Schroder & Co Bank AG Annual Report 2003 2004 200 years of forward thinking Head Office Schroder & Co Bank AG Central 2, 8001 Zürich Postfach 1820, 8021 Zürich Phone +41 (0)1 250 11 11 Fax +41 (0)1 250 13 12 www.schroders.ch E-Mail: contact@schroders.ch Branch Office Schroder & Co Banque SA 8, rue d’Italie, 1204 Genève Case postale 3655, 1211 Genève 3 Phone +41 (0)22 310 26 26 Fax +41 (0)22 311 70 44 Subsidiary companies Schroder Cayman Bank and Trust Company Limited PO Box 1040, Harbour Centre Grand Cayman, B.W.I. Phone +1 (345) 949 28 49 Fax +1 (345) 949 54 09 Schroder Trust AG Central 2, 8001 Zürich Phone +41 (0)1 250 11 11 Fax +41 (0)1 250 13 12 Content Board and Senior Staff 1 Chairman’s Statement 2 Management Statement 4 Balance Sheet 8 Off-Balance-Sheet Transactions 9 Profit and Loss Account 10 Comments on Business Activities 12 Principal Accounting Policies and Valuation Principles 13 Information on the Balance Sheet 16 Information on Off-Balance-Sheet Transactions 26 Information on the Profit and Loss Account 28 Report of the Statutory Auditors 29 Main Schroder Branches 30 Schroders Milestones 32 Board and Senior Staff Board of Directors Jonathan Asquith, President (as of 18 December 2003) Sally Tennant, Vice President Dr. François R. Bochud Dr. Martin K. Eckert Peter P. Hügle George W. Mallinckrodt, KBE, Honorary President Board of Management Luc Denis, Chairman, Head of Private Banking Heinz Scheiwiller, Deputy Chairman, Head of Finance & Administration Rudolf Stäger, Member, Head of Private Banking Zurich (as of 1 October 2003) Stephen J. Mills, Member, Head of SIM Switzerland Bruno Schmidt, Secretary Senior Management Otto J. Amberg Richard M. Lang Norbert Brestel Bernhard H. Leibkutsch Pierre Antoine Carron Gerhard Mailänder Jehan-Christophe de La Haye Saint Hilaire Gordon F. Matthew Geoffroy de Saint Périer (until 30 November 2003) Samuel Moulin Reto Dietrich Werner Niedermann Markus Engeler Stephan Ochsner Slavica J. Barovic Esnault-Pelterie Christian Schmid Pierre-Louis Favre Dino Teitler Rolf Fischer Eric C. Thelwell Stefan Frischknecht Ulysse-Oliver Traub Roland Heule (as of 1 June 2004) Christian Trixl Jean-Jacques Hunziker Marcel Wäspi Jürg Klingler Urs Winiger Brigitte Kunz (as of 1 March 2004) Antonio Winspeare Guiccardi Compliance Jean-Jacques Hunziker External Auditors PricewaterhouseCoopers AG, Zürich Schroder & Co Bank AG 1 Chairman’s Statement Jonathan Asquith Chairman of the Board For the financial markets, 2003 We will need to continue to adapt our activities in future was a year of two parts. The to compete effectively while coping with changing legal first quarter was weak, over- requirements and accommodating the planned agree- shadowed by the approaching ment with the European Union on the taxation of interest. Iraq war and associated inter- We are confident that the Bank will be equal to these national tensions. From the sec- challenges, supported by our flexible staff and good ond quarter onwards, however, strategic planning, delivering strong investment perform- markets ance and superior service to our clients. recovered strongly. While geopolitical uncertainties lingered on throughout the year, fiscal incentives and a generous monetary In 2003, net profit rose approximately 10% to CHF 11 policy, particularly in the United States, provided sig- million. The Board of Directors proposes to the General nificant stimulus to the world economy. Meeting an unchanged dividend of CHF 9 million. After this dividend payment, the reported equity of the Bank In this improved environment, our Bank increased its net as at the end of 2003 amounted to CHF 72.8 million profit compared to the previous year with all business plus CHF 18 million retained as a reserve for general units making a positive contribution. In private banking, banking risks. the business environment required a particularly agile asset allocation policy and overall returns were additionally boosted by the excellent performance of many of the Schroder mutual funds. Our institutional investment management and fund distribution businesses also consolidated and strengthened their market position. On the technology side, our new core operating system went live in the spring. This enabled us to further improve both client reporting and internal processes. 2 Schroder & Co Bank AG On behalf of the Board of Directors, I would like to thank Board changes all our clients for their continued trust and support. At the extraordinary General Meeting of 18 December My thanks also go to all our employees for their valuable 2003, Andrew Sykes, an Executive Director of Schroders contribution in 2003. plc, stepped down as Member and Chairman of the Board of Directors. The Board wishes to convey its sincere thanks for his valuable contribution and dedicated service to the Bank’s success. Jonathan Asquith Chairman of the Board Jonathan Asquith was newly elected as Member and Chairman of the Board of Directors. Jonathan Asquith is Chief Financial Officer and an Executive Director of Schroders plc as well as Chairman of Schroder & Co. Ltd. London. The Board would like to thank him for taking over this responsibility and wishes him every success in his endeavours. As of 1 October 2003, Rudolf Stäger, 46, became Head of Private Banking at our head office in Zurich and Member of the Bank’s Executive Board. His experience and profile in private banking will be invaluable and the Board wishes him much success in his future tasks. Schroder & Co Bank AG 3 Management Statement The recovery in the financial These developments were ac- markets in 2003 and improved companied by significant rises in efficiency within the Bank had equity markets and they closed a positive impact on our profits. the year on a positive note every- Net profit rose from CHF 10 where despite the difficult start. million to CHF 11 million, due to Luc Denis Chairman a combination of rigorous cost In local currency the global stock Heinz Scheiwiller Deputy Chairman market index rose 22.8%. control and marginally higher income from commission activities. The recovery in equity markets, however, went hand in hand with a significant depreciation of the US dollar The Economic Environment in 2003 against all other major currencies. During the year, the As highlighted in the Chairman’s statement, 2003 was US dollar lost 10% against the Swiss franc. characterized by distinct contrasts: The first three months were influenced adversely by the approaching Iraq war, the Sars epidemic in Asia and continued fears of terrorist attacks. Worldwide, forecasts for corporate profits remained subdued and consumer confidence kept falling. However, with the outbreak of the war in Iraq and its rapid completion, the United States led a recovery in the global economy supported by tax cuts and low interest rates. Economic growth also gathered pace in Asia, particularly in China. Due to rigorous cost-cutting measures, corporate profits also recovered better than initially expected. 4 Schroder & Co Bank AG Private Banking activity is portfolio management which includes advising Overall, the positive effects of ris- clients with regard to strategic asset allocation as well as ing equity markets and the nega- managing tailored, complex mandates. tive effect of the US dollar’s de- Rudolf Stäger Head of Private Banking Zurich preciation broadly offset each Clients who prefer to make their own investment deci- other with regard to existing as- sions are supported by our specialists in the Advisory sets under management. A net Division who provide guidance on analysing stock inflow of new money, however, markets. They not only offer their own ideas but also led to a rise in total assets. Com- serve as skilled advisers to our clients in shaping their mission income over the year was slightly above the investment structures. previous year’s level and improved significantly in the second half of 2003. Initiatives to reduce costs and the Our locations in Geneva and Zurich are complemented completion of our infrastructure programme contributed by our international network. This forms an ideal platform to the increase in our net profit. to achieve appropriate solutions for even the most complex wealth structures. We also work in cooperation with The improved stock market environment contributed to a external consultants in the management of the finances pick up in our active wealth management activities. Our of wealthy family groups. clients also benefited from the strong performance of the Schroder range of mutual funds and the regular use of alternative investments in our managed portfolios. We pay special attention to refining our range of products and services in asset management and consulting, tailoring them to our clients’ diverging needs. Seasoned specialists with a broad range of analytical tools at their disposal are responsible for asset management. Their main Schroder & Co Bank AG 5 Management Statement Institutional Investment awarded first place out of 40 funds over five years in Management & Fund Sales – Standard & Poors’ Swiss equity sector analysis. SIM Switzerland Stephen J. Mills Head of SIM Switzerland Strong growth in business vol- Institutional Marketing umes in 2003 led to our Insti- During the past year, we won a wide range of new tutional Investment Management mandates from Swiss pension funds, corporations and and Fund Sales division record- financial institutions. The strong performance of our Swiss ing improved results for the equity product not only supported our marketing efforts eighth consecutive year. but also generated significant performance fees. We manage country-specific, regional, global and balanced The activities of the division can be divided into three parts mandates on a segregated, unitized or sub-advisory or functions: asset management, institutional marketing (white label) basis. and client servicing, and the distribution of Schroders’ range of Luxembourg-domiciled SICAV funds. Distribution of mutual funds (Retail) Our mutual fund sales business saw robust net inflows Fund Management underpinned by our broad client base (Swiss-based Our Swiss-based team of fund managers and analysts is banks, insurance companies and fund distributors), high responsible for the management of Swiss equity and level of client service as well as the strong investment balanced pension fund mandates. The team draws on the performance of key funds for the Swiss market. Sales extensive global research of the Schroder Group as well were particularly buoyant in the second half of the year on as its own local research efforts: more than 300 company the back of the recovery in stock markets. visits are undertaken in Switzerland every year. Both our Swiss Equity and Swiss Small & Mid Cap SICAV funds performed significantly ahead of their respective benchmark indices in the year: the Swiss Equity Fund was 6 Schroder & Co Bank AG Banking ployees now have attractive and up-to-date business Despite an overall increase in loan volumes, lower inter- premises at their disposal. est rates led to a decrease in interest income. Commission income from guarantees, documentary credits and The above projects involved substantial infrastructure fiduciary loans was close to the previous year’s levels. investments in past years. We are confident that these investments form an excellent foundation for the Bank’s Income from trading was down overall with higher in- continued growth in the future. come from foreign exchange trading set against lower revenues from securities trading. There was increased Subsidiaries client demand for our broad range of services in the field Our wholly owned subsidiary Schroder Cayman Bank & of foreign exchange following the growing fluctuations Trust Company Ltd offers our clients services in the among the major currencies. formation and management of trusts and foreign domiciled corporations. Schroder Trust AG, Zurich, mainly Finance and Administration acts as a trustee for trusts formed under foreign law. In spring 2003, after extensive preliminary work, we It also acts as a corporate member of foundation boards successfully introduced our new core EDP system in the in the establishment and management of foundations. Bank. The new system, called Globus T24 and distrib- Both companies produced satisfactory results in 2003. uted and serviced by the Swiss software company Temenos SA, is an up-to-date and efficient banking On behalf of all our employees, we would like to thank our software package. The new platform will allow us to clients for the trust they repose in our institution. expand further our services to our clients, significantly improve client reporting and tighten internal operational procedures. We also completed renovations at our head office Luc Denis Heinz Scheiwiller Central 2 in Zurich during 2003. Our clients and em- Chairman Deputy Chairman Schroder & Co Bank AG 7 Balance Sheet as of 31 December 2003 CHF Notes 31.12.2003 31.12.2002 17,541,128 18,883,981 179,310,161 99,833,290 373,307,132 336,223,885 Assets Liquid assets Due from banks Due from clients 3.1 Mortgages 3.1 629,557 586,280 Securities and precious metals trading portfolios 3.2 28,057,100 25,893,580 Financial investments 3.3 — 346,875 Participations 3.4 1,100,000 1,100,000 Fixed assets 3.6 581,209 946,353 7,183,119 4,609,381 3.5 8,923,460 5,490,466 616,632,866 493,914,091 — — Due to banks 244,118,014 177,537,265 Due to clients 231,140,535 172,020,384 Accrued income and prepaid expenses Other assets Total assets Total due from Group entities and significant shareholders Liabilities and shareholders’ equity Accrued expenses and deferred income 17,855,374 21,081,376 Other liabilities 3.5 10,307,853 6,446,966 Valuation adjustments and provisions 3.9 13,369,313 18,987,520 Reserves for general banking risks 3.9 18,000,000 18,000,000 Share capital 3.10, 3.11 20,000,000 20,000,000 General legal reserve 3.11 16,700,000 15,900,000 Other reserves 3.11 34,000,000 33,800,000 140,580 101,904 11,001,197 10,038,676 616,632,866 493,914,091 14,871,701 19,218,658 Retained earnings carried forward Net income Total liabilities and shareholders’ equity Total due to Group entities and significant shareholders 8 Schroder & Co Bank AG Off-Balance-Sheet Transactions as of 31 December 2003 CHF Notes 31.12.2003 31.12.2002 Contingent liabilities 3.1, 4.1 55,850,143 73,437,301 Confirmed credits 3.1, 4.2 62,000 534,394 Commitments 3.1 — 867,188 Derivative instruments 4.3 – positive replacement values 8,614,358 5,043,072 – negative replacement values 8,385,042 4,911,325 575,628,189 318,139,846 1,508,118,154 1,688,816,709 57,184,808 75,126,717 – contract volume Fiduciary transactions – Fiduciary placements with third party banks – Fiduciary credits 4.4 Schroder & Co Bank AG 9 Profit and Loss Account for the period from 1 January to 31 December 2003 CHF Notes 2003 2002 Interest and discount income 10,715,972 13,310,422 Interest expenses (3,973,560) (5,239,149) 6,742,412 8,071,273 1,091,204 1,101,211 50,013,560 49,007,169 551,150 519,505 Commission expenses (5,384,594) (5,242,091) Total 46,271,320 45,385,794 4,579,485 4,853,181 a) Revenues and expenses from ordinary banking activities Net result from interest activities Total Results from commissions and service fees activities Commission income on lending activities Commission income on securities and investment transactions Commission income on other services Result from trading operations 5.1 Other ordinary results Result from the sale of financial investments (458,750) — Participation income — 1,000,000 Other ordinary expenses — (79,346) (458,750) 920,654 Total Operating expenses Personnel expenses 5.2 (28,699,065) (28,345,919) Other operating expenses 5.3 (12,438,563) (16,794,390) (41,137,628) (45,140,309) 15,996,839 14,090,593 Total Gross profit 10 Schroder & Co Bank AG CHF Notes 2003 2002 15,996,839 14,090,593 (436,854) (490,042) Valuation adjustments, provisions and losses (5,410,330) (5,036,567) Result before extraordinary items and taxes 10,149,655 8,563,984 4,870,591 3,830,000 Taxes (4,019,049) (2,355,308) Net income 11,001,197 10,038,676 11,001,197 10,038,676 140,580 101,904 11,141,777 10,140,580 (9,000,000) (9,000,000) (800,000) (800,000) (1,300,000) (200,000) 41,777 140,580 b) Net income Gross profit Depreciation and write-offs of non-current assets Extraordinary income 3.6 5.4 c) Allocation of retained earnings Net income Retained earnings carried forward Retained earnings at the end of the period Allocation of retained earnings Ordinary dividend Allocation to general legal reserve Allocation to other reserves Retained earnings carried forward Schroder & Co Bank AG 11 1. Comments on Business Activities General Other risks Schroder & Co Bank AG is a wholly owned subsidiary of The Bank’s liquidity is monitored and ensured in accor- Schroders plc, London. The Bank has a branch office in dance with Swiss banking legislation and Group regula- Geneva. tions. The business activities of the Bank are described below. Credit risk is monitored separately by the banking divi- There are no further business activities that would signifi- sion. The securities underlying the loans are valued at cantly impact the Bank’s risk and income situation. market prices. The lending values are established based on predefined directives. Fees and commissions business The Bank’s principal line of business is investment man- The operational risks are limited through internal guide- agement for both national and international clients. lines regarding organisation and controls. Internal audit periodically reviews the internal controls and reports to Asset management, trustee, custodian and credit opera- the Board of Directors. tions are the main contributors to commissions and service fees revenues. Outsourcing The Bank has an outsourcing agreement with the com- Banking activities pany Biveroni Batschelet Partners AG (BBP) for running The Bank’s main balance sheet activities are the client the interbank applications SIC, EuroSIC, Swift and Sec- lending business and interbank operations. om. BBP’s role is limited to providing electronic access to the above mentioned interbank services. Loans to clients are mainly granted on the basis of Lombard coverage. Staff In 2003, there were 107 full- and 13 part-time employ- Trading activities ees, equalling a total of 120 (114.9 full-time positions, Trading comprises mainly trading for the accounts of accounting for part-time positions). clients in interest rate products, securities and foreign exchange and proprietary trading. Risk management Interest rate variation risk On- and off-balance-sheet interest rate variation risk is monitored and managed centrally by the market risk committee. Management is based on the computation of the impact of potential interest rate changes on the discounted net value of the shareholders’ equity and on the projected net income effect. 12 Schroder & Co Bank AG 2. Principal Accounting Policies and Valuation Principles Basis of preparation If an outstanding loan is classified as entirely or partially The accounts are prepared in accordance with the Swiss irrecoverable or if a renunciation of outstandings is grant- Code of Obligations, the Swiss Federal Law Governing ed, the outstanding loan is written off by debiting the Banks and Savings Banks, including its directives, and the respective adjustment for loss. Swiss Banking Commission’s regulations and directives. Troubled loans are reclassified as of full value when outAll transactions are recorded in the Bank’s books at the standing amounts of capital and interest are met again on trade date and valued from that date for the profit and time according to the conditions fixed by contract. loss account. Money market and foreign exchange transactions are reported as off-balance-sheet business until Securities and precious metals trading portfolio settlement date. As from the settlement date, these Actively traded positions which are either traded on a transactions are included in the balance sheet. recognised stock exchange or for which a representative market exists are valued at market value. Refinancing Business risks are covered by adequate value adjust- costs are charged against trading income. All other ments and provisions. trading positions are valued at the lower of cost or net realisable value. Detailed principles The most important accounting policies and valuation Financial Investments principles are shown below. Securities held to generate income in the medium term are valued at the lower of cost or net realisable value. Re- Liquid assets, receivables from and liabilities to banks alised profits or losses from sales of these securities are Items are stated in the balance sheet at their nominal included within “Results from the sale of financial invest- value or, respectively, at cost less any individual valuation ments”. Unrealised profits or losses are included within adjustments required for impaired assets. “Other ordinary income” or “Other ordinary expenses”. Debt securities held for investment are stated at cost ad- Loans justed for possible premiums or discounts. Precious met- Impaired loans, i.e. loans that are unlikely to be repaid by als are valued at market value. the debtor, are valued individually. A specific provision is made for the estimated shortfall against nominal value in Participations capital and interest. Off-balance-sheet exposure, such Participations are stated at cost less any accumulated as commitments, guarantees or derivative instruments, depreciation. are also taken into consideration for this valuation. Loans are considered as impaired at the latest when the con- Tangible fixed assets tractual payments for capital and/or interest are overdue Tangible fixed assets are valued at cost less accumulat- for more than 90 days. Interest accrual is suspended if ed depreciation. Depreciation is calculated according recovering interest is so unlikely that an accrual does no to plan using the straight-line method based on the longer make sense. useful life. Schroder & Co Bank AG 13 Principal Accounting Policies and Valuation Principles The recoverability is checked each year. Should the use- Taxes ful life change or the value decrease upon checking the Current tax is generally tax on profit recurrent on an annu- recoverability, the remaining book value will be offset al basis. One-off or transaction taxes are not considered according to plan or an extraordinary depreciation can be as current tax. made. In accordance with tax regulations smaller items may be charged directly to the profit and loss account. Current tax on earnings is included as expense of the period in which the earnings are recognized. Tax liabilities Useful life of the various fixed assets: are shown under “Accrued expenses and deferred in- EDP equipment (hardware): 3 Jahre come”. Cars: 4 Jahre Derivative financial instruments Foreign currencies Derivative financial instruments are used by the Bank for Foreign currency transactions are translated at the aver- asset and liability management and for securities and age exchange rates ruling at the balance sheet date. For- foreign exchange dealing. They are used both for propri- eign exchange positions in the balance sheet are trans- etary trading and for trading for the accounts of clients. lated at the average exchange rates at the balance sheet Valuation is in accordance with the purposes for which date and taken to the profit and loss account. Forward they were originally acquired. foreign exchange transactions are valued at the forward market rates ruling at the balance sheet date. The valua- 1) Derivative trading positions tion result is taken to the profit and loss account. These derivatives are marked to market. Positive and negative replacement values are included within “Other The main conversion rates applied are listed below: assets” or “Other liabilities”. Profits and losses are includ- 2003 Previous year EUR 1.5590 1.4525 GBP 2.2120 2.2350 2) Derivative financial investments USD 1.2400 1.3875 These derivatives are acquired by the Bank instead of JPY 1.1550 1.1700 direct investments. In accordance with the accounting ed within “Result from trading operations”. policy for financial investments, these positions are 14 Valuation adjustments and provisions valued at the lower of cost or net realisable value. Based on the principle of prudence, the Bank establishes Any interest income components are included within valuation adjustments and provisions within liabilities for “Interest and dividend income from financial invest- contingent risks. The valuation adjustments and provi- ments”. Realised profits or losses are included within sions may contain undisclosed reserves. “Result from the sale of financial investments”. Schroder & Co Bank AG 3) Derivatives for hedging purposes Derivative transactions concluded for hedging purposes are valued and booked on a basis consistent with the underlying transactions. Liabilities to own pension plans The employees of Schroder & Co Bank AG benefit from an insurance coverage by two defined contribution pension plans. The “BVG Stiftung” grants at least the benefits mandatory by law. The “Vorsorgestiftung” of Schroder & Co Bank AG grants benefits for that part of the salary above the limit of the BVG law. The employer’s contributions according to the defined contribution pension plans are included within “Personnel expenses”. Schroder & Co Bank AG 15 3. Information on the Balance Sheet 3.1 Schedule of collateral for loans and off-balance-sheet transactions CHF 1,000 Type of collateral Mortgage collateral Other collateral Without collateral Total — 370,543 2,764 373,307 Loans Due from clients Mortgages – Residential real estate Total 630 630 31.12.2003 630 370,543 2,764 373,937 31.12.2002 586 323,207 13,017 336,810 Contingent liabilities — 53,270 2,580 55,850 Confirmed credits — — 62 62 Commitments — — — — 31.12.2003 — 53,270 2,642 55,912 31.12.2002 — 70,405 4,433 74,838 Gross amount Estimated proceed from collateral realisation Net amount Individual valuation adjustment 31.12.2003 944 — 944 944 31.12.2002 712 — 712 712 Off-balance-sheet transactions Total Impaired loans Total 3.2 Securities and precious metals trading portfolios CHF 1,000 31.12.2003 31.12.2002 Interest bearing securities and rights – Exchange listed 28,057 25,894 – Unlisted — — Shares and similar securities and rights — — Total 28,057 25,894 of which securities acceptable to central banks 28,057 25,894 (trading positions in derivatives are included under 4.3) 16 Schroder & Co Bank AG 3.3 Financial investments CHF 1,000 Book Value Fair Value 31.12.2003 31.12.2002 31.12.2003 31.12.2002 Shares, similar securities and rights — 347 — 347 Total — 347 — 347 of which securities acceptable to central banks — — — — 31.12.2003 31.12.2002 1,100 1,100 31.12.2003 31.12.2002 Share capital Ownership proportion Ownership proportion 100 100% 100% 1,000 100% 100% 3.4 Participations CHF 1,000 Without market value Notes to significant participations CHF 1,000 Name of the company Business activity Schroder Trust AG, Zürich Trust, foundation and offshore company establishment and administration Schroder Cayman Bank and Trust Company Ltd, Cayman Islands 3.5 Banking services as well as trust and offshore company establishment and administration Other assets and other liabilities CHF 1,000 31.12.2003 31.12.2002 Other Assets Other Liabilities Other Assets Other Liabilities 8,614 8,385 5,043 4,911 276 1,708 441 1,331 33 215 6 205 8,923 10,308 5,490 6,447 Replacement value of derivative instruments Trading operations Indirect taxes and stock exchange fees Other assets and liabilities Total Schroder & Co Bank AG 17 Information on the Balance Sheet 3.6 Assets and participations CHF 1,000 31.12.2002 31.12.2003 Historical costs Write-offs/ accumulated depreciation Book value Additions Disposals Write-offs/ depreciation Book value Total majority participations 1,100 — 1,100 — — — 1,100 Other fixed assets 5,418 (4,472) 946 79 ( 7) ( 437) 581 Total 6,518 (4,472) 2,046 79 (7) (437) 1,681 Fire insurance value of other fixed assets 3.7 10,633 Assets pledged or ceded to secure own liabilities and assets subject to ownership reservation CHF 1,000 31.12.2003 Due amount (book value) whereof claimed Due amount ( book value) whereof claimed 28,057 16,980 22,765 3,233 Own securities There are no loans nor pension transactions with securities. 18 Schroder & Co Bank AG 31.12.2002 3.8 Liabilities to own pension plans CHF 1,000 31.12.2003 31.12.2002 3,456 26,650 The liablities due to own pension plans amounted to According to the pension funds’ regulation, the employer pays a contribution total of 15% of the relevant salary whereas the employees pay 5%. The employer’s reserve in both pension schemes amounts to CHF 4.2m as at 31 December 2003 (previous year CHF 5.5m). 3.9 Valuation adjustments and provisions / reserves for general banking risks CHF 1,000 Balance 31.12.2002 Specific usage and reversals Change in definition of purpose (reclassifications) Recoveries of doubtful interests, differences New creation charged to profit & loss account Reversals credited to profit & loss account Balance 31.12.2003 Provision for taxes and latent taxes *) 118 (118) Loan losses (credit and country risk) 712 — — — 232 — 944 Other provisions 18,157 (5,832) — — 4,950 (4,850) 12,425 Valuation adjustments and provisions 18,987 (5,950) — — 5,182 (4,850) 13,369 — — — 18,000 *) Based on a change in the RRV-EBK: transfer to accrued expenses and deferred income. Reserves for general banking risks (fully taxed) 18,000 — — Schroder & Co Bank AG 19 Information on the Balance Sheet 3.10 Capital structure The whole share capital amounts to CHF 20,000,000 and is split into 20,000 shares of CHF 1,000 nominal value. At 31 December 2003 all shares are held directly by Schroder Nederland Finance BV, Amsterdam. This company is ultimately wholly owned by Schroders plc, London. On 20th February 2003, Schroders plc had been notified pursuant to section 198 of the Companies Act 1985 of the following interests of 3% or more in the ordinary shares: Shares Schroders plc Stake Vincitas Limited 46,272,073 20.47% Veritas Limited 29,777,101 13.17% One-Forty-Five Limited 13,754,311 6.08% Englehall Limited 10,375,504 4.59% The above-named held their interests as trustees of certain settlements made by members of the Schroder family. 20 Schroder & Co Bank AG 3.11 Statement of changes in shareholders’ equity (before profit distribution) CHF 1,000 Shareholders’ equity at the beginning of 2003 – Share capital 20,000 – General legal reserve 15,900 – Other reserves 33,800 – Reserves for general banking risks 18,000 – Retained earnings carried forward 10,141 Total shareholders’ equity at the beginning of 2003 97,841 Allocations – Allocation to reserves for general banking risks — – Allocation to general legal reserve 800 – Allocation to other reserves 200 – Allocation from profit (1,000) – Dividend 2002 (9,000) – Net income 11,001 Total shareholders’ equity at the end of 2003 99,842 – Share capital 20,000 – General legal reserve 16,700 – Other reserves 34,000 – Reserves for general banking risks 18,000 – Retained earnings carried forward 11,142 Schroder & Co Bank AG 21 Information on the Balance Sheet 3.12 Maturity structure of current assets, financial investments and borrowed funds CHF 1,000 At sight Redeemable by notice Maturities Total Within 3 months Within 3 to 12 months Within 12 months to 5 years After 5 years — Current Assets Liquid assets 17,541 — — — — Due from banks 54,396 — 97,965 26,949 — — 179,310 Due from clients 386 136,782 135,251 97,900 2,988 — 373,307 — 630 — — — — 630 28,057 — — — — — 28,057 — — — — — — — 31.12.2003 100,380 137,412 233,216 124,849 2,988 — 598,845 31.12.2002 72,081 113,859 183,553 107,677 4,598 — 481,768 Due to banks 35,109 — 131,997 77,012 — — 244,118 Due to clients 213,142 3,307 4,215 — — 231,141 31.12.2003 248,251 3,307 142,474 81,227 — — 475,259 31.12.2002 160,428 390 116,916 71,606 218 — 349,558 Mortgages Securities and precious metals trading portfolios Financial investments Total 17,541 Borrowed funds Total 3.13 Amounts due from and due to affiliated companies as well as loans and exposures to members of the Bank’s governing bodies CHF 1,000 Due from affiliated companies 31.12.2003 31.12.2002 1,057 1,120 Due to affiliated companies 47 264 Loans and exposures to members of the Bank’s governing bodies — 250 The transactions with affiliated companies included money market transactions and were concluded at market conditions. 22 10,477 Schroder & Co Bank AG 3.14 Assets and liabilities by domestic and foreign origin CHF 1,000 31.12.2003 31.12.2002 Domestic Foreign Domestic Foreign Liquid assets 17,541 — 18,884 — Due from banks 39,449 139,861 24,404 75,429 Due from clients 109,224 264,084 89,283 246,942 — 630 — 586 28,057 — 25,894 — — — — 347 1,100 — 100 1,000 581 — 946 — Accrued income and prepaid expenses 5,933 1,250 4,609 — Other assets 5,795 3,128 4,317 1,173 207,680 408,953 168,437 325,477 Due to banks 32,115 212,003 36,659 140,878 Due to clients 96,168 134,972 85,693 86,327 Accrued expenses and deferred income 16,946 910 21,081 — 4,162 6,146 3,646 2,801 Valuation adjustments and provisions 13,369 — 18,988 — Reserves for general banking risks 18,000 — 18,000 — Share capital 20,000 — 20,000 — General legal reserve 16,700 — 15,900 — Other reserves 34,000 — 33,800 — 141 — 102 — 11,001 — 10,039 — 262,602 354,031 263,908 230,006 Assets Mortgages Securities and precious metals trading portfolios Financial investments Participations Fixed assets Total Liabilities and shareholders’ equity Other liabilities Retained earnings carried forward Net income Total Schroder & Co Bank AG 23 Information on the Balance Sheet 3.15 Assets by countries / country groups CHF 1,000 31.12.2003 31.12.2002 Total in % Total in % Germany 44,566 7.2% 30,524 6.2% Great Britain 28,208 4.6% 17,036 3.4% Switzerland 207,680 33.7% 168,437 34.1% Rest of Europe 133,356 21.6% 124,401 25.2% 413,810 67.1% 340,398 68.9% North America 36,266 5.9% 43,450 8.8% Asia 30,180 4.9% 5,959 1.2% Other countries 136,377 22.1% 104,107 21.1% Total 616,633 100.0% 493,914 100.0% Assets Europe Total Europe 24 Schroder & Co Bank AG 3.16 Assets by currencies CHF 1,000 Currencies 31.12.2003 CHF EUR USD Precious metals Other Total 16,469 940 61 — 71 17,541 Assets Liquid assets Due from banks 106,926 52,323 5,141 470 14,450 179,310 Due from clients 81,317 106,320 118,737 — 66,934 373,308 — 630 — — — 630 28,057 — — — — 28,057 Mortgages Securities and precious metals trading portfolios Financial investments — — — — — — 1,100 — — — — 1,100 581 — — — — 581 Accrued income and prepaid expenses 5,697 833 568 — 85 7,183 Other assets 8,856 4 1 — 62 8,923 249,003 161,050 124,508 470 81,602 616,633 76,541 196,556 229,409 — 23,123 525,629 325,544 357,606 353,917 470 Due to banks 30,378 116,392 67,262 — 30,086 244,118 Due to clients 86,529 52,749 68,014 470 23,379 231,141 Accrued expenses and deferred income 16,790 628 385 — 52 17,855 Other liabilities 10,062 91 78 — 77 10,308 Valuation adjustments and provisions 13,369 — — — — 13,369 Reserves for general banking risks 18,000 — — — — 18,000 Share capital 20,000 — — — — 20,000 General legal reserve 16,700 — — — — 16,700 Other reserves 34,000 — — — — 34,000 141 — — — — 141 11,001 — — — — 11,001 256,970 169,860 135,739 470 53,594 616,633 68,537 187,550 218,218 — 51,091 525,396 325,507 357,410 353,957 470 37 196 (40) — Participations Fixed assets Total balance sheet assets Assets deriving from FX spot, FX forward and FX options transactions Total assets 104,725 1,142,262 Liabilities and shareholders’ equity Retained earnings carried forward Net income Total balance sheet liabilities Liabilities deriving from FX spot, FX forward and FX options transactions Total liabilities Net position per currency 104,685 1,142,029 40 233 Schroder & Co Bank AG 25 4. Information on Off-Balance-Sheet Transactions 4.1 Contingent liabilities CHF 1,000 31.12.2003 31.12.2002 Credit guarantees 44,695 61,251 Irrevocable commitments from documentary credits 11,155 12,186 Total 55,850 73,437 31.12.2003 31.12.2002 62 534 Positive replacement values Negative replacement values Contract volume 3 3 50,000 8,550 8,321 523,270 61 61 2,358 31.12.2003 8,614 8,385 575,628 31.12.2002 5,043 4,911 318,140 4.2 Confirmed credits CHF 1,000 Obligations under deferred payments 4.3 Outstanding derivative instruments CHF 1,000 Interest rate instruments Options (OTC) Foreign exchange Forward contracts Options (OTC) Total The above outstanding derivative instruments are held for trading purposes. There are no netting agreements in existence. 26 Schroder & Co Bank AG Outstanding derivative instruments by counterparties CHF 1,000 31.12.2003 31.12.2002 Positive replacement value Negative replacement value Contract volume Positive replacement value Negative replacement value Contract volume Banks 5,716 1,664 268,188 3,956 1,173 175,202 Non banks 2,898 6,721 307,440 1,087 3,738 142,938 Total 8,614 8,385 575,628 5,043 4,911 318,140 4.4 Fiduciary transactions CHF 1,000 31.12.2003 31.12.2002 43,908 88,773 Fiduciary deposits in European currencies 665,355 731,912 Fiduciary deposits in USD 795,921 862,956 2,934 5,176 1,508,118 1,688,817 — 600 6,553 11,967 50,632 62,560 — — 57,185 75,127 Fiduciary deposits Fiduciary deposits in CHF Fiduciary deposits in other currencies Total Fiduciary credits Fiduciary credits in CHF Fiduciary credits in European currencies Fiduciary credits in USD Fiduciary credits in other currencies Total All fiduciary deposits at year-end were concluded with banks outside of the Schroder Group. 4.5 Clients’ assets CHF 1,000 Assets of investment funds managed 31.12.2003 853,657 Assets under discretionary management 2,434,496 Other assets 3,777,711 Total (incl. double counting) 7,065,864 of which double counting 114,295 Schroder & Co Bank AG 27 5. Information on the Profit and Loss Account 5.1 Result from trading operations CHF 1,000 2003 2002 228 1,382 4,351 3,471 — — 4,579 4,853 2003 2002 129 129 23,786 21,343 Social security contributions 1,394 1,630 Pension plan contributions 2,591 3,262 Other personnel expenses 799 1,982 28,699 28,346 CHF 1,000 2003 2002 Occupancy expenses 2,502 4,266 Expenses for EDP, machinery, fixtures and fittings, vehicles and other equipment 2,941 4,479 Other operating expenses including: Telephone, telex, postage, electronic information systems, legal and other consulting fees, stationery and printing, courier services, property insurance, travel and entertainment, publication and advertising, audit, other costs 6,996 8,049 12,439 16,794 Securities Foreign exchange Financial instruments Total 5.2 Personnel expenses CHF 1,000 Authorities, meeting compensations and fixed compensations Salaries and extras Total 5.3 Operating expenses Total 5.4 Extraordinary income Extraordinary income comprises the release of value adjustments and provisions which are not needed of CHF 4.85 m and a profit of sale of fixed assets. 28 Schroder & Co Bank AG Report of the Statutory Auditors Report of the statutory auditors to the general meeting of Schroder & Co Bank AG, Zurich As statutory auditors, we have audited the accounting records and the financial statements (balance sheet, income statement and notes, pages 8 – 28) of Schroder & Co Bank AG for the year ended 31 December 2003. These financial statements are the responsibility of the Board of Directors. Our responsibility is to express an opinion on these financial statements based on our audit. We confirm that we meet the legal requirements concerning professional qualification and independence. Our audit was conducted in accordance with auditing standards promulgated by the Swiss profession, which require that an audit be planned and performed to obtain reasonable assurance about whether the financial statements are free from material misstatement. We have examined on a test basis evidence supporting the amounts and disclosures in the financial statements. We have also assessed the accounting principles used, significant estimates made and the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the accounting records and financial statements and the proposed appropriation of available earnings comply with Swiss law and the company’s articles of incorporation. We recommend that the financial statements submitted to you be approved. Zurich, 10 February 2004 PricewaterhouseCoopers AG Rolf Birrer Jean-Marc Nicollier Schroder & Co Bank AG 29 Main Schroder Branches Head Office Denmark Netherlands Schroders plc Schroder Investment Management Schroder Investment Management 31 Gresham Street, London EC2V 7QA Fondsmæglerselskabet A/S Benelux N.V. Phone: +44 207 658 6000 Store Strandstræde 21 Aert van Nesstraat 25R, 3012 CA Rotterdam www.schroders.com 1255 Copenhagen K Phone: +31 10 275 71 11 Phone: +45 33 15 18 22 Austria Germany Schroder Investment Management GmbH Schroder Investment Management GmbH Representative Office Mainzer Landstrasse 16 P.O.Box 622, 1011 Wien United Kingdom 60325 Frankfurt am Main Phone: +43 1 990 63 84 Schroder Investment Management Limited Phone: +49 (0)69 975717-0 Europe Portugal 31 Gresham Street, London EC2V 7QA Schroder & Co Limited Schroder Investment Management Limited Mainzer Landstrasse 16 Avenida da Liberdade 180 E Schroder & Co. Limited 60325 Frankfurt am Main Edificio Tivoli Forum, 1250–146 Lisboa 100 Wood Street, London EC2V 7ER Phone: +49 (0)69 975717-5 Phone: +351 21 330 8900 France Spain Schroder Investments Limited Schroder Investment Management Limited Schroder Investment Management Limited 33 Gutter Lane, London EC2V 8AS 27, Quai Anatole, France, 75007 Paris Calle Pinar 7, 28006 Madrid Phone: +44 207 658 6000 Phone: +33 (0)1 53 85 85 85 Phone: +34 91 590 9541 Channel Islands Italy Switzerland Schroder Investment Management Schroder Investment Management Schroder & Co Bank AG (Guernsey) Limited (Italy) SIM S.p.A. Central 2, 8001 Zurich Trafalgar Court, Les Banques, St. Peter Port Via della Spiga 30, 20121 Milano Phone: +41 (0)1 250 11 11 Guernsey, GY1 3QL Phone: +39 02 763771 Phone: +44 207 658 6000 Phone: +44 207 658 6000 Schroder & Co Banque SA Phone: +44 1481 710651 Schroder Investment Management 8, rue d’ltalie, 1211 Geneva Schroders (C.I.) Limited (Italy) SIM S.p.A. Phone: +41 (0)22 310 26 26 Sarnia House, Le Truchot, St. Peter Port Piazzetta Bettiol 15, 35137 Padova Guernsey, GY1 3UF Phone: +39 049 876 5776 Schroder Investment Management Phone: +44 1481 703700 Schroder Investment Management Fondsmæglersgelskab A/S Schroders (C.I.) Limited (Italy) SIM S.p.A. Birger Jarlsgatan 12, 114 34 Stockholm 2–6 Church Street, St. Helier Via del Babuino 169, 00187 Roma Phone: +46 8 678 4010 Jersey, JE4 9WB Phone: +39 06 321 8368 Phone: +44 1534 756600 Luxembourg Schroder Investment Management (Luxembourg) S.A. 5 rue Höhenhof, 1736 Senningerberg Phone: +352 341 342 202 30 Sweden Schroder & Co Bank AG Asia / Pacific Korea Argentina Schroders Korea Limited Schroder Investment Management S.A. Australia Seoul Finance Centre, 84 Taepyoungro 1ga Representative Office Schroder Investment Management Chung-gu, Seoul 100-768 Ing. Enrique Butty 220 Australia Limited Phone: +82 23783 0500 C1001AFB Buenos Aires Phone: +54 11 4317 1300 123 Pitt Street, Sydney, NSW 2000 Phone: +61 (0)2 9210 9200 Singapore Schroder Investment Management Bermuda China (Singapore) Limited Schroders (Bermuda) Limited Schroders plc 65 Chulia Street, #47–01, OCBC Centre 22 Church Street, Hamilton HM 11 Landmark Building Singapore 049513 Phone: +1 441 292 4995 8 Nth Dongsanhuan Road Phone: +65 6535 3411 Brazil Beijing 100004 Taiwan Schroder Investment Management Schroders Taiwan Limited Brasil DTVM S.A. Schroders plc Bank Tower, 205 Tun Hwa North Road, Rua Joaquim Floriano, 72 Shui On Plaza, Huai Hai Zhong Road Taipei, 10592, ROC São Paulo, SP, Brazil 04534-000 Shanghai 200021 Phone: +866 2 2719 6061 Phone: +55 11 3054 5155 Phone: +86 10 6590 7792 Phone: +86 21 5383 5858 Cayman Islands Schroder Investment Management (Hong Kong) Ltd Schroder Cayman Bank and Trust Americas Company Limited PO Box 1040, Harbour Centre Two Exchange Square 8 Connaught Place, Central USA Grand Cayman, British West Indies Hong Kong SAR Schroder Investment Management Phone: +1 345 949 2849 Phone: +852 2521 1633 North America Inc. 875 Third Avenue Mexico Indonesia New York, NY 10022–6225 Schroder Investment Management PT Schroder Investment Management Phone: +1 212 641 3830 North America Inc. Monte Pelvoux 111 – despacho 404 Indonesia Lippo Plaza Building Schroder Investment Management Lomas de Chapultepec Jl. Jend. Sudirman Kav. 25, Jakarta 12920 The Curtis Centre México, D.F., 11000 Phone: +62 21 520 4550 Independence Square West Phone: +52 55 2623 0202 Philadelphia, PA 19106 Japan Phone: +1 215 861 0997 Schroder Investment Management (Japan) Limited Schroder Investment Management Pacific Century Place Marunouchi North America Inc. 1–11–1 Marunouchi, Chiyoda-ku, One Post Office Square, Boston, MA 02109 Tokyo 100–6224 Phone: +1 617 292 6080 Phone: +81 (0)3 5293 1500 Canada Schroder Investment Management North America Limited Canada Trust Tower, BCE Place Toronto M5J 2S1 Phone: +1 416 360 1200 Schroder & Co Bank AG 31 Schroders 200th anniversary Founded in London in 1804, Schroders has grown from This year, Schroders celebrates its 200th anniversary. a small merchant bank into one of the largest quoted Since its origin, the company has focussed primarily on independent asset managers in the world. Today, clients’ interests. It has consistently taken the long- Schroders plc is amongst the 100 largest companies term view in developing business to meet both clients’ listed on the London Stock Exchange and has Euro and markets’ changing needs. 139,2 billion of assets under management. Schroders Milestones 1804 Johann Heinrich Schröder from Hamburg became a partner in his brother’s London based merchant company. 1850’s – 1860’s J. Henry Schröder & Co. evolved from an anglo-german merchant company to a renowned merchant bank. 1870 Schroders introduced the Japanese Government’s first foreign loan to the London Market. 1923 J. Henry Schröder Banking Corporation, known as Schrobanco, was launched and traded on Wall Street. 1957 The name of J. Henry Schröder & Co. was anglicised and the partnership was converted into a private company. 1959 Schroders became a quoted public company and was listed on the London Stock Exchange. Helmut Schroder was Chairman until 1965. 1960’s – 1970’s Schroders developed a presence in each of the major financial markets of the world. Subsidiary and associated companies were established to undertake investment banking activities in Hong Kong, Japan, Singapore, Switzerland and other Continental European countries. 1962 Schroders merged with Helbert, Wagg & Co., a stock broking firm founded in 1823, which specialised in issues for domestic clients and contributed greatly to the development of the investment advisory side. 1986 Schroders acquired a 50% interest in Wertheim & Co. Inc., a leading New York investment bank and securities firm and Schrobanco was sold to the Industrial Bank of Japan. 1994 Schroders acquired the remaining 50% of Wertheim which it later renamed Schroder & Co. Inc. 2000 Schroders sold its investment banking business to Salomon Smith Barney. Asset management and related businesses now comprise the whole of Schroders plc’s business. 2001 Schroders acquired Beaumont, an absolute return asset management business, focussing on high net worth individuals, family offices and professional investors. 2004 Schroders plc celebrates 200 years history. Schroders has always shown a distinct sense of social responsibility. As an example, it was ranked top of FTSE 100 Companies in The Guardian 2003 Giving List in the field of charitable donations. 32 Schroder & Co Bank AG This annual report is also published in German. The German version is prevailing. www.schroders.ch