends are reflected as a component of other operating income.
Cash and cash equivalents
Cash and cash equivalents are items which are readily convertible to known amounts of cash and
which are subject to an insignificant risk of changes in value.
Cash and cash equivalents include mandatory reserve deposits with the National Bank of Romania,
all interbank placements.
Funds restricted for a period of more than three months on origination are excluded from cash and
cash equivalents. Cash and cash equivalents are carried at amortized cost.
Due from other banks
Amounts due from other banks are recorded when the Group advances money to counterparty
banks with no intention of trading the resulting unquoted non-derivative receivable due on fixed or
determinable dates. Due from other banks are carried at amortized cost.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
28 of 145
Loans and advances to customers
Loans and advances to customers are recorded when the Group advances money to purchase or
originate an unquoted non-derivative receivable from a customer due on fixed or determinable
dates, and has no intention of trading the receivable. Loans and advances to customers are carried
at amortised cost.
Identification and measurement of impairment
At each balance sheet date the Group assesses whether there is objective evidence that financial
assets not carried at fair value through profit or loss are impaired. Financial assets are impaired
when objective evidence demonstrates that a loss event has occurred after the initial recognition of
the asset, and that the loss event has an impact on the future cash flows on the asset that can be
estimated reliably.
If there is objective evidence that an impairment loss on loans and receivables carried at amortized
cost has been incurred, the amount of the loss is measured as the difference between the asset's
carrying amount and the present value of estimated future cash flows discounted at the financial
asset's original effective interest rate (i.e. the effective interest rate computed at initial recognition).
If a loan, receivable or held-to-maturity investment has a variable interest rate, the discount rate
for measuring any impairment loss is the variable interest rate at reporting date.
When a subsequent event causes the amount of impairment to decrease, the impairment loss is
reversed through profit and loss.
The Group considers the identification and measurement of impairment for loans and advances to
customers at individual and collective level.
The Group, based on its internal impairment assessment methodology, has included observable
data on the following loss events that comes to its attention as objective evidence that loans to
customers or groups of loans to customers are impaired:
(a) significant financial difficulty of the borrower such as breach of contract, default or
delinquency in interest or principal payments of the borrowers (individually and in the
same group of borrowers);
(b) the lender, for economic or legal reasons relating to the borrower's financial difficulty,
granted the borrower a concession that the lender would not otherwise consider such as the
rescheduling of the interest or principal payments;
(c) is becoming probable that the borrower will enter bankruptcy or other financial
reorganization;
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
29 of 145
(d) observable data indicating that there are economic or social conditions that can influence
adversely the industry in which the borrower operates and that affect these borrowers.
The Group first assesses whether objective evidence of impairment exists as described above,
individually for loans to customers that are individually significant, and individually or collectively
for loans that are not individually significant. If the Group determines that no objective evidence of
impairment exists for an individually assessed financial asset, whether significant or not, it includes
the loans to customers in a group of loans with similar credit risk characteristics and collectively
assesses them for impairment.
Loans to customers that are individually assessed for impairment and for which an impairment loss
is or continues to be recognized are not included in a collective assessment of impairment. The
calculation of the present value of the estimated future cash flows of a collateralized loan reflects
the cash flows that may result from foreclosure less costs for obtaining and selling the collateral,
whether or not foreclosure is probable.
For the purpose of a collective evaluation of impairment, loans to customers are grouped on the
basis of similar credit risk characteristics that are indicative of the debtors' ability to pay all
amounts due according to the contractual terms (e.g. on the basis of customer type or collateral
held).
Management considers that these characteristics chosen are the best estimate of similar credit risk
characteristics relevant to the estimation of future cash flows for groups of such loans by being
indicative of the debtors' ability to pay all amounts due according to the contractual terms of the
assets being evaluated.
Future cash flows in a group of loans to customers that are collectively assessed for impairment are
estimated on the basis of historical loss experience for loans with credit risk characteristics similar
to those in the group. Historical loss experience is adjusted on the basis of current observable data
to reflect the effects of current conditions that did not affect the period on which the historical loss
experience is based and to remove the effects of conditions in the historical period that do not exist
currently.
The loan impairment assessment considers the observable effects on current market conditions on
the individual / collective assessment of loans and advances to customers’ impairment.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
30 of 145
Write-off of loans
According to IAS 39, if there is objective evidence that an impairment loss on loans has been
incurred, the amount of the loss is measured as the difference between the loans’ carrying amount
and the present value of estimated future cash flows (excluding future credit losses that have not
been incurred) discounted at the financial asset's original effective interest rate (i.e. the effective
interest rate computed at initial recognition). The carrying amount of the loans can be reduced
either directly or through use of an allowance account. The carrying amount of impaired loans is
reduced through an allowance account for loans that are not 100% provisioned.
The Group writes off a loan (and any related allowances for impairment losses) when Bank’s Risk
Committee/ Board of Directors determines that the loans / securities are uncollectible. This
decision is made after considering information such as the occurrence of significant changes in the
borrower / issuer’s financial position such that the borrower / issuer can no longer pay the
obligation, or that proceeds from collateral will not be sufficient to pay back the entire exposure.
For smaller balance standard loans, charge off decisions generally are based on a product specific
past due status.
For the loans that are provided 100%, the Group offsets the provision (the allowance account)
directly against the carrying amount of the loans. Subsequently, the Group records any amounts
recovered from such previously written-off loans directly in the profit or loss as a revenue,
presented net against “Provision for impairment of loans and advances”.
Restructured loans
Restructured loans are considered impaired for at least 6 months from the restructuring date.
Loans with renegotiated terms are loans that have been restructured due to deterioration in the
borrower’s financial position and where the Group has made concessions that it would not
otherwise consider. Once the loan is restructured it remains in this category independent of
satisfactory performance after restructuring for a period of minimum 2 years called probation
period.
Investment securities available for sale
This classification includes investment securities which the Group intends to hold for an indefinite
period of time and which may be sold in response to needs for liquidity or changes in interest rates,
exchange rates or equity prices. Investment securities available for sale are carried at fair value.
Treasury bills issued by the Ministry of Public Finance of Romania are classified as available-for-
sale assets and measured at fair value using bid market quotations from active markets. Securities
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
31 of 145
such as investments in mutual funds are classified as available-for-sale assets and are carried at
their market prices.
Interest income on available-for-sale debt securities is calculated using the effective interest
method, and recognized in profit or loss for the year.
Dividends on available-for-sale equity instruments are recognized in profit or loss for the year when
the Group’s right to receive payment is established and it is probable that the dividends will be
collected.
All other elements of changes in the fair value are recognized in other comprehensive income until
the investment is derecognized or impaired, at which time the cumulative gain or loss is reclassified
from other comprehensive income to profit or loss for the year.
Impairment losses are recognized in profit or loss for the year when incurred as a result of one or
more events (“loss events”) that occurred after the initial recognition of investment securities
available for sale.
A significant or prolonged decline in the fair value of an equity security below its cost is an indicator
that it is impaired. The cumulative impairment loss – measured as the difference between the
acquisition cost and the current fair value, less any impairment loss on that asset previously
recognized in profit or loss – is reclassified from other comprehensive income to profit or loss for
the year. Impairment losses on equity instruments are not reversed and any subsequent gains are
recognized in other comprehensive income. If, in a subsequent period, the fair value of a debt
instrument classified as available for sale increases and the increase can be objectively related to an
event occurring after the impairment loss was recognized in profit or loss, the impairment loss is
reversed through profit or loss for the year.
Repossessed collateral
Repossessed collateral represents financial and non-financial assets acquired by the Group in
settlement of overdue loans. The assets are initially recognized at fair value when acquired and
included in premises and equipment, other financial assets, investment properties or inventories
within other assets depending on their nature and the Group's intention in respect of recovery of
these assets, and are subsequently re-measured and accounted for in accordance with the
accounting policies for these categories of assets.
The Group applies its accounting policy for non-current assets held for sale to repossessed
collateral where the relevant conditions for such classification are met at the end of the reporting
period.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
32 of 145
Credit related commitments
The Group issues financial guarantees and commitments to provide loans. Financial guarantees
represent irrevocable commitment to make payments in the event that a customer cannot meet its
obligations to third parties, and carry the same credit risk as loans. Financial guarantees and
commitments to provide a loan are initially recognised at their fair value, which is normally
evidenced by the amount of fees received. This amount is amortised on a straight line basis over
the life of the commitment, except for commitments to originate loans if it is probable that the
Group will enter into a specific lending arrangement and does not expect to sell the resulting loan
shortly after origination; such loan commitment fees are deferred and included in the carrying
value of the loan on initial recognition. At the end of each reporting period, the commitments are
measured at the higher of (i) the remaining unamortised balance of the amount at initial
recognition and (ii) the best estimate of expenditure required to settle the commitment at the end
of each reporting period.
Goodwill
Goodwill is carried at cost less accumulated impairment losses, if necessary. The Group tests
goodwill for impairment at least annually and whenever there are indications that goodwill may be
impaired. Goodwill is allocated to the cash-generating units, or groups of cash-generating units,
that are expected to benefit from the synergies of the business combination. Such units or group of
units represent the lowest level at which the Group monitors goodwill, and are not larger than an
operating segment. Gains or losses on disposal of an operation within a cash generating unit to
which goodwill has been allocated include the carrying amount of goodwill associated with the
disposed operation, generally measured on the basis of the relative values of the disposed operation
and the portion of the cash-generating unit which is retained.
Property and equipment
Premises are carried at revalued amounts, as described below, less accumulated depreciation and
provision for impairment, where required. The equipment is stated and revalued at cost less
accumulated depreciation and provision for impairment, where required.
Revaluations shall be made with sufficient regularity to ensure that the carrying amount does not
differ materially from that which would be determined using fair value at the end of the reporting
period. If an item of property and equipment is revalued, the entire class of property and
equipment to which that asset belongs shall be revalued.
If an asset's carrying amount is increased as a result of a revaluation, the increase shall be
recognized in other comprehensive income and accumulated in equity. However, the increase shall
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
33 of 145
be recognized in profit or loss to the extent that it reverses a revaluation decrease of the same asset
previously recognized in profit or loss. If an asset's carrying amount is decreased as a result of a
revaluation, the decrease shall be recognized in profit or loss.
However, the decrease shall be recognized in other comprehensive income to the extent of any
credit balance existing in the revaluation surplus in respect of that asset. The decrease recognized
in other comprehensive income reduces the amount accumulated in equity under the heading of
revaluation surplus.
The Group recognizes in the carrying value of a tangible cost of replacing it when that cost is
incurred or is likely that future economic benefits embodied in the asset will be transferred to the
Group and the cost of this asset can be measured reliably. All other costs are recognized as an
expense in the profit or loss account as incurred.
Costs of minor repairs and day-to-day maintenance are expensed when incurred. Costs of
replacing major parts or components of premises and equipment items are capitalized, and the
replaced part is retired.
At the end of each reporting period, management assesses whether there is any indication of
impairment of premises and equipment. If any such indication exists, management estimates the
recoverable amount, which is determined as the higher of an asset’s fair value less costs to sell and
its value in use. The carrying amount is reduced to the recoverable amount and the impairment
loss is recognized in profit or loss for the year to the extent it exceeds the previous revaluation
surplus in equity. An impairment loss recognized for an asset in prior years is reversed if there has
been a change in the estimates used to determine the asset’s value in use or fair value less costs to
sell. Gains and losses on disposals determined by comparing proceeds with carrying amount are
recognized in profit or loss for the year (within other operating income or expenses).
Depreciation
The lands and constructions in progress are not depreciated. Depreciation on other items of
premises and equipment is calculated using the straight-line method and charged to profit and loss
of the year to allocate their cost or revalued amounts over their estimated useful lives:
Useful lives in years
Buildings 48 - 60 years
Equipment’s 4 years
Motor vehicles 5- 6 years
Other tangible fixed assets 3 – 30 years
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
34 of 145
Leased assets are depreciated over the shorter of the lease term and their useful lives.
When premises and land are revalued, any accumulated depreciation at the date of the revaluation
is restated proportionately with the change in the gross carrying amount of the asset so that the
carrying amount of the asset after revaluation equals its revalued amount.
Depreciation methods, useful lives and residual values are reassessed at each financial year and
adjusted if appropriate.
Intangible assets
The Group’s intangible assets other than goodwill have definite useful life and primarily include
capitalised computer software. Acquired computer software licenses are capitalized on the basis of
the costs incurred to acquire and bring to use the specific software. Development costs that are
directly associated with identifiable and unique software controlled by the Group are recorded as
intangible assets if the inflow of incremental economic benefits exceeding costs is probable.
Capitalized costs include staff costs of the software development team and an appropriate portion
of relevant overheads. All other costs associated with computer software, e.g. its maintenance, are
expensed when incurred. Capitalized computer software is amortized on a straight line basis over
expected useful lives of three to five years.
Impairment of non-financial assets
The carrying amounts of non-financial assets, other than investment property and deferred tax
assets are reviewed at each reporting date to determine whether there is any indication of
impairment. If any such indication exists then the asset’s recoverable amount is estimated. For
Goodwill and intangible assets that have indefinite useful lives or that are not yet available for use,
the recoverable amount is estimated each year at the same time.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its
fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted
to their present value using a pre-tax discount rate that reflects current market assessments of the
time value of money and the risks specific to the asset.
For the purpose of impairment test, assets that cannot be tested individually are grouped together
into the smallest group of assets that generates cash inflows from continuing use that are largely
independent of the cash inflows of other assets or groups of assets (the “cash generating unit” or
“CGU”).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
35 of 145
Subject to an operating segment ceiling test, for the purposes of goodwill impairment testing, CGUs
to which goodwill has been allocated are aggregated so that the level at which impairment is tested
reflects the lowest level at which goodwill is monitored for internal reporting purposes.
Goodwill acquired in a business combination is allocated to groups of CGUs that are expected to
benefit from the synergies of the combination.
The Group’s corporate assets do not generate separate cash inflows. If there is an indication that a
corporate asset may be impaired, then the recoverable amount is determined for the CGU to which
the corporate asset belongs.
An impairment loss is recognized if the carrying amount of an asset or a CGU exceeds its
recoverable amount. Impairment losses are recognized in profit or loss.
Impairment losses recognized in respect of CGUs are allocated first to reduce the carrying amount
of any goodwill allocated to the CGUs and then to reduce the carrying amount of the other assets in
the unit (group of units) on a pro rata basis.
An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment
losses recognized in prior periods are assessed at each reporting date for any indications that the
loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in
the estimates used to determine the recoverable amount. An impairment loss is reversed only to the
extent that the asset’s carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortization, if no impairment loss had been recognized.
Deposits from customers and from banks, loans from banks and other financial
institutions, subordinated liabilities
Deposits from customers, loans from banks and subordinated liabilities are initially measured at
fair value plus incremental directly attributable transaction costs, and subsequently measured at
amortized cost using the effective interest method.
Employee benefits
i) Short term service benefits
Short-term employee benefits include wages, salaries, bonuses and social security contributions.
Short-term employee benefits are measured on an un-discounted basis and recognized as expense
when services are rendered.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
36 of 145
A liability is recognized for the amount expected to be paid under short-term cash bonus or profit-
sharing plans if the Bank has a present legal or constructive obligation to pay this amount as a
result of past service provided by the employee and the obligation can be estimated reliably.
ii) Provisions for employees' benefits
The Group assesses the cost of employees' benefits (performance bonuses, prizes in cash or kind,
retirement benefits, severance package) based on algorithms that take into consideration historic
data for such benefits. For the estimated amount, the Group sets a provision for the employees'
benefits.
The Group assess the cost of the employees' untaken holiday related to the previous periods as the
amount payable according to the standard pay scheme. For the estimated amount, the Group sets a
provision for the untaken holiday.
iii) Defined contribution plans
A defined contribution plan is a post-employment benefit plan under which an entity pays fixed
contributions into a separate entity and will have no legal or constructive obligation to pay further
amounts.
The Group, in the normal course of business makes payments to the Romanian State funds on
behalf of its Romanian employees for pension, health care and unemployment benefit. All
employees of the Group are members and are also legally obliged to make defined contributions
(included in the social security contributions) to the Romanian State pension plan (State defined
contribution plan). All relevant contributions to the Romanian State pension plan are recognized
as an expense as incurred in the profit or loss account of the year. The Group does not have any
further obligations.
The Group has no legal or constructive obligation to make pension, post retirement or similar
benefit payments beyond the payments to the statutory defined contribution scheme.
iv) Other long-term employee benefits
The Group’s net defined benefit obligation in respect of long-term service benefits is the amount of
future benefit that employees have earned in return for their service in the current and prior
periods.
According to the Collective Labour Agreement in force at the reporting date, the Group has no
contractual obligation to pay to retiring employees any benefit.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
37 of 145
Operating leases
The decision to consider an agreement to be or not leasing depends on the substance of the contract
and requires to establish that the agreement performance depends on the use of a specific asset or
group of assets and that agreement establishes the right of use of the good.
The Group as a lessor
The financial leases that substantially transfer to the Group all risks and rewards of a leased item
are capitalised at the beginning of the lease at the fair value of the leased item or, if that value is
lower, at the present value of the future minimum lease payments and included in intangble assets,
tangible assets or other assets, the lessee's debt being included under „Loans”. The lease payments
are divided between financial expenses and the reduction of the lease debt. The interests payable
under the lease agreements, calculated according to the contractual terms, that have not reached
maturity are amortized using the effective interest rate method.
The financial expenses are directly recognized in the consolidated statement of profit or loss and
other comprehensive income in „Interest expenses”.
The capitalized leased assets are amortized on a basis consistent with the amortization policy for
similar assets.
The operating lease payments are not recognized in the consolidated statement of financial
position. Any debt related to rents is recognized on a straight-line basis during the lease agreement
and is included under „Administrative and other operating expenses”.
Where the Group is a lessee in a lease which does not transfer substantially all the risks and
rewards incidental to ownership from the lessor to the Group, the total lease payments are charged
to profit or loss for the year (rental expense) on a straight-line basis over the period of the lease.
The Group as a lessee
The leases under which the Group does not transfer substantially all risks and rewards of the
ownership of the asset are classified as operating lease. Contingent rents are recognized as income
in the period when they are obtained, under „Other operating income”.
Finance lease liabilities
Where the Bank is a lessee in a lease which transferred substantially all the risks and rewards
incidental to ownership to the Group, the assets leased are capitalised in premises and equipment
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
38 of 145
at the commencement of the lease at the lower of the fair value of the leased asset, and the present
value of the minimum lease payments. Minimum lease payments under finance leases are divided
proportionally between lease expense and lease reduction. Each lease payment is allocated between
the liability and finance charges so as to achieve a constant rate on the finance balance outstanding.
The corresponding rental obligations, net of future finance charges, are included in other borrowed
funds. The interest cost is charged to profit or loss for the year over the lease period using the
effective interest method.
The assets acquired under finance leases are depreciated over their useful life, or the shorter lease
term if the Group is not reasonably certain that it will obtain ownership by the end of the lease
term.
Non-current assets classified as held for sale
Non-current assets which may include both non-current and current assets, are classified in the
statement of financial position as “non-current assets held for sale” if their carrying amount will be
recovered principally through a sale transaction within twelve months after the end of the reporting
period. Assets are reclassified when all of the following conditions are met: (a) the assets are available
for immediate sale in their present condition; (b) the Group’s management approved and initiated
an active programme to locate a buyer; (c) the assets are actively marketed for sale at a reasonable
price; (d) the sale is expected within one year and (e) it is unlikely that significant changes to the plan
to sell will be made or that the plan will be withdrawn. Non-current assets classified as held for sale
in the current period’s statement of financial position are not reclassified or re-presented in the
comparative statement of financial position to reflect the classification at the end of the current
period.
Non-current assets are assets that include amounts expected to be recovered or collected more than
twelve months after the end of the reporting period.
Non-current assets classified as held for sale are measured at the lower of their carrying amount and
fair value less costs to sell. Held for sale premises and equipment are not depreciated or amortised.
Reclassified non-current financial instruments and deferred taxes are not subject to write down to
the lower of their carrying amount and fair value less costs to sell.
The Group’s treatment for an asset previously classified as held for sale and for which the criteria are
no longer met (IFRS 5) is to reclassify the respective asset in other assets category until the
management reassess the available options: selling the asset, keeping the asset until the real estate
market appreciation, etc.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
39 of 145
Derivative financial instruments
Derivative financial instruments, including foreign exchange contracts, interest rate futures,
forward rate agreements, currency and interest rate swaps, and currency and interest rate options
are carried at their fair value.
All derivative instruments are carried as assets when fair value is positive, and as liabilities when
fair value is negative. Changes in the fair value of derivative instruments are included in profit or
loss for the year (gains less losses on derivatives). The Group does not apply hedge accounting.
Certain derivative instruments embedded in other financial instruments are treated as separate
derivative instruments when their risks and characteristics are not closely related to those of the
host contract.
Other financial and non-financial liabilities
Other liabilities are accrued when the counterparty has performed its obligations under the
contract and are carried at amortised cost.
Share capital
Ordinary shares are classified as equity. Share capital represents the total shares subscribed and
paid by the shareholders. The share capital is recorded separately in accounting, based on the
constitution and supporting documents relating to the payments of capital.
The capital increase is done through subscription and issue of new shares, incorporation of reserves
and other operations, according to the law. The capital decrease is achieved mainly by reducing the
number of shares or reducing their nominal value following the withdrawal of shareholders,
accounting losses from previous years or other operations, according to the law. In all cases of
change in capital, this is done based on the decision of the General Assembly of Shareholders. Gains
or losses related to the issuance or cancellation of shares are not recognized in the income
statement. Consideration paid or received after such operations are recognized directly in equity.
Presentation of statement of financial position in order of liquidity
The Group does not have a clearly identifiable operating cycle and therefore does not present
current and non-current assets and liabilities separately in the statement of financial position.
Instead, assets and liabilities are presented in order of their liquidity. The following table provides
information on amounts expected to be recovered or settled before and after twelve months after
the reporting period.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
40 of 145
Thousands RON 31 December 2016 31 December 2015
Amounts expected to be recovered or settled Amounts expected to be recovered or settled Within 12 months after
the reporting period After 12 months after the reporting period Total
Within 12 months after the reporting period
After 12 months after the reporting period Total
Assets Cash and cash equivalents 705,346 - 705,346 222,534 - 222,534 Due from other banks 6,939 - 6,939 1,960 - 1,960 Financial assets, available-for-sale 300,942 870,785 1,171,727 370,867 - 370,867 - Debt securities 300,942 868,217 1,169,159 361,313 - 361,313 - Equity investments - 2,568 2,568 - 9,554 9,554 Financial assets held for trading 8,385 106,792 115,177 - - - Investments held to maturity - 109,966 109,966 - - - Loans and advances to customers 672,368 563,822 1,236,190 238,937 335,580 574,517 Deferred tax assets - 18,744 18,744 - - - Investment property - 78,271 78,271 - - - Tangible assets - 175,551 175,551 - 44,840 44,840 Intangible assets - 44,239 44,239 - 7,760 7,760 Other financial assets 1,979 - 1,979 220 - 220 Other assets 59,142 - 59,142 8,545 - 8,545 Total assets 1,755,101 1,968,170 3,723,271 833,509 397,734 1,231,243 Liabilities Due to other banks 42,023 - 42,023 4,327 - 4,327 Customer deposits 3,155,324 52,207 3,207,531 852,225 68,052 920,277 Loans from banks and other financial institutions
15,885 31,338 47,223 39,225 27,780 67,005
Current income tax liabilities 259 - 259 Deferred tax liability
- - 18 - 18
Other financial liabilities 96,176 - 96,176 1,389 - 1,389 Other liabilities 35,300 - 35,300 15,954 - 15,954 Subordinated debt - 19,754 19,754 - - - Total Liabilities 3,344,967 103,299 3,448,266 913,138 95,832 1,008,970
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
41 of 145
Accounting for the effects of hyperinflation
Prior to 31 December 2003, the Romania met the definition of a hyperinflationary economy as defined
by International Accounting Standard (“IAS”) 29, “Financial Reporting in Hyperinflationary
Economies”. IAS 29 suggests that economies should be regarded as hyperinflationary if, among other
factors, the cumulative inflation rate over a period of three years exceeds 100%. IAS 29 requires that
financial statements prepared on a historical cost basis be adjusted to take into account the effects of
inflation, for entities reporting in hyperinflationary economies.
The Group has utilized the general price index reported by the Statistics National Institute of Romania
in the application of IAS 29 restating non-monetary items from the date of acquisition or contribution.
Effective 1 January 2004, the economy of Romania ceased to meet the criteria of hyperinflationary
economy. Accordingly, beginning 1 January 2004, the Group ceased to apply IAS 29 on a prospective
basis. As a result of this change, the carrying amounts of non-monetary assets expressed in the RON
current at 31 December 2003 formed the basis for the respective assets from 1 January 2004 onwards.
The Group has restated its share capital in accordance with the requirements of IAS 29.
New or Revised Standards and Interpretations as adopted by the European Union
Standards or interpretations effective for the first time for year ended
31 December 2016:
Defined Benefit Plans: Employee Contributions - Amendments to IAS 19 (issued in
November 2013 and effective for annual periods beginning 1 July 2014
The amendment allows entities to recognize employee contributions as a reduction in the service cost
in the period in which the related employee service is rendered, instead of attributing the contributions
to the periods of service, if the amount of the employee contributions is independent of the number of
years of service. The Group is currently evaluating the impact of the new standard on its financial
situation.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
42 of 145
Annual Improvements to IFRSs 2012 (issued on 12 December 2013 and effective for
annual periods beginning on or after 1 July 2014, unless otherwise stated below,). The
improvements consist of changes to seven standards.
IFRS 2 was amended to clarify the definition of a ‘vesting condition’ and to define separately
‘performance condition’ and ‘service condition’; The amendment is effective for share-based payment
transactions for which the grant date is on or after 1 July 2014.
IFRS 3 was amended to clarify that (1) an obligation to pay contingent consideration which meets the
definition of a financial instrument is classified as a financial liability or as equity, on the basis of the
definitions in IAS 32, and (2) all non-equity contingent consideration, both financial and non-financial,
is measured at fair value at each reporting date, with changes in fair value recognised in profit and loss.
Amendments to IFRS 3 are effective for business combinations where the acquisition date is on or after
1 July 2014.
IFRS 8 was amended to require (1) disclosure of the judgements made by management in aggregating
operating segments, including a description of the segments which have been aggregated and the
economic indicators which have been assessed in determining that the aggregated segments share
similar economic characteristics, and (2) a reconciliation of segment assets to the entity’s assets when
segment assets are reported.
The basis for conclusions on IFRS 13 was amended to clarify that deletion of certain paragraphs
in IAS 39 upon publishing of IFRS 13 was not made with an intention to remove the ability to measure
short-term receivables and payables at invoice amount where the impact of discounting is immaterial.
IAS 16 and IAS 38 were amended to clarify how the gross carrying amount and the accumulated
depreciation are treated where an entity uses the revaluation model.
IAS 24 was amended to include, as a related party, an entity that provides key management personnel
services to the reporting entity or to the parent of the reporting entity (‘the management entity’), and to
require to disclose the amounts charged to the reporting entity by the management entity for services
provided. The Bank is currently evaluating the impact of the new standard on its financial situation.
Clarification of Acceptable Methods of Depreciation and Amortization - Amendments to
IAS 16 and IAS 38 (issued on 12 May 2014 and effective for the periods beginning on or
after 1 January 2016). In this amendment, the IASB has clarified that the use of revenue-based
methods to calculate the depreciation of an asset is not appropriate because revenue generated by an
activity that includes the use of an asset generally reflects factors
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
43 of 145
Equity Method in Separate Financial Statements - Amendments to IAS 27 (issued on 12
August 2014 and effective for annual periods beginning 1 January 2016). The amendments
will allow entities to use the equity method to account for investments in subsidiaries, joint ventures and
associates in their separate financial statements. The Group is currently evaluating the impact of the
new standard on its financial situation.
Annual Improvements to IFRSs 2014 (issued on 25 September 2014 and effective for
annual periods beginning on or after 1 January 2016). The amendments impact 4 standards.
IFRS 5 was amended to clarify that change in the manner of disposal (reclassification from "held for
sale" to "held for distribution" or vice versa) does not constitute a change to a plan of sale ore
distribution, and does not have to be accounted for as such. The amendment to IFRS 7 adds guidance
to help management determine whether the terms of an arrangement to service a financial asset which
has been transferred constitute continuing involvement, for the purposes of disclosures required by
IFRS 7. The amendment also clarifies that the offsetting disclosures of IFRS 7 are not specifically
required for all interim periods, unless required by IAS 34.
The amendment to IAS 19 clarifies that for post-employment benefit obligations, the decisions
regarding discount rate, existence of deep market in high-quality corporate bonds, or which
government bonds to use as a basis, should be based on the currency that the liabilities are
denominated in, and not the country where they arise. IAS 34 will require a cross reference from the
interim financial statements to the location of "information disclosed elsewhere in the interim
financial report". The Group is currently evaluating the impact of the new standard on its financial
situation.
Investment Entities: Applying the Consolidation Exception Amendment to IFRS 10,
IFRS 12 and IAS 28 (issued on 18 December 2014 and effective for annual periods on or
after 1 January 2016). The Standard was amended to clarify that an investment entity should
measure at fair value through profit or loss all of its subsidiaries that are themselves investment
entities. In addition, the exemption from preparing consolidated financial statements if the entity’s
ultimate or any intermediate parent produces consolidated financial statements available for public
use was amended to clarify that the exemption applies regardless whether the subsidiaries are
consolidated or are measured at fair value through profit or loss in accordance with IFRS 10 in such
ultimate or any intermediate parent’s financial statements. The Group is currently evaluating the
impact of the new standard on its financial situation.
Transfers of Investment Property - Amendments to IAS 40 (issued on 8 December 2016
and effective for annual periods beginning on or after 1 January 2018). The amendments
clarify the requirements on transfers to, or from, investment property in respect of properties under
construction. Prior to the amendments, there was no specific guidance on transfers into, or out of,
investment properties under construction in IAS 40. The amendment clarifies that there was no
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
44 of 145
intention to prohibit transfers of a property under construction or development, previously classified
as inventory, to investment property when there is an evident change in use. IAS 40 was amended to
reinforce the principle of transfers into, or out of, investment property in IAS 40 to specify that a
transfer into, or out of investment property should only be made when there has been a change in use
of the property; and such a change in use would involve an assessment of whether the property
qualifies as an investment property. Such a change in use should be supported by evidence. The Bank
is currently evaluating the impact of the new standard on its financial situation.
Standards or interpretations effective for the first time for year ended
31 December 2017:
Recognition of Deferred Tax Assets for Unrealised Losses - Amendments to IAS 12
(issued on 19 January 2016 and effective for annual periods beginning on or after 1
January 2017).
The amendment has clarified the requirements on recognition of deferred tax assets for unrealised
losses on debt instruments. The entity will have to recognise deferred tax asset for unrealised losses
that arise as a result of discounting cash flows of debt instruments at market interest rates, even if it
expects to hold the instrument to maturity and no tax will be payable upon collecting the principal
amount. The economic benefit embodied in the deferred tax asset arises from the ability of the holder
of the debt instrument to achieve future gains (unwinding of the effects of discounting) without paying
taxes on those gains. The Group is currently assessing the impact of the amendments on its financial
statements.
Disclosure Initiative - Amendments to IAS 7 (issued on 29 January 2016 and effective
for annual periods beginning on or after 1 January 2017).The amended IAS 7 will require
disclosure of a reconciliation of movements in liabilities arising from financing activities. The Group is
currently assessing the impact of the amendment on its financial statements.
Annual Improvements to IFRSs 2014-2016 cycle - amendments to IFRS 12 (issued on 8
December 2016 and effective for annual periods beginning on or after 1 January 2017).
The amendments clarify the scope of the disclosure requirements in IFRS 12 by specifying that the
disclosure requirements in IFRS 12, other than those relating to summarised financial information for
subsidiaries, joint ventures and associates, apply to an entity's interests in other entities that are
classified as held for sale or discontinued operations in accordance with IFRS 5. The Group is
currently assessing the impact of the amendments on its financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
45 of 145
Standards or interpretations effective from 1 January 2018 or later
IFRS 9 “Financial Instruments” (issued on 24 July 2014 and effective for annual
periods beginning on or after 1 January 2018). Key features of the new standard are:
• Financial assets are required to be classified into three measurement categories: those to be
measured subsequently at amortised cost, those to be measured subsequently at fair value
through other comprehensive income (FVOCI) and those to be measured subsequently at fair
value through profit or loss (FVPL).
• Classification for debt instruments is driven by the entity’s business model for managing the
financial assets and whether the contractual cash flows represent solely payments of principal
and interest (SPPI). If a debt instrument is held to collect, it may be carried at amortised cost if
it also meets the SPPI requirement. Debt instruments that meet the SPPI requirement that are
held in a portfolio where an entity both holds to collect assets’ cash flows and sells assets may
be classified as FVOCI. Financial assets that do not contain cash flows that are SPPI must be
measured at FVPL (for example, derivatives). Embedded derivatives are no longer separated
from financial assets but will be included in assessing the SPPI condition.
• Investments in equity instruments are always measured at fair value. However, management
can make an irrevocable election to present changes in fair value in other comprehensive
income, provided the instrument is not held for trading. If the equity instrument is held for
trading, changes in fair value are presented in profit or loss.·
• Most of the requirements in IAS 39 for classification and measurement of financial liabilities
were carried forward unchanged to IFRS 9. The key change is that an entity will be required to
present the effects of changes in own credit risk of financial liabilities designated at fair value
through profit or loss in other comprehensive income.
• IFRS 9 introduces a new model for the recognition of impairment losses – the expected credit
losses (ECL) model. There is a ‘three stage’ approach which is based on the change in credit
quality of financial assets since initial recognition. In practice, the new rules mean that entities
will have to record an immediate loss equal to the 12-month ECL on initial recognition of
financial assets that are not credit impaired (or lifetime ECL for trade receivables). Where
there has been a significant increase in credit risk, impairment is measured using lifetime ECL
rather than 12-month ECL. The model includes operational simplifications for lease and trade
receivables.
• Hedge accounting requirements were amended to align accounting more closely with risk
management. The standard provides entities with an accounting policy choice between
applying the hedge accounting requirements of IFRS 9 and continuing to apply IAS 39 to all
hedges because the standard currently does not address accounting for macro hedging.
The Group is currently assessing the impact of the new standard on its financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
46 of 145
IFRS 14, Regulatory Deferral Accounts (issued on 30 January 2014 and effective for
annual periods beginning on or after 1 January 2016). IFRS 14 permits first-time adopters to
continue to recognise amounts related to rate regulation in accordance with their previous GAAP
requirements when they adopt IFRS. However, to enhance comparability with entities that already
apply IFRS and do not recognise such amounts, the standard requires that the effect of rate regulation
must be presented separately from other items. An entity that already presents IFRS financial
statements is not eligible to apply the standard.
IFRS 15, Revenue from Contracts with Customers (issued on 28 May 2014 and effective
for the periods beginning on or after 1 January 2018). The new standard introduces the core
principle that revenue must be recognised when the goods or services are transferred to the customer,
at the transaction price. Any bundled goods or services that are distinct must be separately recognised,
and any discounts or rebates on the contract price must generally be allocated to the separate
elements. When the consideration varies for any reason, minimum amounts must be recognised if they
are not at significant risk of reversal. Costs incurred to secure contracts with customers have to be
capitalised and amortised over the period when the benefits of the contract are consumed. The Group
is currently assessing the impact of the new standard on its financial statements.
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture -
Amendments to IFRS 10 and IAS 28 (issued on 11 September 2014 and effective for
annual periods beginning on or after a date to be determined by the IASB). These
amendments address an inconsistency between the requirements in IFRS 10 and those in IAS 28 in
dealing with the sale or contribution of assets between an investor and its associate or joint venture.
The main consequence of the amendments is that a full gain or loss is recognised when a transaction
involves a business. A partial gain or loss is recognised when a transaction involves assets that do not
constitute a business, even if these assets are held by a subsidiary. The Group is currently assessing the
impact of the amendments on its financial statements.
IFRS 16 "Leases" (issued on 13 January 2016 and effective for annual periods
beginning on or after 1 January 2019). The new standard sets out the principles for the
recognition, measurement, presentation and disclosure of leases. All leases result in the lessee
obtaining the right to use an asset at the start of the lease and, if lease payments are made over time,
also obtaining financing. Accordingly, IFRS 16 eliminates the classification of leases as either operating
leases or finance leases as is required by IAS 17 and, instead, introduces a single lessee accounting
model. Lessees will be required to recognise: (a) assets and liabilities for all leases with a term of more
than 12 months, unless the underlying asset is of low value; and (b) depreciation of lease assets
separately from interest on lease liabilities in the income statement. IFRS 16 substantially carries
forward the lessor accounting requirements in IAS 17. Accordingly, a lessor continues to classify its
leases as operating leases or finance leases, and to account for those two types of leases differently. The
Group is currently assessing the impact of the amendments on its financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
47 of 145
Amendments to IFRS 15, Revenue from Contracts with Customers (issued on 12 April
2016 and effective for annual periods beginning on or after 1 January 2018). The
amendments do not change the underlying principles of the Standard but clarify how those principles
should be applied. The amendments clarify how to identify a performance obligation (the promise to
transfer a good or a service to a customer) in a contract; how to determine whether a company is a
principal (the provider of a good or service) or an agent (responsible for arranging for the good or
service to be provided); and how to determine whether the revenue from granting a licence should be
recognised at a point in time or over time. In addition to the clarifications, the amendments include
two additional reliefs to reduce cost and complexity for a company when it first applies the new
Standard. The Group is currently assessing the impact of the amendment on its financial statements.
Amendments to IFRS 2, Share-based Payment (issued on 20 June 2016 and effective for
annual periods beginning on or after 1 January 2018). The amendments mean that non-
market performance vesting conditions will impact measurement of cash-settled share-based payment
transactions in the same manner as equity-settled awards. The amendments also clarify classification
of a transaction with a net settlement feature in which the entity withholds a specified portion of the
equity instruments, that would otherwise be issued to the counterparty upon exercise (or vesting), in
return for settling the counterparty's tax obligation that is associated with the share-based payment.
Such arrangements will be classified as equity-settled in their entirety.
Finally, the amendments also clarify accounting for cash-settled share based payments that are
modified to become equity-settled, as follows (a) the share-based payment is measured by reference to
the modification-date fair value of the equity instruments granted as a result of the modification; (b)
the liability is derecognised upon the modification, (c) the equity-settled share-based payment is
recognized to the extent that the services have been rendered up to the modification date, and (d) the
difference between the carrying amount of the liability as at the modification date and the amount
recognized in equity at the same date is recorded in profit or loss immediately. The Group is currently
assessing the impact of the amendment on its financial statements.
Applying IFRS 9 Financial Instruments with IFRS 4 Insurance Contracts -
Amendments to IFRS 4 (issued on 12 September 2016 and effective, depending on the
approach, for annual periods beginning on or after 1 January 2018 for entities that
choose to apply temporary exemption option, or when the entity first applies IFRS 9
for entities that choose to apply the overlay approach). The amendments address concerns
arising from implementing the new financial instruments Standard, IFRS 9, before implementing the
replacement Standard that the IASB is developing for IFRS 4. These concerns include temporary
volatility in reported results. The amendments introduce two approaches: an overlay approach and a
deferral approach. The amended Standard will give all companies that issue insurance contracts the
option to recognise in other comprehensive income, rather than profit or loss, the volatility that could
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
48 of 145
arise when IFRS 9 is applied before the new insurance contracts Standard is issued. In addition, the
amended Standard will give companies whose activities are predominantly connected with insurance
an optional temporary exemption from applying IFRS 9 until 2021. The entities that defer the
application of IFRS 9 will continue to apply the existing financial instruments Standard—IAS 39. The
amendments to IFRS 4 supplement existing options in the Standard that can already be used to
address the temporary volatility. The Group is currently assessing the impact of the amendments on
its financial statements.
Annual Improvements to IFRSs 2014-2016 cycle - Amendments to IFRS 1 an IAS 28
(issued on 8 December 2016 and effective for annual periods beginning on or after 1
January 2018). IFRS 1 was amended and some of the short-term exemptions from IFRSs in respect
of disclosures about financial instruments, employee benefits and investment entities were removed,
after those short-term exemptions have served their intended purpose. The amendments to IAS 28
clarify that an entity has an investment-by-investment choice for measuring investees at fair value in
accordance with IAS 28 by a venture capital organization, or a mutual fund, unit trust or similar
entities including investment linked insurance funds. Additionally, an entity that is not an investment
entity may have an associate or joint venture that is an investment entity. IAS 28 permits such an
entity to retain the fair value measurements used by that investment entity associate or joint venture
when applying the equity method. The amendments clarify that this choice is also available on an
investment-by-investment basis. The Group is currently assessing the impact of the amendments on
its financial statements.
IFRIC 22 - Foreign Currency Transactions and Advance Consideration (issued on 8
December 2016 and effective for annual periods beginning on or after 1 January 2018).
The interpretation addresses how to determine the date of the transaction for the purpose of
determining the exchange rate to use on initial recognition of the related asset, expense or income (or
part thereof) on the derecognition of a non-monetary asset or non-monetary liability arising from an
advance consideration in a foreign currency. Under IAS 21, the date of the transaction for the purpose
of determining the exchange rate to use on initial recognition of the related asset, expense or income
(or part thereof) is the date on which an entity initially recognizes the non-monetary asset or non-
monetary liability arising from the advance consideration. If there are multiple payments or receipts in
advance, then the entity must determine the date of the transaction for each payment or receipt of
advance consideration. IFRIC 22 only applies in circumstances in which an entity recognizes a non-
monetary asset or non-monetary liability arising from an advance consideration. IFRIC 22 does not
provide application guidance on the definition of monetary and non-monetary items. An advance
payment or receipt of consideration generally gives rise to the recognition of a non-monetary asset or
non-monetary liability, however, it may also give rise to a monetary asset or liability. An entity may
need to apply judgment in determining whether an item is monetary or non-monetary. The Group is
currently assessing the impact of the amendments on its financial statements.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
49 of 145
Transfers of Investment Property - Amendments to IAS 40 (issued on 8 December 2016
and effective for annual periods beginning on or after 1 January 2018). The amendments
clarify the requirements on transfers to, or from, investment property in respect of properties under
construction. Prior to the amendments, there was no specific guidance on transfers into, or out of,
investment properties under construction in IAS 40. The amendment clarifies that there was no
intention to prohibit transfers of a property under construction or development, previously classified
as inventory, to investment property when there is an evident change in use. IAS 40 was amended to
reinforce the principle of transfers into, or out of, investment property in IAS 40 to specify that a
transfer into, or out of investment property should only be made when there has been a change in use
of the property; and such a change in use would involve an assessment of whether the property
qualifies as an investment property. Such a change in use should be supported by evidence. The Group
is currently assessing the impact of the amendments on its financial statements.
IFRS 17 "Insurance Contracts"(issued on 18 May 2017 and effective for annual periods
beginning on or after 1 January 2021).IFRS 17 replaces IFRS 4, which has given companies
dispensation to carry on accounting for insurance contracts using existing practices. As a consequence,
it was difficult for investors to compare and contrast the financial performance of otherwise similar
insurance companies. IFRS 17 is a single principle-based standard to account for all types of insurance
contracts, including reinsurance contracts that an insurer holds. The standard requires recognition
and measurement of groups of insurance contracts at: (i) a risk-adjusted present value of the future
cash flows (the fulfilment cash flows) that incorporates all of the available information about the
fulfilment cash flows in a way that is consistent with observable market information; plus (if this value
is a liability) or minus (if this value is an asset) (ii) an amount representing the unearned profit in the
group of contracts (the contractual service margin). Insurers will be recognising the profit from a
group of insurance contracts over the period they provide insurance coverage, and as they are released
from risk. If a group of contracts is or becomes loss-making, an entity will be recognising the loss
immediately. The Group is currently assessing the impact of the new standard on its financial
statements.
IFRIC 23 "Uncertainty over Income Tax Treatments" (issued on 7 June 2017 and
effective for annual periods beginning on or after 1 January 2019).IAS 12 specifies how to
account for current and deferred tax, but not how to reflect the effects of uncertainty. The
interpretation clarifies how to apply the recognition and measurement requirements in IAS 12 when
there is uncertainty over income tax treatments. An entity should determine whether to consider each
uncertain tax treatment separately or together with one or more other uncertain tax treatments based
on which approach better predicts the resolution of the uncertainty. An entity should assume that a
taxation authority will examine amounts it has a right to examine and have full knowledge of all
related information when making those examinations. If an entity concludes it is not probable that the
taxation authority will accept an uncertain tax treatment, the effect of uncertainty will be reflected in
determining the related taxable profit or loss, tax bases, unused tax losses, unused tax credits or tax
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
50 of 145
rates, by using either the most likely amount or the expected value, depending on which method the
entity expects to better predict the resolution of the uncertainty. An entity will reflect the effect of a
circumstances or new information that can result in the reassessment of a judgment or estimate
include, but are not limited to, examinations or actions by a taxation authority, changes in rules
established by a taxation authority or the expiry of a taxation authority's right to examine or re-
examine a tax treatment. The absence of agreement or disagreement by a taxation authority with a tax
treatment, in isolation, is unlikely to constitute a change in facts and circumstances or new
information that affects the judgments and estimates required by the Interpretation. The Group is
currently assessing the impact of the interpretation on its financial statements.
4 FINANCIAL RISK MANAGEMENT
a) Introduction and overview
According to the Risk Strategy for the year 2016, the Group has exposure to the following risks from its
use of financial instruments:
• credit risk
• credit concentration risk
• residual risk
• FX lending risk
• liquidity risk
• market risk - foreign currency risk
• interest rate risk from banking book
• operational risks
• risks arising from applying less sophisticated approach
• country risk
• external risks
• compliance risk
• strategic risk
• excessive leverage risk
b) Significant accounting policies
Starting from the risks presented above, the Group will consider as significant those risks whose
profile at quarter end are above “medium” or above the assumed appetite (the lowest of these two). In
this sense, the Group has established a general risk appetite, an individual appetite (for each
significant risk) and an appetite to the level of each and every risk indicator that is used to assess the
Group’s risk exposure.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
51 of 145
c) Risk management policies
The latter will be considered also an early warning level in order to contribute to the process of
identifying those areas where the risk exposure is increasing compared to the assumed level through
the risk strategy. These risks are managed and controlled through dedicated policies and procedures
together with specific processes, tools and indicators. Part of them are assigned a dedicated risk profile
and a risk appetite is set while for the others the Group has decided towards a qualitative assessment,
dedicated monitoring and set up a specific capital requirement under the Pillar II (ICAAP) in order to
properly cover the respective risk exposure.
Therefore, for 2016, the Group has established a medium-high level risk appetite and the following
individual risk appetites for each significant risk:
No. Risk Risk appetite level
1 Credit risk Medium-High
2 Market risk Low
3 Interest rate risk from banking book Medium
4 Operational risk Medium-High
5 Liquidity risk Medium
6 Strategic risk Medium
7 Compliance risk (including reputational risk) Medium
This note presents information about the Group’s exposure to each of the above risks, the Group’s
objectives, policies and processes for measuring and managing financial risks, and the Group’s capital
management principles and processes. Risk management framework
The main principle behind the risk management framework of the Group is that it is not allowed to
take more risk than is capable of bearing. Therefore, the Board of Administration established an
overall risk profile and individual profiles for each and every of the significant risks identified by the
Group and detailed in its Risk Strategy (as presented above). The main purpose of the risk profile is to
define the risk appetite and tolerance within which the Group’s activity should be performed in order
to achieve the projected business objectives.
The Board of Directors has overall responsibility for the establishment and oversight of the risk
management framework. The Board of Directors establishes different committees for each entities
(the Executive Committee, the Risk Management Committee and the Asset and Liability Committee
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
52 of 145
(ALCO) which are responsible for developing and monitoring risk management policies in their
specified areas). All committees report regularly to the management structure.
The Group’s risk management policies are established to identify and measure the risks faced by the
Group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk
management policies and systems are reviewed regularly to reflect changes in market conditions,
products and services offered.
The Group, through its training and management standards and procedures, aims to develop a
disciplined and constructive control environment, in which all employees understand their roles and
obligations.
The Audit Committee is responsible for monitoring compliance with the Group’s risk management
policies and procedures, and for reviewing the adequacy of the risk management framework in relation
to the risks faced by the Group. The Audit Committee is assisted in these functions by Internal Audit
function. Internal Audit undertakes both regular and ad-hoc reviews of risk management controls and
procedures, the results of which are reported to the Audit Committee.
d) Credit risks
Credit risk is the current or future risk which negatively affects profit and capital as a consequence of
the debtors' default or failure in fulfilling their contractual conditions.
The Group takes on exposure to credit risk, which is the risk that one party to a financial instrument
will cause a financial loss for the other party by failing to discharge an obligation. Exposure to credit
risk arises as a result of the Group’s lending and other transactions with counterparties giving rise to
financial assets.
For the presentation of credit risks we will refer both to classic credit risk and also the credit
concentration risk, residual risk and FX lending.
The Group’s maximum exposure to credit risk is reflected in the carrying amounts of financial assets
on the statement of financial position. For guarantees and commitments to extend credit, the
maximum exposure to credit risk is the amount of the commitment. The credit risk is mitigated by
collateral and other credit enhancements.
Management of credit risks
The Board of Directors delegate the responsibility for the management of credit risk to its Executive
Committee, Risk Management Committee and Credit Committee. The Credit Analysis and Risk
Management Divisions are responsible for monitoring of the credit risk including:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
53 of 145
• Formulating credit policies in consultation with business units, covering collateral
requirements, credit assessment, risk grading and reporting, documentary and legal
procedures, and compliance with regulatory and statutory requirements.
• Establishing the authorization structure for the approval and renewal of credit facilities.
Authorization limits are allocated on different levels to Credit Committee, Executive
Committee and Board of Directors, as appropriate.
• Reviewing and assessing credit risk. Credit Committee assesses all credit exposures in excess
of designated limits, prior to facilities being committed to customers by the business unit
concerned. Renewals and reviews of facilities are subject to the same review process.
• Limiting concentrations of exposure to counterparties, geographies and industries (for loans
and advances), and by issuer, and collateralization.
• Developing the Group’s risk provisioning policy on the main product categories according to
the degree of homogeneity. The provisioning policy is subject to regular reviews function also
of the statutory regulations.
• Reviewing compliance of business units with agreed exposure limits, including those for
selected geographies areas, industries and maturities.
• Regular reports are provided to Risk Management Committee, Executive Committee and to
the Board of Administration on the credit risk exposure development and risk profile level
• Providing advice, guidance and specialist skills to business units to promote best practice
throughout the Group in the management of credit risk.
The Group is exposed to credit risk through its lending and investments activities and in cases where it
acts as an intermediary on behalf of customers or other third parties or it issues guarantees. The
Group’s primary exposure to credit risk arises through its lending activity. The amount of credit
exposure in this regard is represented by the carrying amounts of the assets on the balance sheet.
The Group is exposed to credit risk on various other financial assets, including debt securities
investments (i.e. Treasury Bills issued by the Romanian Government) or money market placements,
financial assets held for trading, investments held to maturity, the current credit exposure in respect of
these instruments is equal to the carrying amount of these assets in the balance sheet. In addition, the
Group is exposed to off balance sheet credit risk through commitments to extend credit and
guarantees issued.
Concentrations of credit risk that arise from financial instruments exist for groups of counterparties
when they have similar economic characteristics that would cause their ability to meet contractual
obligations to be similarly affected by changes in economic or other conditions. The major
concentrations of credit risk arise by individual counterparty and by type of customer in relation to the
Group’s loans and advances to customers.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
54 of 145
e) Market risk
Market risk is the risk that the fair value or the future cash flow related to the financial instruments
will fluctuate due to changes in the variables of the market (currency risk, price of shares).
The Group takes on exposure to market risks. Market risks arise from open positions in (a) currency,
(b) interest rates and (c) equity products (still the main exposure being towards the foreign currency
risk), all of which are exposed to general and specific market movements. Management sets limits on
the value of risk that may be accepted, which is monitored on a daily basis. However, the use of this
approach does not prevent losses outside of these limits in the event of more significant market
movements.
f) Currency risk
The Group's main goal within the Group is to close its currency positions and ensure that open foreign
exchange positions remain within conservative limits all the time. On the other hand, since the Group's
subsidiaries' capital is held in the RON, we will not have a currency risk to be generated by this group-
level.
The foreign currency risk is the risk to record losses or not to achieve the estimated profits due to the
fluctuations on the market of the foreign exchange rate. The object of the identification, assessment,
monitoring and management of the foreign currency risk is represented, according to the Group’s
policies and procedures, by the elements denominated in foreign currency from the banking book
portfolio of the Group.
The Group is exposed to currency risk through transactions in foreign currencies against RON. The
Group manages its exposure to movements in exchanges rates by modifying its assets and liabilities
mix. On the Romanian market, exchange rates have a moderate volatility; therefore open foreign
exchange positions represent a source of currency risk. In order to limit losses arising from adverse
movements in exchange rates, the Group is currently pursuing the policy of maintaining an overall
balanced foreign exchange position.
Capital requirements for currency risk is calculated using regulated model, named Standard Approach.
To determine the possible underestimation of currency risk used in Pillar 1 of the Standardized
Approach, the Group proceeded to compare requirement currency risk covered up in Pillar I of the
assessment VaR's for currency dominance with a confidence level of 95% and a time period of one
year, calculated internally using a daily database for a 5 years period exchange rate differences
compared with the same date of the previous year (currency position is considered in absolute value).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
55 of 145
As VaR is an integral part of the market risk management, VaR limits have been set at individual level,
and exposures are compared daily with the limits by the management.
From the perspective of capital, the annual exchange rate differences are considered to be relevant for
the coverage of capital losses that may arise from underestimating requirement for this risk.
Positive difference between them will be considered understatement in Pillar I and will be a
requirement of additional capital to cover this risk.
To predict how capital adequacy may be affected during crisis, the Group uses a number of stress tests
which are assessed on two levels of severity: moderate severity (Grade 1) and severity high (Grade 2),
in line with the regulatory provisions.
Underestimating the currency risk, VaR represents the positive difference between the annual degree
of confidence of 99% (scenario Grade 1) or 99.9% (scenario Grade 2), the dominant currency and
regulated requirement, given that the currency position taken in calculation is market risk stress test.
The following table shows the foreign currency VaR model as at 31 December 2016:
Confidence Level 95,0% 99,0% 99,9%
The estimated impact for confidence level 282,184 339,885 404,463
Fx VAR for EUR/own funds 0.21% 0.25% 0.29%
Low Risk
<=1.5%
Low Risk
<=1.5%
Low Risk
<=1.5%
For 2016, the Group established a low risk appetite:
Indicator Low level
(Scor 1)
Medium level
(Scor 2)
Medium-high level
(Scor 3)
High level
(Scor 4)
Target
2016
Fx VAR (95%) /Own
funds <= 1.5% (1.5%-2.0%] (2%-2.5%] > 2.5% <= 1.5%
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
56 of 145
Foreign currency positions
The table below summarises the Group's assets and liabilities expressed in RON and foreign currency at
the end of the 31 December 2016:
Thousands RON RON EUR Other Total
Financial assets
Cash and cash equivalents 423,345 246,588 35,413 705,346
Due from other banks 5,619 454 866 6,939
Financial assets, available-for-sale 758,713 409,894 3,120 1,171,727
- Debt securities 756,145 409,894 3,120 1,169,159
- Equity investments 2,568 - - 2,568
Financial assets held for trading 101,304 11,398 2,475 115,177
Investments held to maturity 109,966 - - 109,966
Loans and advances to customers 856,334 333,654 46,202 1,236,190
Deferred tax assets 18,744 - - 18,744
Other financial assets 1,629 226 124 1,979
Total financial assets 2,275,654 1,002,214 88,200 3,366,068
Financial liabilities
Due to other banks 37,269 1,999 2,755 42,023
Customer Deposits 2,098,183 972,569 136,779 3,207,531
Loans from banks and other financial
institutions
31,359 6,814 9,050 47,223
Current income tax liabilities 259 - - 259
Other financial liabilities - - - -
Subordinated debt 95,849 325 2 96,176
Total financial liabilities - 19,754 - 19,754
Net financial assets/(liabilities) 12,735 753 (60,386) (46,898)
Off Balance sheet items
Loans commitments to customers 204,597 18,529 58 223,184
Guarantees issued 10,796 2,649 - 13,445
Amounts disclosed in respect of derivatives represent the fair value, at the end of the reporting period,
of the respective currency that the Group agreed to buy (positive amount) or sell (negative amount)
before netting of positions and payments with the counterparty. The above analysis includes only
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
57 of 145
monetary assets and liabilities. Investments in equities and non-monetary assets are not considered to
give rise to any material currency risk.
The table below summarises the Group's exposure to currency risks at the end of the 31 December
2015:
Thousands RON RON EUR Other Total
Financial assets
Cash and cash equivalents 129,583 83,813 9,138 222,534
Due from other banks 678 453 829 1,960
Financial assets, available-for-sale 370,867 - - 370,867
- Debt securities 361,313 - - 361,313
- Equity investments 9,554 - - 9,554
Loans and advances to customers 303,378 256,483 14,656 574,517
Other financial assets 220 - - 220
Total financial assets 804,726 340,749 24,623 1,170,098
Financial liabilities
Due to other banks 3,342 985 - 4,327
Customer deposits 603,487 296,917 19,873 920,277
Loans from banks and other financial
institutions 19,422 46,385 1,198 67,005
Other financial liabilities 1,179 206 4 1,389
Total financial liabilities 627,430 344,493 21,075 992,998
Net financial assets/(liabilities) 177,296 (3,744) 3,548 177,100
Off Balance sheet items
Loans commitments to customers 36,648 3,247 - 39,895
Guarantees issued 3,580 - - 3,580
The following table presents the sensitivity of profit or loss and equity to reasonably possible changes in
exchange rates applied at the end of the reporting period, with all other variables held constant:
31 December
2016
31 December
2015
31 December
2016
31 December
2015
Impact on
profit or loss
Impact on
profit or loss
Impact on
equity
Impact on
equity
Euro strengthening by 5% 551 311 551 311
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
58 of 145
Euro weakening by 5% (551) (311) (551) (311)
Other strengthening by 5% 212 (81) 212 (81)
Other weakening by 5% (212) 81 (212) 81
On sensitivity calculation, the Group reviewed all transactions made during the year 2016 in the profit
or loss recorded in counterpart with the currency account balance position. Those incomes and
expenses were applied to an increase/decrease percentage, considering this exercise in a context
relevant to changes in currency exchange rates.
g) Interest rate risk
The Group takes on exposure to the effects of fluctuations in the prevailing levels of market interest
rates on its financial position and cash flows. Interest margins may increase as a result of such
changes, but may reduce or create losses in the event that unexpected movements arise.
The main sources of interest rate risk are imperfect correlation between the maturity (for fixed interest
rates) or re-pricing date (for floating interest rates) of the interest-bearing assets and liabilities,
adverse evolution of the slope and shape of the yield curve (the nonparallel shift of the interest rate
yields of the interest-earning assets and interest-earning liabilities), correlation in the adjustments of
the rates earned and paid on different instruments with otherwise similar re-pricing characteristics.
Asset-liability risk management activities are conducted in the context of the Group’s sensitivity to
interest rate changes.
The Group generally grants loans with floating interest rates, according to the Group’s policy, with re-
pricing based on reference interest rates like ROBOR, EURIBOR and LIBOR. On the deposits side, the
Group offers fixed interest rates only on short periods with maturity lower than 1 year. For longer
maturities, deposits have variable interest rates (according to Group’s policy or indexed interest rates
reference.)
The interest rates related to the local currency and the major foreign currencies as at 31 December
2016 and 2015 were as follows:
Currency Interest rate 31 December 2016 31 December 2015
Leu (RON) Robor 3 months 0.900% 1.020%
Euro (EUR) Euribor 3 months (0.319%) (0.131%)
Euro (EUR) Euribor 6 months (0.221%) (0.040%)
American Dollar (USD) Libor 6 months 1.318% 0.846%
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
59 of 145
The following table shows the average interest rates obtained or offered by the Group as at 31 December
2016 and 31 December 2015 for its interest-bearing assets and liabilities:
31 December 2016
31 December 2015
RON EUR USD RON EUR USD Assets Cash and cash equivalents 0.12% 0.00% 0.06% 0.19% 0.05% n/a Due from other banks 0.29% 0.48% 0.05% 0.00% 0.00% 0.00% Loans and advances to customers 8.89% 6.44% 14.78% 16.50% 8.90% 16.22% Financial assets, available-for-sale 1.74% 1.38% 0.69% 2.13% n/a n/a
Liabilities Due to other banks 0.36% 0.00% 0.00% n/a 0.00% n/a Current accounts from customers 1.56% 0.76% 0.90% 0.11% 0.10% 0.10% Term deposits from customers 0.05% 0.00% 0.01% 1.99% 2.05% 1.02%
Loans from banks and other financial institutions 0.43% 1.75% 0.35% 7.03% 4.17% 0.84% Subordinated Debt n/a 3.70% n/a n/a n/a n/a
The table below summarises the Group’s exposure to interest rate risks. The table presents Group's
financial assets and liabilities at 31 December 2016 at carrying amounts, categorised by the earlier of
contractual interest repricing or maturity dates:
Thousands RON Carrying
value Less 3
months 3-12
month 1-5
months
More than 5 years
Non-interest bearing
Financial assets Cash and cash equivalents 705,346 545,004 5,658 - - 154,684 Due from other banks 6,939 5,619 - - - 1,320 Financial assets, available-for-sale 1,169,159 82,397 279,955 799,555 - 7,252 Financial assets held for trading 109,860 14,860 - 45,000 50,000 - Loans and advances to customers 1,236,190 962,521 100,340 151,346 2,155 19,828 Other financial assets 1,979 830 - - - 1,149
Total financial assets 3,229,473 1,611,231 385,953 995,901 52,155 184,233
Financial liabilities Due to other banks 42,023 33,107 - - - 8,916 Customer deposits 3,207,531 2,105,696 1,053,148 43,226 634 4,827 Loans from banks and other financial institutions 47,223 47,087 - 79 - 57 Other financial liabilities 96,176 - - - - 96,176 Subordinated debt 19,754 - 19,754 - - -
Total financial liabilities 3,412,707 2,185,890 1,072,902 43,305 634 109,976
Net Interest rate risk position (183,234) (574,659) (686,949) 952,596 51,521 74,257
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
60 of 145
The Group closely assesses the net interest rate risk position in order to reduce the risk and optimize
the net interest margin. As of 31st of December 2016, the Group records a negative interest rate risk
position on the first two buckets, higher financial liabilities compared to the financial assets, mainly
due to the deposits from customers with fixed interest rate. Consequently, the customers deposits at
the maturing date are roll-overed at the standard/negotiated interest rate communicated by the Group
and the interest rate is not automatically updated at a market benchmark.
The table below summarises the Group’s exposure to interest rate risks. The table presents Group's
financial assets and liabilities at 31 December 2015 at carrying amounts, categorised by the earlier of
contractual interest repricing or maturity dates:
Thousands RON Carrying
value Less 3
months 3-12 month 1-5 years
More than 5 years
Non-interest bearing
Financial assets Cash and cash equivalents 222,534 192,513 - - - 30,021 Financial assets, available-for-sale 1,960 678 1,282 - - - Due from other banks 361,313 50,191 120,180 163,611 17,224 10,107 Loans and advances to customers 574,517 297,910 98,008 155,926 566 22,107 Other financial assets 220 220 - - - - Total financial assets 1,160,544 541,512 219,470 319,537 17,790 62,235
Financial liabilities Due to other banks 4,327 452 - - - 3,875 Loans from banks and other financial institutions 920,277 651,544 245,782
8,379 9,849
4,723
Customers Deposits 67,005 20,292 23,608 22,623 - 482 Other financial liabilities 1,389 - - - - 1,389 Total financial liabilities 992,998 672,288 269,390 31,002 9,849 10,469
Net Interest rate risk position 167,546 (130,776) (49,920) 288,535 7,941 51,766
The Group presented as non-interest bearing assets the following: customer loans that no longer accrue
interest, accrued interest on loans and T-bills, unit funds administrated by Globinvest SAI and equity
investments.
The management of interest rate risk through limits is enhanced by monitoring the sensitivity of the
Group’s financial assets and liabilities to various interest rate scenarios.
The impact on the Group’s financial results at December 31, 2016 by applying a possible change in
interest rate of +/- 0.75 percentage points (as a percentage of the Group's own funds) could lead to a
positive impact of the economic value of RON 10,548 thousand, respectively 4.92% impact on equity
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
61 of 145
(below 7.5%) and falling to a low risk profile in accordance with internal rules regarding interest rate risk
(31 December 2015: RON 1,942 thousand positive impact, i.e. 1.006% impact on own funds).
h) Liquidity risk
i) Management of liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations
associated with its financial liabilities that are settled by delivering cash or another
financial asset.
Liquidity risk arises in the general funding of the Group’s activities and in the
management of the asset positions. It includes both the risk of being unable to fund
assets at appropriate maturities and rates and the risk of being unable to liquidate an
asset at a reasonable price and in an appropriate time frame.
The Group has access to a diverse funding base. Funds are raised using a broad range
of instruments including deposits, borrowings and share capital. This enhances
funding flexibility, limits dependence on any one source of funds and generally lowers
the cost of funds. The Group strives to maintain a balance between continuity of
funding and flexibility through the use of liabilities with a range of maturities. The
Group continually assesses liquidity risk by identifying and monitoring changes in
funding, diversifying the funding base, limiting the concentrations.
The daily liquidity position is monitored and regular liquidity stress testing is
conducted under a variety of scenarios covering both normal and more severe market
conditions. All liquidity policies and procedures are subject to review and approval by
ALCO and by the Risk Management Committee.
The Group elaborated a contingency planning policy that covers the management of
special conditions caused by the “unusual” changes in markets conditions and in the
general economic, political and regulatory environment, as well as the management of
situations originating from the loss of trust in the Group.
ii) Exposure to liquidity risk
One of the key measures used by the Group for managing liquidity risk is Loan to
Deposits ratio. Details of the reported ratio of loans to deposits at the reporting date
and during the reporting period were as follows:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
62 of 145
31 December 2016 31 December 2015
At 31 December 40.72% 69.02% Average for the period 49.82% 65.56% Maximum for the period 68.48% 79.04% Minimum for the period 45.16% 49.37%
The maximum recorded level of 68.48% of gross loans to deposits ratio was as of the end of January
2016, while the minimum recorded level of 45.16% was as of the end of July 2016.
According to NBR Regulation 25/2011 the liquidity ratio shall be calculated as a ratio between the
effective liquidity and necessary liquidity, on each maturity band.
The effective liquidity is determined by summing, on each maturity band, the assets, the commitments
received recorded off-balance sheet, including those relative to the spot exchange operations, and the
receivables in respect of derivatives.
The necessary liquidity is determined by summing, on each maturity band, the liabilities, the
commitments given recorded off-balance sheet, including those relative to the spot exchange
operations, and the liabilities in respect of derivatives. In the event of recording an excess of liquidity
on any of the maturity bands, with the exception of the last band, this shall be added to the level of
effective liquidity of the next maturity band.
The table below shows liabilities at 31 December 2016 by their remaining contractual maturity. The
amounts of liabilities disclosed in the maturity table are the contractual undiscounted cash flows,
including gross finance lease obligations (before deducting future finance charges), gross loan
commitments and financial guarantees. Such undiscounted cash flows differ from the amount
included in the statement of financial position because the amount in the statement of financial
position is based on discounted cash flows. Financial derivatives are included at the contractual
amounts to be paid or received, unless the Group expects to close the derivative position before its
maturity date in which case the derivatives are included based on the expected cash flows.
The table below shows the maturity analysis of non-derivative financial assets at their carrying
amounts and based on their contractual maturities, except for assets that are readily saleable if it
should be necessary to meet cash outflows on financial liabilities. Such financial assets are included in
the maturity analysis based on their expected date of disposal. Impaired loans are included at their
carrying amounts net of impairment provisions, and based on the expected timing of cash inflows.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
63 of 145
The residual maturity analysis of the monetary assets and liabilities of the Group at 31 December 2016 is presented below:
Thousands RON
Due on
demand
Up to 3
Months
3 Months
to 1 Year
1 Year to
5 Years
Over 5
Years
No fixed
maturity Total
31 December 2016 Financial assets Cash and cash equivalents 676,476 28,870 - - - - 705,346
Due from other banks - - - - 6,939 - 6,939
Financial assets, available-for-sale, including future interest - 4,305 303,309 990,568 109,533 10,593 1,418,309
Loans and advances to customers, including future interest - 191,864 369,148 488,299 387,159 - 1,436,470
Other financial assets - 1,979 - - - - 1,979
Total financial assets 676,476 227,018 672,457 1,478,867 503,631 10,593 3,569,043
Financial liabilities Due to other banks 3,889 38,134 - - - - 42,023
Customer deposits, including future interest 506,732 1,529,336 1,130,803 58,940 2,340 - 3,228,151
Loans from banks and financial institutions, including future
interest 100 4,923 22,488 20,374 - - 47,885
Other financial liabilities 743 1,354 - - - 91,346 93,443
Subordinated debt - - - 23,425 - - 23,425
Total financial liabilities 511,464 1,573,747 1,153,291 102,739 2,340 91,346 3,434,927
Liquidity excess/deficit
165,012
(1,346,729)
(480,834)
1,376,128
501,291
(80,753) 134,116
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
64 of 145
Derivatives are presented based on their contractual maturities.
When the amount payable is not fixed, the amount disclosed is determined by reference to the
conditions existing at the end of the reporting period. Foreign currency payments are translated using
the spot exchange rate at the end of the reporting period.
Off-Balance items
Due on
demand
Up to 3
Months
3 Months
to 1 Year
1 Year to
5 Years
Over 5
Years Total
Loans Commitments given to
customers 259,763 - - - - 259,763
Guarantees issued to customers 17,549 - - - - 17,549
Loan commitments received
form customers - - - - (45,411) (45,411)
Based on the historical evolution, at the maturity date, a significant part of the customer deposits
are rollover resulting that the remaining contractual maturity of the deposits (in average 3-6
months) is much lower compared to the actual maturity of the deposits.
The Group presents a very strong liquidity position confirmed by the level of the Liquidity Coverage
Ratio 725% reported as consolidated level at 31st of December 2016 versus regulatory limit of 70%.
The Liquidity Coverage Ratio represent a liquidity stress test on the next 30 days that shows that
the entity has enough liquid assets to cover the net outflows.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
65 of 145
The maturity analysis of the monetary assets and liabilities of the Group at 31 December 2015 is presented below:
Thousands RON Due on
demand Up to 3
Months 3 Months to 1
Year 1 Year to 5
Years Over 5 Years Total
31 December 2015
Financial assets
Cash and cash equivalents 202,533 20,001 - - - 222,534
Due from other banks - 678 1,282 - - 1,960
Financial assets, available-for-sale, including
future interest - 56,868 131,946 186,079 26,557 401,450
Loans and advances to customers, including
future interest - 77,332 205,370 291,509 173,051 747,262
Other financial assets - 220 - - - 220
Total financial assets 202,533 155,099 338,598 477,588 199,608 1,373,426
Financial liabilities
Due to other banks - 4,327 - - - 4,327
Customer deposits, including future interest 144,949 416,336 298,443 63,282 13,974 936,984
Loans from banks and financial institutions,
including future interest - 15,744 25,113 9,519 22,623 72,999
Other financial liabilities 1,389 - - - - 1,389
Total financial liabilities 146,338 436,407 323,556 72,801 36,597 1,015,699
Liquidity excess/deficit 56,195 (281,308) 15,042 404,787 163,011 357,727
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
66 of 145
Off-Balance items
Due on
demand
Up to 3
Months
3 Months
to 1 Year
1 Year to
5 Years
Over 5
Years Total
Loans Commitments given to
customers 39,914 - - - - 39,914
Guarantees issued to customers 3,580 - - - - 3,580
The Group presents a shortage of liquidity on “up to three months” and “3 months to 1 year” group,
as result of a large amounts of commercial deposits in this category. Management expects this
deficit to be covered through renewal of deposits.
As has already been mentioned, the liquidity is eliminated by the renewal for liabilities for private
individuals or companies in a significant proportion (around 90%). Generally, the renewal takes
place through the extension of the existing structure of deposits, for amount and due date, too.
To manage liquidity risk, the Group holds liquid assets comprising cash and cash equivalents and
investment securities (treasury bills issued by the Minister of Public Finance of Romania) for which
there is an active liquid market. These assets can be readily sold to meet liquidity requirements.
i) Taxation risk
On 1 January 2007 Romania became a member of the European Union and therefore has to apply
detailed and complex rules on the basis of the EU Treaties, Regulations and Directives. The Group
has to conform to EU legislation from 1 January 2007 and, therefore, it has prepared to apply the
changes arising from the EU legislation. These changes have been implemented, however the tax
authorities have up to 5 years to audit the way these changes were implemented.
Interpretation of the text and practical implementation procedures of the newly enforced EU tax
regulations could vary, and there is a risk that certain transactions, for example, could be viewed
differently by the tax authorities as compared to the Group's treatment.
Furthermore, the Romanian Government has a number of agencies that are authorized to conduct
audits (controls) of companies operating in Romania.
These controls are similar in nature to tax audits performed by tax authorities in many countries,
but may extend not only to tax matters but to other legal and regulatory matters in which the
applicable agency may be interested. It is likely that the Group will continue to be subject to
regular controls as new laws and regulations are issued.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
67 of 145
The Group’s management considers that the tax liabilities included in these financial statements
are fairly stated, and they are not aware of any circumstances which may give rise to a potential
material liability in this respect.
j) Business environment
Presently, there are several legislative initiatives that could have a significant impact over the local
banking system, in the next period, and they refer to the following:
Law on Debt Discharge
In Romanian Official Gazette, 1st Part, no. 330 as of April 28, 2016 was published Law no 77/2016
on discharge of mortgage backed debts through transfer of title over immovable property (Law on
Debt Discharge).
The law applies to the relations between consumers and credit institutions, non-banking financial
institutions or the assignees of the receivables against consumers. It establishes, that by exception
to the provisions of Civil Code, the consumer has the right to be discharged of the debts resulting
from the loan contract, accessories included, without extra costs, by giving back the mortgaged
immovable property, if the parties do not agree otherwise, within the legal term.
In order to terminate the loan, the consumer has to send a notification to the creditor, by court
bailiff, lawyer or public notary, informing him that has decided to transfer the property right over
the immovable property in order to be discharged by the debt resulting from the mortgage credit
contract, indicating also the conditions for admitting such request.
Any debt of the debtor to the creditor shall be ceased on the date of execution of the contract
transferring the property right, respectively from the date of the court decision ruling on this
matter. The creditor cannot request other supplementary payments.
This law applies both on credit contracts which are outstanding on the date of entering into force of
such law as well as to the credit contracts concluded after this date.
On October 25, 2016, Constitutional Court admitted the non-constitutionally exceptions of the law.
The Court gave the grounds on which such exceptions were admitted, referring to the cancelling of
certain wordings used by law, aspects that partially limit the access of the debtors to the protection
offered by the law.
According to the same law, the clients can assign in favour of the Group the immovable properties
mortgaged by the credit contract and thus their contractual obligations shall cease. The loans
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
68 of 145
subject to this law are those with mortgage on an immovable assets which has residential purpose
with an initial value equal or under of EUR 250,000 and that are not under the Governmental
program Prima Casa (First House).
The Group considers that the entrance into force of Law on Debt Discharge is an objective
depreciation event, as defined by IAS 39 par. 59, consequently was declared the necessity of the
evaluation of the establishment of supplementary provisions for depreciation.
PBK had identified the eligible credits in accordance with such law, in gross amount of RON 51,810
thousands, out of which for the credits that presented already depreciation indicators were
established previously in amount of RON 12.18 thousands on December 31, 2016. Taking into
account the above mentioned and based on the available information as of December 31, 2016, PBK
established a collective additional provision of RON 1.420 thousands.
For BCC the portfolio affected by this Law is immaterial.
Law project drafted by National Authority for Consumers Protection (ANPC) provides that the
credit contract shall no longer be enforceable title, consequently the credit institutions and non-
banking financial institutions shall be deemed to obtain a court decision in order to initiate the
execution procedures. This law project refers only to clients that are natural person.
Such law project sets forth the conditions of Directive 2008/48 / CE of European Parliament and of
the Council as of April 23, 2008 and refers to credits for consumers in foreign currency, for which
the exchange rate varies more than 20% at a certain date during the credit period, comparing to the
granting date. The credit institutions and non-banking financial institutions have to offer to the
consumers certain options to support and reduce the loan costs.
Personal Insolvency Law no. 151/2015 published in the Romanian Official Gazette in June 2015 and
that shall enter into force on August 1, 2017 provides support for the individuals that need to pay
debts and have financial problems.
k) Capital management
The Group is active in the Romanian banking sector, which is regulated by The National Bank of
Romania (“NBR”), acting as local regulator under the EU regulation for the sector, which requires
banks to maintain a prescribed ratio of total capital to total risk-weighted assets.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
69 of 145
The capital allocation is detailed below.
• Regulatory Capital Allocation
a) Credit Risk: Starting with 2008, Basel II/III stipulations regarding capital
allocation are compulsory for Romanian Banking system, the Group choosing the
Standardized Approach for credit risk.
b) Market Risk: Capital allocation for the foreign currency risk is calculated according
to the Standardized Approach, in the context of Basel II/III implementation.
c) Operational Risk: Starting with 2008 the Group calculates the capital requirement
for operational risk according to Basic Indicator Approach, in the context of Basel
II/III implementation.
• Internal Capital Adequacy Assessment Process (ICAAP)
Within an institution’s internal governance framework, the ICAAP is a process whose main purpose
is to ensure that the institution holds adequate internal capital in relation to the institution’s risk
profile, in line with Basel III and the Capital Requirements Regulation and Directive (CRD IV) as
implemented nationally.
The main risks covered by the Group’s ICAAP are the following:
a) Credit Risk: The Group supplements the capital requirement for credit risk under the
Standardized Approach in Pillar 1 with additional capital requirements for the possible
underestimation of Group’s credit risk using the Standardized Approach (through the
negative evolution of loan portfolio quality, insufficient collateral coverage or restructured
loans, Giving in payment) and for other credit risk-related risks, such as residual risk, the
underestimation of risk for loss given default during crisis, credit risk concentration (in
terms of single-name concentration, sectorial concentration and collateral concentration),
country risk, external risks (macroeconomic) and the risk of lending in foreign currency to
unhedged debtors.
b) Market risk: the Group is only exposed to foreign currency risk and supplements the Pillar 1
capital requirement with an additional capital requirement meant to protect against
underestimation of risk from using Standardized Approach by comparing it with the result
of a Value-at-Risk internal model (1-day holding period at 99% confidence level).
c) Interest Rate Risk in the Banking Book: The capital requirement for interest rate risk in
the Banking Book is assessed in terms of the 12-month earnings perspective considering
the NBR reporting of the interest rate risk exposure;
d) Operational Risk: The Group bases its internal capital requirement for operational risk on
the Pillar 1 selected approach of the Basic Indicator. Additionally, the Group protects
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
70 of 145
against a possible underestimation of its risk exposure by setting a supplementary internal
capital requirement in case of accelerated growth of the relevant indicator.
e) Liquidity risk: Additional to the integrated system implemented in the Group to evaluate
current and potential liquidity risk, the Group evaluates its capital requirement for liquidity
risk from the perspective of the profitability impact of liquidity deficits.
f) Other risks: According to its policies, the Group sets aside additional internal capital for
other risks, such as reputational risk, strategic risk and the risk of excessive leverage.
g) The requirement for stress testing (Capital Buffer): In order to include the effect of stress
tests, the Group will use an scorecard analysis that will contain the parameters and
percentage differences between capital requirements under conditions for moderate crisis
(grade 1) compared to normal conditions (Total Capital Requirement for Grade 1
Simulation crisis - total capital requirement under normal conditions) / Total Capital
Requirement under normal.
Depending on the level of these differences the Group will determined an internal capital
requirement to cover the impact of stress testing as a percentage of total absolute difference
between capital requirement determined in Grade 1 crisis conditions and the capital requirement in
normal conditions
The Group’s regulatory capital is analysed into two tiers:
• Tier 1 capital, which includes ordinary share capital, retained earnings, reserve after
deductions intangible assets, and other regulatory adjustments relating to items that are
included in equity but are treated differently for capital adequacy purposes.
• Tier 2 capital, which includes qualifying subordinated liabilities.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
71 of 145
At 31 December 2016 and 31 December 2015 the own fund calculated as per statutory regulations
and capital requirement for 31 December 2016 and 31 December 2015, are presented below:
Thousands RON 31 December 2016 31 December 2015 Tier 1 capital 209,492 193,008 Ordinary share capital 199,218 268,351 Reserves 82,863 88,174 Retained earnings (34,210) (131,639) Current year loss (36,417) (9,715) Less: Intangible assets & Goodwill (44,239) (7,760) Less: Prudential Filter (*) (12,228) (14,403) Non-controlling interests 55,727 - Other prudential deductions (1,222) - Tier 2 capital 7,209 -
Subordinated debt included in Tier 2 capital 19,437 - Less: Prudential Filter (*) (12,228) - Total regulatory capital 216,701 193,008 Exposure value to credit risk 1,258,985 440,234
Exposure value to market risk, currency risk and goods risks 9,663 8,232 Exposure value to operational risk 364,318 134,411 Exposure value to credit valuation adjustment (CVA)
6 25
Total Risk Exposure 1,632,972 582,902 Total capital requirement 130,638 46,632 Capital adequacy ratio 13.27% 33.11%
(*) Capital considered in the calculation of own funds at December 2016 represents the share capital subscribed and paid.
(**) As per NBR Regulation 11/2011 and NBR Regulation 16/2012, a “Prudential filter” deduction
was applied starting 1 January 2012. According NBR Regulation 5/2013, starting 1 January 2014
transitional provisions apply to this deduction from regulatory capital, from 80% in 2014 to 0% in
2018. As of December 2016 a 40% deduction is applicable for prudential filters (60% as of 2015).
During the reporting period and also in the previous period, the Group complied with all of the
externally imposed capital requirements to which the Group is subject.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
72 of 145
5 USE OF ESTIMATES AND JUDGMENTS
The Group makes estimates and assumptions that affect the reported amounts of assets and
liabilities within the next financial year. Estimates and judgements are continually evaluated and
are based on historical experience and other factors, including expectations of future events that
are believed to be reasonable under the circumstances.
Impairment losses on loans and advances to customers
In accordance with the internal impairment assessment methodology (refer to Note 4), the Group
reviews its loan portfolios to assess impairment and determines whether an impairment loss should
be recorded in the profit or loss. The Group makes judgments as to whether there is any observable
data indicating that there is objective evidence of impairment that has an impact on the estimated
future cash flows from an individual loan or from portfolio of loans. Management uses estimates
based on historical loss experience for loans with similar credit risk characteristics. The individual
assessment is based on management’s best estimate on the present value of the cash flows that are
expected to be received. In estimating these cash-flows, management makes judgments about
counterparty’s financial situation and the net realizable value of any underlying collateral. The
methodology and assumptions used for estimating both the amount and timing of future cash flows
are reviewed regularly to reduce any differences between loss estimates and actual loss experience.
To the extent that the recovery indicator for collective assessment differs by +/- 10 percent, the
provision for impairment losses on loans as of 31 December 2016 would be an estimate of
RON 2,312 thousand lower (31 December 2015: RON 385 thousand lower) or RON 2,308 thousand
higher (31 December 2015: RON 597 thousand higher).
The recovery indicator represents the portion of transactions in default that went out of default in a
natural way (without collateral foreclosure) in a 12 months’ time horizon. Therefore (1-Recovery
Indicator) represents the portion of loans in default that will not be repaid naturally in a given time
horizon.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
73 of 145
Deferred income tax asset recognition
Deferred income tax asset represents tax recoveries from future deductions of taxable profit and are
recognized in the statement of financial position.
The deferred tax asset is recognized if future taxable profits are available so that the deferred tax
assets are realized. Deferred tax assets are reduced accordingly if it is not probable that such future
taxable profits will exist.
The future taxable profits and the amount of tax benefits that are probable in the future are based
on a medium term business plan prepared by management and extrapolated results thereafter.
The business plan is based on management expectations that are believed to be reasonable under
the circumstances. Key assumptions in the business plan are: business development by increasing
the number of customers and assets base, acting on Retail, SMEs and MICRO financing with a
controlled cost of risk linked with collection and recovery activity, diversification of sales channels
and adaptability to customers needs. The funding strategy is to align the funding cost at the market
level and to gradually optimize the funding structure. Improvement of the cost control at the
operating expenses level is also considered.
6. FAIR VALUE DISCLOSURES
Fair value measurements are analysed by level in the fair value hierarchy as follows: (i) level one
are measurements at quoted prices (unadjusted) in active markets for identical assets or liabilities,
(ii) level two measurements are valuations techniques with all material inputs observable for the
asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices), and
(iii) level three measurements are valuations not based on observable market data (that is,
unobservable inputs).
The management applies judgement in categorising financial instruments using the fair value
hierarchy. If a fair value measurement uses observable inputs that require significant adjustment,
that measurement is a level three measurement. The significance of a valuation input is assessed
against the fair value measurement in its entirety.
(a) Recurring fair value measurements
Recurring fair value measurements are those that the accounting standards require or
permit in the statement of financial position at the end of each reporting period. The level
in the fair value hierarchy into which the recurring fair value measurements are categorized
as follows:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
74 of 145
31 December 2016 31 December 2015
Thousands RON Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets at fair value
Financial assets Financial assets, available-for-sale 1,169,159 - 2,568 1,171,727 361,313 - 9,554 370,867
- Treasury bills issued by the Ministry of Public Finance of Romania 1,165,518 - - 1,165,518 360,803 - - 360,803
- Investments in unit funds 3,641 - - 3,641 510 - - 510 - Equity investments - - 2,568 2,568 - - 9,554 9,554
Financial assets held for trading 115,177 - - 115,177 - - - - Other financial assets - Foreign exchange forward contracts - - 169 169 - - 220 220 Nonfinancial assets - Tangible assets - - 119,343 119,343 - - 37,193 37,193 - Investment Property - - 78,271 78,271 Total assets at fair value 1,284,336 - 200,351 1,484,687 361,313 - 46,967 408,280
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
75 of 145
Financial assets available for sale
Treasury bills denominated in RON, EUR, USD issued by the Ministry of Public Finance of
Romania.
The carrying amount of financial assets available for sale would be an estimated
RON 18,942 thousand lower (31 December 2015: RON 5,032 thousand lower) and RON 18,053
thousand higher (31 December 2015: RON 5,193 thousand higher) in the case of a +/- 100 basis
points change in interest rates.
Investments in unit funds
For the unit funds administrated by Globinvest S.A. (Napoca Investments Fund and
TehnoGlobinvest Investment Fund) is using public available quotations (e.g. VUAN-Unitary Value
of Net Assets-quotations).
These mutual funds are collective investment in transferable securities, whose units are subject to
continue issuing and repurchasing. The return obtained from operations with fund units is given by
the difference between the redemption price (VUAN) and subscription price (VUAN).
VUAN is determined as the ratio between net assets of the fund and the number of bonds in
circulation at any given time.
Equity investments
Equity securities available for sale include securities that are not traded in on an active market. Due
to the nature of local capital markets, it is not possible to obtain the market value for these securities.
Shares are not listed and recent values regarding their trading prices are not publicly available.
Management does not intend to sell these shares in the near future. The Group determined the fair
value using the fair value of the net assets based on published financial statements.
Financial assets held for trading
The financial assets held for trading are recorded in the consolidated statement of financial position
at fair value. This classification may include the treasury bills issued by Ministry of Public Finance of
Romania, bonds, shares and short positions in bonds and shares, including fund units, that were
purchased for the purpose of sale or repurchase in the near future.
The financial assets are included in the assets held for trading if those assets are purchased in order
to be traded in the short term (a period of maximum 6 months) and have the following
characteristics:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
76 of 145
- the Group intends to obtain short-term benefits from the price movements; - they are free of encumbrances (are not subject to any guarantee, contract, etc.); - are assessed at fair value; - are actively managed/ administered; - there is an active market for them.
Other financial assets
Foreign exchange forward contracts
The table below shows the sensitivity of the derivative financial instruments in possible changes in
exchange rates applied at the end of the reporting period,while all other variables are held constant:
31 december 2016
Thousands RON
Fair
value
Method of
evaluation
Used
variables
Posibile
changes
The sensitivity
of fair value
Other financial assets
- Foreign exchange forward contracts 169 mark to market Exchange ± 5 % ± 671
31 december 2015
Thousands RON
Fair
value
Method of
evaluation
Used
variables
Posibile
changes
The sensitivity
of fair value
Other financial assets
- Foreign exchange forward contracts 195 mark to market Exchange ± 5 % ± 1,178
As of 31 December 2016 and 31 December 2015, the value of securities available for sale is assessed
using interest rates ROBID/ROBOR/EURIBOR as well as official exchange rates published by NBR
in order to compute forward rates for remaining period of outstanding contracts.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
77 of 145
Nonfinancial assets
Property and Equipment
Tangible assets include land and buildings held by the Group that it uses to carry out current
activities. These are reviewed regularly to reflect their fair value accounting.
Based on the analysis of the changes in the real estate market as at 31 December 2016 and based on
the revaluation of the buildings and land owned by the Group, performed by a certified evaluator in
December 2015 the Group’s management considers that the value of land and buildings as at 31
December 2015 represents a correct estimation of their fair value at reporting date.
There were no changes in valuation technique for level three recurring fair value measurements
during the year ended 31 December 2016 (2015: none).
Investment property
The Group accounts for the investment property at fair value, the changes in fair value being
recognized in the comprehensive income. The land and buildings are subject to revaluation, and the
changes in fair value are recognized in other comprehensive income. The assets taken over during
foreclosure proceedings are recognised in other assets and are subject to fair value revaluation; the
impairment, if any, is recognized in the comprehensive statement of profit or loss. The Group
appointed expert appraisers to determine the fair value on 31 December 2016. The appraisers used
the direct capitalization method and the sales comparison method, in compliance with the valuation
principles and techniques provided by the International Valuation Standards.
In view of the current market conditions, including the low liquidity of the actual asset transactions,
the prices of the recent market transactions and the lack of actual offers for these types of assets, the
future cash flows estimated to be recovered could be different from those considered by external
appraisers when determining the market value of these types of assets.
(b) Assets and liabilities not measured at fair value but for which fair value is
disclosed
Fair values analysed by level in the fair value hierarchy and carrying value of liabilities not measured
at fair value are as follows:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
78 of 145
31 December 2016 31 December 2015
Thousands RON Level 1 Level 2 Level 3 Carrying
value Level 1 Level 2 Level 3 Carrying
value
Financial assets Cash and cash equivalents 564,001 141,345 - 705,346 222,534 - - 222,534
Placements with banks - 6,939 - 6,939 - 1,960 - 1,960
- Short-term placements with other banks with
original maturities of more than three months - - - - - 678 - 678
- Short-term placements with other banks with
original maturities of more than three months - 6,939 - 6,939 - 1,282 - 1,282
Investments held to maturity 110,085 - - 109,966
Loans and advances to customers - - 1,247,972 1,236,190 - - 574,517 574,517
- Corporate loans - - 769,520 761,686 - - 258,101 258,101
- loans to individuals – consumer loans - - 139,921 135,826 - - 35,095 35,095
- loans to individuals – entrepreneurs - - 123,434 121,556 - - 136,946 136,946
- Mortgage loans - - 140,835 142,860 - - 118,887 118,887
- State and municipal organizations - - 74,262 74,262 - - 25,488 25,488
Tangible assets - - - 56,208 - - - 7,647
Other financial assets - - 1,267 1,267 - - - -
Total 674,086 148,284 1,249,239 2,115,916 222,534 1,960 574,517 806,658
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in thousand RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
79 of 145
31 December 2016 31 December 2015
Thousands RON Level 1 Level 2 Level 3 Carrying
value Level 1 Level 2 Level 3 Carrying
value Financial liabilities Loans and advance from banks - 42,023 - 42,023 - 4,327 - 4,327 - Correspondent accounts and overnight placements of other banks - 35,037 - 35,037 - 3,875 - 3,875 - Term deposits from bank - 2,648 - 2,648 - - - - - Collateral Deposits from banks - 4,338 - 4,338 - 452 - 452 Customer deposits - - 3,207,531 3,207,531 - - 920,277 920,277 - Current accounts and transitory amounts of state and municipal organizations - - 327 327 - - 11 11 - Term deposits of state and municipal organizations - - 1 1 - - - - - Current accounts and transitory amounts of companies - - 273,401 273,401 - - 111,940 111,940 - Term deposits of companies - - 446,282 446,282 - - 407,968 407,968 - Current accounts and transitory amounts of individuals - - 229,400 229,400 - - 45,174 45,174 - Term deposits of individuals - - 2,258,121 2,258,121 - - 355,184 355,184 Loans from banks and other financial institutions - - 47,223 47,223 - - 67,005 67,005 - Loans from banks - - 15,716 15,716 - - 965 965 - Loans from other financial institutions - - 31,507 31,507 - - 66,040 66,040 Subordinated debt - - 19,754 19,754 - - - - Other financial liabilities - - 95,433 95,433 - - 1,389 1,389 - Financial liabilities to owners of fund units - - 91,346 91,346 - - - - - Provisions from financial guarantees - - 2,733 2,733 - - 91 91 - Other financial liabilities - - 1,354 1,354 - - 1,298 1,298 Total - 42,023 3,369,941 3,411,964 - 4,327 988,671 992,998
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
80 of 145
Placements with banks
The Group’s short-term placements with Banks include current accounts and deposits. The fair value
of floating rate placements and overnight deposits is their carrying amount. Fixed interest bearing
deposits mature in less than three months and it is assumed that their fair values are not significantly
different from its carrying value and are convertible into cash or are settled without significant
transaction costs.
Investments held-to-maturity
The financial assets held-to-maturity are are non-derivative financial assets with fixed or
determinable payments and fixed maturity that the Group intends and is able to hold to maturity.
On initial recognition, the investments held-to-maturity are measured at fair value comprising the
purchase price and the transaction costs.
Subsequent to initial recognition, the investments held-to-maturity are measured at amortised cost
using the effective rate method less the impairment allowance. The amortised cost is calculated
considering any discount or premium upon purchase and fees and costs that should be part of the
effective interest rate. The amortization is included in "Interest income” in the consolidated
statement of profit or loss and other comprehensive income. Impairment allowances are recorded if
impairment losses occur.
Loans and advances to customers
Loans and advances are net of provisions for impairment. The estimated fair value of loans and
advances represents the discounted amount of estimated future cash flows expected to be received.
Expected cash flows are discounted at current market rates to determine fair value.
Evolution for the principal balance (and thus staggering cash flow) was estimated considering
reductions mainly generated by the following elements: principal repayments, early repayment and
impairment of loans outstanding (PD - probability of default). For each category of credit was
considered a discount rate specified, starting from the interest rate practiced that was later adjusted
to eliminate adjustments for impairment at a level estimated by management for the new loans
production and the cost of origination for loan portfolio. The fair value of the portfolio was calculated
by aggregating the discounted cash flow for the forecast period.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
81 of 145
Due to other banks, deposits from customers and loans from banks and other financial
institutions.
Deposits from banks and customers
For demand deposits and deposits with no defined maturities, fair value is considered to be the
amount payable on demand at the balance sheet date. For deposits maturing within one-year, it is
assumed that their fair value is not significantly different from carrying value. The estimated fair
value of fixed-maturity deposits, including certificates of deposit, is based on discounted cash flows
using rates currently offered for deposits of similar remaining maturities.
Financial assets and liabilities
The management considered that the fair value is not significantly different from accounting value
considering that these financial assets and liabilities are expected to be settled within one month or
with no fixed maturity and the carrying amount is not materially different from fair value.
7. PRESENTATION OF FINANCIAL INSTRUMENTS BY MEASUREMENT CATEGORY
For the purposes of measurement, IAS 39 “Financial Instruments: Recognition and Measurement”,
classifies financial assets into the following categories: (a) loans and receivables; (b) financial assets
at fair value through profit or loss (“FVTPL”), (c) available-for-sale financial assets; (d) financial
assets held to maturity and. Financial assets at fair value through profit or loss have two sub-
categories: (i) assets designated as such upon initial recognition, and (ii) those classified as held for
trading. In addition, finance lease receivables form a separate category.
The following table provides a reconciliation of financial assets with these measurement categories
as of 31 December 2016:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
82 of 145
Presentation of Group's Financial Instruments by Measurement Category:
31 December 2016
Thousands RON
Loans and
receivables
Available-for-
sale assets
Trading
assets
Financial instruments
designated at fair value
through profit or loss
Held to
maturity Total
Financial assets
Cash and cash equivalents 705,346 - - - - 705,346
Placements with banks having short term maturity 6,939 - - - - 6,939
Loans and advances to customers: 1,236,190 - - - - 1,236,190
- Corporate loans 761,687 - - - - 761,687
- loans to individuals – consumer loans 135,825 - - - - 135,825
- loans to individuals – entrepreneurs 121,556 - - - - 121,556
- Mortgage loans 142,860 - - - - 142,860
- State and municipal organizations 74,262 - - - - 74,262
Financial assets, available-for-sale - 1,171,727 - - - 1,171,727
- Treasury bills - 1,165,518 - - - 1,165,518
- Investments in unit funds - 3,641 - - - 3,641
- Equity investments - 2,568 - - - 2,568
Financial assets held for trading - - 115,177 - - 115,177
Investments held to maturity - - - - 109,966 109,966
Other Financial assets 241 - - 169 - 410
Other debtors 1,026 - - - - 1,026
Amounts to be recovered from banks and customers 543 - - - - 543
Total financial assets 1,950,285 1,171,727 115,177 169 109,966 3,347,324
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
83 of 145
The following table provides a reconciliation of financial assets with these measurement categories
as of 31 December 2015:
31 December 2015
Thousands RON Loans and receivables
Available-for-sale assets
Financial instruments
designated at fair value
through profit or loss Total
Financial assets
Cash and cash equivalents 222,534 - - 222,534
Placements with banks 1,960 - - 1,960
Loans and advances to customers 574,517 - - 574,517
- Corporate loans 258,101 - - 258,101
- loans to individuals – consumer loans 35,096 - - 35,096
- loans to individuals – entrepreneurs 136,946 - - 136,946
- Mortgage loans 118,886 - - 118,886
- State and municipal organizations 25,488 - - 25,488
Financial assets, available-for-sale - 361,313 - 361,313
Equity investments - 9,554 - 9,554
Other financial assets - - 220 220
Total financial assets 799,011 370,867 220 1,170,098
31 December 2016 31 December 2015
Items measured
at amortised
cost
Financial instruments
designated at fair value
through profit or loss
Items measured at
amortised cost
Financial instruments
designated at fair value
through profit or loss
Financial Liabilities Due to other banks 42,023 - 4,327 - Customer deposits 3,207,529 - 920,277 - - Current accounts and transitory amount of municipalities
327 - 11 -
- Current accounts and transitory amount of companies 273,399 - 111,940 - - Deposits of companies 446,282 - 407,968 - - Current accounts and transitory amount of private individuals 229,402 - 45,174 - - Deposits of private individuals 2,258,121 - 355,184 - Loans from banks and other institutions 47,223 - 67,005 - Other financial liabilities 95,433 743 1,389 - Subordinated debt 19,754 - - - Total financial liabilities 3,411,964 743 992,998 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
84 of 145
8. NET INTEREST INCOME
(*)Interest income includes RON 29,384 thousand (2015: RON 13,659 thousand) interest income
recognized on impaired loans to customers and an expense representing unwinding of interest
adjustment for the impaired loans to customers amounting to RON 16,359 thousand (2015: RON
11,547 thousand).
9. NET FEE AND COMMISSION INCOME
Thousands RON 31 December 2016 31 December 2015 Interest and similar income Loans and advances to customers (*) 161,297 59,707 Financial assets available-for-sale 17,854 10,441 Investments held to maturity 2,332 - Due from other banks 1,326 428
Total interest and similar income 182,809 70,576
Interest and similar expense Customer deposits 31,095 17,700 Loans from banks and other financial institutions 3,090 2,931
Total interest and similar expense 34,185 20,631
Net interest income 148,624 49,945
Thousands RON 31 December 2016 31 December 2015
Fee and commission income Cards activity (VISA & MC) 5,603 2,364
Non-cash transactions 7,327 1,505
Non-deferrable commissions related to loans (136) 2,205
Cash transactions 7,017 800
Income from other financial services 2,867 546
Issuing financial guarantees 50 147
Interbank settlements 1,605 137
Total fee and commission income 24,333 7,704
Fee and commission expense
Cards activity (VISA & MC) 3,912 1,967
Interbank settlements 874 864
Financial guarantees (221) 232
Other 1,145 569
Total fee and commission expense 5,710 3,632
Net fee and commission income 18,623 4,072
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
85 of 145
Non-deferrable commissions related to loans represent fees and commissions that are not subject
of amortization according to the Effective Interest Rate methodology and consist mainly on fees
charged for services provided (administration fees) that are recognized in the period when they
were incurred, fees for credit commitments when the probability of disbursement is not certain,
fees charged for early repayments, etc. The Group has internal procedures that classifies all
commission types and specifies the accounting treatment to be applied for each class.
10. GAIN / (LOSS) FROM FINANCIAL ACTIVITIES
The Group recorded a net loss on financial derivatives during 2016 of RON 5,690 thousand (2015:
net loss RON 2,004 thousand), as presented below:
a) Gain /(loss) from financial assets held for trading:
Thousands RON 31 December 2016 31 December 2015
Gains/(losses) from financial assets held for trading 7,486 -
Net trading income 7,486 -
b) Gain/ (losses) on financial derivatives:
Thousands RON 31 December 2016 31 December 2015
Gains from financial derivatives 9,700 12,502
Losses from financial derivatives (15,390) (14,506)
Gain/ (losses) on financial derivatives (5,690) (2,004)
c) Gains/(losses) from disposals of investment securities available for sale:
Thousands RON 31 December 2016 31 December 2015 Gains from disposals of investment securities available-for-sale 21,670 5,723 Losses from disposals of investment securities of available-for-sale financial assets (4,440) (2,856)
Gains/(losses) from disposals of investment securities available for sale 17,230 2,867
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
86 of 145
11. OTHER OPERATING INCOME
Thousands RON 31 December 2016 31 December 2015
Dividend income 1,311 2,569
Other operating income 2,790 1,120 Gain / (Losses) from disposal of tangible assets sales 3,322 (509)
Total 7,423 3,180
Dividend income of RON 1,311 thousand (2015: RON 2,569 thousand) represents share of profits
paid proportionally to the participation of the Group, as follows:
- 1,057 Thousands RON, received from TRANSFOND SA
- 223 Thousands RON, received from GLOBINVEST SA
- 16 Thousands RON, received from BIROUL DE CREDIT SA
- 9 Thousands RON, received from VISA INCORPORATED
- 6 Thousands RON, received from BANCA TRANSILVANIA
12. NET IMPAIRMENT OF FINANCIAL ASSETS
Thousands RON 31 December 2016 31 December 2015 Net impairment of financial assets (77,345) (12,377) -Companies loans (62,990) (6,342) -Consumer loans (4,324) 491 -Individuals – entrepreneurs loans (4,548) (3,774) -Mortgage loans (5,248) (2,752) -State and municipal organizations (235) - Loans written off (1,931) (2,532) Recoveries from loans previously written off 14,907 8,097
Net impairment of financial assets (64,369) (6,812)
13. STAFF COSTS
Thousands RON 31 December 2016 31 December 2015
Wages and salaries 68,164 29,105
Social security taxes 15,614 6,602 Net charge staff costs provision 6,672 1,153
Other staff expenses 396 299
Total 90,846 37,159
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
87 of 145
Included in staff costs are the statutory pension contributions of RON 12,913 thousand (2015: RON
4,790 thousand). The value of RON 2,116 thousand recorded in 2016 year represent provision for
restructuring process and RON 1,997 thousand represent provision for employees’ retention.
The Group average number of employees at 31 December 2016 was 1,456 employees
(31 December 2015: 535 employees). The increase in number of staff is due to the new subsidiaries
included in Patria Group in 2016 year.
14. ADMINISTRATIVE AND OTHER OPERATING EXPENSES
Thousands RON 31 December 2016 31 December 2015 Third parties services 45,064 17,976 Rent 12,482 5,634 Materials and small inventories 3,614 2,233 Annual contribution to Guarantee Fund 1,079 2,005 Other taxes 6,221 1,271 Advertising and publicity 1,473 406 Net gain/(loss) on other assets 728 41 Net charge/(gain) on disposal of fixed assets 385 - Net charge/(recovery) on provisions for litigations (645) 278 Net charge/(recovery) on provisions with disposal of fixed and similar assets 293 - Other operating expense 5,688 799
Total 76,382 30,643
15. INCOME TAX EXPENSE
(a) Components of income tax expense / (benefit)
Income tax expense / (benefit) recorded in profit or loss for the year comprises the following:
Thousands RON 31 December 2016 31 December 2015
Current tax expense /(credit) 711 -
Deferred tax 1,616 (5,696)
Net deferred tax 2,387 (5,696)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
88 of 145
(b) Reconciliation between the tax expense and profit or loss multiplied by
applicable tax rate
A reconciliation between the expected and the actual taxation charge is provided below.
(c) Tax loss carry forwards
A deferred tax debt has been recognized for carry-over of unused tax losses and unused tax credits to
the extent that it is probable that future taxable profit to be carried forward and available tax losses
and tax credits can be used in conjunction with this.
The Group has recognised a debt from deferred tax up to the level, of RON 15,616 thousand RON
(2015: RON 5,371 thousand). The Group has unrecognised potential deferred tax assets in respect of
unused tax loss carry forwards of RON 85,734 thousand (2015: RON 77,437 thousand).
Fiscal year loss:
- 2010 fiscal year loss of RON 233,169 thousands will expire in 2017
- 2011 fiscal year loss of RON 130,459 thousands will expire in 2018
- 2012 fiscal year loss of RON 78,495 thousands will expire in 2019
- 2013 fiscal year loss of RON 79,571 thousands will expire in 2020
- 2014 fiscal year loss of RON 139,195 thousands will expire in 2021
- 2015 fiscal year loss of RON 10,328 thousands will expire in 2022
- 2016 fiscal year loss of RON 44,901 thousands will expire in 2023
31 December 2016 31 December 2015
Loss before income tax (42,763) (15,411)
Theoretical tax charge (6,842) (2,466)
Tax effect of items which are not deductible
- Income which is exempt from taxation (17,180) (728)
- Non-deductible expenses 26,143 1,147
Recognised tax loss carry forwards 638 (4,142)
Other adjustments (372) 492
Income tax expense/(credit) for the year
2,387 (5,696)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
89 of 145
At the end of 2016, the Group has a total fiscal loss for 2010 – 2016 period of RON 716,118 thousands (at the end of 2015 year had RON 519,582 thousands). A deferred tax asset was recognized for the carry forward of unused tax losses and unused tax credits to the extent that it is probable that future taxable profit will be available against which the unused tax losses and unused tax credits can be utilized (IAS 12.34).
(d) Deferred taxes analysed by type of temporary difference
Differences between IFRS and statutory taxation regulations in Romania give rise to temporary
differences between the carrying amount of assets and liabilities for financial reporting purposes and
their tax bases. The tax effect of the movements in these temporary differences is detailed below:
Thousands RON
1 January
2015
Charged
to profit
or loss
Charged to
comprehensive
income
31
December
2015
Tax effect of
deductible/(taxable)
temporary differences
Premises and equipment
(3,613) - (128)
(3,741)
Fair valuation of investment securities available for sale
- - (1,426)
(1,426)
Investments in associates (204) - -
(204)
Unused Fiscal Loss -
5,696 -
5,696
Deferred Tax
Assets/(liability) (3,817) 5,696 (1,554) 325
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
90 of 145
Thousands RON 1 January 2016 Business
combinations
Charged to profit
or loss
Charged to comprehensive
income
Charged directly to
equity 31 December 2016
Tax effect of deductible/(taxable) temporary differences
Premises and equipment (3,741) (12,146) - 481 - (15,406)
Loan impairment provision 325 - (278) - - 47
Investments in associates (204) - - - - (204)
Fair valuation of investment securities available for sale
(1,426) (834) - 2,252 - (8)
Tax loss carry forwards 5,371 28,199 (1,681) - - 31,889
Purchase Price allocation adjustment - - - - 1,808 1,808
Other - 617 - - - 617
Net deferred tax asset/(liability) 325 15,836 (1,959) 2,733 1,808 18,743
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
91 of 145
16. CASH AND CASH EQUIVALENTS
Thousands RON 31 December 2016 31 December 2015 Cash on hand 120,251 5,734 Cash in ATMs 21,094 12,046 Mandatory minimum reserve (i) 486,972 91,244 Correspondent accounts and sight deposits with other banks 48,159 93,509
Placements with other banks with original maturities of less than three months 28,870 20,001
Total 705,346 222,534
(i) The mandatory minimum reserve is maintained in accordance with Regulation no. 6/2002 issued by
the National Bank of Romania and the subsequent changes and amendments. According to this regulation,
the Group is required to maintain a minimum average balance of mandatory reserve throughout the
reporting period (monthly basis). The amounts from the mandatory reserve accounts are readily available
for the use of the group according to the liquidity needs and strategy, subject to achieving the minimum
reserve as an average for the reporting period.
As of 31 December 2016 the mandatory minimum reserve requirement was 8% (2015: 8%) for RON funds
attracted from customers and 10 % (2015: 14%) for foreign currency denominated funds attracted.
The interest rate granted by the National Bank of Romania for the current accounts in RON during 2016
ranged between 0.12% and 0.10% p.a. (2015 between 0.14% and 0.25% p.a.). For the current account in
EUR, the National Bank of Romania granted during 2016 an interest between 0.08% and 0.05 % p.a. (2015
between 0.09% and 0.25% p.a.). For the current account in USD, the National Bank of Romania granted
during 2016 an interest between 0.06 % and 0.07 % p.a. (2015 between 0.07% and 0.10% p.a.).
As of 31 December 2016 the amounts presented in the statement of financial position of cash and
equivalents and cash at Central Banks are neither past due no impaired.
In higher credit quality grade category of the Group's investments are included the credit institution with
the following ratings: AAA, AA+, AA, AA-, A+, A-, A, BBB+, BBB, BBB-. In lower credit quality grade
category of the Group's investments are included in the credit institution with the following ratings: BB+,
BB, BB-, B+, B, B-, CCC.
The credit quality analysis is performed by external institutions eligible for credit assessment (Fitch,
Moody's and Standard and Poor's) and is presented below:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
92 of 145
31 December 2016:
Thousands RON
Cash in hand and
ATM
Mandatory minimum
reserve
Correspondent accounts and
deposits at credit
institutions
Banks investment with initial
maturity up to 3 months Total
Current and unimpaired - Higher credit quality grade - 486,972 35,799 - 522,771 - Lower credit quality grade - - 2,354 - 2,354 - Unrated 141,345 - 10,006 28,870 180,221 Total 141,345 486,972 48,159 28,870 705,346
31 December 2015:
Thousands RON
Cash in hand
and ATM
Mandatory minimum
reserve
Correspondent accounts and
deposits at credit
institutions
Banks investment with initial
maturity up to 3 months Total
Current and unimpaired
- Higher credit quality grade - 91,244 65,192 - 156,436
- Lower credit quality grade - - 476 - 476
-Unrated 17,780 - 27,841 20,001 65,622
Total 17,780 91,244 93,509 20,001 222,534
Cash and cash equivalent aren’t guaranteed.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
93 of 145
17. DUE FROM OTHER BANKS
The deposits to banks presented above consist in collateral deposits for settlement amounts from
Visa and MasterCard related to cards’ activity
Analysis by credit quality of amounts outstanding at 31 December 2016 and 31 December 2015, is
as follows:
Interest rate analysis of Due from other banks is disclosed in Note 4.
18. FINANCIAL ASSETS AVAILABLE-FOR-SALE
Thousands RON
31 December 2016 31 December 2015 Debt securities available-for-sale Treasury bills issued by the Ministry of Public Finance of Romania (i)
1,165,518 360,803
Capital instruments available for sale Investments in unit funds (ii) 521 510 Visa (ii) 3,120 - Total 1,169,159 361,313 Equity investments, available-for-sale Equity investments (iii) 2,568 9,554 Total 2,568 9,554 Total financial assets available for sale 1,171,727 370,867
Thousands RON 31 December 2016 31 December 2015
Placements with other banks with original maturities of more than three months: - Mastercard Collateral Deposits 6,030 830
- Visa Collateral Deposits 454 452
- Banca Transilvania SA Collateral Deposits 430 678
- Unicredit Tiriac Bank S.A. Collateral Deposits 25 -
Total 6,939 1,960
Thousands RON 31 December 2016 31 December 2015 Neither past due nor impaired - Higher credit quality grade 6,055 830 - Lower credit quality grade 430 678 - Unrated 454 452
Total neither past due nor impaired 6,939 1,960
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
94 of 145
During 2016 or 2015, the Group has not made portfolio transfers between trading portfolio and the portfolio of financial assets available for sale.
i) Treasury bills are issued by the Ministry of Public Finance of Romania and includes listed
discounted treasury bills and bonds denominated in RON, EUR and USD.
ii) The Group held at 31 December 2016 investments in unit funds at Napoca Investments
Fund amounting to RON 238 thousand (31 December 2015: RON 221 thousand) and
TehnoGlobinvest Investments Fund amounting to RON 283 thousand (31 December 2015:
RON 289 thousand).
iii) The Group held the following equity investments available-for-sale at 31 December 2016
and at 31 December 2015:
31 December 2016 31 December 2015
Nature of business
Carrying amount
Effective holding %
Carrying amount
Effective holding %
Transfond SA Clearing house 1,404 5.69 640 2.65 Casa de Compensare Bucuresti Clearing house 21 3.13 13 0.04 Bursa Romana de Marfuri S.A.
Commodity stock exchange 42 0.29 42 0.29
Visa Payments industry - - 7,797 -
Globinvest Investments fund administrator 1,062 20.00 1,062 20.00
SWIFT 7 - - - Biroul de credit S.A. 32 0.32 - - Total equity investments 2,568 - 9,554 -
As announced Visa Europe Limited ("Visa Europe"), Visa Inc. 2 November 2015 Visa Inc. has
agreed to purchase Visa Europe, subject to receipt of approval under the regulatory framework. The
transaction finalized in the second quarter ("Q2") of 2016.
Given that Patria Bank SA is a principal member of Visa Europe, the Group was part of the deal. In
the acquisition of Visa Inc. and under the terms of the transaction agreement, the completion of the
transaction in Q2 2016 key members Visa Europe had received indemnity under current
conditions, a price in cash, preferred shares in Visa Inc., subject to suspensive conditions, and
additional payment guaranteed. On 21 December 2015 Bank Visa Europe announced indicative
share of its income from the sale of these shares. Consequently, on the basis of this communication,
on 31 December 2015, the Group reflected in the carrying value of the investment price received in
2016.
Analysis by credit quality of debt securities outstanding at 31 December 2016 are as follows:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
95 of 145
Thousands RON 31 December 2016
Treasury bills issued by the
Ministry of Public Finance of Romania
Investments in unit funds
Participations available for
sale Total Neither past nor impaired - Higher credit quality grade 1,165,518 - - 1,165,518 - Unrated - 3,641 2,568 6,209
- Total 1,165,518 3,641 2,568 1,171,727
Analysis by credit quality of debt securities outstanding at 31 December 2015 is as follows:
Thousands RON 31 December 2015 Treasury bills
issued by the Ministry of Public
Finance of Romania
Investments in unit funds
Participations available for
sale Total Neither past nor impaired - Higher credit quality grade 360,803 - - 360,803 - Unrated - 510 9,554 10,064
Total 360,803 510
9,554 370,867
The debt securities are not collateralized.
Interest rate analysis of investment securities available for sale is disclosed in Note 4.
The movements in investment securities available for sale are as follows:
Thousands RON 31 December 2016 31 December 2015
Carrying amount at 1 January 1,549,621 489,854
Fair value gains less losses (2,907) 4,561
Interest income accrued 55,372 10,441
Interest income received (82,000) (25,411)
Purchases 3,042,084 418,468
Disposals of investment securities available for sale (3,390,443) (527,046)
Carrying amount at 31 December 1,171,727 370,867
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
96 of 145
19. FINANCIAL ASSETS HELD FOR TRADING
Thousands RON 31 December 2016 31 December 2015
Listed shares (i) 7,540 - Units Fund 844 - Debt instruments (ii) 106,793 -
Total 115,177 -
(i) The listed shares include shares listed at the Bucharest Stock Exchange;
(ii) Debt instruments include:
- bonds issued in RON, EUR and USD by banking and non-banking financial institutions;
- securities issued by the Romanian Government;
Analysis by credit quality of financial assets held for trading at 31 December 2016is as follows:
Thousands RON 31 December 2016
Listed
shares
Units Fund Debt instruments Total
Neither past nor impaired
- Higher credit quality grade - - 97,893 97,893
- Lower credit quality grade - - 8,242 8,242
- Unrated 7,540 844 658 9,042
Total 7,540 844 106,793 115,177
20. INVESTMENTS HELD TO MATURITY
Thousands RON 31 December 2016 31 December 2015
Treasury bills issued by the Ministry of Public
Finance of Romania
109,860
-
Units Fund 106 -
Total 109,966 -
At 31 December 2015, the Group did not hold such financial investments.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
97 of 145
Analysis by credit quality of investments held to maturity at 31 December 2016 is as follows:
Thousands RON
Treasury bills issued by the Ministry of Public
Finance of Romania Unit funds Total Neither past nor impaired - Higher credit quality grade 109,860 - 109,860 - Lower credit quality grade - - - - Unrated - 106 106 Total 109,860 106 109,966
The investments held to maturity are not collateralized.
21. INVESTMENT IN ASSOCIATES
Entity name Nature of business 31 December 2016 31 December 2015
SC Delta Asigurari SA Insurance company 718 718
Total investment in associates 718 718
Impairment loss (718) (718)
Total - -
The Group holds a 35.09% investment in S.C. Delta Asigurari Generale SA, an insurance company
(2015: 35.09%). The shareholders of SC Delta Asigurari Generale S.A. decided to liquidate it
through Decision no. 7/2009, in accordance with Romanian legislation. In 2011, before the closing
of the voluntary liquidation procedure, Bucharest Court admitted the claim of Insurance
Supervisory Commission, based on article 33, paragraph 3 of Law 503/2004 and has opened
bankruptcy procedure against the debtor SC Delta Asigurari SA, procedure on going as of
December 31, 2015. As of 31 December 2016 the impairment amounts to RON 718 thousand (31
December 2015: RON 718 thousand) for the investment in its associate.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
98 of 145
The Group’s interests in its associates were as follows:
31 December 2016 31 December 2015
Name
%
ownership
interest
held
Place of
business
%
ownership
interest
held) Place of business
S.C. Delta Asigurari S.A. 35.09% Romania 35.09% Romania
No financial statements were available for Delta Asigurari S.A. at 2015 and 2016 year end, due to
the bankruptcy procedure in progress.
Investments in associates are initially recognized at cost at the time of acquisition and subsequently
are measured using the equity method to reflect the share of the Group's investment.
22. BUSINESS COMBINATION
The acquisitions was carried at fair value using the accounting acquisition in accordance with IFRS
3 and IAS 39.
A description of the process of acquisition of the three subsidiaries acquired in in 2016 and 2015 is
presented below:
1. The acquisition of the majority stake of SAI Patria Asset Management S.A.
(former Intercapital Investment Management S.A.)
In April 2016 Patria Bank purchased a total of 1,154,999 shares representing 99.99991342% of the
share capital and voting rights of SAI Intercapital Investment Management S.A., a joint stock
company licensed as a Romanian investment management company by the Financial Supervisory
Authority (FSA).
Patria Bank S.A. paid, by bank transfer, to the SAI Intercapital Investment Management S.A. RON
1,327,517.89 representing the price of 1,154,999 shares acquired by Patria Bank. The shares were
sold with all rights and interests that attach, or may in the future attach, to them.
This acquisition will enable the Bank to develop a platform for asset management to meet
customer needs for diversification of investments, essential element in the context of interest rates
decrease.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
99 of 145
2. The acquisition of the majority stake of Banca Comerciala Carpatica
In accordance with the decision of the Extraordinary General Meeting of Shareholders no. 6 /
25.01.2016, Patria Bank has acquired 64.16% stake in Banca Comerciala Carpatica, a local bank in
Romania listed under the symbol "BCC".
The transaction was carried out in three stages:
� On the 28 January 2016, purchase of a share package from shareholders group controlled
by Mr. Ilie Carabulea worth RON 23,128,800 representing 220,274,282 shares at a price
per share of RON 0.1050.
� In January 29, 2016 through a private placement subscription of all remaining shares not
subscribed. Patria Bank has subscribed a total of 986,663,916 new BCC shares issued at a
price of 0.1001 lei per share, conditioned by certain terms, totaling RON 98,765,058. After
the capital increase, the share capital of BCC is divided into 2,202,742,822, out of which
Patria Bank owns 1.206.938.198 (54.79%). On February 19, 2016 the Central Depository
had issued a statement proving Patria Bank’s ownership of the securities.
� In the takeover bid, that took place between 2 March and 22 March, Patria Bank had
purchased a total of 206,400,818 shares, amounting RON 21,672,086, representing 9.37%
ownership, thereby acquiring, according to Law no.297 / 2004 on capital markets, majority
voting (64.16%).
Patria Bank has obtained the necessary approvals from the National Bank of Romania, Financial
Supervisory Authority and the Competition Council regarding the economic concentration issues.
After the Initial Public offering, Patria Bank acquired control with a stake of 64.16%, representing
1,413,339,016 number of shares, with a total stake of RON 144,205,132 of which related charges
RON 639,188 acquisition process.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
100 of 145
Acquired Balance Sheet with Purchase Price Allocation (“PPA”) adjustments are presented below:
Thousands RON
For the net assets transferred (assets acquired less liabilities assumed) at their fair value, Patria
Bank paid the amount of RON 144,205 thousand.
Adjusted Balance Sheet 31 December 2016 PPA
Adjustments Adjusted TB
31 December 2016 Cash and cash equivalents 436,190 n/a 436,190 Due from other banks 113,142 n/a 113,142
Financial assets held for trading 56,774 n/a 56,774
Financial assets available for sale 1,111,319 n/a 1,111,319
Financial assets held to maturity 112,203 n/a 112,203
Equity investments 7,026 n/a 7,026
Loans and advances to customers 764,022 (25,493) 738,529
Tangible assets 131,817 n/a 131,817
Investment property 104,044 (24,239) 79,805
Intangibles assets 8,622 n/a 8,622
New intangible from core-deposits
13,478 13,478
Deferred tax assets 16,162 2,765 18,927
Other assets 97,278 (10,040) 87,238
Receivable form off-balance - 38,214 38,214
Total Assets 2,958,599 (5,314) 2,953,285
Due to other banks 5
5
Customer Deposits 2,651,345
2,651,345
Loans from banks and other financial institutions
61,230
61,230
Other Liabilities 40,389
40,389
Total Liabilities 2,752,970
2,752,970
Share capital 228,013
228,013
Accumulated loss 118,948
118,948
Revaluation reserve 69,376
69,376
Other reserves 27,187 5,314 21,873
Total equity 205,629 5,314 200,315
Total liabilities and equity 2,958,599 5,314 2,953,285
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
101 of 145
Goodwill
The goodwill in amount of RON 15,683 thousand is presented below:
Thousands RON 31 December 2016
BCC’s Equity 200,315
Purchase Price 144,205
% ownership 64.16%
Own Equity held 129,646
Goodwill 14,559
On May 1, 2017, the merger by absorption between Banca Comerciala Carpatica SA (absorbent
entity) and Patria Bank SA (absorbed entity) was implemented, the two institutions becoming a
single Bank. From this date, the new bank changed its name from Banca Comerciala Carpatica SA
to Patria Bank SA.
3. The purchase of Patria Credit IFN SA
In 2015, Patria Bank acquired Patria Credit IFN SA, the largest non-bank microfinance company
operating in Romania. The business has been developed over the last 7 years, following the
takeover by 2 investments funds, the Romanian American Enterprise Fund – “RAEF” with 56% and
Balkan Accession Fund -“BAF” with 43%, managed by the same funds administrator. Patria Credit
IFN was lending working capital and investment micro-loans to small business, entrepreneurs and
small farmers, reaching a loan portfolio of EUR 65 million and over 12 thousand customers. The
business model developed led to a constant stream of annual profits of well over EUR 2 million in
2015, with a 3% ROA and 11% ROE.
In order to ensure arms-length basis for this transaction, each party employed external
valuators/consultants. The primary reason for this acquisition was to add 2 new business lines to
Patria Bank, the Micro and the Agro lending business lines, in order to diversify the commercial
activity enhance the productive asset base and boost Patria Bank’s revenue generation capability
much needed, after a period of 5 years since Patria Bank ceased its lending activity and registered
high losses.
In fact, 8 months after the business acquisition (May to December 2015), Patria Bank’s Net Interest
Income has increased 4 times (+291%) from RON 10,908 thousand to RON 42,691 thousand versus
the same period of the previous year. This has been the main driver for the Net Interest Income
increase of 230% in 2015 versus previous year. At the acquisition time, it was estimated that the
total capital requirement generated in Patria Bank through this transaction will be compensated in
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
102 of 145
full in 12 months by the supplemental net income generated by the new lines of business. In 2016,
the portfolio transferred from Patria Credit IFN continued to have a positive yield regarding the
contribution to the net interest income of the Bank. The acquisition of the Patria Credit IFN was
performed in 2 phases, as follow:
Phase 1 – Business Transfer (“BTA”)
Patria Bank acquired first the business line, under a transaction called “business transfer”, implying
the transfer of: customer base, loan portfolio, fixed assets, other assets, partially funding from lenders
and other liabilities and the transfer of 19 branches and 197 employees, including the sales force.
Phase 1 BTA was closed:
� on 4 May 2015 for the amount of RON 234,226 thousand
� on 22 June 2015 for the amount of RON 13,679 thousand
Thousands RON 04-May-15 22-Jun-15 Total BTA
Assets transferred 279,240 13,679 292,919
Loans to customers 276,864 13,679 290,543
Intangible & tangible assets 1,896 - 1,896
Other assets 480 - 480
Liabilities assumed 45,014 - 45,014
Borrowings from IFIs 43,481 - 43,481
Other liabilities 1,533 - 1,533
Net Assets transferred at their fair
value 234,226 13,679 247,905
Off Balance Sheet items:
Loans commitments 962 332 1,294
Financial guarantees received 10,254 8,757 19,011
Collaterals for the loan portfolio 401,481 5,665 407,146
The business line acquisition was performed at fair value applying the accounting acquisition in
accordance with IFRS 3 and IAS 39.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
103 of 145
The purchase price for the business acquired (BTA) included the price for the loans portfolio, which
at the acquisition date was equal to its fair value of RON 290,543 thousand and for which:
(i) The gross contractual amount is RON 297,175 thousand at acquisition date
(ii) The best estimate at the acquisition date of the contractual cash flows not expected to be
collected is RON 23,950 thousand
For the Net Assets transferred (Assets acquired less Liabilities assumed) at their fair value, Patria
Bank paid a cash consideration of RON 252,325 thousand.
Thousands RON May+ June 2015
Purchase Price 252,325
Assets acquired 292,919
Liabilities assumed (45,014)
Net Assets Transferred at fair value 247,905
Goodwill 4,420
The goodwill in amount of RON 4,420 thousand is reflected in this financial statements due to the
fact that this business combination does not imply (in Phase 1 – BTA), the acquisition of a juridical
entity which organize the transferred activity.
The goodwill of this business combination is represented by:
- 10,561 active clients
- 197 employees
- 19 operational branches
- EUR 30 million new sales generation capability per year (of the acquired sales force).
Patria Bank tested for impairment the goodwill and no evidence of impairment was identified.
Following the Phase 1, Patria Credit IFN reduced its equity base by performing dividends
distribution to the former shareholders and share capital reduction up to the level of 1,000,008
RON, split into 29,412 registered shares with a nominal value of RON 34 per share.
Phase 2 – Shares Purchase (“SPA”)
On 1 October 2015, Patria Bank acquired Patria Credit IFN SA, purchasing 99.997% of Patria Credit
IFN SA’s shares against a consideration of 21,983 ,032 RON, representing 29,411 shares.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
104 of 145
Between Phase 1 (BTA on the 4 May 2015) and Phase 2 (SPA on the 1 October 2015) Patria Bank
did not exercised an effective control over Patria Credit IFN.
However, due to the fact that in accordance with the share purchase agreement between the BTA
date and the SPA date, the variable returns were flowing in the interest of Patria Bank, the control
was considered to be obtained at the moment of BTA, which was on the 4 May 2015. The
management estimates that the value of the acquired entity was significantly similar at both dates.
23. LOANS AND ADVANCES TO CUSTOMERS
The structure of the Group’s loan portfolio classified per main business line is as follows:
Thousands RON 31 December 2016 31 December 2015
Corporate loans 801,003 288,198
Loans to individuals - consumer loans 141,812 40,016
Loans to individuals – entrepreneurs 128,861 143,417
Mortgage loans 160,206 139,910
State and municipal organizations 74,262 25,488
Less: Provision for loan impairment 69,954 62,512
Total loans and advances to customers 1,236,190 574,517
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
105 of 145
Risk concentrations by economic sectors within the customer loan portfolio as at 31 December 2016
and 31 December 2015 were as follows: Thousands RON 31 December 2016 31 December 2015
Retail 306,773 181,128
Corporate customers: 925,128 430,413
Agriculture 255,691 180,663
Trade 205,592 80,477
Industry 214,268 40,703
Hotels and restaurants 47,057 36,526
Constructions 66,372 30,662
Transport 39,853 25,385
Professional Services 17,341 10,967
Services 30,614 9,853
Financial and real estate activities 38,051 5,915
Others 6,525 7,364
IT, research and development 3,764 1,898
Public Administration and Defence 74,243 25,488
Total loans and advances to customers before provisions 1,306,144 637,029
Less provision for impairment losses on loans
69,954 62,512
Total 1,236,190 574,517
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
106 of 145
Movements in the Group’s provision for loan impairment during 2016 are as follows:
Thousands RON Corporate
loans Consumer
loans Individuals
entrepreneurs Mortgage
loans
State and municipal
organizations Total
Provision for customer loan impairment at 1 January 30,096 4,919 6,467 21,025 - 62,507 Provisions for loans and advances to customers Initial balance at the time of BCC acquisition 24,651 164 - 150 - 24,965 Charge of /(Recovery of) provision for impairment during the year 79,579 4,324 4,548 5,248 235 93,934
Loss on written-off loans (14,919) 13 111 717 -
(14,078) Loans written off during the year (79,761) (3,507) (4,248) (9,144) (347)
(97,007)
Foreign exchange differences 654 14 410 (1,465) 20 (367) Provision for customer loan impairment at 31 December 40,300 5,927 7,288 16,531 (92) 69,954
Movements in the Group’s provision for loan impairment during 2015 are as follows:
Thousands RON
Corporate loans
Consumer loans
Individuals entrepreneurs
Mortgage loans
State and municipal
organizations Total
Provision for customer loan impairment at 1 January 33,449 27,538 1 35,232 - 96,220 Provision for customer loan impairment opening balance Patria Credit IFN transfer 250 150 1,320 - - 1,720 Charge of /(Recovery of) provision for impairment during the year 6,342 (491) 3,774 2,752 - 12,377
Loss on written-off loans 1,877 51 4 600 - 2,532 Loans written off during the year (9,922) (22,596) (247) (18,031) -
(50,796)
Foreign exchange differences (1,899) 268 1,620 472 - 461 Provision for customer loan impairment at 31 December 30,097 4,920 6,472 21,025 - 62,514
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
107 of 145
The provision for loans impairment during 2016 differs from the amount presented in profit or loss
for the year due to RON 10,059 thousand (2015: 8,815), representing amounts recovered from
loans previously written off as uncollectible. The recoveries from previously written-off loans were
credited directly to the provisions line in profit or loss for the year.
The Group holds collateral against loans and advances to customers in the form of mortgage
interests over land and buildings, property, inventory, insurance policies, financed assets that
represent objects of the loan agreements and other guarantees. Estimates of fair value are based on
the value of collateral assessed at the time of borrowing, and periodical updates on valuation of
collaterals.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
108 of 145
Information about Group collaterals at 31 December 2016 is as follows:
31 December 2016
Thousands RON
Corporate loans
Consumer loans
Individuals entrepreneurs Mortgage loans
State and municipal
organizations Total
Unsecured loans 82,914 96,665 55,109 7,098 23,455 265,241
Loans guaranteed by other parties, including credit insurance 78,733 - 3,832 10,150 5,800 98,515
Loans collateralized by: 639,356 45,147 69,920 142,958 45,007 942,388
- residential real estate 101,802 39,648 22,264 120,483 - 284,397
- other real estate 351,326 4,418 15,932 22,158 - 393,834
- cash collateral 14,893 925 9,851 241 - 25,910
- other assets 171,335 156 21,673 76 45,007 238,247 Total loans and advances to customers 801,003 141,812 128,861 160,206 74,262 1,306,144
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
109 of 145
23. LOANS AND ADVANCES TO CUSTOMERS (CONTINUED)
Information about Group collaterals at 31 December 2015 is as follows:
31 December 2015
Thousands RON Corporate
loans Consumer
loans Individuals
entrepreneurs Mortgage
loans
State and municipal
organizations Total
Unsecured loans 24,795 39,913 66,094 7,481 25,488 163,771
Loans guaranteed by other parties, including credit insurance 16,249 - 1,595 1,252 - 19,096
Loans collateralized by: -
- residential real estate 72,926 25 25,192 105,761 - 203,904
- other real estate 103,865 - 12,101 23,188 - 139,154
- cash collateral 40,853 78 24,082 390 - 65,403
- other assets 29,510 - 14,353 1,838 - 45,701 Total loans and advances to customers 288,198 40,016 143,417 139,910 25,488 637,029
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
110 of 145
The financial effect of collateral is presented by disclosing collateral values separately for (i) those assets where collateral and other credit
enhancements are equal to or exceed carrying value of the asset (“over-collateralised assets”) and (ii) those assets where collateral and other
credit enhancements are less than the carrying value of the asset (“under-collateralised assets”). The effect of Group collateral at 31 December 2016 and 31 December 2015:
31 December 2016 31 December 2015 Over-collateralized
assets Under-collateralized
assets Over-collateralized
assets Under-collateralized
assets Thousands RON
Carrying value
Fair value of
collateral Carrying
value Fair value of
collateral Carrying
value
Fair value of
collateral Carrying
value
Fair value of
collateral
Corporate loans 619,561 1,406,758 138,075 61,983 190,242 516,161 67,859 31,745
Individuals loans – consumer loans 44,098 117,397 91,725 77 78 489 35,017 228
Individuals loans – entrepreneurs 66,000 162,023 59,604 3,876 71,528 155,856 65,419 2,533
Mortgage loans 96,152 179,654 46,712 30,487 65,890 135,240 52,996 34,802
State and municipal organizations 50,601 503,414 23,662 206 - - 25,488 -
Total 876,412 2,369,246 359,778 96,629 327,738 807,746 246,779 69,308
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
111 of 145
Analysis by credit quality of loans outstanding at 31 December 2016 and 31 December 2015 is as follows: 31 December 2016
Thousands RON Corporate
loans Consumer
loans Individuals
entrepreneurs Mortgage
loans
State and municipal
organizations Total Neither past due nor impaired - Without risk (Grade 1) 177,988 91,483 49,533 70,744 53,670 443,418 - Without recognizable risk (Grade 2) 219,402 23,611 20,914 14,081 - 278,008 - Acceptable risk (Grade 3) 73,159 3,117 12,690 1,776 - 90,742 - Still acceptable risk (Grade 4) 2,202 558 1,958 292 - 5,010 - Considerable risk (Grade 5) 8,619 4,513 12,877 14,164 - 40,173
Total neither past due nor impaired (gross) 481,370 123,282 97,972 101,057 53,670 857,351
Less impairment provisions 3,437 1,595 1,752 1,042 - 7,826 Total neither past due nor impaired (net) 477,933 121,687 96,220 100,015 53,670 849,525 Past due but not impaired - less than 30 days overdue 40,253 4,079 8,882 6,533 20,592 80,339 - 30 to 90 days overdue 10,267 1,709 988 5,434 - 18,398 - 91 to 180 days overdue 994 - 1,455 632 - 3,081 - 181 to 360 days overdue 289 - 65 48 - 402 - over 360 days overdue 1,861 83 542 286 - 2,772
Total past due but not impaired 53,664 5,871 11,932 12,933 20,592 104,992
Less impairment provisions 1,702 403 62 90 - 2,257
Total past due but not impaired (net) 51,962 5,468 11,870 12,843 20,592 102,735
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
112 of 145
31 December 2016
Thousands RON Corporate
loans Consumer
loans Individuals
entrepreneurs Mortgage
loans
State and municipal
organizations Total Loans individually determined to be impaired - less than 30 days overdue 66,049 6,274 9,070 21,816 - 103,209 - 30 to 90 days overdue 20,087 2,139 3,047 9,582 - 34,855 - 91 to 180 days overdue 6,696 1,521 2,048 2,793 - 13,058 - 181 to 360 days overdue 12,516 573 831 2,306 - 16,226 - over 360 days overdue 160,621 2,152 3,961 9,719 - 176,453
Total individually impaired loans (gross) 265,969 12,659 18,957 46,216 - 343,801
Less impairment provisions 34,176 3,990 5,491 16,214 - 59,871 Total loans individually determined to be impaired (net) 231,793 8,669 13,466 30,002 - 283,930
Total gross loans and advances to customers 801,003 141,812 128,861 160,206 74,262 1,306,144 Total loan impairment provisions 39,315 5,988 7,305 17,346 - 69,954 Total net loans and advances to customers 761,688 135,824 121,556 142,860 74,262 1,236,190
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
113 of 145
31 December 2015
Thousands RON
Corporate loans
Consumer loans
Individuals entrepreneurs
Mortgage loans
State and municipal
organizations Total
Neither past due nor impaired - Without risk (Grade 1) 19,248 24,769 76,436 43,688 21,022 185,163
- Without recognizable risk (Grade 2) 109,563 3,963 19,030 20,338 - 152,894
- Acceptable risk (Grade 3) 47,330 565 4,083 5,757 - 57,735
- Still acceptable risk (Grade 4) 301 65 1,724 117 - 2,207
- Considerable risk (Grade 5) 18,556 1,199 6,740 9,509 - 36,004
Total neither past due nor impaired (gross) 194,998 30,561 108,013 79,409 21,022 434,003
Less impairment provisions 341 147 448 445 - 1,381
Total neither past due nor impaired (net) 194,657 30,414 107,565 78,964 21,022 432,622
Past due but not impaired - less than 30 days overdue 26,327 - 9,762 5,168 4,005 45,262
- 30 to 90 days overdue 4,641 1 3,681 1,780 - 10,103
- 91 to 180 days overdue 1,429 4 558 94 - 2,085
- 181 to 360 days overdue 892 - 300 192 - 1,384
- over 360 days overdue 1,386 21 830 55 461 2,753
Total past due but not impaired 34,675 26 15,131 7,289 4,466 61,587
Less impairment provisions - - - - - -
Total past due but not impaired (net) 34,675 26 15,131 7,289 4,466 61,587
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
114 of 145
31 December 2015
Thousands RON
Corporate loans
Consumer loans
Individuals entrepreneurs
Mortgage loans
State and municipal
organizations Total
Loans individually determined to be impaired - less than 30 days overdue 16,900 4,316 9,795 23,576 - 54,587
- 30 to 90 days overdue 4,307 1,399 4,890 9,175 - 19,771
- 91 to 180 days overdue 2,332 490 1,994 3,669 - 8,485
- 181 to 360 days overdue 1,766 606 1,133 944 - 4,449
- over 360 days overdue 33,220 2,618 2,461 15,848 - 54,147
Total individually impaired loans (gross) 58,525 9,429 20,273 53,212 - 141,439
Less impairment provisions 29,756 4,773 6,022 20,580 - 61,131
Total loans individually determined to be impaired (net)
28,769 4,656 14,251 32,632 - 80,308
Total gross loans and advances to customers 288,198 40,016 143,417 139,910 25,488 637,029
Total loan impairment provisions 30,097 4,920 6,470 21,025 - 62,512
Total net loans and advances to customers 258,101 35,096 136,947 118,885 25,488 574,517
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
115 of 145
Individually impaired loans
Individually impaired loans and securities are loans and securities for which the Group determines that it is
probable that it will be unable to collect all principal and interest due according to the contractual terms of
the loan / securities agreement(s).
The loans are graded based on the financial performance of the client, grade 1 (”without risk”) being the
client with the best performance and grades 6 (“not permitted risk”) being the client with the worst financial
performance (i.e. in bankruptcy proceeding etc). The grades were determined considering the financial
position of the client as well as the current debt service at reporting date.
The loan portfolio includes 14 exposures towards local public administrations in amount of RON 23,455
thousand as of 31 December 2016 (11 exposures with RON 25,488 thousand as of 31 December 2015. The
Group presented this type of loans into neither past due nor individually impaired category.
Past due but not impaired loans
Past due but not impaired loans are those for which contractual interest or principal payments are past due,
but the Group believes that impairment is not appropriate on the basis of the level of security / collateral
available and / or the stage of collection of amounts owed to the Group.
In accordance with the instructions issued by the National Bank of Romania, during 2016 year, the Bank
performed write-off operations (for those companies that do not appear anymore in the Registry of
Commerce, for those that have incomplete credit documentation and for the companies for which juridical
procedures are impossible) for loans fully impaired, in amount of RON 122,300 thousands. (2015: RON
53,328 thousands).
Refer to Note 6 for the estimated fair value of each class of loans and advances to customers. Interest rate
analysis of loans and advances to customers is disclosed in Note 4. Information on related party balances is
disclosed in Note 37.
Restructured loans
The outstanding gross exposure as of 31 December 2016 for all the loans that underwent restructuring is
RON 209,645 thousand (31 December 2015: RON 84,843 thousand) and the net exposure is RON 192,602
thousand (31 December 2015: RON 60,672 thousand).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
116 of 145
24. INVESTMENT PROPERTY
a) Reconciliation of book value
Thousands RON 31 December 2016 31 December 2015
Balance at January 1st 83,618 -
Asset sales (3,625) -
Reclassifications from other assets and tangible assets
(4,571)
-
Gain from revaluation of real estate investments 2,849
-
Balance at December 31st 78,271 -
During 2016, the rental incomes from real estate investments amounted 4,965 thousands RON. Direct
operating expenses (repair, maintenance, local taxes, etc.) from Investment property that generated rental
income during 2016 were in the amount of 2,644 thousands RON.
b) Fair value measurement
The fair value of real estate investments is based on an assessment carried out by expert assessors, members
of ANEVAR (National Association of Assessors of Romania). The fair value of the real estate investments is
presented on level 3 of the hierarchy of fair value. The following table presents a reconciliation between the
original and final balances for the fair value of the real estate investments:
The Group did not acquire Investment property using the financial leasing at December 31st, 2016 or at
December 31st, 2015.
c) The evaluation techniques for measuring the fair value of real estate investments and the dates of
entry used:
Evaluation techniques
- The evaluation of land (measuring a free land or where there is a construction, the six recognized
valuation methods - direct comparison, market extraction, allocation technique, residual
capitalization, direct rent / lease (rent), discounted cash flow analysis)
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
117 of 145
- The income approach (by this method estimated the annual income to be generated by a property
converts to value by applying an appropriate rate of income. In this case, a capitalization rate was
used applied to gross income from estimated operations);
- The cost approach (The purpose of the cost approach is to determine the market value of the
property by estimating the cost of purchasing the land (the market value of the land) and building a
new property with the same utility or adapting an old property with the same use, without
considering related costs during the construction / adaptation. The cost of the land is added to the
total cost of construction. If necessary, usually in construction costs incentives / real estate
developer's profit are added.
Entry data
- Inventory lists with investments owned by the client;
- Documents and information taken from specialized staff from the owner regarding the history, the
repairs made, the rate of exploitation, degree of impairment, etc.
- Information taken from the location by the evaluator to inspect each objective;
- The evolution of the exchange rate published by BNR;
- Information regarding the local real estate market;
- Web Sites specialized in placing ads for selling/renting similar properties with the ones owned by the
company;
- The book "Reconstruction costs - replacement costs of industrial buildings, commercial and
agricultural, special construction" - Corneliu Schiopu, publisher IROVAL Bucharest 2010 - updated;
- Other necessary information available in the specialized literature;
- The evaluator’s data base.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
118 of 145
25. PROPERTY AND EQUIPMENT
31 December 2016
Thousands RON Land and buildings
Furniture and
equipment Means of transport
Assets in the course of
construction Total Cost Balance at 1 January 44,536 33,048 7,937 81 85,602 Balance at transfer date Banca Comerciala Carpatica
132,872
36,249
49
495
169,665
Balance at acquisition date Patria Asset Management SA - 11 5 - 16 Acquisitions 724 6,794 554 7,752 15,824 Revaluation (39) - - - (39) Transfer 295 55 - (350) - Outflows (1,347) (2,055) (216) (6,968) (10,586)
Balance at 31 December 177,041 74,100 8,329 1,009 260,479
Cumulative amortisation Balance at 1 January 5,768 27,699 7,295 - 40,762 Balance at acquisition date Banca Comerciala Carpatica 7,889 29,910 49 - 37,848 Balance at transfer date Patria Asset Management SA
- 9 5 - 14
Depreciation and amortization expense
5,398 3,386 369 - 9,153
Outflows (1,039) (1,727) (82) - (2,848)
Balance at 31 December 18,016 59,277 7,636 - 84,929
Net carrying amount
Balance at 1 January 38,768 5,349 642 81 44,840
Balance at 31 December 159,026 14,823 693 1,009 175,551
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
119 of 145
31 December 2015
Thousands RON Land and buildings
Furniture and
equipment Means of transport
Assets in the course of
construction Total Cost Balance at 1 January 43,739 31,890 6,632 - 82,261 Balance at transfer date Patria Credit IFN 2,494 1,199 6,273 - 9,966 Acquisitions 2,282 958 731 691 4,662 - from activity combination 469 445 579 - 1,493 Revaluation 1,191 - - - 1,191 Transfer (1,703) (774) (4,986) - (7,463) Outflows (3,467) (225) (713) (610) (5,015)
Balance at 31 December 44,536 33,048 7,937 81 85,602
Cumulative amortisation
Balance at 1 January 6,339 25,611 6,484 - 38,434 Balance at transfer date Patria Credit IFN
1,871 831 5,386 - 8,088
Acquisitions (1,234) (503) (4,233) - (5,970) Depreciation and amortization expense
1,154 1,930 346 - 3,430
Outflows (2,362) (170) (688) - (3,220)
Balance at 31 December 5,768 27,699 7,295 - 40,762
Net carrying amount
Balance at 1 January 37,400 6,279 148 - 43,827
Balance at 31 December 38,768 5,349 642 81 44,840
Based on the analysis of the changes in the real estate market, the land and buildings have been revalued at
their fair value as of 31 December 2015, as per the IFRS 13 requirements. The valuation was carried out by an
independent valuator, City Property Management S.R.L - member of ANEVAR (National Association of
Certified Appraisers in Romania).
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
120 of 145
The Group’s management considers that the value of land and buildings as at 31 December 2016 represents
an accurate estimation of their fair value at the reporting date.
The Group had no finance leases in 2016 and 2015.
Thousands RON 31 December 2016 31 December 2015 Premises at revalued amount in the statement of financial position
260,479 84,005
Revaluation reserve presented in equity, net of tax
(21,373) (22,314)
Deferred tax on revaluation (3,369) (3,741)
Premises at cost less accumulated depreciation
235,738 57,950
26. INTANGIBLE ASSETS (INCLUDING GOODWILL)
Thousands RON 31 December 2016 31 December 2015
Goodwill 18,979 4,420
Other intangible assets 25,260 3,340
Total intangible assets 44,239 7,760
Thousands RON 31 December 2016 31 December 2015 Cost Balance at 1 January 19,194 8,224
Balance at transfer date Patria Credit IFN
- 4,752
Balance at transfer date Banca Comerciala Carpatica
22,543 -
Balance at transfer date Patria Asset Management SA
112 -
Acquisitions 4,634 992
- transfers from intangible assets in progress
730 5
Acquisition clients list from Patria Credit IFN
- 2,851
Acquisition clients list from BCC 13,478
Outflows (4) (1,164)
Transfer Patria Bank (881)
Goodwill 14,559 4,420
Balance at 31 December 74,516 19,194
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
121 of 145
Thousands RON 31 December 2016 31 December 2015
Cumulative amortisation
Balance at 1 January 11,434 7,869
Balance at transfer date
Patria Credit IFN - 4,163
Balance at transfer date
Banca Comerciala Carpatica 13,913
Balance at transfer date
Patria Asset Management SA 110
Depreciation and amortization expense 2,876 816
Amortisation expense - acquisition clients
list from Patria Credit IFN 343 229
Amortisation expense - acquisition clients
list from Banca Comerciala Carpatica 1,605 -
Transfer Patria Bank - (478)
Outflows (4) (1,165)
Balance at 31 December 30,277 11,434
Net carrying amount
Balance at 1 January 7,760 355
Balance at 31 December 44,239 7,760
27. OTHER FINANCIAL ASSETS
Thousands RON 31 December 2016 31 December 2015
Amounts to be recovered from banks and
clients 7,207 2,358
Other financial assets 410 220
Other debtors 1,026 -
Provisions for impairment losses (6,664) (2,358)
Total net other financial assets 1,979 220
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
122 of 145
Movements in the provision for other financial assets for 2016 are, as follows:
Thousands RON
Amounts to be
recovered from banks
and clients Total
Provision for impairment at 1 January 2016 2,358 2,358
Charge of provision for impairment during the year 4,289 4,289
Foreign exchange differences 17 17
Provision for impairment at 31 December
2016 6,664 6,664
Movements in the provision for other assets for 2015 are as follows:
Provision for impairment at 1 January 2015 4,280 4,280
Charge of provision for impairment during the year (135) (135)
Amounts written off (1,835) (1,835)
Foreign exchange differences 48 48
Provision for impairment at 31 December
2015
2,358 2,358
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
123 of 145
Analysis by credit quality of Group's other financial assets outstanding at 31 December 2016 and 31 December 2015 is as follows:
31 December 2016 31 December 2015 Thousands RON Amounts to be
recovered from banks and
clients
Other financial
derivatives Sundry debtors Total
Amounts to be recovered
from banks and clients
Other financial
derivatives Sundry debtors Total
Neither past due nor impaired 241 169 1,026 1,436 - 220 - 220
Total neither past due nor impaired (net) 241 169 1,026 1,436 - 220 - 220
Impaired loans 7,207 - - 7,207 2,358 - - 2,358 Less provision for impairment 6,664 - - 6,664 2,358 - - 2,358
Total net impaired loans 543 - - 543 - - - -
Total other gross financial assets 7,448 169 1,026 8,643 2,358 220 - 2,578 Total provision for impairment 6,664 - - 6,664 2,358 - - 2,358
Total other net financial assets 784 169 1,026 1,979 - 220 - 220
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
124 of 145
28. OTHER ASSETS (NON-FINANCIAL)
Thousands RON 31 December 2016 31 December 2015 Repossessed collateral 65,691 7,824 Sundry debtors 16,015 6,030 Other income to be received 98 2,012 Prepayments 2,442 913 Income tax expense 283 118 Other assets 20,886 376 Total other financial assets 105,415 17,273 Less provision for impairment 46,273 8,728 Total other assets 59,142 8,545
Impairment of repossessed collaterals in amount of RON 46,273 thousand related to RON 65,691
thousand repossessed collaterals (RON 1,324 thousand - repossessed assets from Law on Datio in
Solutum and RON 7,429 thousand – repossessed assets at fair value), for which the net value is
RON 3,018 thousand.
The repossessed / recovered guarantees represents the buildings purchased by the Group through
the process of implementing the outstanding receivables. The Group is expecting to sell them in the
near future. The assets don’t meet the definition of assets held for sale and are classed as stocks in
accordance with the provisions of IAS 2, Inventories. At the time of purchase they were recorded at
fair value. It is estimated that above all assets will be realized / collected in less than 12 months
from the end of the reporting year, except for pre-payments totalling RON 2,442 thousand (2015:
RON 880 thousand).
Movements in the provision for other assets are as follows:
Thousands RON
Provisions
for sundry
debtors
Repossessed
collaterals
Total
Provision for impairment at 1 January 2016 1,917 5,894 7,811
Opening balance for BCC at acquisition date 7,428 29,765 37,193
Charge/(Release) for the year 1,614 1,475 3,089
Amounts written off (1,917) 97 (1,820)
Provision for impairment at 31 December 2016 9,042 37,231 46,273
Provision for impairment at 1 January 2015 1,917 - 1,917
Opening balance for Patria Credit IFN at transfer date - 180 180
Transfer from assets available for sale - 5,463 5,463
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
125 of 145
Charge/(Release) for the year - 251 251
Provision for impairment at 31 December 2015 1,917 5,894 7,811
29. DUE TO OTHER BANKS
Thousands RON 31 December 2016 31 December 2015 Current accounts 5 -
Sight deposits 30,001 -
Term deposits 2,648 -
Collateral deposits 454 452
Transitory amounts 8,915 3,875
Total 42,023 4,327
30. DEPOSITS FROM CUSTOMERS
Thousands RON 31 December 2016 31 December 2015
Retail customers: Current accounts 229,402 45,138
Term deposits 2,251,854 355,326
Collateral deposits 6,267 552
Amounts in transit - 109
Corporate customers: Current accounts 271,005 99,145
Sight deposits 8,434 12,065
Term deposits 389,345 326,391
Collateral deposits 48,503 80,885
Amounts in transit 2,721 666
Total 3,207,531 920,277
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
126 of 145
Economic sector concentrations within customer accounts are as follows:
Thousands RON
31 December 2016 31 December 2015
Amount (%) Amount (%)
Retail customers 2,487,524 77.55 401,125 43.59
Corporate customers 720,007 22.45 519,152 56.41
Financial and real estate activities
206,631 6.44 245,245 26.65
Industry 128,783 4.02 50,656 5.50
Others 68,428 2.13 93,361 10.14
Constructions 58,731 1.83 28,290 3.07
IT, research and development 19,401 0.60 25,763 2.80
Trade 75,152 2.34 20,540 2.23
Transport 38,090 1.19 7,833 0.85
Professional Services 31,992 1.00 14,915 1.62
Services 28,720 0.90 18,236 1.98
Agriculture 56,232 1.75 11,351 1.23
Hotels and restaurants 5,241 0.16 2,244 0.24
Public Administration and Defence
2,606 0.08 718 0.08
Total 3,207,531 100 920,277 100
31. LOANS FROM BANKS AND OTHER FINANCIAL INSTITUTIONS
Thousands RON 31 December 2016 31 December 2015
IBRD (International Bank for Reconstruction and Development (i) 8,902 965 FIDA (i) 147 233 IFC (ii) - 14,929 EIF (iii) - 14,620 EEAF FINANCIAL SERVICES BV (iv) - 22,627 EFSE - European Fund for Southeast Europe (v) 13,494 4,493 Responsibility Global Microfinance Fund (vi) 4,505 9,138 Oikocredit Ecumenical Development Cooperative Society UA (vii) 13,291 Fermierul (MARD)(viii) 70 European Investment Bank (ix) 6,814
Total 47,223 67,005
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
127 of 145
(i) During 2005, the Group entered into two loan agreements with IBRD (International Bank for
Reconstruction and Development) and with IFAD (International Fund for Agricultural
Development).
In July 2008 the Group concluded a loan agreement with KfW for an amount of 4,000,000 EUR,
repayable in 2015.
(ii) International Finance Corporation
On 8 May 2015 was signed the Deed of Assumption between Patria Credit IFN SA, the Group and
International Finance Corporation, related to a Loan Agreement dated 16 October 2012 signed with
Patria Credit IFN SA. During 2016, the Bank made a repayment in amount of RON 7,320 thousand,
on the 15 March 2016. The final payment of this loan was made on 15 September 2016.
(iii) European Investment Fund
On 12 May 2015 was signed between EIF, the Bank and Patria Credit IFN an Amendment to the
Facility Agreement dated 16 May 2011 between the European Investment Fund and Patria Credit IFN
SA. Through this Amendment the Bank assumed Patria Credit IFN’s amended obligations under this
loan agreement.
During 2016, the Bank made a repayment in amount of 1,600,000 EUR, in 30 of March 2016. At the
31st May 2016, the outstanding amount was 1,600,000 RON. The final payment of this financing
agreement was made on 30 September 2016.
On 23 December 2016 was signed between European Investment Fund and the Bank a new senior
term loan facility in amount of 10,000,000 EUR with final maturity on 31 December 2026. As of 31
December 2016, the undrown facilities amount was 10,000,000 EUR. The final drawdown period of
this financing agreement is November 30, 2018.
(iv) EEAF FINANCIAL SERVICES BV
On 28 December 2015 the Bank signed a Loan Agreement with its majority shareholder, EEAF
Financial Services BV, for a senior debt of EUR 5,000,000 with final maturity on 27 November 2020.
By decision of the Extraordinary General Meeting of Shareholders No. 17 dated 05.12.2016 it was
approved the conversion of Patria Bank S.A. debt to EEAF Financial Services BV amounting to 5,000
thousand EUR, in shares Patria Bank S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
128 of 145
On May 27, 2016 was signed between EEAF Financial Services BV (the majority shareholder of the
Bank), and Patria Bank SA, the addendum on the Loan Agreement. On May 30, 2016, the parties
agreeing that the loan will be repaid by converting it into shares Patria Bank SA, at the NBR exchange
rate EUR / RON valid at the subscription date, respectively 31 May 2016.
On May 30, 2016 National Bank of Romania approved the early repayment of subordinated loan and
the capital increase by conversions of the subordinated loan and the cash contribution of the
shareholders.
(v) European Fund for Southeast Europe
Starting 22nd December 2015, Patria Credit IFN SA has a total financing agreement of 9 mil RON
with the European Fund for Southeast Europe ("EFSE"), with a quarterly reimbursement and a 13
month grace period for the principal. In December 2015, Patria Credit IFN SA used 4,5 mil RON of
the EFSE facility. The difference of RON 4,500 Thousand was used in February 2016. This loan has
a variable ROBOR interest rate of 3 months plus the margin and is reimbursed in 8 equal instalments,
the final maturity being November 2018. In December 2016, Patria Credit IFN SA obtained a new
financing agreement from EFSE, amounting RON 4,5 Thousand which was fully drawn on 22
December 2016. The loan provides for quarterly repayments in 8 equal instalments, after a grace
period for the principal of 15 months, with a ROBOR variable interest rate of 3 months plus margins
and final maturity on 15th December 2019.
(vi) Responsibility Global Microfinance Fund
In 2016, Patria Credit IFN SA has obtained a new financing line from ResponsAbility Global
Microfinance amounting RON 4,450 thousand by signing two financing contracts with
MICROFINANCE LEADERS RESPONSABILITY (SICAV) for the amount of RON 2,225 thousand,
respectively RESPONSABILITY SICAV (LUX) FINANCIAL INCLUSION FUND, for the amount of
RON 2,225 thousand. Contracts include fixed interest and repayment in 2 equal annual instalments,
with final maturity in March 2018. The funding lines obtained from ResponsAbility Global
Microfinance in 2014, totalling Euro 2,000 thousand were fully reimbursed in 2016, In September
and November respectively.
(vii) Oikocredit Ecumenical Development Cooperative Society UA
In May 2016, Patria Credit IFN SA signed a loan agreement with the Oikocredit Ecumenical
Development Cooperative Society UA ("Oiko") in a total approved value of RON 13,300 thousand
over a 3-year period, with a grace period for the principal of 12 months. This loan has variable interest
rate of ROBOR 6 months plus margin. The entire amount was drawn in two tranches: first RON
4,400 thousand in May 2016 and the difference of RON 8,900 thousand was used in October 2016.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
129 of 145
(viii) On March 23th, 2006, the Bank signed with the Ministry of Agriculture and Rural
Development a working agreement in amount of RON 20 million for a period of 10 years. The funds
were aimed at funding the loans granted by BCC to economic operators for financing investments
in agriculture. On June 12th, 2007, the Bank concluded with MADR an addendum by which the
amount of the loan was supplemented with RON 10 million. The agreement is in force with the final
maturity date on October 22nd, 2016.
On August 27th, 2008, the Bank signed with the Ministry of Agriculture and Rural Development a
working agreement in amount of RON 124,344 million for a period of 10 years. The funds are aimed
at funding the loans granted by BCC to economic operators for financing investments in
agriculture, for co-financing of eligible investment projects through FEADR and FEP, provided in
Annex 1 of MADR Order no. 102 of 17 February 2009, as further amended and supplemented. The
funds were not drawn due to lack of legal framework which had to be developed by the Ministry of
Agriculture and Rural Development. The agreement is in force with final maturity date on August
27th, 2018.
On August 27th, 2008, the Bank signed with the Ministry of Agriculture and Rural Development a
working agreement in amount of RON 19,822 million for a period of 10 years. The funds are aimed
at funding the loans granted by BCC to economic operators for financing investments in
agriculture, for co-financing of investment projects which do not benefit from funding from
European funds or the state budget, which comply with the levels provided in Annex 2 of MADR
Order no. 102 of 17 February 2009, as further amended and supplemented. The funds were drawn
in part. The agreement is in force with final maturity date on August 27th, 2018.
On 29th June, 2009, the Group signed with the European Bank for Investments an open rate
financing agreement in amount of EUR 10 million. The funds are aimed at funding small and
medium-sized enterprises. The financing agreement is secured by a Pledge Agreement which on
February 07, 2013, was amended by the Addendum no. 1 (including EU sovereign bonds with rating
below BBB-, in order to allow the Romanian state securities to be included among the eligible
financing instruments). The agreement is in force with the final maturity on December 21st, 2017.
As at 31 December 2016 the guarantees set by the Group based on the clauses included in the
agreements mentioned above consist of:
- European Investment Bank, eligible bonds (nominal value /fair value) 22,706/ 25,730 th RON
(Romanian 2018 bonds, ISIN XS0371163600)
At 31st December 2015 the guarantees placed by the Group based on the clauses stipulated by the
above mentioned agreements consisted in:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
130 of 145
- The European Investment Bank, for the financing contract consisted of eligible bonds (nominal
value/fair value) 44,566/ 52,249 th RON (Romanian bonds, 2018, ISIN XS0371163600 – 22,623/
26,756 th RON, Romanian bonds, 2019, ISIN XS0852474336 – 21,944/ 25,492 th RON).
All the loans from international financial institutions and the loan from the major shareholder are
unsecured credit facilities, arranged under negative pledge, pari passu clauses. According to each
loan agreement, the Group shall all time comply with a set of financial undertakings (covenants).
Compliance with covenants
The Group is subject to certain covenants primarily relating to its borrowings, as described above.
Non-compliance with such covenants may result in negative consequences such as declaration of
default. Group was in compliance with covenants at 31 December 2016 (31 December 2015) and over
the periods.
32. OTHER FINANCIAL LIABILITIES
Other financial liabilities comprise other financial and non-financial liabilities, as follows:
Thousands RON 31 December 2016 31 December 2015
Financial liabilities to owners of fund
units 91,346 - Provision for for credit commitments and financial guarantees 2,733 91
Other financial liabilities 2,097 1,298
Total other financial liabilities 96,176 1,389
The Group classified the fund units issued by FDI Carpatica Stock, Global Carpathian FDI and
Carpathian FDI Bonds as financial liabilities.
33. OTHER LIABILITIES
Other financial liabilities comprise other financial and non-financial liabilities, as follows:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
131 of 145
Thousands RON 31 December 2016 31 December 2015
Other liabilities 19,018 5,956
Provision for staff cost 10,065 2,805
Provision for litigations 2,437 1,795
State budget debts 3,397 1,558
Other income to be received 383 28
Settlement accounts (factoring) - 3,812
Other liabilities 35,300 15,954
Provision related to credit commitments represents specific provisions created for losses incurred on
financial guarantees and commitments to extend credit to borrowers whose financial conditions
deteriorated.
The fair value of each class of other financial liabilities is disclosed in Note 6.
Staff costs provision relates to accruals for untaken holidays, restructuring, performance bonus and
the related payroll taxes.
Movements in the staff costs provision is as follows:
Thousands RON 31 December 2016 31 December 2015
Balance at 1 January 2,805 952
Initial Patria IFN balance at transfer time - 991
Initial BCC balance at transfer time 1,424 -
Provision release (5,049) (2,495)
Additional charge 10,885 3,357
Balance at 31 December 10,065 2,805
For 2016 year, in the management by objectives program PBK accrued the value of RON 677
thousand for performance bonuses to be awarded to eligible employees based on their individual
performance.
34. SUBORDINATED DEBT
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
132 of 145
The Group subordinated debt to its majority shareholder EEAF Financial Services BV amounts
19,754 thousand (2015: 0 thousand) and has a maturity of 5 years and a margin of 440 bp plus
three -month EURIBOR.
35. SHARE CAPITAL
In 2016 the Group's share capital recorded the following changes:
- decrease of share capital with the amount of RON 102,669,756.41 (from RON
260,623,227.81 to RON 157,953,471.40) by reducing the nominal value of the share from 0.33 RON
to 0.20 RON, in order to reduce the accumulated losses;
- increase of share capital with the amount of RON 36,576,036 (from RON 157,953,471.40 to
RON 194,529,507.40) by converting subordinated loan in the amount of EUR 5,000,000
corresponding to RON 22,519,500 RON and by cash contribution of RON 14,056,536 from the
majority shareholder EEAF Financial Services BV.
Thousands RON 31 December 2016 31 December 2015 Total share capital as per Trade Registry 194,530 260,623 Hyperinflation effect until 31 December 2003 4,688 7,728
Share capital in accordance with IFRS 199,218 268,351
The Group’s main shareholders at 31 December 2016 and 31 December 2015 are:
31 December 2016 31 December 2015
Number of
shares (%) Number of
shares (%) Shareholder’s name EEAF Financial Services B.V. 960,205,470 98.72 777,329,481 98.43 Companies state owned 1,274,832 0.13 1,274,832 0.16 Companies privately owned 1,570,828 0.16 1,570,828 0.20 Individuals 9,596,407 0.99 9,592,216 1.21 Total 972,647,537 100.00 789,767,357 100.00
The Group's share capital at 31 December 2016 is:
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
133 of 145
31 December 2016
Number of shares
Nominal value/share (RON)
Share capital (RON)
Shareholder’s name
EEAF Financial Services B.V. 960,205,470 0.20 192,041,094
Companies state owned 1,274,832 0.20 254,966
Companies privately owned 1,570,828 0.20 314,166
Individuals 9,596,407 0.20 1,919,281
Total 972,647,537 0.20 194,529,507 The Group share capital at 31 December 2015 is:
31 December 2015
Number of
shares Nominal value/share
(RON) Share capital
(RON)
Shareholder’s name EEAF Financial Services B.V. 777,329,481 0.33 256,518,729
Companies state owned 1,274,832 0.33 420,695
Companies privately owned 1,570,828 0.33 518,373
Individuals 9,592,216 0.33 3,165,431
Total 789,767,357 0.33 260,623,228
36. RESERVES
The movements in the revaluation reserve for properties were the following:
Thousands RON 31 December 2016 31 December 2015
Revaluation reserve from assets available-for-sale (2,934) 7,487
Revaluation reserve for tangible assets 21,373 22,314
Statutory legal reserve 23,243 23,503
Reserves for general banking risks 11,683 11,683
Other Reserves 30,51 30,291
Total 83,916 95,278
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
134 of 145
The movements in the revaluation reserve from assets available for sale were the following:
Thousands RON
Total gross Deferred tax Total net
Balance at 1 January 2016 8,913 (1,426) 7,487 Net (losses) from changes in fair value, reclassified to profit or loss (15,435) 2,470 (12,965)
Gain / (Loss) recognized in year 3,029 (485) 2,544
Balance at 31 December 2016 (3,493) 560 (2,934)
Balance at 1 January 2015 6,162 - 6,162
Net (losses) from changes in fair value (2,537) - (2,537) Net (losses)/gain from changes in fair value related to sales, reclassified to profit or loss (2,507) - (2,507) Net gain from changes in fair value VISA, recognized in year 7,795 (1,426) 6,369
Balance at 31 December 2015 8,913 (1,426) 7,487 This note shows the movements in the reserves of premise& land sales follows:
Thousands RON Total gross Deferred tax Total net
Balance at 1 January 2016 26,055 (3,741) 22,314
Realized revaluation reserve (34) - (34)
Net result from revaluation (40) 177 137
Transfer between components (1,239) 195 (1,044)
Balance at 31 December 2016 24,742 (3,369) 21,373
Balance at 1 January 2015 24,864 (3,613) 21,251
Realized revaluation reserve - - -
Net result from revaluation 1,191 (128) 1,063
Balance at 31 December 2015 26,055 (3,741) 22,314
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
135 of 145
Statutory legal reserves
Statutory reserves represent accumulated transfers from retained earnings in accordance with
relevant local regulations. These reserves are not distributable. Local legislation requires 5% of the
Bank’s and its subsidiaries net statutory profit to be transferred to a non-distributable statutory
reserve until such time this reserve represents 20% of the statutory share capital.
Reserves for general banking risks include amounts set aside in accordance with the Banking
legislation and are separately disclosed as appropriations of statutory profit. These reserves are not
distributable. According to the Romanian legislation in force the reserves for general banking risks
were set aside starting with 2004 financial year until the end of the 2006 financial year.
37. RELATED PARTY TRANSACTIONS
Parties are generally considered to be related if the parties are under common control, or one party
has the ability to control the other party or can exercise significant influence over the other party in
making financial or operational decisions. In considering each possible related party relationship,
attention is directed to the substance of the relationship, not merely the legal form.
The Group entered into a number of transactions with its related parties in the normal course of
business. These transactions were carried out in the normal course of business on commercial
terms and conditions and at market rates.
The Group performed related party transactions during year ended 31 December 2016 with EEAF
Financial Services B.V. (immediate parent), the members of the Board of Directors, the members of
the Executive Management and Group’s employees that hold key-functions and during the year
ended 31 December 2016.
EEAF Financial Services B.V.(EEAFSBV) is owned and fully controlled by Emerging Europe
Accesion Fund Cooperatief UA.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
136 of 145
The Group's income and expense items with related parties are, for 2016, as follows:
31 December 2016
Thousands RON Immediate parent
company Key personnel
Other related
parties
Interest and similar income - 29 17
Interest and similar expense 443 41 4
Fee and commission income - 1 1
Foreign exchange rate gains less
losses (2) - -
Other operating expenses - 11 -
Dividends income - - 1,311
Dividend income of RON 1,311 thousand (2015: RON 2,569 thousand) represents share of profits
paid proportionally to the participation of the Group, as follows:
- 1,057 Thousands RON, received from TRANSFOND SA
- 223 Thousands RON, received from GLOBINVEST SA
- 16 Thousands RON, received from BIROUL DE CREDIT SA
- 9 Thousands RON, received from VISA INCORPORATED
- 6 Thousands RON, received from BANCA TRANSILVANIA
The Group's income and expense items with related parties are, for 2015, as follows:
31 December 2015 Thousands RON
Immediate parent company
Key personnel Other related
parties
Interest and similar income - 1 3 Interest and similar expense 5 14 37 Fee and commission income - 1 1 Other operating expenses 280 - - Dividends income - - 156
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
137 of 145
Group's key management compensation is presented below:
31 December 2016 31 December 2015 Thousands RON
Expense Accrued liability Expense
Accrued liability
Short-term benefits: - Salaries 8,003 - 5,002 -
- Short-term bonuses 267 - - -
- Benefits 14 - 6 -
Total 8,284 - 5,008 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
138 of 145
The outstanding balances and summary of transactions with related parties were as follows:
31 December 2016 31 December 2015
Thousands RON Immediate
parent
Key management
personnel
Other related parties
Immediate parent
Key management
personnel Other related
parties Asset
Financial assets available for sale
- - 1,583 - - 1,572
Loans and advances to customers
- 642 92 - 43 110 Liabilities
Deposits from customers
44 3,593 4,649 - 1,119 5,030 Loan and advances from bank and other financial institutions
- - - 22,627 - -
Subordinated debt 19,754 - - - - -
Commitments - 37 - - 37 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
139 of 145
38. COMMITMENTS AND CONTINGENCIES
Credit related commitments
The primary purpose of these instruments is to ensure that funds are available to a customer as
required. Guarantees and standby letters of credit, which represent irrevocable assurances that the
Group will make payments in the event that a customer cannot meet its obligations to third parties,
carry the same credit risk as loans. Documentary and commercial letters of credit, which are
written undertakings by the Group under specific terms and conditions, are collateralised by the
underlying shipments of goods to which they relate or cash deposits and, therefore, carry less risk
than a direct borrowing.
Commitments to extend credit represent unused portions of authorisations to extend credit in the
form of loans, guarantees or letters of credit. With respect to credit risk on commitments to extend
credit, the Group is potentially exposed to loss in an amount equal to the total unused
commitments, if the unused amounts were to be drawn down. However, the likely amount of loss is
less than the total unused commitments since most commitments to extend credit are contingent
upon customers maintaining specific credit standards. The Group monitors the term to maturity of
credit related commitments, because longer-term commitments generally have a greater degree of
credit risk than shorter-term commitments.
Outstanding loan commitments have a commitment period that does not extend beyond the
normal underwriting and settlement period.
The Group provides also letter of guarantees and letters of credit on behalf of the customers. The
contractual amounts of commitments and contingent liabilities are set out in the following table by
category. Many of the contingent liabilities and commitments expire without being funded in
whole or in part, therefore, the amounts do not represent expected future cash flows.
The amounts reflected in the table as commitments assume that amounts are fully advanced. The
amounts reflected in the table as guarantees and letters of credit represent the maximum
accounting loss that would be recognized at the balance sheet date if counterparties failed
completely to perform as contracted.
Thousands RON 31 December 2016 31 December 2015 Letter of guarantees 13,445 3,580 Loan commitments 223,184 39,914
Total commitments and contingencies 236.629 43,494
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
140 of 145
The provisions for credit commitments and financial guarantees is RON 2,733 thousand (2015: RON
91 thousand). Operating lease commitments - Group as lessee a) The Group concluded rental agreements for commercial premises. The future value of the minimum operating leasing operations is presented in the table below:
Thousands RON 31 December 2016 31 December 2015 Not later than 1 year 9,800 5,306 Later than 1 year and not later than 5 years 28,974 11,392 More than 5 years 6,926 -
Total operating lease commitments 45,700 16,698
b) The Group has under development operating leasing contracts for car rental. The future value of the minimum operating leasing operations is presented in the table below:
Thousands RON 31 December 2016 31 December 2015 Not later than 1 year 1,752 - Later than 1 year and not later than 5 years 1,360 - Total operating lease commitments 3,112 -
Operating lease commitments - Group as lessor
The Bank concluded rental agreements for commercial premises. The future value of the minimum revenues from operating leasing is presented in the table below:
Thousands RON 31 December 2016 31 December 2015 Not later than 1 year 2,573 - Later than 1 year and not later than 5 years 2,241 - More than 5 years 137 - Total operating lease commitments 4,951 -
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
141 of 145
Unused amounts loans related
On the 13rd of January 2009, PBK, as borrower, concluded with MKB Bank Zrt., (the parent bank at
that time), a Stand-by credit facility. The initial facility amount was EUR 60 million and MKB act as
a lender of ultimately instance used for provide liquidity in the event of a liquidity crisis. The
amount was reduced several times, depending on the PBK level of activity, until the 10th of January
2014, when the amount facility reaching EUR 7.5 million. On the 30th of April 2014 the stand-by
facility was replaced by a renewable guaranteed line, totalling EUR 7.5 million (or the same
purpose as the previous facility) with final maturity on the 31st of January 2016. In December 2014,
the facility amount was reduced to EUR 6.32 million and is required from PBK to bring guarantees,
only if the facility is used. This renewable facility has not been used by until the 31th of December
2015 and it expired on 31st of January 2016. As a result, PBK replaced this facility with a special
reserve of liquid assets (government bonds), which will be used in case of a liquidity crisis.
At the time this financial statements were prepared the stand-by credit facility was not renewed.
Transfer pricing
Romanian tax legislation includes the arm's length principle according to which transactions
between related parties should be carried out at market value. Local taxpayers engaged in related
party transactions have to prepare and make available upon the written request of the Romanian
Tax Authorities their transfer pricing documentation file.
Failure to present the transfer pricing documentation file, or presenting an incomplete file, may
lead to non-compliance penalties; additionally, notwithstanding the contents of the transfer pricing
documentation, the tax authorities may interpret the facts and transactions differently from
management and impose additional tax liabilities resulting from transfer price adjustments.
Despite the fact that the tax authorities might challenge the implementation of the transfer pricing
requirements by the Group, the Group’s management believes that the Company will not suffer
losses in case of a fiscal inspection on the subject of transfer prices.
However, the impact of any change of the tax authorities can’t be estimated reliably. It may be
significant for the financial situation and / or the overall operations of the entity.
Litigations
At 31 December 2016, the provision for litigation, in which the Group is involved as defendant is in
amount of RON 2,421 thousand (31 December 2015: RON 1,795 thousand).
The management of the Group considers that they will have no material adverse effect on the
results and the financial position.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
142 of 145
The provision for litigations can be further analysed as follows:
Thousands RON 31 December 2016 31 December 2015
Balance at 1 January 1,795 1,502
Initial Patria IFN balance at transfer time - 14
Initial BCC balance at transfer time 1,264 -
Effect of foreign exchange differences 7 1
Charge for the year 1,286 504
Release for the year (2,008) (226)
Balance at 31 December 2,344 1,795
Provisions for litigations are made mainly for disputes that concern the actions of borrower’s
private individuals, by requesting cancellation of clauses deemed unfair in credit agreements.
Of the total provision for litigations of 1,079 thousand RON from PBK, the highest amount: RON
276 thousand refers to the following case:
- as a result of one fraud case, detected in lending activity in the period from November 2006
to June 2007, a criminal record was brought to the Court, against a company’s employees
and 3 former employees of the subsidiary PBK. Initially, PBK suspended their labour
contracts, according to the national labour code. For one of the former employees, the
Court found that the defendant is not guilty, and BCC paid the compensation amount,
corresponding to the period of its contract has been suspended.
For the other two former BCC’s employees, the period for which they could be held responsible.
- The Bank maintains the provisions related to any claim which may be raised by these two
employees.
In the course of 2016 were cancelled litigation provisions amounting to RON 1,006 thousand,
which relates to the following cases resolved favourably to PBK.
Contingent debt towards minority shareholders
In the context of the merger process between Patria Bank and Banca Comerciala Carpatica, it was
published on the 4th of October 2016 „The procedure for the exit of Banca Carpatica’s shareholders
in the context of the merger with Patria Bank” according to which any shareholder who: (a) did not
vote in favour of the merger in the General Shareholders Meeting („GSM”) from the 05th of
October 2016, respectively (i) voted against the merger, (ii) has refrained from voting or (iii) was
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
143 of 145
not present, either in person, or through representative or through mail voting, at the GSM and (b)
was a shareholder of Banca Carpatica both as of the reference date (26 September 2016), and as of
30th of December 2016, could opt to exit the shareholding of Banca Carpatica during the opting
period between 5th of October 2016 and 7th of November 2016.
According to the above mentioned Exit procedure, three of the minority shareholders of Banca
Carpatica exercised their exit right for a number of 414,699,946 shares, representing 18.83% of
Banca Carpatica’s share capital as of the balance sheet date (pre-merger). Banca Carpatica will have
an obligation to buy its own shares from the mentioned minority shareholders at a price of 0.0896
RON/share (totalling RON 37,157,115.17) which in fact represents a distribution of capital to its
minority shareholders, only if the merger takes place and only if, as per the art. 151b of NBR
Regulation 6/2008, and as per the art.78 of the EU Regulation 575/2013 and as per the art.1262 of
the Emergency Ordinance 99/2006, such a capital distribution gets prior approval from the
National Bank of Romania.
According to the above mentioned Exit procedure, two of the minority shareholders of Patria Bank
exercised their exit right for a number of 303,758 shares, representing 0.0003% of Patria Bank
share capital as of the balance sheet date (pre-merger). The merged bank will have an obligation to
buy its own shares from the mentioned minority shareholders at a price of RON 0.2702 for each
share issued by the absorbed bank (representing the withdrawal price for
each share issued by the absorbed bank, which was changed on 3.0566 shares issued by the
absorbing bank (BCC) in a total amount of RON 82,075.41 which in fact represents a distribution of
capital to its minority shareholders, only if the merger takes place and only if, as per the art. 151b of
NBR Regulation 6/2008, and as per the art.78 of the EU Regulation 575/2013 and as per the
art.1262 of the Emergency Ordinance 99/2006, such a capital distribution gets prior approval from
the National Bank of Romania.
The price of 0.0896 RON/share set for the BCC’ buying obligation was determined by an
independent valuator, appointed by a judge in the Trade Registry as per the requirements of
Companies Law (Law 31/1990) at the two bank’s request.
Patria Bank resulted from the merger, as the legal successor of both banks involved in the merger,
took over the redemption obligations mentioned above of both banks involved in the merger, under
the conditions specified in the Withdrawal Procedures applicable to the shareholders of each, the
total amount of the withdrawal rights being the sum of the two values explained above:
RON 37,157,115.17 + RON 82,075.41 = RON 37,239,190.58.
In the event that the 414,699,946 shares, representing 18.83% of the share capital of Banca
Comerciala Carpatica, for which the exit rights have been exercised, would still be available for
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
144 of 145
Banca Comerciala Carpatica to purchase after the completion of the merger, the financial impact of
such a purchase for the Bank and the Group would amount to RON 37,157,115.16 and the own funds
of the Banca Comerciala Carpatica and the Group would be reduced with the same amount. This is
a contingent liability of the Banca Comerciala Carpatica and the Group and its recognition as a
liability in the future is contingent to the cumulative realisation of the following two conditions,
independent from the Banca Comerciala Carpatica’s or the Group’s actions:
• merger completion as described in note 44;
• National Bank of Romania’s prior approval for the own shares purchase by BCC after the
merger, according to the regulatory framework applicable to credit institutions, of which,
as mentioned under point 6 in the Merger Project approved, includes the article 151b of the
NBR Regulation 6/2008, the article 78 of the EU Regulation 575/2013 and the article 1262
of the Emergency Ordinance 99/2006 regarding credit institutions.
39. SUBSEQUENT EVENTS
� Implementation of the Merger on 1st of May 2017
Following the decision of the Bucharest Court of Appeal dated 21 April 2017, which established the
legality of the decisions of the General Shareholders' Meetings regarding the approval of the merger
it was ordered the registration of the corresponding notes on the Trade Register, on 1 May 2017, the
merger by absorption between Banca Comerciala Carpatica SA (absorbent entity) and Patria Bank
SA (absorbed entity) was implemented, the two institutions becoming a single bank. From this
date, the new bank changed its name from Banca Comerciala Carpatica SA to Patria Bank SA.
According to the decision of the General Shareholders Meeting, the decision regarding the change
of the name of the absorbing company from Banca Comerciala Carpatica to Patria Bank was
implemented as at the date of the merger.
Subsequently, on July 2017, the new Merged Bank, Patria Bank changed the stock exchange symbol
of trading shares from "BCC" to "PBK".
Also, as a legal successor of former Banca Comerciala Carpatica, the new Merged Bank will
continue to be listed to Bucharest Exchange Stock, its shares being quoted on Premium Category.
On June 21, 2017, the Board of Directors of the Bank adopted the decision to change the Bank's
registered office, based on the powers delegated by the General Shareholders Meeting. Thus, the
new operational headquarters of the Bank are located in Pipera Road no. 42, Globalworth Plaza
Building, 7th, 8th and 10th, Sector 2, Bucharest, while the Bank's registered office is located in 31,
Ion Brezoianu Street, 1st floor, 2 floor and mansard, District 1, Bucharest.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED ON 31 DECEMBER 2016
(All amounts are in Thousands RON)
This version of our report is a translation from the original, which was prepared in Romanian. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation.
145 of 145
� Reduction of the Share capital to cover the accumulated losses from BCC
During the Extraordinary General Shareholders Meeting held on 28 July 2017, it was approved the
Board of Directors proposal to reduce the new Bank's share capital by RON 149,118,190, from RON
376,239,912.30 to RON 227,121,731.30, by cancelling of 1,491,181,900 shares having a nominal
value of RON 0.1. The reduction of the share capital is made for the partial coverage of the
accumulated losses of Banca Comerciala Carpatica prior to the merger and already registered as at
31 December 2016 in the amount of RON 149,118,190.
� Changes in the members of the Board of Directors and Directors Committee
On 18 April 2017, Mr. Bogdan Neacsu was appointed by the Board of Directors of Banca Comerciala
Carpatica as Executive Director of the Risk Division; starting 01 May 2017 the position was changed
to Deputy General Manager, Risk Division, member of the Management Committee. On 6 July
2017, the Group was notified by the National Bank of Romania regarding the prior approval of Mr.
Bogdan Neacsu on this position.
On 27 April 2017 the General Shareholders Meeting of Banca Comerciala Carpatica SA, appointed
Mr. Vasile Iuga as member of the Board of Directors, subsequently Mr. Iuga being designated as
independent member of the Board of Directors, as per General Shareholders Meeting decision
dated 28 July 2017.