Quarterly Report • Sep 28, 2015
Quarterly Report
Open in ViewerOpens in native device viewer
| Income Statement – 9 months 3 |
|---|
| Income Statement – 3 months 4 |
| Balance Sheet 5 |
| Statement of Changes in Equity‐Group 6 |
| Statement of Changes in Equity‐Bank 7 |
| Cash Flow Statement8 |
| NOTE 1: General Information 9 |
| NOTE 2: Summary of significant accounting policies10 |
| 2.1 Basis of Preparation10 |
| 2.2 Adoption of Inter. Financial Reporting Standards (IFRS). 10 |
| NOTE 3: Capital adequacy and Credit ratings 12 |
| NOTE 4: Segment reporting13 |
| NOTE 5: Net interest income16 |
| NOTE 6: Net fee and commission income 16 |
| NOTE 7: Net premia from insurance contracts17 |
| NOTE 8: Net trading income and results from invest. securities .17 |
| NOTE 9: Net other operating income 17 |
| NOTE 10: Personnel expenses 18 |
| NOTE 11: Retirement benefit obligations19 |
| NOTE 12: Tax expense 20 |
| NOTE 13: Earnings per share 20 |
| NOTE 14: Financial assets at fair value through P & L 21 |
| NOTE 15: Loans & advances to customers (net)21 |
| NOTE 16: Investment securities 22 |
| NOTE 17: Investment property 22 |
|---|
| NOTE 18: Investments in associates 23 |
| NOTE 19: Property & equipment 24 |
| NOTE 20: Other assets 24 |
| NOTE 21: Assets & liabilities held for sale and disc. operations 24 |
| NOTE 22: Due to banks 25 |
| NOTE 23: Due to customers25 |
| NOTE 24: Debt securities in issue 25 |
| NOTE 25: Other borrowed funds26 |
| NOTE 26: Insurance related reserves & liabilities 27 |
| NOTE 27: Other liabilities27 |
| NOTE 28: Contingent liabilities and commitments 28 |
| NOTE 29: Share capital, share premium and treasury shares29 |
| NOTE 30: Reserves & Retained Earnings 30 |
| NOTE 31: Minority interest 30 |
| NOTE 32: Preferred Securities 31 |
| NOTE 33: Dividend per share31 |
| NOTE 34: Cash and cash equivalents 32 |
| NOTE 35: Related party transactions32 |
| NOTE 36: Acquisitions, disposals & other capital transactions33 |
| NOTE 37: Group Companies 35 |
| NOTE 38: Events after the balance sheet date 36 |
| NOTE 39: Foreign exchange rates 36 |
| NOTE 40: Reclassifications 37 |
| Income Statement – 9 months | Group | Bank | |||
|---|---|---|---|---|---|
| 9 month period ended | 9 month period ended | ||||
| € 000's | Note | 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 |
| Continuing Operations | |||||
| Interest & similar income | 4.257.600 | 2.299.627 | 2.622.033 | 1.897.682 | |
| Interest expense & similar charges | (2.035.042) | (850.107) | (1.286.459) | (759.636) | |
| Net interest income | 5 | 2.222.558 | 1.449.520 | 1.335.574 | 1.138.046 |
| Fee and commission income | 618.595 | 407.926 | 248.629 | 235.804 | |
| Fee and commission expense | (68.031) | (34.311) | (25.860) | (43.445) | |
| Net fee and commission income | 6 | 550.564 | 373.615 | 222.769 | 192.359 |
| Earned premia net of reinsurance | 540.201 | 488.811 | ‐ | ‐ | |
| Net claims incurred | (464.259) | (408.496) | ‐ | ‐ | |
| Earned premia net of claims and commissions | 7 | 75.942 | 80.315 | ‐ | ‐ |
| Dividend income | 10.792 | 9.424 | 28.623 | 44.856 | |
| Net trading income and results from investment securities | 8 | 377.565 | 78.631 | 259.508 | 111.721 |
| Net other operating income | 9 | 150.095 | 127.858 | 75.086 | 42.757 |
| Total operating income | 3.387.516 | 2.119.363 | 1.921.560 | 1.529.739 | |
| Personnel expenses | 10&11 | (979.166) | (710.769) | (626.929) | (496.914) |
| General, administrative & other operating expenses | (516.642) | (298.687) | (222.316) | (166.823) | |
| Depreciation, amortisation & impairment charges of fixed assets | (99.111) | (82.885) | (46.384) | (50.088) | |
| Amortisation of intangible assets recognised on business combinations | (19.169) | ‐ | ‐ | ‐ | |
| Finance charge on put options of minority interests | (16.957) | ‐ | (16.957) | ‐ | |
| Impairment losses on loans & advances | (248.483) | (199.405) | (186.332) | (167.877) | |
| Share of profit of associates | 18 | 17.258 | 25.821 | ‐ | ‐ |
| Profit before tax | 1.525.246 | 853.438 | 822.642 | 648.037 | |
| Tax expense | 12 | (197.620) | (137.436) | (72.418) | (110.197) |
| Profit for the period from continuing operations | 1.327.626 | 716.002 | 750.224 | 537.840 | |
| Discontinued operations | |||||
| Profit for the period from discontinued operations | 21 | ‐ | 118.074 | ‐ | ‐ |
| Profit for the period | 1.327.626 | 834.076 | 750.224 | 537.840 | |
| Attributable to: | |||||
| Minority interests | 31 | 15.115 | 42.670 | ‐ | ‐ |
| NBG equity shareholders | 1.312.511 | 791.406 | 750.224 | 537.840 | |
| Earnings per share‐ Basic from continuing & discontinued operations | 13 | 2,57 | 1,85 | ‐ | ‐ |
| Earnings per share‐ Diluted from continuing & discontinued operations | 13 | 2,57 | 1,85 | ‐ | ‐ |
| Earnings per share‐ Basic from continuing operations Earnings per share‐ Diluted from continuing operations |
13 13 |
2,57 2,57 |
1,55 1,55 |
1,58 1,57 |
1,34 1,34 |
3
| Athens, 29 November 2007 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| THE CHAIRMAN | THE VICE CHAIRMAN AND DEPUTY CHIEF |
THE CHIEF FINANCIAL | THE CHIEF ACCOUNTANT | ||||||
| AND CHIEF EXECUTIVE OFFICER | EXECUTIVE OFFICER | AND CHIEF OPERATING OFFICER | |||||||
| EFSTRATIOS‐GEORGIOS A. ARAPOGLOU |
IOANNIS G. PECHLIVANIDIS | ANTHIMOS C. THOMOPOULOS | IOANNIS P. KYRIAKOPOULOS |
The notes on pages 9 to 37 form an integral part of these financial statements
| Income Statement – 3 months | Group | Bank | ||||
|---|---|---|---|---|---|---|
| 3 month period ended | 3 month period ended | |||||
| € 000's | Note | 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 | |
| Continuing Operations | ||||||
| Interest & similar income | 1.514.383 | 926.984 | 916.299 | 683.804 | ||
| Interest expense & similar charges | (735.178) | (364.363) | (451.333) | (280.064) | ||
| Net interest income | 5 | 779.205 | 562.621 | 464.966 | 403.740 | |
| Fee and commission income | 214.041 | 158.045 | 82.070 | 76.404 | ||
| Fee and commission expense | (27.810) | (16.883) | (5.286) | (15.033) | ||
| Net fee and commission income | 6 | 186.231 | 141.162 | 76.784 | 61.371 | |
| Earned premia net of reinsurance | 160.882 | 165.016 | ‐ | ‐ | ||
| Net claims incurred | (134.872) | (141.814) | ‐ | ‐ | ||
| Earned premia net of claims and commissions | 7 | 26.010 | 23.202 | ‐ | ‐ | |
| Dividend income | 533 | 1.109 | 148 | 538 | ||
| Net trading income and results from investment securities | 96.906 | 20.997 | 37.696 | 3.977 | ||
| Net other operating income | 9 | 64.586 | 28.723 | 69.807 | 6.017 | |
| Total operating income | 1.153.471 | 777.814 | 649.401 | 475.643 | ||
| Personnel expenses | 10&11 | (327.301) | (262.504) | (203.347) | (169.044) | |
| General, administrative & other operating expenses | (197.697) | (116.095) | (96.936) | (58.421) | ||
| Depreciation, amortisation & impairment charges of fixed assets | (34.043) | (27.342) | (15.678) | (15.706) | ||
| Amortisation of intangible assets recognised on business combinations | (6.664) | ‐ | ‐ | ‐ | ||
| Finance charge on put options of minority interests | (9.709) | ‐ | (9.709) | ‐ | ||
| Impairment losses on loans & advances | (81.470) | (69.005) | (61.363) | (56.601) | ||
| Share of profit of associates | 18 | 583 | 17.493 | ‐ | ‐ | |
| Profit before tax | 497.170 | 320.361 | 262.368 | 175.871 | ||
| Tax expense | 12 | (60.709) | (41.958) | (16.698) | (18.812) | |
| Profit for the period from continuing operations | 436.461 | 278.403 | 245.670 | 157.059 | ||
| Discontinued operations | ||||||
| Profit for the period from discontinued operations | 21 | ‐ | ‐ | ‐ | ‐ | |
| Profit for the period | 436.461 | 278.403 | 245.670 | 157.059 | ||
| Attributable to: | ||||||
| Minority interests | 31 | 1.655 | 33.200 | ‐ | ‐ | |
| NBG equity shareholders | 434.806 | 245.203 | 245.670 | 157.059 | ||
| Earnings per share‐ Basic from continuing & discontinued operations | 13 | 0,92 | 0,60 | ‐ | ‐ | |
| Earnings per share‐ Diluted from continuing & discontinued operations | 13 | 0,91 | 0,60 | ‐ | ‐ | |
| Earnings per share‐ Basic from continuing operations | 13 | 0,92 | 0,60 | 0,52 | 0,39 | |
| Earnings per share‐ Diluted from continuing operations | 13 | 0,91 | 0,60 | 0,52 | 0,39 | |
| Athens, 29 November 2007 | |||
|---|---|---|---|
| THE CHAIRMAN | THE VICE CHAIRMAN AND DEPUTY CHIEF |
THE CHIEF FINANCIAL | THE CHIEF ACCOUNTANT |
| AND CHIEF EXECUTIVE OFFICER | EXECUTIVE OFFICER | AND CHIEF OPERATING OFFICER | |
| EFSTRATIOS‐GEORGIOS A. ARAPOGLOU |
IOANNIS G. PECHLIVANIDIS | ANTHIMOS C. THOMOPOULOS | IOANNIS P. KYRIAKOPOULOS |
| Balance Sheet | Group | Bank | ||||
|---|---|---|---|---|---|---|
| € 000's | Note | 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | |
| ASSETS | ||||||
| Cash and balances with central banks | 4.205.171 | 3.874.210 | 2.559.439 | 2.034.464 | ||
| Treasury bills and other eligible bills | 150.118 | 367.758 | 31.591 | 185.332 | ||
| Due from banks (net) | 3.683.502 | 4.781.215 | 3.885.703 | 4.539.923 | ||
| Financial assets at fair value through P&L | 14 | 12.100.544 | 12.684.410 | 11.604.513 | 12.283.625 | |
| Derivative financial instruments | 413.229 | 371.074 | 337.674 | 204.690 | ||
| Loans and advances to customers (net) | 15 | 50.396.740 | 42.624.536 | 36.680.861 | 32.755.298 | |
| Investment securities | 16 | 4.867.628 | 4.191.192 | 2.786.516 | 2.542.345 | |
| Investment property | 17 | 155.595 | 123.373 | 167 | 186 | |
| Investments in subsidiaries | ‐ | ‐ | 5.659.233 | 4.016.713 | ||
| Investments in associates | 18 | 75.479 | 272.780 | 21.492 | 237.836 | |
| Goodwill & other intangible assets | 2.655.512 | 2.515.257 | 59.840 | 49.262 | ||
| Property & equipment | 19 | 1.989.497 | 2.041.938 | 1.050.550 | 1.091.931 | |
| Deferred tax assets | 260.036 | 262.209 | 142.039 | 129.159 | ||
| Insurance related assets and receivables | 777.448 | 741.448 | ‐ | ‐ | ||
| Other assets | 20 | 2.519.440 | 1.557.159 | 1.630.633 | 1.074.305 | |
| Total assets | 84.249.939 | 76.408.559 | 66.450.251 | 61.145.069 | ||
| LIABILITIES | ||||||
| Due to banks | 22 | 8.685.123 | 6.232.438 | 7.651.590 | 5.871.463 | |
| Derivative financial instruments | 897.637 | 404.572 | 507.770 | 344.687 | ||
| Due to customers | 23 | 57.393.526 | 53.233.724 | 46.584.609 | 44.564.664 | |
| Debt securities in issue | 24 | 2.251.655 | 822.696 | ‐ | ‐ | |
| Other borrowed funds | 25 | 1.443.510 | 2.197.387 | 3.208.277 | 2.512.074 | |
| Insurance related reserves and liabilities | 26 | 2.100.057 | 1.953.618 | ‐ | ‐ | |
| Deferred tax liabilities | 155.035 | 100.918 | 128.576 | 79.108 | ||
| Retirement benefit obligations | 11 | 219.546 | 212.568 | 109.711 | 59.544 | |
| Other liabilities | 27 | 3.171.958 | 2.417.734 | 1.940.076 | 1.594.981 | |
| Total liabilities | 76.318.047 | 67.575.655 | 60.130.609 | 55.026.521 | ||
| SHAREHOLDERS' EQUITY | ||||||
| Share capital | 29 | 2.378.186 | 2.376.436 | 2.378.186 | 2.376.436 | |
| Share premium account | 29 | 2.263.725 | 2.263.725 | 2.263.725 | 2.263.725 | |
| Less: treasury shares | 29 | (38.642) | (26.826) | (19.383) | (4.490) | |
| Reserves and retained earnings | 30 | 1.605.009 | 1.983.890 | 1.697.114 | 1.482.877 | |
| Equity attributable to NBG shareholders | 6.208.278 | 6.597.225 | 6.319.642 | 6.118.548 | ||
| Minority Interest | 31 | 128.491 | 610.554 | ‐ | ‐ | |
| Preferred securities | 32 | 1.595.123 | 1.625.125 | ‐ | ‐ | |
| Total shareholders' equity | 7.931.892 | 8.832.904 | 6.319.642 | 6.118.548 | ||
| Total equity and liabilities | 84.249.939 | 76.408.559 | 66.450.251 | 61.145.069 |
| Athens, 29 November 2007 | ||||||||
|---|---|---|---|---|---|---|---|---|
| THE CHAIRMAN | THE VICE CHAIRMAN AND DEPUTY CHIEF |
THE CHIEF FINANCIAL | THE CHIEF ACCOUNTANT | |||||
| AND CHIEF EXECUTIVE OFFICER | EXECUTIVE OFFICER | AND CHIEF OPERATING OFFICER | ||||||
| EFSTRATIOS‐GEORGIOS A. ARAPOGLOU |
IOANNIS G. PECHLIVANIDIS | ANTHIMOS C. THOMOPOULOS | IOANNIS P. KYRIAKOPOULOS |
| Statement of Changes in Equity‐Group | Attributable to equity holders of the parent company | ||||||
|---|---|---|---|---|---|---|---|
| Minority | |||||||
| Reserves & | Interest & | ||||||
| Share | Share | Treasury | Retained | Preferred | |||
| € 000's | capital | premium | shares | earnings | Total | securities | Total |
| At 1 January 2006 | 1.696.347 | ‐ | (22.680) | 1.450.163 | 3.123.830 | 1.192.578 | 4.316.408 |
| Movement in the available for sale securities reserve, net of tax |
‐ | ‐ | ‐ | (56.057) | (56.057) | (5.510) | (61.567) |
| Currency translation differences | ‐ | ‐ | ‐ | (53.894) | (53.894) | (28.587) | (82.481) |
| Profit/(loss) recognised directly in equity | ‐ | ‐ | ‐ | (109.951) | (109.951) | (34.097) | (144.048) |
| Net profit/(loss) for the period | ‐ | ‐ | ‐ | 791.406 | 791.406 | 42.670 | 834.076 |
| Total | ‐ | ‐ | ‐ | 681.455 | 681.455 | 8.573 | 690.028 |
| Share capital increase | 678.539 | 2.321.960 | (7.042) | ‐ | 2.993.457 | ‐ | 2.993.457 |
| Dividends to preferred securities | ‐ | ‐ | ‐ | (53.927) | (53.927) | ‐ | (53.927) |
| Share capital issue costs after taxes | (82.248) | 20.373 | (61.875) | ‐ | (61.875) | ||
| Dividends to ordinary and minority shareholders | ‐ | ‐ | ‐ | (338.558) | (338.558) | (10.196) | (348.754) |
| Acquisitions, disposals & share capital increase of | |||||||
| subsidiaries/associates | ‐ | ‐ | ‐ | 1.237 | 1.237 | 617.022 | 618.259 |
| Purchases/ disposals of treasury shares & preferred | |||||||
| securities | ‐ | ‐ | 7.900 | 1.804 | 9.704 | ‐ | 9.704 |
| Balance at 30 September 2006 | 2.374.886 | 2.239.712 | (21.822) | 1.762.547 | 6.355.323 | 1.807.977 | 8.163.300 |
| Movements from 1.10.2006 to 31.12.2006 | 1.550 | 24.013 | (5.004) | 221.343 | 241.902 | 427.702 | 669.604 |
| Balance at 31 December 2006/ At 1 January 2007 | 2.376.436 | 2.263.725 | (26.826) | 1.983.890 | 6.597.225 | 2.235.679 | 8.832.904 |
| Movement in the available for sale securities reserve, | |||||||
| net of tax | ‐ | ‐ | ‐ | (31.806) | (31.806) | (5.954) | (37.760) |
| Currency translation differences | ‐ | ‐ | ‐ | 288.531 | 288.531 | (25.148) | 263.383 |
| Net investment hedges | ‐ | ‐ | ‐ | (16.683) | (16.683) | ‐ | (16.683) |
| Profit/(loss) recognised directly in equity | ‐ | ‐ | ‐ | 240.042 | 240.042 | (31.102) | 208.940 |
| Net profit/(loss) for the period | ‐ | ‐ | ‐ | 1.312.511 | 1.312.511 | 15.115 | 1.327.626 |
| Total | ‐ | ‐ | ‐ | 1.552.553 | 1.552.553 | (15.987) | 1.536.566 |
| Share capital increase | 1.750 | ‐ | ‐ | (1.750) | ‐ | ‐ | ‐ |
| Dividends to preferred securities | ‐ | ‐ | ‐ | (90.501) | (90.501) | ‐ | (90.501) |
| Dividends to ordinary shareholders | ‐ | ‐ | ‐ | (474.608) | (474.608) | ‐ | (474.608) |
| Share based payments | ‐ | ‐ | ‐ | 16.068 | 16.068 | ‐ | 16.068 |
| Acquisitions, disposals & share capital increase of | |||||||
| subsidiaries/associates | ‐ | ‐ | ‐ | (1.387.620) | (1.387.620) | (496.078) | (1.883.698) |
| Purchases/ disposals of treasury shares & preferred securities |
‐ | ‐ | (11.816) | 6.977 | (4.839) | ‐ | (4.839) |
| Balance at 30 September 2007 | 2.378.186 | 2.263.725 | (38.642) | 1.605.009 | 6.208.278 | 1.723.614 | 7.931.892 |
Detailed analysis of the changes in equity is presented in notes 29 to 31 of these financial statements
€ 000's Share capital Share premium Treasury shares Reserves & Retained earnings Total At 1 January 2006 1.696.347 ‐ (1.085) 1.277.227 2.972.489 Movement in the available for sale securities reserve, net of tax ‐ ‐ ‐ (40.238) (40.238) Currency translation differences ‐ ‐ ‐ (121) (121) Profit/(loss) recognised directly in equity ‐ ‐ ‐ (40.359) (40.359) Net profit/(loss) for the period ‐ ‐ ‐ 537.840 537.840 Total ‐ ‐ ‐ 497.481 497.481 Dividends to ordinary shareholders ‐ ‐ ‐ (339.234) (339.234) Board of Directors emoluments ‐ ‐ ‐ (50) (50) Purchases/ disposals of treasury shares ‐ ‐ 70 (70) ‐ Share capital increase 678.539 2.321.960 ‐ ‐ 3.000.499 Share capital issue costs after taxes ‐ (82.248) ‐ 20.373 (61.875) Balance at 30 September 2006 2.374.886 2.239.712 (1.015) 1.455.727 6.069.310 Movements from 1.10.2006 to 31.12.2006 1.550 24.013 (3.475) 27.150 49.238 Balance at 31 December 2006/ At 1 January 2007 2.376.436 2.263.725 (4.490) 1.482.877 6.118.548 Movement in the available for sale securities reserve, net of tax ‐ ‐ ‐ (32.835) (32.835) Currency translation differences ‐ ‐ ‐ 266 266 Cash flow hedges (net of tax) ‐ ‐ ‐ (3.383) (3.383) Profit/(loss) recognised directly in equity ‐ ‐ ‐ (35.952) (35.952) Net profit/(loss) for the period ‐ ‐ ‐ 750.224 750.224 Total ‐ ‐ ‐ 714.272 714.272 Dividends to ordinary shareholders ‐ ‐ ‐ (475.287) (475.287) Share based payments ‐ ‐ ‐ 16.068 16.068 Merger of subsidiaries (*) ‐ ‐ ‐ (42.650) (42.650) Purchases/ disposals of treasury shares ‐ ‐ (14.893) 3.584 (11.309) Share capital increase 1.750 ‐ ‐ (1.750) ‐ Balance at 30 September 2007 2.378.186 2.263.725 (19.383) 1.697.114 6.319.642
(*) On 25 January 2007 the Boards of Directors of the Bank and National Management & Organization Co ("Ethnokarta") decided the merger of the two companies through absorption of the latter by the Bank. The date of the Merger Balance Sheets was set as 31 March 2007. Therefore, from 1 April 2007 all Ethnokarta transactions and balances have been included in the Bank's Income Statement and Balance Sheet. On 28 September 2007 the Ministry of Development approved the merger.
The notes on pages 9 to 37 form an integral part of these financial statements
| Cash Flow Statement | Group | Bank | ||
|---|---|---|---|---|
| € 000's Note |
30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 |
| Cash flows from operating activities | ||||
| Profit for the period from continuing operations | 1.327.626 | 716.002 | 750.224 | 537.840 |
| Non‐cash items included in profit and other adjustments | 174.396 | 193.557 | 75.854 | 90.737 |
| Net (increase) / decrease in operating assets | (1.242.542) | (1.585.199) | 253.999 | (451.336) |
| Net increase / (decrease) in operating liabilities | 832.178 | (54.366) | 243.264 | (425.339) |
| Net cash flow from/(used in) operating activities from continuing operations | 1.091.658 | (730.006) | 1.323.341 | (248.098) |
| Net cash flow from/(used in) operating activities from discontinued operations | ‐ | (2.268) | ‐ | ‐ |
| Cash flows from investing activities Net cash from / (used in) investing activities from continuing operations |
(2.174.050) | (1.525.917) | (1.353.582) | (2.144.516) |
| Net cash from / (used in) investing activities from discontinued operations | ‐ | 286 | ‐ | ‐ |
| Cash flows from financing activities Net cash from / (used in) financing activities from continuing operations |
111.991 | 2.418.597 | 209.671 | 2.527.775 |
| Effect of foreign exchange rate changes on cash and cash equivalents | 112.987 | (21.176) | 78.583 | (17.284) |
| Net increase/(decrease) in cash and cash equivalents | (857.414) | 139.516 | 258.013 | 117.877 |
| Cash and cash equivalents from subsidiaries merged | ‐ | (15.491) | ‐ | |
| Cash and cash equivalents at beginning of period from continuing operations | 4.943.481 | 3.127.260 | 3.612.606 | 2.646.494 |
| Cash and cash equivalents at end of period 34 |
4.086.067 | 3.266.776 | 3.855.128 | 2.764.371 |
ational Bank of Greece S.A. (hereinafter the "Bank") was founded in 1841 and has been listed on the Athens Stock Exchange since 1880. The Bank has further listing in the New York Stock Exchange (since 1999), and in other major European stock exchanges. The Bank's headquarters are located at 86 Eolou Street, Athens Greece, (Reg. 6062/06/B/86/01), tel.: (+30) 210 334 1000, www.nbg.gr. By resolution of the Board of Directors the Bank can establish branches, agencies and correspondence offices in Greece and abroad. In its 166 years of N
operation the Bank has expanded on its commercial banking business by entering into related business areas. National Bank of Greece and its subsidiaries (hereinafter the "Group") provide a wide range of financial services including retail and commercial banking, asset management, brokerage, investment banking, insurance and real estate on a global level. The Group operates primarily in Greece, but also has operations in UK, SE Europe, Cyprus, Egypt, South Africa and since 2006 in Turkey.
| The Board of Directors consists of the following members: | |
|---|---|
| Executive Members | |
| Efstratios (Takis) ‐Georgios A. Arapoglou | Chairman ‐ Chief Executive Officer |
| Ioannis G. Pechlivanidis | Vice Chairman‐ Deputy Chief Executive Officer |
| Non‐Executive Members | |
| Achilleas D. Mylonopoulos | Employees' representative |
| John P. Panagopoulos | Employees' representative |
| Ioannis C. Yiannidis | Professor, University of Athens Law School & Legal Counsellor |
| George Z. Lanaras | Shipowner |
| Stefanos G. Pantzopoulos | Business Consultant, former Certified Auditor |
| Independent Non‐Executive Members | |
| H.E. the Metropolitan of Ioannina Theoklitos | |
| Stefanos C. Vavalidis | Member of the Board of Directors, European Bank for |
| Reconstruction & Development | |
| Dimitrios A. Daskalopoulos | Chairman, Hellenic Federation of Enterprises |
| Nikolaos D. Efthymiou | Chairman, Association of Greek Ship‐owners |
| Constantinos D. Pilarinos | Economist, General Manager of Finances and Technical Services, |
| Church of Greece | |
| Drakoulis K. Fountoukakos‐Kyriakakos | Entrepreneur |
| Ploutarchos K. Sakellaris | Professor, University of Athens & Chairman, Council of Economic |
| Advisors | |
| George I. Mergos | Professor, University of Athens & Governor of IKA (Social |
| Security Fund) | |
Directors are elected by the shareholders at their general meeting for a term of three years and may be re‐elected. The term of the above members expires in 2010 following their election by the shareholders' general meeting on 25 May 2007.
These financial statements have been approved for issue by the Bank's Board of Directors on 29 November 2007.
he Condensed Consolidated and Bank Interim Financial Statements as at and for the period ended 30 September 2007 (the "interim financial statements") have been prepared using accounting policies consistent with International Financial Reporting Standards and in accordance with International Accounting Standard 34 "Interim Financial Reporting". The interim financial statements include Selected Explanatory Notes and they do not include all the information required for full annual financial statements. Therefore, the interim financial statements should be read in conjunction with the annual consolidated and Bank financial statements as at and for the year ended 31 December 2006. The amounts are stated in Euro, rounded to the nearest thousand (unless otherwise stated). T
The preparation of financial statements in conformity with IFRS requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Use of available information and application of judgment are inherent in the formation of estimates in the following areas: valuation of OTC derivatives, unlisted securities, retirement benefits obligation, insurance reserves, impairment of loans and receivables, liabilities from open tax years and contingencies from litigation. Actual results in the future could differ from such estimates and the differences may be material to the financial statements.
In preparing these interim financial statements, the significant estimates, judgements and assumptions made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the annual consolidated and Bank financial statements as at and for the year ended 31 December 2006.
The accounting policies applied by the Group in these interim financial statements are the same as those applied by the Group in its annual financial statements as at and for the year ended 31 December 2006.
New standards, amendments and interpretations to existing standards effective in 2007. The following standards and interpretations are mandatory for the Group for the accounting periods beginning on or after 1 January 2007:
‐ IFRS 7, "Financial Instruments: Disclosures", and a complementary amendment to IAS 1, "Presentation of Financial Statements – Capital Disclosures" (effective from 1 January 2007). IFRS 7 introduces new disclosures to improve the information about financial instruments. It requires the disclosure of qualitative and quantitative information about exposure to risks arising from financial instruments, including specified minimum disclosures about credit risk, liquidity risk and market risk, including sensitivity analysis to market risk.
It replaces IAS 30, "Disclosures in the Financial Statements of Banks and Similar Financial Institutions", and disclosure requirements in IAS 32, "Financial Instruments: Disclosure and Presentation". It is applicable to all entities that report under IFRS. The amendment to IAS 1 introduces disclosures about the level of an entity's capital and how it manages capital. The disclosures in accordance with IFRS 7 and the amendment to IAS 1 will be reported in the 2007 Annual Group and Bank Financial Statements.
‐ IFRS 8, "Operating Segments" (effective from 1 January 2009). This standard changes the way the segment information is measured and disclosed and requires identification of operating segments on the basis of internal reports that are regularly reviewed by the entity's chief operating decision maker in order to allocate resources to the segments and to assess performance. The Group has decided to apply this standard for the annual period beginning on 1 January 2009, however management does not expect a significant impact on the Group's financial reporting.
‐ IFRIC 8, "Scope of IFRS 2" (effective for annual periods beginning on or after 1 May 2006). IFRIC 8 clarifies that IFRS 2 "Share based payments" will apply to any arrangement when equity instruments are granted or liabilities are incurred by the entity, when the identifiable consideration appears to be less than the fair value of the instruments given. It presumes that such cases are an indication that other consideration has been or will be received. Management does not expect this IFRIC to have a significant impact on the Group's financial statements.
‐ IFRIC 9, "Reassessment of Embedded Derivatives (effective for annual periods beginning on or after 1 June 2006). IFRIC 9 requires an entity to assess whether a contract contains an embedded derivative at the date the entity first becomes a party to the contract and prohibits reassessment unless there is a change to the contract that significantly modifies the cash flows. Management does not expect this IFRIC to have a significant impact on the Group's financial statements.
‐ IFRIC 10, "Interim Financial Reporting and Impairment" (effective for annual periods beginning on or after 1 November 2006). IFRIC 10 addresses an inconsistency between IAS 34 Interim Financial Reporting and the impairment relating to goodwill in IAS 36 Impairment of Assets and equity instruments classified as available for sale in IAS 39 Financial Instruments: Recognition and Measurement.
This interpretation states that the specific requirements of IAS 36 and IAS 39 take precedence over the general requirements of IAS 34 and therefore, any impairment loss recognised for these assets in an interim period may not be reversed in subsequent periods. The Group applies this IFRIC from 1 January 2007 and it did not have a significant impact on the financial statements.
‐ IFRIC 11, "IFRS 2 – Group and Treasury Share Transactions (effective for annual periods beginning on or after 1 March 2007). This IFRIC requires arrangements whereby an employee is granted rights to an entity's equity instruments to be accounted for as an equity‐settled scheme by the entity even if the entity chooses or is required to buy those equity instruments (e.g. treasury shares) from another party, or the shareholder(s) of the entity provide the equity instruments required.
The Interpretation also extends to the way in which subsidiaries, in their separate financial statements, account for schemes when their employees receive rights to equity instruments of the parent. In particular, it prescribes that:
When the parent grants rights to equity instruments to the employees, they will be accounted for as equity settled scheme (as an equity contribution to the parent) when the parent accounts for it this way in the consolidated financial statements. When employees transfer between subsidiaries, each entity recognises compensation expense based on the proportion of the total vesting period for which the employee has worked for that subsidiary, measured at the fair value at the original grant date by the parent. When the subsidiary grants rights to equity instruments of its parent to its employees, it will be accounted for as a cash‐settled scheme.
The Group will apply this IFRIC from 2008 however management does not expect this IFRIC to have a significant impact on the Group's financial statements.
‐ IFRIC 12, "Service Concession Arrangements" (effective for annual periods beginning on or after 1 January 2008). The Group will apply this IFRIC from 1 January 2008 and is currently evaluating its impact on the Group's financial reporting. Management does not expect this IFRIC to have a significant impact on the Group's financial statements.
‐ IFRIC 13, "Customer Loyalty Programmes" (effective for annual periods beginning on or after 1 July 2008). IFRIC 13 addresses the accounting treatment by the entity that grants award credits to its customers as part of a sale transaction(s). The Group is currently evaluating its impact on the Group's financial reporting.
‐IFRIC 14 "IAS 19 ‐ The limit on a defined benefit asset, minimum funding requirements and their interaction" (effective for annual periods beginning on or after 1 January 2008). This interpretation addresses three issues:
• when refunds or reductions in future contributions should be regarded as 'available' in the context of paragraph 58 of IAS 19 Employee Benefits;
• how a minimum funding requirement might affect the availability of reductions in future contributions; and
• when a minimum funding requirement might give rise to a liability.
The Group is currently evaluating its impact on the Group's financial reporting.
The Bank is subject to various regulatory capital requirements administered by the Central Bank. Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain minimum amounts and ratios determined on a risk‐weighted basis, capital (as defined) to assets, certain off‐ balance sheet items, and the notional credit equivalent arising from the total capital requirements against market risk, of at least 8%. At least half of the required capital must consist of ''Tier I'' capital (as defined), and the rest of ''Tier II'' capital (as defined). The framework applicable to Greek banks conforms to European Union requirements, in particular the Own Funds, the Solvency Ratio and the Capital Adequacy Directives. However, under the relevant European legislation, supervisory authorities of the member‐states have some discretion in determining whether to include particular instruments as capital guidelines and to assign different weights, within a prescribed range, to various categories of assets. As at 30 September 2007, based on IFRS balances and in accordance the rules of Bank of Greece (BoG), the capital base of the Group and the Bank was €4.886 and €7.189 million respectively. Therefore the capital base surplus of the Group and the Bank, over the 8% of risk‐weighted assets required by the BoG rules, was €1.043 and €4.084 million respectively.
The following table presents the credit ratings that have been assigned to the Bank by Moody's Investors Service Limited (referred to below as ''Moody's''), Standard and Poor's Rating Services (referred to below as 'Standard and Poor's''), Fitch Ratings Ltd. (referred to below as ''Fitch'') and Capital Intelligence Ltd. (referred below as "Capital Intelligence"). All credit ratings have been recently affirmed and/or upgraded.
| Rating Agency | Long term | Short term | Financial strength/ individual |
Outlook |
|---|---|---|---|---|
| Moody's | Aa3 | P‐1 | C+ | Stable |
| Standard & Poor's | BBB+ | A‐2 | ‐ | Stable |
| Fitch | A‐ | F2 | B/C | Stable |
| Capital Intelligence | A | A1 | A | Positive |
NBG Group manages its business through the following business segments:
Retail banking includes all individual customers of the Group, professionals, small‐medium and small sized companies (companies with annual turnover of up to 2,5 million euros). The Bank, through its extended network of branches, offers to its retail customers various types of deposit and investment products as well as a wide range of traditional services and products.
Corporate & Investment banking includes lending to all large and medium‐sized companies, shipping finance and investment banking activities. The Group offers its corporate customers a wide range of products and services, including financial and investment advisory services, deposit accounts, loans (denominated in both euro and foreign currency), foreign exchange and trade service activities.
Global Markets and Asset management includes all treasury activities, private banking, asset management (mutual funds and closed end funds), custody services, private equity and brokerage.
The Group offers a wide range of insurance products through its subsidiary company, Ethniki Hellenic General Insurance Company and its subsidiaries in Greece and SE Europe.
The Group's international banking activities, except Turkish operations, include a wide range of traditional commercial banking services, such as extensions of commercial and retail credit, trade financing, foreign exchange and taking of deposits. In addition, the Group offers shipping finance, investment banking and brokerage services through certain of its foreign branches and subsidiaries. In 2006 comparatives, this segment includes the results of the operations of ABNY for the period ended 30 September 2006 and the gain on sale of ABNY and NBG Canada (discontinued operations).
Following the acquisition of Finansbank, the Group's banking activities in Turkey include a wide range of traditional commercial banking services, such as extensions of commercial and retail credit, trade financing, foreign exchange and taking of deposits of Finansbank and its subsidiaries.
Includes proprietary real estate management, hotel and warehousing business as well as unallocated income and expense of the Group (interest expense of subordinate debt, loans to NBG personnel etc).
| 9‐month period ended | Corporate & | Global markets | ||||||
|---|---|---|---|---|---|---|---|---|
| 30 September 2007 | Retail Banking |
Investment Banking |
& Asset Management |
Insurance | Inter‐ national |
Turkish Operations |
Other | Group |
| Continuing Operations | ||||||||
| Net interest income | 1.276.586 | 223.196 | 40.419 | 26.295 | 247.458 | 537.237 | (128.633) | 2.222.558 |
| Net fee and commission income | 141.925 | 47.870 | 115.494 | 2.777 | 71.727 | 172.423 | (1.652) | 550.564 |
| Other | 8.907 | (42.362) | 172.838 | 110.909 | 24.108 | 88.293 | 251.701 | 614.394 |
| Total operating income | 1.427.418 | 228.704 | 328.751 | 139.981 | 343.293 | 797.953 | 121.416 | 3.387.516 |
| Direct costs | (459.263) | (32.698) | (50.206) | (118.326) | (193.973) | (346.281) | (184.929) (1.385.676) | |
| Allocated costs and provisions | (372.413) | (48.845) | (12.717) | (319) | (42.786) | (24.429) | 7.657 | (493.852) |
| Share of profit of associates | ‐ | ‐ | (156) | 355 | 68 | ‐ | 16.991 | 17.258 |
| Profit before tax | 595.742 | 147.161 | 265.672 | 21.691 | 106.602 | 427.243 | (38.865) | 1.525.246 |
| Tax expense | (197.620) | |||||||
| Profit for the period from continuing operations |
1.327.626 | |||||||
| Discontinued operations Profit for the period from discontinued operations |
‐ | |||||||
| Profit for the period | 1.327.626 | |||||||
| Minority interest | (15.115) | |||||||
| Profit attributable to NBG shareholders | 1.312.511 | |||||||
| Other Segment items Depreciation, amortisation & impairment charges |
14.300 | 441 | 1.608 | 7.539 | 19.523 | 21.972 | 52.897 | 118.280 |
| Provision for loans impairment & advances | 177.979 | 23.758 | ‐ | ‐ | 36.255 | 24.429 | (13.938) | 248.483 |
| 9‐month period ended | Corporate & | Global markets | ||||||
|---|---|---|---|---|---|---|---|---|
| 30 September 2006 | Retail | Investment | & Asset | Inter‐ | Turkish | |||
| Banking | Banking | Management | Insurance | national | Operations | Other | Group | |
| Continuing Operations | ||||||||
| Net interest income | 975.235 | 160.449 | 123.148 | 24.143 | 175.726 | 84.404 | (93.585) | 1.449.520 |
| Net fee and commission income | 144.180 | 54.277 | 95.401 | 1.120 | 50.904 | 31.625 | (3.892) | 373.615 |
| Other | 64.269 | (17.464) | 64.193 | 97.754 | 11.547 | 4.503 | 71.426 | 296.228 |
| Total operating income | 1.183.684 | 197.262 | 282.742 | 123.017 | 238.177 | 120.532 | (26.051) | 2.119.363 |
| Direct costs | (443.615) | (33.319) | (38.430) | (111.738) | (131.907) | (46.860) | (55.157) | (861.026) |
| Allocated costs and provisions | (318.144) | (32.235) | (13.271) | (639) | (30.628) | (5.880) | (29.923) | (430.720) |
| Share of profit of associates | ‐ | ‐ | ‐ | ‐ | ‐ | 25.821 | 25.821 | |
| Profit before tax | 421.925 | 131.708 | 231.041 | 10.640 | 75.642 | 67.792 | (85.310) | 853.438 |
| Tax expense | (137.436) | |||||||
| Profit for the period from continuing | ||||||||
| operations | 716.002 | |||||||
| Discontinued operations | ||||||||
| Profit for the period from discontinued | ||||||||
| operations | 4.900 | |||||||
| Profit on sale of discontinued operations | 113.174 | |||||||
| Profit for the period | 834.076 | |||||||
| Minority interest | (42.670) | |||||||
| Profit attributable to NBG shareholders | 791.406 | |||||||
| Other Segment items | ||||||||
| Depreciation, amortisation & impairment | ||||||||
| charges | 19.935 | 592 | 2.242 | 7.301 | 15.402 | 2.230 | 35.183 | 82.885 |
| Provision for loans impairment & advances | 131.584 | 7.695 | ‐ | ‐ | 25.417 | 5.880 | 28.829 | 199.405 |
The profit from discontinued operations and the profit on sale from discontinued operations relate to International segment.
| NOTE 5: Net interest income | Group | Bank | |||
|---|---|---|---|---|---|
| 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 | ||
| Interest earned on: | |||||
| Amounts due from banks | 500.609 | 280.492 | 440.115 | 265.350 | |
| Securities | 652.309 | 453.185 | 431.771 | 401.366 | |
| Loans and advances to customers | 3.097.723 | 1.555.571 | 1.743.962 | 1.223.037 | |
| Other interest earning assets | 6.959 | 10.379 | 6.185 | 7.929 | |
| Interest and similar income | 4.257.600 | 2.299.627 | 2.622.033 | 1.897.682 | |
| Interest payable on: | |||||
| Amounts due to banks | (563.438) | (215.419) | (489.613) | (216.523) | |
| Amounts due to customers | (1.198.697) | (556.830) | (685.360) | (464.032) | |
| Debt securities in issue | (64.958) | (4.407) | ‐ | ‐ | |
| Other borrowed funds | (202.746) | (50.733) | (109.222) | (65.563) | |
| Other interest paying liabilities | (5.203) | (22.718) | (2.264) | (13.518) | |
| Interest expense and similar charges | (2.035.042) | (850.107) | (1.286.459) | (759.636) | |
| Net interest income | 2.222.558 | 1.449.520 | 1.335.574 | 1.138.046 |
| NOTE 6: Net fee and commission income | Group | Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 | |
| Custody, brokerage & investment banking | 93.179 | 58.135 | 15.836 | 17.457 |
| Retail lending fees | 159.770 | 93.133 | 49.606 | 18.960 |
| Corporate lending fees | 114.574 | 69.653 | 59.558 | 55.903 |
| Banking fees & similar charges | 124.487 | 106.006 | 63.716 | 71.103 |
| Fund management fees | 58.554 | 46.688 | 34.053 | 28.936 |
| Total | 550.564 | 373.615 | 222.769 | 192.359 |
| 30.09.2007 | 30.09.2006 | |
|---|---|---|
| Gross Written Premia | 606.994 | 536.710 |
| Less: Premia ceded to reinsurers | (69.390) | (59.811) |
| Net written premia | 537.604 | 476.899 |
| Change in unearned premium reserve | (10.937) | (10.975) |
| Reinsurers' share of change in unearned premium reserve | (1.080) | 12.979 |
| Change in unearned premium reserve – Group share | (12.017) | 2.004 |
| Net earned premia | 525.587 | 478.903 |
| Other (incl. net gains on unit‐linked assets) | 14.614 | 9.908 |
| Income from insurance operations | 540.201 | 488.811 |
| Benefits and claims incurred | (287.618) | (259.146) |
| Less: Reinsurers' share of benefits and claims incurred | 12.345 | 35.789 |
| Benefits and claims incurred– Group share | (275.273) | (223.357) |
| Change in actuarial and other reserves | (126.227) | (136.031) |
| Less: Change in reinsurance asset of actuarial and other reserves | (1) | 7.890 |
| Change in actuarial and other reserves – Group share | (126.228) | (128.141) |
| Commission expense | (65.385) | (59.566) |
| Commission income from reinsurers | 11.783 | 9.549 |
| Net commission expense | (53.602) | (50.017) |
| Other (incl. net return to DAF contract holders) | (9.156) | (6.981) |
| Expenses relating to insurance operations | (464.259) | (408.496) |
| Earned premia net of claims and commissions | 75.942 | 80.315 |
| securities | Group | Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 | |
| Net gain / (loss) from disposal of Trading and Available‐for‐Sale securities | 269.708 | 78.903 | 155.291 | 151.910 |
| Net gain from disposal of AGET Heracles Cement Co. S.A | 108.027 | ‐ | 104.387 | ‐ |
| (Impairment charges) / reversal of impairment on available‐for‐sale investments | (170) | (272) | (170) | (40.189) |
| Total | 377.565 | 78.631 | 259.508 | 111.721 |
The Group and Bank net results from investment securities include the gain from sale of AGET Heracles Cement Co. S.A (net of related expenses and taxes of €0,8 million), of €108,0 million and €104,4 million respectively (see Note 18).
In 2007, net other operating income includes, non‐banking income such as real estate gains and rentals, hotel and warehouse fees, group share in investees' business and net results from disposals of private equity investments, contributions for deposit and loan balances and other income from various sources.
| NOTE 10: Personnel expenses | Group | Bank | |||
|---|---|---|---|---|---|
| 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 | ||
| Salaries and other staff related benefits | 941.869 | 662.674 | 602.700 | 495.751 | |
| Pension costs: defined benefit plans | 21.229 | 48.095 | 8.161 | 1.163 | |
| Share based payment transactions | 16.068 | - | 16.068 | ‐ | |
| Total | 979.166 | 710.769 | 626.929 | 496.914 |
The average number of employees employed by the Group during the period to 30 September 2007 was 33.220 (3Q 2006: 22.516 continuing operations). Accordingly, the average number of employees employed by the Bank during the period to 30 September 2007 was 13.565 (3Q 2006: 13.819). Following the merger of Ethnokarta through absorption by the Bank as of 31 March 2007, the Bank's average number of employees and personnel expenses include also Ethnokarta's relevant figures.
On 22 June 2005, at the repeat General Meeting of Shareholders, a stock options program (the Program A) was approved for the executive members of the Board of Directors (BoD), management and staff of the Group. The Program shall last for five years and expires in 2010. The Bank's BoD may decide to grant the options one‐off or in parts at any time at its discretion. The maximum number of shares to issue under the Program shall be 3,5 million. The strike price shall be within the range of € 5 per share to 70% of the average market price thereof within the time period from 1 January of the year the options are granted until the date they can be exercised.
On 1 June 2006, at the repeat General Meeting of Shareholders, a second stock options program (the Program B) was approved for the executive members of the BoD, management and staff of the Group. The program shall last for five years and expires in 2011. The maximum number of shares to issue under this Program shall be 3,5 million. The strike price shall be within a range of €5 per share to 70% of the average market price thereof within the time period from the date following the date of the General Meeting (i.e. June 1, 2006) until the date the options can be exercised. No options have yet been issued under this program.
On 28 June 2007, at the repeat General Meeting of Shareholders, a third stock options program (the Program C) was approved for the executive members of the BoD, management and staff of the Group. The Program shall last for eight years and expires in 2015. The maximum number of shares to be issued under this Program is 12million. The strike price shall be within a range of €5 per share to 85% of the average market price thereof from 1 January until 31 October of the year the options are granted. The options are to be granted until 2010, and the maximum number of options that may be granted each year to the beneficiaries as a whole cannot exceed 1% of the total number of the Bank's ordinary shares.
On 29 November 2006, the BoD approved the issue of 2.992.620 share options under the Program A. The exercise price was set at €23,80 per share. The vesting conditions were as follows: 15% of the options vested immediately, 35% of the options vest after 1 year and 50% of the options vest after 2 years. The vested options were exercisable between 6 to 15 December 2006 and the rest are exercisable between 1 to 10 December for each subsequent year until 2010.
After that date the unexercised options are cancelled. The options are forfeited if the employee leaves the Group before the options vest. Between 6 and 15 December 2006, 310.043 out of a maximum 448.893 vested share options were exercised. The balance of 138.850 vested share options has not been exercised by 30 September 2007.
Details of the share options outstanding during the period to 30 September 2007 and 31 December 2006 are as follows:
| Vested but not exercised at period end | 138.850 | 138.850 |
|---|---|---|
| Outstanding at period end | 2.682.577 | 2.682.577 |
| Exercised during the period | ‐ | (310.043) |
| Granted during the period | ‐ | 2.992.620 |
| Outstanding at 1 January | 2.682.577 | ‐ |
| Stock options | 30.09.2007 31.12.2006 |
The exercised price for each option was €23,80 and the remaining contractual life is 4 years. The estimated fair value of each of the options granted is €10,91. This fair value was calculated using the Black‐Scholes option‐pricing model. The inputs into the model were as follows:
| Option‐pricing model –Inputs | 31.12.2006 |
|---|---|
| Share price | €34,62 |
| Exercise price | €23,80 |
| Exercise period (years) | 1,96 |
| Expected volatility | 20% |
| Risk free rate | 3,9% |
| Expected dividend yield | 2,7% |
The weighted average expected volatility was determined by calculating the historical volatility of the Bank's share price over the last 24 months. Also, expected future volatility has been taken into account. According to the terms of the program the vested options are recognised in the income statement whereas the outstanding options that will vest in future periods affect the income statement on a straight‐line basis over the vesting period. The total expense recognised during the period amounted to €12.840 (9 months 2006: €NIL).
On 8 November 2007, the BoD of the Bank approved the issue of 506.500 shares under Program A and 2.984.100 under Program B (see note 38 " Post Balance Events").
On 25 May 2007, the Annual General Meeting of the Shareholders of the Bank approved the distribution to the staff of 350.000 bonus shares to derive from the Bank's share capital increase by €1.750 through capitalisation of profits. The total expense recognised during the period amounted to €3.228 (9 months 2006: €NIL).
The Bank and certain of its subsidiaries sponsor defined contribution and defined benefit plans for their employees. Some companies within the Group also provided termination indemnities.
Net periodic costs for defined benefit plans include the following components, which are recognised in the income statement for the periods ended.
| 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 | |
|---|---|---|---|---|
| Current service cost | 10.677 | 8.684 | 4.566 | 2.457 |
| Interest cost on obligation | 13.277 | 11.480 | 7.219 | 4.471 |
| Expected return on plan assets | (8.247) | (6.558) | (7.286) | (4.997) |
| Amortisation of unrecognised actuarial losses /(gains) | 925 | 721 | 95 | (768) |
| Amortisation of unrecognised prior service cost | 27 | 40 | ‐ | ‐ |
| Losses on curtailments /settlements | 4.570 | 33.728 | 3.567 | ‐ |
| Total | 21.229 | 48.095 | 8.161 | 1.163 |
Losses on curtailments / settlements for 30 September 2007 include €1 million for the repurchase of a part of the Deposit Administration Fund (Group Pension Scheme) of Astir Palace Vouliagmenis' employees and €3,6 million relating to the voluntary retirement scheme additional costs of Ethnokarta employees which merged with the Bank as of 31 March 2007. From 1 April 2007 all Ethnokarta transactions and balances have been included in the Bank's Income Statement and Balance Sheet. The 30 September 2006 comparatives include the additional cost of Ethniki Insurance, Astir Palace Vouliagmenis and Ethnokarta voluntary retirement schemes amounting to €10,7 million, €10,3 million and €12,7 million respectively.
| Net Liability in balance sheet Group |
Bank | ||||
|---|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | 19 | |
| Present value of funded obligations net of fair value of plan assets | 182.218 | 180.703 | 107.652 | 51.827 | |
| Present value of unfunded obligations | 69.332 | 65.001 | 7.342 | 3.594 | |
| Unrecognised actuarial (losses) /gains | (31.565) | (32.667) | (5.283) | 4.123 | |
| Unrecognised prior service cost | (439) | (469) | ‐ | ‐ | |
| Total | 219.546 | 212.568 | 109.711 | 59.544 |
Following the merger of Ethnokarta with the Bank, the Bank's net liability in balance sheet increased by €51,9 million.
The Group performs an actuarial report for the calculation of the liability from defined benefit plans at the end of each financial year, where the cost of defined benefit plans for the following year is also estimated. Actuarial assumptions of interim financial statements therefore are the same as those used at the end of the previous financial year.
| NOTE 12: Tax expense | Group | Bank | |||
|---|---|---|---|---|---|
| 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 | ||
| Current tax | 135.506 | 130.671 | 35.269 | 105.609 | |
| Deferred tax | 62.114 | 6.765 | 37.149 | 4.588 | |
| Total | 197.620 | 137.436 | 72.418 | 110.197 |
Interim period income tax is accrued based on the estimated average annual effective income tax rate. The Bank's statutory income tax rate for 2007 and 2006 is 25% and 24% respectively.
| NOTE 13: Earnings per share | Group | Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 | |
| Net profit attributable to equity holders of the parent | 1.312.511 | 791.406 | 750.224 | 537.840 |
| Less: dividends paid to preferred securities | (90.501) | (53.927) | ‐ | ‐ |
| Net profit attributable to NBG ordinary shareholders | 1.222.010 | 737.479 | 750.224 | 537.840 |
| Weighted average number of ordinary shares outstanding | 474.669.895 399.455.190 | 475.317.361 | 400.194.678 | |
| Weighted average number of ordinary shares outstanding for basic EPS | 474.669.895 | 399.455.190 | 475.317.361 | 400.194.678 |
| Potential dilutive ordinary shares under stock options | 1.143.393 | ‐ | 1.143.393 | ‐ |
| Weighted average number of ordinary shares for dilutive EPS | 475.813.288 399.455.190 | 476.460.754 | 400.194.678 | |
| Earnings per share ‐ Basic from continuing & discontinued operations | € 2,57 | €1,85 | €1,58 | €1,34 |
| Earnings per share ‐ Diluted from continuing & discontinued operations | € 2,57 | €1,85 | €1,57 | €1,34 |
The potential dilutive ordinary shares result from the Bank's share options plan. On 29 November 2006, the BoD granted 2.992.620 stock options of which 310.043 were exercised (see note 10 Personnel expenses). The weighted average number of ordinary shares in calculating the basic earnings per share has been increased by the amount of 1.143.393 potential dilutive ordinary shares to arrive at the weighted average number of ordinary shares for calculating the diluted earnings per share.
On 25 May 2007, the Annual General Meeting of the Shareholders of the Bank approved the distribution to the staff of 350.000 bonus shares. The share capital increase took place in July 2007. The weighted average number of ordinary shares outstanding as at 30 September 2006 has been adjusted to incorporate the bonus shares as if they were issued at the beginning of the comparative period.
| NOTE 14: Financial assets at fair value through P & L Group |
Bank | ||||
|---|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | ||
| Assets at fair value through profit and loss | 5.742.511 | 5.307.946 | 5.610.983 | 5.307.946 | |
| Trading Securities: | |||||
| Government Bonds | 5.560.916 | 6.690.711 | 5.453.446 | 6.570.889 | |
| Other debt securities | 621.775 | 572.333 | 517.044 | 369.299 | |
| Equity securities | 116.764 | 91.910 | 23.040 | 35.491 | |
| Mutual funds units | 58.578 | 21.510 | ‐ | ‐ | |
| Total | 12.100.544 | 12.684.410 | 11.604.513 | 12.283.625 |
| NOTE 15: Loans & advances to customers (net) | Group | Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | |
| Mortgages | 18.182.999 | 15.360.225 | 15.809.052 | 13.942.620 |
| Consumer loans | 5.865.640 | 4.694.107 | 3.643.539 | 3.314.136 |
| Credit cards | 2.833.865 | 2.533.064 | 1.471.503 | 1.506.360 |
| Small Business lending | 3.452.715 | 3.030.465 | 3.216.962 | 2.951.892 |
| Retail lending | 30.335.219 | 25.617.861 | 24.141.056 | 21.715.008 |
| Corporate lending | 21.667.223 | 18.498.982 | 13.475.714 | 11.988.023 |
| Total | 52.002.442 | 44.116.843 | 37.616.770 | 33.703.031 |
| Less: Allowance for impairment on loans & advances to customers | (1.605.702) | (1.492.307) | (935.909) | (947.733) |
| Total | 50.396.740 | 42.624.536 | 36.680.861 | 32.755.298 |
Included in loans and advances to customers are mortgage loans designated at fair value through profit or loss amounting to €1.555.160 and €916.680 for 2007 and 2006 respectively.
| NOTE 16: Investment securities | Group | Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | |
| Available‐for‐sale investment securities: | ||||
| Greek Government bonds | 1.421.183 | 1.185.906 | 1.179.514 | 981.682 |
| Debt securities issued by other governments and public entities | 1.969.784 | 1.619.126 | 320.393 | 299.549 |
| Corporate bonds incorporated in Greece | 112.875 | 118.951 | 99.668 | 105.737 |
| Corporate bonds incorporated outside Greece | 72.089 | 83.547 | 60.105 | 71.535 |
| Debt securities issued by Greek financial institutions | 3.000 | 11.985 | 3.000 | 3.000 |
| Debt securities issued by foreign financial institutions | 380.353 | 318.904 | 291.812 | 199.426 |
| Debt securities | 3.959.284 | 3.338.419 | 1.954.492 | 1.660.929 |
| Equity securities | 372.466 | 371.561 | 453.295 | 514.072 |
| Mutual funds units | 547.898 | 493.406 | 274.001 | 262.488 |
| Provision for impairment | (12.020) | (12.194) | (824) | (824) |
| Total | 4.867.628 | 4.191.192 | 2.680.964 | 2.436.665 |
| Held‐to‐maturity investment securities (at amortised cost): | ‐ | ‐ | 105.552 | 105.680 |
| Total Investment securities | 4.867.628 | 4.191.192 | 2.786.516 | 2.542.345 |
| The movement of investment securities may be summarised as follows: | Group | Bank | ||
|---|---|---|---|---|
| 2007 | 2006 | 2007 | 2006 | |
| Available‐for‐sale investment securities: | ||||
| Balance at 1 January | 4.191.192 | 2.812.794 | 2.436.665 | 2.153.682 |
| Acquisitions – newly consolidated subsidiaries | 2.342 | 1.184.163 | ‐ | ‐ |
| Additions within the period | 11.542.366 | 2.706.156 | 1.223.912 | 704.255 |
| Disposals (sale and redemption) within the period | (11.037.101) | (2.368.471) | (1.004.092) | (680.832) |
| Gains / (losses) from changes in fair value | 173.915 | (40.767) | 27.536 | 9.083 |
| Amortisation of premiums / discounts | (5.086) | ‐ | (3.057) | ‐ |
| Balance at 30 September | 4.867.628 | 4.293.875 | 2.680.964 | 2.186.188 |
| Held‐to‐maturity investment securities: | ||||
| Balance at 1 January | ‐ | 20.867 | 105.680 | 43.781 |
| Additions within the period | ‐ | ‐ | ‐ | ‐ |
| Redemptions within the period | ‐ | (20.867) | ‐ | (20.867) |
| Foreign exchange differences | ‐ | ‐ | (128) | (677) |
| Balance at 30 September | ‐ | ‐ | 105.552 | 22.237 |
The Group's net additions to investment property during the period amounted to €26 whereas the net disposals and write offs amounted to €(2.519).
| NOTE 18: Investments in associates | Group | Bank | |||
|---|---|---|---|---|---|
| 2007 | 2006 | 2007 | 2006 | ||
| At 1 January | 272.780 | 249.152 | 237.836 | 278.025 | |
| Additions | 2.377 | 981 | ‐ | ‐ | |
| Disposals/transfers | (213.604) | (252) | (216.344) | ‐ | |
| Share of results (after tax) | 17.258 | 25.821 | ‐ | ‐ | |
| Dividends | (3.332) | (20.576) | ‐ | ‐ | |
| Impairment | ‐ | ‐ | ‐ | (40.189) | |
| At 30 September | 75.479 | 255.126 | 21.492 | 237.836 |
| The Group's and Bank's associates are as follows: | Group | Bank | |||
|---|---|---|---|---|---|
| % of participation | % of participation | ||||
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | ||
| Social Securities Funds Management S.A. | Greece | 40,00% | 40,00% | 40,00% | 40,00% |
| Phosphate Fertilizers Industry S.A. | Greece | 24,23% | 24,23% | 24,23% | 24,23% |
| Larco S.A. | Greece | 36,43% | 36,43% | 36,43% | 36,43% |
| Siemens Entreprise Communications A.E. | Greece | 30,00% | 30,00% | 30,00% | 30,00% |
| Eviop Tempo S.A. | Greece | 21,21% | 21,21% | 21,21% | 21,21% |
| Teiresias S.A. | Greece | 39,34% | 39,34% | 39,34% | 39,34% |
| Hellenic Countryside S.A. | Greece | 20,23% | 20,23% | 20,23% | 20,23% |
| AGET Heracles Cement Co. S.A. | Greece | ‐ | 26,00% | ‐ | 26,00% |
| Pella S.A. | Greece | 20,89% | 20,89% | 20,89% | 20,89% |
| Planet S.A. | Greece | 31,18% | 31,18% | 31,18% | 31,18% |
| Kariera S.A. | Greece | ‐ | 35,00% | ‐ | ‐ |
| Zymi S.A. | Greece | ‐ | 32,00% | ‐ | ‐ |
| Europa Insurance Co. S.A. | Greece | 27,71% | 23,02% | ‐ | ‐ |
| UBB AIG Insurance and Reinsurance Company | Bulgaria | 57,68% | 52,99% | ‐ | ‐ |
| UBB AIG Life Insurance Company | Bulgaria | 57,68% | 52,99% | ‐ | ‐ |
| Drujestvo za Kasova Deinost A.D. | Bulgaria | 24,98% | ‐ | ‐ | ‐ |
The Bank's investments in associates are stated at cost less impairment (if any).
On 19 April 2007, the Bank disposed of its investment in AGET Heracles Cement Co. S.A. for a consideration of €321,6 million. The profit on sale for the Group and the Bank was €108,0 and €104,4 million respectively.
The Group's net additions to the property and equipment during the period amounted to €139.481 whereas the net disposals and write offs amounted to € (74.836).
The Bank's net additions to the property and equipment during the period amounted to €43.888 whereas the net disposals and write offs amounted to €(49.449).
| NOTE 20: Other assets | Group | Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | |
| Accrued interest and commissions | 558.467 | 504.355 | 540.228 | 406.477 |
| Tax prepayments and other recoverable taxes | 124.563 | 75.069 | 89.249 | 45.847 |
| Private equity: investees assets | 124.110 | 126.835 | ‐ | ‐ |
| Trade receivables | 406.288 | 45.617 | 33.642 | 12.984 |
| Assets acquired through foreclosure proceedings | 122.414 | 115.889 | 67.854 | 76.817 |
| Receivables from foreclosed assets disposed off | 70.100 | 57.570 | 70.100 | 57.570 |
| Prepaid expenses | 79.148 | 53.795 | 38.987 | 32.085 |
| Other | 1.034.350 | 578.029 | 790.573 | 442.525 |
| Total | 2.519.440 | 1.557.159 | 1.630.633 | 1.074.305 |
Other, in other assets as at 30.09.2007, includes an amount of €219 million (2006: €84 million) relating to balances from securities transactions under settlement.
The Group's North America segment was sold following the signing of respective agreements for the sale of the two subsidiaries comprising this segment, namely Atlantic Bank of New York (ABNY) and NBG Canada to Community Bank of New York and Nova Scotia Bank respectively.
NBG Canada was sold in February 2006 while the sale of ABNY was concluded in April 2006.
| Profit on disposal | 120.834 |
|---|---|
| Less: cost of investment / net consolidated assets disposed | (250.172) |
| Consideration received | 371.006 |
| Disposal of North America segment | 2006 |
The results of the operations for the period ended 30 September 2006 have been reclassified under profit from discontinued operations and are summarised as follows:
| Discontinued operations | 30.09.2007 | 30.09.2006 |
|---|---|---|
| Net interest income | ‐ | 17.061 |
| Net fee and commission income | ‐ | 1.726 |
| Net trading income | ‐ | (393) |
| Net result from investment securities | ‐ | 249 |
| Other operating income | ‐ | 1.465 |
| Personnel expenses | ‐ | (7.037) |
| General & administrative expenses | ‐ | (3.916) |
| Depreciation, amortisation and impairment charges Impairment losses / recoveries on loans and |
‐ | (1.351) |
| advances | ‐ | 575 |
| Gain on sale of discontinued operations | ‐ | 120.834 |
| Profit before tax | ‐ | 129.213 |
| Tax expense (inc. capital gain tax on disposal) | ‐ | (11.139) |
| Profit for the reporting period from | ||
| discontinued operations | ‐ | 118.074 |
| NOTE 22: Due to banks | Group 30.09.2007 31.12.2006 |
Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | |||
| Demand deposits due to credit institutions | 177.078 | 237.499 | 105.428 | 474.185 |
| Time deposits due to credit institutions | 622.791 | 424.357 | 445.276 | 284.418 |
| Interbank deposits and amounts due to ECB | 3.683.165 | 2.422.371 | 3.254.951 | 2.155.777 |
| Amounts due to Central Bank | 6.258 | 5.382 | 5.349 | 5.155 |
| Securities sold under agreements to repurchase | 4.019.423 | 2.957.239 | 3.822.792 | 2.929.419 |
| Other | 176.408 | 185.590 | 17.794 | 22.509 |
| Total | 8.685.123 | 6.232.438 | 7.651.590 | 5.871.463 |
| NOTE 23: Due to customers | Group | Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | |
| Deposits: | ||||
| Individuals | 44.744.934 | 41.539.928 | 37.920.133 | 36.132.788 |
| Corporates | 9.694.510 | 8.614.527 | 5.829.520 | 5.534.297 |
| Government and agencies | 2.331.113 | 2.443.183 | 2.227.573 | 2.319.867 |
| Total deposits | 56.770.557 | 52.597.638 | 45.977.226 | 43.986.952 |
| Securities sold to customers under agreements to repurchase | 74.154 | 81.762 | 148.884 | 118.742 |
| Other | 548.815 | 554.324 | 458.499 | 458.970 |
| Total | 57.393.526 | 53.233.724 | 46.584.609 | 44.564.664 |
Included in due to customers are deposits, which contain one or more embedded derivatives. The Group has designated these deposits as financial liabilities at fair value through profit and loss. The net accumulated loss on these deposits as of 30 September 2007, was approximately €6.367 (2006: €4.143).
| NOTE 24: Debt securities in issue | Group | ||
|---|---|---|---|
| Interest rate | 30.09.2007 | 31.12.2006 | |
| Mortgage bonds | 6,7% | 20.684 | 21.088 |
| Corporate bonds – fixed rate | 4,7% | 298.966 | 311.490 |
| Corporate bonds‐ floating rate | 6,6% | 1.006 | 2.035 |
| Fixed rate notes | 6,8% | 172.636 | 95.613 |
| Floating rate notes | 4,9% | 1.758.363 | 392.470 |
| Total | 2.251.655 | 822.696 |
Οn 23 November 2004, Finansbank obtained a loan via a special purpose entity, which issued USD 125 million Series 2004‐B fixed rate 6,1014% Notes secured on Finansbank's Diversified Payment Rights. The notes have a five‐year maturity and interest is paid quarterly, with no principal repayment for two years.
Οn 15 March 2005, Finansbank obtained a loan via a special purpose entity, which issued USD 500 million Series 2005‐A Floating Rate Notes secured on Finansbank's Diversified Payment Rights. The notes have a seven‐year maturity and interest is paid quarterly, with no principal repayment for three years. Interest on the Series 2005‐A Notes is determined as the three‐month LIBOR plus 180 bps.
Οn 24 March 2006, Finansbank obtained a loan via a special purpose entity, which issued USD 110 million bonds with five‐year
maturity and USD 110 million bonds with a seven‐year maturity. Interest is paid semi‐annually and it is 6,25% and 6,5% respectively.
On 22 February 2007, NBG Finance plc, a wholly owned subsidiary of the Bank, issued RON 355 million Fixed Rate Notes, guaranteed by the Bank due in February 2012. The notes carry interest of 7,35%, which is paid semi‐annually.
On 22 May 2007, NBG Finance plc issued a € 1.500 million Floating Rate Note guaranteed by the Bank. The note is redeemable in May 2009. The note bears a coupon of 3month EURIBOR plus 8 bps and was priced at a re‐offer spread of 11 bps. Interest is paid quarterly. The proceeds of the Note were ultimately lent to the Bank and for the Bank are included in account "Other borrowed funds".
| NOTE 25: Other borrowed funds | Group 30.09.2007 31.12.2006 |
Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | |||
| Subordinated notes ‐ fixed rate | 340.219 | 335.965 | 714.103 | 741.458 |
| Subordinated notes – floating rate | ‐ | 749.619 | 995.545 | 1.770.616 |
| Loans‐floating rate | 495.133 | 548.411 | 1.498.629 | ‐ |
| Loans‐fixed rate | 155.870 | 161.860 | ‐ | ‐ |
| Other | 452.288 | 401.532 | ‐ | ‐ |
| Total | 1.443.510 | 2.197.387 | 3.208.277 | 2.512.074 |
Οn 7 October 2004, Finansbank obtained a subordinated loan via a special purpose entity, which issued USD 200 million Subordinated Callable Notes, with a 10‐year maturity, the proceeds of which were lent to Finansbank. Interest, paid annually, is 9% for the first five years and steps up to 11,79% thereafter and there is a repayment option at the end of the fifth year.
Οn 28 June 2005, NBG Finance plc, a wholly owned subsidiary of the Bank, issued JPY 30 billion Subordinated Callable Fixed Rate Notes guaranteed on a subordinated basis by the Bank due in June 2035. The notes may be redeemed at the option of the Bank in or after June 2015. The notes carry fixed rate interest of 2,755% which is payable semi‐annually in arrears. The subordinated loan is carried at fair value since it has been designated as financial liability at fair value through profit and loss (amortised cost as of 30.09.2007 and 31.12.2006, €180.040 and €191.168 respectively).
Οn 31 March 2006, Finansbank raised TRY 300 million through a credit card secured loan, with a five‐year maturity. Interest is paid quarterly and is set at 11,94%.
Οn 1 December 2006, Finansbank raised USD 700 million through a term loan facility in two tranches and specifically USD 479 million
with a two year maturity and interest paid monthly at LIBOR + 42,5 bps and USD 221 million with a three year maturity and interest paid monthly at LIBOR + 60 bps.
Οn 25 June 2007 (the first call date), NBG Finance plc redeemed the €750 million Subordinated Callable Floating Rate Notes issued in June 2002.
Included in subordinated notes – fixed rate and subordinated notes – floating rate for the Bank are the amounts ultimately lent to the Bank under loan agreements with NBG Finance, representing the proceeds of the securities issued by NBG Funding, which are described in Note 33 "Preferred Securities". These loans have the same terms with the securities in Note 33 but with a 30 year maturity.
Included in Loans‐floating rate, is the amount lent to the Bank, under a loan agreement with NBG Finance, representing proceeds of the €1.500 million Floating Rate Note described in Note 24 "Debt Securities in issue".
| 30.09.2007 | 31.12.2006 | |
|---|---|---|
| Insurance reserves | ||
| Life | ||
| Mathematical reserve | 871.991 | 775.539 |
| Outstanding claims reserve | 39.612 | 35.644 |
| Other | 7.829 | 7.932 |
| Property and Casualty | ||
| Unearned premia reserve | 162.790 | 161.260 |
| Outstanding claims reserve | 369.047 | 364.039 |
| Other | 384 | 384 |
| Insurance provisions for policies where the holders bear the investment risk (Unit linked) | 422.533 | 388.768 |
| Total Insurance reserves | 1.874.186 | 1.733.566 |
| Other Insurance liabilities | ||
| Liabilities relating to deposit administration funds (DAF) | 157.912 | 152.557 |
| Amounts payable to brokers, agents and sales partners | 32.939 | 29.775 |
| Amounts payable to reinsures | 33.468 | 37.678 |
| Liabilities arising from reinsurance operations | 1.552 | 42 |
| Total | 2.100.057 | 1.953.618 |
Τhe Group performs a liability adequacy test at the end of each reporting period to assess the adequacy of its insurance liabilities, which are estimated according to the provisions of local insurance law.
| NOTE 27: Other liabilities | Group | Bank | ||
|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | |
| Accrued interest and commissions | 396.298 | 258.090 | 372.532 | 257.934 |
| Creditors and suppliers | 291.037 | 278.512 | 198.530 | 220.307 |
| Amounts due to government agencies | 269.512 | 331.609 | 264.432 | 325.291 |
| Private equity: liabilities of investee entities | 196.085 | 199.425 | ‐ | ‐ |
| Other provisions | 148.125 | 194.235 | 26.161 | 19.989 |
| Taxes payable ‐ other than income taxes | 71.012 | 81.372 | 9.727 | 26.514 |
| Current tax liabilities | 59.991 | 59.324 | ‐ | ‐ |
| Accrued expenses and deferred income | 99.397 | 105.912 | 51.036 | 62.688 |
| Payroll related accruals | 14.467 | 64.967 | 2.077 | 32.487 |
| Dividends payable | 13.248 | 12.892 | 12.998 | 12.516 |
| Other | 1.612.786 | 831.396 | 1.002.583 | 637.255 |
| Total | 3.171.958 | 2.417.734 | 1.940.076 | 1.594.981 |
Other in other liabilities as at 30.09.2007 include an amount of €223 million (2006: €95 million) relating to balances from securities transactions under settlement and an amount of €588 million relating to liabilities from puttable instruments held by minority shareholders in subsidiaries.
The Group is a defendant in certain claims and legal actions arising in the ordinary course of business. In the opinion of management, after consultation with legal counsel, the ultimate disposition of these matters is not expected to have a material adverse effect on the consolidated financial position of the Group.
The tax authorities have not yet audited all subsidiaries for certain financial years and accordingly their tax obligations for those years may not be considered final. Additional taxes and penalties may be imposed as a result of such tax audits; although the amount cannot be determined at present, it is not expected to have a material effect on Group's net assets. The Bank has been audited by the tax authorities up to 2004 inclusive.
In the normal course of business, the Group enters into a number of contractual commitments on behalf of its customers and is a party to financial instruments with off‐balance sheet risk to meet the financing needs of its customers. These contractual commitments consist of commitments to extend credit, commercial letters of credit and standby letters of credit and guarantees. Commitments to extend credit are agreements to lend to a customer as long as there is no violation of the conditions established in the contract. Commercial letters of credit ensure payment by a bank to a third party for a customer's foreign or domestic trade transactions, generally to finance a commercial contract for the shipment of goods. Standby letters of credit and financial guarantees are conditional commitments issued by the Group to guarantee the performance of a customer to a third party. All of these arrangements are related to the normal lending activities of the Group. The Group's exposure to credit loss in the event of non‐performance by the other party to the financial instrument for commitments to extend credit and commercial and standby letters of credit is represented by the contractual notional amount of those instruments. The Group uses the same credit policies in making commitments and conditional obligations as it does for on‐balance‐sheet instruments.
| Capital Commitments | Group | Bank | |||
|---|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | ||
| Commitments to extend credits | 28.039.912 | 23.407.253 | 15.136.056 | 13.861.830 | |
| Commercial letters of credit | 1.365.928 | 1.113.620 | 301.122 | 259.746 | |
| Standby letters of credit and financial guarantees written | 6.335.598 | 5.769.479 | 3.289.917 | 3.036.973 | |
| Total | 35.741.438 | 30.290.352 | 18.727.095 | 17.158.549 |
| Assets pledged as collaterals | 3.701.037 | 2.909.822 | 2.499.372 | 2.082.583 |
|---|---|---|---|---|
| e. Operating lease commitments | ||||
| No later than 1 year | 58.985 | 50.705 | 20.160 | 19.200 |
| Later than 1 year and no later than 5 years | 196.319 | 177.787 | 63.212 | 70.801 |
| Later than 5 years | 132.415 | 116.683 | 59.506 | 49.300 |
| Total | 387.719 | 345.175 | 142.878 | 139.301 |
The total number of ordinary shares as at 30 September 2007 and 31 December 2006 was 475.637.219 and 475.287.219 respectively with a nominal value of €5 per share. The movement is summarised in the following table.
| No of shares | €'000s | |
|---|---|---|
| At 1 January 2006 | 339.269.412 | 1.696.347 |
| Increase of share capital | 135.707.764 | 678.539 |
| Share options exercised | 310.043 | 1.550 |
| At 31 December 2006 | 475.287.219 | 2.376.436 |
| Bonus shares through capitalisation of profits |
350.000 | 1.750 |
| At 30 September 2007 | 475.637.219 | 2.378.186 |
Following the share capital increase in 2006, the share premium amounts to €2.263.725. The movement is as follows:
| At 30 September / 31 December | 2.263.725 | 2.263.725 |
|---|---|---|
| Share capital issue costs net of tax | ‐ | (64.064) |
| Share options exercised | ‐ | 5.829 |
| Increase of share capital above par value | ‐ | 2.321.960 |
| At 1 January | 2.263.725 | ‐ |
| 2007 | 2006 |
At 30 September 2007, the Bank and certain subsidiaries held 1.106.467 NBG shares as part of their investment activity representing 0,23% of the issued share capital (2006: 0,19% of the issued share capital).
| Group | Bank | |||
|---|---|---|---|---|
| No of shares | €'000s | No of shares | €'000s | |
| At 1 January 2006 | 693.960 | 22.680 | 35.000 | 1.085 |
| Purchases | 2.265.820 | 75.767 | 100.000 | 3.405 |
| Sales | (2.077.220) | (71.621) | ‐ | ‐ |
| At 31 December | ||||
| 2006 | 882.560 | 26.826 | 135.000 | 4.490 |
| Purchases | 2.914.234 | 121.214 | 900.610 | 36.375 |
| Sales | (2.690.327) | (109.398) | (583.110) | (21.482) |
| At 30 September | ||||
| 2007 | 1.106.467 | 38.642 | 452.500 | 19.383 |
The Bank's Annual General Meeting of the Shareholders held on 25 May 2007, approved an own shares buy‐back program pursuant to Article 16 par. 5 et seq. of Codified Law 2190/1920, providing for the purchase, by the Bank, of up to 10% of its total shares from 1 June 2007 through 24 May 2008, at a minimum price of €5 and a maximum of €60 per share.
| NOTE 30: Reserves & Retained Earnings | Group | Bank | |||
|---|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | ||
| Statutory reserve | 322.205 | 306.475 | 245.790 | 244.363 | |
| Available for sale securities reserve | (9.628) | 21.809 | (39.640) | (6.805) | |
| Currency translation differences reserve | 285.676 | 11.657 | 138 | (150) | |
| Other reserves and retained earnings | 1.006.756 | 1.643.949 | 1.490.826 | 1.245.469 | |
| Total | 1.605.009 | 1.983.890 | 1.697.114 | 1.482.877 |
Included in other reserves and retained earnings, as of 30 September 2007, is an amount of €(1.309) million representing the difference between the consideration paid by the Bank, after control was obtained, and the acquired minority interest in Finansbank's net assets.
| The movement in the available for sale securities reserve is as follows: | Group | Bank | ||||
|---|---|---|---|---|---|---|
| 2007 | 2006 | 2007 | 2006 | |||
| At 1 January | 21.809 | 42.215 | (6.805) | 41.139 | ||
| Net gains / (losses) from changes in fair value of AFS investments | 68.389 | 32.002 | 45.149 | 40.876 | ||
| Net (gains) / losses transferred to income statement | (100.193) | (88.267) | (77.984) | (81.114) | ||
| Net additions / disposals from disposed subsidiaries and associates | 367 | 21.330 | ‐ | ‐ | ||
| Impairment losses on AFS investments | ‐ | 209 | ‐ | ‐ | ||
| At 30 September | (9.628) | 7.489 | (39.640) | 901 |
| 2007 | 2006 | |
|---|---|---|
| At 1 January | 610.554 | 109.997 |
| (Acquisitions) /disposals | (496.078) | 606.800 |
| Share of net profit of subsidiaries | 15.115 | 42.670 |
| Movement in the available for sale securities reserve | (5.954) | (5.484) |
| Foreign exchange differences | 4.854 | (18.186) |
| At 30 September | 128.491 | 735.797 |
| Group | ||||
|---|---|---|---|---|
| 30.09.2007 | 31.12.2006 | |||
| Innovative preferred securities | 888.174 | 908.451 | ||
| Non‐innovative preferred securities | 706.949 | 716.674 | ||
| Total | 1.595.123 | 1.625.125 |
NBG Funding Ltd, a wholly owned subsidiary of the Bank, issued the following Non – Cumulative Non Voting Preferred Securities guaranteed on a subordinated basis by the Bank:
Οn 11 July 2003, issued €350 million Series A Floating Rate securities. The securities are perpetual and may be redeemed by NBG Funding, in whole but not in part in July 2013 or on any dividend date falling thereafter subject to the consent of the Bank of Greece. The preferred dividend rate is the three‐month EURIBOR plus 175 bps until 11 July 2013 and EURIBOR plus 275 bps thereafter, which is paid quarterly.
Οn 8 November 2006, issued £375 million Series E Fixed/Floating Rate securities. The securities are perpetual and may be redeemed by NBG Funding, in whole but not in part on November 2016 or on any dividend date falling thereafter subject to the consent of the Bank of Greece. The preferred dividend rate for series E is fixed at a rate of 6,2889% per annum until 8 November 2016 and thereafter floating at a rate of three month LIBOR plus 2,08%. The dividends are payable annually in arrears until 8 November 2016 and thereafter quarterly in arrears.
Οn 3 November 2004, issued €350 million Series B and USD 180 million Series C Constant Maturity Swap ("CMS") Linked securities. The securities are perpetual and may be redeemed by NBG Funding, in whole but not in part οn 3 November 2014 or any dividend date falling thereafter subject to the consent of the Bank of Greece. The preferred dividend rate for series B is 6,25% the first year and then is determined as the 10 year EUR CMS mid swap rate plus 12,5bps reset every six months and capped at 8% paid semi‐annually and for series C is 6,75% the first year and then is determined as the 10 year USD CMS mid swap rate plus 12,5bps reset every six months and capped at 8,5% paid semi‐annually.
Οn 16 February 2005, issued €230 million Series D Constant Maturity Swap ("CMS") Linked securities. The securities are perpetual and may be redeemed by NBG Funding, in whole but not in part on 16 February 2015 or any dividend date falling thereafter subject to the consent of the Bank of Greece. The preferred dividend rate for series D is 6% until 16 February 2010 and thereafter is determined as the difference of 10‐year EUR CMS mid swap rate minus the 2‐year mid swap rate multiplied by four subject to a minimum rate of 3,25% and capped at 10% paid annually.
The proceeds of the instruments issued by NBG Funding were lent to NBG Finance through Eurobond issues and ultimately lent to the Bank under loan agreements with the same terms as each one of the instruments referred to above but with a 30 year maturity. For the Bank, these loans are included in Note 26 "Other borrowed funds".
The Bank's annual ordinary general meeting of its shareholders held on 25 May 2007 approved the payment of a €1 dividend per share for the financial year 2006. Entitled to the dividend were the holders of Bank's shares as at the closing of the Athens Exchange session of 31 May 2007. As of 1 June 2007, the Bank's shares are traded ex‐2006 dividend. The dividend was paid in full on 11 June 2007.
| NOTE 34: Cash and cash equivalents | Group | Bank | ||||
|---|---|---|---|---|---|---|
| 30.09.2007 | 30.09.2006 | 30.09.2007 | 30.09.2006 | |||
| Cash and balances with central banks | 2.101.591 | 1.151.906 | 1.637.964 | 890.403 | ||
| Treasury bills | 42.548 | 74.907 | 617 | 40.165 | ||
| Due from banks | 1.840.754 | 2.023.320 | 2.123.186 | 1.833.803 | ||
| Trading securities | 61 | 16.422 | ‐ | ‐ | ||
| Investment securities | 101.113 | 221 | 93.361 | ‐ | ||
| Total | 4.086.067 | 3.266.776 | 3.855.128 | 2.764.371 |
For the purposes of the cash flow statement, cash and cash equivalents consist of the above balances with less than three months maturity from the acquisition date.
The nature of the related party relationships for those related parties with whom the Group entered into significant transactions or had significant balances outstanding at 30 September 2007 and 31 December 2006 are presented below. Transactions were entered into with related parties during the course of business at market rates.
The Group and the Bank entered into banking transactions with members of the Board of Directors, the General Managers and the Assistant General Managers of the Bank and the members of the Board of Directors and key management of the other Group companies, as well as with the close members of family and entities controlled or jointly controlled by those persons, in the normal course of business. The list of the members of the Board of Directors of the Bank is shown under Note 1 General Information. As at 30 September 2007, loans, deposits, other payables and letters of guarantee, at Group level, amounted to €30 million, €132 million, €10 million and €41 million respectively (2006: €34 million. €315 million. €4 million and €26 million respectively), whereas the corresponding figures at the Bank level amounted to €5 million, €4 million, €NIL and €NIL respectively (2006: €2 million, €3 million, €NIL and €NIL respectively). Total compensation to related parties amounted to €24.9 million (30 September 2006: €13.1 million) for the Group and to €10 million (30 September 2006: €6 million) for the Bank. Compensation includes salaries, bonuses and other short‐term benefits, post employment and other long‐term benefits as well as termination benefits.
Transactions and balances between the Bank, its subsidiaries and associated companies are set out in the table below. At a Group level, only transactions with associated companies are included, as transactions and balances with subsidiaries are eliminated on consolidation.
| 30.09.2007 | 31.12.2006 | 30.09.2007 | 31.12.2006 | |
|---|---|---|---|---|
| Assets | ||||
| Loans and advances to customers | 57.218 | 54.325 | 3.216.341 | 2.652.177 |
| Liabilities | ||||
| Due to customers | 25.840 | 45.561 | 4.337.573 | 3.740.040 |
| Letters of guarantee, contingent liabilities and other off balance sheet accounts | 40.425 | 46.798 | 109.793 | 83.375 |
| Income Statement | ||||
| Interest and commission income | 1.850 | 3.758 | 124.554 | 103.129 |
| Interest and commission expense | 4.532 | 5.646 | 188.793 | 208.069 |
On 19 October 2006 NBG and the shareholders of P&K Investment Services SA signed an SPA, whereby NBG would acquire 100% of P&K Investment Services SA. The consideration agreed upon amounted to €48,7 million. The main part of the consideration (€43,9 million) was paid to the sellers upon closing. The remaining part will be released to the sellers three years after the acquisition, based on certain conditions including the attainment of key targets set out in the pre‐agreed business plan. The transaction was concluded on 21 March 2007, after obtaining all regulatory approvals.
The Balance Sheet as at the acquisition date based on the provisionally determined fair values is as follows:
| 31.03.2007 | |
|---|---|
| Cash and balances with banks | 111.378 |
| Trading and investment securities at fair value | 5.108 |
| Loans and advances to customers (net) | 17.442 |
| Fixed and Intangible Assets | 1.182 |
| Other assets | 158.328 |
| Total Assets | 293.438 |
| Due to customers | 95.835 |
| Debt securities in issue | 6.844 |
| Other liabilities | 160.400 |
| Total liabilities | 263.079 |
| Net assets as at 31.03.2007 | 30.359 |
| % acquired | 100% |
| Net assets acquired | 30.359 |
| Consideration agreed | 48.873 |
| Goodwill recognized | 18.514 |
Cash and cash equivalents acquired were €12,9 million and include cash and balances from banks and trading securities.
From 8 January up to 29 January 2007, the Bank acquired via the Mandatory Tender Offer 543.009.814 packs of 10 shares of Finansbank (43,44% of its share capital) for a consideration of € 1.733 million. Following the Tender Offer, the Bank's participation in Finansbank's share capital increased to 89,44% (excluding put and call arrangements).
From 1 February up to 30 September 2007, the Bank acquired 2.977.735 packs of 10 shares of Finansbank for a consideration of €9,2 million. The goodwill arisen from the above acquisitions, amounted to €1.282 million, was accounted for as described in Note 2.3 to the annual financial statements for the year ended 31 December 2006.
On 24 January 2007, the Bank (Seller) and the International Finance Corporation (IFC) signed an agreement by which IFC would acquire Finansbank shares, up to 5% of its share capital, after the completion of the Mandatory Tender Offer. The agreement is subject to put and call options, for a period of seven‐years. The accounting treatment followed for the put option reflects the Group accounting policy as described in Note 2.3 to the annual financial statements for the year ended 31 December 2006. The price per share received from the IFC was determined to be the price per share paid by the Bank to the Finansbank shareholders during the Mandatory Tender Offer. The above transaction was concluded on 5 April, 2007.
On 19 April 2007 the Bank signed an agreement for the sale of its minority shareholding in AGET Heracles to majority shareholders Lafarge Group. Pursuant to this agreement, the Bank sold 18.480.899 shares, representing 26% of the share capital of AGET Heracles. This sale is consistent with the stated strategy of the Bank to focus on its core banking activities and exit from its non‐ financial participations. The sale price has been agreed at €17,40 per share, or €321,6 million in total and was in line with the average closing price of the last 30 trading days preceding the transaction.
On 10 May 2007, P&K Investment Services SA, sold its subsidiary P&K Mutual Fund Management SA to Millennium Bank Α.Ε for €1,68 million.
On 30 May 2007, the Bank acquired from TBIF Financial Services BV, 100% of the share capital of the TBI Lizing d.o.o, a leasing company in Serbia, for the amount of €2,5 million.
On 24 September 2007, the Bank announced a voluntary takeover bid in cash of €5,50 per share for the 23,08% of the share capital of Ethniki Hellenic General Insurance SA. Up to 30 September 2007, the Bank's interest in the share capital of the company amounted to 92,37%.
On 25 January 2007, the Boards of Directors of the Bank and National Management & Organization Co (Ethnokarta) decided the merger of the two companies through absorption of the latter by the Bank. The date of the Merger Balance Sheets has been set as 31 March 2007. The Bank holds 100% of National Management & Organization Co (Ethnokarta) shares and therefore the Bank's share capital will not increase following the completion of the merger. The merger was approved by the Ministry of Development on 28 September 2007.
Within February 2007, Serbian branches of the Bank became a subsidiary under the name NBG A.D. Beograd.
On 15 March 2007, the Boards of Directors of the Bank and NBG Venture Capital SA, a wholly owned subsidiary of the Bank, announced the draft agreement for the divestment of the warehousing section of the Bank and the transfer of the section, through absorption, to the latter according to the Divestment Balance Sheet as at March 13, 2007. The NBG Venture Capital SA will increase its share capital by €109.492.401 with the issuance of 37.369.420 new shares with a nominal value of €2,93 each. The divestment was approved by the Annual Ordinary General Meeting of the Bank on the 25 May 2007.
On 16 May 2007, Finansbank, following an application to the General Directorate of Insurance, received permission to establish Finans Emeklilik ve Hayat A.S. as the main shareholder. The company completed its organisational preparations and obtained a licence to conduct life, personal accident and pension business, and is expected to commence operations shortly. The authorised share capital of the company amounts to TRY 20 million.
On 18 May 2007, the Board of Directors of Finansbank decided to increase the share capital of the Bank to TRY 1.400 million from TRY 1.250 million through capitalisation of profits and reserves. The increase was completed on 9 July 2007.
On 24 and 22 May 2007, the Boards of Directors of National Securities S.A. and P&K Securities S.A. respectively, decided the merger of the two companies through absorption of the latter by the former. The date of the Merger Balance Sheets has been set as 31 May 2007.
On 20 June 2007, S.C. Garanta Asigurari S.A. merged with NBG Asigurari SA, through absorption of the latter by the former.
On 3 September 2007, NBG Leasing Serbia established NBG Services d.o.o. Belgrade, a 100% subsidiary, with authorized share capital of RSD 756.
| 30.09.2007 31.12.2006 30.09.2007 31.12.2006 National Securities S.A. Greece 100,00% 100,00% 100,00% 100,00% Ethniki Kefalaiou S.A. Greece 100,00% 100,00% 100,00% 100,00% Diethniki Mutual Fund Management S.A. Greece 100,00% 100,00% 81,00% 81,00% National Management & Organization Co S.A. – ETHNOKARTA Greece ‐ 100,00% ‐ 100,00% Ethniki Leasing S.A Greece 100,00% 100,00% 93,33% 93,33% National Mutual Fund Management S.A. Greece 100,00% 100,00% 100,00% 100,00% NBG Venture Capital S.A. Greece 100,00% 100,00% 100,00% ‐ NBG Bancassurance S.A. Greece 100,00% 100,00% 99,70% 99,70% Innovative Ventures S.A. (I‐Ven) Greece 100,00% 100,00% ‐ ‐ Ethniki Hellenic General Insurance S.A. Greece 92,37% 76,74% 92,37% 76,74% ASTIR Palace Vouliagmenis S.A. Greece 78,06% 78,06% 78,06% 78,06% Grand Hotel Summer Palace S.A. Greece 100,00% 100,00% 100,00% 100,00% NBG Training Center S.A. Greece 100,00% 100,00% 100,00% 100,00% Εthnodata S.A. Greece 100,00% 100,00% 100,00% 98,41% ΚΑDΜΟS S.A. Greece 100,00% 100,00% 100,00% 100,00% DIONYSOS S.A. Greece 99,91% 99,91% 99,91% 99,91% EKTENEPOL Construction Company S.A. Greece 100,00% 100,00% 100,00% 100,00% Mortgage, Touristic PROTYPOS S.A. Greece 100,00% 100,00% 100,00% 100,00% Hellenic Touristic Constructions S.A. Greece 77,76% 77,76% 77,76% 77,76% Ethnoplan S.A. Greece 100,00% 100,00% ‐ ‐ Ethniki Ktimatikis Ekmetalefsis S.A. Greece 100,00% 100,00% 100,00% 100,00% Audatex Hellas S.A. Greece 64,66% 53,72% ‐ ‐ National Insurance Brokerage S.A. Greece 87,75% 72,90% ‐ ‐ P&K Investment Services S.A. Greece 100,00% ‐ 100,00% ‐ P&K Securities S.A. Greece 100,00% ‐ 100,00% ‐ Finansbank A.S.() Turkey 99,36% 55,68% 91,46% 55,68% Finans Leasing () Turkey 61,42% 35,55% 2,55% ‐ Finans Invest () Turkey 99,27% 55,72% 0,20% ‐ Finans Portfolio Management () Turkey 99,25% 55,73% 0,01% ‐ Finans Investment Trust () Turkey 80,80% 47,61% 5,30% ‐ IB Tech () Turkey 98,36% 55,12% ‐ ‐ Finans Pension A.S. Turkey 99,36% ‐ ‐ ‐ Finansbank Malta Holdings Ltd () Malta 99,36% 55,68% ‐ ‐ Finansbank Malta Ltd () Malta 99,36% 55,68% ‐ ‐ United Bulgarian Bank A.D. ‐ Sofia (UBB) Bulgaria 99,91% 99,91% 99,91% 99,91% UBB Asset Management Bulgaria 99,92% 99,92% ‐ ‐ UBB Insurance Broker Bulgaria 98,40% ‐ ‐ ‐ Interlease E.A.D. Bulgaria 100,00% 100,00% 100,00% 100,00% Interlease Auto E.A.D. Bulgaria 100,00% 100,00% ‐ ‐ ETEBA Bulgaria A.D. Bulgaria 100,00% 100,00% 92,00% 92,00% ETEBA Romania S.A. Romania 100,00% 100,00% 100,00% 100,00% Banca Romaneasca S.A. () Romania 98,88% 98,88% 98,88% 98,88% Eurial Leasing S.A. Romania 70,00% 70,00% 70,00% 70,00% S.C. Garanta Asigurari S.A. Romania 87,72% 71,57% ‐ ‐ NBG Asigurari S.A. Romania ‐ 76,73% ‐ ‐ Vojvodjanska Banka A.D. Novi Sad Serbia 99,43% 99,43% 99,43% 99,43% NBG A.D. Beograd Serbia 100,00% ‐ 100,00% ‐ NBG Leasing d.o.o. Belgrade Serbia 100,00% ‐ 100,00% ‐ NBG Services d.o.o. Belgrade Serbia 100,00% ‐ ‐ ‐ Stopanska Banka A.D.‐Skopje () F.Y.R.O.M. 94,64% 92,25% 94,64% 92,25% NBG Greek Fund Ltd Cyprus 100,00% 100,00% 100,00% 100,00% ETEBA Emerging Markets Fund Ltd Cyprus 100,00% 100,00% 100,00% 100,00% ETEBA Estate Fund Ltd Cyprus 100,00% 100,00% 100,00% 100,00% ETEBA Venture Capital Management Co Ltd Cyprus 100,00% 100,00% 100,00% 100,00% NBG Cyprus Ltd Cyprus 100,00% 100,00% 100,00% 100,00% National Securities Co (Cyprus) Ltd Cyprus 100,00% 100,00% ‐ ‐ NBG Management Services Ltd Cyprus 100,00% 100,00% 100,00% 100,00% Ethniki Insurance (Cyprus) Ltd Cyprus 93,20% 79,27% ‐ ‐ Ethniki General Insurance (Cyprus) Ltd Cyprus 93,20% 79,27% ‐ ‐ The South African Bank of Athens Ltd (S.A.B.A.) S. Africa 99,50% 99,50% 91,43% 91,43% NBG Luxembourg Holding S.A. Luxembοurg 100,00% 100,00% 94,67% 94,67% NBG Luxfinance Holding S.A. Luxembοurg 100,00% 100,00% 94,67% 94,67% NBG International Ltd United Kingdom 100,00% 100,00% 100,00% 100,00% NBGI Private Equity Ltd United Kingdom 100,00% 100,00% ‐ ‐ NBG Finance Plc United Kingdom 100,00% 100,00% 100,00% 100,00% NBG Funding Ltd United Kingdom 100,00% 100,00% 100,00% 100,00% NBGΙ Private Equity Funds United Kingdom 100,00% 100,00% ‐ ‐ NBG International Inc. (NY) U.S.A. 100,00% 100,00% ‐ ‐ NBG International Holdings B.V. The Netherlands 100,00% 100,00% 100,00% 100,00% |
NOTE 37: Group Companies | Group % | Bank % | |||
|---|---|---|---|---|---|---|
| 35 | ||||||
(*) % of participation includes the effect of put and call option agreements
On 4 October 2007, the Board of Directors of NBG A.D. Belgrade proposed a share capital increase of €32 million. The proposal is subject to approval by the General Meeting of the shareholders of NBG A.D. Belgrade.
On 8 October 2007, Astir Palace Vouliagmenis S.A. announced a voluntary retirement scheme, which lasted until 19 October 2007. 81 employees retired and the total cost after tax to the company is estimated to €990.
On 9 October 2007, NBG Finance plc issued a USD 300 million Floating Rate Note guaranteed by the Bank. The notes mature on 9 October 2009. The note bears a coupon of 3month EURIBOR plus 8 bps. Interest is paid quarterly.
On 30 October 2007, Ethniki Kefalaiou S.A. disposed of the entire amount of its NBG shares (treasury shares) amounting to 653.826 at an average price of €46,78 per share.
In October 2007, the Bank exercised its minority buy‐out option for Vojvodjanska Bank and through a Public Tender Offer acquired 1.727 common shares at a price of RSD70.000 per share. After this share purchase, the Bank is the only shareholder of Vojvodjanska Bank and the Bank applied to the Serbian Securities and Exchange Commission for delisting of Vojvodjanska Bank.
On 8 November 2007, the Board of Directors of the Bank approved the issue of 506.500 share options under Program A at €23,80 per share and the same vesting conditions. Also, the Board of Directors of the Bank approved the issue of 2.984.100 share options at €23 per share under Program B. 15% of Program B shares will vest on 30 November 2007 with the remaining vesting until 2010 at a pattern of 15%, 30% and 40% at each subsequent year and achievement of certain performance criteria (EPS minimum ratio).
On 14 November 2007, the Board of Directors of Vojvodjanska Bank proposed a share capital increase of €53 million. The proposal is subject to approval by the General Meeting of the shareholders of Vojvodjanska Bank.
On 16 November 2007, Finansbank A.S. obtained a syndication loan amounting to USD425 million. The loan matures in 2008 and the interest rate is set to LIBOR plus 0,25%.
On 19 November 2007, the Board of Directors of Vojvodjanska Bank proposed the merger of the Vojvodjanska Bank with NBG A.D. Belgrade through absorption of the latter by the former. The proposal is subject to approval by the General Meeting of the shareholders of Vojvodjanska Bank.
Up to 26 November 2007, the Bank's interest in the share capital of Ethniki Hellenic General Insurance S.A. amounted to 99,30% and the Bank, in accordance with the regulation, applied to Capital Market Commission for acquisition of the remaining part of the share capital, with further intention to de‐ list the company from the Athens Stock Exchange.
On 27 November 2007, the Management of Ethniki Hellenic General Insurance S.A., in agreement with the Labour Union of the company, announced a voluntary retirement scheme for the employees of the entity. The exact number of the retired employees and the estimated cost will be determined by the end of 2007.
| Fixing | Average | ||
|---|---|---|---|
| FROM | TO | 30.09.2007 | 1.1 ‐ 30.09.2007 |
| ALL | EUR | 0,00812 | 0,00834 |
| BGN | EUR | 0,51130 | 0,51288 |
| CYP | EUR | 1,71174 | 1,72335 |
| EGP | EUR | 0,12491 | 0,13295 |
| GBP | EUR | 1,43513 | 1,47875 |
| MKD | EUR | 0,01634 | 0,01664 |
| RON | EUR | 0,29903 | 0,30460 |
| TRY | EUR | 0,58278 | 0,55610 |
| USD | EUR | 0,70527 | 0,74433 |
| RSD | EUR | 0,01268 | 0,01283 |
| ZAR | EUR | 0,10250 | 0,10430 |
Certain amounts in prior periods have been reclassified to conform to the current presentation
| Income Statement | Group | Bank | ||||
|---|---|---|---|---|---|---|
| 30.09.2006 | 30.09.2006 | |||||
| € 000's | As restated | As previously reported |
Reclassified | As restated As previously reported |
Reclassified | |
| Fee and commission income | 407.926 | 416.140 | (8.214) | 235.804 | 244.018 | (8.214) |
| Net fee and commission income | 373.615 | 381.829 | (8.214) | 192.359 | 200.573 | (8.214) |
| Net other operating income | 127.858 | 119.644 | 8.214 | 42.757 | 34.543 | 8.214 |
| Total operating income | 2.119.363 | 2.119.363 | ‐ | 1.529.739 | 1.529.739 | ‐ |
| ‐ | ||||||
| General, administrative expenses & other operating expenses | (298.687) | (276.468) | (22.219) | (166.823) | (154.730) | (12.093) |
| Other operating expenses | ‐ | (22.219) | 22.219 | ‐ | (12.093) | 12.093 |
| Income Statement | Group | Bank | ||||
|---|---|---|---|---|---|---|
| 1.7‐30.09.2006 | 1.7‐30.09.2006 | |||||
| € 000's | As restated | As previously reported |
Reclassified | As restated As previously reported |
Reclassified | |
| Fee and commission income | 158.045 | 160.718 | (2.673) | 76.404 | 79.077 | (2.673) |
| Net fee and commission income | 141.162 | 143.835 | (2.673) | 61.371 | 64.044 | (2.673) |
| Other operating income (net) | 28.723 | 26.050 | 2.673 | 6.017 | 3.344 | 2.673 |
| Total operating income | 777.814 | 777.814 | ‐ | 475.643 | 475.643 | ‐ |
| ‐ | ||||||
| General, administrative expenses & other operating expenses | (116.095) | (109.233) | (6.862) | (58.421) | (55.024) | (3.397) |
| Other operating expenses | ‐ | (6.862) | 6.862 | ‐ | (3.397) | 3.397 |
| Balance Sheet | Group | Bank | ||||
|---|---|---|---|---|---|---|
| 31.12.2006 | 31.12.2006 | |||||
| € 000's | As restated | As previously reported |
Reclassified | As restated As previously reported |
Reclassified | |
| Other assets | 1.557.159 | 1.718.252 | (161.093) | 1.074.305 | 1.235.398 | (161.093) |
| Total assets | 76.408.559 | 76.569.652 | (161.093) | 61.145.069 | 61.306.162 | (161.093) |
| Other liabilities | 2.417.734 | 2.578.827 | (161.093) | 1.594.981 | 1.756.074 | (161.093) |
| Total liabilities | 67.575.655 | 67.736.748 | (161.093) | 55.026.521 | 55.187.614 | (161.093) |
| ‐ |
| Cash Flow Statement | Group 30.09.2006 |
Bank 30.09.2006 |
||||
|---|---|---|---|---|---|---|
| € 000's | ||||||
| As restated | As previously reported |
Reclassified | As restated As previously reported |
Reclassified | ||
| Cash flows from operating activities | ||||||
| Profit for the period from continuing operations | 716.002 | 716.002 | ‐ | 537.840 | 537.840 | ‐ |
| Non‐cash items included in profit and other adjustments | 193.557 | 145.461 | 48.096 | 90.737 | 89.574 | 1.163 |
| Net (increase) / decrease in operating assets | (1.585.199) | (1.585.199) | ‐ | (451.336) | (451.336) | ‐ |
| Net increase / (decrease) in operating liabilities | (54.366) | (6.270) | (48.096) | (425.339) | (424.176) | (1.163) |
| Net cash flow from/(used in) operating activities from continuing operations |
(730.006) | (730.006) | ‐ | (248.098) | (248.098) | ‐ |
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.