From visions to facts Annual Report
Transcription
From visions to facts Annual Report
VTB Bank (Deutschland) AG From visions to facts 2011 Annual Report Contents Executive Bodies Division and Department Heads VTB Bank (Deutschland) AG at a glance 2011 Business Environment 2011 Business environment 2 3 5 6 7 10 Management Report Management report Business development Risk report Net Assets and Earnings Position Representative Office Supplementary report Outlook 14 14 16 21 23 23 23 Annual Financial Statement Balance Sheet as at 31 December 2011 Profit and Loss Account Notes Notes Notes to the Annual Financial Statement 2011 Auditor’s Report Supervisory Board Report 28 30 34 36 45 46 Annual Report Annual Report Executive Bodies 4 5 Supervisory Board Management Board Olga V. Dergunova, Moscow Chairwoman Valeriy V. Lyakin, Bad Homburg v. d. H. Chairman Igor Strehl, Vienna Acting Chairman Axel Breitbach, Niedernhausen Alexander V. Yashnik, Moscow Alexander V. Titov, Moscow Florian Dorsch, Darmstadt Stephan Schwind, Erlensee Annual Report Division and Department Heads Divisional Heads Staff Department Heads Alexander Frey Fully Authorised Representative Legal Department Alexander Frey (temporarily until 2 January 2012) Internal Audit Evgueni Bozoukov Fully Authorised Representative Loan Department Sebastian Glaab Anti-Money Laundering/Compliance Holger Biernat Controlling Dmitry Bychkov Russian Financial Institutions Peter Petrik Corporate Banking Viacheslav Stroganov Treasury Kai Fabri Accounting Georg Moeller Global Financial Institutions Antonio Navarro-Delgado Documentary and Settlement Frank Schuler Human Resources/Administration Department Head of Representative Office Moscow Irene Simon International Payments Olga Kapustina Heiko Unverzagt Information Technology Annual Report VTB Bank (Deutschland) AG at a glance 6 7 Selected key figures Total assets Liquid assets Borrowed funds and deposits Loan portfolio Equity Staff and other administrative expenses 2011 EUR 4,163 m EUR 489 m EUR 3,788 m EUR 3,986 m EUR 262 m EUR 20 m 2010 EUR 3,505 m EUR 1,304 m EUR 3,205 m EUR 3,399 m EUR 217 m EUR 18 m Balance sheet structure Assets EUR (m) Liquid funds 51 Liabilities to banks Receivables from banks 1,853 Liabilities to customers Receivables from customers 1,871 Equity Bonds and other Net profit fixed-interest securities 261 Other assets 127 Other liabilities Balance sheet total 4,163 Balance sheet total Contingent liabilities Irrevocable undrawn credit lines Business volume Shareholders as at 31 December 2011 VTB Bank (Austria) AG, Vienna 100 % Memberships The bank is a member of the Bundesverband deutscher Banken e. V. (Federal Association of German Banks) and the Einlagensicherungsfonds of the Bundesverband deutscher Banken e.V. (Deposit Guarantee Fund). It is also a member in the Verband der Auslandsbanken in Deutschland e. V. (Association of Foreign Banks in Germany). Liabilities EUR (m) 3,049 740 262 51 61 4,163 13 88 4,264 2011 Business Environment Annual Report 2011 Business environment Again in 2011, VTB Bank (Deutschland) AG was increasingly successful in backing the continued positive development of German-Russian foreign trade relationships, as compared to the 2010 business year. By maintaining our risk-averse attitude, we were able to provide our customers with more loans during the 2011 business year (as compared to the previous year) and a higher number of settled payment transactions. GDP of the Federal Republic of Germany (adjusted for price, linked) Change compared to previous year, in percent: 2004 2005 2006 2007 2008 2009 2010 2011 + 1.2 + 0.8 + 3.4 + 2.7 + 1.0 – 4.7 + 3.6 + 3.0 Source: Federal Statistics Office Economic environment in the Russian Federation Economic environment in Germany At 3.0 %, the growth rate of the GDP remained behind the initially more optimistic forecasts and behind the previous year’s growth rates of 3.6 %, whereby it must be noted that quarterly growth for IV/2011 (netted for price and season) was again negative at -0.25 % as compared to +0.5 % in IV/2010. At this figure, Germany is experiencing growth that is double that of the entire Euro zone. This – albeit dampened – continued positive trend reflects the sometimes good economic environment in Germany which, according to the calculations of the Federal Statistics office, increased the government deficit to only 1.0 % of the GDP, as compared to 3.5 % in 2010, and hence complied with the deficit ratio for the Euro zone set in the Maastricht treaty (maximum of 3.0 %) during 2011. The average deficit ratio of all countries in the Euro zone was 4.1 % in 2011. In addition to the impulses provided by foreign trade (export +8.2 %), which is a virtually traditional factor for Germany as an export nation, the boom which started in the second half of 2010 received considerable support in 2011 by a stable construction environment (+5.4 %) and growing private consumption (1.5 %), which was favoured by higher incomes of private households (+3.3 %). At 41.1 m, German employment reached a new high in 2011, following a previous high of 40.5 m in 2010. Government revenues increased by 6.1 %. The GDP of the Russian Federation was able to continue the positive growth from the previous year, however, at a (preliminary) growth of 4.0 %, it is still lagging far behind average growth rates prior to the height of the financial crisis, as compared to the previous year. GDP of Russian Federation (adjusted for price, linked) Change compared to previous year, in percent: 2004 2005 2006 2007 2008 2009 2010 2011 + 7.2 + 6.4 + 6.9 + 7.5 + 5.6 – 8.5 + 4.2 + 4.0 (prel.) Source: Federal State Statistics Service Following the collapse of the Russian economy in 2009 as a result of falling commodity prices, which also highlighted the dependence of the Russian economy on the export of commodities, and in this case the export of energy carriers, 2010 was a year of growth caused by an increase in global market prices for these commodities, which continued into 2011. While 2010’s top prices for crude oil were still approx. USD 94 per barrel in December, this level was held over the entire period of 2011, and achieved a new high of USD 123 per barrel in April, followed by a decline to approx. USD 100 by the end of June – a level where the price more or less remained for the rest of the year at approx. USD 105. Annual Report Towards the end of 2011, Russian currency reserves amounted to approx. USD 525 billion and were thus slightly under the previous year’s level (2010: approx. USD 531 billion), but were still among the top 3 ranking in the world, after China and Japan. The development of crude oil prices in the past years has shown that the world’s hunger for oil continues unabated. In this context, we are forecasting a price level of at least USD 100 per barrel on average for the years 2012 and 2013, against the background of increasing consumption figures, particularly in the population- and consumer-rich countries of China, India, US and also Japan. However, this forecast does not take into account the currently acute risk of political escalation including a military dispute between Western countries and Iran – the fourth-largest oil producing country in the world – or the spread of the Arab rebellion to other OPEC countries. In the meantime, scenarios proposing a decline of the average oil price to less than USD 90 per barrel are less likely as a result of the demand for raw materials on the part of emerging economies. While China’s economic growth slowed somewhat in 2011 at +9.2 %, and is forecast to decline again in 2012 to around +8 %, these growth figures are nevertheless sufficient to maintain demand for energy resources at a consistently high level, which will ensure revenues from the export of these raw materials for the Russian economy for the foreseeable future. We assume that these inflows will be sufficient to accommodate the foreign trade balance of the Russian Federation. But it remains to be seen which measures the Russian Federation government elected in 2012 will take to further reduce Russia’s dependence on raw material exports. We continue to expect more investments in infrastructure projects, and that Germany in particular will be a participant as a supplier of the required capital equipment, which in turn will benefit our own business model. We expect that the 2012 business year will be satisfactory overall. Our expectations match those of the ifo business climate index, which at 107.2 for December (as compared to 106.6 in the previous month) displayed an increasing trend despite the continued debt crisis and cooling of the global economy, prompting us to take a positive assessment of Germany’s economic growth in 2012. 10 11 Management Report Annual Report Management report Business development General environment USA China The focus of attention for the entire 2011 business year was on the debt crisis of the Euro periphery countries and their effects on the core zone of Euro states. Driven by the painful realisation of 2008, namely that even so-called safe participants with solid credit ratings may default as borrowers, numerous banks invested in the government bonds of European issuers that were considered safe and insolvencyresistant before the end of the year. Recurring revelations regarding the actual amount of the Greek government deficit and general doubts regarding the ability to reform the Greek state made for a situation in which a Greek default, which was categorically excluded at the beginning of 2011, or at least Greece’s vehemently denied exit from the European currency union, were no longer considered impossible outcomes towards the end of 2011, and became part of the more general discussion. To gain some control over the consequences, an increase to the core capital ratio to be maintained by system-relevant banks from 8 % to 9 % was approved at an EU summit in October 2011, to go into effect in mid 2012. Driven by these developments and the results of the stress tests conducted by the EBA, three leading rating agencies lowered their ratings for some large European banks and several countries in the Euro zone, sometimes by several levels, which increased the pressure on the Euro. During 2011, the EUR/USD exchange rate ranged from a high of 1 EUR = 1.4940 USD and a low of 1 EUR = 1,3049 USD. Starting in 2011 with an exchange rate of 1 EUR = 1.3182 USD, the exchange rate in- creased to a short-lived high of 1 EUR = 1.4940 USD by the beginning of May 2011, and then levelled off to 1.41 and 1.45 into September, before falling to 1.3341 in October. Following a short recovery phase at the beginning of November, the Euro lost considerable ground by the end of the year, ending with a low of 1 EUR = 1.3049 USD. The development of the German share price index for 2011 was very similar. Starting the year at almost 7,000 points, the index reached its annual high in May 2011 (7,527.64) after a brief period of weakness, followed by a decline during August and September and an annual low of 5,072.33, which in turn was followed by a recovery until the end of the year, prompting the DAX to close off the year with almost 5,900 points. The highest levels of the pre-crisis years (8,105 points) were again unattainable. While the overall positive development of the German economy since the beginning of 2010 continued into 2011, it must be noted that other European markets such as France, Italy or Austria experienced very heterogeneous growth overall. While we were again able to retain the previous year’s earnings in the 2011 business year and thus benefitted from expanded lending opportunities, we have expanded our traditional portfolio centring on the Russian Federation and the Republic of Germany and also established a strong-margin European portfolio for reasons of risk diversification and the consistent utilisation of opportunities, in which we combine non-government addresses with a low risk and high quality from other EU member states. In 2011, we were able to further reduce the level of poorly performing commitments as compared to the entire loan volume. Annual Report Contrary to initial fears, the trend towards lower margins in the loan business with corporate customers, which started towards the end of 2010 was not a permanent feature, and was stopped towards the middle of 2011 with a trend back towards a more adequate pricing of loan approvals. The reason behind this development can be partly found in the fact that there were fewer refinancing options for banks on the European market in the summer of 2011. In a prescient move, for the purpose of diversifying refinancing sources and minimise risks, the bank decided early on, as part of the reinvestment of available liquidity, to join the GC Pooling trading system of EUREX Repo/Clearstream Banking, and was able to undertake the first money trading transactions secured by securities baskets in July 2011. In 2011, we were again able to expand our network of correspondence banks cooperating with us, and increase both the number as well as volume of payment orders settled by our company to a new record level. In addition to generating fees and crossselling effects for payments to and from Russia/CIS as a result of the market penetration as a clearing hub for payments, stable residual balances from loro accounts represent a basic building block for our short-term liquidity, which has some significance for our business development. However, developments on the European market have also at times prompted us to review some business relationships with other banks in Russia, CIS states and other European countries, and reduce or suspend the same following the result of our reviews. Following the creation of the European VTB Sub-Group, which consists of VTB Bank (Austria) AG as the parent company, as well as the two subsidiaries VTB Bank (Deutschland) AG and VTB Bank (France) SA, which was carried out with the intention of increasing synergies within the Group while at the same time strengthening the respective core competences, the continued further technological and infrastructural development of the three institutions was driven forward during the 2011 business year. Against the background of the described developments, we are of the view that our strategy, which is consistently aligned to the trading relations between the Russian Federation and Europe’s core countries, and without excluding the possibilities for risk diversification with minimal and controllable risks, is flexible enough to address the challenges. Capital and shareholder structure 14 15 Japan VTB Bank (Austria) AG, domiciled in Vienna, continues to be the sole shareholder of our bank. Similarly, OAO Bank VTB, Saint Petersburg, continues to hold all shares of VTB Bank (Austria) AG. Therefore VTB Bank (Deutschland) AG remains a company dependent on both VTB Bank (Austria) AG and OAO Bank VTB, Saint Petersburg (sec. 17 para. 2 AktG). Pursuant to sec. 312 AktG, the Management Board is required to prepare a dependency report for these corporate relationships. It contains the following statement by the Management Board: “We hereby declare that VTB Bank (Deutschland) AG, according to the circumstances that were known to the Management Board at the time at which the aforementioned legal transactions were undertaken, received adequate remuneration for each transaction. No measures were undertaken or omitted.” Personnel The market environment already described and also the increasing integration within the Group and the large number of legislative changes, created considerable challenges for our employees in 2011. These challenges could only be managed thanks to the high qualification and high commitment of our employees. The recruitment process for new staff and replacements included an increasing focus on the technical suitability of applicants. This, in connection with the long-standing professional experience of our staff, a healthy turnover rate and the targeted promotion of employees through continuing education and pro- Euro-Raum Annual Report fessional development activities, form the basis for also meeting market requirements in the future. We would like to thank our employees and the Employee Council for the trustworthy and constructive working relationship during the past year. Risk report 2011 was a year of consolidation. Initial regulatory measures were implemented with the goal of generally reducing the risks of the banks. Government risks became the dominating issue. Assumed to be nonexistent at the regulatory level, it became obvious that these allegedly safe harbours, the alternative to risky activities, can nevertheless be just as risky. In this case, politicians tried to assist with a lot of words and money. The effect on the market is gone, mistrust among banks has increased again, as was the case during the 2008 crisis. The dominating issue with regard to risk is safety and in particular liquidity, rather than profitability. Previously, the crisis originated from risky real estate transactions with doubtful creditworthiness; now it is happening as a result of bank commitments in the area of government financing and in particular also from the states of the Euro zone. This may not only result in another credit crunch but also a global decline leading to a global recession and finally increasing default risks. enter into risks. Therefore the bank expects a decline in margin pressure. However, we will be limited in expanding our loans portfolio due to unchanged capitalization. For the most part, this will result in the replacement of the expiring existing business with more beneficial business. The bank also increasingly took advantage of the opportunity to sell risks on the market. The entire Management Board is responsible for the bank’s risk management. The risk control of overall bank risks is performed by the Asset Liability Committee (ALC), while the risk control for credit risks related to individual commitments is performed by the Credit Committee (KA). The work of the Internal Audit department is bound by instructions both for reporting as well as the assessment of audit results. It monitors operating and business processes, the risk management system and risk controlling, as well as the internal control system as an independent body. It reports directly to the Management Board and is required to provide information to the Supervisory Board. The time of cheap credit for large market players seems to be over. There is greater hesitancy with regard to granting loans, even if the market seems to be drowning in liquidity in other areas. At this point, we would like to note the ECB’s liquidity push of EUR 500 billion in 3-year monies in December 2011. The bank obtains its operational instructions and provisions from the existing strategies and the risk bearing capacity. The risk strategy and business strategy represent and limit the bank’s business activities, and the risk bearing capacity is used as the basis for measuring the coverage of risks through the relevant own funds (pre-tax planned profits for the accounting year plus reserves according to sec. 340f HGB). To this end, upper loss limits and assumptions regarding the holding period are established as part of the risk bearing capacity for all key risks of the bank. The degree to which the limits are utilised is calculated monthly and discussed in the ALC, which undertakes amended control measures in the case individual upper loss limits or total loss limits are exceeded. During the 2011 reporting year, the average utilisation of the upper loss limit was 36.9 %, whereby no upper limits were exceeded in any of the cases. Even if the economy is doing well, the margin situation for borrowers in Germany and the Russian market will get worse if banks in general are not willing to In addition to representing risks by basing them on scenarios, they are also quantified pursuant to stress scenarios. The bank describes the stress test as an Germany continues to do well economically, which has led to demands for financial support elsewhere in the EU. This in turn takes away Germany’s ability to relieve or reduce its own debts. Annual Report individual risk potential in the case of extraordinary but plausible events. A risk controlling system is used for the timely monitoring of all specified limits of all risk areas for compliance. Insights are implemented in reports that are sent to the respective decision-makers at specified intervals. Ad-hoc reports are provided for in the case of extraordinary circumstances, e.g. considerable market movements. For the purpose of appropriately addressing its risks, the bank has established a system that allows it to identify, measure and control its key risks. Controlling provides ALC members with a meaningful reporting system that displays the risk situation and contains recommendations for action. The system was again further optimised this year. In addition to statutory provisions and self-restrictions, limits at the Group level must also be observed. These concern in particular restrictions for the selection of risk concentrations at borrower units, risk countries and industries. Despite these restrictions, the bank was able to grow very well in the past within the confines of available opportunities. A series of premises were used as key factors for the bank’s risk and earnings position in the preparation of budgets. The bank’s most important success driver is interest rates, for which it is assumed that they will increase moderately during the year both in the US dollar as well as the Euro zone, given a continued normal interest structure. In the case of assumed crisis-related developments, the bank is assuming increasing refinancing costs with stagnating margins in the overall portfolio. Counterparty risk Counterparty risk comprises credit risk as well as default and country risk. It results from failure to partly or fully honour repayment obligations. The Bank’s risk strategy has stipulations for controlling credit risk. The Bank makes lending decisions on the basis of its own analyses within the scope of comprehensive creditworthiness analysis. In this respect, all relevant quantitative and qualitative company data is taken into account in the assessment. The analysis follows a regular schedule and takes into consideration country-specific accounting regulations as well as the industrial sector of the borrower. The Russian banks are subject to particularly close monitoring; their data can be analysed on a monthly basis. Decisions on loans are made according to a two-vote process, which is shown in a workflow management system together with a final rating. The creditworthiness audit includes the aforementioned quantitative and qualitative customer data as well as assessment and monitoring of collateral. The bank handles problem loans and intensive-support loans, such as restructurings, in its own lending processes. For the purpose of limiting risk, money market transactions are only concluded with those banks for which a low-risk investment can be assumed. Where this was not sufficiently possible in the past with respect to investments of daily liquidity, the bank placed deposits at the Bundesbank. By doing business through the GC Pooling system of the EUREX Frankfurt AG, it additionally became possible to effect secured money market transactions in the short- to medium-term segment. To this end, counterparties provided securities as collateral in line with repo transactions. Due to attractive interest rates and the possibility to conclude transactions at any time, the bank now prefers this type of investment, since the counterparty risk can be excluded on a regulatory level and minimised on an economic level. Collateral refers to top-quality collateral, which addresses the bank’s security requirements with regard to the investment of short-term funds. Netting agreements as well as collateral are taken to mitigate risk. Lending to foreign borrowers resident in jurisdictions with heightened or high risk potential takes place solely within the framework of established country limits which are reviewed on a regular basis by the ALC in accordance with the bank’s risk strategy and the 16 17 Annual Report risk bearing capacity. To this end, the bank primarily relies on its own risk assessments as well as on risk assessments by the parent, but also on those of leading rating agencies. The appropriate country risk provisions are made for countries with a high or acute default risk. In the year 2011, this related to already existing commitments in the Ukraine. General allowances are created above and beyond the range accepted for tax purposes for latent existing risks from granting loans. In recent years, the bank has gradually modified its portfolio and added German business to its Russian business. As it was not possible to achieve attractive risks at adequate prices in the German market in 2011, the bank diverted to other countries in the Euro zone. In this vein, it avoided risk concentrations and default risks against central governments. The commitment with Greece was impaired down to market prices. Risks that negatively impact individual credit commitments beyond pure counter party risk cannot be identified with the other commitments in countries with a higher state risk. Provisions were made with respect to the bank’s risks. Specific loan loss allowances amount to 0.89 % of the gross loans portfolio. The solvency indicator was 10.65 % at the end of the year, and hence exceeds the 8 % (or 9 % for system-relevant institutions) required by regulatory authorities. Market price risks Market price risks lead to lost earnings due to a change in market prices. For the bank, such losses are mainly the result of risks related to changes in interest rates and currency risks. The bank defines itself as a non-trading-book institution. Hence it only has very limited opportunities to hold trading positions. Therefore it does not draw a distinction with the trading and banking book for risk measurement purposes. The non-trading portfolio is controlled by the ALC. The bank aims for a fully currency-congruent and suitably term-congruent refinancing of the loans business. The bank adds transparency to, measures and controls the interest-bearing business by way of interest scenarios and interest shock scenarios. Because of the large proportion of short-term refinancing, and for the purpose of securing the appropriateness of term congruency, the bank takes control measures by applying limits in relation to the maximum term of loans and the average remaining term of the portfolio. The risks resulting from the bank’s securities portfolio are limited by medium-term and fixed-interest acceptances of funds where possible. The bank covers its USD requirements through FX swaps. These are only used for that purpose and not for speculation purposes, since the bank faces restrictions in this context due to the restricted range available to non-trading-book institutions. In most cases, these do not concern anticipatory hedges, since purchases of US dollars are always accompanied by parts of the loans portfolio that cannot be covered through other liquidity sources in US dollars. Currency risks are limited by way of position and stop loss limits that are monitored daily. Concentration Risk The bank views concentration risk as a major factor. It makes a distinction between clump risks resulting from credit approvals by regions, and the risks resulting from approvals to customers in the same industries. Based on its proven expertise in the Russian business, the bank has been focusing on this country, but in past years also began to add other countries to the portfolio in line with diversification efforts. The Russian risk was monitored on the basis of daily reports, as was done in previous years. To this end, a default risk has been estimated and volume limits have been established to this point. In 2011, the bank improved its concept for this purpose. Instead of calculating default risks with model-type assumptions, it now examines the default risk pursuant to the re- Annual Report gulatory report on solvency. In this context, the daily report was converted, so that risks and associated usage of equity can be shown per country or country group, and per product or product group. Instead of volume limits, the bank now examines the share of Russia in total equity requirements and defines a quota limit in this regard. To keep low-risk business in the portfolio, a minimum volume has been established in this context for the volume in trade financing, as it relates to the total portfolio. The bank is addressing risk from the concentration on industries through a separate measurement and valuation in the risk bearing capacity. This is designed to better highlight a possible concentration risk. At the same time, the banking industry is not included in the examination. It is traditionally the industry with the highest allocation due to the investment of surplus liquidity. An examination of the other industries is more useful to this type of control. Liquidity risks The bank incurs liquidity risks through the removal of funds in the area of loro accounts, but also as a result of the delayed or only partial repayment of loans. Both situations can lead to difficulties and put the bank’s ability to pay at risk. The bank uses different ways of measurement and monitoring. It measures the risk using regulatory key figures, but also its own regularly performed scenario analyses and cash flow evaluations. The monitoring process is rounded off by automatically sent messages regarding the liquidity position at hourly intervals. This allows the bank to promptly detect changes, in particular unplanned outflows from accounts, and take adequate measures. This course of action supplements the traditional scheduling of payment flows, since it provides on-going data to other bodies in the company. Moreover, the bank has applied restrictions for the transformation of terms on itself. This restriction limits the proportion of loro account deposits that can be used for loans. Daily scenarios supplement the regulatory key figures, which are calculated daily, with the projection dimension. Assumptions regarding likely extensions to transactions that will expire in the near future are made. Other scenario and stress calculations investigate the effect of sudden fund outflows at the loro accounts or withdrawal of irrevocably granted facilities. In this vein, a discount of 40 % and 50 % is assumed, which must be covered by existing shortterm liquidity. Liquid funds consist of nostro balances, call deposits or monies due until further notice and securities that can be liquidated in the short term. A similar scenario is in place for an examination of longer-term liquidity. The results do not give any cause for worry. Reporting includes hourly reports and also daily reports regarding the liquidity situation, as well as scenarios and projections. This makes it possible to detect possible difficulties early on, and in a futureoriented manner, and address them immediately. The reporting system features a flexible design intended to enable the bank to quickly react to new circumstances and conditions and make adjustments if necessary. An emergency plan describes the course of action in the case of liquidity bottlenecks. In addition to a description of the process, it also contains authorisation provisions designed to react to concrete risks in an appropriate manner. A representation plan ensures that acting representatives are also able to react promptly and in line with the risk. The bank has studied its options for selling its entire portfolio or using it for repo purposes. In this vein, it has measured all individual positions and valued them at identified offers in the market. The remaining amount, for which there was no market, had a volume that could be covered by borrowing from banks or non-banks. The ALC has delegated the task of liquidity control to Treasury, which remains bound by the specifications for medium-term and long-term control in particular. Due to the self-restriction for term transformations, the bank’s liquidity position was never under stress. 18 19 Annual Report Similarly, the portfolio of liquid funds was further expanded in 2011. This is particularly due to the continued good working relationship with correspondence banks with regard to payments settlement. In this context, the impacts and strength of the impact between risks is investigated as part of an annual assessment. Similar to previous years, this assessment indicated special risks for the bank in two places: The option to borrow funds from the market was in place at all times. At the same time, the bank is also noting the renewed loss in trust among banks, which relates not specifically to the bank itself, but is now affecting all banks again. Interplay between the address non-payment risk and liquidity risk can occur if firmly assumed repayments are not provided in a timely manner. The bank therefore uses scenarios to measure the default of counterparties or borrowers and the impact on the bank’s liquid funds. The bank had the ability to enter into FX swap transactions at any time, allowing it to provide refinancing required for the approval of credit at all times. While there is a noticeable increase in tension in the general market environment and a contraction in volumes, we were nevertheless able to further expand the business relationships with our correspondence banks. The bank’s own securities portfolio continues to be divided into the asset portfolio and liquidity portfolio. The bank intends to hold items in the asset portfolio until the due date. It is also of the view that its assets in the liquidity portfolio can be sold at any time. These generally concern titles for which a liquid market is in place. Many parts of the securities portfolio can be used for refinancing via repo transactions with the corresponding haircuts, insofar as they are not permitted for transactions with the Bundesbank or GC Pooling. Compliance with the liquidity principle and hence access to short-term liquidity was in place at all times during the 2011 business year. The liquidity indicator ranged from 1.17 to 1.82 (1.53 on average, and 1.41 as at 30 December 2011). At the end of the year, the bank again registered traditionally high inflows to the loro accounts. erneutes Rekordergebnis The investment of funds in bonds indicates another possible risk, since the distribution over different issuers is not satisfactory given the supply on the market. In this case, the bank measures the resulting market price changes of bonds. Operational risks In this category, the bank combines internal and external events that can be caused by people or systems and lead to operational risks. These risks also include legal risks, but not strategic risks, business risks and reputation risks. Monitoring of operational risks is carried out in a timely and centralised manner by the OpRisk Manager, who systematically adds all damage events to a damage events database. Risks are controlled on a decentralised basis in the bank’s individual departments, which are responsible for handling the operational risks that fall under their area of responsibility. Damage events are regularly reported to the ALC and the Supervisory Board. Ad-hoc reports are provided for in the case of serious events. Interplay of risks Each department conducts a “Self Assessment” once a year. It is analysed in the form of a risk matrix and shows the bank’s specific risk profile. Risks originating from one risk type can spread to other risks. It is this interplay that can create a risk if they lead to a deteriorating situation. Operational risk pursuant to SolvV (solvency regulation) is calculated by applying the basis indicator approach. Annual Report Employees are invited to established assessment and employee interviews once per year. The interviews are used to reduce operational risks, in order to create a trustful environment. They also include a discussion of professional development measures, which are used by the bank to ensure that the necessary knowledge of the business operations and the identification and handling of risks is in place. It is also designed to create the basis for the consistent further development of the bank, so as to successfully address new conditions in the market. Employee satisfaction as a variable in employee turnover plays an important part in the examination of operational risks. Business processes are subjected to an inspection at least once per year. This is designed to ensure an appropriate response to risks and the bank’s continuous further development in this area. Technical risks are limited through the customary instruments such as functional separation, instructions for emergency cases, and a back-up processing centre. Since the bank provides a not insignificant number of payment transactions services, these risks form another key focus in the examination of operational risks. Legal risks are limited through the use of framework agreements. With respect to additional testing, the bank draws on its own employees but also external experts. In this context, the Legal Department is responsible for reviewing, supervising, provide advisory services for and coordinating all legal issues. Net Assets and Earnings Position On the closing date, the bank’s business volume was EUR 4,264.3 m (previous year: 3,598.4) ables from banks and customers continue to make up the bank’s main assets. The balance sheet total increased, as compared to the previous year, by EUR 657.4 m to EUR 4,162.7 m, and is mainly the result of increased liabilities to customers by EUR 362.9 m to EUR 739.5 m and liabilities to banks by EUR 220.8 m to EUR 3,048.8 m. The reason for this development can be found in the acceptance of longer-term deposits, particularly from customers, as well as the continued increase in liabilities that are due daily as a result of our considerable activities as a clearing institute, which we place mainly on the interbank market with first-class banks on a termcongruent basis. We were able to again significantly increase corporate lending in 2011. In relation to the closing date, we have registered a strong increase in this segment, by EUR 563.3 m to EUR 1,871.5 m. To this end, we were available to our customer base particularly in the area of trade financing as well as the guarantee business. In the case of longer-term maturities, we mainly participated in syndicated loans and are restricting our activities to reputable addresses. In addition, we were also able to again obtain large reputable customers in Germany in the past year. Insofar as the credit worthiness requirements for borrowers do not correspond with our benchmarks, we take in additional collateral, mainly in the form of cash covers or valuable guarantees. The bank establishes suitable provisions for existing country risks. Acute risks from lending are addressed with the corresponding specific loan loss allowances. In addition to direct provisions, extensive additional amounts for covering special risks from the bank business as well as general allowances for covering latent risks are in place, too. Lending business Securities In addition to payment transactions, lending remains the bank’s central core business segment. With 89.5 % (previous year: 89.6 %) of balance sheet total, receiv- The securities portfolio has continued to increase by EUR 3.5 m to EUR 261.0 m as compared to the pre- 20 21 Annual Report vious year. In addition to securities acceptable as collateral of EUR 17.7 m, the securities portfolio mainly consists of bonds from Russian companies and banks. As a result of the interest and yield structures during the business year, we continued to invest in short-to medium-term securities. Deferred taxes Deferred taxes declined from EUR 36.1 m to EUR 21.5 m. This is mainly the result of the use of tax losses carried forward. Other assets Holdings in affiliated companies include our 100 % interest in Ost-West Vermögensanlagen GmbH. The sole purpose of this company is the purchase and management of real estate purchased for the bank’s purposes. Tangible assets include the bank’s operating and business equipment. Intangible assets consist solely of software subject to capitalisation. Other assets mainly consist of receivables from European banks from so-called margin accounts. Deposit transactions Compared to the previous year, deposits from banks and customers increased by EUR 583.7 m to EUR 3,786.4 m during the last business year (examined in relation to the closing date), whereby the increase in liabilities to customers at EUR 362.9 m was higher than that for banks at EUR 220.8 m. In terms of the annual average, interest-bearing deposits from banks and customers increased significantly and amounted to EUR 3,153.7 m on average (previous year: EUR 2,514.3 m). Provisions The largest part of the provisions in the amount of EUR 28.1 m was again made up by pension provisions. They have been calculated based on actuarial appraisals. The effects from the initial application of the BilMoG provisions in the previous year are distributed over a time period of up to 15 years. The pension provision increased due to the consideration of pension entitlements that were added during the business year. Taking into account paid pension receipts, pension provisions increase by EUR 1.0 m to EUR 22.5 m. As a result of higher tax prepayments made during the year, tax provisions were reduced by EUR 3.1 m to EUR 0.7 m. Other provisions of EUR 5.0 m mainly consist of expenses for annual financial statements, labour, the archiving of business documents and account maintenance fees. Equity Equity without retained earnings increased by EUR 45.0 m to EUR 262.0 m as compared to the previous year. This is the result of allocating the previous year’s profit in the amount of EUR 45.0 m to the other profit reserves. It is recommended to the Shareholders’ Meeting that the full amount of retained earnings of EUR 51.0 is distributed to the shareholders. Eligible equity on the closing date is EUR 293.8 m (previous year: EUR 274.2 m), with the core capital at EUR 261.5 m (previous year: 249.0). The solvency indicator is at 11.01 % (previous year: 12,08 %). Earnings position The bank’s annual result developed in a very positive manner during the past year. The results driver in this case is the valuation result, which is significantly better as compared to the previous year. Net earnings in the interest-dependent business have improved Annual Report somewhat, while the commission earnings declined significantly. Both labour costs and other material costs increased during the past year. The interest surplus was EUR 93.1 m, following EUR 91.5 m in the previous year. This corresponds with an increase of 1.7 %, whereby interest income from lending and money market transactions increased by EUR 24.7 m or 26.1 % to EUR 119.4 m, while interest income from securities declined by EUR 4.7 m or 19.2 % to EUR 19.8 m. Similar to last year, a key factor with regard to lending is the expanded loan portfolio with a simultaneous concentration on strong-margin new business, as well as available funds from our bank’s clearing services for Russian banks, mainly in the Euro and USD area. The 66.7 % increase in interest expenses to EUR 46.1 m, which was above average in comparison to interest income, was the result of accepting longer-term customer deposits with much higher interest rates than for bank deposits which are due daily. The very good commission result of the previous year of EUR 16.7 m declined by 26.4 % to EUR 12.3 m during the past year. This was due in particular to EUR 2.7 m lower commission proceeds from the lending business and EUR 2.2 m higher commission expenses for sureties and guarantees. Despite the continued margin pressure in the clearing business with Russian banks, the payment transaction area nevertheless increased its fee income by EUR 1.0 m to EUR 8.0 m as compared to the previous year, due to higher settled volumes. The net result from financial transactions in the previous year was exceeded by EUR 0.6 m, to EUR 1.1 m. General administrative expenses rose by 13.9 % or EUR 2.5 m to EUR 20.2 m (previous year: EUR 17.7 m) as compared to the previous year. This result was mainly due to 13.5 % or EUR 1.4 m higher salary and wage expenses as well as the first-time expenses of bank levy in the amount of EUR 0.5 m. The positive development of the valuation result from receivables and securities of the liquidity reserve in the amount of EUR -9.9 m (previous year: EUR -22.5 m) is mainly due to the net reversal of specific provisions in the lending business of EUR 4.2 m (previous year: EUR -17.0 m), which is however accompanied by a less favourable valuation result for securities in the amount of EUR -12.2 m (previous year: EUR 3.8 m), mainly due to the devaluation of government bonds. Overall, the income statement closes with an annual profit of EUR 51.0 m (previous year: 45.0 m). It is recommended to the Shareholders Meeting that the retained earnings of the same amount are distributed to the shareholder. The positive development of the bank’s business activities during the 2011 business year is reflected in the higher balance sheet sum as well as higher profits. Material events of a special significance did not occur after the end of the business year. Representative Office The bank maintains a representative office in Moscow. It forms the ideal connection between our company in Frankfurt am Main and our customers in Russia. Supplementary report Material events of a special significance did not occur after the end of the business year. Outlook Projecting the findings of the past business year, and taking into account most recent developments, we are expecting that the growth process started after the 22 23 Annual Report crisis in 2008 and 2009 will consolidate during the next two business years. While the risk of a recession in the Federal Republic of Germany cannot be excluded – considering that GDP growth rates were already negative for the fourth quarter of 2011 at -0.25 %, the requirements in this sense are met if the growth rates in the next quarter (first quarter of 2012) are negative – forecasts citing an environment with a general trend towards robust economic growth are nevertheless gaining in numbers. There is less optimism with regard to economic developments in the European periphery nations, which have already spread to parts of the European core zone: both the most recently published doubts regarding the ability to reform the Greek economy and the on-going delays in the implementation of measures decided on by the so-called troika (EU committees, IMF and ECB) confirm the assumption that Greece will not be able to put its country’s finances in order in the medium term, i.e. to reduce its debt and annual government deficit to a level that would allow it to regularly borrow on the free market while staying with the Euro. Moreover, an economic examination also raises the question whether the approach of consistently reducing government expenses will only serve to further undermine Greece’s economic growth. However, even just the uncertainty regarding Greece’s further development and possibly resulting consequences for the financial system will in our opinion suffice to decrease the trust of institutional market participants in each other in the longer term, and lead to a shortage of available liquidity in the market. As a consequence, we also believe that the European Central Bank will continue in its efforts of not raising the base rate where possible; given the current level of 1.0 % for the Euro zone as compared to the US (0 % - 0.25 %), Japan (0 % - 0.10 %) or the United Kingdom (0.5 %), any further exacerbation of the situation would offer the central bank additional leeway for further reductions in the base rate, regardless of the resulting inflationary risks. In our opinion, this uncertainty originating in the Euro zone will also affect the further course of the EUR/USD exchange rate. While the US government deficit conti- nues to reach new highs, it appears that the political disputes in Washington regarding the required approval to raise the upper limit of the budget deficit are at times nothing more than “for show” disputes, which occur in view of the imminent US presidential elections on 6 November 2012. While S&P lowered the rating for the US to AA+, there is little doubt regarding the credit worthiness of the world’s largest economy in international markets – an economy that also surprised with good news towards the end of 2011, which is why on a fundamental level more pressure will be exerted on the crisis-ridden Euro. Of course, the response to the question whether the EUR/USD exchange rate will break through the bandwidth of 1 EUR = 1.50 USD and 1 EUR = 1.20 USD (which has been held since 2008) and head lower will depend to what degree the US Federal Reserve will also be providing cheap liquidity in the future. For the purpose of strengthening the currently positive trends exhibited by the US real economy, it can be expected that American monetary watchdogs will not take any measures that would create shortages in the money supply and put such developments at risk. Therefore we are expecting that the EUR/USD exchange rate will not leave the aforementioned corridor in the next two years. An overall weaker Euro will enable Germany’s exportoriented economy to overcome the economic downturn in the global economy mostly without any problems. At the same time, the general situation as described also leads us to forecast that overall economic growth will weaken. With the realisation of these expectations, we expect that our growth rates will also consolidate in 2012 and 2013, and we assume that we will not significantly change but rather maintain our current balance sheet indicators. As far as our lending is concerned, we are expecting lower margins in some segments, but also correspondingly higher risks, so that – in consideration of increasing capital requirements and additionally required risk provision resources – the annual results for 2012 and 2013 will not be above the level of the year 2011 (with a mainly unchanged balance sheet sum) but rather will be slightly lower. We do not intend to change the business or risk strategy alignment of Annual Report our company; rather, we will display a limited appetite for risk during the next few years and will give more consideration to the quality requirements for our assets rather than our margin expectations. An important milestone for the continued development of our bank will consist of the conclusion of a new lease agreement and associated relocation within Frankfurt in 2013. A modern building with up-to-date technical equipment will secure business activities at the Frankfurt location for the long term. With regard to the Russian market, as a result of our forecast high price level for raw materials exported from that area, we are expecting a continuation of economic stabilisation and growth at a slightly lower level, as well as the continued cautious opening of the market for Western investors. Based on our forecast, over the next two years the current policy pursued by the Russian Federation will continue to strive towards a sustained improvement of the investment climate in Russia and increasing the Russian market’s attractiveness for foreign investors, in order to further reduce the country’s dependence on raw material exports and allow it to develop from a commodity exporter to a processor and finisher of its own raw materials. We are in any case expecting that German-Russian trade relations and bilateral capital flows will see consistent growth in 2012 and beyond, even if the global economic climate deteriorates. 24 25 Annual Financial Statement Annual Report Balance sheet as at 31 December 2011 of VTB Bank (Deutschland) AG Assets EUR 1. Liquid funds a) Cash balances b) Credit balance with central banks including: with Deutsche Bundesbank EUR 51,182,302.27 previous year: EUR 46,033 thousand EUR 1,226.47 51,182,302.27 1 46,033 51,183,528.74 2. Receivables from banks a) Due on demand b) Other receivables 420,485,668.93 1,432,631,710.20 3. Receivables from customers including: secured through mortgages EUR 0.00 4. Debt securities and other fixed-interest securities a) Bonds and debt securities aa) from public issuers including: eligible for use as collateral at Deutsche Bundesbank EUR 17,667,881.14 previous year: EUR 26,006 m ab) from other issuers including: eligible for use as collateral at Deutsche Bundesbank EUR 0.00 previous year: EUR 27,675 m 5. Shareholdings in other companies 6. Shares in affiliated companies 7. Intangible assets a) Concessions, commercial trademarks and similar rights and values as well as licenses for such rights and values, purchased against payment 8. Tangible assets 9. Other assets 10. Accruals and deferrals 11. Deferred tax assets Total assets 31/12/10 EUR 000s 46,034 1,231,921 600,592 1,853,117,379.13 1,832,513 1,871,486,863.47 1,308,142 17,667,881.14 26,006 243,318,536.90 231,520 260,986,418.04 257,526 73,741.15 74 437,208.29 400 517,417.00 549 530,789.00 596 102,767,322.83 23,218 78,613.09 80 21,500,971.59 36,135 4,162,680,252.33 3,505,267 Annual Report Liabilities EUR 1. Liabilities to banks a) due on demand b) with agreed term or notice period 2. Liabilities to customers a) other liabilities aa) due on demand ab) with agreed term or notice period EUR 2,880,906,140.75 167,918,010.58 EUR 31/ 12/10 EUR 000s 2,786,859 41,169 3,048,824,151.33 2,828,028 73,298,299.11 16,296 666,251,136.21 739,549,435.32 360,366 376,662 376,662 3. Other liabilities 21,906,910.67 1,323 4. Accruals and deferrals 10,976,780.38 6,882 28,088,387.09 21,454 3,800 4,943 30,197 261,000.00 142 739,549,435.32 5. Provisions a) Provisions for pensions and similar obligations b) Tax provisions c) Other provisions 22,457,935.00 663,000.00 4,967,452.09 6. Fund for general bank risks thereof: special items pursuant to § 340e para. 4 HGB (German Commercial Act) EUR 261,000.00 7. Equity a) Subscribed capital b) Revenue reserves ba) Legal reserve bb) Other revenue reserves 66,467,944.56 66,468 6,646,794.46 188,918,170.14 195,564,964.60 51,040,678.38 c) net income for the year 313,073,587.54 Total liabilities 6,647 143,961 150,608 44,957 262,033 4,162,680,252.33 3,505,267 1. Contingent liabilities Liabilities from guarantees and indemnity agreements 13,422,795.66 35,470 2. Other commitments Irrevocable undrawn credit lines 88,152,996.81 57,680 28 29 Annual Report Profit and Loss Account of VTB Bank (Deutschland) AG for the period from 1 January to 31 December 2011 Expenses EUR EUR 1. Interest expenses 2. Commission expenses 3. General administrative expenses a) Personnel expenses aa) Salaries and wages ab) Social security contributions and expenses for pensions and support including: EUR 46,064,857.16 2010 EUR 000s 27,644 7,415,551.92 5,131 11,433,041.30 10,069 1,680,565.77 1,858 for pensions EUR 748,494.99 previous year: EUR 930 thousand 13,113,607.07 b) Other administrative expenses 11,927 20,161,361.17 5,769 17,696 577,618.92 616 5. Other operating expenses 2,005,635.60 1,857 6. Depreciation and value adjustments for receivables and certain securities as well as allocations to provisions relating to the lending business 9,900,434.01 22,519 51,000.00 390 163,040.00 903 24,199,042.43 22,797 3,185.00 3 51,040,678.38 44,957 161,582,404.59 144,513 4. Depreciation and value adjustments for intangible and tangible assets 7. Expenses from loss takeover 8. Extraordinary expenses 9. Taxes on income and earnings of which expenses or income from deferred taxes EUR 14,634,014.80 10. Other taxes, if not shown under item 5 11. Earnings for the year Total expenses 7,047,754.10 Annual Report Income EUR 1. Interest income from a) Loans and money market transactions b) Fixed-income securities and debt register claims 2. Commission income 3. Net income from trading portfolio of which allocation to fund for general bank risks EUR -119,000.00 4. Income from write-up of shareholdings, Interests in affiliated companies and securities Deemed equivalent to long-term assets 5. Other operating income EUR 119,394,090.55 2010 EUR 000s 94,706 19,750,061.87 139,144,152.42 24,457 119,163 19,677,232.88 21,787 1,061,787.41 456 463,935.94 5.232.686,40 1,235,295.94 2,347 760 161,582,404.59 144,513 51,040,678.38 44,957 2. Profit carried forward from previous year 0.00 0 3. Allocation to profit reserves a) to statutory reserve b) to other profit reserves 0.00 0.00 0 0 51,040,678.38 44,957 Total earnings 1. Annual profit 4. Retained earnings 30 31 Notes Annual Report Notes Applicable Regulations The annual financial statements of VTB Bank (Deutschland) AG for 31 December 2011 have been prepared according to the relevant regulations of the German Commercial Code (HGB), the Regulations on the Accounting of Banks and Financial Institutions (RechKredV) and the German Stock Corporation Act (AktG). The account form was used as the basis for the profit and loss account. The statutory offset options for the profit and loss account have been utilised. Insofar as information can be optionally included in the balance sheet or the Notes, such information has been included in the Notes. applied on the straight-line method in accordance with the expected useful life based on the depreciation rates recognised for tax purposes. Low-value assets up to EUR 150 net are fully written-off in the year they are acquired, while low-value assets up to EUR 1000 net are evenly depreciated over five years in accordance with tax provisions. The bank is not utilising the option under sec. 248 para. 2 HGB. Other assets are shown at the nominal value or the attributable value on the balance sheet date. Prepaid expenses consist of expenses paid before the balance sheet date that relate to expenses for a certain period after that date. This item is reversed over the term of the underlying transactions. Accounting and Valuation Methods Liabilities are entered at their repayment amount. The accounting and valuation methods were not changed since the previous year. Provisions for pensions and other liabilities were established on the basis of actuarial appraisal. Tax provisions and other provisions that refer either to provisions for uncertain liabilities or imminent losses from pending transactions were created in accordance with sec. 253 para. 1 HGB based on a reasonable business assessment. Provisions with a residual term of more than one year are discounted pursuant to sec. 253 para. 2 sentence 1 HGB. Pursuant to sec. 340a in connection with sec. 249 para. 1 sentence 1 previously 2 HGB, the bank has verified whether it is required to create a provision in the non-trading portfolio for a possible commitment surplus from transactions with interest-related financial instruments. All balance sheet and offbalance sheet interest-related financial instruments outside of the trading portfolio were included, based on the bank’s portfolio structure. The present value approach was selected for this purpose. Payment flows of the financial instruments in the non-trading portfolio are discounted at term-congruent interest rates. Risk and administrative costs are included as a discount on the payment flows. The calculations did The cash reserve is shown on the balance sheet at the nominal value. Receivables and securities of the liquidity reserve are valued in strict compliance with the lower cost or market principle. On the other hand, securities treated as fixed assets are valued in accordance with the moderate lower of cost or market principle. Where credit risks and country risks were identified, allowances and country risk provisions were provided. In addition, general allowances and provisions cover deferred credit risks. Holdings and interests in affiliated companies are entered at acquisition costs or the lower attributable value on the balance sheet date. Write-ups are made if the reason for former depreciations no longer apply. Fixed and intangible assets are shown at acquisition costs less regular depreciation. Depreciation is Annual Report 34 35 not lead to a commitment surplus, so that there was no requirement to create a provision for the same on the balance sheet date. The deferred income item refers to earnings before the balance sheet date that relate to earnings for a certain period after that date. This item is reversed over the term of the underlying transactions. The fund for general bank risks was endowed in accordance with the provision of sec. 340e para. 4 HGB. Accordingly, every business year an amount corresponding with at least 10 percent of net earnings from the trading portfolio must be allocated to the fund for general bank risks, and shown separately. Equity is the result of the residual parameter from the sum of assets shown on the balance sheet less obligations shown on the balance sheet. The share capital is shown on the balance sheet at the nominal value. Currencies are converted pursuant to the principles set out in sec. 340h HGB. Fixed assets in foreign currencies are converted into Euro at the acquisition rate, as long as there is no special cover in this regard. The mean exchange rate on the balance sheet date is used for assets and debt in foreign currency. On the balance sheet date, open foreign-exchange transactions were valued at the corresponding spot or forward rate as per balance sheet date. For the conversion of pending forward transactions, which hedge interest-bearing balance sheet items, the swap amounts were delineated on a time-proportionate basis and posted under the item “Other liabilities”, together with the spot rate differences. There were no open interest-related forward transactions and forward transactions with other price risks on the balance sheet date. Valuation units pursuant to sec. 254 HGB were not created. Annual Report Notes to the Annual Financial Statement 2011 Receivables, securities and liabilities refer solely to nonsecuritised assets and obligations. I. Breakdown of Residual Terms 31/12/2011 in EUR 000s Other receivables from banks of which with a residual term of up to three months three months to one year between one and five years accrued interest 1,432,632 1,103,690 256,928 69,897 2,117 Receivables from customers of which with an indefinite term with a residual term of up to three months three months to one year between one and five years more than five years accrued interest 1,871,487 2,634 132,290 236,112 1,359,159 130,584 10,708 Liabilities to banks with agreed term or notice period of which with a residual term of up to three months three months to one year between one and five years more than five years accrued interest 167,918 140,352 18,734 8,000 832 Other liabilities to customers with agreed term or notice period of which with a residual term of up to three months three months to one year between one and five years more than five years accrued interest 666,251 33,857 35,100 449,334 135,667 12,293 Annual Report II. Foreign Currency Holdings in EUR 000s Assets Debt 31/12/2011 1,765,679 | 1,761,567 | 31/12/2010 1,713,377 | 1,710,983 | III. Relations with Affiliated companies and companies in which participations are held in EUR 000s Receivables from banks Receivables from customers Miscellaneous assets Liabilities to banks Liabilities to customers Miscellaneous liabilities Contingent liabilities Affiliated | companies | 50,291 | 700 | 663 | 318,755 | 189 | 95 | 77 | Previous | Shareholdings | Previous | year | | year | 87,571 | - | -| 1,000 | - | -| 234 | - | -| 152,981 | - | -| 1,206 | - | -| 371 | 16 | -| 1,047 | - | -| IV. Allocation of Income broken down by Geographic Markets in EUR 000s Interest income Commission income Net income from trading operations Other operating income Domestic | 39,820 | 3,576 | 58 | 416 | Foreign | 99,324 | 16,101 | 1,004 | 819 | Total | 139,144 | 19,677 | 1,062 | 1,235 | V. Development of Fixed Assets Intangible assets/Tangible fixed assets Assets schedule in EUR 000s Intangible assets Fixed assets / Operational and business equipment Acquisition | Additions | Disposals | Accumulated | Residual | Depreciation | Residual | costs | Depreciation | book value | current year | book value, | prior year | 31 Dec | 4,233 | 247 | 0 | 3,963 | 517 | 279 | 549 | 2,756 | 234 | 0 | 2,459 | 531 | 299 | 596 | Amortisation and depreciation was calculated in accordance with the rates recognised for tax purposes. 36 37 Annual Report VI. Holdings of VTB Bank (Deutschland) AG pursuant to sec. 285 no.11 (HGB) Name/Registered office Ost-West Vermögensanlagen GmbH Frankfurt am Main Russ Euro EEIG London Share | in percent | Shareholders | capital in EUR m | 2011 result | EUR | 100.00 | 0.40 | ./. 46,830.03 | 33.33 | 0.00 | The subsidiary Ost-West Vermögensanlagen GmbH, Frankfurt am Main, is of subordinate importance for the representation of VTB Bank (Deutschland) AG’s assets, financial and earnings position, pursuant to sec. 296 para. 2 HGB. A profit and loss transfer agreement has been concluded with Ost-West Vermögensanlagen GmbH. 0.00 | VII. Financial Assets and Securities a) Financial assets Assets Acquisitions | Additions | Disposals | Changes during | Residual | the year | book value | schedule costs | 31 Dec | in EUR 000s Shareholdings 74 | - | - | - | 74 | Shares in affiliated 38 | - | -1* | 437 | companies 400 | Fixed-income 76,121 | 8,292| 3,282** | 152,389 | Securities 81,278 | Total 81,752 | 76,159 | 8,292 | 3,281 | 152,900 | Residual | book value | previous | year | 74 | 400 | 81,278 | 81,752 | * The change results from EUR/RUB exchange rate effects. ** The change results from EUR/USD exchange rate effects. The valuation of fixed-income securities in long-term assets at the moderated lowest value principle means that depreciation of EUR 5,994 thousand was avoided. Reallocations of fixed-interest securities from the liquidity inventory to the asset inventory are contained in additions at an amount of EUR 48,189 thousand. These securities were not amortised, since repayments are made at the nominal value at the end of the term, as long as the issuer is not facing financial difficulties. There were no indications in this regard at the time the annual financial statements were prepared. b) Securities/Shareholdings/Affiliated companies in EUR 000s Fixed-interest securities (without accrued interest) Shareholdings Shares in affiliated companies Total | 255,100 | 74 | 437 | Negatiable | 255,100 | - | - | Listed | 255,100 | -| -| Annual Report Securities of EUR 74,272 thousand (nominal) become due in 2012. The value of negotiable securities not valued at the lowest value amounts to EUR 152,389 thousand. These securities are separately allocated to the banking book. VIII. Other Assets and Liabilities Other assets of EUR 102,767 thousand consist mainly of receivables from European banks from so-called margin accounts, totalling EUR 102,062 thousand. Other liabilities of EUR 21,907 thousand consist mainly of negative replacement values for swap transactions amounting to EUR 20,778 thousand. IX. Provisions Pension provisions of EUR 22,458 thousand were calculated in accordance with HGB stipulations based on actuarial methods. Pension obligations were valued in accordance with accepted actuarial principles, using the so-called “projected unit credit method” (PUC method). The provision amount pursuant to the PUC method is defined as the actuarial present value of pension obligations generated by the employees up to that point pursuant to the pension formula and vesting provision, based on their past working hours. The “2005 Guidelines Tables” by Klaus Heubeck were used as the biometric calculation in this regard. The amount of provisions was calculated in consideration of the following trend assumptions: Actuarial interest rate p.a.: Salary increase trend p.a.: Pension progression trend p.a.: 5.14 % 3.00 % 1.75 % The conversion of the valuation of pension provisions according to BilMoG in 2009 resulted in an additional one-time provision requirement totalling EUR 2,446 thousand. The transitional rules pursuant to sec. 67 para. 1 sentence 2 EGHGB was applied and an amount of EUR 163,000 was allocated to pension provisions (one-fifteenth of the difference is EUR 163,000). The allocation is shown as extraordinary expenses in the Profit and Loss Account. The amount of EUR 1,217 thousand resulting from the initial application, which is not shown in the balance sheet, is allocated to the pension provisions during the remaining transitional period. Other provisions of EUR 4,967 thousand mainly consist of expenses for annual financial statements, labour, the archiving of business documents and account maintenance fees. Expenses from the compounding of longer-term provisions to the amount of EUR 1,203 thousand is included in other operating expenses. 38 39 Annual Report X. Taxes Taxes on income relate to the legal tax burden, taking into account existing tax losses carried forward with respect to income and business taxes, as well as the changes to deferred taxes. and deferred tax expenses of EUR 14,634 thousand. Tax expenses for taxes on income are made up of EUR 9,466 thousand from ordinary business activities for the year 2011, as well as expenses for the previous year totalling EUR 99thousand. Tax expenses of EUR 24,199 thousand result from taxes on income in the amount of EUR 9,565 thousand XI. Deferred Taxes The bank has booked deferred taxes for losses carried forward and differences between the tax balance sheet and the trade balance sheet. With respect to corporate income tax, we have taken into account a tax rate of 15 % and a 5.5 % solidarity surcharge on corporate income tax. A business tax of 3.5 % and an assessment rate of 460 % was used for the city of Frankfurt am Main. The differences between the tax balance sheet and balance sheet are based on risk provisions, valuations and discount rates that vary for tax purposes. There were no deferred tax liabilities on the closing date. XII. Subscribed Capital in EUR 000s Status at end of financial year – 1,300 no-par shares subject to transfer restrictions 66,468 VTB Bank (Austria) AG, Vienna, held all 1,300 shares in the company’s subscribed capital during the entire financial year. XIII. Revenue Reserves Revenue reserves of EUR 195,565 thousand consist of statutory reserves of EUR 6,647 thousand and other profit reserves of EUR 188,918 thousand. Hence the other profit reserves increased during the business year from EUR 143,961 thousand to EUR 188,918 thousand. The statutory reserve is 10 % of the subscribed capital pursuant to sec. 150 para. 2 AktG. As at 31 December 2011, the bank shows deferred taxes of EUR 21,501 thousand. Hence an amount equal to EUR 21,501 thousand in the reserves is blocked for distribution. The retained earnings of the previous year (EUR 44,957 thousand) were allocated to other profit reserves pursuant to the resolution of the Shareholders’ Meeting. Annual Report XIV. Income Statement Items Other operating expenses of EUR 2,006 thousand consist mainly of interest expenses of EUR 1,309 thousand in connection with the compounding of pension provisions. Other operating income of EUR 1,235 thousand mainly consists of earnings from cost transfers and the services within VTB Group totalling EUR 702 thousand. XV. Annual result and recommended appropriation of profits The bank’s income statement shows an annual profit of EUR 51,040,678.38. It is recommended to the Shareholders’ Meeting that retained earnings of EUR 51,040,678.38 are distributed to the shareholders. XVI. Forward Transactions/Derivative Financial Instruments Derivative financial instruments refer solely to currency swaps that are used to hedge foreign currency positions posted under asset and liabilities side. The currency swaps are valued using a theoretical pricing method based on a swap currency curve. Forward currency swaps of EUR 485.5 million existed on the balance sheet date. Following the market valuation method, this results in a positive market value of EUR 0.1 million and a negative market value of EUR 21.1 million. In addition, currency cash swaps of EUR 1.5 million also existed on the balance sheet date, for which the market valuation method resulted in a positive market value of EUR 1,000 and a negative market value of EUR 1,000. The book value of the currency swaps is shown in other liabilities at an amount of EUR 20.8 million. All forward currency transactions are allocated to the banking book. The risk of the instrument consists of the counterparty’s failure to perform at maturity as per the agreement. XVII. Contingent Liabilities and other Commitments in EUR 000s a) Contingent liabilities aa) Liabilities from guarantees and warranty agreements of which: Letters of Credit Advance payment and payment guarantees Other guarantees b) Other commitments ba) Irrevocable credit commitments 13,423 9,171 4,247 5 88,153 40 41 Annual Report The contingent liabilities item includes collateral of EUR 12.0 million. For the purpose of estimating the latent risk of contingent liabilities and other obligations, an average model based on the past – supplemented with a risk surcharge – is used and the corresponding reserves are created. Due to the financial situation of our customers, we are of the view that our risk assessment and resulting provisions are appropriate. In addition, individual risk provisions are established when acute risks occur. XVIII. Consolidated Financial Statements and Consolidated Companies The company is a wholly-owned subsidiary of VTB Bank (Austria) AG, Vienna, which in turn is a wholly-owned subsidiary of JSC VTB Bank, St. Petersburg. The company preparing the consolidated financial statements for the largest group of companies is OAO Bank VTB domiciled in 29, Bolshaya Morskaya Street, St. Petersburg, 190000 Russia. The consolidated financial statements may be viewed at OAO Bank VTB’s registered office in St. Petersburg. In addition, they are also published on the internet at www.vtb.ru. The company preparing the consolidated financial statements for the smallest group of companies is VTB Bank (Austria) AG, Vienna, in Austria. The subgroup financial statements may be viewed at the registered office of VTB Bank (Austria) AG in Vienna; they are also published on the internet at www.vtb.ru. XIX. Total auditor fees The expenses and fees for our auditors amounted to EUR 437,000 for the financial year. They are broken down as follows: EUR 000s | Auditing services 268 | Other certification services 3 | Tax advisory services 40 | Other services 126 | Total 437 | Of which for prior years | EUR 000s | -| -| -| -| -| XX. Average Number of Employees during the Business Year Frankfurt Head Office Moscow Representative Office Total 1 additionally five employees with external contracts total | 84 | 11 | 85 | female | 34 | 1 | 35 | male | 50 | 0| 50 | Annual Report XX. VTB Bank (Deutschland) AG Management Bodies Supervisory Board Olga Dergunova, Moscow Chairperson Member of the Management Board of OAO Bank VTB Igor Strehl, Vienna Acting Chairman Member of the Management Board of VTB Bank (Austria) AG Alexander Yashnik, Moscow Alexander Titov, Moscow Florian Dorsch, Darmstadt Stephan Schwind, Erlensee Managing Director of OAO Bank VTB Vice President of OAO Bank VTB AG Bank employee, VTB Bank (Deutschland) AG Bank employee, VTB Bank (Deutschland) AG Management Board Valeriy V. Lyakin, Bad Homburg Chairman Axel Breitbach, Niedernhausen Member of the Management Board 42 43 Annual Report Remuneration paid to Members of the Executive Bodies With regard to remunerations paid to members of the Management Board, the Bank utilised the exemption provisions of sec. 286 para. 4 HGB in connection with sec. 285 no. 9 HGB. Payments to former members of the Management Board amounted to EUR 456 thousand, while the pension provisions for this group totalled EUR 11,741 thousand. The remuneration for members of the Supervisory Board amounted to EUR 137 thousand. No loans were granted to the Supervisory Board and the Executive Management. Frankfurt am Main, 13 February 2012 THE MANAGEMENT BOARD V. Lyakin A. Breitbach Annual Report Auditor’s Report We have audited the Annual Financial Statements – consisting of Balance Sheet, Profit & Loss Account and Notes to the Annual Financial Statements – including the accounting and the Management Report of VTB Bank (Deutschland) AG, Frankfurt am Main, for the financial year from 1 January 2011 to 31 December 2011. The accounting and the preparation of the Annual Financial Statements and the Management Report in accordance with German Commercial Law are the responsibility of the Bank’s Management Board. Our responsibility is to express an opinion on the accounting system and the Management Report based on our audit. We conducted our audit of the Annual Financial Statements in accordance with Section 317 of the German Commercial Code (HGB) and the generally accepted standards for the audit of financial statements promulgated by the Institut der Wirtschaftsprüfer (IDW). These standards require that we plan and perform our audit such that material misstatements affecting the presentation of net assets, the financial position and results of operations in the Annual Financial Statements and the Management Report in accordance with German accounting principles are detected with reasonable assurance. Knowledge of the business activities and the economic and legal environment of the Bank and potential misstatements are taken into account in the determination of audit procedures. The effectiveness of the internal accounting-related control system and the evidence supporting the disclosures in the books and records, the Annual Financial Statements and the Manage- 44 45 ment Report are examined primarily on the basis of random sampling within the framework of the audit. Our audit also includes assessing the accounting principles used and significant estimates made by the Management Board, as well as an evaluation of the overall presentation of the Annual Financial Statements and the Management Report. We believe that our audit provides a reasonable basis for our opinion. Our audit has not led to any objections. In our opinion, at which we have arrived based on our findings during the audit process, the Annual Financial Statements have been prepared in accordance with legal requirements and give a true and fair view of the net assets, financial and earnings position of the Bank in compliance with principles of proper accounting. The Management Report corresponds with the Annual Financial Statements, presents an accurate overall picture of the Bank’s position and suitably describes both opportunities and risks for future development. Frankfurt am Main, 17 February 2012 PricewaterhouseCoopers Aktiengesellschaft Wirtschaftsprüfungsgesellschaft Christian F. Rabeling Auditor ppa. Andreas Hülsen Auditor Supervisory Board Report During the reporting year, the Supervisory Board has carried out the duties and authorities incumbent on it by law and the articles of association. The Supervisory Board hereby approves the management report and the annual financial statements, which is hereby adopted. It received regular information from the Management Board regarding the bank’s business developments. PWC AG Wirtschaftsprüfungsgesellschaft, Frankfurt/Main, which was appointed as the auditor by the Shareholders’ Meeting, has audited the accounting, annual financial statements and the management report, insofar as it discusses the annual financial statements, and has not issued any reservations. The Supervisory Board would like to express its gratitude and acknowledge the work performed by the Management Board and employees during the year 2011. The Supervisory Board has noted the results of the audit with agreement. Pursuant to sec. 312 AktG, the Management Board has prepared a report regarding relations to affiliated companies for the 2011 business year; no complaints have been noted. PWC AG Wirtschaftsprüfungsgesellschaft has audited the report and issued the following unqualified opinion: “Following our audit, which we performed in accordance with professional standards, we confirm that: 1. the actual information contained in the report is correct, 2. the consideration given by the company in relation to the legal transactions listed in the report was not inappropriately high or that disadvantages have been compensated.” The Supervisory Board agrees with this audit result. Following the final result of the audit by the Supervisory Board of the annual financial statements, management report and the report of the Management Board regarding relations with affiliated companies, the Board has not issued any reservations. Frankfurt am Main, March 2012 THE SUPERVISORY BOARD Nikolay A. Kuznetsov Geschäftsbericht Annual Report 46 47 Contact Information VTB Bank (Deutschland) AG Walter-Kolb-Straße 13 60594 Frankfurt am Main Federal Republic of Germany Phone: +49 69 /2168-0 Fax: +49 69 /2168-319 S.W.I.F.T.: OWHB DE FF E-Mail: [email protected] Internet: www.vtb.de Moscow Representative Office B. Yakimanka Str. 1 119180 Moscow Russian Federation Phone: +7 495/777 08 23 or 777 08 24 Fax: +7 495/777 25 12 E-Mail: [email protected]