Contents
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Contents
Dexia Annual Report 2001 Contents Creative concept Dexia’s Annual Report 2001 illustrates the Group’s fundamental values, which are shared and lived by its 25,800 employees in 25 countries. These values, which cut across the different business lines and nationalities, give Dexia its specific character. The Group’s personality is shaped by six complementary values which interact and support one another – performance, balance, expertise, enthusiasm, innovation and discipline. > Business Profile .......................................................................................... p. 2 > > > > > Message from the Chairmen .................................................................... p. 4 Foreign exchange rates > Financial Highlights .................................................................................... p. 6 Organization, Corporate Governance and Management........................ p. 8 The foreign exchange rates applied between the euro and Euroland currencies are the official exchange rates set on December 31, 1998. 1 EUR = Corporate Spirit .......................................................................................... p. 24 40.3399 6.55957 40.3399 1.95583 1,936.27 166.386 13.7603 2.20371 200.482 Shareholders’ Review ................................................................................ p. 28 Businesses > Know-how and Expertise, Public / Project Finance LUF FRF BEF DEM ITL ESP ATS NLG PTE and Credit Enhancement............................................................................ p. 38 > Availability and Service, Retail Financial Services .................................. p. 50 > > Professionalism and Discernment, Investment Management Services.. p. 58 > > > Anticipation and Control, Risk Management .......................................... p. 70 Mastery and Creativity, Capital Markets and Treasury Activities .......... p. 66 Financial Performance ................................................................................ p. 78 > The foreign exchange rates applied between the euro and other currencies are the rates on December 31, 2001. 1 EUR = 0.8813 7.4365 3.853659 9.3012 0.6085 42.78 Where to find Dexia .................................................................................. p. 86 The “Annual Report 2001” and the “Accounts and Reports 2001” together constitute the annual report of the Dexia holding company. USD DKK ILS SEK GBP SKK 1 Business Profile Active in 25 countries, with a solid base in Europe, Dexia has implemented a growth strategy focused on creating value since it was founded. With high profitability in all its lines of business, Dexia applies a strict oversight policy that allows it to keep a low risk profile. Public / Project Finance and Credit Enhancement World leader MARKET SHARE: 17% in Europe 25% in the United States Retail Financial Services Second largest in Belgium, third largest in Luxembourg MARKET SHARE: 24% in Belgium 13% in Luxembourg Investment Management Services Capital Markets and Treasury Activities RATING FROM AA TO AAA Customized financial arrangements, long-term loans, credit enhancement, account management, investment and insurance products – Dexia provides its public-sector clients with a full range of products and services adapted to their specific needs. New loans (1) (2): EUR 30.5 billion + 16.1% Outstanding commitments (1): EUR 154.4 billion + 1.9% Credit enhancement(3): EUR 790 million + 55.4% (1) Long-term, including off-balance sheet items. (2) Excluding Artesia BC. (3) PV of gross premiums collected by Financial Security Assurance in the United States. Responding to the financing, savings and insurance needs of its retail banking customers by offering them diversity and performance is one of the priorities of Dexia’s network of branches. Besides a strong position in Belgium and Luxembourg, the Group also develops this line of business in the Netherlands through Dexia Bank Nederland, a company formed by the merger of Labouchere and Kempen&Co and in Slovakia, through Prvá Komunálna Banka. Customer deposits and investment products: EUR 79.7 billion + 34.7% Outstanding customer loans: EUR 20.7 billion + 45.5% Insurance premiums: EUR 1.9 billion + 95.3% Offering its private and institutional clients quality financial management services (private banking, asset management, fund administration and equity-related activities), Dexia confirms its position as one of the eurozone’s main banking groups active in this sector. Assets under management: EUR 82.8 billion + 48.1% Operating in many international financial markets, Dexia is a recognized player in the capital markets with expertise that benefits both the Group, for its refinancing needs, and its clients. Volume of long-term refinancing EUR 23.8 billion Private banking client assets: EUR 37.5 billion + 22.2% Administered funds (managed as a custodian bank): EUR 99.7 billion + 1.8% of which EUR 13.3 billion in bonds rated AAA Message from the Chairmen François Narmon, Chairman of the Board of Directors Created in 1996, in anticipation of the introduction of the euro, Dexia is a profoundly European banking group. Very rapidly, it succeeded in developing an authentic European identity beyond the diversity of the national cultures of its 25,800 employees. As a forwardlooking banking group that has always been a pioneer, Dexia is, of course, proud that the long awaited single currency is today a reality for the 400 million citizens of the European Union. The euro is the major event in Europe at the beginning of the 21st century, and the continent must benefit from this spectacular success to pursue its integration and, in particular, its institutional and fiscal reforms. The year 2001 was the scene of major upheavals in the world economy, from the bursting of the Internet bubble to the decline in the financial markets and the general economic slowdown which occurred after the tragic events of September 11, 2001. The serenity that characterized western economies at the end of the last century gave way to uncertainty in 2001. In particular, the financial markets became more chaotic and the world’s stock exchanges recorded violent fluctuations. In this turbulent environment, the group nevertheless continued to grow and succeeded in posting good results. Dexia has expanded significantly over the last few years, especially through external growth, by making many acquisitions in Europe and the United States. This development assures the Group of a strong presence in Europe and throughout the world in its various business lines. After the acquisition of Financial Security Assurance (FSA) in the United States in 2000, a move which allowed Dexia to become the world leader in financial services to the public sector, the Group focused on external growth in 2001 to develop its activities in its two other businesses, Retail Financial Services and Investment Management Services. Through the acquisition of the Artesia Banking Corporation group in Belgium, Dexia became a leader in bancassurance in that national market. The merger in Belgium of Dexia Bank and Artesia BC is currently moving forward, and their new legal status was confirmed on April 1, 2002. The acquisition of Kempen&Co. in the Netherlands, followed by its merger with Bank Labouchere to form Dexia Bank Nederland, makes Dexia a leading player in Investment Management Services in Europe. Today, Dexia aims to integrate its many acquisitions. The company’s Board of Directors is proud to promote the best practices in corporate governance. It has created three specialized committees which report regularly. These committees assure the Board of objective and independent oversight of the Group’s business and operations. At the six meetings it held in 2001, the Board of Directors approved Dexia’s growth strategy, which should allow Dexia to pursue its harmonious development in order to play a major role in the Europe of tomorrow and more generally in the world of banking, while continuing to increase its profitability under strict conditions of risk management and, as it has done in the last six years, create value for its shareholders. Dexia Annual Report 2001 Pierre Richard, Chief Executive Officer, Chairman of the Management Board 2001 was once again a decisive year in Dexia’s development. The Group truly moved up to another echelon as a result of significant strategic external growth that has enabled Dexia to figure in the principal international stock market indices and to be recognized by investors throughout the world. With stock market capitalization of approximately EUR 20 billion, Dexia is now one of the top ten banking groups in the eurozone. The Group had already strengthened its activities in 2000 in public finance and credit enhancement through the acquisition of a specialized insurance company in the United States, Financial Security Assurance (FSA). Dexia is now the world leader in this sector. The acquisition of Artesia Banking Corporation in Belgium and of Kempen&Co. in the Netherlands, which merged at the end of the year with Bank Labouchere to become Dexia Bank Nederland, allowed Dexia to assume a new dimension, that of a leading player in the European banking and financial industry. The integration of these new companies into the Group was a major focus and it mobilized the efforts of all the employees involved, in particular with regard to the merger of Dexia Bank and Artesia Banking Corporation. A dozen work groups made rapid progress on several fronts, including the merger of the trading rooms, the creation of a single IT platform and the reorganization of the departments at headquarters. The year 2002 will be particularly dedicated to the integration of the banking networks in Belgium in order to offer the Group’s expanded customer base a coherent range of quality products and services. At the same time, and to deal with these new priorities, Dexia reinforced its management team by drawing in the reins at the level of the Management Board. The sovereign functions of general audit, compliance, risk management, management control and the management of executive officers are now centralized, without however breaking with the entrepreneurial spirit that exists in all of the Group’s businesses and constitutes the force of the operating subsidiaries, which are fully responsible for day-to-day management. The pursuit of Dexia’s growth strategy once again produced positive results in 2001. Despite a particularly difficult economic and financial environment, the Group reported significant growth in results for the thirteenth year in a row since it began to be traded on the stock exchange, with net income of EUR 1,426 million, up 42.5% from 2000. Earnings per share increased by 9.1%, in line with the Group’s objective to double this figure between 1999 and 2005. Return on equity rose for the fifth consecutive year to 18.7%, again in line with the Group’s medium-term objective of 20%. The cost-control measures implemented in all of the Group’s entities allow the Group to confirm its commitment for 2002 with confidence – this year, operating expense on a constant basis should be less than in 2001. Dexia again confirmed its profile, that of European banking group specialized in three of business lines which make a balanced contribution to its results. The Group is in excellent shape with a solid capital base and a low risk profile. Its principal characteristic is to offer its shareholders predictable prospects for growth in income. Backed by the enthusiasm of its 25,800 employees in 25 countries, whom I here want to thank for what they have accomplished, Dexia intends to pursue its growth strategy with confidence and dynamism. In 2002, the Group’s results should continue to grow. Dexia will thus remain one of the leading European banking groups that create the most value. 4/5 V Financial Highlights Balance sheet total Total regulatory capital EUR billion % 258 97 19 98 19 99 20 00 01 19 97 19 98 19 99 20 00 9.3 11.5 20 01 19 97 19 98 19 99 20 00 20 01 19 (ROE) EUR million 97 19 98 19 99 20 00 Cost/income ratio Return on equity Net income % % 59.5 56.3 1,426 56.1 18.7 1,001 528 19 97 98 13.2 19 99 53.9 15.7 605 19 55.1 17.7 761 20 00 20 01 19 97 14.0 19 98 19 99 20 00 20 01 9.3 9.0 9.8 7.2 7.7 7.7 20 9.6 12.8 8.6 199 245 10.2 14.4 13.0 351 19 % EUR billion 11.9 186 Tier I ratio Capital adequacy ratio 19 97 19 98 19 99 20 00 20 01 20 01 Dexia Annual Report 2001 Customer deposits and debt securities1 Total outstanding loans1 Workforce3 EUR billion 25,838 employees, including: EUR billion 156.4 224.9 134.4 186.8 ab 128.5 179.2 100.6 143.8 106.0 in Belgium3 16,363 136.6 19 97 19 98 19 99 20 00 20 01 19 97 19 98 19 99 20 00 20 01 Moody’s Standard & Poor’s Fitch Aa2 AA AA+ Aa2 AA AA+ Aa2 AA AA+ FSA Dexia MA Aaa AAA AAA Aaa AAA AAA ab in Luxembourg 3,134 ab International 4,130 Earnings per share EUR billion EUR 18.8 Dexia Dexia Crédit Local BIL in France 2,211 Stock market capitalization Long-term ratings2 Dexia Bank ab 18.9 1.25 1.15 12.7 0.98 0.85 10.1 0.75 8.4 19 (1) Outstanding loans on the balance sheet (2) As of December 31, 2001 (3) Including the branch network of Dexia Bank Belgium and of Artesia Banking Corporation 97 19 98 19 99 20 00 20 01 19 97 19 98 19 99 20 00 20 01 6/7 8/9 Organization, Corporate Governance By its location in Brussels, in the heart of the European Union office district, Dexia’s head office and its counterpart in Paris, the Crystal Tower, symbolize the Group’s European identity. Half of the staff of the holding company, Dexia Group, works in Brussels, and the other half in Paris, thereby respecting Dexia’s French and Belgian roots. Dexia Annual Report 2001 and Management 100% 100% Dexia Bank Belgium 65.7% Dexia Crédit Local Headquarters : Brussels 8.4% 90% Headquarters : Paris 28.4% 22.2% Dexia Bank Nederland 10% 69.3% Financial Security Assurance Headquarters : New York 5.8% Dexia Banque Internationale à Luxembourg Headquarters : Amsterdam Headquarters : Luxembourg Dexia has implemented corporate governance since the Group was created in 1996, and has made it a priority to apply best practices by adapting or modifying its organization, discipline and regulatory guidelines to comply with the many recent developments in this area. Dexia aims to spearhead progress in the field of corporate governance at the international level to ensure shareholders of comprehensive oversight and transparency. ) Board of Directors As of December 31, 2001, Dexia’s Board of Directors is composed of twenty members, seven of whom (more than a third) are independent. Dexia’s Board of Directors reflects the Group’s European identity – five nationalities are represented. Its composition is also in line with Dexia’s French-Belgian corporate structure. It counts an equal number of Belgian and French members, with each nationality representing at least a third of the Board. 8/9 Board of Directors as of December 31, 2001(1) Beginning and end of mandate François Narmon Chairman of the Board of Directors, Dexia Chairman of the Board of Directors: - Dexia BIL - DVV Insurance Chairman: - Belgian Olympic and Interfederal Committee Member: - International Olympic Committee 1996-2002 Group Chief Executive Officer and Chairman of the Management Board, Dexia Director: - Crédit du Nord - Le Monde - Air France - European Investment Bank - Generali France Holding 1999-2006 Chairman of the Executive Board, CNP Assurances Member of the Executive Board: - Groupe Caisse des depôts Member of the Supervisory Board: - CDC IXIS 1999-2006 Chairman of the Executive Board, Club Méditerranée Director: - eBay Member: - Mouvement des entreprises de France Former Chief Executive Officer: - Euro Disney 2001-2002 Chairman of the Executive Committee, Arcofin Chairman of the Executive Committee: - Arcopar - Arcoplus - Auxipar Censor: - National Bank of Belgium 2000-2007 Chief Executive Officer and Chairman, Thomson and Thomson Multimedia Director: - Schneider Electric - Rhodia - Bouygues Télécom Member of the Supervisory Board: - AXA 2001-2003 Chief Executive Officer Société Mutuelle des Administrations Publiques Chairman of the Board of Directors: - Union des associations d’assurance mutuelle - Belfinance 1996-2002 Municipal Councillor, Brussels City 1996-2002 Municipal Councillor, Berlare Director: - Gemeentelijk Havenbedrijf Antwerpen 1999-2006 Burgomaster, Frameries Vice-Chairman of the Board of Directors: - Société Publique d’Électricité 60 years old French Member of the Strategy Committee Holds 20,000 Dexia shares Gilles Benoist 55 years old French Member of the Audit Committee Philippe Bourguignon 53 years old French Member of the Compensation Committee Independent director Holds 2,350 Dexia shares Rik Branson 57 years old Belgian Member of the Strategy Committee Thierry Breton 46 years old French Independent director Holds 1,230 Dexia shares Guy Burton 53 years old Belgian François-Xavier de Donnéa de Hamoir 60 years old Belgian Member of the Strategy Committee Holds 700 Dexia shares Karel De Gucht 47 years old Belgian Member of the Strategy Committee Didier Donfut 45 years old Belgian Holds 500 Dexia shares Other functions 1996-2002 67 years old Belgian Member of the Strategy Committee and the Compensation Committee Holds 7,000 Dexia shares Pierre Richard Prime function Ingénieur commercial (degree similar to MBA). Joined Crédit Communal in 1957. Chairman of the Management Committee of Crédit Communal (then of Dexia) from 1979 to 1999. CoChairman of the Dexia group from 1996 to 1999. Chairman of the Board of Directors of Dexia since 1999. Studied at the Ecole polytechnique, Ecole nationale des Ponts et Chaussées and Pennsylvania University. Chairman of the Executive Board of Crédit Local de France in 1987. Chief Executive Officer in 1993. Co-Chairman of the Dexia Group from 1996 to 1999. Since 1999, Chief Executive Officer of the Dexia Group and Chairman of the Management Board. Law degree. Graduate from the Institut d’Etudes Politiques and the Ecole Nationale d’Administration. Appointed Secretary General of Crédit Local de France in 1987. Member of the Executive Committee of Caisse des dépôts et consignations from 1993 to 1998. Trained as an economist. Before joining Club Méditerranée, he was Chief Executive Officer of Euro Disney, as well as Executive Vice-Chairman of The Walt Disney Company (Europe). Degree in economics. Worked in several capacities at the Regional Investment Company of Flanders between 1980 and 1989. Joined the Arco group in 1989, and became Chairman of the Executive Committee in 1992. Engineer. Chief Executive Officer of the CGI group from 1990 to 1993. Executive Chairman and Vice-Chairman of the Board of Directors of the Bull group from 1993 to 1997. President of the Université de Technologie in Troyes. Law degree. Joined Société Mutuelle des Administrations Publiques in 1974. Appointed General Secretary in 1991 and Chief Executive Officer in 1995. Degree in Commercial and Financial Sciences (University of Louvain) Master in Business Administration (University of California at Berkeley) Honorary Professor at the University of Louvain. Active in Belgian politics since 1981. Law degree. Lawyer from 1976 to 2000. Active in national politics. Teaches European law at the Vrije Universiteit Brussel. Ingénieur commercial (degree similar to MBA). Active in national politics and the Belgian energy sector. Burgomaster of Frameries since 1992. (1) Article 2 of the law of August 6, 1931 (M.B. August 14, 1931) forbids ministers, former ministers and State ministers, as well as members and former members of Legislative Assemblies to mention their status as such in acts and publications of profit-making companies. Beginning and end of mandate Denis Kessler Chairman, FédérationFrançaise des Sociétés d’Assurances Executive Vice-Chairman: - Mouvement des Entreprises de France Member of the Supervisory Board: - BNP Paribas Member: - Commission Economique de la Nation 1998-2004 Chef executive officer, and Chairman, Caisse des dépôts et consignations Director: - Thales - CNP - Gaz de France - C3D 2000-2006 Director, AGF Director: - Schlumberger - Fondation pour la recherche médicale Former Chairman of the Executive Board: - Paribas Professor: - Université Paris-Dauphine 2001-2002 Chairman, Banca Popolare di Milano Vice-Chairman of the Board of Directors: - Associazione Bancaria Italiana Director: - Associazione Nazionale Banche Popolari 2001-2002 Chairman of the Board of Directors, Arco group Chairman: - ACW - Institut Supérieur du Travail - Conseil Fédéral pour le Développement Durable 1999-2006 Doctor of law Companies Director 2001-2007 Chairman of the Executive Board, Société du Louvre Groupe du Louvre 2001-2002 Member of the Executive Committee, Arcofin 2000-2006 Honorary President, European Investment Bank Chairman: - European Centre for Nature Conservation Director: - English National Opera Company Member: - British Institute of Management 1999-2006 Chairman, Bank Nederlandse Gemeenten Director: - Nederlandse Vereniging van Banken Commissioner: - N.V. Trustinstelling Hoevelaken Secretary-General: - Centre international pour le crédit communal Observer 1996-2001 Director: 2001-2002 Burgomaster of Ghent 58 years old French Member of the Strategy Committee André Lévy-Lang 64 years old French Member of the Strategy Committee Independent director Holds 38,000 Dexia shares Roberto Mazzotta 61 years old Italian Theo Rombouts 60 years old Belgian Gaston Schwertzer 69 years old Luxembourg Member of the Compensation Committee Independent director Holds 55,660 Dexia shares Anne-Claire Taittinger 52 years old French Independent director Holds 850 Dexia shares Marc Tinant 47 years old Belgian Member of the Audit Committee Sir Brian Unwin 66 years old British Independent director Pieter Paul Van Besouw 55 years old Dutch Member of the Audit Committee Holds 10,760 Dexia shares Observer: Frank Beke 54 years old Belgian Holds 1,400 Dexia shares Other functions 1999-2006 49 years old French Member of the Strategy Committee Independent director Holds 1,000 Dexia shares Daniel Lebègue Prime function Degrees in political science, economics and philosophy. Member of the Conseil économique et social, the European Insurance Committee and the Conseil National des Assurances. Law degree. Graduate from the Ecole Nationale d’Administration. Before joining Caisse des dépôts et consignations in 1997, he was a member of the Board of Directors and Vice-Chairman of Banque Nationale de Paris. Chairman of the Board of Directors of the Institut d’Etudes Politiques in Lyon. Graduate from the Ecole Polytechnique and Ph.D. in Business Administration from Stanford University. After working as Chairman of the Executive Board of Paribas, he is now a member of the Boards of Directors of several companies and a professor at the University of Paris-Dauphine. Trained as an economist. Former professor at the University of Genoa. Active in politics for 20 years. Began his banking career in 1987. Law degree and degree in economics. Before becoming Chairman of ACW, he was Chief Executive Officer of the Regional Development Company of Antwerp. Member of the Board of Directors of the Fondation Roi Baudouin. Law degree. Long active in the gas industry. Member of the Board of Directors of Dexia BIL since 1984. Honorary Consul of the Republic of Nicaragua. Chief Executive Officer: - Baccarat - Société Immobilière de la Tour La Fayette Director: - Marengo Director: - Arcopar - Arcoplus - Auxipar Chief Executive Officer and Vice-Chairman of the Board of Directors: - EPC Graduate from the Institut d’Etudes Politiques de Paris. Before becoming Chairwoman of Société du Louvre Groupe du Louvre, she was successively Secretary General, Deputy Chief Executive Officer and Chief Executive Officer. Master’s degree in economics. Before joining the Arco group in 1991, he was general advisor to the Executive Committee of the Regional Investment Company of Wallonia. Studied at Oxford and Yale. Worked as a diplomat and held several positions at the Finance Ministry and on the Prime Minister’s staff in the United Kingdom. Appointed Chairman of the European Investment Bank in 1993. Honorary Chairman since 2000. Economist and specialist in information technology. After working for NCR Nederland and Elsevier, he joined Bank Nederlandse Gemeenten in 1985. He became Chairman of the Executive Committee in 1992. Degree in philology and communication sciences. Before becoming Burgomaster of Ghent in 1995, he was a municipal councilor and alderman. 10/11 10/11 > Independent members of the Board management. The Board of Directors appoints the members of the Management Board, approves the measures required to achieve the strategic targets it defines, monitors implementation of the company’s management and control programs, and reports to shareholders. of Directors The Board of Directors counts seven independent members, representing a third of the Board: Anne-Claire Taittinger, Thierry Breton, Philippe Bourguignon, Denis Kessler, André Lévy-Lang, Gaston Schwertzer and Sir Brian Unwin. The criterion of independence is based on the definition given in the Viénot II white paper according to which directors are considered to be independent if they have no relation whatsoever with the company or the Group which may compromise their impartial judgment. In any case, and notwithstanding the general character of the abovementioned rule, members of the Board cannot be considered to be independent if they represent a reference shareholder and/or exercise executive functions in the company or a Group entity. > Non-executive members of the Board of Directors Non-executive members of the Board of Directors exercise no management functions in the company or any of its subsidiaries. Except for Pierre Richard, who is both Chief Executive Officer and Chairman of the Management Board, the other members of the Board of Directors are all nonexecutive members. > Responsibilities of the Board of Directors The Board of Directors determines the strategic objectives and the general policy of both the holding company and the Group. It oversees and sets guidelines for > Operation of the Board of Directors The Board of Directors met six times in 2001. The rate of attendance at Board meetings was 85.3%. Since its creation in 1999, the Board of Directors has operated according to a code of internal rules. Amended on several occasions, these rules and recommendations are designed to guarantee the full exercise of power by the Board of Directors and to optimize the contribution of each member of the Board. The code defines the rights and obligations of the members of the Board in the exercise of their mandate, operating and evaluation guidelines, relations with the Management Board and the organization and operation of the Board’s specialized committees. In addition to statutory appointments, the Board primarily addressed the following issues in 2001: Dexia Annual Report 2001 … discussion and approval of the parent-company and consolidated financial statements and the 2000 business results; … discussion and approval of the Dexia Group’s budget for 2001; … acquisition of Artesia BC (approval of the acquisition, capital increase and merger); … acquisition of Kempen&Co (approval of the acquisition and merger); … Dexia share split; … approval of the protocol relating to Dexia’s prudential control; … employee share issue and stock option plan for 2001; … reorganization of the Group’s internal audit and compliance units; … interim reports by the Audit Committee. Each quarter, the Chief Executive Officer reports to the Board of Directors on the activities of the different entities and their subsidiaries. The report is organized around the Group’s three business lines and gives a detailed picture of Dexia’s position in these sectors. > Compensation of the members of the Board of Directors Each member of the Board of Directors receives annual compensation of EUR 30,000 for a full calendar year. This amount was determined at the Annual Shareholders’ Meeting of May 10, 2000. For members of the Board who have not held their positions for a full year, this amount is reduced on a prorata basis according to the number of quarters actually worked. The Chief Executive Officer receives no compensation as a member of the Board of Directors, but is paid for his contribution as Chief Executive Officer and Chairman of the Management Board. The Directors together hold 138,050 shares. > Internal assessment In 2001, the Board of Directors conducted an evaluation of its operations by means of a questionnaire that was sent to each member of the Board. Overall, the Board members said they were satisfied with the pertinence and quality of the information provided. They decided to reinforce the role of the Audit Committee to allow it to deal with cross-division topics in addition to auditing the accounts. It also approved the creation of a committee to prepare for the appointment of a certain number of Board members in 2002. 12/13 > Specialized committees The Board of Directors has three specialized committees which report on a regular basis. These committees assure the Board of objective and independent oversight of the Group’s business and operations. … Strategy Committee The Strategy Committee is composed of eight members of the Board of Directors, including the Chairman and the Chief Executive Officer. … François Narmon, Chairman of the Board of Directors … Pierre Richard, Chief Executive Officer … André Lévy-Lang (independent member of the Board) … Denis Kessler (independent member of the Board) … François-Xavier de Donnéa de Hamoir … Karel De Gucht … Daniel Lebègue The Strategy Committee meets annually to review the Dexia Group’s strategic position and study its further development. In 2001, this meeting took place on June 22. The Strategy Committee may also be convened at any time upon the initiative of the Chief Executive Officer to discuss market-sensitive issues before they are presented to the Board of Directors. In 2001, the Strategy Committee met on March 9 and May 2 to discuss, respectively, the acquisition of Artesia BC and of Kempen&Co. No compensation is paid to the members of the Strategy Committee for their work on this committee. … The Audit Committee The Audit Committee is composed of Gilles Benoist, Marc Tinant and Pieter Paul Van Besouw. It assists the Board of Directors in the exercise of its mission to oversee the business and management of the Dexia Group. It verifies that Dexia’s parent company and consolidated financial statements (including Dexia Bank Belgium and Dexia Crédit Local) are accurate and fairly stated. In particular, its responsibilities involve analyzing the financial information and accounting procedures and examining the conclusions, comments and recommendations of the auditors. In this connection, it may suggest that additional studies be conducted. As well, it verifies the annual and semiannual financial statements before they are approved by the Board of Directors and published. The committee also gives advice on the appointment of the auditors proposed to the shareholders’ meeting. It verifies the existence and implementation of risk management and control procedures for credit, market and operating risks. To this end, the Audit Committee oversees internal audit operations, in particular through meetings with the Group’s audit division which presents the conclusions of the audits conducted, the main files analyzed and, more generally, for the Management Board, a report on internal control procedures throughout the Group. It may request complementary audit reports. It also ensures compliance with regulations issued by stock market authorities. In addition, the Audit Committee is consulted on compliance rules in force throughout the Group. Dexia Annual Report 2001 The Audit Committee meets at least three times per year. In 2001, meetings were held on March 8 and September 7, and a third meeting to discuss the 2001 fiscal year took place in January 2002. The main subjects reviewed in 2001 included the following: … Group financial statements and results as of December 31, 2000, and June 30, 2001; … 2001 report on oversight within the Group; … 2001 report on internal audit activities in Group entities; … 2001 report on risk assessment and management; … organization and operation of internal audit activities in the Group and updating of the Group’s audit charter; … organization and operation of compliance in the Group and introduction of a compliance charter for the Group; … steering committees for the merger of Artesia BC and Dexia Bank; … operating risks linked to market activities. No compensation is paid to the members of the Audit Committee for their work on this committee. … and of the subsidiaries’ executive committees. In addition, the Compensation Committee decides how stock options are to be granted in application of the general principles defined by the Board of Directors. It makes recommendations on the compensation of the members of the Board of Directors and employee profit-sharing. The Committee met three times in 2001. It discussed the following subjects: … guidelines for the 2001 stock option plan; … proposals for the fixed and discretionary compensation of the Chief Executive Officer, the members of Dexia’s Management Board, the members of the Management Board of Dexia Bank, Dexia BIL and Dexia Crédit Local; … comparative analysis of the compensation of the members of Dexia’s Management Board; regulations governing the 2001 capital increase reserved to employees. Compensation Committee The Compensation Committee is composed of members of the Board, two of whom are independent – François Narmon, Philippe Bourguignon (independent) and Gaston Schwertzer (independent). The committee’s role is to determine the amount and nature of the compensation to be paid to the Chairman of the Board of Directors and the Chief Executive Officer, as well as, on the basis of the proposal of the Chief Executive Officer, to the members of the Management Board 14/15 Management Board Pierre Richard, Chef Executive Officer, Chairman of the Management Board ) Management > Management Board The Management Board is composed of a maximum of eight members. They are appointed and removed from office by the Board of Directors acting on the recommendation of the Chief Executive Officer. In the framework of the strategic objectives and general policy guidelines defined by the Board of Directors, the Management Board runs the holding company and the Group and pilots the different business lines. To this end, each member of the Management Board is invested with operating responsibilities at the level of the company or Group entities (by business, activity or function). The Management Board is chaired by the Chief Executive Officer, whom the Board of Directors entrusts with the daily management of the company and the implementation of the decisions taken by the Board of Directors. The Management Board meets at least once a week and decides issues in a collegial manner under the authority of the Chief Executive Officer. Since its creation in 1999, the Management Board has operated according to a code of internal rules. Amended on several occasions, these rules and recommendations define its role and mode of operation. The collegial decision-making process, the Board’s powers and certain regulations governing the status of members are also the object of specific provisions in the protocol on the prudential control of the Dexia Group signed with the Belgian Banking and Finance Commission. From left to right: Rembert von Lowis Chief Financial Officer; Vice-Chairman of the Supervisory Board, Dexia Crédit Local Marc Hoffmann Investment Management Services; Chairman of the Management Board, Dexia Banque Internationale à Luxembourg Luc Onclin Vice-Chairman of the Management Board; Retail Financial Services; Chairman of the Management Board, Dexia Bank Belgium Pierre Richard Chief Executive Officer; Chairman of the Management Board; Chairman of the Supervisory Board, Dexia Crédit Local; Vice-Chairman of the Board of Directors, Dexia Bank Belgium Vice-Chairman of the Board of Directors, Dexia Banque Internationale à Luxembourg Axel Miller General Counsel; Member of the Management Board, Dexia Bank Belgium Jacques Guerber Public/Project Finance and Credit Enhancement; Chairman of the Management Board, Dexia Crédit Local Dirk Bruneel Capital Markets and Treasury Activities Dexia Annual Report 2001 16/17 > Dexia Group holding company staff To meet its operational needs, the Management Board relies on a dozen small teams, 90 highly-educated people in all, based in either Brussels or Paris. These teams are responsible for ensuring and coordinating the Group’s vital functions, especially in audit and oversight, risk management and strategic planning, but also for defining and implementing Dexia’s policies in corporate communications, human resources, information technology, etc. General audit activities are under the responsibility of Alain Delouis (see page 20). The strategic planning and management information unit participates in the definition of Dexia’s long-term strategy. Under the responsibility of Yves Guérit, this team, which draws up Dexia’s preliminary budget, also monitors business results and the profitability of the Group’s businesses. Under Philippe Ducos, risk management defines, organizes and manages the Group’s risk profile. It is also in charge of adjusting and updating economic equity (see page 70). Jacques Bellut coordinates Dexia’s activities in the capital markets (see page 66). The financial communication and investor relations unit, directed by Robert Boublil, provides financial and strategic information about the group to investors, financial analysts and rating agencies. Corporate communications, under the responsibility of Françoise Lefebvre, enhances Dexia’s image with the general public and particularly journalists, trendsetters and individual shareholders. Under the responsibility of Bernard-Franck Guidoni-Tarissi, human resources and in-house communications develop a group spirit and create a work community by implementing a policy that fosters mobility, compensation, career management and communication within the company. Michel Van Schingen is responsible for information technologies, which coordinates computer systems and tools throughout the Group and ensures that they meet Dexia’s strategic needs. Xavier de Walque’s team manages and evaluates proposals for mergers, acquisitions and sales, and studies the internal reorganization of Dexia’s subsidiaries and affiliates. The Chairman’s personal staff, under the management of Mireille Eastwood, coordinates and monitors the activities of the Chief Executive Officer and the Management Board in cooperation with the secretary-general. This cell also serves as an interface between the Group’s different units. The secretary-general (Edouard du Roy de Blicquy) is in charge of Dexia’s regulatory and legal organization. He is responsible for the management of the Group’s cash reserves and budgets as well as of logistics of the holding company in cooperation with the Chairman’s personal staff. Dexia Annual Report 2001 > Management compensation … Management Board Compensation for the members of the Management Board is determined by the Board of Directors on the recommendation of the Chairman of the Management Board and after approval by the Compensation Committee. In 2001, the Compensation Committee conducted a study on the compensation of the members of the Management Board, with the help of a specialized consultant, and its conclusions were adopted by the Board of Directors. The fixed portion of compensation is determined on the basis of the nature and importance of the responsibilities exercised by each member with a market benchmark for comparable positions. The capped discretionary part is linked to the Group’s performance, which is measured by the change in earnings per share between 2000 and 2001. Members’ individual contributions to the company’s future success are also taken into account. … Executive Management Compensation is reviewed once a year in the first quarter for company managers in the Group’s different subsidiaries in line with the general policy guidelines issued by the respective compensation committees in compliance with the recommendations of the Group’s Compensation Committee. Fixed salaries are determined on the basis of local market benchmarks and individual levels of responsibility. Discretionary compensation takes into account the competitive practices observed in the Group’s different business lines (financial markets, private banking, asset management, retail banking, etc.). It also reflects individual performance, which is assessed on the basis of the achievement of the financial and business objectives set in the annual budget process. The Chief Executive Officer received net compensation after taxes and charges equivalent to EUR 490,500. This sum corresponded to annual gross income of EUR 1,137,500. His gross fixed compensation totaled EUR 750,000 and his discretionary compensation was EUR 387,500. The seven members of the Management Board (six members in 2000) received a total of EUR 5.670 million in gross compensation in 2001. The members of the Management Board were granted 540,000 Dexia stock options in the framework of the 2001 stock option plan, of which 150,000 were granted to the Chief Executive Officer. 18/19 ) Internal audit Dexia has a consistent audit unit that respects the highest standards. The audit unit was bolstered in 2001 to enable it to promote internal control in the Group and to monitor the performance and effective application of internal audit procedures. This focus expresses the Group’s determination to maintain its reputation and guarantee the coherence and efficiency of its structures as core values. In this framework, the internal audit unit verifies that the risks incurred by Dexia in its activities and in all its entities have been identified, analyzed and sufficiently hedged. Internal audit also promotes continuous improvement in Group operations. The organization of internal audit adopted at the end of 2000 is based on three fundamental principles: … internal audit’s strategy, level of requirements and operating rules are defined by the Management Board in a framework approved by Dexia’s Audit Committee; … internal audit functions are exercised by a network of audit divisions which operate under the authority of the Group’s general auditor, who reports directly to the Chief Executive Officer and Chairman of the Management Board; … each audit division in company subsidiaries reports to the chairman of the entity’s executive committee, and also to the Group’s general auditor. This new organization, which is more structured than in the past, will also make it easier to integrate new entities into the audit system. The Group’s comprehensive approach to risks, the common audit policies introduced and the reporting and tracking procedures conducted at the level of the holding company also contribute to the efficiency of Dexia’s internal control system. Finally, a new audit charter has been drawn up. After final approval by the Board of Directors, it will be distributed to the Group’s employees to allow them to be fully aware of the role and practices of internal audit in the Dexia Group. ) Compliance Operating in the highly-regulated sectors of finance and insurance, Dexia complies with all legal, regulatory and prudential standards. Such compliance is one of the first conditions of client confidence. Beyond respect for the letter of the law, in 2001 the Group continued to implement efficient oversight procedures. In fact, Dexia’s reputation is also based on its efforts to ensure the integrity of the Group as a whole and of all the employees in their banking or insurance activities. These ethical principles have been codified in a charter drawn up in 2001 and submitted to the Group’s Management Board and to the Audit Committee of Dexia’s Board of Dexia Annual Report 2001 Directors. The requirements defined in this framework aim to match the highest standards in the financial world. After approval by the bodies which represent the Group’s operating entities, the charter will be distributed to the whole workforce. The operating entities will be able to amend the charter to integrate stricter local legal and regulatory requirements. … Basic Dexia’s chief compliance officer organizes regular meetings with his counterparts in the three main operating entities to monitor their activities, share information and experience and seek appropriate solutions for the problems posed. compliance principles The Dexia Group’s compliance policy is based on the following principles: … compliance with legal and regulatory requirements, … professionalism and confidentiality, … reliability and respect in dealing with clients, … loyalty to the Dexia Group, … mutual respect for people and opinions. Each of the chapters presents the rules in force and gives concrete applications. … Compliance procedures Oversight is an independent function that aims to ensure the effective application of the compliance principles defined by the Dexia Group. The definition, implementation and updating of these principles are the responsibility of compliance officers, who are named in the Group’s main subsidiaries and who report to the Group’s chief compliance officer. Correspondents are appointed in the other subsidiaries, branches and representative offices. 20/21 Enthusias Dexia employees are proud to participate in the construction of a company that is a pioneer in many fields and has never stopped growing. In order to enable its employees to benefit from the company’s growth and to reinforce Dexia rapport annuel 2001 m 14/15 22/23 Si meliora dies, ut vina, poemata reddit, scire velim, chartis pretium quotus arroget annus. scriptor abhinc annos centum qui decidit, inter perfectos veteresque referri debet an inter vilis atque novos Excludat iurgia finis, Est vetus atque probus, centum qui perficit annos. Deperiit minor uno mense vel anno. the sense of belonging to a dynamic group, Dexia has introduced an attractive employee shareholding plan. Corporate Spirit As a result of sustained external growth, the number of employees in the Group rose from 10,000 in 1996 to more than 25,800 at the end of 2001. Working in 25 countries, the men and women who make up Dexia are, for the most part, located in Europe and particularly in Belgium, France and Luxembourg, the three countries in which the Group originally operated. A priority at Dexia has always been to develop a corporate spirit based on shared values, to create a work community and to promote commitment to the Group’s development strategy. A major contribution is made by the many projects conducted in cooperation with the operating companies in the fields of inhouse communications, human resources and employee savings plans. Dexia Annual Report 2001 Gender breakdown (1) & (2) b a 56% 44% 7,478 6,032 (1) As of December 31, 2001 (2) Employees of Dexia Bank Belgium, including Artesia Banking Corporation, Dexia Crédit Local and Dexia BIL only ) Informing and promoting commitment Convinced of the importance of in-house communications in the building of a common culture, Dexia uses a variety of tools to promote employee commitment to projects and corporate strategy. Complementary to the information channels utilized in the operating companies and developed in cooperation with “local” internal communications teams, these media tools keep employees up to date on what is going on in the Group – news, strategy, work organization, social events, businesses, etc. Three supports (a quarterly magazine, a video magazine and an intranet site) develop a feeling of belonging to a unified social structure with common objectives. In order to be accessible to the greatest number, these tools are produced in three languages: English, French and Dutch. Since the objectives of in-house communications and of human resources are increasingly complementary, it was decided to merge the two functions in 2002. Ensuring their coherence represents a key step forward in the implementation of a powerful, clearly defined strategy. ) Portrait of the Group The event of the year 2001 was, without a doubt, the merger of the teams of Artesia Banking Corporation and Dexia Bank in Belgium. The consolidation of other companies, like Kempen&Co in the Netherlands, Ely Fund Managers in the United Kingdom and Financière Opale in France, also had an impact on the profile of the Group’s staff. Altogether, no fewer than 9,600 employees came to work for Dexia in 2001. ) Geographic breakdown1 … Belgium2: 16,363 … Luxembourg : 3,134 … France: 2,211 …The Netherlands: 1,729 … Slovakia: 623 … United States: 414 … Italy: 265 … Switzerland: 250 3 … Spain: 195 … United Kingdom: 164 … Ireland: 144 … Singapore: 81 … Germany: 67 … Monaco: 66 … Jersey: 34 … Denmark: 27 … Israel: 26 … Sweden: 17 … Australia: 17 … Other: 9 (1) As of December 31, 2001 (2) Including the branch network of Dexia Bank Belgium and Artesia Banking Corporation 24/25 Breakdown by age (1) & (2) Age > 60 56-60 51-55 46-50 41-45 36-40 31-35 26-30 21-25 < 21 Men Women 17 4 276 81 851 270 1,100 705 1,223 805 1,418 1,241 1,069 1,106 1,035 1,006 476 751 13 63 (1) As of December 31, 2001. (2) Employees of Dexia Bank Belgium, including Artesia Banking Corporation, Dexia Crédit Local and Dexia BIL only. ) Development and international mobility One of the principal missions of the Group’s human resources department is to ensure that Dexia has the staff it needs to meet the challenges of tomorrow. To achieve this objective, it is first necessary to identify the skills required to further the Group’s strategy, to find people who have the needed potential, to help them develop the required know-how and, finally, to build career plans that are adapted and motivating. The Group’s human resources department thus introduced a comprehensive process for managers who will be Dexia’s executive officers tomorrow. Launched in 2001, the Dexia Executive Assessment Leadership (DEAL) project is the first stage in the process. DEAL is based on a univocal system that is fair and objective. It is now common to Dexia Bank, Dexia BIL and Dexia Crédit Local and will be progressively extended to the other Group entities. This development tool will make evaluation criteria and career prospects more transparent for employees. Training programs are also offered, particularly in management and languages. More than 25% of the Group’s employees work outside of the three countries in which Dexia first operated (Belgium, France and Luxembourg) and some 14 different languages are spoken every day in the Group. English has thus become the language of business and, in particular, of the financial world in which Dexia operates. “Discovering Dexia” programs were again organized in 2001. These two-day training programs allow new employees to meet and discover the organization and history of the Group, its businesses and human resources and communications policies. Breakdown by seniority (1) & (2) Age Men > 40 36-40 31-35 26-30 21-25 16-20 11-15 6-10 0-5 8 2 54 39 326 167 638 487 816 600 968 669 1,437 757 2,474 Women 1,137 533 2,398 (1) As of December 31, 2001. (2) Employees of Dexia Bank Belgium, including Artesia Banking Corporation, Dexia Crédit Local and Dexia BIL only. Dexia gives special importance to international mobility, which makes it possible to transfer certain know-how from one entity to another. A passport for mobility was introduced to serve as a reference document, defining the procedures to be followed in the two types of mobility – assignment and expatriation – and answering practical questions concerning taxation, social security and housing. ) Merger of Artesia Banking Corporation and Dexia Bank Belgium In 2001, Dexia faced a major challenge in Belgium, as it sets out to merge the teams of Artesia BC and Dexia Bank. Although the merger of the two structures has begun (for example, the trading rooms were merged at the end of 2001), the process is not expected to be completed until 2005, with a major step in 2003. Coordinated by an ad hoc committee composed of representatives of the two entities’ executive committees, the merger involved 14 project groups which piloted approximately 75 work groups and a hundred sub-groups. Altogether, the process required the active participation of 600 to 700 people. Specific information channels were developed and employed to keep employees up to date on almost a daily basis concerning the progress realized. In addition, in order to make sure employees were treated fairly in terms of job status, job stability, working conditions and corporate culture, Dexia consulted and involved labor representatives. Dexia Annual Report 2001 An information portal and data base as much as a forum to share best practices, the Group’s intranet system was launched at the beginning of 2001. This internal communications tool allows employees to access the latest company news, the price of Dexia shares in real time, financial information, labor statistics, available job offers, electronic press reviews and an employee directory. ) Encouraging employee savings plans The objectives of the employee shareholding plan launched by the group in 2000 were to reinforce the feeling of belonging to a socially unified group, involve employees in the Group’s strategy and growth, and encourage the creation of employee savings plans under favorable conditions. After the success of the first operation, the Board of Directors decided, at the suggestion of the Management Board, to launch a new plan in 2001. The second capital increase reserved to employees was likewise successful. Almost six out of ten employees subscribed Dexia shares for a total of approximately EUR 167 million. The plan was well received in Belgium, with subscribers representing approximately 65% of total staff. In France, 72% of the employees participated, while in the international subsidiaries (excluding Belgium, France and Luxembourg), participation increased by more than 50% over 2000. Employees now own almost 2.3% of Dexia’s capital. The objective targets 5% of the capital in employees’ hands in five years. ) Pioneer in European labor relations Dexia’s European Works Council was set up in 1998. It is composed of management representatives and 26 statutory employee representatives and 17 alternates from seven Dexia entities. The European Works Council is a forum for consultation and the exchange of information. It meets twice a year, alternately in Brussels and Paris, to study economic, financial and labor questions, such as the employment situation, business trends, major organization changes, mergers and acquisitions. In 2001, the European Works Council met in February, June and December. The February meeting was dedicated to the Group’s organization and the creation of Dexia Financial Markets, the acquisitions made in 2000, IT synergies and Internet strategy. In June, the agenda included the introduction of the Group’s compliance charter, the merger of Artesia BC and Dexia Bank, the Group’s financial and labor situation and employee shareholding. Finally, in December, the Works Council focused on the acquisition of Kempen&Co. and decided to convene a work group to draw up a Dexia labor charter which will be submitted to management at the end of the first half of 2002. The objective of such a charter is to set minimum labor standards, primarily in terms of labor negotiations and employment management, in all Group companies, whatever the legislation in the individual country. 26/27 Shareholders’ Review Creating value for both individual and institutional shareholders over the long term through regular growth in income is a priority for the Dexia Group. For 13 years in a row, earnings per share have grown more than 10% per year, increasing regularly from one year to the next. Dexia is committed to transparency in its relations with shareholders. To this end, the Group develops and makes available a large number of tools, involves shareholders in its communications strategy via a European advisory committee and organizes meetings on a regular basis. Dexia Annual Report 2001 ) Shareholding structure ) Dexia and the stock market By the terms of the agreement signed by Dexia and Arcofin on March 13, 2001, Arcofin transferred to Dexia on July 3, 2001, the shares it held of Artesia Banking Corporation in exchange for new Dexia shares. Arcofin received 178,934,630 new Dexia shares through a reserved capital increase. After this operation, Arcofin owned 15.34% of Dexia’s capital. In keeping with the terms of the agreement, Arcofin committed to support Dexia’s strategy fully and to remain a stable shareholder of the Group for a period of at least 18 months. At the end of 2001, Dexia launched a second capital increase reserved to its 25,800 employees in 25 countries. With six out of ten employees subscribing, almost EUR 170 million were invested. Subsequent to this operation, Dexia employees own 2.3% of the Group’s capital, versus 1.5% at the end of 2000. Dexia counts approximately 400,000 individual shareholders, mostly in Belgium and France, who own 13.9% of the Group’s capital. As of December 31, 2001, Dexia’s equity totaled EUR 4,684,744,917 and the number of shares was 1,166,813,164. As of December 31, 2001 Dexia Group employees 2.30% 15.04% Holding Communal 5.17% SMAP group 41.25% Institutional and other investors 7.00% Caisse des dépôts et consignations 13.90% Individual shareholders 15.34% Arcofin Dexia shares are traded in the Euronext Paris and Euronext Brussels markets as well as on the Luxembourg stock exchange. With stock market capitalization of approximately EUR 19 billion at the end of 2001, the Group ranks among the twenty largest European banks and among the top ten in the eurozone. Dexia is included in the main European stock market indexes – Euronext 100, FTSE Eurotop 100, MSCI Europe Banks, Dow Jones EuroStoxx Banks, ASPI Eurozone and FTSE4 Good Europe and Global Index, as well as the CAC 40 in Paris and the BEL20 in Brussels. > Dexia share split After approval by the shareholders at the Extraordinary Shareholders’ Meeting of June 6, 2001, Dexia divided the par value of its share by ten. The exchange of one share for ten shares began on June 14, 2001. This division was also applied to VVPR strips, warrants and certificates. The new share was quoted in Brussels and Paris on June 18. This operation increased the liquidity of the shares and also facilitates the access of individual shareholders to Dexia shares. > A difficult year for the stock market In addition to the global economic slowdown, the events of September 11, the crisis in Argentina and the bankruptcy of Enron adversely affected an already lackluster market environment. In the United States, the Dow-Jones was down 7.1% at the end of the year, its biggest decline since 1990, while in Europe, the Dow-Jones EuroStoxx50 index fell 20.3%, the CAC 40 22.0% and the BEL20 8.0%. 28/29 Stock market capitalization EUR billion 20.2 18.8 18.9 12.7 10.1 19 98 19 99 20 00 20 01 /02 /02 8 2 Under the political and economic conditions of the year 2001, Dexia’s stock market performance was negative for the first time since the share was listed; at year end, the price was down 16.15% in Euronext Brussels and 16.28% in Euronext Paris. However, this decline was not greater than the decrease reported by the majority of banking shares in 2001. In a longer perspective, Dexia’s performance since the creation of the company on November 20, 1996, remains very satisfactory with an increase of 17.89% on a yearly basis through to the end of 2001. With very few exceptions, banking stocks did not escape the general downturn. Only some British banks and a handful of banks in the eurozone reported a rise in their share price at the end of the year. The Dow-Jones EuroStoxx Banks index was down 18.51%. If Dexia’s stock market performance reflected this environment and did not escape the general trend, the year 2001 was, nevertheless, rich in events, particularly the acquisition of Artesia Banking Corporation in March and of Kempen&Co in June. Likewise, the Dexia share split contributed to a significant increase in the total volume traded annually in Brussels and Paris. Dexia’s stock market performance (average prices) (1) 25 20 15 10 5 Average Dexia Brussels and Paris DJ EuroStoxx Banks (1) Average of Dexia shares listed in Brussels and Paris. DJ EuroStoxx 50 02/02 06/01 10/00 02/00 06/99 10/98 02/98 06/97 0 11/96 > Dexia Annual Report 2001 > Dexia’s stock market performance in Brussels 25 50,000,000 Feb. 2, 2002 EUR 17.32 0 Dexia BEL20 02/02 0 06/01 10,000,000 10/00 5 02/00 20,000,000 06/99 10 10/98 30,000,000 02/98 15 06/97 40,000,000 11/96 20 Total daily trading volume (monthly average) > Dexia’s stock market performance in Paris 25 90,000,000 Feb. 2, 2002 EUR 17.34 20 72,000,000 15 54,000,000 10 36,000,000 5 18,000,000 0 0 Dexia CAC 40 02/02 06/01 10/00 02/00 06/99 10/98 02/98 06/97 11/96 30/31 Total daily trading volume (monthly average) Stock market performance Brussels Paris 19.26 8 Share price Dec. 29, 2000 (EUR) Share price Dec. 29, 2001 (EUR) Highest/lowest price (EUR) (1) Average daily trading volume (in millions of EUR) (1) Number of shares traded daily1 (thousands of shares) (1) 19.35 16.15 19.50-13.02 24.91 1,105 16.20 19.55-13.12 25.74 1,489 Data per share EUR Earnings per share Net assets excluding general banking risks reserve (group share) Net assets including general banking risks reserve (group share) Gross dividend Net dividend (2) 1998 1999 2000 2001 0.85 0.98 1.15 1.25 6.37 6.69 7.02 6.84 8.08 - 8.51 0.39 0.29 8.78 0.43 0.32 8.53 0.48 (7) 0.36 (7) 1998 1999 2000 2001 40.9 16.1 2.2 2.5 41.4 16.5 2.4 2.4 41.9 16.8 2.8 2.2 39.3 12.9 2.4 3.0 Stock market ratios EUR million Payout ratio % (3) Price earnings ratio P/E (4) Price to book ratio (5) Annual yield % (6) (1) For 2001. (2) After payment of Belgian withholding tax (précompte mobilier) at a rate of 25%, reduced to 15% for shares with a VVPR strip (3) Ratio between total dividend and net income. (4) Ratio between the average share price as of December 31 and net earnings per share. (5) Ratio between the average share price as of December 31 and net assets (excluding the general banking risks reserve - group share) per share as of December 31. (6) Ratio between the gross dividend per share and the share price as of December 31. (7) Proposed to the annual shareholder’s meeting on May 7, 2002 (8) As of December 28, 2000. Dexia Annual Report 2001 ) Creation of value Dexia has developed a value-based management approach, which is used to adjust the targets and measure the performance of the 40 business sectors in which the Group operates. The results allow the Management Board to optimize the allocation of equity capital based on the potential of each activity to create value over the long term. This method also makes it possible to identify and develop value creation levers. This approach is based on discounted cash flows, segment by segment. Future cash flows are estimated by breaking down the timeframe into three periods: … the first five years, for which detailed business plan projections are used; … the next five years, for which, following discussion with each business line manager, cash flow projections are carried out, based on medium-term trends; … the final period, for which external macroeconomic criteria are employed, with a highly conservative bias. ) Customized tools for shareholders In 2001, Dexia upgraded the system it employs to provide individual shareholders with regular, transparent and interactive information. This system comprises a shareholders’ club, an international advisory board of shareholders, meetings in different cities, a telephone information service and specific publications. The Group makes a particular effort to ensure that shareholders in Belgium and France are treated on an equal footing in the framework of the very different tax regulations and shareholder cultures of the two countries. > Shareholders’ club Dexia’s shareholders’ club serves as a financial information forum. Mainly made up of Belgian and French shareholders, it has more than 15,000 members who benefit from information and publications designed specifically for club members. Dexia shareholders can join the club by e-mail, over the telephone (there is a toll-free number in France: 0 800 35 50 00) or via the Group’s website. There is no charge for membership. > Shareholders’ meetings In order to discuss the Group’s businesses, strategy and results with individual shareholders, Dexia regularly organizes information meetings. In 2001, Pierre Richard, Chief Executive Officer and Chairman of the Management Board, met with a total of 3,000 shareholders in Lille, Paris and Lyon at events organized in partnership with French financial newspapers. Shareholders meetings with individual Belgian shareholders are also planned in 2002. The Group also participated, together with other firms, in meetings organized by Euronext and the Centre de liaison des informateurs financiers. In 2001, shareholder meetings were also held in Poitiers, Reims, Paris, Nancy, Montpellier and Nantes. Every year, Dexia has a stand at the Forum de l’investissement and the Actionaria shareholder convention, in partnership with Dexia Banque Privée. Pierre Richard takes part in the plenary sessions which are attended by several thousand shareholders. 32/33 Dexia, best shareholder services in 2001 In 2001, Dexia was awarded first prize for the quality of its shareholder services out of the forty companies in the CAC 40 stock market index (Euronext Paris). The event was organized by the French financial magazine La Vie financière and Synerfil, a company specialized in shareholder relations. The Group was selected by an independent jury composed of CEOs of major firms and representatives of individual shareholders and the specialized press. Dexia won particular note for the quality of its dedicated telephone service, its Web site and its publications. > Targeted information Dexia publishes a shareholders’ letter in French and Dutch three or four times a year. This publication keeps individual shareholders up to date on developments in the Group, its results and decisions taken at shareholders’ meetings. Sent to members of the shareholders’ club and to anyone who so requests, these newsletters are also available on the Group’s website. Dexia also produces a condensed annual report, which is greatly appreciated by individual shareholders. > Internet site The Internet site www.dexia.com is a complete information tool that is updated in real time. In addition to the share price, statistics and a daily commentary on trends in Dexia’s stock market performance, shareholders may also access press releases and download detailed semiannual and annual reports and financial statements. In 2001, the creation of a multimedia area dedicated to shareholders allows them to watch information meetings and the Annual Shareholders’ Meeting live or at a later date. > Telephone information service Shareholders can take advantage of the Group’s telephone information service, which is accessible via a toll-free number in France (0 800 35 50 00). This service frequently answers questions concerning VVPR strips, the share price, taxation of Dexia shares, the French PEA savings plan, taxation of dividends and the French-Belgian tax agreement. > Annual Shareholders’ Meeting A major event in the life of a listed company, the Annual Shareholders’ Meeting is the occasion for Dexia to make use of specific forms of communication, such as announcements in major financial newspapers in France and Belgium, reminders via the telephone information service and shareholder information kits distributed with invitations to the meeting, which are available in English, French and Dutch. This information is also available on the company’s website, and Dexia was one of the first companies, as of 2000, to broadcast the Shareholders’ Meeting live over the Internet. > European advisory board of individual shareholders In June 2001, Dexia created one of the first European advisory boards of individual shareholders, which took over from the shareholders’ advisory board of Dexia France, formed in 1992. Its composition reflects the Group’s European identity; there are 11 shareholders – four from Belgium, four from France and three from Luxembourg. Dexia plans to open this board to other European nationalities. A meeting, chaired by Pierre Richard, was held in Brussels on October 16, 2001, to launch the board. Through the proposals and studies in which its members participate, this advisory board plays an important role in optimizing Dexia’s communication with individual shareholders. Dexia Annual Report 2001 > Eligibility of Dexia shares in the French PEA savings plan Since January 1, 2002, the French PEA savings plan allows investments in European shares, including Dexia shares, of course. This new legislation should benefit French shareholders and Dexia, prompting a significant rise in the number of individual shareholders. > Investor relations Throughout the year, Dexia organizes meetings on specific subjects, conference calls, Web conferences and road shows for institutional investors and financial analysts, especially when results are published. About 750 contacts were made in this respect during the year. The Group produces financial reports and posts all pertinent economic, strategic and financial data concerning the Group in a section on its website, which has been upgraded in 2001. SHAREHOLDERS’ CALENDAR … April 4, 2002: shareholders’ meeting in Marseilles in partnership with Journal des Finances … May 7, 2002: Shareholders’ Meetings in Brussels broadcast live on Dexia’s Internet site (www.dexia.com) … May 14, 2002: meeting of individual shareholders in Paris in partnership with Investir … May 23, 2002: publication of first quarter results … June 1, 2002: Dexia takes part in the day of the share in Brussels, in cooperation with Cash! … June 14, 2002: dividend paid … June 18, 2002: Dexia participates in a meeting organized by the Cercle de liaison des informateurs financiers in Dijon … September 12, 2002: publication of 2002 semiannual results … October 4 - 6, 2002: Dexia participates in the Forum de l’investissement in Paris … November 22 - 23, 2002: Dexia participates in the Actionaria shareholder convention in Paris … November 27, 2002: Dexia participates in a meeting organized by the Cercle de liaison des informateurs financiers in Tours … November 28, 2002: publication of third quarter results … December 4, 2002: Dexia participates in a meeting organized by Investir in Nancy … December 11, 2002: Dexia participates in a meeting organized by Euronext and Cortal in Paris An individual shareholder meeting is being organized in Belgium. 34/35 Dexia’s regular growth in income and the quality of its high value added products and services define the Group’s performance. Earnings per share have risen an average of 10% per year over the last 13 years. Day in and day Balance 36/37 out, Dexia’s 25,800 employees in 25 countries enable the Group’s increasingly demanding client base to benefit from their expertise and creativity. Public / Project Finance and Credit Enhancement Know-how and Expertise Recognized for its expertise and know-how, Dexia is the world leader in the market for public / project finance and credit enhancement. The Group operates in its domestic market (Belgium and France) as well as internationally (Germany, North America, Austria, Spain, Israel, Italy, the United Kingdom, Slovakia and Sweden). > > > > > World leader in public and project finance A market share of 17% in Europe, and in particular of more than 80% in new tenders in Belgium and of 42% in France, as well as of 25% in the United States New long-term loans: EUR 30.5 billion (+ 16,1%) (1) (2) Outstanding balance sheet commitments: EUR 154.4 billion (+ 1,9%) (1) Credit enhancement: EUR 790 million (+ 55,4%) in gross present value premiums collected by Financial Security Assurance and EUR 341.7 billion (+ 33,6%) in net capital insured at the end of the period (1) Long-term, including off-balance sheet items, companies 100% accounted for by the equity method and Artesia BC. (2) Excluding Artesia BC. Dexia Annual Report 2001 ) Strategy The Dexia Group’s ambition to become a world leader has two focuses: … a geographic dimension which aims to expand and/or reinforce the Dexia Group’s presence throughout the world. Dexia has broadened its base in the main countries of the European Union with a market share of 15% to 20%; … a product focus which involves developing the range of products and services the Group offers its local public-sector clients. In addition to financing, the Dexia Group proposes insurance, asset management, advisory and financial engineering services. Local public-sector employees, who total 15 million at the European level, also represent a market that has significant growth potential. In this business line, in which it is a global leader, Dexia benefits from major growth opportunities created by increased outsourcing to the private sector of the delivery and management of public facilities, by the development of the range of products and services, and by the introduction of synergies among the Group’s different entities and businesses. Financial engineering and debt rescheduling are vectors for sharing know-how at the level of the Group. Another growth target is the development of insurance for local governments, their debt and their employees. Finally, in Europe, the rapidly growing securitization market provides prospects for expansion for both FSA and Dexia, as well as for the combined products they will now be able to offer their clients. These factors have driven growth in this business line and in its financial results at a higher rate than the market, and will continue to generate a high level of recurring profitability in a market characterized by low risk with a limited cost of capital. ) Highlights January 2001 …Dexia sold its 40% equity interest in Banco de Crédito Local subsequent to the merger of BBV and Argentaria. …Dexia increased its equity interest in the capital of the Austrian bank Kommunalkredit Austria, specialized in local government financing, from 26.7% to 49%. …Dexia took control of Otzar Hashilton Hamekomi (OSM), an Israeli public finance bank. Dexia now owns 45.3% of the capital and 60.7% of the voting rights of OSM. March 2001 Dexia announced the acquisition of Artesia Banking Corporation in Belgium. The Artesia Group, which is active in retail banking, insurance and asset management, is also a financial partner of the Belgian local public sector and, in particular, helps to finance hospitals, non-profit organizations and schools. July 2001 Banco Sabadell, Spain’s fourth largest private banking group, acquired a 40% interest in Dexia Banco Local. Now called Dexia Sabadell Banco Local, this joint subsidiary spearheads the development of products and services for local governments in Spain, in particular to help finance their investments. October 2001 In the United States, Dexia acquired 75% of the capital of Global Structured Finance (GSF), specialized in project finance advisory and financing services. The acquisition was finalized in January 2002. December 2001 Dexia increased its equity interest in Dexia Crediop from 60% to 70% by acquiring, via Dexia BIL, the 10% previously owned by Banca Popolare di Bergamo. 38/39 New long-term loans in 2001 Outstanding long-term commitments as of Dec. 31, 2001 (EUR million) Belgium(1) France International Germany North America Spain Israel Italy United Kingdom Slovakia Sweden Other Austria(2) Total including subsidiaries accounted for by the equity method (EUR million) 2,132 6,935 20,087 5,826 7,691 735 92 3,110 425 54 758 1,396 1,365 - 16.6% + 7.7% + 30.3% + 22.0% + 45.0% + 45.8% - 56.1% - 27.0% - 4.4% + 2.0% + 25.7% 22,823 52,767 70,876 26,887 17,373 2,315 434 14,693 2,702 254 2,637 3,581 4,031 - 4.3% + 1.2% + 17.6% + 2.1% + 46.1% + 0.6% + 4.1% + 12.9% + 24.3% + 43.5% + 46.8% 30,519 + 16.1% 150,497 - 0.7% (1) Does not include Artesia BC data; in 2001 outstanding loans totaled EUR 3.95 billion. (2) via Kommunalkredit Austria, in which Dexia has a 49% interest since 2001 and which is accounted for by the equity method. ) The environment of local finance in Europe > Moderate growth in local public expenditures between 1995 and 2000 In 2000, local public expenditures totaled EUR 932 billion, a figure which represented EUR 2,500 per capita and 11% of the European gross domestic product (GDP). Between 1995 and 2000, local public expenditures increased by 1.5% in volume on a yearly average, less than general economic growth (+ 2.5%) but more than the rise in total public-sector expenditures (- 0.4% in volume). This trend was due to the impact of lower interest rates on financial expense and to the implementation of stability pacts in several countries to involve local governments in efforts to control public spending. Slight rise in local public-sector investment Local public-sector investment totaled EUR 122 billion in 2000, i.e. EUR 320 per capita. Local investment represented 1.4% of GDP and 63% of all public-sector investment. Between 1995 and 2000, the average annual increase was very moderate (+ 0.4% in volume), less than total local expenditures, but nevertheless more than overall public-sector investment (- 0.2% in volume). Local budget surpluses reinforced Overall, the European Union moved from a budget deficit of - 0.13% of GDP in 1995 to a budget surplus of + 0.15% in 2000. In 2000, only four countries still reported a local budget deficit, but the break-even point was almost attained by two of them. Local public debt contained In 2000, local public debt totaled EUR 478 billion, or EUR 1,250 per capita, down in volume between 1995 and 2000 (- 0.6% on a yearly average), and its weight in GDP contracted, falling from 6.6% in 1995 to 5.6% in 2000. > 2001: local finances only slightly affected by the economic slowdown Since the economic downturn occurred at the end of the year, it had only a minimal impact on local finances in 2001. Local governments might be affected to a greater extent in 2002, in particular owing to a decline in tax revenues, a rise in certain welfare benefits and budget readjustments at the central government level. Stable investment, but needs as great as ever In 2001, local investment remained generally stable, especially in Nordic countries, and even increased in some nations, such as France (+ 4%). Nevertheless, investment needs remained significant, in large measure because they must ensure the compliance of public facilities with European standards, especially with regard to regional planning and sustainable development. For example, the mandatory installation of waste water collection systems by 2005 has not yet been completed. The investment required has been estimated at EUR 150 billion for the period 1993-2005. Further transfers of responsibility and resources to local governments In France, since January 2002, regional governments are responsible for the management of regional passenger rail traffic, and responsibility for sea ports and airports will also be transferred. Spain continued to harmonize the responsibilities of the country’s autonomous communities, all of which are now in charge of healthcare. The autonomous communities also benefit from the transfer of new tax revenues. In Italy, “administrative and fiscal federalism” is gradually being established. The constitutional law of October 2001 confirmed the principle Dexia Annual Report 2001 In Belgium 2,556 99 20 00 20 01 19 99 20 00 20 52,767 7,113 23,839 23,761 22,823 2,132 2,530 19 In France 6,935 6,441 01 19 99 20 00 20 01 52,166 51,919 19 99 20 00 20 01 New loans Outstanding commitments New loans Outstanding commitments (EUR million)(1) (EUR million)(2) (EUR million)(1) (EUR million)(1) (1) Long-term balance sheet, excluding Artesia BC. (2) Does not include Artesia BC’s outstanding loans, which totaled EUR 3.95 billion. (1) Long-term balance sheet. of subsidiarity and guaranteed the financial autonomy of local governments. In the United Kingdom, studies are currently under way to reform local government financing and create regional governments in England. Concrete steps may be taken beginning in 2003. ) Business review The volume of long-term loans granted by Dexia in 2001 totaled EUR 30.5 billion (1), up 16.1% from the end of 2000. Total outstanding long-term commitments amounted to EUR 154.4 billion (2), representing an increase of 1.9%. This result confirmed the Group’s commercial expertise in a mature market characterized by slow growth, especially in Belgium and France. At EUR 25.6 million, there was a significant rise in income from commissions on advisory and underwriting activities, revenues which are not included in new loans and outstanding commitments. Belgium > In Dexia is a leader in the local public-sector market and to a lesser degree helps finance the projects of large companies. The Group’s strategy is to increase profitability while limiting exposure to the risk involved in corporate financing. Outstanding long-term loans totaled EUR 26.8 billion as of December 31, 2001 (EUR 22.8 billion excluding Artesia BC), representing an increase of 12.3% over the previous year. This rise was due to two contrasting trends: … on the one hand, a voluntary decrease in the large corporate client segment in which Dexia continues to reduce its risk exposure. Outstanding commitments in this sector declined from EUR 3.4 billion to EUR 2.1 billion between the end of 2000 and the end of 2001 (excluding Artesia BC which reported outstanding loans of EUR 3.0 billion as of December 31, 2001); … and on the other hand, outstanding loans to the public sector increased by 5.8% to EUR 21.7 billion (EUR 20.7 billion excluding Artesia BC) at the end of 2001. At EUR 2.1 billion, the volume of new long-term loans (excluding Artesia BC) decreased by 16.6% compared with 2000, impacted by a voluntary reduction in loans to large corporate clients (EUR 280 million paid out in 2001 versus EUR 695 million in 2000). In the local public sector, in addition to raising margins slightly, Dexia Bank was able to maintain its market share at approximately 82% of new tenders. This was mainly due to the introduction of an active debt management policy which made it possible to restructure EUR 839.5 million in public-sector debt. In asset management activities in Belgium, Dexia managed assets of EUR 13.1 billion, up 39.5% from December 31, 2000. On a constant basis (excluding Artesia BC), the amount was EUR 8.4 billion, representing a slight decrease. Finally, strong growth was reported in disintermediated financing arrangements for local governments. For Belgium’s regions and communities, Dexia Bank organized a volume of issues totaling EUR 12 billion in 2001, up almost 18% from the year 2000. > In France Despite a lackluster environment, marked by municipal elections in March 2001, business in France was satisfactory. In 2001, new loans totaled EUR 6.9 billion, up 7.7% from the previous year. All sectors contributed to this increase. Loans to local governments increased by 7.8% to EUR 5.1 billion, while loans to other local public-sector entities stood at EUR 1.4 billion, up 6.4%. New long-term structured financing loans totaled EUR 518 million, representing an increase of 10.0% over 2000. Dexia Crédit Local thus helped finance major projects in 2001 in the sectors of environmental protection, urban heating and transport. (1) Balance sheet and off-balance sheet, excluding Artesia BC. (2) Balance sheet and off-balance sheet, excluding FSA’s credit enhancement activities and including Artesia BC. 40/41 In Germany In North America 26,887 8,364 5,826 4,776 19 99 Dexia Crédit Local New York Agency 20 00 7,691 26,331 26,134 11,889 5,304 3,990 20 01 19 99 20 00 20 01 19 99 17,373 6,517 20 00 20 01 19 99 20 00 20 01 New loans Outstanding commitments New loans Outstanding commitments (EUR million)(1) (EUR million)(1) (EUR million)(1) (EUR million)(1) (1) Long-term balance sheet and off-balance sheet. (1) Long-term balance sheet and off-balance sheet. At EUR 52.8 billion, outstanding long-term commitments were up slightly (+ 1.2%) from the end of 2000, in spite of the decrease in the total indebtedness of local governments. The year 2001 was also marked by a sustained level of debt rescheduling (approximately EUR 5 billion) and by dynamic diversification which demonstrates the potential for synergies among the Group’s different business lines. In the disintermediated financing market, through Dexia Capital Markets, the Dexia Group was chosen as lead manager for the joint issue by the City of Marseilles and the City of Genoa. This EUR 80 million issue will take the form of private bond placements launched simultaneously by the two cities, at a fixed rate for Marseilles and a floating rate for Genoa. The insurance premiums collected by Dexia Sofaxis, a broker specialized in the insurance of employer risks for local governments, increased by 52.8% to EUR 230 million. Assets managed, in particular, for other local public-sector organizations (social housing companies, joint public-private companies, healthcare and welfare organizations, non-profit organizations, etc.) increased by 20% over December 31, 2000. At the end of 2001, they totaled EUR 2.1 billion. > Strong growth in international business New long-term loans outside of Belgium and France increased by 30.3% to EUR 20.1 billion at the end of 20011. Outstanding commitments totaled EUR 70.9 billion as of December 31, 2001(1), up 17.6%. These good results were due to specific trends in the different national markets in which the Group operates, to the excellence of the Group’s teams, and to commercial synergies which are propagating rapidly among the different international subsidiaries and branches. For example, financial engineering techniques applied to new loans and debt management activities, which had first been developed in the French and Belgian markets, were successfully exported to Italy and Spain. In a similar fashion, cooperation between (1) Excluding companies accounted for by the equity method. FSA in the United States and different Group entities made it possible to conduct many transactions in common in the market for American municipal bond issues and US leases. Germany > In Dexia Hypothekenbank Berlin reported excellent results in 2001. New long-term loans totaled EUR 5.8 billion, up 22% from 2000, and at EUR 26.9 billion, outstanding commitments rose 2.1% in comparison with the previous year. In addition, in line with its efforts to diversify its portfolio, Dexia Hypothekenbank Berlin conducted several transactions outside of Germany, in close cooperation with Dexia Capital Markets. The Group’s German subsidiary helped arrange issues for the Niederösterreich Land in Austria, the City of Montreal in Canada and the City of Madrid in Spain. North America > In Dexia operates in North America through Dexia Crédit Local New York Agency, Financial Security Assurance (FSA), Astris Finance (an investment advisory firm that works with local authorities) and, since February 2002, Dexia Global Structured Finance, which is specialized in advising and arranging structured financing projects. In 2001, subsequent tot the acquisition of FSA in 2000, North America became the largest market for the Dexia Group in terms of new long-term loans. Dexia Crédit Local New York Agency Dexia Crédit Local New York Agency is active in guarantees for American municipal bonds, structured financing and direct public-sector financing. New loans totaled EUR 7.7 billion in 2001, up 45.0% from 2000. Total outstanding commitments thus rose 46.1% to EUR 17.4 billion as of December 31, 2001. In project finance, Dexia helped arrange many transactions in the energy sector for a total of EUR 261 million. Dexia Annual Report 2001 In North America In Austria Financial Security Assurance Dexia via Kommunalkredit Austria à 100% 790 508 1,086 255,788 2,745 1,419 363 20 00 20 01 20 00 20 01 19 Gross present value Net capital insured at premiums the end of the period (EUR million) (EUR million) Financial Security Assurance A Dexia subsidiary since the middle of 2000, Financial Security Assurance (FSA) is active in the credit enhancement of municipal bonds and asset-backed securities. The credit enhancement of municipal bonds involves guaranteeing bond issues by borrowers that are primarily municipalities. By enabling them to take advantage of its excellent AAA rating, FSA allows them, in exchange for a fee, to issue bonds under favorable conditions. The credit enhancement of asset-backed securities (ABS) concerns guarantees for banks and companies which place their debt issues directly on the market. FSA reported a record level of new business in 2001, especially in the credit enhancement of asset-backed securities. In 2001, FSA collected EUR 790 million in gross present value premiums, up 55% from 2000. … The American municipal bond market Because of the low interest rates and the economic slowdown, this market was very profitable in 2001. In this favorable environment, FSA increased its market share significantly to 27% of insured new issues. FSA insured municipal bonds in the amount of EUR 41.4 billion, generating EUR 252 million in gross present value premiums. … The American asset-backed securities market FSA insured ABS totaling EUR 64.3 billion, thereby generating EUR 402 million in gross present value premiums, representing an increase of 77.9% in comparison with the end of 2000. The structured financing sector was particularly dynamic, in large measure owing to favorable credit spreads on arbitrage transactions. FSA also confirmed its leadership as a guarantor of automobile loan securitizations. In the mortgage loan market, FSA insured a great number of triple A-rated tranches. For example, FSA insured the securitization of a part of the Bank of America’s home equity loan portfolio for EUR 11.8 billion. 4,031 1,365 341,664 99 20 00 20 01 19 99 20 00 20 01 New loans Outstanding commitments (EUR million)(1) (EUR million)(1) (1) Long-term balance sheet and off-balance sheet. … International activities In 2001, the gross par insured internationally totaled EUR 23.9 billion versus EUR 15.0 billion in 2000. In infrastructure financing in Europe, a market with strong growth potential, FSA was awarded mandates and took part in major transactions which are expected to have a significant impact in 2002. In Asia, FSA was among others selected to organize consumer loan securitizations, as was the case for the first three ABS issues in South Korea. In Australia, FSA guaranteed refinancing in the amount of AUD 250 million for Envestra Victoria Pty Limited, which operates one of the three gas distribution networks privatized by the State of Victoria. … Synergies In 2001, 56 transactions were conducted jointly by FSA and other entities in the Dexia Group, mainly with Dexia Crédit Local New York Agency, in both the municipal bond and ABS market. Since 2000, FSA has insured EUR 32.2 billion through joint operations – almost 10% of the total amount insured by FSA – and generated EUR 158 million in premiums. Austria > In Through its equity interest in Kommunalkredit Austria, which was increased to 49.0% at the beginning of 2001, Dexia benefits in Austria from the expertise of a specialist in local government financing with experience in eastern European countries. In 2001, new loans granted in Austria rose more than 25% to EUR 1.4 billion. Outstanding commitments also increased by more than 46% to EUR 4 billion. 16/17 42/43 In Italy In the United Kingdom 14,693 14,609 3,110 2,133 968 13,906 1,728 19 99 2,702 773 425 20 00 20 01 19 99 20 00 20 01 19 99 20 00 20 01 2,460 19 99 2,595 20 00 20 01 New loans Outstanding commitments New loans Outstanding commitments (EUR million)(1) (EUR million)(1) (EUR million)(1) (EUR million)(1) (1) Long-term balance sheet and off-balance sheet. (1) Long-term balance sheet and off-balance sheet > In Spain The Dexia Group is active in the Spanish market through Dexia Sabadell Banco Local, a joint-venture with Banco Sabadell, in which Dexia has a 60% interest and Banco Sabadell a 40% stake. Initial business at Dexia Sabadell Banco Local was excellent. Outstanding commitments totaled EUR 2.3 billion at the end of December 2001 after nine months of activity (EUR 1.4 billion at the start of operations). For example, Dexia Sabadell Banco Local contributed EUR 10 million to help finance the acquisition of the company which operates a toll highway between Bilbao and Saragossa. Many intra-group synergies have already been implemented, in particular with Dexia Finance (financial engineering and structured products) and Dexia Capital Markets (co-lead manager of the first bond issue in euro by the City of Madrid). > In Israel At the beginning of 2001, Dexia took over Otzar Hashilton Hamekomi (OSM), the Israeli bank specialized in local government financing. OSM reported very satisfactory results in 2001. New loans totaled EUR 92 million and outstanding commitments EUR 434 million as of December 31, 2001. > In Italy In a particularly difficult market environment due to strong competition from a non-competitive public-sector rival, Dexia Crediop had a very good year in terms of pay-outs and outstanding commitments. At EUR 3.1 billion, new loans were up 45.8% from the previous year. Outstanding commitments totaled EUR 14.7 billion, representing a rise of 0.6% in comparison with the end of 2000. In particular, Dexia Crediop was chosen to finance the Campagna region (EUR 142 million), the Marches region (EUR 232 million) and the City of Genoa (EUR 58 million). Dexia Crediop also reported a very good year with regard to financial engineering operations for debt restructuring. The volume of rescheduled debt totaled EUR 1.4 billion versus a little more than EUR 0.6 billion in 2000. Finally, structured financing totaled EUR 369 million, compared with EUR 234 million in 2000. Know-how a Dexia Annual Report 2001 In Slovakia In Sweden 793 254 225 74 556 54 20 00 20 01 20 00 20 01 19 99 New loans Outstanding commitments (EUR million)(1) 2,637 758 (EUR million)(1) (1) Long-term balance sheet and off-balance sheet. > In the United Kingdom Since 1994, the British market for local government financing has been almost exclusively in the hands of a public body, the Public Works Loan Board. For this reason, Dexia has concentrated on financing projects in the sectors of social housing, healthcare and education. The Dexia Group also participates in Private Finance Initiative projects, which provide private financing for public-service facilities, an area that has generated significant results. New loans by the London subsidiary totaled EUR 425 million in 2001, down 60% from the previous year owing to the sluggish environment in the social housing market and the lack of opportunities that corresponded to Dexia’s profitability objectives. Outstanding commitments nonetheless rose 4.1% to EUR 2.7 billion as of December 31, 2001. In particular, Dexia London was chosen as lead arranger in the education sector to help finance the reconstruction of twelve schools in Essex for a total of GBP 15 million. 2,121 1,453 20 00 20 01 19 99 20 00 20 01 New loans Outstanding commitments (EUR million)(1) (EUR million)(1) (1) Long-term balance sheet and off-balance sheet. > In Slovakia Dexia operates in Slovakia with Prvá Komunálna Banka (PKB), a subsidiary of Dexia and Kommunalkredit Austria through their joint venture Dexia Kommunalkredit Holding. PKB is active in local government financing, structured financing and also retail banking for individual and professional customers. In 2001, new long-term loans to public-sector clients totaled EUR 54 million, down 26.7% from 2000, mainly owing to a slowdown in the public-sector market in anticipation of the elections scheduled for 2002 and to current decentralization reforms. In this environment, outstanding commitments nevertheless increased by 12.9% to EUR 254 million. In structured financing, PKB was awarded significant mandates in the energy sector to finance operations in the amount of EUR 12 million. Sweden > In New loans by Dexia Public Finance Norden for the year 2001 totaled EUR 758 million. Outstanding commitments rose more than 24% to EUR 2.6 billion at the end of 2001. Dexia Public Finance Norden now has a 7.5% share of the Swedish public-sector facility financing market. Dexia’s Swedish subsidiary acquired new clients, especially in Finland. 44/45 16/17 nd Expertise Statement of income - Public / Project Finance EUR million 2000 2001 Change Net banking income - net interest and related income - net commissions and other income - insurance Operating expense Gross operating income Write-downs and allowances for loan losses and off-balance sheet items Earnings from equity-accounted companies Corporate income tax Net income before minority interests Minority interests Net income 1,144 904 119 121 (419) 725 1,769 1,193 229 347 (693) 1,077 + 54.7% + 32.1% + 91.8% + 186.5% + 65.1% + 48.6% (65) 16 (235) 441 53 388 (116) 20 (262) 719 54 665 + 78.6% + 22.7% + 11.3% + 63.1% + 0.9% + 71.6% Cost/income ratio% 36.7 39.1 > Other geographic areas This section includes operations conducted by teams at the headquarters of Dexia Crédit Local in countries in which Dexia has no base, as well as those arranged with the support of its representative offices. In 2001, new loans negotiated by the teams at headquarters and the representative offices increased by 2% to EUR 1,396 million. Up 43.5% from the end of 2000 outstanding commitments totaled EUR 3.6 billion. For example, in 2001 Dexia helped finance local governments and arranged structured financing in Asia, western and eastern Europe (Switzerland, Portugal, the Netherlands, Poland, the Czech Republic, Hungary, Slovakia, etc.) particularly in the sectors of transport, energy and telecommunications. 1) The additions to the scope of consolidation between the two periods compared are: Artesia BC (12 months 2001), Dexia Sabadell Banco Local (12 months 2001), OSM in Israel (12 months 2001), and FSA (only for the first half of 2001). (2)The main exceptional items concern the unwinding in 2001 of the distribution agreement between Dexia Crediop and a joint venture partner (-EUR 10 million), and a EUR 56 million capital gain on sale of holdings in Spain. ) Financial analysis Net income rose by a strong 71.6% to reach EUR 665 million for the year 2001. This evolution came both from the changes in the scope of consolidation(1) (for a total of EUR 197 million), from exceptional items(2) (EUR 42 million) and from the organic growth of the business at constant scope (EUR 39 million). The revenues increased strongly in 2001 (+54.7%) to reach EUR 1,769 million. This growth is linked to: … the impact of the changes in scope of consolidation (EUR 563 million of additional revenues) and exceptional items (a negative EUR 10 million contribution in 2001); … the underlying improvement of the business (EUR 72 million or +6.3%). This came mainly from the very good performances of FSA and the structured and project finance activities. At FSA, revenues in the second half of the year 2001 increased by 20% over the same period of 2000 to reach EUR 195 million. In structured and project finance, the activity recorded a strong increase of 17.2% in underlying revenues. This segment of activity now represents EUR 150 million of revenues. The costs have been contained to an underlying increase of 5.2% to reach EUR 441 million (+ 65.1% or EUR 693 million globally). This evolution, lower than that of the revenues led to an improvement of the underlying cost/income ratio from 36.7% in 2000 to 36.2% in 2001. Globally, the business’ cost/income ratio went up, from 36.7% to 39.1%, due to the acquisition of Artesia Banking Corporation whose cost/income ratio in this area of activity is higher than that of the other entities in the business line. The gross operating income of the business experienced a strong total growth of 48.6%. On an underlying basis (excluding EUR 311 million of changes in scope of consolidation impact, Know-how a Dexia Annual Report 2001 and - EUR 10 million of non-recurring items), the business’ gross operating income grew by a very satisfying 7.0% to reach EUR 775 million. Write-downs for loan losses and allowances went up from EUR 65 million in 2000 to EUR 116 million in 2001. This stemmed partly from the contribution of the newly-consolidated companies (EUR 53 million). For the rest, other than the exceptional items listed in note 2 below, the increase is almost fully explained by the impact of one single default, linked to a fraud uncovered in the books of a Chicago hospital. This occurred in the first half and caused an unprecedented provision of EUR 51 million as well as high legal costs. Going in the other direction, exceptional capital gains were made in Spain on the unwinding of the former joint venture with BBVA in Banco de Crédito Local, and the inception of the new subsidiary Dexia Sabadell Banco Local (+ EUR 56 million). The return on economic equity allocated to the business line improved significantly over the year to reach 21.4%. These results are particularly satisfying in a year of great turmoil in the economic environment. They reflect the capacity of this business, where Dexia is the global leader, to produce strong and resilient profits. Even in a more difficult environment, the business line succeeded in maintaining the cost of risk at a very low level (around 0.11% of total long-term outstandings) despite the impact of the Argentina crisis and the specific case in the US healthcare sector. 46/47 16/17 nd Expertise Innovat Innovation is at the heart of the group’s commercial strategy. Through the development of new products and the expansion of its range of customized services, Dexia develops its know-how in order to maintain its technological leadership in ion 48/49 very competitive markets, which are constantly changing. At the European level, Dexia has made considerable commitments as far as sustainable development is concerned in order to reconcile economic growth and environmental protection. Retail Financial Services Availability and Service The acquisition in 2001 of Artesia Banking Corporation, which is composed of Artesia Bank, BACOB Bank and DVV Insurance, enabled Dexia to become the second largest bancassurer in Belgium. Also offering retail banking services in Luxembourg, the Netherlands and Slovakia, Dexia advises its individual customers, small businesses and the self-employed on financing, investment, savings and insurance products and services. > > > > > No. 2 in bancassurance in Belgium with a market share of 24% No. 3 in bancassurance in Luxembourg with a market share of 13% Deposits and investment products: EUR 79.7 billion (+34,7%) Outstanding customer loans: EUR 20.7 billion (+45,5%) Bancassurance: EUR 1,927 million (+95,3%) (1) (1) Premiums received. Dexia Annual Report 2001 ) Strategy The merger of the networks of Dexia Bank and BACOB Bank under the Dexia masthead as of January 1, 2003, will make it possible not only to broaden the Group’s customer base, but also to adapt the distribution strategy to the new, expanded network. Customers of the newly merged network will then benefit from a single, broader range of products and services. Negotiations with trade unions should result in the creation of a joint network composed of 1,066 branches – 900 Dexia Bank branches and 166 BACOB Bank branches. With its network of 44 branches, Dexia BIL is a leading player in Retail Financial Services in Luxembourg. In order to meet ever greater demand for Internet and Mobile Banking (WAP), call centers, etc., Dexia continues to diversify its distribution networks. Bancassurance activities also represent a development focus in terms of risk coverage and investment solutions, particularly in Belgium. Dexia Insurance, which coordinates the Group’s insurance activities in different countries, and DVV Insurance, Artesia BC’s insurance company, design and market a wide range of life and non-life insurance products, mainly in Belgium. ) Highlights February 2001 Dexia Bank Belgium launched DexiaInvestors.net, a gateway site that targets the segment of investors who track financial information on the Internet. Mars 2001 … Dexia announced the acquisition of Artesia Banking Corporation in Belgium. … Dexia created Dexia Epargne Pension in France, a life-insurance and retirement savings company. This new entity aims to develop its activities in asset management in cooperation with the Dexia Banque Privée network and in the institutional sector through the network of Dexia Crédit Local. June 2001 In keeping with the agreement signed with SMAP, Dexia Insurance and Dexia Life & Pensions took respective control of 100% of the capital of Mega Life and Mega Life Lux. July 2001 Dexia finalized the acquisition of Artesia Banking Corporation to become the second largest bancassurer in Belgium. April 2002 Merger of Dexia Bank Belgium and Artesia Banking Corporation. Artesia Banking Corporation In 2001, Dexia acquired the Artesia Banking Corporation Group, which is composed of three major companies active in the Belgian financial services market. Artesia Bank is specialized in financial management and engineering, BACOB Bank in retail banking services and DVV Insurance in insurance. Artesia BC is also the reference shareholder of Cordius Asset Management, Banque Vernes Artesia (a French private bank), both specialized in wealth management, Artesia Securities (a broker specialized in small and medium-sized capitalizations and index products) and subsidiaries specialized in leasing, rental and factoring. Artesia BC has subsidiaries or representative offices in Austria, Denmark, Ireland and the United States. 50/51 Customer deposits and investments products 1999 2000(3) 2001(3) Outstanding loans (EUR billion) Change Deposits Savings bonds Dexia euro-bonds(1) Mutual funds(2) Cooperative shares Life insurance (technical reserves) 19.9 19.3 4.6 11.7 1.8 19.9 18.1 5.6 13.1 2.4 29.2 18.8 7.0 17.8 1.2 5.7 + 47.0% + 3.5% + 24.6% + 35.5% + 136.6% Total 57.2 59.2 79.7 + 34.7% 1999 Loans to individual customers mortgage loans consumer loans Loans to small businesses and the self-employed Total 8.9 7.0 1.9 (EUR billion) 2000(1) 9.5 7.6 1.9 2001(1)(2) Change 14.5 12.3 2.2 + 51.4% + 60.7% + 14.1% 3.9 4.7 6.3 + 33.7% 12.8 14.2 20.7 + 45.5% (1) Excluding Slovakia (2) Including Artesia BC (1) Euro-bonds issued by the Dexia Group and marketed by the Belgian network of Dexia (2) Mutual funds marketed by Dexia Bank Group network of agents (3) Excluding Slovakia, including Artesia BC ) Business review The year 2001 was marked by contrasting trends in product performance reflecting the market environment and changes in legislation and tax policies. They were also due to Dexia’s continued efforts to increase the contribution of disintermediated products (euro-bonds, mutual funds and life insurance products). In this environment, excluding the impact of the acquisition of Artesia BC, the Group maintained its market share for its different products, except for savings bonds, for which the relative decline in market share was deliberate. The satisfactory trend in Dexia’s business results in Belgium was concomitant with the first steps in the merger of Dexia Bank and Artesia BC, in line with the plan presented when the transaction was finalized. The work accomplished by the teams of both banks in the different work groups has led the Group to upgrade the objectives for synergies linked to the merger. The first concrete result of the merger for customers of both banks was the installation of ATMs at the end of 2001 for cash withdrawals and account information. Work is also under way to harmonize procedures, fees and characteristics of products and services. > Customer deposits and investment products Customer deposits and investment products (excluding Artesia BC) totaled EUR 59.6 billion as of December 31, 2001, representing a slight increase compared with the end of 2000. Including Artesia BC, customer deposits and investment products totaled EUR 79.7 billion at the end of 2001, up 1.6% on a proforma basis. This slight rise was due to contrasting trends in product performance. The percentage of disintermediated investments continued to grow, in line with the Group’s voluntary policy in this regard and in spite of a relatively unfavorable market environment for mutual funds in 2001. At EUR 31.7 billion, disintermediated products represented almost 40% of customer deposits and investment products at the end of 2001 versus a little more than 37% a year earlier (on a pro forma basis). In particular, at EUR 17.8 billion at the end of 2001, investments in mutual funds (fonds communs de placement and sicav) rose 3.8%, in spite of a lackluster environment. Reflecting the combined impact of a change in fiscal policies in Europe and the high volatility of equity markets, Dexia eurobonds marketed by the Dexia Bank and Artesia BC networks totaled EUR 7.0 billion, up 13.9%. Investments in savings bonds were down 11.3% from the end of 2000 to EUR 18.8 billion. The decrease was mainly the result of the Group’s marketing strategy that aims to propose alternative investment products. Conversely, deposits on the balance sheet increased by 4.5% to EUR 29.2 billion as of December 31, 2001, mainly owing to the decline in long-term interest rates which occurred in the second half and to the uncertain stock market environment which favored temporary investments. > Retail lending activities Including Artesia BC (on a pro forma basis), outstanding loans increased by 6.2% to EUR 20.7 billion as of December 31, 2001. Outstanding loans to retail banking customers totaled EUR 14.5 billion, representing an increase of 3.4% (on a proforma basis). In particular, outstanding mortgage loans, which amounted to EUR 12.3 billion at the end of 2001, rose 5.9%. At EUR 2.2 billion, consumer loans and overdrafts were down 8.8% from the end of 2000. This decline in short-term loans was particularly due to the downturn in equity markets and the decrease in advances against securities. Loans to the self-employed and small businesses increased by 13.4% (on a proforma basis) to EUR 6.3 billion as of December 31, 2001. Loans to individual customers account for some 70% of outstanding loans versus 65% excluding Artesia BC. Availability Dexia Annual Report 2001 Bancassurance activities 1999 (EUR million) 2000 2001(1) Change Life insurance premiums 710 883 1,656 + 87.5% Non-life insurance premiums 101 104 271 + 161.3% 811 987 1,927 Total + 95.3% (1) Including Artesia BC > Bancassurance Dexia reported significant growth in new contracts and total premiums from life and non-life insurance products in 2001. The volume of premiums received totaled EUR 1,927 million, representing an increase of 95.3% over 2000, and of 18.5% on a constant basis. The rapid growth in the insurance business mainly reflected the success of the line of life insurance products marketed in Belgium, where revenues from newly subscribed “branch 23” unit-linked products grew more than 51% to EUR 1,224 million (+ 38.1% on a constant basis). This type of product now represents 63.6% of all premiums collected and 73.9% of newly subscribed life insurance premiums. Dexia also reported a significant increase in revenues from non-life insurance activities, mainly due to the merger of Artesia BC and its insurance subsidiary DVV Insurance. At EUR 271 million, new contracts rose 161.3% compared with the end of 2000. On a constant basis, non-life insurance activities were down 9.4% (EUR 94 million), reflecting a voluntary policy to improve margins and restructure the portfolio in this regard. In its insurance activities, Dexia operates as a broker for EUR 147.7 million, with the remaining business corresponding to products developed by Dexia Insurance or DVV Insurance. The success encountered in marketing insurance products and the merger of Artesia BC led to a significant increase in technical reserves. At EUR 5.7 billion as of December 31, 2001, they were up 17.3%. Their relative weight in total customer deposits and investments was 7.2% versus 6.2% in 2000 (on a pro forma basis). Merger of Artesia Banking Corporation and Dexia Bank makes progress Since the project was announced in March 2001, the merger of Artesia BC and Dexia Bank has moved forward rapidly. The trading rooms have already been merged, the IT platform chosen and asset management activities regrouped under the masthead Dexia Asset Management. The legal merger of the companies took place on April 1, 2002. As far as the integration of the Dexia Bank and BACOB Bank networks is concerned, negotiations with the trade unions resulted in a decision to maintain a double status – independent branch managers for Dexia Bank and salaried positions at BACOB Bank. Organizing the new network, which will count 1,066 branches by 2005, involves applying criteria of productivity, outstanding commitments, geographic coverage and real estate considerations. On January 1, 2003, the BACOB Bank name will be replaced by that of Dexia Bank. Synergies are expected to total between EUR 220 million and EUR 255 million as of 2005. 52/53 and service ) Financial analysis Net income has increased by 38.9% to reach EUR 216 million. The results of this business line have been greatly impacted by the acquisition of Artesia Banking Corporation (EUR 63 million of additional net income), the only material change in scope of consolidation. The organic growth of the net income was EUR 5 million, 3.5% more than in 2000. This underlying growth is satisfying given the global economic environment and particularly the downturn in the capital markets in the second part of the year, which put a halt to the customers’ appetite for securityrelated services, and provoked a shift to more defensive savings products. It is also a reflection of the intensive integration activity which has put a heavy charge on the business line’s costs. Revenues were up 58.1% to EUR 1,762 million, the acquisition of Artesia BC bringing EUR 634 million. Underlying revenues, at EUR 1,130 million, grew by EUR 35 million, or 3.2%. This satisfying evolution has been achieved despite a decline of 2.8% in the commissions and other income linked with the bear stock markets. On the contrary insurance results grew strongly (+49.1% underlying revenues). Total costs in 2001 amounted to EUR 1,443 million (+67.4%). The integration of Artesia BC has brought an additional EUR 545 million. Underlying costs grew by 5.3% and reached EUR 896 million for the year. This evolution, although singledigited, is unfavorable if compared to that of the underlying revenues. There are two reasons for this: … 2001 was a year of intensive integration workload and all the costs related to these tasks and projects have not always been treated as exceptional items; … the expense budgets for 2002 did not anticipate the dramatic downturn of the economy and the markets in the second half, and the corresponding reduction of the revenues. Obviously budget revisions took place during the 3rd and 4th quarters, which has led to cost savings compared to what was budgeted in the first place. But this was not enough to compensate the less favorable evolution of the revenues. The underlying gross operating income thus decreased by - 4.1% to EUR 234 million, whilst the total gross operating income increased by 26.3% to EUR 319 million. The cost/income ratio of the business line now stands at 81.9%. This high level must be understood in the light of three essential facts: … the business model which Dexia conducts in Belgium principally, is one of retail deposit and financial asset gathering. This means that the revenues include only marginally earnings from corporate business, and by the same token imply a very low level of the cost of risk. This leads to a seemingly high cost/income ratio compared to the other retail banks, whilst the profit margin may be commensurate; … the conditions prevailing in 2001 caused the revenues to grow at a slower pace than the costs; and … the cost/income ratio of the new consolidated entities (Artesia BC essentially) stands at 86%; this obviously distorts negatively the overall cost/income ratio of this business line. But the very purpose of the acquisition and of the integration of this new subsidiary is to release substantial cost and revenue synergies, aimed at improving the cost/revenue structure. The decrease in the underlying provisions and taxation have more than compensated the decrease of the gross operating income, and led to an increase in the net income before minority interests of the business line, both in total (+39.9%) and underlying (+1.7%). Availability Dexia Annual Report 2001 Statement of income - Retail Financial Services Net banking income - net interest and related income - net commissions and other income - insurance Operating expense Gross operating income Write-downs and allowances for loan losses and off-balance sheet items Earnings from equity-accounted companies Corporate income tax Net income before minority interests Minority interests Net income Cost/income ratio% EUR million 2000 2001 Change 1,114 756 316 1,762 1,131 391 + 58.1% + 49.7% + 23.9% 43 (862) 253 239 (1,443) 319 + 456.4% + 67.4% + 26.3% (30) 25 (88) 160 4 156 (34) 27 (89) 223 7 216 + 14.4% + 9.4% + 1.3% + 39.9% + 80.7% + 38.9% 77.3 81.9 Globally, the return on economic equity of the business line stood at 12.4%, a level which is expected to be considerably enhanced in the coming years through the release of cost and revenue synergies accruing from the merger in Belgium of Artesia BC and Dexia Bank. Yet it is today higher than the cost of capital of the business line, which means that it is creating value. 54/55 and service Expertise Expertise is a core value in Dexia’s business plan. The Group has developed specific know-how to ensure excellence in its highly specialized activities. Dexia’s expertise has gained worldwide recognition, particularly in financing 56/57 for local public-sector organizations and investment fund administration. Dexia’s teams apply this expertise by developing synergies among the Group’s different line (business lines). Investment Management Services Professionalism and Discer Dexia has progressively affirmed its position as a major participant in the market for Investment Management Services in Europe. This status has been achieved through the strategic acquisition of specialized companies, a systematic search for synergies as well as organic growth in business. Dexia develops products and services adapted to the needs of its customers in private banking, asset management, investment fund administration and equity-related activities. > > > Assets under management: EUR 82.8 billion (+ 48.1%) Total private banking client assets: EUR 37.5 billion (+ 22.2%) Capital managed as a custodian bank: EUR 99.7 billion (+ 1.8%) (1) (1) Excluding Artesia BC. Dexia Annual Report 2001 nment ) Strategy In light of demographic trends in Europe and the expected development of pension funds, Investment Management Services show strong growth potential in the coming years. Dexia has anticipated this trend and, in the last few years, has made crucial acquisitions in this sector. Today, the Group ranks among the main European players in the field. Dexia has a strong position in Luxembourg in private banking. The Group aims to strengthen its presence in other European countries, especially Belgium, France and the Netherlands. In this business line, the strategy is based on multi-channel distribution, as is the case in Luxembourg and France, and on targeting high net worth clients. Coordinated by Dexia Asset Management, asset management activities have significant growth potential as the Group works to enhance fund performance. Dexia is determined to remain a leader in Europe in investment fund administration, a position it acquired through its predominance in the Luxembourg market, Europe’s largest financial center for this business line. Under the name Dexia Securities, the Group is developing equity-related activities involving advisory and brokerage services in European equities. ) Highlights January 2001 … Through Dexia BIL, Dexia acquired Bikuben Girobank International S.A. Luxembourg, which became Dexia Nordic Private Bank Luxembourg, a Luxembourg private bank targeting Scandinavian clients. … Banco Popular acquired a 25% equity interest in the Iberagentes group, which belongs to the holding company Fortior Holding, specialized in wealth management. Subsequent to the transaction, the shareholders of Fortior Holding are Banco Popular, Dexia BIL and the founding shareholders. This agreement will enable the three Groups to exploit synergies in private banking, financial advisory services and asset management. March 2001 Through Dexia BIL, Dexia acquired 100% of the Financière Opale Group in France. Financière Opale is composed of several companies, the largest being is ODB Equities. Now Dexia Securities France, this firm offers its institutional clients equity and derivative brokerage services, as well as equity research and analysis services. April 2001 Prigérance 2, a subsidiary of Dexia Banque Privée France, became Dexia Fund Services France. An investment fund administration company, it is specialized in the administrative, legal and accounting management of mutual funds. May 2001 Dexia announced its takeover bid, via Dexia BIL, of 100% of the shares of Kempen&Co listed on the Euronext Amsterdam exchange. Kempen&Co is a recognized player in asset management, private banking, brokerage and commercial banking in the Netherlands. July 2001 Dexia’s takeover bid for Kempen&Co met with success. Dexia now owns 99.98% of the capital of Kempen&Co. August 2001 Through Dexia BIL, Dexia acquired Ely Fund Managers in the United Kingdom. Ely Fund Managers manages assets for high net worth individuals, family trusts, charities and pension funds. 58/59 Breakdown of private banking activities By type of product 26% (as of December 31, 2001)(1) By type of management 19% Mutual funds Dexia 45% Discretionary management 50% Securities 29% No mandate Cash deposits 31% Advisory management (1) Excluding Kempen&Co. December 2001 Labouchere, acquired in 2000, and Kempen&Co, which became part of Dexia in 2001, merged to become Dexia Bank Nederland, which offers a wide range of investment products and services for individuals, corporate clients and institutional investors. January 2002 Dexia Asset Management and Cordius Asset Management, an Artesia BC subsidiary, merged to become Dexia Asset Management and to spearhead Dexia’s asset management activities at the European level. ) Business review Investment Management Services comprise different complementary businesses – private banking, asset management and investment fund administration, as well as equity-related activities since 2001. The significant downturn in the stock market in 2001 not only reduced the value of the assets and funds managed for clients, but also provoked a shift to investments with less exposure to equity risks, such as bonds and money market products which generate less income for the bank. This trend was only partly corrected by the market upswing that occurred in the last quarter of 2001. > Private banking Dexia is active in private banking in many European countries – particularly in Luxembourg, Belgium, Denmark, Spain, France, Italy, the Netherlands, the United Kingdom and Switzerland – and in Singapore. The Group makes available to its affluent individual and institutional clientele its expertise in wealth management, including discretionary management and (1) Before corrections for overlapping. investment advisory services, and financial engineering. Private banking activities concern assets managed for private banking clients, but also share leasing products distributed in the Netherlands by Dexia Bank Nederland. Private banking client assets, excluding share leasing, totaled EUR 37.5 billion at the end of 2001, up more than 22% from 2000, owing to the consolidation of Artesia BC in Belgium, Kempen&Co in the Netherlands and Dexia Nordic Private Bank Luxembourg. On a constant basis, private banking client assets would have totaled EUR 29.5 billion, down 3,8%, owing to the decrease in the value of the assets. In a breakdown, discretionary management mandates and advisory management respectively declined 15.3% and 5%. In an uncertain market environment, clients tended to opt for temporary investments, such as bonds, cash deposits and shortterm mutual funds. Share leasing products totaled EUR 4.1 billion, down EUR 2.1 billion. In an unfavorable environment, new loans in 2001 amounted to EUR 0.7 billion, excluding renewals. > Asset management Most of the Group’s asset management activities are coordinated by Dexia Asset Management. These activities comprise fund management – via investment funds – for mutual fund promoters and institutional investors, and discretionary management and advisory services for private banking clients. Dexia Asset Management, which employs some 400 people, has commercial and management offices in Luxembourg, Belgium, France, Singapore and Switzerland. The Group is also active in this field through commercial structures in Germany, Austria, Spain, Italy and Japan. Assets under management by Dexia totaled EUR 82.8 billion(1) at the end of 2001, representing an increase of more than 48% over Dexia Annual Report 2001 Assets under management (EUR billion) 1999 2000 2001 Change Fund management Advisory management Discretionary management Institutional management 22.0 9.6 7.3 7.2 25.7 10.8 9.4 10.0 41.1 10.5 10.5 20.7 + 60.1% - 2.9% + 11.5% + 107.1% Total assets under management 46.1 55.9 82.8 + 48.1% December 31, 2000, owing to the consolidation of new acquisitions – Artesia BC and its subsidiary Cordius Asset Management, Kempen&Co and Ely Fund Managers in the United Kingdom. On a constant basis, assets under management totaled EUR 54.3 billion as of December 31, 2001, down EUR 1.6 billion from the end of the previous year. The decline was primarily the result of the market downturn (- EUR 2.9 billion), which was partly offset by organic growth (+ EUR 1.3 billion). There was an increase in fund management, which now represents 49.6% of total assets under management versus 45.9% at the end of 2000. Rising from 17.8% at the end of 2000 to 25% at the end of 2001, institutional management was also on the rise. These trends were mainly due to the consolidation of the asset management activities of Cordius Asset Management and Kempen&Co. The number of transactions was up 17.9% and some 15 new fund promoters came aboard in 2001. … The administrative and accounting management of investment funds includes creating the funds, writing the articles of association, keeping the accounts and calculating the net asset value. The volume of these funds, which totaled EUR 92.2 billion as of December 31, 2001, declined 10.9%. This decrease, a consequence of the decline in the value of securities, does not properly reflect business volume, which was very satisfactory, since the number of calculations of net asset value increased by 15.4% and the total number of portfolios administered rose from 944 at the end of 2000 to 1,067 at the end of 2001. In particular, Dexia Fund Services, which is specialized in this field, is the leader in the Luxembourg market with, at the end of 2001, a market share of 19% of the total volume administered and of almost 15% of the number of funds. > Investment fund administration Investment fund administration comprises custodian bank, central administration and transfer agent services. In this market, Dexia has a prominent position in Luxembourg, Europe’s largest financial center in terms of total capital managed and number of funds administered. The Group is also active in this field in Belgium, Spain, France, Ireland, Italy and Singapore. Two new cities, Milan and Zurich were added to Dexia’s international fund administration network in 2001. Despite the downturn in the stock market in 2001, which had a negative impact on business, fund administration activities reported sustained growth. … Custody services Acting as a custodian, the bank is responsible for the custody of securities and cash which make up a third party’s assets. The amount of these funds increased by 1.8% compared with the end of 2000 to EUR 99.7 billion as of December 31, 2001. Central administration services … Transfer agent services Transfer agent services involve receiving and transmitting investment fund purchase and sale orders. Capital administered by Dexia in this segment increased by 15.1% in 2001, rising from EUR 185.8 billion at the end of 2000 to EUR 213.8 billion at the end of 2001, thus making Dexia the European leader in this strong growth market. The number of accounts rose more than 15% and the number of purchase and sale orders executed was up almost 17% in 2001. In this segment, in an unfavorable market environment, the Group’s commercial results confirmed its strategy and the excellence of its teams. This market still has strong growth potential, linked to the development of the asset management market in Europe and especially of pension funds. 60/61 Investment fund administration(1) (EUR billion) 1999 2000 2001 Change Capital administered in custody 81.2 97.9 99.7 + 1.8% Capital under central administration 87.1 103.5 92.2 - 10.9% 132.7 185.8 213.8 + 15.1% Capital managed as a transfer agent (1) Excluding Artesia BC. > Equity-related activities In 2001, Dexia broadened its range of expertise by acquiring companies active in the very profitable equity and derivative brokerage market as well as in equity research and analysis. Under the name Dexia Securities, Dexia can now offer its individual and institutional clients high value added services in France, the Netherlands, Italy, Spain, Belgium and Luxembourg. ) Financial analysis In a very difficult market environment for this business, characterized by a strong downturn in the stock markets over the year and a more defensive attitude of the customers, the net income of the business line stands at EUR 253 million, a decrease of -17.9%. This evolution stems from: … the change in the scope of consolidation(1), which have brought in additional income of EUR 84 million; … the exceptional items2, which had a negative impact of EUR 31 million in 2001, as compared to a negative impact of EUR 25 million in 2000; … the underlying income which went down by -40.9% (or -EUR 136 million). Revenues increased overall by 30.6% (or EUR 279 million), whilst underlying revenues went down by 13.6% (or -EUR 129 million). This came from: … a slight decrease of the underlying net interest and related income of EUR 6 million, (or -2.1%); … a more significant fall in the underlying commissions and other income (-EUR 123 million, or -18.7%). By contrast, in 2000, this revenue line reflected a particularly buoyant activity in the field of securities, wealth and asset management, which generated new business as well as an increase in the valuation of the assets managed, thus enhancing the basis of commissions and the performance fees. Total costs went up by 63.2%. Excluding the changes in the scope of consolidation (which added EUR 233 million to the cost base), and the exceptional items (which added EUR 4 million), the underlying costs amounted to EUR 495 million, an increase of EUR 46 million (or 10.3%) which has its origins in two main factors. First, the acquisitions made during 2001 by the business line have generated a very high level of activity, both in the acquisition phase and in the integration process, creating vast amounts of effort and expense. These have weighted heavily on the general expense, whilst none of them were treated as exceptional. Secondly, the momentum of revenues in 2000 in all the business segments of Investment Management Services, led the Group to approve the 2001 budgets for expense and capital expenditure which reflected the expectation that the revenue trend in 2001 would be commensurate with what it was in 2000. This assumption was defeated by the sudden change in trends and market environment, and then by the consequences of the September 11 events. Naturally, the cost budgets were quickly revisited in this new environment, but this was not enough to make up for the curbing of the revenues. The cost/income ratio of the business line as a whole was up, and stood at 61.5%. This increase can be explained by the very adverse market conditions, which provoked a scissor’s effect between costs and revenues and led to a decrease in the gross operating income of the business of EUR 9 million or - 1.0% globally. On an underlying basis, the gross operating income went down by 34.8% (or - EUR 175 million). The Dexia Annual Report 2001 Statement of income - Investment Management Service Net banking income - net interest + related income - net commissions - insurance Coperating expense Operating income before allowances Write-downs and allowances for loan losses and off-balance sheet items Income from companies accounted for by the equity method Corporate income tax Net income before minority interests Minority interests Net income Operating efficiency ratio % EUR million 2000 2001 Change 911 294 617 0 (449) 462 1,190 397 793 0 (732) 458 + 30.6 % + 34.8 % + 28.6 % n.s. + 63.2 % - 1.0 % (4) (78) n.s. 0 (143) 316 8 308 0 (124) 256 3 253 n.s. - 13.3 % - 18.9 % - 60.9 % - 17.9 % 49.2 61.5 different activities composing this business line had various performances over the year, some of them showing a remarkable resilience in the very difficult market environment which characterized the year 2001. The increase in the level of write-downs (+EUR 74 million) is linked mainly to: … exceptional capital losses made on the divestment of some subsidiaries of Dexia BIL; and … a provision of EUR 25 million set against the credit risks in the share leasing portfolio. Private banking achieved a gross operating income of EUR 248 million in 2001, against EUR 197 million in 2000, an increase of 25.9% of which EUR 84 million are due to the change in the scope of consolidation and EUR 39 million to exceptional items. Thus, the underlying gross operating income was down EUR 72 million (or -30.4%). The asset management business recorded a gross operating income of EUR 107 million for the year 2001 compared with EUR 153 million in 2000 (or a 30.1% decrease). In this global 2001 gross operating income figure, EUR 22 million are due to the change in the scope of consolidation, and a decrease of EUR 4 million comes from the exceptional items. Thus, the underlying decrease of the gross operating income was 41.8%. The fund administration business achieved a gross operating income of EUR 79 million in 2001, against EUR 82 million in 2000. This stability in fact hides a very satisfactory increase in revenues (11.7%), while the costs went up by a greater percentage (+ 28.8%). This is due to restructuring the resources of the business to meet the growth in demand. The equity-related activities had a very difficult year given the market environment. The activity recorded a gross operating income of EUR 25 million, of which EUR 21 million stem from the change in the scope of consolidation, and EUR 3 million are due to exceptional items. Overall, despite the very difficult market conditions and the circumstances in which the business line operated, the return on economic equity of the business line stood at a high 47.2%, much above the Group’s objective as a whole, thus continuing to create value. 16/17 62/63 (1) The additions to the scope of consolidation of the business line come from Kempen&Co and Ely Fund Managers (second half of 2001), Financière Opale Group, Dexia P-H Bank Denmark, Dexia Nordic Private Bank and Artesia BC (12 months) and Labouchere (1st half). (2) The main exceptional items concerned: EUR 40 million deferred acquisition costs (pre tax) at Labouchere treated as an exceptional charge in 2000; loss on sale of holdings (-EUR 38 million); restructuring costs at Dexia BIL London, Dexiam (-EUR 2.8 million) in 2001. Perfor Dexia’s regular growth in income and the quality of its high value added products and services define the Group’s performance. Earnings per share have risen an average of 10% per year over the last 13 years. Day in and day out, mance 64/65 Dexia’s 25,800 employees in 25 countries enable the Group’s increasingly demanding client base to benefit from their expertise and creativity. Capital Markets and Treasury Activities Mastery and creativity Dexia is a recognized player in the international capital markets thanks to its expertise in money market operations, which is profitable both for the Group and its customers. Dexia Annual Report 2001 Under the heading “Capital Markets and Treasury Activities”, Dexia conducts a number of activities either relating to the central treasury functions of the Group and/or giving the necessary support to the first three business lines so as to supply the most efficient services to their respective clienteles. The aims of this business line are: … to secure the long and short-term funding of the Group, and to manage its liquidity; … to provide financial expertise and added-value products and services to the Group’s first three business lines; … to be instrumental in the Group’s assets and liabilities management process; … to contribute to the net income of the Group as a profit center. These functions are conducted in accordance with the Group’s risk management policy – maintaining a low risk profile, and ensuring that the revenue streams provide stable cash flow. There are seven segments of activity, each with a specific mission: … Long-term funding; … Credit spread portfolio; … Money market; … Fixed income; … Financial engineering and derivatives; … Foreign exchange; … Proprietary management. In 2001, some organizational changes occurred within the business line: As of July 1, the ABS related credit enhancement activities of FSA, previously reported as part of “Capital Markets and Treasury Activities”, became part of the “Public/Project Finance and Credit Enhancement” business line. Following this change, all of FSA’s activities are now reported under the same management line, and are no longer split into two. The equity brokerage activities which were one of the sub-segments of the business line prior to the acquisitions of Financière Opale Group, Kempen&Co and Artesia BC, are now under the management and the scope of the “Investment Management Services” business. The capital markets activities of Artesia BC have been merged with those of Dexia Bank. A business of proprietary market strategies, which existed within Artesia BC, has been maintained, albeit with much reduced limits. It constitutes a new segment of activity. Overall, 2001 was a very good year for the Group in these activities despite volatile and difficult market conditions. It generated a total revenue stream of EUR 636 million, despite the exposure to market risks being kept at a very low level (Average VaR of EUR 28 million including Artesia BC activities – see Risk Management section). This reflects the very nature of the business handled here. The division is intensively associated to the business sourced from the Group’s customers, and from the management of the Dexia balance sheet; it is scarcely involved in pure proprietary trading. > Long-term funding This activity is the only one within the business line which has no set profit objectives. Its sole objective is to fund the longterm needs of the Group, at the best possible conditions. In 2001, it was successful in this, in a difficult market environment characterized by widening credit spreads. This goal was achieved in the first place through Dexia Municipal Agency (DMA) in particular by issuing AAA-rated bonds (Pfandbriefe or Obligations foncières) and further completed by a number of “tailor-made issues”. The volume of the new issues in 2001 reached EUR 23.8 billion with an average life of slightly above 6 years. Dexia Municipal Agency is the largest issuer within the Group and has become one of the leading European issuers of collateralized bonds. DMA’s jumbo issues cover most of maturity curve from 3 to 10 years. 66/67 New issues in 2001 (EUR billion) Amounts issued Dexia Municipal Agency Dexia Crédit Local Dexia Bank Belgium(1) Dexia BIL Dexia Crediop Dexia Hypothekenbank Berlin Total 9.0 3.3 2.5 0.4 2.5 6.1 23.8 (1) Artesia BC included. > Credit spread portfolio This profit center represents about one half of the earnings stream of the whole business line and its contribution to the operating profit has been very stable over the years. The integration of Artesia BC has substantially increased the size of this portfolio but also its average quality. The Group is now looking at downsizing and streamlining, in order to reduce the use of capital, and to optimize the liquidity and the risk profile of the portfolio. The operating result of this activity was very good in 2001 notwithstanding the fact that it was materially impaired by the fraud detected in the early part of 2001. The restructuring and coverage of the corresponding portfolio Credit Linked Notes (CLN) resulted in substantial provisions and costs. The average quality of this EUR 53 billion portfolio (excluding CLN) shows an average rating of A and an average life of 4.5 years. > Money market All the major entities of the Group have a money market desk whose role is to monitor liquidity and to ensure short-term funding. These divisions are coordinated through daily reports (including the calculation of a daily VaR), weekly conference calls and monthly steering committees. Artesia BC has joined this coordinated organization. It is now taking part in the effort to rationalize access to the markets and the intra-group flows with the objective to optimize the Group’s cost of funding (through, among other things, an intra-group money market). The desk is active in all instruments (commercial paper programs, CDs, interbank deposits, repos…) and operates on all major currencies, the main ones being the EUR, USD and GBP. This activity realized very good results in 2001. The money market teams have successfully handled the liquidity crisis that occurred in the US because of the US Banking markets’ disruption in the aftermath of the September 11 events. > Fixed income This activity line was extremely strong in 2001 due mainly to the demand from retail customers who favored fixed-income instruments, in the context of a difficult stock market and owing to the announced harmonization of taxes on euro-bonds at the European level. The origination and syndication’s teams lead-managed 25 issues (17 of them being Dexia Group’s issues) for a total par amount of EUR 2.5 billion. Dexia is one of the leading players in the Belgian Government bonds market. > Financial engineering and derivatives This activity was also very successful in 2001. Its performance is mainly linked to the revenues on structured products and to synergies with FSA in the field of ABS transactions. The high level of cooperation with FSA allowed intermediation on Credit Default Swaps, which generates revenues without impairing the risk profile of the Group. Structured products are developed for customers and for retail distribution products that are marketed through the retail networks and through Dexia Asset Management. In the field of option plans, the Group acquired three mandates from Belgian corporate customers to set up employee shareholding schemes or stock option plans. exchange > Foreign The Group has become a significant player in this market thanks to a regular flow of orders from institutional customers and from the fund administration activities of Dexia Banque Internationale à Luxembourg. Because of its strong involvement in this market, Dexia has been invited by the European Central Bank to become an active member of the Forex Working Committee. The contribution of this business was very good in 2001, despite the fact that a sizeable portion of the revenues generated by intra-group flows (fund administration, asset management, private banking…), is credited to the business line which originates the transaction. Dexia Annual Report 2001 Statement of income - Capital Markets Net banking income - net interest + related income - net commissions and other income - insurance Operating expense Gross operating income Write-downs and allowances for loan losses and off-balance sheet items Earnings from equity-accounted companies Corporate income tax Net income before minority interests Minority interests Net income Cost/Income ratio (EUR million) 2000 2001 Change 295 308 (14) 0 (118) 177 636 628 8 0 (184) 452 + 115.8 % + 103.6 % n.s. n.s. + 56.2 % + 155.6 % 1 (21) 0 (39) 139 2 137 0 (135) 295 1 295 40.0 29.0 > Proprietary management This activity, which was brought to the Dexia Group through the acquisition of Artesia BC, consists of building market strategies taking advantage of arbitrage opportunities both in equity and interest rate environments. The time horizon is short to medium term and results are recognized in a most conservative way. In view of Dexia’s risk policy, the VaR limits, allocated to this activity have been lowered (see Risk Management section for details). Nonetheless, this activity contributed positively to the business line’s results in 2001. ) Financial analysis The net income, at EUR 295 million, has more than doubled over the year 2000 (+114.5%). This is the result of: … a strong organic growth of the different activities, explained partly by the poor results that were recorded in 2000 (notably in the credit spread portfolio and the money market activities); … the changes that occurred in the scope of consolidation, principally the inclusion of the market activities of Artesia BC. Revenues have more than doubled in 2001, amounting to EUR 636 million. Beside the effect of the changes in the scope of consolidation (a EUR 220 million impact), and of the exceptional items (a -EUR 10 million contribution), the organic growth amounted to EUR 131 million, an increase of 40.4% over the underlying revenues of 2000. This very strong rise is due to both the good performances of certain business units in 2001 (fixed income, money market, credit spread portfolio), and to the relatively weak performance, in 2000, of the main contributors to this activity line (credit spread portfolio and money market). In 2001 those two units contributed jointly to almost 60% of the business line’s total revenues and experienced growth of 88% and 66% respectively in their underlying revenues. n.s. n.s. + 246.6 % + 112.1 % - 60.6 % + 114.5 % On the costs side, the global increase was +56.2%, total costs in 2001 amounting to EUR 184 million. Without the impact of the changes in the consolidation (which amounted to EUR 156 million) and exceptional items of +EUR 8 million, the organic costs have increased by EUR 9 million or 8.3%. This lower growth of the costs compared to the revenues, both global and underlying, led to a strong rise in the gross operating income. It now stands at EUR 452 million (a total 155.6% increase). Without any effect of consolidation or exceptional items, the increase was a very healthy +56.7%. The cost/income ratio of the business line now stands at 29.0% in total (as compared to 40.0% over the year 2000). On an underlying basis, the cost/income ratio stands at 26.0%, compared to 34.0% in 2000. Despite the increase in the provision level (+EUR 22 million over the year), mainly due to the Enron’s bankruptcy, the underlying net income before minority interests of the activity jumped to EUR 221 million, a strong 36.3% increase over the previous year. Overall, the business line has brought its return on economic equity to 23.7%, above the Group’s objective, and a strong improvement over the previous year’s level (16.9%). 68/69 Risk management Anticipation and control The year’s major event was the acquisition of Artesia Banking Corporation. Special attention was paid to controlling risks in the merger process. Two major issues were carefully addressed: … in assessing Artesia BC’s impact on Dexia’s risk profile, it was necessary to assess the type and level of risks (loans, ALM, capital markets) of Artesia BC. Dexia’s Management Board then adjusted the risk limits and policies applying to Artesia BC’s activities in order to keep Dexia’s low risk profile; … in terms of organization and methods of the control framework, Artesia BC’s merger required substantial consolidation of data and computer system adjustments. This process concerned mainly Dexia Bank and is not completely finished. In certain cases, in particular for the Capital Markets and Treasury business line, it was also necessary to adapt risk guidelines by rewriting rules and procedures and overhauling the Market Committees. The other major project pursued in 2001 consisted in tightening liquidity risk control. This section on risk management consists of five parts: one for each type of risk (credits, markets, ALM including liquidity, insurance, operational) plus a section devoted to Economic Equity and a summary of the proposed new Basel capital accord. ) Credit risks > Organization Credit risk management within the Dexia Group is organized as follows. The Group Risk Management (GRM) oversees Dexia’s Risk Policy under the guidance of Dexia’s Management Board or specialized risk committees. It sets Group guidelines on limits and delegations, it sets and manages the risk surveillance function and the decision processes and it implements groupwide risk assessment methods for each of the bank’s activities and operational entities (Dexia Crédit Local, Dexia Bank Belgium, Dexia Banque Internationale à Luxembourg). Three specialized risk committees have been set up at the Group’s level in the field of credit risk management: … the Credit Risk Policy Committee defines the Group’s risk profile and the risk measurement rule; … the Limits Committee sets the limits for each type of counterpart and/or sector and their allocation between the entities; … the Dexia Credit Committee rules on questions that are beyond the scope of the delegations granted to the entities. As far as the ’Capital Markets and Treasury Activities’ business line is concerned, a delegation is also given to a specific committee to oversee the Credit Spread Portfolio. > The major projects in 2001 In 2001, one of Dexia’s major risk management projects was the merger of Artesia BC with the rest of the Dexia Group. The financial statements were consolidated in July 2001 with retroactive effect to January 1. Consolidation had limited impact on total exposure (16%) and on the breakdown in terms of geographic region and business sector. Total exposure in Belgium increased while there was a decrease in exposure to the local public sector. Consolidation was also an opportunity for putting into place new risk management tools by drawing on Artesia BC’s advanced methods, particularly in the area of corporate finance. The risk guidelines already applied at Dexia were also adjusted to adapt to the size of the new combined Dexia Bank-Artesia BC entity while maintaining Dexia’s low risk profile. In 2001, GRM also formalized the delegation given to FSA by laying down new guidelines defining: … the types of transactions that FSA is authorized to carry out and their maximum amounts; … procedures ensuring strict control of the Group’s consolidated exposures including FSA’s credit exposures. Breakdown of the Dexia Group’s exposure category of counterparts Breakdown of Dexia exposure by geographical region (as of Dec. 31, 2001) (as of Dec. 31, 2001) Other 12.6% 0.8% Financial Institutions Southeast Asia 0.3% Central and Latin America 0.2% Japan Dexia Annual Report 2001 3.6% Other 0.8% 42.3% 0.7% Project finance Local public sector 12.6% 42.8% France United States and Canada 17.4% 23.4% ABS/MBS 1.4% Monoline 6.0% Corporate 4.4% 8.4% Central governments PPEI (Individuals, professionals, self-employed, SME) analyses > Industry In 2001, GRM conducted thematic reviews of specific industries such as the telecommunications and aeronautics industries which resulted in the implementation of specific limits and commitments policies reflecting the Group’s conservative risk policy. After a review of the Group global exposures to the corporate sector, the Group narrowed its target customer segments, focusing exclusively on companies involved in project finance and on companies having a strong presence in Belgium or Luxembourg. > Dexia’s consolidated exposure as of December 31, 2001 Exposure by category of counterparts The Group’s total exposure rose 18% to EUR 610 billion compared with December 31, 2000. Loans to the local public sector stood at approximately EUR 260 billion, making them the bulk of total loans (42.2%) although there was a slight decrease over the previous year in relative terms. Dexia’s exposure to central governments was also significant. At EUR 51 billion, it accounted for 8.4% of total exposure. Dexia’s exposure to ABS rose to 23% of assets from 17% the previous year owing to the increase in FSA’s business. These exposures have excellent quality with nearly 50% of the Group’s ABS exposure being rated AAA (before any enhancement by Dexia or FSA). Exposure by geographical region As of December 31, 2001, the Group’s exposure is concentrated mostly in Western Europe (52%) and North America (43%). Belgium (17%) and France (13%) are the two biggest country exposures within Western Europe. Only 0.7% of total exposure is in Eastern Europe, Southeast Asia and South and Central America i.e. a negligible percentage and even a slight decrease compared to the previous year. Total exposure in emerging countries i.e., classified as “non- Belgium 0.6% 5.6% Rest of Europe Germany 0.2% Eastern Europe 9.1% Other EU countries 5.5% 1.3% Italy Luxembourg investment grade” by the rating agencies stood at EUR 275 million. Exposures in the riskiest Latin American countries are tightly contained. As a result, exposure subject to provisions for country risk in Argentina amounted to EUR 40 million, corresponding mostly to loans or bonds granted to local governments. Fifty percent of these have already been written down, even though most of these loans and bonds are still performing. ) The proposed new Basel capital accord The new capital accord proposed by the Basel committee is intended to make comprehensive changes to the way credit institutions are controlled by their regulators. The reform comprises three major components called “pillars”. Pillar 1 redefines minimal requirements for regulatory capital that better reflects banking risks and their economic reality. Credit risks will be better assessed with different capital requirements depending on the quality of the counterparts. In addition the new rules will impose capital requirements for operational risks. A general objective is to make the concepts of economic capital converge with regulatory capital. Pillar 2 emphasizes risk control and strengthens prudential monitoring by national regulators. Pillar 3 defines market discipline and new rules for financial communication and disclosure. > Credit risks The new Basel capital accord proposes a gradual approach with three options for calculating capital requirements for credit risks. For credit portfolios of average and high quality, capital requirements should be more favorable for banks being more advanced in their risk management techniques. This will obviously encourage banks to adopt better practices. A standardized approach will define the requirements for regulatory capital in relation to the external rating of the counterparts. Two other approaches are based on banks’ own internal credit rating systems to determine the regulatory capital 70/71 requirements, subject to an overall validation and supervision by the regulators; The second of these approaches, the “advanced” one, leaves more to the bank’s own estimates but at the price of greater requirements. The internal rating used in this advanced approach is called bi-dimensional in that it aims to measure both the borrower’s default risk and the specific risk of the transaction at the same time. The effects of the proposed reform on capital requirements for credit risks vary considerably from one bank to another depending on its risk profile. When compared to the current situation, high quality risks get a clear benefit whilst more mediocre risks should be covered by significantly higher capital. The Dexia Group’s healthy risk profile, notably thanks to its strong presence in the local public sector, should enable it to benefit over time from a substantial reduction of its regulatory capital requirement. Preparing for this reform will take a natural part in Dexia’s permanent effort to improve and enhance its risk management tools. It is indeed expected that the Group will draw important synergies from this effort with the work already being undertaken to achieve internal objectives in upgrading economic capital allocation and in implementing “RAROC” type approaches (pricing of individual transactions adjusted to account for the risk). > Operational risks Operational risks are defined as “risks of losses resulting from the inadequacy or the lack of internal procedures, humans and systems or external events”. The regulatory capital requirements for equity in respect of operational risk will represent approximately 12% of total requirements. Three approaches will be proposed: the “basic” approach, the “standard” approach and the “sophisticated” approach. The choice can be differentiated depending on the Group’s business lines (the Group may choose the more sophisticated approaches for business lines where traditionally the operational risk is strongest, market activities or asset management for example). Banks will, in any case, have to set up an efficient organization to manage operational risks, for instance by collecting operational risk events and losses. carried out and action plan > Diagnosis launched Being ready for an optimal implementation of the new Basel capital accord is a strategic priority for Dexia. In 2001, as soon as the proposed reform was known with a certain degree of precision, a preparatory project was carried out throughout the Group with the support of a team of specialized external consultants. It included a diagnosis on the necessary preparation for the Group and the drawing up of an action plan. As regards credit risks, all business units and the main divisions in the Group were reviewed within all aspects of the project: the fundamental methodologies as well as the information systems, going through all the procedures and internal credit scoring systems. A detailed action plan has been drawn up to bring all these aspects up to the high level of requirements needed for the internal rating methods as soon as possible. Under the supervision of a steering group set up at the highest level of the Group, four teams corresponding to the four main types of counterparts will bring together specialists from Dexia Crédit Local, Dexia Bank Belgium and Dexia Banque Internationale à Luxembourg and will work together in 2002 and 2003 on the specific implementation of the project. Dexia has the advantage of having a strong mix of skills in its three major businesses that will drive this project forward for the benefit of the whole Group. As for operational risks, the design of the new capital accord is less advanced and still somewhat imprecise. A management unit for operational risks was created at the Group level with sub-units in the three principal entities (Dexia Bank Belgium, Dexia Crédit Local, Dexia Banque Internationale à Luxembourg). Its task working with management in some operating segments (information systems, human resources, back-office…) is to develop plans for operational risk management in line with the new reforms and best practice. This risk management plan will be regularly reviewed by the internal audit department. Today, even if regulatory capital does not account for operational risks, Dexia’s internal valuation and allocation of economic equity are already taking into consideration operational risks, as they do for all other types of risks to which Dexia is exposed. Dexia Annual Report 2001 VAR 10 days – 99% EUR million Total First 9 months (without Artesia BC) Last quarter (with Artesia BC) Average Maximum Average Maximum 14.9 29.6 27.8 36.4 ) Market risks Market risks are all the risks linked to the fluctuation of market prices (interest rates, exchange rates, share prices...) that result from the Group’s capital market activities. The market risks generated by the other businesses are generally hedged and residual risks are handled by the Asset and Liability Management function (or ALM). Dexia’s market risk exposure is mainly to European interest rates. The risks in equities remain much smaller although they increased in 2001 with the integration of Artesia BC. Foreign Exchange risks are very small. The main risk indicator within the Group is the Value at Risk (VaR). The VaR calculated by Dexia is a measure of the potential loss that can be experienced with a level of confidence of 99% and for a holding period of 10 days. It can be roughly compared to a VaR with a level of confidence of 99% and a holding period of 1 day trough the division by 3.16. For most positions, the “parametric” method is applied. For some optional positions, a “historical” VaR, or a specific VaR on the “vega” (sensitivity to market volatilities) is computed. Besides the VaR, the risk level is also constrained by nominal volume limits, limits on basis point interest rate sensitivity and spread sensitivity, limits on option sensitivities (delta, gamma, vega, theta, rho). The main decisions for the Market Risk Management (overall risk limits, choice of the risk indicators, organization of the reporting and of the decision processes) are taken by Dexia’s Management Board, advised by the Group Risk Management (GRM). It is then the task of the GRM, in collaboration with the Risk Management teams of the entities, to translate these decisions into precise and detailed limits and procedures. The GRM is also in charge of defining the calculation methods that are to be applied within the Group for the computation of the P&L as well as for measuring the risks. The day-to-day operational control (computation of the risk indicators, control of the limits...) is first carried out by the entities. The work is coordinated by the GRM responsible for ensuring the coherence and the quality of risk control within the Group. The risk indicators are further consolidated by activity line in the entity where the line is the most important and are finally consolidated at the Group level by the GRM. The reporting process ensures that the Group’s management is closely involved. The main risk exposures are monitored in a weekly committee meeting composed of the Management Board of the entity concerned as well as the head of Capital Markets at Group’s level (member of the Management Board) and the GRM. The Management Board of the Group is informed by the GRM of any change in the risk profile at least every three months, more frequently if necessary. > Risk exposure The integration of Artesia BC, in mid 2001, has had a noticeable impact on the Group’s market risk exposure. Artesia BC was indeed more involved than Dexia on market activities. As it has been decided to maintain Dexia’s low risk exposure, the market limits of Artesia BC were reduced in order to preserve a stable ratio between the Group’s overall VaR limit and its capital. From an operational point of view, Artesia BC was quickly and efficiently integrated within the risk control framework of Dexia and from the third quarter of the year, it was possible to compute a VaR integrating Artesia BC at Group level. Hence, we show below two series of VaR statistics, figures for Dexia without Artesia BC for the first three quarters of the year and figures with Artesia BC for the last quarter. Notice that Artesia BC has brought in a new activity line, “Proprietary Management”, which operates both in the interest rates and equities markets (see section on Capital Markets and Treasury Activities). The above figures show an increase of the risks levels with the arrival of Artesia BC, which is not surprising. Nevertheless, Dexia’s market risk exposure still remains low. The “average VaR to Tier1 Capital ratio” for the last quarter is indeed, at 0.29%, lower than what it was in 1999 for Dexia alone (0.36%), though higher than in 2000 (0.18%) when the risk exposure was very low. Finally, it should be noted that the market limits, especially of the Proprietary Management, were further reduced at the beginning of 2002. 72/73 In 2001, Dexia also purchased Kempen&Co in the Netherlands. The process of integrating the positions of Kempen&Co, mostly in equities, into Dexia’s risk control framework is still under way. The positions are small and will have little effect on the final results. Notice that this new acquisition led to a global reorganization of the equity line within Dexia. In particular, the small trading activity that existed in Kempen&Co was closed. ) Asset and liability management (ALM) risks Measurement of the balance-sheet risks is harmonized among the Group’s various entities. A calculation of “Value at Risk” (VaR) – with a confidence level of 99% and a holding period of 20 days – and of the sensitivity of the Net Present Value of the ALM positions (sensitivity of the NPV) are used. The risk exposure is primarily to long-term interest rates in Europe and results from the difference between the amortization profiles of the fixed-rate assets and liabilities. Even though the operational asset and liability management remains decentralized in Dexia’s three major subsidiaries, two regular monitoring processes allow Dexia’s ALM risks to be supervised globally: … A monthly meeting of the ALM managers where they share their views on the evolution of the markets and the details of the hedging policy contemplated for the coming month. This meeting gives rise to a proposal which is formally validated by the Dexia Management Board. … The Dexia ALM committee, which meets quarterly and includes the members of the Management Board, monitors the overall consistency of the Group’s asset/liability management. The ALM committee also decides on the methodologies and the risk measurement guidelines, notably on the investment of shareholders’ equity and on internal transfer pricing mechanisms. In addition, a monthly report on the positions is made to the Management Board. As part of its general policy of prudence the Dexia Group has continued its policy of low exposure to ALM risks in 2001. Artesia BC’s arrival has not changed this situation. Artesia BC’s ALM risk profile was in fact lower proportionally than Dexia’s and the monitoring methods (VaR and sensitivity of the Net Present Value were the same. The ALM management division of Dexia Bank and Artesia BC has been unified and it has naturally taken its place in the existing organization. > Liquidity management Given the size of Dexia’s balance sheet, the balance between its resources and their use is carefully managed. In practice, attention is paid to two main concerns: … the adequacy of expected new lending (in maturity and amount) with the available resources; … ensuring the Group’s liquidity needs, even in troubled times. The first question is addressed in the annual planning process. Each year, the forecasts for new lending are compared with the funding capacity. The purpose is to preserve an acceptable liquidity gap profile for the Group (i.e. the evolution over the years of the cash shortages/surplusses resulting from the difference between the repayments dates of the assets and of the liabilities). Besides, the Group has decided to improve its analytical accounting process, in order to reflect more accurately the funding cost of the transactions originated by the business lines, whether they require funding or bring funding. The purpose of this sort of “internal market” for liquidity is to provide the right incentive to the business lines to achieve a natural match between lending and funding capacity. The second question is addressed by way of various scenarios representing highly-stressed situations. These scenarios are then translated into a set of limits and ratios. They are designed so that Dexia can withstand for several months, thanks to its liquidity reserve, a total shortage of funding and stress on deposits while maintaining its lending activity. The liquidity position is monitored and controlled from one day up to several months. Hence, great care is given to the forecast of the expected liquidity needs in the main currencies as well as to the estimate Dexia Annual Report 2001 of the liquidity reserve. Special attention is also paid to off-balance sheet liquidity commitments of the Group. Given their importance, all the main issues regarding the liquidity of the Group are directly controlled by the Group’s ALM committee which includes all the members of the Management Board. ) Insurance risks (excluding credit insurance of FSA) The main risks to which the insurance businesses are exposed (DVV Insurance and Dexia Insurance) are risks related to their investment portfolio and to technical risks such as correct pricing and adequate technical provisions. The Dexia Group’s insurance companies have put in place a certain number of rules and procedures to comply with regulations and internal management goals. > Risks related to the investment portfolio DVV Insurance’s investment portfolio is managed by DVV’s Finance Division, and audited by its middle office which is independent and part of DVV’s Risk Management Department. Dexia Insurance’s investment portfolio is managed by Dexia Asset Management under a discretionary asset management mandate. The portfolio’s investment policies in terms of credit risk are very conservative. Only investments with a rating higher than BBB are authorized. Only 25% of the portfolio’s assets may have ratings of A or lower. Currently, the portfolio’s average rating is AA-. Other rules are in place to ensure that the portfolio is diversified. Market risks such as interest rate risk are closely tracked. > Technical risks The acceptance and rate policy is set and updated by continuously tracking the underwriting results of the insurance divisions and systematically monitoring competitor’s rates. An efficient acceptance and rates system has been put in place for ordinary risks on the retail market (auto insurance, fire insurance, etc.). There are specific delegation rules and certain files must be sent to the head office for acceptance. A team of managers handles the acceptance process for non-standardized risks. The insurance businesses also use reinsurance in order to curtail certain risks and to improve solvency ratios. > Claims management A quality claims handling system has been implemented to raise sales staff’s awareness and encourage a professional and ethically correct approach to processing claims. of technical reserves > Level The rules for calculating technical reserves are very conservative. The adequacy of these reserves is checked systematically. If the amount is deemed inadequate, the businesses may decide to allocate additional provisions and/or change the rates and risk acceptance policies. ) Economic equity The Group implemented a risk-based equity allocation system at the end of June 1998. The aim is to provide each business line with the capital required to cover its maximum potential losses under a worst case scenario and thus to measure the economic profitability. The economic equity allocated to the Group’s business lines covers all types of risks (credit risk, market risk, operational risk, business risk…). During the year 2001, economic equity was adjusted to take account of changes in Dexia’s businesses, the expansion of the Group and the ongoing drive to control risks. As of the end of December 2001, total economic equity amounted to EUR 7.93 billion (EUR 6.96 billion as of the end of the year 2000), before the “portfolio effect”. After diversification between the Group’s business lines, this figure was EUR 6.65 billion (EUR 5.98 billion as of the end of the year 2000). This difference 74/75 of EUR 1.28 billion (EUR 0.98 billion as of the end of 2000) corresponds to the portfolio effect due to the presence of different business lines within the Dexia Group which are subject to partially independent risks. This portfolio effect is estimated through a very conservative “top-down” approach. The amounts allocated by business lines at year-end 2001 are the following: … Public/Project Finance and Credit Enhancement: EUR 3.52 billion (EUR 3.34 billion as of the end of 2000). This increase is a result of the integration of Artesia BC’s corporate lending business. FSA’s credit enhancement activities (municipal and asset-backed securities) represent EUR 1.43 billion. … Retail Financial Services: EUR 1.73 billion (EUR 1.35 billion as of the end of 2000). This increase is explained by the integration of Artesia BC’s retail (BACOB Bank) and insurance (DVV Insurance) businesses. … Investment Management Services: EUR 0.59 billion (EUR 0.60 billion as of the end of 2000). … Capital Markets and Treasury Activities: EUR 1.33 billion (EUR 0.99 billion as of the end of 2000). This increase is due to the integration of Artesia BC’s capital market activities. The new limits of Dexia Bank were reduced in the process of integrating Artesia BC and Dexia Bank. … Equity not allocated to the business lines: EUR 0.76 billion (EUR 0.68 billion as of the end of 2000). Economic equity takes into account all the risks faced by the Group under catastrophic scenarios. The difference between this amount and the shareholders’ equity is thus an indication of the equity funds available. The difference represents 20% of the shareholders’ equity as of the end of 2001 (8% as of the end of 2000). It should be noted that the general banking risks reserve is still an additional reserve fund. ) Capital adequacy and risk-weighted assets > Capital adequacy The Group’s Tier 1 capital and total regulatory capital increased in 2001, by 40% and 64% respectively, owing mainly to the inclusion of Artesia BC into the Dexia Group and, to a lesser extent, thanks to retained earnings. The equity and capital adequacy ratios remain high and are slightly ahead of the Group’s goals: 9.3% for the Tier 1 equity ratio and 11.5% for the capital adequacy ratio. > Risk-weighted assets The Dexia Group’s total risk-weighted assets remain modest because a sizable portion of the assets are low or zero-weighted assets. As of December 31, 2001, they amounted to EUR 103.6 billion, a rise of 40% over the end of 2000. The main reason for the sharp rise of the 100%-weighted counterparts was the inclusion of Artesia BC into the Dexia Group in 2001 which brought EUR 27.3 billion in risk-weighted assets. ) Asset quality The rise in provisions as from June 2001 is due mainly on the one hand to the merging of Artesia BC into the Dexia Group and on the other hand to the deterioration of economic and business conditions. Despite this increase, asset quality remains high and the coverage ratio of doubtful and non-performing loans amounts to 58.3%, a conservative level though decreasing compared to the previous year. At 0.53%, the bad debt ratio is still very small as a percentage of total outstanding loans. At the beginning of 2002 a major loan transaction was settled, which will have a positive impact on the level of doubtful and non-performing loans as from March 31, 2002. Excluding this transaction, the coverage ratio would amount to 62%. Dexia Annual Report 2001 ) Ratings The high rating levels reflect Dexia Group’s solidity. In june 2001, Moody’s ratings of Dexia Bank Belgium and Dexia Crédit Local were changed to Aa2 from Aa1 following the acquisition of Artesia BC. During 2001 last quarter, Fitch confirmed its AA+ rating. The rating of FSA and Dexia Municipal Agency are the best financial ratings that could be given to a counterpart (Aaa/AAA/AAA by Moody’s, Standard & Poor’s and Fitch). 76/77 Financial performance Consolidated balance sheet (1) (in EUR million) Balance-sheet total 1998 1999 2000 2001 198,996 245,096 257,847 351,355 Change + 36.3% Liabilities Shareholders’ equity Customer deposits Debt securities 4,749 5,499 6,537 8,337 + 27.5% 39,463 46,924 52,356 84,007 + 60.5% 104,360 132,266 134,446 140,861 + 4.8% 106,032 128,531 134,370 156,379 + 16.4% 45,440 63,667 70,684 116,780 + 65.2% Assets Customer loans Bonds, equities and other securities (1) Pro forma for 1998, 1999 and 2000 Consolidated statement of income(1) (in EUR million) 1998 1999 2000 2001 Change Net banking income 2,593 3,143 3,735 5,665 + 51.7% Operating expense (1,455) (1,694) (2,057) (3,371) + 63.9% Gross operating income before allowances 1,138 1,449 1,678 2,294 + 36.7% Write-downs and allowances for loan losses and off-balance sheet items (195) (134) (233) (283) + 21.5% Corporate income tax (334) (524) (411) (534) + 30.0% Income from companies accounted for by the equity method 54 23 29 48 + 64.4% Income before minority interests 663 814 1,063 1,525 + 43.5% 58 53 62 99 + 59.6% 305 761 1,001 1,426 + 42.5% Minority interests Net income (1) Pro forma for 1998, 1999 and 2000 Dexia Annual Report 2001 ) Changes in the scope of consolidation The Dexia Group’s consolidated financial statements as of December 31, 2001 include more than 100 companies. The scope of consolidation changed in 2000 mainly due to the acquisitions of FSA and Labouchere, both fully consolidated as of July 1, 2000. The scope of consolidation for 2001 changed primarily following the: … acquisition of 100% of Artesia Banking Corporation, fully consolidated as of January 1, 2001; … acquisition of 100% of the capital of the Financière Opale Group in France, fully consolidated as of January 1, 2001; … deconsolidation of Banco de Crédito Local in Spain, as of January 1, 2001; … full consolidation of Dexia Sabadell Banco Local in Spain, as of the date of creation in the first half of 2001(1); … acquisition of 100% of Dexia Nordic Private Bank, fully consolidated as of January 1, 2001; … consolidation of Petersen-Henrichsen Holding and its subsidiary Dexia P-H Bank in Denmark (79.71%), as of January 1, 2001; … full consolidation of Otzar Hashilton Hamekomi (OSM), an Israeli bank, owned by Dexia for 45.3%, fully consolidated as of January 1, 2001, as 60.7% of voting rights are controlled by Dexia; … acquisition of 100% of Kempen&Co in the Netherlands, fully consolidated as of July 1, 2001, and merged with Labouchere in December 2001 to form Dexia Bank Nederland; … acquisition of 100% of Ely Fund Managers, fully consolidated as of July 1, 2001; … increase of Dexia’s interest in Dexia Crediop from 60% to 70% in December 2001; … increase of Dexia’s interest in Kommunalkredit Austria from 26.7% to 49%; the consolidation by the equity method has been maintained; decrease of Dexia’s interest in Dexia Kommunalkredit Holding from 60% to 51%; (1) 60% in july 2001 as 40% stake was taken by Sabadell … decrease of Dexia’s interest in Fortior, a Spanish holding company, from 34% to 25%; … deconsolidation of ZeBank (20%), which was accounted for by the equity method, as of January 1, 2002. ) Changes in the methods of consolidation Financial statements were restated for 2000 and 1999 as depositors’ guarantee premiums and some product-linked taxes are now deducted from the net banking income. They were previously counted as operating expense. ) Changes in the presentation of segment’s financial data > Rationale In order to provide the market with a more useful and understandable information, it has been decided to change the conventions leading to the presentation of the financial data of the business lines. This change has been made effective as of January 1, 2002 and applied to the financial statements of 2000 and 2001. > Nature of the changes Central costs Past conventions were set on the idea that almost all of the costs incurred centrally, and not identified as having a direct link with a particular business line (“central costs”), had to be eventually shared among the 4 business lines. In order to do so, an arbitrary allocation key was applied, made of the 2 following ingredients: … 50% on the “central costs” base were allocated in the same proportions as the economic equity allocated to the business line; … the balance, i.e. 50%, was allocated in the same proportions as the net earnings of the business lines. 78/79 This convention has proven to be inadequate and even misleading, for three reasons: … The amount of the “central costs” which were re-allocated under this convention were fairly substantial (approximately 15% of the total cost base of the Group), and this had therefore a material impact on the business line’s profitability. The Group’s Management Board and the management of the business lines regard this convention as ill-suited, as it is more preferable to let the operating management track down the costs directly related to their business and act on them, rather than having them pay their share of a large lump sum of central costs over which they have no direct control. … The ability of each individual business line to directly manage its consumption of economic capital differs greatly: Management of Public Finance, Capital Markets and Treasury for instance have a very direct action on the level of capital employed; this is less the case in Retail Financial Services, and almost irrelevant in Investment Management Services which uses a very limited amount of economic capital. Consequently, a voluntary reduction of capital employed in the Capital Markets and Treasury line for instance, would immediately raise the share of the central costs borne by the other lines, and adversely affect their profitability. … Considering that the “Central Assets/Unallocated” segment was left with some economic capital, it still bore its share of the central costs, which was self defeating considering the ruling principle of sharing all the central costs among the business units. For these reasons, the new conventions which will be applied from now on consist in identifying, as closely as possible, the various items making up the “central costs”, and charge them to the business lines accordingly. As for the balance, it will be kept in the “Central Assets/Unallocated” segment and will not be re-allocated. Following the review made in 2001, the amount of cost that cannot be allocated to any business line should not represent more than around 7% of the whole Group’s cost base. Revenues The management, through the central ALM Committee, of the Belgian Government bonds portfolio (OLOs), generates revenues (capital gains) which have up to now been both sizeable and uneven, year after year, and throughout the year. In the past conventions, these revenues were allocated to the business lines, there again according to quite arbitrary allocation keys. This convention proved to be inadequate, for two reasons: … given the nature of the transactions creating those revenues, and their irregular timing, this caused volatility in the revenue streams of the business lines, and had constantly to be isolated – although they were not reported as “exceptional items” – so as to have a correct reading of the underlying trends; … as the crystallization of these capital gains was not at the discretion of the individual business line’s management but rather a decision of the Group’s Asset and Liability Management Committee, it was not appropriate to credit the business lines when in fact the revenues accrue to the entire Group across all of its business lines. Consequently, under the new convention, the capital gains on the OLOs will remain in the “Central Assets/Unallocated” segment, and be treated as non-recurring items. Implementation of the changes These new conventions are being introduced for the first time in this publication for the presentation of the 2001 results by business line. In order to allow a full comparison year on year, the 2000 full year results of the businesses were restated according to these new conventions. Dexia Annual Report 2001 ) Consolidated balance sheet The total of the consolidated balance sheet as of December 31, 2001 amounted to EUR 351.4 billion. Compared to December 31, 2000, when a total of EUR 257.9 billion was posted, the rate of growth was 36.3%, due to the growth in business and the changes in the scope of consolidation (mainly Artesia BC but also Kempen&Co). The balance sheet is shown in the new bancassurance scheme and the details from previous years have been restated pro forma. > Debts Customer deposits and debt securities (savings bonds, certificates and bonds) amounted to EUR 224.9 billion in 2001, i.e. an increase of 20.4% since the end of 2000. Their relative part in the total of the balance sheet decreased: they represented 64.0% against 72.5% at the end of 2000. An increase of 60.5% posted for customer deposits brings this figure to EUR 84.0 billion: savings deposit accounts increased by 79.7%, sight deposits and time deposits increased by 22.3% and 82.5% respectively. The rises are mainly explained by the integration of Artesia BC in the financial statements. Savings deposit accounts in the total deposits grew from 19.8% at the end of 2000 to 22.2% at the end of 2001. Debt securities increased to EUR 140.9 billion, i.e. an increase of 4.8%. > Customer loans The growth of the customer loans was 16.4% compared to the end of 2000, standing now at EUR 156.4 billion. > Securities The total amount of investments in government securities, bonds and other fixed-income securities as well as variable-income securities amounted to EUR 124.4 billion, i.e. an increase of 62.3% compared to December 31, 2000. Bonds and other fixed-income securities increased by 65.1%, reaching EUR 110.4 billion, as the rise in the banking activity and the insurance activity was 62.1% and 129.1% respectively, mainly explained by the impact of Artesia BC. > Equity Shareholders’ equity in the Dexia Group (capital, additional paid-in capital, reserves, profit for the year before allocation, goodwill deducted and GBRR not included) amounted to EUR 8,337 million as of December 31, 2001 against EUR 6,537 million at the end of 2000, i.e. a growth of 27.5%. This development is mainly explained by the increase in capital carried out for an amount of EUR 3.3 billion for the acquisition of Artesia BC and by the deduction of goodwill for the last acquisitions, mainly Artesia BC and Kempen&Co for respectively EUR 1.7 billion and EUR 896 million. ) Consolidated statement of income Year 2001 net income before minority interests rose 43.5% to EUR 1,525 million and net income increased by 42.5% to EUR 1,426 million, compared to 2000. At constant scope of consolidation the increase in net income would have been +5.1%. > Revenues Net banking income amounted to EUR 5,665 million against EUR 3,735 million in 2000, representing an increase of 51.7%, or EUR 1,930 million. Excluding the effects of changes in the scope of consolidation (a positive variance amounting to EUR 1,745 million), and exceptional items (a variance of -EUR 2 million), the rise would have been 5.3% or EUR 187 million. This growth stands out when seen in the general context of the pressure on revenues in the banking industry in 2001, and it clearly reflects the sustainability of Dexia’s revenue streams. It stems from contrasted trends in its different components. Net interest and related income stood at EUR 3,496 million, an increase of EUR 941 million (+ 36.9%) arising from the following factors: 80/81 … changes in the scope of consolidation account for EUR 850 million to this change (net of funding costs); … gains on the OLO (Belgian Government bonds) portfolio were EUR 88 million in 2001, compared to EUR 182 million in 2000, thus explaining a variance of -EUR 94 million included as exceptional item; … exceptional items stood at EUR 66 million in 2001, against EUR 96 million in 2000, thus accounting for a decrease of EUR 30 million in the evolution (itemized in note 1); … the balance increased by EUR 216 million, or +9.5%. This largely reflects the evolution of the Group’s main balance sheet and off-balance sheet drivers, at constant scope Net commissions and other income rose by 52.2% to EUR 1,470 million. This occurred largely because of the changes in the scope of consolidation (EUR 450 million), and also because of the variations of the exceptional items (+EUR 122 million; see note 2). Excluding those two factors, the commissions and other income dropped by 6.4% to EUR 1,001 million. This essentially reflects the downturn in the capital markets and its influence on customers’ appetite for products that generate commissions for the bank, in contrast with the previous year, which was exceptionally good. Technical and financial margin on insurance increased by a hefty EUR 484 million and stood at EUR 699 million in 2001. This was by and large due to the changes in the consolidation scope (notably that concerning FSA and Artesia BC’s subsidiary DVV Insurance) but without this element, the growth was nevertheless very high at +18.4%, or EUR 40 million, reflecting the continued strong performance of Dexia Insurance. > Costs General operating expense in 2001 amounted to EUR 3,371 million, up by EUR 1,314 million or 63.9%. This rise naturally stems, to a very large extent, from the effect of changes in the scope of consolidation of EUR 1,124 million. The exceptional costs were high again in 2001 (EUR 98 million), but EUR 10 million less than those of 2000 (see detail in note 3). One of the main components of these exceptional costs is a EUR 119.5 million provision for future integration costs of Artesia BC. In addition to the burden of the exceptional costs, Dexia also incurred integration costs on the same project in the course of 2001, amounting to EUR 8 million. Consequently the increase in general operating expense without these items was 9.8%. Staff costs amounted to EUR 1,600 million against EUR 847 million in 2000, representing an increase of 88.9%. The changes in the scope of consolidation explain EUR 593 million of this increase, and the variation of the exceptional items account for +EUR 78 million of it. Therefore, without these factors, the underlying growth of staff costs was 9.8%. Network commissions, representing the commissions paid by the Group to its networks of independent agents and business introducers, rose by 36.5% (or +EUR 93 million) to EUR 348 million. The increase was largely due (+EUR 89 million) to the changes in the scope of consolidation, and in the other direction, to a negative variation of the exceptional items (-EUR 10 million). Without these elements, the growth was 5.6%. Other operating expense climbed by 61.8%, or EUR 390 million, to EUR 1,021 million. Of this increase, EUR 332 million stemmed from changes in the scope of consolidation, and EUR 1 million are explained by the variations of the exceptional items. Without these two factors, the underlying growth was 9.6%. Depreciation and amortization expanded by 17.1% to EUR 356 million. The increase of EUR 52 million arose from changes in the scope of consolidation (EUR 88 million), and also to the variation of exceptional costs between 2000 and 2001 (-EUR 70 million). Without these two factors, the underlying growth was 14.5%. Deferred acquistion costs in the amount of EUR 46 million correspond to the business of FSA. The cost/income ratio (ratio between operating expense and net banking income) stood at 59.5%, compared with the ratio of 55.1% for the whole year in 2000. Excluding exceptional income and expense generated by the large number of significant Dexia Annual Report 2001 external growth transactions carried out during the period, the cost/income ratios would have been 57.3% in 2001 and 54.7% in 2000 respectively. Accounting treatment of Artesia BC integration costs The total integration costs to be incurred from 2002 onwards amount to EUR 246.8 million. Provisions have been set aside in the 2001 consolidated financial statements for that amount. Those provisions are shared by the three banks which will be merged in 2002: Dexia Bank Belgium (EUR 119.5 million); BACOB Bank (EUR 74.3 million) and Artesia BC (EUR 53.0 million). The fiscal effect attached to these charges total respectively EUR 48.0 million for Dexia Bank, EUR 29.8 million for BACOB Bank, and EUR 21.3 million for Artesia BC. The accounting treatment will be different in the three merging banks: at Dexia Bank, the impact is on the statement of income, whereas at Artesia BC and BACOB Bank the charges are written off on the reserves, resulting on consolidation to a net increase of goodwill of EUR 76.1 million. The impact of the EUR 246.8 million provision on the consolidated net income in 2001 is thus a net charge of only EUR 71.5 million. It is treated as an exceptional item. > Gross operating income The gross operating income before allowances amounted to EUR 2,294 million in 2001, up 36.7% from EUR 1,678 million in 2000. Without the changes in scope of consolidation, the exceptional items and the integration costs borne on the Artesia BC project, the gross operating income would have been roughly stable (-0.3%). The leveling of the underlying gross operating income has its origins in two main factors. First, the acquisitions made by the Group have generated a very high level of activity, both in the acquisition and in the integration stages, creating a vast amount of effort and expense, which have added to the general expense, in addition to the costs specifically identified as “integration costs”. Secondly, the momentum of revenues in 2000, particularly in the booming business of Investment Management Services at that time, led the Group to approve a 2001 budget for expense and capital expenditure which reflected the expectation that the revenue trend in 2001 would be commensurate to what it was in 2000. This assumption was contradicted by the rapid change in the market environment of 2001, and then by the consequences of the September 11 events. Naturally, the cost budgets were revisited in the second half in consideration of these evolutions, and the 4th quarter figures reflect the effects of the actions undertaken, as there was no increase in the underlying costs of the Group, compared to the 3rd quarter. > Write-downs and allowances Write-downs and allowances including the net allocation to the general banking risks reserve and the amortization of goodwill, rose by 21.5% to EUR 283 million in 2001. It was EUR 233 million in 2000. Its components evolved as follows. Write-downs and allowances for loan losses and off-balance sheet items came to EUR 281 million in 2001, up EUR 167 million, partly under the effect of the changes in scope of consolidation (EUR 69 million). The main one of these was Artesia BC, whose contribution to net charge in the 2001 P&L was EUR 63 million. The increase is also explained by several factors impacting the various business segments, and linked to five specific situations: … a provision of EUR 51 million was written on a single debtor (a hospital in Chicago) which is in default following the uncovering of a fraud perpetrated against the US healthcare agencies; this risk is now almost fully covered; … it was decided to raise the level of existing provisions to 50% of the country risk exposure on Argentina, requiring a charge of EUR 6 million on the 2001 financial statements; … a provision of EUR 22 million was made to cover exposure on Enron; 82/83 … a provision of EUR 25 million was set aside against the risks of default on the loan book of Labouchere’s share leasing contracts; … provisions of EUR 16 million were set against a Belgian airline company default. However, the Dexia Group’s level of risk remains very low compared to the rest of the banking industry. The net charge represents 14 basis points of the total customer loans and off-balance sheet commitments outstanding, about one third of the average peer group ratio. Net gains or write-downs on long-term investments totaled +EUR 13 million in 2001 compared with +EUR 31 million in 2000. This -EUR 18 million decrease stems from the changes in scope of consolidation (-EUR 2 million), and for -EUR 9 million to gains and losses on the sale of holdings, or unwinding of business ventures (see note 4). A write-back of the general banking risks reserve has taken place in 2001, in the amount of EUR 41 million, whereas EUR 101 million was allocated to it in 2000. This reflects various events incurred in 2001, particularly the charges generated by integration and restructuration of Artesia BC. Amortization of goodwill stood at EUR 56 million, up EUR 7 million from the charge for 2000 (EUR 49 million). items > Other Corporate income tax, comprising both current and deferred taxes, increased by EUR 123 million (or 30.0%) to EUR 534 million. This change is due to the changes in scope of consolidation (adding +EUR 142 million to the tax charge) on the one hand, and to the fiscal effect of the various exceptional items referred to above on the other hand (+EUR 81 million; see note 5). Without these elements, the underlying tax charge was EUR 380 million in 2001, against EUR 480 million a year before. Net income from companies accounted for by the equity method, net of goodwill amortization, rose by 64.4% (or EUR 19 million) to EUR 48 million. The increase largely stems from the changes in scope of consolidation (EUR 30 million). The balance of the variation is negative (-EUR 11 million), mainly as a result of the sale of the 40% holding in Banco de Crédito Local in the early part of 2001. income > Net Net income before minority interests totaled EUR 1,525 million, up 43.5% year on year. Without the changes in the scope of consolidation, the progression would have been +4.3%. Minority interests came to EUR 99 million against EUR 62 million in 2000. The variation of EUR 37 million is largely explained by the changes in scope of consolidation (EUR 43 million). Net income for the period amounted to EUR 1,426 million, representing an increase of 42.5%. Without the changes in the scope of consolidation, the progression would have been +5.1%. Return on equity (ROE), representing the ratio between net income for the period and average shareholders’ equity (excluding the general banking risks reserve and after income appropriation), stood at 18.7% in 2001. It was 17.7% in 2000. Earnings per share (EPS) have progressed by 9.1%, to EUR 1.25 per share, against EUR 1.15 in 2000. Dexia Annual Report 2001 Main items reported as exceptional (other than OLOs) in 2000 and 2001 Note 1: net interest and related income In 2000: provision for swap cancellation following Dexint and DCL merger (-EUR 42.6 million); gains on sale of equity holding participations (+EUR 139.7 million); gains on convertible bonds Dexia (+EUR 11.4 million); changes in accounting methods (+EUR 60.2 million); impairment of a credit-linked note portfolio (CLN) following a fraud (-EUR 75.3 million); write-back exceptional provisions (+EUR 2.9 million). In 2001: unwinding of the Crediop/SP IMI distribution agreement (-EUR 10.0 million); gains on sale of equity participations (+EUR 28 7 million); gains on convertible bonds Dexia (+EUR 77.9 million); impairment CLN portfolio (-EUR 28.5 million). Note 2: net commissions and other income In 2000: Insurance CLN portfolio (-EUR 17.0 million); interests on payment of acquisition of Labouchere (-EUR 11.8 million); provision for litigation with EEC (-EUR 15.0 million); provision for the direct bank project (-EUR 20.0 million); accounting treament of Labouchere’s deferred acquisition costs (-EUR 39.8 million). In 2001: Insurance CLN portfolio (-EUR 9.6 million); write-back provision direct bank project (+EUR 10.0 million); write-back provision for litigation EEC (+EUR 15.0 million). The reversal of the exceptional accounting treatment in 2000 of Labouchere’s deferred acquisition costs (+EUR 39.8 million) is treated in 2001 in the change of the consolidation scope. Note 3: costs In 2000: adjustment to BIL pension fund (-EUR 10.0 million); provision for change to the euro (-EUR 8.4 million); commission to the network for Dexia capital increase (-EUR 10.6 million); costs of the capital increase (-EUR 70.3 million); legal costs CLN portfolio (-EUR 9.5 million). In 2001: write-back provision euro (+EUR 5.4 million); fees Artesia BC (-EUR 10.0 million); provision for future integration costs Artesia BC (-EUR 119.5 million); commission to the network for change to the euro (-EUR 1.4 million); writeback provision for litigation on VAT (+EUR 38.9 million); restructuring costs Dexiam, BIL London and Dexia Crediop (-EUR 7.3 million); provision for shift to IAS and Basel 2 (-EUR 2.3 million); legal costs CLN portfolio (-EUR 2.1 million). Note 4: provisions In 2000: gain on sale of holding in MBIA (+EUR 22.3 million); gain on sale of other holdings (+EUR 6.9 million). In 2001: gain on Banco de Crédito Local (+EUR 49.0 million); gain on Fortior (+EUR 3.6 million); sale of Swiss subsidiaries of Artesia BC and Rekord (-EUR 37.6 million); sale of holding in ZeBank (-EUR 5.7 million); other gains (+EUR 11.0 million). Note 5: taxes All the items above are before tax. The amount of corresponding taxes, at appropriate rates, is treated as an exceptional item in the total amount of taxation. 84/85 Where to find Dexia Dexia Square de Meeûs 1 B-1000 Brussels Tel.: (32) 2 213 57 00 Fax: (32) 2 213 57 01 In Paris 7-11, quai André Citroën BP 1002 F-75901 Paris Cedex 15 Tel.: (33) 1 43 92 77 77 Fax: (33) 1 43 92 70 00 www.dexia.com AMCC N.W. Juniper St. 710 – Suite 202 USA - Issaquah, WA 98027 Telephone: (1) 425 313 4600 Fax: (1) 425 313 1005 www.artesiamortgage.com Artesia BC representative office Austria Kärtnerstrasse 45 A-1010 Vienna Telephone: (43) 1 512 26 12 Fax: (43) 1 512 26 13 80 Artesia Leasing & Renting and Artesia Lease Avenue Livingstone 6 B-1000 Brussels Telephone: (32) 2 285 29 29 Fax: (32) 2 285 39 99 Assureco 7-11, quai André Citroën F-75015 Paris Telephone: (33) 1 43 92 77 49 Fax: (33) 1 43 92 78 99 Astris Finance 1730 K Street, NW Suite 900 Washington, DC 20006 Telephone: (1) 202 223 94 20 AusBIL Dexia Veritas House – Level 23 207 Kent Street Sydney NSW 2000 Australia Telephone: (61) 2 925 90 200 Fax: (61) 2 925 90 222 www.ausbil.com.au Bancoval 20 Fernando el Santo E-28010 Madrid Telephone: (34) 91 360 99 00 Fax: (34) 91 360 99 95 www.bancoval.es Banque Artesia Nederland Herengracht 539-543 NL-1017 BW Amsterdam P.O. Box 274 NL-1000 AG Amsterdam Telephone: (31) 20 520 49 11 Fax: (31) 20 624 75 02 www.artesia.nl Banque Vernes Artesia 15, rue des Pyramides - BP 451 F-75026 Paris Cedex 01 Telephone: (33) 1 44 86 80 00 Fax: (33) 1 44 86 82 82 www.banque-vernes.fr Belstar Riverside Business Park Avenue Internationale 55 - B37 B-1070 Brussels Telephone: (32) 2 556 01 75 Fax: (32) 2 524 01 88 BILIAM P.O. Box 1427 2-6 Church Street St Helier, Jersey JE4 2YN Telephone: (44) 1534 83 44 83 Fax: (44) 1534 83 44 99 Cevi Bisdomplein 3 B-9000 Ghent Telephone: (32) 9 225 48 60 Fax: (32) 9 233 05 24 Ciger Rue de Néverlée 12 B-5020 Namur Telephone: (32) 81 55 45 11 Fax: (32) 81 55 45 06 Corona Avenue de la Métrologie 2 B-1130 Brussels Telephone: (32) 2 244 22 11 Fax: (32) 2 216 15 15 www.corona.be Dexia Annual Report 2001 Créatis 34, rue Nicolas Leblanc BP 5911 F-59011 Lille Telephone: (33) 3 20 40 51 32 Fax: (33) 3 20 30 16 15 Crédit associatif 75, rue Saint-Lazare F-75009 Paris Telephone: (33) 1 42 80 42 24 Fax: (33) 1 42 81 42 98 Dexia Asset Management Headquarters Rue Royale 180 B-1000 Brussels Telephone: (32) 2 222 52 42 Fax: (32) 2 222 91 48 Dexia Asset Management Fukoku Seimei Building 12F 2-2-2, Uchisaiwa-cho, Chiyoda-ku Tokyo 100-0011 Telephone: (81) 3 5251 3560 Fax: (81) 3 5251 3561 Dexia Asset Management 9 Raffles Place #42-01 Republic Plaza Singapore 048619 Telephone: (65) 62 36 24 25 Fax: (65) 65 36 96 34 Dexia Asset Management Route d’Arlon 283 L-1150 Luxembourg Telephone: (352) 25 43 43 1 Fax: (352) 25 43 43 4940 Dexia Asset Management Washington Plaza 40, rue Washington F-75408 Paris Cedex 08 Telephone (33) 1 53 93 40 00 Fax: (33) 1 45 63 31 04 www.dexia-am.com Dexia Banque Internationale à Luxembourg Route d’Esch 69 L-2953 Luxembourg Telephone: (352) 45 90 1 Fax: (352) 45 90 20 10 www.dexia-bil.com Dexia Asset Management Luxembourg, Geneva Branch 2, rue de Jargonnant CH-1207 Geneva Telephone: (41) 22 707 90 00 Fax: (41) 22 707 90 90 Dexia Bank Nederland Beethovenstraat 300 PO Box 75666 NL-1070 AR Amsterdam Telephone: (31) 20 348 50 00 Fax: (31) 20 348 55 55 www.dexiabank.nl www.alex.nl Dexia Auto Lease Avenue Livingstone 6 B-1000 Brussels Telephone: (32) 2 285 35 88 Fax: (32) 32 2 282 66 01 www.artesia-auto-lease.be Dexia Bank Belgium Boulevard Pachéco 44 B-1000 Brussels Telephone: (32) 2 222 11 11 Fax: (32) 2 222 40 32 www.dexia.be www.axionweb.be Dexia Bank Belgium Copenhagen Bredgade 75, 2. floor P.O.B. 9046 DK-1260 Copenhagen K Telephone: (45) 33 74 51 00 Fax: (45) 33 91 50 02 Dexia Bank New York Branch 445 Park Avenue New York -NY 10022 Telephone: (1) 212 705 0700 Fax: (1) 212 705 0701 Dexia Banque Privée 37-39, rue d’Anjou F-75383 Paris Telephone: (33) 1 40 06 60 00 Fax: (33) 1 42 65 00 98 www.dexiaplus.fr Dexia BIL Asia Singapore 9 Raffles Place #42-01 Republic Plaza Singapore 048619 Telephone: (65) 62 22 76 22 Fax: (65) 65 36 02 01 86/87 Dexia BIL Dublin Branch George’s Quay House 43 Townsend Street IRL - Dublin 2 Telephone: (353) 1 613 04 44 Fax.: (353) 1 613 04 45 Dexia BIL London Branch Shackleton House Hay’s Galleria Battle Bridge Lane 4 London SE1 2GZ Telephone: (44) 207 556 30 00 Fax: (44) 207 556 30 55 Dexia BIL Milan Branch Procaccini Center 38 via Messina Torre B, Piano 5 I-20154 Milan Telephone: (39) 2 336 232 01 Fax: (39) 2 336 232 30 Dexia BIL Singapore Branch 9 Raffles Place #42-01 Republic Plaza Singapore 048619 Telephone: (65) 62 22 76 22 Fax: (65) 65 36 02 01 Dexia CLF Banque 7-11, quai André Citroën BP 546 F-75725 Paris Cedex 15 Telephone: (33) 1 44 37 45 02 Fax: (33) 1 44 37 45 07 www.dexia-clf.fr Dexia CLF Lease Services 7-11, quai André Citroën F-75015 Paris Telephone: (33) 1 41 14 57 78 Fax: (33) 1 46 90 10 89 Dexia Crediop Via Venti Settembre 30 I-00187 Rome Telephone (39) 06 47 71 29 05 Fax: (39) 06 47 71 59 59 www.dexia-crediop.it Dexia Crédit Local 7-11, quai André Citroën BP 1002 F-75901 Paris Cedex 15 Telephone: (33) 1 43 92 77 77 Fax: (33) 1 43 92 70 00 www.dexia-clf.fr www.dexia-creditlocal.com Dexia Crédit Local Dublin Branch West Black Building IRL - Dublin Telephone: (353) 1 670 27 00 Fax: (353) 1 670 27 05 Dexia Crédit Local New York Agency 445 Park Avenue New York, NY 10022 Telephone: (1) 212 515 7000 Fax: (1) 212 753 5522 www.dexia-americas.com Dexia Crédit Local Portugal Estrella Office Rua Domingos Sequeira 27-5G P-1350-119 Lisboa Telephone: (351) 21 395 15 16 Fax: (351) 21 397 77 33 Dexia Crédit Local Singapore 9 Raffles Place # 43-01 Republic Plaza Singapore 048619 Telephone: (65) 62 36 01 25 Fax: (65) 65 32 12 31 Dexia Crédits Logement Headquarters Boulevard Pachéco 44 B-1000 Brussels Operations • Chaussée de Dinant 1033 B-5100 Wépion Telephone: (32) 81 46 82 11 Fax.: (32) 81 46 05 55 • H. Consciencestraat 6 B-8800 Roeselare Telephone: (32) 51 23 21 11 Fax.: (32) 51 23 21 45 Dexia Editions 7-11, quai André Citroën F-75015 Paris Telephone: (33) 1 43 92 79 13 Fax: (33) 1 43 92 76 72 Dexia Epargne Pension 62, rue de la Chaussée d’Antin F-75009 Paris Telephone: (33) 1 43 92 77 02 Fax: (33) 1 45 26 34 20 www.dexia-ep.com Dexia Factors Avenue Livingstone 6 B-1000 Brussels Telephone: (32) 2 282 66 33 Fax: (32) 2 282 66 99 www.artesia-factors.be Dexia Annual Report 2001 Dexia Finance 7-11, quai André Citroën F-75015 Paris Telephone: (33) 1 43 92 75 28 Fax: (33) 1 43 92 75 35 Dexia Flobail 7-11, quai André Citroën F-75015 Paris Telephone: (33) 1 43 92 73 89 Fax: (33) 1 45 75 34 59 Dexia Fund Services Belgium Rue Royale 180 B-1000 Brussels Telephone: (32) 2 222 5898 Fax: (32) 2 222 3425 Dexia Fund Services Cayman Ugland House P.O. Box 309 George Town BWI Grand Cayman Telephone: (1345) 945 85 00 Fax: (1345) 945 85 01 Dexia Fund Services Dublin George’s Quay House 43 Townsend Street IRL - Dublin 2 Telephone: (353) 1 613 0400 Fax: (353) 1 613 0401 Dexia Fund Services France 39, rue d’Anjou F-75008 Paris Telephone: (33) 1 49 35 68 01 Fax: (33) 1 49 35 68 97 Dexia Fund Services Italia Procaccini Center 38, via Messina Torre B, Piano 5 I-20154 Milan Telephone: (39) 02 3362 3203 Fax: (39) 02 3362 3230 Dexia investments Ireland Belgium International House Harbourmaster Place 3 IRL-IFSC Dublin 1 Telephone: (353) 1 829 1566 Fax: (353) 1 829 1577 www.artesia.ie Dexia Fund Services Singapore 9 Raffles Place # 42-01 Republic Plaza Singapore 048619 Telephone: (65) 64 35 33 36 Fax: (65) 65 36 02 19 Dexia Lease Belgium Headquarters Boulevard Pachéco 44 B-1000 Brussels Operations Rue de la Charité 15/7 B-1210 Brussels Telephone: (32) 2 222 37 08 Fax: (32) 2 222 37 13 Dexia Fund Services Switzerland Beethovenstrasse 48 Case Postale 970 CH-8039 Zurich Telephone: (41) 1 286 9701 Fax: (41) 1 286 9750 Dexia Hypothekenbank Berlin Charlottenstrasse 82 D-10969 Berlin Telephone: (49) 30 25 59 8-0 Fax: (49) 30 25 59 8-2 00 www.dexia.de Dexia Insurance Avenue des Arts 23 B-1000 Brussels Telephone: (32) 2 237 15 11 Fax: (32) 2 237 16 99 Dexia Lease France 7-11, quai André Citroën F-75015 Paris Telephone: (33) 1 43 92 75 13 Fax: (33) 1 47 75 34 59 Dexia Life & Pensions 2, rue Nicolas Bové L-1253 Luxembourg Telephone: (352) 262 54 41 Fax: (352) 262 54 45 480 www.dexia-life.com Dexia London 55 Tufton Street – Westminster UK - London SW1P 3QF Telephone: (44) 207 799 3322 Fax: (44) 207 799 2117 www.uk-dexia.com 88/89 Dexia Municipal Agency 7-11, quai André Citroën F-75015 Paris Telephone: (33) 1 43 92 77 77 Fax: (33) 1 43 92 70 00 www.dexia-ma.com Dexia Private Bank Jersey P.O. Box 12 2-6, Church Street St Helier, Jersey JE4 9NE Telephone: (44) 1534 83 44 00 Fax: (44) 1534 83 44 11 Dexia Nordic Private Bank Luxembourg 18-20, avenue Marie-Thérèse L-2015 Luxembourg Telephone: (352) 45 78 68 1 Fax: (352) 45 78 60 Dexia Public Finance Norden Box 7573 Engelbrektsplan 2 S-103 93 Stockholm Telephone: (46) 8 407 57 00 Fax: (46) 8 407 57 01 Dexia Partenaires France 2, rue de Messine F-75008 Paris Telephone: (33) 1 40 76 03 74 Fax: (33) 1 40 76 03 71 Dexia Sabadell Banco Local Paseo de las Doce Estrellas, 4 E-28042 Madrid Telephone: (34) 91 721 33 10 Fax: (34) 91 721 33 20 Dexia P-H Private Bank Denmark Gronningen 17 DK-1270 Copenhagen Telephone: (45) 33 46 11 00 Fax: (45) 33 32 42 01 www.phbank.dk Dexia Santé 40, rue Sadi Carnot F-78120 Rambouillet Telephone: (33) 1 61 08 66 00 Fax: (33) 1 61 08 66 11 Dexia Prévoyance Site BRGM-BP 6009 F-45060 Orléans Cedex 2 Telephone: (33) 2 38 64 39 80 Fax: (33) 2 38 64 33 68 Dexia Private Bank (Switzerland) Beethovenstrasse 48 Case postale 970 CH-8039 Zürich Telephone: (41) 1 286 92 92 Fax: (41) 1 201 14 71 www.dexia.ch Dexia Securities W.T.C. Tour 1 Boulevard du Roi Albert II 30 – B18 B-1000 Brussels Telephone: (32) 2 204 41 11 Fax: (32) 2 204 49 25 www.artesiasecurities.be Dexia Securities France 112, Avenue Kléber F-75116 Paris Telephone: (33) 1 56 28 52 06 Fax: (33) 1 56 28 52 90 www.dexia-securities.fr Dexia Securities USA 747 Third Avenue, 22nd floor US - New York, NY 10017 Telephone: (1) 212 3760 130 Fax: (1) 212 3760 139 Dexia SIM Italia 12 via Rovello I-20121 Milan Telephone: (39) 02 80284 1 Fax: (39) 02 80284 284 Dexia SIM Italia, Turin Branch Via Principessa Felicita di Savoia 8/12 I-10131 Torino Telephone: (39) 011 63 06 701 Fax: (39) 011 63 06 700 Dexia Société de Crédit Headquarters and operations Rue des Clarisses 38 B-4000 Liège Telephone: (32) 4 232 45 45 Fax: (32) 4 232 45 01 Operations Boulevard Saint-Michel 50 B-1040 Brussels Telephone: (32) 2 732 12 12 Fax: (32) 2 737 29 27 Dexia Sofaxis Route de Créton F- 18100 Vasselay Telephone (33) 2 48 48 10 10 Fax: (33) 2 48 48 10 11 www.sofaxis.com www.sofcah.com www.sofcap.com Dexia Annual Report 2001 Dexia Trust Services Jersey P.O. Box 300 2-6 Church Street St Helier, Jersey JE4 8YL Telephone: (44) 1534 83 44 44 Fax: (44) 1534 83 44 55 Dexia Trust Services Singapore PTE 9 Raffles Place # 42-01 Republic Plaza Singapore 048619 Telephone: (65) 64 35 33 36 Fax: (65) 65 36 02 19 Dexia Ventures Boulevard Pachéco 44 B-1000 Brussels Telephone: (32) 2 222 82 98/83 06 Fax: (32) 2 222 83 08 DVV Insurance Avenue Livingstone 6 B-1000 Brussels Telephone: (32) 2 286 61 11 Fax: (32) 2 286 15 15 www.dvvlap.be Ely Fund Managers (Holdings) Audrey House Ely Place UK - London EC1N 6SN Telephone: (44) 20 7404 5333 Fax: (44) 20 7404 5747 www.ely.uk.com Eural W.T.C. Tour 1 Boulevard du Roi Albert II 30 - B 37 B-1000 Brussels Téléphone: (32) 2 204 39 99 Téléfax: (32) 2 204 38 00 www.eural.be Fidexis Rue de la Charité 13-17 B-1210 Brussels Telephone: (32) 2 209 02 30 Fax: (32) 2 209 02 37 Financial Security Assurance 350 Park Avenue USA-New York, NY 10022 Telephone: (1) 212 826 0100 Fax: (1) 212 688 3101 www.fsa.com First European Transfer Agent 11, bd Grande-Duchesse Charlotte L-1331 Luxembourg Telephone: (352) 25 47 01 1 Fax: (352) 25 47 01 9500 Floral 7-11, quai André Citroën F-75015 Paris Telephone: (33) 1 45 77 33 93 Fax: (33) 1 43 92 70 57 Fortior Holding Iberagentes Activos/Iberagentes Gestion Colectiva Edificio Torre Europa 95 P. de la Castellana - 4 E-28046 Madrid Telephone: (34) 914 18 93 26 Fax: (34) 914 18 93 28 www.iberagentes.es Kempen Capital Management Beethovenstraat 300 PO Box 75666 NL-1070 AR Amsterdam Telephone: (31) 20 348 8800 Fax: (31) 20 348 8850 www.kempen.nl Kempen Capital Management Dorpsstraat 1 PO Box 44 NL-5260 AA Vught Telephone: (31) 73 6580 490 Fax: (31) 73 6580 499 www.kempen.nl Kempen Capital Management Belgium Frankrijklei 103 B-2000 Antwerpen Telephone: (32) 3 224 82 00 Fax: (32) 3 224 82 26 Kempen Capital Management Switzerland 49 rue de Villereuse CH-1207 Geneva Telephone: (41) 22 5929141 Fax: (41) 22 5929142 90/91 Kempen Capital Management (UK) 41 Melville Street UK-EH3 7JF Edinburgh Telephone: (44) 131 2266 985 Fax: (44) 131 2266 984 Luxstar Boulevard Prince-Henri 47 L-1724 Luxembourg Telephone: (352) 46 34 401 Fax: (352) 46 34 49 www.luxstar.lu Société Luxembourgeoise de Leasing BIL-Lease 14-16, avenue Pasteur L-2310 Luxembourg Telephone: (352) 22 77 33 1 Fax: (352) 22 77 44 Kommunalkredit Austria Türkenstrasse 9 A-1092 Vienna Telephone: (43) 1 316 31 0 Fax: (43) 1 316 31 503 www.kommunalkredit.at Otzar Hashilton Hamekomi 3 Heftman Street 64737 Tel-Aviv Telephone: (972) 3 695 7211 5 Fax: (972) 3 691 9503 Société Monégasque de Banque Privée 9, boulevard d’Italie MC-98000 Monaco Telephone: (377) 93 15 23 23 Fax: (377) 93 15 23 32 Linde Partners Asset Management 134, route d’Arlon L-8008 Strassen Telephone: (352) 31 51 55 Fax: (352) 31 51 55 31 www.lindepartners.com Parfibank Boulevard du Régent 40 B-1000 Brussels Telephone: (32) 2 513 90 20 Fax: (32) 2 512 73 20 www.parfibank.be Van Lieshout & Partners Maliebaan 45 PO Box 13224 NL-3507 LE Utrecht Telephone: (31) 30 2345 432 Fax: (31) 30 2345 400 Prvá Komunálna Banka Hodzova 11 01011 Zilina Slovak Republic Telephone: (421) 89 51 11 517 www.pkb.sk W.G.H. Informatique Avenue de l’Expansion 7 B-4432 Ans Telephone: (32) 4 246 10 46 Fax: (32) 4 246 03 03 Dexia Annual Report 2001 Dexia’s Annual Report is published by the Group’s corporate communications division in cooperation with the corporate communications departments of Dexia Bank Belgium, Dexia Crédit Local and Dexia Banque Internationale à Luxembourg. The Annual Report is also available in French, Dutch and German. A copy may be obtained on request from Dexia headquarters in Brussels or Paris. Dexia S.A. Square de Meeûs, 1 B-1000 Brussels Paris 7-11 quai André Citroën F-75015 Paris Photographs David Carr, Bruno Boissonnet, Michel Labelle, Bios: N. Peka / Okapia, H. Stichtinger / Zefa, Getty Images, Archipress: Michel Denancé / Architecte: Renzo Piano Building Workshop, Claudie Aubriac: Grandeur Nature / Parc Arboretum de Kalmthout, Jean-Marc Pettina, Crampon. Design TERRE DE SIENNE Lay-out NORD COMPO - Tel. 33 (3) 20 41 40 01 Printing Snoeck-Ducaju & Zoon, B-9000 Ghent 92/93