51ST annual reporT 2012 araB BanK (SWITZerlanD) lTD.
Transcription
51ST annual reporT 2012 araB BanK (SWITZerlanD) lTD.
51ST annual report 2012 ARAB BANK (SWITZERLAND) LTD. 51ST annual report 2012 ARAB BANK (SWITZERLAND) LTD. Summary Board of Directors CEO Message 6 8 Comments on profit and loss statement and balance sheet Balance Sheet Profit and Loss Statement Allocation of Earnings Statement of Cash Flows 14 16 17 19 notes to the Financial statements 1 - Business Activities and Personnel 2 - Accounting Policies and Valuation Principles 3 - Information on the Balance Sheet 4 - Information on Off-Balance Sheet Transactions 5 - Information on the Income Statement 6 - Eligible capital and required capital 20 22 24 34 36 37 Report of the Statutory Auditor 39 arab bank 51ST annual report 2012 Arab Bank (Switzerland) Ltd. is an independent company, founded in 1962 according to Swiss law, specialized in asset management and investment counselling for a sophisticated clientele, in addition Arab Bank (Switzerland) Ltd. is a sister company of Arab Bank plc., Amman / Jordan, a leading financial institution, which has a wide network in the Arab world and major financial centers. to trade finance activities. Head Office (as from 18 April 2012) Geneva 10-12 Place de Longemalle P.O. Box 3575 CH-1211 Geneva 3 Branch (as from 18 April 2012) Zurich Bahnhofstrasse 46 P.O. Box 2023 CH–8022 Zurich www.arabbank.ch www.arabbank.ch Phone : +41 22 715 12 11 Fax : +41 22 715 13 11 Swift : ARBSCHZZ Phone : +41 44 265 71 11 Fax : +41 44 265 73 30 Swift : ARBSCHZZ Board of Directors Abdel Hamid Shoman Chairman Dr. Alfred Schwarzenbach Vice-Chairman* Until 18 April 2012 Sabih T. Masri Member Wahbé A. Tamari Member* Antoine J. Raphael Member Jean Zwahlen Member* Dina Shoman Member As from 18 April 2012 Alessandro Bizzozero Member* As from 18 April 2012 Directly Reporting to the Executive Management Nadine Ruegg Human Resources / Executive Director As from 1st November 2012 Patrick Culliford Credit & Trade Finance / Executive Director Rani Jabban Treasury Management / Executive Director Lena Brirmi Compliance / Associate Director Mark de Snaijer COO ad interim As from 1st August 2012 Executive Management Nasri Victor Malhamé CEO / General Manager Jean Kamitsis Head of Wealth Management / Deputy CEO Richard Rochat CFO / Managing Director As from 1st August 2012 Patrick Pillon Head of Legal & Compliance / Managing Director As from 1st September 2012 * Reference of independent board member according to FINMA circular 2008 / 24 margin number 10 (according to prior year) Internal Audit Dung Nguyen-Manh Antoine Pangallo Auditors Deloitte SA Board of Directors At the Ordinary General Meeting of Shareholders held on 18 April 2012, Ms. Dina M. Abdel Hamid Shoman and Mr. Alessandro Bizzozero were elected as new Members of the Board of Directors for a term of office of four years, i.e. until the Ordinary General Meeting of Shareholders 2016. Dr. Alfred Schwarzenbach, whose tenure expired, decided to retire. The Board of Directors thanks him for his commitment and dedication over the past 30 years and wishes him all the best in his private future. Deloitte SA was appointed as the Bank’s auditors. Mr. Antoine Raphaël has resigned from the Board of Directors on 31 December 2012 as he was appointed Chief Executive Officer of the Bank effective as of 1st January 2013. We would like to take this opportunity to thank our shareholders and clients for their continued trust in Arab Bank (Switzerland) Ltd. Also, we extend our appreciation to Mr. Nasri V. Malhamé, the management and staff for all their contributions during the past year. The Board of Directors 6 | 7 • arab bank (switzerland) Ltd. annual report 2012 CEO Message 2012 was another challenging year for the banking industry during which Arab Bank (Switzerland) Ltd. strengthened its business model. Global Economy The year 2012 proved to be yet another challenging one. Investors regularly awaited critical key events such as EU summits, German constitutional rulings, or Fed meetings. Various serious and critical situations were fixed at the 11th hour (from the US fiscal cliff to the Greek bailouts and other events) against a backdrop of low growth. In hindsight, the biggest risk for investors was the threat of underestimating policy measures and political leaders’ determination and their impact on the markets. The effectiveness of central bank interventions is expected to continue to diminish and investors will in turn need to focus on the effect of a potential exitstrategy by these same central banks. Identifying sources of risk will be crucial in order to navigate through the challenging year ahead. Anticipating shifts will be key in 2013 as the global economy may continue to display a lack of sustained recovery. Arab Bank (Switzerland) Ltd. activity The change program adapted by the Bank over the past three years, continued during 2012. Like all players in the financial services industry, we faced additional regulatory challenges, which the Bank managed to cope with successfully. In 2012 our Wealth Management Department enhanced its Investment Advisory services and further expanded its product platform. Investment Management was able to grow its assets under management despite a difficult and complex investment environment. At the same time, the Bank focused on new business acquisitions from its traditional market, the MENA region, with the help of its sister institution, Arab Bank plc. As a result of the Wealth Management team efforts, the Bank ‘s return on assets under management increased from 58 bps to 63 bps. The Bank also managed to increase efficiency by decreasing its cost / income ratio from 80 % to 76 % through better project management, reduction of staff and relocation of premises in Zurich. As I am leaving the Bank to pursue other opportunities with Arab Bank plc Group, I would like to thank the Chairman and the Board for their continued support, as well as the staff and the clients of Arab Bank (Switzerland) Ltd. for their support and trust. The Trade Finance Department pursued the growth trend of its activities by continuing to actively add new customers to the Bank’s portfolio and develop its existing client base. In line with the Bank’s profile, MENA destinations and origins remained the department’s core business. The Bank achieved its income objectives despite the challenging economic and regulatory environment. Whilst the Trade Finance department was focused on achieving adequate returns, all transactions were always executed using a careful risk based approach. 8 | 9 • arab bank (switzerland) Ltd. annual report 2012 Nasri Victor Malhamé Financial Highlights CHF million 2012 2011 Variance CHF Variance % 2 746,0 2 454,9 291,1 12% 512,8 525,5 - 12,7 - 2% Securities and financial investments 384,6 409,7 - 25,1 - 6% Shareholders’ equity (before profit distribution) 493,6 492,9 0,7 0% Net interest income 21,2 20,7 0,5 2% Results from commission and service fee activities 21,1 18,6 2,5 14% Balance Sheet Balance sheet total Due from customers Profit and Loss Statement Results from trading operations Operating expenses 1,7 3,1 - 1,4 - 44% - 33,9 - 33,6 - 0,3 1% Gross Profit 10,7 8,8 1,9 22% Depreciation, valuation adjustments/provisions - 1,6 - 4,3 2,7 - 63% Profit before Extraordinary Items and Taxes 9,1 4,4 4,7 105% - 0,1 0,6 - 0,7 - 117% Tax Expenses - 3,0 - 3,0 0,0 - 1% Net Income 6,0 2,0 4,0 197% Extraordinary income, net 10 | 11 • arab bank (switzerland) Ltd. annual report 2012 Comments on Profit and Loss Statement and Balance Sheet Profit and Loss Statement The gross profit increased by CHF 1.9 million compared to the previous year mainly due to higher commission and service fees. The Bank’s net income increased from CHF 2.0 million in 2011 to CHF 6.0 million in 2012 (+197%). Interest income declined by about CHF 3.9 million which was mainly driven by low interest rates and the erosion of margins. However, net interest income increased by CHF 0.5 million due to the decrease in interest expenses by CHF 4.4 million. Results from commission and service fee activities increased by CHF 2.5 million (+14%). This increase is attributable to higher trade finance and private banking activities and to adjustments in the pricing of the Bank’s services. The result from trading operations decreased by CHF 1.4 million (-44%) mainly due to general market conditions. Operating expenses slightly increased due to more stringent regulatory conditions. Balance Sheet and Off-Balance Sheet The Balance Sheet increased by CHF 291 million mainly due to higher liquid assets (+CHF 413.9 million) inclusive of the Swiss National Bank balance at CHF 487.4 million. This was partially offset by the lower Banks’ deposits (-CHF 65.2 million) and a smaller securities trading portfolio (-CHF 52.9 million). There was minor impact on profitability from foreign exchange as rates were relatively stable (USD and EUR rates were at 0.92 and 1.21 respectively as at December 31, 2012 compared to 0.94 and 1.22 as at December 31, 2011). Loans to customers were slightly lower than in the previous year (-CHF 12.7 million), while mortgages remained stable. Furthermore, the Bank’s own investments decreased by about CHF 25.1 million to CHF 416.6 million of which 6% from trading activities, 87% from financial investment activities and 8% from participations. Estimated tax expenses were the same As a result of the slight reduction in lending activities, the contingent liabilities and the confirmed credits decreased in the reporting period. Mainly due to the low money market interest rates, fidu- as in the previous year. ciary deposits showed a slight decline. Assets under Management decreased by CHF 88.1 million and amounted to CHF 2’900.5 million as at December 31, 2012. 12 | 13 • arab bank (switzerland) Ltd. annual report 2012 balance sheet AT december 31, 2012 2012 CHF 2011 CHF VARIANCE CHF Assets Liquid assets 2012 CHF 2011 CHF Variance CHF Off-balance sheet transactions 500 548 264 86 659 473 413 888 791 Contingent liabilities 163 261 866 176 046 223 1 150 803 685 1 216 015 622 - 65 211 937 Irrevocable commitments 95 553 731 65 851 853 29 701 878 Due from customers 512 820 677 525 506 366 - 12 685 689 Confirmed credits 11 840 534 26 866 818 - 15 026 284 Mortgages 98 475 620 97 497 423 978 197 Securities and precious metal trading portfolios 24 030 795 76 976 753 - 52 945 958 360 536 616 332 706 898 27 829 718 - 136 654 236 Due from banks Financial investments Participations Fixed assets Accrued income and prepaid expenses Other assets Total Assets Total subordinated claims 32 001 453 32 000 106 1 347 51 562 289 49 932 000 1 630 289 5 387 181 18 975 933 - 13 588 752 9 840 007 18 671 157 - 8 831 150 2 746 006 587 2 454 941 731 291 064 856 142 244 200 145 818 700 - 3 574 500 1 306 122 634 1 170 644 834 135 477 800 907 158 151 742 353 273 164 804 878 Derivative instruments : - Contract volume 707 160 691 843 814 927 - Positive replacement value 7 161 046 18 042 147 - 10 881 101 - Negative replacement value 8 886 394 17 536 612 - 8 650 218 965 731 192 1 067 826 196 - 102 095 004 Fiduciary transactions Liabilities and shareholders’ equity Due to banks Due to customers Accrued expenses and deferred income 8 299 085 8 099 692 199 393 10 335 950 20 782 028 - 10 446 078 20 464 466 20 120 722 343 744 80 381 634 80 381 634 0 26 700 000 26 700 000 0 General legal reserve 22 735 500 22 735 500 0 Legal reserves from capital contribution 14 850 000 17 849 900 - 2 999 900 Other liabilities Valuation adjustments and provisions Reserves for general banking risks Share capital Other reserves 342 500 000 342 500 100 - 100 Retained earnings brought forward 434 049 751 412 - 317 363 Net income 6 025 118 2 022 637 4 002 481 2 746 006 587 2 454 941 731 291 064 856 Total liabilities and shareholders’ equity - 12 784 357 14 | 15 • arab bank (switzerland) Ltd. annual report 2012 profit and loss statement Allocation of earnings AT december 31, 2012 Revenues and expenses from ordinary banking activities 2012 CHF 2011 CHF VARIANCE CHF Results from interest activities : Interest and discount income Interest and dividend income on trading portfolio Interest and dividend income on financial investments Interest expenses Total net interest income - 317 363 6 459 167 2 774 049 3 685 118 5 340 000 5 340 000 - 758 359 5 685 157 5 991 145 - 305 988 - 8 480 258 - 12 899 831 4 419 573 The Board of Directors proposes : 469 587 Distribution of a dividend of 20 % on the share capital (2010 : 20 %) Retained earnings at the end of period Dissolution of legal reserves from capital contribution - 3 000 000 3 000 000 Dissolution of other reserves 5 779 472 5 036 485 742 987 15 158 874 13 281 903 1 876 971 517 817 1 292 041 - 774 224 - 375 271 - 1 040 166 664 895 21 080 892 18 570 263 2 510 629 1 683 787 3 050 495 - 1 366 708 Financial investments - 42 351 - 458 063 415 712 Real estate income 710 675 680 398 30 277 11 791 - 152 732 164 523 680 115 69 603 610 512 - 22 588 022 - 23 514 388 926 366 - 11 322 279 - 10 103 950 - 1 218 329 - 33 910 301 - 33 618 338 - 291 963 10 688 206 8 756 149 1 932 057 - 1 436 511 - 2 312 874 876 363 - 118 756 - 2 000 000 1 881 244 9 132 939 4 443 275 4 689 664 1 624 713 596 410 1 028 303 - 1 757 534 - 17 049 - 1 740 485 - 2 975 000 - 3 000 000 25 000 6 025 118 2 022 637 4 002 481 Allocation to legal reserve Allocation to other reserves Commission income on other services Commission expenses Total result from commission and service fee activities Result from trading operations Other ordinary results Total other ordinary results Operating expenses : Personnel expenses Other operating expenses Total operating expenses Gross profit Depreciations and write-offs on non-current assets Valuation adjustments, provisions and losses Profit before extraordinary items and taxes Net income 4 002 481 751 412 1 018 102 Commission income on securities and investment transactions Taxes 2 022 637 434 049 259 743 Commission income on lending activities Extraordinary expenses 6 025 118 - 2 885 639 20 684 126 VARIANCE CHF Retained earnings brought forward 26 574 710 21 153 713 2011 CHF Net income 23 689 071 Results from commission and service fee activities : Extraordinary income 2012 CHF 16 | 17 • arab bank (switzerland) Ltd. annual report 2012 Surplus to be carried forward to retained earnings 1 000 000 1 000 000 119 167 434 049 - 314 882 6 459 167 2 774 049 3 685 118 To the shareholders registered in the share book at April 19, 2013, per share of CHF 0.75 par value less 35% Swiss withholding tax 0,15000 - 0,05250 0,15000 - 0,02301 0,00000 - 0,02949 Net per share 0,09750 0,12699 - 0,02949 As stated above Upon acceptance of this proposal, the dividend will be paid as follows : Statement of Cash Flows 2012 Source APPLICATION of funds OF FUNDS CHF 1000 CHF 1000 2011 Source APPLICATION of funds OF FUNDS CHF 1000 CHF 1000 Cash-flow from operating results Net income Depreciation and write-offs on non-current assets Valuation adjustments and provisions 6 025 2 023 1 437 2 313 344 4 824 Allocation to reserves for general banking risks Accrued income and prepaid expenses Accrued expenses and deferred income 13 588 1 045 199 Dividend of preceding year 762 5 340 Balance 5 340 16 252 4 021 Cash-flow from investment activities Participations 1 32 000 Real estate 1 735 774 Fixed assets 1 331 32 3 067 32 806 Balance Cash flow from banking operations Medium and longterm operations (>1 year) Due to banks Due to customers Due to customers savings and investment accounts Other liabilities Due from banks 10 446 80 9 117 372 Due from customers Mortgages 978 Financial investments Other assets 12 449 27 830 40 022 8 831 8 147 Shortterm operations Due to banks 135 478 160 228 Due to customers 164 805 14 408 Due from banks 65 132 21 027 Due from customers 12 686 46 017 Securities and precious metal trading portfolios 52 946 13 351 Money market instruments 386 Liquidity Cash 413 889 Balance Total source of funds Total application of funds 13 185 16 252 73 623 36 827 36 827 16 252 18 | 19 • arab bank (switzerland) Ltd. annual report 2012 36 827 Notes to the Financial Statements 1 - Business Activities and Personnel Arab Bank (Switzerland) Ltd. is constituted according to Swiss law as an independent company. It started operations in 1962 in Zurich and opened a branch in Geneva in June 1964. The Bank headquarters have been transferred to Geneva on the 18th April 2012. The Bank is a public company with 20’451 shareholders, the same as the shareholders of Arab Bank Plc in Amman, Jordan at the end of 2012. As an independent sister company it draws upon a wide network of branches in the Arab world and the world’s major financial centers. The focus of the services of Arab Bank (Switzerland) Ltd. is on providing asset management and investment advisory, Trade Finance and credit-related as well as financial planning services for private, institutional, commercial and corporate clients. Arab Bank (Switzerland) Ltd. employed 92 people on a full-time equivalent basis at the end of 2012 (previous year: 92). BUSINESS ACTIVITIES Wealth Management Wealth Management caters and responds to the private banking needs of its predominantly Middle-Eastern clientele working closely with Arab Bank Plc Group. Investment & Advisory Management (IM) Investment Management complements the service offered by Relationship Managers including product screening, due diligence reviews, creation of various products in each asset class, portfolio analysis, investment proposals and portfolio management. Treasury and Foreign Exchange The Bank provides its clients with a wide range of products and services in Money Market, Foreign Exchange, Precious Metals and Securities Trading. Our team’s experience and know-how is at our clients’ disposal to advise them on their hedging and investment strategies. Credit Activities Arab Bank (Switzerland) Ltd. provides a comprehensive range of credit instruments (loans, mortgages, guarantees, bonds letters of credit) to its private banking clients enabling them to fund their commercial business or leverage their private portfolios. The Bank has become an established trade finance player, offering tailor-made solutions to trading companies and exporters with a special focus on those dealing with the MENA region, making use of all possible synergies available within Arab Bank Plc group of companies. Outsourcing activities The Bank has recently out-tasked part of its IT operations to IBM. This out- 20 | 21 • arab bank (switzerland) Ltd. annual report 2012 tasking is not considered as outsourcing of essential IT services to third parties as defined in FINMA circular 2008/7. RISK MANAGEMENT & CONTROL General The Bank has established internal policies and procedures in order to manage and monitor the key risks to which it is exposed. Whenever risks are taken, they are identified, measured, monitored and limited accordingly. The relevant guidelines, and regulations issued by FINMA and Swiss Bankers Association, are adhered to. In conformity with article 663b ch. 12 of the Swiss Code of Obligations, the Board of Directors formally reviews annually the bank’s key risks and, whenever deemed necessary, takes appropriate measures. Credit Risks Credits and loans are granted according to clear rules, regulations and competencies. Lending ratios for all categories of collateral have been defined. Credit risks are mitigated by strict monitoring of limits (counterparty, group, country) and quality collaterals are assessed and reviewed on a regular basis. Market risks The Bank defines various limits regarding the nature, quality, currency and duration of investments for the Banking and the Trading Book. Beside the daily management of the market risks by Treasury, the Bank’s Asset & Liability Committee monitors these risks and adherence to the limits on a continuous basis. As a rule, risks of interest rate changes are minimized by funding loans with matching maturities. The Bank optimizes asset and liability management in accordance with the anticipated interest rate variation and the limits granted. It transacts for this purpose in derivative financial instruments such as interest rate swaps and options to improve consistency between the interest generated by the monetary assets and liabilities. The Bank defines limits for refinancing gaps and monitors adherence to this limits on a regular basis. Liquidity Risks The Bank ensures and monitors its liquidity in the context of the regulatory requirements to the liquidity ratios. Operational Risks The Bank has clear policies, regulations and procedures in place and maintains an overall control infrastructure that is regularly amended to changes occurring in the Bank and is validated by the Board of Directors on a yearly basis. Legal & Compliance Risks The Bank uses standardized contracts and agreements to mitigate the Legal and Compliance risks. Compliance department is responsible for the ongoing review of requirements and new developments from regulatory authorities. It also ensures that internal rules and regulations are amended to reflect these developments and that these rules are met and adhered to. Furthermore, the Bank has mechanisms in place to regularly check Client databases and monitor transactions. 2 - accounting policies and valuation principles General Principles Accounting and valuation principles are governed by the Swiss Code of Obligations, the Federal Law on banks and savings banks, and its execution by the Articles of Association and the directives issued by the Swiss Financial Markets Supervisory Authority (FINMA). The annual accounts are presented in conformity with the FINMA circular 2008/2 - Accounting-banks. Booking of positions Transactions are entered in the balance sheet following the trade date accounting principles. The most important valuation principles can be summarized as follows: Foreign currency translations Assets and liabilities denominated in foreign currencies are translated into Swiss francs at the exchange rates on the balance sheet closing date. Income and expenses are converted at the exchange rate in force on the transaction date. Exchange gains and losses resulting from conversion into Swiss Francs of positions and operations denominated in foreign currencies are booked to Income from trading. The main exchange rates applied at closing date were as follows : 31.12.2012 31.12.2011 USD0.915 0.939 EUR1.207 1.217 Liquid assets, money market instruments These items are capitalized at nominal value. The unearned discount income on money market instruments is accrued over the term of such instruments. Claims and liabilities in respect of banks and customers, mortgage loans These amounts are valued at their nominal value. Valuation adjustments are made for identifiable risks. General provisions exist for contingent risks. Lending against collateral is made within the generally accepted lending principles. These are stipulated in the internal rules and regulations. The valuation of real estate is based on market value, which is determined according to generally accepted valuation methods. Interest and commission income, which is overdue for more than 90 days, will only be booked after payment. Trading positions in securities and precious metals Trading positions are valued at market prices on the balance sheet date. Profits and losses on prices are booked to result from trading operations. ning to maturity and booked to the “interest and dividend income on financial investments”. Participations Participations, held as permanent investments, are recorded at acquisition cost, less appropriate depreciation where necessary. There is no need to draw up a consolidated financial statement, as its participation may be classified as insignificant. Fixed Assets Fixed assets are stated in the balance sheet at their cost price and depreciated using the straight-line method over a period corresponding to the useful economic life of the different types of assets. The depreciation rates used are as follows : • Bank Building : maximum 50 years • Building improvement costs : maximum 10 years • Furniture and fixtures : maximum 5 years • IT hardware : maximum 3 years Financial investments Valuation Adjustments and Provisions According to the principle of prudence, valuation adjustments and specific provisions are made for all identifiable risks. Amounts due at risk, that means amounts Financial investments, acquired with the intent to be held until maturity, are carried in the balance sheet under “financial investments”. The difference between the nominal value and the acquisition cost is spread over the period remai- due where there is a probability that the customer cannot cover its outstanding liabilities, will be valued on an individual basis. The decrease in value will be covered by an individual value adjustment. The position “Other provisions” is based on professional experience and may have contained hidden reserves. Reserves for general banking risks Reserves for general banking risks are reserves constituted out of prudence with the objective of covering latent banking risks. They are net of tax. Taxes Taxes are calculated in accordance with relevant tax laws and are either paid or provisioned for. Derivative instruments The gross replacement values of derivative financial instruments (for the Bank’s and clients’ accounts) reflect the market value of all open positions at closing date. The positive and negative replacement values are respectively recorded in Other assets and Other liabilities. The Bank uses derivatives instruments for its own account for the purpose of assets and liabilities management. Derivatives financial instruments transactions are traded mainly on behalf of clients. Definition Client Assets & Net Increase / (Decrease) of Client Assets Client assets are asset values of clients, for which Arab Bank (Switzerland) Ltd. renders investment and consulting services. Custody portfolios and asset values, which are held exclusively for transaction and custodian purposes, are not included in the client assets. The same applies for loans and purely commercial clients. The net increase / (decrease) of client assets consists of the sum of all individual money deposits and payments as well as security incoming and outgoing deliveries, whereby new loans and loan repayments are accounted for. Interest and dividends credited to clients as well as debit interest, commissions and charges debited for bank services, are excluded from the calculation of the net increase/(decrease) of client assets, as they form part of the client performance – the same is valid for variations in client assets due to market currency and security prices. (trust deed) as well as the currently valid regulations of the pension plans. Changes in Accounting Policies and Valuation Principles The fixed assets accounting rules have been modified. Furnitures and fixtures as well as IT hardware are now capitalized whereas they were depreciated completely in the year of their purchase in the previous years. Pension Plans Arab Bank (Switzerland) Ltd. maintains legally separated welfare schemes for its 95 active insured parties at the date of the balance sheet (2011 : 96) and 30 retired (2011 : 36). The pension plans are based on the Swiss defined contribution system (defined contribution plans in accordance with “Swiss GAAP FER 26”). The Bank carries approximately two thirds of the pension cost. The cost carried by the bank is shown under item 5.2 (Social benefits). The pension fund liabilities as well as the plan assets are legally separated from the Bank in fully funded independent foundations. Organization, management and financing of the pension plans are subject to Swiss Federal regulations and to the constitutions of the foundations 22 | 23 • arab bank (switzerland) Ltd. annual report 2012 3 - Information on THE Balance Sheet AT december 31, 2012 3.1 - Schedule of collateral for loans and off-balance sheet transactions Mortgage collateral CHF 1 000 Other collateral CHF 1 000 Without collateral CHF 1 000 Total CHF 1 000 14 436 279 847 218 538 512 821 Loans Due from customers Mortgages - Residential commercial real estate - Residential private real estate 80 690 17 786 Total current year 112 912 279 847 218 538 611 297 Total preceding year 97 497 350 554 174 952 623 003 80 690 17 786 Off-balance sheet transactions Contingent liabilities 46 593 116 669 163 262 Irrevocable commitments 40 689 54 865 95 554 11 841 11 841 183 375 270 657 Confirmed credits Total current year 87 282 Total preceding year Total debt 102 646 166 119 268 765 Estimated liquidation value Net debt Individual value adjustment Impaired loans / Receivables Current year 6 391 6 391 6 391 Preceding year 6 558 6 558 6 558 3.2 - Securities and precious metal trading portfolios, financial investments and participations 2012 CHF 1 000 2011 CHF 1 000 Securities and precious metal trading portfolios Interest bearing securities and rights - Exchange listed - Unlisted Shares and similar securities and rights 50 119 Total 24 031 26 858 24 031 76 977 of which securities eligible for repostransactions in accordance with liquidity regulations 19 789 BOOK VALUE Financial investments Interest bearing securities and rights valued according to “Accrual Method” FAIR VALUE 2012 CHF 1 000 2011 CHF 1 000 2012 CHF 1 000 2011 CHF 1 000 360 537 332 707 365 378 335 441 360 537 332 707 365 378 335 441 95 143 137 635 96 499 138 352 Interest bearing securities and rights valued according to “the lower of cost or market” Shares and similar securities and rights Total of which securities eligible for repostransactions in accordance with liquidity regulations Participations interests 2012 CHF 1 000 2011 CHF 1 000 32 001 32 000 32 001 32 000 With listed value Without listed value Total participating interest 3.3 - Details of participations ABS Corporate Services Inc. Turkland Bank 24 | 25 • arab bank (switzerland) Ltd. annual report 2012 Domicile Share Capital Interest held in % Panama USD 10 000 100.00 Turkey TRI 300 000 000 21.66 3 078 49 853 - 14 143 1 624 Other fixed assets Total 978 36 356 14 143 112 284 13 971 Disinvestments Book value end of 2012 52 931 Other real estate Write-offs / Depreciations Investments Real estate (bank building) Reclassifications CHF 1 000 Book value end of 2011 accumulated depreciation prior years 3.4 - Schedule of fixed assets Historical cost 2012 973 894 79 1 358 27 175 1 235 53 904 3 972 49 932 3 094 27 1 437 51 562 Fire insurance value of real estate 54 898 Fire insurance value of other fixed assets 6 400 3.6 - Disclosure of assets pledged or ceded to secure own liabilities, and assets subject to ownership Reservation 2012 CHF 1 000 2011 CHF 1 000 0 0 3.7 - Disclosure of liabilities to pension plans 2012 2011 Due to own pension plan 1 510 4 239 2 364 2 548 Securities pledged (credit line with Swiss National Bank, not utilized) Expenses for own welfare schemes There is a half autonomous welfare schemes (defined contribution) plan in accordance with “Swiss GAAP FER 26” for the staff members of Arab Bank (Switzerland) Ltd. As in previous year, the application of GAAP FER 16 does still not lead to a capitalization of economic benefits. For that reason, we refrain from further disclosures. As at 31.12.2011 the coverage of the liabilities for the pension plans was 118.3% (preceding year: 122.2%) 3.5 - Other assets and liabilities 2012 CHF 1 000 Other assets Replacement value 7 161 Compensation account 1 783 Not paid dividends 8 886 Other assets 18 042 244 Other assets and liabilities 652 9 840 Other liabilities 17 537 1 451 830 Indirect tax Total Other liabilities 2011 CHF 1 000 620 1 281 269 513 360 10 336 18 671 3.8 - Schedule of outstanding bond issues and mortgage bonds The bank did not have any transactions relating to such bonds in the current or previous year. 20 782 26 | 27 • arab bank (switzerland) Ltd. annual report 2012 Balance end 2012 Reversals credited to income New creation charged to income Recoveries and currency differences Change in definition of purpose Specific usage CHF 1 000 Balance end 2011 3.9 - Valuation adjustments and provisions / Reserves for general banking risks 3.11 - Statement of changes in shareholders’ equity Shareholders’ equity at beginning of current year Share capital 26 700 General legal reserve 22 736 Legal reserves from capital contribution Other reserves Valuation adjustments and provisions for : - Loan loss (credit and country risks) - Other business risks Other provisions Reserves for general banking risks Distributable profit 18 906 1 215 Total valuation adjustments and provisions - 12 348 - 167 12 348 1 700 20 121 - 167 1 700 - 1 190 - 1 190 6 391 25 14 048 20 464 Total shareholders’ equity at beginning of current year (before profit distribution) - Dividend 2011 + Net income current year Reserves for general banking risks 80 382 80 382 Number of units nom. CHF 0.75 Dividend bearing capital CHF 1 000 Total share capital 26 700 26 700 35 600 000 26 700 Total nominal value CHF 1 000 Dividend bearing capital CHF 1 000 26 700 35 600 000 Total nominal value CHF 1 000 3.10 - Capital structure 2011 Number of units nom. CHF 0.75 2012 Significant shareholders Nominal in % Nominal in % Social Security Corporation, Amman (Jordan) 5 518 000 15,5% 5 514 191 15,5% Saudi Oger Ltd., Riyadh (Kingdom of Saudi Arabia) 3 445 756 9,7% 3 438 651 9,7% Oger Middle East Holding SAL, Beirut (Lebanon) 2 532 137 7,1% 2 535 703 7,1% Family Shoman, Amman (Jordan) 1 213 903 3,4% 888 864 2,5% 28 | 29 • arab bank (switzerland) Ltd. annual report 2012 CHF 1 000 Total shareholders’ equity at end of current year (before profit distribution) Thereof Share capital General legal reserve Legal reserves from capital contribution Other reserves Reserves for general banking risks Disposable profit 17 850 342 500 80 382 2 774 492 941 - 5 340 6 025 493 626 26 700 22 736 14 850 342 500 80 382 6 459 Total Due after 5 years Due within 1 to 5 years Due within 3 to 12 months Due within 3 months Redeemable by notice CHF 1 000 At sight 3.12 - Maturity structure of current assets and borrowed funds 3.14 - Assets and liabilities by domestic and foreign origin Current assets Cash Due from banks 500 548 500 548 163 331 Due from customers 130 589 Mortgages Securities and precious metal trading portfolios 1 150 804 Domestic CHF 1 000 Foreign CHF 1 000 Assets Cash 500 548 86 659 Due from banks 282 190 868 613 202 143 1 013 873 Due from customers 110 865 401 955 47 494 478 013 Mortgages 98 476 97 497 77 321 39 606 8 878 512 821 Securities and precious metal trading portfolios 19 344 4 688 24 294 52 683 76 148 9 164 12 316 848 98 476 Financial investments 44 745 315 792 29 923 302 784 19 993 43 092 148 226 149 226 360 537 687 910 130 589 1 280 727 188 891 200 148 158 952 2 647 217 Total preceding year 462 029 117 774 1 076 917 329 512 193 814 155 316 2 335 362 Borrowed funds Due to banks 292 339 1 013 784 1 306 123 Due to customers, other 872 015 35 143 907 158 Total current year 1 164 354 1 048 927 Total preceding year 776 019 982 394 2 213 281 154 585 1 912 998 Participations 32 001 Fixed assets 49 932 Accrued income and prepaid expenses 5 387 18 976 Other assets 9 841 18 671 Total assets 1 122 958 1 623 049 368 46 639 Due to banks Due to customers, other Accrued expenses and deferred income Other liabilities 2011 CHF 1 000 534 687 1 297 322 1 138 996 42 152 32 101 1 305 754 9 123 1 161 522 860 519 41 065 701 288 8 299 8 100 10 337 20 782 20 121 80 381 80 381 Share capital 26 700 26 700 General legal reserve 22 736 22 736 Other reserves Retained earnings brought forward Net income 339 651 1 879 353 20 464 Legal reserves from capital contribution 2012 CHF 1 000 575 589 Liabilities and shareholders’ equity Reserves for general banking risks 3.13 - Disclosure of amounts due from and due to associated companies as well as loans and exposures to the members of the bank´s governing bodies 32 000 51 562 Valuation adjustments and provisions Due from members of the bank's governing bodies Domestic CHF 1 000 59 314 Total current year Due to associated companies Foreign CHF 1 000 928 159 24 031 Due from associated companies 2011 256 427 24 031 Financial investments 2012 Total liabilities and shareholders’ equity 14 850 17 850 342 500 342 500 434 751 6 025 2 023 579 733 2 166 274 Amounts “due from and due to associated companies” represent the interbank business concluded with the Arab Bank Group. The Position “members of the bank’s governing bodies” includes mortgages and contigent liabilities granted at usual banking conditions. 30 | 31 • arab bank (switzerland) Ltd. annual report 2012 592 132 1 862 810 3.15 - Assets by countries / country groups 2012 CHF 1 000 % 2011 CHF 1 000 % United Kingdom 1 122 958 40,9 575 590 23,4 293 104 10,7 281 902 11,5 CHF CHF 1 000 USD CHF 1 000 EUR CHF 1 000 498 058 1 989 390 111 Due from banks 24 922 946 365 67 973 111 544 Due from customers 38 773 411 712 38 453 23 883 Mortgages 91 327 7 149 Netherlands 99 120 3,6 49 897 2,0 Securities and precious metal trading portfolios 1 945 15 710 6 375 Germany 97 598 3,6 154 371 6,3 Financial investments 150 162 192 759 17 615 Paritcipations 32 000 75 618 2,8 40 611 1,7 France Luxembourg 68 996 2,5 18 651 0,8 Turkey 51 523 1,9 51 747 2,1 Belgium 41 179 1,5 Fixed assets Accrued income and prepaid expenses Other assets Sweden 19 246 0,7 23 025 0,9 Finland 15 000 0,5 15 000 0,6 Total balance sheet assets Austria 4 958 0,2 5 086 0,2 4 611 0,2 4 680 0,2 7 640 0,3 22 565 0,9 Delivery claims from spot exchange deals, forward exchange deals and currency options transaction Danmark Other Total assets Middle East 77 107 2,8 137 545 5,6 United Arab Emirates Jordan 150 193 5,5 158 937 6,5 Lebanon 98 585 3,6 115 085 4,7 Egypt 18 066 0,7 9 361 0,4 Bahrain 16 624 0,6 186 873 7,6 Kingdom of Saudi Arabia 15 919 0,6 33 917 1,4 31 560 1,1 34 471 1,4 Other USA / Canada 115 783 4,2 149 740 6,1 Other American countries 111 745 4,1 104 472 4,3 188 164 6,9 198 640 8,1 Far East Total assets 20 710 2 746 007 0,5 100,0 82 776 2 454 942 3,3 100,0 Due to banks Due to customers, other Accrued expenses and deferred income Other liabilities 2 543 2 433 9 174 128 284 667 900 466 1 570 968 138 751 135 822 18 355 325 613 84 413 216 854 918 821 1 896 581 223 164 352 676 229 995 941 620 19 918 114 589 56 865 624 770 120 765 104 759 6 546 1 086 241 426 10 336 Valuation adjustments and provisions 14 073 Reserves for general banking risks 80 382 Share capital 26 700 General legal reserve 22 736 Legal reserves from capital contribution Retained earnings brought forward Net income current year Total liabilities and shareholders’ equity Delivery claims from spot exchange deals, forward exchange deals and currency options transaction Total liabilities Net positions in currencies 32 | 33 • arab bank (switzerland) Ltd. annual report 2012 1 51 562 Liabilities and shareholders’ equity Other reserves Other countries OTHERS CHF 1 000 Assets Cash Europe Switzerland 3.16 - Balance sheet by currencies 6 392 14 850 342 500 434 6 025 811 442 1 573 869 140 923 219 773 114 572 311 133 85 746 133 785 926 013 1 885 001 226 669 353 559 - 7 192 11 580 - 3 505 - 883 4 - Information on Off-Balance Sheet Transactions 4.1 - Analysis of contingent liabilities 2012 CHF 1 000 2011 CHF 1 000 VARIANCE CHF 1 000 Credit guarantees 15 437 55 779 - 40 342 Back-up guarantees 60 271 12 105 48 166 Irrevocable commitments 87 554 108 162 - 20 608 163 262 176 046 - 12 784 Total contingent liabilities 2012 CHF 1 000 2011 CHF 1 000 Variance CHF 1 000 Fiduciary placements with third party banks 705 534 755 427 - 49 893 Fiduciary placements with banks of the Arab Bank PLC Group and affiliated banks 260 197 312 399 - 52 202 965 731 1 067 826 - 102 095 2012 CHF 1 000 2011 CHF 1 000 CHF 1 000 Total fiduciary transactions 4.2 - Analysis of credit commitments Liabilities under deferred payments 4.4 - Analysis of fiduciary transactions 11 841 26 867 - 15 027 11 841 26 867 - 15 027 Acceptance liabilities Total credit commitments 4.5 - Client assets Assets in own administrated funds 25 385 27 497 - 2 112 251 470 233 715 17 755 Other client assets 2 649 063 2 752 765 - 103 702 Total client assets (incl. double counts) 1) 2 925 917 3 013 977 - 88 060 25 385 24 676 709 - 72 058 - 90 041 17 983 Assets with administrations’ mandate 4.3 - Analysis of outstanding derivative instruments positive negative replacement value replacement value CHF 1 000 CHF 1 000 Contract volume CHF 1 000 Trading instruments Interest rate instruments Swaps, Options (OTC) Foreign exchange Forward contracts Options (OTC) Thereof double counts 6 572 0 6 685 0 644 751 485 589 588 34 747 Total current year 7 161 7 273 679 983 Total preceding year 18 042 16 131 815 976 1 613 27 179 Total current year 1 613 27 179 Total preceding year 1 406 27 839 Shares/Indices Options (traded) Net change of client assets 2) 1) Client Assets are asset values of clients, for which Arab Bank (Switzerland) Ltd. renders investment and consulting services, but without loans. 2) Sum of all individual money deposits and payments as well as security incoming and outgoing deliveries, whereby new loans and loan repayments are accounted for. Hedging instruments Interest rate instruments Swaps Options (OTC) Foreign exchange Forward contracts Options (OTC) Shares/Indices Options (traded) 34 | 35 • arab bank (switzerland) Ltd. annual report 2012 5 - Information on the Income Statement 5.1 - Analysis of results from trading operations by business segments Foreign exchange, precious metal and banknote trading Securities trading Total income from trading 2012 CHF 1 000 2011 CHF 1 000 6 - ELIGIBLE CAPITAL AND REQUIRED CAPITAL VARIANCE CHF 1 000 2 355 2 381 - 26 - 671 670 - 1 341 1 684 3 051 - 1 367 17 971 18 606 - 635 1 555 1 627 - 72 2 364 2 548 - 184 698 733 - 35 22 588 23 514 - 926 31.12.2012 chf 1 000 31.12.2011 chf 1 000 Gross core capital (after deducted own shares) 488 286 487 601 Other components to be deducted from core capital - 32 001 - 32 000 456 285 455 601 31.12.2012 chf 1 000 31.12.2011 chf 1 000 Credit risks 88 284 106 274 Non-counterparty-related risks 12 080 10 010 Market risks 7 120 7 458 Operational risks 6 917 7 116 Reductions in capital requirement - 1 228 - 1 207 Required capital 113 173 129 651 403% 351% 6.1 - eligible capital Eligible core capital 5.2 - Analysis of personnel expenses Salaries Social benefits Pension plan Other Total personnel expenses 5.3 - Analysis of other operating expenses Premises expenses 1 179 837 342 I.T., machinery, furnishings and other equipment 3 852 4 146 - 294 Other operating expenses 6 292 5 121 1 171 11 322 10 104 1 218 Total other operating expenses Ratio of eligible capital to required capital under Swiss law 5.4 - ANALYSIS OF EXTRAORDINARY INCOME AND EXPENSES Extraordinary income Release of provisions for other business risks Other extraordinary income Total extraordinary income 1 190 1 190 435 596 - 161 1 625 596 1 029 Extraordinary expenses Constitution of provisions for general banking risks Other extraordinary expenses Total extraordinary expenses 6.2 - REQUIRED capital 1 700 1 700 58 17 41 1 758 17 1 741 36 | 37 • arab bank (switzerland) Ltd. annual report 2012 REPORT OF THE STATUtORY AUDITOR To the General Meeting of ARAB BANK (SWITZERLAND) LTD., GENEVA audit to obtain reasonable assurance whether the financial statements are free from material misstatement. Report on the financial statements As statutory auditor, we have audited the accompanying financial statements of Arab Bank (Switzerland) Ltd., Geneva which comprise the balance sheet, income statement, statement of cash flows and notes (pages 14 to 36) for the year ended December 31, 2012. Board of Directors’ Responsibility The Board of Directors is responsible for the preparation of the financial statements in accordance with the requirements of Swiss law and the company’s articles of incorporation. This responsibility includes designing, implementing and maintaining an internal control system relevant to the preparation of financial statements that are free from material misstatement, whether due to fraud or error. The Board of Directors is further responsible for selecting and applying appropriate accounting policies and making accounting estimates that are reasonable in the circumstances. Auditor’s Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Swiss law and Swiss Auditing Standards. Those standards require that we plan and perform the An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal control system relevant to the entity’s preparation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control system. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of accounting estimates made, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Report on Other Legal Requirements We confirm that we meet the legal requirements on licensing according to the Auditor Oversight Act (AOA) and independence (article 728 CO and article 11 AOA) and that there are no circumstances incompatible with our independence. In accordance with article 728a paragraph 1 item 3 CO and Swiss Auditing Standard 890, we confirm that an internal control system exists, which has been designed for the preparation of financial statements according to the instructions of the Board of Directors. We further confirm that the proposed appropriation of available earnings complies with Swiss law and the company’s articles of incorporation. We recommend that the financial statements submitted to you be approved. Opinion In our opinion, the financial statements for the year ended December 31, 2012 comply with Swiss law and the company’s articles of incorporation. 38 | 39 • arab bank (switzerland) Ltd. annual report 2012 Deloitte SA Thierry Aubertin Licensed Audit Expert Auditor in charge Fayçal Gacem Licensed Audit Expert Geneva, February 25, 2013