2012 Annual Report Citibank Berhad Our Principles The four key principles - the values that guide us as we perform our mission are: Common Purpose One team, with one goal: serving our clients and stakeholders. Responsible Finance Conduct that is transparent, prudent and dependable. Ingenuity Enhancing our clients’ lives through innovation that harnesses the breadth and depth of our information, global network, and world-class products. Leadership Talented people with the best training who thrive in a diverse meritocracy that demands excellence, initiative and courage. Contents 2 Corporate Information 3 Chairman’s Statement 4 CEO’s Statement 10 Board of Directors - Profile 14 Statement of Corporate Governance 18 Risk Management 19 Statement of Internal Audit and Internal Control 20 Management Reports 21 Shariah Committee 23 Ratings Statement 24 Awards & Accolades 25 Corporate Citizenship at Citibank Berhad 28 Valuing Our People Directors’ Report 30 Statement by Directors 33 Statutory Declaration 34 Shariah Committee‘s Report 35 Independent Auditors’ Report 36 Statements of Financial Position 37 Statements of Comprehensive Income 38 Statements of Changes in Equity 39 Statements of Cash Flows 40 Notes to the Financial Statements 42 Registered Office 45th Floor, Menara Citibank 165 Jalan Ampang 50450, Kuala Lumpur Date of incorporation 22 April 1994 Auditors 002 Citibank berhad Annual Report 2012 Corporate Information KPMG In Malaysia, our banking operations yielded positive results due to the prevailing business and investment-conducive economic environment. The government‘s expansionary policies and incentives such as the Economic Transformation Programme, higher wages, capital spending by public and private sectors, and domestic consumption are expected to support continued economic growth. Mr. Terence Kent Cuddyre Chairman’s Statement For our parent company, Citigroup, revenues, net of interest expense, stood at US$70.2 billion, down 10% versus the prior year. Excluding CVA/DVA and the impact of minority investments, revenues were $77.1 billion, up 1% from 201 1. While our earnings reflect a continually challenging environment, Citi made progress on several fronts including an increase in revenues from Transaction Services and Global Consumer Banking from the prior year period. 2012 was a year of challenges, changes and successes for Citi. For two centuries, Citi‘s central mission has been to enable economic progress, and to support our clients on their journey from ambition to achievement. As we continue on our journey, I know that great things lie ahead for the franchise – both globally and here in Malaysia. I‘m proud to have been appointed Chairman and I appreciate the support and guidance of the other Board members during my transition into this new role. Annual Report 2012 20 1 2 was a momentous year for Citigroup (Citi) as we celebrated our 200th year, a milestone few institutions ever reach. It has been our privilege to support some of the biggest ideas in modern history. We thank all our clients and employees who, over the centuries, helped conceive and make them happen. Citibank Berhad‘s (Citibank) strategy is well aligned with three dominant, long-secular trends: globalisation, urbanisation and digitisation. Citibank berhad The Board would like to welcome Dato‘ Dr. Thillainathan Ramasamy and Anil Wadhwani as Independent Non Executive Director and Non-Independent Non -Executive Director respectively. Bank Negara Malaysia has forecasted the industry to remain resilient despite increasing competition locally and on-going global uncertainties. The sector is underpinned by strong capital base, high liquidity and sustained profits with commendable core capital ratios of 1 3.1% and risk-weighted capital ratios of 1 4.9%. 003 I am pleased to present the Bank's annual report for the financial year ended 31 December 2012. On behalf of the board, I would like to thank Jonathan Christian Larsen for his leadership as Chairman from January 2010 to December 201 2. Overview In 2012, the global economy continued to experience modest growth. Governments and central banks in several major and emerging economies in the US and Euro zone intermittently announced policies and intervened to stamp the downward slide. This negative growth trajectory and corresponding weak market demands generally slowed economic activity in Asia but the region still recorded a reasonably strong growth. Despite the global economic slowdown, the Malaysian economy registered a respectable 5.6% annual growth, underscored mainly by private and public sector investments particularly in transportation, construction, oil and gas and utilities subsectors. The banking sector leveraged on the domestic economic environment and registered a stable performance, buttressed by strong capital ratios, good profits and sufficient liquidity. During the year, to further bolster the banking industry, Bank Negara announced four improvements including reducing complexity and increasing transparency; stronger focus on more responsible and sustainable financial business practice; and reinforcing buffers to withstand future shocks. For the financial year ended 31 December 2012, the Bank registered a pre-tax profit of RM790 million, compared with RM857 million achieved the previous year. Total net income was RM 1 .85 billion in 20 1 2 , a marginal decrease from 2011. The Bank‘s return on equity before tax decreased to 19.0% for the financial period ended 31 December 20 1 2 compared with 22.5% in 2011. Our liquidity continues to be exceptionally strong, with cash and short term funds and placements with financial institutions in excess of RM10.6 billion. The bank‘s risk weighted capital adequacy ratio stood at a comfortable 16.9% (before dividend), based on its audited capital base as at 31 December 20 1 2 . The Bank‘s net interest income was RM 1 .2 billion in 2012 while non-interest income increased to RM650 million in 2012 from RM630 million in 20 1 1 . Business Highlights in 2012 Citibank successfully cemented its position as a leading financial institution with the launch of a range of enhanced and innovative products and services in 20 1 2 . Some of the key business highlights in 2012 included: • The launch of securities lending services via our OpenLend platform - aimed at enabling investors to take advantage of the lucrative earning opportunities in Asian markets. 004 Citibank berhad Annual Report 2012 Ceo’s Statement 2012 - The Year in Review In 20 12 , the Bank continued to offer innovative products and quality services to help our customers make informed decisions to grow their savings and investment portfolio. • Enhanced Citibank value proposition for the emerging affluent segment with a 24-hour electronic chat or e-chat service, a first by a financial institution in Malaysia, and a Call Me service, which allowed travelling customers to request a call back from Citibank anytime, anywhere. • Increased number of countries for Citi Global Transfer (CGT) to more than 30 to enable free and instant funds transfers within Citibank accounts across the world. • Value-added benefits for our Cards customers – benefits ranging from free insurance protection, hospitalisation benefits, compensation for losses suffered from snatch thefts and exclusive, queue-free KLIA airport limo taxi rides home. • The launch of an online home loan approval tool that helped customers establish their loan eligibility status instantly. Also piloted a 10 minutes approval service based on credit bureau requirements, which gave customers a quicker and complete result of their loan eligibility against the longer market practice of 3-5 days. • Re-launched our new Learning and Development Centre at Menara Citibank – a testament to our on-going commitment and investment in employee development and learning. • Broadened our access to customers through our ubiquitous virtual presence via Citibank‘s webpage, Twitter, YouTube, Blog, Facebook and LinkedIn. • Physical access at over 1 1 ,000 ATMs nationwide through 20 Malaysian Electronic Payment System (MEPS) member banks at 2,000 locations nationwide, making Citibank the first foreign bank in Malaysia to gain complete access to the MEPS Interbank GIRO. Although the Malaysian economy grew at a healthy rate amidst an overall sluggish global economy, our research showed consumers had become increasingly discerning about savings and in selecting credit cards that offered the best value-for-money propositions. Hence, we remained completely cognisant of consumer spending trends and behaviour patterns, in particular, their banking and lifestyle needs. We practiced responsible finance and ensured our credit cards offered tangible value and strong benefits by incorporating enhanced benefits into our product offerings. Citibank Platinum Cardholders were awarded free insurance protection on purchases made with their Citibank cards. Depending on the type of cards held, cardholders enjoyed worry-free shopping as their purchases were fully protected based on our three insurance benefit options, namely extended warranty, purchase or refund at no extra cost. We also introduced Cash Assure Plus 400, which provided a daily income of RM400 as a hospitalisation benefit to customers and Snatch Protect that offered compensation for losses sustained from snatch thefts. For Citibank PremierMiles cardholders, we offered exclusive, queue-free KLIA airport limo taxi rides home when they returned from their overseas trip. Cardholders who swiped their card a minimum of three times while travelling abroad could redeem their free ride home from a Citibank Priority Booth at the Airport Limo (M) Sdn Bhd counter, where a dedicated staff ushered them straight to a waiting limo. This benefit was in addition to discounts offered on duty free shopping at KLIA, airport lounge access for both local and global travellers and card miles that could be redeemed to fly to over 150 destinations on more than 70 international airlines including Malaysian Airlines (Enrich), Thai Airways (Royal Orchid Plus), Singapore Airlines (KrisFlyer), Cathay Pacific (Asia Miles) and Delta Airlines (SkyMiles). Together with our co-brand partner, AirAsia, we launched the AirAsia-Citibank Platinum Visa and AirAsia-Citibank Gold Visa Credit cards, which gave our customers new benefits such as upgrades to AirAsia‘s X Premium FlatBed seats, free in-flight meals and free seat selection. Citibank also made dreams come true for 18 Citibank VISA Credit cardholders who each won two passes to catch the London 2012 Olympic Games. The prizes offered included round trip air fares to London for two, accommodation at the Hilton London Metropole Hotel, and tickets to watch the Olympic Games. Citibank teamed up with renowned jeweller, Tiffany & Co for its sparking bridal campaign and treated loyal customers to special gifts for purchases made at Tiffany stores in Pavilion KL and KLCC. Meanwhile, for our tech-loving card members, we jointly organised contests with Samsung and gave away 300 units of Samsung SIII and 500 units of items like 55inch TV, Galaxy Note II and Table Cameras. Our value proposition and exemplary service have helped us remain the market leader in the credit card industry in terms of credit card usage. Bearing testimony to this, Citibank was awarded the Reader’s Digest Trusted Brand Award 2012 for the third time running in the finance category. Retail Banking The volatility of the capital markets did not dampen Citibank’s retail banking business in 2012. We strived to address clients’ dynamic needs, foster stronger relationships and provide stand-out products and services with better return on investments. As the emerging affluent segment is a top priority for Citi across Asia, last February we re-launched our Rethink Banking value proposition for this segment to include some enhanced features such as 24-hour electronic chat or e-chat service to customers, a first by a financial institution in the country, and a “Call Me” service especially useful for travelling customers who can request a call back from Citibank 24x7, from anywhere in the world. We also made available a dedicated personal banker as a single point of contact as well as benefits on selected products and services. The improved value proposition followed results of a consumer research conducted by Citibank, which focused on preferences, financial needs and lifestyle changes of emerging affluent clients. During the year, we expanded the number of countries for Citi Global Transfer (CGT) to more than 30 to enable free and instant funds transfers within Citibank accounts across the world. Ceo’s Statement Credit Cards Annual Report 2012 Consumer Banking Other benefits card members enjoyed were exclusive privileges including up to 50% off at over 800 hotels worldwide, dining deals and other offers at over 4,000 dining outlets across the globe. Consumers could also earn 3X AirAsia Points for every Ringgit spent, based on a tiered spending system. The AirAsia Points could be redeemed for AirAsia e-Gift vouchers, items from the Citibank Rewards Catalogue or for Instant Rewards redemption at selected merchants nationwide. Citibank berhad As at end 20 12 , we retained our leadership positions in credit cards, FX Options, Government Bond Trading and Custody and Cash Management. We are also amongst the top three in the Wealth Management segment. Our brand image was further heightened as we continued to reach out and provide quality service and products to our customers all over Malaysia. The co-brand cards also gave consumers the opportunity to effectively manage their monthly purchases by consolidating their daily and business expenses on one card. This enabled them to save more on their travel and lifestyle needs as they could use the benefits and evergreen AirAsia Points earned. 005 In recognition of our banking products and services, we were awarded the Reader‘s Digest Trusted Brand Award 2012 for the third time running in the finance category and we were awarded Best Foreign Cash Management Bank in Malaysia by Asiamoney, Best International Trade Bank in Malaysia by Trade Finance and Best Corporate / Institutional Internet Bank in Malaysia by Global Finance. We also launched the new i-Wealth Goal Planner that allowed consumers to understand their financial goals and how to achieve them. our clients embraced data analytics tools based on cloud computing technology that introduced them to new insights into their operational flows and electronic statements. We continued to expand our investment services by capitalising on our exclusive partnership in Malaysia with Franklin Templeton Investments with the launch of the Templeton Global Total Return Fund last November. The partnership offered a unique opportunity for our high net worth investors to diversify their investment portfolio. Via the Templeton Global Total Return Fund, Citibank offered qualified Malaysian investors the opportunity to tap into an award-winning and actively managed global fixed income portfolio. With our automated global cash management solutions, clients were able to control their offshore operations from Malaysia, supporting the development of the treasury management industry locally. Citibank berhad Annual Report 2012 Ceo’s Statement In line with our position as a leading bank in research and advisory services, we held a market outlook presentation by Citibank's Director and Senior Investment Strategist and continued to organise our Leadership series, throughout the year, in Kuala Lumpur, Penang and Johor Bahru. Our existing investment customers were also invited to attend product and market presentations by Chief Executive Officers and Chief Information Officers of Citibank’s strategic investment management partners. The bank once again won accolades from three international publications. Citibank was awarded Best Foreign Cash Management Bank in Malaysia by Asiamoney, Best International Trade Bank in Malaysia by Trade Finance and Best Corporate / Institutional Internet Bank in Malaysia by Global Finance in industry polls conducted by these publications respectively. Mortgages Securities Services In line with Bank Negara‘s responsible lending aimed at containing increasing household debt, prudent lending guidelines were slowly introduced into the market. The new guidelines levelled the playing field to some extent and ensured the mortgage industry stayed relatively healthy, stable and fair. Citibank‘s Securities and Fund Services registered another good year as both Asset Under Custody (AUC) and transaction volumes reached all-time highs on the back of improved market conditions and additional mandates from new and existing clients. From 2012, we concentrated our mortgage business on three key strategies, namely targeting the affluent and emerging affluent segments, building the prime developers channel (without bridging loans) and increasing sales force productivity. These helped drive mortgage growth 37% year-on-year and stabilised our portfolio of End Net Receivables or net money owed. We achieved Top-Rated status in the 2012 Global Custodian Emerging Markets survey for both Leading and Cross Border Clients, reflecting our ability to meet client demands and to stay at the forefront of customer service. We also used our knowledge, experience and expertise in post-trade services to actively engage in various initiatives to enhance market infrastructures. Based on research findings on what our target consumers wanted from their home loans, we created a new Customer Value Proposition (CVP) that changed the home loan service process. Last June, we launched the first phase; an online self-service home loan indicative approval tool that instantly informed customers of their loan eligibility. In December, we piloted a 10 minute indicative approval service based on credit bureau requirements. This service offered customers a faster and more conclusive indication of their loan eligibility in 10 minutes versus the market practice of 3-5 days. We launched this first-to-market approach at all our branches in January 2013 to good reviews. We will continue enhancing our CVP in phases. Securities and Banking Institutional Client Group OpenLend is part of Citibank‘s investment services in 72 markets globally, delivered through the OpenInvestor platform. Global Transaction Services Treasury and Trade Solutions 006 Trade finance experienced strong demand from the expanding domestic economy. Import and supply chain services registered high growth in various industry segments. This enabled Citibank to be well positioned to facilitate trade flows through our global network while online trade services provided convenience and accessibility to our clients‘ broader supply chain partners. Our innovation in Cash Management enabled us to facilitate the digitisation and globalisation of our corporate and institutional clients. For our corporate clients, we launched a new mobile banking service called CitiDirect Mobile. A large majority of Global Markets Citibank launched its securities lending services via its OpenLend platform to enable offshore and domestic investors‘ access to revenue opportunities in the Malaysian market as part of our commitment to expand our product offering. The new service leverages our on-the-ground expertise and global product capabilities through our core in-country infrastructure, as well as our product and relationship management teams. Islamic Banking Division In 2012, Citibank successfully launched an innovative Islamic investment strategy for institutional clients that dynamically adjusted their asset allocation to various Islamic assets globally according to market trends. Our first major transaction was executed with an Islamic fund manager using Citibank‘s new Islamic Negotiable Instrument platform. The Community We Work and Live In At Citi, we aim to conduct business in a manner that creates value for our clients, shareholders, people and communities. We reinforce our commitment to Responsible Finance and financial inclusion with innovative business endeavours, with robust philanthropic investments and by recruiting and supporting a diverse workforce — because being a good corporate citizen starts with operating responsibly. As a financial institution and a group, we embrace the challenge to help reach the 2.5 billion people in the world with no access to financial services. In Malaysia, our corporate citizenship initiatives continued to focus on supporting and helping people of all ages understand and practice financial management so that they can better manage their lives and livelihood. Last year, Citi Foundation allocated US$210,000 to fund a number of financial education initiatives with community partners. Citibank and ERA Consumer Malaysia reached out to 800 kindergarten children between the ages of four and six in urban and rural areas via My First Ringgit- our customised financial education programme. For our Stretching Your Ringgit financial education series, we organised 20 financial education workshops for 800 young workers, from ages 18 to 35 years, in 10 states in Peninsular Malaysia. We also partnered with Astro to air radio infomercials on Hitz.fm, Era FM and My FM as part of our continuing effort to increase awareness and encourage the practice of financial management amongst the low to middle income groups. The inaugural CITI-UPM Financial Empowerment for Mature Women programme was launched for low income women, who earned less than US$1,000 and lived within the Klang Valley. We collaborated with Habitat For Humanity (HFH) to equip 50 low income families in the Klang Valley with practical financial knowledge to improve their homes. During the year, we facilitated approximately 110 internal employee moves under the 2+3 policy whilst the Leadership Enhancement & Accelerated Development (L.E.A.D) programme provided accelerated career development opportunities for 164 selected employees. We also launched an Employee Assistance Program (EAP) to provide support services such as counselling, wellness talks and on-site consultations to all permanent employees of Citibank. Under Citi Live Well, more than 870 employees attended 14 talks on interesting work and health related topics. Key Business Priorities for 2013 We aim to leverage on our global presence, digitised banking technologies, innovative spirit, in-depth skill set, knowledge and experience, to be first- to-market with cutting-edge market relevant product and services that will continue to differentiate us in the market with our target clients. Our key business priorities for 2013 include the following: • Maintain robust risk management practices and a high level of vigilance on asset quality. • Invest strategically in innovation and focus in delivering stronger value propositions to our clients. Ceo’s Statement For three consecutive years, in the finance category, Citibank was awarded the Reader‘s Digest Trusted Brand Award 2012. Three publications recognised Citibank with accolades - Best Foreign Cash Management Bank in Malaysia by Asiamoney, Best International Trade Bank in Malaysia by Trade Finance and Best Corporate / Institutional Internet Bank in Malaysia by Global Finance. At Citi, people are our biggest asset. Our efforts would not be possible without the strength of a diverse and skilled global workforce. • Continue operational improvement and cost efficiency. • Build or reinforce market leadership in credit cards, mortgage and the affluent segment. • Strengthen relationship with customers and focus on client satisfaction, loyalty and retention. • Drive rigorous talent identification and development. Outlook for 2013 The world economy is expected to recover, albeit unevenly and moderately in 2013. Countries in the Asian region, including Malaysia, are forecast to register robust growth and remain largely resilient relative to the weaker global environment. The Malaysian banking sector is projected to remain positive, buoyed by the government‘s economic transformation initiatives, diverse natural resources, supportive regulatory policies and Bank Negara‘s close supervisory activities. Annual Report 2012 Significant Events & Accolades Our People Citibank berhad Our Citi Transaction Services continued to develop cross-border Shariah compliant services with the implementation of automated liquidity management solutions, with funds over US$50 million under management, for clients across Citi branches in Asia and Europe. These services were aimed at supporting the growth of Islamic investments offshore and multinational treasury management centres in Malaysia. Last year, Citi Global Community Day had an added significance as it coincided with Citi‘s 200th anniversary. Globally, more than 110,000 Citi volunteers participated in 1,300 service projects in 92 countries around the world that benefitted local communities. In Malaysia, the Soup Kitchen for the Homeless‘ theme prevailed for our Global Community Day, which saw around 7,000 Citibank volunteers take part in various community-based activities. 007 This strategy received positive reception from clients, and was part of a larger effort by Citibank to promote Malaysia as a centre of Islamic wealth management under the ambit of the Malaysia International Finance Centre (MIFC). At the bank level, Citi’s more than 200-year legacy of innovation will continue to take centre stage. We will continue to listen to our customers, innovate and proactively deliver market-appropriate and differentiated products and services to our target clients. We will continue to exercise prudence and governance in our operations, mitigate risks and further our presence as a leading financial institution and contribute constructively to the growth of the local banking industry. 008 Citibank berhad Annual Report 2012 Ceo’s Statement Sanjeev Nanavati Chief Executive Officer 003 Mr. Terence Cuddyre joined the Bank on 14 December 2010 as a Non Independent Non Executive Director. He serves on the Audit Committee and Risk Management Committee of the Bank. He is currently Citigroup Country Officer for Brunei, a position which he assumed on 1 July 2009 and cluster head for Bangladesh, Sri Lanka and Brunei. Prior to that, he spent four years as the Head of Training for the Asia Pacific region (Citi Centre for Advanced Learning). He has also served as Citigroup Country Officer for Thailand (2002 – 2005) and was North Asia Regional Risk Officer (2000 – 2001). Before moving to Malaysia, he was Managing Director and Global Head of Citigroup Depository Receipt Services based in New York and Hong Kong, responsible for all aspects of the ADR / GDR product offering globally. Mr. Nanavati joined the Citigroup Depository Receipt Services Management team in July 2001 and strategically repositioned the business, creating a differentiated value proposition for clients. Mr. Cuddyre joined Citigroup in 2000 after 23 years with Bank of America. He held numerous international roles including Country Head of Ireland, Korea, Hong Kong and China. He also held several risk positions in North America and Asia. Prior to joining Citigroup, he was the Head of Corporate and Investment Banking for 6 years at one of the largest international banks in India and prior to that worked for 12 years with a major U.S. bank in M&A and Capital Markets, working in the United States and Hong Kong. He has also been active in the American Chamber of Commerce, serving on the boards in Hong Kong, Korea and China. In Thailand, he served as Chairman. Mr. Nanavati holds an MBA Degree from Syracuse University in the United States. At present, he is the President for the American Malaysian Chamber of Commerce and also a Council member of the Association of Banks in Malaysia. Citibank berhad Annual Report 2012 Board of Directors - Profile Mr. Cuddyre holds a B.A. in Economics from University of California, Santa Barbara and a MBA from the Wharton Business School, University of Pennsylvania. 010 Mr. Sanjeev Nanavati was appointed the Bank‘s Chief Executive Officer on 5 October 2007. He is responsible for Citibank‘s retail banking, credit cards, corporate banking, investment banking, global transaction services, equities, fixed income and treasury activities in Malaysia. Mr. Terence Kent Cuddyre Mr. Sanjeev Nanavati Tan Sri Dato' Hj Omar joined the Bank on 3 May 2000 as an Independent Non Executive Director. He serves as the Chairman of the Nominating Committee, and a member of the Risk Management Committee and the Audit Committee of the Bank. Dato‘ Siow Kim Lun is currently a board member of Kumpulan Wang Persaraan, UMW Holdings Berhad, W Z Steel Berhad, Eita Resources Berhad, Hong Leong Assurance Berhad and MainStreet Advisers Sdn Bhd. He is also a member of the Land Public Transport Commission. He is a Non-Executive Director of UEM Group Berhad and UEM Builders Berhad and also serves as a Non-Executive Director on the Board of KLCC (Holdings) Sdn Bhd, Cyberview Sdn Bhd, PNB Commercial Sdn Bhd and Selia Senggara Sdn Bhd. From 1993 to 2006, Dato‘ Siow was with the Securities Commission (SC), where he has served as the Director of its Issues and Investment Division and the Director of its Market Supervision Division. Prior to joining the SC, Dato‘ Siow has worked in the investment banking and financial services industry in Malaysia for over 12 years. He is a Fellow of the Institution of Engineers Malaysia and a professional engineer registered with the Board of Engineers Malaysia. Tan Sri Dato' Hj Omar B. Ibrahim Board of Directors - Profile Tan Sri Dato' Hj Omar holds a Master of Science from the University of Southampton and a Bachelor of Engineering from the University of Malaya. Dato’ Siow Kim Lun Annual Report 2012 He has been the President of The Board of Engineers Malaysia, The Malaysian Water Association and Malaysian Structural Steel Association at various times between 1988 and 1999. Dato‘ Siow has been a director of Citibank Berhad since April 2007. He is presently the Chairman of the Bank‘s Risk Management Committee, and a member of the Nominating Committee and Audit Committee. Citibank berhad Tan Sri Dato' Hj Omar has particular expertise in structural engineering and water supply engineering, his professional work experience has been varied though, including design assignments as well as project management to general management. Dato‘ Siow holds an MBA from the Catholic University of Leuven, Belgium and a Bachelor of Economics (Hons) from the National University of Malaysia. He has also attended the Advanced Management Program at Harvard Business School. 01 1 He has spent more than three decades serving the government as a civil engineer in the Public Works Department (PWD) of Malaysia and during this long tenure, he held many positions in the department, culminating in the position of PWD's Director-General from 1996 to 1999. Ms. Agnes Liew Yun Chong was appointed a Non Independent Non Executive Director of the bank on 1 November 2010. She is also a member of the Risk Management Committee and Nominating Committee of Citibank Berhad. Dato‘ Dr. R. Thillainathan was appointed to the Board on 6 September 2012 as an Independent Non Executive Director. He is the Chairman of the Audit Committee, and a member of the Risk Management Committee, and Nominating Committee. Ms. Agnes Liew is responsible for Citigroup’s Corporate Bank in Asia Pacific. The Asia Pacific Corporate Bank is the coverage organisation that delivers the full spectrum of product solutions and Citi‘s extensive global network that spans over 100 countries, to institutional clients across 16 markets in Asia, including large public and private corporations. She is also a member of the Global Corporate Banking Operating Committee (NY) and chairs the Asia Pacific Corporate Banking Operating Committee. He sits on the Boards of Bursa Malaysia Berhad, Petronas Dagangan Berhad, Genting Berhad, Allianz General Insurance Company (Malaysia) Berhad, Allianz Life Insurance Malaysia Berhad, Allianz Malaysia Berhad and Asia Capital Reinsurance Malaysia Sdn Bhd. He is also a board member of Private Pension Administrator Malaysia and Wawasan Open University Sdn Bhd. 012 Citibank berhad Annual Report 2012 Board of Directors - Profile Ms. Agnes Liew joined Citi as a Management Associate in 1982 and during her career with Citi, has held a number of diverse key management positions in Risk and Banking in Asia Pacific. Between 2000 and 2003, Agnes was the Corporate Bank Head of Singapore. In 2003, Agnes was appointed Country Risk Manager of the Corporate and Investment Bank, Citi Taiwan. She subsequently moved into the Regional Risk Management Office in Asia Pacific and assumed the role of Head of Risk, ASEAN, Corporate and Investment Bank in 2005. Between 2007 and 2010, Ms. Agnes Liew led Global Subsidiaries Group in Asia Pacific and was responsible for the relationship coverage of global multinational subsidiaries across 16 markets. Under her leadership, the Global Subsidiaries Group in Asia has grown to be a significant pillar of the Global Banking franchise. During that time, she was also the Global Banking Head of ASEAN (ex Singapore), responsible for the relationship coverage of large corporate clients, including financial institutions. Ms. Agnes Liew was names by Finance Asia in 20 1 1 as one of the Top 20 Women in Finance in Asia. Ms. Agnes Liew holds an LL.B (Hons) from the University of Singapore and is a member of the Supreme Court of Singapore. Ms. Agnes Liew Yun Chong He has been with the Genting Group since 1989. He was the Chief Operating Officer of the company from 2002 to 2006 and retired as an Executive Director in 2007. Dato‘ Dr. R. Thillainathan has extensive years of experience in finance and banking and is actively involved in numerous professional and national bodies. He is also a member of the Working Group of the Economic Council of the Government of Malaysia and Group of Experts of ASEAN Capital Markets Forum. He was also the past president of the Malaysian Economic Association. He holds a First Class Honours in Bachelor of Arts (Economics), University of Malaya (1968) and obtained his Masters and PhD in Economics from the London School of Economics. He is also a Fellow of the Institute of Bankers, Malaysia. Dato’ Dr. R. Thillainathan Mr. Anil Wadhwani joined the Board as a Non Independent Non Executive Director on 22 February 2013 and is a member of the Audit Committee. He is currently Citi Asia Pacific Regional Head of Cards and Personal Loans. He is also the South East Asia Cluster Head for International Personal Banking as well as the Consumer Business for Indonesia, Malaysia, Philippines, Singapore, Thailand and Vietnam. Annual Report 2012 Mr. Anil Wadhwani Citibank berhad Mr. Wadhwani graduated with a Bachelor of Commerce and Masters in Management Studies from Mumbai University. 013 Mr. Wadhwani is a long-term Citi employee. Having joined the bank in 1992, he worked in various frontline assignments in Cards and Retail Banking as well as leading Customer Franchise in India. Among other achievements, he established the Suvidha franchise in multiple geographies in India, which is widely regarded as a unique customer acquisition and delivery model and serves as a template for many of Citi Bank-At-Work initiatives around the world. Board of Directors - Profile Prior to his current roles, he was the Chief Executive Officer of Citibank Singapore Ltd and the Consumer Markets Head for Singapore. In May 2010 he took on additional responsibility for the Rethink Banking segment across the region. Citi Consumer business has changed the competitive landscape in Singapore where Mr. Anil Wadhwani has driven distribution and growth, built perceptual scale and asserted Citi‘s leadership position in the market place. In his regional role, he worked in partnership with the countries to spearhead the Rethink Banking segment. The Bank aspires to achieve the highest standards in ethical conduct by delivering our promise to clients, reporting our financial results accurately and transparently and maintaining full compliance with all laws, rules and regulations governing the Bank's business operations. The Bank has also taken the necessary steps to ensure conformity with Bank Negara Malaysia's (BNM) Guidelines on Corporate Governance for Licensed Institutions (Revised BNM / GP1). Board Composition The Board comprises seven members. The following is the board line-up: 014 Citibank berhad Annual Report 2012 Statement of Corporate Governance • Mr. Terence Kent Cuddyre Non-Independent Non-Executive Director / Chairman (appointed Chairman with effect from 12 March 2013) • Mr. Sanjeev Nanavati Non-Independent Executive Director / Chief Executive Officer • Tan Sri Dato' Hj Omar B. Ibrahim Independent Non-Executive Director • Dato' Siow Kim Lun Independent Non-Executive Director • Ms. Agnes Liew Yun Chong Non-Independent Non-Executive Director • Dato’ Dr. Thillainathan a/l Ramasamy Independent Non-Executive Director (appointed with effect from 6 September 2012) • Mr. Anil Wadhwani Non-Independent Non-Executive Director (appointed with effect from 22 February 2013) • Mr. Jonathan Christian Larsen Non-Independent Non-Executive Director / Chairman (resigned with effect from 11 December 2012) The individual profiles of the above mentioned directors are set out on pages 10 to 13 of this report. The composition of the Bank's Board of Directors is in compliance with the Revised BNM/GP1, which requires at least one-third of the board members to be independent directors. The presence of three non-independent non-executive directors and three independent non-executive directors enables the Bank to view all relevant issues objectively and in a balanced manner. This further enhances the accountability of the decision making process within Citibank Berhad. The presence of the non-executive directors is also beneficial as it provides room for new perspectives and ideas that could help improve the effectiveness and efficiency of the Board on the whole. The revised BNM/GP1 guideline stipulates the need for a maximum of one Executive Director in the Bank's Board of Directors line-up. Mr. Terence Kent Cuddyre, who joined the Bank on 14 December 2010, was appointed Chairman of the Bank on 12 March 2013 in place of Mr. Jonathan Larsen who resigned from the same position on 11 December 2012. Roles and Responsibilities The primary responsibility of the Board of Directors is to provide effective governance in terms of the Bank's affairs for the benefit of all shareholders and also to balance the interests of different constituencies such as customers, employees, suppliers and the local community. Among other things, the Board also reviews and approves the Bank's strategic business plans annually, oversees the management of the business and monitors the Bank's actual performance against projections. The Board also ensures that the infrastructure, internal controls and risk management processes within the Bank remains robust and are implemented in a consistent and timely manner. In addition, the Board carries out various other functions and responsibilities as stipulated in the guidelines and directives issued by BNM from time to time. In relation to the requirements stated under the revised BNM/GP1, the Bank has submitted an application to BNM for deviation of Principle 10 (shareholders should be entirely independent of the management and that the CEO should derive authority only from the Board) and Principle 12 (regular communication to be held with shareholders). On 3 May 2006, BNM approved the Bank’s official request for the above-mentioned deviations. As the Bank falls under the global structure of Citi, the Board also ensures that the Bank adopts applicable Citi policies in relation to credit approval processes and operational manuals. As a means to ensure the Bank has a beneficial influence on the economy of the local community, the Directors have a continuous responsibility to provide banking services and facilities that are conducive to a well-balanced economic growth. Frequency and Conduct of Board Meetings and Attendance The Board of Directors meet at least six times a year in order to effectively discharge their duties as well as to comply with the revised BNM/GP1 guideline requirements. During Board meetings, the Directors are provided with an agenda, papers on the Bank's most recent financial performance, risk management reports, budgets, new business initiatives or product launches, Board committees meetings' minutes and updates on industry regulations or policy changes. The Board also receives business presentations on topical matters, subject to such requests. The Board meeting agenda and papers are distributed to all Directors prior to the scheduled meetings so as to grant them sufficient time to review all materials/issues that will be discussed during the actual meeting. This procedure goes a long way in ensuring that all Board meeting discussions as well as decisions made/taken, are meaningful and based on accurate facts and figures. Held Attended Mr. Terence Kent Cuddyre 7 7 Mr. Sanjeev Nanavati 7 7 Tan Sri Dato' Hj Omar B. Ibrahim 7 7 Dato‘ Siow Kim Lun 7 6 Ms. Agnes Liew Yun Chong 7 6 Dato’ Dr. Thillainathan a/l Ramasamy 2* 2 7 6 (appointed on 6 September 2012) Mr. Jonathan Christian Larsen (resigned on 11 December 2012) * Reflects the number of meetings held during the time the Director held office. Board Committees The Board of Directors established several 'Board Committees' to assist them in the overall management and supervision of the Bank's business operations. The committee members shall be appointed by the Board upon recommendation of the Nominating Committee. Each committee has its own written charter, clearly outlining the mission and responsibilities of the respective committee as well as well-defined terms of reference approved by the Board. Pursuant to the revised BNM / GP1 guideline, the Board is also required to establish the following additional committees besides the existing Audit Committee then: • Nominating Committee • Remuneration Committee Dato’ Dr. Thillainathan a/l Ramasamy 1* 1 Tan Sri Dato' Hj Omar B. Ibrahim 4 4 Dato‘ Siow Kim Lun 4 4 Mr. Terence Kent Cuddyre 4 4 (Chairman) (Appointed as Chairman/member of Audit Committee on 6 September 2012) * Reflects the number of meetings held during the time the Director held office. All the Audit Committee members are non-executive directors of the Bank. Terms of Reference The Board has approved the terms of reference for the Audit Committee. The main objective of the Audit Committee is to review the financial position of Citibank Berhad, its internal controls, performance and findings of the internal and external auditors as well as to recommend appropriate remedial action (if necessary). The Audit Committee's main responsibilities are as follows: a. Ensure that the financial accounts are prepared in a timely and accurate manner with frequent reviews on the adequacy of provisions for contingencies, and bad and doubtful debts. b. Review the balance sheet and profit and loss account for submission to the Board of Directors and ensure the prompt publication of annual accounts. c. Review the annual financial statements before submission to the Board, focusing on: 1. Compliance with accounting standards and other legal requirements 2. Changes in accounting policies and practices • Risk Management Committee 3. Significant issues and unusual events arising from the audit The Bank has since set up the Nominating Committee and Risk Management Committee. 4. Going concern assumption The Bank submitted an application to BNM for a waiver from establishing the Remuneration Committee. On 3 May 2006, BNM granted the Bank approval on the above application. Audit Committee Composition and Frequency of Meetings The Audit Committee was established in 1994. The attendance record for each Audit Committee member for the financial year ended 31 December 2012 is as shown follow: Statement of Corporate Governance Name of Director Attended 5. Major judgemental areas d. Conduct a complete review prior to publishing the annual report to ensure compliance with regulatory requirements. e. Review the effectiveness of internal controls, including the scope of the internal audit programme, its role, resources of the internal audit functions and ensure it has the necessary authority to carry out its work, internal audit findings as well as recommend action to be taken by management, whenever necessary. The reports of internal auditors and the Audit Committee should not be subject to the clearance of the Board of Directors. Annual Report 2012 Number of Board Meetings Held Citibank berhad The attendance record for each Board member for the financial year ended 31 December 2012 is as shown below: Number of Meetings Name of Audit Committee Member 015 The proceedings of all Board meetings are also taken down as official minutes and such minutes are later circulated for the Directors' perusal prior to confirmation during the following meetings. f. Evaluate appointment, performance and provide appraisal and feedback on the remuneration package offered to the chief internal auditor. g. Leverage on the Bank‘s performance management and talent inventory development process in overseeing the performance evaluation of the internal auditors. h. Review with the external auditors, the scope of their audit plan, internal accounting controls, audit reports, assistance given by the management and its staff to the auditors as well as their findings and recommended action(s) to be taken. Select and recommend external auditors for appointment by the Board annually. i. Discuss problems and reservations arising from the interim and final external audits, including any matters the external auditors may wish to deliberate (in the absence of management, where necessary). Statement of Corporate Governance j. Review external auditor‘s letter to management and the latter‘s response to the same. k. Review related party transactions and identify any potential conflict of interest situation(s) that may arise within the Bank including any transactions, procedure or course of conduct which questions the integrity of the management. l. Review resignation letters from the external auditors of Citibank Berhad. m. Select external auditors to be appointed by the Board, unless otherwise advised (such as not suitable for re-appointment supported by valid justifications / grounds). n. Review any external expert‘s terms and scope of engagement, working arrangement with the internal auditors and reporting requirements to ensure these are clearly established. o. Leverage on the oversight provided by Regional Compliance Control or engage any external party to perform assessment on the continuing effectiveness of the internal audit function. Nominating Committee 016 Citibank berhad Annual Report 2012 Composition and Frequency of Meetings The Nominating Committee was established in 2006. The attendance record for each Nominating Committee member for the financial year ended 31 December 2012 is as shown below: Number of Meetings Name of Nominating Committee Member Tan Sri Dato‘Hj Omar B. Ibrahim Held Attended 3 3 (Chairman) Mr. Sanjeev Nanavati 3 3 Dato‘ Siow Kim Lun 3 2 The constitution of the Nominating Committee comprises four non-executive directors and one executive director. Terms of Reference The Board has approved the terms of reference for the Nominating Committee. The main objective of the Nominating Committee is to provide a formal and transparent procedure for the appointment of directors as well as assessing the effectiveness of individual directors, the Board as a whole and also the performance of the CEO along with other key senior management staff. The Nominating Committee‘s main responsibilities are as follows: a. Review and assess the adequacy of the Bank‘s Code of Conduct and other internal policies and guidelines and monitor that the principles described therein are being incorporated into the Bank‘s culture and business practices. b. Establish minimum requirements for the Board, i.e. required mix of skills, experience, qualification and other core competencies required of a director. The Committee is also responsible for establishing minimum requirements for the CEO. The requirements and criteria should be approved by the full Board. c. Review the appropriateness of the size of the Board relative to its various responsibilities. Review the overall composition of the Board, taking into consideration factors such as business experience and specific areas of expertise of each Board member and make recommendations to the Board as necessary. d. Review and assess that the directors do not have any directorship(s) which could potentially result in conflict of interest(s). e. Recommend to the Board the number of committees required, identify their respective responsibilities, propose a suitable Chairperson as well as suggest ordinary members for the different committees. This includes advising the Board on committee member appointments and removal of such members from the relevant committees or from the Board, rotation of the committee members and Chairperson as well as proposals on individual committee structures and operations. f. Assist the Board in developing criteria to identify and select qualified individuals who may be nominated for election to the Board, which shall reflect, at a minimum, all applicable laws, rules and governing regulations. This includes assessing directors for re-appointment before an application for approval is submitted to BNM. The actual decision as to who shall be nominated should be the responsibility of the full Board. Ms. Agnes Liew Yun Chong 3 3 Dato‘ Dr. Thillainathan a/l Ramasamy 2* 2 g. Recommend to the Board qualified individuals to become members of the Board. 2* 1 h. Review and recommend periodically to the Board, the compensation structure for non-executive directors. (appointed as Nominating Committee member on 6 September 2012) Mr. Jonathan Christian Larsen (resigned as Nominating Committee member on 7 December 2012) * Reflects the number of meetings held during the time the Director held office. i. Recommend to the Board the removal of a director / CEO from the Board / Management, if the director / CEO is ineffective, errant and negligent in discharging his responsibilities. All the Risk Management Committee members are non-executive directors of the Bank. j. Assess annually the effectiveness of the Board as a whole in meeting its responsibilities and the contribution of each director to the effectiveness of the Board, contribution of the Board‘s various committees and the performance of the CEO. The Board has approved the terms of reference for the Risk Management Committee. o. Conduct an annual review of the Committee‘s performance and report the results to the Board periodically, assess the adequacy of its charter and recommend changes to the Board as needed. p. Report regularly to the Board on the Committee‘s activities. q. Perform any other duties and responsibilities expressly delegated to the Committee by the Board from time to time. Risk Management Committee Composition and Frequency of Meetings The Risk Management Committee was established in 2006. The attendance record for each Risk Management Committee member for the financial year ended 31 December 2012 is as shown below: Number of Meetings Name of Risk Management Committee Member Held Attended 4 4 Tan Sri Dato‘Hj Omar B. Ibrahim 4 4 Ms. Agnes Liew Yun Chong 4 3 Mr. Terence Kent Cuddyre 4 4 Dato‘ Dr. Thillainathan a/l Ramasamy 1* 1 Dato‘ Siow Kim Lun (Chairman) (appointed as Risk Management Committee member on 6 September 2012) * Reflects the number of meetings held during the time the Director held office b. Discuss with Management the Bank‘s major credit, market, liquidity and operational risk exposures and steps that the Management has taken to monitor and control such exposures, including the Bank‘s risk assessment and risk management policies. c. Assess the adequacy of risk management policies and framework in identifying, measuring, monitoring and controlling risks and the extent to which these are operating effectively. d. Ensure appropriate infrastructure, resources and systems are in place for actual risk management implementation, i.e. ensure staff responsible for implementing the risk management system perform their duties independently of the Bank‘s risk taking activities. e. Periodically review management reports on risk exposure, risk portfolio, composition and other risk management activities. f. Review periodically with management, including independent Risk Officer, Head of Compliance and Legal Counsel, any correspondence(s) with or action by, regulators or governmental agencies, any material legal affairs of the Bank and the Bank‘s compliance with applicable laws and regulations. g. Report regularly to the Board on the Committee‘s activities. h. Review annually and report to the Board on its own performance. i. Review and assess the adequacy of its charter annually and recommend any proposed changes to the Board for approval. Statement of Corporate Governance n. Plan and ensure all directors receive appropriate and continuous training program in order to keep abreast with the latest developments in the industry. a. Ratify the adoption of Citi risk management strategies, policies, and risk tolerance; and recommend the same for the Board‘s approval. Annual Report 2012 m. Assess annually to ensure the directors and key senior management staff are not disqualified under section 56 of the Banking and Financial Institution Act 1989 (BAFIA). The Risk Management Committee‘s main responsibilities are as follows: Citibank berhad l. Leveraging on the Bank‘s Performance Management and Talent Inventory development process in overseeing the appointment, management succession planning and performance evaluation of key senior management staff, except that (as recommended by Bank Negara Malaysia) the Committee shall play an active role in reviewing and recommending the nominees for the position of Chief Executive Officer, Chief Financial Officer and Chief Risk Officer. The main objective of the Risk Management Committee is to oversee the senior management‘s activities in managing credit, market, liquidity, operational, legal and other risk(s) while ensuring proper risk management process is properly in place and functioning well. 017 k. Report annually to the Board with an assessment of the Board‘s performance and such assessment is conducted based on an objective performance criteria. Such performance criteria to be approved by the full Board. Terms of Reference 018 Citibank berhad Annual Report 2012 Risk Management Please refer to Pillar 3 disclosure All internal control systems no matter how well designed and implemented have inherent limitations. The Bank has an internal policy prohibiting retaliatory actions against any individual for raising legitimate concerns or questions regarding ethical matters, or for reporting suspected violations. In view of the limitations, therefore, even the best of systems determined to be effective can only provide a reasonable assurance in relation to the preparation and presentation of financial statements. A comprehensive system of controls is maintained to ensure that all transactions are executed in accordance with the management's authorization, assets are safeguarded and that the financial records are reliable. The management also takes relevant steps to see that information and communication flows are effective and monitor the performance of internal control procedures. Citibank Berhad's risk management policies, procedures and practices set out the foundation to the risk architecture governing its business activities. The management conducts business monitoring initiatives and periodic self-assessment in accordance with the Manager‘s Control Assessment / Operational Risk policy for all applicable businesses. Control system weaknesses resulting in corrective actions will be documented and escalated to the management for tracking purposes. Citibank Berhad's Internal Audit reports to the Audit Committee. It performs regular reviews of the business processes to assess the effectiveness of the control environment and highlights significant risks affecting the company. The scope of the audit activities are reviewed and endorsed by the Audit Committee while audits are carried out on a risk -based approach, to provide an independent and objective report on operational and management activities. The Audit Committee regularly reviews and deliberates with management on the actions taken on internal control issues identified in reports prepared by Internal Audit, the external auditors, regulatory authorities and the management themselves. The management of Citibank Berhad has also set up a Country Coordinating Committee, Business Risk Compliance and Control Committee, Legal Vehicle Committee, Asset and Liability Committee, Country Legal and Compliance Committee and Management Committee as part of its monitoring function to ensure effective management and supervision of the areas under the respective Committee's purview. Annual Report 2012 Ethics hotlines are made available to employees who wish to voice concerns about suspected violations of law or industry regulation as well as actions that may fail to live up to the Bank's high standards of ethical conduct. Citibank berhad The Bank's internal control system is designed to provide reasonable assurance to the company's management and Board of Directors regarding the preparation and fair presentation of published financial statements in accordance with the provisions under the Companies Act 1965 and other applicable approved standards in Malaysia. Statement of Internal Audit and Internal Control Citibank Berhad has also adopted the Citi Code of Conduct which expresses the values that each employee is expected to appreciate and apply in their respective working life. 019 Citibank Berhad's Board of Directors is responsible to establish and maintain adequate internal control over financial reporting standards and related issues. The pre-set agenda, management reports and other ad-hoc proposals or applications are circulated to the Directors prior to the actual Board meetings. This enables the Board of Directors to assess the overall performance of the Bank and make sound management decisions. Management reports presented to the Board include, among others, the following: â– Economic Updates â– Business Plans â– Year to date Financial Performance Report â– Financial performance by major business segments â– Quarterly Performance Scorecard â– Comparative analysis of banks â– Semi-annual BNM Stress Tests Results â– Credit Risk Management Report â– Liquidity & Market Risk Management Reports 020 Citibank berhad Annual Report 2012 Management Reports â– Quarterly Derivative Outstanding Report â– Minutes of Audit Committee meetings â– Minutes of Risk Management Committee meetings â– Minutes of Nominating Committee meetings â– Minutes of Shariah Committee meetings Citibank Berhad's Shariah Committee is responsible for the provision of Shariah oversight in relation to Citibank Berhad‘s Islamic Banking business operations. The duties and responsibilities of the Shariah Committee are governed by the Shariah Governance Framework for Islamic Financial Institution as issued by the Bank Negara Malaysia (BNM). For the year 2012, the Shariah Committee met 10 times. Additionally, individual Shariah Committee members participated in various business discussions where Shariah advice was required prior to submission to the full Shariah Committee. Citibank Berhad‘s Islamic Banking business operations were subjected to a full Shariah audit conducted jointly by Citibank Berhad‘s Internal Audit together with Citi‘s Global Islamic Control unit. The Shariah Committee reviewed the findings of the Shariah audit and was satisfied with the report and its findings. Citibank Berhad‘s Shariah Committee effective from 1 June 2012 included the following distinguished members: â– Professor Dr. Norhashimah Mohd Yasin Dr. Norhashimah Mohd Yasin is a Professor of Comparative Banking Law at the Civil Law department, Ahmad Ibrahim Kulliyah of Law, International Islamic University of Malaysia. She regularly lectures, researches and presents papers at local and international seminars and conferences on the areas of Islamic banking, Islamic insurance (Takaful), money laundering and terrorism financing. She has published articles in national and international journals. Her articles on Islamic Banking have also appeared in a book edited by Dato‘ Syed Idid called Judicial Decisions Affecting Bankers and Financiers (published by the Malayan Law Journal). She is the author of two books, Legal Aspects of Money Laundering from the Common Law Perspective (published in 2007 by LexisNexis) and Islamisation / Malaynisation: The Role of Islamic Law in the Economic Development of Malaysia (published in 1996 by A.S. Noordeen). She is a contributing editor of the Annotated Statute on Anti-Money Laundering and Anti-Terrorism Financing Act 2001 and the Takaful Act 1984. â– Professor Dr. Abdul Ghafar Ismail / Chairman His papers have been presented in many international and local conferences including the International Seminar on Islamic Economics and Finance, IRTI International Conference and Malaysia Finance Association Conference. Professor Dr. Abdul Ghafar Ismail’s research interests include the learning process and growth theory, inter-temporal allocation of resources, learning economics from Al-Quran and Al-Hadith, capital adequacy standard for Islamic Banks, and the workings of monetary policy in a dual banking system. He holds a PhD from the University of Southampton, England. Dr. Shofian bin Ahmad is currently an Associate Professor with the Shariah Department at Universiti Kebangsaan Malaysia (UKM) where he specialises in Islamic transactions (Muamalat) and the Islamic economy. He is the Head of the Department of Shariah at the Faculty of Islamic Studies and has served in various administrative positions at the faculty since 1 994. He supervises Ph.D. and Masters candidates at UKM and conducts doctoral and Masters level thesis assessments. He is also actively involved in research and is a Research Fellow at UKM‘s Institut Kajian Rantau Asia Barat. He is also extensively involved in publications as an article assessor for several academic journals. Associate Professor Dr. Shofian holds a PhD in Shariah and Law from the University of Malaya, Kuala Lumpur. â– Mat Noor Mat Zain Mat Noor Mat Zain is a member of the Citibank Berhad’s Shariah Committee where he has contributed his specialist knowledge of Fiqh Muamalah, Islamic contract law and Islamic family law and extensive research experience in the area of Islamic finance since May 20 1 1. He is also a consultant for the Pakarunding initiative at Shariah Committee â– Associate Professor Dr. Shofian bin Ahmad Annual Report 2012 His work has been extensively published in several referred journals, among others, Review of Islamic Economics, Journal of Islamic Economics, Banking and Finance, Humanomics, International Journal of Islamic and Middle Eastern Finance and Management, Journal of Financial Services Marketing, International Research Journal of Finance and Economics and Qualitative Research in Financial Markets. His most recent book is Money, Islamic Banks and Real Economy, published by Cengage Learning. Professor Dr. Norhashimah holds a PhD in Law from the University of Warwick, England, and is a qualified Advocate and Solicitor of the High Court of Malaysia. She is also a certified legal translator. Citibank berhad A lecturer since 1987, he has vast experience in teaching Islamic economics courses such as Islamic banking; risk management in Islamic banking; financial economics; advanced macroeconomics; money, Zakat and real economy; money and capital market in Islam; Islamic economic system; Islamic economic analysis; and deposits and the financing operations of Islamic banking institutions. She is a member of the Advocates and Solicitors Disciplinary Board and also sits on the Board of Trustees for Yayasan Asnita, a Non Governmental Organisation. She also conducts training for Bank Negara Malaysia, Labuan Financial Services Authority, commercial banks, developing financial institutions, insurance companies and legal firms in Malaysia and Brunei Darussalam. 021 Dr. Abdul Ghafar Ismail has been a Professor in the Banking and Finance faculty of Universiti Kebangsaan Malaysia (UKM) since 2003. He is currently Head of the Research Centre for Islamic Economics and Finance and AmBank Group Resident Fellow for Perdana Leadership Foundation. Universiti Kebangsaan Malaysia (UKM) and an expert consultant for the Malaysian Government’s JAWHAR programmes related to the provision of Fidyah and Kafarah manuals. He has presented numerous papers related to Islamic banking and finance at both domestic and international levels and has been appointed consulting editor for The Journal Of Muamalat And Islamic Finance Research published by the Islamic Science University of Malaysia. In addition to his consulting and editorial work, he is a lecturer at the Department of Shariah at UKM’s Faculty of Islamic Studies. He teaches several courses related to Muamalah and Islamic jurisprudence including “Fiqh Muamalat”, “Islamic Finance”, and “The Principles of Islamic Jurisprudence”. He has a Bachelor’s degree in Shariah Studies from the Islamic University of Medina, Saudi Arabia as well as a Masters in Islamic Studies (specializing in Muamalat) from the Faculty of Islamic Studies at UKM. He is currently pursuing his studies in the field of Islamic Contracts and is researching topics including Instruments of Islamic Hedging and Terms and Conditions in Standard Form Contracts. 022 Citibank berhad Annual Report 2012 Shariah Committee â– Nik Abdul Rahim bin Nik Abdul Ghani Nik Abdul Rahim Nik Abdul Ghani is a lecturer and former tutor at Universiti Kebangsaan Malaysia (UKM)‘s Department of Shariah at the Faculty of Islamic Studies. He is an expert consultant and speaker for the UKM‘s Centre for Islam and UKM‘s Islamic law-related training programmes. He is also a member of the committee of Klinik Hukum Syarak and Guaman Syarie, Department of Shariah. He is a member of the Research Center for Islamic Economics and Finance and has written in-depth research papers and articles on Shariah issues arising in Islamic Banking and finance. He is a published author featured in national and international journals, seminar proceedings and books. His most recent article, Maslahah as a Source of Islamic Transactions (Muamalat) has been recently published in UKM‘s Journal of Islamiyyat. He has written books on Islamic teaching and motivation and is a regular columnist for the popular magazine SOLUSI by Telaga Biru for which he writes the “Maqasid Syariah” (Objectives of Islamic Law) column. Apart from teaching, research and writing, he is actively involved in religious and academic activities, especially those related to economics and Islamic law. He participates in seminars and discussions conducted by Government agencies and Non Governmental Organisations (NGOs), gives religious speeches in the state of Selangor and appears on religious television programmes on RTM, Media Prima and ASTRO. He is also a regular speaker for “Renungan”, a religious programme that airs on THR Gegar radio. Fluent in Arabic, Nik Abdul Rahim bin Nik Abdul Ghani holds a Masters Degree in Shariah from UKM and a B.A (Hons) in Shariah from the Islamic University of Medina, Saudi Arabia. He is currently a doctoral candidate in the field of Islamic Finance at the International Centre for Education in Islamic Finance (INCEIF). RAM Rating Services Berhad (RAM) has, on 21 January 2013, reaffirmed Citibank Berhad‘s respective long and short term financial institution ratings of AAA and P1 with an outlook on the long term ratings remaining stable. Citibank Berhad‘s ratings are premised on its entrenched market position in the consumer banking arena, strong funding and liquidity profile, sturdy profitability, and healthy capitalization. A financial institution rated P1 has a strong capacity to meet its short-term financial obligations. This is the highest short-term FIR assigned by RAM Ratings. Annual Report 2012 P1 Citibank berhad A financial institution rated AAA has a superior capacity to meet its financial obligations. This is the highest long-term FIR assigned by RAM Ratings. 023 AAA Ratings Statement Bank Rating Symbols and Definitions: Contact Centre Association of Malaysia Corporate Awards Best People Contact Center - Gold Award Best In-House Inbound Contact Center (above 100 seats) – Silver Award Best Technology & Innovation Contact Center – Silver Award Individual Award Best Contact Center Professional (Aria Putera Kamal) – Gold Award X-Factor Challenge Award CitiPhone Dancing Group (Kejora Mustika) – Silver Award Asiamoney Cash Management Poll Citibank berhad Annual Report 2012 Awards and Accolades 2012 1 Foreign Cash Management Bank for Large and Medium-size Corporates 1 Cross Border Cash Management Services for Large and Medium-size Corporates 1 Domestic Cash Management Services for Large and Medium-size Corporates Global Finance Best Internet Bank Best Corporate/Institutional Internet Bank Trade Finance Awards for Excellence Best International Trade Bank CIMB Principal Top AUM Builder for Fixed Income Visa Malaysia Bank Awards Largest Payment Volume for the year – Visa Consumer Credit Largest Payment Volume for the year – Visa Premium Largest Payment Volume for the year – Visa Platinum Highest Payment Volume Growth for the year – Visa Signature Reader’s Digest Trusted Brand 024 Finance category (banking products and services) The Community We Work and Live In At Citi, the concept of corporate citizenship is a unifying theme that is at the core of our operations and the way we do business. In 2012, we continued our tradition of responsible citizenship by leveraging our local presence in virtually all corners of the world, along with the expertise and commitment of our people. The ‘Stretching Your Ringgit’ financial education series targeted young workers through financial education workshops and a major radio infomercial campaign. We organised 20 financial education workshops aimed at 800 young workers, aged between 18 and 35, in 10 states in Peninsular Malaysia, from October 2012 until January We also partnered with Astro to air a total of 168 radio infomercials on Hitz.fm, Era FM and My FM in October 2012. The three stations offered a reach of 1.5 million listeners and costs US$121,500.00 The topics aired included ‘Making Your Financial Plan’; ‘Keeping Credit in Check’; ‘Managing Your Debt’; and ‘Spend Within Your Means’. The radio infomercials were part of our continuing effort to increase awareness and to further encourage the practice of financial management amongst the low to middle income groups. Citibank also built richer content in the ERA Consumer‘s microsite to increase knowledge and online accessibility so readers can obtain financial related information as an empowerment tool. We have collaborated with ERA Consumer for four years to spread the message of financial responsibility to Malaysians. Annual Report 2012 In the ‘My First Ringgit’ workshops, children learnt to manage personal finances, make calculated choices and act responsibly through a fun and informative game kit available in English and Bahasa Malaysia. The game kit touched on the topics of various uses of money, the value of each note and coin, understanding the differences between needs and wants and the importance of saving and sharing with those in need. 2013. The workshops were tailored to train and educate young workers on efficient and prudent financial planning and financial management. Based more on interactive learning through exercises and activities, the training covered areas such as Goal Setting, Analysing One‘s Financial Self-Worth; Budgeting, Managing Debt and Mindful Consumption. Citibank berhad Citibank and ERA Consumer Malaysia kicked off with the second year of Citibank‘s customised financial education programme ‘My First Ringgit’, aimed at educating and instilling good financial habits among young children. A component of Citibank‘s ‘Stretching Your Ringgit’, ‘My First Ringgit’ reached out to 800 kindergarten children between the ages of four and six in both urban and rural areas in Malaysia. 025 Last year, Citibank and ERA Consumer Malaysia (Education & Research Association for Consumers) collaborated to implement four financial education programmes. Corporate Citizenship at Citi In Malaysia, Citibank‘s corporate citizenship initiatives focuses largely on supporting programmes that help people take control of their finances by improving their financial behaviours and making informed decisions about financial products and services. Citibank also launched the inaugural CITI-UPM Financial Empowerment programme for mature women, who earned less than US$1,000 and lived in towns, suburbs and surrounding areas within the Klang Valley. The programme was adapted from the Citi-Tsao Financial Education Programme for Mature Women in Singapore to the Malaysian context. In 2012, the Citi Foundation grant was initially used to conduct needs assessment for 800 women, organise focus group discussions among 80 women, adapt the existing financial education curriculum for mature women; build UPM staff capacity; raise public awareness on the importance of financial education for women aged 40 and above; plan and develop a strategy, formulate a proposal to identify a pool of trainers and conduct training for trainers. By 2013, UPM should be able to fully implement the curriculum for 800 women to help them become financially independent and empowered in their old age. The programme should also be able to achieve a 100% increase in the number of women who could develop a retirement plan and demonstrate positive financial behaviours to achieve their financial goals. 026 Citibank berhad Annual Report 2012 Corporate Citizenship at Citi Another of our meaningful financial education initiatives was our collaboration with Habitat For Humanity (HFH) that involved equipping 50 low income families in the Klang Valley with practical financial knowledge to improve their shelter or homes. Citi Foundation granted funds to build HFH‘s capacity to develop and deliver a financial education curriculum, using a dialogue based adult education methodology, to beneficiaries in partner communities. A two-day programme was conducted for 30 indigenous families in Sg. Pelek, and 20 families from areas in Rawang and Selayang. Three volunteers from the Citi Management Associates (MA) programme attended and assisted trainers during the programme. Last year, Citi Global Community Day had an added significance as it coincided with Citi‘s 200th anniversary. We marked this milestone honouring two centuries of our history by contributing and working together to strengthen the communities in which we live and work. Corporate Citizenship at Citi Global Community Day In Malaysia, we chose the theme ‘Soup Kitchen for the Homeless‘ for our Global Community Day, which spanned over two weeks from 4th June to 15th June. We recognised that while Citibank provided financial services and helped companies build their businesses for over 50 years in Malaysia, there are those among us who still faced challenges with life‘s essentials that we take for granted. The soup kitchen project was our way to make a meaningful difference in our local community. In JB and Penang, over 400 Employees worked with NGO partner KAWAN and Kechara Soup Kitchen to feed the homeless while 30 employees from our Kuantan branch participated in cleaning up Sg Lembing‘s Panorama Hill. Citibank berhad Citibank volunteers also treated 100 children from Persatuan Kebajikan Berkat Johor Bahru, Amitabha Centre and Pusat Kebajikan Kalvari Johor to a day of fun and laughter at the Johor Bahru Zoo. The children, aged five and above, enjoyed a tour of the zoo which included a mini animal hunt as well as drawing and colouring activities. The children and volunteers also talked about their experiences and what they had learnt throughout the day in an impromptu sharing session. 027 In the Klang Valley, our 3,800 strong employees participated in this effort with NGO partner Pertiwi Soup Kitchen and Kechara Soup Kitchen. In total, our volunteers managed to feed over 7,000 homeless citizens, making it the largest global community day in Malaysia. Citibank volunteers also helped distribute food and drinks and dispensed first aid to the disadvantaged in Chow Kit, Kotaraya and Jalan Imbi. Annual Report 2012 Nearly 100,000 Citi volunteers, the largest number of participants ever, gathered in the days leading up to and including Global Community Day to participate in 1,300 service projects in 92 countries worldwide that benefitted local communities. Citi Global Community Day once again offered an annual opportunity for Citibank employees, family and friends around the world to gather as one to demonstrate a shared commitment to our respective communities. Valuing Our People Annual Report 2012 Citibank berhad 028 In Citi, we believe that talent grows talent. Our people philosophy focuses on providing the best learning & development platforms ranging from talent & development programs, mentoring, on-the-job learning to career pathing initiatives, supported by key processes and policies – all in a conducive and nurturing work environment. With a flexible work culture, the geographical reach and the richness of diversity of our businesses, we have the ability to provide each Citibanker with the opportunity to have a career of a lifetime. In 2012, we continue our efforts in the talent space. Our Management Associate (MA) and Graduate Executive (GE) Programmes attracted the best talent in the market - we hired a total of 10 Management Associates and 19 Graduate Executives in 2012, giving us a total of 29 MAs and 51 GEs whom we have hired since 2010 as part of our strategy to build future leadership. Our Leadership Enhancement & Accelerated Development (L.E.A.D) programme, currently in its fourth year, continues to be focused and relevant for the top 2% of our best employees. For the 2012/2013 launch, there was great response to the two customised programs especially for the L.E.A.D pool by renowned gurus in their own field - Rajeev Peshwaria of the International Centre for Leadership in Finance (ICLIF) and Dr. Fons Trompenaars, author of ‘Riding the Waves of Culture’. Leveraging our global presence in 160 countries and the diversity of our businesses, Citi is second to none in our ability to provide in-country, regional and global mobility opportunities. This is evidenced by the 110 internal transfers, including our export of talent to China, Japan and London, and our import of talent from other Citi companies including India, Philippines and Latin America. From a learning & development viewpoint, our consistent approach to training and development across the company ensures that we have a unified culture and a set of standards that transcend business, product and regional lines. In 2012, Citibank rolled out 1 1 1 classroom programmes totalling 34,792 training hours for 2,014 Citibankers. Separately under the e-learning platform, a total of 1,407 Citibankers participated in virtual trainings / webinars of various topics. A key component to ensure that we are able to keep Citibankers engaged and motivated is to provide a conducive and nurturing work environment, with focus on mental and physical health. Under the Citi Live Well platform, the Employee Assistance Programme (EAP) was launched in November aimed at providing support services such as counselling, wellness talks and on-site consultations to all Citibankers. The counselling sessions, which are strictly confidential, can be conducted via face-to-face, Skype and / or email or a 24-hours hotline. In addition to that, Citi Live Well organised 14 talks with topics covering key health tips, office ergonomics, types of food and exercises throughout the year with employee attendance totalling more than 870. The Voice of Employee (VOE) platform continues to enable us to have fun and develop team-building activities to build camaderie and strengthen the professional relationship that we have with each other. VOE champions from each business unit developed and implemented various initiatives, ranging from movie days to team building outings. We were also able to garner feedback from Citibankers on the improvements that we can make as an organisation through 47 sessions of focus group discussions that was conducted for various business units. There will always be continued focus on building the talent pipeline, developing and implementing relevant programs, initiatives, policies and processes to ensure we provide the best that we can for our employees. Financial Statement Contents Directors’ Report 30 Statement by Directors 33 Statutory Declaration 34 Shariah Committee‘s Report 35 Independent Auditors’ Report 36 Statements of Financial Position 37 Statements of Comprehensive Income 38 Statements of Changes in Equity 39 Statements of Cash Flows 40 Notes to the Financial Statements 42 The Directors have pleasure in submitting their report and the audited financial statements of the Group and the Bank for the year ended 31 December 2012 . Principal activities The Bank is principally engaged in banking and related financial services that also include Islamic Banking business whilst the principal activities of the subsidiaries are stated in Note 12 to the financial statements. There has been no significant change in the nature of these activities during the financial year. Results Group and Bank Citibank berhad Annual Report 2012 Directros’ Report for the year ended 31 December 20 12 RM’000 Profit before taxation Taxation Profit after taxation 789,577 (210,970) At the date of this report, the Directors are not aware of any circumstances which would render the values attributed to the current assets in the financial statements of the Group and the Bank misleading. Valuation methods At the date of this report, the Directors are not aware of any circumstances which have arisen which would render adherence to the existing methods of valuation of assets or liabilities in the financial statements of the Group and the Bank misleading or inappropriate. Contingent and other liabilities At the date of this report, there does not exist: (a) any charge on the assets of the Group or the Bank which has arisen since the end of the financial year and which secures the liabilities of any other person, or (b) any contingent liabilities in respect of the Group or of the Bank that has arisen since the end of the financial year other than in the ordinary course of business. 578,607 Reserves and provisions There were no material transfers to or from reserves and provisions during the year under review except as disclosed in the financial statements. Dividends Since the end of the previous financial year, the Bank paid a final ordinary dividend of 329 sen per ordinary share less tax at 25% totaling RM300 million (247 sen net per ordinary share) in respect of the year ended 31 December 2011 on 13 June 2012. No contingent or other liability of the Group and the Bank have become enforceable, or is likely to become enforceable within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or may substantially affect the ability of the Group and the Bank to meet their obligations as and when they fall due. Change of circumstances The final ordinary dividend recommended by the Directors in respect of the year ended 31 December 2012 is 548 sen per ordinary share less tax at 25% totaling RM500 million (411 sen net per ordinary share). At the date of this report, the Directors are not aware of any circumstances, not otherwise dealt with in this report or the financial statements of the Group and the Bank, that would render any amount stated in the financial statements misleading. Bad and doubtful debts and financing Items of an unusual nature Before the financial statements of the Group and the Bank were made out, the Directors took reasonable steps to ascertain that actions had been taken in relation to the writing off of bad debts and financing and the making of provisions for impaired loans and financing, and satisfied themselves that all known bad debts and financing had been written off and adequate provisions made for impaired loans, advances and financing. At the date of this report, the Directors are not aware of any circumstances, which would render the amount written off for bad debts and financing, or the amount of the provision for impaired loans, advances and financing, in the financial statements of the Group and the Bank inadequate to any substantial extent. Current assets 030 records of the Group and the Bank, have been written down to an amount which they might be expected to realise. Before the financial statements of the Group and the Bank were made out, the Directors took reasonable steps to ascertain that the value of any current assets, other than debts and financing, which were unlikely to be realised in the ordinary course of business, as shown in the accounting The results of the operations of the Group and the Bank for the financial year were not, in the opinion of the Directors, substantially affected by any item, transaction or event of a material and unusual nature. There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a material and unusual nature likely, in the opinion of the Directors, to affect substantially the results of the operations of the Group and the Bank for the current financial year in which this report is made. Compliance with Bank Negara Malaysia’s expectations on financial reporting In the preparation of the financial statements, the Directors have taken reasonable steps to ensure that Bank Negara Malaysia’s expectations on financial reporting have been complied with, including those as set out in the Guidelines on Financial Reporting for Financial Institutions and the Guidelines on Classification and Impairment Provisions for Loans/Financing. Directors of the Bank Directors who served since the date of the last report are: • • • • • • • • Sanjeev Nanavati Tan Sri Dato’ Hj. Omar Bin Ibrahim Dato’ Siow Kim Lun @ Siow Kim Lin Agnes Liew Yun Chong Terence Kent Cuddyre Dato’ Dr Thillainathan A/L Ramasamy (appointed on 6 September 2012) Anil Wadhwani (appointed on 22 February 2013) Jonathan Christian Larsen (resigned on 11 December 2012) Directors’ interests in shares 1,773 3,937 330 87 23,998 900 14,049 2,199 Number of ordinary shares of USD1 each At At 1.1.2012 Granted Vested 31.12.2012 Capital Accumulation Program/ Supplementary CAP/SEA in Citigroup Inc. Sanjeev Nanavati Agnes Liew Yun Chong Terence Kent Cuddyre 2,787 13,941 1,086 10,479 8,817 1,244 2,401 3,937 330 10,865 18,821 2,000 Number of options over ordinary shares of USD1 each At 1.1.2012 Granted Forfeited At 31.12.2012 6,727 3,879 2,281 - 429 279 1,465 6,298 3,600 816 Stock Option Plan in Citigroup Inc. Sanjeev Nanavati Agnes Liew Yun Chong Terence Kent Cuddyre 003 None of the other Directors holding office at 31 December 2012 had any interest in the ordinary shares and options over shares of the Bank and of its related corporations during the financial year. Annual Report 2012 22,225 900 10,112 1,956 Citibank berhad Shares in Citigroup Inc. Direct interests Sanjeev Nanavati Dato’ Siow Kim Lun @ Siow Kim Lin Agnes Liew Yun Chong Terence Kent Cuddyre 031 Number of ordinary shares of USD1 each At At 1 .1 . 20 1 2 Bought Sold 31 .1 2 . 20 12 Directros’ Report for the year ended 31 December 20 12 The interests in the ordinary shares and options over shares of the Bank and of its related corporations of those who were Directors at year end as recorded in the Register of Directors’ Shareholdings are as follows: Directors’ benefits Since the end of the previous financial year, no Director of the Bank has received nor become entitled to receive any benefit (other than a benefit included in the aggregate amount of emoluments received or due and receivable by Directors as shown in the financial statements or the fixed salary of a full time employee of the Bank) by reason of a contract made by the Bank or a related company with the Director or with a firm of which the Director is a member, or with a company in which the Director has a substantial financial interest. There were no arrangements during and at the end of the financial year which had the object of enabling Directors of the Bank to acquire benefits by means of the acquisition of shares in or debentures of the Bank or any other body corporate apart from the Directors above who were granted options to subscribe for shares in the ultimate holding company under various stock incentive and purchase schemes where the price and terms are as determined by the said schemes. Issue of shares and debentures There were no changes in the issued and paid-up capital of the Bank during the financial year. Directros’ Report for the year ended 31 December 20 12 There were no debentures issued during the financial year. Options granted over unissued shares No options were granted to any person to take up unissued shares of the Bank during the financial year. Auditors The auditors, Messrs KPMG, have indicated their willingness to accept re-appointment. Signed on behalf of the Board of Directors in accordance with a resolution of the Directors: Sanjeev Nanavati 032 Citibank berhad Annual Report 2012 Dato‘ Dr. Thillainathan A/L Ramasamy Kuala Lumpur Date: 4 March 2013 In the opinion of the Directors, the financial statements set out on pages 37 to 154 are drawn up in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia so as to give a true and fair view of the financial position of the Group and the Bank as of 31 December 2012 and of their financial performance and cash flows for the year then ended. Annual Report 2012 Kuala Lumpur Date: 4 March 2013 Citibank berhad Dato‘ Dr. Thillainathan A/L Ramasamy 033 Sanjeev Nanavati Statement By Directors pursuant to Section 169 ( 15 ) of the Companies Act, 1965 Signed on behalf of the Board of Directors in accordance with a resolution of the Directors: I, Tang Wan Chee, the officer primarily responsible for the financial management of Citibank Berhad, do solemnly and sincerely declare that the financial statements set out on pages 37 to 154 are, to the best of my knowledge and belief, correct and I make this solemn declaration conscientiously believing the same to be true, and by virtue of the provisions of the Statutory Declarations Act, 1960. 034 Citibank berhad Annual Report 2012 Declaration Pursuant to Section 1 69 ( 1 6 ) of the Companies Act, 1965 Subscribed and solemnly declared by the above named in Kuala Lumpur on 4 March 2013. Tang Wan Chee Before me: Commissioner for Oaths We, Dr. Abdul Ghafar bin Ismail, Dr. Norhashimah Yasin, Dr. Shofian Ahmad, Mat Noor Mat Zain and Nik Abdul Rahim Nik Abdul Ghani being the members of Citibank Berhad Shariah Committee hereby confirm that we have reviewed the principles and the contracts relating to the transactions and applications introduced by Citibank Berhad’s Islamic Banking Division during the financial year ended 31 December 2012. In our opinion: 1. the contracts, transactions and dealings entered into by the Citibank Berhad’s Islamic Banking Division during the year ended 31 December 2012 that we have reviewed are in compliance with the Shariah principles; and 2. the allocation of profit and charging of losses relating to investment accounts conform to the basis that had been approved by us in accordance with Shariah principles. We, the members of Citibank Berhad Shariah Committee, do hereby confirm that the operations of the Citibank Berhad’s Islamic Banking Division for the year ended 31 December 2012 have been conducted in conformity with the Shariah principles. We beg Allah the Almighty to grant us success and lead us on the right path. Wassalamu Alaikum Wa Rahmatullahi Wa Barakatuh. Professor Dr. Abdul Ghafar Ismail Chairman of the Shariah Committee Professor Dr. Norhashimah Yasin Member of the Shariah Committee Assoc. Prof. Dr. Shofian Ahmad Member of the Shariah Committee Mat Noor Mat Zain Member of the Shariah Committee Nik Abdul Rahim Nik Abdul Ghani Member of the Shariah Committee Kuala Lumpur Date: 4 March 2013 Annual Report 2012 We planned and performed our review so as to obtain all the information and explanations which we considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the Citibank Berhad’s Islamic Banking Division has not violated the Shariah principles. Citibank berhad We have assessed the work carried out by Shariah review and Shariah audit which included examining, on a test basis, each type of transaction, the relevant documentation and procedures adopted by the Citibank Berhad’s Islamic Banking Division. 035 The management of Citibank Berhad’s Islamic Banking Division is responsible for ensuring that the financial institution conducts its business in accordance with Shariah principles. It is our responsibility to form an independent opinion, based on our review of the operations of the Citibank Berhad’s Islamic Banking Division, and to report to you. Shariah Committee’s Report In the name of Allah, the Beneficent, the Merciful We have also conducted our review to form an opinion as to whether the Citibank Berhad’s Islamic Banking Division has complied with the Shariah principles and with the Shariah rulings issued by the Shariah Advisory Council of Bank Negara Malaysia, as well as Shariah decisions made by us. Report on the Financial Statements 036 Citibank berhad Annual Report 2012 Independent Auditors’ Report to the members of Citibank Berhad We have audited the financial statements of Citibank Berhad, which comprise the statements of financial position as at 31 December 2012 of the Group and the Bank, and the statements of comprehensive income, changes in equity and cash flows of the Group and the Bank for the year then ended, and a summary of significant accounting policies and other explanatory information, as set out on pages 37 to 154. Directors’ Responsibility for the Financial Statements The Directors of the Bank are responsible for the preparation of financial statements so as to give a true and fair view in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. The Directors are also responsible for such internal control as the Directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with approved standards on auditing in Malaysia. 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 our judgment, including the assessment of risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation of financial statements that give a true and fair view 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 the Directors, 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. Opinion In our opinion, the financial statements give a true and fair view of the financial position of the Group and the Bank as of 31 December 2012 and of their financial performance and cash flows for the year then ended in accordance with Malaysian Financial Reporting Standards, International Financial Reporting Standards and the requirements of the Companies Act, 1965 in Malaysia. Report on Other Legal and Regulatory Requirements In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following: a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Bank and its subsidiaries have been properly kept in accordance with the provisions of the Act. b) We are satisfied that the accounts of the subsidiaries that have been consolidated with the Bank’s financial statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements of the Group and we have received satisfactory information and explanations required by us for those purposes. c) Our audit reports on the accounts of the subsidiaries did not contain any qualification or any adverse comment made under Section 1 74(3) of the Act. Other Matters This report is made solely to the members of the Bank, as a body, in accordance with Section 174 of the Companies Act, 1965 in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report. KPMG Firm Number: AF 0758 Chartered Accountants Petaling Jaya, Malaysia Date: 4 March 2013 Ahmad Nasri bin Abdul Wahab Approval Number: 2919/03/14(J) Chartered Accountant Group Bank 31.12.2012 31.12.2011 1.1.2011 31.12.2012 31.12.2011 Note RM’000 RM’000 RM’000 RM’000 Cash and short term funds 3 10,293,235 11,968,440 10,481,033 10,293,215 Deposits and placements with banks and other financial institutions 4 RM’000 1.1.2011 RM’000 Assets 1,516,673 811,660 296,775 1,516,673 811,660 1,218,993 404,417 743,921 1,218,993 404,417 Financial assets held-for-trading 5 3,045,057 2,336,849 1,852,463 3,045,057 2,336,849 1,852,463 Financial investments available-for-sale 6 3,399,436 5,225,508 3,105,488 3,399,436 5,225,508 3,105,488 Loans, advances and financing 7 19,276,194 20,357,327 19,480,874 19,276,194 Other assets 20,357,327 19,480,874 9 832,926 1,305,988 1,317,716 832,926 1,305,988 1,317,716 Statutory deposits with Bank Negara Malaysia 10 438,840 398,080 - 438,840 398,080 - Deferred tax assets 11 17,292 796 59,300 17,292 796 59,300 Investments in subsidiary companies 12 - - - 20 20 20 Plant and equipment 13 109,343 120,905 108,781 109,343 120,905 108,781 38,453,019 44,449,559 37,621,732 38,453,019 44,449,559 37,621,732 30,070,705 28,843,990 Total assets Liabilities Deposits from customers 14 28,932,489 30,070,705 28,843,990 28,932,489 Deposits and placements of banks and other financial institutions 15 2,855,220 7,777,097 2,322,925 2,855,220 7,777,097 2,322,925 133,076 63,761 47,982 133,076 63,761 47,982 2,246,414 2,522,573 2,797,462 2,246,414 2,522,573 2,797,462 34,167,199 40,434,136 34,012,359 34,167,199 Bills and acceptances payable Other liabilities 16 Total liabilities 40,434,136 34,012,359 Equity Share capital 17 121,697 121,697 121,697 121,697 121,697 121,697 Reserves 18 4,164,123 3,893,726 3,487,676 4,164,123 3,893,726 3,487,676 4,285,820 4,015,423 3,609,373 4,285,820 4,015,423 3,609,373 38,453,019 44,449,559 37,621,732 38,453,019 44,449,559 37,621,732 79,345,922 79,632,078 81,239,637 79,345,922 79,632,078 81,239,637 Total equity attributable to equity holder of the Bank Total liabilities and equity 36 The notes on pages 42 to 154 are an integral part of these financial statements. 037 Citibank berhad Off-balance sheet exposures Statements Of Financial Position as at 31 December 2012 296,775 743,921 Annual Report 2012 Securities purchased under resale agreements 11,968,420 10,481,013 2011 Note RM’000 RM’000 2(b) 2,358,094 2,379,755 Interest income 20 1,669,075 1,712,550 Interest expense 21 (511,581) (489,805) 1,157,494 1,222,745 Revenue Net interest income Net income from Islamic banking operations Other operating income 038 37(n) 39,445 37,080 22 649,574 630,125 1,846,513 1,889,950 23 (934,098) (887,846) 912,415 1,002,104 24 (122,838) (144,741) 789,577 857,363 25 (210,970) (165,330) 578,607 692,033 (8,210) 14,017 (8,210) 14,017 570,397 706,050 578,607 692,033 570,397 706,050 475 569 Total net income Other operating expenses Operating profit Allowance for loans, advances and financing Profit before taxation Tax expense Profit for the year Other comprehensive expense, net of income tax Net profit/(loss) on revaluation of financial investments available-for-sale Other comprehensive income/(expense) for the year, net of income tax Total comprehensive income for the year Profit for the year attributable to: Owner of the Bank Total comprehensive income attributable to: Owner of the Bank Earnings per share - basic (sen) Citibank berhad Annual Report 2012 Statements Of Comprehensive Income for the financial year ended 31 December 2012 Group and Bank 20 1 2 The notes on pages 42 to 154 are an integral part of these financial statements. 26 Attributable to owner of the Bank Share Share Statutory Fair Value Retained Total Capital Premium Reserve Reserve Profits Reserves Total Group and Bank RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 At 1 January 2011 Note 121,697 380,303 121,697 (6,630) 2,992,306 3,487,676 3,609,373 Net income on revaluation of financial investments available-for-sale - - - 14,017 - 14,017 14,017 Total other comprehensive income for the year - - - 14,017 - 14,017 14,017 Profit for the year - - - - 692,033 692,033 692,033 Total comprehensive income for the year - - - 14,017 692,033 706,050 706,050 Dividends to owner of the Bank - - - - (300,000) (300,000) (300,000) - - - - (300,000) (300,000) (300,000) 121,697 380,303 121,697 7,387 3,384,339 3,893,726 4,015,423 Total contribution to owner 27 At 31 December 2011 Note 17 At 1 January 2012 Note 18 121,697 380,303 121,697 7,387 3,384,339 3,893,726 4,015,423 Net loss on revaluation of financial investments available-for-sale - - - (8,210) - (8,210) (8,210) Total other comprehensive expense for the year - - - (8,210) - (8,210) (8,210) Profit for the year - - - - 578,607 578,607 578,607 Total comprehensive (expense)/ income for the year - - - (8,210) 578,607 570,397 570,397 Dividends to owner of the Bank - - - - (300,000) (300,000) (300,000) - - - - (300,000) (300,000) (300,000) 121,697 380,303 121,697 (823) 3,662,946 4,164,123 4,285,820 Total contribution to owner At 31 December 2012 27 Note 18 The notes on pages 42 to 154 are an integral part of these financial statements. 039 Citibank berhad Note 17 Statements Of Changes In Equity for the financial year ended 31 December 2012 Distributable Annual Report 2012 Non-distributable Group Bank 20 1 2 20 1 1 20 1 2 2011 RM’000 RM’000 RM’000 RM’000 789,577 857,363 789,577 857,363 (27,739) (3,047) (27,739) (3,047) 122,838 144,741 122,838 144,741 36,534 35,713 36,534 35,713 Dividends from unquoted investment securities (28) (28) (28) (28) Unrealised gain from revaluation of financial assets held-for-trading (41) (977) (41) (977) (20,581) (13,063) (20,581) (13,063) 392 1,023 392 1,023 900,952 1,021,725 900,952 1,021,725 1,219,898 (705,013) 1,219,898 (705,013) Cash flows from operating activities Profit before taxation Statements Of Cash Flows for the financial year ended 31 December 2012 Adjustments for: Amortisation of premium less accretion of discount of financial investments available-for-sale Allowance for bad and doubtful debts (net of write-back) Depreciation Gain from disposal of financial investments available-for-sale Loss on disposal of plant and equipment Operating profit before working capital changes Changes in working capital: Deposits and placements with banks and other financial institutions Securities purchased under resale agreements 475,072 (814,576) 475,072 (814,576) (708,167) (483,409) (708,167) (483,409) Loans, advances and financing 958,295 (1,021,194) 958,295 (1,021,194) Other assets 456,566 70,232 456,566 70,232 Financial assets held-for-trading Statutory deposits with Bank Negara Malaysia (40,760) (398,080) (40,760) (398,080) Deposits from customers (1,138,216) 1,226,715 (1,138,216) 1,226,715 Deposits and placements of banks and other financial institutions (4,921,877) 5,454,172 (4,921,877) 5,454,172 69,315 15,779 69,315 15,779 (248,004) (277,598) (248,004) (277,598) (2,976,926) 4,088,753 (2,976,926) 4,088,753 (239,125) (162,621) (239,125) (162,621) (3,216,051) 3,926,132 (3,216,051) 3,926,132 Bills and acceptances payable Other liabilities operating activities Income taxes paid Net cash (used in)/generated from operating activities 040 Citibank berhad Annual Report 2012 Cash (used in)/generated from The notes on pages 42 to 154 are an integral part of these financial statements. Group Bank 20 1 2 20 1 1 20 1 2 2011 RM’000 RM’000 RM’000 RM’000 28 28 28 28 (26,034) (49,183) (26,034) (49,183) 670 324 670 324 (6,174,833) (7,311,535) (6,174,833) (7,311,535) Redemption of financial investments available-for-sale 1,626,774 499,387 1,626,774 499,387 Proceeds from disposal of financial investments available-for-sale 6,414,241 4,722,254 6,414,241 4,722,254 Net cash generated from/(used in) investing activities 1,840,846 (2,138,725) 1,840,846 (2,138,725) Dividend paid to owner (300,000) (300,000) (300,000) (300,000) Net cash used in financing activities (300,000) (300,000) (300,000) (300,000) Net (decrease)/increase in cash and cash equivalents (1,675,205) 1,487,407 (1,675,205) 1,487,407 Cash and cash equivalents at 1 January 11,968,440 10,481,033 11,968,420 10,481,013 10,293,235 11,968,440 Dividend from investment securities Purchase of plant and equipment Proceeds from disposal of plant and equipment Purchase of financial investments available-for-sale Cash flows from financing activities Cash and cash equivalents at 10,293,215 11,968,420 The notes on pages 42 to 154 are an integral part of these financial statements. 041 Citibank berhad Annual Report 2012 31 December (Note 3) Statements Of Cash Flows for the financial year ended 31 December 2012 Cash flows from investing activities Citibank Berhad (“the Bank”) is a public limited liability company, incorporated and domiciled in Malaysia. The address of both its principal place of business and registered office of the Bank is as follows: The following are accounting standards, amendments and interpretations that have been issued by the Malaysian Accounting Standards Board (“MASB”) but have not been adopted by the Group and the Bank: 45th Floor, Menara Citibank 165 Jalan Ampang 50450 Kuala Lumpur MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 July 2012 • Amendments to MFRS 101, Presentation of Financial Statements – Presentation of Items of Other Comprehensive Income The consolidated financial statements of the Bank as at and for the year ended 31 December 2012 comprise the Bank and its subsidiaries (together referred to as the “Group”). The Bank is principally engaged in banking and related financial services that also include Islamic Banking business whilst the principal activities of the subsidiaries are as stated in Note 12 to the financial statements. 042 Citibank berhad Annual Report 2012 Notes To The Financial Statements The immediate holding company is Citigroup Holdings (Singapore) Pte. Ltd., a company incorporated in Singapore and the ultimate holding company is Citigroup Inc., a company incorporated in the United States of America. The financial statements were authorised for issue by the Board of Directors on 4 March 2013. 1. Basis of preparation A. Statement of compliance The financial statements of the Group and the Bank have been prepared in accordance with Malaysian Financial Reporting Standards (“MFRSs”), International Financial Reporting Standards and the Companies Act, 1965 in Malaysia. These are the Group’s first financial statements prepared in accordance with MFRSs and MFRS 1, First-time Adoption of Malaysian Financial Reporting Standards has been applied. In the previous years, the financial statements of the Group and the Bank were prepared in accordance with Financial Reporting Standards (“FRSs”) in Malaysia as modified by Bank Negara Malaysia’s Guidelines. The abovementioned transition to MFRSs had led to the withdrawal of Special Accounting Treatment for financial liabilities as being stated in Bank Negara Malaysia’s Guidelines on Financial Reporting for Banking Institutions and consequentially, the Group and the Bank had designated the entire structured products as financial liabilities fair value through profit or loss as oppose to the previous bifurcate method. The financial impact arising from aforementioned change in accounting policies is disclosed in Note 38 to the financial statements. The financial statements also incorporate those activities relating to Islamic Banking which have been undertaken by the Bank. Islamic Banking refers generally to the acceptance of deposits and granting of financing under the Shariah principles. MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 January 2013 • MFRS 10, Consolidated Financial Statements • MFRS 11, Joint Arrangements • MFRS 12, Disclosure of Interests in Other Entities • MFRS 13, Fair Value Measurement • MFRS 119, Employee Benefits (2011) • MFRS 127, Separate Financial Statements (2011) • MFRS 128, Investments in Associates and Joint Ventures (2011) • IC Interpretation 20, Stripping Costs in the Production Phase of a Surface Mine • Amendments to MFRS 7, Financial Instruments: Disclosures – Offsetting Financial Assets and Financial Liabilities • Amendments to MFRS 1, First-time Adoption of Malaysian Financial Reporting Standards – Government Loans • Amendments to MFRS 1, First-time Adoption of Malaysian Financial Reporting Standards (Annual Improvements 2009-2011 Cycle) • Amendments to MFRS 101, Presentation of Financial Statements (Annual Improvements 2009-2011 Cycle) • Amendments to MFRS 116, Property, Plant and Equipment (Annual Improvements 2009-2011 Cycle) • Amendments to MFRS 132, Financial Instruments: Presentation (Annual Improvements 2009-2011 Cycle) • Amendments to MFRS 134, Interim Financial Reporting (Annual Improvements 2009-2011 Cycle) • Amendments to MFRS 10, Consolidated Financial Statements: Transition Guidance • Amendments to MFRS 11, Joint Arrangements: Transition Guidance • Amendments to MFRS 12, Disclosure of Interests in Other Entities: Transition Guidance MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 January 2014 • Amendments to MFRS 10, Consolidated Financial Statements: Investment Entities • Amendments to MFRS 12, Disclosure of Interests in Other Entities: Investment Entities • Amendments to MFRS 127, Separate Financial Statements (2011): Investment Entities • Amendments to MFRS 132, Financial Instruments: Presentation – Offsetting Financial Assets and Financial Liabilities MFRSs, Interpretations and amendments effective for annual periods beginning on or after 1 January 2015 • MFRS 9, Financial Instruments (2009) • MFRS 9, Financial Instruments (2010) • Amendments to MFRS 7, Financial Instruments: Disclosures – Mandatory Effective Date of MFRS 9 and Transition Disclosures B. Basis of measurement The financial statements have been prepared on the historical cost basis other than those disclosed in Note 2. C. Functional and presentation of currency The financial statements are presented in Ringgit Malaysia (RM), which is the Group’s and the Bank’s functional currency. All financial information is presented in RM and has been rounded to the nearest thousand, unless otherwise stated. D. Use of estimates and judgements The preparation of financial statements in conformity with MFRSs requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. The Group and the Bank plan to apply the above mentioned standards, amendments and interpretations: • from the annual period beginning on 1 January 2013 for those standards, amendments or interpretations that are effective for annual periods beginning on or after 1 July 2012 and 1 January 2013, except for MFRS 11, 127, 128, IC Interpretation 20 and Amendments to MFRS 11 which are not applicable to the Group and the Bank. • from the annual period beginning on 1 January 2014 for those standards, amendments or interpretations that are effective for annual periods beginning on or after 1 January 2014. • from the annual period beginning on 1 January 2015 for those standards, amendments or interpretations that are effective for annual periods beginning on or after 1 January 2015. Material financial impact of initial application of MFRS 9, Financial Instruments is discussed below: (i) MFRS 9, Financial Instruments (2009 & 2010) MFRS 9 replaces the guidance in MFRS 139, Financial Instruments: Recognition and Measurement on the classification and measurement of financial assets and financial liabilities. This standard requires all financial assets to be classified based on an entity’s business model for managing the financial assets and the contractual cash flow characteristics of the financial asset. Financial assets are to be initially measured at fair value. Subsequent to initial recognition, depending on the business model under which these assets are acquired, these will be measured at either fair value or amortised cost. This standard also specifies the requirements for the classification and measurement of financial liabilities, which are generally similar to the requirements of the original MFRS 139. However, this standard requires that for financial liabilities designated at fair value through profit or loss, changes in fair value attributable to the credit risk of that liability are to be presented in other comprehensive income, whereas the remaining amount of the change in fair value will be presented in the income statement. The adoption of MFRS 9 may result in a change in accounting policy. The Group is currently assessing the financial impact that may arise from the adoption of MFRS 9. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected. There are no significant areas of estimation uncertainty and critical judgements in applying accounting policies that have significant effect on the amounts recognised in the financial statements other than those disclosed in the following notes: • Note 2(g) - Impairment losses on loans, advances and financing Collective impairment allowance for loan losses represents management's estimate of probable losses inherent in the portfolio. The allowance is available to absorb probable loan losses inherent in the overall portfolio. The allowance attributed to these loans is established via a process that estimates the probable losses inherent in the portfolio based upon various analysis. These include migration analysis, in which historical delinquency and credit loss experience is applied to the current aging of the portfolio, together with analysis that reflect current trends and conditions. • Note 2(f) - Fair value estimation for financial assets and liabilities The determination of fair value for financial assets and liabilities for which there is no observable market price that requires the use of valuation techniques as described in accounting policy in Note 2(f)(vi). Notes To The Financial Statements Statement of compliance (continued) Annual Report 2012 A. The initial application of the other applicable standards, amendments and interpretations are not expected to have any material financial impact to the current and prior periods of the financial statements of the Group and the Bank upon their first adoption. Citibank berhad Basis of preparation (continued) 043 1. 1. Basis of preparation (continued) D. effective interest rate is the rate that exactly discounts the estimated future cash payments and receipts through the expected life of the financial asset or liability (or, where appropriate, a shorter period) to the carrying amount of the financial asset or liability. The effective interest rate is established on initial recognition of the financial asset and liability and is not revised subsequently. Use of estimates and judgements (continued) • Note 19 - Actuarial valuation for employee benefits The liability for the defined benefit plan is recognised as the present value of the defined benefit obligation less the fair value of the Plan’s assets, plus unrecognised actuarial gain, less unrecognised past service cost and unrecognised actuarial losses as described in Note 2(o)(iii). The calculation of the effective interest rate includes all fees and points paid or received, transaction costs, and discounts or premiums that are an integral part of the effective interest rate. Transaction costs are incremental costs that are directly attributable to the acquisition, issue or disposal of a financial asset or liability. 2. Significant accounting policies A. Citibank berhad 044 Interest income and expense presented in the statements of comprehensive income include: • Interest on financial assets and liabilities at amortised cost on an effective interest rate basis; and • Interest on financial assets held-for-trading, financial investments available-for-sale on an effective interest rate basis. Basis of consolidation i. Subsidiaries Subsidiaries are entities, including unincorporated entities, controlled by the Bank. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Control exists when the Bank has the ability to exercise its power to govern the financial and operating policies of an entity so as to obtain benefits from its activities. In assessing control, potential voting rights that presently are exercisable are taken into account. D. Other fees and commission income, including placement fees, account servicing fees, investment management fees, sales commission, are recognised as the related services are performed. When a loan commitment is not expected to result in the draw-down of a loan, loan commitment fees are recognised on a straight-line basis over the commitment period. When it is probable that a loan commitment will result in a specific lending arrangement, commitment fees are included in the measurement of the effective interest rate. The accounting policies of subsidiaries are changed when necessary to align them with the policies adopted by the Bank. ii. Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. B. C. Other fees and commission expense relates mainly to management and service fees, which are expensed as the services are received. E. Interest and financing income and expense Interest income and expense are recognised in the profit or loss using the effective interest method. The Net trading income Net trading income comprises gains less losses related to trading assets and liabilities, and includes all realised and unrealised fair value changes, interest, dividends and foreign exchange differences. Revenue Revenue comprises of gross interest income, commission and other income derived from banking operations and net income from Islamic Banking operation. Fee and commission income Fee and commission income and expenses that are integral to the effective interest rate on a financial asset or liability are included in the measurement of the effective interest rate. Investments in subsidiaries are measured in the Bank’s statement of financial position at cost less any impairment losses, unless the investment is held for sale or distribution. The cost of investments includes transaction costs. Annual Report 2012 Notes To The Financial Statements The accounting policies set out below have been applied consistently to the periods presented in these financial statements and in preparing the opening MFRS statements of financial position of the Group and the Bank at 1 January 2011 (the transition date to MFRS framework), unless otherwise stated. F. Financial assets and liabilities i. Initial recognition and measurement A financial asset or a financial liability is recognised in the statement of financial position when, and only when, the Group or the Bank becomes a party to the contractual provisions of the instrument. 2. Significant accounting policies (continued) Financial assets and liabilities (continued) Loans and receivables Loans and receivables category comprises debt instruments that are not quoted in an active market. i. Initial recognition and measurement (continued) The Group and the Bank categorise financial instruments as follows: Financial assets a. Financial assets at fair value through profit or loss Fair value through profit or loss category comprises financial assets that are held for trading, including derivatives (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument) or financial assets that are specifically designated into this category upon initial recognition. Derivatives that are linked to and must be settled by delivery of unquoted equity instruments whose fair values cannot be reliably measured are measured at cost. Other financial assets categorised as fair value through profit or loss are subsequently measured at their fair values with the gain or loss recognised in profit or loss. b. Held-to-maturity investments Held-to-maturity investments category comprises debt instruments that are quoted in an active market and the Group or the Bank has the positive intention and ability to hold them to maturity. Financial assets categorised as held-to-maturity investments are subsequently measured at amortised cost using the effective interest method. Financial investments available-for-sale Available-for-sale category comprises investment in equity and debt securities instruments that are not held for trading. Investments in equity instruments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured are measured at cost. Other financial assets categorised as available-for-sale are subsequently measured at their fair values with the gain or loss recognised in other comprehensive income, except for impairment losses, foreign exchange gains and losses arising from monetary items and gains and losses of hedged items attributable to hedge risks of fair value hedges which are recognised in profit or loss. On derecognition, the cumulative gain or loss recognised in other comprehensive income is reclassified from equity into profit or loss. Interest calculated for a debt instrument using the effective interest method is recognised in profit or loss. All financial assets, except for those measured at fair value through profit or loss, are subject to review for impairment (see Note 2(g)). Financial liabilities All financial liabilities are subsequently measured at amortised cost other than those categorised as fair value through profit or loss. Fair value through profit or loss category comprises financial liabilities that are derivatives (except for a derivative that is a financial guarantee contract or a designated and effective hedging instrument) or financial liabilities that are specifically designated into this category upon initial recognition. Notes To The Financial Statements ii. Financial instrument categories and subsequent measurement d. Annual Report 2012 An embedded derivative is recognised separately from the host contract and accounted for as a derivative if, and only if, it is not closely related to the economic characteristics and risks of the host contract and the host contract is not categorised at fair value through profit or loss. The host contract, in the event an embedded derivative is recognised separately, is accounted for in accordance with policy applicable to the nature of the host contract. Financial assets categorised as loans and receivables are subsequently measured at amortised cost using the effective interest method. Derivatives that are linked to and must be settled by delivery of unquoted equity instruments whose fair values cannot be reliably measured are measured at cost. Citibank berhad A financial instrument is recognised initially, at its fair value plus, in the case of a financial instrument not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition or issue of the financial instrument. Other financial liabilities categorised as fair value through profit or loss are subsequently measured at their fair value with the gain or loss recognised in profit or loss. 045 F. c. 2. Significant accounting policies (continued) F. Income and expenses are presented on a net basis only when permitted by the accounting standards, or for gains and losses arising from a group of similar transactions such as in the Group’s and the Bank’s trading activity. Financial assets and liabilities (continued) iii. Regular way purchase or sale of financial assets vi. Fair value measurement A regular way purchase or sale is a purchase or sale of a financial asset under a contract whose terms require delivery of the asset within the time frame established generally by regulation or convention in the marketplace concerned. Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable, willing parties in an arm’s length transaction on the measurement date. The determination of fair values of financial assets and financial liabilities are based on quoted market prices or dealer price quotation, for financial instruments traded in active markets without any deduction for transaction cost. The Group and the Bank also use widely recognised valuation models for determining the fair value of common and simpler financial instruments such as options and interest rate and currency swaps. For these financial instruments, inputs into models are market observable. 046 Citibank berhad Annual Report 2012 Notes To The Financial Statements A regular way purchase or sale of financial assets is recognised and derecognised, as applicable, using trade date accounting. Trade date accounting refers to: a. the recognition of an asset to be received and the liability to pay for it on the trade date, and b. derecognition of an asset that is sold, recognition of any gain or loss on disposal and the recognition of a receivable from the buyer for payment on the trade date. The Group and the Bank use valuation techniques to determine the fair value of financial assets and liabilities where quoted prices in an active market are not available. The valuation techniques used for different financial instruments are selected to reflect how the market would be expected to price the instruments, using inputs that reasonably reflect risk-return factors inherent in the instruments. Depending upon the characteristics of the financial instruments, observable market factors are available for use in most valuations, while other valuations may involve a greater degree of judgement and estimation. iv. Derecognition A financial asset or part of it is derecognised when, and only when the contractual rights to the cash flows from the financial asset expire or the financial asset is transferred to another party without retaining control or substantially all risks and rewards of the asset. On derecognition of a financial asset, the difference between the carrying amount and the sum of the consideration received (including any new asset obtained less any new liability assumed) and any cumulative gain or loss that had been recognised in equity is recognised in the profit or loss. The value produced by a model or other valuation techniques is adjusted to allow for a number of factors as appropriate, because valuation techniques cannot appropriately reflect all factors market participants take into account when entering into a transaction. Valuation adjustments are recorded to allow for model risks, bid-ask spreads, liquidity risks, as well as other factors. Management believes that these valuation adjustments are necessary and appropriate to fairly state financial instruments carried at fair value on the statements of financial position. A financial liability or a part of it is derecognised when, and only when, the obligation specified in the contract is discharged or cancelled or expires. On derecognition of a financial liability, the difference between the carrying amount of the financial liability extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss. v. Offsetting Financial assets and liabilities are offset and the net amount reported in the statements of financial position when, and only when, the Group and the Bank have a legal right to set off the amounts and intend either to settle on a net basis or to realise the asset and settle the liability simultaneously. G. Impairment i. Financial assets At each reporting date, the Group and the Bank assess whether there is objective evidence that financial assets not carried at fair value through profit or loss are impaired. Financial assets categorised as held to maturity and receivable are impaired when objective evidence demonstrates that a loss event has occurred after the initial recognition of the asset, and that the loss event has an impact on the future cash flows on the asset that can be estimated reliably. Impairment losses are measured as the difference between the carrying amount of the financial assets and the present value of estimated cash flows discounted at the assets’ original effective interest rate. The Group and the Bank assess whether objective evidence of impairment exists individually for financial assets that are individually significant. For financial assets that are not individually significant, assessment of objective evidence of impairment is done individually or/and collectively. In assessing the collective impairment, the Group and the Bank use methods as listed below depending on the loan portfolio:i) Statistical modeling of historical trends of the probability of default, timing of recoveries and the amount of loss incurred, adjusted for management’s judgement as to whether the current economic and credit conditions are such that the actual losses incurred are likely to be greater or less than suggested historical modeling. Default rates, loss rates and expected timing of future recoveries are regularly benchmarked against actual outcomes to ensure they remain appropriate; ii) Based upon historical delinquency flow rates, charge-off statistics and loss severity, adjusted for management’s judgement as to whether current economic and credit conditions are such that actual losses are likely to be greater or less than suggested by historical modeling. Objective evidence that a loan or a loan portfolio is impaired includes observable data that could include the following loss events: • • • • • significant financial difficulty of the issuer or obligor; a breach of contract, such as a default or delinquency in interest or principal payments; it becomes probable that the borrower will enter bankruptcy or other financial reorganisation; observable data relating to a portfolio of financial assets such as: i) adverse changes in the payment status of borrowers in the portfolio; and ii) national or local economic conditions that correlate with defaults on the assets in the portfolio. the disappearance of an active market for a security. Above all, a loan is also classified as impaired if the repayment conduct of the loan is past due for more than 90 days of either principal, interest or both. If the Group and the Bank determine 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. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognised are not included in a separate collective assessment of impairment. Losses are recognised in the profit or loss and reflected in an allowance account against loans and advances. An impairment loss in respect of financial investments available-for-sale is recognised in profit or loss and is measured as the difference between the asset’s acquisition cost (net of any principal repayment and amortisation) and the asset’s current fair value, less any impairment loss previously recognised. Where a decline in the fair value of an financial investments available-for-sale has been recognised in other comprehensive income, the cumulative loss in other comprehensive income is reclassified from equity to profit or loss. An impairment loss in respect of unquoted equity instrument that is carried at cost is recognised in profit or loss and is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at the current market rate of return for a similar financial asset. Notes To The Financial Statements i. Financial assets (continued) Annual Report 2012 Impairment (continued) Citibank berhad G. For the purposes of the collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk characteristics by using a grading process that considers obligor type, industry, geographical location, collateral type, past-due status and other relevant factors. These characteristics are relevant to the estimation of future cash flows for groups of such assets by being indicative of the likelihood of receiving all amounts due under a facility according to the contractual terms of the assets being evaluated. 047 2. Significant accounting policies (continued) 2. Significant accounting policies (continued) G. amount since the last impairment loss was recognised. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. Reversals of impairment losses are credited to profit or loss in the financial year in which the reversals are recognised. Impairment (continued) i. Financial assets (continued) Impairment losses recognised in profit or loss for an investment in an equity instrument is not reversed through profit or loss. If, in a subsequent period, the fair value of a debt instrument increases and the increase can be objectively related to an event occurring after the impairment loss was recognised in profit or loss, the impairment loss is reversed, to the extent that the asset’s carrying amount does not exceed what the carrying amount would have been had the impairment not been recognised at the date the impairment is reversed. The amount of the reversal is recognised in profit or loss. H. Securities purchased under resale agreements are securities which the Group and the Bank had purchased with a commitment to resell at future dates. The commitment to resell the securities is reflected as an asset on the statements of financial position. Conversely, obligations on securities sold under repurchase agreements are securities which the Group and the Bank have sold from its portfolio, with a commitment to repurchase at future dates. Such financing transactions and the obligations to repurchase the securities in its entirety are reflected as a liability on the statements of financial position. The securities sold under repurchase agreements are treated as pledged assets and continue to be recognised as assets in the statements of financial position. 048 Citibank berhad Annual Report 2012 Notes To The Financial Statements ii. Other assets The carrying amounts of other assets (except for deferred tax asset and assets arising from employee benefits) are reviewed at the end of each reporting period to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. I. An impairment loss is recognised if the carrying amount of an asset or its related cash-generating unit exceeds its recoverable amount. Impairment losses are recognised in the profit or loss. Impairment losses recognised in respect of cash-generating units are allocated to reduce the carrying amount of the other assets in the unit (groups of units) on a prorata basis. Impairment losses recognised in prior periods are assessed at the end of each reporting period for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable Cash and cash equivalents Cash and cash equivalents consist of cash and bank balances and short term funds that are readily convertible to known amounts of cash and which are subject to an insignificant risk of change in value, with original maturity within one month. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or cash-generating units. The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or cash-generating unit. Repurchase and resale agreement Cash and cash equivalents are categorised and measured as loans and receivables in accordance with policy Note 2(f) and carried at amortised cost in the statements of financial position. J. Plant and equipment i. Recognition and measurement Items of plant and equipment are measured at cost less any accumulated depreciation and any accumulated impairment losses. Cost includes expenditures that are directly attributable to the acquisition of the asset and any other costs directly attributable to bringing the asset to working condition for its intended use, and the costs of dismantling and removing the assets and restoring the site on which they are located. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment. When significant parts of an item of plant and equipment have different useful lives, they are accounted for as separate items (major components) of plant and equipment. 2. Significant accounting policies (continued) Plant and equipment (continued) i. Recognition and measurement (continued) The gain or loss on disposal of an item of plant and equipment is determined by comparing the proceeds from disposal with the carrying amount of plant and equipment and is recognised net within “other income” or “other operating expenses” respectively in profit or loss. ii. Operating lease ii. Subsequent costs Depreciation is based on the cost of an asset less its residual value. Significant components of individual assets are assessed, and if a component has a useful life that is different from the remainder of the asset, then that component is depreciated separately. Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group and the Bank will obtain ownership by the end of the lease term. The estimated useful lives for the current and comparative periods are as follows: • building and leasehold land 40 years - 50 years • installations 8 years - 14 years • furniture and equipment 2 years - 10 years Depreciation methods, useful lives and residual values are reviewed at end of the reporting period, and adjusted as appropriate. K. Leased assets i. Finance lease Leases in terms of which the Group or the Bank assumes substantially all the risks and rewards of ownership are classified as finance leases. Upon initial recognition, the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset. L. Bills and acceptances payable Bills and acceptances payable represent the Group’s and the Bank's own bills and acceptances rediscounted and outstanding in the market. M. Foreign currency Transactions in foreign currencies are translated to the functional currency of the Group and the Bank entities at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting period are retranslated to the functional currency of the Group and the Bank at the exchange rate at that date. Non-monetary assets and liabilities denominated in foreign currencies are not retranslated at the end of the reporting date, except for those that are measured at fair value are retranslated to the functional currency at the exchange rate at the date that the fair value was determined. Foreign currency differences arising on retranslation are recognised in profit or loss, except for differences arising on the retranslation of financial investments available-for-sale equity instruments, which are recognised in other comprehensive income. Annual Report 2012 iii. Depreciation Citibank berhad Payments made under operating leases are recognised in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised in profit or loss as an integral part of the total lease expense, over the term of the lease. Contingent rentals are charged to profit or loss in the reporting period in which they are incurred. Notes To The Financial Statements Leases, where the Group or the Bank does not assume substantially all the risks and rewards of ownership are classified as operating leases and, the leased assets are not recognised on the statement of financial position. The cost of replacing a component of an item of plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the component will flow to the Group and the Bank, and its cost can be measured reliably. The carrying amount of the replaced component is derecognised to profit or loss. The costs of the day-to-day servicing of plant and equipment are recognised in profit or loss as incurred. 049 J. Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. Contingent lease payments are accounted for by revising the minimum lease payments over the remaining term of the lease when the lease adjustment is confirmed. 2. Significant accounting policies (continued) N. Income tax Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognised in profit or loss except to the extent that it relates to items recognised directly in equity or other comprehensive income. Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted by the end of the reporting period, and any adjustment to tax payable in respect of previous financial years. Notes To The Financial Statements Deferred tax is recognised using the liability method, providing for temporary differences between the carrying amounts of assets and liabilities in the statement of financial position and their tax bases. Deferred tax is measured at the tax rates that are expected to apply to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the end of the reporting period. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously. A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which temporary difference can be utilised. Deferred tax assets are reviewed at the end of each reporting period and are reduced to the extent that it is no longer probable that the related tax benefit will be realised. 050 Citibank berhad Annual Report 2012 Unutilised reinvestment allowance and investment tax allowance, being tax incentives that are not a tax base of an asset, is recognised as a deferred tax asset to the extent that it is probable that the future taxable profits will be available against the unutilised tax incentive can be utilised. O. Employee benefits i. Short-term employee benefits Short-term employee benefit obligations in respect of salaries, annual bonuses, paid annual leave and sick leave are measured on an undiscounted basis and are expensed as the related services are provided. A liability is recognised for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the Group and the Bank have a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can be estimated reliably. The Group and the Bank contribute to the Employees Provident Fund (“EPF”) for eligible employees on a monthly basis. Obligations for contributions to EPF are recognised as an expense in the statements of comprehensive income in the year to which they relate. Once the contributions have been paid, the Group and the Bank have no further payment obligations. ii. Defined contribution plan In addition to the contribution requirement by law, the Group and the Bank are contributing additional amounts for those employees eligible under the defined contribution plan. The contribution is made to Citibank Malaysia Official Staff Retirement Plan ("the Plan") and is recognised as an expense in the statements of comprehensive income as incurred. iii. Defined benefit plan The Bank and certain related companies contribute to the Citibank Malaysia Official Staff Retirement Plan ("the Plan") for eligible officers. Contributions are made based on an external actuarial report to the Plan, which is a defined benefit scheme and defined contribution scheme (as explained in item (ii) above), and is funded to the extent permitted by tax allowable Bank contributions. The amount recognised in the statements of financial position represents the present value of the defined benefit obligations adjusted for unrecognised actuarial gains and losses and unrecognised past service costs, and reduced by the fair value of the Plan’s assets. The benefit is calculated using the Projected Unit Credit Method in order to determine its present value. Any asset resulting from this calculation is limited to the net total of any unrecognised actuarial losses and past service costs, and the present value to any economic benefits in the form of refunds or reductions in future contributions to the fund. Amortisation of unrecognised gains or losses are included as a component of the annual expense for a year if, as of the beginning of the year, that cumulative net unrecognised gains or losses exceeds 10% of the greater of the Plan’s liability or value of the Plan’s assets. If amortisation is required, the amortisation is that excess divided by the expected average remaining working lives of the employees participating in the Plan. are expected to vest. At each reporting date, the Group and the Bank revise its estimates of the number of options that are expected to vest. It recognises the impact of the revision of original estimates, if any, in the profit or loss. 2. Significant accounting policies (continued) Employee benefits (continued) iii. Defined benefit plan (continued) P. Foreclosed properties are those acquired in full or partial satisfaction of debts, are stated at cost less accumulated impairment losses. A provision is recognised if, as a result of a past event, the Group and the Bank have a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost. The Group and the Bank participate in equity-settled and cash-settled share based compensation plan for the employees that is offered by the ultimate holding company, Citigroup Inc.. The fair value of the services received in exchange for the grant of the options is recognised as an expense in the profit or loss over the vesting periods of the grant. R. Deposits from customers and deposits and placements of banks and financial institutions Deposits from customers are stated at placement values and adjusted for accrued interest. Deposits and placements of banks and financial institutions are stated at placement values. 3. Cash and short term funds Group Cash and balances with banks and other financial institutions Money at call and deposit placements maturing within one month Bank Cash and balances with banks and other financial institutions Money at call and deposit placements maturing within one month 31 .1 2 . 20 1 2 31 .1 2 . 20 1 1 1 .1 . 2011 RM’000 RM’000 RM’000 88,995 61,830 61,683 10,204,240 11,906,610 10,419,350 10,293,235 11,968,440 10,481,033 88,975 61,810 61,663 10,204,240 11,906,610 10,419,350 10,293,215 11,968,420 10,481,013 Notes To The Financial Statements Provisions Annual Report 2012 Q. iv. Share-based compensation The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted, excluding the impact of any non-market vesting conditions. Non-market vesting conditions are included in assumptions about the number of options that Foreclosed properties Citibank berhad When the benefits of the Plan are improved, the portion of the increased benefits relating to past service by employees is recognised in profit or loss on a straight-line basis over the average period until the benefits become vested. To the extent that the benefits vest immediately, the expense is recognised in profit or loss. 051 O. 4. Deposits and placements with banks and other financial institutions Group and Bank Licensed banks 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 296,775 1,516,673 811,660 5. Financial assets held-for-trading Group and Bank At fair value Malaysian Government Treasury Bills Notes To The Financial Statements Malaysian Government Securities Malaysian Government Investment Issues Bank Negara Malaysia Bills/Notes Corporate Notes/Private debt securities Annual Report 2012 Citibank berhad 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 103,053 101,468 101,520 642,680 1,004,580 130,739 267,104 13,572 136,604 2,032,220 1,217,229 1,468,506 - - 15,094 3,045,057 2,336,849 1,852,463 6. Financial investments available-for-sale Group and Bank At fair value Malaysian Government Treasury Bills/Securities* 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 1,698,966 3,368,908 2,202,157 Bank Negara Malaysia Bills 788,073 - 227,218 Malaysian Government Investment Issues 904,898 1,849,101 537,506 - - 131,108 3,391,937 5,218,009 3,097,989 7,499 7,499 7,499 3,399,436 5,225,508 3,105,488 Yankee bonds/US bonds 052 31.12.2012 At cost Unquoted securities * Malaysian Government Securities of the Group and the Bank amounting to RM 1 30 million at 1 January 2011 was utilised to meet the Statutory Reserve Requirement as further explained in Note 10. 7. Loans, advances and financing i. By type Overdrafts Term loans/financing - housing loans/financing - hire purchase receivables - lease receivables 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 408,205 298,496 243,261 8,956,129 9,192,709 9,827,111 808 1,592 3,175 570 698 3,678 1,350,200 1,474,378 1,266,750 Bills receivable 740,065 954,240 458,410 Trust receipts 13,100 15,671 14,147 922,132 1,125,751 1,111,455 91,719 94,091 101,585 - other term loans/financing Claims on customers under acceptance credits Staff loans Share margin financing 180,455 182,814 189,523 Credit cards receivables 6,093,593 5,951,843 5,702,121 Revolving credit 1,099,443 1,676,499 1,197,172 6,578 3,491 - 19,862,997 20,972,273 20,118,388 (23,970) (30,185) (38,615) 19,839,027 20,942,088 20,079,773 - Collective assessment allowance (357,064) (365,325) (369,357) - Individual assessment allowance (205,769) (219,436) (229,542) 19,276,194 20,357,327 19,480,874 502,069 649,573 299,856 Other loans Unearned interest and income Gross loans, advances and financing Less: Allowance for impaired loans, advances and financing Net loans, advances and financing Notes To The Financial Statements Group and Bank 31.12.2012 - small and medium enterprises 423,326 454,944 408,191 - others 2,823,232 3,662,412 2,727,617 Individuals 15,869,348 15,958,134 16,365,585 221,052 217,025 278,524 19,839,027 20,942,088 20,079,773 Foreign entities Citibank berhad - others Domestic business enterprises 053 Domestic non-bank financial institutions Annual Report 2012 ii. By type of customer 7. Loans, advances and financing (continued) iii. By interest/profit rate sensitivity Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 741,937 823,612 887,577 Fixed rate Housing loans/financing Hire purchase receivables 808 1,592 3,175 9,181,998 10,028,423 8,977,936 BLR plus 9,034,808 9,229,388 9,825,153 Cost plus 879,476 859,073 385,932 19,839,027 20,942,088 20,079,773 Primary agriculture 93,268 105,178 35,022 Mining and quarrying 32,050 18,991 7,7088 1,705,728 2,409,915 1,710,721 84,073 86,890 32,295 Other fixed rate loans/financing Variable rate 054 Citibank berhad Annual Report 2012 Notes To The Financial Statements iv. By sector Manufacturing (including agriculture based) Electricity, gas and water Construction 43,163 45,704 46,104 Wholesale, retail trade, restaurants and hotels 758,725 921,932 841,024 Transport, storage and communication 307,544 301,573 137,600 Finance, insurance, real estate and business services 639,076 800,246 512,027 9,862 16,160 19,933 - consumption credit 6,689,390 6,501,532 6,246,231 - residential 8,751,212 9,001,842 9,623,221 - purchase of securities 180,455 182,814 189,523 - others 248,291 271,947 306,610 Other sectors 296,190 277,364 371,754 19,839,027 20,942,088 20,079,773 Education, health and others Household v. By purpose Purchase of securities Purchase of landed property Purchase of fixed assets excluding land and building 180,455 182,814 189,523 9,321,539 9,584,490 10,243,017 3,500 5,406 9,545 693,920 660,946 698,800 6,093,593 5,951,843 5,702,121 17,112 22,009 8,562 Working capital 3,478,277 4,446,136 3,214,915 Other purposes 50,631 88,444 13,290 19,839,027 20,942,088 20,079,773 Personal use Credit card Construction 7. Loans, advances and financing (continued) vi. Residual contractual maturity Group and Bank Maturing within one year One to five years Over 5 years 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 9,691,474 10,620,083 6,711,563 739,269 714,320 3,099,068 9,408,284 9,607,685 10,269,142 19,839,027 20,942,088 20,079,773 19,839,027 20,942,088 20,079,773 Movements in impaired loans, advances and financing are as follows: Group and Bank 2012 2011 2010 RM’000 RM’000 RM’000 At 1 January 518,800 540,814 491,317 Classified as impaired during the year 694,620 767,545 724,457 Reclassified as performing during the year (361,861) (393,385) (325,418) Amount recovered (205,842) (233,862) (178,916) Amount written off (163,863) (162,312) (170,626) 481,854 518,800 540,814 (205,769) (219,436) (229,542) 276,085 299,364 311,272 1.41% 1.44% 1.57% At 31 December Individual assessment allowance Net impaired loans, advances and financing Ratio of net impaired loans and financing to gross loans and financing less individual assessment allowance Annual Report 2012 i. Citibank berhad 8. Impaired loans, advances and financing 055 Within Malaysia Notes To The Financial Statements vii. By geographical distribution 8. Impaired loans, advances and financing (continued) ii. Movements in impairment provisions for loans, advances and financing are as follows: Group and Bank 2012 2011 2010 RM’000 RM’000 RM’000 365,325 369,357 360,407 (8,261) (4,032) 8,950 357,064 365,325 369,357 1.82% 1.76% 1.86% 219,436 229,542 221,588 10,957 16,888 34,644 (19,777) (19,418) (12,984) (4,847) (7,576) (13,706) 205,769 219,436 229,542 Collective assessment allowance At 1 January (Written back)/Allowance made during the year, net At 31 December As % of gross loans, advances and financing less individual assessment allowance Individual assessment allowance Notes To The Financial Statements At 1 January Allowance made during the period Written back during the year Written off during the year At 31 December iii. Impaired loans, advances and financing by sector Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 7,689 7,328 8,937 373 373 - Manufacturing (including agriculture based) 33,651 32,041 36,178 Construction 13,492 14,934 17,026 Wholesale, retail trade, restaurants and hotels 16,300 18,082 20,070 71 84 104 7,556 9,970 12,081 - consumption credit 117,880 114,802 116,112 - residential 264,529 299,025 307,265 19,831 20,475 20,795 482 1,686 2,246 481,854 518,800 540,814 518,800 540,814 Primary agriculture Mining and quarrying Citibank berhad Annual Report 2012 Transport, storage and communication Finance, insurance, real estate and business services Household - purchase of securities Other purposes 056 iv. Impaired loans, advances and financing by geographical distribution Within Malaysia 481,854 9. Other assets Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Interest/Income receivable 42,295 66,150 45,836 Other debtors, deposits and prepayments 293,651 414,094 264,640 Derivative assets (Note 30) 472,092 820,647 1,007,240 24,888 5,097 - 832,926 1,305,988 1,317,716 Tax recoverable 10. Statutory deposits with Bank Negara Malaysia At 1 January 2011 Recognised in profit or loss Recognised in other comprehensive income At 31 December 2011/ At 1 January 2012 Recognised in profit or loss Recognised in other comprehensive income At 31 December 2012 Plant and equipment Capital allowances Provisions Reserves - Available -for-sale securities RM’000 Total RM’000 RM’000 RM’000 (19,594) 76,416 2,478 59,300 (260) (53,304) - (53,564) - - (4,940) (4,940) (19,854) 23,112 (2,462) 796 5,038 8,721 - 13,759 - - 2,737 2,737 (14,816) 31,833 275 17,292 Deferred tax assets and liabilities are offset above as there is a legally enforceable right to set off current tax assets against current tax liabilities. Annual Report 2012 Deferred tax assets and liabilities are attributable to the followings: Citibank berhad 11. Deferred tax assets 057 In accordance with BNM’s circular titled “Regulatory Treatment related to the Statutory Reserve Requirement Incentive for Principal Dealers and Islamic Principal Dealers” issued on 10 July 2009, the Bank being a principal dealer appointed by BNM, is allowed to utilise Malaysia Government Securities (“MGS”) holdings to meet the SRR. As at 1 January 2011, MGS of the Group and the Bank with nominal amount of RM130 million are utilised for SRR determination purposes. These securities are classified under financial investments available-for-sale (Note 6). Notes To The Financial Statements The non-interest bearing statutory deposits are maintained with Bank Negara Malaysia (“BNM”) in compliance with Section 37(1)(c) of the Central Bank of Malaysia Act 1958 (revised - 1994) to satisfy the Statutory Reserve Requirement (“SRR”), the amount of which is determined as a set percentage of total eligible liabilities. 11. Deferred tax assets (continued) The recognised deferred tax assets and liabilities are as follows: Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 (14,816) (19,854) (19,594) 31,833 23,112 76,416 275 (2,462) 2,478 17,292 796 59,300 Plant and equipment - capital allowances Provisions Fair value of available-for-sale securities 12. Investments in subsidiary companies 058 Citibank berhad Annual Report 2012 Notes To The Financial Statements Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 20 20 20 Unquoted shares at cost – in Malaysia Details of the wholly owned subsidiaries are as follows: Name of subsidiary Citigroup Nominee (Malaysia) Sdn. Bhd. Citigroup Nominees (Tempatan) Sdn. Bhd.* Citigroup Nominees (Asing) Sdn. Bhd.* Principal activity 31 .1 2 . 20 1 2 % Effective Ownership Interest 31 .1 2 . 20 1 1 % 1 .1 . 2011 % Country of incorporation Nominee company Malaysia 100 100 100 Nominee company Malaysia 100 100 100 Nominee company Malaysia 100 100 100 * Wholly owned by Citigroup Nominee (Malaysia) Sdn. Bhd. All income and expenditure arising from the activities of the subsidiaries have been recognised in the Bank’s statement of comprehensive income. 13. Plant and equipment Group and Bank Cost At 1 January 2011 Building on leasehold land RM’000 Installations Furniture and equipment Total RM’000 RM’000 RM’000 6,234 97,137 313,701 417,072 Additions 347 22,489 26,347 49,183 Disposals - (5,499) (9,261) (14,760) Write offs - - (843) (843) 6,581 114,127 329,944 450,652 At 31 December 2011/1 January 2012 Additions 73 6,439 19,522 26,034 Disposals (256) (9,206) (17,182) (26,644) At 31 December 2012 6,398 111,360 332,284 450,042 4,011 84,913 219,367 308,291 462 6,490 28,761 35,713 Disposals - (5,412) (8,002) (13,414) Written offs - - (843) (843) 4,473 85,991 239,283 329,747 411 10,050 26,073 36,534 Disposals (196) (9,018) (16,368) (25,582) At 31 December 2012 4,688 87,023 248,988 340,699 At 1 January 2011 2,223 12,224 94,334 108,781 At 31 December 2011/1 January 2012 2,108 28,136 90,661 120,905 At 31 December 2012 1,710 24,337 83,296 109,343 Charge for the year Carrying amounts Annual Report 2012 At 31 December 2011/1 January 2012 Citibank berhad Charge for the year 059 At 1 January 2011 Notes To The Financial Statements Depreciation 14. Deposits from customers i. By type of deposit Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 11,908,032 10,026,162 9,869,460 762,393 935,372 837,370 Fixed deposits 9,791,266 9,559,230 11,583,915 Other deposits 6,289,233 9,463,856 6,449,080 144,403 75,917 80,002 37,162 10,168 24,163 28,932,489 30,070,705 28,843,990 Demand deposits Saving deposits Negotiable instruments of deposit Others - cash collateral 060 Citibank berhad Annual Report 2012 Notes To The Financial Statements ii. Maturity structure of fixed deposits, other deposits and negotiable instruments of deposit are as follows: Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Due within six months 12,652,604 15,085,465 13,035,307 Six months to one year 3,084,133 3,396,307 4,425,735 One year to three years 371,650 385,752 351,701 Three years to five years 116,515 231,479 100,254 - - 200,000 16,224,902 19,099,003 18,112,997 Over five years iii. By type of customer Group and Bank Government and statutory bodies Business enterprises 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 281,570 177,672 27,390 15,755,296 17,418,215 15,065,326 Individuals 9,810,329 9,799,589 10,276,013 Others 3,085,294 2,675,229 3,475,261 28,932,489 30,070,705 28,843,990 15. Deposits and placements of banks and other financial institutions Group and Bank Licensed banks Licensed finance companies 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 2,746,513 7,777,097 2,046,727 108,707 - 276,198 2,855,220 7,777,097 2,322,925 16. Other liabilities RM’000 52,883 65,949 57,354 1,664,584 1,685,973 1,649,851 270 701 372 - 45,765 528,677 769,950 1,044,120 2,246,414 2,522,573 2,797,462 Taxation - Derivative liabilities (Note 30) 17. Share capital Group and Bank Number Number Number Amount of shares Amount of shares Amount of shares 31.12.2012 31.12.2012 31.12.2011 31.12.2011 1.1.2011 1.1.2011 RM’000 ’000 RM’000 ’000 RM’000 ’000 Authorised 500,000 500,000 500,000 500,000 500,000 500,000 Issued and fully paid 121,697 121,697 121,697 121,697 121,697 121,697 Ordinary shares of RM1 each: 18. Reserves Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Share premium 380,303 380,303 380,303 Statutory reserve 121,697 121,697 121,697 Fair value reserve (823) 7,387 (6,630) 3,662,946 3,384,339 2,992,306 4,164,123 3,893,726 3,487,676 Retained profits Annual Report 2012 Provision for retirement benefits (Note 19(i)) 1.1.2011 RM’000 Citibank berhad Other creditors and accruals 31.12.2011 RM’000 061 Interest/Profit payable 31.12.2012 Notes To The Financial Statements Group and Bank 18. Reserves (continued) The share premium arose from the issuance of 121,696,972 ordinary shares of RM1 each at an issue price of RM4.125 per share. The statutory reserve is maintained in compliance with Section 36 of the Banking and Financial Institutions Act 1989 and is not distributable as cash dividends. No transfers were made to the statutory reserve during the year as the Bank has met the reserve requirements. The fair value reserve is in respect of unrealised fair value gains and losses on financial investments available-for-sale. Subject to agreement by the Inland Revenue Board, the Bank has Section 108 tax credit and tax exempt income to frank approximately RM1.11 billion of its distributable reserves at 31 December 2012 if paid out as dividends. The Finance Act 2007 introduced a single tier company income tax system with effect from year of assessment 2008. As such, the Section 108 tax credit balance as at 31 December 2012 will be available to the Bank until such time the credit is fully utilised or upon expiry of the six-year transitional period on 31 December 2013, whichever is earlier. 19. Employee benefits 062 Citibank berhad Annual Report 2012 Notes To The Financial Statements i. Retirement benefits The amounts recognised in the statements of financial position are as follows: Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Present value of the funded obligation Fair value of plan assets Unrecognised past service costs Unrecognised actuarial gains Liability recognised in statements of financial position 31,391 35,439 34,633 (38,934) (37,343) (37,488) (7,543) (1,904) (2,855) (4) (12) (20) 7,817 2,617 3,247 270 701 372 The Group and the Bank make contributions to a fully funded defined benefit scheme for its employees. Contributions to the fund are made to a separately administered fund. Under the fund, eligible employees are entitled to one and a half month of the final/last drawn salary multiplied by the Plan service not in excess of 40 upon attainment of the retirement age of 55. For employees who leave before the attainment of the retirement age, the retirement benefit will be computed based on the scale rate stipulated in the rules of the Fund. On 1 January 2007, majority of the Plan members’ benefits accrued under the Defined Benefit Plan were converted to the new Defined Contribution Plan. Only those staff who satisfied the criteria below, will continue to be maintained under the Defined Benefit Plan. a. Age as at 31 December 2006: at least 40 years b. Years of service as at 31 December 2006: at least 5 years c. Sum of age and years of service as at 31 December 2006: at least 55 years 19. Employee benefits (continued) Retirement benefits (continued) Plan assets comprise: Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Equities 11,291 9,709 10,984 Property 15,807 15,796 15,782 Securities 11,018 9,971 9,597 818 1,867 1,125 38,934 37,343 37,488 Others Movement in the present value of the defined benefit obligations: RM’000 Defined benefit obligations at 1 January 35,439 34,633 Benefits paid by the plan (3,248) (2,315) 3,221 3,323 Actuarial gains (4,021) (202) Defined benefit obligations at 31 December 31,391 35,439 Current service costs and interest Movement in the fair value of plan assets: Group and Bank Fair value of plan assets at 1 January Contributions paid into the plan 20 1 2 20 1 1 RM’000 RM’000 37,343 37,488 1,301 426 (3,248) (2,315) Expected return on plan assets 2,370 2,577 Actuarial (losses)/gains 1,168 (833) 38,934 37,343 Benefits paid by the plan Fair value of plan assets at 31 December Annual Report 2012 RM’000 Citibank berhad 20 1 1 Notes To The Financial Statements Group and Bank 20 1 2 063 i. 19. Employee benefits (continued) i. Retirement benefits (continued) The amounts recognised in the statements of comprehensive income are as follows: Group and Bank Current service costs Interest cost Notes To The Financial Statements Expected return on plan assets 20 1 2 2011 RM’000 RM’000 1,515 1,706 1,559 1,764 (2,370) (2,577) Cost of settlement 202 - Prior service costs 8 9 Amount included under “personnel costs” 1,061 755 Actual return on plan assets 3,538 1,745 Movement in the net liability recognised in the statements of financial position are as follows: Group and Bank Opening net liability as at 1 January Recommended expenses as above Contributions paid Prior year contributions 20 1 2 2011 RM’000 RM’000 701 372 1,061 755 (1,301) (426) (191) - 270 701 The latest valuation of the Defined Benefit Plan as at 31 December 2012 was conducted by Towers Watson (Malaysia) Sdn. Bhd.. The unfunded portion of the total liability will continue to be borne by Citibank Berhad. Projected unit credit method is used to calculate the actuarial present value of promised retirement benefits. Principal actuarial assumptions used at the reporting date (expressed as weighted averages): 064 Citibank berhad Annual Report 2012 Group and Bank Discount rate 20 1 2 2011 4.25% 5.00% Rate of increase in salary levels 6.00% 7.00% Expected long-term rate of return on plan assets 6.50% 6.50% Price inflation 3.50% 3.50% Assumptions regarding future mortality are based on published statistics and mortality tables. The average life expectancy of an individual retiring is at the age of 55 years. The overall expected long-term rate of return on assets is 6.5% per annum. The expected long-term rate of return is based on the portfolio as a whole and not on the sum of the returns on individual asset categories. The return is based exclusively on historical returns, without adjustments. 19. Employee benefits (continued) i. Retirement benefits (continued) 20 1 0 20 0 9 2008 RM’000 RM’000 RM’000 RM’000 RM’000 31,391 35,439 34,633 34,093 26,926 (38,934) (37,343) (37,488) (25,972) (18,991) (Surplus)/Deficit in the plan (7,543) (1,904) (2,855) 8,121 7,935 Experience adjustments arising on plan assets - (gains)/losses (1,168) 833 (9,602) (2,127) 2,774 Experience adjustments arising on plan liabilities - (gains)/losses (2,866) (686) (1,342) 4,850 36 Assumption adjustment on plan liabilities – (gains)/losses (1,155) 484 508 566 1,262 Present value of the defined benefit obligation Fair value of plan assets The Group and the Bank’s expected contribution to be paid to the funded defined benefit plan in year 2013 is approximately RM865,000. ii. Share option plan The Group and the Bank have a number of stock option programmes for its officers and employees as part of a discretionary award package. Options are granted on Citigroup Inc.’s stock at the market value denominated in US dollar at the time of grant. Option granted in October 2009 has a six years term and will vest 33% each year over a three years period, provided the staff remains continuously employed in the Group and the Bank. Group and Bank Outstanding at 1 January 20 1 2 2011 661,935 677,773 Granted - - Exercised - (393) Transfer in 55,874 21,388 Lapsed/Cancelled (33,979) (36,833) Outstanding at 31 December 683,830 661,935 Annual Report 2012 20 1 1 Citibank berhad 20 1 2 065 Group and Bank Notes To The Financial Statements Historical information 19. Employee benefits (continued) ii. Share option plan (continued) Details of share options granted during the year: Group and Bank 20 1 2 2011 Expiry dates - - Average grant price per ordinary share (RM) - - Aggregated proceeds if shares are issued (RM’000) - - - 2014 Details of share options exercised during the year: 066 Citibank berhad Annual Report 2012 Notes To The Financial Statements Year of expiry Average exercise price per ordinary share (RM) - 12.97 Aggregated issue proceeds (RM’000) - 5 Fair value at date of vesting (RM’000) - 2,399 Terms of the options outstanding at 31 December: Group and Bank 20 1 2 2011 Expiry dates Jan 2012 Exercise price RM 155.47 - 415 Feb 2012 RM 133.82 - 26,980 Feb 2012 RM 144.33 - 1,839 Aug 2012 RM 107.74 - 750 Jan 2013 RM 172.82 - 635 Jan 2013 RM 166.35 635 - Jan 2014 RM 77.70 - 11,188 Jan 2014 RM 74.79 11,188 - Oct 2015 RM 12.97 - 620,128 Oct 2015 RM 12.48 672,007 - 683,830 661,935 iii. Share capital accumulation plan (CAP) The Group and the Bank have a number of capital accumulation programmes for its officers and employees. The Core CAP is a discretionary award of restricted shares. The number of CAP shares in a Core CAP award is calculated using a 25% discount from the market price of Citigroup common stock. Supplemental CAP is a discretionary retention award programme composed of an award of CAP shares. The difference between Supplemental CAP award and a Core CAP award is that generally, a Supplementary CAP is given in addition to the discretionary award package and the number of shares awarded will not be based on a discount from the market price of Citigroup common stock. CAP granted in 2012 typically vest 25% each year for four years, with the first vesting date occurring 12 months after the grant date. Shares acquired upon exercise of a CAP option generally may not be sold for two years following the exercise date. 19. Employee benefits (continued) iii. Share capital accumulation plan (CAP) (continued) Group and Bank 20 1 2 20 1 1 485,525 606,369 Granted 416,375 297,605 Vested (24,950) 20,438 Outstanding at 1 January Lapsed/cancelled Net transferred out Outstanding at 31 December (269,016) (220,324) (354) (218,563) 607,580 485,525 Details of CAP granted during the year: 9.34 15.95 3,889 4,748 8.93 25.02 Aggregated issue proceeds (RM’000) 4,355 6,171 Fair value at date of vesting (RM’000) 1,695 2,745 Aggregated proceeds if shares are issued (RM’000) Details of CAP vested during the year: Average exercise price per ordinary share (RM) Terms of the CAP outstanding at 31 December: Group and Bank 20 1 2 20 1 1 RM 62.76 - 19,602 RM 83.68 - 7,004 Year of expiry Grant price Jan 2012 Jan 2012 Oct 2012 RM 47.96 - 497 Jan 2013 RM 14.85 - 94,804 Jan 2013 RM 14.29 35,232 - Jan 2014 RM 11.17 - 140,932 Jan 2014 RM 10.76 61,905 - Jan 2015 RM 15.95 - 222,686 Jan 2015 RM 15.36 131,856 - Jan 2015 RM 9.34 104,795 - Jan 2016 RM 9.34 273,792 - 607,580 485,525 Annual Report 2012 Jan 17, 2015 Citibank berhad Average grant price per ordinary share (RM) Jan 16, 2016 067 Expiry dates 20 1 1 Notes To The Financial Statements Group and Bank 20 1 2 20. Interest income Group and Bank 20 1 2 2011 RM’000 RM’000 1,168,629 1,216,577 Loans and advances - Interest income other than recoveries from impaired loans - Recoveries from impaired loans Money at call and deposit placements with financial institutions 068 Citibank berhad Annual Report 2012 Notes To The Financial Statements Financial assets held-for-trading 53,571 45,277 197,510 247,359 48,848 50,702 Financial investments available-for-sale 97,967 84,187 Securities purchased under resale agreements 29,357 28,367 1,595,882 1,672,469 Accretion of discount 73,193 40,081 Total interest income 1,669,075 1,712,550 21. Interest expense Group and Bank Deposits and placements of banks and other financial institutions Deposits from customers Others 20 1 2 2011 RM’000 RM’000 29,567 31,535 478,274 453,295 3,740 4,975 511,581 489,805 22. Other operating income Group and Bank 20 1 2 20 1 1 RM’000 RM’000 145,628 138,542 15,568 15,202 6,775 6,698 Fee income: Commission Service charges and fees Guarantee fees Bankcard fees 221,601 167,817 Insurance premium and referral 28,105 19,578 Other fee income 46,753 36,995 464,430 384,832 41 977 7,052 27,571 19,447 7,332 28 28 26,568 35,908 112,462 161,915 Trading income: Unrealised gain from revaluation of financial assets held-for-trading Foreign exchange profit - unrealised gain - realised gain 31,552 30,393 Gain from derivatives 14,954 18,099 (392) (1,022) 158,576 209,385 649,574 630,125 Loss on disposal of plant and equipment Annual Report 2012 Other income: Citibank berhad - Financial investments available-for-sale Gross dividends from financial investments available-for-sale 069 - Financial assets held-for-trading Notes To The Financial Statements Net gain from sales of securities 23. Other operating expenses Group and Bank 20 1 2 2011 RM’000 RM’000 334,821 323,600 42,291 37,592 - Staff benefits and other compensations 42,654 41,300 - Others 10,925 6,927 430,691 409,419 - Depreciation 36,534 35,713 - Rental of premises 24,171 21,526 - Hire of equipments 4,120 2,603 Personnel costs - Salaries, allowances and bonuses - Contributions to Employees Provident Fund 070 Citibank berhad Annual Report 2012 Notes To The Financial Statements Establishment costs - Utilities 6,334 6,677 - Others 17,793 18,436 88,952 84,955 47,077 44,560 1,327 1,518 48,404 46,078 250,907 179,803 361 346 Marketing expenses - Advertisement and promotional expenses - Others Administrative and general expenses - Processing cost - Auditors’ remuneration - Statutory audit - Other services 263 191 4,810 6,748 - Communication expenses 6,948 16,055 - Maintenance of office equipment 3,694 4,385 99,068 139,866 366,051 347,394 934,098 887,846 - Stationeries and supplies - Others Total other operating expenses 23. Other operating expenses (continued) Group and Bank 20 1 2 20 1 1 RM’000 RM’000 2,011 2,314 1,032 971 i. CEO and Directors’ remuneration Executive Directors (including CEO) Salary and other remuneration, including meeting allowances Bonuses Benefits-in-kind 430 392 Share-based payment (29) 830 232 300 3,676 4,807 2,902 3,144 Non-executive Directors Fees Fees RM’000 RM’000 Total RM’000 RM’000 RM’000 2,011 - 1,032 430 3,473 Jonathan Christian Larsen - - - - - Tan Sri Dato’ Hj Omar Ibrahim - 100 - - 100 - 100 - - 100 Agnes Liew Yun Chong - - - - - Terence Kent Cuddyre - - - - - - 32 - - 32 2,011 232 1,032 430 3,705 Executive Directors and CEO Sanjeev Nanavati Non-executive Directors Dato’ Siow Kim Lun @ Siow Kim Lin Dato’ Dr. Thillainathan A/L Ramasamy Annual Report 2012 Bonuses Benefitsinkind Citibank berhad Salary and others remunerations 071 - short-term employee benefits Notes To The Financial Statements ii. Other key management personnel: 24. Allowance for loans, advances and financing Group and Bank 20 1 2 2011 RM’000 RM’000 10,957 16,888 (19,777) (19,418) (8,261) (4,032) - written back (90,145) (79,678) - written off 230,064 230,981 122,838 144,741 Allowance for loans, advances and financing: Individual assessment - allowance made during the year - written back Collective assessment - written back Notes To The Financial Statements Impaired loans, advances and financing 25. Tax expense Group and Bank 20 1 2 2011 RM’000 RM’000 204,436 220,302 20,293 (108,536) 224,729 111,766 - Origination and reversal of temporary differences (5,999) (13,956) - Prior year (over)/under provision (7,760) 67,520 210,970 165,330 Malaysian income tax - current year - prior year under/(over) provision Deferred tax expense Citibank berhad Annual Report 2012 A reconciliation of the income tax expense between the statutory tax expense and effective tax expense is as follows:Group and Bank 20 1 2 2011 RM’000 RM’000 Profit before taxation 789,577 857,363 Income tax using Malaysian tax rate of 25% 197,394 214,341 Non-deductible expenses Others 072 Under/(Over) provision in prior year 1,043 431 - (8,426) 198,437 206,346 12,533 (41,016) 210,970 165,330 26. Earnings per share The earnings per ordinary share has been calculated based on the profit for the year of RM578,607,000 (20 11 - RM692,033,000) divided by 121,696,972 units of ordinary shares of RM 1 each issued as at the financial years ended. 27. Dividends Sen per share (net of tax) Total amount RM’000 Date of payment 20 1 2 Final 20 11 ordinary 247 300,000 13 June 2012 20 1 1 Final 20 10 ordinary 247 300,000 28 June 2011 After the reporting period, the following dividend was proposed by the Directors. This dividend will be recognised in subsequent financial period upon approval by the equity holder of the Bank. Final ordinary - 31 December 2012 Sen per share (net of tax) Total amount RM’000 411 500,000 28. Significant related party transactions and balances For the purpose of these financial statements, parties are considered to be related to the Group or the Bank if the Group or the Bank has the ability, directly or indirectly, to control the party or exercise significant influence over the party in making financial and operating decisions, or vice versa, or where the Group or the Bank and the party are subject to common control or common significant influence. Related parties may be individuals or other entities. The related parties of the Group and the Bank are: (ii) Other related companies Entities which are related by virtue of having Citigroup Holdings (Singapore) Pte. Ltd. or Citibank Overseas Investment Corporation as the holding companies or having Citigroup Inc. as the ultimate holding company. (iii) Key management personnel Key management personnel are defined as those persons having authority and responsibility for planning, directing and controlling the activities of the Group or the Bank either directly or indirectly. The key management personnel of the Group or the Bank includes all the Directors and certain members of senior management of the Group or the Bank. Key management personnel compensation is disclosed in Note 23. Citibank berhad Parent companies of the Group and the Bank are Citigroup Holdings (Singapore) Pte. Ltd. and Citigroup Inc. Annual Report 2012 Parent companies 073 (i) Notes To The Financial Statements Dividends recognised by the Bank are: 28. Significant related party transactions and balances (continued) Transactions and balances with parent companies and other related companies Group and Bank Group and Bank 20 1 2 20 1 1 RM’000 RM’000 RM’000 RM’000 Parent companies Other related companies Parent companies Other related companies 19,591 13,530 66,901 49,251 5,314 115,170 24,042 348,784 24,905 128,700 90,943 398,035 - 7,587 - 27,803 14,044 207,587 14,309 559,225 14,044 215,174 14,309 587,028 Interest bearing deposits - 1,888,117 - 7,542,592 Current account balances 8,315 317,517 - 1,522,230 33,650 121,069 124,982 1,059,365 41,965 2,326,703 124,982 10,124,187 Interest bearing deposits - 6,257 - 7,531,210 Current account balances 39,905 117,600 147,870 248,537 Other balances 31,965 931,205 134,169 250,231 71,870 1,055,062 282,039 8,029,978 Income Interest on interest bearing deposits Other income Expenditure Interest on interest bearing deposits 074 Citibank berhad Annual Report 2012 Notes To The Financial Statements Other expenses Amount due from Other balances Amount due to All related party transactions are conducted at arm’s length basis and on normal commercial terms which are not more favourable than those generally available to public. 29. Credit transactions and exposures with connected parties Group and Bank 20 1 2 20 1 1 RM’000 RM’000 1,643,454 2,438,114 - - 65,626,933 68,594,284 2.50% 3.55% 36.65% 57.25% 0.00% 0.00% Outstanding credit exposures with connected parties of which: Total credit exposure which is non-performing or in default Total credit exposures Percentage of outstanding credit exposures to The disclosure on Credit Transactions and Exposures with Connected Parties above are presented in accordance with para 9.1 of Bank Negara Malaysia’s revised Guidelines on Credit Transactions and Exposures with Connected Parties, which became effective on 1 January 2008. Based on these guidelines, a connected party refers to the following: i. Directors of the Bank and their close relatives; ii. Controlling shareholder and his close relatives; iii. Executive Officer, being a member of management having authority and responsibility for planning, directing and/or controlling the activities of the Bank, and his close relatives; iv. Officers who are responsible for or have the authority to appraise and/or approve credit transactions or review the status of existing credit transactions, either as a member of a committee or individually, and their close relatives; v. Firms, partnerships, companies or any legal entities which control, or are controlled by any person listed in (i) to (iv) above, or in which they have an interest, as a director, partner, executive officer, agent or guarantor, and their subsidiaries or entities controlled by them; vi. Any person for whom the persons listed in (i) to (iv) above is a guarantor; and vii. Subsidiary of or an entity controlled by the Bank and its connected parties. Credit transactions and exposures to connected parties as disclosed above include the extension of credit facilities and/or off-balance sheet credit exposures such as guarantees, trade-related facilities and loan commitments. They also include holdings of equities and private debt securities issued by the connected parties. The credit transactions with connected parties above are all transacted on an arm’s length basis and on terms and conditions no more favourable than those entered into with other counterparties with similar circumstances and creditworthiness. Due care has been taken to ensure that the creditworthiness of the connected party is not less than that normally required of other persons. Annual Report 2012 - which is non-performing or in default Citibank berhad - as a proportion of capital base 075 - as a proportion of total credit exposures Notes To The Financial Statements connected parties 30. Derivative financial instruments 2012 Positive Negative 2011 2010 Positive Negative Positive Negative Contract fair fair Contract fair fair Contract fair fair amount value value amount value value amount value value RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 43,496,302 68,211 98,562 44,501,232 202,448 96,410 44,990,550 264,681 310,204 - Cross currency interest rate swaps 5,946,434 176,445 175,376 5,212,667 294,397 294,535 6,948,760 423,054 311,223 - Options 2,093,720 5,099 5,021 2,034,702 9,026 2,956 703,871 3,205 3,213 - Futures 1,445,000 - - 3,915,000 - - 7,384,086 - - - Swaps Foreign exchange related contracts: - Forwards 076 Citibank berhad Annual Report 2012 Notes To The Financial Statements Interest rate contracts: 22,806,028 212,748 231,305 22,286,981 298,967 351,462 28,199,721 281,970 372,410 - Options 454,262 45 1,308 474,793 397 2,494 1,082,406 2,026 5,275 Equity related contracts 212,919 5,604 5,604 178,235 7,893 7,893 1,321,876 14,927 14,956 Others 274,330 3,940 11,501 785,672 7,519 14,200 731,077 17,377 26,839 76,728,995 472,092 528,677 79,389,282 820,647 769,950 Note 9 Note 16 Note 9 Note 16 91,362,347 1,007,240 1,044,120 Note 9 Note 16 31. Financial risk management The Group’s and the Bank’s risk management framework are designed to monitor, evaluate and manage the principal risk they assume in conducting its activities. These risks include the following: • credit risk • market risk • operational risk 1. Credit Risk The Group and the Bank secure various forms of collateral to mitigate credit risk exposures. The main types of collateral obtained by the Group and the Bank to mitigate credit risk are as follows: o for residential mortgages - charges over residential properties o for commercial property loans - charges over the properties being financed o for share margin financing - pledges over quoted securities o for other loans - charges over business assets such as premises, inventories, trade receivables or deposits Annual Report 2012 Continuous monitoring of credit behaviour aided by sophisticated scoring modules, plus portfolio delinquency performance allows independent credit risk management to constantly assess the health of the credit portfolio. Citibank berhad Independent credit risk management is also responsible for implementing portfolio limits, including obligor limits through risk rating, maturity and business segments limits to ensure diversification of portfolios, monitoring business risk management performance, providing on-going assessment of portfolio credit risk and approving new products. 077 The credit risk management process of the Group and the Bank relies on corporate-wide standards to ensure consistency and integrity, with business-specific policies and practices to ensure applicability and ownership. While business managers and independent risk management are jointly responsible for managing risk/return trade offs as well as establishing limits and risk management practices, the origination and approval roles are clearly defined and segregated. In addition to conforming to established corporate standards, independent credit risk management is responsible for establishing policies that comply with local regulations and any other relevant legal requirements. Notes To The Financial Statements Credit risk is the potential for financial loss resulting from the failure of a borrower or counterparty to honour its financial or contractual obligations. Credit arises in lending, trading, and derivatives transactions, securities transactions, settlement and when the Group or the Bank acts as an intermediary on behalf of its clients and other third parties. 31. Financial risk management (continued) A. Credit risk exposures and credit risk concentration The following tables present the Group’s maximum exposure to credit risk of its on and off balance sheet financial instruments at each reporting dates, by industry and geographical anaylsis, before taking into account collateral held or other credit enhancements. i. By Industry analysis Group 2012 Financial Services, Wholesale Government Insurance, Electricity, & Retail and House- Real Estate Gas & Trade, Transport, Social & Central hold & Business Services, Mining & Water Restaurants Storage & Community Other Banks Loans Services Agriculture Quarrying Manufacturing Supply Construction & Hotels Communication Services Sectors RM’000 RM’000 RM’000 RM’000 2,845,000 - 7,448,235 - - - 296,775 RM’000 Total RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 - - - - - - - - 10,293,235 - - - - - - - - - 296,775 On-Balance Sheet Notes To The Financial Statements Cash and short term funds Deposits and placements with bank and other financial institutions Securities purchased under resale agreements 743,921 - - - - - - - - - - - 743,921 Financial assets heldfor-trading 3,045,057 - - - - - - - - - - - 3,045,057 Financial investments available-for-sale 3,391,937 - - - - - - - - - - 7,499 3,399,436 Loans, advances and financing - 15,869,348 639,076 93,268 32,050 1,705,728 84,073 43,163 758,725 307,544 9,862 Other assets - - 660,749 2,246 - 3,142 1,002 20 9,330 4,306 56 152,075 832,926 438,840 - - - - - - - - - - - 438,840 10,464,755 15,869,348 9,044,835 95,514 32,050 1,708,870 85,075 43,183 768,055 311,850 9,918 Statutory deposits with Bank Negara Malaysia Annual Report 2012 Citibank berhad 455,764 38,889,217 Contingent liabilities - - 2,691,936 - - - - - - - - - Commitments - 23,454,557 1,668,806 - - - - - - - - - 25,123,363 10,464,755 39,323,905 13,405,577 95,514 32,050 1,708,870 85,075 43,183 768,055 311,850 9,918 455,764 66,704,516 Total Credit Exposures 078 296,190 19,839,027 2,691,936 31. Financial risk management (continued) Credit risk exposures and credit risk concentration (continued) i. By Industry analysis (continued) Group 2011 Financial Services, Wholesale Government Insurance, Electricity, & Retail and House- Real Estate Gas & Trade, Transport, Social & Central hold & Business Services, Mining & Water Restaurants Storage & Community Other Banks Loans Services Agriculture Quarrying Manufacturing Supply Construction & Hotels Communication Services Sectors RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 2,141,000 - 9,827,440 - - - - - 1,516,673 - - Securities purchased under resale agreements 1,218,993 - - - Financial assets heldfor-trading 2,336,849 - - Financial investments available-for-sale 5,218,009 - Loans, advances and financing - Other assets RM’000 Total RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 - - - - - - 11,968,440 - - - - - - - 1,516,673 - - - - - - - - 1,218,993 - - - - - - - - - 2,336,849 - - - - - - - - - 7,499 5,225,508 15,958,135 800,246 105,178 18,991 2,409,915 86,890 45,704 921,932 301,573 16,160 277,364 20,942,088 - - 947,626 10,816 747 67,562 835 20 14,143 5,997 - 258,242 1,305,988 398,080 - - - - - - - - - - - 398,080 11,312,931 15,958,135 13,091,985 115,994 19,738 2,477,477 87,725 45,724 936,075 307,570 16,160 543,105 44,912,619 Contingent liabilities - - 2,267,554 - - - - - - - - - 2,267,554 Commitments - 21,974,557 2,822,702 - - - - - - - - - 24,797,259 11,312,931 37,932,692 18,182,241 115,994 19,738 2,477,477 87,725 45,724 936,075 307,570 16,160 543,105 71,977,432 Statutory deposits with Bank Negara Malaysia Total Credit Exposures Annual Report 2012 Deposits and placements with bank and other financial institutions Citibank berhad Cash and short term funds Notes To The Financial Statements On-Balance Sheet 079 A. 31. Financial risk management (continued) A. Credit risk exposures and credit risk concentration (continued) i. By Industry analysis (continued) Group 2010 Financial Services, Wholesale Government Insurance, Electricity, & Retail and House- Real Estate Gas & Trade, Transport, Social & Central hold & Business Services, Mining & Water Restaurants Storage & Community Other Banks Loans Services Agriculture Quarrying Manufacturing Supply Construction & Hotels Communication Services Sectors RM’000 RM’000 RM’000 RM’000 4,576,600 - 5,904,433 - - - 811,660 404,417 - Financial assets heldfor-trading 1,837,369 Financial investments available-for-sale RM’000 Total RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 - - - - - - - - 10,481,033 - - - - - - - - - 811,660 - - - - - - - - - - 404,417 - - - - - 10,094 - 5,000 - - - 1,852,463 On-Balance Sheet Cash and short term funds Deposits and placements with bank and other financial institutions 080 Citibank berhad Annual Report 2012 Notes To The Financial Statements Securities purchased under resale agreements 3,097,989 - - - - - - - - - - 7,499 3,105,488 Loans, advances and financing - 16,365,585 512,027 35,022 7,708 1,710,721 32,295 46,104 841,024 137,600 19,933 371,754 20,079,773 Other assets - - 624,296 1,802 2,042 87,222 173 21 13,637 17,822 3 570,698 1,317,716 9,916,375 16,365,585 7,852,416 36,824 9,750 1,797,943 42,562 46,125 859,661 155,422 19,936 949,951 38,052,550 Contingent liabilities Commitments Total Credit Exposures 617 - 2,307,478 - - - - - 1,114 - - - 2,309,209 - 21,912,163 1,632,020 - - - - - - - - - 23,544,183 9,916,992 38,277,748 11,791,914 36,824 9,750 1,797,943 42,562 46,125 860,775 155,422 19,936 949,951 63,905,942 The disclosures represented the Bank’s exposures except for RM20,000 cash and cash equivalents deposited by the subsidiaries which were eliminated in the above tables. 31. Financial risk management (continued) Credit risk exposures and credit risk concentration (continued) By Geographical analysis Group Malaysia Hong Kong & Singapore China PRC Japan Australasia North America 2012 RM’000 RM’000 RM’000 5,014,113 4,270,060 4,419 United Other Kingdom countries RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 72,291 36,979 40,832 410,781 422,321 25,858 10,293,235 139,406 - 152,950 - - - - 296,775 743,921 - - - - - - - 743,921 Financial assets heldfor-trading 3,045,057 - - - - - - - 3,045,057 Financial investments available-for-sale 3,399,436 - - - - - - - 3,399,436 Loans, advances and financing 19,839,027 - - - - - - - 19,839,027 Other assets 462,705 775 19,010 4,735 - 243,740 101,961 - 832,926 Statutory deposits with Bank Negara Malaysia 438,840 - - - - - - - 438,840 32,947,518 4,410,241 91,301 194,664 40,832 654,521 524,282 25,858 38,889,217 2,152,869 22,092 224,288 - 1,598 60,242 63,577 167,271 2,691,937 Commitments 25,123,363 - - - - - - - 25,123,363 Total Credit Exposures 60,223,750 4,432,333 315,589 194,664 42,430 714,763 587,859 193,129 66,704,517 Total Deposits and placements with banks and other financial institutions Securities purchased under resale agreements Contingent liabilities Annual Report 2012 Cash and short term funds Notes To The Financial Statements On-Balance Sheet Citibank berhad ii. 081 A. 31. Financial risk management (continued) A. Credit risk exposures and credit risk concentration (continued) ii. By Geographical analysis (continued) Group Malaysia Hong Kong & Singapore China PRC Japan Australasia North America 2011 RM’000 RM’000 RM’000 5,232,143 3,902,079 1,251,495 United Other Kingdom countries RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 144,827 6,436 12,527 702,090 444,941 1,523,397 11,968,440 106,278 - 158,900 - - - - 1,516,673 1,218,993 - - - - - - - 1,218,993 2,336,849 - - - - - - - 2,336,849 5,225,508 - - - - - - - 5,225,508 20,942,088 - - - - - - - 20,942,088 758,559 14,533 681 4,904 1,520 126,964 240,823 158,004 1,305,988 398,080 - - - - - - - 398,080 37,363,715 4,022,890 145,508 170,240 14,047 829,054 685,764 1,681,401 44,912,619 1,627,769 19,180 469,849 - 1,624 63,232 36,688 49,212 2,267,554 Commitments 24,797,259 - - - - - - - 24,797,259 Total Credit Exposures 63,788,743 4,042,070 615,357 170,240 15,671 892,286 722,452 1,730,613 71,977,432 Total On-Balance Sheet Cash and short term funds Deposits and placements with banks and other financial institutions Securities purchased 082 Citibank berhad Annual Report 2012 Notes To The Financial Statements under resale agreements Financial assets heldfor-trading Financial investments available-for-sale Loans, advances and financing Other assets Statutory deposits with Bank Negara Malaysia Contingent liabilities 31. Financial risk management (continued) Credit risk exposures and credit risk concentration (continued) By Geographical analysis (continued) Group Malaysia Hong Kong & Singapore China PRC Japan Australasia North America United Other Kingdom countries 2010 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 6,884,986 3,113,155 8,654 48,309 61,220 13,639 76,082 274,988 10,481,033 495,159 162,326 - 154,175 - - - - 811,660 404,417 - - - - - - - 404,417 1,847,463 - - 5,000 - - - - 1,852,463 available-for-sale 2,974,380 - - - - 131,108 - - 3,105,488 Loans, advances and financing 20,079,773 - - - - - - - 20,079,773 792,847 12,958 277 20,162 513 126,856 208,795 155,308 1,317,716 33,479,025 3,288,439 8,931 227,646 61,733 271,603 284,877 430,296 38,052,550 1,742,225 29,560 285,447 - 2,653 67,602 33,459 148,263 2,309,209 Commitments 23,544,183 - - - - - - - 23,544,183 Total Credit Exposures 58,765,433 3,317,999 294,378 227,646 64,386 339,205 318,336 578,559 63,905,942 Total On-Balance Sheet Cash and short term funds Deposits and placements with banks and other financial institutions under resale agreements Financial assets heldfor-trading Financial investments Other assets Contingent liabilities Notes To The Financial Statements Securities purchased Annual Report 2012 The disclosures represented the Bank’s exposures except for RM20,000 cash and cash equivalents being deposited by the subsidiaries were eliminated in the above tables. Citibank berhad ii. 083 A. 31. Financial risk management (continued) B. Deposits and placements with banks and other financial institutions i. Deposits and placements with banks and other financial institutions analysis by credit rating Group and Bank AAA 084 Citibank berhad Annual Report 2012 Notes To The Financial Statements AA to AA- ii. 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 - 320,000 300,000 - - 100,000 A+ to A- 296,775 1,196,673 316,501 Unrated - - 95,159 296,775 1,516,673 811,660 Deposits and placements with banks and other financial institutions analysis by geographical location where the credit risk of issuers reside, regardless of where the assets are booked, is as follows: Group and Bank Malaysia Other C. 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 4,419 1,251,495 495,159 292,356 265,178 316,501 296,775 1,516,673 811,660 Other securities Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Financial assets held-for-trading 3,045,057 2,336,849 1,852,463 Financial investments available-for-sale 3,399,436 5,225,508 3,105,488 6,444,493 7,562,357 4,957,951 31. Financial risk management (continued) Other securities (continued) i. Other securities analysis by credit rating At the reporting date, the credit quality of investment in other securities by designation of an external credit assessment institution is as follows:- RM’000 RM’000 RM’000 6,500 6,500 11,500 A+ to A- 3,297,538 4,427,380 4,804,249 Unrated 3,140,455 3,128,477 142,202 6,444,493 7,562,357 4,957,951 AAA ii. Other securities analysis by geographical location where the credit risk of issuers reside, regardless of where the assets are booked, is as follows: Group and Bank Malaysia Other 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 6,444,493 7,562,357 4,821,844 - - 136,107 6,444,493 7,562,357 4,957,951 Annual Report 2012 1.1.2011 Citibank berhad 31.12.2011 Notes To The Financial Statements Group and Bank 31.12.2012 085 C. 31. Financial risk management (continued) D. Credit quality of Loans, advances and financing Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 17,429,100 18,703,942 17,498,596 1,928,073 1,719,346 2,040,363 481,854 518,800 540,814 Loans, advances and financing - neither past due nor impaired - past due but not impaired - impaired Gross amount 19,839,027 20,942,088 20,079,773 Individual assessment allowance (205,769) (219,436) (229,542) Collective assessment allowance (357,064) (365,325) (369,357) 19,276,194 20,357,327 19,480,874 086 Citibank berhad Annual Report 2012 Notes To The Financial Statements Carrying amount Neither past due nor impaired Included in the total loans, advances and financing of neither past due nor impaired are renegotiated loans. The analysis below represents the carrying amount of loans that would otherwise be past due or impaired if their terms had not been renegotiated. These renegotiated loans are considered neither past due nor impaired after they have been monitored as impaired loans until a minimum number of payments have been received under the new terms. Group and Bank Renegotiated loans 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 790,739 876,855 846,099 Past due but not impaired Analysis of loans, advances and financing to customers that are past due but not impaired analysed based on aging are as follows: Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 1,434,140 1,228,861 1,419,750 30 - 59 dpd 356,567 331,993 437,370 60 - 89 dpd 137,366 158,492 183,243 1 - 29 dpd 90 - 119 dpd - - - 120 - 180 dpd - - - >180 dpd - - - 1,928,073 1,719,346 2,040,363 31. Financial risk management (continued) Credit quality of Loans, advances and financing (continued) Impaired Loans and advances are classified as impaired when they meet one of the following criteria: i. principal or interest or both are past due for three (3) months or more; ii. where there is an individual impairment provision on the loan; iii. impaired loans that have been rescheduled or restructured that have not met the continuous repayment behavior based on the revised rescheduled and/or restructured terms over the observation period. Loans and advances to customers that are individually impaired analysed by age are as follows: 1.1.2011 RM’000 RM’000 Current 28,676 10,957 15,786 1 - 29 dpd 11,820 8,319 13,959 30 - 59 dpd 27,948 12,305 12,688 60 - 89 dpd 30,907 31,738 34,317 90 - 119 dpd 120 - 180 dpd >180 dpd 64,577 74,426 57,572 104,157 104,047 118,518 213,769 277,008 287,974 481,854 518,800 540,814 Estimated value of collaterals against past due but not impaired and impaired loans are RM709,848,000 (2011 - RM766,045,000). Annual Report 2012 31.12.2011 RM’000 Citibank berhad 31.12.2012 Notes To The Financial Statements Group and Bank 087 D. 31. Financial risk management (continued) 2. Market Risk Market risk encompasses price risk and liquidity risk, both arising in the normal course of business operations of the Group and the Bank. The objective of market risk management is to manage and control market risk exposures within acceptable parameters while optimising the return on risk. Market risk in the Group and the Bank are managed through corporate-wide standards and business-specific policies and procedures with the help of responsible personnel and committees delegated by the Board of Directors such as the Risk Management Committee, Asset and Liability Committee and Market Risk Management. The business is required to establish risk measures, limits and controls, clearly defining approved risk profiles within the parameters of the Group’s and the Bank’s overall risk appetite and for operating within the established market risk limit framework. Independent market risk management establishes policies and procedures, approves limits and monitors exposures against limits. 088 Citibank berhad Annual Report 2012 Notes To The Financial Statements Price Risk Price risk is the risk associated to earnings arising from changes in interest rate, foreign exchange rates, equity and commodity prices and in their implied volatilities. Price risk arises in non-trading as well as trading portfolios. Price risk in non-trading portfolio is measured predominantly through earnings-at-risk and factor sensitivities supplemented with additional tools such as stress testing and cost-to-close analysis. Price risk in trading portfolios is measured through tools such as factor sensitivities, value-at-risk and stress testing. Interest rate risk primarily results from the timing differences in the repricing of interest bearing assets, liabilities and commitments. It is also related to positions from non-interest bearing liabilities including shareholders’ funds and current accounts, as well as from certain fixed rate loans and liabilities. The Group and the Bank are exposed to such risks associated with the effects of the fluctuations in the prevailing market interest rates on its financial positions and cash flows. Factor sensitivities are expressed as the change in the value of a position for a defined change in a market risk factor. For the sensitivity analysis provided in this section, the Group and the Bank have used a 100 basis points movement for interest rates and a 6% movement in foreign exchange rates to measure the impact of these market risk movements on the Group and the Bank. Interest rate risk – Sensitivity analysis At 31 December 2012, it is estimated that a general increase of 100 basis points in interest rate, with all other variables held constant, would decrease the Group’s and the Bank’s profit before tax by approximately RM64,554,000 whereas a general decrease of 100 basis points in interest rate, with all other variables held constant, would have an equal but opposite effect. The sensitivity analysis above has been determined assuming that the change in interest rates had occurred at the reporting date and had been applied to the exposure to interest rate risk for both derivative and non-derivative financial instruments in existence at that date and that all other variables, in particular foreign exchange rates, remain constant. The above basis point increase or decrease represents management’s assessment of a reasonably possible change in interest rates over the period until the next annual reporting date. Foreign currency risk – Sensitivity analysis As at 31 December 2012, it is estimated that a movement of 6% in Ringgit Malaysia (RM) against foreign currencies, with all other variables held constant, would result in maximum loss of approximately RM6,658,000. The sensitivity analysis has been determined assuming that the change in foreign exchange rates had occurred at the reporting date and had been applied to the Group’s and the Bank’s exposure to currency risk for both derivative and non-derivative financial instruments in existence at that date, and that all other variables, in particular interest rate, remains constant. The sensitivity analysis includes balances where the denomination of the balances is in a currency other than the Ringgit Malaysia (RM). The stated changes represent management’s assessment of reasonably possible changes in foreign exchange rates over the period until the next annual reporting date. Results of the analysis represent an aggregation of the effects on the Group’s and the Bank’s profit before tax measured in the respective functional currencies, translated into Ringgit Malaysia (RM) at the exchange rate ruling at the balance sheet date for presentation purposes. 31. Financial risk management (continued) 2. Market Risk (continued) Liquidity Risk Liquidity risk is the risk that the Group and the Bank will not be able to meet its financial commitments when due. Under the Group’s and the Bank’s internal liquidity risk management policy, there is a set of standards for the measurement of liquidity risk in order to ensure consistency, stability in methodologies and transparency of risk. Management of liquidity is performed on a daily basis and is monitored by the Treasurer. The Asset and Liability Committee and the Treasurer undertake the joint responsibility of overall liquidity risk management which covers establishing and endorsing the annual funding and liquidity plan, liquidity limits, liquidity ratios, market triggers and periodic stress tests. The Group and the Bank include the net cash flow position for derivatives as part of their daily liquidity reports under off-balance sheet items, which are consolidated together with the on-balance sheet items to monitor the overall liquidity position of the Group and the Bank. The daily report prepared to monitor the daily liquidity position is known as the Market Access Report (“MAR”). It is prepared by major currencies and it has maturity analysis ranging from overnight to more than 2 years and limits are set for each tenor bucket. Maturity mismatches are monitored through the daily MAR report for necessary treasury actions on funding and gapping. Group Up to 1 month >1-3 months > 3 - 12 months >1-5 years Over 5 years Non-interest sensitive Trading book Total Effective interest rate 2012 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % Assets Cash and short term funds 9,042,370 - - - - 1,250,865 - 10,293,235 1.56% - 274,439 19,719 2,617 - - - 296,775 3.36% 743,921 - - - - - - 743,921 2.78% - - - - - - 3,045,057 3,045,057 3.30% 107,414 281,064 771,654 1,601,846 637,458 - - 3,399,436 3.29% 1,574,100 878,875 6,284,063 790,872 9,829,263 (357,064) - 19,000,109 6.32% - impaired - - - - - 276,085 - 276,085 Other assets - - - - - 360,834 472,092 832,926 Statutory deposits with Bank Negara Malaysia - - - - - 438,840 - 438,840 Deferred tax assets - - - - - 17,292 - 17,292 Plant and equipment - - - - - 109,343 - 109,343 11,467,805 1,434,378 7,075,436 2,395,335 10,466,721 2,096,195 3,517,149 38,453,019 Deposits and placements with banks and other financials institutions Securities purchased under resale agreements Financial assets held-for-trading Financial investments available-for-sale Loans, advances and financing - performing Total assets Annual Report 2012 Interest/profit rate risk Citibank berhad i. 089 The following table indicates the effective interest rate at the reporting dates and periods in which the financial instruments reprice or mature, whichever is earlier. Notes To The Financial Statements Limits are determined by the ultimate holding company and are reviewed as often as on a quarterly basis and is done in conjunction with the liquidity stress testing. 31. Financial risk management (continued) i. Interest/profit rate risk (continued) Group Up to 1 month >1-3 months > 3 - 12 months >1-5 years Over 5 years Non-interest sensitive Trading book Total Effective interest rate 2012 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % 1,619,909 3,691,439 488,165 - - - 28,932,489 1.65% 1.04% Liabilities and Shareholders’ equity 23,132,976 Deposits from customers 090 Citibank berhad Annual Report 2012 Notes To The Financial Statements Deposits and placements of banks and other financial institutions 2,731,565 16,062 1,014 106,579 - - - 2,855,220 Bills and acceptances payable - - - - - 133,076 - 133,076 Other liabilities - - - - - 1,717,737 528,677 2,246,414 Total liabilities 25,864,541 1,635,971 3,692,453 594,744 - 1,850,813 528,677 34,167,199 - - - 4,285,820 - 4,285,820 1,635,971 3,692,453 594,744 - 6,136,633 528,677 38,453,019 Shareholders’ equity Total liabilities and shareholders' equity - 25,864,541 On-balance sheet interest sensitivity gap (14,396,736) Off-balance sheet interest sensitivity gap (138,000) (14,534,736) - (201,593) 3,382,983 1,800,591 10,466,721 (4,040,438) 2,988,472 (296,000) 296,000 (154,000) 86,000 - - (497,593) 3,678,983 1,646,591 10,552,721 (4,040,438) 2,988,472 31. Financial risk management (continued) Interest/profit rate risk (continued) Group Up to 1 month >1-3 months > 3 - 12 months >1-5 years Over 5 years Non-interest sensitive Trading book Total Effective interest rate 2011 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % - - - - 1,643,832 - 11,968,440 1.55% - 733,854 619,328 163,491 - - - 1,516,673 2.67% 1,218,993 - - - - - - 1,218,993 2.10% - - - - 2,336,849 2,336,849 3.04% 1,436,145 2,807,965 673,760 - - 5,225,508 2.78% 6.60% Deposits and placements with banks and other financial institutions Securities purchased under resale agreements Financial assets held-for-trading - - Financial investments available-for-sale - 307,638 1,696,851 1,422,520 6,993,639 632,761 9,677,517 (365,325) - 20,057,963 - impaired - - - - - 299,364 - 299,364 Other assets - - - - - 485,341 820,647 1,305,988 Statutory deposits with Bank Negara Malaysia - - - - - 398,080 - 398,080 Deferred tax assets - - - - - 796 - 796 Plant and equipment - - - - - 120,905 - 120,905 13,240,452 2,464,012 9,049,112 3,604,217 10,351,277 2,582,993 3,157,496 44,449,559 Loans, advances and financing - performing Total assets Annual Report 2012 10,324,608 Citibank berhad Cash and short term funds Notes To The Financial Statements Assets 09 1 i. 31. Financial risk management (continued) i. Interest/profit rate risk (continued) Group Up to 1 month >1-3 months > 3 - 12 months >1-5 years Over 5 years Non-interest sensitive Trading book Total Effective interest rate 2011 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % Liabilities and Shareholders’ equity Deposits from customers 24,011,170 1,485,006 3,957,298 617,231 - - - 30,070,705 1.66% 3,365,590 3,485,651 802,972 122,884 - - - 7,777,097 0.40% Bills and acceptances payable - - - - - 63,761 - 63,761 Other liabilities - - - - - 1,752,623 769,950 2,522,573 Total liabilities 27,376,760 4,970,657 4,760,270 740,115 - 1,816,384 769,950 40,434,136 - - - - - 4,015,423 - 4,015,423 27,376,760 4,970,657 4,760,270 740,115 - 5,831,807 769,950 44,449,559 4,288,842 2,864,102 10,351,277 (3,248,814) 2,387,546 95,340 - - 5,100,352 2,956,691 10,446,617 (3,248,814) 2,387,546 092 Citibank berhad Annual Report 2012 Notes To The Financial Statements Deposits and placements of banks and other financial institutions Shareholders’ equity Total liabilities and Shareholders' equity On-balance sheet interest sensitivity gap Off-balance sheet interest sensitivity gap (14,136,308) (2,506,645) (223,464) (467,705) (14,359,772) (2,974,350) 811,510 92,589 31. Financial risk management (continued) Interest/profit rate risk (continued) Group Up to 1 month >1-3 months > 3 - 12 months >1-5 years Over 5 years Non-interest sensitive Trading book Total Effective interest rate 2010 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % - - - - 717,653 - 10,481,033 1.50% - 578,355 51,793 181,512 - - - 811,660 4.29% 404,417 - - - - - - 404,417 1.35% Financial assets held-for-trading - - - - - - 1,852,463 1,852,463 2.69% Financial investments available-for-sale - - 277,443 2,719,300 108,745 - - 3,105,488 3.39% 1,385,605 975,383 6,324,229 246,547 10,607,195 (369,357) - 19,169,602 6.71% - impaired - - - - - 311,272 - 311,272 Other assets - - - - - 310,476 1,007,240 1,317,716 Deferred tax assets - - - - - 59,300 - 59,300 Plant and equipment - - - - - 108,781 - 108,781 11,553,402 1,553,738 6,653,465 3,147,359 10,715,940 1,138,125 2,859,703 37,621,732 Deposits and placements with banks and other financial institutions Securities purchased under resale agreements Loans, advances and financing - performing Total assets Annual Report 2012 9,763,380 Citibank berhad Cash and short term funds Notes To The Financial Statements Assets 093 i. 31. Financial risk management (continued) i. Interest/profit rate risk (continued) Group Up to 1 month >1-3 months > 3 - 12 months >1-5 years Over 5 years Non-interest sensitive Trading book Total Effective interest rate 2010 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % 2,476,715 6,391,713 651,954 - - - 28,843,990 1.27% 512,996 1,438,808 256,016 115,105 - - - 2,322,925 0.89% Bills and acceptances payable - - - - - 47,982 - 47,982 Other liabilities - - - - - 1,753,342 1,044,120 2,797,462 Total liabilities 19,836,604 3,915,523 6,647,729 767,059 - 1,801,324 1,044,120 34,012,359 - - - 3,609,373 - 3,609,373 3,915,523 6,647,729 767,059 - 5,410,697 1,044,120 37,621,732 Liabilities and Shareholders’ equity Deposits from customers 094 Citibank berhad Annual Report 2012 Notes To The Financial Statements Deposits and placements of banks and other financial institutions Shareholders’ equity 19,323,608 - - Total liabilities and shareholders' equity 19,836,604 On-balance sheet interest sensitivity gap (8,283,202) (2,361,785) Off-balance sheet interest sensitivity gap (21,735) (666,608) (8,304,937) (3,028,393) 5,736 2,380,300 10,715,940 (4,272,572) 1,815,583 4,069 844,350 (61,670) - - 9,805 3,224,650 10,654,270 (4,272,572) 1,815,583 The disclosures represented the Bank’s exposures except for RM20,000 cash and cash equivalents being deposited by the subsidiaries were eliminated in the above tables. 31. Financial risk management (continued) Foreign currency risk Foreign currency risk results in the Group's exposure to the effects of fluctuations in the prevailing foreign currency exchange rates on its financial position and cash flows. The tables below summarise the RM equivalent amount of the Group's and the Bank’s exposure to foreign currency exchange rate risk as at reporting date: Group MYR USD JPY Others Total RM’000 RM’000 RM’000 RM’000 RM’000 3,639,362 485,947 4,917,767 1,250,159 10,293,235 Deposits and placements with banks and other financial institutions - 89,973 157,369 49,433 296,775 Securities purchased under resale agreements 20 1 2 - - - 743,921 3,045,057 - - - 3,045,057 Financial investments available-for-sale 3,399,436 - - - 3,399,436 17,978,104 1,122,670 130,747 44,673 19,276,194 5,273,902 (4,505,351) 264,222 (199,847) 832,926 438,840 - - - 438,840 17,292 - - - 17,292 109,343 - - - 109,343 34,645,257 (2,806,761) 5,470,105 1,144,418 38,453,019 22,162,490 5,608,506 45,365 1,116,128 28,932,489 247,027 2,136,044 310,700 161,449 2,855,220 Loans, advances and financing Other assets Statutory Deposits with Bank Negara Malaysia Deferred tax assets Plant and equipment Total assets Liabilities Deposits from customers Deposits and placements of banks and other financial institutions Bills and acceptances payable 5,985 125,480 894 717 133,076 Other liabilities 8,120,452 (6,216,305) 284,924 57,343 2,246,414 Total liabilities 30,535,954 1,653,725 641,883 1,335,637 34,167,199 4,285,820 - - - 4,285,820 34,821,774 1,653,725 641,883 1,335,637 38,453,019 Shareholder’s equity Total liabilities and Shareholder’s equity Annual Report 2012 743,921 Financial assets heldfor-trading Citibank berhad Cash and short term funds Notes To The Financial Statements Assets 095 ii. 31. Financial risk management (continued) ii. Foreign currency risk (continued) Group MYR USD JPY Others Total RM’000 RM’000 RM’000 RM’000 RM’000 Cash and short term funds 2,980,351 6,930,088 170,487 1,887,514 11,968,440 Deposits and placements with banks and other financial institutions 505,000 742,652 167,942 101,079 1,516,673 Securities purchased under resale agreements 1,218,993 - - - 1,218,993 Financial assets heldfor-trading 2,336,849 - - - 2,336,849 Financial investments available-for-sale 5,225,508 - - - 5,225,508 Loans, advances and financing 18,653,054 1,537,447 156,882 9,944 20,357,327 Other assets (3,083,664) 4,901,670 868,509 (1,380,527) 1,305,988 398,080 - - - 398,080 20 11 Notes To The Financial Statements Assets Statutory Deposits with Bank Negara Malaysia Deferred tax assets Plant and equipment Total assets Deposits from customers Deposits and placements of banks and other financial institutions Annual Report 2012 Other liabilities Citibank berhad - - - 796 - - - 120,905 28,355,872 14,111,857 1,363,820 618,010 44,449,559 24,439,971 4,054,517 38,882 1,537,335 30,070,705 187,698 7,138,063 438,673 12,663 7,777,097 913 57,499 2,372 2,977 63,761 (545,278) 3,382,608 885,192 (1,199,949) 2,522,573 24,083,304 14,632,687 1,365,119 353,026 40,434,136 4,015,423 - - - 4,015,423 28,098,727 14,632,687 1,365,119 353,026 44,449,559 Liabilities Bills and acceptances payable 096 796 120,905 Total liabilities Shareholder’s equity Total liabilities and Shareholder’s equity 31. Financial risk management (continued) Foreign currency risk (continued) Group MYR USD JPY Others Total 20 1 0 RM’000 RM’000 RM’000 RM’000 RM’000 5,175,951 4,275,961 165,662 863,459 10,481,033 Deposits and placements with banks and other financial institutions 400,000 214,965 56,762 139,933 811,660 Securities purchased under resale agreements - - - 404,417 1,852,463 - - - 1,852,463 Financial investments available-for-sale 2,974,380 131,108 - - 3,105,488 18,793,515 500,705 165,477 21,177 19,480,874 9,906,208 (9,071,471) 985,692 (502,713) 1,317,716 Loans, advances and financing Other assets Deferred tax assets 59,300 - - - 59,300 108,781 - - - 108,781 39,675,015 (3,948,732) 1,373,593 521,856 37,621,732 22,151,301 5,676,701 28,576 987,412 28,843,990 Deposits and placements of banks and other financial institutions 539,841 1,499,724 273,162 10,198 2,322,925 Bills and acceptances payable 911 31,405 2,706 12,960 47,982 Other liabilities 12,268,286 (10,018,370) 1,064,106 (516,560) 2,797,462 Total liabilities 34,960,339 (2,810,540) 1,368,550 494,010 34,012,359 3,609,373 - - - 3,609,373 38,569,712 (2,810,540) 1,368,550 494,010 37,621,732 Plant and equipment Total assets Liabilities Deposits from customers Shareholder’s equity Total liabilities and Shareholder’s equity The disclosures represented the Bank’s exposures except for RM20,000 cash and cash equivalents being deposited by the subsidiaries were eliminated in the above tables. Annual Report 2012 404,417 Financial assets heldfor-trading Citibank berhad Cash and short term funds Notes To The Financial Statements Assets 097 ii. 31. Financial risk management (continued) iii. Analysis of assets and liabilities by remaining maturity The following maturity profile is based on the remaining period at the balance sheet date to the contractual maturity. Group Less than 7 days 7 days to 1 month 1 to 3 months 3 to 6 months 6 to 12 months 1 to 3 years 3 to 5 years Over 5 years No specific maturity Total 2012 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 8,580,461 461,909 - - - - - - 1,250,865 10,293,235 - - 274,439 11,946 7,773 2,617 - - - 296,775 Securities purchased under resale agreements 743,921 - - - - - - - - 743,921 Financial assets held-for-trading 196,739 79,120 847,024 1,097,814 116,764 392,288 179,792 135,516 - 3,045,057 Financial investments available-for-sale 107,414 249,271 339,203 278,926 185,318 1,063,988 537,858 637,458 - 3,399,436 Loans, advances and financing 900,546 673,554 878,875 116,095 6,167,968 Other assets 290,454 9,934 30,680 62,163 44,207 145,409 97,319 51,034 101,726 832,926 Statutory Deposits with Bank Negara Malaysia - - - - - - - - 438,840 438,840 Deferred tax assets - - - - - - - - 17,292 17,292 Plant and equipment - - - - - - - - 109,343 109,343 Assets Cash and short term funds 098 Citibank berhad Annual Report 2012 Notes To The Financial Statements Deposits and placements with banks and other financial institutions Total assets 10,819,535 278,854 1,473,788 2,370,221 1,566,944 6,522,030 1,883,156 512,018 9,829,263 (80,979) 19,276,194 1,326,987 10,653,271 1,837,087 38,453,019 31. Financial risk management (continued) Analysis of assets and liabilities by remaining maturity (continued) Group Less than 7 days 7 days to 1 month 1 to 3 months 3 to 6 months 6 to 12 months 1 to 3 years 3 to 5 years Over 5 years No specific maturity Total 2012 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 Deposits from customers 19,155,138 3,977,838 1,619,909 607,306 3,084,132 371,651 116,515 - - 28,932,489 Deposits and placements of banks and other financial institutions 1,179,500 1,552,065 16,062 900 114 106,579 - - - 2,855,220 718,963 (167,158) (323,072) (95,657) - - - - - 133,076 Other liabilities 1,787,198 13,987 39,193 68,710 53,603 169,608 73,139 40,698 278 2,246,414 Total liabilities 22,840,799 5,376,732 1,352,092 581,259 3,137,849 647,838 189,654 40,698 278 34,167,199 Share capital - - - - - - - - 121,697 121,697 Reserves - - - - - - - - 4,164,123 4,164,123 Total equity attributable to equity holder of the bank - - - - - - - - 4,285,820 4,285,820 22,840,799 5,376,732 1,352,092 581,259 3,137,849 647,838 189,654 40,698 4,286,098 38,453,019 Annual Report 2012 Total liabilities and equity Citibank berhad Bills and acceptances payable Notes To The Financial Statements Liabilities and Shareholders’ funds 09 9 iii. 31. Financial risk management (continued) (iii) Analysis of assets and liabilities by remaining maturity (continued) Group Less than 7 days 7 days to 1 month 1 to 3 months 3 to 6 months 6 to 12 months 1 to 3 years 3 to 5 years Over 5 years No specific maturity Total 2011 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 6,423,830 3,900,778 - - - - - Deposits and placements with banks and other financial institutions - - 733,854 354,781 264,547 162,597 894 - - 1,516,673 Securities purchased under resale agreements - 1,218,993 - - - - - - - 1,218,993 Financial assets held-for-trading - 127,356 1,098,792 293,885 390,371 446,387 (97,677) 77,735 - 2,336,849 Financial investments available-for-sale - 811,937 624,208 1,759,444 1,048,521 673,760 - 5,225,508 Assets 1 00 Citibank berhad Annual Report 2012 Notes To The Financial Statements Cash and short term funds - 307,638 - 1,643,832 11,968,440 Loans, advances and financing 372,170 Other assets 476,969 87,648 75,400 92,727 35,722 315,181 56,571 100,344 65,426 1,305,988 Statutory Deposits with Bank Negara Malaysia - - - - - - - - 398,080 398,080 Deferred tax assets - - - - - - - - 796 796 Plant and equipment - - - - - - - - 120,905 120,905 Total assets 7,272,969 1,372,220 1,466,563 1,130,554 6,070,508 323,064 6,706,995 3,682,247 2,683,884 7,385,356 3,006,673 404,260 9,731,856 (513,868) 20,357,327 1,412,569 10,583,695 1,715,171 44,449,559 31. Financial risk management (continued) Analysis of assets and liabilities by remaining maturity (continued) Group Less than 7 days 7 days to 1 month 1 to 3 months 3 to 6 months 6 to 12 months 1 to 3 years 3 to 5 years Over 5 years No specific maturity Total 2011 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 Deposits from customers 14,856,097 9,155,073 1,485,006 560,991 3,396,307 386,132 231,099 - - 30,070,705 Deposits and placements of banks and other financial institutions 1,432,250 1,933,340 3,485,651 638,927 164,045 122,884 - - - 7,777,097 Bills and acceptances payable 1,016,844 (250,384) (366,546) (336,153) - - - - - 63,761 Other liabilities 1,757,892 51,804 43,039 44,453 20,287 384,451 84,553 93,170 42,924 2,522,573 Total liabilities 19,063,083 10,889,833 4,647,150 908,218 3,580,639 893,467 315,652 93,170 42,924 40,434,136 Share capital - - - - - - - - 121,697 121,697 Reserves - - - - - - - - 3,893,726 3,893,726 Total equity attributable to equity holder of the bank - - - - - - - - 4,015,423 4,015,423 19,063,083 10,889,833 4,647,150 908,218 3,580,639 893,467 315,652 93,170 4,058,347 44,449,559 Annual Report 2012 Citibank berhad Total liabilities and equity Notes To The Financial Statements Liabilities and Shareholders’ funds 10 1 (iii) 31. Financial risk management (continued) (iii) Analysis of assets and liabilities by remaining maturity (continued) Group Less than 7 days 7 days to 1 month 1 to 3 months 3 to 6 months 6 to 12 months 1 to 3 years 3 to 5 years Over 5 years No specific maturity Total 2010 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 8,557,099 1,018,710 - - - - - - Deposits and placements with banks and other financial institutions - - 578,355 19,707 32,086 178,874 2,638 - - 811,660 Securities purchased under resale agreements - 404,417 - - - - - - - 404,417 Financial assets held-for-trading - 20,329 666,005 546,891 388,186 192,269 193,534 (154,751) - 1,852,463 Financial investments available-for-sale - - - 49,986 227,458 2,009,960 709,339 108,745 - 3,105,488 Assets 1 02 Citibank berhad Annual Report 2012 Notes To The Financial Statements Cash and short term funds Loans, advances and financing 205,605 Other assets 323,754 72,516 Deferred tax assets - Plant and equipment - Total assets 9,086,458 971,738 1,022,388 905,224 10,481,033 452,409 6,093,780 119,013 369,641 10,352,473 (106,173) 19,480,874 138,915 230,998 32,102 283,367 107,563 69,729 58,772 1,317,716 - - - - - - - 59,300 59,300 - - - - - - - 108,781 108,781 2,487,710 2,405,663 1,299,991 6,773,612 2,783,483 1,382,715 10,376,196 1,025,904 37,621,732 31. Financial risk management (continued) Analysis of assets and liabilities by remaining maturity (continued) Group Less than 7 days 7 days to 1 month 1 to 3 months 3 to 6 months 6 to 12 months 1 to 3 years 3 to 5 years Over 5 years No specific maturity Total 2010 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 RM'000 Deposits from customers 11,988,182 7,335,425 2,476,715 1,954,259 4,437,455 381,723 270,231 - - 28,843,990 Deposits and placements of banks and other financial institutions 303,475 209,521 1,438,808 226,532 29,484 1,582 113,523 - - 2,322,925 Bills and acceptances payable 1,019,456 (289,259) (497,553) (184,662) - - - - - 47,982 Other liabilities 1,786,816 75,224 154,836 94,731 84,948 275,760 197,010 60,481 67,656 2,797,462 Total liabilities 15,097,929 7,330,911 3,572,806 2,090,860 4,551,887 659,065 580,764 60,481 67,656 34,012,359 Share capital - - - - - - - - 121,697 121,697 Reserves - - - - - - - - 3,487,676 3,487,676 Total equity attributable to equity holder of the bank - - - - - - - - 3,609,373 3,609,373 15,097,929 7,330,911 3,572,806 2,090,860 4,551,887 659,065 580,764 60,481 3,677,029 37,621,732 Annual Report 2012 The disclosures represented the Bank’s exposures except for RM20,000 cash and cash equivalents being deposited by the subsidiaries were eliminated in the above tables. Citibank berhad Total liabilities and equity Notes To The Financial Statements Liabilities and Shareholders’ funds 1 03 iii. 31. Financial risk management (continued) iv. Analysis of financial liabilities by contractual undiscounted cash flows The table below details the remaining contractual maturities at the balance sheet date of the Group’s financial liabilities, which are based on contractual undiscounted cash flows (including interest payments computed using contractual rates or if floating, based on current rates at the balance sheet date) and the earliest date the Group can be required to pay. Group Carrying Amount Total contractual undiscounted cash flows 1 month or less Over 1 month to 3 months Over 3 months to 1 year Over 1 year to 5 years Over 5 years 2012 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 104 Citibank berhad Annual Report 2012 Notes To The Financial Statements Financial liabilities Deposits from customers 28,932,489 29,151,704 23,271,812 1,588,924 3,799,559 491,409 - Deposits and placements of banks and other financial institutions 2,855,220 2,855,766 2,731,826 16,069 1,015 106,856 - Bills and acceptances payable Other liabilities Total 133,076 133,076 604,725 (337,359) (134,290) - - 2,246,414 2,246,415 680,523 2,843 3,238 663 1,559,148 34,167,199 34,386,961 27,288,886 1,270,477 3,669,522 598,928 1,559,148 Group Carrying Amount Total contractual undiscounted cash flows 1 month or less Over 1 month to 3 months Over 3 months to 1 year Over 1 year to 5 years Over 5 years 2011 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 Financial liabilities Deposits from customers 30,070,705 30,226,365 24,150,629 1,405,722 Deposits and placements of banks and other financial institutions 7,777,097 7,781,241 3,365,836 63,761 63,761 756,769 2,522,573 2,522,573 40,434,136 40,593,940 Bills and acceptances payable Other liabilities Total 4,060,241 609,773 - 3,487,778 804,141 123,486 - (359,864) (333,144) - - 1,832,099 50,237 72,927 472,592 94,718 30,105,333 4,583,873 4,604,165 1,205,851 94,718 31. Financial risk management (continued) iv. Analysis of financial liabilities by contractual undiscounted cash flows (continued) Group Carrying Amount Total contractual undiscounted cash flows 1 month or less Over 1 month to 3 months Over 3 months to 1 year Over 1 year to 5 years Over 5 years 2010 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 Financial liabilities Deposits and placements of banks and other financial institutions 2,322,925 2,323,975 2,164,426 47,982 47,982 730,196 2,797,462 2,797,462 1,929,697 34,012,359 34,157,096 26,121,766 Bills and acceptances payable Other liabilities Total 3. 1,512,703 5,523,671 623,834 30,022 605 42,985 115,959 - (497,553) (184,661) - - 154,835 179,679 472,770 60,481 1,170,590 5,561,674 1,212,563 90,503 Operational Risk Operational risk is the risk of loss resulting from inadequate or failed internal processes, people or systems, or from external events. It includes reputation and franchise risk associated with business practices or market conduct that the Group and the Bank may undertake and includes the risk of failing to comply with applicable laws, regulations and Citigroup policies. Operational risk is inherent in the Group’s and the Bank’s business activities and is managed through an overall framework with checks and balances that include recognised ownership of the risk by businesses and independent risk management oversight. The Group and the Bank mitigate their operational risk by setting up its key controls and assessments according to Citigroup’s and Regulators’ standards. They are also evaluated, monitored, and managed by its sound governance structure. The Group’s and the Bank’s Self-Assessments and Operational Risk Framework include the Risk and Control Self-Assessment and the Operational Risk Policy, and define the Group’s and the Bank’s approach to operational risk management. The objective of the policy is to establish a consistent approach to assessing relevant risks and the overall control environment across the Group and the Bank, to facilitate adherence to regulatory requirements and other corporate initiatives. 32. Financial assets and liabilities 32.1 Categories of financial instruments The table below provides an analysis of financial instruments categorised as follows: a. b. Loans and receivables (“L&R”); Fair value through profit or loss (“FVTPL”): - Held for trading (“HFT”); c. Financial investments available-for-sale (“AFS”); d. Other liabilities (“OL”). Notes To The Financial Statements 21,297,447 Annual Report 2012 28,987,677 Citibank berhad 28,843,990 105 Deposits from customers 32. Financial assets and liabilities (continued) 32.1 Categories of financial instruments (continued) Group Carrying L&R/ FVTPL amount (OL) -HFT AFS RM’000 RM’000 RM’000 RM’000 10,293,235 10,293,235 - - 296,775 296,775 - - 743,921 743,921 - - 3,045,057 - 3,045,057 - 2012 Financial Assets Cash and short-term funds Deposits and placements with banks and other financial institutions Securities purchased under resale agreements Financial assets held-for-trading Notes To The Financial Statements Financial investments available-for-sale Loans, advances and financing Bank Negara Malaysia Annual Report 2012 - 3,399,436 10,288 - 438,840 438,840 - - Derivatives financial assets 472,092 - 472,092 - Interest/Income receivable 42,295 42,295 - - 38,007,845 31,080,972 3,527,437 3,399,436 28,932,489 28,919,114 13,375 - financial institutions 2,855,220 2,855,220 - - Bills and acceptances payable 133,076 133,076 - - 528,677 - 528,677 - 52,883 52,883 - - 32,502,345 31,960,293 542,052 - Total financial assets Financial Liabilities Deposits from customers Deposits and placements of banks and other Derivatives financial liabilities Citibank berhad 19,265,906 Statutory deposits with Interest/Profit payable 10 6 3,399,436 19,276,194 Total financial liabilities 32. Financial assets and liabilities (continued) 32.1 Categories of financial instruments (continued) Carrying L&R/ FVTPL amount (OL) -HFT AFS RM’000 RM’000 RM’000 RM’000 11,968,440 11,968,440 - - 1,516,673 1,516,673 - - 1,218,993 1,218,993 - - Financial assets held-for-trading 2,336,849 - 2,336,849 - Financial investments available-for-sale 5,225,508 - - 5,225,508 20,357,327 20,336,374 20,953 - Group 2011 Financial Assets Cash and short-term funds Deposits and placements with banks and other financial institutions 398,080 398,080 - - Derivatives financial assets Bank Negara Malaysia 820,647 - 820,647 - Interest/Income receivable 66,150 66,150 - - 43,908,667 35,504,710 3,178,449 5,225,508 30,070,705 29,426,292 644,413 - 7,777,097 7,777,097 - - 63,761 63,761 - - 769,950 - 769,950 - 65,949 65,949 - - 38,747,462 37,333,099 1,414,363 - Total financial assets Financial Liabilities Deposits from customers Deposits and placements of banks and other financial institutions Bills and acceptances payable Derivatives financial liabilities Interest/Profit payable Total financial liabilities Annual Report 2012 Statutory deposits with Citibank berhad Loans, advances and financing 1 07 resale agreements Notes To The Financial Statements Securities purchased under 32. Financial assets and liabilities (continued) 32.1 Categories of financial instruments (continued) Group Carrying L&R/ FVTPL amount (OL) -HFT AFS RM’000 RM’000 RM’000 RM’000 10,481,033 10,481,033 - - 811,660 811,660 - - 404,417 404,417 - - 1,852,463 - 1,852,463 - 2010 Financial Assets Cash and short-term funds Deposits and placements with banks and other financial institutions Securities purchased under resale agreements Financial assets held-for-trading Notes To The Financial Statements Financial investments available-for-sale Loans, advances and financing Annual Report 2012 Citibank berhad - - 3,105,488 19,480,874 - - Derivatives financial assets 1,007,240 - 1,007,240 - Interest/Income receivable 45,836 45,836 - - 37,189,011 31,223,820 2,859,703 3,105,488 28,843,990 28,843,990 - - 2,332,925 2,332,925 - - 47,982 47,982 - - 1,044,120 - 1,044,120 - 57,354 57,354 - - 32,326,371 31,282,251 1,044,120 - Total financial assets Financial Liabilities Deposits from customers Deposits and placements of banks and other financial institutions Bills and acceptances payable Derivatives financial liabilities Interest/Profit payable Total financial liabilities 10 8 3,105,488 19,480,874 The disclosures represented the Bank’s exposures except for RM20,000 cash and cash equivalents being deposited by the subsidiaries were eliminated in the above tables. 32. Financial assets and liabilities (continued) 32.2 Fair value of financial instruments The following table summarises the fair values of the financial assets and liabilities carried on the statements of financial position as at 31 December of the Group. Deposits and placements with banks and other financial institutions Securities purchased under resale agreements Financial assets held-for-trading Financial investments available-for-sale Loans, advances and financing Other assets Deposits from customers Deposits and placements of banks and other financial institutions Bills and acceptances payable Other liabilities Fair Carrying Fair value value value value value value RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 10,293,235 10,293,235 11,968,440 11,968,440 296,775 296,772 1,516,673 1,516,534 10,481,033 10,481,033 811,660 822,904 743,921 743,921 1,218,993 1,218,993 404,417 404,417 3,045,057 3,045,057 2,336,849 2,336,849 1,852,463 1,852,463 3,399,436 3,399,436 5,225,508 5,225,508 3,105,488 3,105,488 19,276,194 19,227,290 20,357,327 20,234,356 832,926 832,926 1,305,988 1,305,988 28,932,489 28,932,441 30,070,705 30,051,422 2,855,220 2,855,220 7,777,097 7,777,097 19,480,874 19,018,880 1,317,716 1,317,716 28,843,990 28,790,690 2,322,925 2,322,930 133,076 133,076 63,761 63,761 47,982 47,982 2,246,414 2,246,414 2,522,573 2,522,573 2,797,462 2,797,462 The methods and assumptions used in estimating the fair values of financial instruments are as follows: a. Cash and Short Term Funds, and Securities Purchased under Resale Agreements The carrying amounts are a reasonable estimate of the fair values because of their short-term nature. b. Deposits and Placements with Financial Institutions The fair values of deposits and placements with remaining maturities less than one year are estimated to approximate their carrying values. For deposits and placements with maturities of more than one year, the fair values are estimated based on discounted cash flows using the prevailing market rates of similar remaining maturities. c. Financial Assets Held-for-Trading and Financial Investments Available-for-Sale The fair values are estimated based on quoted or observable market prices as at statements of financial position date. Where such quoted or observable market prices are not available, the fair values are estimated using pricing models or discounted cash flow techniques. Where discounted cash flow technique is used, the expected future cash flows are discounted using prevailing market rates for similar instruments as at statements of financial position date. Notes To The Financial Statements Cash and short term funds Carrying Annual Report 2012 Group Fair 1.1.2011 Citibank berhad Carrying 31.12.2011 109 31.12.2012 32. Financial assets and liabilities (continued) 32.2 Fair value of financial instruments (continued) d. Loans, Advances and Financing The fair values of fixed rate loans with remaining maturity of less than one year and variable rate loans are estimated to approximate their carrying values. For fixed rate loans and Islamic loans with maturities of more than one year, the fair values are estimated based on expected future cash flows of contractual instalment payments and discounted at prevailing rates at statements of financial position date offered for similar loans to new borrowers with similar credit profiles, where applicable. In respect of impaired loans, the fair values are deemed to approximate the carrying values, net of individual assessment allowance for bad and doubtful debts and financing. Collective assessment allowance is excluded from the carrying value. 110 Citibank berhad Annual Report 2012 Notes To The Financial Statements e. Deposits from Customers and Deposits and Placements of Banks and Other Financial Institutions The fair values for deposit liabilities payable on demand (demand and savings deposits) or with remaining maturities of less than one year are estimated to approximate their carrying values at statements of financial position date. The fair values of fixed deposits with remaining maturities of more than one year are estimated based on discounted cash flows using rates currently offered for deposits of similar remaining maturities. The fair values of Islamic deposits are deemed to approximate their carrying values as at statements of financial position date as the profit rates are determined at the end of their holding periods based on the profit generated from the assets invested. For negotiable instrument of deposits, the estimated fair values are based on quoted or observable market prices at the statements of financial position date. Where such quoted or observable market prices are not available, the fair values of negotiable instruments of deposits are estimated using discounted cash flow techniques. f. Bills and Acceptances Payable The carrying amounts are a reasonable estimate of their fair values because of their short-term nature. g. Other Assets and Other Liabilities The fair values of other assets and other liabilities are assumed to approximate their carrying values due to the short term nature of these financial instruments or the fact that they are derived by using the market rates at reporting date. 32. Financial assets and liabilities (continued) 32.3 Fair value hierarchy The table below analyses financial instruments carried at fair value by valuation method. The different levels have been defined as follows: • Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). • Level 3: Inputs for the asset or liability that are not based on observable market data (unobservable inputs). Level 1 Level 2 Level 3 Total RM’000 RM’000 RM’000 RM’000 Financial investments available-for-sale 3,391,937 - - 3,391,937 Financial assets held-for-trading 3,045,057 - - 3,045,057 Group and Bank 31 December 2012 - 10,288 464,501 7,591 472,092 6,436,994 474,789 7,591 6,919,374 Financial liabilities Deposits from customers - 13,375 - 13,375 Derivative financial liabilities - 521,237 7,440 528,677 - 534,612 7,440 542,052 Level 1 Level 2 Level 3 Total RM’000 RM’000 RM’000 RM’000 Financial investments available-for-sale 5,218,009 - - 5,218,009 Financial assets held-for-trading Group and Bank 31 December 2011 Financial assets 2,336,849 - - 2,336,849 Loans, advances and financing - 20,953 - 20,953 Derivative financial assets - 809,255 11,392 820,647 7,554,858 830,208 11,392 8,396,458 Deposits from customers - 644,413 - 644,413 Derivative financial liabilities - 759,944 10,006 769,950 - 1,404,357 10,006 1,414,363 Financial liabilities Annual Report 2012 10,288 - Citibank berhad - Derivative financial assets 111 Loans, advances and financing Notes To The Financial Statements Financial assets 32. Financial assets and liabilities (continued) 32.3 Fair value hierarchy (continued) The following table shows a reconciliation from the beginning balances to the ending balances for fair value measurements in Level 3 of the fair value hierarchy: Group and Bank 20 1 2 2011 RM’000 RM’000 Balance at 1 January 11,392 14,148 Total lossed recognised in profit or loss: Attributable to losses relating to assets or liabilities that: - have not been realised (3,801) (2,756) 7,591 11,392 10,006 2,850 (2,566) 7,156 Financial assets 11 2 Citibank berhad Annual Report 2012 Notes To The Financial Statements Balance at 31 December Financial liabilities Balance at 1 January Total gains recognised in profit or loss: Attributable to gains relating to assets or liabilities that: - have not been realised Balance at 31 December 7,440 10,006 The unrealised gains/(losses) have been recognised in other operating income/ expenses in profit or loss. Changing one or more of the inputs to reasonable alternative assumptions would not change the value significantly for the financial assets in Level 3 of the fair value hierarchy. 33. Lease commitments The Group and the Bank have lease commitments in respect of rented premises and equipment for hire, all of which are classified as operating leases. A summary of the non-cancellable long term commitments, net of sub leases are as follows: Group and Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Within 1 year 27,213 25,953 24,355 Between 1 and 5 years 30,426 6,199 27,750 34. Capital commitments RM’000 RM’000 RM’000 33,905 21,181 49,627 Capital expenditures: Authorised and contracted for Annual Report 2012 1.1.2011 Citibank berhad 31.12.2011 113 31.12.2012 Notes To The Financial Statements Group and Bank 35. Capital adequacy A. The capital adequacy ratios are as follows: Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Computation of Total Risk Weighted Assets (“RWA”) Total credit RWA 20,634,205 22,272,830 19,954,371 Total market RWA 2,223,864 2,019,640 2,398,682 Total operational RWA 3,546,462 3,525,964 3,550,272 26,404,531 27,818,434 25,903,325 Tier 1 Capital 4,269,626 4,004,778 3,559,181 Capital Base* 4,484,017 4,258,544 3,795,134 Core capital ratio 16.17% 14.40% 13.74% Risk weighted capital ratio 16.98% 15.31% 14.65% Total Risk Weighted Asset 114 Citibank berhad Annual Report 2012 Notes To The Financial Statements Computation of Capital Ratios Before deducting proposed dividends: After deducting proposed dividends: Core capital ratio 14.28% 13.32% 12.58% Risk weighted capital ratio 15.09% 14.23% 13.49% * In arriving at the capital base used in the ratio calculations of the Bank, the proposed dividends were not deducted. Detailed information on the risk exposures above are disclosed in the Pillar 3 disclosures of the annual report as prescribed under BNM’s Risk Weighted Capital Adequacy Framework (Basel II) – Disclosures requirements (Pillar 3). With effect from 1 January 2011, the capital adequacy ratios of the Bank are computed in accordance with Bank Negara Malaysia’s revised Risk-Weighted Capital Adequacy Framework (RWCAF-Basel II). The Bank have adopted the Standardised Approach for Credit Risk and Market Risk, and the Basic Indicator Approach for Operational Risk. The minimum regulatory capital adequacy requirement is 8% for the risk-weighted capital ratio. 35. Capital adequacy (continued) The components of Tier I and Tier II Capital are as follows: Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Tier I Capital Paid up ordinary share capital 121,697 121,697 121,697 Share premium 380,303 380,303 380,303 Retained profits 3,662,946 3,384,339 2,992,306 Other reserves 121,697 121,697 121,697 Less: Deferred tax assets (17,017) (3,258) (56,822) 4,269,626 4,004,778 3,559,181 Collective assessment allowance* 214,411 253,786 235,973 Total Tier II Capital 214,411 253,786 235,973 Total Eligible Tier II 214,411 253,786 235,973 (20) (20) (20) 4,484,017 4,258,544 3,795,134 Total Tier I Capital (Core Capital) * Excludes collective assessment allowance on impaired loans restricted from Tier II Capital by BNM of RM142.7 million (31.12.2011: RM111.5 million; 1.1.2011: RM133.4 million). Annual Report 2012 Capital Base Citibank berhad Less: Investments in subsidiary companies Notes To The Financial Statements Tier II Capital 115 B. 36. Off-balance sheet exposures The off-balance sheet exposures and their related counterparty credit risk of the Group and the Bank are as follows: 20 1 2 Group and Bank Nature of item Direct credit substitutes Principal amount Credit equivalent amount Risk weighted assets RM’000 RM’000 RM’000 1,775,552 1,775,552 1,614,183 Transaction related contingent items 459,766 229,883 193,184 Short term self liquidating trade related contingencies 223,238 44,648 34,165 Forward asset purchases 233,379 233,379 168,747 24,502,920 450,794 279,071 4,118,926 417,698 231,938 91,650 19,022 19,022 8,194,786 133,790 30,061 13,016,035 438,593 143,666 1,276,778 123,369 51,781 82,608 7,192 1,438 130,311 13,794 7,484 - - - One year or less 56,113 7,466 5,479 Over one year to five years 60,497 9,299 4,712 - - - Other commitments, such as formal standby facilities and credit lines, with an original maturity up to one year 568,688 113,738 113,738 Other commitments, such as formal standby facilities and credit lines, with an original maturity of over one year 1,074,639 537,320 399,334 Foreign exchange related contracts: One year or less Over one year to five years Over five years 11 6 Citibank berhad Annual Report 2012 Notes To The Financial Statements Interest/Profit rate related contracts: One year or less Over one year to five years Over five years Equity related contracts: One year or less Over one year to five years Over five years Debt security contracts and other commodity contracts: Over five years Any commitments that are unconditionally cancelled at any time by the Bank without prior notice or that effectively provide for automatic cancellation due to deterioration in a borrower’s creditworthiness 4,861,934 - - Unutilised credit card lines 18,618,102 3,723,620 2,795,626 Total 79,345,922 8,279,157 6,093,629 36. Off-balance sheet exposures (continued) 20 1 1 Group and Bank Principal amount Credit equivalent amount Risk weighted assets RM’000 RM’000 RM’000 1,707,320 1,707,320 1,410,933 Transaction related contingent items 399,731 199,865 158,071 Short term self liquidating trade related contingencies 148,283 29,657 22,854 12,220 12,220 6,110 24,279,480 568,900 387,454 4,180,829 532,616 322,054 91,650 18,855 18,855 Nature of item Direct credit substitutes Forward asset purchases Foreign exchange related contracts: One year or less Over one year to five years Over five years 18,265 7,496 474,983 158,715 2,342,535 248,393 110,993 Equity related contracts: One year or less Over one year to five years Over five years 54,639 4,577 1,648 123,596 16,482 8,593 - - - Debt security contracts and other commodity contracts: One year or less Over one year to five years Over five years - 3,687 1,843 210,358 27,579 23,095 - - - Other commitments, such as formal standby facilities and credit lines, with an original maturity up to one year 990,462 198,092 198,092 Other commitments, such as formal standby facilities and credit lines, with an original maturity of over one year 598,618 299,309 227,000 Any commitments that are unconditionally cancelled at any time by the Bank without prior notice or that effectively provide for automatic cancellation due to deterioration in a borrower’s creditworthiness 5,376,095 - - Unutilised credit card lines 17,832,083 3,566,418 2,677,910 Total 79,632,078 7,927,218 5,741,716 Annual Report 2012 Over five years 6,343,210 14,940,969 Citibank berhad Over one year to five years 1 17 One year or less Notes To The Financial Statements Interest/Profit rate related contracts: 36. Off-balance sheet exposures (continued) 2010 Group and Bank Principal amount Credit equivalent amount Risk weighted assets RM’000 RM’000 RM’000 1,489,992 1,489,992 1,288,190 Transaction related contingent items 395,970 197,985 180,418 Short term self liquidating trade related contingencies 422,631 84,526 127,781 617 617 - 24,729,003 758,795 561,289 3,637,939 539,734 321,023 - - - Nature of item Direct credit substitutes Forward asset purchases Foreign exchange related contracts: One year or less Over one year to five years Over five years Interest/Profit rate related contracts: One year or less 11 8 Citibank berhad Annual Report 2012 Notes To The Financial Statements Over one year to five years Over five years 7,896,887 37,105 13,589 16,604,797 586,871 255,311 1,800,014 191,416 64,169 388,457 Equity related contracts: One year or less Over one year to five years Over five years 25,785 12,867 153,686 24,797 12,399 - - - Debt security contracts and other commodity contracts: One year or less 175,461 34,810 32,976 Over one year to five years - - - Over five years - - - 421,905 210,952 158,455 5,014,737 - - Unutilised credit card lines 18,107,541 3,621,508 2,722,693 Total 81,239,637 7,804,893 5,751,160 Other commitments, such as formal standby facilities and credit lines, with an original maturity of over one year Any commitments that are unconditionally cancelled at any time by the Bank without prior notice or that effectively provide for automatic cancellation due to deterioration in a borrower’s creditworthiness 37. The operations of Islamic Banking Statements of financial position as at 31 December 201 2 Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Assets Cash and short term funds (a) 91,705 68,863 394,301 Financial assets held-for-trading (b) 671,823 - 343,179 Financial investments available-for-sale (c) 58,071 431,792 271,553 Financing, advances and other loans (d) 397,083 444,160 500,800 1,411 239 1,142 9,249 15,593 164,651 1,229,342 960,647 1,675,626 Deferred tax assets Other assets (f) Total assets 660,741 1,111,152 Other liabilities (h) 66,523 76,325 370,345 974,075 737,066 1,481,497 255,267 223,581 194,129 1,229,342 960,647 1,675,626 1,207,205 658,992 1,534,730 Total liabilities Islamic banking funds (i) Total liabilities and Islamic banking funds Off-balance sheet exposures (s) The notes on pages 123 to 140 are an integral part of these financial statements. Annual Report 2012 907,552 Citibank berhad (g) 1 19 Deposits from customers Notes To The Financial Statements Liabilities 37. The operations of Islamic Banking (continued) Statements of comprehensive income for financial year ended 31 December 201 2 Bank (j) 31,994 38,528 Provision for financing, advances and other written back (k) 6,179 822 38,173 39,350 (l) (6,880) (6,719) 31,293 32,631 (m) 14,331 5,271 45,624 37,902 (o) (2,879) (2,857) 42,745 35,045 (10,686) (6,799) 32,059 28,246 Other comprehensive (loss)/income, net of tax Net (loss)/gain on revaluation of financial investments available-for-sale (373) 1,206 Other comprehensive (loss)/income for the year, net of tax (373) 1,206) 31,686 29,452 32,059 28,246 31,686 29,452 Income attributable to depositors Total attributable to the Bank Annual Report 2012 Notes To The Financial Statements Income derived from investment of Islamic Banking Funds Citibank berhad 2011 RM’000 Income derived from investment of depositors’ funds and others Total attributable income 120 20 1 2 RM’000 Total net income Other operating expenses Profit before taxation Tax expense Profit for the year Total comprehensive income for the year (p) Profit for the year attributable to: Equity holder of the Bank Total comprehensive income attributable to: Equity holder of the Bank The notes on pages 123 to 140 are an integral part of these financial statements. 37. The operations of Islamic Banking (continued) Statements of changes in Islamic Banking Funds for the year ended 31 December 201 2 Bank reserve profits Total RM’000 RM’000 RM’000 20,000 (664) 174,793 194,129 Fair value of financial investments available-for-sale - 1,206 - 1,206 Total other comprehensive income for the year - 1,206 - 1,206 Profit for the year - - 28,246 28,246 Total comprehensive income for the year - 1,206 28,246 29,452 At 1 January 2011 20,000 542 203,039 223,581 Fair value of financial investments available-for-sale - (373) - (373) Total other comprehensive loss for the year - (373) - (373) Profit for the year - - 32,059 32,059 Total comprehensive income for the year - (373) 32,059 31,686 20,000 169 235,098 255,267 At 31 December 2011/ 1 January 2012 At 31 December 2012 Note 37(i) The notes on pages 123 to 140 are an integral part of these financial statements. Annual Report 2012 funds RM’000 Notes To The Financial Statements Retained Citibank berhad Fair value 1 21 Capital 37. The operations of Islamic Banking (continued) Statements of cash flows for financial year ended 31 December 2012 Bank 20 1 2 2011 RM’000 RM’000 42,745 35,045 (5,594) 491 Cash flows from operating activities Profit before taxation Adjustments for: Amortisation of premium less accretion of discount of investment securities Provision for financing, advances and others written back Gain from disposal of financial investments available-for-sale Mark-to-market loss/(gain) on financial assets held-for-trading Notes To The Financial Statements Operating profit before working capital changes Annual Report 2012 Citibank berhad (822) (945) 685 (88) 30,429 33,681 (672,508) 343,267 53,256 57,462 Changes in working capital: Financial assets held-for-trading Financing, advances and others Other assets 6,344 149,058 Deposits from customers 246,811 (450,411) Other liabilities (10,897) (292,716) (346,565) (159,659) (10,686) (8,994) (357,251) (168,653) Purchase of financial investments available-for-sale (736,011) (424,780) Proceeds from disposal of financial investments available-for-sale 1,116,104 267,995 380,093 (156,785) Net increase/(decrease) in cash and cash equivalents 22,842 (325,438) Cash and cash equivalents at 1 January 68,863 394,301 Cash and cash equivalents at 31 December (Note 37(a)) 91,705 68,863 Cash used in operating activities Income taxes paid Net cash used in operating activities Cash flows from investing activities Net cash generated from/(used in) investing activities 122 (6,179) (1,228) The notes on pages 123 to 140 are an integral part of these financial statements. 37. The operations of Islamic Banking (continued) a. Cash and short term funds Bank Cash and balances with banks and other financial institutions Money at call and deposit placements maturing within one month b. 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 3,705 2,863 4,301 88,000 66,000 390,000 91,705 68,863 394,301 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 662,090 - 336,868 9,733 - 6,311 671,823 - 343,179 Financial assets held-for-trading Bank Financial investments available-for-sale Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 58,071 431,792 271,553 At fair value Malaysian Government Investment Issues Annual Report 2012 c. Citibank berhad Malaysian Government Treasury Bills 1 23 Bank Negara Malaysia Islamic Bills Notes To The Financial Statements At fair value 37. The operations of Islamic Banking (continued) d. Financing, advances and other loans i. By type Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 418,414 475,960 536,474 - Hire purchase receivables 808 1,592 3,175 - Lease receivables 570 631 2,878 - - 42 419,792 478,183 542,569 Unearned income (20,022) (25,140) (32,059) Gross financing, advances and others 399,770 453,043 510,510 Term financing - Housing financing Notes To The Financial Statements - Other term financing Less: Allowance for impaired financing, advances and others - Collective assessment allowance (543) (6,764) (7,626) - Individual assessment allowance (2,144) (2,119) (2,084) 397,083 444,160 500,800 30,669 34,701 42,101 1,378 2,223 6,095 367,723 416,119 462,314 399,770 453,043 510,510 1,355 2,206 5,812 Total net financing, advances and others ii. By contract Bai’Bithamin Ajil Ijarah Muntahia Bittamilik Diminishing Musharakah 1 24 Citibank berhad Annual Report 2012 iii. By type of customer Domestic business enterprises - Small and medium enterprises - Others Individuals 3,227 2,419 2,829 395,188 448,418 501,869 399,770 453,043 510,510 37. The operations of Islamic Banking (continued) Financing, advances and other loans (continued) iv. By profit rate sensitivity Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Fixed rate - Housing financing 450,820 504,416 808 1,592 3,174 - Other fixed rate/financing 570 631 2,920 399,770 453,043 510,510 1,377 2,156 3,923 Wholesale, retail trade, restaurants and hotels - - 98 Transport, storage and communication - 67 2,040 Finance, insurance, real estate and business services Household - residential Other sectors vi. - - 33 395,188 448,418 501,869 3,205 2,402 2,547 399,770 453,043 510,510 398,393 450,820 504,416 1,377 2,223 6,094 399,770 453,043 510,510 By purpose Purchase of landed property Purchase of fixed assets excluding land and building Annual Report 2012 Manufacturing (including agriculture based) Notes To The Financial Statements By sector Citibank berhad v. 398,392 - Hire purchase receivables 1 25 d. 37. The operations of Islamic Banking (continued) e. Impaired financing, advances and other loans i. Movements in impaired financing, advances and other loans are as follows: Bank 2012 2011 2010 RM’000 RM’000 RM’000 At 1 January 9,629 13,257 10,215 Classified as impaired during the year 2,354 57 8,987 Amount recovered (2,225) (3,685) (3,200) Amount written off - - (2,745) 9,758 9,629 13,257 (2,144) (2,119) (2,084) Net impaired financing, advances and others 7,614 7,510 11,173 Ratio of net impaired financing, advances and others to total gross financing, advances and others less individual assessment allowance 1.90% 1.66% 2.19% At 31 December Notes To The Financial Statements Individual assessment allowance ii. Movements in impaired financing, advances and other loans are as follows: Bank Annual Report 2012 Citibank berhad 2011 2010 RM’000 RM’000 6,764 7,626 8,026 (6,221) (862) (400) 543 6,764 7,626 0.14% 1.49% 1.49% Collective assessment allowance At 1 January Allowance written back during the year At 31 December 126 2012 RM’000 As % of gross financing, advances and others less individual assessment allowance 37. The operations of Islamic Banking (continued) e. Impaired financing, advances and other loans (continued) ii. Movements in impaired financing, advances and other loans are as follows (continued): Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 2,119 2,084 4,743 179 203 (91) (138) (117) Amount written off (17) (6) (2,745) 2,144 2,119 2,084 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Manufacturing (including agriculture based) 1,377 1,380 1,446 Household - residential 8,381 8,249 11,811 9,758 9,629 13,257 At 31 December iii. Impaired financing, advances and other loans by sector Bank f. Other assets Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 876 4,440 3,666 Other debtors, deposits and prepayments 6,352 8,529 14,760 Revaluation gain on profit rate undertaking contracts (Note 37(s)) 2,021 2,624 146,225 9,249 15,593 164,651 Profit receivables Annual Report 2012 133 Allowance written back during the year Citibank berhad Allowance made during the year 1 27 At 1 January Notes To The Financial Statements Individual assessment allowance 37. The operations of Islamic Banking (continued) g. Deposits from customers i. By type of deposit Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Non-Mudharabah Fund Demand deposits 685,700 495,235 878,181 Saving deposits 53,787 69,912 69,203 Other deposits 60,294 59,540 125,996 Negotiable Instruments of Deposits 85,581 - - 22,190 36,054 37,772 907,552 660,741 1,111,152 Mudharabah Fund 128 Citibank berhad Annual Report 2012 Notes To The Financial Statements General investment deposits ii. By type of customer Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Government and statutory bodies 145,853 8,339 24 Business enterprises 191,370 208,987 642,811 Individuals 498,605 333,959 302,084 71,724 109,456 166,233 907,552 660,741 1,111,152 Others 37. The operations of Islamic Banking (continued) h. Other liabilities Bank Profit payable 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 65 64 57 62,880 73,637 224,063 Taxation 1,557 - - Revaluation loss on profit rate undertaking contracts (Note 37(s)) 2,021 2,624 146,225 66,523 76,325 370,345 Other creditors and accruals i. 31.12.2012 Islamic banking funds RM’000 20,000 20,000 20,000 Fair value reserve 169 542 (664) Retained earnings 235,098 203,039 174,793 255,267 223,581 194,129 Income derived from investment of depositors’ funds and others Bank 20 1 2 20 1 1 RM’000 RM’000 27,937 36,193 4,057 2,335 31,994 38,528 Income derived from investment of: (i) General investment deposits (ii) Other deposits Annual Report 2012 1.1.2011 RM’000 Citibank berhad j. 31.12.2011 RM’000 1 29 Fund allocated 31.12.2012 Notes To The Financial Statements Bank 37. The operations of Islamic Banking (continued) j. Income derived from investment of depositors’ funds and others (continued) i. Income derived from investment of general deposits Bank 20 1 2 2011 RM’000 RM’000 Finance income and hibah Financing, advances and other loans 14,365 15,712 Money at call and placements with financial institutions 5,592 8,245 Income from financial investments available- for-sale 3,903 10,046 23,860 34,003 4,032 1,966 27,892 35,969 45 224 27,937 36,193 Accretion of discount less amortisation of premium 130 Citibank berhad Annual Report 2012 Notes To The Financial Statements Total finance income and hibah Other operating income Fee income Income from general investment deposits 37. The operations of Islamic Banking (continued) j. Income derived from investment of depositors’ funds and others (continued) ii. Income derived from investment of other deposits Bank 20 1 2 20 1 1 RM’000 RM’000 2,086 1,121 Money at call and placements with financial institutions 812 489 Income from financial investments available- for-sale 567 596 3,465 2,206 586 116 4,051 2,322 6 13 4,057 2,335 Accretion of discount less amortisation of premium Total finance income and hibah Other operating income Fee income Income from investment of other deposits Provision for financing, advances and others written back Bank 20 1 2 20 1 1 RM’000 RM’000 (133) (179) 91 138 6,221 863 6,179 822 Individual assessment allowance - made in the financial year - written back Citibank berhad - reversal during the year Annual Report 2012 Collective assessment allowance 1 31 k. Notes To The Financial Statements Finance income and hibah Financing, advances and others 37. The operations of Islamic Banking (continued) l. Income attributable to depositors Bank 20 1 2 2011 RM’000 RM’000 - Mudharabah Fund 3,845 3,751 - Non-Mudharabah Fund 2,974 2,887 - 24 61 57 Deposits from customers Deposits and placements of banks and other financial institutions - Non-Mudharabah Fund Others Notes To The Financial Statements 6,880 m. 6,719 Income derived from investment of Islamic Banking Capital Funds Bank 20 1 2 2011 RM’000 RM’000 Financing, advances and others 3,932 2,386 Money at call and placements with financial institutions 1,530 1,040 Income from financial investments available-for-sale 1,068 1,267 6,530 4,693 976 (235) 7,506 4,458 (Loss)/Gain from financial assets held-for-trading (685) 88 Gain from financial investments available-for-sale 1,228 945 Accretion of discount less amortisation of premium Total finance income and hibah 132 Citibank berhad Annual Report 2012 Other operating income Fee income 1,395 1,628 Income/(Loss) from trading activities 4,685 (1,848) 202 - 6,825 813 14,331 5,271 Insurance premium and referral Income from Islamic Banking Capital Funds 37. The operations of Islamic Banking (continued) n. Income from Islamic banking operations For consolidation with the conventional operations, income from Islamic banking operations comprises the following: Bank Note o. 20 1 2 20 1 1 RM’000 RM’000 Income derived from investment of depositors’ funds and others (j) 31,994 38,528 Income attributable to depositors (l) (6,880) (6,719) Income derived from investment of Islamic Banking Funds (m) 14,331 5,271 39,445 37,080 Other operating expenses 20 1 1 RM’000 RM’000 97 222 7 23 31 14 - 1 4 - 2,740 2,597 2,879 2,857 Personnel costs - Salaries, allowances and bonuses - Contributions to Employees Provident Fund - Staff benefits and other compensations - Others Establishment costs - Utilities Administrative and general expenses - Others Included in other operating expenses is the Syariah Committee’s remuneration of RM139,000 (20 1 1 RM108,000). 20 1 2 20 1 1 RM’000 RM’000 Current tax expense 11,780 9,884 Deferred tax expense (1,094) (3,085) 10,686 6,799 Citibank berhad Bank Annual Report 2012 Taxation 1 33 p. Notes To The Financial Statements Bank 20 1 2 37. The operations of Islamic Banking (continued) q. Capital adequacy i. The capital adequacy ratios are as follows: Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 Total credit RWA 189,349 199,050 436,946 Total market RWA 192,293 20,319 79,687 73,421 84,785 92,001 455,063 304,154 608,634 Tier 1 Capital 253,585 222,620 193,840 Capital Base 253,805 229,006 201,034 Core capital ratio 55.73% 73.19% 31.85% Risk weighted capital ratio 55.77% 75.29% 33.03% Computation of Total Risk Weighted Assets (“RWA”) Total operational RWA Total Risk Weighted Assets Notes To The Financial Statements Computation of Capital Ratios With effect from 1 January 2011, the capital adequacy ratios of the Bank are computed in accordance with Bank Negara Malaysia’s revised Risk-Weighted Capital Adequacy Framework (RWCAF-Basel II). The Bank has adopted the Standardised Approach for Credit Risk and Market Risk, and the Basic Indicator Approach for Operational Risk. The minimum regulatory capital adequacy requirement is 8% for the risk-weighted capital ratio. ii. The components of Tier I and Tier II Capital are as follows: Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 134 Citibank berhad Annual Report 2012 Tier I Capital Fund allocated Retained earnings Less: Deferred tax assets Total Tier I Capital (Core Capital) 20,000 20,000 20,000 235,098 203,039 174,793 (1,513) (419) (953) 253,585 222,620 193,840 37. The operations of Islamic Banking (continued) q. Capital adequacy (continued) ii. The components of Tier I and Tier II Capital are as follows (continued): Bank 31.12.2012 31.12.2011 1.1.2011 RM’000 RM’000 RM’000 220 6,386 7,194 253,805 229,006 201,034 Tier II Capital Collective assessment allowance* Capital Base * Principal amount Credit equivalent amount Risk weighted assets RM’000 RM’000 RM’000 One year or less 100,000 100 104 Over one year to five years 500,000 19,854 12,971 - - - Nature of item Interest/Profit rate related contracts: Over five years Debt security contracts and other commodity contracts: One year or less 100,000 - - Over one year to five years 500,000 19,953 12,991 - - - 7,205 3,603 2,613 1,207,205 43,510 28,679 Over five years Other commitments, such as formal standby facilities and credit lines, with an original maturity of over one year Total Annual Report 2012 2012 Citibank berhad The off-balance sheet exposures and their related counterparty credit risk of the Bank for each reporting dates are as follows: Notes To The Financial Statements Off-balance sheet exposures 1 35 r. Excludes collective assessment allowance on impaired financing restricted from Tier II Capital by BNM of RM323,000 (2011 – RM378,000). 37. The operations of Islamic Banking (continued) r. Off-balance sheet exposures (continued) 2011 Nature of item Credit Principal amount Risk equivalent amount weighted assets RM’000 RM’000 RM’000 Interest/Profit rate related contracts: One year or less - - - Over one year to five years 350,000 9,000 4,200 Over five years 300,000 19,721 11,144 158 32 32 8,834 4,416 3,275 658,992 33,169 18,651 828,235 152,975 152,975 Over one year to five years - - - Over five years - - - One year or less 138,758 139 139 Over one year to five years 550,000 20,842 14,546 - - - 16,736 8,341 3,312 1,001 - - 1,534,730 182,297 170,972 Other commitments, such as formal standby facilities and credit lines, with an original maturity of up to one year Notes To The Financial Statements Other commitments, such as formal standby facilities and credit lines, with an original maturity of over one year Total 2010 Foreign exchange related contracts: One year or less Interest/Profit rate related contracts: Over five years Other commitments, such 1 36 Citibank berhad Annual Report 2012 as formal standby facilities and credit lines, with an original maturity of over one year Any commitments that are unconditionally cancelled at any time by the Bank without prior notice or that effectively provide for automatic cancellation due to deterioration in a borrower’s creditworthiness Total 37. The operations of Islamic Banking (continued) s. Derivative financial instruments 2012 Positive Negative 2011 2010 Positive Negative Positive Negative Contract fair fair Contract fair fair Contract fair fair amount value value amount value value amount value value RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 - - - - - - 1,521,749 139,724 139,724 1,200,000 2,021 2,021 800,000 2,624 2,624 927,515 6,501 6,501 1,200,000 2,021 2,021 800,000 2,624 2,624 2,449,264 146,225 146,225 Foreign exchange related contracts: - Cross currency Islamic profit rate undertaking Others Note 37(f) Note 37(h) Profit rate risk Effective Up To 1 >1-3 > 3 - 12 >1-5 Over 5 Non-interest Bank Month Months Months Years Years Sensitive Trading Book Total Interest Rate 2012 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % - - - - 3,705 - 91,705 2.08% - - - - - 671,823 671,823 2.27% Assets Cash and short term funds 88,000 Financial assets held-for-trading Financial investments available-for-sale Financing, advances and others - performing 389 - impaired Deferred tax assets Others assets - 1,781 6,005 50,285 - - - 58,071 4.47% 2,138 - 3,475 - 1,066 - 382,944 - (543) 7,614 1,411 7,228 2,021 389,469 7,614 1,411 9,249 4.94% 88,389 3,919 9,480 51,351 382,944 19,415 673,844 1,229,342 Total assets Annual Report 2012 t. Note 37(f) Note 37(h) Citibank berhad Note 37(f) Note 37(h) 1 37 rate undertaking Notes To The Financial Statements - Islamic profit 37. The operations of Islamic Banking (continued) 138 Citibank berhad Annual Report 2012 Notes To The Financial Statements t. Profit rate risk (continued) Effective Up To 1 >1-3 > 3 - 12 >1-5 Over 5 Non-interest Bank Month Months Months Years Years Sensitive Book Total Rate 2012 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % Liabilities and Islamic Banking funds Deposits from customers Other liabilities 754,388 - 5,152 - 60,020 - 87,992 - - 64,502 2,021 907,552 66,523 Total liabilities Islamic Banking funds 754,388 - 5,152 - 60,020 - 87,992 - - 64,502 255,267 2,021 - 974,075 255,267 Total liabilities and Islamic Banking funds 754,388 5,152 60,020 87,992 - 319,769 2,021 1,229,342 (665,999) (1,233) (50,540) (36,641) 382,944 (300,354) On-balance sheet profit sensitivity gap Trading Interest 0.81% 671,823 Effective Up To 1 >1-3 > 3 - 12 >1-5 Over 5 Non-interest Bank Month Months Months Years Years Sensitive Book Total Rate 2011 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % Assets Cash and short term funds Financial investments available-for-sale Financing, advances and other loans - performing - impaired Deferred tax assets Others assets Total assets Trading Interest 66,000 - - - - 2,863 - 68,863 2.82% - - 80,000 351,792 - - - 431,792 2.81% 1,446 - - 422 - 2,065 - 439,481 - (6,764) 7,510 239 12,969 2,624 436,650 7,510 239 15,593 4.80% 67,446 - 80,422 353,857 439,481 16,817 2,624 960,647 37. The operations of Islamic Banking (continued) Profit rate risk (continued) Effective Up To 1 >1-3 > 3 - 12 >1-5 Over 5 Non-interest Bank Month Months Months Years Years Sensitive Book Total Rate 2011 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % Liabilities and Islamic Banking funds Deposits from customers Other liabilities 604,061 - - 8,432 - 48,248 - - 73,701 2,624 660,741 76,325 Total liabilities Islamic Banking funds 604,061 - - 8,432 - 48,248 - - 73,701 223,581 2,624 - 737,066 223,581 Total liabilities and Islamic Banking funds 604,061 - 8,432 48,248 - 297,282 2,624 960,647 (536,615) - 71,990 305,609 439,981 (280,465) - Interest Up To 1 >1-3 > 3 - 12 >1-5 Over 5 Non-interest Bank Month Months Months Years Years Sensitive Book Total Rate 2010 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % Assets Cash and short term funds Financial assets held-for-trading Financial investments available-for-sale Financing, advances and other loans - performing - impaired Deferred tax assets Others assets Total assets Trading Interest 390,000 - - - - 4,301 - 394,301 2.12% - - - - - - 343,179 343,179 13.98% - - - 271,553 - - - 271,553 10.57% 214 - 210 - 1,598 - 1,215 - 494,016 - (7,626) 11,173 1,142 18,426 146,225 489,627 11,173 1,142 164,651 4.36% 390,214 210 1,598 272,768 494,016 27,416 489,404 1,675,626 Annual Report 2012 Effective Notes To The Financial Statements 1.53% Citibank berhad On-balance sheet profit sensitivity gap Trading 139 t. 37. The operations of Islamic Banking (continued) t. Profit rate risk (continued) 14 0 Citibank berhad Annual Report 2012 Notes To The Financial Statements Effective Up To 1 >1-3 > 3 - 12 >1-5 Over 5 Non-interest Bank Month Months Months Years Years Sensitive Book Total Rate 2010 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 % Liabilities and Islamic Banking Funds Deposits from customers Other liabilities 995,179 - 5,567 - 49,057 - 61,349 - - 224,120 - 1,111,152 146,225 370,345 Total liabilities Islamic Banking Funds 995,179 - 5,567 - 49,057 - 61,349 - - 224,120 194,129 146,225 1,481,497 194,129 Total liabilities and Islamic Banking Funds 995,179 5,567 49,057 61,349 - 418,249 146,225 1,675,626 (604,965) (5,357) (47,459) 211,419 494,016 (390,833) On-balance sheet profit sensitivity gap Trading 343,179 Interest 0.76% 38. Changes in accounting policies 38.1 Effect of adopting MFRS framework As stated in Note 1(a), these are the first financial statements of the Group and the Bank prepared in accordance with MFRSs. Accordingly, the Group and the Bank have applied MFRS First-time Adoption of Malaysian Financial Reporting Standards upon their adoption of the MFRSs on 1 January 2012. The MFRSs adoption did not result in any financial impact to the Group and the Bank other than the financial impact arising from the change in accounting policy for structured products. The adoption of the MFRSs has resulted in the following changes: MFRS 139 Financial Instruments: Recognition and Measurement (“MFRS 139”) – accounting policy on measurement of structured products Reconciliation of financial position Group Note 31.12.2011 1.1.2011 Effect of Effect of FRSs transition to MFRSs MFRSs FRSs transition to MFRSs MFRSs RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 Assets Cash and short term fund 11,968,440 - 11,968,440 10,481,033 - 10,481,033 811,660 - 811,660 Deposits and placements with banks and other financial institutions 1,516,673 - 1,516,673 Securities purchased under resale agreements 1,218,993 - 1,218,993 404,417 - 404,417 Financial assets held-for-trading 2,336,849 - 2,336,849 1,852,463 - 1,852,463 Financial investments available-for-sale 5,225,508 - 5,225,508 3,105,488 - 3,105,488 Loans, advances and financing 38.1.5(a) 20,357,257 70 20,357,327 19,480,745 129 19,480,874 Other assets 38.1.5(b) 1,306,012 (24) 1,305,988 1,317,760 (44) 1,317,716 398,080 - 398,080 - - - 796 - 796 59,300 - 59,300 120,905 - 120,905 108,781 - 108,781 44,449,513 46 44,449,559 37,621,647 85 37,621,732 Statutory deposits with Bank Negara Malaysia Deferred tax assets Plant and equipment Total assets Annual Report 2012 38.1.1 Citibank berhad This change in accounting policy has been accounted retrospectively. The financial impact on the Group’s and the Bank’s financial position and financial performance are set out in the following tables and accompanying notes. 141 Upon the transition to MFRS 139 on 1 January 2012, the abovementioned requirement under the Guidelines had been withdrawn and banking institutions in Malaysia is given an option to designate the host contract, together with the embedded derivative as fair value through profit or loss, as allowed under MFRS 139. The Bank had opted to designate the entire structured products as financial liabilities fair value through profit or loss. Notes To The Financial Statements Prior to the transition to MFRS 139, the Bank had adopted the bifurcate method, as required by Bank Negara Malaysia’s Guidelines on Financial Reporting for Banking Institutions (“the Guidelines”), in measuring its structure products whereby the host contract will be accounted for at amortised cost whilst the embedded derivative within the host contract is designated as fair value through profit or loss. 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) 38.1 .1 Reconciliation of financial position (continued) Group 31.12.2011 1.1.2011 Effect of Effect of FRSs transition to MFRSs MFRSs FRSs transition to MFRSs MFRSs RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 30,051,586 19,119 30,070,705 28,788,863 55,127 28,843,990 other financial institutions 7,777,097 - 7,777,097 2,322,925 - 2,322,925 Bills and acceptances payable Other liabilities 63,761 2,537,714 (15,141) 63,761 2,522,573 47,982 2,846,402 (48,940) 47,982 2,797,462 40,430,158 3,978 40,434,136 34,006,172 6,187 34,012,359 Note Liabilities Deposits from customers 38.1.5(c) 142 Citibank berhad Annual Report 2012 Notes To The Financial Statements Deposits and placements of banks and Total liabilities 38.1.5(d) Equity Share capital 121,697 - 121,697 121,697 - 121,697 Reserves 3,897,658 (3,932) 3,893,726 3,493,778 (6,102) 3,487,676 Total equity attributable to equity holder of the Bank 4,019,355 (3,932) 4,015,423 3,615,475 (6,102) 3,609,373 44,449,513 46 44,449,559 37,621,647 85 37,621,732 Total liabilities and equity 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) Reconciliation of financial position (continued) Bank 31.12.2011 Note 1.1.2011 Effect of Effect of FRSs transition to MFRSs MFRSs FRSs transition to MFRSs MFRSs RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 11,968,420 - 11,968,420 10,481,013 - 10,481,013 Assets Cash and short term fund Deposits and placements with banks and other financial institutions 1,516,673 - 1,516,673 811,660 - 811,660 Securities purchased under resale agreements 1,218,993 - 1,218,993 404,417 - 404,417 Financial assets held-for-trading 2,336,849 - 2,336,849 1,852,463 - 1,852,463 - 5,225,508 3,105,488 - 3,105,488 20,357,257 70 20,357,327 19,480,745 129 19,480,874 Other assets 38.1.5(b) 1,306,012 (24) 1,305,988 1,317,760 (44) 1,317,716 398,080 - 398,080 - - - 796 - 796 59,300 - 59,300 20 - 20 20 - 20 120,905 - 120,905 108,781 - 108,781 44,449,513 46 44,449,559 37,621,647 85 37,621,732 Statutory deposits with Bank Negara Malaysia Deferred tax assets Investments in subsidiary companies Plant and equipment Total assets Annual Report 2012 5,225,508 38.1.5(a) Citibank berhad available-for-sale Loans, advances and financing Notes To The Financial Statements Financial investments 143 38.1 .1 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) 38.1 .1 Reconciliation of financial position (continued) Bank Note 31.12.2011 1.1.2011 Effect of Effect of FRSs transition to MFRSs MFRSs FRSs transition to MFRSs MFRSs RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 30,051,586 19,119 30,070,705 28,788,863 55,127 28,843,990 Liabilities Deposits from customers 38.1.5(c) 14 4 Citibank berhad Annual Report 2012 Notes To The Financial Statements Deposits and placements of banks and other financial institutions 7,777,097 - 7,777,097 2,322,925 - 2,322,925 Bills and acceptances payable Other liabilities 63,761 2,537,714 (15,141) 63,761 2,522,573 47,982 2,846,402 (48,940) 47,982 2,797,462 40,430,158 3,978 40,434,136 34,006,172 6,187 34,012,359 Total liabilities 38.1.5(d) Equity Share capital 121,697 - 121,697 121,697 - 121,697 Reserves 3,897,658 (3,932) 3,893,726 3,493,778 (6,102) 3,487,676 Total equity attributable to equity holder of the Bank 4,019,355 (3,932) 4,015,423 3,615,475 (6,102) 3,609,373 44,449,513 46 44,449,559 37,621,647 85 37,621,732 Total liabilities and equity 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) Reconciliation of comprehensive income for the year ended 31 December 2011 Group and Bank Effect of transition Note Revenue FRSs to MFRSs MFRSs RM’000 RM’000 RM’000 2,402,424 (22,669) 2,379,755 Interest income 38.1.5(e) 1,713,571 (1,021) 1,712,550 Interest expense 38.1.5(f) (514,644) 24,839 (489,805) 1,198,927 23,818 1,222,745 38.1.5(g) 29,670 7,410 37,080 38.1.5(h) 659,183 (29,058) 630,125 Total net income 1,887,780 2,170 1,889,950 Other operating expenses (887,846) - (887,846) 999,934 2,170 1,002,104 (144,741) - (144,741) 855,193 2,170 857,363 (165,330) - (165,330) 689,863 2,170 692,033 14,017 - 14,017 14,017 - 14,017 703,880 - 706,050 689,863 - 692,033 703,880 - 706,050 Net interest income operations Other operating income Operating profit Allowance for loans, advances and financing Profit before taxation Tax expense Profit for the year Other comprehensive income, net of tax Notes To The Financial Statements Net income from Islamic Banking Total other comprehensive income for the year Total comprehensive income for the year Profit for the year attributable to: Owner of the Bank Citibank berhad investments available-for-sale Annual Report 2012 Net profit on revaluation of financial Total comprehensive income attributable to: Owner of the Bank 1 45 38.1.2 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) 38.1.3 Reconciliation of statements of cash flows for 2011 There are no material differences between the statements of cash flows presented under MFRSs and the statements of cash flows presented under FRSs. 38.1.4 Capital adequacy 31 December 2011 Effect of transition FRS to MFRS MFRS RM’000 RM’000 RM’000 Paid up ordinary share capital 121,697 - 121,697 Share premium 380,303 - 380,303 3,388,271 (3,932) 3,384,339 121,697 - 121,697 (3,258) - (3,258) 4,008,710 (3,932) 4,004,778 253,786 - 253,786 253,786 - 253,786 253,786 - 253,786 (20) - (20) 4,262,476 (3,932) 4,258,544 14 6 Citibank berhad Annual Report 2012 Notes To The Financial Statements Tier I Capital Retained profits Other reserves Less: Deferred tax assets Total Tier I Capital (Core Capital) Tier II Capital Collective assessment allowance Total Eligible Tier II Less: Investments in subsidiary companies 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) Capital adequacy (continued) 1 January 2011 Effect of transition FRS to MFRS MFRS RM’000 RM’000 RM’000 Paid up ordinary share capital 121,697 - 121,697 Share premium 380,303 - 380,303 (6,102) 2,992,306 121,697 - 121,697 Less: Deferred tax assets (56,822) - (56,822) 3,565,283 (6,102) 3,559,181 235,973 - 235,973 235,973 - 235,973 235,973 - 235,973 (20) - (20) 3,801,236 (6,102) 3,795,134 Total Tier I Capital (Core Capital) Tier II Capital Collective assessment allowance Total Eligible Tier II Less: Investments in subsidiary companies Annual Report 2012 2,998,408 Other reserves Citibank berhad Retained profits Notes To The Financial Statements Tier I Capital 1 47 38.1.4 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) 38.1.5 Notes to reconciliations (a) Loans, advances and financing Group and Bank 31 December 2011 1 January 2011 Effect of Effect of transition Gross loans, advances and financing transition FRS to MFRS MFRS FRS to MFRS MFRS RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 70 20,942,088 20,079,644 129 20,079,773 20,942,018 148 Citibank berhad Annual Report 2012 Notes To The Financial Statements Allowance for impaired loans, advances and financing - Collective assessment allowance (365,325) - (365,325) (369,357) - (369,357) - Individual assessment allowance (219,436) - (219,436) (229,542) - (229,542) 70 20,357,327 19,480,745 129 19,480,874 Net loans, advances and financing 20,357,257 (b) Other assets Interest/Income receivable 66,174 (24) 66,150 45,880 (44) 45,836 Other debtors, deposits and prepayments 414,094 - 414,094 264,640 - 264,640 Derivative assets 820,647 - 820,647 1,007,240 - 1,007,240 5,097 - 5,097 - - - 1,306,012 (24) 1,305,988 1,317,760 (44) 1,317,716 Tax recoverable 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) Notes to reconciliations (continued) (c) Deposits from customers (i) By type of deposit Effect of transition FRS to MFRS MFRS FRS to MFRS MFRS RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 10,026,162 - 10,026,162 9,869,460 - 9,869,460 Saving deposits 935,372 - 935,372 837,370 - 837,370 Fixed deposits 9,559,230 - 9,559,230 11,583,915 - 11,583,915 Other deposits Demand deposits 9,444,737 19,119 9,463,856 6,393,953 55,127 6,449,080 Negotiable instruments of deposit 75,917 - 75,917 80,002 - 80,002 Others – cash collateral 10,168 - 10,168 24,163 - 24,163 30,051,586 19,119 30,070,705 28,788,863 55,127 28,843,990 (ii) Maturity structure of fixed deposits, other deposits and negotiable instruments of deposits Due within six months 15,085,525 Six months to one year One year to three years Three years to five years Over five years (60) 15,085,465 13,005,161 30,146 13,035,307 3,395,429 878 3,396,307 372,522 13,230 385,752 4,412,942 12,793 4,425,735 338,543 13,158 351,701 226,408 5,071 231,479 101,224 (970) 100,254 - - - 200,000 - 200,000 19,079,884 19,119 19,099,003 18,057,870 55,127 18,112,997 Annual Report 2012 1 January 2011 Effect of transition Citibank berhad 31 December 2011 Notes To The Financial Statements Group and Bank 149 38.1.5 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) 38.1.5 Notes to reconciliations (continued) (c) Deposits from customers (continued) (iii) By type of customer Group and Bank Government and statutory bodies 15 0 Citibank berhad Annual Report 2012 Notes To The Financial Statements Business enterprises 31 December 2011 1 January 2011 Effect of transition Effect of transition FRS to MFRS MFRS FRS to MFRS MFRS RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 177,664 8 177,672 27,368 22 27,390 17,418,167 48 17,418,215 15,065,326 - 15,065,326 Individuals 9,795,376 4,213 9,799,589 10,241,578 34,435 10,276,013 Others 2,660,379 14,850 2,675,229 3,454,591 20,670 3,475,261 30,051,586 19,119 30,070,705 28,788,863 55,127 28,843,990 81,090 (15,141) 65,949 106,294 (48,940) 57,354 1,673,582 - 1,673,582 1,640,664 - 1,640,664 701 - 701 372 - 372 12,391 - 12,391 9,187 - 9,187 - - - 45,765 - 45,765 769,950 - 769,950 1,044,120 - 1,044,120 2,537,714 (15,141) 2,522,573 2,846,402 (48,940) 2,797,462 (d) Other liabilities Interest/Profit payable Other creditors and accruals Provision for retirement benefits Profit Equalisation Reserve Taxation Derivative liabilities 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) Notes to reconciliations (continued) (e) Interest income Group and Bank 31 December 2011 Effect of transition FRS to MFRS MFRS RM’000 RM’000 RM’000 1,217,598 (1,021) 1,216,577 45,277 - 45,277 Loans and advances - Interest income other than recoveries from impaired loans - Recoveries from impaired loans - 247,359 50,702 - 50,702 Financial investments available-for-sale 84,187 - 84,187 Securities purchased under resale agreements 28,367 - 28,367 1,673,490 (1,021) 1,672,469 Accretion of discount 40,081 - 40,081 Total interest income 1,713,571 (1,021) 1,712,550 (f) Interest expense Deposits and placements of banks and other financial institutions Deposits from customers Others 31,535 - 31,535 478,134 (24,839) 453,295 4,975 - 4,975 514,644 (24,839) 489,805 Annual Report 2012 247,359 Citibank berhad with financial institutions Financial assets held-for-trading Notes To The Financial Statements Money at call and deposit placements 151 38.1.5 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) 38.1.5 Notes to reconciliations (continued) (g) Income from Islamic Banking operations Group and Bank 31 December 2011 Effect of transition FRS to MFRS MFRS RM’000 RM’000 RM’000 41,732 - 41,732 Income derived from investment of depositors’ funds and others Profit Equalisation Reserve 152 Citibank berhad Annual Report 2012 Notes To The Financial Statements Income attributable to depositors (3,204) - (3,204) (14,240) 7,521 (6,719) 5,382 (111) 5,271 29,670 7,410 37,080 Income derived from investment of Islamic Banking funds 38. Changes in accounting policies (continued) 38.1 Effect of adopting MFRS framework (continued) Notes to reconciliations (continued) (h) Other operating income Group and Bank 31 December 2011 Effect of transition FRS to MFRS MFRS RM’000 RM’000 RM’000 138,542 - 138,542 15,202 - 15,202 6,698 - 6,698 167,817 - 167,817 Commission Service charges and fees Guarantee fees Bankcard fees Insurance premium and referral 19,578 - 19,578 Other fee income 36,995 - 36,995 384,832 - 384,832 977 - 977 27,571 - 27,571 7,332 - 7,332 28 - 28 35,908 - 35,908 161,915 - 161,915 Trading income: Unrealised gain from revaluation of financial assets held-for-trading Net gain from sales of securities - Financial assets held-for-trading - Financial investments available-for-sale Gross dividends from financial investments available-for-sale Notes To The Financial Statements Fee income: Other income: - realised gain 30,393 - 30,393 Gain from derivatives 47,157 (29,058) 18,099 Loss on disposal of plant and equipment (1,022) - (1,022) 238,443 (29,058) 209,385 659,183 (29,058) 630,125 Citibank berhad - unrealised gain Annual Report 2012 Foreign exchange profit 153 38.1.5 38. Changes in accounting policies (continued) 38. 2 Other change in accounting policies On 19 May 2011, Bank Negara Malaysia issued its revised Guidelines on Profit Equalisation Reserve (“revised PER Guidelines”), which was effective for annual periods beginning on or after 1 July 2011. The Islamic Banking operation of the Bank has adopted these revised PER Guidelines with effect from 1 January 2012 and has discontinued its existing Profit Equalisation Reserve in its management of displaced commercial risk. 15 4 Citibank berhad Annual Report 2012 Notes To The Financial Statements This change in accounting policy is accounted for prospectively, and hence had no effect on comparative figures. Citibank Berhad (297089M) 45th Floor, Menara Citibank 165 Jalan Ampang 50450 Kuala Lumpur Tel : 03-2383 8585 Fax : 03-2383 6000 www.citibank.com.my 2012 PILLAR 3 DISCLOSURE Citibank Berhad Contents 3 Introduction 3 Capital Adequacy 9 Capital Structure 10 Risk Management 11 Credit Risk 38 Securitization 38 Market Risk 39 Operational Risk 39 Equities 39 Interest Rate Risk/Rate of Return Risk in the Banking Book (IRR/RORBB) 40 Profit Sharing Investment Accounts and Shariah Governance Attestation by CEO regarding Basel II – Pillar 3 Disclosure as at 31 December 2012 To the best of my knowledge I confirm that the Basel II – Pillar 3 disclosure for the financial period ending 31 December 2012 has been prepared and submitted to Bank Negara Malaysia in accordance with the Guideline on Risk Weighted Capital Adequacy Framework (Basel II) – Disclosure Requirement (Pillar 3). 002 Citibank berhad Annual Report 2012 Sanjeev Nanavati Chief Executive Officer Citibank Berhad Date: 29 March 2013 Pillar 3 Disclosure Introduction Citibank Berhad was incorporated in Malaysia on 22 April 1994 and has its registered office at 165 Jalan Ampang, 50450 Kuala Lumpur, Malaysia. The Bank is licensed under the Banking and Financial Institution Act 1989 (“BAFIA”). The Bank also operates an Islamic window under the Islamic Banking Scheme licensed under the BAFIA Act 1989. The group organization structure of Citibank Berhad is detailed below:- 100% Citigroup Nominees (Asing) Sdn. Bhd.* * Principal activity is as a nominee company The subsidiaries of Citibank Berhad are consolidated using the purchase method of accounting. The basis of consolidation for financial accounting purposes is the same as that used for regulatory purposes. The Capital Requirements Directive (CRD), often referred to as Basel II, introduced the need for banks operating under this new legislative framework to publish certain information relating to their risk management and capital adequacy. The disclosure of this information is known as Pillar 3 and is designed to complement the other two pillars of the Basel II, namely the minimum capital requirements (Pillar 1) and the supervisory review process (Pillar 2). The disclosure has been prepared in accordance with the Guidelines for Risk Weighted Capital Adequacy Framework (Basel II) – Disclosure Requirements (Pillar 3) (BNM/RH/GL 001-32) and Capital Adequacy Framework for Islamic Banks (CAFIB) – Disclosure Requirements (Pillar 3) (BNM/RH/GL 007-18) issued by Bank Negara Malaysia (“BNM”). 2. Capital Adequacy The Bank’s capital management is designed to ensure that it maintains sufficient capital consistent with the Bank’s risk profile and all applicable regulatory standards and guidelines. The Bank adopts a balanced approach in risk taking, balancing senior management and Board of Directors oversight with well-defined independent risk management functions. The Board engages senior management regularly in key activities that may impact capital assessment and adequacy. Other than paid up capital of the Bank, the bank’s capital is historically generated via retained earnings from the business. Annual Report 2012 Citigroup Nominee (Malaysia) Sdn. Bhd. This Pillar 3 disclosure should be read in conjunction with Citibank Berhad’s Financial Statements for the corresponding financial year. Citibank berhad 100% Citigroup Nominees (Tempatan) Sdn. Bhd.* There are no significant restrictions or major impediments on transfer of funds or regulatory capital within the Group. There were no capital deficiencies in any of subsidiaries of the Group as at the financial year end. Citibank Berhad 100% Since 1 January 2008, the capital adequacy ratios of the Group and the Bank are computed in accordance with Bank Negara Malaysia’s revised Risk-Weighted Capital Adequacy Framework (RWCAF-Basel II). The Group and the Bank have adopted Standardized Approach (SA) for Credit Risk and Market Risk, and the Basic Indicator Approach (BIA) for Operational Risk. 003 1. Pillar 3 Disclosure 2. Capital Adequacy (continued) The risk weighted assets and Capital Adequacy Ratios of Citibank Berhad are as follows:- Dec 201 2 RM’000 Dec 201 1 RM’000 Computation of Total Risk Weighted Assets (RWA) Total Credit RWA Credit RWA Absorbed by PSIA Total Market RWA Market RWA Absorbed by PSIA Total Operational RWA Large Exposure Risk RWA for Equity Holdings 20,634,205 2,223,864 3,546,462 - 22,272,830 2,019,640 3,525,964 - Total Risk Weighted Assets 26,404,531 27,818,434 4,269,625 4,484,017 4,004,777 4,258,543 Before deducting proposed dividends Core Capital Ratio Risk-Weighted Capital Ratio 16.17% 16.98% 14.40% 15.31% After deducting proposed dividends / dividend payment Core Capital Ratio Risk-Weighted Capital Ratio 14.27% 15.08% 13.32% 14.23% Computation of Capital Ratios Tier 1 Capital Capital Base 004 Citibank berhad Annual Report 2012 The risk weighted assets and Capital Adequacy Ratios for the Islamic Banking Window are as follows: Dec 201 2 RM’000 Dec 201 1 RM’000 Computation of Total Risk Weighted Assets (RWA) Total Credit RWA Credit RWA Absorbed by PSIA Total Market RWA Market RWA Absorbed by PSIA Total Operational RWA Large Exposure Risk RWA for Equity Holdings 189,349 192,293 73,421 - 199,050 20,319 84,785 - Total Risk Weighted Assets 455,063 304,154 Computation of Capital Ratios Tier 1 Capital Capital Base 253,585 253,805 222,620 229,006 Core Capital Ratio Risk-Weighted Capital Ratio 55.73% 55.77% 73.19% 75.29% The above ratios are well above the regulatory requirements for Total Capital Adequacy Ratios of 8%. Pillar 3 Disclosure 2. Capital Adequacy (continued) The following tables details the classes of RWA and the types of exposure of the Bank as at 31 December 2012: Total On and Off- Balance Sheet Exposures 2.0 Large Exposures Risk Requirement 3.0 Market Risk (Standardized Approach) Interest Rate Risk Foreign Currency Risk Equity Risk Commodity Risk Options Risk Inventory Risk 4.0 Operational Risk (Basic Indicator Approach) Total RWA Minimum Assets Assets Capital Weighted Absorbed Gross Net Exposures Exposures Assets by PSIA of PSIA at 8% RM’000 RM’000 RM'000 RM'000 RM'000 RM'000 7,455,677 7,455,677 - - - - 7,763,938 7,766,036 2,039,903 - 2,039,903 163,192 3,296,569 7,139,914 8,412,891 15,133 522,123 526,911 3,270,133 6,996,425 8,408,268 15,125 527,538 526,911 3,303,533 5,248,888 3,078,025 22,699 308,426 539,103 - 3,303,533 5,248,888 3,078,025 22,699 308,426 539,103 264,283 419,911 246,242 1,816 24,674 43,128 35,133,155 34,966,112 14,540,576 - 14,540,576 1,163,246 1,621,018 1,621,018 774,652 - 774,652 61,972 6,641,128 17,011 6,634,465 17,011 5,299,256 19,721 - 5,299,256 19,721 423,940 1,578 8,279,157 8,272,494 6,093,629 - 6,093,629 487,490 43,412,312 43,238,606 20,634,205 - 20,634,205 1,650,736 - - - - - - 1,518,573 681,547 23,744 - - 1,518,573 681,547 23,744 - 121,486 54,524 1,900 - 3,546,462 - 3,546,462 283,716 26,404,531 - 26,404,531 2,112,362 Long Short position position 293,185 (202,257) 681,547 (563,210) 62,179 (107,176) - Net position 90,928 118,337 (44,997) - after effects Requirement Annual Report 2012 Credit Risk (Standardized Approach) On-Balance Sheet Exposures Sovereigns/Central Banks Banks, Development Financial Institutions and MDBs Corporates, Insurance Cos and Securities Firms Regulatory Retail Residential Mortgages Higher Risk Assets Other Assets Defaulted Exposures Total for On- Balance Sheet Exposures Off-Balance Sheet Exposures OTC Derivatives Off balance sheet exposures other than OTC derivatives or credit cerivatives Defaulted Exposures Total for Off- Balance Sheet Exposures Weighted Risk Citibank berhad 1.0 Total Risk 005 Item Exposure Class Risk Weighted Pillar 3 Disclosure 2. Capital Adequacy (continued) The following tables details the classes of RWA and the types of exposure of the Islamic Banking Window as at 31 December 2012: Item Exposure Class 1.0 Credit Risk (Standardized Approach) On-Balance Sheet Exposures Sovereigns/Central Banks Banks, Development Financial Institutions and MDBs Corporates Residential Mortgages Other Assets Defaulted Exposures Total for On- Balance Sheet Exposures Off-Balance Sheet Exposures OTC Derivatives Off balance sheet exposures other than OTC derivatives or credit cerivatives Total for Off- Balance Sheet Exposures Total On and Off- Balance Sheet Exposures Large Exposures Risk Requirement 3.0 Market Risk (Standardized Approach) Benchmark Rate Risk Foreign Currency Risk Equity Risk Commodity Risk Options Risk Inventory Risk 006 Citibank berhad Annual Report 2012 2.0 4.0 Operational Risk (Basic Indicator Approach) Total RWA Risk Total Risk Weighted Weighted Minimum Risk Assets Assets Capital Weighted Absorbed Gross Net Exposures Exposures Assets by PSIA of PSIA at 8% RM’000 RM’000 RM'000 RM'000 RM'000 RM'000 146,947 146,947 - - - - 59,106 391,386 10,057 5,953 59,106 391,386 10,057 5,953 22,013 139,413 6,366 5,953 - 22,013 139,413 6,366 5,953 1,761 11,153 509 476 613,449 613,449 173,745 - 173,745 13,899 19,953 19,953 12,991 - 12,991 1,039 3,603 3,603 2,613 - 2,613 209 23,556 23,556 15,604 - 15,604 1,248 637,005 637,005 189,349 - 189,349 15,147 - - - - - - 192,293 - - 192,293 - 15,384 - 73,421 - 73,421 5,874 455,063 - 455,063 36,405 Long position 15,383 - Short position - Net position 15,383 - after effects Requirement Pillar 3 Disclosure 2. Capital Adequacy (continued) The following table details the classes of RWA and the types of exposure of the Bank as at 31 December 2011: Total On and Off- Balance Sheet Exposures 2.0 Large Exposures Risk Requirement 3.0 Market Risk (Standardized Approach) Interest Rate Risk Foreign Currency Risk Equity Risk Commodity Risk Options Risk Inventory Risk 4.0 Operational Risk (Basic Indicator Approach) Total RWA Minimum Assets Assets Capital Weighted Absorbed Gross Net Exposures Exposures Assets by PSIA of PSIA at 8% RM’000 RM’000 RM'000 RM'000 RM'000 RM'000 9,030,212 9,030,212 - - - - 11,391,310 11,391,310 2,970,273 - 2,970,273 237,622 4,393,905 6,988,379 8,590,218 21,719 537,019 589,414 4,371,348 6,829,936 8,590,218 21,719 537,019 589,414 4,330,295 5,126,118 3,164,308 32,578 304,500 603,041 - 4,330,295 5,126,118 3,164,308 32,578 304,500 603,041 346,424 410,089 253,145 2,606 24,360 48,243 41,542,176 41,361,176 16,531,114 - 16,531,114 1,322,489 1,914,337 1,914,337 1,040,746 - 1,040,746 83,260 5,994,435 18,445 5,988,951 18,445 4,679,442 21,528 - 4,679,442 21,528 374,355 1,722 7,927,218 7,921,734 5,741,716 - 5,741,716 459,337 49,469,393 49,282,910 22,272,830 - 22,272,830 1,781,826 - - - - - - 1,590,904 405,320 23,416 - 1,590,904 405,320 23,416 127,272 32,426 1,873 3,525,964 - 3,525,964 282,077 27,818,434 - 27,818,434 2,225,474 Long Short position position 317,676 (217,840) 170,564 (405,320) 23,630 (3,731) Net position 99,836 (234,756) 19,900 after effects Requirement Annual Report 2012 Credit Risk (Standardized Approach) On-Balance Sheet Exposures Sovereigns/Central Banks Banks, Development Financial Institutions and MDBs Corporates, Insurance Cos and Securities Firms Regulatory Retail Residential Mortgages Higher Risk Assets Other Assets Defaulted Exposures Total for On- Balance Sheet Exposures Off-Balance Sheet Exposures OTC Derivatives Off balance sheet exposures other than OTC derivatives or credit cerivatives Defaulted Exposures Total for Off- Balance Sheet Exposures Weighted Risk Citibank berhad 1.0 Total Risk 007 Item Exposure Class Risk Weighted Pillar 3 Disclosure 2. Capital Adequacy (continued) The following tables details the classes of RWA and the types of exposure of the Islamic Banking Window as at 31 December 2011: Item Exposure Class 1.0 Credit Risk (Standardized Approach) On-Balance Sheet Exposures Sovereigns/Central Banks Corporates Residential Mortgages Higher Risk Assets Other Assets Defaulted Exposures Total for On- Balance Sheet Exposures Off-Balance Sheet Exposures OTC Derivatives Off balance sheet exposures other than OTC derivatives or credit cerivatives Defaulted exposures Total for Off- Balance Sheet Exposures Total On and Off- Balance Sheet Exposures Large Exposures Risk Requirement 3.0 Market Risk (Standardized Approach) Benchmark Rate Risk Foreign Currency Risk Equity Risk Commodity Risk Options Risk Inventory Risk 008 Citibank berhad Annual Report 2012 2.0 4.0 Operational Risk (Basic Indicator Approach) Total RWA Risk Total Risk Weighted Weighted Minimum Risk Assets Assets Capital Weighted Absorbed Gross Net Exposures Exposures Assets by PSIA of PSIA at 8% RM’000 RM’000 RM'000 RM'000 RM'000 RM'000 502,232 842 443,796 58 11,213 5,843 502,232 842 443,796 58 11,213 5,843 842 165,277 88 8,350 5,843 - 842 165,277 88 8,350 5,843 67 13,222 7 668 467 963,984 963,984 180,400 - 180,400 14,432 28,721 28,721 15,344 - 15,344 1,228 4,447 1 4,447 1 3,305 1 - 3,305 1 264 - 33,169 33,169 18,651 - 18,651 1,492 997,153 997,153 199,050 - 199,050 15,924 - - - - - - 20,319 - - 20,319 - 1,625 - 84,785 - 84,785 6,783 304,154 - 304,154 24,332 Long position 1,625 - Short position - Net position 1,625 - after effects Requirement Pillar 3 Disclosure 3. Capital Structure The following details the capital structure for the Group and Bank: Group and Bank Dec 2012 Dec 201 1 RM’000 RM’000 Tier I Capital Paid Up Share Capital Share Premium Retained earnings Other Reserves 121,697 380,303 3,662,946 121,697 121,697 380,303 3,384,339 121,697 less: Deferred Tax Assets 4,286,643 (17,018) 4,008,036 (3,259) Total Tier 1 Capital 4,269,625 4,004,777 Tier II Capital Collective assessment allowance for impaired loans and financing 214,411 253,786 Total Tier II Capital 214,411 253,786 Total Eligible Tier 2 Capital less: Investment in Subsidiaries 214,411 (20) 253,786 (20) 4,484,017 4,258,543 Capital Base Total Tier 1 Capital Tier II Capital Collective assessment allowance for impaired financing, advances and other loans Capital Base 20,000 235,098 - 20,000 203,039 - (1,513) (419) 253,585 222,620 220 6,386 253,805 229,006 The capital structure of the Group and the Bank as disclosed above does not have any specific terms and conditions attached to them. Citibank berhad less: Deferred Tax Assets Dec 201 1 RM’000 009 Tier I Capital Fund allocated Retained earnings Other reserves Dec 2012 RM’000 Annual Report 2012 The following details the capital structure for the Islamic Banking Window: Pillar 3 Disclosure 4. Risk Management A sound risk management process, strong internal controls and well documented policies and procedures are the foundation for ensuring the safety and soundness of the Bank. The Board and Senior Management ensure that capital levels are adequate for the Bank’s risk profile. They also ensure that the risk management and control processes are appropriate in the light of the Bank’s risk profile and business plans. 010 Citibank berhad Annual Report 2012 The Bank has put in place a risk management system, which leverages in part the risk management framework developed by Citigroup, to oversee and monitor material risks faced by the Bank, including credit, market and operational risks. The Audit Committee assists the Board in overseeing legal, compliance and operational risks and is supported by the Bank’s audit and compliance functions. The Audit Committee will review the audit findings of the compliance and internal audit functions at its quarterly meetings, including management’s response to the audit findings and progress of the related corrective action plans. The Bank’s management, Audit Committee and relevant bank personnel will update the Board during its quarterly meetings about pertinent operational, legal and compliance risk management issues which have arisen during the quarter such as reporting risk positions and performance, capital requirements, risk and control limits. The Bank has a Risk Management Committee, which together with the Audit Committee and management team assists the Board in fulfilling its oversight responsibility relating to the establishment and operation of a risk management system. The Risk Management Committee has particular oversight of credit, market and liquidity risk; reviews acquisition and disposal of large securities positions of the Bank; and monitors the progress of the Basel II implementation. The compositions of the Audit Committee and Risk Management Committee are disclosed in the Statement of Corporate Governance in Citibank Berhad’s Annual Report. Strategies & Policies The Bank's risk management framework recognizes the diversity of the organization's activities by balancing the Board's strong supervision with well-defined independent risk management functions within each business area. The risk management framework is firmly based on the following six principles, applicable across the board for all businesses and risk types: • • • • • • Risk management policies are integrated with business plans and strategies; All risks and returns resulting from this are owned and managed by an accountable business unit; All risks are managed within a limited framework while the risk limits are endorsed by the business management and approved by an independent risk management organization; All risk management policies are clearly and formally documented; All risks are measured using well defined methodologies, including stress testing; and All risks are comprehensively reported across the organization. Risks are regularly reviewed by independent risk managers, senior business managers and whenever appropriate, by the Board of Directors themselves. The independent risk managers are responsible for establishing and implementing risk management policies and practices within their business units while ensuring consistency with Citi’s corporate standards. The independent risk managers are ultimately accountable to the Board and on a day-to-day basis; they are also individually responsible for meeting and responding to the needs of their respective business units, apart from overseeing their existing portfolio risks. To assess adequacy of the Bank’s capital to support its current and future activities, the Bank has identified material risks applicable to the Citibank Berhad’s lines of business, in accordance with the Guidelines for Risk Weighted Capital Adequacy Framework (Basel II) – Internal Capital Adequacy Assessment Process (Pillar 2) issued by BNM (BNM/RH/GL 001-33). Material risks are regularly reviewed by senior management and presented to the Board of Directors. For the purpose of Pillar 3, the following material risks are discussed in this document: Credit Risk, Market Risk (comprising Price Risk, Liquidity Risk, Interest Rate Risk in the Banking Book (“IRRBB”)) and Operational Risk. Pillar 3 Disclosure 5.1 Credit Risk management policy While business managers and independent risk management are jointly responsible for managing the risk/return tradeoffs as well as establishing limits and risk management practices, the origination and approval roles are clearly defined and segregated. In addition to conforming to established corporate standards, independent credit risk management is responsible for establishing local policies that comply with local regulations and any other relevant legal requirements. These standards will cover credit origination, measurement and documentation as well as problem recognition, classification and remedial actions. In addition, specific write-off criterion is set according to Citigroup’s corporate requirements or the BNM guideline BNM/RH/GC-007-17 on Classification and Impairment Provisions for Loans/Financing, whichever is more stringent. Independent credit risk management is also responsible for implementing portfolio limits, including obligor limits through risk rating, maturity and business segments to ensure diversification of portfolio. The Risk management team also evaluates the immediate to long term risks for all products and segments thus providing for profitability on a long term sustainable basis. Continuous monitoring of credit behavior aided by sophisticated debt rating modules, plus portfolio delinquency performance allows independent credit risk management to constantly assess the health of the credit portfolio. A loan is impaired when there is objective evidence that demonstrates that a loss event has occurred after the initial recognition of the loan, and that the loss event has an impact on the future cash flows of the loan. Objective evidence that a loan or a loan portfolio is impaired includes observable data that could include the following loss events: • • • • significant financial difficulty of the issuer or obligor; a breach of contract, such as a default or delinquency in interest or principal payments; it becomes probable that the borrower will enter bankruptcy or other financial reorganisation; observable data relating to a portfolio of financial assets such as : i) adverse changes in the payment status of borrowers in the portfolio; and ii) national or local economic conditions that correlate with defaults on the assets in the portfolio. Under the revised policy issued by BNM on Classification and Impairment Provisions for Loan Financing, if the repayment conduct of the loan is past due for more than 90 days of either principal, interest or both, the loan shall be classified as impaired. The Bank applies this policy in addition to the above when determining if a loan is impaired. 5.3 Impairment Provision The Bank complies with the Malaysian Financial Reporting Standards (“MFRS”) 139, Financial Instruments: Recognition and Measurement for loan impairment. 5.3.1 Individual Impairment The Bank assesses whether objective evidence of impairment exists individually for financial assets that are individually significant. For financial assets that are not individually significant assessment for impairment is done individually and/or collectively. If the Group determines that no objective Annual Report 2012 Credit risk arises in lending, trading and derivatives transactions, securities transactions, settlement and when the Bank acts as an intermediary on behalf of its clients and other third parties. For the retail bank, credit risk arises by way of the borrower being unable to fulfill his contractual commitments thereby resulting in causing credit losses to the Bank. Definition of past due loans are disclosed in Note 2(g) of the financial statements. Citibank berhad Credit risk is the potential for financial loss resulting from the failure of a borrower or counter party to honor its financial or contractual obligations. 5.2 Definition of past due and impaired loans 011 5. Credit Risk Pillar 3 Disclosure 5. Credit Risk (continued) 5.3 Impairment Provision (continued) 5.3.1 Individual Impairment (continued) 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. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognised are not included in a collective assessment of impairment. Impairment losses are measured as the difference between the carrying amount of the financial assets and the present value of estimated cash flows discounted at the assets’ original effective interest rate. 012 Citibank berhad Annual Report 2012 5.3.2 Collective Impairment For the purposes of the collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk characteristics by using a grading process that considers obligor type, industry, geographical location, collateral type, past-due status and other relevant factors. These characteristics are relevant to the estimation of future cash flows for groups of such assets by being indicative of the likelihood of receiving all amounts due under a facility according to the contractual terms of the assets being evaluated. In assessing the collective impairment, the Bank uses methods as listed below depending on the loan portfolio: i) Statistical modeling of historical trends of the probability of default, timing of recoveries and the amount of loss incurred, adjusted for management’s judgement as to whether the current economic and credit conditions are such that the actual losses incurred are likely to be greater or less than suggested historical modeling. Default rates, loss rates and expected timing of future recoveries are regularly benchmarked against actual outcomes to ensure they remain appropriate; ii) Based upon historical delinquency flow rates, charge-off statistics and loss severity, adjusted for management’s judgement as to whether current economic and credit conditions are such that actual losses are likely to be greater or less than suggested by historical modeling. 5.4 Distribution of loans, advances and financing The following information on loans, advances and financing are disclosed in Note 7 in the financial statement as at 31 December 2012:1) Geographical distribution 2) Sector 3) Residual contractual maturity 5.5 Past due loans, individual impairment provision, collective impairment provision, charges for individual impairment provision and write offs by sector The following tables detail past due loans, individual impairment provision, collective impairment provision, charges for individual impairment provision and write offs by sector as at 31 December 2012:The information on impaired loans by geographic area and reconciliation of changes in loan impairment provisions are disclosed in Note 8. 5.5.1 Past due loans The following table details past due loans by sector of the Group and the Bank as at 31 December 2012: Primary agriculture Mining and quarrying Manufacturing Electricity, gas, water Construction Wholesale, retail trade, restaurant and hotels Transport, storage and communication Finance, insurance, real estate, and business services Education, health, household & others Community, social and personal services Total RM'000 1,200 572 1,820 336 2,187 2,137 10,760 1,909,061 1,928,073 Pillar 3 Disclosure 5. Credit Risk (continued) 5.5 Past due loans, individual impairment provision, collective impairment provision, charges for individual impairment provision and write offs by sector (continued) 5.5.1 Past due loans (continued) The following table details past due loans by sector of the Islamic Banking Window as at 31 December 2012: RM'000 Primary agriculture - Mining and quarrying - Manufacturing - Electricity, gas, water - Construction - Wholesale, retail trade, restaurant and hotels - Transport, storage and communication - Finance, insurance, real estate, and business services - Education, health, household & others Community, social and personal services Total The following table details past due loans by sector of the Islamic Banking Window as at 31 December 2011: RM'000 Primary agriculture - Mining and quarrying - Manufacturing - Electricity, gas, water - Construction - Wholesale, retail trade, restaurant and hotels - Transport, storage and communication - Finance, insurance, real estate, and business services - Education, health, household & others Total 60,454 60,454 5.5.2 Individual impairment provision The following table details individual impairment provision by sector of the Group and the Bank as at 31 December 2012: 57,568 57,568 RM'000 RM'000 Mining and quarrying Manufacturing Electricity, gas, water 2,588 553 1,592 370 Manufacturing Electricity, gas, water 12,863 Wholesale, retail trade, restaurant and hotels 15,982 Transport, storage and communication Finance, insurance, real estate, and business services 2,549 Education, health, household & others Wholesale, retail trade, restaurant and hotels 8,757 Community, social and personal services Finance, insurance, real estate, and business services Education, health, household & others Community, social and personal services Total 243 - Construction Construction Transport, storage and communication 24 33,275 Total 649 7,393 128,653 140 205,769 7,129 1,695,565 1,719,346 013 Primary agriculture Mining and quarrying Annual Report 2012 The following table details past due loans by sector of the Group and the Bank as at 31 December 2011: 6,790 Citibank berhad Primary agriculture Pillar 3 Disclosure 5. Credit Risk (continued) The following table details individual impairment provision by sector of the Islamic Banking Window as at 31 December 2011: 5.5 Past due loans, individual impairment provision, collective impairment provision, charges for individual impairment provision and write offs by sector (continued) RM'000 Primary agriculture 5.5.2 Individual impairment provision (continued) The following table details individual impairment provision by sector of the Islamic Banking Window as at 31 December 2012: RM'000 Primary agriculture - Mining and quarrying - Manufacturing 1,377 Electricity, gas, water - Construction - Wholesale, retail trade, restaurant and hotels - Transport, storage and communication - Finance, insurance, real estate, and business services - Education, health, household & others Community, social and personal services Total - Mining and quarrying Manufacturing 1,380 Electricity, gas, water - Construction - Wholesale, retail trade, restaurant and hotels - Transport, storage and communication - Finance, insurance, real estate, and business services Education, health, household & others 739 Community, social and personal services Total 2,119 5.5.3 Collective impairment provision 767 The following table details collective impairment provision by sector of the Group and the Bank as at 31 December 2012: 2,144 Citibank berhad Annual Report 2012 RM'000 The following table details individual impairment provision by sector of the Group and the Bank as at 31 December 2011: RM'000 Primary agriculture Mining and quarrying Manufacturing Electricity, gas, water 24 31,645 - Mining and quarrying Manufacturing Electricity, gas, water Construction Wholesale, retail trade, restaurant and hotels Transport, storage and communication Finance, insurance, real estate, and business services Construction 13,426 Education, health, household & others Wholesale, retail trade, restaurant and hotels 16,301 Community, social and personal services Transport, storage and communication Finance, insurance, real estate, and business services 014 6,793 Primary agriculture Education, health, household & others Community, social and personal services Total 654 8,270 142,323 219,436 Total 1,111 317 9,862 288 51 2,917 4,230 1,781 336,507 357,064 Pillar 3 Disclosure 5. Credit Risk (continued) The following table details collective impairment provision by sector of the Islamic Banking Window as at 31 December 2011: 5.5 Past due loans, individual impairment provision, collective impairment provision, charges for individual impairment provision and write offs by sector (continued) RM'000 Primary agriculture - Mining and quarrying - Manufacturing - Electricity, gas, water - Construction - Wholesale, retail trade, restaurant and hotels - - Transport, storage and communication - Mining and quarrying - Manufacturing - Finance, insurance, real estate, and business services Electricity, gas, water - Construction - Wholesale, retail trade, restaurant and hotels - Transport, storage and communication - Finance, insurance, real estate, and business services - RM'000 Primary agriculture Education, health, household & others Community, social and personal services Total Education, health, household & others Community, social and personal services Total 6,764 The following table details charges for individual impairment provision by sector of the Group and the Bank as at 31 December 2012: 543 RM'000 Primary agriculture 277 Mining and quarrying 423 RM'000 Primary agriculture - Mining and quarrying - Manufacturing - Construction - Wholesale, retail trade, restaurant and hotels - 17,412 Transport, storage and communication Electricity, gas, water 2,244 Finance, insurance, real estate, and business services Wholesale, retail trade, restaurant and hotels Transport, storage and communication Finance, insurance, real estate, and business services Education, health, household & others Community, social and personal services Total 179 Education, health, household & others 4,021 336 5,034 Electricity, gas, water Manufacturing Construction - 5.5.4 Charges for individual impairment provision 543 The following table details collective impairment provision by sector of the Group and the Bank as at 31 December 2011: 6,764 Community, social and personal services Total 12 5,911 - Annual Report 2012 The following table details collective impairment provision by sector of the Islamic Banking Window as at 31 December 2012: Citibank berhad Collective impairment provision (continued) 10,957 17,235 323,198 365,325 015 5.5.3 Pillar 3 Disclosure 5. Credit Risk (continued) The following table details charges for individual impairment provision by sector of the Islamic Banking Window as at 31 December 2011: 5.5 Past due loans, individual impairment provision, collective impairment provision, charges for individual impairment provision and write offs by sector (continued) 5.5.4 RM'000 Primary agriculture - Charges for individual impairment provision (continued) Mining and quarrying - Manufacturing - The following table details charges for individual impairment provision by sector of the Islamic Banking Window as at 31 December 2012: Electricity, gas, water - Construction - Wholesale, retail trade, restaurant and hotels - Transport, storage and communication - RM'000 Finance, insurance, real estate, and business services Primary agriculture - Mining and quarrying - Manufacturing - Electricity, gas, water - Community, social and personal services Construction - Total Wholesale, retail trade, restaurant and hotels - Transport, storage and communication - Finance, insurance, real estate, and business services Education, health, household & others Community, social and personal services Total Education, health, household & others 5.5.5 Write offs - The following table details write offs by sector of the Group and the Bank as at 31 December 2012: 41 - RM'000 Primary agriculture Citibank berhad Annual Report 2012 Mining and quarrying The following table details charges for individual impairment provision by sector of the Group and the Bank as at 31 December 2011: RM'000 Mining and quarrying Manufacturing Electricity, gas, water Construction Wholesale, retail trade, restaurant and hotels 016 Transport, storage and communication Finance, insurance, real estate, and business services Education, health, household & others Community, social and personal services Total 40 41 Primary agriculture 40 Manufacturing Electricity, gas, water Wholesale, retail trade, restaurant and hotels 319 - Finance, insurance, real estate, and business services 602 15,457 16,888 563 Transport, storage and communication - 1,748 Construction 829 - Education, health, household & others Community, social and personal services Total 5 889 1,322 4,847 Pillar 3 Disclosure 5. Credit Risk (continued) 5.5 Past due loans, individual impairment provision, collective impairment provision, charges for individual impairment provision and write offs by sector (continued) Write offs (continued) The following table details write offs by sector of the Islamic Banking Window as at 31 December 2012: RM'000 Primary agriculture - Mining and quarrying - Manufacturing - Electricity, gas, water - Construction - Wholesale, retail trade, restaurant and hotels - Transport, storage and communication - Finance, insurance, real estate, and business services - Education, health, household & others Community, social and personal services - Mining and quarrying - Manufacturing - Electricity, gas, water - Construction - Wholesale, retail trade, restaurant and hotels - Transport, storage and communication - Finance, insurance, real estate, and business services - Education, health, household & others 6 Community, social and personal services Total 6 15 - RM'000 Primary agriculture Mining and quarrying Manufacturing Electricity, gas, water Construction Wholesale, retail trade, restaurant and hotels Transport, storage and communication 261 1,578 3,764 518 8 Finance, insurance, real estate, and business services 618 Education, health, household & others 829 Community, social and personal services 7,577 Annual Report 2012 15 The following table details write offs by sector of the Group and the Bank as at 31 December 2011: Total Primary agriculture Citibank berhad Total RM'000 017 5.5.5 The following table details write offs by sector of the Islamic Banking Window as at 31 December 2011: Pillar 3 Disclosure 5. Credit Risk (continued) 5.6 External Credit Assessment Institutions (ECAIs) In terms of assessing Counterparty Credit Risk, Citibank Berhad uses ratings by global agencies Fitch Ratings, Moody’s Investor Services, and Standard & Poor’s. Citibank Berhad also uses ratings from local agencies Rating Agency Malaysia (RAM) Berhad and Malaysian Rating Corporation (MARC) Berhad. The Bank uses a regional system called Asia Pacific Reveleus to calculate its risk weighted assets and this system receives its external ratings from a credit system that has a feed for external ratings from approved ECAIs. The mapping of external ratings to the respective counterparties and exposures is automated in the system. The Bank uses issue-specific ratings for securities. In general, where no issue-specific rating exists, the credit rating assigned to the counterparty of a particular credit exposure is used. Where an exposure has neither an issue-specific rating nor counterparty rating, it is deemed as unrated. The alignment of the alphanumerical scale of each recognized ECAIs used by Citibank Berhad is detailed in the table below: CREDIT QUALITY GRADES AND ELIGIBLE ECAIs Credit Quality Grade 1 2 3 4 5 6 Unrated AAA A+ BBB+ BB+ B+ CCC+ Unrated Reveleus CQG (Basel Credit Ratings) Rating Source Central 018 Citibank berhad Annual Report 2012 Central Central Rating Agencies Fitch Ratings Moody's Investor Services Standard & Poor's AAA AA+ AA AA- Aaa Aa1 Aa2 Aa3 A+ A A- A1 A2 A3 BBB+ BBB BBB- Baa1 Baa2 Baa3 BB+ BB BB- Ba1 Ba2 Ba3 B+ B B- CCC+ CCC CCCCC C D B1 B2 B3 Caa1 Caa2 Caa3 Ca C AAA AA+ AA AA- A+ A A- BBB+ BBB BBB- BB+ BB BB- B+ B B- CCC+ CCC CCCCC C D Local Rating Agency Malaysia Berhad (RAM) AAA Aa1 Aa2 Aa3 A1 A2 A3 BBB1 BBB2 BBB3 BB1 BB2 BB3 B1 B2 B3 C1 C2 C3 D Local Malaysian Rating Corporation Berhad (MARC) AAA AA+ AA AA- A+ A A- BBB+ BBB BBB- BB+ BB BB- B+ B B- C D Pillar 3 Disclosure 5. Credit Risk (continued) The following tables show Citibank Berhad’s rated and unrated exposures according to ratings by ECAIs: Ratings of Corporates by Approved ECAIs December 2012 Group and Bank Ratings of Corporates by Approved ECAIs (amounts in RM'000) Moodys Aaa to Aa3 A1 to A3 Baa1 to Ba3 B1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated RAM AAA to AA3 A to A3 BBB1 to BB3 B1 to C Unrated MARC AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated - - - - - - 71 15,956 7,042 - 21,528 44,597 6,546 263,945 235 - 5,851,517 6,122,243 Exposure Class Public Sector Entities (applicable for entities risk weighted based on their external ratings as corporates) Insurance Cos, Securities Firms and Fund Managers Corporates Total Islamic Banking Window Aaa to Aa3 A1 to A3 Baa1 to Ba3 B1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated RAM AAA to AA3 A to A3 BBB1 to BB3 B1 to C Unrated MARC AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated - - - - - - Insurance Cos, Securities Firms and Fund Managers - - - - - - Corporates - - - - - - Exposure Class Entities (applicable for entities risk weighted based on their external ratings as corporates) Total Citibank berhad Moodys Annual Report 2012 Ratings of Corporates by Approved ECAIs (amounts in RM'000) 019 5.6.1 Pillar 3 Disclosure 5. Credit Risk (continued) The following tables show Citibank Berhad’s rated and unrated exposures according to ratings by ECAIs: (continued) 5.6.1 Ratings of Corporates by Approved ECAIs (continued) December 2011 Group and Bank Ratings of Corporates by Approved ECAIs (amounts in RM'000) Moodys Aaa to Aa3 A1 to A3 Baa1 to Ba3 B1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated RAM AAA to AA3 A to A3 BBB1 to BB3 B1 to C Unrated MARC AAA to AA- A+ to A- BBB+ toBB- B+ to D Unrated - - - - - - Insurance Cos, Securities Firms and Fund Managers 4,262 12,369 - - 26,370 43,001 Corporates 20,169 24,103 4,211 - 6,461,548 6,510,031 Exposure Class Public Sector Entities (applicable for entities risk weighted based on their external ratings as corporates) Total Islamic Banking Window 020 Citibank berhad Annual Report 2012 Ratings of Corporates by Approved ECAIs (amounts in RM'000) Moodys Aaa to Aa3 A1 to A3 Baa1 to Ba3 B1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated RAM AAA to AA3 A to A3 BBB1 to BB3 B1 to C Unrated MARC AAA to AA- A+ to A- BBB+ to BB- B+ to D Unrated - - - - - - Insurance Cos, Securities Firms and Fund Managers - - - - - - Corporates - - - - 874 874 Exposure Class Public Sector Entities (applicable for entities risk weighted based on their external ratings as corporates) Total Pillar 3 Disclosure 5. Credit Risk (continued) 5.6.2 Short Term Ratings of Banking Institutions and Corporates by Approved ECAIs This disclosure does not apply to Citibank Berhad as it uses long term ratings for all exposures. Ratings of Sovereigns and Central Banks by Approved ECAIs December 2012 Group and Bank Ratings of Sovereign/Central Banks by Approved ECAIs (amounts in RM'000) Exposure Class Moodys Aaa to Aa3 A1 to A3 Baa1 to Ba3 Ba1 to B3 Caa1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Total - 7,484,617 - - - - 7,484,617 Sovereigns/ Central Banks Islamic Banking Window Sovereigns/ Central Banks Aaa to Aa3 A1 to A3 Baa1 to Ba3 Ba1 to B3 Caa1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Total - 146,947 - - - - 146,947 Citibank berhad Exposure Class Moodys Annual Report 2012 Ratings of Sovereign/Central Banks by Approved ECAIs (amounts in RM'000) 021 5.6.3 Pillar 3 Disclosure 5. Credit Risk (continued) 5.6.3 Ratings of Sovereigns and Central Banks by Approved ECAIs (continued) December 2011 Group and Bank Ratings of Sovereign/Central Banks by Approved ECAIs (amounts in RM'000) Exposure Class Moodys Aaa to Aa3 A1 to A3 Baa1 to Ba3 Ba1 to B3 Caa1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Total - 9,050,336 - - - - 9,050,336 Sovereigns/ Central Banks Islamic Banking Window Ratings of Sovereign/Central Banks by Approved ECAIs (amounts in RM'000) Exposure Class 022 Citibank berhad Annual Report 2012 Sovereigns/ Central Banks Moodys Aaa to Aa3 A1 to A3 Baa1 to Ba3 Ba1 to B3 Caa1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Total - 502,232 - - - - 502,232 Pillar 3 Disclosure 5. Credit Risk (continued) Ratings of Banking Institutions by Approved ECAIs December 2012 Group and Bank Ratings of Banks, Development Financial Institutions and MDBs by Approved ECAIs (amounts in RM'000) Exposure Class Moodys Aaa to Aa3 A1 to A3 Baa1 to Ba3 Ba1 to B3 Caa1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated RAM AAA to AA3 A to A3 BBB1+ to BB3 BB1 to B3 C1 to D Unrated MARC AAA to AA- A+ to A- BBB+ to BB- BB+ to B- C+ to D Unrated 1,327,558 6,902,723 49,512 501 38 Banks, Development Financial Institutions and MDBs Total 9,228,616 17,508,948 Islamic Banking Window Ratings of Banks, Development Financial Institutions and MDBs by Approved ECAIs (amounts in RM'000) A1 to A3 Baa1 to Ba3 Ba1 to B3 Caa1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated RAM AAA to AA3 A to A3 BBB1+ to BB3 BB1 to B3 C1 to D Unrated MARC AAA to AA- A+ to A- BBB+ to BB- BB+ to B- C+ to D Unrated 45,084 - - - - 40,507 Total 85,591 Annual Report 2012 Banks, Development Financial Institutions and MDBs Aaa to Aa3 Citibank berhad Exposure Class Moodys 023 5.6.4 Pillar 3 Disclosure 5. Credit Risk (continued) 5.6.4 Ratings of Banking Institutions by Approved ECAIs (continued) December 2011 Group and Bank Ratings of Banks, Development Financial Institutions and MDBs by Approved ECAIs (amounts in RM'000) Exposure Class Moodys Aaa to Aa3 A1 to A3 Baa1 to Ba3 Ba1 to B3 Caa1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated RAM AAA to AA3 A to A3 BBB1 to BB3 BB1 to B3 C1 to D Unrated MARC AAA to AA- A+ to A- BBB+ to BB- BB+ to B- C+ to D Unrated 1,117,837 11,192,600 270,715 632 - 666,160 Banks, Development Financial Institutions and MDBs Total 13,247,944 Islamic Banking Window Ratings of Banks, Development Financial Institutions and MDBs by Approved ECAIs (amounts in RM'000) 024 Citibank berhad Annual Report 2012 Exposure Class Banks, Development Financial Institutions and MDBs Moodys Aaa to Aa3 A1 to A3 Baa1 to Ba3 Ba1 to B3 Caa1 to C Unrated S&P AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated Fitch AAA to AA- A+ to A- BBB+ to BB- BB+ to B- CCC+ to D Unrated RAM AAA to AA3 A to A3 BBB1 to BB3 BB1 to B3 C1 to D Unrated MARC AAA to AA- A+ to A- BBB+ to BB- BB+ to B- C+ to D Unrated - 16,721 12,000 - - - Total 28,721 Pillar 3 Disclosure Citibank Berhad uses eligible guarantees and financial collaterals which are primarily cash and equity for credit risk mitigation. At present, the Bank does not make use of credit derivatives and on and off-balance sheet netting in its credit risk mitigation process. For the purpose of calculating and assessing Net Credit RWA, the Bank takes into account eligible collaterals pledged by the customers with the Bank, that are primarily cash deposits and equities. The Bank’s Credit Department is guided by its Credit Policy and Procedures for collateral valuation and management. It marks to market the CRM eligible financial collateral value on a daily/weekly/monthly (whichever is applicable) basis. Collateral valuations and re-valuations must be completed daily for SFTs, OTC and Margin Lending by the various Operations Units and Collateral/Margin Departments. Collateral haircuts are applied in a number of circumstances such as where there is a material positive correlation between the credit quality of the counterparty and the value of the collateral, or where there are currency or maturity mismatches. The Bank has appropriately sound and well managed systems and procedures for requesting and promptly receiving additional collateral for transactions whose terms require maintenance of collateral values at specified thresholds as documented in the respective legal agreements. As the end of December 2012, the Bank’s gross credit exposure is RM 43,412 mil, of which RM 287 mil was offset by CRM. After applying required risk weights, the Bank’s Credit RWA is RM 20,634 mil. Given the immateriality of CRM, which is 1% of total credit exposure, asset class breakdowns are not provided and for the same reason, there is no CRM risk concentration exposure to the Bank. Annual Report 2012 Citibank Berhad uses credit risk mitigation for the following exposure classes: 1) Corporates 2) Regulatory Retail Citibank berhad 5.7 Credit Risk Mitigation The Bank has procedures to ensure that appropriate information is available to support the collateral process and to make timely and accurate margin calls feed correctly into the Margin applications from upstream systems. These also provide a daily credit exposure report. There are also reports identifying counterparties that have not met their requirement for additional collateral to satisfy specified initial margin amount and variation margin thresholds. In addition, there is risk reporting of counterparty exposures at an individual and an aggregated level. 025 5. Credit Risk (continued) Pillar 3 Disclosure 5. Credit Risk (continued) 5.7 Credit Risk Mitigation (continued) The following table shows the total exposure amounts after credit risk mitigation, for the financial year ended 31 December 2012: December 2012 Group and Bank 026 Citibank berhad Annual Report 2012 Risk Weights 0% 10% 20% 35% 50% 75% 90% 100% 110% 125% 135% 150% 270% 350% 400% 625% 937.5% 1250% Exposures after Netting and Credit RIsk Mitigation Insurance Sovereigns Banks, Cos, Higher Specialised & Central PSEs MDBs Securities Corporates Regulatory Residental Risk Other Financing/ Securitization Equity Banks and FDIs Firms & Retail Mortgages Assets Assets Investment Fund Managers RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 7,484,617 - - 7,067,898 - 2,161,590 97,675 968 - Total Exposures 7,484,617 - 9,328,131 Risk-Weighted Assets by - 2,593,502 Exposures Average Risk Weight 0% 0% 28% Deduction from Capital Base - Total Exposures Total Risk after Netting Weighted and Credit Assets Risk Mitigation RM’000 RM’000 71 6,546 15,956 52,478 484 - 10,704,611 12,405 5,616,620 103,731 3,042 16,887 - 7,834,557 469,458 598,805 427,704 3,578 - 30,886 - 213,696 52,576 308,861 - - - - 7,698,313 7,127,091 7,834,557 2,699,966 11,303,416 6,566,996 55,361 - 1,425,418 2,742,095 1,349,983 8,477,562 6,566,996 83,042 - 28,432 5,678,686 10,825,713 9,334,102 30,886 575,133 - - - 43,285,700 20,645,096 20,397 5,648,731 8,157,762 3,858,999 46,329 319,376 - - - 20,645,096 - 72% 99% 75% 41% 150% 56% 0% 0% 0% 48% 0% - - - - - - - - - - - Pillar 3 Disclosure 5. Credit Risk (continued) 5.7 Credit Risk Mitigation (continued) The following table details the total exposure amounts of the Islamic Banking Window after credit risk mitigation as at 31 December 2012: December 2012 Islamic Banking Window - Total 146,947 Exposures Risk-Weighted Assets by Exposures - Average Risk Weight 0% 0% Deduction from Capital Base - - 45,084 15,975 18,000 - - - - 375,864 15,482 3,642 5,953 - - 3,691 6,366 - 79,059 - - 0 400,941 - 10,057 35,004 - - 0 147,978 - 44% 0% 0% 0% 37% - - - - - - RM’000 - - 150,638 45,084 375,864 31,457 3,642 30,319 - 9,017 131,552 15,728 2,731 30,319 - - - - 637,004 189,348 6,366 - - - 189,348 0% 63% 0% 0% 0% 30% - - - - - - - Annual Report 2012 146,947 - RM’000 Citibank berhad 0% 10% 20% 35% 50% 75% 90% 100% 110% 125% 135% 150% 270% 350% 400% 625% 937.5% 1250% Total Exposures Total Risk after Netting Weighted and Credit Assets Risk Mitigation 027 Risk Weights Exposures after Netting and Credit RIsk Mitigation Insurance Sovereigns Banks, Cos, Higher Specialised & Central PSEs MDBs Securities Corporates Regulatory Residental Risk Other Financing/ Securitization Equity Banks and FDIs Firms & Retail Mortgages Assets Assets Investment Fund Managers RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 Pillar 3 Disclosure 5. Credit Risk (continued) 5.7 Credit Risk Mitigation (continued) The following table details the total exposure amounts of the Group and the Bank after credit risk mitigation as at 31 December 2011: December 2011 Group and Bank 028 Citibank berhad Annual Report 2012 Risk Weights 0% 10% 20% 35% 50% 75% 90% 100% 110% 125% 135% 150% 270% 350% 400% 625% 937.5% 1250% Exposures after Netting and Credit RIsk Mitigation Insurance Sovereigns Banks, Cos, Higher Specialised & Central PSEs MDBs Securities Corporates Regulatory Residental Risk Other Financing/ Securitization Equity Banks and FDIs Firms & Retail Mortgages Assets Assets Investment Fund Managers RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 9,050,336 - - 9,834,138 - 3,335,705 78,101 - Total Exposures 9,050,336 - 13,247,944 Risk-Weighted Assets by - 3,712,781 Exposures Average Risk Weight 0% 0% 28% Deduction from Capital Base - Total Exposures Total Risk after Netting Weighted and Credit Assets Risk Mitigation RM’000 RM’000 4,262 26,790 12,369 189,956 - 10,383,747 26,370 6,291,093 106,273 2,193 18,361 - 7,720,334 811,519 322,184 483,914 5,819 - 42,428 - 231,446 1,340 304,232 - - - - 9,281,782 9,866,530 7,720,334 4,349,548 10,705,931 7,289,982 68,801 - 1,973,306 2,702,117 2,174,774 8,029,448 7,289,982 103,202 - 43,001 6,510,031 10,508,381 9,343,770 42,428 537,019 - - - 49,282,910 22,272,830 33,407 6,394,718 7,921,625 3,842,157 63,641 304,500 - - - 78% 98% 75% 41% 150% 57% 0% 0% 0% - - - - - - - - - 22,272,830 45% Pillar 3 Disclosure 5. Credit Risk (continued) 5.7 Credit Risk Mitigation (continued) The following table details the total exposure amounts of the Islamic Banking Window after credit risk mitigation as at 31 December 2011: December 2011 Islamic Banking Window - Total Exposures 502,232 Risk-Weighted Assets by Exposures - Average Risk Weight 0% 0% Deduction from Capital Base - - 16,721 12,000 - - 874 - - 377,760 66,014 4,437 5,844 - 58 - 2,863 8,350 - 28,721 - 874 - 454,056 58 11,213 15,344 - 874 - 174,395 88 53% 0% 100% 0% 38% - - - - - - RM’000 - - 505,095 16,721 377,760 66,014 4,437 27,068 58 - 3,344 132,216 33,007 3,328 27,068 88 - - - - 997,153 199,050 8,350 - - - 150% 74% 0% 0% 0% - - - - - 199,050 20% Annual Report 2012 502,232 - RM’000 Citibank berhad 0% 10% 20% 35% 50% 75% 90% 100% 110% 125% 135% 150% 270% 350% 400% 625% 937.5% 1250% Total Exposures Total Risk after Netting Weighted and Credit Assets Risk Mitigation 029 Risk Weights Exposures after Netting and Credit RIsk Mitigation Insurance Sovereigns Banks, Cos, Higher Specialised & Central PSEs MDBs Securities Corporates Regulatory Residental Risk Other Financing/ Securitization Equity Banks and FDIs Firms & Retail Mortgages Assets Assets Investment Fund Managers RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 Pillar 3 Disclosure 5. Credit Risk (continued) 5.7 Credit Risk Mitigation (continued) The following table shows the total exposure which is covered by eligible guarantees and financial collaterals as at 31 December 2012: December 2012 Group and Bank Exposure Class Credit Risk On-Balance Sheet Exposures Sovereigns/Central Banks Banks, Development Financial Institutions and MDBs Corporates, Insurance Cos and Securities Firms Regulatory Retail Residential Mortgages Higher Risk Assets Other Assets Defaulted Exposures Total for On- Balance Sheet Exposures Off-Balance Sheet Exposures OTC Derivatives Off balance sheet exposures other than OTC derivatives or credit derivatives Defaulted Exposures Total for Off- Balance Sheet Exposures 030 Citibank berhad Annual Report 2012 Total On and Off- Balance Sheet Exposures Exposures Exposures Exposures Exposures Covered by Covered by Covered by before CRM Guarantees/Credit Eligible Financial Other Eligible Derivatives Collateral Collateral RM’000 RM’000 RM'000 RM'000 7,455,677 - - - 7,763,938 - - - 3,296,569 7,139,914 8,412,891 15,133 522,123 526,911 12,859 - 26,436 184,828 - - 35,133,155 12,859 211,264 - 1,621,018 6,698 - - 6,641,128 17,011 49,705 - 6,663 - - 8,279,157 56,403 6,663 - 43,412,312 69,262 217,927 - Pillar 3 Disclosure 5. Credit Risk (continued) 5.7 Credit Risk Mitigation (continued) The following table details the total exposure which is covered by eligible guarantees and financial collaterals of the Islamic Banking Window as at 31 December 2012: Total for On- Balance Sheet Exposures Off-Balance Sheet Exposures OTC Derivatives Off balance sheet exposures other than OTC derivatives or credit derivatives Total for Off- Balance Sheet Exposures Total On and Off- Balance Sheet Exposures Exposures Covered by Covered by before CRM Guarantees/Credit Eligible Financial Other Eligible Derivatives Collateral Collateral RM’000 RM’000 RM'000 RM'000 146,947 - - - 59,106 - - - 391,386 10,057 5,953 - - - 613,449 - - - 19,953 - - - 3,603 - - - 23,556 - - - 637,005 - - - Citibank berhad Credit Risk On-Balance Sheet Exposures Sovereigns/Central Banks Banks, Development Financial Institutions and MDBs Corporates, Insurance Cos and Securities Firms Residential Mortgages Other Assets Defaulted Exposures Exposures Covered by 031 Exposure Class Exposures Exposures Annual Report 2012 December 2012 Islamic Banking Window Pillar 3 Disclosure 5. Credit Risk (continued) 5.7 Credit Risk Mitigation (continued) The following table shows the total exposure which is covered by eligible guarantees and financial collaterals as at 31 December 2011: December 2011 Group and Bank Exposure Class Credit Risk On-Balance Sheet Exposures Sovereigns/Central Banks Banks, Development Financial Institutions and MDBs Corporates, Insurance Cos and Securities Firms Regulatory Retail Residential Mortgages Higher Risk Assets Other Assets Defaulted Exposures Total for On- Balance Sheet Exposures Off-Balance Sheet Exposures OTC Derivatives Off balance sheet exposures other than OTC derivatives or credit derivatives Defaulted Exposures Total for Off- Balance Sheet Exposures 032 Citibank berhad Annual Report 2012 Total On and Off- Balance Sheet Exposures Exposures Exposures Exposures Exposures Covered by Covered by Covered by before CRM Guarantees/Credit Eligible Financial Other Eligible Derivatives Collateral Collateral RM’000 RM’000 RM'000 RM'000 9,030,212 - - - 11,391,310 - - - 4,393,905 6,988,379 8,590,218 21,719 537,019 589,414 52,608 - 22,557 199,007 - - 41,542,176 52,608 221,565 - 1,914,337 23,812 - - 5,994,435 18,445 96,322 - 5,484 - - 7,927,218 120,134 5,484 - 49,469,393 172,742 227,049 - Pillar 3 Disclosure 5. Credit Risk (continued) 5.7 Credit Risk Mitigation (continued) The following table details the total exposure which is covered by eligible guarantees and financial collaterals for the Islamic Banking Window as at 31 December 2011: December 2011 Islamic Banking Window Exposure Class Credit Risk On-Balance Sheet Exposures Sovereigns/Central Banks Corporates Residential Mortgages Higher Risk Assets Other Assets Defaulted Exposures Total for On- Balance Sheet Exposures Off-Balance Sheet Exposures OTC Derivatives Off balance sheet exposures other than OTC derivatives or credit derivatives Defaulted Exposures Total for Off- Balance Sheet Exposures Total On and Off- Balance Sheet Exposures Exposures Exposures Exposures Exposures Covered by Covered by Covered by before CRM Guarantees/Credit Eligible Financial Other Eligible Derivatives Collateral Collateral RM’000 RM’000 RM'000 RM'000 502,232 842 443,796 58 11,213 5,843 - - - 963,984 - - - 28,721 - - - 4,447 1 - - - 33,169 - - - 997,153 - - - The total facility amount, including direct, contingent and pre-settlement exposure, is aggregated and the credit officer reviews the approved tables within policy that appoints the appropriate level of authority that needs to review and approve. The utilization of collateral is of critical importance in the mitigation of risk. In house legal counsel in consultation with approved external legal counsel will determine whether collateral documentation is enforceable and gives the Bank the right to liquidate or take possession in a timely manner in the event of the default, insolvency, bankruptcy or other defined credit event of the obligor. As mentioned in Section 5.7, majority of the collateral received is in the form of cash deposit and equities while the rest relate to guarantees, so the impact of a credit grading downgrade will have minimal impact on the collateral valuation. Citibank berhad Credit Risk Principles, Policies and Procedures mandate a comprehensive analysis of the proposed credit exposure or transaction, review of external agency ratings, financial and corporate due diligence including support, management profile and qualitative factors. 033 The risk that a counterparty will not fulfill its financial obligations is fundamental in the bank’s management of counterparty credit risk. The process for approving a counterparty’s risk exposure limits is two-fold: guided by the core credit policies, procedures and standards, and the experience and judgment of credit risk professionals. All corporate exposures are subject to these credit policies. Annual Report 2012 5.8 Off-Balance Sheet Exposures and Counterparty Credit Risk (CCR) Pillar 3 Disclosure 5. Credit Risk (continued) 5.8 Off-Balance Sheet Exposures and Counterparty Credit Risk (CCR) (continued) The following table shows the Group and Bank’s off-balance sheet exposures and risk weighted assets for the financial year 2012: Item Description Principal Amount RM’000 1 2 3 4 5 6 7 8 9 10 Citibank berhad Annual Report 2012 11 12 13 14 15 16 034 17 18 19 20 Direct credit substitutes 1,775,552 Transaction related contingent Items 459,766 Short term self liquidating trade related contingencies 223,238 Assets sold with recourse Forward asset purchases 233,379 Obligations under an on-going underwriting agreement Lending of banks’ securities or the posting of securities as collateral by banks, including instances where these arise out of repo-style transactions. (i.e. repurchase / reverse repurchase and securities lending / borrowing transactions.) Foreign exchange related contracts One year or less 24,502,920 Over one year to five years 4,118,926 Over five years 91,650 Interest / Profit rate related contracts One year or less 7,394,786 Over one year to five years 13,016,035 Over five years 1,276,778 Equity related contracts One year or less 82,608 Over one year to five years 130,311 Over five years Gold and other precious metal contracts One year or less Over one year to five years Over five years Other commodity contracts One year or less 56,113 Over one year to five years 60,497 Over five years Credit derivative contracts One year or less Over one year to five years Over five years OTC derivative transactions and credit derivative contracts subject to valid bilateral netting agreements Other commitments, such as formal standby facilities and credit lines, with an original maturity of over one year 1,074,639 Other commitments, such as formal standby facilities and credit lines, with an original maturity of up to one year 568,688 Any commitments that are unconditionally cancelled at any time by the bank without prior notice or that effectively provide for automatic cancellation due to deterioration in a borrower’s creditworthiness 4,861,934 Unutilised credit card lines 18,618,102 Off-balance sheet items for securitisation exposures Off-balance sheet exposures due to early amortisation provisions Total 78,545,922 Positive Fair Value Credit of Derivative Equivalent Contracts Amount RM’000 Risk Weighted Assets RM'000 RM'000 1,775,552 229,883 44,648 233,379 - 1,614,183 193,184 34,165 168,747 - - - 163,765 78,616 5,275 450,794 417,698 19,022 279,071 231,938 19,022 15,941 150,080 44,630 133,790 438,593 123,369 30,061 143,666 51,781 5,604 - 7,192 13,794 - 1,438 7,484 - - - - 1,855 2,064 - 7,466 9,299 - 5,479 4,712 - - - - - - - 537,319 399,334 113,738 113,738 3,723,620 - 2,795,626 - - - 8,279,156 6,093,629 467,831 Pillar 3 Disclosure 5. Credit Risk (continued) 5.8 Off-Balance Sheet Exposures and Counterparty Credit Risk (CCR) (continued) The following table shows the Group and Bank’s off-balance sheet exposures and risk weighted assets for the Bank’s Islamic Window for the financial year 2012: Direct credit substitutes Transaction related contingent Items Short term self liquidating trade related contingencies Assets sold with recourse Forward asset purchases Obligations under an on-going underwriting agreement Commitment to buy back Islamic securities under sales and buy back agreement transactions Foreign exchange related contracts One year or less Over one year to five years Over five years Benchmark rate related contracts One year or less Over one year to five years Over five years Equity related contracts One year or less Over one year to five years Over five years Gold and other precious metal contracts One year or less Over one year to five years Over five years Other commodity contracts One year or less Over one year to five years Over five years OTC derivative transactions and credit derivative contracts subject to valid bilateral netting agreements Other commitments, such as formal standby facilities and credit lines, with an original maturity of over one year Other commitments, such as formal standby facilities and credit lines, with an original maturity of up to one year Any commitments that are unconditionally cancelled at any time by the bank without prior notice or that effectively provide for automatic cancellation due to deterioration in a borrower’s creditworthiness Unutilised credit card lines Off-balance sheet items for securitisation exposures 8 9 10 11 12 13 14 15 16 17 18 Total RM’000 - Positive Fair Value of Derivative Contracts RM’000 - Credit Equivalent Amount RM'000 - Risk Weighted Amount RM'000 - - - - - - - 100,000 500,000 - 1,953 - 19,953 - 12,991 - - - - - - - - - - - - - - - - - 7,205 3,603 2,613 - - - - - - 23,556 15,604 607,205 1,953 Annual Report 2012 1 2 3 4 5 6 7 Principal Amount Citibank berhad Description 035 Item Pillar 3 Disclosure 5. Credit Risk (continued) 5.8 Off-Balance Sheet Exposures and Counterparty Credit Risk (CCR) (continued) The following table shows the Group and Bank’s off-balance sheet exposures and risk weighted assets for the financial year 2011: Item 1 2 3 4 5 6 7 8 9 10 11 036 Citibank berhad Annual Report 2012 12 13 14 15 16 17 18 19 20 Description Principal Amount RM’000 Direct credit substitutes 1,707,320 Transaction related contingent Items 399,731 Short term self liquidating trade related contingencies 148,283 Assets sold with recourse Forward asset purchases 12,220 Obligations under an on-going underwriting agreement Lending of banks’ securities or the posting of securities as collateral by banks, including instances where these arise out of repo-style transactions. (i.e. repurchase / reverse repurchase and securities lending / borrowing transactions.) Foreign exchange related contracts One year or less 24,279,480 Over one year to five years 4,180,829 Over five years 91,650 Interest / Profit rate related contracts One year or less 6,343,210 Over one year to five years 14,940,969 Over five years 2,342,535 Equity related contracts One year or less 54,639 Over one year to five years 123,596 Over five years Gold and other precious metal contracts One year or less Over one year to five years Over five years Other commodity contracts One year or less Over one year to five years 210,358 Over five years Credit derivative contracts One year or less Over one year to five years Over five years OTC derivative transactions and credit derivative contracts subject to valid bilateral netting agreements Other commitments, such as formal standby facilities and credit lines, with an original maturity of over one year 598,618 Other commitments, such as formal standby facilities and credit lines, with an original maturity of up to one year 990,462 Any commitments that are unconditionally cancelled at any time by the bank without prior notice or that effectively provide for automatic cancellation due to deterioration in a borrower’s creditworthiness 5,376,095 Unutilised credit card lines 17,832,083 Off-balance sheet items for securitisation exposures Off-balance sheet exposures due to early amortisation provisions Total 78,632,078 Positive Fair Value Credit of Derivative Equivalent Contracts Amount RM’000 RM'000 1,707,320 199,865 29,657 12,220 - Risk Weighted Assets RM'000 1,410,933 158,071 22,854 6,110 - - - 297,746 202,986 3,275 568,900 532,616 18,855 387,454 322,054 18,855 10,712 183,777 103,713 18,265 474,983 248,393 7,496 158,715 110,993 1,299 6,594 - 4,577 16,482 - 1,648 8,593 - - - - 3,687 2,336 - 3,687 27,579 - 1,843 23,095 - - - - - - - 299,309 227,000 198,092 198,092 3,566,418 - 2,677,910 - 816,124 - - 7,927,218 5,741,716 Pillar 3 Disclosure 5. Credit Risk (continued) 5.8 Off-Balance Sheet Exposures and Counterparty Credit Risk (CCR) (continued) The following table shows the Islamic Banking Window’s off-balance sheet exposures and risk weighted assets for the financial year 2011: Direct credit substitutes Transaction related contingent Items Short term self liquidating trade related contingencies Assets sold with recourse Forward asset purchases Obligations under an on-going underwriting agreement Commitment to buy back Islamic securities under sales and buy back agreement transactions Foreign exchange related contracts One year or less Over one year to five years Over five years Benchmark rate related contracts One year or less Over one year to five years Over five years Equity related contracts One year or less Over one year to five years Over five years Gold and other precious metal contracts One year or less Over one year to five years Over five years Other commodity contracts One year or less Over one year to five years Over five years OTC derivative transactions and credit derivative contracts subject to valid bilateral netting agreements Other commitments, such as formal standby facilities and credit lines, with an original maturity of over one year Other commitments, such as formal standby facilities and credit lines, with an original maturity of up to one year Any commitments that are unconditionally cancelled at any time by the bank without prior notice or that effectively provide for automatic cancellation due to deterioration in a borrower’s creditworthiness Unutilised credit card lines Off-balance sheet items for securitisation exposures 8 9 10 11 12 13 14 15 16 17 18 Total RM’000 - Positive Fair Value Credit of Derivative Equivalent Contracts Amount RM’000 RM'000 - - Risk Weighted Amount RM'000 - - - - - - - 350,000 300,000 1,721 9,000 19,721 4,200 11,144 - - - - - - - - - - - - - - - - 8,834 4,417 3,275 158 32 32 - - - 33,169 18,651 658,992 1,721 Annual Report 2012 1 2 3 4 5 6 7 Principal Amount Citibank berhad Description 037 Item Pillar 3 Disclosure 6. Securitization At present, Citibank Berhad does not have any exposures to securitization transactions. Hence, this disclosure is not applicable. 7. Market Risk Market risk encompasses price risk and liquidity risk, both arising in the normal course of business operations in a global financial intermediary. At Citibank Berhad, market risk is managed through corporate-wide standards, business policies and procedures with the help of responsible personnel and committees delegated by the Board of Directors (for example, the Asset and Liability Committee and Market Risk Management). The business is required to establish risk measures, limits and controls, clearly defining approved risk profiles within the parameters of the Bank's overall risk appetite. The result of every risk assessment and review exercise is then presented to the Board of Directors for feedback and recommended action (if necessary). 7.1 Price Risk 038 Citibank berhad Annual Report 2012 Price risk is the risk associated to earnings arising from changes in interest rates, foreign exchange rates, equity and commodity prices (wherever relevant) and in their implied volatilities. Price risk arises in both non-trading portfolios and trading portfolios. Interest rate risk in non-trading portfolios is inherent in many client-related activities, primarily lending and deposit taking from both individuals and corporations. The risk arises due to factors including the timing of rate resetting and maturity period between assets and liabilities, change in the profile of assets and liabilities whereby the maturity period differs in response to alterations in market interest rates, changes in the form of the yield curve and modifications in the spread between various market rate indices. Interest Rate Exposure (IRE) is used as a tool to monitor such interest rate risk and is calculated as the pre-tax earning impact of an instantaneous parallel increase or decrease in the yield curve. IRE is supplemented with additional measurements including stress testing the impact on earnings and equity for non-linear interest rate movements and analysis of portfolio duration, basis risk, spread risk, volatility risk and cost-to-close. Price risk in trading portfolios is measured through a complementary set of tools such as factor sensitivities, value-at-risk and stress testing. It is the responsibility of the independent market risk management to ensure that factor sensitivities are calculated, monitored and in most cases limited, for all relevant risks taken in a trading portfolio. In addition, stress testing is performed on trading portfolios on a regular basis to estimate the impact of extreme market movements. 7.2 Liquidity Risk Liquidity risk can best be defined as risks that the Bank may not be able to meet in terms of a financial commitment to customers, creditors or investors, when due. Under the Bank's internal Liquidity Risk Management policy, there are set standards for the measurement of liquidity risk in order to ensure consistency, stability in methodologies and transparency of risk. This is in addition to the requirements of BNM's New Liquidity Framework, which requires that a certain surplus liquidity position be maintained to meet pre-defined withdrawal amounts. Management of liquidity is performed on a daily basis and is monitored by the Country Treasurer. Along with the Country Treasurer and the Corporate Treasurer, the Asset and Liability Committee (ALCO) undertakes the joint responsibility of overall liquidity risk management which covers establishing and endorsing the annual funding and liquidity plan, liquidity limits, liquidity ratios, market triggers and assumptions for periodic stress tests. The Bank's liquidity management process includes: • Establishing liquidity limit based on the size of the balance sheet, depth of the market, experience level of management, stability of the liabilities and liquidity of the assets under both business as usual scenario and stress scenarios; 7.2 Liquidity Risk (continued) • Daily maturity profiling of the Bank's assets and liabilities including behavioral analysis of major third party sources and uses of funds versus liquidity limits; • Perform simulated liquidity stress testing periodically relative to significant changes in key funding sources, credit ratings, contingent uses of funding and market disruptions; • Preparing annual funding and liquidity plan which includes analysis of the annual balance sheet as well as the economic and business conditions impacting the liquidity of the Bank; • Use liquidity ratios to monitor the structural elements of the Bank's liquidity position; • Review potential concentrations of funding; and • Monitor market triggers which are internal and/or external market or economic factors that may cause a change to market liquidity. 8. Operational Risk Operational risk is the risk of loss resulting from inadequate or failed internal processes, people, and systems as well as from external events. It includes reputation and franchise risks associated with the Bank's business practices or market conduct. It also includes the risk of failing to comply with applicable laws, regulations, and Citi policies. The Citi Self Assessment and Operational Risk Framework includes the Citi Risk & Control Self-Assessment/Operational Risk Policy and Standards (“The Policy”), which clearly defines the Bank's approach to operational risk management. The Operational Risk policy codifies the core governing principles for operational risk management and provides a consistent, value added framework for assessing, communicating operational risk and the overall effectiveness of the internal control environment across Citi. The policy covers the following: • The Policy focuses on Important Risks and Key Controls and not all risks and controls; • The senior management is responsible for the oversight of the operational risk management framework, including fostering an organizational culture that places high priority on effective operational risk management and adherence to sound internal controls, including all applicable policies; • The identification of key operational risks & controls to be done on a collaborative effort, with the input from business and functional areas; • Key operational risks identified will be assessed on a regular basis through key risk indicators to monitor potential significant risk inherent in the business; and • Operational losses are collected and reported to senior management. The Bank’s management places a very high value on maintaining an effective control environment to mitigate operational risk. Therefore, a number of tools have been put in place to mitigate this risk. These tools range from conducting Risk & Control Self-Assessments (“RCSA”), operational loss reporting and several escalations mechanisms related to operational risk. It is the Business Risk, Compliance & Control Committee (“BRCC”) that governs operational risk within the Bank. The Committee meets on a quarterly basis and discusses operational risk related items according to a standard agenda. The Audit Committee is the independent governing body monitoring operational risk within the Bank. The Bank uses Basic Indicator approach for calculating Operational Risk Capital. 9. Equities This disclosure is not applicable as Citibank Berhad does not have any exposures to equities. 10. Interest Rate Risk/Rate of Return Risk in the Banking Book (IRR/ RORBB) Interest rate risk in banking book arises from both interest bearing and non-interest bearing assets and liabilities. Interest rate risk is monitored on a daily basis within the approved limits framework set by the Regional Market Risk Management and considers changes of economic value per 1% interest rate increase for each currency as an index for internal control. Citibank berhad Market Risk (continued) 039 7. Annual Report 2012 Pillar 3 Disclosure Pillar 3 Disclosure 10. Interest Rate Risk/Rate of Return Risk in the Banking Book (IRR/RORBB) (continued) Assets and liabilities, which are contractual in nature, are monitored up to the re-pricing tenors. Consumer loans having long term re-pricing exposures are subjected to prepayment assumptions based on historical studies on customer early payout behavior. Non-interest bearing and perpetual products, e.g. current/saving accounts, credit cards, ready credit, are monitored for interest rate risk on core balances. The core balances are computed based on statistical regression analysis. Potential interest rate risk in banking book is monitored through interest rate exposure at 100 bps parallel move in interest rates. Interest rate exposure at each major currency level for the banking book as below: Impact on Positions as at 31 Dec 2012 +100bps Up Move (RM’000) Increase/(Decline) Increase/(Decline) in Earnings in Economic Value Currency MYR SGD USD GBP JPY AUD EUR (32,448) (45) (224) +181 (17) (5) (5) (32,448) (45) (224) +181 (17) (5) (5) Impact on Positions as at 31 Dec 2011 +100bps Up Move (RM’000) Increase/(Decline) Increase/(Decline) in Earnings in Economic Value (73,681) (11) +6,210 (13) (33) +56 (16) (73,681) (11) +6,210 (13) (33) +56 (16) 11. Profit Sharing Investment Accounts and Shariah Governance 11.1 Profit Sharing Investment Accounts This disclosure is not applicable as Citibank Berhad’s Islamic Banking Window does not have any Profit Sharing Investment Accounts. 040 Citibank berhad Annual Report 2012 11.2 Shariah Governance This is disclosed in Citibank Berhad’s Annual Report, under the section “Shariah Committee”. Citibank Berhad (297089M) 45th Floor, Menara Citibank 165 Jalan Ampang 50450 Kuala Lumpur Tel : 03-2383 8585 Fax : 03-2383 6000 www.citibank.com.my