2005 Head Office & Shmeisani Branch Prince Shaker Ben Zaid Street - Shmeisani - Amman Telephone 5607011 - 5607016 - 5607024 - Fax 5666149 Telex 21875, 21113, 22178 P.O.Box 35104 - Amman 11180 - Jordan Cable : Union Bank - Amman Web Site : www.unionbankjo.com E-mail : retail@unionbankjo.com His Majesty King Abdullah The Second Bin AL - Hussein 3 BOARD OF DIRECTORS Mr. Issam Halim Salfiti Chairman/General Manager Mr. Samir Abu Rawi Vice Chairman Representing Sirt Securities International, N.V. Mr. Muhyieddin Al-Ali Representing United Arab Investors Co. Mr. Mohammed Jagham Representing Compagnie Internationale de Participations Bancaire Financier (CIPAF) Mr. Adnan Abu Ragheb Representing Social Security Corporation. Mr. Rauf Jiryis Salfiti Mr. Eng. Awni Musa Sakit Mr. Nabil Abdel-Hadi Hammoudeh Representing Jordan Chemicals Mr. Rajai Halim Salfiti Mr. Abdel-Halim Al-Majali Mrs. Samia Suleiman Sukkar AUDITORS Allied Accountants Ernst & Young International. 4 Head Office & Shmeisani Branch 5 6 B ranches Network and Cash Offices In Jordan & Palestine Shmeisani Branch (Main Branch) Prince Shaker Ben Zaid Str. Tel 5607011 Fax 5666149 P.O.Box 35104 Amman 11180 Madina Branch Al Rida Str. Tel 4613860 Fax 4637522 P.O.Box 477 - Amman 11123 Exchange Unit - Madina Branch Al Rida Str. Tel 4621185 Fax 4693669 P.O.Box 477 - Amman 11123 Wihdat Branch Opposite Tayibat Village Market, Tel 4752832 Fax 4752831 P.O.Box 521112 Amman 11152 Ramtha Branch Naser Al Tallaq Str. Tel 7382496 Fax 7382497 P.O.Box 583 Al Ramtha 21410 Aqaba Branch Hammamat Al Tunisia Str. Tel 2016704 Fax 2016701 P.O.Box 1702 Aqaba Irbid Branch Al Huson Str. Tel 7273259 Fax 7270861 P.O.Box 216 Irbid 21110 Gardens Branch Wasfi Al Tal Str. Tel 5518920 Fax 5539039 P.O.Box 35104 Amman 11180 Zarqa Branch Saadeh Str. Tel 3935803 Fax 3935808 P.O.Box 150771 Zarqa 13115 Sweifieh Branch Ali Nosouh Al-Taher Str. Tel 5817001 Fax 5818516 P.O.Box 850222 Amman 11185 North Marka Branch Main Str. Tel 4874652 Fax 4874231 P.O.Box 35104 Amman 11180 Jabal Amman Branch Iben Khaldoun Str. Tel 4644770 Fax 4618307 P.O.Box 35104 Amman 11180 Huson Cash Office King Talal Str. Tel 7010904 Fax 7010906 P.O.Box 472 Huson 21011 Brokerage Office - Amman Stock Exchange Tel 5675558 Fax 5606996 P.O.Box 35104 Amman 11180 Bonded Warehouses Abdullah the Second Industrial Estate, Sahab, Tel 4023474 Fax 4023821 P.O.Box 35104 Amman 11180 Ramallah Branch - Palestine Al Bareed Str. Tel (970) 22986412 Fax (970) 22986416 P.O.Box 1557 Ramallah Mecca St. Branch Mecca St. - Tel. 5511015, P.O.Box 35104 Amman 11180 Jubaiha Branch (soon) P.O.Box 35104 7 Amman 11180 7 U nion Bank For Savings & Investment Products & Services • Corporate Banking Services : - Documentary Loans - Bonded Loans - Commercial Loans - Discounted Bills - Syndicated Loans - Export Loans - Project Loans - Real Estate & Shares Investment Finance • Trade Finance Services : - Letters of Credit - Letters of Guarantee - Foreign Drafts & Remittances - Bills for Collection • Banking Services for Small & Medium Business : - Small & Medium Business Finance • Retail Products & Services : - Personal Loans - Housing Loans - Car Loans - Golden Visa Cards - International Classic Visa Cards - Green American Express Cards - Green National Express Cards - Golden National Express Cards - MoneyGram - Safe Deposit Boxes - Current Accounts - Savings Accounts - Time Deposit Accounts - Certificates of Deposit - “Sarraf” Services (ATM) - Bonded Warehouses Services 8 Treasury & Investment Services : • Financial Markets - Investment in Money Market Securities - Interest Rate Swaps (IRS) - Capital Market Portfolio Management - Trading Money Market Derivatives • Capital Markets - Capital Market Securities Trading - Capital Market Portfolio Management - Interest Rate Swaps (IRS) • Foreign Exchange Market - Foreign Exchange Trading - Foreign Exchange Options Trading - Foreign Exchange Forward Trading - Foreign Exchange Futures Trading • Stock Markets - Stock Trading - Stock Options Trading - Stock Market Portfolio Management • Precious Metals - Gold Loans - Precious Metals Trading (Gold & Silver) - Precious Metals Options Trading � Financial Brokerage Services At Amman Stock Exchange - Brokerage Services - Margin Finance Services - Investment Management - Investment Trusteeship - Financial Consultations - Management of Primary Issues 9 B OARD OF DIRECTORSʼ TWENTY SEVENTH Annual Report To the Shareholders, The Board Directors of Union BankSavings for Savings & & Investment is pleased to present Uofnion Bank For to you the “Twenty-Seventh” Annual Report, which includes a review of the bankʼs Investment Products & Services performance, a summary of its achievements for the year ending 31st December 2005 and its future aspirations. In 2005, the Bank was able to achieve record results and growth averages in all its activities and services. Profit rose by 133% to record a gross figure of JD (33.6) million, which led to promoting 2005 to become the Golden Year of the Bank since its establishment, in addition to its big share in the achievement of the Bankʼs goals through the implementation of the Third Strategic Plan for the years (2004 – 2006) which centers around maximising the Bankʼs share in the targeted sectors, expanding its delivery system, enhancing the efficiency of its funds management and improving the Bankʼs corporate image. There was a notable achievement in all set targets as shall be reviewed in this report. THE BANKʼS COMPETITIVE POSITION Despite the strong competitiveness within the Jordanian Banking Sector, the Bankʼs growth rates during 2005 exceeded most growth rates of the banking sector. According to the monthly statistical bulletin issued by the Central Bank of Jordan, the table below shows a comparison of growth rates between the Jordanian banking sector and the Bank: Growth Rate Banking Union Bank sector Direct Credit Facilities 25.1% 53.9% Customer Deposits 13.5% 7.5% Cash Margins 40.2% 16.9% Total Assets 18.3% 27.5% THE BANKʼS PERFORMANCE Inspite of the increase in the total figure of expenses and depreciations, the bank continued, for the sixth consecutive year, to increase the profit margin from “traditional banking operations”, exemplified by net interest and commissions received, which led to a total cover of these expenses and the realisation of a surplus of JD (9.8) million for the year 2005 compared with a surplus of JD (8.6) million for the year 2004, that is a growth rate of 14.5%. The following table shows the development of Revenues and Expenses during the past five years 2001 – 2005. 10 DETAILS 2001 2002 2003 2004 2005 Interest & Commission Received 20.265 19.688 20.481 22.551 30.580 Interest & Commission Paid 12.702 10. 760 8.975 8.371 12.934 Net Interest & Commission 7.563 8.928 11.506 14.180 17.646 Expenses & Depreciations 4.728 5.109 5.210 5.580 7.803 Surplus 2.835 3.819 6.296 8.600 9.843 Income from Foreign Exchange and Gold 1.267 1.566 1.144 1.506 2.032 Income from Investments (340) 586 (9.567) 5.312 19.507 355 480 588 1.079 3.988 4.117 6.451 (1.539) 16.497 35.370 464 811 704 726 867 1.361 2.174 523 1.348 911 403 236 (2.075) 3.621 8.940 1.889 3.230 (691) 10.802 24.652 Other Revenues Net Income before provisions and Bad Debts Provision for Interest in Suspense Provisions & Bad Debts Income Tax Net Profit (Loss) After Tax (to the nearest JD1000) The above table and the graph clearly show the leaps the Bank took for profit realised from the efficient use of funds. While surplus reached JD (2.8) million in 2001, the Bank has strengthened the surplus, year after year, by doubling the Net Interest and Commission received on the one hand, and maintaining a relatively steady overall Expenses and Depreciation figure on the other, in order to reach a surplus of JD (9.8) million at the end of 2005. 11 The above table also indicates that all revenue sources recorded a noticeable increase; while income from Foreign Exchange and Gold rose by JD (527) thousand from last year, equivalent to a rate of 35%, income from Investments multiplied to reach JD (19.5) million, a growth of 267%, and Other Revenues recorded an increase of JD (4) million, that is at an increase of 270%. Upon deducting Provisions and Interest in Suspense from Net Income before Provisions and Bad Debts, the remaining balance amounting to JD (33.6) million represents the Bankʼs Net Profit before tax and fees. 12 RISK MANAGEMENT In conformity with the directives of the Central Bank and global attention, the Bank is focussing its concern on how to deal with risks by adopting policies related to the management of these risks of which are: • CREDIT RISK: For the purpose of restricting credit risk, the Bank has set limits for credit facilities on the individual customer level, and on the group level, in addition to limits set on the economic sector level. A review and evaluation of the credit standing of the bankʼs customers are being conducted periodically. A follow-up on the collection of due installments and the obtainment of additional securities from the customers, should the need arise, are carried out, in accordance with the directives of the Central Bank and the best banking practice. • MARKET RISK: The Management is taking steps to restrict investment risk and the effect of fluctuations on currency exchange rates by setting up limits therefore. The Committee of Assets and Liabilities Management is monitoring these risks and their management. It also conducts studies of the interest rates and reviews them periodically in order to contain and mitigate the risks associated with their fluctuation. The Committee reviews the maturities and volumes of assets and liabilities that are sensitive to interest rates fluctuations, and takes the appropriate decisions concerning the pricing of deposits and facilities in the light of expectations and trends of interest rates in the market. • LIQUIDITY RISK: The Bank aims at expanding while maintaining stable sources of funds at the least possible cost in order to generate sufficient liquidity to be employed with profitable returns in order to meet any emergency commitments towards the Bank, in line with the requirements of the Central Bank of Jordan. In order to minimize such risk, the Bank aims to further expand the depositors base and to diversify sources of funds especially those with longer term maturities. • OPERATIONAL RISK: The Bank is preparing for setting up the nucleus Unit for the Management of Operational Risk which generally depends on the evaluation of the level of risk inherent in the Bankʼs operations and identifying the nature and volume of errors for the purpose of taking the necessary counter measures that will detect and ensure that such errors are minimized. On the other hand the Bank has developed and adopted a data security policy based on international standards (British Standard BS 7799 and ISO 17799) for the purpose of upgrading data security and maintaining its confidentiality and integrity to ensure the continuity of rendering services at the highest possible level. • FINANCIAL SOLVENCY AND CAPITAL ADEQUACY: The Capital Adequacy Ratio as at the end of the year amounted to 18.1%. It exceeds by far the ratio assigned by the Basel Committee at 8% and by the Central Bank of Jordan at 14% for the Well Capitalized banks. 13 FINANCIAL STATEMENTS FOR 2005: • Balance Sheet – The total Assets at the end of 2005 rose to reach JD 652.4 million compared to the total Assets recorded at the end of 2004; hence an increase of JD 141.8 million equivalent to (27.8%). • Securities Portfolio – The Bank continued to actively employ its funds in the Local and Foreign Capital Markets through investment in financial instruments with good and fixed return. The total balance of the Bankʼs local and foreign securities portfolio increased by JD 25.3 million to reach JD 152.4 million at the end of 2005. The share of Treasury Bills and Corporate Bonds in Jordanian Dinar reached JD41.2 million, while the balance of bonds and debentures in foreign currencies amounted to JD 45.4 million. The balance of the Bankʼs portfolio of domestic shares increased to reach JD60.5 million as a result of the positive development on their prices at the Amman Stock Exchange Market, in addition to investment in shares and portfolios of large foreign companies, renowned for their distinguished reputation and strong financial position, where the portfolio balance amounted to the equivalent of JD 5.3 million. • Direct Credit Facilities – The Bank continued to realise its goals aimed at expanding its portfolio of credit facilities within its conservative credit policy parameters and its 14 selective procedure. The balance of direct credit facilities rose by JD 114.7 million at an increase equivalent to 52.7%. The share of facilities in Jordanian Dinar from this increase amounted to about JD 107 million, equivalent to 65.8%, while facilities in foreign currencies reached about JD 7.7 million, a growth equivalent to 14%. • Non-Performing Credit Facilities – Inspite of the increasing growth of credit facilities, the Bank was able to decrease non-performing debts to reach 4.06% of the total Direct Credit Facilities at the end of 2005 compared to 6.63% at the end of 2004. This was due to the Bankʼs consistent followup to collect Bank debts, especially doubtful debts, with the aim of reorganising or rescheduling them or of taking all available measures to ensure the collection thereof. 2002 2003 2004 2005 Total Direct Facilities 160,382,518 190,581,868 217,756,579 332,432,029 Total Non-Performing Facilities 14,350,321 14,952,759 14,447,735 13,508,476 Rate of Non-Performing Facilities to Total Facilities 8.95% 7.85% 6.63% 4.06% • Provisions against Facilities – As a result of the continued decrease of the volume of Non-Performing Debts, the balance of the provision for the decline of direct credit facilities dropped to reach JD 7.6 million against JD 7.7 million at the end of 2004. It is worth noting that Net Non-Performing Debts, after deducting interest in suspense and Provisions, amount to JD 2.1 million against tangible and intangible securities of JD 6.3 million. • Deposits and Margin Accounts – The total of deposits and margin accounts increased at the end of the year to reach JD 510.7 million against JD 444.8 million at the end of 2004, thus recording a relative increase of 14.8%. The rate of increase in deposit balances was distributed to stand at 28.4% with respect to Deposits and Margin Accounts in Jordanian Dinar while it reached 1.4% for Deposits and Margin Accounts in foreign currencies. 15 • Depreciation and Amortization – Depreciation and Amortization of the Bankʼs fixed assets and intangibles for this year amounted to JD 918 thousand while the net book value of the Bankʼs Head Office premises stood at the end of the year at around JD 5.3 million out of JD 9.6 million that being the cost of construction and furniture. • Staff and Other Expenses – The table below shows that the percentage of Expenses and Depreciations to the Bankʼs total Assets decreased from (2.7%) in 1997 to reach (1.2%) in 2005. Total Expenses Total Assets Percentage: Expenses to Assets 1997 1998 1999 2000 2001 2002 2003 2004 2005 5.015 4.692 4.541 4.570 4.728 5.109 5.210 5.580 7.803 184.122 194.145 223.956 266.003 306.277 371.425 392.722 510.661 652.411 2.7% 2.4% 2.0% 1.7% 1.5% 1.4% 1.3% 1.1% 1.2% (In JD1000s) • Shareholdersʼ Equity / Retained Earnings – Total shareholdersʼ equity reached JD105.9 million at the end of 2005 against JD 50.2 million at the end of 2004, showing an increase of JD 55.7 million, of which JD 20.3 million represents the Cumulative Change in Fair Value of the Bankʼs portfolio of investments categorized as “Available for Sale” after deducting JD 7.2 million being provision for inome tax that appeared in the balance sheet within the “Deferred Tax Liabilities” item. Major Financial Indicators for the years 2001 - 2005 Description 2001 2002 2003 2004 2005 Change 2004-2005 Liquid Assets 121.175 146.323 139.666 152.722 153.869 0.8% Securities Portfolio 32.965 62.251 55.263 127.187 152.434 19.9% Credit Facilities 132.946 146.163 175.665 206.222 321.046 55.7% Fixed Assets 10.394 9.772 9.203 8.562 8.348 (2.5)% Other Assets 8.797 6.916 12.925 15.968 16.713 4.7% Total Assets/ Liabilities 306.277 371.425 392.722 510.661 652.410 27.8% Deposits 228.278 305.523 322.667 400.145 458.258 14.5% Credit Accounts 47.586 32.773 39.227 60.279 88.226 46.4% Shareholdersʼ Equity 30.413 33.129 30.828 50.237 105.926 110.9% (To the nearest JD 1000) 16 Cash Assets Credit Facilities Securities Portfolio Fixed Assets & Others Shareholders' Equity Credit accounts 17 Deposits ACHIEVEMENTS OF 2005 TECHNOLOGICAL DEVELOPMENT AND AUTOMATION The Bank continued to apply its policy and diligent course of development on information systems and communications in order to escort global developments in this scope. It has already applied a number of new systems and conducted many operations of development and technological upgrading on the systems currently in use, most important of which are: • Main Banking system – Upgrading of the currently used banking system has been completed by applying the upgraded version of (Bank Master VII). The “Branch Power under Windows” used in the branches has also been upgraded to operate through Windows which is characterised by being user friendly. It also allows for various possibilities made available by the Windows Operating System. • E. Banking – This system of banking through the Internet has been applied which provides the Bankʼs customers with many services over 24 hours through their personal computer whether at home or at office. It also contributes in saving time and effort and upgrades the level of service available. A contract has been signed with an international company specialised in protection and security to examine security systems and make sure the Bankʼs network is virus free and any illegal access through the internet is not allowed. • SMS Banking – This system of banking has been applied which allows customers to enquire about their accounts balances and receive messages related to their dealings with the Bank. It also provides the Bank with instant means of communication with its customers at nomial cost. • Treasury and Investment Operations System – The first stage of the System SIENNA concerned with Treasury and Investment operations and purchased towards the end of last year has been applied. It is now possible to exchange FX operations and money market through the said system and on the spot. 18 • Card Reader Through Network – The staff attendance program at the Head Office and the branches has been applied and Branches have been linked through a special communications network with the Head Office. This system has improved the level of centralised control and supervision quality at the Bank. • S.W.I.F.T Programs – These programs have been upgraded according to the time- table set by the company in order to accompany the development of information technology. This has been achieved through the use of communication lines, systems and new decoders, in addition to updated programs to control the new linkage operation. • Shareholdersʼ System – This new System which provides automatic linkage with the securities depository center, has been activated. Daily reports regarding executed contracts can be extracted through the internet. General Assembly decisions regarding shareholders have been implemented where allotted tangible profits have been dispensed, shares distributed and subscription processed through the new program. • Fixed Assets System – The Bar Code system designed for fixed assets at the Head Office and Branches has been applied. It has saved time and effort when making inventory of these assets. • Personal Computers (PCs) – In accordance with the 2005 Requirement Strategy, fifty (50) sets have been purchased and installed in the Bankʼs different branches and departments. 19 ORGANIZATION & DEVELOPMENT OF WORK PROCEDURES • The Bankʼs organizational chart has been modified and the responsibilities and tasks of the following major offices have been revised: - “The Department of Development and Research” has been attached to the Department of Central Marketing and Sales and its name changed to “The Department of Marketing and Development” with the aim of increasing marketing effectiveness and the Bankʼs ability to compete with market development. - The reorganisation of the Department of Banking Operations – Commercial Transactions, to include the Documentary Credits Section instead of the section for Releasing Documentary Credits, Bills and Guarantees, and attach to it the tasks of the Settlement Section and Incoming Credits. Guarantees have also been attached to the Loans and Discounted Bills Section and changed to become Loans and Guarantees Section. A new section for Bills for Collection and Commercial Payments has been created to actualize the concept of separation of duties. • In implementing the set plan, premises for Mecca Street Branch have been leased. While considering the great significance of the city of Aqaba and the volume of work and huge investments there, the Bank rented a building for a new branch in the city and kept the existing premises for the FX unit which is expected to commence operating at the beginning of the second quarter of 2006. • Applied guidelines and procedures for the newly created systems operations have been prepared, and modifications on a few have taken place in the light of new developments on the Bankʼs operations. The Bankʼs credit policy has also been reviewed in harmony with the developments in the status quo. • All signs on branches entrances have been replaced to be more attractive and harmonious with the general brand image of the Bank. 20 MARKETING AND THE DEVELOPMENT OF THE BANKʼS BUSINESS AND SERVICES • An agreement has been signed with The Jordanian Mortgage Refinancing Company for obtaining two loans totalling JD9 million to develop the Housing Refinancing Market, expand the housing loan base, match maturities of sources and uses of funds by way of providing long term sources and improving liquidity rates and capital adequacy. • The Bankʼs Department of Local Investment and Brokerage has begun offering Short and Long Term Management Service of Investment Portfolios. Total accounts managed for customers as at the end of year reached JD837 thousand. • The base of deposits of foreign and local banks at the Bank has been increased and expanded, and the terms governing accounts of correspondents abroad engaged in cash shipments, have also been improved, in addition to agreements signed with Saudi banks concerning cash shipment operations. Banking ties have also been established and activated with FX offices in the Arabian Gulf such as Bahrain National Co. and AlRajhi in Riyadh. • In support of the Bankʼs network of world correspondents, new bank relations have been established namely with “Wachovia Bank” in the United States of America and “Yap Ve Kredi Bank” in Turkey. Relations with Credit Suisse have been renewed on regional level. Meanwhile visits to many Arab states have resulted in the establishment of bank relations and the increase of trade volume being exchanged with Libya. Sudanese bankers have also opened accounts with the Bank and started notifying their L/Cs through us. Banking relations with the Arab Investment Company in Bahrain also resulted in signing a contract with them to join in a syndicated loan being extended to a Sudanese firm, and with the Islamic Development Bank where a trade limit of three million Euros has been obtained. • Preparation and implementation of all promotional campaigns have been underway in accordance with the approved plans. Designs of brochures, posters, flyers and bill boards of all sizes have completed to harmonise with the promotional campaigns within timed work programs. The Bank also participated in various exhibitions, conferences and activities where it was represented by the Marketing and Development Department in order to contribute in the building of a general positive image to the public. On the other hand the Bankʼs website on the internet has been enhanced to comply with the new services being offered through the internet and to accommodate for online interaction. • The Assets and Liabilities Management Committee has continued its study of the general trend of the interests, and the reconsideration of the use of sources of funds following changes in interest rates and consequently the impact on the Bankʼs profit. It has also pursued its role of studying reports related to liquidity and uses in foreign currencies as well as taking decisions to remedy any disregard of the parameters defined by the Central Bank of Jordan. 21 • The Bank continued successfully to issue Certificates of Deposits (C/Ds), renew mature issuances, increase their number in order to expand customersʼ base, provide medium term sources of funds and bridge the gap between sources of funds and their uses. The balance of C/Ds in Jordanian Dinar at the end of year amounted to JD19.6 million and in foreign currencies JD3.9 million. Monthly statistics issued by the Central Bank of Jordan indicate that on 31/12/2005 the Bankʼs share of C/Ds in the Kingdomʼs banking sector totalled 19.6%. • The Bank continued its intensive marketing of property acquisioned as repayment of due debts. Eighteen real estates, valued when appropriated at about JD820 thousand, were sold at JD814 thousand constituting 54.8% of the value of the property purchased as at 31/12/2004. In 2005 four real estates were also acquired at JD196 thousand. • In preparation for providing car parking areas for customers, the Bank has begun work on a piece of land adjacent to the Head Office, and followed up periodic maintenance of the Bankʼs permanent premises and all branches in order to preserve inside and outside appearance to the required standard. • On the strength of a decision taken at an extraordinary meeting of the General Assembly on 06/04/2005, the Bank increased its capital to become JD40 million by way of: - Distributing bonus shares at the rate of 34% equivalent to 8.5 million dinar/share by capitalising 6,250,000 dinar/share from retained profit and 2,250,000 dinar/share from provision for premium on shares. - Private subscription by shareholders in 6,250,000 dinar/share constituting 25% where each subscriber is alloted a number of shares according to his/her capital share. Each share is offered at the nominal value of one dinar added to it another dinar being premium on each shrare. - Private subscription in 200,000 dinar/share by the Provident Fund of the employees of Union Bank for Savings and Investment at the nominal value of one dinar/share and another dinar being premium on each share. - Private subscription in 50,000 dinar/share alloted for members of the Board of Directors at the nominal value of one dinar/share and a premium of one dinar on each issued share. 22 HUMAN RESOURCES • DEVELOPMENT OF MANPOWER -- During 2005 several seminars were held internally and abroad at the various institutions and specialised training centers for the purpose of training and developing the skills of the Bank employees in accordance with the Training Plan set for 2005. The number of training seminars in which the Bank participated was 193 held inside the Kingdom and abroad, while training courses totalled 442 and attended by 181 employees out of 285. The Bank, however, equipped a center for training its staff which will also be used for holding internal seminars to improve the performance of its employees. Following are the training courses and seminars held internally: - “A Comprehensive Approach to Profitable Bank SME Finance” attended by 13 employees. - A seminar on security and fraudulence of ATMs attended by 40 employees from Management and Branches. - Fundamentals/ Administration AIX UNIX V.5.3 attended by 5 employees from Data Systems Department. On the other hand, the Bank accommodated for 39 students from Jordanian universities and colleges. Dear Shareholders, The Board of Directors, in the light of the achievements realised, proposes to your General Assembly to approve the appropriation of this yearʼs net income before tax and fees of JD(33,591,818) as follows: JD Net income for the year after tax 33,591,818 Statutory Reserve 3,359,182 General Banking Risk Reserve 1,231,318 Jordanian universities fees 332,218 Scientific Research and Vocational Training 332,218 Vocational and Technical Education and Training Fees 212,040 Board of Directors Remuneration 55,000 Income Tax 8,008,196 Retained Earnings 20,061,646 __________ TOTAL 24, 652,146 The Board of Directors has also recommended to the Extraordinary General Assembly the distribution of bonus shares equivalent to 37.5% of the Capital. The sharesʼ nominal value is JD15 million to be set aside from Retained Earnings and added to the Bankʼs subscribed and paid up capital to become JD55 million. 23 FUTURE & STRATEGIC PLANS The year 2006 constitutes the third and last year of the Bankʼs third strategic plan for the years (2004-2006). The action plan for The next year will include in detail the objectives to be targeted in order to achieve the following targets and intents: MAXIMUM TARGET MARKET PENETRATION 1- RETAIL BANKING SERVICES: With emphasis on expansion of banking products and services on selective basis targeting the medium and high-income individuals working for big companies and corporations, and the creation of new competitive products especially in the following areas: • local and international debit cards, and visa electron cards in addition to pre-paid cards. • incoming and outgoing Money Gram transfers. • housing loans, car loans and consumer & personal loans. • Programs, products and local and international investment portfolios. • SMS Banking. • Internet Banking. 2- BANKING SERVICES FOR SMALL AND MEDIUM BUSINESS: Expansion in this sector particularly in the following areas: • Increase of the trade bonded business funding. • Increase of white-collar free-lancers, such as physicians, pharmacists and engineers. • Expansion in funding the basic and higher education sectors. 3- CORPORATE BANKING SERVICES: Expansion to be effected in the light of studies prepared for targeted sectors particularly in the following areas: • The export sector whether through direct funding or through the use of available tools from official authorities to encourage exports. • Financing and attracting operations of companies heading for privatization. 24 • • • • • • • The effective contribution to promoting of investment, attracting foreign capital and financing operations of projects and foreign investment. The increase of the Bankʼs market share in facilities to the tourism sector, information technology and communications sector. Expansion and involvment in managing syndicated loans. Interest in granting facilities to commercial companies and major trade agents. Interest in granting facilities to major companies through issuing bonds for subscription as a substitute to direct funding by the Bank. Interest in facilities extended to self-liquidating tenders and projects. Interest in facilities that generate various revenues to the Bank such as documentary credits funded by way of documentary or bonded loans. 4- INVESTMENT SERVICES: Expansion in developing and providing investment services particularly in the following areas: • Continue in issuing Certificates of Deposit in Jordanian Dinar and foreign currencies. • Continue in investment in debenture bonds and sharing in high-yield private sector bonds. • Expanding in providing service to the Management of Investment Portfolios • Creating a customer base under the umbrella of capital market with the aim of marketing investment services to customers (Private Banking Unit) • Developing and activating banking relations with other banks, financial institutions and regional and international development funds. • Expanding in new investment tools (INTEREST RATE SWAPs, FRAs) EXPANSION OF DELIVERY SYSTEM 1. Offering FX services through an FX unit in Aqaba intended to be opened at the beginning of next year. 2. Starting work and offering banking services at our new site of Aqaba Branch while finishing furnishing and equipping our Mecca Branch so that both are opened by the beginning of the year. 3. Launching two new branches, one in Jubaiha and the other in Abdoun and offering banking service to consolidate competitive capability and to expand customer base. 4. Developing and activating banking relations with correspondent institutions and improving dealing conditions with them while establishing ties with Arab financial institutions amongst which The Arab Corporations for Ensuring Investment in Kuwait, Financing Arab Trade Program in UAE. On the domestic 25 level, establishing relations with the European-Jordanian Development Agency Ejada- Erada, and the Corporation for Encouraging Investment in Jordan and the Corporation for the Growth of Jordanian Exports. 5. Developing electronic services and its expasion to serve the needs of customers: Upgrading ATM machines to be compatible with Smart Cards. Promoting the Bankʼs membership in International VISA to Associate Member and launching VISA ELECTRON. ASSETS & LIABILITIES MANAGEMENT – ALCO 1. Continue to monitor the attention of international capital markets with the aim of investing in foreign bonds of good return. 2. Develop and modify policies related to limits specified to banks and states so that consideration of a number of additional factors such as credit classification, capital adequacy and so on is taken into account in order to raise the efficiency of the setting up of limit and diminishing related risk. 3. Follow up liquidity ratios and those of employment in foreign currencies, investment ratios in sharers and capital adequacy intensely through periodic reports and to ascertain that the departments concerned have taken sure measures to modify these ratios to comply with the instructions of the Central Bank of Jordan. 4. According to Central Bank instructions, the Bank must be committed to the minimum level of liquidity, and maintain a reasonable liquidity surplus to cover the Bankʼs accrued obligations and to maximise return on investment of these funds. 5. Continue to provide medium-term sources of funds through issuing Certificates of Deposit in Jordanian Dinar and foreign currencies in order to aid matching maturities of sources and uses of funds and to encourage customers to invest in medium and long term deposits with the aim of expanding depositors base and focus on small sectors. 26 6. Intensive follow up of bad and classified debts while reducing their number with the aim to return provisions and interest in suspense thereto. Moreover to monitor periodically the accounts to be written off and to effect the sequestration of any assets that may revert to the holders of these accounts, the satisfaction of judgement in favour of the Bank and the reduction of debt-size under control while continuing the collection of overdue loan payments. 7. Maximising income and improving returns through continued revision of interest prices and commissions. 8. Continue to control expenses and keep their growth rate within control, and not to exceed the growth rate of net interests and commissions. This is achieved through controlling and rationalising consumption, defining areas of squandering and expanding the base of suppliers in order to obtain the minimum of prices while maintaining the Bankʼs quality of products and services. Moreover continue serious followup by branch and department managers to control expenses and diminish them to the minimum possible. 9. Based on the estimated budget approved by the Bankʼs Board of Directors, expected net profits for 2006 are estimated at about JD17 million. PERSONALIZED SERVICES THROUGH A BOUTIQUE BANK 1. Develop and improve the employees skills and raise their professional and performance standard while developing their team work through maintaining a work environment of the highest degree of professionalism and ethics. 2. Continue to enhance customers confidence in the Bank, through constant personal contacts in order to become acquainted with their opinions and suggestions, follow-up their observations and complaints with the aim to improve the existing services to suit their needs and expectations. On the other hand, it is essential to maintain contacts with the customers through the various mass media to offset the newly created services and concentrate on promoting the Bankʼs corporate image of being a BOUTIQUE BANK, unique in providing personalized services to its customers. 3. Conduct studies and researches on the market, the banking sector and the banking products and services with the aim of following up any changes in the market and any increase in the Bankʼs market share. Also to study and analyse professionally available banking investment opportunities. 4. Continue to raise productivity standard while maintaining business process engineering and total quality management in order to improve customer satisfaction level and consolidate the Bankʼs competitive position. 27 5. Cement the concept of customer relationship management to assist in attracting potential customers, hold on to them and increase margin profit on the basis of a cross-selling package. 6. Issue the AUDIT CHARTER with the aim of defining responsibilities, authorities and organising work relations with the Bank departments, branches and senior management while continue following up audit operations and internal control of EDP systems. 7. Create a department specialised in risk management at the Bank to identify credit, market and operational risk and set the suitable mechanism for management thereof in the light of instructions and guidelines issued by the Central Bank of Jordan in compliance with the Basel (2) Resolutions regarding capital adequacy that will be applied by 2007. 8. Establish a data warehouse bank to include a data base of customers and economic sectors. 9. Continue to improve internal and external Bank reports through automation with the aim of achieving speed and accuracy. 10. Application of phone banking service while confirming internet and SMS banking. 11. Work on confirming the needs of security systems to the Bank network in order to secure continued protection of data assets. 12. Continue to maintain the corporate image of the Bank, its branches and staff as this positively reflects the customersʼ opinion of the Bank and its employees. In conclusion, I would like to express my sincere thanks to each and every one of you for your continued support of the Bank and Board of Directors. I would also like to thank our customers for their valuable trust, and to the employees, wherever they are, for their loyalty, commitment and contribution in helping to achieve the Bankʼs goals. Peace and Godʼs blessings be Upon You. Issam Salfiti Chairman of the Board 28 STATEMENT REQUIRED IN LINE WITH THE REGULATIONS OF JORDAN SECURITIES COMMISSION (Appendix) List of major Shareholders whose share exceeds 5% Percentage % 14.8 No. of shares at 31/12/2004 5,170,339 4,847,020 12.1 3,871,049 15.5 3,511,429 8.8 2,223,198 8.9 The External Arab Libyan Bank 2,250,000 5.6 - - Union Financial Investment 3,568,653 8.9 1,968,325 7.9 Mr. Rajai Halim Salfiti 3,946,093 9.9 2,287,812 9.2 Mr. Issam Halim Salfiti 3,402,076 8.5 1,995,665 8.0 Mr. Raouf Jeries Salfiti 2,008,336 5.0 1,261,018 5.0 Name of Shareholder Sirt Securities International N.V. Compagnie Int'l. de Participations Bancaries Financiers ( CIPAF) Social Security Corporation No. of shares as at 31/12/ 2005 5,936,038 Percentage % 20.7 BANK SHARES OWNED BY BOARD MEMBERS SENIOR MANAGEMENT PERSONNEL AND RELATIVES Name Person Samir Abu Rawi 15,000 Mohiyeddin Al-Ali 37,876 Mohʼd Jagham Adnan Abu Al-Raghib 2005 Institution Represented 5,936,038 2004 Relatives Total Total - 5,951,038 5,175,339 3,568,653 - 3,606,529 11,366 - 4,847,020 - 4,847,020 3,878,523 - 3,511,429 - 3,511,429 2,228,198 Rajai Salfiti 3,946,093 - - 3,946,093 2,287,812 Issam Salfiti 3,402,076 - - 3,402,076 2,207,986 Raouf Salfiti 2,008,336 - - 2,008,336 1,261,018 Awni Al-Sakit 186,870 98,726 6,506 292,102 181,423 Nabeel Hammoudeh 28,725 6,360 - 35,085 115,708 Abd- Haleem Al-Majali 16,467 - - 16,467 12,543 Samia Sukkar 337,590 - - 337,590 212,321 Ammar Haddadin 102,500 - - 102,500 82,000 Jawad Halboni 17,583 - - 17,583 11,000 Suhail Amin 5,000 - - 5,000 6,200 29 Rates of Bank shares during the Past five years Year 2005 2004 2003 2002 2001 2000 Rate/JD JD9.400 JD5.750 JD2.160 JD1.320 JD1.070 JD0.800 Time Chain of Profit & Loss and Distributed Profit YEAR 2005 Actual Profit (Loss) 2004 24,652,146 10,802,344 Distributed Dividends - 2003 2002 2001 2000 (691,236) 3,229,917 1,887,949 311,891 - 1,600,000 - - 2,500,000 BRIEF RESUME OF MEMBERS OF BOARD OF THE DIRERCTORS Mr. Samir Abu Rawi Date of Birth: 1946 Academic Qualifications: B.A. Accountancy. Year of Graduation: 1967 Practical Experience: • Certified Accountant since 1968 • Member of the Libyan Union of Accountants • Associate member in the Academy of Arab Certified Accountants/Jordan • Deputy Manager/General Management for Investment/The Arab Libyan Company for External Investment. • • • • • • • • Former membership on boards of directors: Algeriaʼs Lavico Holding Co. /Algeria Arab Yemeni Libyan Holding Co./ Sanaʼa La Videer Co./Algeria Corinthia Co./Malta International Nissre Co./Switzerland International Company for Inspection and Services/Malta Financial Exchange and Services/Tripoli The Libyan Financial Investment Co. 30 CHAIRMAN MEMBER MEMBER MEMBER MEMBER MEMBER MEMBER MEMBER Mr. Mohammad Jagham Date of Birth: 1943 Academic qualifications: Bachelor Degree in Economics Year of Graduation: 1967 Practical Experience: • Official at the Head Office for Jahwiyah affairs- Ministry of Interior until 1974 • Assistant Governor of Southern Tunis until 1975 • General Secretary of Benzert State untill 1979 • Governor of Kabis until 1983 • Touristic Development Co. (General Manager) until 1988 • Minister of Tourism and Conventional Industry, Tunis, until 1995 • Minister of Interior in Tunis until 1996 • Chief of the Presidentʼs Office in Tunis until 1999 • Minister of National Defence, Tunis, until 2001 • Ambassador of Tunis to Italy until 2004 Mr. Rauf J. Salfiti Dater of Birth: 1926 Academic Qualifications: M.Sc. Pharmacy - A.U.B. Year of Graduation: 1950 Practical Experience: General trading in pharmaceuticals Mr. Awni Musa Al-Sakit Date of Birth: 1938 Academic Qualifications: M.Sc. Civil Engineering Year of Graduation: 1961 Practical Experience: • Construction contracting • Bank Representative on the Board of Directors of Union Tobacco and Cigarettes Co. • Member on financial, industrial and insurance boards of directors. 31 Mr. Nabil Abdel-Hadi Hammoudeh Date of Birth: 1949 Academic Qualifications: B.A. Business Administration Year of Graduation: 1974 Practical Experience: • Grindlays Bank until the end of 1974 • Businessman in industry, trade and investment from 1/1/1975 to date. • Chairman and General Manager of Hammoudeh Group Mr. Rajai Halim Salfiti Date of Birth: 1949 Academic Qualifications: B.A. Business Administration Year of Graduation: 1970 Practical Experience: • Manager and Partner in Halim Salfiti & Sons . 1970-1987 • Assistant General Manager: Arab Financial Corporation (Jordan) 1987-1992 • Deputy General Manager: Union Bank for Savings and Investment 1992-1994 • Chairman and General Manager: Union Financial Investment 1994 to date • Chairman and General Manager: Union Tobacco and Cigarettes 1998 to date • Chairman: Union Chemical Industries & Vegetable Oils: 1993 to date • Chairman: Jordan Jewelry Trading Co. 1985 to date • Chairman: Union Marketing Co. 1995 to date • Chairman: Union Advanced Industries • Member of the Yarmouk University Board of Trustees 1998 to date. Mr. Mohiyeddin Abdel-Hamid Al-Ali Date of Birth: 1941 Academic Qualifications: B.A. Accountancy Year of Graduation:1970 Practical Experience: • Over thirty years of banking experience. • Member on the boards of several companies • Vice Chairman on several Boards 32 Mr. Abdel-Halim Atalla Al-Majali Date of Birth: 1937 Academic Qualifications: B.A. Military studies Year of Graduation: 1974 Practical Experience: • Leadership positions in the Armed Forces • Manager: General Services Co. for a period of 16 years • Member on the Board of the Bank since 1984 Mr. Adnan Ahmad Abu Ragheb Date of Birth: 1955 Academic Qulaifications: General Secondary Certificate Year of Graduation: 1974 Practical Experience: • General Manager: Abu Ragheb Printing Press • Board Member: Amman Chamber of Industry – Jordan • Member on boards of various companies • Member on Board of General Social Security Corporation. Samia Suleiman Sukkar • • • • Date of Birth: 1946 Academic qualifications:B.A. Business Administration Year of Graduation: 1967 Practical Experience: - Former member on numerous societies and schools boards. - Member in the National Center for Human Rights - Member on the board of the Greater Amman Municipality - Board member of Union Land Development Corp. 33 NAMES AND TITLES OF SENIOR EXECUTIVE MANAGEMENT Mr. Issam Halim Salfiti : Chairman and General Manager • • • • • B. A. Economics , 1967. Deputy General Manager of Arab Finance Corporation (Jordan) from 15/10/1986 to 30/6/1989. General Manager of Union Bank for Savings & Investment from 1/7/1989 to 27/ 6/1997. Chairman & General Manager of Union Bank for Savings & Investment from 28/6/1997 to date. Represents the Bank on the Board of Directors of several companies in which the Bank is a shareholder: 1. Jordan Hotels and Tourism Co. - Chairman 2. Zara Investment Co. - Member 3. Jordan Wood Industry Co. (JWICO) - Member Mr. Ammar Adel Haddadin: Deputy General Manager: • • • • • • B.A. Economics, 1981. CitiBank from April 1981 - March 1985. Petra Bank from June 1985 – May 1988. Saudi-French Bank from June 1988 - June 1994 - Last position held when he resigned was Branches Network Manager. Joined Union Bank for Savings and Investment on 1/8/1994 as Branches Network Manager and on 1/11/1997 became Deputy General Manager. Represents the Bank on the Board of Directors of a number of Companies in which the Bank is a shareholder: 1. Union Investment Corporation (PLC) - Member 2. Union Land Development Corporation (PLC) - Member. 3. Golden Wheat Mills Co. (Ramallah) - Member 34 BENEFITS AND REMUNERATION TO CHAIRMAN, MEMBERS OF THE BOARD OF DIRECTORS AND SENIOR EXECUTIVE MANAGEMENT DESCRIPTION BOARD MEMBERS TRANSPORTATION TRAVEL & STAY SALARIES, ALLOWANCES AND BONUSES 50,000 73,350 16,389 309,000 - - 4,807 359,780 50,000 73,350 21,196 668,780 REMUNERATION BOARD MEMBERS EXECUTIVE MANAGEMENT TOTAL ORGANIZATIONAL CHART, RECRUITMENT POLICY AND STAFF DETAILS - Organization Chart (attached). RECRUITMENT POLICY: • No employee shall be appointed outside the organization chart, the set plans and the budget approved by the Board of Directors. These tools determine the number of employees in each department, including the vacancies and the required qualifications thereof. • The candidate must fulfill the following conditions: - It is necessary, for classified employees, to have obtained the first university degree at least or a diploma from a Community College provided the candidate passes the Comprehensive Examination or the General Secondary Certificate of Education, in addition to it, the years of experience required as per the vacancy. - To have passed successfully the admission examination prescribed by the Bank. - To have the appointment approved by the Bankʼs Recruitment Committee. - The candidate must be medically fit subsequent to a medical examination accredited by the Bank. - The new employee shall be subject to a probationary period prescribed in accordance with the provisions of the Jordanian Labor Law. The said period may be extended for another three months in the light of performance reports by concerned officials. - The candidate must not be convicted in a felony or misdemeanour that violates honour. He/She must also be of good behaviour and conduct. 35 STAFF DETAILS • • The Bank employees numbered (344) as at 31/12/2005, (14) of whom are in Ramallah Branch. Classification of employees according to their academic qualifications: ACADEMIC QUALIFICATION TOTAL NUMBER Masterʼs Degree 15 Higher Diploma 2 Bachelorʼs Degree 165 Diploma 47 High School Certificate (Tawjeehy) – GSCE 68 Below Tawjeehy (messengers, drivers, guards) 47 Total 344 The new location for Aqaba Branch that will start during 2006 36 QUALIFICATION & TRAINING Classification of Participants in Training Courses as per work centers during 2005 No. of Participants Description Branches Head Office No. % No. % No. % Courses Organized by the Bankʼs Training Center 61 12 37 17 24 9 Contractual courses 6 1 - - 6 2 Institute of Banking Studies 181 36 119 53 62 22 Arab Academy for Financial and Banking Studies 41 8 4 2 37 13 Joint Efforts Group 44 9 16 7 28 10 Domestic Courses 164 33 46 21 118 42 External Courses 6 1 - - 6 2 503 100 222 100 281 100 Total AUDITORSʼ FEES: Fees for auditing the Bankʼs accounts for 2005 amounted to JD28,346 including the Sales Tax and the Value Added Tax in the Palestinian National Authority territories in the West Bank. DONATIONS, GRANTS & CONTRIBUTIONS FOR THE ENVIRONMENT AND COMMUNITY The total amount of donations, grants and contributions dispensed in 2005 was JD42,673 as follows: JD UNESCO 350 Al-Salt Charitable Society 750 Al-Hassan Award for Youth 700 Terra Sancta/ Boy Scouts 200 Jordanian Society for Palestinian Medical Aid 2,000 Church of the Sacred Heart 400 Al-Hussein Cancer Center 6000 The Humane Forum for Womanʼs Rights 100 Environement Society 50 37 The Bishopʼs School Cooperation Foundation The Cancer Society Jordanian Canadian Business Society Y.M.C.A General Corporation for Social Security/Work accidents Jordanʼs Karate Union S.O.S Aqaba Ramtha Union Club Ramtha Sporting Club Joranian Businessmen Society St. Lukeʼs Church Al-Busseira Cultural and Sporting Club Dozan and Awtar Music Foundation The Gulf Club Y.W.M.A King Abdullah II Fund Al-Ahliyyah Schools Team The Society for the Awakening of Jordanian Woman Jordan River Foundation Al-Fajr Newspaper Cancer Patients Hungarian Embassy Promotional Campaign for Orphansʼ Fund Raising The Higher Committee for the Charity and Benevolence Campaign Jordanian Union Cerebral Palsey Society The Charitable Society for the Dumb and Mute The Lady of Peace Center Al-Thaghr Society for the Disabled Prince Ali ibn Al-Husseinʼs Club for the Dumb The Intʼl Palestine Corporation for Research and Services Womanʼs Rise and Development Society Latin Patriarchate Convent Irbed Governorate TOTAL 38 100 1773 150 1,000 220 10000 250 100 50 50 2000 75 200 630 100 450 1000 300 1000 1000 200 125 200 1750 7000 500 100 100 100 100 100 1000 100 50 250 42,673 Other Miscellaneous Data • • • • • • The Bank does not enjoy any Government protection or privileges. There are no resolutions issued by the Government or international organizations that have material effect on the Bankʼs business or its competitive capacity. The Bank does not rely on purveyors or agents who constitute (10%) or more of its total purchases or revenues. The Bank has not exercised any operation not included within its principal activity. The Bank does not have any subsidiaries. All contracts and engagements concluded by the Bank with the Chairman of the Board of Directors, the board members, the General Manager, Bank staff and their relatives are consistent with Bank statutes and the instructions of the Central Bank of Jordan. ACKNOWLEDGEMENT BY THE BOARD OF DIRECTORS The Board of Directors of the Union Bank for Savings & Investment acknowledges its responsibility for the correctness of statements and for providing an effective control system in the Bank. The Board also confirm there are no material issues that may affect the continuity of the Bankʼs performance during the coming financial year 2006. 39 40 To The Shareholders of Union Bank For Savings and Investment Amman - Jordan UNION BANK FOR SAVINGS AND INVESTMENT We have audited the accompanying consolidated balanceassheet CONSOLIDATED BALANCE SHEET of of UNION BANK FOR SAVINGS shareholding company) as of December 31, 2005 and the related AND INVESTMENT (a public DECEMBER 31, 2005 (In Jordanian Dinars) changes in equity and consolidated cash flows consolidated income statement, consolidated for the year then ended. These consolidated financial statements are the responsibility of the bankʼs Board of Directors. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Auditing Standards. Those UNION BANK FOR SAVINGS AND INVESTMENT standards require that CONSOLIDATED we plan and perform the audit to obtain reasonable assurance STATEMENT OF INCOME FOR THE YEAR ENDED DECEMBER 31, 2005misstatement. An audit about whether the financial statements are free of material (In Jordanian Dinars) includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. UNION BANK FOR SAVINGS AND INVESTMENT In our opinion, the consolidated financial statements referredINtoSHAREHOLDERSʼ above presentEQUITY fairly, CONSOLIDATED STATEMENT OF CHANGES YEAR ENDED DECEMBER 31, 2005 in all material respects,FOR theTHE consolidated financial position of UNION BANK FOR SAVINGS (In Jordanian Dinars) AND INVESTMENT as of December 31, 2005 and the consolidated results of its operations and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards. The bank maintains proper books of account and the accompanying consolidated financial statements andUNION the financial in theAND Board of Directorsʼ report are in BANK information FOR SAVINGS INVESTMENT agreement therewith. CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERSʼ EQUITY FOR THE YEAR ENDED DECEMBER 31, 2005 (In Jordanian Dinars) February 13, 2006 Amman – Jordan UNION BANK FOR SAVINGS AND INVESTMENT CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2005 (In Jordanian Dinars) 41 UNION BANK FOR SAVINGS AND INVESTMENT CONSOLIDATED BALANCE SHEET as of DECEMBER 31, 2005 (In Jordanian Dinars) ASSETS Notes 2005 Cash and balances with Central Banks 4 55,645,086 Balances at banks and financial institutions 5 98,223,945 UNION BANK FOR SAVINGS AND INVESTMENT _ Deposits at banks and financial institutions 6 CONSOLIDATED STATEMENT OF INCOME Trading investments FOR THE YEAR ENDED DECEMBER 7 31, 200551,421,184 Direct credit facilities, (In netJordanian Dinars) 8 321,045,595 Available for sale investments 9 87,405,298 Held to maturity investments, net 10 13,608,000 Premises and equipment, net 11 8,348,281 Intangible assets, net 12 548,994 Other assets 13 16,164,108 _ Deferred tax assets 19 UNION BANK FOR SAVINGS AND INVESTMENT 2004 (Restated) 76,384,445 76,092,556 244,973 77,483,242 206,222,113 34,210,651 15,492,968 8,561,671 197,589 14,945,679 824,830 510,660,717 Total AssetsCONSOLIDATED STATEMENT OF CHANGES652,410,491 IN SHAREHOLDERSʼ EQUITY FOR THE YEAR ENDED DECEMBER 31, 2005 LIABILITIES AND EQUITY (In Jordanian Dinars) LIABILITIES Banks and financial institutionsʼ deposits 14 70,892,479 41,500,147 Customersʼ deposits 15 387,365,827 358,644,916 Margin accounts 16 52,443,746 44,637,685 Loans and borrowings 17 10,909,207 7,131,351 Sundry provisions 18 406,026 313,941 UNION BANK FOR SAVINGS AND INVESTMENT Income tax liabilities 19 6,201,000 372,303 CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERSʼ EQUITY Deferred tax liabilities 19 11,024,218 2,508,584 FOR THE YEAR ENDED DECEMBER 31, 2005 Other liabilities 20 7,242,076 5,315,110 (In Jordanian Dinars) 546,484,579 460,424,037 EQUITY Equity attributable to the Bankʼs shareholders Paid in capital 21 40,000,000 Additional paid in capital 21 6,755,311 UNION BANK FOR SAVINGS AND INVESTMENT Statutory reserve 22 7,524,633 CONSOLIDATED STATEMENT OF CASH Voluntary reserve 22 FLOWS 1,288,656 FOR THE YEAR ENDED DECEMBER 31, 2005 _ Foreign branches reserve 22 (In Jordanian Dinars) General banking risk reserve 22 3,210,085 Cumulative changes in fair values, net 23 21,915,180 Retained earnings 24 25,232,047 _ Proposed dividends 25 25,000,000 2,283,139 4,165,451 1,288,656 3,545,000 1,978,767 1,600,266 7,875,401 2,500,000 Total Liabilities Total Equity 105,925,912 UNION BANK FOR SAVINGS AND INVESTMENT Total Liabilities and Equity 652,410,491 50,236,680 510,660,717 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2005 (In Jordanian Dinars) The accompanying notes from 1 to 52 are an integral part of these financial statements 42 UNION BANK FOR SAVINGS AND INVESTMENT CONSOLIDATED STATEMENT OF INCOME FOR THE YEAR ENDED DECEMBER 31, 2005 (In Jordanian Dinars) Notes Interest income Interest expense UNION BANK FOR SAVINGS 26 27 AND 2005 2004 (Restated) 26,384,148 12,547,953 INVESTMENT 19,542,577 8,056,170 2,942,568 1,967,454 16,778,763 13,453,861 CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERSʼ EQUITY Net interestFOR income THE YEAR ENDED DECEMBER 31, 200513,836,195 11,486,407 (In Jordanian Dinars) Net commission 28 Net interest and commission income Other income – UNION BANK FOR SAVINGS AND INVESTMENT Gains arising from dealing in foreign currencies CONSOLIDATED STATEMENT OF CHANGES IN2,032,534 SHAREHOLDERSʼ1,505,622 EQUITY Gains less losses arising from trading investments 29 16,813,430 5,228,507 FOR THE YEAR ENDED DECEMBER 31, 2005 Gains less losses arising available (Infrom Jordanian Dinars)for sale investments 30 2,693,306 83,616 Other income 31 3,987,859 1,079,648 Gross profit 42,305,892 Expenses – Employeesʼ cost 32 INVESTMENT 4,160,869 UNION BANK FOR SAVINGS AND Depreciation and amortization 11 & 12 CONSOLIDATED STATEMENT OF CASH FLOWS917,630 Other expenses 33 31, 2005 3,655,819 FOR THE YEAR ENDED DECEMBER Provision for credit losses 8 819,147 (In Jordanian Dinars) Sundry provisions 18 92,085 Total expenses Profit beforeUNION incomeBANK tax Income Tax 21,351,254 3,140,696 963,959 1,898,625 1,073,337 274,834 9,645,550 7,351,451 32,660,342 FOR SAVINGS AND INVESTMENT 13,999,803 24,652,146 10,802,344 0,738 0,494 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2005 19 8,008,196 3,197,459 (In Jordanian Dinars) Profit for the year Basic earnings per share 34 The accompanying notes from 1 to 52 are an integral part of these financial statements 43 UNION BANK FOR SAVINGS AND INVESTMENT CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERSʼ EQUITY FOR THE YEAR ENDED DECEMBER 31, 2005 (In Jordanian Dinars) UNION BANK FOR SAVINGS AND INVESTMENT CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERSʼ EQUITY FOR THE YEAR ENDED DECEMBER 31, 2005 (In Jordanian Dinars) UNION BANK FOR SAVINGS AND INVESTMENT CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2005 (In Jordanian Dinars) UNION BANK FOR SAVINGS AND INVESTMENT NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2005 (In Jordanian Dinars) The accompanying notes from 1 to 52 are an integral part of these financial statements 44 UNION BANK FOR SAVINGS AND INVESTMENT CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED DECEMBER 31, 2005 (In Jordanian Dinars) Notes 2005 2004 (Restated) CASH FLOWS FROM OPERATING ACTIVITIES Profit before income tax Adjustments for Depreciation and amortisation UNION BANK 32,660,342 13,999,803 917,630 FOR SAVINGS AND INVESTMENT 963,959 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Provision for credit losses 819,147 DECEMBER 31, 2005 Unrealised gains from investments ( 7,575,387) (Intrading Jordanian Dinars) Gain from sale of premises and equipment Effect of exchange rate changes ( ( 26,614,215 12,698,380 ( 3,000,000) _ 244,973 172,039) 33,637,445 (115,642,630) ( 1,218,429) 24,741,423 3,190,500 (33,955,593) (29,916,509) ( 5,824,612) 30,084,250 28,720,911 7,806,061 1,903,446 92,085 21,691,344 48,626,457 12,334,727 1,078,331 272,964 9,070,288 54,937,412 ( Net cash from operating activities before income tax Income tax paid ( Net cash from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase of held to maturity investments Sale of held to maturity investments Purchase of available for sale investments Sale of available for sale investments Purchase of premises and equipment Sale of premises and equipment Purchase of intangible assets Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Increase in capital, net Proposed dividends Proceeds from loans 40,333) Net (decrease) increase in cash and cash equivalents Effect of exchange rate changes on cash and cash equivalents Cash and cash equivalents, beginning of the year Cash and cash equivalents, end of the year 35 ( 5,768) 9,029,955 54,931,644 ( 750,000) 2,634,968 (36,181,431) 10,502,995 ( 625,703) 60,426 ( 445,567) (17,050,000) 5,079,708 (21,375,046) 703,856 ( 205,722) 2,033 ( 125,755) (24,804,312) (32,970,926) 13,222,172 ( 2,476,479) 3,777,856 Net cash used in financing activities (3,096,549) 1,338 ( 243,508) 44,801) 162,717) Operating profit before changes in operating assets and liabilities Changes in assets and liabilities Increase in balances with Central Banks that mature after three months Decrease in deposits at banks and financial institutions than mature after three months Decrease (increase) in restricted balances Decrease (increase) in trading investments Increase in direct credit facilities Increase in other assets Increase in banks and financial institutions deposits that mature after three months Increase in customersʼ deposits Increase in margin accounts Increase in other liabilities Increase in sundry provisions 1,073,337 5,245,648 7,207) 6,384,884 ( 14,523,549 11,623,325 ( 1,250,808) 33,584,043 162,717 243,508 141,360,709 107,533,158 140,272,618 141,360,709 The accompanying notes from 1 to 52 are an integral part of these financial statements 45 UNION BANK FOR SAVINGS AND INVESTMENT NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS DECEMBER 31, 2005 (In Jordanian Dinars) (1) GENERAL INFORMATION The Bank is a public shareholding company registered and incorporated in Jordan, on August 30, 1978 in accordance with the Companies Law No (12) of (1964). Its registered office is at Amman-Jordan. Its current paid up capital is JD 40,000,000 distributed equally over 40,000,000 shares of JD 1. The Bank provides its banking services through its main branch located in Amman, and through its fifteen branches in Jordan and one overseas branch. The financial statements were authorized for issue by the Bankʼs Board of Directors in their meeting No. 1 held on February 13, 2006. These financial statements require the General Assemblyʼs approval. (2) SIGNIFICANT ACCOUNTING POLICIES The significant accounting policies adopted in the preparation of the financial statements are set out below: Basis of preparation The accompanying consolidated financial statements for the Bankʼs branches inside and outside Jordan have been prepared in accordance with International Financial Reporting Standards (IFRS) and in conformity with the applicable laws and regulations of the Central Bank of Jordan. The consolidated financial statements are prepared under the historical cost convention as modified for the measurement at fair value of derivatives and investment securities other than held to maturity investments. The financial statements have been presented in Jordanian Dinars ”JD” which is the functional currency of the Bank. Changes in Accounting Policies The accounting policies are consistent with those used in the previous year, with the exception of the following policies which have been revised due to the application of standards becoming mandatory for financial years beginning on or after 1 January 2005. In accordance with the revised International Accounting Standards (IAS) 39 and as per the requirement of IAS 30 and the Central Bank of Jordan, changes in policies are as follows: 46 General banking risk reserve is computed and considered as an appropriation of retained earnings instead of computing a general provision and recording it as a deduction from profit. Retained earnings as of December 31, 2004 and profit and loss accounts for the year ended December 31, 2004 were adjusted for the effect of the general provision. The effect of the adjustments and the reclassifications on the Bankʼs consolidated financials for the year 2004 is illustrated in note 52. Main Accounting policies: Trading investments These are initially recognised at cost and subsequently remeasured at fair value. All related realised and unrealised gains or losses in addition of the fair value related to translation of non-monetary assets in foreign currencies are taken to the income statement. Interest earned is included in interest income and dividends received are included (as dividend income) in gains less losses arising from trading investments. Direct credit facilities Credit facilities are carried at amortised cost after allowance for credit losses, interest and commission in suspense. Allowance for credit losses is made to cover impairment for direct credit facilities when there are one or more events that occurred after the initial recognition of the facility that has an impact on the estimated future cash flows of the facilities that can be reliably estimated. The provision for the impairment is recorded in the income statement. Interest and commission of non-performing facilities are suspended when loans become impaired, such as when overdue by more than 90 days. Loans provided for are written off from the allowance of credit losses when the collection procedures become ineffective. The excess in the allowance of possible loan losses, if any, is transferred to the statement of income, and cash recoveries of loans that were previously written off are credited to the income statement. Available for sale investments These are initially recognised at cost, being the fair value of consideration given including directly attributable transaction costs and subsequently remeasured at fair value. Fair value changes are reported as a separate component of equity until the investment is derecognised or the investment is determined to be impaired. On derecognising or impairment the cumulative gain or loss previously reported as “cumulative change in fair value” within the equity, is included in the income statements. 47 Held to maturity investment These are initially recognised at cost, being the fair value of consideration given including directly attributable transaction costs. Investments classified as held to maturity which have fixed or determinable payments and fixed maturity which are intended to be held to maturity. They are carried at amortised cost less provision for impairment. Fair value For investments and derivatives quoted in an active market, fair value is determined by reference to quoted market prices. Bid prices are used for assets and offer prices are used for liabilities For financial instruments where there is no active market fair value is normally based on one of the following methods: - Comparison with the current market value of a highly similar financial instrument. - The expected cash flows discounted at current rates applicable for items with similar terms and risk characteristics. - Options pricing models. The estimated fair value of deposits with no stated maturity, which includes non-interest bearing deposits, is the amount payable on demand. In case the fair value of an investment cannot be reliably measured, it is stated at cost or amortised cost and any impairment in the value is recorded in the income statement. Impairment of financial assets An assessment is made at each balance sheet date to determine whether there is objective evidence that a specific financial asset is impaired. If such evidence exists, any impairment loss, is recognised in the income statement. Impairment is determined as follows: - For assets carried at amortised cost, impairment is based on estimated cash flows discounted at the original effective interest rate. - For assets carried at fair value, impairment is the difference between cost and fair value. - For assets carried at cost, impairment is based on the present value of future cash flows discounted at the current market rate of return from a similar financial asset. Impairment in value is recognised in the income statement. If, in subsequent period, the amount of the impairment loss decreases, the carrying value of the asset is increased to its recoverable amount. The amount of the reversal is recognised in the income statement except for equity instruments classified as available for sale investments. 48 Premises and equipment Premises and equipment are stated at cost less depreciation. Land is not depreciated. Depreciation is calculated on a straight-line basis over the estimated useful lives of other assets, as follows: % Buildings Equipment and furniture Vehicles Computers Others 4 9 15 20 20 – 2.5 The carrying values of premises and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying values may not be recoverable. If any such indication exists and where the carrying values exceed the estimated recoverable amounts, the assets are written down to their recoverable amount, and the impairment is recorded it the income statement. Provisions Provisions are recognised when the Bank has a present obligation (legal or constructive) arising from a past event and the costs to settle the obligation are both probable and able to be reliably measured. End of services indemnities Provision for end of service indemnity is established by the bank to face any legal or contractual obligations at the end of employeesʼ services and is calculated based on the service terms as of the financial statements date. Income Tax - Current income tax is calculated based on the tax rates and laws that are applicable at the balance sheet date. - Deferred income taxation is provided using the liability method on all temporary differences at the balance sheet date. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on laws that have been enacted at the balance sheet date. - The carrying values of deferred income tax assets are reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. 49 Fiduciary assets Assets held in a fiduciary capacity are not treated as assets of the Bank in the balance sheet. Offsetting Financial assets and financial liabilities are only offset and the net amount reported in the balance sheet when there is a legally enforceable right to set off the recognised amounts and the Bank intends to either settle on a net basis, or to realise the asset and settle the liability simultaneously. Revenue and expense recognition Interest income as well as fees which are considered an integral part of the effective yield of a financial asset, are recognised using the effective yield method, unless collectibility is in doubt. The recognition of interest income is suspended when loans become impaired, such as when overdue by more than 90 days. Income from shares (dividend income) is recorded when right to receive payment is established. Trade and settlement date accounting Purchases and sales of financial assets are recognised on the trade date, i.e. the date that the Bank commits to purchase or sell the asset. Derivative Financial Instruments held for trading Derivative financial instruments such as, foreign currencies forward deals, interest rate future deals, swaps, foreign currencies options and others, are initially recorded at cost as other assets / liabilities, and subsequently carried at fair value in the balance sheet. Repurchase and resale agreements Assets sold with a simultaneous commitment to repurchase at a specified future date (repos) will continue to be recognised in the Bankʼs financial statements due to the Bankʼs continuing control over these assets using the same accounting policies. The proceeds of the sale are recorded as a liability. The difference between the sale and the repurchase price is recognised as an interest expense over the agreement term using the effective interest rate method. 50 Assets purchased with a corresponding commitment to resale at a specified future date (reverse repos) are not recognised in the Bankʼs financial statements as assets since the Bank is not able to control these assets. The related payments are recognised as part of deposits at banks and financial institutions or customersʼ loans as applicable, and the difference between purchase and resale price is recognised in the income statement using the effective interest rate method. Collateral pending sale The Bank occasionally acquires real estate in settlement of certain loans and advances. Such real estate is stated at the lower of the carrying value of the related loans and advances and the current fair value of such assets. Gains or losses on disposal, and revaluation losses, are recognised in the income statement. Intangible assets - Intangible assets acquired separately are measured on initial recognition at cost. Intangible assets with finite lives are amortised over the useful economic life and assessed for impairment when there is an indication that the intangible asset may be impaired. - Internally generated intangible assets are not capitalised and are expensed in the income statement - Intangible assets include computer software and programmes. These intangibles are amortised evenly over their estimated economic useful lives of 3 years. Foreign currencies Translation of foreign currency transactions Monetary assets and liabilities in foreign currencies are translated into JD at rates of exchange prevailing at the balance sheet date as issued by Central Bank of Jordan. Any gains or losses are taken to the income statement. Translation gains or losses on non-monetary items carried at fair value are included in equity as part of the fair value adjustment on available-for-sale investments. Cash and cash equivalents Represents cash on hand and cash balances with banks and financial institutions that mature within three months, less banks and financial institutions deposits that mature within three months. 51 (3) USE OF ESTIMATES The preparation of the financial statements requires management to make estimates and assumptions that affect the reported amounts of financial assets and liabilities and disclosure of contingent liabilities. These estimates and assumptions also affect the revenues and expenses and the resultant provisions as well as fair value changes reported in equity. In particular, considerable judgment by management is required in the estimation of the amount and timing of future cash flows when determining the level of provisions required for non-performing credit facilities. Such estimates are necessarily based on assumptions about several factors involving varying degrees of judgment and uncertainty and actual results may differ resulting in future changes in such provisions. a) Provision for credit losses: The Bank reviews its loan portfolios to assess impairment based on Central Bank of Jordan instructions. b) Impairment losses on collaterals acquired by the Bank are determined based on appraisal reports prepared by certified appraisers. Provisions are recognised when impairment is determined at the financial statements date individually and any impairment is recorded in the income statement. Valuation is performed on a regular basis. c) A periodic review is performed on assets estimated useful lives and assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. d) Income tax is calculated based on the tax rates and laws that are applicable at the balance sheet date. e) A periodic review is performed on assets stated at cost to assess any impairment in its carrying value which will be charged to statement of income. f) Provision against lawsuits is provided for based the Bankʼs legal advisorʼs opinion. (4) CASH AND BALANCES WITH CENTRAL BANKS Cash on hand Balances at Central BanksCurrent and demand deposits Time deposits Statutory cash reserve Certificates of deposits 52 2005 2004 4,176,921 5,505,144 5,797,721 1,772,500 30,897,944 13,000,000 1,347,794 1,772,500 27,459,007 40,300,000 55,645,086 76,384,445 Except for the statutory cash reserve held at Central Banks, the restricted cash balances amounted to JD 1,772,500 as of December 31, 2005 and 2004. Balances with Central Banks maturing after three months amounted to JD 4,772,500. (5) BALANCES AT BANKS AND FINANCIAL INSTITUTIONS Non interest bearing balances at banks and financial institutions amounted to JD 4,496,380 and JD 2,437,972 as of December 31, 2005 and 2004, respectively. Restricted balances, amounted to JD 2,299,039 and JD 2,127,000 as of December 31, 2005 and 2004, respectively. (6) DEPOSITS AT BANKS AND FINANCIAL INSTITUTIONS (7) TRADING INVESTMENTS Foreign treasury bills Quoted debt securities Quoted equities Investment funds 2005 7,218,514 21,632,741 18,275,277 4,294,652 2004 14,962,840 46,115,260 15,094,039 1,311,103 51,421,184 77,483,242 Pledged debt securities amounted to JD 2,104,241 as of December 31, 2005, and JD 7,449,837 as of December 31, 2004. 53 (8) DIRECT CREDIT FACILITIES 2005 2004 (Restated) Discounted bills and notes * Loans and advances ** 14,400,697 318,031,332 12,200,991 205,555,588 Less: Suspended interest Provision for credit losses 332,432,029 217,756,579 3,752,638 3,803,469 7,633,796 7,730,995 Direct credit facilities, Net 321,045,595 206,222,113 * Net of interest and commissions received in advance of JD 547,205 and JD 463,031 as of December 31, 2005 and 2004, respectively. ** Net of interest and commissions received in advance of JD 221,040 and JD 36,730 as of December 31, 2005 and 2004, respectively. The geographical composition of the credit facilities portfolio is as follows: Agriculture Manufacturing and mining Construction General trade Transportation services Tourism, hotels and restaurants Services and public facilities Financial Services Investment in shares Real estate Vehicles Consumer goods Others Jordan Middle East 5,175,159 27,354,145 17,072,190 73,705,693 3,252,946 14,652,207 8,021,666 19,536,473 35,895,697 72,742,629 15,768,787 9,182,507 24,937,788 _ 327,297,887 54 1,781,194 247,964 428,973 _ _ 992,178 _ 1,123,343 _ _ _ 560,490 5,134,142 2005 5,175,159 29,135,339 17,320,154 74,134,666 3,252,946 14,652,207 9,013,844 19,536,473 37,019,040 72,742,629 15,768,787 9,182,507 25,498,278 2004 4,546,036 22,422,375 12,454,073 49,836,387 4,161,965 3,830,627 10,083,201 2,595,685 2,726,003 36,695,257 16,269,339 7,096,834 45,038,797 332,432,029 217,756,579 Credit facilities analysis according to sectors were as follows: 2005 Public sector Private sector: Corporate Retail 2004 86,755 4,244,040 244,508,120 87,837,154 149,308,998 64,203,541 332,432,029 217,756,579 At December 31, 2005, non-performing credit facilities amounted to JD 13,508,476 (2004: JD 14,447,735), representing 4.1% (2004: 6.63%) of total facilities granted. At December 31, 2005, Non performing credit facilities; net of interest in suspense, amounted to JD 9,755,838 (2004: JD 10,644,266), representing 2.9% (2004: 4.9%) of total facilities granted after excluding the interest in suspense. At December 31, 2005, the direct facilities granted to and guaranteed by the government of Jordan amounted to JD 990,208 (2004: JD 5,526,578), representing 0.3% (2004: 2.5%) of total facilities The direct facilities granted against collaterals amounted to JD 135,933,651 and JD 63,363,384 as of December 31, 2005 and 2004, respectively. The gross fair value of collaterals held against credit facilities amounted to JD 152,263,846 and JD 96,986,238 as of December 31, 2005 and 2004, respectively. The movements on provision for credit losses were as follows: At January 1, Charge for the year Amounts written off At December 31, 2005 2004 7,730,996 819,148 ( 916,348) 8,907,962 1,073,337 (2,250,304) 7,633,796 7,730,995 Non-performing credit facilities that were settled or collected amounted to JD 1,467,582 and JD 608,286 as of December 31, 2005 and 2004, respectively. The movements on suspended interest were as follows: 2005 At January 1, Suspended interest during the year Amount transferred to income Amounts written off At December 31, 3,803,469 1,121,455 ( 254,174) ( 918,112) 3,752,638 55 2004 4,294,965 1,004,072 ( 278,262) (1,217,305) 3,803,469 (9) AVAILABLE FOR SALE INVESTMENTS Quoted Investments Corporate debt securities Equity 2005 2004 1,070,413 45,216,107 1,914,814 9,530,123 Total quoted investments 46,286,520 11,444,936 Unquoted Investments Treasury bills Guaranteed government debt securities Corporate debt securities Equity Others 16,900,623 18,666,457 3,209,000 1,352,386 990,312 2,805,716 14,277,100 3,918,000 1,135,050 629,848 Total unquoted investments 41,118,778 22,765,715 Total investments Analysis of debt instruments Fixed rate 87,405,298 34,210,651 39,846,492 22,915,630 Investments with a value of JD 2,342,698 and JD 1,764,898 as of December 31, 2005 and 2004, respectively are stated at cost due to inability of the Bank to reliably measure its fair value. The carrying value is not impaired. (10) HELD TO MATURITY INVESTMENTS 2005 2004 12,053,000 12,053,000 12,053,000 12,053,000 _ 805,000 750,000 9,968 3,430,000 _ Total unquoted investments 1,555,000 3,439,968 Total investments Analysis of debt instruments Fixed rate Variable rate 13,608,000 15,492,968 1,555,000 12,053,000 3,439,968 12,053,000 Total 13,608,000 15,492,968 Quoted Investments Government treasury bills Total quoted investments Unquoted Investments Guaranteed government debt securities Corporate debt securities Others Held to maturity investments mature within a period from 3 months to 10 years. 56 (11) PREMISES AND EQUPMENT The cost of fully depreciated premises and equipments that are still in use amounted to JD 2,324,672 and JD 2,030,658 as of December 31, 2005 and 2004 respectively. 57 (12) INTANGIBLE ASSETS At January 1, Additions Amortisation during the year At December 31, (13) 2005 2004 Computer Software Others Total Computer Software Others Total 179,189 445,567 18,400 _ 197,589 445,567 169,462 125,755 192,462 125,755 ( 89,562) 535,194 ( 4,600) ( 94,162) 13,800 548,994 23,000 _ (116,028) ( 4,600) (120,628) 179,189 18,400 197,589 OTHER ASSETS Accrued interest and revenue Prepaid expenses Collateral pending sale Unrealized gain on financial derivatives (Note 36) Others 2005 2004 1,951,400 245,542 782,016 _ 13,185,150 1,932,246 170,697 1,406,185 22,546 11,414,005 16,164,108 14,945,679 2005 2004 The movements on collateral pending sale were as follows: At January 1, Additions Impairment losses 1,406,185 196,041 ( 820,210) At December 31, 782,016 58 1,223,155 316,019 ( 132,989) 1,406,185 (14) BANKS AND FINANCIAL INSTITUTIONS DEPOSITS Inside Jordan Current accounts and demand deposits 6,121,972 2005 Outside Jordan 402,902 Total 6,524,874 Inside Jordan 7,034,475 2004 Outside Jordan Total 182,317 7,216,792 Maturing within 3 months 18,826,179 42,541,426 61,367,605 Maturing within 6 - 9 months 3,000,000 3,000,000 11,805,124 21,478,231 33,283,355 27,948,151 42,944,328 70,892,479 19,839,599 21,660,548 Deposits - Total (15) CUSTOMERSʼ DEPOSITS Current and demand deposits Saving accounts Time and notice deposits Certificates of deposits Others 1,000,000 - 1,000,000 41,500,147 2005 2004 70,736,518 8,423,343 284,670,602 23,535,267 97 55,337,254 5,026,839 284,162,716 14,118,010 97 387,365,827 358,644,916 Governmental institutionsʼ deposits amounted to JD 50,624,520 representing 13.07% of total deposits and JD 50,490,023 representing 14.08% of total deposits as of December 31, 2005 and 2004, respectively. Non-interest bearing deposits amounted to JD 53,158,972 representing 13.72% of total deposits and JD 35,265,051 representing 9.83% of total deposits as of December 31, 2005 and 2004, respectively. Dormant accounts amounted to JD 1,127,108 representing 0.29% of total deposits and JD 929,189 representing 0.26% of total deposits as of December 31, 2005 and 2004, respectively. Restricted deposits amounted to JD 4,847,727 representing 1.25% of total deposits and JD 2,488,802 representing 0.69% of total deposits as of December 31, 2005 and 2004, respectively. 59 (16) MARGIN ACCOUNTS Direct credit facilities Indirect credit facilities Deposits against cash margin dealings facilities Others (17) 2005 - Central Bank of Jordan 320,468 Central Bank of Jordan 327,360 Central Bank of Jordan 261,379 Jordan Real Estate Mortgage Finance Co. 5,000,000 Jordan Real Estate Mortgage Finance Co. 1,000,000 Jordan Real Estate Mortgage Finance Co. 4,000,000 Total 35,608,336 11,700,016 5,080,588 54,806 27,884,718 10,096,474 6,642,312 14,181 52,443,746 44,637,685 Installment Guarantees Annual due interest rate 14 16 14 14 13 14 Semi annual Semi annual Semi annual * * * 2% 2% 2% 1 1 one instalment ** 5.45% 1 1 one instalment ** 4.75% 1 1 one instalment ** 4.4% 4 14 16 14 2 14 15 14 Semi annual Semi annual Semi annual Semi annual * * * * 2.95% 2% 2% 2% 1 1 one instalment ** 3.95% 1 1 one instalment ** 4.75% 10,909,207 2004 - Central Bank of Jordan 171,781 Central Bank of Jordan 320,467 Central Bank of Jordan 377,724 Central Bank of Jordan 261,379 Jordan Real Estate Mortgage Finance Co. 5,000,000 Jordan Real Estate Mortgage Finance Co. 1,000,000 Total ** 2004 LOANS AND BORROWINGS No. of Installments Not Amount Total due yet * 2005 7,131,351 Inward documentary credit in favour of customers. Real Estate. 60 (18) SUNDRY PROVISIONS Balance at January 1, 2005 Provision for end of service indemnity Provision for legal and other obligations 2004 Provision for end of service indemnity Provision for legal and other obligations Provided during the period Utilised during the year Charged back to income Balance at December 31, 73,941 32,085 - - 106,026 240,000 60,000 - - 300,000 313,941 92,085 - - 406,026 40,977 34,832 - 73,941 - 240,000 - 240,000 40,977 274,832 - 313,941 (19) INCOME TAX A) Income Tax liabilities 1,868 1,868 The movements on the income tax provision were as follows: 2005 At January 1, Income tax paid Provision for income tax for the year At December 31, 2004 372,303 ( 40,333) 5,869,030 355,834 ( 5,767) 22,236 6,201,000 372,303 Income tax appearing in the statement of income represents the following: Provision for income tax for the year Deferred tax assets for the year Deferred tax liabilities for the year Amortization of deferred tax assets/liabilities 61 5,869,030 2,290,179 ( 151,013) 22,236 2,787,247 387,976 - 8,008,196 3,197,459 B) Deferred tax assets / liabilities: 2005 Beginning balance a- Deferred Tax assets b- Deferred tax liabilities: Change fair value of trading investments Cumulative change in fair values 2004 Deferred tax restated Amounts released Amounts added Ending balance Deferred tax 2,356,658 (2,356,658) - - - 7,331,971 (3,717,498) 7,494,042 11,108,515 3,238,978 - 2,224,547 - 27,433,511 29,658,058 7,785,240 2,508,584 9,556,518 (3,717,498) 34,927,553 40,766,573 11,024,218 2,508,584 824,830 At December 31, 2005, deferred tax liability includes an amount of JD 7,201,296 (2004: JD 583,944) resulting from cumulative change in fair values in the equity. The movements in deferred tax assets and liabilities were as follows: 2005 At January 1, Additions Amortization At December 31, 2004 Assets Liabilities Assets 824,830 (824,830) - 2,508,586 9,491,475 ( 975,843) 11,024,218 3,612,077 (2,787,247) 824,830 liabilities 1,536,666 1,606,395 ( 634,477) 2,508,584 The relationship between the tax expense and the accounting profit can be explained as follows: 2005 2004 Accounting profit 32,660,342 13,999,802 Non-taxable income (16,403,624) ( 8,580,861) Expenses that are not deductible in determining taxable profit 1,349,530 657,053 Others – carried forward losses ( 1,417,537) ( 5,998,849) Taxable profit Effective rate of income tax 16,188,711 77,145 24.52% 22.84% The statutory tax rate on banks in Jordan is 35% and in Palestine is 15%. 62 The Income Tax Department has reviewed the Bankʼs records for Jordan branches for 2002 and has not reach a final settlement yet. The Bank settled its income tax for 2001 and 2003. The Income Tax Department has reviewed the Bankʼs records in Palestine for the years from 1996 till 2003 and has not reach a final settlement yet. (20) OTHER LIABILITIES 2005 Accrued interest expenses Interest received in advance Commissions received in advance Accrued expenses Others 2004 1,594,737 6,276 1,287,783 413,783 3,939,497 1,249,963 4,271 201,081 241,377 3,618,418 7,242,076 5,315,110 (21) PAID IN CAPITAL - The paid in capital amounts to JD 40,000,000 and divided to 40,000,000 shares at JD 1 per share (2004: 25,000,000). - Additional paid in capital represent the difference between the amounts subscriped in the capital increase and the par value of the shares. (22) RESERVES Statutory reserve As required by the Law, 10% of the profit before tax and fees is transferred to the statutory reserve. The Bank may resolve to discontinue such annual transfers when the reserve equals the paid in capital. This reserve is not available for distribution to shareholders Voluntary reserve Voluntary reserve represents the amounts transferred from net income before tax and fee; up to a maximum of 20% of the profit before tax and fees. This reserve can be fully or partially utilised upon the approval of the Board of Directors, and is distributable to shareholders. 63 Foreign branches reserve This reserve represents amounts appropriated against foreign branches capital. During 2005, foreign branches reserve was transferred to retained earnings. General banking risk reserve This reserve is appropriated from retained earnings in compliance with the regulations of the Central Bank of Jordan. The use of the following reserves is restricted by law: Description General banking risk reserve Statutory reserve 2005 2004 3,210,085 7,524,633 1,978,767 4,165,451 64 Restriction Law Central Bank of Jordan Companies Law (23) * CUMULATIVE CHANGES IN FAIR VALUE The cumulative change in fair value is presented net of deferred tax liabilities of JD 7,201,297 and JD 583,944 as of December 31, 2005 and 2004, respectively. (24) RETAINED EARNINGS 2005 At January 1, Adjustment arising from the application of IAS 39 (revised) 7,875,401 - Adjusted balance at 1 January Profit for the year Transferred to statutory reserve Proposed dividends Increase in capital At December 31, (25) 2004 1,253,919 ( 265,043) 7,875,401 24,652,146 ( 1,045,500) ( 6,250,000) 988,876 10,802,344 ( 1,415,819) ( 2,500,000) - 25,232,047 7,875,401 PROPOSED DIVIDENDS The board of directors is recommending a distribution of share dividends equal to 37.5% of the paid up capital as of December 31, 2005 to be deducted from retained earnings. The proposed dividends are subject to the Bankʼs General Assembly approval. During last year the bank distributed dividends and share dividends equal to 10% and 25% of paid in share capital respectively. 65 (26) INTEREST INCOME 2005 Direct credit facilities Discounted bills and notes 741,351 Loans and advances 18,725,293 Others Balance with Central Banks 1,444,657 Balance and deposits at banks and financial institutions 1,937,776 Trading investments 1,952,312 Available for sale investments 1,295,037 Held to maturity investments 287,722 26,384,148 (27) INTEREST EXPENSE 2004 894,004 13,798,064 736,565 1,251,989 1,562,559 826,042 473,354 19,542,577 2005 2004 Banks and financial institution deposits Customersʼ deposits - 1,619,026 518,979 Current accounts and deposits Saving accounts Time and notice placements Certificate of deposits Margin accounts Loans and borrowings Deposit guarantee fees 731,376 56,471 7,461,485 577,446 1,247,145 483,517 371,487 519,249 35,316 5,141,228 517,053 772,518 166,522 385,305 12,547,953 8,056,170 2005 2004 1,378,059 1,950,903 386,394 871,584 1,410,462 314,592 2,942,568 1,967,454 (28) NET COMMISSION Commission income Direct credit facilities Indirect credit facilities Less: commission expense 66 (29) GAINS LESS LOSSES ARISING FROM TRADING INVESTMENTS Realised gain (loss) Unrealised gain (loss) Dividend income Treasury bills and debt securities Equities Others ( 764,495) 9,502,556 1,560 ( 64,265) 7,639,652 - 498,422 - ( 828,760) 17,640,630 1,560 Total 8,739,621 7,575,387 498,422 16,813,430 Treasury bills and debt securities Equities Others ( 175,284) 1,844,087 ( 3,671) ( 768,511) 3,865,060 - 466,826 - ( 943,795) 6,175,973 ( 3,671) Total 1,665,132 3,096,549 466,826 5,228,507 Total 2005- 2004- (30) GAINS LESS LOSSES ARISING FROM AVAILABLE FOR SALE INVESTMENTS Dividend income Gain from sale of available for sale investments (31) OTHER INCOME Amman Financial Market brokerage commission Safety deposit box rental income Custodian fees Dormant accounts fees Gains from sale of fixed assets Gains from sale of collateral pending sale Salaries transfer fees Customer services fees Bonded warehouse revenues Others 67 2005 2004 277,794 2,415,512 31,000 52,616 2,693,306 83,616 2005 2004 3,573,174 11,572 10,361 13,877 44,801 14,706 88,802 205,034 25,532 749,397 9,798 11,064 21,790 1,113 11,731 44,882 224,688 5,185 3,987,859 1,079,648 (32) EMPLOYEESʼ COST Salaries and benefits Social security contribution Bankʼs contribution to saving fund Medical expenses Training and research Per diems Employees life insurance expenses (33) OTHER EXPENSES Post, telephone, telex and swift Stationary and printing Rent Water and electricity expense Maintenance Insurance Consulting and professional fees Licenses and governmental fees Loss from deposits with banks and financial institutions Board of Directorsʼ transportation Advertisement Expense on collateral pending sale Loss on disposal at fixed assets Donations Jordanian universities fees Scientific research and vocational training fees Technical and vocational education and training support fund fees Board of Directorsʼ remuneration Others (34) BASIC EARNINGS PER SHARE Income for the year Weighted average number of shares Basic earnings per share (JD) 68 2005 2004 3,538,058 208,540 158,323 120,769 219 78,215 56,745 2,571,375 186,732 131,119 115,550 178 82,021 53,721 4,160,869 3,140,696 2005 2004 205,322 130,651 173,846 131,957 145,029 135,534 352,033 209,771 739,132 73,350 182,497 35,895 137,661 332,218 332,218 234,884 115,495 156,014 128,393 94,959 117,205 191,880 142,612 44,100 83,868 1,338 97,810 140,885 140,885 212,040 55,000 71,665 91,657 50,000 66,640 3,655,819 1,898,625 2005 2004 24,652,146 33,396,476 0.738 10,802,344 21,849,315 0.494 (35) CASH AND CASH EQUIVALENTS Cash and cash equivalents appearing in the statement of cash flows consist of the following balance sheet items: 2005 2004 Cash and balances with Central Banks 52,645,086 76,384,445 Add: Balances at banks and financial institutions maturing within 3 months 98,223,945 76,092,556 Less: Banks and financial institutionsʼ deposits maturing within 3 months (6,524,874) (7,216,792) (4,071,539) (3,899,500) Restricted cash balances Net cash and cash equivalents (36) 140,272,618 141,360,709 DERIVATIVES The table below shows the positive and negative fair values of derivative financial instruments together with the notional amounts analyzed by the term to maturity. 2005 Customerʼs forward dealing Contracts 2004 – Derivatives held for trading Customerʼs forward dealing contracts Positive Negative Total par Fair Value Fair Value Value - - Par Value Maturity Within 3 3 - 12 1 - 3 over Months Months Years 3 Years 5,169,752 - 5,169,752 - - - 9,784 1,063,500 - 1,063,500 - - - - 13,158,517 - 13,158,517 - - The notional amounts indicate the volume of transactions outstanding at the year end and are neither indicative of the market risk nor the credit risk. (37) RELATED PARTY TRANSACTIONS The Bank enters into transactions with major shareholders, directors, senior management and their related concerns in the ordinary course of business at commercial interest and commission rates. All the loans and advances to related parties are performing advances and are free of any provision for credit losses. 69 The following transactions have been entered into with related parties: 2005 Balance sheet items Direct credit facilities Customer deposits Off balance sheet items Letters of credit Acceptance letter Letter of guarantee Income statement items Interest and commission income Interest and commission expense Extra Information Credit facilities under watch Provision for credit losses Suspended interest Debt written off 2004 32,200,557 31,193,850 14,719,946 22,722,988 348,256 18,533 4,527,846 236,882 676,318 4,580,405 1,294,023 866,382 865,777 597,213 _ _ _ 7,510 611,049 160,000 203,539 _ Compensation of the key management personnel is as follows: Benefits (Salaries, wages, and bonuses) for senior executive management level 2005 2004 642,520 388,684 Interest rates on credit facilities ranges between 3.5%-11.5% Interest rates on deposits ranges between 0%-5.70% Commission income rates ranges between 0%-1% (38) FAIR VALUE OF FINANCIAL INSTRUMENTS Financial instruments include cash deposits with banks and Central banks, direct credit facilities, other financial assets, customersʼ deposits, balances due to banks and other financial liabilities. 70 The following table show the book value and the fair value of financial instruments on the balance sheet: 2005 2004 Book value Fair value Financial assets Held to maturity investments Direct credit facilities 13,608,000 321,045,595 12,896,164 321,045,595 70,892,479 387,365,827 52,443,746 10,909,207 Difference Book value Fair value 711,836 Difference _ 15,492,968 206,222,113 15,214,827 206,222,113 278,141 70,892,479 _ 41,500,147 41,500,147 _ 387,365,827 52,443,746 10,909,207 _ _ _ 358,644,916 44,637,685 7,131,351 358,644,916 44,637,685 7,131,351 _ _ _ _ Financial liabilities Banks and financial institutions deposits Customersʼ deposits Margin accounts Loans and borrowings As discussed in note 9, as of December 31, 2005 available for sale investments include investments carried at cost amounted to JD 2,342,698 (2004: 1,764,898) due to inability of the bank to measure its fair value. (39) RISK MANAGEMENT The Bankʼs assets and liability committee manage banking risks using several tools to monitor the set limits, liquidity and interest rates movements. Notes from (40) to (45) disclose the major banking risks to which the Bank is exposed to and the method(s) for managing each of them. (40) CREDIT RISKS AND CONCENTRATION OF ASSETS AND LIABILITIES Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause the other party to incur a financial loss. The Bank manages credit risk by setting limits for individual borrowers, and groups of borrowers and for geographical and industry segments. The Bank also monitors credit exposures, and continually assesses the credit-worthiness of counterparties. In addition, the Bank obtains security where appropriate, enters into master netting agreements and collateral arrangements with counterparties, and limits the duration of exposures. The details of the portfolio of credit facilities are disclosed in note (8), and the contingent liabilities on the Bank that are subject to credit risks are disclosed in note (49). Credit risk relating to derivatives only include those derivatives with positive fair value included in other assets. 71 The Bank limits the concentration of assets and liabilities risks through distribution of its activities over different segments and different geographical areas inside and outside Jordan. The distribution of assets, liabilities, and off-balance sheet items by geographic region and industry sector was as follows: - By Geographical area 2005 2004 Off Balance Assets Inside Jordan Liabilities Sheet Items Europe Asia * 10,968,699 38,480,411 53,535,028 10,635,000 7,602,185 Africa * _ America 61,368,230 Others Total - Assets Liabilities Sheet Items 518,919,521 497,369,168 175,241,192 364,792,399 427,273,525 119,162,852 Other Middle East Countries Off Balance 16,828 652,410,491 _ _ _ _ _ _ _ _ _ _ 16,706,079 24,642,512 114,649 8,508,000 _ _ _ _ _ _ _ _ _ 460,424,037 119,970,121 52,255,729 _ 76,723,182 68,679 546,484,579 175,241,192 510,660,717 807,269 By segment 2005 2004 Off Balance Assets Government sector Liabilities 87,122,001 32,552,117 Sheet Items _ Off Balance Assets Liabilities 92,206,158 38,897,429 Sheet Items _ Private sector Corporate accounts 457,136,485 289,340,992 147,693,538 329,444,694 207,723,295 107,510,881 Individual accounts 78,913,700 199,718,149 27,547,654 58,974,952 205,293,376 12,459,240 Other 29,238,305 24,873,321 30,034,913 Total _ 652,410,491 546,484,579 175,241,192 * Excluding Arab Countries. 72 8,509,937 _ 510,660,717 460,424,037 119,970,121 (41) MARKET RISK Market risk arises from fluctuations in interest rates, foreign exchange rates and equity prices. The Asset and Liability Committee monitors acceptable risk limits set by the Board. (42) INTEREST RATE RISK Interest rate risk arises from the possibility that changes in interest rates will affect future profitability or the fair values of financial instruments. The Bank is exposed to interest rate risk as a result of mismatches of interest rate repricing of assets and liabilities. The Bank has established levels of interest rate risk by setting limits on the interest rate gaps for stipulated periods in accordance with the risk management strategy. The bank manage interest rates risks relating to its assets and liabilities on a portfolio basis. The assets and liabilities Committee takes into consideration all factor relating to interest rate risks through periodic review of interest rate gaps, expected changes in interest rates to assess short and long term risks in order to take suitable decisions to minimize interest rate risk using any of the following: - Repricing deposits and loans. - Change maturities and balances of assets and liabilities sensitive to interest rates. - Purchase or sale investments. The bankʼs interest sensitivity position based on contractual repricing arrangements or maturity at December 31, 2005 and 2004 has been shown in the following table: 73 Less than one month 1-3 Months 3-6 Months 6 Months to 12 Months 1-3 Years Over 3 years Zero-interest Elements Total Cash and balances with Central Banks Balances at Banks and financial institutions Deposits at Banks and financial institutions Trading investments Direct credit facilities, net Available for sale investments Held to maturity investments, net Premises and equipment, net Intangible assets Other assets 4,000,000 46,272,850 10,519,146 - 6,000,000 47,454,712 20,217,259 6,428,968 - 4,772,500 5,142,128 75,346,457 3,900,690 750,000 - 8,646,801 62,606,061 11,580,873 255,000 - 9,355,213 150,234,631 7,670,763 500,000 - 4,241,441 10,265,200 12,103,000 - 40,872,586 4,496,383 24,035,601 2,122,041 47,558,804 8,348,281 548,994 16,164,108 55,645,086 98,223,945 51,421,184 321,045,595 87,405,298 13,608,000 8,348,281 548,994 16,164,108 Banks and financial institutionsʼ deposits Customersʼ deposits Margin accounts Loans and borrowings Sundry provisions Income tax liabilities Deferred tax Other liabilities 6,006,771 17,577,546 - 52,859,605 290,567,872 6,170,053 25,182 - 8,508,000 19,124,342 12,728,369 5,025,182 - 3,000,000 6,655,332 9,874,103 4,000,000 - 281,765 23,671,221 1,266,968 - 591,875 - 518,103 53,158,970 406,026 6,201,000 11,024,218 7,242,076 70,892,479 387,365,827 52,443,746 10,909,207 406,026 6,201,000 11,024,218 7,242,076 - - - - 105,925,912 105,925,912 26,017,766 40,329,507 (40,329,507) - Equity - - 37,207,679 37,207,679 Cash and balances with Central Banks Balances at Banks and financial institutions Deposits at Banks and financial institutions Trading investments Direct credit facilities, net Available for sale investments Held to maturity investments, net Premises and equipment, net Intangible assets Deferred tax Other assets 3,000,000 18,427,175 3,851,016 4,304,993 - 23,300,000 55,227,409 1,373,575 19,171,282 - 15,772,500 362,795 43,547,381 2,805,716 125,000 - 244,973 14,734,067 28,483,023 3,992,024 9,969 22,546 11,975,599 107,802,164 6,309,908 3,255,000 - 28,800,421 9,807,982 12,102,999 - 34,311,945 2,437,972 16,385,769 2,913,270 11,295,021 8,561,671 197,589 824,830 14,923,133 76,384,445 76,092,556 244,973 77,483,242 206,222,113 34,210,651 15,492,968 8,561,671 197,589 824,830 14,945,679 1,2 1,7 2,0 4,4 8,7 5,0 8,5 Banks and financial institutionsʼ deposits Customersʼ deposits Margin accounts Loans and borrowings Sundry provisions Income tax liability Deferred income tax liabilities Other liabilities 7,000,000 20,072,203 - 26,283,355 281,711,680 6,458,345 111,072 - 7,000,000 14,284,187 9,594,307 5,000,000 - 1,000,000 7,311,795 6,048,804 111,072 - 22,536,229 1,183,847 - 725,360 - 216,792 35,265,051 313,941 372,303 2,508,584 5,315,110 41,500,147 358,644,916 44,637,685 7,131,351 313,941 372,303 2,508,584 5,315,110 2,5 3,25 2,82 3,5 - - - 50,236,680 50,236,680 Interest rate sensitivity gap Cumulative interest rate sensitivity gap 2,510,981 2,510,981 - (215,492,186) 26,734,898 (212,981,205) (186,246,307) 74 59,559,300 142,540,653 (128,228,912) 14,311,741 3,75 4,05 2,97 4,75 Interest rate sensitivity gap Cumulative interest rate sensitivity gap Equity (269,521,773) 44,525,882 (232,314,094) (187,788,212) Average interest rate % 2,81 3,25 4,38 5,38 7,90 5,38 8 33,014,931 105,622,595 (153,231,376) (47,608,781) 49,986,042 2,377,261 (2,377,261) - - - (43) LIQUIDITY RISK Liquidity risk is the risk that the bank will be unable to meet its liabilities when they fall due. To limit this risk, management has arranged diversified funding sources, manages assets with liquidity in mind, and monitors liquidity on a daily basis and maintains sufficient amount of cash and cash equivalents and trading investments. Following are some of the main procedures in use: • • • • Diversified customers base distributed over 15 branches in Jordan. Analyzing and monitoring the assets and liabilities maturity dates. Geographical and sector diversification of assets and liabilities. Statutory cash at central bank. 75 The maturity profile of the assets and liabilities at December 31, 2005 is as follows: Till one month 1-3 Months 3-6 Months 6 Months to 12 Months 1-3 Years Over 3 years No specific Maturity Total Cash and balances with Central Banks Balances at Banks and financial institutions Trading investments Direct credit facilities, net Available for sale investments Held to maturity investments, net Premises and equipment, net Intangible assets Other assets 42,468,165 41,776,470 10,519,146 - 6,000,000 51,951,093 730,523 20,217,259 6,428,968 - 3,000,000 5,142,128 75,346,457 3,900,690 750,000 - 9,066,941 62,606,061 11,580,873 255,000 - 9,355,213 150,234,631 7,670,763 500,000 - 4,556,450 10,265,200 12,103,000 - 4,176,921 4,496,382 22,569,929 2,122,041 47,558,804 8,348,281 548,994 16,164,108 55,645,086 98,223,945 51,421,184 321,045,595 87,405,298 13,608,000 8,348,281 548,994 16,164,108 Banks and financial institutionsʼ deposits Customersʼ deposits Margin accounts Loans and borrowings Sundry provisions Income tax liabilities Deferred tax Other liabilities 6,524,874 17,577,546 - 52,859,605 290,567,872 6,170,053 25,182 - 8,508,000 19,124,342 12,728,369 5,025,182 - 3,000,000 6,655,332 9,874,103 4,000,000 - 281,765 23,671,221 1,266,968 - 591,875 - 53,158,970 406,026 6,201,000 11,024,218 7,242,076 70,892,479 387,365,827 52,443,746 10,909,207 406,026 6,201,000 11,024,218 7,242,076 - - - 105,925,912 105,925,912 Equity attributable to the Bankʼs shareholders Net liquidity gap Cumulative liquidity gap 70,661,361 70,661,361 - (264,294,869) 42,753,382 (193,633,508) (150,880,126) - - 59,979,440 142,540,653 (90,900,686) 51,639,967 26,332,775 77,972,742 (77,972,742) - - The maturity profile of the assets and liabilities at December 31, 2004 is as follows: Till one month 1-3 Months 3-6 Months 6 Months to 12 Months 1-3 Years Over 3 years No specific Maturity Total Cash and balances with Central Banks Balances at Banks and financial institutions Deposits at Banks and financial institutions Trading investments Direct credit facilities, net Available for sale investments Held to maturity investments, net Premises and equipment, net Intangible assets Deferred tax asset Other assets 55,106,802 17,498,711 4,206,670 4,174,827 - 1,772,500 56,155,873 1,017,921 19,301,449 - 14,000,000 362,795 43,547,381 2,805,716 125,000 - 244,973 14,734,067 28,483,023 3,992,024 9,969 22,546 11,975,599 107,802,164 6,309,908 3,255,000 - 28,800,421 9,807,982 12,102,999 - 5,505,143 2,437,972 16,385,769 2,913,269 11,295,021 8,561,671 197,589 824,830 14,923,133 76,384,445 76,092,556 244,973 77,483,242 206,222,113 34,210,651 15,492,968 8,561,671 197,589 824,830 14,945,679 Banks and financial institutionsʼ deposits Customersʼ deposits Margin accounts Loans and borrowings Sundry provisions Income tax liabilities Deferred tax liability Other liabilities 7,216,792 22,376,919 - 26,283,355 279,406,965 6,458,345 111,072 - 7,000,000 14,284,187 9,594,307 5,000,000 - 1,000,000 7,311,795 6,048,804 111,072 - 22,536,229 1,183,847 - 725,360 - 35,265,050 313,941 372,303 2,508,584 5,315,110 41,500,147 358,644,916 44,637,685 7,131,351 313,941 372,303 2,508,584 5,315,110 - - - 50,236,680 50,236,680 (30,967,271) - - Equity attributable to the Bankʼs shareholders Net liquidity gap Cumulative liquidity gap 51,393,299 51,393,299 - (234,011,994) 24,962,398 (182,618,695) (157,656,297) 76 - - 33,014,931 105,622,595 (124,641,366) (19,018,771) 49,986,042 30,967,271 (44) FOREIGN CURRENCY RISK Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates. The Bankʼs functional currency is the Jordanian Dinar. The Board has set limits on positions by currency. Positions are monitored on a daily basis to ensure positions are maintained within established limits. The Bank had the following significant net exposures denominated in foreign currencies as of December 31: 2005 Currency U.S. Dollars Sterling Pound Euro Swiss Franc Japanese Yen Others (45) (8,467,832) 756,304 353,743 91,952 54,722 2,312,505 2004 4,496,100 ( 84,828) ( 201,550) ( 28,287) 146,253 1,975,476 EQUITY PRICE RISK Equity price risk arises from the change in fair values of equity investments. The Bank manages this risk through diversification of investments in terms of geographical distribution and industry concentration. The majority of the Bankʼs investments are quoted on Amman Stock Exchange, Palestine Securities Exchange. (46) SEGMENTAL INFORMATION 1. Primary segment information For management purposes the Bank is organised into the following major business segments: Retail banking - Principally handling individual customersʼdeposits, and providing consumer type loans, overdrafts, credit cards facilities and other services. Corporate banking - Principally handling loans and other credit facilities and deposit and current accounts for corporate and institutional customers. Treasury Principally providing money market, trading and treasury services, as well as the management of the Bankʼs funding operations. - 77 These segments are the basis on which the Bank reports its primary segment information. 2. Geographical Information The following table shows the distribution of the Bankʼs operating income and capital expenditure by geographical segment: Jordan 2005 Gross income Total assets Capital expenditure Outside Jordan 2004 2005 2004 54,462,694 29,307,298 931,783 508,021 645,467,390 503,228,599 18,597,013 15,408,703 899,687 944,193 17,943 19,766 78 Total 2005 55,240,238 655,955,490 917,630 2004 29,722,015 514,205,718 963,959 (47) CAPITAL ADEQUACY The capital adequacy ratio is computed in accordance with the Central Bank of Jordan regulations derived from Basel Committee resolutions. Regulatory capital Core (primary) capital (48) 2005 % to assets Amount in weighted by JD risks 2004 % to assets Amount in weighted by JD risks 92,286,709 79,214,793 47,575,623 44,157,642 18.08 15.52 13,99 12,98 FIDUCIARY ASSETS The Bank had investment custody accounts amounting to approximately JD 837,172 which is not included in the financial statements. The asset management fees and commission are recorded in the income statement. (49) OFF BALANCE SHEET ITEMS Letters of credit Acceptances Letters of guarantee Payments Performance Other Irrevocable commitments to extend credit (50) 2005 2004 65,229,698 13,070,170 40,279,569 5,712,243 18,954,929 19,833,071 14,816,940 43,336,384 13,238,282 15,646,525 13,194,901 31,898,601 175,241,192 119,970,121 LAWSUITS In the normal course of business the Bank appears as a defendant in a number of lawsuits totaling to approximately JD 731,638 and JD 1,677,000 as of December 31, 2005 and 2004, respectively. In the opinion of the Bankʼs management and its legal counselor, the Bank will not be liable for those lawsuits except for those already provided for in the financial statements. 79 (51) NEWLY ISSUED INTERNATIONAL FINANCIAL REPORTING STANDARDS The International Accounting Standards Board has issued new International Financial Reporting Standards in addition to amendments to the existing International Accounting Standards disclosed hereunder and effective from December 1, 2007: - International Financial Reporting Standard No. 7 (Financial Instruments – Disclosure). - International Accounting Standard No. 32 (Financial Instruments – Presentation). (52) RECLASSIFICATIONS In accordance with IAS 8, Accounting Policies, Changes in Accounting Estimates and Errors, the financial statements of 2004 have been restated to comply with the new IFRS and amended IAS, which have become effective from January 1, 2005. After Restatement Changes in assets Changes in liabilities Changes in equity Profit for the year 510,660,717 460,424,037 50,236,680 10,802,344 2004 Before Restatement Amount of Change 509,181,714 460,339,856 48,841,858 10,537,301 1,479,003 84,181 1,394,822 265,043 The change in equity has resulted from recording the general banking risk reserve as an appropriation of profit and the changes in assets and liabilities are mainly due to deferred tax assets and liabilities. 80