BPI Direct Savings Bank, Inc. Financial Statements As at and for the years ended December 31, 2012 and 2011 Independent Auditor’s Report To the Board of Directors and Shareholder of BPI Direct Savings Bank, Inc. 8th Floor, BPI Card Center Paseo de Roxas corner Dela Rosa Sts. Makati City Report on the Financial Statements We have audited the accompanying financial statements of BPI Direct Savings Bank, Inc., which comprise the statements of condition as at December 31, 2012 and 2011, and the statements of income, statements of total comprehensive income, statements of changes in capital funds and statements of cash flows for the years then ended, and a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with Philippine Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with Philippine Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. BPI Direct Savings Bank, Inc. Statements of Condition December 31, 2012 and 2011 (All amounts in Philippine Peso) Notes 2012 2011 513,271,951 231,249,303 RESOURCES DUE FROM OTHER BANKS 5 INTERBANK CALL LOANS RECEIVABLE 5 DUE FROM BANGKO SENTRAL NG PILIPINAS 5, 6 - 267,100,125 2,782,508,039 1,902,232,126 AVAILABLE-FOR-SALE SECURITIES, net 7 122,431,311 27,376 HELD-TO-MATURITY SECURITIES 8 718,688,192 814,689,215 LOANS AND ADVANCES, net 9 5,335,739,474 4,643,402,042 11,048,526 5,515,265 ASSETS HELD FOR SALE BANK PREMISES, FURNITURE, FIXTURES AND EQUIPMENT, net 10 929,547 2,130,650 DEFERRED INCOME TAX ASSETS, net 11 35,223,037 20,591,119 OTHER RESOURCES, net Total resources 12 11,177,077 9,531,017,154 18,628,998 7,905,566,219 LIABILITIES AND CAPITAL FUNDS DEPOSIT LIABILITIES 13 8,675,410,456 7,101,345,111 ACCRUED TAXES, INTEREST AND OTHER EXPENSES 14 34,035,869 31,879,359 15 7,046,538 8,716,492,863 11,929,357 7,145,153,827 374,533,300 439,764,115 226,876 814,524,291 9,531,017,154 374,533,300 385,855,716 23,376 760,412,392 7,905,566,219 OTHER LIABILITIES Total liabilities CAPITAL FUNDS Share capital Surplus Accumulated other comprehensive income Total capital funds Total liabilities and capital funds 16 (The notes on pages 1 to 42 are integral part of these financial statements) BPI Direct Savings Bank, Inc. Statements of Income For the years ended December 31, 2012 and 2011 (All amounts in Philippine Peso) INTEREST INCOME Loans and advances Deposits with banks Held-to-maturity securities Interbank call loans receivable Available-for-sale securities Gross receipts tax INTEREST EXPENSE ON DEPOSITS NET INTEREST INCOME PROVISION FOR IMPAIRMENT NET INTEREST INCOME AFTER PROVISION FOR IMPAIRMENT OTHER INCOME (CHARGES) Profit on assets sold Miscellaneous income Gross receipts tax OTHER EXPENSES Compensation and fringe benefits Occupancy and equipment-related expenses Other operating expenses INCOME BEFORE PROVISION FOR INCOME TAX PROVISION FOR INCOME TAX Current Deferred NET INCOME FOR THE YEAR Notes 2012 2011 9 408,118,405 65,917,418 50,208,151 8,021,854 3,786,068 (26,613,741) 509,438,155 107,783,651 401,654,504 359,200,652 53,327,307 37,737,904 11,613,542 (23,081,490) 438,797,915 98,157,113 340,640,802 47,446,582 38,470,021 354,207,922 302,170,781 13 9,12 17 20,21 18 288,443 49,765,145 (3,501,029) 46,552,559 6,430,317 39,266,754 (3,200,043) 42,497,028 50,582,522 12,617,923 117,864,844 181,065,289 219,695,192 57,815,624 10,459,760 85,230,963 153,506,347 191,161,462 80,469,628 (14,682,835) 65,786,793 153,908,399 61,021,634 (3,693,925) 57,327,709 133,833,753 19 11 (The notes on pages 1 to 42 are integral part of these financial statements) BPI Direct Savings Bank, Inc. Statements of Total Comprehensive Income For the years ended December 31, 2012 and 2011 (All amounts in Philippine Peso) NET INCOME FOR THE YEAR OTHER COMPREHENSIVE INCOME (LOSS) Net change in fair value reserve on available-for-sale securities, net of tax effect TOTAL COMPREHENSIVE INCOME FOR THE YEAR Note 2012 153,908,399 11,16 203,500 154,111,899 (The notes on pages 1 to 42 are integral part of these financial statements) 2011 133,833,753 (168) 133,833,585 BPI Direct Savings Bank, Inc. Statements of Changes in Capital Funds For the years ended December 31, 2012 and 2011 (All amounts in Philippine Peso) Balance, January 1, 2011 Comprehensive income Net income for the year Other comprehensive loss Net change in fair value reserve on available-for-sale securities Total comprehensive income for the year Balance, December 31, 2011 Comprehensive income Net income for the year Other comprehensive income Net change in fair value reserve on available-for-sale securities, net of tax effect Total comprehensive income for the year Transaction with owners Cash dividends Total transaction with owners Balance, December 31, 2012 Share capital (Note 16) 374,533,300 - Surplus (Note 16) 252,021,963 Accumulated other comprehensive income (Note 16) 23,544 Total 626,578,807 133,833,753 - 133,833,753 133,833,753 385,855,716 (168) (168) 23,376 (168) 133,833,585 760,412,392 - 153,908,399 - 153,908,399 - 153,908,399 203,500 203,500 203,500 154,111,899 (100,000,000) (100,000,000) 439,764,115 226,876 (100,000,000) (100,000,000) 814,524,291 374,533,300 374,533,300 (The notes on pages 1 to 42 are integral part of these financial statements) BPI Direct Savings Bank, Inc. Statements of Cash Flows For the years ended December 31, 2012 and 2011 (All amounts in Philippine Peso) Notes CASH FLOWS FROM OPERATING ACTIVITIES Income before income tax Adjustments for: Provision for impairment Depreciation and amortization Interest income Interest expense Interest received Interest paid Operating income before changes in operating assets and liabilities Changes in operating assets and liabilities (Increase) decrease in: Due from Bangko Sentral ng Pilipinas Loans and advances Other resources Assets held for sale Increase (decrease) in: Deposit liabilities Accrued taxes, interest and other expenses Other liabilities Net cash provided by (used in) operations Income tax paid Net cash from (used in) operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchases of: Available-for-sale securities Held-to-maturity securities Maturities of held-to-maturity securities Additions to bank premises, furniture, fixtures and equipment Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Cash dividends Net cash used in financing activities NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS CASH AND CASH EQUIVALENTS January 1 December 31 9,12 10 2012 2011 219,695,192 191,161,462 47,446,582 1,912,714 (536,051,896) 107,783,651 534,551,854 (106,467,242) 38,470,021 1,572,105 (461,879,405) 98,157,113 446,476,666 (97,325,120) 268,870,855 216,632,842 5,6 9 12 137,000,000 (733,653,466) 7,252,921 (5,533,261) (42,000,000) (2,084,287,522) 17,269,907 1,514,029 13 14 15 1,574,065,345 840,100 (4,882,819) 1,243,959,675 (80,469,628) 1,163,490,047 1,858,900,349 5,333,150 (11,592,103) (38,229,348) (45,869,033) (84,098,381) 7 8 8 (121,500,000) 90,920,000 (355,036,168) 2,497,356 10 (711,611) (31,291,611) (828,361) (353,367,173) 16 (100,000,000) (100,000,000) 1,032,198,436 (437,465,554) 5 2,263,581,554 3,295,779,990 (The notes on pages 1 to 42 are integral part of these financial statements) 2,701,047,108 2,263,581,554 BPI Direct Savings Bank, Inc. Notes to Financial Statements As at and for the years ended December 31, 2012 and 2011 (All amounts are shown in Philippine Peso, unless otherwise stated) Note 1 - General information BPI Direct Savings Bank, Inc. (the “Bank”) was incorporated in the Philippines and registered with the Securities and Exchange Commission (SEC) on September 26, 1986 primarily to engage in and carry on the general business of savings and mortgage banking. The Bank is a wholly-owned subsidiary of Bank of the Philippine Islands (BPI or the “Parent Bank”), a domestic commercial bank with an expanded banking license, which is also its ultimate parent. th The Bank has its principal place of business at the 8 Floor, BPI Card Center, Paseo de Roxas, Makati City. The Bank has 68 and 70 regular employees as at December 31, 2012 and 2011, respectively. These financial statements have been approved and authorized for issuance by the Board of Directors on March 26, 2013. There were no material events that occurred subsequent to March 26, 2013 until April 3, 2013. Note 2 - Summary of significant accounting policies The principal accounting policies applied in the preparation of the Bank’s financial statements are set out below. These policies have been consistently applied to both years presented, unless otherwise stated. 2.1 Basis of preparation The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to both years presented, unless otherwise stated. The financial statements of the Bank have been prepared in accordance with Philippine Financial Reporting Standards (PFRS). The term PFRS in general includes all applicable PFRS, Philippine Accounting Standards (PAS), and interpretations of the Philippine Interpretations Committee (PIC), Standing Interpretations Committee (SIC) and International Financial Reporting Interpretations Committee (IFRIC) which have been approved by the Financial Reporting Standards Council (FRSC) and adopted by the SEC. The financial statements comprise the statement of condition, statement of income and statement of total comprehensive income shown as two statements, statement of changes in capital funds, the statement of cash flows and the notes. These financial statements of the Bank have been prepared under the historical cost convention, as modified by the revaluation of available-for-sale securities. The preparation of these financial statements in conformity with PFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Bank’s accounting policies. Changes in assumptions may have a significant impact on the financial statements in the period the assumptions changed. Management believes that the underlying assumptions are appropriate and that the Bank’s financial statements therefore present the financial position and results fairly. The areas involving higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in Note 4. 2.2 New standards, interpretations and amendments to published standards (a) New and amended standards adopted by the Bank There are no new and amended PFRS or IFRIC interpretations that are effective for the first time for the financial year beginning January 1, 2012 that have a significant impact on the Bank’s financial statements. (b) New standards, amendments and interpretations not early adopted by the Bank A number of new standards, amendments and interpretations to published standards are effective for annual periods beginning after January 1, 2012, and have not been early adopted by the Bank. None of these is expected to have a significant effect on the Bank’s financial statements except as set out below: (2) PAS 1 (Amendment), Financial Statement Presentation - Other Comprehensive Income (effective July 1, 2012). The main change resulting from these amendments is a requirement for entities to group items presented in other comprehensive income on the basis of whether they are potentially reclassifiable to profit or loss subsequently (reclassification adjustments). The amendments do not address which items are presented in other comprehensive income. The Bank will apply the amendment beginning January 1, 2013. The adoption is not expected to have a significant impact on the financial statements but will result in changes in presentation in the Bank’s statement of total comprehensive income. PAS 19 (Amendment), Employee Benefits (effective January 1, 2013). These amendments eliminate the corridor approach and calculate finance costs on a net funding basis. They would also require recognition of all actuarial gains and losses in other comprehensive income as they occur and of all past service costs in profit or loss. The amendments replace interest cost and expected return on plan assets with a net interest amount that is calculated by applying the discount rate to the net defined benefit liability (asset). The Bank is yet to assess the full impact of the amendments and intends to adopt the amendment beginning January 1, 2013. PFRS 9, Financial Instruments (effective January 1, 2015). This new standard addresses the classification, measurement and recognition of financial assets and financial liabilities. It replaces the parts of PAS 39 that relate to the classification and measurement of financial instruments. PFRS 9 requires financial assets to be classified into two measurement categories: those measured as at fair value and those measured at amortized cost. The determination is made at initial recognition. The classification depends on the entity’s business model for managing its financial instruments and the contractual cash flow characteristics of the instrument. For financial liabilities, the standard retains most of the PAS 39 requirements. The main change is that, in cases where the fair value option is taken for financial liabilities, part of the fair value change due to an entity’s own credit risk is recorded in other comprehensive income rather than profit or loss, unless this creates an accounting mismatch. The Bank is yet to assess the full impact of PFRS 9 and intends to adopt PFRS 9 beginning January 1, 2015. The Bank will also consider the impact of the remaining phases of PFRS 9 when issued. PFRS 13, Fair Value Measurement (effective January 1, 2013). This new standard aims to improve consistency and reduce complexity by providing a clarified definition of fair value and a single source of fair value measurement and disclosure requirements for use across PFRS. The requirements, which are largely aligned with IFRS and US GAAP, do not extend the use of fair value accounting but provide guidance on how it should be applied where its use is already required or permitted by other standards within PFRS or US GAAP. The Bank will adopt PFRS 13 effective January 1, 2013 but it is not expected to have a significant impact on the Bank’s financial statements as the current fair value measurement of its financial instruments is already consistent with the requirements of the new standard. There are no other standards, amendments and interpretations to published standards that are not yet effective that are expected to have a material impact on the Bank’s financial statements. 2.2 Cash and cash equivalents Cash and cash equivalents consist of due from other banks, interbank call loans receivable, due from Bangko Sentral ng Pilipinas (BSP) with maturities of less than three months from the date of acquisition and that are subject to insignificant risk of changes in value. 2.3 Financial assets 2.3.1 Classification The Bank classifies its financial assets in the following categories: fair value through profit or loss, loans and receivables, held-to-maturity securities and available-for-sale securities. Management determines the classification of its financial assets at initial recognition, depending on the purpose for which the assets were acquired. As at December 31, 2012 and 2011, the Bank has no financial assets classified at fair value through profit or loss. Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and with no intention of trading. (3) Significant accounts falling under this category are due from other banks, interbank call loans receivable, due from BSP, loans and advances and accrued interest receivable and accounts receivable under other resources. Held-to-maturity securities Held-to-maturity securities are non-derivative financial assets with fixed or determinable payments and fixed maturities that the Bank’s management has the positive intention and ability to hold to maturity. If the Bank were to sell other than an insignificant amount of held-to-maturity assets, the entire category would be reclassified as available-for-sale. Held-to-maturity securities are classified as such in the statement of condition. Available-for-sale securities Available-for-sale securities are non-derivatives that are either designated in this category or not classified in any of the other categories. Available-for-sale securities are classified as such in the statement of condition. 2.3.2 Recognition and measurement Loans and receivables are recognized when cash is advanced to the borrowers. Regular-way purchases and sales of held-to-maturity and available-for-sale securities are recognized on trade-date, the date on which the Bank commits to purchase or sell the asset. Financial assets are initially recognized at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Loans and receivables and held-to-maturity securities are subsequently carried at amortized cost using the effective interest method. Available-for-sale securities are subsequently carried at fair value. Gains and losses arising from changes in the fair value of available-for-sale securities are recognized directly in the statement of changes in capital funds, until the financial asset is derecognized or impaired at which time the cumulative gain or loss previously recognized in statement of changes in capital funds is recognized in the statement of income. However, interest calculated on these securities using the effective interest method and foreign currency gains and losses on monetary assets classified as available-for-sale are recognized in the statement of income. Dividends on equity instruments are recognized in the statement of income when the Bank’s right to receive payment is established. 2.3.3 Reclassification The Bank may choose to reclassify financial assets that would meet the definition of loans and receivables out of the available-for-sale category if the Bank has the intention and ability to hold these financial assets for the foreseeable future or until maturity at the date of reclassification. Reclassifications are made at fair value as of the reclassification date. Fair value becomes the new cost or amortized cost as applicable, and no reversals of fair value gains or losses recorded before reclassification date are subsequently made. Effective interest rates for financial assets reclassified to loans and receivables and held-to-maturity categories are determined at the reclassification date. Further increases in estimates of cash flows adjust effective interest rates prospectively. (4) 2.3.4 Derecognition A financial asset is derecognized when the contractual right to receive the cash flows from the asset has ceased to exist or the asset has been transferred and substantially all the risks and rewards of ownership of the asset are also transferred (that is, if substantially all the risks and rewards have not been transferred, the Bank tests control to ensure that continuing involvement on the basis of any retained powers of control does not prevent derecognition). 2.3.5 Impairment Assets carried at amortized cost The Bank assesses at each reporting date whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred only if there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. The criteria that the Bank uses to determine that there is objective evidence of impairment include: Delinquency in contractual payments of principal or interest; Cash flow difficulties experienced by the borrower; Breach of loan covenants or conditions; Initiation of bankruptcy proceedings; Deterioration of the borrower’s competitive position; and Deterioration in the value of collateral. The Bank first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and collectively for financial assets that are not individually significant. If the Bank determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Financial assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognized are not included in a collective assessment of impairment. The amount of impairment loss is measured as the difference between the financial asset’s carrying amount and the present value of estimated future cash flows discounted at the asset’s original effective interest rate (recoverable amount). The calculation of recoverable amount of a collateralized financial asset reflects the cash flows that may result from foreclosure less costs of obtaining and selling the collateral, whether or not foreclosure is probable. Impairment loss is recognized in the statement of income and the carrying amount of the asset is reduced through the use of an allowance. For purposes of a collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk characteristics (i.e., on the basis of the Bank’s grading process that considers asset type, industry, geographical location, collateral type, past-due status and other relevant factors). Those characteristics are relevant to the estimation of future cash flows for groups of such assets by being indicative of the debtors’ ability to pay all amounts due according to the contractual terms of the assets being evaluated. (5) Future cash flows in a group of financial assets that are collectively evaluated for impairment are estimated on the basis of the contractual cash flows of the assets in the Bank and historical loss experience for assets with credit risk characteristics similar to those in the Bank. Historical loss experience is adjusted on the basis of current observable data to reflect the effects of current conditions that did not affect the period on which the historical loss experience is based and to remove the effects of conditions in the historical period that do not currently exist. The methodology and assumptions used for estimating future cash flows are reviewed regularly to reduce any differences between loss estimates and actual loss experience. When a loan is uncollectible, it is written off against the related provision for loan impairment. Such loans are written off after all the necessary procedures have been completed and the amount of the loss has been determined. If in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized (such as an improvement in the debtor’s credit rating), the previously recognized impairment loss is reversed by adjusting the allowance account. The amount of the reversal is recognized in the statement of income as a reduction of impairment losses for the year. Assets classified as available-for-sale The Bank assesses at each reporting date whether there is evidence that a debt security classified as available-for-sale is impaired. For an equity security classified as available-for-sale, a significant or prolonged decline in the fair value below cost is considered in determining whether the securities are impaired. The cumulative loss (difference between the acquisition cost and the current fair value) is removed from capital funds and recognized in the statement of income when the asset is determined to be impaired. If in a subsequent period, the fair value of a debt instrument previously impaired increases and the increase can be objectively related to an event occurring after the impairment loss was recognized, the impairment loss is reversed through the statement of income. Reversal of impairment losses recognized previously on equity instruments is made directly to capital funds. Renegotiated loans Loans that are either subject to individual or collective impairment assessment and whose terms have been renegotiated are no longer considered to be past due but are treated as new loans. 2.4 Financial liabilities 2.4.1 Classification The Bank classifies its financial liabilities in the following categories: financial liabilities at fair value through profit or loss, and financial liabilities at amortized cost. Financial liabilities at fair value through profit or loss This category comprises two sub-categories: financial liabilities classified as held for trading, and financial liabilities designated by the Bank as at fair value through profit or loss upon initial recognition. (6) A financial liability is classified as held for trading if it is acquired or incurred principally for the purpose of selling or repurchasing it in the near term or if it is part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit-taking. Derivatives are also categorized as held for trading unless they are designated and effective as hedging instruments. As at December 31, 2012 and 2011, the Bank has no financial liabilities that are designated at fair value through profit loss. Other liabilities measured at amortized cost Financial liabilities that are not classified as at fair value through profit or loss fall into this category and are measured at amortized cost. Financial liabilities measured at amortized cost include deposit liabilities, accrued interest and other expenses, and other liabilities, primarily accounts payable. 2.4.2 Recognition and measurement Initial recognition and measurement Financial liabilities at amortized cost are initially recognized at fair value plus transaction costs. Subsequent measurement Financial liabilities are measured at amortized cost using the effective interest method. 2.4.3 Derecognition Financial liabilities are derecognized when they have been redeemed or otherwise extinguished (i.e. when the obligation is discharged or is cancelled or has expired). Collateral (shares and bonds) furnished by the Bank under standard repurchase agreements and securities lending and borrowing transactions is not derecognized because the Bank retains substantially all the risks and rewards on the basis of the predetermined repurchase price, and the criteria for derecognition are therefore not met. 2.5 Determination of fair values of financial instruments For financial instruments traded in active markets, the determination of fair values of financial assets and financial liabilities is based on quoted market prices or dealer price quotations. This includes listed equity securities and quoted debt instruments on major exchanges and broker quotes mainly from Bloomberg. A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. If the above criteria are not met, the market is regarded as being inactive. Indications that a market is inactive are when there is a wide bid-offer spread or significant increase in the bid-offer spread or there are few recent transactions. (7) For all other financial instruments, fair value is determined using valuation techniques. In these techniques, fair values are estimated from observable data in respect of similar financial instruments, using models to estimate the present value of expected future cash flows or other valuation techniques, using inputs (for example, LIBOR yield curve, FX rates, volatilities and counterparty spreads) existing at reporting dates. The Bank uses widely recognized valuation models for determining fair values of non-standardized financial instruments of lower complexity, such as options or interest rate and currency swaps. For these financial instruments, inputs into models are generally market observable. In cases when the fair value of unlisted equity instruments cannot be determined reliably, the instruments are carried at cost less impairment. The fair value for loans and advances as well as liabilities to banks and customers are determined using a present value model on the basis of contractually agreed cash flows, taking into account credit quality, liquidity and costs. The fair values of contingent liabilities and irrevocable loan commitments correspond to their carrying amounts. 2.6 Offsetting of financial instruments Financial assets and liabilities are offset and the net amount reported in the statement of condition when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability simultaneously. 2.7 Bank premises, furniture, fixtures and equipment Bank premises, furniture, fixtures and equipment are stated at historical cost less accumulated depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items. Subsequent costs are included in the asset’s carrying amount or are recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Bank and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the statement of income during the financial year in which they are incurred. Depreciation on furniture, fixtures and equipment is calculated using the straight-line method to allocate their cost less residual values over the useful lives of three to five years. Major renovations are depreciated over the remaining useful life of the related asset. An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell or value in use. The carrying amount of an asset is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. When assets are derecognized, their cost, accumulated depreciation and amortization are eliminated from the accounts. Gains and losses on disposals are determined by comparing proceeds with carrying amount and are included in the statement of income. (8) 2.8 Foreclosed assets Assets foreclosed shown as assets held for sale in the statement of condition are accounted for at the lower of cost and fair value less cost to sell similar to the principles of PFRS 5. The cost of assets foreclosed includes the carrying amount of the related loan less allowance for impairment at the time of foreclosure. Impairment loss is recognized for any subsequent write-down of the asset to fair value less cost to sell. 2.9 Accrued expenses and other liabilities Accrued expenses and other liabilities are recognized in the period in which the related money, goods or services are received or when a legally enforceable claim against the Bank is established. 2.10 Provisions for legal or contractual obligations Provisions are recognized when the Bank has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. Provisions are not recognized for future operating losses. Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A provision is recognized even if the likelihood of an outflow with respect to any one item is included in the same class of obligations may be small. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects the current market assessments of the time value of money and the risk specific to the obligation. The increase in the provision due to the passage of time is recognized as interest expense. 2.11 Interest income and expense Interest income and expense are recognized in the statement of income for all interest-bearing financial instruments using the effective interest method. When calculating the effective interest rate, the Bank estimates cash flows considering all contractual terms of the financial instrument but does not consider future credit losses. The calculation includes all fees paid or received between parties to the contract that are an integral part of the effective interest rate, transaction costs and all other premiums or discounts. Once a financial asset or a group of similar financial assets has been written down as a result of an impairment loss, interest income is recognized using the rate of interest used to discount future cash flows for the purpose of measuring impairment loss. 2.12 Fee and commission income Fees and commissions, mainly representing service fees presented among miscellaneous income, are generally recognized on an accrual basis when the service has been provided. (9) 2.13 Foreign currency translation Functional and presentation currency Items in the financial statements of the Bank are measured using the currency of the primary economic environment in which it operates (the “functional currency”). The financial statements are presented in Philippine Peso, which is the Bank’s functional and presentation currency. Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuations where items are remeasured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the statement of income. 2.14 Income taxes Current income tax Income tax payable is calculated on the basis of the applicable tax law in the respective jurisdiction and is recognized as an expense for the year except to the extent that current tax related to items (for example, current tax on available-for-sale investments) are charged or credited in other comprehensive income or directly to capital funds. The Bank has substantial income from its investment in government securities subject to final withholding tax. Such income is presented at its gross amount and the tax paid or withheld is included in current provision for income tax. Deferred income tax Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. The deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction, other than a business combination, that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the reporting date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled. The Bank reassesses at each reporting date the need to recognize a previously unrecognized deferred income tax asset. (10) Recent tax law and regulation RR No. 19-2011, issued in December 2011, prescribed the New Income Tax Form No. 1702. This regulation further requires the inclusion of supplementary schedules of receipts/fees, costs of services, non-operating and taxable other income, itemized deduction (if the taxpayer did not avail of OSD), taxes and licenses, and other information in the notes to the financial statements. 2.15 Employee benefits Pension benefits BPI and its subsidiaries, which include the Bank, have a unified defined benefit plan that shares risks among entities within the BPI Group. A defined benefit plan is a pension plan that defines an amount of pension benefit that an employee will receive on retirement, usually dependent on one or more factors such as age, years of service and compensation. The plan is funded through payments to trustee-administered funds, determined by periodic actuarial calculations and compensation. The liability recognized in the statement of condition in respect of defined benefit pension plans is the present value of the defined benefit obligation at the reporting date less the fair value of plan assets, together with adjustments for unrecognized actuarial gains or losses and past service costs. The defined benefit obligation is calculated annually by independent actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using interest rates of government bonds that are denominated in the currency in which the benefits will be paid, and that have terms to maturity approximating the terms of the related pension liability. Cumulative actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions in excess of the greater of 10% of the value of plan assets or 10% of the defined benefit obligation are spread to income over the employees’ expected average remaining working lives. Past-service costs are recognized immediately in income, unless the changes to the pension plan are conditional on the employees remaining in service for a specified period of time (the vesting period). In this case, the past-service costs are amortized on a straight-line basis over the vesting period. Where the calculation results in a benefit to the Bank, the recognized asset is limited to the net total of any unrecognized actuarial losses and past service costs, and the present value of any reductions in future contributions to the plan. For individual financial reporting purposes, the unified plan assets are allocated among the BPI Group entities, including the Bank, based on the level of the defined benefit obligation attributable to each entity to arrive at the net liability or asset that should be recognized in the individual financial statements. Profit-sharing and bonus plans The Bank recognizes a liability and an expense for bonuses and profit-sharing, based on a formula that takes into consideration the profit attributable to the Bank’s shareholders after certain adjustments. The Bank recognizes a provision where contractually obliged or where there is a past practice that has created a constructive obligation. (11) Termination benefits Termination benefits are payable when employment is terminated before the normal retirement date, or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Bank recognizes termination benefits when it is demonstrably committed to either terminating the employment of current employees according to a detailed formal plan without possibility of withdrawal, or providing termination benefits as a result of an offer made to encourage voluntary redundancy. 2.16 Share capital Common shares are classified as equity. Incremental costs directly attributable to the issue of new shares are shown in capital funds as a deduction from the proceeds, net of tax. 2.17 Dividends on common shares Dividends are recognized as a liability in the Bank’s financial statements in the year in which they are approved by the Board of Directors and the BSP. 2.18 Leases Bank is the lessee Leases in which substantially all risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments, including prepayments, made under the operating leases are charged to the statement of income on a straight-line basis over the period of the lease. Bank is the lessor Properties leased out under operating leases are included in investment property in the statement of condition. Rental income is recognized in the statement of income on a straight-line basis over the period of the lease. 2.19 Subsequent events (or Events after the reporting date) Post year-end events that provide additional information about the Bank’s financial position at reporting date (adjusting events) are reflected in the financial statements. Post year-end events that are not adjusting events are disclosed in the notes to financial statements when material. Note 3 - Financial risk and capital management Risk management in the Bank covers all perceived areas of risk exposure, even as it continuously endeavors to uncover hidden risks. Capital management is understood to be a facet of risk management. The Board of Directors is the Bank’s principal risk and capital manager, and the Bank’s only strategic risk taker. The Board of Directors provides written policies for overall risk management, as well as written procedures for the management of foreign exchange risk, interest rate risk, credit risk, equity risk, and contingency risk, among others. (12) The primary objective of the Bank is the generation of recurring acceptable returns to shareholders’ capital. To this end, the Bank’s policies, business strategies, and business activities are directed towards the generation of cash flows that are in excess of its fiduciary and contractual obligations to its depositors, and to its various other funders and stakeholders. To generate acceptable returns to its shareholders’ capital, the Bank understands that it has to bear risk, that risk-taking is inherent in its business. Risk is understood by the Bank as the uncertainty in its future incomes - an uncertainty that emanates from the possibility of incurring losses that are due to unplanned and unexpected drops in revenues, increases in expenses, impairment of asset values, or increases in liabilities. The possibility of incurring losses is, however, compensated by the possibility of earning more than expected incomes. Risk-taking is, therefore, not entirely a bad step to be avoided. Risk-taking presents opportunities if risks are accounted, deliberately taken, and are kept within rationalized limits. The Risk Management Office (RMO) is responsible for the management of market and liquidity risks. Its objective is to minimize adverse impacts on the Bank’s financial performance due to the unpredictability of financial markets. Market and credit risks management in the Bank is carried out through policies approved by the Risk Management Committee (RMC) and the Board of Directors. In addition, Internal Audit is responsible for the independent review of risk assessment measures and procedures and the control environment. For risk management purposes, risks emanating from Treasury activities are managed independently. The most important risks that the Bank manages are credit risk, liquidity risk, market risk and other operational risks. Market risk includes currency exchange risk, interest rate risk and other price risks. 3.1 Credit risk The Bank takes on exposure to credit risk, which is the risk that a counterparty will cause a financial loss to the Bank by failing to discharge an obligation. Significant changes in the economy, or in the prospects of a particular industry segment that may represent a concentration in the Bank’s portfolio, could result in losses that are different from those provided for at the reporting date. Management therefore carefully manages its exposure to credit risk. Credit exposures arise principally in loans and advances, due from BSP, due from other banks, interbank call loans receivable and accrued interest receivable and accounts receivable under other resources and debt securities consisting of investments in available-for-sale and held-to-maturity securities. The Credit Policy Group works with the Credit Committee in managing credit risks, and reports are regularly provided to the Board of Directors. (13) 3.1.1 Credit risk management Loans and advances In measuring credit risk of loan and advances at a counterparty level, the Bank considers three components (i) the probability of default by the client or counterparty on its contractual obligations; (ii) current exposures to the counterparty and its likely future development; and (iii) the likely recovery ratio on the defaulted obligations. In the evaluation process, the Bank also considers the conditions of the industry/sector to which the counterparty is exposed, other existing exposures to the group where the counterparty may be related, as well as the client and Bank’s fallback position assuming the worstcase scenario. Outstanding and potential credit exposures are reviewed to likewise ensure that they conform to existing internal credit policies. The Bank assesses the probability of default of individual counterparties using internal rating tools tailored to the various categories of counterparty. The Bank has internal credit risk rating systems designed for corporate, SMEs, and retail accounts. For corporate and SMEs, the rating system is a 10-point scale that measures the borrower’s credit risk based on quantitative and qualitative factors. The ratings of individual exposures may subsequently migrate between classes as the assessment of their probabilities of default changes. For retail, the consumer credit scoring system is a formula-based model for evaluating each credit application against a set of characteristics that experience has shown to be relevant in predicting repayment. The Bank regularly validates the performance of the rating systems and their predictive power with regard to default events, and enhances them if necessary. The Bank’s internal ratings are mapped to the following standard BSP classifications: i. Unclassified - these are loans that do not have a greater-than-normal risk and do not possess the characteristics of loans classified below. The counterparty has the ability to satisfy the obligation in full and therefore minimal loss, if any, is anticipated. ii. Loans especially mentioned - these are loans that have potential weaknesses that deserve management’s close attention. These potential weaknesses, if left uncorrected, may affect the repayment of the loan and thus increase the credit risk of the Bank. iii. Substandard - these are loans which appear to involve a substantial degree of risk to the Bank because of unfavorable record or unsatisfactory characteristics. Further, these are loans with welldefined weaknesses which may include adverse trends or development of a financial, managerial, economic or political nature, or a significant deterioration in collateral. iv. Doubtful - these are loans which have the weaknesses similar to those of the Substandard classification with added characteristics that existing facts, conditions, and values make collection or liquidation in full highly improbable and substantial loss is probable. v. (14) Loss - these are loans which are considered uncollectible and of such little value that their continuance as bankable assets is not warranted although the loans may have some recovery or salvage value. Debt securities and other bills For debt securities, external ratings such as Standard & Poor’s, Moody’s and Fitch’s ratings or their equivalent are used by the Bank for managing credit risk exposures. Investments in these securities and bills are viewed as a way to gain better credit quality mix and at the same time, maintain a readily available source to meet funding requirements. 3.1.2 Risk limit control and mitigation policies The Bank manages, limits, and controls concentrations of credit risk wherever they are identified - in particular, to individual counterparties and groups, and to industries. The Bank structures the levels of credit risk it undertakes by placing limits on the amount of risk accepted in relation to one borrower, or groups of borrowers, and to geographical and industry segments. Such risks are monitored on a regular basis and subject to an annual or more frequent review, when considered necessary. Limits on large exposures and credit concentration are approved by the Board of Directors. The exposure to any one borrower is further restricted by sub-limits covering on- and off-balance sheet exposures. Actual exposures against limits are monitored regularly. Exposure to credit risk is also managed through regular analysis of the ability of borrowers and potential borrowers to meet interest and capital repayment obligations and by changing these lending limits where appropriate. The Bank employs a range of policies and practices to mitigate credit risk. One of the most traditional and common practice in mitigating credit risk is requiring security for loans and advances. The Bank implements guidelines on the acceptability of specific classes of collateral for credit risk mitigation. The principal collateral types for loans and advances are: Mortgages over real estate properties and chattels; and Hold-out on financial instruments such as debt securities, deposits, and equities. In order to minimize credit loss, the Bank seeks additional collateral from the counterparty when impairment indicators are observed for the relevant individual loans and advances. 3.1.3 Maximum exposure to credit risk Credit risk exposures relating to financial assets at December 31 are as follows: Due from other banks Interbank call loans receivable Due from BSP Available-for-sale securities Held-to-maturity securities Loans and advances Other resources, net (15) 2012 513,271,951 2,782,508,039 122,404,103 718,688,192 5,335,739,474 6,037,869 2011 231,249,303 267,100,125 1,902,232,126 814,689,215 4,643,402,042 12,870,007 The exposures set out above are based on net carrying amounts, and represents a worst case scenario of credit risk exposure to the Bank at December 31, 2012 and 2011, without taking into account any collateral held or other credit enhancements attached. 3.1.4 Impairment and provisioning policies The Bank’s credit-quality mapping on loans and advances is based on the standard BSP loan classifications (Note 3.1.1). Impairment provisions, however, are recognized for financial reporting purposes only for losses that have been incurred at the reporting date based on objective evidence of impairment (Note 2.3.5). The table below shows the percentage of the Bank’s loans and advances and the related allowance for impairment at December 31: Unclassified Loans especially mentioned Substandard Doubtful accounts Loss 2012 Loans and Impairment advances (%) provision (%) 96.71 0.54 0.00 0.00 1.67 22.79 1.50 66.40 0.12 100.00 100.00 2011 Loans and Impairment advances (%) provision (%) 98.14 0.55 0.00 0.00 0.83 24.53 1.01 54.17 0.02 100.00 100.00 Management is confident in its ability to continue to control and sustain minimal exposure to credit risk of the Bank resulting from its loan and advances portfolio based on the following: (16) In 2012, 96.71% of the loans and advances portfolio is categorized in the top two grades of the internal rating system (2011 - 98.14%); Mortgage loans are backed by collateral; In 2012, 96.49% of the loans and advances portfolio are considered to be neither past due nor impaired (2011 - 97.91%); and The Bank continues to implement stringent selection process upon granting loans and advances. 3.1.5 Credit quality of loans and advances (i) Loans and advances Loans and advances at December 31 are summarized as follows: Neither past due nor impaired Past due but not impaired Past due and impaired Allowance for impairment 2012 2011 5,254,147,608 4,606,969,411 12,496,249 8,591,891 178,892,943 89,560,888 5,445,536,800 4,705,122,190 (109,797,326) (61,720,148) 5,335,739,474 4,643,402,042 There were no renegotiated loans and advances in 2012 and 2011. Neither past due nor impaired Loans and advances that were neither past due nor impaired consist mainly of accounts with unclassified rating and no provision for impairment is required as a result of management’s assessment of the portfolio on an individual and collective basis. Details of these accounts at December 31 are as follows: 2012 Corporate entities Large corporate customers Small and medium enterprises Retail customers: Real estate mortgages Auto loans 2011 285,316,115 117,260,527 262,271,870 58,991,195 4,716,116,551 135,454,415 5,254,147,608 4,137,570,518 148,135,828 4,606,969,411 Past due but not impaired The table below presents the gross amount of loans and advances that were past due but not impaired at December 31. Collateralized past due loans are not considered impaired when the cash flows that may result from foreclosure of the related collateral are higher than the carrying amount of the loans. Past due up to 30 days Past due 31 - 90 days Fair value of collateral (17) 2012 5,224,656 7,271,593 12,496,249 14,281,427 2011 2,755,993 5,835,898 8,591,891 9,819,304 Past due and impaired Loans and advances that were past due and impaired represent accounts that are aged more than 90 days past due, amounting to P178,892,943 (2011 - P 89,560,888). Fair value of collaterals supporting past due and impaired real estate mortgage loans amounted to P204,449,078 (2011 - P 102,355,301). As at December 31, 2012, loans under this category substantially represent real estate mortgage and auto loans, and are thus subjected to collective impairment assessment. (ii) Other financial assets Due from BSP and interbank call loans receivable Due from BSP at December 31, 2012 amounting to P 2,782,508,039 (2011 - P 1,902,232,126) are made with sovereign counterparty and are considered fully performing. Interbank call loans receivable amounting to P267,100,125 in 2011 represents reverse repurchase agreements is also made with sovereign counterparty and is considered fully performing. Due from other banks and interbank call loans receivable Due from other banks at December 31, 2012 amounting to P513,271,951 (2011 - P231,249,303) are made with Parent bank and BPI Family Savings Bank, a related party under common control and considered fully performing. Available-for-sale and Held-to-maturity securities The table below presents the ratings at December 31 of debt securities, treasury bills and other government securities classified under available-for-sale and held-to-maturity securities based on Standard & Poor’s: Available-for-sale December 31, 2012 Aaa BB+ Lower than ADecember 31, 2011 Lower than A- 99,213,243 23,190,860 - Held-to-maturity 718,688,192 814,689,215 Other financial assets The Bank’s other financial assets (shown under other resources) as at December 31, 2012 and 2011 consist mainly of accounts receivable and accrued interest and fees receivable from various unrated counterparties. These are considered to be fully performing except for the P199,000 impaired accounts. (18) 3.1.6 Repossessed or foreclosed collateral The Bank acquired assets by taking possession of collaterals held as security for loans and advances. As at December 31, 2012, the Bank acquired assets by taking possession of collaterals held as security for loans and advances with carrying amount of P11,048,526 (2011 - P 5,515,265). The related foreclosed collaterals have aggregate fair value of P23,336,934 (2011 - P 10,849,141). Foreclosed collaterals include real estate (land, building, and improvements), auto and chattel. Repossessed properties are sold as soon as practicable and are classified as assets held for sale in the statement of condition. 3.1.7 Risk concentration of financial assets with credit risk exposure The Bank’s main credit exposures based on carrying amounts and categorized by industry sectors are summarized below: Financial Institutions At December 31, 2012 Due from other banks 513,271,951 Due from BSP 2,782,508,039 Available-for-sale 122,404,103 Held-to-maturity 718,688,192 Loans and advances, net Other resources,net 4,136,872,285 At December 31, 2011 Due from other banks 231,249,303 Interbank call loans receivable 267,100,125 Due from BSP 1,902,232,126 Held-to-maturity 814,689,215 Loans and advances, net Other resources 3,215,270,769 Manufacturing 23,922,493 23,922,493 Business Services and Real Estate - Private Households - 828,407,911 4,254,944,066 828,407,911 4,254,944,066 Others - Less Allowance - 338,262,330 (109,797,326) 6,236,869 (199,000) 344,499,199 (109,996,326) 5,335,739,474 6,037,869 9,478,649,628 - - - - 231,249,303 - - - - - 267,100,125 1,902,232,126 814,689,215 28,345,598 28,345,598 816,630,135 3,445,858,638 816,630,135 3,445,858,638 414,287,819 12,870,007 427,157,826 (61,720,148) (61,720,148) The Bank is exposed to market risk, the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk is managed by the RMC guided by policies and procedures approved by the RMC and confirmed by the Board of Directors. Interest rate risk There are two types of interest rate risk - (i) fair value interest risk and (ii) cash flow interest risk. Fair value interest rate risk is the risk that the fair value of a financial instrument will fluctuate because of changes in market interest rates. Cash flow interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. (19) 513,271,951 2,782,508,039 122,404,103 718,688,192 - 3.2 Market risk 3.2.1 Total 4,643,402,042 12,870,007 7,871,542,818 The Bank takes on exposure to the effects of fluctuations in the prevailing levels of market interest rates on both its fair value and cash flow risks. Interest margins may increase as a result of such changes but may also result in losses in the event that unexpected movements arise. The Board of Directors sets limits on the level of mismatch of interest rate repricing that may be undertaken, which is monitored daily by the Risk Management Office. Interest rate risk in the banking book arises from the Bank’s core banking activities. The main source of this type of interest rate risk is repricing risk, which reflects the fact that the Bank’s assets and liabilities are of different maturities and are priced at different interest rates. The table below summarizes the Bank’s exposure to interest rate risk, categorized by the earlier of contractual repricing or maturity dates. Up to 1 year As at December 31, 2012 Assets Due from other banks Due from BSP Available-for-sale Held-to-maturity Loans and advances, net Other resources Total financial assets Liabilities Deposit liabilities Accrued interest and other expenses Other liabilities Total financial liabilities Total interest repricing gap As at December 31, 2011 Assets Due from other banks Interbank call loans and receivable Due from BSP Held-to-maturity Loans and advances, net Other resources Total financial assets Liabilities Deposit liabilities Accrued interest and other expenses Other liabilities Total financial liabilities Total interest repricing gap (20) 2,564,604,724 2,564,604,724 1,600,517,449 3,582,280 1,604,099,729 960,504,995 1,882,624,374 1,882,624,374 1,045,602,475 2,729,808 1,048,332,283 834,292,091 Over 1 year and up to 3 years 999,485,272 999,485,272 999,485,272 536,727,808 536,727,808 536,727,808 Over 3 years Non-repricing 1,562,889,764 1,562,889,764 513,271,951 2,782,508,039 122,404,103 718,688,192 208,759,714 6,037,869 4,351,669,868 513,271,951 2,782,508,039 122,404,103 718,688,192 5,335,739,474 6,037,869 9,478,649,628 7,074,893,007 8,675,410,456 8,405,224 3,830,211 7,087,128,442 (2,735,458,574) 11,987,504 3,830,211 8,691,228,171 787,421,457 1,562,889,764 2,045,443,134 2,045,443,134 2,045,443,134 Total 231,249,303 231,249,303 267,100,125 1,902,232,126 814,689,215 178,606,726 12,870,007 3,406,747,502 267,100,125 1,902,232,126 814,689,215 4,643,402,042 12,870,007 7,871,542,818 6,055,742,636 7,101,345,111 9,819,749 7,794,420 6,073,356,805 (2,666,609,302) 12,549,557 7,794,420 7,121,689,088 749,853,731 3.2.2 Foreign exchange risk The Bank takes on exposure to the effects of fluctuations in the prevailing exchange rates on its foreign currency financial position and cash flows. The table below summarizes the Bank’s exposure to foreign currency exchange rate risk relative to its financial assets denominated in United States Dollar (US Dollar) at December 31. 2012 Financial assets Due from other banks Other resources Financial liabilities Deposit liabilities Accrued interest Other liabilities Net assets - December 31 2011 261,548,468 32,532 261,581,000 116,748,262 17,668 116,765,930 260,929,783 1,602 419,282 261,350,668 230,333 116,393,044 142 420,845 116,814,031 48,101 At December 31, 2012, if the Philippine Peso had weakened/strengthened by 5% (2011 - 5%) against the US Dollar based on historical information in the last five years with all other variables held constant, net income and capital funds as at and for the year ended December 31, 2012 would have been P474,394 (2011 - P105,649) higher/lower, mainly as a result of foreign exchange gains/losses on translation of US Dollar-denominated deposits with other banks and deposit liabilities. 3.2.3 Price risk The Bank’s investment securities held under Available-for-Sale and Held-to-Maturity Securities are mainly in the form of debt securities which are exposed to credit (Note 3.1.7) and interest rate (Note 3.2.1) risks. These securities are not exposed to equity price risk. 3.3 Liquidity risk Liquidity risk is the risk that the Bank is unable to meet its payment obligations associated with its financial liabilities when they fall due and to replace funds when they are withdrawn. The consequence may be the failure to meet obligations to repay depositors and fulfill commitments to lend. 3.3.1 Liquidity risk management process The Bank’s liquidity management process, as carried out within the Bank and monitored by the RMC and the Risk Management Office includes: (21) Day-to-day funding, managed by monitoring future cash flows to ensure that requirements can be met. This includes replenishment of funds as they mature or are borrowed by customers; Maintaining a portfolio of highly marketable assets that can easily be liquidated as protection against any unforeseen interruption to cash flow; Monitoring balance sheet liquidity ratios against internal and regulatory requirements; Managing the concentration and profile of debt maturities; and Performing periodic liquidity stress testing on the Bank’s liquidity position by assuming a faster rate of withdrawals in its deposit base. Monitoring and reporting take the form of cash flow measurement and projections for the next day, week and month as these are key periods for liquidity management. The starting point for those projections is an analysis of the contractual maturity of the financial liabilities and the expected collection date of the financial assets. 3.3.2 Funding approach Sources of liquidity are regularly reviewed by the Bank to maintain a wide diversification by currency, geography, counterparty, product, and term. 3.3.3 Maturity analysis The table below presents the maturity profile of non-derivative financial instruments based on undiscounted cash flows, which the Bank uses to manage the inherent liquidity risk. The analysis takes into account the maturity grouping is based on the remaining period from the end of the reporting period to the contractual maturity date or, if earlier, the expected date the financial asset will be realized or the financial liability will be settled. Up to 1 year As at December 31, 2012 Financial assets Due from other banks Due from BSP Available-for-sale securities Held-to-maturity securities Loans and advances, net Other resources, net Total financial assets Financial liabilities Deposit liabilities Other liabilities Total financial liabilities Total maturity gap (22) Over 1 up to 3 years Over 3 years Total 513,271,951 2,782,508,039 8,239,393 68,663,119 88,363,957 6,037,869 3,467,084,328 36,679,750 421,954,750 493,584,275 952,218,775 147,677,500 555,333,333 5,029,782,042 5,732,792,875 513,271,951 2,782,508,039 192,596,643 1,045,951,202 5,611,730,274 6,037,869 10,152,095,978 8,681,556,706 3,830,211 8,685,386,917 (5,218,302,589) 952,218,775 5,732,792,875 8,681,556,706 3,830,211 8,685,386,917 1,466,709,061 As at December 31, 2011 Financial assets Due from BSP Due from other banks Interbank loans receivable Held-to-maturity securities Loans and advances, net Other resources, net Total financial assets Financial liabilities Deposit liabilities Other liabilities Total financial liabilities Total maturity gap Up to 1 year Over 1 up to 3 years Over 3 years 1,902,232,126 231,249,303 267,100,125 166,358,124 43,059,070 12,870,007 2,622,868,755 748,821,061 321,162,337 1,069,983,398 4,690,336,066 4,690,336,066 1,902,232,126 231,249,303 267,100,125 915,179,185 5,054,557,473 12,870,007 8,383,188,219 7,105,271,178 7,794,420 7,113,065,598 (4,490,196,843) 1,069,983,398 4,690,336,066 7,105,271,178 7,794,420 7,113,065,598 1,270,122,621 Total 3.4 Fair values of financial assets and liabilities The table below summarizes the carrying amounts and fair values of those financial assets and liabilities at December 31 not presented in the statement of condition at fair value. Carrying Value 2012 2011 Financial assets Due from other banks Interbank call loans receivable Due from BSP Available-for-sale securities Held-to-maturity securities Loans and advances, net Other resources, net Financial liabilities Deposit liabilities Accrued interest Other liabilities Fair Value 2012 2011 513,271,951 231,249,303 513,271,951 231,249,303 2,782,508,039 122,431,311 718,688,192 5,335,739,474 6,037,868 267,100,125 1,902,232,126 27,376 814,689,215 4,643,402,042 12,870,008 2,782,508,039 122,431,311 811,302,262 6,097,987,970 6,037,868 267,100,125 1,902,232,126 27,376 889,451,368 5,306,745,191 12,870,008 8,675,410,456 11,925,222 3,830,211 7,101,345,111 12,549,557 7,794,420 8,675,410,456 11,925,222 3,830,211 7,101,345,111 12,549,557 7,794,420 Due from BSP and other banks; Interbank call loans receivable The fair value of floating rate placements and overnight deposits approximates their carrying amount. The estimated fair value of fixed interest bearing deposits is based on discounted cash flows using prevailing money-market interest rates for debts with similar credit risk and remaining maturity. (23) Investment securities Fair values of held-to-maturity and available-for-sale securities are based on market prices. Where this information is not available, fair value is estimated using quoted market prices for securities with similar credit, maturity and yield characteristics. Loans and advances The estimated fair value of loans and advances represents the discounted amount of estimated future cash flows expected to be received. Expected cash flows are discounted at current market rates to determine fair value. Financial liabilities The estimated fair value of deposits with no stated maturity, which includes non-interest-bearing deposits, is the amount repayable on demand. The estimated fair value of fixed interest-bearing deposits is based on discounted cash flows using interest rates for new debts with similar remaining maturity. Other resources/liabilities Carrying amounts of other resources/liabilities which have no definite repayment dates are assumed to be their fair values. 3.5 Fair value hierarchy PFRS 7 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources; unobservable inputs reflect the Bank’s market assumptions. These two types of inputs have created the following fair value hierarchy: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities. This level includes listed equity securities and debt instruments on exchanges (for example, Philippine Stock Exchange, Inc., Philippine Dealing and Exchange Corp., etc.) and exchanges traded derivatives like futures (for example, NASDAQ, S&P 500). Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). Level 3 - Inputs for the asset or liability that are not based on observable market data (unobservable inputs). This level includes equity investments and debt instruments with significant unobservable components. This hierarchy requires the use of observable market data when available. The Bank considers relevant and observable market prices in its valuations where possible. As at December 31, 2012, the Bank has available-for-sale financial assets in the form of debt and equity securities that fall under Level 1 amounting to P122,431,311 (2011 - P 27,376). The Bank has no other significant financial instruments that fall under the Levels 2 and 3 of fair value categories as at December 31, 2012. (24) 3.6 Capital management The Bank manages its capital following the framework of Basel Committee on Banking Supervision Accord II (Basel II) and its implementation in the Philippines by the BSP. The BSP through its Circular 538 requires each bank and its financial affiliated subsidiaries to keep its Capital Adequacy Ratio (CAR) - the ratio of qualified capital to risk-weighted exposures - to be no less than 10%. In quantifying its CAR, the Bank currently uses the Standardized Approach (for credit risk and market risk) and the Basic Indicator Approach (for operational risk). Capital adequacy reports are filed with the BSP every quarter. Qualifying capital and risk-weighted assets are computed based on BSP regulations. The qualifying capital of the Bank consists of core tier 1 capital and tier 2 capital. Tier 1 capital comprises paid-up share capital, paid-in surplus, surplus including net income for the year, surplus reserves less deductions such as deferred income tax, unsecured credit accommodations to DOSRI and unrealized fair value losses on available-for-sale securities. Tier 2 capital includes net unrealized fair value gains on available-for-sale investments, and general loan loss provisions for BSP reporting purposes. The table below summarizes the CAR of the Bank under the Basel II framework for the years ended December 31, 2012 and 2011. The Basel II framework following BSP Circular 538 took effect on July 1, 2007. Tier 1 capital Tier 2 capital Gross qualifying capital Less: Required deductions Total qualifying capital Risk weighted assets CAR (%) 2012 719,803,357 37,592,390 757,395,747 757,395,747 2011 687,433,278 30,745,366 718,178,644 718,178,644 4,261,631,662 17.77% 3,405,640,154 21.09% The Bank has fully complied with the CAR requirement of the BSP at December 31, 2012 and 2011. Note 4 - Critical accounting estimate The Bank makes estimates and assumptions that affect the reported amounts of resources and liabilities. Estimates and assumptions are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. It is reasonably possible that the outcomes within the next financial year could differ from assumptions made at reporting date and could result in the adjustment to the carrying amount of affected assets and liabilities. (25) The Bank’s critical accounting estimate mainly relates to impairment losses on loans and advances (Note 9).The Bank reviews its loan portfolios to assess impairment at least on a monthly basis. In determining whether an impairment loss should be recorded in the statement of income, the Bank makes judgments as to whether there is any observable data indicating that there is a measurable decrease in the estimated future cash flows from a portfolio of loans before the decrease can be identified with an individual loan in that portfolio. This evidence may include observable data indicating that there has been an adverse change in the payment status of borrowers in a group, or national or local economic conditions that correlate with defaults on assets in the group. Management uses estimates based on historical loss experience for resources with credit risk characteristics and objective evidence of impairment similar to those in the portfolio when scheduling its future cash flows. The methodology and assumptions used for estimating both the amount and timing of future cash flows are reviewed regularly to reduce any differences between loss estimates and actual loss experience. On the basis of existing knowledge, it is reasonably possible that outcomes within the next financial year, which are different from the assumptions used, may amount to a material difference compared to this year’s impairment loss. It is, however, impracticable to estimate the impact of such difference in outcomes. Note 5 - Cash and cash equivalents The account at December 31 consists of: Note Due from other banks Interbank call loans receivable Due from BSP 6 2012 513,271,951 2,782,508,039 3,295,779,990 2011 231,249,303 267,100,125 1,765,232,126 2,263,581,554 Note 6 - Due from Bangko Sentral ng Pilipinas This account consists of special deposit accounts, classified as cash equivalents, (Note 5) and fixed-term demand Philippine Peso deposits in compliance with regulatory requirements. Due from BSP in 2011 includes reserve for deposit accounts of P137,000,000 with maturities over 90 days. For the year ended December 31, 2012, average interest rate on due from BSP is 3.6% (2011 - 4.6%). Note 7 - Available-for-sale securities, net The account at December 31 consists of: 2012 Debt securities Government securities Private corporate bonds Others Accrued interest receivable Allowance for impairment (26) 22,942,285 98,812,300 39,620 121,794,205 649,518 (12,412) 122,431,311 2011 39,788 39,788 (12,412) 27,376 The movement in available-for-sale securities is summarized as follows: Balance, January 1 Additions Fair value adjustment Accrued interest receivable Balance, December 31 2012 27,376 121,500,000 254,417 649,518 122,431,311 2011 27,544 (168) 27,376 For the years ended December 31 2012, interest rates on government securities and private corporate bonds are 6.13% and 6.27%, respectively. As at December 31, 2012 and 2011, all available-for-sale securities are considered non-current. Note 8 - Held-to-maturity securities Held-to-maturity securities consist mainly of government securities. The movements in the account are summarized as follows: Balance, January 1 Additions Maturities Amortization of premium Net change in accrued interest receivable Balance, December 31 2012 814,689,215 (90,920,000) 205,283 (5,286,306) 718,688,192 2011 457,621,944 355,036,168 (2,497,356) (6,836,638) 11,365,097 814,689,215 For the years ended December 31, 2012, the average effective interest rate on held-to-maturity securities is 6.59% (2011 - 6.55%). Note 9 - Loans and advances, net The account at December 31 consists of: 2012 Corporate entities Large corporate customers Small and medium enterprise Retail customers Real estate mortgages Auto loans Accrued interest receivable Unearned discount Allowance for impairment (27) 2011 284,850,392 117,618,144 261,696,499 58,845,226 4,878,172,221 152,500,083 5,433,140,840 27,824,959 (15,428,999) 5,445,536,800 (109,797,326) 5,335,739,474 4,214,061,699 173,023,628 4,707,627,052 21,893,411 (24,398,273) 4,705,122,190 (61,720,148) 4,643,402,042 Current Non-current 2012 86,461,805 5,359,074,995 5,445,536,800 2011 59,739,568 4,645,382,622 4,705,122,190 Details of the loans and advances portfolio at December 31 are as follows: As to industry or economic sector (in %) Private household with employed persons Real estate, renting and other related activities Wholesale and retail trade Manufacturing Others 2012 78.14 15.21 2.20 0.44 4.01 100.00 2011 73.23 17.36 1.44 0.60 7.37 100.00 As to collateral Secured loans Real estate mortgage Chattel mortgage Others Unsecured loans 2012 2011 5,184,045,538 141,439,877 3,463,729 5,328,949,144 88,762,697 5,417,711,841 4,445,854,068 152,413,731 4,598,267,799 84,960,980 4,683,228,779 For the years ended December 31, 2012, the average effective interest rates on loans and advances is 8.25% (2011 - 8.77%). For the years ended December 31, 2012, interest income from loans and advances amounts to P408,118,405 (2011 - P359,200,652). The movements in allowance for impairment are as follows: Balance, January 1 Provision for impairment Transfers Balance, December 31 (28) 2012 61,720,148 47,247,582 829,596 109,797,326 2011 25,099,119 36,621,029 61,720,148 Note 10 - Bank premises, furniture, fixtures and equipment The movements in the account are summarized as follows: 2012 Cost Balance, January 1 Additions Balance, December 31 Accumulated depreciation Balance, January 1 Depreciation Balance, December 31 Net book value - December 31 2011 10,116,655 711,611 10,828,266 9,288,294 828,361 10,116,655 7,986,005 1,912,714 9,898,719 929,547 6,413,900 1,572,105 7,986,005 2,130,650 Depreciation is included in occupancy and equipment-related expenses in the statement of income. Note 11 - Deferred income taxes Deferred income tax assets and liability at December 31 consist of: Deferred income tax assets Allowance for impairment Expense accruals Total deferred income tax assets Deferred income tax liability Fair value gain on available-for-sale securities Deferred income tax asset, net 2012 2011 33,442,361 1,831,593 35,273,954 19,203,098 1,388,021 20,591,119 (50,917) 35,223,037 20,591,119 Deferred income tax assets (liabilities) are expected to be realized (settled) as follows: Deferred income tax assets Amount to be recovered within 12 months Amount to be recovered after 12 months Deferred income tax liability Amount to be settled after 12 months (29) 2012 2011 1,831,593 33,442,361 35,273,954 703,396 19,887,723 20,591,119 (50,917) - The movements in the net deferred income tax assets are summarized below: 2012 20,591,119 14,682,835 (50,917) 35,223,037 At January 1 Income statement credit Other comprehensive income MCIT At December 31 2011 20,655,092 3,693,925 (3,757,898) 20,591,119 The deferred tax credit in the statement of income for the years ended December 31 comprises the following temporary differences: Allowance for impairment Pension asset NOLCO Others 2012 (14,239,263) (443,572) (14,682,835) 2011 (11,541,006) (1,577,231) 9,351,569 72,743 (3,693,925) 2012 30% - 2011 6,159,883 21,455,548 3,556,464 31,171,895 30% 9,351,569 (9,351,569) - 2012 - 2011 2,062,211 908,524 787,163 3,757,898 (3,757,898) The outstanding NOLCO at December 31 consists of: Year of Incurrence 2010 2009 2008 Year of Expiration 2013 2012 2011 Tax rate Deferred income tax asset on NOLCO NOLCO claimed as deduction Deferred income tax asset on NOLCO at December 31 The details of MCIT at December 31 are as follows: Year of Incurrence Year of Expiration 2010 2013 2009 2012 2008 2011 Deferred income tax asset on MCIT MCIT utilized during the year Deferred income tax asset on MCIT at December 31 (30) Note 12 - Other resources The account at December 31 consists of: Note Accounts receivable Accrued interest receivable Pension asset Prepaid expenses Miscellaneous 20 Allowance for impairment Current Non-current 2012 4,366,191 1,870,678 1,354,591 1,170,900 2,613,717 11,376,077 (199,000) 11,177,077 2011 9,231,416 3,638,591 1,354,591 1,166,250 3,238,150 18,628,998 18,628,998 2012 7,920,836 3,256,241 11,177,077 2011 17,474,781 1,154,217 18,628,998 Accounts receivable in 2012 and 2011 mainly consist of loan related expenses advanced by the Bank for the account of the borrower. Accrued interest receivable in 2012 and 2011 mainly pertain to accrued interest on deposits with BSP. Miscellaneous other resources mainly consist of investment in membership shares and other receivable from customers. Note 13 - Deposit liabilities The account at December 31 consists of: Demand Savings Time 2012 323,294,407 6,751,598,600 1,600,517,449 8,675,410,456 2011 291,127,019 5,764,615,617 1,045,602,475 7,101,345,111 Deposit liabilities as at December 31, 2012 and 2011 are considered current. Related interest expense on deposit liabilities is broken down as follows: Demand Savings Time At December 31 (31) 2012 2,031,681 68,969,664 36,782,306 107,783,651 2011 2,373,798 63,386,726 32,396,589 98,157,113 In 2011, the Bank is subject to liquidity and statutory reserve requirements with respect to certain deposit liabilities as mandated by BSP. However, under current and existing BSP regulations as at December 31, 2012, the Bank should comply with a simplified minimum reserve requirement instead of the separate liquidity and statutory reserve requirements. Further, BSP requires all reserves be kept at the central bank. The Bank is in full compliance with the simplified reserve requirement. The required liquidity and statutory reserves as reported to BSP as at December 31, 2012 amount to P496,562,268 (2011 - P560,055,957). Note 14 - Accrued taxes, interest and other expenses The account at December 31 consists of: Accrued taxes and licenses Accrued interest Accrued other expenses 2012 22,048,365 4,770,797 7,216,707 34,035,869 2011 19,329,802 3,454,387 9,095,170 31,879,359 Accrued other expenses mainly consist of accruals for branch operating expenses, utilities, contractual and messengerial fees and other recurring charges. Accrued taxes, interest and other expenses are considered current. Note 15 - Other liabilities The account at December 31 consists of: Accounts payable Withholding taxes payable Miscellaneous (32) 2012 3,830,211 2,536,738 679,589 7,046,538 2011 7,794,420 2,642,531 1,492,406 11,929,357 Note 16 - Capital funds Details of share capital at December 31, 2012 and 2011 are as follows: Authorized Number of Shares Amount Common shares, at P100 par value per share Class A 3,300,000 330,000,000 Class B 600,000 60,000,000 3,900,000 390,000,000 Preferred shares, at P100 par value per share,12% cumulative, participating and redeemable Class A 400,000 40,000,000 Class B 400,000 40,000,000 800,000 80,000,000 4,700,000 470,000,000 Issued and Outstanding Number of Shares Amount 3,300,000 445,333 3,745,333 330,000,000 44,533,300 374,533,300 3,745,333 374,533,300 The Class A (common and preferred) shares are available only to Philippine nationals while the Class B (common and preferred) shares may be issued to non-Filipinos. The Bank, at its option, may redeem the preferred shares after ten years from issue date. Cash dividends declared and paid in 2012 amount to P100 million (2011 - nil). As at December 31, 2012, the Bank’s retained earnings exceeded its paid-up capital in the amount of P65.2 million (2011 - P11.3 million). As at March 26, 2013, the Bank is further evaluating its plan and determining the appropriate amount of dividends to be declared to its shareholders in the ensuing year in consideration of its aggressive growth plans and working capital objectives, and continue to comply with its minimum CAR requirements of 10%. The movements in the following accounts for the years ended December 31 are summarized below: Note Fair value reserve on available-for-sale securities At January 1 Movement in fair value, net of tax effect At December 31 (33) 11 2012 23,376 203,500 226,876 2011 23,544 (168) 23,376 Note 17 - Miscellaneous income The account for the years ended December 31 consists of: 2012 42,239,419 7,525,726 49,765,145 Service fees Foreign exchange gains 2011 32,487,640 6,779,114 39,266,754 Service fees consist mainly of bank charges from deposit transactions during the reporting period. Note 18 - Other operating expenses The account for the years ended December 31 consists of: 2012 75,920,478 14,600,956 8,999,324 3,057,155 1,600,151 998,850 949,033 216,512 11,522,385 117,864,844 Shared operating costs Insurance Advertising and publicity Travelling and communications Regulatory examination fees Litigation expenses Stationery and supplies used Taxes and licenses Others 2011 47,172,205 10,867,942 7,326,839 3,993,620 727,344 162,045 1,007,379 326,536 13,647,053 85,230,963 Note 19 - Income taxes A reconciliation between the provision for income tax at the statutory tax rate and the actual provision for income tax for the years ended December 31 is presented below: Statutory income tax Effect of items not subject to statutory tax rate Tax-paid income Others, net Actual provision for income tax (34) 2012 Amount 65,908,558 (12,667,789) 12,546,024 65,786,793 % 30.00 2011 Amount 57,348,438 % 30.00 (5.77) 5.71 29.94 (9,826,623) 9,805,894 57,327,709 (5.14) 5.13 29.99 Note 20- Retirement plan Under the BPI unified plan which includes the Bank, the normal retirement benefit consists of a lump sum benefit equivalent to 200% of the basic monthly salary of the employee at the time of his retirement for each year of service, if he has rendered at least 10 years of service, or to 150% of his basic monthly salary, if he has rendered less than 10 years of service. Under the plan, the normal retirement is 60. For voluntary retirement, the benefit is equivalent to 112.50% of the employee’s basic monthly salary for a minimum of 10 years of service with the rate factor progressing to a maximum of 200% of basic monthly salary for service years of 25 or more. Death or disability benefit, on the other hand, shall be determined on the same basis as in normal or voluntary retirement. The plan is administered by a local corporation as trustee. Following are the amounts recognized that relate to the Bank based on the recent actuarial valuation reports: Pension asset recognized in the statement of condition at December 31 consist of: Present value of defined benefit obligation Fair value of plan assets Unfunded obligation Unrecognized actuarial losses Pension asset recognized in the statement of condition 2012 2011 2010 2009 2008 55,906,662 (46,247,899) 9,658,763 52,698,432 (31,540,092) 21,158,340 59,571,152 (21,600,544) 37,970,608 35,306,114 (16,058,496) 19,247,618 14,178,709 (11,558,855) 2,619,854 (11,013,354) (22,512,931) (39,325,199) (22,320,135) (5,771,253) 1,354,591 1,354,591 1,354,591 3,072,517 3,151,399 Experience adjustments at December 31 consist of: Experience adjustments on plan liabilities Experience adjustments plan assets 2012 2011 2010 2009 2008 1,391,385 21,369,341 18,532,888 18,790,386 3,927,907 7,207,354 523,061 1,314,082 1,973,772 2,370,231 The movements in the fair value of plan assets are summarized below: At January 1 Expected return on plan assets Contributions Actuarial gains (losses) At December 31 (35) 2012 31,540,092 2,207,806 5,777,649 6,722,352 46,247,899 2011 21,600,544 2,160,054 8,302,555 (523,061) 31,540,092 The plan assets at December 31 consist of: Debt securities Equity securities Others 2012 Amount 22,756,801 23,437,970 53,128 46,247,899 % 49 50 1 100 2011 Amount 20,185,659 11,039,032 315,401 31,540,092 % 64 35 1 100 Pension plan assets of the unified retirement plan include investment in BPI’s common shares with fair value of P3,446 million and P 2,175 million at December 31, 2012 and 2011, respectively. The actual return on plan assets was P7,207 and P 1,637 million gain in 2012 and 2011, respectively. In 2012 and 2011, the Bank has no transactions with the plan other than the contributions as presented above. The movements in the present value of defined benefit obligation are summarized below: At January 1 Current service cost Interest cost Actuarial gains At December 31 2012 52,698,432 3,552,136 3,683,620 (4,027,526) 55,906,662 2011 59,571,152 2,613,465 6,332,413 (15,818,598) 52,698,432 Pension expense recognized in the statement of income for the years ended December 31 consists of: Current service cost Interest cost Expected return on plan assets Net actuarial loss recognized during the year Total gain included in compensation and fringe benefits 2012 3,552,136 3,683,620 (2,207,806) (749,699) 4,278,251 2011 2,613,465 6,332,413 (2,160,054) 1,516,731 8,302,555 The Bank has no other transactions with the fund other than the contributions, benefit payments and settlements presented above for the year ended December 31, 2012. The principal assumptions used for the actuarial valuations of the unified plan are as follows: Discount rate Expected return on plan assets Future salary increases 2012 6.60% 7.00% 4.00% 2011 6.99% 7.00% 6.50% The expected return on plan assets was determined by considering the expected returns available on the assets underlying the current investment policy. Expected yields on fixed interest investments are based on gross redemption yields as at the reporting date. Expected returns on equity securities and property investments reflect long-term real rates of return experienced in the respective markets. (36) Assumptions regarding future mortality and disability experience are based on published statistics generally used for local actuarial valuation purposes. The average remaining service life of employees under the retirement plan as at December 31, 2012 is 21 years (2011- 22 years). The Bank’s expected contribution to the retirement fund in 2013 amounts to P3,817,616. Note 21 - Related party transactions In the ordinary course of business, the Bank has transactions with its directors, officers, stockholders and related interests (DOSRI) and with its Parent Bank such as cash deposit arrangements, purchase of investment securities and outsourcing of certain services, primarily loans operations, branch operations and human resource-related functions. Significant related party transactions are summarized below: As at and for the year ended 31 December 2012: Transactions Outstanding balance Terms and conditions Purchase of consumer housing loans: Fellow subsidiary Deposits to: Parent bank Fellow subsidiary 242,871,154 791,640 421,424,498 48,258,726 These are demand, savings and time deposits bearing the following average interest rates: Demand - 0.39% to 0.55% Savings - 0.92% to 1.05% Time - 2.87% to 3.18% Deposits from: Fellow subsidiary Other related parties 60,000,000 400,000,000 60,000,000 400,000,000 These are time deposits bearing average interest rates of 2.25% to 2.83% Accounts receivable Parent bank Accounts payable Fellow subsidiaries 274,647,538 - 107,405 - Unsecured and unguaranteed - Non-interest bearing - Collectible in cash on demand - No provision for impairment recognized 2,085,998 - Unsecured and unguaranteed - Non-interest bearing - Payable in cash on demand Other related parties represent the funds managed by BPI Asset Management and Trust Group. (37) As at and for the year ended 31 December 2011: Transactions Purchase of consumer housing loans Fellow subsidiary Deposits to: Parent Bank Fellow subsidiary 1,695,593,018 29,646,860 (57,968,707) Outstanding balance Terms and conditions 178,553,344 47,467,086 These are demand, savings and time deposits bearing the following average interest rates: Demand - 0. 55% Savings - 0.96% to 1.00% Time - 3.09% to 3.46% Accounts receivable Fellow subsidiary 4,952,639 - Unsecured and unguaranteed - Non-interest bearing - Collectible in cash on demand - No provision for impairment recognized Accounts payable Fellow subsidiaries 2,313,912 - Unsecured and unguaranteed - Non-interest bearing - Payable in cash on demand The aggregate amounts included in the determination of income before income tax that resulted from transactions with each class of related parties are as follows: 2012 Interest income Parent Bank Fellow subsidiaries Other expenses Parent Bank Fellow subsidiaries Retirement benefits Key management personnel Salaries, allowances and other short-term benefits Key management personnel Directors’ remuneration 2011 649,347 341,666 991,013 128,109 69,972 198,081 74,276,381 1,644,097 75,920,478 42,500,779 4,671,426 47,172,205 1,361,743 915,034 18,400,347 564,000 12,824,830 498,000 Other expenses consist of shared operating costs, determined based on agreed rates with related parties. (38) Details of DOSRI loans are as follows: Outstanding to DOSRI loans % to total outstanding loans and advances % to total outstanding DOSRI loans Unsecured DOSRI loans Past due DOSRI loans Non-performing DOSRI loans 2012 5,257,953 0.09% 2011 2,888,909 0.06% 531,392 Nil Nil Nil Nil Nil At December 31, 2012 and 2011, the Bank is in full compliance with the General Banking Act and the BSP regulations on DOSRI loans. Note 22 - Basic quantitative indicators of financial performance The Bank’s key financial performance indicators (in %) at December 31 are summarized below: Return on average equity Return on average assets Net interest margin 2012 19.31% 1.85% 4.84% 2011 19.60% 2.00% 5.13% Note 23 - Other commitments and contingent liabilities The Bank has no outstanding commitments and contingent liabilities as of December 31, 2012 and 2011. (39) Note 24 - Supplementary information required by Bureau of Internal Revenue (BIR) The following information is presented for purposes of filing with the BIR and is not a required part of the basic financial statements. (a) Supplementary information required by Revenue Regulations No. 15-2010 On December 28, 2010, Revenue Regulations (RR) No. 15-2010 became effective and amended certain provisions of RR No. 21-2002 prescribing the manner of compliance with any documentary and/or procedural requirements in connection with the preparation and submission of financial statements and income tax returns. Section 2 of RR No. 21-2002 was further amended to include in the Notes to Financial Statements information on taxes, duties and license fees paid or accrued during the year in addition to what is mandated by Philippine Financial Reporting Standards. Below is the additional information required by RR No. 15- 2010. This information is presented for purposes of filing with the Bureau of Internal Revenue (BIR) and is not a required part of the basic financial statements. (i) Documentary stamp tax Documentary stamp taxes (DST) paid for the year ended December 31, 2012 consist of DST on deposit and loan documents amounting to P13,758,979. A portion of the amount disclosed above was passed on to the counterparties. (ii) Withholding taxes Withholding taxes paid/accrued and/or withheld for the year ended December 31, 2012 consist of: At December 31, 2012 Final income taxes withheld on interest on deposits and yield on deposit substitutes Income taxes withheld on compensation Creditable income taxes withheld (expanded) (40) Paid Accrued Total 18,514,375 9,805,949 1,379,576 944,227 19,893,951 10,750,176 3,450,482 31,770,806 212,935 2,536,738 3,663,417 34,307,544 (iii) All other local and national taxes All other local and national taxes paid/accrued for the year ended December 31, 2012 consist of: At December 31, 2012 Gross receipts tax Fringe benefit tax Municipal taxes / Mayor’s permit Others (iv) Paid 30,153,070 49,697 216,012 500 30,419,279 Accrued 2,539,870 7,054 2,546,924 Total 32,692,940 56,751 216,012 500 32,966,203 Tax cases and assessments As at December 31, 2012, there are no tax cases under preliminary investigation, litigation and/or prosecution in courts or bodies outside the BIR. As at reporting date, the year that remains open and currently under tax examination, for which no assessment has yet been received, is taxable year 2010 and 2009. (b) Supplementary information required by Revenue Regulations No. 19-2011 RR No. 19-2011 prescribes the new BIR forms that should be used for income tax filing covering and starting with the calendar year 2011 and modifies Revenue Memorandum Circular No. 57-2011. In the Guidelines and Instructions Section of the new BIR Form 1702 (version November 2011), a required attachment to the income tax returns is an Account Information Form and/or Financial Statements that include in the Notes to Financial Statements schedules of sales/receipts/fees, cost of sales/services, non-operating and taxable other income, itemized deductions (if the taxpayer did not avail of the Optional Standard Deduction or OSD), taxes and licenses and other information prescribed to be disclosed in the Notes to the Financial statements. The Company’s schedules for the year ended December 31, 2012 follow: (i) Sales/receipts/fees Interest income Service charges Foreign exchange gain Profit on assets sold Final tax 125,742,548 125,742,548 Regular rate 410,309,349 42,239,053 7,525,726 288,443 460,362,571 Total 536,051,897 42,239,053 7,525,726 288,443 586,105,119 (ii) Cost of services Direct charges Interest expense Manpower costs Insurance – PDIC Regulatory examination fees (41) Regular rate 52,376,026 49,064,809 14,600,956 1,600,151 117,641,942 (iii) Non-operating and taxable other income Other income Regular rate 367 (iv) Itemized deductions Nature of expense/deduction Other outside services Taxes and licenses Documentary stamp used Insurance Rental Communication, light and water Depreciation and amortization of leasehold rights Litigation/ Asset acquired expenses Office supplies Transportation and travel Amortization of intangibles Advertising Miscellaneous loss Director’s fees Janitorial and messengerial services Management and consultancy fee Commissions Repairs and maintenance Representation and entertainment Membership fees and dues Fringe benefits Staff meeting Others Sub-total NOLCO Total expenses Regular rate 80,516,547 30,331,283 13,752,753 7,428,660 4,226,478 2,601,161 1,230,571 998,850 949,033 901,883 682,144 609,260 574,364 564,000 489,899 408,304 237,832 71,890 60,343 54,428 39,136 19,693 11,254,327 158,002,839 158,002,839 (v) Taxes and licenses The details of the Bank’s taxes and licenses are presented in section (a) of this note. (vi) Other information All other information prescribed to be disclosed by the BIR has been included in this note. (42)