Annual Report • Apr 23, 2018
Annual Report
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Pursuant to article 8 of the Regulation 5/2008 of the CMVM, please find herein the transcription of the
2017 Annual Report
BANCO COMERCIAL PORTUGUÊS, S.A.
Company open to public investment Registered Office: Praça D. João I, 28, 4000-295 Porto - Share Capital 5,600,738,053.72 Euros Registered at Porto Commercial Registry, under the single registration and tax identification number 501 525 882

The 2017 Annual Report is a translation of the "Relatório e Contas de 2017" document delivered by Banco Comercial Português, S.A. to the Portuguese Securities and Market Commission (CMVM), in accordance with Portuguese law.
The sole purpose of the English version is to facilitate consultation of the document by English-speaking Shareholders, Investors and other Stakeholders, and, in case of any doubt or contradiction between the documents, the Portuguese version of the "Relatório e Contas de 2017" prevails.
All references in this document to the application of any regulations and rules refer to the respective version currently in force.
| INDEX 2 JOINT MESSAGE OF THE CHAIRMAN OF THE BOARD OF DIRECTORS AND OF THE CEO 3 |
|
|---|---|
| INFORMATION ON THE BCP GROUP 5 | |
| BCP IN 2017 6 MAIN INDICATORS 8 BCPGROUP 10 GOVERNANCE 11 MAIN EVENTS IN 2017 13 BCP SHARE 16 QUALIFIED HOLDINGS 22 |
|
| BUSINESS MODEL 23 | |
| REGULATORY, ECONOMIC AND FINANCIAL SYSTEM FRAMEWORK 24 BUSINESS MODEL 29 PERFORMANCE VERSUS THE STRATEGIC PLAN OBJECTIVES 37 |
|
| FINANCIAL INFORMATION 38 | |
| RESULTS AND BALANCE SHEET 39 BUSINESS AREAS 69 |
|
| STRATEGY 89 | |
| VISION,MISSION AND STRATEGY 90 STRATEGY 92 |
|
| RISK AND OUTLOOK 93 | |
| INTERNAL CONTROL SYSTEM 94 MAIN RISKS AND UNCERTAINTIES 96 RISK MANAGEMENT 98 BCP RATINGS 121 CAPITAL 122 PENSION FUND 124 INFORMATION ON TRENDS 126 |
|
| NON-FINANCIAL STATEMENT 129 | |
| INVOLVEMENT OF STAKEHOLDERS 130 TABLE OF CORRESPONDENCE BETWEEN THE MANAGEMENT REPORT AND THE DECREE-LAW 89/2017 132 VALUE ADDED TO EACH STAKEHOLDER GROUP 133 ENVIRONMENTAL IMPACT 146 |
|
| REGULATORY INFORMATION 150 | |
| 2017 CONSOLIDATED FINANCIAL STATEMENTS 151 APPLICATION OF RESULTS 153 GLOSSARY OF THE PERFORMANCE ALTERNATIVE MEASURES 155 |
|
| ACCOUNTS AND NOTES TO THE 2017 CONSOLIDATED ACCOUNTS 157 | |
| ACCOUNTS AND NOTES TO THE 2017 INDIVIDUAL ACCOUNTS 349 | |
| DECLARATION OF COMPLIANCE 515 | |
| ANNUAL REPORT OF THE AUDIT COMMITTEE 518 | |
| OPINION OF THE AUDIT COMMITTEE 528 | |
| EXTERNAL AUDITORS' REPORT 532 | |
| CORPORATE GOVERNANCE REPORT 556 |
Portugal and Poland registered growth rates above the European average. Mozambique and Angola, despite the macroeconomic challenges they continue to face, saw their economies begin a process of recovery compared with 2016.
In Portugal, 2017 featured GDP growth of 2.7%, the largest annual increase since 2000. Portugal grew above the average European Union rate, thereby resuming the process of economic convergence.
The economy grew in a virtuous and sustainable way. Exports maintained their notable performance and productive investment continued robust, which will have a positive impact going forward. Unemployment, meanwhile, fell to 8.1% at the end of the year, which has a significant economic and, above all, social impact.
Looking beyond the generic GDP numbers, it's important to highlight the way in which companies are investing, exporting and reaching out to new markets. For Portugal, this translates into a year of victories, proof that the Portuguese are creative and daring.
This dynamism allowed Portugal to formally exit the excessive deficit procedure in June of 2017. Some months later came recognition, in the form of improved ratings from the main ratings agencies.
At Millennium bcp, on various different levels, we knew how to work to take advantage of the improved economic and social backdrop described above. The main feature of the year was our capacity to repay the total amount of state aid ahead of the deadline, which allowed us to recover our management autonomy.
We would highlight additionally three key milestones achieved by Millennium bcp in 2017. First, the increase of net profits to 186 million Euros, with positive results in all the geographies where we operate. Second, the addition of more than 300,000 customers across the group's operations, of which 100,000 in Portugal. And third, the very significant reduction of NPEs by 1.8 billion Euros, in Portugal.
In Portugal, the net result rose to 39 million Euros in 2017, with a particular emphasis on the reduction of impaired loans and provisions. The NPEs (Non Performing Exposures) fell by 1.8 billion Euros, exceeding the annual target of 1 billion Euros. The year also saw a very favorable trend for overall business, with a particular emphasis on customer addition, to a total 5.4 million customers, a net increase of more than 300,000 customers compared with December 2016, of whom 100,000 were added in the operation in Portugal.
ActivoBank also saw strong growth of its customer base, adding more than 40,000 new customers in 2017, a 50% increase in the pace of customer addition compared with the previous year. ActivoBank finished the year with net profit of 2.73 million Euros.
In Poland we proceeded with our ambitious expansion plan, which allowed us to achieve a net profit of 160 million Euros. We continue to add new customers, many of whom choose digital channels to reach and interact with the bank.
In Mozambique, despite the macroeconomic challenges, Millennium bim increased its results significantly to 85 million Euros while return on equity rose to 24.2%.
In Angola, we continued to develop our strategic partnership with Banco Millennium Atlântico, while in Switzerland and Macao we continued to develop those operations.
Overall, 2017 was a year we can characterize as globally positive, in which we strove to ensure the development of the virtuous triangle that connects our shareholders, our customers and our employees. It was a year of value creation and of normalization of the bank's activity. It was also a year in which we were recognized for our successes. Millennium bcp received a number of the most prestigious awards bestowed on the financial sector in Portugal and the other countries where we are present, namely Mozambique, Poland and Switzerland. In Portugal, we highlight the Consumers' Choice awards for the banking sector, the "Best Digital Bank" award from Global Finance magazine, the most personal and innovative bank with the best products for companies from Data E, and the prize for "Best Commercial Bank" for ActivoBank, from World Finance magazine.
In 2018 we will continue to position ourselves as a leading bank, supporting the economy and families in Portugal and in all of the countries where we are present.
In conclusion, we would like to say a word of appreciation and thanks to the employees of the bank for their professionalism and dedication; to the shareholders for believing in this project to build the largest private national bank, and to our customers who are the reason for all our efforts.
Nuno Amado António Monteiro Chief Executive Officer Chairman of the Board Vice-Chairman of the Board of Directors of Directors

… and succe d well posit essfully imp tioned in a plemented o fast changi ver the pas ing sector, st few years following a a restructur ring plan already

A Bank committed to the preservation of cultural heritage, protection of the environment and to supporting families, businesses and communities.

TOTAL ENERGY CONSUMPTION

(2) Includes the cogeneration plant in Portugal, excludes the data center in Portugal and data from Mozambique


(*) Does not includes Mozambique
| Million euros | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | 2015 (1) | 2014 | 2013 | Chan. % 17/16 |
|
| BALANCE SHEET | ||||||
| Total assets | 71,939 | 71,265 | 74,885 | 76,361 | 82,007 | 0.9% |
| Loans and advances to customers (net) (2) | 47,633 | 48,018 | 51,022 | 52,729 | 55,744 | -0.8% |
| Total customer funds (2)(3) | 71,386 | 66,978 | 67,951 | 64,945 | 64,713 | 6.6% |
| Balance sheet customer funds (2) | 52,688 | 50,434 | 52,158 | 51,141 | 51,174 | 4.5% |
| Resources from customers (2) | 51,188 | 48,798 | 49,847 | 48,365 | 47,376 | 4.9% |
| Loans to customers (net) / Resources from customers (4) | 94% | 99% | 102% | 108% | 117% | |
| Shareholders' equity and subordinated debt | 7,250 | 5,927 | 6,269 | 6,238 | 6,945 | 22.3% |
| PROFITABILITY | ||||||
| Net operating revenues | 2,197 | 2,097 | 2,304 | 2,292 | 1,769 | 4.8% |
| Operating costs | 954 | 780 | 1,017 | 1,150 | 1,295 | 22.3% |
| Impairment and Provisions | 925 | 1,598 | 978 | 1,316 | 1,287 | -42.1% |
| Income tax | ||||||
| Current | 102 | 113 | 91 | 101 | 116 | -10.0% |
| Deferred | -72 | -495 | -54 | -199 | -326 | |
| Non-controlling interests | 103 | 122 | 126 | 110 | 94 | -15.4% |
| Net income attributable to shareholders of the Bank | 186 | 24 | 235 | -227 | -740 | 678.6% |
| Return on average shareholders' equity (ROE) | 3.3% | 0.6% | 5.3% | -6.5% | -26.5% | |
| Income before tax and non-controlling interests / Average equity (4)(5) | 4.8% | -4.5% | 7.3% | -5.1% | -24.9% | |
| Return on average total assets (ROA) (6) | 0.4% | 0.2% | 0.5% | -0.1% | -0.8% | |
| Income before tax and non-controlling interests / Average net assets (4)(5) | 0.4% | -0.3% | 0.5% | -0.3% | -1.0% | |
| Net interest margin | 2.2% | 1.9% | 1.8% | 1.6% | 1.1% | |
| Net operating revenues / Average net assets (4)(5) | 3.0% | 2.8% | 3.0% | 2.8% | 2.1% | |
| Cost to income (4)(5)(7) | 44.1% | 46.1% | 43.9% | 51.7% | 66.5% | |
| Cost to income - activity in Portugal (4)(5)(7) | 44.5% | 47.1% | 41.1% | 53.7% | 80.9% | |
| Staff costs / Net operating revenues (4)(5)(7) | 24.6% | 25.9% | 24.7% | 28.6% | 36.8% | |
| CREDIT QUALITY | ||||||
| Overdue loans (>90 days) / Total loans (2) | 5.8% | 6.8% | 7.3% | 7.4% | 7.1% | |
| Total impairment / Overdue loans (>90 days) (2) | 113.2% | 107.0% | 86.2% | 82.6% | 79.6% | |
| Non-performing exposures | 7.658 | 9.374 | 10.933 | 11.906 | 13.679 | |
| Non-performing exposures / Total loans (2) | 15.0% | 18.1% | 20.1% | 21.2% | 23.0% | |
| Restructured loans (2) | 4 184 | 5 046 | 5 393 | 6 753 | 7 012 | |
| Restructured loans / Total loans (2) | 8.2% | 9.7% | 9.9% | 12.0% | 11.9% | |
| Cost of risk (net of recoveries) (8) | 122 b.p. | 216 b.p. | 150 b.p. | 194 b.p. | 137 b.p. | |
| CAPITAL (9) | ||||||
| Common equity tier I phased-in (10) | 13.2% | 12.4% | 13.3% | 11.7% | - | |
| Common equity tier I fully-implemented (10) | 11.9% | 9.7% | 10.2% | 7.8% | - | |
| Own Funds | 5,932 | 5,257 | 6,207 | 5,827 | 6,421 | |
| Risk Weighted Assets | 40,171 | 39,160 | 43,315 | 43,515 | 43,926 | |
| Core tier I (Basel II) (4) | - | - | - | - | 13.8% | |
| Tier I (Basel II) (4) | - | - | - | - | 12.9% | |
| Total (Basel II) (4) | - | - | - | - | 14.6% | |
| BCP SHARE | ||||||
| Market capitalisation (ordinary shares) | 4,111 | 843 | 2,887 | 3,561 | 3,279 | 387.7% |
| Adjusted basic and diluted earnings per share (euros) | 0.014 | 0.019 | 0.232 | -0.259 | -1.068 | |
| Market values per share (euros) (11) | ||||||
| High | 0.2720 | 0.6459 | 1.2388 | 1.8162 | 1.3695 | |
| Low | 0.1383 | 0.1791 | 0.5374 | 0.8396 | 0.5772 | |
| Close | 0.2720 | 0.1845 | 0.6317 | 0.8487 | 1.2474 |
(1) In the scope of the merger process with Banco Privado Atlântico, Banco Millennium Angola was considered a discontinued operation in the first quarter of 2016, with effect on the same item in the activity of 2016 and 2015, given that the information as at 31 December 2015 was restated in the consolidated financial statements of BCP.
(2) Adjusted from discontinued operations: Millennium bank in Romania (2013); Millennium bcp Gestão de Activos (2014 to 2013); and Banco Millennium in Angola (2015 to 2013).
(3) Total customer funds of Millennium bcp were redefined, with reference to 31 December 2017, reflecting a broader concept in order to include amounts held by customers as part of existing agreements for their placement and management, considering comparable amounts for 2016 and 2015.
(4) According to Instruction no. 16/2004 from the Bank of Portugal, as the existing version as of 31 December 2017
(5) Given the booking of Banco Millennium Angola as a discontinued operation between March and May 2016, the consolidated balance sheet includes Banco Millennium Angola until the completion of the merger with Banco Privado Atlântico, in May 2016, while the respective contribution to consolidated results is reflected in income from discontinued operations and non-controlling interests during that period, not influencing the remaining items of the consolidated income statement.
(6) Considering net income before non-controlling interests.
(7) Excludes the impact of specific items.
(8) Adjusted from discontinued operations: Banco Millennium in Angola (2015).
(9) According with CRD IV/CRR phased-in for 2014, 2015, 2016 and 2017, and in 2013 compliant with rules from the Bank of Portugal in force.
(10) Includes the impact of the new DTAs regime for capital purposes according with IAS.
(11) Market value per share adjusted from the regrouping of shares, in October 2016, and the capital increase occurred in February 2017.
| Unit | 2017 | 2016 | 2015 | 2014 | 2013 | Var. % 17/16 | |
|---|---|---|---|---|---|---|---|
| CUSTOMERS | |||||||
| Total Customers (1) | Thousands | 5,429 | 5,122 | 5,036 | 4,907 | 4,871 | 6.0% |
| Interest paid on deposits and interbak funding | Million euros | 353 | 389 | 661 | 897 | 1,148 | -9.2% |
| Claims registered | Number | 76,918 | 72,498 | 79,108 | 71,348 | 81,719 | 6.1% |
| Claims resolved | Percentage | 97.7% | 93.2% | 97.2% | 95.1% | 98.5% | 4.8% |
| ACESSIBILITIES | |||||||
| BRANCHES | Number | 1,120 | 1,163 | 1,342 | 1,373 | 1,518 | -3.7% |
| Activity in Portugal | 578 | 618 | 671 | 695 | 774 | -6.5% | |
| International activity | 542 | 545 | 671 | 678 | 744 | -0.6% | |
| Branches opened on Saturday | 118 | 112 | 144 | 140 | 131 | 5.4% | |
| Branches with access conditions to people with reduced mobility | 802 | 828 | 978 | 981 | 1,137 | -3.1% | |
| Internet | Users number | 1,830,546 | 1,700,114 | 1,541,811 | 1,377,480 | 1,352,188 | 7.7% |
| Call Center | Users number | 353,003 | 261,620 | 273,610 | 301,338 | 230,046 | 34.9% |
| Mobile banking | Users number | 1,617,593 | 1,268,804 | 929,401 | 506,976 | 339,095 | 27.5% |
| ATM | Number | 2,950 | 2,965 | 3,115 | 3,112 | 3,341 | -0.5% |
| EMPLOYEES | |||||||
| PORTUGAL EMPLOYEES | Number | 7,189 | 7,333 | 7,459 | 7,795 | 8,584 | -2.0% |
| INTERNATIONAL EMPLOYEES (2) | Number | 8,538 | 8,474 | 9,724 | 9,845 | 10,076 | 0.8% |
| LABOUR INDICATORS (3) | |||||||
| Breakdown by professional category | Number | ||||||
| Executive Committee | 23 | 21 | 23 | 22 | 21 | 9.5% | |
| Senior Management | 150 | 146 | 171 | 161 | 165 | 2.7% | |
| Management | 1,642 | 1,669 | 1,702 | 1,768 | 1,874 | -1.6% | |
| Commercial | 9,424 | 9,453 | 10,406 | 10,648 | 11,013 | -0.3% | |
| Technicians | 3,531 | 3,459 | 3,609 | 3,641 | 3,921 | 2.1% | |
| Other | 1,061 | 1,167 | 1,330 | 1,452 | 1,711 | -9.1% | |
| Breakdown by age | Number | ||||||
| <30 | 2,235 | 2,225 | 3,029 | 3,387 | 3,710 | 0.4% | |
| [30-50[ | 9,498 | 9,820 | 10,673 | 10,925 | 11,510 | -3.3% | |
| >=50 | 4,103 | 3,875 | 3,550 | 3,391 | 3,500 | 5.9% | |
| Average age | Years | 41 | 41 | 38 | 37 | 36 | 0.0% |
| Breakdown by contract type | Number | ||||||
| Permanent | 14,668 | 14,876 | 15,904 | 16,329 | 17,504 | -1.4% | |
| Temporary | 1,168 | 1,044 | 1,035 | 1,073 | 894 | 11.9% | |
| Trainees | 298 | 0 | 313 | 301 | 329 | ||
| Employees with working hours reduction | Number | 187 | 202 | 153 | 155 | 169 | -7.4% |
| Recruitment rate | Percentage | 9.7% | 8.2% | 7.3% | 8.1% | 6.6% | 18.3% |
| Internal mobility rate | Percentage | 18.5% | 18.0% | 16.4% | 16.4% | 15.9% | 2.8% |
| Leaving rate | Percentage | 10.3% | 9.1% | 10.0% | 11.1% | 9.1% | 13.2% |
| Free association (4) | Percentage | ||||||
| Employees under Collective Work Agreements | 99.6% | 99.6% | 99.5% | 99.6% | 99.7% | 0.0% | |
| Union Syndicated Employees | 78.5% | 78.9% | 72.0% | 73.2% | 75.9% | -0.5% | |
| Hygiene and safety at work (HSW) | |||||||
| HSW visits | Number | 159 | 376 | 194 | 180 | 376 | -57.7% |
| Injury rate | Percentage | 0.0% | 0.0% | 0.0% | 0.0% | 0.0% | |
| Death victims | Number | 0 | 1 | 0 | 0 | 0 | |
| Absenteeism rate | Percentage | 4.3% | 4.2% | 4.0% | 3.6% | 3.8% | 2.4% |
| Lowest company salary and minimum national salary | Ratio | 1.3 | 1.1 | 1.9 | 1.7 | 1.7 | 12.3% |
| ENVIRONMENT (5) | |||||||
| Greenhouse gas emissions (6) Electricity consumption (7) |
tCO2eq | 55,683 | 59,864 | 58,439 | 65,470 | 72,691 | -7.0% |
| MWh | 63,131 | 68,055 | 76,513 | 88,789 | 114,402 | -7.2% | |
| Production of waste (8) | t | 599 | 1,332 | 2,078 | 1,568 | 1,294 | -55.1% |
| Water consumption (9) | m3 | 233,857 | 239,279 | 358,228 | 554,307 | 361,968 | -2.3% |
| SUPPLIERS | |||||||
| Time of payment and time contractually agreed, in Portugal | Ratio | 1 | 1 | 1 | 1 | 1 | 0.0% |
| Purchase from local suppliers | Percentage | 86.5% | 91.7% | 92.8% | 86.5% | 92.6% | -5.7% |
| DONATIONS | Million euros | 1.9 | 1.7 | 2.0 | 2.2 | 3.2 | 6.2% |
Data for 2016 and 2017 does not include Angola, whose operation was discontinued in 2016.
(1) Pro-forma. Excludes Angola. From 2015-2017, Total Active Customers in M ozambique, instead of Total Customers
(2) Number of Employees for all operations except Poland, where are reported Full Time Equivalent (FTE). Does not include M illennium bcp Bank & Trust employees.
(3) Employees information (and not FTE) for: Portugal, Poland, M ozambique and Switzerland.
(4) The value reflects only operations where the regimes are applicable. Collective work agreement: Portugal and M ozambique. Syndicate: Portugal and M ozambique.
(5) Data do not include Angola (2013 to 2017).
(6) Data do not include M oçambique (2016).
(7) Data include eletricity from public grid. Does not include the cogeneration plant in Portugal neither 2016 energy consumption in M ozambique.
(8) Data does not include Switzerland (2013) neither M ozambique (2012 and 2013). (9) Data does not include Switzerland (2012 to 2016), neither M ozambique (2016).
Banco Comercial Português, S.A. (BCP, Millennium bcp or Bank) is the largest Portuguese privately-owned bank. The Bank, with its decision centre in Portugal, operates and acts with respect for people and institutions, focusing on the Customer, pursuing a mission of excellence, trust, ethics and responsibility, and is a distinguished leader in various financial business areas in the Portuguese market and a reference institution on an international level. The Bank also holds a prominent position in Africa through its banking operations in Mozambique (in Angola, Banco Millennium Angola - BMA merged with Banco Privado Atlântico-BPA) and in Europe through its banking operations in Poland and Switzerland. Since 2010, the Bank operates in Macau through a full branch.
Incorporation and organic growth to attain a relevant position
1985: Incorporation
1989: Launching of NovaRede
Until 1994 Organic growth, reaching market shares of around 8% in loans and deposits in 1994
Development in Portugal through acquisitions and partnerships 1995: Purchase of Banco
Português do Atlântico, S.A.
2000: Purchase of Banco Pinto & Sotto Mayor to CGD and incorporation of the José de Mello Group (Banco Mello and Império)
2004: Agreement with the CGD Group and Fortis (Ageas) for the insurance business
Internationalization and adoption of a single brand 1993: Beginning of
operations in the East 1995: Beginning of operations in Mozambique
1998: Partnership Agreement with BBG
1999: Establishment of a greenfield operation
in Greece 2000: Integration of the insurance operation into
(Poland)
• Establishment of Banque Privée
• Alteration of the name
of the operation in Poland
to Bank Millennium
• Launch of the single brand concept, Millennium
• Sale of Crédilar • Sale of BCM, maintaining an offshore branch in Macau • Sale of the insurance activity and partnership agreement with Ageas for the bancassurance activity
•Sale of a 50.001% stake in Interbanco • Completion of the sale of 80.1% of the share capital of Banque BCP in France and in Luxembourg
2010: Sale of 95% of Millennium bank in Turkey and establishment of an agreement for the sale of the totality of the branch network and respective deposits base of Millennium bcp bank in the USA
• Sale of the totality of the share capital of Millennium Bank Greece to Piraeus Bank
• Sale of 10% of the share capital of Banque BCP in Luxembourg •Sale of the totality of the stake in Piraeus Bank
• Sale of the totality of the share capital of Banca Millennium in Romania • Sale of the totality of the 49% stake in Non-Life Insurance, held in Ocidental and Médis
• Sale of the totality of the share capital of Millennium bcp Gestão de Ativos • Sale of 15.41% of the share capital of Bank Millennium
2016: Merger of Banco Millennium Angola with Banco Privado Atlântico
Banco Comercial Português, S.A. has a one-tier management and supervision model, composed of a Board of Directors, which includes an Executive Committee and an Audit Committee composed of only non-executive directors. The Company also has a Remuneration and Welfare Board and an International Strategic Board.
In addition, the Group uses a Statutory Auditor and an external auditing firm to audit the individual and consolidated accounts of the Bank, whose appointment is resolved at the General Meeting.
The members of the governing bodies were elected at the General Meeting of Shareholders held on 11 May 2015 to perform duties for the three-year period 2015/2017.

The General Meeting is the highest governing body of the company, representing the entirety of the shareholders, and its resolutions are binding for all when adopted under the terms of law and the articles of association. The General Meeting is responsible for:
The Board of Directors (BD) is the governing body of the Bank with the most ample powers of management and representation, pursuant to the law and the articles of association.
Under the terms of the articles of association in effect, the Board of Directors is composed of a minimum of 17 and a maximum of 25 members with and without executive duties, elected by the General Meeting for a period of three years, who may be re-elected. The increase of the number of members of the Board of Directors to 25 was approved on 9 November 2016.
The Board of Directors which ended its function on 31 December 2017 was composed of 19 permanent members, with 11 non-executive and 8 executive members.
The Board of Directors appointed an Executive Committee (EC) composed of 8 of its members, to which it delegates the day-to-day management of the Bank. During 2017 the Executive Committee was assisted in its management functions by several commissions and sub-commissions which oversaw the monitoring of certain relevant issues.
The supervision of the company is made by an Audit Committee elected by the General Meeting of Shareholders and composed of 3 to 5 members, elected together with the majority of the remaining directors. The lists proposed for the Board of Directors should indicate the members to be part of the Audit Committee and indicate the respective Chairperson.
The Remuneration and Welfare Board is composed of 3 to 5 members, elected by the General Meeting, the majority of whom should be independent.
The Company Secretary and the Alternate Secretary are appointed by the Bank's Board of Directors, and their term-of-office matches that of the Board of Directors that appointed them.
| Board of Directors |
Executive Committee |
Audit Committee |
Remuneration and Welfare Board |
Board for International Strategy |
|
|---|---|---|---|---|---|
| António Vitor Martins Monteiro (BD Chairman) | | | |||
| Carlos José da Silva (BD Vice-Chairman) | | | |||
| Nuno Manuel da Silva Amado (BD Vice-Chairman and CEO) | | | | ||
| Álvaro Roque de Pinho Bissaia Barreto | | ||||
| André Magalhães Luiz Gomes | | ||||
| António Henriques de Pinho Cardão | | ||||
| António Luís Guerra Nunes Mexia | | ||||
| Cidália Maria Mota Lopes | | | |||
| Jaime de Macedo Santos Bastos | | | |||
| João Manuel de Matos Loureiro (AC Chairman) | | | |||
| João Nuno de Oliveira Jorge Palma | | | |||
| José Jacinto Iglésias Soares | | | |||
| José Miguel Bensliman Schorcht da Silva Pessanha | | | |||
| Lingjiang Xu | | ||||
| Maria da Conceição Mota Soares de Oliveira Callé Lucas | | | |||
| Miguel de Campos Pereira Bragança | | | |||
| Miguel Maya Dias Pinheiro | | | |||
| Raquel Rute da Costa David Vunge | | ||||
| Rui Manuel da Silva Teixeira | | | |||
| José Gonçalo Ferreira Maury (Chariman of RWB) | | ||||
| José Guilherme Xavier de Basto | | ||||
| José Luciano Vaz Marcos | | ||||
| Manuel Soares Pinto Barbosa | | ||||
| Carlos Jorge Ramalho dos Santos Ferreira (Chairman of BIS) | | ||||
| Francisco de Lemos José Maria | | ||||
| Josep Oliu Creus | |
On 28 June 2017, three new non-executive members of the Board of Directors were co-opted: Ms. Gu Xiaoxu, Mr. Li Cheng and Mr. Zhihua Shen. The evaluation process and the fit and property is still pending.
Renewal of membership of the ECO Movement - Companies against Fires, a project that aims to contribute to the prevention of forest fires and raise public awareness on risky behaviour.
Granting of a 500 million Euro loan to Millennium bcp by the European Investment Bank for the granting of loans to SMEs and to medium capitalization companies in Portugal.
Information on the decision made by the ECB on prudential minimum requirements which must be observed as of 1 January 2018, a decision based on the results of the Supervisory Review and Evaluation Process (SREP). In addition, BCP was informed by Banco de Portugal on the capital buffers it must observe in its capacity as "other systemically important institution" (O-SII). The own funds minimum requirements to be observed as of 1 January 2018, determined in view of total risk weighted assets, are the following: CET1 ratio of 8.8125%, T1 ratio of 10.3125% and total ratio of 12.3125%. The buffers include the own funds conservation buffer (1.875%), the countercyclical buffer (0%) and the buffer for other institutions of systemic importance (0.1875%). In accordance with the decision made by the BCE within the scope of SREP, the Pillar 2 requirement for BCP in 2018 is 2.25%, representing a reduction of 0.15 p.p versus 2017.
2017 was globally positive for the stock markets. The presentation of global robust activity indicators, in both industry and services, associated with a context featuring by low interest rates, generated gains in the Euro area and in the USA. In spite of the fact that the North-American Federal Reserve (Fed) increased its interest rate three times during 2017, the Euro appreciated 14% versus the USD, reflecting also the favourable opinion of the markets on the European political environment. The year of 2017 also featured an increase in consumer confidence levels, a significant trigger due to the impact it has on consumption and, consequently, on the economy.
In Portugal, the PSI 20 closed the year recording 15% gains, exceeding its main European peers, reflecting the recognition by investors of the improvements in the macroeconomic indicators in Portugal (with economic growth above the average of the Euro area) and of the significant decline in interest rates for public debt. This improvement was also perceived by the rating agencies: in September S&P removed the Portuguese republic from Non-Investment Grade and, in December, Fitch placed the Portuguese Republic in Investment Grade.
During 2017 the Bank strengthened its capital ratios and benefited from the perception by the investors of the decrease in sovereign risk, rising 47.5%, compared with the 8.1% rise of the European Banks Index (STOXX® Europe 600 Banks).
| Units | 2017 | 2016 | |
|---|---|---|---|
| ADJUSTED SHARE PRICES | |||
| Maximum price | (€) | 0.2720 | 0.6459 |
| Average price | (€) | 0.2162 | 0.3312 |
| Minimum price | (€) | 0.1383 | 0.1791 |
| Closing Price | (€) | 0.2720 | 0.1845 |
| SHARES AND EQUITY | |||
| Number of ordinary shares (in circulation) | (M) | 15,114 | 787 |
| Equity attributable to the group | (M€) | 6,081 | 4,382 |
| Equity attributable to ordinary shares (1) | (M€) | 6,021 | 4,322 |
| AMOUNTS PER SHARE | |||
| Adjusted net income (EPS) (2) (3) | (€) | 0.014 | 0.019 |
| Book value (4) | (€) | 0.398 | 4.586 |
| MARKET VALUING INDICATORS | |||
| Closing price as multiple of book value | (PBV) | 0.68 | 0.20 |
| Closing Stock Exchange capitalization: | (M€) | 4,111 | 843 |
| LIQUIDITY | |||
| Volume of transactions | (M€) | 3,946 | 2,213 |
| Average daily volume of transactions | (M€) | 15.5 | 8.6 |
| Number of shares traded (5) | (M) | 18,412 | 6,272 |
| Average daily volume of shares traded (5) | (M) | 72.2 | 24.4 |
| Capital Rotation (6) | (%) | 132.6% | 144.2% |
(1) Equity attributable to the group - Preferential shares
(2) Considering the average number of shares in circulation
(3) Adjusted to the share capital increase operation completed in February 2017
(4) Considering the number of shares after deduction of the number of own shares In the portfolio
(5) Adjusted to the share capital increase operation completed in 2017
(6) Effective total number of traded shares over the annual average number of shares issued
The BCP share went up 47.5% in 2017, comparing to a rise of 15.2% in the PSI20 index and of 8.1% in the European index STOXX® Europe 600 Banks.
In the first quarter of 2017, the BCP share recorded a gain of 6.3%. The BCP share started the year with losses, pursuant to the disclosure of the share capital increase amounting to 1.3 million Euros in January 2017. However this trend was inverted and the BCP share began to recover after the completion of the share capital increase, the admission to trading of the new shares and the early repayment of the remaining value of capital hybrid instruments, amounting to 700 million Euros.
In the 2nd quarter of 2017, the BCP share recorded an expressive growth (+20.2%), taking advantage of more positive prospects for the banking sector, the improvement of the macroeconomic context in Portugal and the upward revisions of the GDP forecasts from the Banco de Portugal and the IMF.
During the 3rd quarter of 2017, the BCP share gained 4.1%, reflecting the upgrade in the rating of the Portuguese Republic to Investment Grade by S&P, in spite of the fact that the market's prevailing idea was that the supervisor would exercise pressure on the reduction by the banks of their non-performing loans and increase the coverage for NPEs, motivating a transversal negative interpretation which affected some banks, including BCP. The share was also conditioned by the uncertainty regarding the probability and timing of the increase of the official interest rates from the ECB, which delays the positive effect caused by higher interest rates on banks' income.
During the last quarter of 2017, the BCP share surged 10.9%, supported by the several upgrades in the price target for BCP, the upgrade in the rating of the Portuguese Republic to Investment Grade, attributed by the rating agency Fitch, and by S&P's upgrade of BCP's outlook rating to positive.
| Index | Variation 2017 |
|---|---|
| BCP Share | 47.5% |
| PSI Financials | 39.4% |
| PSI20 | 15.2% |
| IBEX 35 | 7.4% |
| CAC 40 | 9.3% |
| DAX | 12.5% |
| FTSE 100 | 7.6% |
| MIB FTSE | 13.6% |
| Eurostoxx 600 Banks | 8.1% |
| Dow Jones | 25.1% |
| Nasdaq 100 | 31.5% |
| S&P500 | 19.4% |
Source: Euronext, Reuters, Bloomberg
During 2017 approximately 3.95 billion Euros in BCP shares were traded, corresponding to an average daily turnover of 15.5 million Euros. During this period, approximately 18.41 billion shares were traded (volumes adjusted due to the share capital increase), corresponding to an average daily volume of 72.2 million shares. The capital turnover index came to 132.6% of the average annual number of shares issued.
The BCP share is part of over 50 domestic and international stock exchange indexes among which we highlight the Euronext PSI Financial Services, PSI 20, Euronext 150, and NYSE Euronext Iberian.
| Index | Weight |
|---|---|
| Euronext 1 150 |
1.47% |
| Iberian Ind dex |
0.77% |
| PSI 20 | 17.04% |
| PSI Genera al |
7.04% |
| PSI Financ ial Services |
69.09% |
Source: Eur ronext, 29 Decem mber 2017
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The fo during relativ time. ollowing table s g 2017, as well ve evolution ve summarizes th as the price va ersus the main e relevant fact ariations occur n reference do ts directly relat rred on the fol mestic and Eu ted with Banco lowing day and uropean indexe Comercial Por d on the 5 subs es during the m rtuguês that oc sequent days a mentioned per ccurred and the riods of
| Nr. | Date | Relevant Fa cts |
Var. +1D |
Var r. versu us PSI2 20 (1D ) |
Var. versu us STOXX® ® Europe 60 00 Banks (1D D) |
Var. +5D |
Var. versus PSI20 (1D) |
Var. versus STO OXX® Euro ope 600 Ban ks (5D) |
|---|---|---|---|---|---|---|---|---|
| 1 | 9 Jan | Decisio on by the Board o of Directors |
- -11.3% |
-10.1 1% |
-11.2% | -22.9% | -20.7% | -2 22.5% |
| 2 | 9 Jan | Resolu tion on the share e capital increas se |
- -11.3% |
-10.1 1% |
-11.2% | -22.9% | -20.7% | -2 22.5% |
| 3 | 11 Jan | 2017 E Events Calendar |
-2.8% | -2.8% % |
-2.1% | 10.6% | 10.2% | 10 0.9% |
| 4 | 12 Jan | Presen tation of the roa adshow on the sha are capital increa ase |
5.7% | 5.2% % |
3.7% | 0.8% | 1.1% | -0 0.1% |
| 5 | 7 Feb | Registr ration of the sha re capital increas se at the Compan nies registry |
-7.0% | -6.9% % |
-6.2% | -7.6% | -8.5% | -9 9.2% |
| 6 | 9 Feb | Repaym ment of the capit tal hybrid instrum ments |
0.3% | 0.1% % |
1.1% | 0.5% | -0.3% | -1 1.2% |
| 7 | 1 10 Feb |
Renunc ciation of a mem mber of the Board o of Directors; |
-1.4% | -1.3% % |
-2.3% | 2.6% | 1.8% | 1 .1% |
| 8 | 2 23 Feb |
S&P Up pgrade |
-1.9% | -1.5% % |
-0.5% | 4.9% | 3.3% | 3.5% 3 |
| 9 | 3 Mar | Bank M Millennium (Polan nd) 2016 Earning gs |
-0.3% | 0.2% % |
0.9% | 0.6% | 1.4% | -0 0.6% |
| 10 | 6 Mar | 2016 C Consolidated ear nings |
-3.2% | -3.1% % |
-2.9% | 1.2% | 1.5% | -1 1.3% |
| 11 | 2 25 Apr |
Bank M Millennium (Polan nd) 1Q2017 Earning gs |
-1.1% | -1.3% % |
-1.3% | 3.6% | 2.2% | 3.5% 3 |
| 12 | 8 May | 1Q201 7 Consolidated e earnings |
0.8% | 0.4% % |
1.2% | -1.7% | -1.9% | -1 1.9% |
| 13 | 1 10 May |
Resolu tions adopted by y the Annual Genera al Meeting of Sha areholders |
-0.3% | 0.1% % |
0.2% | -6.9% | -4.4% | -4 4.6% |
(contin nues)
| Nr. | Date | Relevant Facts | Var. +1D |
Var. versus PSI20 (1D) |
Var. versus STOXX® Europe 600 Banks (1D) |
Var. +5D |
Var. versus PSI20 (1D) |
Var. versus STOXX® Europe 600 Banks (5D) |
|---|---|---|---|---|---|---|---|---|
| 14 | 23 May | New issue of mortgage bonds | 2.2% | 2.3% | 2.1% | 6.4% | 5.1% | 8.3% |
| 15 | 28 Jun | Decision by the Board of Directors | -2.0% | -1.1% | -2.6% | 1.7% | 1.4% | -0.4% |
| 16 | 25 Jul | Bank Millennium (Poland) 1H2017 Earnings |
-1.2% | -0.9% | -1.6% | -3.4% | -2.5% | -3.3% |
| 17 | 27 Jul | 1H2017 Consolidated earnings | -4.7% | -3.2% | -3.8% | -9.4% | -8.0% | -8.5% |
| 18 | 1 Sep | Information on administrative proceedings |
-1.5% | -0.9% | -0.7% | -6.5% | -4.7% | -4.3% |
| 19 | 28 Sep | Information on the Platform for the Integrated Management of past due loans |
0.5% | -0.1% | 0.0% | 0.4% | -0.6% | 0.1% |
| 20 | 30 Oct | Bank Millennium (Poland) 3Q2017 Earnings |
0.6% | 0.1% | 0.8% | 0.1% | 1.9% | 1.8% |
| 21 | 13 Nov | 9M2017 Consolidated earnings | -0.6% | -0.8% | 0.3% | -0.2% | -0.7% | 0.6% |
| 22 | 23 Nov | Information on the potential issue of subordinated notes |
0.1% | 0.6% | -0.4% | 3.4% | 2.4% | 2.3% |
| 23 | 29 Nov | Information on the issue of subordinated notes |
1.0% | 0.8% | 1.6% | 2.4% | 1.9% | 4.5% |
| 24 | 20 Dec | Information on the prudential minimum requirements to be observed as of 1 January 2018 |
0.1% | 0.3% | -0.8% | 0.7% | 1.0% | 1.3% |
| 25 | 28 Dec | Information on the 2018 Events Calendar |
0.7% | 0.3% | 0.9% | 10.2% | 5.6% | 8.6% |
(continuation)
The following graph illustrates the performance of BCP shares over the reference period:

Pursuant to the conditions of the issue of Core Tier I Capital Instruments underwritten by the State under Law number 63-A/2008 and Implementing Order number 150-A/2012, the Bank could not distribute dividends until the issue was fully reimbursed. This restriction was in effect during the financial years 2013 to 2016.
With the share capital increase concluded in February 2017, the Bank intends to meet the conditions to accelerate the return to normality, including the potential distribution of dividends, so as to be able to have a dividend pay-out policy not inferior to 40% of eventual distributable earnings, subject to regulatory requirements.
The Bank participated in various events during 2017, having attended 6 conferences and 11 road shows in Europe and in the USA, where it gave institutional presentations and held one-on-one meetings and group meetings with investors. More than 540 meetings were held with analysts and institutional investors, which continues to reflect their significant interest in relation to the Bank.
Treasury shares held by entities included in the consolidation perimeter are held within the limits established by the bank's by-laws and by the Portuguese Companies Code.
As at 31 December 2017, Banco Comercial Português, S.A. held no treasury stock in portfolio, and there were no purchases or sales of own shares throughout the year. However, the item "Treasury Stock" recorded 323,738 shares (31 December 2016: 2,689,098 shares) held by customers. Considering that for some of these customers there is evidence of impairment, the Bank's shares held by these customers were considered as treasury stock and, in accordance with the accounting policies, written off from equity.
Regarding treasury stock held by associate companies of the BCP Group, pursuant to the note to the financial statements number 50, as at 31 December 2017, Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. holds 142,601,002 BCP shares (31 December 2016: 8,694,500 shares) amounting to 38,531,000 Euros (31 December 2016: Euros 9,312,000).
According to Interbolsa, on 31 December 2017, the number of Shareholders of Banco Comercial Português was of 166,960.
By the end of 2017 there were four Shareholders with a qualifying shareholding, two of which with a stake above 5% of the Bank's share capital.
| Shareholding Structure | Nr. of Shareholders | % of share capital |
|---|---|---|
| Individual Shareholders | ||
| Bank Employees | 2,831 | 0.23% |
| Other | 159,296 | 21.89% |
| Company Shareholders | ||
| Institutional | 346 | 23.50% |
| Qualifying | 4 | 51.49% |
| Other Companies | 4,483 | 2.89% |
| TOTAL | 166,960 | 100% |
Shareholders with more than 5 million shares represented 76% of the share capital. During 2017, there was a significant increase in the percentage of capital held by foreign investors, mostly due to the Bank's share capital increase made in February 2017.
| Nr. of shares per Shareholder | Nr. of Shareholders | % of share capital |
|---|---|---|
| >5,000,000 | 125 | 76.17% |
| 500,000 to 4,999,999 | 964 | 7.35% |
| 50.000 to 499.999 | 12,712 | 10.77% |
| 5,000 to 49,999 | 43,416 | 5.05% |
| < 5,000 | 109,743 | 0.65% |
| TOTAL | 166,960 | 100% |
During 2017, the relative weight of the Shareholders in Portugal decreased from 53% to 31%, due mainly to the completion of the share capital increase operation.
| Nr. of Shares (%) | |
|---|---|
| Portugal | 31.2% |
| China | 27.1% |
| Africa | 19.6% |
| United Kingdom / USA | 10.9% |
| Other | 11.1% |
| Total | 100% |
On 31 December 2017, the following Shareholders held more than 2% of the share capital of Banco Comercial Português, S.A.:
| 31 December 2017 | |||||
|---|---|---|---|---|---|
| Shareholder | Nr. of Shares | % of share capital |
% voting rights |
||
| Chiado (Luxembourg) S.à r.l., a company held by Fosun International Holdings Ltd (Fosun Group) |
4,089,789,779 | 27.06% | 27.06% | ||
| TOTAL FOR FOSUN GROUP | 4,089,789,779 | 27.06% | 27.06% | ||
| Sonangol - Sociedade Nacional de Combustíveis de Angola, E.P., directly |
2,946,353,914 | 19.49% | 19.49% | ||
| TOTAL FOR SONANGOL GROUP | 2,946,353,914 | 19.49% | 19.49% | ||
| EDP Pension Fund * | 319,113,690 | 2.11% | 2.11% | ||
| TOTAL FOR EDP GROUP | 319,113,690 | 2.11% | 2.11% | ||
| BlackRock, Inc.** | 427,218,720 | 2.83% | 2.83% | ||
| TOTAL FOR BLACKROCK GROUP | 427,218,720 | 2.83% | 2.83% | ||
| TOTAL OF QUALIFYING STAKES | 7,782,476,103 | 51.5% | 51.5% |
* Allocation according to article 20 (1.f) of the Securities Code.
**According to the communication of 29 December 2017.
The voting rights referred to above are the result of the direct and indirect stakes of Shareholders in the share capital of Banco Comercial Português. No other imputation of voting rights foreseen in article 20 of the Securities Code was communicated or calculated.
The regulatory agenda in 2017 was essentially marked, at the international level, by the finalization of Basel III and by the discussion of the European Commission's proposal to revise the capital requirements and banking resolution framework and, at a national level, by the adoption of regulation regarding conduct and macro prudential supervision.
The Basel Committee finalized the Basel III proposed amendments with the purpose of enhancing the quality of banks' capital and reducing the variability of risk-weighted assets. The main changes refer to internal models, standardized credit risk method, revised market risk and operational risk framework. The agreement will be implemented from 2022, with a transitional period of seven years.
On 23 November 2016, the European Commission presented a comprehensive package of risk reduction proposals aimed at the banking sector, comprising measures relating to capital requirements and bank recovery and resolution measures. The negotiations to agree on a final compromise text with the European Commission are ongoing, nonetheless, given their urgency, amendments related to (i) the transition regime to reduce the impact of the introduction of IFRS 9 on own funds; and, (ii) the position of the unsecured debt instruments in the insolvency hierarchy (requiring transposition into national law) entered into force at the end of 2017.
Under the action plan and policies aimed at reducing the volume of non-performing loans (NPLs), the European Commission submitted in early 2018 a proposal to amend the Capital Requirement Regulations (CRR), which includes a minimum loss coverage for Non-performing assets (NPAs), as well as a proposal for a directive to promote the recovery of collaterals through out-of-court procedures. The Capital Market Union continues to be a strategic priority of the European Commission
At the national level, the transposition of the Markets in Financial Instruments Directive (MiFID II/RMIF) is undergoing. This regime extends the duties of trade transparency to a wider class of assets and derivative contracts, together with the respective trading platforms, while establishing the requirements related with automated and high frequency algorithmic trading. This Directive also defines the requirements for independent investment advice, governance on the distribution and creation of new products and for information to be provided to the Client.
The delegated regulation on the packaged retail investment and insurance products (PRIIP) entered into force at the beginning of 2018 aimed at protecting consumers and establishing a common regulation for the key information document to be provided to the Clients.
Other relevant issues in 2017 on the regulatory agenda relating to the Portuguese financial system include:
These changes represent a demanding framework in terms of (i) binding requirements, (ii) implementing and revising procedures, (iii) risk management (existing and emerging risks), (iv) reporting to supervisors and disclosure to other stakeholders, (v) security of operations and data quality, and, (vi) the prospects for the business. Therefore, the Bank has implemented or has in place several strategic projects aiming at the proper compliance with the regulations and equipping the Bank with the necessary capacities and agility to face the challenges posed by the constant evolution of the regulatory framework.
According to the International Monetary Fund (IMF), in 2017, the world economy is expected to have expanded by 3.7%, which if materialized would correspond to the highest growth rate since 2011.
The acceleration of activity cut across most economies. Among the developed economies it should be highlighted the better than expected performance of the US and the Euro Area, which recorded growth rates of 2.3% and 2.5%, respectively. In the case of the US, the expansion of aggregate demand was supported mainly by the recovery of non-residential investment, while in the Euro Area the favourable external climate benefitted exports, thereby offsetting the slowdown in consumption and fixed investment. Concerning the emerging economies, it is worth mentioning the recovery of activity in Brazil, which grew 1.0% following two years of recession, and the absence of any signs of deceleration in China, with GDP growth staying around 7% (6.9%).


Source: IMF WEO (Jan 2018)
In 2018, the IMF foresees a firming of the current cycle of activity expansion, grounded on the rise of investment, in particular in the developed countries. Thus, the growth rate of the world's GDP is expected to rise from 3.7%, in 2017 to 3.9%, in 2018. The main uncertainty factors that could undermine this scenario hinge on the possibility of a correction in the global financial markets, deepening protectionism and an intensification of geopolitical risks.
The year of 2017 was particularly favorable for financial markets, with expressive appreciations of the main asset classes and surprisingly low volatility levels. This benign evolution resulted from the confluence of a set of
positive factors, including the acceleration of the world's GDP, the continuation of extremely accommodative monetary conditions at the global level and the dissipation of some of the most worrying geopolitical risks. In the US, positive expectations relative to the effects of the economic policy of the new Administration propelled the equity indexes to historic records, while in Europe, the euro stood out for the robustness and breadth of its appreciation, given the more solid economic environment relative to the preceding years. The financial assets of the emerging markets also evolved in a very satisfactory way, due to, on the one side, the generalized depreciation of the US dollar and, on the other, the intensification of the recovery trajectory of the commodities' sector, in particular of oil.
THE WORLD EQUITY INDEX VALUATED AND THE VOLATILITY REMAINED AT LOW LEVELS

The unlikely combination of the acceleration of world economic growth with the absence of inflationary risks allowed the main central banks to reduce very slightly the global degree of accommodation of monetary policy. The US Federal Reserve continued to proceed with the normalization of interest rates, raising its key rate from 0.75% to 1.50% over 2017, and has also started the process of reducing its balance sheet, through the gradual sale of the debt securities accumulated since 2009 under the strategy of quantitative easing. For its part, the ECB announced the extension of its public and private debt purchase program through September 2018, but reduced the monthly pace of securities purchases, having maintained all its key rates at the levels seen at the end of 2016.
In 2017 the Portuguese GDP grew 2.7%, which corresponds to a strong acceleration relative to the 1.6% observed in 2016. The performance of the Portuguese economy benefitted from the vigour of external demand, both in terms of goods and of tourism activity, as well as the rise in the confidence of domestic economic agents, in a context of lower interest rates, growing dynamism of the labor market and improvements in the control of public finances.
The improvement of the economic and financial condition of Portugal made possible an upgrade of the credit rating of the Portuguese Republic by some of the main rating agencies to investment

grade, which, together with the ECB's public debt purchase program, contributed to the expressive reduction of the risk premia implicit in the Portuguese government bonds throughout 2017, with favourable repercussions on the conditions with which domestic issuers access capital markets.
In 2018, the process of consolidation of the Portuguese economic recovery is expected to continue, supported by the dynamism of exports and by the progressive strengthening of investment, while private consumption is expected to evolve in a more moderate fashion, due to the low level of the savings rate.
In Poland, GDP expanded strongly in 2017 (4.6%) stemming from the rise in private consumption, stimulated by wage acceleration and the improvement in employment, and also by the expansion of public investment. Although this performance carries inflationary risks, the inflation rate stood at levels compatible with the central bank's goal, which made it possible to maintain the key interest rates unaltered. In terms of foreign exchange, the Zloty drew an appreciation trajectory throughout the year, reflecting the good performance of the Polish economy along with the positive sentiment in international financial markets. In 2018, the European Commission reckons that the recovery of investment will not be enough to compensate the deceleration of private consumption, meaning that the growth pace of GDP should slow down to levels closer to 4.0%.
Mozambique continues to face a challenging macroeconomic environment. The strong slowdown of activity observed in 2016 in the wake of the fall in the prices of commodities, the deterioration of public finances and the loss of confidence of foreign investors as a result of the release of information regarding the indebtedness of some important state-owned companies, continued to penalize the economic performance in 2017. According to the IMF the GDP growth rate in 2017 is likely to have stood at 3.0%. Nevertheless, for the whole year, the Metical has appreciated, recovering partially from the strong depreciation in 2016, which together with a tighter monetary policy contributed to the reduction of the inflation rate in the second half of the year. In this context, the implementation of a program of robust economic policies aimed at correcting the structural imbalances and the development of a climate favorable to productive activities is instrumental in enabling Mozambique to return to higher GDP growth rates and to stimulate the benefits of the on-going megaprojects.
In Angola, there remain important challenges concerning the correction of the macroeconomic imbalances that have surfaced in the wake of the fall of oil prices in international financial markets in 2015/2016. Still, the government estimates GDP to have grown 0.9% in 2017, following the stagnation observed in the previous year, and has strongly committed to implement important structural reforms with the goal of breaking the current cycle of low growth and high inflation levels.
Annual growth rate (in %)
| 2015 | 2016 | 2017 | 2018 | 2019 | |
|---|---|---|---|---|---|
| European Union | 2.3 | 2.0 | 2.5 | 2.1 | 1.8 |
| Portugal | 1.6 | 1.6 | 2.7 | 2.2 | 1.8 |
| Poland | 3.9 | 2.6 | 4.6 | 3.3 | 3.0 |
| Sub-Saharan Africa | 3.4 | 1.4 | 2.7 | 3.3 | 3.5 |
| Angola | 3.0 | -0.7 | 1.0 | 2.3 | 1.4 |
| Mozambique | 6.6 | 3.8 | 3.0 | 3.0 | 2.5 |
Source: IM F and national statistics institutes
IM F estimate (M arch 2018)
The early repayment of the remaining outstanding Core Tier 1 hybrid instruments ("CoCos") by BCP to the Portuguese State at the beginning of the year was one of the main events of the Portuguese banking system in 2017. The full reimbursement allowed, on the one hand, to successfully conclude the State support to BCP, and, on the other hand, to mark the normalization of the Bank's activity and the full recovery of its autonomy, both being critical aspects to the recovery and stabilization process of the banking sector in Portugal, considering BCP's size and systemic importance.
The evolution and performance of the banking system in 2017 continued to be conditioned by the implementation and revision of regulation and legislation, and by even more demanding and costlier supervision. In addition, it was also marked by the strengthening of the capital levels (e.g. capital increase in Caixa Geral de Depósitos, BCP, Novo Banco and Caixa Económica Montepio Geral), by the completion of the Public Offering for Acquisition of Banco BPI's common shares launched by its majority shareholder Caixabank, and on Caixa Económica Montepio Geral's participation units launched by its majority shareholder Montepio Geral Associação Mutualista, by the closing of the sale process Novo Banco to Lone Star and by the integration of the former Banco Popular Portugal into Banco Santander Totta.
During 2017, the clear signs of recovery of the core banking items (e.g. improvement in net interest income, despite the maintenance of reference interest rates at minimum levels, and reduction of operating costs, with the improvement of the efficiency levels reflecting the operational restructuring initiatives implemented by the banks) and the significant reduction of non-performing loans (via sales and write-offs) combined with the reinforcement of coverage by provisions and collateral, allowed the improvement of the profitability of the domestic activities of the main banks, with the exception of Novo Banco, which presented significant losses. The current restructuring plan of Novo Banco initiated by the new shareholder following the closing of sale process, associated with the activation of the Contingent Capitalization Mechanism established in the sale agreements of the controlling shareholder position, together with potential financial needs arising from both the resolution of Banco Espírito Santo and BANIF, represent risks to the banking system.
In spite of the challenges associated with the need to adapt to both the new regulatory context and the new competitive environment (namely in some business segments associated with the expansion of the offer boosted by the technological innovation inherent to the entry into force of the new Payment Services Directive 2 "PSD2"), 2018 will be crucial to sustaining the improvement of profitability, asset quality and risk indicators of the Portuguese banking system. The improvement of the domestic and international macroeconomic forecast will contribute to that end, together with operational restructuring programs already undertaken or underway by the main banks, the new strategic plans, the capital increases already carried out and the comfortable liquidity levels.
The Group provides a wide variety of banking services and financial activities in Portugal and abroad, where it is present in the following markets: Poland, Switzerland, Mozambique, Angola (through its associate BMA) and China. All its banking operations develop their activity under the Millennium brand. The Group also ensures its presence in the five continents of the world through representation offices and/or commercial protocols.
The Bank offers a vast range of financial products and services: current accounts, payment systems, savings and investment products, private banking, asset management and investment banking, including mortgage loans, consumer credit, commercial banking, leasing, factoring and insurance, among others. The back-office operations for the distribution network are integrated to benefit from economies of scale.
In Portugal, Millennium bcp is focused on the retail and companies markets, providing services to its Customers in a segmented manner. The subsidiary companies generally provide their products through the Bank's distribution networks, offering a wide range of products and services.
Millennium bcp is Portugal's largest privately-owned banking institution, with a position of leadership and particular strength in various financial products, services and market segments based on a modern branch network with good territorial cover at a national level.
The activity in the domestic market focuses on Retail Banking, which is segmented in order to best serve Customer interests, both through a value proposition based on innovation and speed targeted at Mass-Market Customers, and through the innovation and personalised management of service for Prestige, Business Customers, Companies, Corporates and Large Corporates. Retail Banking also has a bank aimed specifically at Customers who are young in spirit, intensive users of new communication technologies and prefer a banking relationship based on simplicity and offering innovative products and services: ActivoBank.
The Bank also offers remote banking channels (banking service by telephone and online), which operate as distribution points for its financial products and services.
At the end of December 2017, the Bank had 578 branches in Portugal (including 1 branch in Macau), serving over 2.4 million Customers, and held the position of second bank (first privately-owned bank) in terms of market share for both loans to Customers (17.4%), and customer deposits (17.2%).
The resilience of the business model is primarily based on the Bank's concentration on retail banking, more stable and less volatile by nature, in relation to the lower weight of financial operations. The Bank adopted a new business model based on a new segmentation of its Customers, a review of the products and services that it offers and the adjustment of its back-office and branch network, as well as on the desire of becoming closer to its Customers, while at the same time reducing operating costs. The purpose of the Bank is to ensure sustainable profitability in the medium and long term, seeking to become the best in class in terms of operational efficiency, improving operating profit in a sustainable manner and maintaining a high level of control on credit risk, thus preserving its strategic position in the Portuguese retail and SME banking services market.
In January 2017 the Bank announced a share capital increase of 1.3 billion Euros through the issue of subscription rights, plus the private placement of 175 million Euros subscribed by Chiado (Luxembourg, a subsidiary company of Fosun International Holdings Limited ("Fosun"), completed on 18 November 2016 with the objective of speeding up the return of the Bank's activity to normalization, including the potential payment of dividends, instead of the phased approach used until then. The issue of rights strengthened the goals of the strategic plan, consisting in the improvement of the profit and loss account induced by the increase of the financial margin (supported by the reduction in the cost of funding due to the repayment of the CoCos and re-pricing of deposits), by the control on costs and the normalization of the cost of risk in Portugal; and improvement of the balance sheet, improving the capital and risk positions, based on the ongoing reduction of non-performing exposures. Total demand recorded in the share capital increase represented around 122.9% of the offer amount. In February 2017, Banco Comercial Português carried out the early repayment to the Portuguese State of the remaining Core Tier 1 capital hybrid instruments ("CoCos"), amounting to 700 million Euros. Together with the early repayment of the CoCos, the share capital increase intended to cancel the key restrictions related with the State aid, including the prohibition to distribute dividends, the potential risk of having to sell core businesses and the risk of the conversion of the CoCo bonds into a shareholding.
Since its incorporation, the Bank has built a reputation associated with innovation. The Bank was the first Bank in Portugal to introduce specific innovative concepts and products, including direct marketing methods, layouts based on customer profiles, salary accounts, simpler branches ("NovaRede"), telephone banking services, through Banco 7, which later became the first online banking services platform, health insurance (Médis) and direct insurance, and a website dedicated to individual Customers and corporate banking. The Bank was also a pioneer in the launching of a new Internet Banking concept, based on the ActivoBank platform, which provides a simplified service to the customer, including the opening of a current account using a tablet.
With the purpose of continuing to improve its information systems, the Bank developed a number of structuring initiatives and projects in 2017, several of them part of Project Moving Forward of which we highlight:
Innovation and simplification marked the launching of new tools in the digital channels of Millennium bcp, increasing the differentiation of the offer and enhancing the user's experience. In 2017 the following new tools in the several channels stood out:
The Bank tried to improve sale processes so as to ensure a dynamic experience during all the moments of the digital experience and, in this way, increase and enhance the consumption experiences.
In 2017 we can especially highlight:
In 2017, the communication of Millennium consolidated the positioning and values launched in 2016 based on the commitment – "Aqui Consigo" (Here with you/Here I can).
As the beginning of the year represented a turning point in the Bank's history, due to the conclusion of the restructuring plan, the communication developed during 2017 was driven by that renewal and new beginning. In fact, all the communication actions made throughout the year were the unquestionable image of the intention to provide an offer that will allow the Bank to become a true partner in the day-to-day's activities of its Clients, complemented with a service of excellence and an increasing commitment towards technological innovation.
The commercial communication maintained its focus on innovation and in the capture of new clients, trying to reach all business segments.
Together with the Institutional campaign - which enabled Millennium to strengthen its commitment to the market and with its Clients, translated in the statement ""Um Banco que esteve, está e sempre estará aqui consigo" (A bank that was, is, and will always be with you) – we must underline the set of credit products campaigns for individuals and also the communication developed for companies (especially focused on Portugal 2020 funding, through events held throughout the country) and for Residents abroad, namely the usual summer festivities held during August..
This Communication strategy continues to strongly rely on digital channels and on social networks, namely YouTube, Instagram, LinkedIn and Facebook (enabling Millennium to become leader in the bank industry regarding interactions with its users), together with a policy of sponsorship of events that guarantees a strong presence of the Bank near Clients and Non-Clients.
In this particular, highlights include the sponsoring of the Millennium Estoril Open, the Festival ao Largo Millennium, the RFM Somnii, as well as the Online Dance Company powered by Millennium, of which Millennium is the exclusive sponsor and whose digital videos and live performances enabled the Bank to considerably increase its relation with young people, reflected in the significant growth in the number of Clients in the Youth segment. On the other hand, we must point out the events held for clients such as the Jornadas Millennium from the north to the south of Portugal, as well as the launching of the Millennium Horizontes Awards, which aim at distinguishing the companies with a greater success in innovation, exports, internationalisation and microenterprises.
The communication strategy developed by Millennium has been recognized, year after year, by different official entities and in 2017, the Bank won a number of high prestige and recognition awards, including: the Gold Efficiency Award in Financial Services and Insurances with the "Aqui Consigo" campaign; the Silver Award in the category Banking, Finances and Insurances of the Meios & Publicidade Marketing Awards for the "Aqui Consigo" campaign; Marketeer Award in Banking and, for the 13th consecutive time, Millennium bcp was considered a Superbrand.
In 201 7, the Group's Banks received d several award ds, of which th e following are e noteworthy:
| Consu umer Choice Aw ward 2018 |
Bes st Consumer Di igital Bank |
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|---|---|---|---|---|---|---|---|---|
| Consu umer Choice Aw ward |
Glo obal Finance. |
|||||||
| Portu gal |
Por rtugal and Pola and |
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| Best w website |
Bes st Consumer Di igital Bank |
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| Award d PC Guia |
Glo obal Finance. |
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| Portu ugal |
Por rtugal and Pola and |
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| Best F Foreign Exchan nge Bank |
Ban nking Category y |
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| Globa al Finance. |
Ma arketeer |
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| Portu gal |
Por rtugal |
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| Comm munication Effi ciency |
Bes st Commercial Bank |
|||||||
| Efficie ency Awards |
Wo orld Finance |
|||||||
| Portu gal |
Ac tivobank Portu ugal |
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| Best Training and d Developme ent |
#1 in traditional a and mobile ban nking |
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| Acade emy |
New wsweek Friend dly Bank |
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| HR Aw wards |
Pol land |
|||||||
| Best f financial servic es website/App p |
Bes st Bank in Socia al Responsibilit ty |
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| ACEPI I Navegantes |
romoney Eur |
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| Portu gal |
Pol land |
|||||||
| The c closest Bank, more innovati ive |
Bes st Bank in Moza ambique |
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| and w with more appro opriate produc cts Data E |
The e Banker and G Global Finance |
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| Mo ozambique |
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| Portu gal |
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| Consu umer's Choice |
Bes st Bank |
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| Super rbrands |
Eur romoney |
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| Portu ugal and Mozam mbique |
Mo ozambique |
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| Mode l for the tran sformation of f a |
Bes st Bank in Trad de Finance |
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| Branc ch Celen t Model Bank A Award |
Glo obal Finance. |
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| Mo ozambique |
At the end of December 2017, Millennium bcp was the largest Portuguese privately-owned bank with a relevant position in the countries where it operates.
The Bank offers a wide range of banking products and financial services, directed at Individuals and Companies, has a leading position in the Portuguese financial market and is positioned to benefit from the recovery of the Portuguese economy, mainly through the support that the Bank provides to Companies.
Its mission of ensuring excellence, quality service and innovation are values which make the Bank distinctive and differentiated versus the competition.
On 31 December 2017, operations in Portugal accounted for 72% of total assets, 75% of total loans to Customers (gross) and 73% of total customer funds. In December 2017, the Bank had over 2.4 million Customers in Portugal and market shares of 17.4% and 17.2% for loans to Customers and customer deposits, respectively.
Millennium bcp is also present in the five continents of the world through its banking operations, representation offices and/or commercial protocols, serving over 5.4 million Customers, at the end of December 2017.
Concerning the operations in Africa, Millennium bcp operates through Millennium bim, a universal bank that has been operating since 1995 in Mozambique, where it has over 1.3 million Customers and is the leading bank, with 27.3% of loans and advances to Customers and 26.9% of deposits. Millennium bim is a highly reputed brand in the Mozambican market, associated with innovation, major penetration in terms of electronic banking and exceptional capacity to attract new Customers, as well as being a reference in terms of profitability.
The deed of the merger of Banco Millennium Angola, S.A. with Banco Privado Atlântico, S.A. was signed on 22 April 2016. The bank resulting from the merger is an associate of Banco Comercial Português.
In Poland, Bank Millennium has a well distributed network of branches, supported on a modern multi-channel infrastructure, a reference service quality, high recognition of the brand, a robust capital base, comfortable liquidity and solid risk management and control. As at 31 December 2017, Bank Millennium had a market share of 4.4% in loans to Customers and of 5.0% in deposits.
The Group has an operation in Switzerland since 2003, through a private banking platform offering personalised quality services to the Group's high net worth Customers, comprising asset management solutions based on rigorous research and profound knowledge of financial markets, underpinned by a robust commitment to risk management and an efficient IT platform.
The Group has also been present in Asia since 1993, but it was only in 2010 that the activity of the existing branch in Macau was expanded, through the attribution of a full license (onshore) aimed at establishing an international platform for business operations between Europe, China and Portuguese-speaking African countries.
The Bank also has 10 representation offices (1 in the United Kingdom, 2 in Germany, 3 in Switzerland, 2 in Brazil, 1 in Venezuela, 1 in China, in Guangzhou and 1 in South Africa) and 5 commercial protocols (Canada, USA, Spain, France and Luxembourg).


On 12 January 2017, the Bank confirmed its financial and operational business goals for 2018 within the scope of the share capital increase operation concluded in February 2017, as follows:
On 31 December 2017, the regulatory capital ratio Common Equity Tier I (CET1), in accordance with the phasedin and fully implemented criteria, stood at 13.2% and 11.9%, respectively, both above the target for 2018 of around 11%. The loan-to-deposits liquidity ratio stood at 93%, complying with the objective defined for 2018 (<100%).
The Cost to Income ratio stood at 43.4% in 2017, above the 43% defined as the maximum threshold for 2018 and the Cost Core Income (46.4%) is aligned with the target for 2018 (<50%).
The cost of risk is still above the objective set forth for 2018 (122 b.p. vs target of <75 b.), although it showed a rather positive performance versus 2016 (216 b.p.) due to the relevant decrease in impairment and provisions.
ROE3 stood at 4.4%, below the objective of approximately 10% defined for 2018, but also evidencing a positive performance versus 2016 (0.5%).
The accumulated NPE reduction from 2016 to 2017 was 3 billion euros, with the target achieved one year ahead of schedule.
| 2017 | |
|---|---|
| CET 1 | Phased-in: 13.2% |
| Fully implemented: 11.9% | |
| Loans-to-Deposits | 93% |
| Cost-to-Income | 43.4% |
| Cost-Core Income 2 | 46.4% |
| Risk Cost | 122 bp |
| ROE 3 | 4.4% |
| Accumulated reduction of NPE (2016-2017) | 3 billion Euros |
1 Amounts estimated including the year's earnings
2 Core income = net interest income + fees. 3
Based on a fully implemented CET1 ratio of 11%.
The consolidated Financial Statements were prepared under the terms of Regulation (EC) 1606/2002, of 19 July (in the version in force), and in accordance with the reporting model determined by the Banco de Portugal (Banco de Portugal Notice 5/2005, in the version in force), following the transposition into Portuguese law of Directive 2003/51/EC, of 18 June, of the European Parliament and Council in the versions currently in force.
The consolidated financial statements are not directly comparable between 2016 and 2015, as result of the sale of the entire shareholding held in the share capital of Millennium bcp Gestão de Activos in May 2015 and of the merger by incorporation of Banco Millennium Angola S.A. with Banco Privado Atlântico, S.A..
In view of the commitment signed with the Directorate-General for Competition of the European Commission (DG Comp) regarding the Bank's Restructuring Plan, namely the implementation of a new approach in the investment fund management business, the company Millennium bcp Gestão de Activos was sold in May 2015 and the earnings were presented under "income arising from discontinued operations", as at 31 December 2015.
In 2016, Banco Comercial Português, S.A. agreed to a merger by incorporation of Banco Millennium Angola, S.A. with Banco Privado Atlântico, S.A. pursuant to which that entity was considered to be discontinued as of 31 March 2016. As at 31 December 2015, this subsidiary company's total assets and liabilities were recorded on the consolidated balance sheet under the respective items, while the costs and earnings on 31 December 2016 and 2015 were entered in a single line named "income arising from discontinued operations". After the merger, which occurred on 30 April 2016, the assets and liabilities of Banco Millennium Angola were removed from the consolidated balance sheet, and the shareholding in Banco Millennium Atlântico was recorded as associate and the respective earnings were accounted using the equity method.
Nevertheless, in order to offer a clearer understanding of the evolution of the Group's net worth and to guarantee that the figures are comparable, only for the purposes of this analysis, some balance sheet indicators are also presented excluding the discontinued operations.
The figures associated to discontinued operations are shown separately, for the relevant periods, according to the information provided in the consolidated financial statements approved by the shareholders and published by the Bank. Discontinued operations encompassed within the period of time under analysis in this document include Millennium bcp Gestão de Activos (sold in May 2015), which are reflected under discontinued operations in 2015, and Banco Millennium Angola, which was considered a discontinued operation in the first quarter of 2016 in the wake of the merger with Banco Privado Atlântico, recorded under the same item in 2016 and 2015, since the information as at 31 December 2015 was re-expressed for the consolidated financial statements of Millennium bcp. The impacts on the discontinued operations item are reflected, regarding Millennium bcp Gestão de Activos in the 2015 income statements and, regarding Banco Millennium in Angola in the 2015 balance sheet items and in the 2015 and 2016 income statements. We must point out that, in 2017 and 2016, the gains related with Millennium bcp Gestão de Ativos pursuant to adjustments to the sale price agreed for the sale of that company were included in earnings from discontinued operations.
In 2017 no changes were made to the information regarding previous financial years. Therefore, the figures reexpressed for the purpose of ensuring the comparability of the information result exclusively from the situations mentioned previously and already reported in previous years.
The evolution recorded by the activity of Millennium bcp in 2017 featured a sustained improvement of profitability and efficiency, based on a positive performance of its core income (corresponding to the addition of the net interest income and of net fees, minus operating costs).
Consolidated net income in 2017 totalled 186 million Euros, a positive performance in comparison with the amount reached in the previous year (24 million Euros). The improvement in the Group's performance was mainly caused by the positive results achieved in Portugal, with a positive contribution of 39 million Euros, versus the 157 million Euros in losses reported in 2016.
Total assets of the Group increased from 71,265 million Euros as at 31 December 2016 to 71,939 million Euros on 31 December 2017, driven by the increase in the financial assets portfolio and in loans and advances to credit institutions and Central Banks and by the decrease in loans to customers.
Loans to customers (gross) stood at 50,955 million Euros on 31 December 2017 versus the 51,758 million Euros recorded in the previous year, mainly evidencing the deleveraging in Portugal of Non-performing exposures (NPE), which fell by 1.8 billion Euros in 2017. Apart from this effect, we must point out the growth in the performing loans portfolio in Portugal (0.4 billion Euros), for the first time after 8 years, reflecting the recovery of the Portuguese economy and the effort made by the commercial areas in the pursuit of the strategy to support families and companies. In the international activity, loans to customers also evidenced a growth trend, mainly supported by the performance of the subsidiary in Poland and by the effect produced by the zloty's appreciation.
The total customer funds of Millennium bcp were redefined, with reference to 31 December 2017, reflecting, since then, a broader concept in order to include amounts held by customers as part of existing agreements regarding their placement and management, being considered comparable amounts for 2016 and 2015 periods.
Total customer funds recorded a 6.6% growth, totalling 71,386 million Euros on 31 December 2017 (66,978 million Euros on 31 December 2016), based on the performance from balance sheet customer funds and from off-balance sheet customer funds. Balance sheet customer funds evidenced a positive performance mainly caused by the performance shown by customer deposits (resources from customers). Off-balance sheet customer funds also showed a positive performance translated in the evolution recorded by assets under management and investment funds and capitalisation products.
Consolidated net income of Millennium bcp stood at 186 million Euros in 2017, an expressive increase versus the 24 million Euros recorded in 2016, induced by the positive performance of the activity in Portugal. The contribution provided by international activity was affected by the impact from the application of IAS 29 to Banco Millennium Atlântico, since the Angolan economy is considered as a high inflation economy by the international audit companies. Excluding the impact mentioned above, the contribution from the international activity remained stable versus the one achieved in 2016.
The smaller amount of loan impairment charges was determinant for the performance of the consolidated net income, and it is also worth mentioning the positive input from the reduction in other impairment and provisions and the increase in net interest income. This positive

performance was partially offset by the increase in staff costs, conditioned by the positive impact recognized in 2016 due to the revision/negotiation of the Collective Labour Agreement (ACT) net of restructuring costs (186 million Euros), the lower amount in net trading income, influenced by the recording, also in 2016, of a gain of 96 million Euros due to the purchase by Visa Inc of the stakes held by the Bank in Portugal and by Bank Millennium in Poland in Visa Europe, and by the reduction in deferred tax income. The core income of Millennium bcp reached 1,104 million Euros versus the 1,094 million Euros in 2016, triggered by the 13.1% growth in net interest income and 3.6% in net commissions, notwithstanding the lower operating costs, these conditioned by the impact of the negotiation/revision of the ACT in 2016, as mentioned above. Excluding the impact mentioned above, core income increased 20.0% versus the figures recorded in 2016, originating an improvement in operational efficiency evidenced by the decrease in the cost to core income ratio (which corresponds to the ratio between operating costs and the sum of net interest income with net commissions) of 51.5% in 2016 to 47.1% in 2017 (also excluding specific items).
| Million euros | |||||||
|---|---|---|---|---|---|---|---|
| 2017 | |||||||
| 1st quarter |
2nd quarter |
3rd quarter |
4th quarter |
Total | 2016 | 2015 | |
| NET INTEREST INCOME | 332 | 346 | 345 | 368 | 1,391 1,230 | 1,191 | |
| OTHER NET INCOME | |||||||
| Dividends from equity instruments | 0 | 2 | 0 | 0 | 2 | 8 | 10 |
| Net commissions | 161 | 170 | 164 | 172 | 667 | 644 | 660 |
| Net trading income | 36 | 54 | 25 | 33 | 148 | 240 | 539 |
| Other net operating income | (15) | (71) | (10) | (5) | (102) | (106) | (120) |
| Equity accounted earnings | 20 | 15 | 22 | 35 | 92 | 81 | 24 |
| TOTAL OTHER NET INCOME | 202 | 169 | 201 | 235 | 806 | 867 | 1,113 |
| NET OPERATING REVENUES | 534 | 515 | 545 | 603 | 2,197 2,097 | 2,304 | |
| OPERATING COSTS | |||||||
| Staff costs | 137 | 105 | 139 | 146 | 527 | 357 | 574 |
| Other administrative costs | 89 | 94 | 92 | 99 | 374 | 374 | 389 |
| Depreciation | 13 | 13 | 14 | 14 | 54 | 50 | 54 |
| TOTAL OPERATING COSTS | 238 | 212 | 244 | 260 | 954 | 780 | 1,017 |
| OPERATING RESULTS | 296 | 303 | 301 | 344 | 1,243 1,317 | 1,286 | |
| IMPAIRMENT | |||||||
| For loans (net of recoveries) | 149 | 156 | 154 | 165 | 624 1,117 | 818 | |
| Other impairment and provisions | 54 | 56 | 60 | 131 | 301 | 481 | 160 |
| INCOME BEFORE INCOME TAX | 93 | 91 | 88 | 47 | 318 | (281) | 308 |
| INCOME TAX | |||||||
| Current | 28 | 27 | 28 | 19 | 102 | 113 | 91 |
| Deferred | (9) | (2) | (9) | (52) | (72) | (495) | (54) |
| NET (LOSS) / INCOME AFTER INCOME TAX FROM CONTINUING OPERATIONS |
73 | 66 | 68 | 80 | 288 | 101 | 271 |
| Income from discontinued operations | 0 | 1 | 0 | (0) | 1 | 45 | 90 |
| NET INCOME AFTER INCOME TAX | 73 | 68 | 68 | 80 | 290 | 146 | 361 |
| Non-controlling interests | 23 | 28 | 25 | 27 | 103 | 122 | 126 |
| NET INCOME ATTRIBUTABLE TO SHAREHOLDERS OF THE BANK |
50 | 40 | 43 | 53 | 186 | 24 | 235 |
Regarding the activity in Portugal, net income increased by 196 million Euros versus the amount obtained in 2016, amounting to 39 million Euros in 2017, particularly influenced by the sharp decrease in the need for provisions for credit and other assets and liabilities.
Regarding international activity, net income totalled 146 million Euros in 2017, comparing to 173 million Euros reached in previous year. Excluding the impact of the IAS 29 application to Banco Millennium Atlântico, which considers Angola as a high inflation economy, net income of the International activity would have totalled 175 million Euros, taking into consideration that the larger contribution of the Mozambican operation was only partially mitigated by the less favourable contribution from Cayman and Angola.
Million euros

Not including extraordinary gains on Portuguese sovereign debt in 2015, net of taxes, individualized due to their relevance.
Bank Millennium in Poland reported a net profit of 160 million Euros in 2017, similar to 2016. Excluding the zloty appreciation effect, net income would have decreased 2.9% when compared to 2016, given the larger costs with the Resolution Fund and the Polish banking tax, and the register, in 2016, of a gain from the sale of Visa Europe shares. Banking income presented a favourable performance, driven by core income growth, partially mitigated by the increase in operating costs and loan impairment.
Millennium bim in Mozambique recorded a net income of 85 million Euros, showing an increase of 19% compared to the 71 million Euros recorded in 2016, associated with banking income growth, supported by net interest income performance, which benefitted from higher average reference interest rates, regardless of the increase in operating costs and impairment and provisions, and the decrease in net trading income.

Millennium Banque Privée in Switzerland registered a net income of 7 million Euros in 2017, higher than the 6 million Euros shown last year, due to banking income's positive evolution (commissions and net interest income) and to lower loan impairment, despite the unfavourable evolution of other administrative costs and staff costs.
Millennium bcp Bank & Trust in the Cayman Islands, excluding the foreign exchange effects not relevant for consolidated purposes, presented a net income of 2 million Euros in 2017, lower than the 7 million Euros result recorded last year, due to the unfavourable evolution of loan impairment and net trading income, which were partially compensated by the favourable performance of net interest income and staff costs.
Regarding Angola, the contribution to international activity net income in 2017 totalled 0.1 million Euros, of which positive 29 million Euros related to equity method application to Banco Millennium Atlântico net income before IAS 29 impact, and negative 28 million Euros referred to IAS 29 impact. Last year, the contribution amounted to 32 million Euros, of which 18 million Euros corresponded to 50.1% of the former Banco Millennium Angola's net income in the first four months of the year (consolidated under the full method) and 13 million Euros concerned Banco Millennium Atlântico results registered under the equity method in the remaining months of the year.
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % 17/16 |
|
| Bank Millennium in Poland (1) | 160 | 160 | 131 | 0.0% |
| Millennium bim in Mozambique (1) | 85 | 71 | 84 | 19.5% |
| BANCO MILLENNIUM ATLÂNTICO (2) | ||||
| Before the impact of IAS29 | 29 | 50 | 76 | -43.1% |
| Impact of IAS29 | (28) | |||
| BMA AFTER THE IMPACT OF IAS29 (2) | 0 | 50 | 76 | -99.8% |
| Millennium Banque Privée in Switzerland | 7 | 6 | 6 | 16.2% |
| Millennium bcp Bank & Trust in the Cayman Islands (3) | 2 | 7 | 5 | 332.2% |
| Non-controlling interests | (108) | (122) | (125) | 11.3% |
| NET INCOME FROM THE INTERNATIONAL ACTIVITY | 146 | 173 | 177 | -15.4% |
| NET INCOME FROM THE INTERNATIONAL ACTIVITY EXCLUDING IAS29 IMPACT | 175 | 173 | 177 | 1.0% |
(1) The amounts showed are not deducted from non-controlling interests.
(2) Following the merger of BMA with BPA, BMA was considered as a discontinued operation in the first quarter of 2016. The amounts presented correspond to the proportion of the results of Banco Millennium Angola appropriated by the Group up to the date of the merger, considering the full consolidation method and the proportion of the results of Banco Millennium Atlântico appropriated by the Group after the date of the merger, considering the equity method.
(3) Amounts adjusted from exchange effects that are not material on a consolidated basis.
Note: Net income of 2017 (after taxes and non-controlling interests) attributable to the international operations amounted to 146 million euros. For the same period, net income from Poland amounted to 160 million Euros (of which 80 million Euros attributable to the Bank).The null result of the activity in Angola, associated to the contribution of Banco Millennium Atlântico to the consolidated, calculated by the equity method, was conditioned by the impact of IAS 29. Net income from Mozambique ascended to 85 million Euros (of which 57 million Euros attributable to the Bank). Net income from the activities in Switzerland and in the Cayman Islands were fully attributable to the Bank.
Net interest income stood at 1,391 million Euros in 2017, a 13.1% growth versus the 1,230 million Euros recorded in 2016 due to the positive performance of the activity in Portugal and of all the subsidiary companies abroad, notably of the operations in Poland and Mozambique.
The performance of net interest income in 2017 mainly shows the decrease in funding costs due to the repayment, in the first quarter of 2017, of the remaining tranche of the issue of hybrid instruments (700 million Euros) subscribed by the Portuguese State (CoCo bonds), the ongoing decrease in the cost of term deposits, the fall in interest from issued debt securities and the income associated with targeted longer-term refinancing operations ("TLTRO"), which did not exist in 2016. Regarding assets, the smaller yield of the loans portfolio was offset by higher interest rates in the Group's financial assets portfolio.

Net interest income generated by the activity in
Portugal increased 9.7% versus the 736 million Euros in 2016, standing at 808 million Euros in 2017. This performance was induced by the fall in the cost of funding. This positive impact was partially offset by the reduction in the interest from loans and debt securities portfolios.
The decrease in the cost of funding in Portugal reflects the smaller costs for debt securities issued, due to the repayment of the remaining tranche of CoCo bonds in the first quarter of 2017 and the replacement, in the first six months of 2017, of an issue of mortgage bonds by another, of an equal amount, but with a substantially lower coupon. Regarding resources from customers, notwithstanding the increase in volume in 2017, the associated costs decreased due to the maintenance of a trend for low interest rates. Moreover, in 2017, income from interest associated with TLTRO, which did not exist in 2016, contributed positively for the increase of net interest income.
The domestic loan portfolio originated, in 2017, a yield lower than the one recorded in 2016, due to the lesser volume of credit and to the negative impact of interest rates, which also penalized the yield of the securities portfolio in 2017.
Net interest income of the international activity stood at 583 million Euros, evidencing an 18.1% increase versus the 494 million Euros recorded in 2016, due to the positive performance of all the subsidiary companies, particularly the operations in Poland and Mozambique.
The performance of net interest income in the international activity reflects the increase in profits generated by loan and securities portfolios that largely exceeded the cost of customer deposits. In Mozambique, the positive performance of net interest income was essentially due to the performance shown by interest rates and their positive impact on the income generated by assets, which exceeded the increase in costs with customer deposits. In Poland, net interest income also showed a positive performance, benefiting especially from credit expansion and from the improvement of intermediation rates and, to a lesser extent, from the positive performance of the securities portfolio and of customer deposits.
In 2017, average net assets decreased from the 73,685 million Euros recorded in 2016 to stand at 72,669 million Euros. This performance reflects the reduction of interest earning assets, namely


Net interest margin (excl. cost of CoCos)
Million euros

the average balance of loans to customers, which stood at 47,861 million Euros compared to the 49,428 million Euros recorded in 2016, partially offset by the increase in the average balance of financial assets, which grew from 10,396 million Euros in 2016 to 11,163 million Euros in 2017.
Average interest bearing liabilities in total declined to 63,791 million Euros in 2017, compared to 65,279 million Euros in 2016, reflecting the decrease in the average balance of deposits from credit institutions to 9,140 million Euros in 2017 versus 10,497 million Euros in 2016, the reduction of the average balance of issued debt and financial liabilities to 3,162 million Euros, versus 4,123 million Euros in 2016, combined with the performance of subordinated debt's average balance from 1,649 million Euros in 2016 to 929 million Euros in 2017, determined by the repayment of the remaining CoCo bonds, which was carried out in the first three months of 2017. On the other hand, average interest bearing liabilities plus customer deposits amounted to 50,560 million Euros on average in 2017 versus 49,010 million Euros in 2016, benefiting from the increase in the balance of demand deposits, notwithstanding the lower position reached by term deposits.
In terms of the average balance sheet structure, the average balance of interest earning assets represented 85.4% of the average net assets in 2017, as in the previous year. Loans to customers remained as the principal source of interest bearing assets despite decreasing its relative weight in the balance sheet structure by representing 65.9% of average net assets in 2017 (67.1% in 2016). The financial assets portfolio increased its relative weight in the balance sheet structure from 14.1% in 2016 to 15.4% in 2017.
| Million euros | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | 2015 | ||||
| Average | Average | Average | ||||
| Balance | Yield | Balance | Yield | Balance | Yield | |
| INTEREST EARNING ASSETS | ||||||
| Deposits in credit institutions | 3,070 | 0.93% | 3,085 | 0.62% | 3,015 | 0.87% |
| Financial assets | 11,163 | 2.27% | 10,396 | 2.08% | 10,184 | 2.55% |
| Loans and advances to customers | 47,861 | 3.29% | 49,428 | 3.25% | 52,318 | 3.45% |
| TOTAL INTEREST EARNING ASSETS | 62,094 | 2.99% | 62,909 | 2.92% | 65,517 | 3.19% |
| Discontinued operations (1) | - | 731 | 2,000 | |||
| Non-interest earning assets | 10,575 | 10,045 | 9,611 | |||
| TOTAL ASSETS | 72,669 | 73,685 | 77,128 | |||
| INTEREST BEARING LIABILITIES | ||||||
| Amounts owed to credit institutions | 9,140 | 0.05% | 10,497 | 0.28% | 10,712 | 0.59% |
| Resources from customers | 50,560 | 0.65% | 49,010 | 0.70% | 48,993 | 1.12% |
| Debt issued and financial liabilities | 3,162 | 2.70% | 4,123 | 3.25% | 5,318 | 3.47% |
| Subordinated debt | 929 | 6.90% | 1,649 | 7.33% | 1,837 | 6.71% |
| TOTAL INTEREST BEARING LIABILITIES | 63,791 | 0.76% | 65,279 | 0.96% | 66,860 | 1.37% |
| Discontinued operations (1) | ||||||
| Non-interest bearing liabilities | - 2,116 |
684 2,414 |
1,795 2,919 |
|||
| Shareholders' equity and Non-controlling interests | 6,762 | 5,308 | 5,554 | |||
| TOTAL LIABILITIES, SHAREHOLDERS' EQUITY AND NON-CONTROLLING INTERESTS |
72,669 | 73,685 | 77,128 | |||
| NET INTEREST MARGIN (2) | 2.21% | 1.92% | 1.79% | |||
| Excluding cost of hybrid financial instruments (CoCos) |
2.22% | 2.03% | 1.89% |
(1) Includes the activity from Millennium bcp Gestão de Activos (sold in May 2015) and respective consolidation adjustments. In the context of the BMA merger with BPA, BMA was considered a discontinued operation in the first quarter of 2016 and, for comparative purposes, the information of December 2015 was re-presented.
(2) Net interest income as a percentage of average interest earning assets.
Note: Average balance calculated based on monthly average of end of month balances, accumulated in the period. Interest related to hedge derivatives were allocated, in 2017, 2016 and 2015, to the respective balance item.
In the structure of average interest bearing liabilities, customer deposits continued to be the main source of funding and support of the intermediation activity, increasing its importance for the liabilities structure by representing 79.3% of the average interest bearing liabilities balance in 2017 (75.1% in 2016). On the other hand, the component of debt securities issued and financial liabilities showed a reduction of their weight in the average balance of interest bearing liabilities from 6.3% in 2016 to 5.0% in 2017. The relative weight of subordinated liabilities in interest bearing liabilities also decreased, standing at 1.5% in 2017 versus 2.5% in 2016, determined by the repayment of the remaining CoCo bonds during the first three months of 2017.
The performance of the average equity balance reflects essentially the share capital increase carried out in the first quarter of 2017, plus the increase of fair value reserves and of net earnings generated in the financial year.
Net interest margin stood at 2.21% in 2017, having increased when compared to 1.92% recorded in 2016, benefiting from the increases observed in the activity in Portugal and in the international activity. Excluding the impact of the CoCo bonds' funding cost, net interest margin stood at 2.22% in 2017 (2.03% in 2016).
The average interest rates of the components directly associated with operations with Customers recorded a positive performance in 2016 and 2017. There was a decrease in the average interest rate of customer deposits and an increase in the average interest rate of loans to customers.
| Million euros | |||||
|---|---|---|---|---|---|
| 2017 vs 2016 | |||||
| Net change | |||||
| Volume | Rate | Volume mix | |||
| INTEREST EARNING ASSETS | |||||
| Deposits in credit institutions | - | 10 | (1) | 9 | |
| Financial assets | 16 | 20 | 1 | 37 | |
| Loans and advances to customers | (52) | 22 | (4) | (34) | |
| TOTAL INTEREST EARNING ASSETS | (24) | 42 | (6) | 12 | |
| INTEREST BEARING LIABILITIES | |||||
| Amounts owed to credit institutions | (4) | (25) | 3 | (26) | |
| Resources from customers | 11 | (25) | (2) | (16) | |
| Debt issued and financial liabilities | (32) | (23) | 5 | (50) | |
| Subordinated debt | (53) | (7) | 3 | (57) | |
| TOTAL INTEREST BEARING LIABILITIES | (14) | (136) | 1 | (149) | |
| NET INTEREST INCOME | (10) | 178 | (7) | 161 |
Other net income, which includes income from equity instruments, net commissions, net trading income, other net operating income and equity accounted earnings, decreased 60 million Euros, from 867 million Euros in 2016 to 806 million Euros in 2017, mostly showing the 92 million Euro decrease in net trading income, partially offset by the 23 million Euro growth in net commissions and 11 million Euro growth in equity accounted earnings.
The fall in net trading income was largely driven by the 96 million Euros in gains accounted in the second quarter of 2016 from the purchase by Visa Inc of the stakes held by the Bank in Portugal and by Bank Millennium in Poland in Visa Europe.
The positive performance evidenced by net commissions and by equity accounted earnings is explained by the performance of the international activity since, in Portugal, net commissions remained aligned with the amounts recorded in 2016 and equity accounted decreased versus 2016. This decrease can be explained by the positive impact recorded in the first six months of 2016 due to the transaction involving the stakes held by Unicre and SIBS in Visa Europe that, in the international activity, was more than offset by the greater appropriation, in 2017, of income generated by the stake held in Banco Millennium Atlântico.
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % 17/16 |
|
| Dividends from equity instruments | 2 | 8 | 10 | -77.3% |
| Net commissions | 667 | 644 | 660 | 3.6% |
| Net trading income | 148 | 240 | 539 | -38.3% |
| Other net operating income | (102) | (106) | (120) | 3.4% |
| Equity accounted earnings | 92 | 81 | 24 | 13.8% |
| TOTAL | 806 | 867 | 1,113 | -7.0% |
| of which: | ||||
| Activity in Portugal | 544 | 590 | 840 | -7.8% |
| International activity | 262 | 277 | 273 | -5.1% |
Dividends from equity instruments comprise dividends and income from participation units received from investments in financial assets available for sale or held for trading. In 2017, this income reached 2 million Euros, compared to 8 million Euros recorded in 2016, essentially corresponding to the income associated with the Group's investments that incorporate the shares portfolio (2 million Euros in 2017 versus 5 million Euros in 2016).
Net commissions, which include the commissions related with banking business and the commissions more directly related with financial markets, stood at 667 million Euros in 2017 recording an increase of 3.6% from the amount of 644 million Euros recorded in 2016. This performance was globally determined by the performance of the international activity, namely by Bank Millennium in Poland. Commissions generated by insurance or investment products and commissions related with transactions and lending activity justify the earnings generated by Bank Millennium in Poland.
In the activity in Portugal, commissions remained aligned with the amounts earned in 2016 (-0.2%), despite the one-off recording of higher amounts in other bank commissions in the first quarter of 2016.
During 2017, some of the figures recorded in items "Credit and guarantees", "Bancassurance"

"Accounts", "Securities operations" and "Other commissions", which are included in net commissions, were reclassified in order to improve the comparability of the information made available. The subsequent analysis regarding the performance of net commissions was made taking into consideration the re-presentation of the 2016 data, by item. The total amount of net commissions remained unaltered.
In consolidated terms, the performance of net commissions in 2017 reflects the increase of commissions related to the banking business (2.7%) and of commissions related to financial markets (7.6%) versus the figures accounted in 2016.
In 2017, commissions associated with the banking business stood at 547 million Euros versus the 532 million Euros accounted in 2016, triggered by the growth of commissions related with cards and transfers and bancassurance commissions, both in Portugal and in the international activity which, as a whole, grew 17 million Euros.
Commissions from cards and transfers stood at 156 million Euros in 2017, showing a 7.7% increase versus the 144 million Euros earned in 2016, benefiting from the performance in the activity in Portugal (4.7%) and in the international activity (14.5%), in this case triggered simultaneously by the contribution given by the subsidiary companies in Poland and in Mozambique.
Commissions related to credit and guarantees reached a total of 158 million Euros in 2017, in line with 2016, since the increase in the international activity, namely the increase in commissions related to loan operations in Poland, was mitigated by the smaller volume of commissions from guarantees recorded in Portugal.
Bancassurance commissions, which include commissions obtained for the placement of insurance products through the commercial distribution networks of the Bank in Portugal and in Poland, stood at 95 million Euros in 2017, showing an improvement of 6.3%, compared to the 89 million Euros posted in 2016. This growth was essentially boosted by the subsidiary company in Poland, which, as previously mentioned, showed a positive performance in commissions related with insurance products.
Commissions related with the opening and maintenance of Customer accounts stood at 104 million Euros in 2017, indicating a 1.9% growth versus the amount recorded in 2016, supported by the activity in Portugal since, in the international activity, commissions related with the opening and maintenance of Customer accounts remained stable, if compared with the ones recorded in 2016.
commissions related with asset management.
to 120 million Euros in 2017, compared with the 112 million Euros recorded in 2016, benefiting from the growth in Portugal and in the international activity from commissions associated with securities operations and from
Commissions associated with securities operations grew 5.7% versus 2016, reaching 77 million Euros in 2017, reflecting the positive performance of the activity in Portugal and in the international activity which recorded increases of 6.0% and of 5.1%, respectively.
Commissions from asset management grew 11.3% versus 2016 reaching 43 million Euros in 2017, mainly triggered by the performance of the international activity, notably the subsidiary company in Poland, but also by the performance of the activity in Portugal.


Million euros

| Million euros | |||||
|---|---|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % 17/16 |
||
| BANKING COMMISSIONS | |||||
| Cards and transfers | 156 | 144 | 159 | 7.7% | |
| Credit and guarantees | 158 | 160 | 160 | -1.5% | |
| Bancassurance | 95 | 77 | 75 | 23.5% | |
| Current accounts related | 104 | 91 | 84 | 14.7% | |
| Other commissions | 35 | 49 | 51 | -29.5% | |
| SUBTOTAL | 547 | 521 | 530 | 4.9% | |
| MARKET RELATED COMMISSIONS | |||||
| Securities | 77 | 85 | 91 | -8.4% | |
| Asset management | 43 | 38 | 39 | 11.3% | |
| SUBTOTAL | 120 | 123 | 130 | -2.3% | |
| TOTAL NET COMMISSIONS | 667 | 644 | 660 | 3.6% | |
| of which: | |||||
| Activity in Portugal | 456 | 457 | 448 | -0.2% | |
| International activity | 211 | 187 | 212 | 12.8% |
Net trading income, which includes net gains from trading and hedging activities, net gains from financial assets available for sale and net gains from financial assets held to maturity, totalled 148 million Euros in 2017, compared to 240 million Euros recorded in 2016.
Net trading income recognised in 2017 reflects reductions in the activity in Portugal and in the international activity of 15 million Euros and 77 million Euros, respectively, versus the amounts obtained in 2016.
This performance is largely conditioned by the 96 million Euros in gains from the purchase by Visa Inc of the stakes of Visa Europe held by the Bank in Portugal (26 million Euros) and by Bank Millennium in Poland (70 million Euros), in the second quarter of 2016.
Million euros

Not including extraordinary gains on Portuguese sovereign debt in 2015, net of taxes, individualized due to their relevance.
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % 17/16 |
|
| Results from trading and hedging activities | 45 | 102 | 118 | -55.5% |
| Results from available for sale financial assets | 103 | 139 | 421 | -25.6% |
| TOTAL | 148 | 240 | 539 | -38.3% |
| GEOGRAPHIC BREAKDOWN: | ||||
| Activity in Portugal | 85 | 100 | 443 | -14.9% |
| International activity | 63 | 140 | 96 | -55.0% |
Other net operating income, including other operating income/(loss), gains from insurance activity and gains/(losses) arising from sales of subsidiaries and other assets, recorded a loss of 102 million Euros in 2017, an improvement on 2016's loss of 106 million Euros.
In 2017, in the activity in Portugal, other net operating income recorded losses amounting to 50 million Euros, showing a negative performance if compared with the 42 million Euros of losses in 2016, induced by an increase in costs with taxes and mandatory contributions, partially offset by the positive performance recorded by the sale of investment properties, and non-current assets held for sale.
In 2017, the amount related to mandatory contributions in the activity in Portugal amounted to 59 million Euros (53 million Euros in 2016) incorporating the contribution to the European Single Resolution Fund (SRF), amounting to 18 million Euros (21 million Euros in 2016) the 8 million Euros contribution for the national resolution fund (6 million Euros in 2016), the contribution for the banking sector of 31 million Euros (25 million Euros in 2016), the ECB supervision fee of 2 million Euros (1 million Euros in 2016) and the contribution to the deposit guarantee fund.
Other net operating income in the international activity totalled a negative 52 million Euros in 2017, improving from negative 64 million Euros in 2016. This positive performance is almost exclusively due to the activity developed by the Polish subsidiary whose other net operating income grew notwithstanding the increase in costs incurred with the contribution for the Bank Guarantee Fund (BFG) of Poland and the special tax on the Polish banking sector which entered into effect in February 2016.
Equity accounted earnings from associates, which include the results appropriated by the Group related to entities where the Group has significant influence but does not exercise control over their financial and operating policies, reached a total of 92 million Euros in 2017, compared to 81 million Euros recorded in 2016.
Equity accounted earnings increased 11 million Euros versus 2016, benefiting from the surplus of 27 million Euros related with the appropriation of income associated with the 25% stake in Banco Millennium Atlântico, the new entity resulting from the merger of Banco Millennium in Angola with Banco Privado Atlântico, which are now shown in this item, from May 2016, inclusively. We must underline that the equity accounted earnings, amounting to 40 million Euros, recognised in 2017 with the appropriation of income of Banco Millennium Atlântico (13 million Euros in 2016) incorporate the impact of the application of IAS 29 in the fourth quarter of the year.
Comparing with 2016, equity accounted earnings were also positively influenced by the 9 million Euros increase in the income from the 49% stake held in Millenniumbcp Ageas.
On the other hand, the performance of equity accounted earnings in 2017 was negatively influenced by the decrease of 20 million Euros and 8 million Euros in the contribution from the stakes held in Unicre and in SIBS, respectively, since the income generated by these associates in 2016 incorporated the positive impact due to the transaction involving the respective stakes in Visa Europe.
| Million euros | |||
|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % 17/16 |
| 35 | 26 | 8 | 36.0% |
| 7 | 27 | 5 | -74.9% |
| 40 | 13 | – | 199.4% |
| 4 | 3 | 3 | 17.9% |
| 3 | 12 | 2 | -72.1% |
| 3 | (1) | 5 | -421.2% |
| 92 | 81 | 24 | 13.8% |
Operating costs include staff costs, other administrative costs and depreciation. Excluding the effect of specific items in the staff costs item4 , operating costs in 2017 amounted to 968 million Euros and continued in line with the costs recognised in the previous year (966 million Euros in 2016).
The stability of operating costs achieved by the Group in 2017 incorporate different performances, the one obtained in Portugal and the one in the international activity, to the extent that the savings from the activity in Portugal enabled to offset significantly the increase in costs recognised in the international activity.
The activity in Portugal, not considering the impact of specific items, recorded a 3.6% decrease of operating costs, from 624 million Euros in 2016 to 602 million Euros in 2017. This performance was mainly supported by fewer staff costs, which fell 4.2%, and other administrative costs, 4.6% less than in 2016, the savings of which were, however, mitigated by a larger volume of depreciations, which grew 12.7% versus 2016.
In the international activity, operating costs stood at 367 million Euros, increasing 7.3% versus 2016 (342 million Euros). This 25 million Euro increase is mainly justified by the performance of the items of staff costs and other administrative costs since the depreciations remained constant versus 2016, deriving mainly from the activity developed by the subsidiary company in Poland.
The cost to core income ratio of the Group, excluding specific items, stood at 47.1% in 2017, and showed a positive performance versus 2016, year when it reached 51.5%, mainly benefiting from the increase in net interest income and commissions, since operating costs remained globally stable.
The cost to core income ratio in Portugal stood at 47.6% in 2017, versus 52.3% in the previous year. This positive evolution was triggered, on one hand, by the 72 million Euro increase in the domestic net interest income and, on the other, by 22 million Euros in savings in operating costs.
In the international activity, the cost to core income ratio also showed a positive performance, falling from 50.2% in 2016 to 46.1% in 2017, mainly based on the growth of net interest income and commissions that, as a whole, increased by 113 million Euros versus 2016, enabling to offset the 25 million Euros increase in operating costs.
Million euros

Cost to core income (excluding specific items)
Million euros

Cost to core income (excluding specific items)
Million euros

4 Due to the negotiation/revision of the Collective Labour Agreement (ACT), net of restructuring costs in 2017 (14 million Euros) and 2016 (186 million Euros).
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % 17/16 |
|
| ACTIVITY IN PORTUGAL (1) | ||||
| Staff costs | 346 | 362 | 371 | -4.2% |
| Other administrative costs | 222 | 233 | 237 | -4.6% |
| Depreciation | 33 | 29 | 30 | 12.7% |
| 602 | 624 | 638 | -3.6% | |
| INTERNATIONAL ACTIVITY | ||||
| Staff costs | 194 | 181 | 197 | 7.6% |
| Other administrative costs | 152 | 141 | 153 | 7.9% |
| Depreciation | 20 | 20 | 24 | 0.1% |
| 367 | 342 | 373 | 7.3% | |
| CONSOLIDATED (1) | ||||
| Staff costs | 541 | 542 | 568 | -0.3% |
| Other administrative costs | 374 | 374 | 389 | 0.1% |
| Depreciation | 54 | 50 | 54 | 7.5% |
| 968 | 966 | 1,011 | 0.3% | |
| SPECIFIC ITEMS | ||||
| Restructuring costs and Collect. Lab. Agreem. revision | (14) | (186) | 6 | 92.4% |
| TOTAL | 954 | 780 | 1,017 | 22.3% |
(1) Excludes impacts of specific items presented in the table.
Staff costs, excluding the impact of the above mentioned specific items, totalled 541 million Euros in 2017, 0.3% below the 542 million Euros of the previous year.
The activity in Portugal, not considering the impact of the abovementioned specific items, totally recognized in the domestic activity, recorded a 4.2% decrease of staff costs, from 362 million Euros in 2016 to 346 million Euros on 2017. These cost savings were essentially due to the impact of the decrease of the number of employees (down by 144 employees versus 31 December 2016). By the end of 2017, the total number of employees was 7,189, compared to 7,333 employees at the end of 2016. In 2017, the bank continued to feel the effect of the initiatives undertaken to optimize resources and simplify structures, notwithstanding the decision of

the Board of Directors of the Bank to end, in advance and effective from 30 June 2017, the temporary salary adjustment that had been in force since July 2014.
In the international activity staff costs amounted to 194 million Euros in 2017, a 7.6% rise versus the 181 million Euros accounted in 2016. The total number of employees allocated to the international activity rose from 8,474 employees at the end of 2016 to 8,538 employees at the end of 2017. This addition is mainly due to the operation in Mozambique, as all the remaining subsidiary companies reduced the number of employees in 2017.
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % 17/16 |
|
| Salaries and remunerations | 433 | 416 | 435 | 4.1% |
| Social security charges and other staff costs (1) | 108 | 126 | 133 | -14.8% |
| 541 | 542 | 568 | -0.3% | |
| SPECIFIC ITEMS | ||||
| Restructuring costs and Collect. Lab. Agreem. revision | (14) | (186) | 6 | 92.4% |
| TOTAL | 527 | 357 | 574 | 47.7% |
(1) Excludes impacts of specific items presented in the table.
After several years recording successive cuts in other administrative costs, 2017 recorded 374 million Euros, in line with the previous year (374 million Euros in 2016). Yet, the stability of other administrative costs, on a consolidated basis and similarly to staff costs, incorporates opposite trends when one looks closer and individually the activity in Portugal and in the international activity.
The behaviour of other administrative costs in a consolidated basis benefited from savings in the activity in Portugal, where costs went down 4.6%, from 233 million Euros in 2016 to 222 million Euros in 2017. This positive performance continued to benefit from the rationalization efforts and from cost restraints that have been in place in Portugal, reflecting savings in rent, communications, conservation and specialized services, among others,

that enabled it more than offset the growth of costs with advertising and advisory services. The initiatives related to the re-dimensioning of the branch network in Portugal continued leading to a decrease in the number of branches in 2017 (40 branches less than at the end of 2016), evolving to a total of 578 branches by the end of 2017 (618 branches in 2016).
In the international activity, other administrative costs rose to 152 million Euros in 2017, reflecting a 7.9% rise versus the costs recorded the previous year (141 million Euros in 2016). This rise was mainly caused by the larger investment of the operation in Poland and also by the Mozambique subsidiary, though to a lesser degree. The branch network of the international activity decreased slightly, from 545 branches at the end of 2016 to 542 at the end of 2017, as a result of a decrease of 13 branches in Poland and of an increase of 10 branches in Mozambique.
| 2017 | 2016 | 2015 | Chan. % 17/16 |
|
|---|---|---|---|---|
| Water, electricity and fuel | 15 | 16 | 17 | -1.7% |
| Consumables | 4 | 4 | 5 | 2.0% |
| Rents | 96 | 100 | 103 | -3.3% |
| Communications | 21 | 23 | 23 | -6.1% |
| Travel, hotel and representation costs | 8 | 8 | 8 | 6.2% |
| Advertising | 27 | 24 | 27 | 12.5% |
| Maintenance and related services | 17 | 19 | 23 | -9.3% |
| Credit cards and mortgage | 6 | 5 | 5 | 30.0% |
| Advisory services | 18 | 13 | 12 | 34.8% |
| Information technology services | 18 | 19 | 17 | -0.6% |
| Outsourcing | 77 | 76 | 76 | 0.8% |
| Other specialised services | 19 | 22 | 24 | -14.4% |
| Training costs | 2 | 1 | 2 | 76.5% |
| Insurance | 4 | 4 | 5 | 1.5% |
| Legal expenses | 6 | 6 | 7 | 2.8% |
| Transportation | 8 | 8 | 8 | -1.9% |
| Other supplies and services | 25 | 26 | 27 | -3.2% |
| TOTAL | 374 | 374 | 389 | 0.1% |
Million euros
Depreciation for the year amounted to 54 million Euros in 2017, a 7.5% rise from the 50 million Euros accounted in 2016. This growth was mainly justified by the performance of the activity in Portugal, where depreciation was up 12.7%.
In Portugal, depreciation for the year reached 33 million Euros in 2017, reflecting a 4 million Euro increase, mainly related to IT equipment and software pursuant to the higher level of investment in the modernization and reformulation of the branches towards technological and digital innovation.
In the international activity, depreciation costs for 2017 remained in line with the amount presented in the previous year.
Impairment for loan losses (net of recoveries) posted in 2017 totalled 624 million Euros on a consolidated basis, reflecting a 44.2% decrease from previous year, when the group recognized 1,117 million Euros in costs with loan impairment (net of recoveries). This evolution was determined by the favourable performance of the activity in Portugal where costs with loan impairment (net of recoveries) went down 49.0%, influenced by both the individuals and companies segments, portraying the evolution of the Portuguese economy and the progressive trend for the normalization of the cost of risk of the credit portfolio, despite the maintenance of a high level of NPEs reduction.
The international activity recorded a 26.4% increase in loan Impairment charges (net of recoveries) versus the previous year, reflecting a 19 million Euro increase, especially highlighting the higher level of charges recognized by the operation in Poland (11 million Euros), especially for the companies segment, whose impairment in 2016 had attained abnormally low levels due to extraordinary sales and recoveries.
The cost of risk (net of recoveries) of the Group stood at 122 basis points in 2017, improving from the 216 basis points observed in the previous year. This evolution was determined exclusively by the operation in Portugal, whose cost of risk (net of recoveries) fell from 266 basis points in 2016, to 140 basis points in 2017. International activity recorded the opposite trend, with cost of risk growing to 70 basis points by the end of 2017, versus 58 basis points recorded in the previous year, due to the challenging macroeconomic environment in Mozambique.
Other impairments and provisions include charges for impairment of other financial assets, impairment of other assets, in particular repossessed assets arising from the termination of loan contracts with customers, for impairment of goodwill, as well as charges for other provisions.
Other impairment and provisions totalled 301 million Euros in 2017, showing a 37.4% decrease from 481 million Euros recorded in 2016. This decrease was driven by the evolution of the activity in Portugal, whose impairment charges fell 217 million Euros, mainly due to the smaller need for provisions regarding corporate restructuring funds, debt instruments, goodwill and guarantees and other risks, despite the reinforcement of the impairment charges for non-current assets held for sale.
In the international activity, the statements show a 37 million Euros increase in other impairments and provisions, mainly translating the higher impairment of the goodwill of Banco Millennium Atlântico recognized pursuant to the application of IAS 29.
Million euros

As of % of total loans
Million euros

As of % of total loans
Million euros

As of % of total loans
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % 17/16 |
|
| Loan impairment charges | 641 | 1,151 | 847 | -44.3% |
| Credit recoveries | 17 | 34 | 29 | -49.9% |
| TOTAL | 624 | 1,117 | 818 | -44.2% |
| COST OF RISK: | ||||
| Impairment charges as a % of total loans | 126 b.p. | 222 b.p. | 156 b.p. | -96 b.p. |
| Impairment charges (net of recoveries) as a % of total loans | 122 b.p. | 216 b.p. | 150 b.p. | -94 b.p. |
Note: cost of risk adjusted from discontinued operations.
Income tax (current and deferred) reached 30 million Euros in 2017, compared to 382 million Euros posted in 2016.
These taxes include current tax costs of 102 million Euros (cost of 113 million Euros in 2016), net of deferred tax income of 72 million Euros (income of 495 million Euros in 2016).
Deferred tax income in 2017 includes profits from deferred taxes associated to impairment losses not deductible for purposes of calculating taxable profit, amounting to 120 million Euros (445 million Euros in 2016), mitigated by costs with deferred taxes associated to reportable taxable losses that attained 85 million Euros (133 million Euros in profits in 2016).
Non-controlling interests incorporate the part attributable to third parties of the net income of the subsidiary companies consolidated under the full method in which the Group Banco Comercial Português does not hold, directly or indirectly, the entirety of their share capital.
Non-controlling interests record mainly the income for the year attributable to third parties related to the shareholdings in Bank Millennium in Poland (49.9%), Millennium bim in Mozambique (33.3%) and, only in 2016, the former Banco Millennium Angola (49.9%). Regarding the latter, this item only includes earnings of the first four months of the year, namely until the merger with Banco Privado Atlântico that originated Banco Millennium Atlântico, the new entity resulting from the merger, whose contribution started being accounted using the equity method as of May 2016.
Non-controlling interests totalled 103 million Euros in 2017, which compare to 122 million Euros in 2016, and the decrease is mainly justified by the fact that the previous year included the income of the former Banco Millennium Angola (18 million Euros) generated only in the first four months of 2016.
The performance of Millennium bcp's consolidated balance sheet in 2017 was mainly marked by the Bank's share capital increase and by the early reimbursement of the CoCo bonds in the first quarter of the year, by the decrease in the commercial gap (reflecting the downward trend in loans and the increase in customer funds) and the continuous reduction in net funding from the ECB.
Total assets stood at 71,939 million Euros as at 31 December 2017 vs. 71,265 million Euros on 31 December 2016, underlining the increase in the securities portfolio and in loans and advances to credit institutions and Central Banks and the decrease in loans to customers.
Consolidated loans to customers (gross) stood at 50,955 million Euros on 31 December 2017, which compares to
51,758 million Euros recorded on the same date of the
TOTAL ASSETS

previous year, embodying the decrease in the activity in Portugal (-3.5%), partly offset by the increase in international activity (+4.5%).
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % 17/16 |
|
| ASSETS | ||||
| Cash and deposits at central banks and loans and advances to credit institutions (1) |
3,529 | 3,079 | 3,538 | 14.6% |
| Loans and advances to customers | 47,633 | 48,018 | 51,970 | -0.8% |
| Financial assets held for trading | 898 | 1,049 | 1,189 | -14.4% |
| Other financial assets held for trading at fair value through profit or loss | 142 | 147 | 152 | -3.0% |
| Financial assets available for sale | 11,472 | 10,596 | 10,779 | 8.3% |
| Financial assets held to maturity | 412 | 511 | 495 | -19.4% |
| Investments in associated companies | 571 | 599 | 316 | -4.6% |
| Non current assets held for sale | 2,165 | 2,250 | 1,765 | -3.8% |
| Other tangible assets, goodwill and intangible assets | 655 | 636 | 882 | 3.0% |
| Current and deferred tax assets | 3,164 | 3,202 | 2,605 | -1.2% |
| Other (2) | 1,299 | 1,178 | 1,194 | 10.2% |
| TOTAL ASSETS | 71,939 | 71,265 | 74,885 | 0.9% |
| LIABILITIES | ||||
| Resources from credit institutions | 7,487 | 9,938 | 8,591 | -24.7% |
| Resources from customers | 51,188 | 48,798 | 51,539 | 4.9% |
| Debt securities issued | 3,008 | 3,513 | 4,768 | -14.4% |
| Financial liabilities held for trading | 399 | 548 | 723 | -27.1% |
| Subordinated debt | 1,169 | 1,545 | 1,645 | -24.3% |
| Other (3) | 1,509 | 1,659 | 1,938 | -9.0% |
| TOTAL LIABILITIES | 64,760 | 66,000 | 69,204 | -1.9% |
| EQUITY | ||||
| Share capital | 5,601 | 4,269 | 4,094 | 31.2% |
| Treasury stock | 0 | -3 | -1 | 89.8% |
| Share premium | 16 | 16 | 16 | |
| Preference shares | 60 | 60 | 60 | |
| Other capital instruments | 3 | 3 | 3 | |
| Fair value reserves | 82 | -131 | 23 | 162.8% |
| Reserves and retained earnings (4) | 133 | 144 | 192 | -7.6% |
| Profit for the year attributable to shareholders | 186 | 24 | 235 | 678.6% |
| Total equity attributable to shareholders of the bank | 6,081 | 4,382 | 4,623 | 38.8% |
| Non-controlling interests | 1,099 | 883 | 1,057 | 24.4% |
| TOTAL EQUITY | 7,180 | 5,265 | 5,681 | 36.4% |
| TOTAL LIABILITIES AND EQUITY | 71,939 | 71,265 | 74,885 | 0.9% |
(1) Includes Cash and deposits at Central Banks and Loans and advances to credit institutions.
(2) Includes Assets with repurchase agreement, Hedging derivatives, Investment property and Other assets.
(3) Includes Hedging derivatives, Provisions for liabilities and charges, Current and deferred income tax liabilities and Other liabilities.
(4) Includes Legal and statutory reserves and Reserves and retained earnings.
Total liabilities fell 1.9%, standing at 64,760 million Euros on 31 December 2017, in comparison with 66,000 million Euros registered on 31 December 2016. This was determined by the reductions in resources from credit institutions and Central Banks, debt securities issued, financial liabilities held for trading and subordinated debt, in this case namely due to the reimbursement of the remaining tranche of CoCo bonds (700 million Euros), despite the increase in customer funds, based on the strategy to keep the stable resources of the balance sheet.
Customer deposits (that correspond to resources from customers) attained 51,188 million Euros by the end of 2017, evidencing a 4.9% increase versus figures recorded on 31 December 2016 (48,798 million Euros), due to both the activity in Portugal (3.7%) and the international activity (7.6%).
The increase in customer deposits, together with the decreasing loans, led to a reduction of the commercial gap and, subsequently, of the loan-to-deposit ratio (net loans over customer deposits), which stood at 93.8% on 31 December 2017, versus 99.2% on the same date of the previous year.
Within the scope of the item other debt securities issued, one must underline the amortization in May 2017 of a mortgage bond issue placed with the market, which was refinanced by a new 5-year maturity 1.0 billion Euro issue, making it the Bank's return to medium-/long-term debt markets, 7 years after the last mortgage bonds were issued.
In addition, the Bank went back to the debt markets in the 4th quarter of 2017, placing 300 million Euros of 10 year subordinated debt in Portugal and 168 million Euros in Poland (corresponding to 700 million zloty, refinancing a 150 million Euros issue that reached maturity in December 2017), both qualifying as Tier 2 capital.
Equity, including non-controlling interests, totalled 7,180 million Euros on 31 December 2017 comparing to 5,265 million Euros recorded at the end of 2016.
In the Portuguese banking system, assets have been in a downward trend since 2010, mainly caused by the decrease in loans to customers, despite the slowdown of the decrease observed recently.
At Millennium bcp, the consolidated loans to customers portfolio (gross) amounted to 50,955 million Euros as at 31 December 2017, comparing to 51,758 million Euros presented on the same date of the previous year. This performance, versus the end of 2016, was influenced by the decrease of the activity in Portugal (-3.5%), partially offset by the increase showed by the international activity (+4.5%).
The performance of loans to customers throughout 2017 was also influenced by the decrease in loans to individuals (-3.1% versus 31 December 2016), mainly due to the activity in Portugal, and by the increase in loans to companies (+0.3% versus 31 December 2016), the latter based on the international operations.
Million euros

(*) Before impairment and on a comparable basis: excludes the impact from discontinued operations.
In the activity in Portugal, loans to customers stood at 37,996 million Euros as at 31 December 2017, decreasing 3.5% from the amount recorded as at 31 December 2016 (39,361 million Euros). This performance was marked by the continued effort to reduce Non-Performing Exposures (NPEs), which fell by Euro 1.8 billion in 2017, while the performing loan portfolio increased, for the first time in 8 years, essentially due to the growth in the production of loans to individuals. Simultaneously, the performance of loans to companies has been showing a structural change, translated into the reduction of the weight of construction and real estate activities and nonfinancial holding companies.
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 comparable (*) |
Chan. % 17/16 |
|
| INDIVIDUALS | ||||
| Mortgage loans | 23,408 | 24,018 | 25,040 | -2.5% |
| Consumer credit | 3,795 | 4,058 | 4,045 | -6.5% |
| 27,203 | 28,076 | 29,085 | -3.1% | |
| COMPANIES | ||||
| Services | 9,244 | 9,104 | 10,023 | 1.5% |
| Commerce | 3,472 | 3,190 | 3,188 | 8.8% |
| Construction | 2,405 | 2,859 | 3,353 | -15.9% |
| Other | 8,632 | 8,529 | 8,794 | 1.2% |
| 23,753 | 23,682 | 25,358 | 0.3% | |
| LOANS AND ADVANCES TO CUSTOMERS | ||||
| Individuals | 27,203 | 28,076 | 29,085 | -3.1% |
| Companies | 23,753 | 23,682 | 25,358 | 0.3% |
| 50,955 | 51,758 | 54,443 | -1.6% | |
| Discontinued operations (*) | – | – | 996 | |
| TOTAL | 50,955 | 51,758 | 55,438 | -1.6% |
(*) In the context of the BMA merger with BPA, BMA was considered a discontinued operation in the first quarter of 2016 and, for comparative purposes, the information of December 2015 was re-presented, through the inclusion of the BMA credit in a line of discontinued operations.
In the international activity, loans to customers increased 4.5% compared to the amount as at 31 December 2016, induced by the performance of Poland (+6.8%). Excluding exchange rate effects, loans to customers decreased 0.8%, reflecting the performance of the operation in Mozambique (-19.5%).
Between 31 December 2016 and 2017, the structure of the loans to customers portfolio (gross), before impairment for loans, maintained identical patterns of diversification, with loans to individuals representing 53.4% (2016: 54.2%) and loans to companies 46.6% (2016: 45.8%) of loans to customers.
Million euros
Loans to individuals stood at 27,203 million Euros on 31 December 2017, a 3.1% decrease in comparison with 28,076 million Euros registered on 31 December 2016. This performance was mainly explained by the 2.5% reduction of mortgage loans, which represented 86.1% of loans to individuals, totalling 23,408 million Euros on 31 December 2017 (24,018 million Euros at the end of 2016).
In 2017, the performance of mortgage loans reflected simultaneously the 3.1% decrease in the activity in Portugal (-553 million Euros), despite the historically low levels of market interest rates, and the 0.9% decrease recorded in the international activity (-57 million Euros), compared to 31 December 2016, mainly driven by the performance of the mortgage loans portfolio in the subsidiary in Poland.

(*) Before impairment and on a comparable basis: excludes the impact from discontinued operations.
31 December 2017, in comparison with 23,682 million Euros registered on 31 December 2016 (+0.3%). In this period of time, this loan portfolio strengthened its weight in the consolidated loan portfolio by attaining 46.6% of the total (2016: 45.8%).
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 comparable (*) |
Chan. % 17/16 |
|
| MORTGAGE LOANS | ||||
| Activity in Portugal | 17,145 | 17,698 | 18,465 | -3.1% |
| International Activity | 6,263 | 6,320 | 6,575 | -0.9% |
| 23,408 | 24,018 | 25,040 | -2.5% | |
| CONSUMER CREDIT | ||||
| Activity in Portugal | 1,988 | 2,435 | 2,423 | -18.4% |
| International Activity | 1,807 | 1,623 | 1,622 | 11.4% |
| 3,795 | 4,058 | 4,045 | -6.5% | |
| COMPANIES | ||||
| Activity in Portugal | 18,863 | 19,227 | 20,708 | -1.9% |
| International Activity | 4,890 | 4,455 | 4,650 | 9.8% |
| 23,753 | 23,682 | 25,358 | 0.3% | |
| LOANS AND ADVANCES TO CUSTOMERS | ||||
| Activity in Portugal | 37,996 | 39,361 | 41,595 | -3.5% |
| International Activity | 12,960 | 12,398 | 12,848 | 4.5% |
| 50,955 | 51,758 | 54,443 | -1.6% | |
| Discontinued operations (*) | – | – | 996 | |
| TOTAL | 50,955 | 51,758 | 55,438 | -1.6% |
(*) In the context of the BMA merger with BPA, BMA was considered a discontinued operation in the first quarter of 2016 and, for comparative purposes, the information of December 2015 was re-presented, through the inclusion of the BMA credit in a line of discontinued operations.
Loans to companies in Portugal, year-over-year, went down 1.9% (-364 million Euros). This evolution was due to the continuous decrease in NPEs, together with the change in the portfolio profile. Throughout 2017, loans to companies had a 19.2% (-491 million Euros) decrease shown in loans to construction companies, in spite of the various relevant sales initiatives undertaken, namely those related to projects worth more than 600 million Euros funded under the "Portugal 2020" project, which contributed to regain the growth of performing loans. The international activity rose 9.8% (+435 million Euros), mainly based on a 578 million Euros rise (+17.8%; +11.6% in local currency) recorded by Bank Millennium in Poland, despite the 120 million Euros (-13.2%; -18.8% in local currency) reduction observed in the operation in Mozambique.
Credit quality, determined by loans overdue by more than 90 days as a percentage of total loans, showed a

(*) On a comparable basis: excludes the impact from descontinued operations.
favourable performance, decreasing from 6.8% as at 31 December 2016 to 5.8% as at 31 December 2017, benefiting from the continuous focus on selection and monitoring of credit risk control procedures, as well as of initiatives undertaken by commercial areas and by credit recovery areas so as to decrease the amount of past due loans.
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 (comparable**) |
Chan. % 17/16 |
|
| ON A COMPARABLE BASIS: EXCLUDES THE IMPACT FROM DISCONTINUED OPERATIONS | ||||
| Loans and advances to customers (*) | 50,955 | 51,758 | 54,443 | -1.6% |
| Overdue loans (>90 days) | 2,933 | 3,496 | 3,967 | -16.1% |
| Overdue loans | 3,022 | 3,631 | 4,088 | -16.8% |
| Impairments (balance sheet) | 3,322 | 3,741 | 3,420 | -11.2% |
| Restructured loans | 4,184 | 5,046 | 5,393 | -17.1% |
| Overdue loans (>90 days) / Loans and advances to customers (*) | 5.8% | 6.8% | 7.3% | |
| Overdue loans / Loans and advances to customers (*) | 5.9% | 7.0% | 7.5% | |
| Non-performing exposures / Loans and advances to customers (*) | 15.0% | 18.1% | 20.1% | |
| Restructured loans / Loans and advances to customers (*) | 8.2% | 9.7% | 9.9% | |
| Coverage ratio (Overdue loans > 90 days) | 113.2% | 107.0% | 86.2% | |
| Coverage ratio (Overdue loans) | 109.9% | 103.0% | 83.7% | |
| Coverage of Non-performing exposures by impairments | 43.4% | 39.9% | 31.3% |
(*) Before credit impairments.
(**) In the context of the BMA merger with BPA, BMA was considered a discontinued operation in the first quarter of 2016 and, for comparative purposes, the information of December 2015 was re-presented.
The coverage ratio for overdue loans for more than 90 days by impairment improved to 113.2% as at 31 December 2017, compared to 107.0% at the end of 2016, and the coverage ratio of the total overdue loans portfolio by impairment also improved to stand at 109.9% as at 31 December 2017, compared to 103.0% as at 31 December 2016.
Overdue loans by more than 90 days stood at 2,933 million Euros on 31 December 2017, a 16.1% decrease in comparison with 3,496 million Euros registered on 31 December 2016. Total overdue loans volume in 2016 also fell 16.8%, amounting to 3,022 million Euros in 2017 (3,631 million Euros in 2016), benefiting from the performance of overdue loans in the activity in Portugal which decreased 19.2%, (-639 million Euros) versus the 3,328 million Euros recorded in the previous year.
Overdue loans associated with loans to companies continue to represent the largest component of the total overdue loans portfolio, representing 79.0% as at 31 December 2017, mainly concentrated in the service sector. The ratio of overdue loans to companies, measured by the ratio between overdue loans and loans granted to companies, increased to 10.1%, compared to 11.8% recorded at the end of 2016, reflecting the slight rise in loans to companies held in the portfolio and the decrease in the overdue amounts. As at 31 December 2017, overdue loans associated with loans to companies showed a coverage level of 113.4% (2016: 106.0%) by the respective impairment in the balance sheet.
In what regards to loans to individuals, overdue consumer and mortgage loans represented 12.6% and 8.4% of the total overdue loans portfolio respectively. The ratio of overdue consumer loans over loans granted improved to 10.1% (13.3% by the end of 2016), as did the ratio of overdue mortgage loans that stood at 1.1% as at 31 December 2017 (1.3% by the end of 2016).
Non-performing exposures amounted to 7,742 million Euros, of which 7,658 million Euros corresponded to unsecuritized credit as of December 31, 2017, showing a decrease of 1,716 million Euros compared to 9,374 million Euros (corresponding to unsecuritized credit) in December 31, 2016. The NPE ratio stood at 15.0% (2016: 18.1%) and at the same time NPE coverage by provisions was 43.4% (2016: 39.9%).
| Million euros | ||||
|---|---|---|---|---|
| Overdue loans | Impairment for loan losses | Overdue loans/ Total loans | Coverage ratio | |
| INDIVIDUALS | ||||
| Mortgage loans | 253 | 241 | 1.1% | 95.0% |
| Consumer credit | 381 | 374 | 10.1% | 97.9% |
| 634 | 614 | 2.3% | 96.8% | |
| COMPANIES | ||||
| Services | 1,177 | 1,534 | 12.7% | 130.4% |
| Commerce | 214 | 190 | 6.2% | 89.0% |
| Construction | 617 | 548 | 25.6% | 88.8% |
| Other | 380 | 436 | 4.4% | 114.6% |
| 2,388 | 2,708 | 10.1% | 113.4% | |
| CONSOLIDATED | ||||
| Individuals | 635 | 614 | 2.3% | 96.8% |
| Companies | 2,387 | 2,708 | 10.1% | 113.4% |
| TOTAL | 3,022 | 3,322 | 5.9% | 109.9% |
The evolution of the assets funding structure in the Portuguese banking system has shown, in the last few years, a stronger weight of customer deposits and a decrease in the weight of debt represented by securities.
Total customer funds of Millennium bcp were redefined, with reference to 31 December 2017, reflecting, since then, a broader concept in order to include amounts held by customers as part of existing agreements for their placement and management, considering comparable amounts for 2016 and 2015.
Total customer funds increased 6.6% as at 31 December 2017 from 66,978 million Euros registered as at 31 December 2016, amounting to 71,386 million Euros, showing the positive performance of both Portugal and the international activity, based on the growth of balance sheet customer funds and on off-balance sheet customer funds.
Million euros

(*) On a comparable basis: excludes the impact from descontinued operations.
In the activity in Portugal, total customer funds showed a
5.4% increase from 49,274 million Euros accounted at the end of the previous year, reaching Euro 51,949 million as at 31 December 2017, boosted by both the growth in off-balance sheet customer funds (+ 11.4%), and in balance sheet customer funds (+3.1%), highlighting the growth of resources from customers.
Total customer funds in the international activity increased 9.8% compared to 17,704 million Euros registered as at 31 December 2016, and stood at 19,437 million Euros as at 31 December 2017, mainly supported by the performance of the subsidiary in Poland, namely in resources from customers.
| Million euros |
||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 comparable (4) |
Chan. % 17/16 |
|
| BALANCE SHEET CUSTOMER FUNDS | ||||
| Resources from customers | 51,188 | 48,798 | 49,847 | 4.9% |
| Debt securities (1) | 1,501 | 1,636 | 2,311 | -8.3% |
| 52,688 | 50,434 | 52,158 | 4.5% | |
| OFF BALANCE SHEET CUSTOMER FUNDS | ||||
| Assets under management and investment funds (2) | 8,792 | 7,657 | 7,242 | 14.8% |
| Capitalisation products (3) | 9,906 | 8,888 | 8,552 | 11.5% |
| 18,698 | 16,544 | 15,793 | 13.0% | |
| TOTAL CUSTOMER FUNDS | 71,386 | 66,978 | 67,951 | 6.6% |
| Discontinued operations (4) | – | – | 1,692 | |
| TOTAL | 71,386 | 66,978 | 69,643 | 6.6% |
(1) Corresponds to the heading of debt securities issued.
(2) Total customer funds were redefined, with reference to 31 December 2017 and, consequently, on a comparable basis to the end of December 2015 and December 2016, reflecting a broader concept in order to include amounts held by customers as part of existing agreements for its placement and management.
(3) Includes Unit linked and Retirement savings deposits.
(4) Adjusted from discontinued operations, namely Millennium bcp Gestão de Activos (sold in May 2015). In the context of the BMA merger with BPA, BMA was considered a discontinued operation in the first quarter of 2016 and, for comparative purposes, the information of 2015 was re-presented, through the inclusion of the BMA customer funds in a line of discontinued operations.
Million euros
Balance sheet customer funds, which comprise debt securities and resources from customers, showed a 4.5% increase, to reach 52,688 million Euros as at 31 December 2017 (50,434 million Euros at the end of 2016), reflecting the 4.9% increase in resources from customers (+2,390 million Euros), despite the 8.3% decrease in debt securities (-136 million Euros). The pursuit of the strategy implemented by Millennium bcp for the addition of new customers, associated with a strong commercial activity, translated into a sharp rise in customer funds in Portugal and abroad.
As at 31 December 2017, balance sheet total customer funds represented 73.8% of total customer funds, with resources from customers representing 71.7% of total customer funds.
Customer deposits totalled 51,188 million Euros as at 31 December 2017 (48,798 million Euros at the end of 2016) driven by both the activity in Portugal (+3.7%) and the

(*) On a comparable basis: excludes the impact from descontinued operations.
international activity (+7.6%). Comparing to 31 December 2016, the performance of resources from customers in the international activity was supported fundamentally by the performance of the subsidiary in Poland, which grew 8.3% (+2.5% in local currency).
Debt securities, comprising the Group's debt securities subscribed by customers amounted to 1,501 million Euros on 31 December 2017, comparing with 1,636 million Euros recorded at the end of the previous year.
Off-balance sheet customer funds, including assets under management and investment funds and capitalization products, increased by 13.0% between 31 December 2016 and 31 December 2017, reaching 18,698 million Euros as at 31 December 2017 (compared to 16,544 million Euros recorded as at the same date of 2016). This evolution benefited simultaneously from the positive performance in assets under management and investment funds (+14.8%) and capitalization products (+11.5%).
Assets under management and investment funds, resulting from the provision of the individual and collective portfolio asset management services within the scope of agreements for their placement and management, increased to 8,792 million Euros at the end of 2017, compared to 7,657 million Euros as at 31 December 2016, having benefited from the 11.3% growth in the activities in Portugal (+597 million Euros), through the increased volume of the asset portfolios

OFF BALANCE SHEET CUSTOMER FUNDS (*)

(*) On a comparable basis: excludes the impact from descontinued operations.
mainly acquired by the Private Banking network, and from the 22.8% rise recorded in the international operations (+538 million Euros), especially Bank Millennium in Poland.
The resources allocated to capitalization products including capitalization operations contracts, insurances linked to investment funds (unit-linked) and savings plans (PPR, PPE and PPR/E), stood at 9,906 million Euros on 31 de December 2017 (8,888 million Euros by the end of 2016), influenced by the 11.5% increase (+964 million Euros) in the activity in Portugal, with special relevance for insurance contracts linked to investment funds (unitlinked) and to retirement saving plans (PPR) (+7.7%).
The performance showed by the capitalization products in international activity showed an 11.3% growth (+54 million Euros) on 31 December 2017, if compared with 31 December 2016, justified by Bank Millennium's performance in Poland.
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 comparable (2) |
Chan. % 17/16 |
|
| BALANCE SHEET CUSTOMER FUNDS | ||||
| Activity in Portugal | 36,681 | 35,567 | 37,056 | 3.1% |
| International Activity | 16,007 | 14,867 | 15,102 | 7.7% |
| 52,688 | 50,434 | 52,158 | 4.5% | |
| OFF BALANCE SHEET CUSTOMER FUNDS (1) | ||||
| Activity in Portugal | 15,268 | 13,707 | 12,895 | 11.4% |
| International Activity | 3,430 | 2,837 | 2,898 | 20.9% |
| 18,698 | 16,544 | 15,793 | 13.0% | |
| TOTAL CUSTOMER FUNDS | ||||
| Activity in Portugal | 51,949 | 49,274 | 49,951 | 5.4% |
| International Activity | 19,437 | 17,704 | 18,000 | 9.8% |
| 71,386 | 66,978 | 67,951 | 6.6% | |
| Discontinued operations (2) | – | – | 1,692 | |
| TOTAL | 71,386 | 66,978 | 69,643 | 6.6% |
(1) Total customer funds were redefined, with reference to 31 December 2017 and, consequently, on a comparable basis to the end of December 2015 and December 2016, reflecting a broader concept in order to include amounts held by customers as part of existing agreements for its placement and management.
Adjusted from discontinued operations, namely Millennium bcp Gestão de Activos (sold in May 2015). In the context of the BMA merger with BPA, BMA was considered a discontinued operation in the first quarter of 2016 and, for comparative purposes, the information of 2015 was re-presented, through the inclusion of the BMA customer funds in a line of discontinued operations.
The deposits owed to credit institutions and Central Banks, net of loans and advances to other credit institutions, amounted to 6,126 million Euros as at 31 December 2017 (8,433 million Euros on the same date of 2016). This performance reflects a decrease of wholesale funding needs, attributable mainly to the capital increase operation, net of the amount of CoCo bonds reimbursed, to the decrease of the commercial gap in Portugal and to the funds released by the commercial activity, whose overall effect was mitigated by the growth of the securities portfolio.
In net terms, the refinancing needs with the ECB showed in 2017 a continuous decrease of Euro 1.4 billion, to Euro 3.0 billion, being also followed by a significant decrease of Repo financing in Portugal (Euro 1.5 billion). Within this context, one must highlight the fact that the reduction of collateralised funding from the ECB corresponded at the end of 2017 to the balance of the targeted long term refinancing operations, TLTRO, (Euro 4.0 billion), below than the Bank's borrowing limit.
The "Funding and Liquidity" section presents an analysis of the main lines of action and objectives of Millennium bcp regarding the liquidity management priorities defined in the Liquidity Plan for the year under analysis, namely the management of the portfolio of assets eligible for possible refinancing operations, so as to guarantee the appropriate funding of the activity in the short-term and in the medium- to long-term.
The portfolio of financial assets, with the exception of financial assets held to maturity, including (i) assets held for trading, (iii) other financial assets held for trading at fair value through profit or loss and (iii) financial assets available for sale, reached the total of 12,512 million Euros as at 31 December 2017, compared to 11,792 million Euros at the same date of 2016, representing 17.4% of total assets on 31 December 2017 and 16.5% on 31 December 2016. This performance mainly shows the increase in fixed yield securities of 908 million Euros, versus 31 December 2016, due to Treasury Bills and bonds of other foreign issuers, despite the decrease in bonds from domestic and foreign public issuers.
| Million euros | |||||||
|---|---|---|---|---|---|---|---|
| 2017 | 2016 | 2015 | Chan. % |
||||
| Amount | % in total |
Amount | % in total |
Amount | % in total |
17/16 | |
| FIXED INCOME SECURITIES | |||||||
| Treasury Bills and other Government bonds | 1,369 | 10.9% | 745 | 6.3% | 1,215 | 10.0% | 83.6% |
| Bonds issued by Government and public entities (Portuguese) |
3,051 | 24.4% | 3,469 | 29.4% | 2,984 | 24.6% | -12.1% |
| Bonds issued by Government and public entities (foreign issuers) |
3,301 | 26.4% | 3,398 | 28.8% | 3,003 | 24.8% | -2.9% |
| Bonds issued by other Portuguese entities | 1,302 | 10.4% | 1,306 | 11.1% | 1,160 | 9.6% | -0.3% |
| Bonds issued by other foreign entities | 1,615 | 12.9% | 811 | 6.9% | 1,220 | 10.1% | 99.1% |
| 10,637 | 85.0% | 9,730 | 82.5% | 9,582 | 79.1% | 9.3% | |
| VARIABLE INCOME SECURITIES | |||||||
| Shares and other variable income securities | 50 | 0.4% | 56 | 0.5% | 177 | 1.5% | -11.2% |
| Investment fund units | 1,087 | 8.7% | 1,170 | 9.9% | 1,440 | 11.9% | -7.1% |
| 1,137 | 9.1% | 1,226 | 10.4% | 1,617 | 13.3% | -7.3% | |
| IMPAIRMENT FOR OVERDUE SECURITIES | (4) | (13) | (4) | 71.5% | |||
| TRADING DERIVATIVES | 741 | 5.9% | 849 | 7.2% | 925 | 7.6% | -12.7% |
| TOTAL | 12,512 | 100.0% | 11,792 | 100.0% | 12,120 100.0% | 6.1% |
The fixed yield securities portfolio reached the value of 10,637 million Euros as at 31 December 2017 (9,730 million Euros at the end of 2016), representing 85.0% of the total securities portfolio (82.5% in 2016). This portfolio is mainly composed of bonds of national and foreign public issuers which, as a whole, amounted to 6,351 million Euros (6,867 million Euros at the end of 2016), representing 59.7% (2016: 70.6%) of the portfolio of fixed yield securities and 50.8% (2016: 58.2%) of the total financial assets portfolios. In this portfolio structure, note should also be made of the performance of treasury bills and other public debt securities which reached 1,369 million Euros on 31 December 2017 (compared to 745 million Euros as at 31 December 2016), showing an 83.6% increase versus the portfolio of the previous year, as well as of the bonds of other foreign issuers with a 99.1% rise, reaching 1,615 million Euros on 31 December 2017 (811 million Euros as at 31 December 2016).
The variable yield securities portfolio decreased by 7.3%, from 1,226 million Euros recorded at the end of 2016 to 1,137 million Euros as at 31 December 2017, showing the 7.1% reduction of the investment fund units' portfolio, from 1,170 million Euros to 1,087 million Euros in the same period.
Trading derivatives totalled 741 million Euros on 31 December 2017, a 12.7% decrease versus the 849 million Euros recorded on 31 December 2016, particularly the reduction recorded in the swap contracts portfolio (-113 million Euros).
Other asset elements, which include assets with repurchase agreement, hedging derivatives, investments in associates, investment property, non-current assets held for sale, other tangible assets, goodwill and intangible assets, current and deferred tax assets, and other assets, represented 10.9% of total consolidated assets (11.0% at the end of 2016), standing at 7,853 million Euros as at 31 December 2017, compared to 7,865 million Euros recorded as at 31 December 2016.
Equity, including non-controlling interests, totalled 7,180 million Euros on 31 December 2017, 1,915 million Euros more than the 5,265 million Euros recorded at the end of 2016. This performance was mainly driven by the share capital increase (+1,287 million Euros after expenses and taxes) resolved on 9 January 2017 and made through a Rights Offering, by the variation in fair value reserves (+231 million Euros), mainly due to the recognition of potential gains associated to financial assets available for sale, by the net income for the year attributable to Shareholders (+186 million Euros), as well as by the foreign exchange differences resulting from the consolidation of the Group's companies (+49 million Euros), mostly related to the operation in Mozambique.
Additional information and detail on the performance of equity is provided in the Consolidated Accounts of the alterations in Equity for the period ended on 31 December 2017 and 2016 of the Accounts and Notes to the Consolidated Accounts.
Millennium bcp conducts a wide range of banking activities and financial services in Portugal and abroad, with special focus on Retail Banking, Companies Banking and Private Banking business.
Following the commitment undertaken with the Directorate-General of the European Commission (DG Comp), an additional segment has been considered, the Non-Core Business Portfolio, in accordance with the criteria agreed therein.
| BUSINESS SEGMENT | PERIMETER |
|---|---|
| Retail Network of Millennium bcp (Portugal) | |
| Retail Banking | Retail Recovery Division |
| Banco ActivoBank | |
| Companies and Corporate Network of Millennium bcp (Portugal) | |
| Specialised Recovery Division | |
| Real Estate Business Division | |
| Interfundos | |
| Companies, Corporate & Investment Banking | Large Corporate Network of Millennium bcp (Portugal) |
| Specialised Monitoring Division | |
| Investment Banking | |
| Trade Finance Department (*) | |
| Private Banking | Private Banking Network of Millennium bcp (Portugal) |
| Millennium Banque Privée (Switzerland) (**) | |
| Millennium bcp Bank & Trust (Cayman Islands) (**) | |
| Non Core Business Portfolio | In accordance with the criteria agreed with DG Comp (***) |
| Bank Millennium (Poland) | |
| Foreign Business | BIM - Banco Internacional de Moçambique |
| Banco Millennium Atlântico (****) | |
| Millennium Banque Privée (Switzerland) (**) | |
| Millennium bcp Bank & Trust (Cayman Islands) (**) | |
| Includes all other business and unallocated values in particular centralized | |
| Other | management of financial investments, corporate activities and insurance |
| activity. |
(*) From Treasury and Markets International Division.
(**) For the purposes of business segments, Millennium Banque Privée (Switzerland) and Millennium bcp Bank & Trust (Cayman Islands) are included in the Private Banking segment. In terms of geographic segments, both operations are considered Foreign Business.
(***) Loan Portfolios in Portugal to discontinue gradually under the commitments undertaken with the DG Comp.
(****) In the context of the Banco Millennium in Angola merger process with Banco Privado Atlântico, Banco Millennium in Angola was considered as a discontinued operation in March 2016. After the completion of the merger, in May 2016, the new merged entity, Banco Millennium Atlântico, started being consolidated using the equity method.
The figures reported for each business segment resulted from aggregating the subsidiaries and business units integrated in each segment, also reflecting the impact from capital allocation and balancing process of each entity in the balance sheet and income statement, based on average figures. The balance sheet headings for each subsidiary and business unit were re-calculated, taking into account the replacement of the equity book values by the amounts attributed through the allocation process, based on the regulatory solvency criteria.
Thus, as the process of capital allocation complies with the regulatory criteria of solvency in force, the risk weighted assets, and consequently the capital allocated to the business segments, are determined in accordance with the Basel III framework, pursuant to the CRD IV/CRR. The capital allocated to each segment resulted from the application of a capital ratio target to the risks managed by each segment, reflecting the application of the Basel III methodologies previously referred. Each operation is balanced through internal transfers of funds, hence with no impact on consolidated accounts.
Each segment's income includes the non-controlling interests, when applicable. Therefore, the values of net income presented incorporate the individual net income of the business units, regardless of the percentage stake held by the Group, and the impacts of the transfers of funds described above.
Operating costs related to the business segments do not include gains from the Collective Labour Agreement negotiation and restructuring costs in 2017and 2016.
Total customer funds were redefined, with reference to 31 December 2017 and, consequently, on a comparable basis to the end of December 2016, reflecting a broader concept in order to include amounts held by customers as part of existing agreements for its placement and management, but which were previously processed by the Bank's commercial management information system that already integrated the resources of the business segments in Portugal. However, in order to increase the comparability of information, the sources of information used were standardized, so that, whenever applicable, the figures for the year 2016 were restated.
The information presented below was based on the financial statements prepared in accordance with IFRS and on the organization of the Group's business areas as at 31 December 2017.
Leading bank in innovation, being the 1st Bank to launch a digital POS with the Millennium Moove App, provision of new tools on the website and on the M Empresas App, such as the new simplified registry and exclusive services in the App for the best company clients (Clients Aplauso).
Consolidation of the businesses carried out by micro companies through the increase in the number of
clients, the volume of credit granted, influencing the capture of treasury and funds of corporate clients.
draw of electronic devices for the new subscribers, as part of the strong strategic bet in digital.
In 2017, the Bank remained focused on the strategic objectives of expanding its customer base and increasing customers' involvement with the Bank. Each one of these two strategic objectives was developed according to the following vectors:
Attracting Customers
Customer Loyalty
In order to reach the objective of adding new clients and increasing their involvement with the Bank, several initiatives were developed, amongst which we underline the following:
The set of actions undertaken, together with the focus on innovation, contributed to close the year with around 163,000 clients (+33%), over 140,000 followers on Facebook, and to surpass 1,300 million Euros in assets under management.
| RETAIL BANKING 31 Dec. 17 31 Dec. 16 PROFIT AND LOSS ACCOUNT |
Chg. 17/16 |
|
|---|---|---|
| Net interest income (*) 413 |
391 | 5.4% |
| Other net income (*) 370 |
351 | 5.2% |
| 782 | 743 | 5.3% |
| Operating costs (*) 472 |
489 | -3.5% |
| Impairment (*) 54 |
113 | -52.4% |
| Income before tax 256 |
141 | 82.4% |
| Income taxes (*) 75 |
40 | 86.9% |
| Income after tax 181 |
100 | 80.6% |
| SUMMARY OF INDICATORS | ||
| Allocated capital 556 |
518 | 7.3% |
| Return on allocated capital 32.6% |
19.4% | |
| Risk weighted assets 5,517 |
4,906 | 12.5% |
| Cost to income ratio 60.4% |
65.9% | |
| Loans to Customers (net of impairment charges) (*) 16,865 |
16,918 | -0.3% |
| Total Customer funds 35,927 |
34,002 | 5.7% |
Notes:
Allocated capital, loans to customers (net of recoveries) and total customer funds and figures based on average balance.
(*) Balances according to the Note 51 – Consolidate Balance Sheet and Income Statement by Segments, of the notes to the accounts.
Income after tax from the Retail Banking segment of Millennium bcp in Portugal totalled 181 million Euros in 2017 showing a significant growth compared with 100 million Euros in 2016. This favourable performance is mainly explained by the increase in total operating income, by the reduction of operating costs and by lower impairment charges. Regarding the evolution of the main Income Statement headings, the following aspects should be highlighted:
Positioning of the Bank as a partner of the companies, pursuing the development of its strategy to support companies in the SME, Corporate and arge Corporate segments, through the provision of funding solutions for investment and for the operating cycle.
Reinforcement of the continuity and financial stability of the Organismos de Investimento Imobiliário (OII) (Real Estate Investment Entities) , undertakings for investment in real-estate, and the creation of liquidity conditions for the participants, together with the consolidation of our market leadership position.
website for making documentary operations and the implementation of new international factoring solutions.

The trade finance activity recorded, by the end of 2017, a total amount of 65.5 billion Euros, showing a yearon-year increase of 20.9%. The number of operations made in 2017 rose to around 2 million, a 10.4% increase versus 2016. The number of Clients increased 9.2% when compared with 2016.
Income after tax from the Companies, Corporate and Investment Banking segment in Portugal totalled 6.7 million Euros in 2017, showing a significant improvement compared to the loss of 143 million Euros presented in 2016, mainly caused by the decrease in impairment charges. The performance of this segment is globally explained by the following variations:
| Million euros | |||
|---|---|---|---|
| COMPANIES, CORPORATE & INVESTMENT BANKING | 31 Dec. 17 | 31 Dec. 16 | Chg. 17/16 |
| PROFIT AND LOSS ACCOUNT | |||
| Net interest income (*) | 256 | 277 | -7.4% |
| Other net income (*) | 152 | 154 | -1.4% |
| 408 | 431 | -5.3% | |
| Operating costs (*) | 93 | 97 | -4.6% |
| Impairment (*) | 307 | 538 | -42.9% |
| Income before tax | 8 | (205) | -103.8% |
| Income taxes (*) | 1 | (62) | -101.8% |
| Income after tax | 7 | (143) | -104.7% |
| SUMMARY OF INDICATORS | |||
| Allocated capital | 767 | 753 | 1.8% |
| Return on allocated capital | 0.9% | -19.0% | |
| Risk weighted assets | 7,649 | 7,441 | 2.8% |
| Cost to income ratio | 22.8% | 22.6% | |
| Loans to Customers (net of impairment charges) (*) | 10,783 | 10,934 | -1.4% |
| Total Customer funds | 10,852 | 10,137 | 7.0% |
Notes:
Allocated capital, loans to customers (net of recoveries) and total customer funds and figures based on average balance.
(*) Balances according to the Note 51 – Consolidate Balance Sheet and Income Statement by Segments, of the notes to the accounts.
| Million euros | |||
|---|---|---|---|
| PRIVATE BANKING | 31 Dec. 17 | 31 Dec. 16 | Chg. 17/16 |
| PROFIT AND LOSS ACCOUNT | |||
| Net interest income (*) | 15 | 15 | 1.1% |
| Other net income (*) | 40 | 31 | 30.4% |
| 55 | 46 | 21.0% | |
| Operating costs (*) | 16 | 15 | 6.5% |
| Impairment (*) | 4 | 0 | >200% |
| Income before tax | 35 | 30 | 16.6% |
| Income taxes (*) | 10 | 9 | 16.6% |
| Income after tax | 25 | 21 | 16.6% |
| SUMMARY OF INDICATORS | |||
| Allocated capital | 13 | 10 | 30.9% |
| Return on allocated capital | 183.9% | 206.5% | |
| Risk weighted assets | 156 | 102 | 53.8% |
| Cost to income ratio | 29.6% | 33.7% | |
| Loans to Customers (net of impairment charges) (*) | 221 | 172 | 28.6% |
| Total Customer funds | 5,214 | 4,571 | 14.1% |
Notes:
Allocated capital, loans to customers (net of recoveries) and total customer funds and figures based on average balance.
(*) Balances according to the Note 51 – Consolidate Balance Sheet and Income Statement by Segments, of the notes to the accounts.
From a geographic segmentation standpoint, income after tax from the Private Banking business in Portugal totalled 25 million Euros in 2017 comparing favourably to 21 million Euros recorded in 2016, mainly due to the increase of the other net profits, slightly mitigated by the increase in impairment charges. Considering the main items of the income statement, the relevant situations are highlighted as follows:
| 2017 | 2016 | 2015 | Change % 17/16 |
2016 Change % 17/16 | ||
|---|---|---|---|---|---|---|
| excluding FX effect | ||||||
| Total assets | 17,037 | 15,598 | 15,534 | 9.2% | 16,475 | 3.4% |
| Loans to customers (gross) | 11,713 | 10,971 | 11,218 | 6.8% | 11,588 | 1.1% |
| Loans to customers (net) | 11,354 | 10,661 | 10,875 | 6.5% | 11,261 | 0.8% |
| Customer funds | 15,948 | 14,343 | 14,084 | 11.2% | 15,149 | 5.3% |
| Of which: on balance sheet | 13,826 | 12,761 | 12,456 | 8.3% | 13,478 | 2.6% |
| Off-balance sheet (*) | 2,122 | 1,582 | 1,628 | 34.2% | 1,671 | 27.0% |
| Shareholders' equity | 1,861 | 1,574 | 1,511 | 18.3% | 1,662 | 12.0% |
| Net interest income | 399.0 | 344.1 | 326.5 | 16.0% | 354.2 | 12.7% |
| Other net income | 194.9 | 220.5 | 155.6 | -11.6% | 227.0 | -14.1% |
| Operating costs | 272.0 | 254.2 | 260.0 | 7.0% | 261.6 | 3.9% |
| Impairment and provisions | 60.1 | 52.8 | 57.7 | 13.7% | 54.4 | 10.5% |
| Net income | 160.2 | 160.3 | 130.7 | 0.0% | 164.9 | -2.9% |
| Number of customers (thousands) | 1,643 | 1,499 | 1,376 | 9.6% | ||
| Employees (number) (**) | 5,830 | 5,844 | 5,911 | -0.2% | ||
| Branches (number) | 355 | 368 | 411 | -3.5% | ||
| Market capitalisation | 2,597 | 1,428 | 1,582 | 81.9% | 1,508 | 72.3% |
| % Of share capital held | 50.1% | 50.1% | 50.1% |
Million euros
Note: the source of the information presented in this table was the statutory financial statements of the subsidiary converted at the indicated exchange rate.
Source: Bank Millennium
| FX rates: | ||||
|---|---|---|---|---|
| Balance Sheet 1 euro = | 4.1756 | 4.4103 | 4.2639 | zloties |
| Profit and Loss Account 1 euro = | 4.2514 | 4.3756 | 4.1817 | zloties |
(*) Customer funds registered off-balance sheet with change of criteria on capitalization products, from 2015 onwards.
(**) Number of employees according to Full-Time Equivalent (FTE) criteria.
| Million euros | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | 2015 | Change % 17/16 |
2016 Change % 17/16 | ||
| excluding FX effect | ||||||
| Total assets | 496 | 536 | 525 | -7.5% | 492 | 0.8% |
| Loans to customers (gross) | 259 | 265 | 207 | -2.1% | 243 | 6.7% |
| Loans to customers (net) | 257 | 263 | 206 | -2.2% | 241 | 6.5% |
| Customer funds | 2,800 | 2,852 | 2,639 | -1.8% | 2,617 | 7.0% |
| Of which: on balance sheet | 408 | 437 | 425 | -6.7% | 401 | 1.7% |
| Off-balance sheet | 2,392 | 2,415 | 2,214 | -0.9% | 2,216 | 8.0% |
| Shareholders' equity | 76 | 84 | 90 | -8.8% | 77 | -0.6% |
| Net interest income | 4.8 | 4.4 | 4.3 | 9.4% | 4.3 | 11.3% |
| Other net income | 26.2 | 25.2 | 25.7 | 3.9% | 24.8 | 5.7% |
| Operating costs | 21.7 | 20.9 | 21.9 | 3.6% | 20.6 | 5.4% |
| Impairment and provisions | 0.5 | 1.1 | 0.1 | -56.3% | 1.0 | -55.5% |
| Net income | 6.7 | 5.8 | 6.0 | 16.2% | 5.7 | 18.3% |
| Number of customers (thousands) | 1.9 | 1.6 | 1.6 | 20.7% | ||
| Employees (number) | 71 | 72 | 71 | -1.4% | ||
| Branches (number) | 1 | 1 | 1 | 0.0% | ||
| % Of share capital held | 100.0% | 100.0% | 100.0% |
Note: the source of the information presented in this table was the financial statements reported by the subsidiary for the purpose of consolidated financial statements, whenever available.
| FX rates: | ||||
|---|---|---|---|---|
| Balance Sheet 1 euro = | 1.1704 | 1.0739 | 1.0835 | swiss francs |
| Profit and Loss Account 1 euro = | 1.1117 | 1.0925 | 1.0631 | swiss francs |
pharmaceutical services for the supply of anti-retroviral drugs; making health tests in the building of the head office on the World Aids Day; the Bank was appointed for the Presidency of EcoSIDA - Associação dos Empresários para Saúde e Bem-Estar do Trabalhador.
Net income increased 23.2%, with a ROE of 24.2%, based on the 13.2% increase of the banking product, triggered by the increase in the net interest income (+27.9%) and of fees (+2,4%), despite the 9.2% increase in operating costs. Customer funds increased 1.8% and the credit portfolio decreased 19.5%.
| Million euros |
||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | 2015 | Change % 17/16 |
2016 | Change % 17/16 |
|
| excluding FX effect | ||||||
| Total assets | 1,950 | 1,838 | 2,355 | 6.1% | 1,965 | -0.7% |
| Loans to customers (gross) | 965 | 1,121 | 1,378 | -13.9% | 1,199 | -19.5% |
| Loans to customers (net) | 872 | 1,039 | 1,297 | -16.1% | 1,111 | -21.6% |
| Customer funds | 1,414 | 1,299 | 1,744 | 8.9% | 1,389 | 1.8% |
| Of which: on balance sheet | 1,414 | 1,299 | 1,744 | 8.9% | 1,389 | 1.8% |
| Shareholders' equity | 404 | 309 | 396 | 30.7% | 330 | 22.2% |
| Net interest income | 173.2 | 139.7 | 140.8 | 24.0% | 135.5 | 27.9% |
| Other net income | 50.9 | 64.5 | 100.6 | -21.1% | 62.5 | -18.6% |
| Operating costs | 84.9 | 80.2 | 106.1 | 5.9% | 77.8 | 9.2% |
| Impairment and provisions | 26.7 | 23.6 | 29.4 | 13.1% | 22.9 | 16.7% |
| Net income | 85.1 | 71.2 | 84.2 | 19.5% | 69.1 | 23.2% |
| Number of customers (thousands) (*) | 1,339 | 1,272 | 1,200 | 5.2% | ||
| Employees (number) | 2,631 | 2,551 | 2,505 | 3.1% | ||
| Branches (number) | 186 | 176 | 169 | 5.7% | ||
| % Of share capital held | 66.7% | 66.7% | 66.7% |
Note: the source of the information presented in this table was the financial statements reported by the subsidiary for the purpose of consolidated financial statements, whenever available.
| FX rates: | ||||
|---|---|---|---|---|
| Balance Sheet 1 euro = | 70.4400 | 75.3100 | 51.1600 | meticais |
| Profit and Loss Account 1 euro = | 71.6902 | 69.4927 | 43.7413 | meticais |
| (*) Number of customers with change of criteria to active customers, from 2015 |
Macau
onwards.
| Million euros | ||||
|---|---|---|---|---|
| 2017 | 2016 | 2015 Change % 17/16 | ||
| Total assets | 678 | 710 | 802 | -4.6% |
| Loans to customers (gross) | 22 | 41 | 45 | -45.3% |
| Loans to customers (net) | 19 | 39 | 41 | -50.6% |
| Customer funds | 369 | 383 | 491 | -3.8% |
| Of which: on balance sheet | 359 | 371 | 478 | -3.2% |
| Off-balance sheet | 10 | 13 | 12 | -19.8% |
| Shareholders' equity | 318 | 335 | 317 | -5.2% |
| Net interest income | 6.4 | 5.7 | 7.8 | 11.5% |
| Other net income (*) | (0.9) | 1.2 | 2.5 | -171.8% |
| Operating costs | 1.7 | 2.1 | 2.9 | -17.4% |
| Impairment and provisions | 1.5 | (2.7) | 2.4 | 156.7% |
| Net income (*) | 2.3 | 7.5 | 4.9 | -69.2% |
| Number of customers (thousands) | 0.2 | 0.2 | 0.3 | -14.6% |
| Employees (number) | 6 | 7 | 12 | -14.3% |
| Branches (number) | 0 | 0 | 0 | |
| % Of share capital held | 100.0% | 100.0% | 100.0% |
Note: the source of the information presented in this table was the financial statements reported by the subsidiary for the purpose of consolidated financial statements, whenever available.
(*) Other net income and Net income have been adjusted by 19.7 million euro in 2017 and -10.3 million euros in 2016, concerning non relevant foreign exchange impacts on consolidated basis.
| Million euros | |||
|---|---|---|---|
| FOREIGN BUSINESS | 31 Dec. 17 | 31 Dec. 16 | Chg. 17/16 |
| PROFIT AND LOSS ACCOUNT | |||
| Net interest income (*) | 574 | 477 | 20.1% |
| Other net income () (*) | 262 | 277 | -5.1% |
| 836 | 754 | 10.9% | |
| Operating costs (*) | 367 | 342 | 7.3% |
| Impairment (*) | 138 | 82 | 67.9% |
| Income before tax | 332 | 330 | 0.4% |
| Income taxes (*) | 84 | 85 | -1.3% |
| Income after tax from continuing operations | 248 | 245 | 1.0% |
| Income from discontinued operations (***) | - | 37 | -100.0% |
| Income after tax | 248 | 282 | -12.2% |
| Allocated capital | 1,390 | 1,233 | 12.7% |
|---|---|---|---|
| Return on allocated capital | 17.8% | 22.8% | |
| Risk weighted assets | 11,293 | 10,634 | 6.2% |
| Cost to income ratio | 43.9% | 45.3% | |
| Loans to Customers (net of impairment charges) (*) | 12,502 | 12,003 | 4.2% |
| Total Customer funds | 19,437 | 17,704 | 9.8% |
(*) Balances according to the Note 51 – Consolidate Balance Sheet and Income Statement by Segments, of the notes to the accounts.
(**) Includes accounted earnings related to the investment in Banco Millennium Atlântico, the new merged entity resulted from the merger process of Banco Millennium Angola with Banco Privado Atlântico in May 2016.
(***) Corresponds to total net income from Banco Millennium Angola (from the first four years of 2016).
Income after tax from Foreign Business, according to the geographic segments, stood at 248 million Euros in 2017 versus 282 million Euros achieved in the same period of 2016, being affected by specific impacts resulting mainly from the application of IAS 29 on Banco Millennium Atlântico in 2017 due to the classification of Angola as an economy with high inflation by the international audit firms and by gains in 2016 with the sale of the stake held by Bank Millennium Poland in Visa Europe.
The application of IAS 29 to Banco Millennium Atlântico caused a negative impact of 28 million Euros in the income after tax from the Foreign Business segment in 2017, reflected in other net income (equity accounted earnings) and impairment (goodwill), while gains obtained last year by Bank Millennium in Poland with the sale of the stake held in Visa Europe had a positive impact of 57 million Euros on income after tax of this segment in 2016, resulting all these effects on a lower amount of 85 million Euros in income after tax in 2017, compared to 2016.
Taking into account the different items in the income statement, the performance of Foreign Business can be analyzed as follows:
of Mozambique despite the inverse performance in Poland.
Total customer funds from business abroad increased by 9.8% from the 17,704 million Euros reported on 31 December 2016, standing at 19,437 million Euros on 31 December 2017, mainly due to the performance of Poland and mostly to the customers' deposits and other loans. Excluding the foreign exchange effects, total customer funds increased 5.3%.
Within a context of recovery of the Portuguese economy and a challenging competitive market, 2017 was marked by the continuation of the implementation of the defined strategic agenda.
Several projects were carried out and, combining the excellence in the experience provided to the customer with the creation of value proposals, contributed to strengthening the Bank's position as an international reference in the distribution of insurance policies through banking channels.
The Life insurance business, with a production of 1,400 million Euros, recorded a 1.8% increase versus the same period of 2016, especially driven by the performance recorded by the closed unit linked and PPR products, increasing 24.2% and 70.9%, respectively, versus 2016.
The good operating performance and technical solidity of the life operation enabled the generation of a significant contribution of 35.5 million Euros of net income for Millennium bcp, 36.5% more than in 2016.
In the Non-Life business, the strong focus of the commercial networks of Millennium bcp permitted a 7% increase in production compared with the same period in 2016, strengthening its leading position in non-life insurance in the bancassurance channel with a market share of 35.8%.
This performance was triggered by some commercial initiatives such as the strong multimedia campaign of Médis, and other campaigns launched throughout the four business cycles, which contributed positively in both the Retail and Companies network, which grew 6.2% e 11.2% vs. 2016, respectively.
| Main indicators | Dec-2017 | Dec-2016 | Variation |
|---|---|---|---|
| Market Share - Premiums | |||
| Life Insurance | 20.2% | 21.0% | -0.8 p.p. |
| Non-Life Insurance | 7.4% | 7.4% | 0 p.p. |
| Market Share– Premiums in Bancassurance |
|||
| Life Insurance | 24.4% | 27.2% | -2.8 p.p. |
| Non-Life Insurance | 35.8% | 35.8% | 0 p.p. |
BCP intends to be a benchmark Bank in customer service …
BCP's vision is to become the benchmark Bank in Customer service, based on innovative distribution platforms, where a relevant part of the resources will be allocated to Retail and Companies, in markets of high potential with excellent efficiency levels, translated into a commitment to an efficiency ratio placed at reference levels for the banking industry and with tight discipline in capital, liquidity and cost management.
… whose mission is to create value for the Stakeholders …
The Bank's mission is to create value for the stakeholders through high quality banking and financial products and services, complying with rigorous and high standards of conduct and corporate responsibility, growing profitably and sustainably, so as to provide an attractive return for Shareholders, in a manner that supports and strengthens the bank's strategic autonomy and corporate identity.
… defining ambitious goals …
On 12 January 2017, the Bank confirmed its financial and operational business goals for 2018 pursuant to the share capital increase:
… and knowing how to attain them.
In the recent past, BCP overcame challenging and demanding times. Its Employees worked hard to turn BCP into a benchmark for commercial banking in Portugal.
The country went through a Financial Aid Programme, showing a weakened economy and a financial system with its credibility damaged. Clients became more demanding and changed the way they relate with the Bank, showing their increasing preference for alternative digital channels, rather than going to a branch.
The contraction showed by banking activity was enormous, interest rates stood at historically low levels, banking supervision was transferred to the European Central Bank and the Supervisor became more demanding and distant. The competitors are currently adjusting to this environment and the Employees of BCP worked daily on the transformation of BCP in order to ensure its sustainability.
The Bank adapted to the changes around it and responded with innovation and ability to adapt to a new reality, bearing in mind at all times the way it wishes to do banking.
Banking with values in the daily relations with Clients, Shareholders, Employees and other Stakeholders.
5 Based on a fully implemented CET1 ratio of 11%.
Millennium bcp is and will increasingly be a bank that is:

Agile, Modern, Personal, Simple and Sustainable
These are the principles defining how each Employee of BCP must act in his/her relations with other Employees, Customers, Shareholders, other Stakeholders and with the Community and the Surrounding Environment.
In September 2012, BCP presented a Strategic Plan with three stages (definition of the basis for a future sustainable development, creation of conditions for growth and profitability and, lastly, achieving a sustained growth) to be implemented until 2017. The Strategic Plan was updated in September 2013, following the approval of BCP's Restructuring Plan by the European Commission and in June 2013, after a share capital increase operation, its targets were also updated. This strategic plan was completed with success.
In 2017, the Bank sped up the implementation of strategic initiatives, betting on innovation and customer experience.
In relation to BCP's business model, 6 work fronts were adopted:
In order to transform the Bank into a stronger organisation and with greater involvement with the shareholders, there are 3 organisation-wide work fronts under way:
The implementation of this Agenda showed visible results at a business level, there was a significant growth in the number of new clients and in the number of digital clients, an increase of digital sales, improvement of the efficiency of the analytics and CRM model. The Bank also launched new products developed by multi-disciplinary teams, like the online credit and the M2020 App.
In Poland, the bank disclosed its "Strategy 2020", announcing a net income target of 1000 million Zlotys, a core income 30% higher than in 2017 and a cost-to-income of 40%, maintaining the cost of risk in line with the historical average. The Bank is evolving, becoming more digital in both the affluent and the mass market segments.
In Mozambique, the bank is focused on the management of the major risk sources, improving namely the control of operating risk, and on its modernization, namely through Mobile (IZi and Smart Izi) and the development of payment solutions. In terms of business segments, one must underline the development shown by the Prestige segment.
The General Meeting of Shareholders will elect the Bank's corporate bodies for the next three-year period, namely a new Executive Committee. Afterwards, the Bank will present to the market a new Strategic Plan to continue to enhance the Bank's position as a modern bank, close to its stakeholders and increasingly sustainable.
The internal control system is defined as the set of principles, strategies, policies, systems, processes, rules and procedures established in the Group aimed at ensuring:
In order to achieve these objectives, the internal control system is based on the Compliance function, the risk management function and internal audit function, which are exercised by centralised divisions and operate transversally across the Group. The Heads of these three divisions are appointed by the Bank's Board of Directors, with the favourable opinion of the Committee for Nominations and Remunerations, which approves their technical and professional profiles as appropriate for the function at stake.
The internal control system is based on:
The internal control system includes the following subsystems: the risk management system, the information and reporting system and the internal control monitoring system.
The risk management system corresponds to the series of integrated and permanent processes which enable the identification, assessment, monitoring and control of all material risks, derived internally or externally, to which the Group's institutions are exposed, in order to keep them at levels that are predefined by the management and supervisory bodies, and take into consideration risks related to credit, markets, interest rates, exchange rates, liquidity, compliance, operating, information systems, strategy and reputation, as well as all other risks which, in view of the specific situation of the Group's institutions, could become materially relevant.
This system is suitably planned, reviewed and documented and is supported by risk identification, assessment, monitoring and control processes, which include appropriate and clearly defined policies and procedures, aimed at ensuring that the objectives of the institution are achieved and that the necessary measures are taken to respond adequately to previously identified risks.
The information and reporting system ensures the existence of information which is substantive, up-to-date, understandable, consistent, timely and reliable, so as to enable an overall and encompassing view of the financial situation, the development of the business, the achievement of the defined strategy and objectives, the risk profile of the institution and the behaviour and prospective evolution of relevant markets.
The financial information process is supported by the accounting and management support systems which record, classify, associate and archive, in a timely, systematic, reliable, complete and consistent manner, all the operations carried out by the institutions and its subsidiaries, in accordance with the rulings and policies issued by the Executive Board of Directors.
The monitoring process includes all the control and assessment actions developed with a view to ensure the effectiveness and adequacy of the internal control system, namely through the identification of deficiencies in the system, either in terms of its design, implementation and/or use. The control and monitoring actions are implemented on a continuous basis and as an integral part of the Group's routines, being complemented with regular or exceptional autonomous assessments. Any deficiencies of material impact which might be detected through the control procedures are duly registered, documented and reported to the appropriate management and supervisory bodies.
Within this context, the internal audit function is performed by the Audit Division on a permanent and independent basis, assessing, at all times and pursuant to the established plan, the adequacy and effectiveness of the different components of the internal control system, as a whole, issuing recommendations based on the outcome of those assessments.
These subsystems of the internal control system are managed by the Risk Office and Compliance Office in terms of risk management and by the Planning and Control Department of the Planning, Research and ALM Division, the Accounts and Consolidation Division and the areas responsible for accounting in the different subsidiaries, for information and reporting.
The activity of the Risk Office is transversal across the Group and includes the coordination of the local risk management structures. The activity of the Compliance Office is also transversal to all Institutions of the Group, in terms of applicable compliance policies, with observance of the legal specificities of each jurisdiction. The Accounting and Consolidation Division and the Planning and Control Department of the Planning, Research and ALM Division receive and centralise the financial information of all the subsidiaries. The Audit Division is responsible for the on-site monitoring of the internal control system, performing this duty transversally.
The Risk Office, the Compliance Office, the Accounting and Consolidation Division, the Planning and Control Department of the Planning, Research and ALM Division and Audit Division ensure the implementation of the procedures and means required to obtain all the relevant information for the information consolidation process at Group level - both of an accounting nature and relative to management support and risk monitoring and control - which should include:
Assurance that the managerial information is consistent between the different entities, so that it is possible to measure and monitor the evolution and profitability of each business, verify compliance with the objectives that have been established, as well as evaluate and control the risks incurred by each entity, both in absolute and relative terms.
| Risk | Sources of risk | Risk level | Trend | Interactions |
|---|---|---|---|---|
| ENVIRONMENT | ||||
| Regulatory | More demanding Capital Requirements (SREP) and liquidity and implementation of MREL Regular practice of conducting Stress Tests by the ECB Changes to accounting standards, namely IFRS 9, as of January 2018, which includes into a transition from an incurred loss model to an expected loss model Absence of fiscal framework for the IFRS 9 transition Legal void for the tax treatment of credit impairments European Commission and ECB guidelines on NPL provisioning EBA's guidelines on IRB models |
High | Total CET1 requirements in 2018: 8.8125% Disclosure of LCR, NFSR and Leverage ratio IFRS9 could result in a greater Income Statement volatility and in a greater loan granting procyclicality Most guidelines have already been translated into our risk models, which, pursuant to continuous dialogue with the ECB, have become very conservative when compared with most banks in Europe 56% RWA density |
|
| Sovereign | Low potential growth Low interest rates and compression of the spread for active interest rates High indebtedness of the public sector and of the private sector Deceleration of the fall of public debt as a percentage of GDP Deceleration of the correction of the unbalances of the country's current account and capital account Exposure to Portuguese and Mozambican sovereign debt Exposure to emerging countries strongly dependent on commodities Exposure to credits held by Mozambican entities Angola was considered an economy undergoing hyperinflation |
Medium | Recovery of profitability limited by the low nominal interest rates and by the low potential growth Still high level of NPE Lower funding costs Profitability of the pension fund Increase in risk premiums may worsen future regulatory requirements, namely those related to the MREL Future regularization of the ECB's monetary policy leads to pressure on public debt yields but the increasing steepness of the interest rates curve favours the banks' profitability |
|
| FUNDING AND LIQUIDITY | ||||
| Access to WSF markets and funding structure |
Irregular functioning of WSF/MMI markets Progressive replacement of the funding obtained from the ECB by funding obtained in the IMM/WSF Incentive to the placement of financial instruments with Retail investors Need to fulfil eventual versus MREL gaps requirements Continuation of the deleveraging process by the internal economic agents versus growth of active loans |
Low | Balance sheet customer deposits and funds paramount in the funding structure Limited scope for decreasing cost of funding Credit portfolio may continue to contract Maintenance of the NPE decrease rhythm Return to profitability in Portugal independent from volume growth Need for access to the financial markets to meet MREL requirements, which may impact the banks' funding structure |
| Risk | Sources of risk | Risk level | Trend | Interactions | ||
|---|---|---|---|---|---|---|
| CAPITAL | ||||||
| Credit risk | Still high NPA stock Execution of NPE and CRF Reduction Plans may not meet market expectations Exposure to real estate assets, directly or by participating in real estate investment or restructuring funds Exposure to emerging countries strongly dependent on commodities |
High | Impact on SREP from high level of NPE Need to decrease the time recovery processes take, for both loans and/or companies Evolution of available income / evolution of unemployment rate / level of companies' default Need to decrease exposure to real estate risk, despite the positive trend in real estate prices generating a positive context for the resolution of the NPE and CRF stock in the bank's balance sheet Deterioration of the quality of loans granted directly to emerging countries or to companies in those countries or to Portuguese companies with business relationships with those countries |
|||
| Market risk | Volatility in capital markets Adverse behaviour of the real estate market |
Low | Market uncertainty Monetary policies of the various Central Banks Profitability of the pension fund Smaller profits from trading |
|||
| Operational risk |
Inherent to the Group's business | Low | Streamlining processes Degrading controls Increased risk of fraud Business Continuity |
|||
| Concentration risk |
Concentration of assets of some size | Medium | Need to reduce the weight of the main Customers in the total credit portfolio |
|||
| Reputational, legal and compliance risk |
Inherent to the Group's business Incentives to place financial products that enable recovery of profitability, not matching the clients' risk profile or needs Reputational risk worsened by the recent resolutions of BES and Banif, after the problems with BPN and BPP |
Medium | Negative public opinion may hinder the ability to attract Clients (particularly depositors) Eventual complaints from Clients Eventual sanctions or other unfavourable procedures resulting from inspections Unstable regulatory framework applicable to financial activities AML and counter terrorism financing rules |
|||
| Profitability | Low nominal interest rates Discussions on the banks' obligation to fully reflect the negative value of the Euribor in mortgage loans rate More limited space to reduce rates on term deposits in new production Regulatory pressures on fees Increase of the coverage of problematic assets by impairment Exposure to emerging markets, including countries specifically affected by the fall in the commodities price Fintech competition |
Medium | Negative impact on the financial margin: price effect, volume effect and past due credit effect Need to continue to control operating costs Keeping adequate hedging of problematic assets by provisions Reformulation of the business model and digital transformation |
The Group's Risk Management System (SGR) is one of the elements of the Internal Control System (SCI) - together with the Internal Audit and Compliance functions - and decisively contributes to a solid control and risk limitation environment in which the Group carries out its business activities, sustainably and in accordance with its Risk Appetite Statement (RAS).
In 2017, the main activities related to developments, responses and achievements within the scope of the control and monitoring of the various risks that the Group faces were, in summary, the following:
(*) Internal Capital Adequacy Assessment Process. (**)
Internal Liquidity Adequacy Assessment Process.
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It is also important to remember that the commitments established with DG COMP (from the European Commission) that resulted from the Bank's recapitalization plan, ended on 31/12/2017. This formally marked the end of a period of around four years during which the Group faced and surmounted crucial challenges, in which risk management - among other control functions - has played a very relevant role and contributed unequivocally to the evidenced business resilience.
The following figure illustrates the risk management governance, referred to on 12/31/2017, exerted through various bodies:

The compositions, competences and responsibilities of the bodies intervening in the risk management governance – besides the Board of Directors (BoD) and the Executive Committee (EC) - are the following:
The Risk Assessment Committee is composed of three non-executive members of the BoD and has the following responsibilities:
The Risk Officer has functional reporting duties to this Committee and participates in its meetings, presenting the evolution of the key risk metrics and indicators and of the credit impairment, as well as all incidents, changes and evolutions relative to the Risk Management System.
The Audit Committee is composed of three non-executive members of the BoD. Within the risk management governance, this body stands out for its corporate global monitoring and supervising capacities (e.g. in what concerns the follow-up of the Group risk levels), as well as for its competences related to the Internal Control System, namely:
The Risk Officer participates in this committee's regular meetings, reporting on the evolution of the main indicators and metrics concerning risks and credit impairment, as well as on the implementation status of the recommendations that concern the Risk Management System (within the scope of internal control or issued by the supervisory/regulatory authorities).
This commission is responsible, at an executive level, for the Group's risk management and control framework, establishing its respective principles, rules, limits and procedures for the Group's entities, in accordance with the defined risk limits.
The Risk Commission monitors the overall levels of credit, market, liquidity and operational risk, as well as all other risks considered materially relevant for the institution, ensuring that the risk levels are compatible with the objectives, available financial resources and strategies that have been approved for the development of the Group's activity. The Commission also validates risk management's compliance with the applicable laws and regulations.
This commission is composed of all the members of the EC(*), the Risk Officer, the Compliance Officer and the Heads of the following Divisions: Internal Audit; International, Treasury and Markets; Research, Planning and ALM; Credit; Rating; Models Monitoring and Validation Office.
This commission has the responsibility of monitoring the evolution of credit risk, under various aspects:
This commission is composed of three EC members (responsible for the credit, financial and risk areas) and the Heads of the following Divisions: Credit; Risk Office; Rating; Specialised Recovery; Specialised Monitoring; Retail Recovery; Real Estate Business; Legal Advisory and Litigation; and Management Information.
(*) With a minimum of three Executive Directors.
The mission of this specialised commission is the monitoring of the performance and risk of the Group's Pension Funds in Portugal.
The Commission has the following competences:
This commission is composed of three members of the EC (one of these being the responsible for the insurance area), the Risk Officer, the head of Human Resources and of the Research, Planning and AML Divisions and, by invitation, representatives of the Fund's management entities.
This commission is responsible for defining the operational risk management framework and its implementation in the Group's operations.
The Commission monitors all matters related with internal control and operational risk.
It is composed of three EC members, the Risk Officer, the Compliance Officer and the Heads of the Internal Audit, IT and Operations Divisions. Depending on the specific subjects concerning processes to be addressed by this commission, macro-process owners will participate in the meetings.
This commission's functions are to assess and decide on loan granting to Customers of Banco Comercial Português, in accordance with the competences established by an internal regulation ('Credit Granting, Monitoring and Recovery'). This commission may also issue, when justifiable, advisory opinions on credit proposals from Group subsidiaries.
The Commission sub-divides into different commissions: one for decisions on core business credit applications, the other for decisions upon NPE clients' operations.
The Credit Commission is composed of all of the EC members(*), the Risk Officer, the Compliance Officer, the Company Secretary, the Heads of the proponent areas, the 'Level 3' managers, the subsidiary entities' Credit Commission members (whenever there are proposals originated in those entities) and the Heads of commercial areas. The Heads of the following Divisions are also members of this commission: Credit; Specialised Monitoring; Legal Advisory and Litigation; Investment Banking; Real Estate Business; Rating; Specialised Recovery; Retail Recovery.
The Group CALCO is responsible for the management of the Group's overall capital, for assets and liabilities management and for the definition of liquidity management strategies at a consolidated level. Specifically, the Group CALCO (also referred to as the Capital, Assets and Liabilities Management Commission) is responsible for the structural management of interest rate and liquidity risks, including, among others, the following aspects:
The Group CALCO is composed of all the members of the EC(*) and the heads of the following Divisions: Research, Planning and ALM; Risk Office; Large Corporate; Companies and Corporate; Management Information; Companies Marketing; Retail Marketing; International, Treasury and Markets; Investment Banking; Business Development (upon invitation). Other people, according to the matters addressed, may be requested to participate in the Group CALCO.
The Risk Office (OFF) is responsible for the risk control function at Group level, promoting the overall alignment of concepts and procedures concerning risk monitoring and assessment. The ROFF is responsible for informing the Risk Commission on the general risk level, for proposing measures to improve the control environment and to implement controls which assure compliance with the approved limits. The ROFF ensures the following functions:
Supporting the establishment of risk management policies and methodologies for the identification, measurement, limitation, monitoring, mitigation and reporting of the different types of risk;
The Head of Risk Office is appointed by the BoD and reports to the Board of Directors and its Executive Committee, as well as, on a functional or close relationship basis, to the Risk Assessment Committee and the Audit Committee.
The materialisation of this risk arises from the losses occurred in the loan portfolio, due to the incapacity of borrowers (or their guarantors, when applicable), issuers of securities or contractual counterparts to comply with their credit obligations. This type of risk is very relevant, representing the largest part of the Group's overall exposure to risk.
Control and mitigation of this risk are carried out through a solid and reliable structure of risk analysis and assessment, based on internal rating systems suited to the different business segments and a model for the early detection of potential default of the portfolio and through structural units that are exclusively dedicated to credits recovery, for non-performing situations.
The credit portfolio volume's evolution between 31/12/2016 and 31/12/2017, is presented in the next table, in terms of EAD (Exposure at Default)(*) considering the three main Group geographies - Portugal, Poland and Mozambique - which represented around 99.6% of the Group's EAD by 31/12/2017.
| (Million euros) | |||||
|---|---|---|---|---|---|
| Geography | Dec 17 | Dec 16 | Change | ||
| Amount | % | ||||
| Portugal | 47,405 | 47,856 | (451) | -0.9% | |
| Poland | 17,488 | 16,015 | 1,473 | 9.2% | |
| Mozambique | 1,879 | 1,997 | (118) | -5.9% | |
| PT + PL + MZ | 66,772 | 65,867 | 905 | 1.4% |
In 2017, the Group's portfolio growth was 1.4%, in euros (EUR), to which the increase of 1.473 million euros registered in Poland has decisively contributed. In Portugal, the credit portfolio decreased slightly (- 451 million euros, representing a contraction of 0.9%), mainly due to the effect of the NPE Reduction Plan (reduction of 1.784 million in 2017).
The evolution of the portfolio volumes in the most representative original currencies in the two main foreign geographies (respectively PLZ and CHF in Poland; meticais (MZN) and US dollars in Mozambique) was influenced by the FX variation of these currencies against the euro in 2017: +5.6% for PLN, -8.2% for CHF, +6.9% for MZN and -12.2% for USD.
In Poland, for the two most representative currencies of the local portfolio, there was an annual growth of 14.7% of the portfolio denominated in PLN and a decrease of 7.2% of the portfolio expressed in CHF (in the original currencies). The contraction of the portfolio in CHF corresponded to the continuation of the progressive reduction of the mortgage loans portfolio denominated in CHF. At the end of 2017, the weights of the portfolios
(*) Without impairment deduction to the exposures treated prudentially under the Standardised Approach (STD).
denominated in PLN and CHF were of, respectively, 76% and 20% of the total portfolio (measured in EUR), against 68% and 26% at the end of 2016.
Thus, in spite of the relevant appreciation of the PLN against the EUR, the change in the volume of the credit portfolio in Poland when measured in the Group's reference currency, was offset by the strong depreciation of the CHF recorded and the effective contraction of the portfolio denominated in that currency, globally growing only about 9% in EUR.
In Mozambique, there was an overall annual decrease in the portfolio (measured in EUR) of around 6%. This reduction was mainly due to the reduction of the local portfolio denominated in USD as well as to the strong depreciation of this currency against the EUR. In fact, MZN's portfolio (representing around 77% of the total portfolio in EUR at the end of 2017) recorded a strong annual growth: 7.8% in original currency and 15.3% in EUR (due to the strong appreciation of the MZN against the EUR). Thus, the effective and FX-driven contraction of the portfolio denominated in USD prevailed over the growth of the portfolio denominated in local currency.
The breakdown of the portfolio by risk class is illustrated by the following graphs, representative of the portfolio composition on 31/12/2017, which show a strong diversification:

This portfolio breakdown for Portugal and Poland at 31/12/2017 does not present relevant changes in relation to the end of 2016.
In what concerns Mozambique, there was an increase in the weight of the "Banks and Sovereigns" risk class, together with a noticeably equivalent decrease in the weight of the "Corporate" risk class, while the weight of the "Retail" risk class remained practically unchanged. These risk classes represented, on 31/12/2016 respectively, weights of 50.9%, 36.2% and 12.9% of the portfolio (EAD). This evolution is mainly due to the conversion of financing to Mozambican state-owned enterprises (or owned by the Mozambican State) into sovereign Debt of that country.

The following chart presents the portfolio breakdown (EAD) in terms of the internal risk grades of the debtors, in Portugal and Poland, as at 31/12/2017:
This distribution of EAD by risk grades (RG) represents an improvement in creditworthiness quality compared to the end of 2016: the weight of EAD corresponding to medium and higher quality risk grades increased in the two geographies as a whole, reaching 69.8% in 31/12/2017 which compares with 64.2% as at 31/12/2016. This positive evolution was based on the largest part of EAD associated with clients with higher and medium quality risk grades in Portugal, whose weights were of, respectively, 43.1% and 17.4% (total of 60.5%) at 31/12/2016.
The exposure associated with clients with procedural RG - clients with financial difficulties, including debtors of NPE (in which customers in Default are included) - also showed a favourable evolution, since it had a weight of 18.5% as at 31/12/2016 (21.8% in Portugal).
The following graph shows the annual evolution (31/12/2014-2017) of the EAD volume corresponding to customers with higher and medium quality RG.



The quarterly evolution of the main credit risk indicators, between 31/12/2016 and 31/12/2017, for the Group and the portfolios of Portugal, Poland and Mozambique:
| Dec 17 | Sep 17 | Jun 17 | Mar 17 | Dec 16 | |
|---|---|---|---|---|---|
| CONSOLIDATED | |||||
| NPE/Total credit | 15.0% | 15.9% | 17.0% | 17.5% | 18.1% |
| NPE/Total credit (*) | 11.1% | 11.6% | 13.0% | 13.9% | 14.5% |
| Non-performing credit/Total credit (**) | 5.3% | 5.6% | 5.9% | 5.9% | 6.2% |
| Past due credit (> 90 d)/Total credit (**) | 8.2% | 8.6% | 9.0% | 9.2% | 9.5% |
| Impairment/Total credit (**) | 6.2% | 6.4% | 6.7% | 6.8% | 6.8% |
| PORTUGAL | |||||
| NPE/Total credit | 17.8% | 18.9% | 20.2% | 21.1% | 21.7% |
| Non-performing credit/Total credit (**) | 6.3% | 6.7% | 7.0% | 7.1% | 7.4% |
| Past due credit (> 90 d)/Total credit (**) | 9.7% | 10.1% | 10.7% | 11.1% | 11.5% |
| Impairment/Total credit (**) | 7.1% | 7.3% | 7.7% | 7.8% | 7.9% |
| POLAND | |||||
| Past due credit (> 90 d)/Total credit (**) | 2.8% | 2.7% | 2.7% | 2.6% | 2.6% |
| Impairment/Total credit (**) | 3.1% | 3.1% | 3.0% | 2.9% | 2.8% |
| MOZAMBIQUE | |||||
| Past due credit (> 90 d)/Total credit (**) | 11.8% | 11.9% | 11.8% | 6.5% | 4.6% |
| Impairment/Total credit (**) | 8.3% | 8.1% | 7.9% | 7.2% | 6.1% |
NPE = Non-performing Exposures; NPL = Non-performing Loans
(*) NPE including debt securities and Off-Balance Sheet (**) Total credit = Direct credit to clients, excluding Bonds
The evolution of these indicators was globally positive in 2017, both for Portugal and in consolidated terms. The Group level indicators were mainly influenced by the improvement in Portugal's indicators, given the weight of the domestic portfolio in the Group's total.
The NPE reduction in Portugal - referred to ahead, within the scope of the NPA Reduction Plan - was very strong in 2017 and resulted in an improvement in the NPE ratio from around 23% at the end of 2016 to less than 19% at the end of 2017.
In Poland, credit risk indicators remained relatively stable throughout 2017, with non-significant aggravations between the end of 2017 and the end of 2016.
In Mozambique, the deterioration in the past-due loans ratio stems, mainly, from the unfavourable economic climate of this country and, in particular, from the defaulting of some large loans, some of which Stateguaranteed. It should also be noted, for this geography, the consequent increase in the level of provisioning of the portfolio by impairment.
The Group continued the implementation of its NPA (Non-performing assets) Reduction Plan, in what concerns both the loans (NPE - Non-performing exposures) and the foreclosed assets, based on an integrated strategy of NPE reduction drawn up in 2016. This plan mainly focuses on the portfolios of non-performing loans and of real estate properties held for sale in Portugal.
The NPA Reduction Plan is framed by clear definitions of specific Governance and by a robust management framework, organized by specialised areas of credit recovery (by business/clients segments and for real estate properties received in lieu of payment). Recovery strategies are systematically defined, stemming from automated analysis and decision models (for Retail) or based in the relationship of recovery managers with their Corporate clients, allowing for tailor-made solutions. Also, in what concerns the foreclosed assets (FA), circuits and procedures established privilege the speed of the reception-preparation-sale cycle and the enhancement of the properties' values, in order to facilitate the sale of these assets.
The NPA Reduction Plan also benefits from:
The Bank's implementation of this Plan, under both its scopes, registered unequivocal success and results above projections. For example, at the end of 2017, the portfolio of NPE in Portugal amounted to 6,754 million euros, which clearly exceeded the objective assumed and disclosed for that date: "NPE portfolio in Portugal of less than 7,500 million euros". The following table presents the evolution of NPE volumes between 31/12/2014 and 31/12/2017, for the Group and for Portugal:
| (Million euros) | |||||||
|---|---|---|---|---|---|---|---|
| Dec 17 | Sep 17 | Jun 17 | Mar 17 | Dec 16 | Dec 15 | Dec 14 | |
| CONSOLIDATED | 7,658 | 8,080 | 8,761 | 9,159 | 9,374 | 10,933 | 11,906 |
| PORTUGAL | 6,754 | 7,168 | 7,816 | 8,320 | 8,538 | 9,777 | 10,921 |
From 2014 to 2017, the NPE reduction reached 4,167 million euros in Portugal, with the pace of reduction of the NPE accelerating progressively - about 10% in 2015, 13% in 2016 and 21% in 2017 - which evidences the effectiveness of the measures taken by the Bank under the NPA Reduction Plan.
The breakdown of the NPE reduction in 2017, by the different reduction sources at stake, is shown in the next chart (the Plan considered a stock of 8,533 million euros for the NPE portfolio).

It should also be noted that the NPE portfolio coverage by impairment, collateral and 'Expected Loss Gap' reached 106% by 31/12/2017. The increase in NPE coverage was mainly supported by the growing coverage by impairment, which almost doubled in the last 4 years, as illustrated by the following graph:

| (million euros) | ||||
|---|---|---|---|---|
| Dec 17 | Dec 16 | Dec 15 | Dec 14 | |
| Real estate properties | 1,778 | 1,782 | 1,448 | 1,263 |
| Real estate Funds and companies | 466 | 538 | 460 | 450 |
| Other assets (non-Real estate) | 95 | 75 | 55 | 55 |
| SUB-TOTAL - Portugal | 2,339 | 2,395 | 1,963 | 1,769 |
| Other geographies Foreclosed Assets | 37 | 18 | 37 | 33 |
| GROUP TOTAL | 2,376 | 2,413 | 2,000 | 1,802 |
In what concerns foreclosed assets, the next chart shows the evolution of its breakdown in the several asset types, between December 2014 and December 2017, without impairment:
It is also worth mentioning that the impairment coverage of the foreclosed assets rose from 12.2% to 15.5% between 31/12/2016 and 31/12/2017.
Also, the real estate market risk that impends over these assets held for sale is mitigated by the current valuation expectation for this market: for the EBA stress testing purposes and as defined by this Regulator, the projected real estate price evolution in Portugal (baseline scenario) is of +4.4% for 2018 and of +3.8% for 2019 and 2020.
Finally, a highlight is made upon two other aspects concerning the real estate assets' portfolio that is held for sale:
(*) The properties sold by the Real estate Funds are not included in these figures.
The figures concerning credit concentration, as at 31/12/2017, measured by the weight of the 20 largest Group (non-NPE) exposures, in terms of EAD and excluding Banks and Sovereigns, in the total exposure, are presented in the following chart:
| Customer Groups | Exposure weight in total (EAD) |
|---|---|
| Group 1 | 1.5% |
| Group 2 | 0.7% |
| Group 3 | 0.7% |
| Group 4 | 0.6% |
| Group 5 | 0.6% |
| Group 6 | 0.6% |
| Group 7 | 0.5% |
| Group 8 | 0.5% |
| Group 9 | 0.4% |
| Group 10 | 0.4% |
| Group 11 | 0.4% |
| Group 12 | 0.4% |
| Group 13 | 0.3% |
| Group 14 | 0.3% |
| Group 15 | 0.3% |
| Group 16 | 0.3% |
| Group 17 | 0.3% |
| Group 18 | 0.2% |
| Group 19 | 0.2% |
| Group 20 | 0.2% |
| Total | 9.5% |
The weight of 9.5% for these 20 largest 'non-NPE' exposures is in line with the weight of the equivalent 20 largest Group exposures as at 31/12/2016; so, by this measure, there was a maintenance of the concentration level of credit risk in 2017.
It should be noted that the Group has specific goals defined for the control of credit concentration, materialised into RAS metrics. Besides, metrics for specific concentration types are followed-up regularly: single-name, by sectors of activity, by country, for Institutions and for Sovereign risks.
For all cases, the concentration limits definition depends on the internal/external risk grade attributed to the clients at stake and considers their respective Net Exposure (= LGD x EAD, with LGD =45% whenever an own estimate does not exist or is not applicable).
In the case of the single-name concentration, the limits are only defined for performing clients, since the nonperforming ones are covered by the NPE reduction Plan. For clients with exposure above the established limit excess, specific reduction plans are drawn-up.
Operational risk consists of the occurrence of losses as a result of failures or inadequacies of internal processes, systems or people, or as a result of external events.
In the management of this type of risk, the Group adopts duly documented principles and practices, which are expressed in control mechanisms subject to continuous improvement. This framework has a variety of features, such as: function segregation; lines of responsibility and respective authorisations; exposure definition and tolerance limits; ethical codes and codes of conduct; risks self-assessment (RSA) exercises; key risk indicators (KRI); access controls (physical and logical); reconciliation activities; exception reports; contingency plans; contracting of insurance; internal training on processes, products and systems.
The operational risk management system is based on a structure of end-to-end processes, considering that a vision which is transversal to the functional units of the organisational structure is the most suitable approach for the perception of risks and to estimate the effects of the corrective measures introduced for their mitigation. Furthermore, this processes model also underlies other strategic initiatives related to the management of this risk, such as the actions to improve operating efficiency and the management of business continuity.
Hence, all the Group's subsidiaries have their own processes structure, which is periodically adjusted according to business evolution, in order to ensure suitable coverage of the business activities (or business support activities) developed.
The responsibility for the processes management is entrusted to process owners (seconded by process managers), whose mission is to characterise the operational losses captured under their processes, to monitor the respective KRI, to perform the RSA exercises, as well as to identify and implement suitable actions to mitigate operational risk exposures, thus contributing to the strengthening of control mechanisms and the improvement of the internal control environment. The periodic revision of the main processes in each geography is ensured by local structure units.
During 2017, the various participants in the management of this risk carried out the usual tasks of operational risk management - aiming at an effective and systematic identification, assessment, mitigation and control of exposures - as well as the corresponding reporting duties, either to the Group's management bodies or within the regulatory sphere. Due to its relevance, a highlight should be made on the launching of initiatives aiming at the reinforcement and improvement of the effectiveness of the risk of outsourcing control mechanisms, namely, the issuance of an internal regulation and the definition of risk and performance indicators to monitor the outsourcers' services.
The objective of the RSA exercises is to promote the identification and mitigation (or elimination) of risks, either actual or potential, in each process, through the assessment of each of the 20 subtypes of operational risk considered. These assessments are positioned in a risk tolerance matrix, considering the worst case event that might occur in each process, for three different scenarios. This allows for:
The RSA exercises are based on workshops, attended by the Risk Office and with the participation of the process owners (and process managers), or performed through answers to questionnaires sent to the process owners, for a review of previous RSA results, according to predefined updating criteria.
In 2017, RSA exercises were conducted in the main Group geographies, the results of which are presented in the next graphs. These show the average score for each of the 20 subtypes of operational risk considered, for the set of processes of each geography. The outer line represents a score of 2.5 on a scale of 1 (lowest exposure) to 5 (highest exposure).

R6 Loss of key staff R12 Customer related errors R19 Outsourcing related problems R13 Products or services flaws/errors R20 Other third parties' related problems
The results of the RSA exercises evidence a robust control environment, demonstrating the Group's commitment regarding the operational risk management, through the continuous development of improvement actions that contribute to mitigate the exposures to this risk.
The operational losses data capture (i.e. the identification, registration and characterisation) of operational losses and of the originating events aims at the strengthening of the awareness of this risk and to provide relevant information to process owners, for incorporation within their process management. As such, it is an important instrument to quantify risk exposures and also for the back-testing of the RSA results, enabling the assessment of the evaluation/classification attributed to each risk subtype.
The detection and reporting of operational losses is a responsibility of all employees of the Group, the process owners playing a crucial role in the promotion of these procedures within the context of the processes for which they are responsible.
The identified events in which the losses, effective or potential, exceed the defined materiality limits (for each geographical area) are characterised by the process owners and process managers of processes to which the losses are related, including the description of the respective cause-effect and, when applicable, the valuation of the loss and the description of the improvement action identified to mitigate the risk (based on the analysis of the loss cause).

The following graphs present the profile of the losses captured in the respective database in 2017:
For many of the criteria represented, there were no significant differences with respect to previous years. It should be pointed out that the majority of the losses was originated by procedural risks, related to failures in the formalization of a discontinued product (in Poland), as well as internal and external frauds. It should be highlighted that the ratio between gross losses and the relevant indicator calculated within the Standard Approach (gross income) has consistently been of less than 1%, which compares very favourably with international benchmarks and is testament to the robustness of the Group's operational control environment.
KRIs draw attention to changes in the profile of the operational risks or in the effectiveness of control, enabling the identification of the need to introduce corrective actions within the processes, so as to prevent potential risks from materialising into losses. These indicators currently encompass all of the processes in the main Group operations (Portugal, Poland and Mozambique).
Processes management also uses Key Performance Indicators and Key Control Indicators, the monitoring of which, even if oriented towards the assessment of operative efficiency, also allows for the detection of risks.
Scenario Analysis is an exercise for the assessment of potential risks of high severity, aimed at quantifying the impact of extreme events (low frequency/high severity) which would be relevant for the Bank, even if never registered in the past.
All Macro-Process Owners and other top managers from selected Divisions participate in this exercise, due to their knowledge and experience concerning the activities, which are essential for the description of this type of events' impacts and for the quantification of potential losses that could result from those events.
The results from the scenarios assessment are incorporated into the model developed to determine the capital adequacy (ICAAP) and the information gathered also used for risk management and mitigation, thus contributing to the reinforcement of the internal control environment.
The management of business continuity covers two complementary components: the Business Continuity Plan relative to people, facilities and equipment, and the Technological Recovery Plan relative to information systems, applications and communications infrastructure.
Both of these plans are defined and implemented for a series of critical business processes, and are promoted and coordinated by a dedicated structural unit, whose methodology is based on a principle of continuous improvement, guided by international good practices and the recommendations of the supervisory entities.
These continuity plans are regularly tested and updated, through exercises aimed at improving and deepening the coordination between emergency response, technological recovery, crisis management and business recovery. 14 exercises of business recovery and 2 exercises of technological recovery (DRP) were carried out in 2017.
The contracting of insurance for risks related to assets, persons or third party liability is another important instrument in the management of operational risk, where the objective is the transfer - total or partial - of risks.
The proposals for the contracting of new insurance are submitted by the process owners under their respective duties for the management of the operational risk inherent to their processes, or are presented by the head of area or organic unit, and then analysed by the Operational Risk and Internal Control Monitoring Commission and authorised by the EC.
Market risks consist of the potential losses that might occur in a given portfolio as a result of changes in interest or exchange rates and/or in the prices of the different financial instruments of the portfolio, considering not only the correlations that exist between those instruments but also their volatility.
For purposes of profitability analysis and market risks quantification and control, the following management areas are defined for each entity of the Group:
The definition of these areas allows for an effective management separation of the trading and banking books, as well as for the correct allocation of each operation to the most suitable management area, according to its respective context and strategy.
In order to ensure that the risk levels incurred in the different portfolios of the Group comply with the predefined levels of tolerance to risk, various market risks limits are established, at least yearly, being applicable to all portfolios of the risk management areas over which the risks are incident. These limits are monitored on a daily basis (or intra-daily, in the case of financial markets) by the Risk Office.
Stop Loss limits are also defined for the financial markets areas, based on multiples of the risk limits defined for those areas, aimed at limiting the maximum losses that might occur. When these limits are reached, a review of the strategy and of the assumptions relative to the management of the positions in question is mandatory.
The Group uses an integrated market risk measurement that allows for the monitoring all of the risk subtypes that are considered relevant. This measurement includes the assessment of the following types of risk: general risk, specific risk, non-linear risk and commodity risk. Each risk subtype is measured individually using an appropriate risk model and the integrated measurement is built from the measurements of each subtype without considering any kind of diversification between the four subtypes (worst-case scenario approach).
For the daily measurement of general market risk (relative to interest rate risk, exchange rate risk, equity risk and price risk of credit default swaps) a VaR (value-at-risk) model is used, considering a time horizon of 10 business days and a significance level of 99%.
For non-linear risk, an internally-developed methodology is applied, replicating the effect that the main nonlinear elements of options might have in P&L results of the different portfolios in which these are included, similarly to what is considered by the VaR methodology, using the same time horizon and significance level.
Specific and commodity risks are measured through standard methodologies defined in the applicable regulations, with an appropriate change of the time horizon considered.
The table below presents the amounts at risk for the Trading Book, between 31/12/2016 and 31/12/2017 and measured by the methodologies referred to above, that registered moderate levels along the period under analysis:
| (thousand euros) | |||||
|---|---|---|---|---|---|
| Dec 17 | Max | Avg | Min | Dec 16 | |
| GENERIC RISK (VAR) | 2,546 | 5,808 | 3,099 | 993 | 3,921 |
| Interest rate risk | 2,450 | 5,790 | 2,946 | 834 | 3,855 |
| FX risk | 790 | 497 | 835 | 443 | 354 |
| Equity risk | 36 | 11 | 145 | 24 | 37 |
| Diversification effects | 730 | 490 | 827 | 308 | 325 |
| SPECIFIC RISK | 100 | 1,026 | 386 | 81 | 440 |
| NON-LINEAR RISK | 7 | 67 | 7 | 1 | 8 |
| COMMODITIES RISK | 6 | 24 | 18 | 3 | 16 |
| GLOBAL RISK | 2,660 | 6,058 | 3,510 | 1,537 | 4,385 |
In order to check the appropriateness of the internal VaR model to the assessment of the risks involved in the positions held, several validations are conducted over time, of different scopes and frequency, which include back testing, the estimation of the effects of diversification and the analysis of the comprehensiveness of the risk factors.
The VaR model's hypothetical back-testing exercise for the trading book of Portugal, between 31/12/2016 and 31/12/2017, resulted in 5 excesses over the model's predictive results (4 positive and 1 negative), representing a frequency of 1.9% in 257 days of observation. Hence, this backtesting result allows the validation of the model, as appropriate for measuring the risk at stake.
As a complement to the VaR assessment, the Group continuously tests a broad range of stress scenarios analysing the respective results with a view to identifying risk concentrations that have not been captured by the VaR model and, also, to test for other possible dimensions of loss.
The results of these tests on the Group's trading book, as at 31/12/2017, in terms of impacts over this portfolio's results, were the following:
(*) Positions registered at the Trading Management Area (not specifically included in the accounting Trading Book).
| (thousand euros) | ||
|---|---|---|
| Negative result scenario |
Result | |
| STANDARD SCENARIOS | + 100 b.p. | -10,518 |
| Parallel shift of the yield curve by +/- 100 bps | + 25 b.p. | -2,141 |
| Change in the slope of the yield curve (for maturities from 2 to 10 years) by +/- 25 bps |
+ 100 bps and + 25 bps |
-12,431 |
| Combinations of the previous 2 scenarios | + 100 bps and - 25 bps |
-8,553 |
| Variation in the main stock market indices by +/- 30% | +30% | -241 |
| Variation in foreign exchange rates (against the euro) by +/- 10% for the main currencies and by +/- 25% for other currencies |
-10%, -25% | -4,837 |
| Variation in swap spreads by +/- 20 bps | - 20 bps | -747 |
| NON-STANDARD SCENARIOS | ||
| Widening/narrowing of the bid-ask spread | Widening | -5,606 |
| Customized scenario (1) | -179 | |
| 07/Apr/2011 | -1,882 | |
| Historical scenarios (2) | 22/Sep/2011 | 128 |
(1) The main historical risk factors (within a 3 year horizon) are applied as a simulation over the current portfolio, sothat the potential impacts of those factors are measured.
(2) In these scenarios, past crisis market changes are applied over the current portfolio; in the cases at stake, there was great volatility of the portuguese public debt yields.
These results show that the exposure of the Group's trading book to the different risk factors considered remains relatively limited and that the main adverse scenario at stake refers to a general increase in interest rates, especially when the slope of the yield curve also increases for terms between 2 and 10 years (higher increase in longer terms than ins shorter terms).
The interest rate risk arising from Banking Book operations is evaluated by the Bank in two complementary ways: the portfolio's economic value method (EVE) and the financial margin sensitivity method (NII), through a risk sensitivity analysis carried out every month, for the universe of operations included in the consolidated balance sheet of the Group, broken down by currency of exposure.
Variations of market interest rates influence the Group's net interest income, both in the short term and medium/long term, affecting its economic value in a long term perspective (EVE method). The main risk factors arise from the repricing mismatch of the portfolio positions (repricing risk) and from the risk of variation in market interest rates (yield curve risk). Besides this, but with less impact, there is the risk of unequal variations in different reference rates with the same repricing period (basis risk).
In order to identify the exposure of the Group's banking book to these risks, the monitoring of the interest rate risk takes into consideration the financial characteristics of each of the relevant contracts, with the respective expected cash-flows (principal and interest, without the spread component but including costs for liquidity, capital, operational and other) being projected according to the repricing dates, thus calculating the impact on economic value resulting from alternative scenarios of change of market interest rate curves.
The measurement of this risk, referred to 31/12/2017 and based on the calculation of the difference between the present value of the interest rate mismatch (discounted at market interest rates) and the value of this mismatch discounted at a level of rates with +100 basis points (for all terms) results in a positive impact of approximately 211 million euros (for the EUR-denominated positions), as presented in the following table that shows the breakdown of this impact by each of the banking book's management areas and for the different residual terms of the positions in question.
| (thousand euros) Repricing terms-to-maturity |
||||||
|---|---|---|---|---|---|---|
| < 1 Y | 1 - 3 Y | 3 - 5 Y | 5 - 7 Y | > 7 Y | Total | |
| Commercial area activity | 10,120 | 74,687 | 478,079 | -16,216 | -35,547 | 511,122 |
| Structural area activity | 1,661 | 6,342 | 4,137 | 636 | 25,613 | 38,389 |
| SUBTOTAL | 11,781 | 81,028 | 482,216 | -15,580 | -9,934 | 549,511 |
| Hedging | -15,106 | -164,674 | -394,928 | 11,901 | 39,312 | -523,495 |
| COMMERCIAL AND STRUCTURAL TOTAL | -3,325 | -83,646 | 87,288 | -3,679 | 29,379 | 26,017 |
| Funding and hedging | 6,721 | 2,309 | -3,709 | -102 | -21 | 5,197 |
| Investment portfolio | -12,516 | -12,303 | -2,786 | -1,292 | -7,508 | -36,405 |
| ALM | 28,651 | 162,855 | 77,572 | -19,421 | -33,755 | 215,903 |
| BANKING BOOK TOTAL (31/12/2017) | 19,530 | 69,215 | 158,365 | -24,494 | -11,905 | 210,712 |
| BANKING BOOK TOTAL (31/12/2016) | 27,783 | 16,989 | 80,759 | -15,955 | -30,196 | 79,381 |
| Impact of a -100 bps parallel shift of the yield curve (*) | ||||||
| BANKING BOOK TOTAL (31/12/2017) | 4,064 | 3,140 | -93,693 | 9,632 | 11,477 | -65,380 |
(*) Scenario is limited to non-negative interest rates (implying effective chages smaller than 100 bps, particularly in the shorter terms).
Complementing the previous approach, the Bank monthly calculates monthly the impact on net interest margin projected for the following 12 months, due to changes in market interest rates (NII method). For this purpose, all assets, liabilities and off-balance products that generate interest are considered and the calculation of interest cash flows is performed based on the repricing and amortization characteristics of the products and on yield curves for 12 months projected in accordance with the "cash and carry trade" and "non-arbitrage principle" methods. This exercise assumes a static balance for 12 months in which, for each amortization, an exposure with the same maturity and price features is generated.
So as to capture the net interest margin sensitivity, several simulations are processed corresponding to 10 different scenarios of the market's interest rates evolution. Considering the scenario in which interest rates globally increase +100 bps combined with the most agressive betas scenario for deposits and other interestgenerating liabilities, the estimated impact over the 12 months' NII, as at December 2017, June 2017 and December 2017 is represented in the following graph:

The positions at risk which are not subject to specific market hedging operations are transferred internally to two market areas (Funding and ALM), thus becoming an integral part of the respective portfolios. As such, they are assessed daily based on the market risk control model for the trading book already identified (VaR).
The exchange rate risk of the banking book is transferred internally to the Trading area (Treasury), in accordance with the risk specialisation model followed by the Group for the management of the exchange rate risk of the Balance Sheet. The exposures to exchange rate risk that are not included in this transfer – the financial holdings in subsidiaries, in foreign currency - are hedged on a case-by-case basis through market operations, taking into consideration the defined policy and the conditions and avalability of instruments.
As at 31/12/2017, the Group's holdings in USD, CHF e PLN were fully hedged. On a consolidated basis, these hedges are identified, in accounting terms, as 'Net investment hedges', in accordance with the IFRS nomenclature. On an individual basis, hedge accounting is also carried out, in this case through a 'Fair Value Hedge' methodology.
Regarding equity risk, the Group maintains a series of small size and low risk equity positions, essentially in the investment portfolio, which are not held for trading purposes. The management of these positions is carried out by a specific area of the Group, with the respective risk being controlled on a daily basis, through the indicators and limits defined for market risks' control.
Liquidity risk is the potential inability of the Group to meet its liabilities concerning funding repayment without incurring in significant losses, whether due to the deterioration of funding conditions (funding risk) or due to the sale of assets for amounts below market value (market liquidity risk).
The Group's Wholesale Funding (WSF) structure is defined for each annual period by the Liquidity Plan (which is an integral part of the budgeting process), formulated at consolidated level and for the main subsidiaries of the Group. The preparation of this plan is coordinated by the Group Treasurer and its implementation is monitored continuously throughout the year, being reviewed whenever necessary.
In 2017 there was a reduction of 3,264 million euros in WSF needs in consolidated terms, to which concirred the capital increase in February 2017 (of 1,332 million euros) and the reduction of the commercial gap in Portugal, the effect of which was mitigated by the liquidity utilization resulting from the growth of the Group's securities portfolio in this period.
On the other hand, along with the reduction of liquidity needs, there were movements in 2017 that changed the financing structure with some relevance:
The table below illustrates the WSF structure as at 31/12/2016 and 2017, in terms of the relative weight of each of the instruments used:
| Dec 17 | Dec 16 | Change in weight | |
|---|---|---|---|
| MM | -0.2% | 4.1% | -4.3% |
| BCE | 48.9% | 42.6% | 6.4% |
| CoCo's | 0.0% | 6.1% | -6.1% |
| Private placements | 1.8% | 1.6% | 0.2% |
| Repos | 10.1% | 20.3% | -10.1% |
| Loan agreements | 20.9% | 12.7% | 8.3% |
| Schuldschein | 0.0% | 0.2% | -0.2% |
| EMTN | 0.0% | 2.9% | -2.9% |
| Covered Bonds | 12.2% | 8.0% | 4.2% |
| Subordinated Debt | 6.1% | 1.6% | 4.5% |
| Total | 100% | 100% |
Although the weight, in this structure, of the ECB financing is considerable and has increased, it should be referred that the Bank's net borrowing from the ECB has reduced significantly, attaining 3,049 million euros by 31/12/2017 (around less 1,388 million euros than at 31/12/2016).
The other highlights regarding the evolution of this financing structure are:
The further decrease in the net funding at the Eurosystem has allowed for a reinforcement of the liquidity buffer at the ECB, which totalled 9,278 million euros by the end of December 2017, against 7,614 million euros in December 2016. The recent evolution of the ECB-discountable collateral is illustrated by the next graph.

Global portfolio, including eligible assets mobilized and not mobilized for the ECB's monetary policy pool. The values in December 2016 and 2017 include, on a pro-forma basis, the collateral in excess of the covered bonds program which, under the form of own issues to reinforce the ECB eligible collateral portfolio, would represent an amount never lower than € 1,500 M and € 1,000 M respectively (after haircuts and assuming ECB assessments in line with those for the remaining retained emissions).
It should also be highlighted that, in addition to the eligible collateral graphically represented above (effective + pro-forma), the Group also had in its portfolio, as at 31/12/2017, Treasury Bills (USA) in the amount (not used as collateral) of 324 million euros. Even if this asset is not eligible to collateralize funding at the ECB, it is highly liquid and should be considered, in a broad sense, as part of the liquidity buffer. Hence, the safety margin provided by the liquidity buffer so considered attained 11,052 million euros (1,398 million euros above the corresponding amount in December 2016).
For short term time horizons (up to 3 months), the control of the Group's liquidity risk is carried out daily based on two internally defined indicators: the immediate liquidity indicator and the quarterly liquidity indicator, which measure the maximum fund-taking requirements that could arise cumulatively over the respective time horizons, considering cash flow projections for periods of 3 days and of 3 months, respectively.
These indicators, as at 31/12/2017, showed a zero value in the Treasuries of Portugal and Poland, signifying surplus liquidity in these geographic regions, both in immediate terms and at 3 months, reflecting the prudent management of the different Treasuries of the Group towards this risk.
Simultaneously, the Group's liquidity position is calculated on a regular basis, with the identification of all factors underlying the variations that have occurred.
The Group controls the structural liquidity profile through the regular monitoring of a set of indicators defined both internally and by the regulations, aimed at characterising liquidity risk, such as the loans-to-deposits ratio (93% as at 31/12/2017), the regulatory ratios LCR (Liquidity coverage ratio) and NSFR (Net stable funding ratio) respectively, 158% and 124% as at 31/12/2017 - and also the relative dimension of the excess of available collateral for discounting at UE central banks, vis-à-vistotal clients' deposits.
This risk arises from the potential devaluation of the assets of the Defined Benefit Fund or from the reduction of their expected returns as well as from actuarial differences that may occur from the evolution of demographical factors, in relation to the actuarial assumptions considered. Confronted by such scenarios, the Group would have to make unplanned contributions in order to maintain the benefits defined by the Fund.
The regular monitoring of this risk and the follow-up of its management is a responsibility of the Pension Funds
Risk Monitoring Commission.
In 2017, the Pension Fund registered a time-weighted rate of return (TWR), net of management and deposit fees, of 4.15%. Besides the valuation of more than 11% of the higher risk assets – namely, equities - the Debt classes also registered a significant valuation, especially in the fixed rate component, through the Portuguese sovereign debt assets. The Fund only registered a negative performance in the direct real estate holdings, due to the reappraisal of specific properties.
It should be noted that it is expected that the defined Benefit Fund's responsibilities will be decreasing over time, since the pensions for new employees will be assured by the Social Welfare. On the other hand, the Fund's assets exceed the responsibilities at stake by around 117 million euros.
The Bank continuously monitors the adequacy of capital to cover the risks level to which the Group's activity is subject in the development of its business strategy, current and projected for the medium-term. This continuous process, designated by ICAAP (Internal Capital Adequacy Assessment Process), is a key process within the risk management function's scope at Group BCP. The chart below summarizes the process at stake:

The ICAAP develops under an internal governance model that ensures the involvement of the BoD (the body responsble for approving the results) and its Risk Assessment Committee, of the EC, of the Risk Commission and of the top management, along the various stages of the process.
The results of the ICAAP allow the Bank's management bodies – namely, the Board of Directors and the Executive Committee - to test if the Group's capitalization is appropriate for the risks stemming from its activities and if the strategic plan and budget are sustainable in the medium term and comply with the risk limits defined in the Risk Appetite Statement (RAS) approved for the Group.
For this purpose, the ICAAP is rolled-out from a prospective vision of the impact estimates concerning the occurrence of risks over the Bank's capital (capital requirements), considering their scale or dimension, complexity, frequency, probability and materiality, against a background consisting of the medium term (3 years) projection for the developments of the Group's activities. In this process, impacts are estimated for a base scenario and a stress scenario; the latter, with a severely negative evolution of macro-economic indicators in order to test the Group's resilience and the adequacy of the capital levels to cover the risks to which its activity may become subject.
The ICAAP's first stage is the identification of the material risks to which the Group's activity is subject, which involves the Bank's management and the management from the main subsidiaries abroad. For this purpose, the Group uses a methodological approach based on an internal list of risks, covering more than 60 different risks, considering the relevancy of each one by taking into consideration its probability of occurrence and the magnitude of the impacts of its occurrence – either before or after the implementation of risk mitigation measures.
Beyond all risks considered to be material, the Group integrates in the ICAAP all of Basel's Pillar I risks, even if these do not attain levels that are considered to be material, at Group level.
The result of this stage is the list of risks to be incorporated in the ICAAP, which will also be helpful in defining the variables to be considered for the establishment of the base and the stressed scenarios, mentioned below. The approval of the results of the risks identification process is a capacity attributed to the Risks Assessment Committee.
In a second stage, the base and stressed scenarios that make the ICAAP's framework were defined. While the base scenario represents the Group's vision of the most probable evolution of the business constraints in the medium term (baseline scenario), the stressed scenario incorporates extreme conditions, with low probability of occurrence but with severe impact over the Group's activity (adverse scenario). The approval of the scenarios to be considered in the ICAAP is also a responsibility of the Risks Assessment Committee.
In the third stage of the ICAAP, the impact of the risks identified is modelled for the reference date and the capital requirements are calculated for that date. All risks identified by the Bank are considered in the ICAAP. The material risks are quantified in term of their impact over the Risk Weighted Assets (RWA) level or over the P&L , in accordance with a set of methodologies and internal models, formally approved and audited, considering a significance level in line with the regulatory requirements (CRR or Solvency 2) and a time horizon of 1 year (which is lower for the trading portfolio, due to its business nature). The non-material risks are considered through an aditional buffer to the capital calculated by the Bak through the ICAAP.
The approval of the estimation methodologies for the risks impacts in the Group's activity is a competence of the Risk Commission.
In the prospective component, the baseline and adverse scenarios referred to above are considered for amedium-term (3 years) projection, either in the current vision of the Group's management (baseline scenario) or within a macroeconomic context that is severely penalizing, in order to test the Group's resilience under extreme scenarios, i.e., if the Group has adequate capital levels to cover the risks to which its activity may be subject to. For this, the different risks are modelled or incorporated within the Group's stress testing methodology.
After the estimation of impacts of the risks over P&L and the Group's balance-sheet – especially, in what concerns the Own Funds – the adequacy of the Group's Risk Taking Capacity (RTC) can be assessed, vis-à-vis the expected profile of its activity.
The Group adopts a RTC that is aligned with the definitions of the regulatory capital ratios, pursuant to Directive 2013/36/EU and Regulation (EU) No 575/2013 (the CRR – Capital Requirements Regulation), including some adjustments in order to encompass other elements or capital instruments that the Group considers appropriate to cover the existing risks, prudently projected along the timeframe under analysis.
The ICAAP results show that the current capitalisation levels are appropriate for a 3-year horizon, either under the base scenario or the stressed/adverse scenario.
Quarterly, the Bank reviews the ICAAP's assumptions, namely, in what concerns the assessment of the materiality of the risks that are considered as "non-material", the up-to-dating of the projections considered under the macroeconomic scenarios, the analysis of gaps in the business plans, the update of the assessment on the main ICAAP's material risks and the RTC calculation. The results are reported to the Bank's management bodies and are one of the major sources for the revision of the Group RAS. Whenever there are significant changes in the Group's risk profile, the capital adequacy model is recalculated.
This function is assured by the Models Monitoring and Validation Office (GAVM), reporting to the Executive Committee member that is responsible for Risk Management.
GAVM's scope of action encompasses the credit risk systems and models (rating systems) and the market risks models, as well as the ICAAP´s validation, Hence, the GAVM interacts with the owners of risk models and systems, with the Validation Committees and with the Risk Commission.
In 2017, several validation and monitoring works were carried out, either in relation to systems and models already in use or concerning the extensions and changes within the framework of the roll-out plan established for the Group for advanced models. These tasks aim at ensuring confidence regarding the models performance and their compliance with the regulatory provisions in force, as well as to reinforce the identification and reaction of changes to their predictive powers (and the reaction capabilities to those changes).
Within the scope of the annual validation processes, the most significant advanced models for credit risk are the probability of default (PD) models for the Small, Mid and Large Corporate segments (Corporate risk class), for the Real Estate promotion segment and for the Small Business and Mortgage Loan segments in (Retail risk class), as well as the loss given default (LGD) models and credit conversion factors (CCF) models in the Retail and Corporate risk classes.
Within the scope of models' monitoring, the Group regularly participates in the regulatory Benchmarking and the
TRIM (Targeted Review of Internal Models) exercises.
The 2017 TRIM over credit risk models for Retail (Portugal), executed between September and December involving an on-site inspection team, should be highlighted, due its importance and allocated resources.
In 2017, a Model Risk Management project was launched, aiming at providing the Bank with a management and assessment tool for models risk, based on a functional and approval workflow frameworked by a set of internal documentation requirements fully aligned with applicable regulations and supervisory expectations. This application became available to be used in the beginning of 2018.
Complying with the applicable law - Directive 2014/59/EU and its transposition to the Regime Geral das Instituições de Crédito e Sociedades Financeiras (RGICSF) through Decree-Law 23-A/2015, from the 26th of March – the Group has drawn and annually revises a Recovery Plan for its business and activities, in which a large set of key indicators are defined; these are permanently monitored, allowing for immediate management action whenever there are deviations that exceed pre-defined thresholds (also defined in the Plan), which are mandatorily reported to the Group's management and supervision bodies.
In effect, from the strategic analysis and the establishment of possible scenarios for the business evolution and the external environment and from the modelling of all variables, metrics and scenarios considered, the business evolution is permanently monitored within the scope of the Recovery Plan and its respective indicators.
The priorities, responsibilities and specific measures to be taken in a liquidity contingency situation are defined by the Recovery Plan, which is supported by an Early Warning Signals (EWS) system, for the anticipation of the occurrence of possible capital and liquidity crisises.
The Recovery Plan is aligned with the definition of the business continuity framework and its respective plans (see the Operation Risk section), the Communication Plan – towards the market and stakeholders (in contingency situations), Bank Millennium's Recovery Plan (Poland) and the results from the capital and liquidity adequacy assessment processes already mentioned (ICAAP e ILAAP).
In 2017, there was significant improvement in the macroeconomic indicators for Portugal, with the public deficit at 1.2% of the GDP 2017, a historically low figure, and with Banco de Portugal and the IMF revising their economic growth forecasts upwards for 2017-20. Rating agencies recognised the progress achieved, and three upgraded the Portuguese Republic to investment grade.
The Portuguese banks continued to pursue their activities within a challenging context in 2017, with interest rates at rather low levels, which restricts the financial margin and in turn the profitability of the financial system. Yet, the conditions for the Portuguese financial system to become more stable are improving.
The rating agencies main concerns are still the high amount of non-performing assets and the ability of Portuguese banks returning to profitability in a sustainable manner.
In 2017, Moody's upgraded BCP's intrinsic rating by 1 notch and S&P revised upwards the intrinsic rating, the counterparty rating and the senior debt rating, also by 1 notch. S&P and Fitch give positive outlook to BCP's rating.
| Moody's | Standard & Poor's | ||
|---|---|---|---|
| Baseline Credit Assessment | b2 | Stand-alone credit profile (SACP) | bb |
| Adjusted Baseline Credit Assessment | b2 | ||
| Counterparty Credit Rating LT / ST | Ba2/NP | Counterparty Credit Rating LT / ST | BB-/B |
| Deposits LT / ST | B1/NP | Senior Secured LT / Unsecured LT / ST | BB-/B |
| Senior Unsecured LT / ST | B1/NP | Outlook | Positive |
| Outlook | Stable/ Negative | ||
| Subordinated Debt - MTN | (P) B3 | ||
| Preference Shares | Caa2 (hyb) | Subordinated Debt | B |
| Other short term debt | P (NP) | Preference Shares | D |
| Covered Bonds | A3 | ||
| Rating Actions | Rating Actions |
24 November 2017 - Confirmed BCP long-term deposit and senior debt ratings at 'B1', as well as its long-term Counterparty Risk Assessment at 'Ba2' and upgraded the following ratings: (1) the Bank's Baseline Credit assessment (BCA) and adjusted BCA to 'b2' from 'b3'; (2) the bank's subordinated programme ratings to '(P) B3' from '(P) Caa1'; and (3) the bank's preference shares to 'Caa2 (hyb)' from 'Caa3 (hyb)'. The outlook on the long-term deposit ratings is stable and on the senior unsecured debt is negative.
| Fitch Ratings | DBRS | |
|---|---|---|
| Viability Rating | ||
| Support Floor | No Floor | |
| Outlook | ||
| Covered Bonds | BBB+ | |
| Rating Actions | Rating Actions | |
21 December 2017 - Reaffirmed the LT rating of Banco Comercial Português at 'BB-', as well as the other BCP ratings. The Outlook was upgraded to Positive.
| Outlook | Positive |
|---|---|
23 February 2017 - Upgraded to 'BB-' from 'B+' the long-term counterparty credit rating on BCP and affirmed 'B' short-term rating. S&P also raised issue ratings on BCP's senior unsecured debt by one notch to 'BB-' from 'B+', and its subordinated debt by two notches to 'B-' from 'CCC'. The issue ratings of the preference shares remain at 'D' as BCP has not yet resumed the coupon payments on the preference shares. The outlook is stable. 5 December 2017 - Confirmed the long-term Counterparty and Senior ratings at 'BB-'
and the short-term 'B' rating. The outlook was upgraded to Positive.
| Fitch Ratings | DBRS | ||
|---|---|---|---|
| Viability Rating | bb- | Intrinsic Assessment (IA) | BB (high) |
| Support | 5 | Critical obligations | BBB/R-2(high) |
| Support Floor | No Floor | ||
| Deposits LT / ST | BB-/B | Short-Term Debt LT / ST | BB (high) / R-3 |
| Senior unsecured debt issues LT / ST | BB-/B | Deposit LT / ST | BB (high) / R-3 |
| Outlook | Positive | Trend | Stable |
| Subordinated Debt Lower Tier 2 | B+ | Dated Subordinated Notes | BB (low) |
| Preference Shares | B- | Covered Bonds | A |
| Covered Bonds | BBB+ |
15 June 2017 - Confirmed BCP ratings, including the Issuer Rating and Senior Long-Term Debt & Deposit Rating at 'BB (high)' and the Short Term Debt & Deposit rating at 'R-3', the subordinated debt rating of 'BB (low)' and the 'BBB/R-2 (high)' and assigned the Critical Obligations Ratings (COR). All ratings have a Stable Trend.
According to our interpretation of CRD IV/CRR to date, the CET1 estimated ratio as at 31 December 2017 stood at 13.2% and at 11.9% phased-in and fully implemented, respectively, favourably evolving from 12.4% and 9.7% presented as at 31 December 2016, and above the minimum required ratios under the 2017 SREP (CET1 8.15%, T1 9.65% and Total 11.65%).
This CET1 favourable performance mainly reflects:
The organic generation of capital, based on the positive net income, as well as on the fair value reserves' favourable evolution, also contributed to the positive performance of capital ratios on this period.
| SOLVABILITY RATIOS | (Euro million) | |||
|---|---|---|---|---|
| 31 Dec. 17 | 31 Dec. 16 | 31 Dec. 17 | 31 Dec. 16 | |
| PHASED-IN | FULLY IMPLEMENTED | |||
| OWN FUNDS | ||||
| Common Equity Tier 1 (CET1) | 5 319 | 4 874 | 4 738 | 3 730 |
| Tier 1 | 5 319 | 4 874 | 4 809 | 3 744 |
| TOTAL CAPITAL | 5 932 | 5 257 | 5 457 | 4 060 |
| RISK WEIGHTED ASSETS | 40 171 | 39 160 | 39 799 | 38 597 |
| CAPITAL RATIOS (*) | ||||
| CET1 | 13,2% | 12,4% | 11,9% | 9,7% |
| Tier 1 | 13,2% | 12,4% | 12,1% | 9,7% |
| Total | 14,8% | 13,4% | 13,7% | 10,5% |
(*) Includes the cumulative net income recorded in each period.
In the beginning of 2018 came into force the IFRS 9, which establishes new requirements regarding the classification and measurement of financial assets and liabilities, the impairment calculation methodology and for the application of hedge accounting rules. The Group's regulator issued a transitional guidance within the scope of the IFRS 9 implementation, which allows choosing between two approaches for the recognition of the impacts on regulatory capital. The Group chose to defer the impact, as defined in Article 473a of the CRR. The estimated impact, of the IFRS 9 application, on the CET1 pro-forma ratio as at 31 December 2017 is -36 basis points fully implemented and -25 basis points considering the deferement above mentioned.
The Bank informed the market of the European Central Bank's (ECB) decision regarding the minimum prudential requirements to be fulfilled from January 1st, 2018, based on the results of the Supervisory Review and Evaluation Process (SREP). In addition, BCP was informed by the Bank of Portugal on its capital buffer requirement as "other systemically important institution" (O-SII). These decisions define, concerning minimum own funds requirements, as from January 1st, 2018, the following ratios, determined as a percentage of total risk weighted assets (RWA): 8.8125% CET1, 10.3125% T1 and 12.3125% Total. In addition to the minimum requirements set by CRR article 92 these minimum own funds requirements include 2.25% of Pillar 2, 1.875% of additional conservation buffer and 0.1875% of other systemically important institutions (O-SII) buffer.
Also on the scope of SREP, the CET1 deduction of irrevocable payment commitments for the Resolution Fund and the Deposits Guarantee Fund is required from January 1st, 2018.
It is also worth noting that the year 2018 will have the last phased-in progression with substantial impact on capital ratios.
The estimated impact on CET1 pro-forma ratio, considering the application of the SREP result and the phase-in progression as for January 1st, 2018, stood at -31 basis points in fully implemented ratio and -157 basis points in phased-in ratio.
The Group's responsibilities with pensions on retirement and other benefits stood at 3,050 million Euros as at 31 December 2017, comparing with 3,093 million Euros as at 31 December 2016. These responsibilities are related with the payment to Employees of pensions on retirement or disability.
As of 31 December 2017 the Pension Fund's assets reached 3,166 million Euros (3,124 million Euros as of 31 December 2016) and a positive rate of return of 4.2%, which favourably compares to the assumed actuarial rate of 2.1%.
The main asset categories in the Pension Fund's portfolio, as of 31 December 2017 and at the end of 2016, were as follows:

(xx%) Proportion as at 31 de December 2016
The main actuarial assumptions used to determine the Pension Fund's liabilities in 2015, 2016 and 2017 are shown below:
| ASSUMPTIONS | 2015 | 2016 | 2017 |
|---|---|---|---|
| Discount rate | 2.50% | 2.10% | 2.10% |
| Increase in future compensation levels | 0.75% until 2017 1% after 2017 |
0.25% until 2019 0.75% after 2019 |
0,25% until 2019 0,75% after 2019 |
| Rate of pensions increase | 0% until 2017 0.5% after 2017 |
0% until 2019 0.5% after 2019 |
0% until 2019 0.5% after 2019 |
| Projected rate of return on fund's assets Mortality tables |
2.50% | 2.10% | 2.10% |
| Men | TV 73/77 - 2 years | TV 88/90 | TV 88/90 |
| Women | TV 88/90 - 3 years | TV 88/90 - 3 years | TV 88/90 - 3 years |
| Disability rate | Not applicable | Not applicable | Not applicable |
| Turnover rate | Not applicable | Not applicable | Not applicable |
At the 2016 year end the Collective Labour Agreement was revised and the respective impacts were recognized on the consolidated profit and loss account. The changes introduced in the Collective Labour Agreement were only formally accepted by the "Northern Trade Union" in April 2017 and therefore the respective impact was recognized in first half of 2017.
At the 2017 year end, the agreement of the Group's Pension Fund was amended in order to incorporate the responsibilities that have been directly supported by each Group entity (extra-fund liabilities), as well as the changes introduced in the Group's Collective Labour Agreements, in terms of retirements benefits.
The Group's responsibilities were fully funded and kept at a higher level than the minimum set by Banco de Portugal, presenting a coverage rate of 104% as of 31 December 2017, higher than the coverage rate of 101% reached at the 2016 year end (pro-forma coverage ratio, presented on a comparable basis, assuming that the extra-fund liabilities would have been formally incorporated into the Group's Pension Fund as of 31 December 2016).
In 2017 an amount of 29 million Euros of positive actuarial deviations, before taxes, was recognized (303 million Euros of negative actuarial deviations), of which 53 million Euros referring to positive differences arising from the return on Pension Fund's assets (170 million Euros of negative differences in 2016).
The main indicators of the Pension Fund as at the end of 2015, 2016 and 2017 are as follows:
| MAIN INDICATORS | 2015 | 2016 | 2017 |
|---|---|---|---|
| Liabilities with pensions | 3,136 | 3,093 | 3,050 |
| Value of the Pension Fund | 3,158 | 3,124 | 3,166 |
| Coverage rate (*) | 101% | 101% | 104% |
| Return on Pension Fund | -0.8% | -2.6% | 4.2% |
| Actuarial (gains) and losses | 111 | 303 | -29 |
In 2015 and 2016, the coverage rate corresponds to a pro-forma ratio, presented on a comparable basis, assuming that the extra-fund liabilities would have been formally incorporated into the Group's Pension Fund in those years.
Despite the acceleration of the economic recovery in Portugal, the stabilisation of the banking industry and the decrease in public and private indebtedness, Portuguese banks continued to operate in a challenging environment in 2017. Banks are operating within a context of very low interest rates, thus exercising pressure on the financial margin. Moreover, the Portuguese Banks still have a significant number of non-interest bearing assets in their balance sheets. Besides, the context is marked by fast technological evolution and, pursuant to the Payment Services Directive 2 (PSD2), by the competition from new players in the market (Fintech). There are also new regulatory requirements, namely the adoption of IFRS9 as of January 2018.
Banco de Portugal's forecasts for the Portuguese economy in the 2017-20 time frame point towards the recovery of economic activity at a quicker pace than in the last few years and close to expected GDP growth for the Euro Area. GDP is expected to grow on average 2.6% in 2017, 2.3% in 2018, 1.9% in 2019 and 1.7% in 2020. It is expected that, between 2017-20, the contribution provided by investment and net exports will increase its importance in GDP's growth. According the data disclosed by INE (Portuguese Statistics Institute), the public deficit stood at 1.4% of the GDP in 2017, the lowest ever since Portugal joined the Euro Area.
Two of the four rating agencies that rate the Portuguese Republic upgraded their ratings at the end of 2017. By the end of 2017, three rating agencies give an investment grade rating to the Portuguese Republic, which translated, together with the improvement of the market's perception of the Portuguese Republic, into the sharp decrease in sovereign risk premiums and bank premiums.
In accordance with Banco de Portugal, the funding operations made by the Portuguese banks with the ECB fell to 22.1 billion Euros in December 2017, figures which are consistent with the general trend existing since the second half of 2013. These figures show an improvement in the liquidity position of the domestic banks which has benefited from a resilient performance from deposits, namely from individuals (null variation year-on-year by the end of 2017, with demand deposits up 10.8% and term deposits down 4.7%, also year on year).
Moreover, the deleveraging of the Portuguese financial sector continues and the total credit to individuals and to companies decreased 2.8%, respectively, in December 2017, if compared with the same period in the previous year. One must be aware that the loan to deposit ratio of the banking sector in Portugal stood under 100% by the end of December 2017 versus 128% by the end of 2012 and 158% by the end of 2010.
The credit granted by BCP continues to decrease within a context of deleveraging of the non-financial economic sectors resulting in a lower search for credit. Yet active loans rose for the first time in 8 years, in December 2017. At the same time, deposits also continued to grow despite the fact that the Bank let go of some institutional deposits, requiring a larger remuneration, complying with a policy for the preservation of the financial margin. As the commercial gap closes, BCP has also been reducing its use of funding from the ECB to 3,000 million Euros in December 2017. In the next few months, one expects that the trends mentioned above will continue be visible, being highly likely that the credit/deposit ratio will continue to fall, together with the maintenance of funding from the ECB under 4,000 million Euros.
At the end of December 2017, Millennium bcp was the largest Portuguese privately-owned bank, with a robust asset structure, a phased-in CET1 ratio of 13.2%, above regulatory requirements (SREP) and a credit/deposits ratio of 93%.
The maintenance of very low money market interest rates is contributing to decrease the spread on term deposits of the Portuguese banks, a trend that persisted in 2017, more than offsetting the lower spreads in credit.
The rates of the new term deposits reached, by December 2017, values under 20 basis points, and the portfolio's average rate should converge to these levels over the course of next year.
The price effect on the financial margin should continue to be globally positive, translating the improvement of the interest margin on operations with Customers (differential between the credit global rate and the global rate at which the banks remunerate the deposits). Notwithstanding, the continued reduction in the credit granted (volume effect) will probably continue to condition the financial margin.
The profitability of the Portuguese banks is expected to continue to be conditioned by the prospects of low short term interest rates continuing to apply. Various institutions should continue to apply restructuring plans, to increase operating efficiency and the adjustment of business models, which translates into the decrease in the number of branches and employees and in the release of capital allocated to non-core activities. Profitability in the banking industry is still affected by a high NPE stock. The profitability levels recorded by the banking system as of the beginning of the financial crisis continue to limit the capacity to generate capital internally.
The BCP Group has a relevant exposure to Poland where there are risks due to legislative amendments with impact on the Polish financial system. A proposal has been recently presented to solve the issue of the conversion of the credits into Swiss francs in Poland, and it received the support from the central bank and the supervisor. This plan implies a quarterly contribution of up 0.5% (2% annually) on the mortgage loans in a foreign currency into a new restructuring fund for a long period of time. The objective is to promote the conversion of the loans into zloty.
At the end of 2017, the Polish supervisor defined additional requirements for banks with mortgage loans portfolio in foreign currencies (based on the weight of the total foreign currency mortgage loans portfolio and based on the weight of 2007-2008 vintages in the total foreign currency mortgage loans portfolio).
There are still some risks connected with the economic context experienced by some African countries, with potential impact on the Group namely Angola and Mozambique, whose economic activity is decelerating, with high inflation and faced a significant depreciation of their currency in 2017.
Angola's contribution to earnings was null and resulted from the difference between:
The continuous improvement in core income as well as the continuation of the restructuring and reduction of costs should play a positive role and contribute to the improvement of the 2017 results although conditioned by the economic conjuncture.
There is great focus on the management of the stock of problematic assets and respective hedging levels and measures should be adopted to reduce these assets, together with other preventive measures, to be applied within the scope of prudential supervision and targeted at new Non-Performing Exposures (NPEs) so as to foster a more pro-active management of NPEs, including measures to remove the blocking factors in legal, judicial and tax systems. The NPLs issue is particularly important within a European context, conditioning the profitability of European banks, namely Portuguese. The Bank has an on-going plan to reduce NPEs having recorded an accrued reduction of 3,000 million Euros in the 2016-2017 periods and of 6,800 million Euros since 2013.
It is not yet possible to determine what will be the final impact of the resolution of BES on BCP as an institution participating in the resolution fund created by Decree Law nr.31-A/2012, of 10 February (the "Resolution Fund").
In March 2017, the conditions for loans granted by the State to the Resolution Fund were altered. The maturity of the loans was revised to December 2046, so that the annual payment owed by the Banks is met by the income from the regular contribution charged to the banking sector, keeping the banks' contributions unaltered at the current level.
The revision of the loans enables the full payment of the liabilities of the Resolution Fund, as well as the respective remuneration, without the need to ask the banking sector for special contributions or any other type of extraordinary contributions.
The revision of the conditions of the State loan to the Resolution Fund, though it does not alter the banking sector's liabilities towards the Resolution Fund, represents yet another measure to ensure financial stability, after a deep recession, and to favour the reinforcement of the capitalisation of Portuguese banks, as well as the competitiveness of the Portuguese economy.
The European Commission agreed with the revision of the terms and conditions of the agreements and removes the uncertainty surrounding the future annual liabilities of banks, regardless of the contingencies that come to fall on the Resolution Fund.
Banco de Portugal and the Resolution Fund completed in October 2017 the sale of Novo Banco to Lone Star against the payment of 750 million Euros by the new shareholder, which was followed by a new capital payment of 250 million Euros. Novo Banco is now held by Lone Star and by the Resolution Fund with shareholdings of 75% and 25%, respectively. This operation also included the obligation for the Resolution Fund to undertake a capitalisation operation.
After informing about its reservations regarding the contingent capitalization obligation of the Resolution Fund in Novo Banco's sale agreement, Banco Comercial Português decided, when faced with the legal term and for caution's sake, to request a legal appraisal of such obligation in administrative proceedings, which are exclusively focused on the contingent capitalization obligation.
On March 28, 2018, Novo Banco announced the results for the year 2017, which resulted in the activation of the contingent capitalization mechanism established in the agreements entered into in connection with the sale of the Novo Banco. According to the calculation made on the referred date, the amount to be paid to the Novo Banco in 2018 by the Resolution Fund, compared to the accounts for 2017, amounts to 792 million Euros. This payment results from the agreements concluded in March 2017. The payments to be made by the Resolution Fund, if the conditions set out in the contingent capitalization mechanism provided for in the Novo Banco's sale agreement are met, are subject to a maximum limit of 3,890 million Euros.
Directive nr. 2014/59/EU - the Bank Recovery and Resolution Directive (BRRD) - foresees a joint resolution regime in the European Union enabling the authorities to cope with the insolvency of bank institutions. The shareholders and creditors will have to internalize an important part of the costs associated with the insolvency of a bank, minimizing taxpayers' costs.
To prevent bank institutions from structuring their liabilities in a way which may compromise the efficiency of the bail-in or of other resolution tools and to avoid the contagion risk or a bank run, the Directive establishes that the institutions must comply with a minimum requirement for own funds and eligible liabilities (MREL). BCP estimates that there may be a manageable gap, to be accomplished mainly by issuing non-preferential senior debt.
IFRS 9's final impacts on BCP are still being assessed. Estimates point towards an impact on the fully loaded CET1 ratio of 34 bp and on the phased-in ratio of 36 bp (25 bp if considered the transitory period) and a 3 pp rise in NPE impairment coverage from IFRS 9 on a fully implemented base.
This assessment, although preliminary since the transition process to IFRS 9 is not yet finalized, is the best expectation of the impact of adopting the standard on this date. The current impact of the adoption of IFRS 9 through 1 January 2018 may change as:
Group BCP pursues dynamic strategies, adjusted to the new challenges imposed by the interested parties with which it relates, materializing a business model based on an ongoing and transparent dialogue enabling to understand and comply with the expectations of its Stakeholders.
The identification and the ongoing follow-up of the themes considered material by the Stakeholders of Millennium bcp enabled the Bank to know the areas that show better performances within the scope of Sustainability, but also enabled it to rapidly detect improvement opportunities representing a strong contribution for the adoption of an appropriate sustainability strategy adapted to new realities, challenges and requirements.

The adopted sustainability policy, which fosters a culture of Social Responsibility, aims to positively influence the organisation's value proposition in the long term, balanced with the well-being of the people, the company and communities in which it operates, while preserving natural resources, climate and the environment.
Within this framework, it is possible to divide the Bank's intervention into three major areas of intervention:
Thus, Millennium bcp assumes, as an integral part of its business model, the commitment to create social value, developing actions for and with several groups of Stakeholders aiming to, directly and indirectly, contribute to the social development of the countries where it operates.
In the wake of the subscription in 2005 to the United Nations Global Compact Principles, Group BCP also commits to support these 10 Principles establishing a set of values in what concerns human rights, labour conditions, the environment and anti-corruption and already published in 2017 the Communication on Progress (COP) in the level GC Advanced.
The strategy of Millennium bcp in terms of Sustainability is translated in the Sustainability Plan (SP), a plan of commitments that aggregates a number of actions to be carried out by the Bank. The definition of the actions part of the SP is based on a balanced relation between the identified relevant material issues, the Bank's available resources and the economic and market framework existing at the time.
The Sustainability Plan 2014/17 which, through a close, transparent and consequent relation, intends to face the main expectations identified during the regular surveys made to the Bank's main Stakeholders foresees, in its different aspects, the following initiatives and actions:
| Size | Action Line |
|---|---|
| ETHICS AND PROFESSIONAL CONDUCT |
Enhance the ties established between the Employees and the Bank's Values Foster a culture of compliance and of a strict management of risk Publish clear policies in the wake of the prevention of corruption, of health and safety issues, human rights and the protection of maternity |
| SERVICE QUALITY | Implement and improve the satisfaction evaluation processes; Create mechanisms for the immediate detection and management of improvement opportunities in the services provided to Customers. |
| ACCESSIBILITIES | Improve the implementation of differentiated working hours; Enhance and promote the accessibilities made available to individuals with special needs. |
| PROXIMITY AND REPORTING |
Enhance the proximity and involvement with the Bank's Shareholders; Improve the institutional report in the wake of Sustainability; Make a survey to identify the Stakeholders' expectations. |
| MANAGEMENT OF EXPECTATIONS |
Consult the Bank's Stakeholders to know and meet their expectations Collect and implement ideas suggested by the Employees on Sustainability issues. |
| MOTIVATION | Identify best performances at Client Service level; Support the adoption of healthy lifestyles; Improve the mechanisms ensuring a greater proximity between the Employees and top managers. |
| PRODUCTS AND SERVICES |
Consolidate the Bank's position in the micro credit market; Improve the negotiation and search for solutions able to meet the increasing financial difficulties of the Customers; Promote and launch products that observe social responsibility principles and cope with the new environmental challenges. |
| SHARE AND PROMOTE AWARENESS |
Institutionalize the donation of the Bank's furniture and IT equipment to institutions in need; Implement social and/or environmental awareness actions common to the entire Group; Launch a financial literacy programme transversal to the Bank. |
| VOLUNTEER ACTIONS |
Structure a volunteering programme for and with the participation of the Employees. |
| PARTNERSHIPS | Develop campaigns together with non-governmental organizations and charitable institutions to foster a sustainable development. |
| INCORPORATION MILLENNIUM BCP |
Strengthen the identity of Fundação Millennium bcp |
| SOCIAL AND ENVIRONMENTAL RISK |
Promote climate changes awareness with corporate clients developing their activities in sectors more exposed to risks and environmental regulations Identify and classify Corporate Clients with greater environmental and social risks Formalize compliance with social and environmental requisites in the relation established with Suppliers |
| ENVIRONMENTAL PERFORMANCE |
Enhance the measures for the reduction of consumption Implement measures aimed at the reduction of waste and the creation of a formal recycling process Formalize and communicate Environmental Performance quantitative objectives |
| Decree Law 89/2017, of 28 July | Chapter/section | Page/s | |
|---|---|---|---|
| Art. 3 (cfr. Art. 66-B and 508-G of the CC): The non-financial statement must contain information to the extent necessary for an understanding of the undertaking's development, performance, position and impact of its activity, relating to, as a minimum, environmental, social and employee matters, gender equality, non-discrimination, respect for human rights, anti-corruption and bribery matters, including: |
|||
| a) A brief description of the undertaking's business model |
2017 Annual Report Information on the BCP Group Business Model |
Page 5-22 Page 29-36 |
|
| b) A description of the policies pursued by the undertaking in relation to those matters, including due diligence processes implemented |
2017 Annual Report Involvement of Stakeholders |
Page 130-131 | |
| c) The outcome of those policies | 2017 Annual Report Value added to each Stakeholder Group Environmental impact |
Page 133-145 Page 145-148 |
|
| d) The principal risks related to those matters linked to the undertaking's operations including, where relevant and proportionate, its business relationships, products or services which are likely to cause adverse impacts in those areas, and how the undertaking manages those risks |
2017 Annual Report Main Risks and Uncertainties Risk Management Value added to each Stakeholder Group |
Page 96-97 Page 98-120 Page 133-145 |
|
| e) Non-financial key performance indicators relevant to the particular business |
2017 Annual Report Summary of Indicators Main Highlights Value added to each Stakeholder Group |
Page 9 Page 6-7 Page 133-145 |
|
| Art. 4 (cfr. Art. 245 1.r and 2 of the CC): Description of the diversity policy applied in relation to the undertaking's management and supervisory bodies with regard to aspects such as age, gender, or educational and professional backgrounds, the objectives of that diversity policy, how it has been implemented and the results in the reporting period. |
2017 Annual Report Non-financial statement 2017 Corporate Governance Report |
Page 129-149 Sections on the diversity policy of the corporate bodies and on the competences of the Committee for Nominations and Remunerations |
In 2017, the Bank recorded earnings of 186.4 million Euros, benefiting from the continuous expansion of the core income, which amounted to 1,103.8 million Euros, comparing to 1,094.0 million Euros in 2016. Millennium bcp is one of the most efficient banks in the euro area, with cost-to-core income and cost-to-income ratios of 46% and 43%, respectively, in 2017. In this period of time, there was an improvement in profitability, with ROE at 3.3%.
The improvement in asset quality, reflected in the decrease in Non-Performing Exposures (NPE) in Portugal to 6.8 billion Euros, as at 31 December 2017 must be emphasized, which shows a fast descent since 2013 (1,500 million Euros a year on average), and the maintenance of a comfortable level of liquidity, seen in the loan-todeposit ratio (95%) and in the balance sheet loans to funds ratio

(93%). Common Equity Tier 1 ratios, according to the fully implemented and phased-in criteria, stood at 11.9% and 13.2%.
During 2017, the BCP share was up 47%, exceeding the performance of the domestic reference index PSI 20 (+15%) and the European banks index Eurostoxx 600 Banks (+8%).
BCP Group ensures, in its different operations, a fair treatment and equal opportunities to all its Employees, promoting meritocracy at all stages of their career and defining their remuneration in accordance with category, professional path and level of achievement of the established objectives.
The general principles that rule the BCP Group established a series of values and benchmarks, universally applicable to all Employees, resulting in a clear and unequivocal guidance, so that, regardless of the respective hierarchical or responsibility level, all Employees always act in a fair manner, with no discrimination, and also reaffirming the commitment to the ten Global Compact Principles, under which the Group recognises and supports the freedom of association and the right to collective work agreement negotiation and rejects the

BREAKDOWN BY GENDER
Percentage
existence of any form of forced and compulsory labour, including child labour.
The commitments undertaken by Group BCP within the scope of human rights, labour conditions and equal opportunities are also enshrined in the corporate policies, of which the policies on Human Rights, Equality and Non-Discrimination and Occupational Health and Safety are an example. These policies are available for consultation on the Bank's website, in the Sustainability area:
https://ind.millenniumbcp.pt/en/Institucional/sustentabilidade/Pages/cod_internos.aspx).
BCP assumed a commitment for the achievement of a higher gender balance in the composition of its Board of Directors and 30% of this management body is to be composed of women until the end of 2018.
Within the scope of gender diversity in the Board of Directors, in 2017, globally, in the Group 16% of these functions are performed by women – 16% in Portugal, 17% in Poland, 15% in Mozambique and 14% in Switzerland.
Within the scope of gender diversity in management functions (Senior Management and Management) in 2017, globally, 40% of these functions are performed by women – 20% in Portugal, 59% in Poland, 30% in Mozambique and 18% in Switzerland. In commercial functions, this figure increases to 58% in the Group, i.e. 45% in Portugal, 75% in Poland and 59% in Mozambique.

Information about the number of employees (not FTE's - Full Time Equivalent) for: Portugal, Mozambique, Switzerland and Poland.
The Employees are one of the strategic pillars of Group BCP, which is the reason why training continues to be seen as a priority for the development of their professional and personal skills. The search for excellence in the quality of the service provided to Customers involves identifying the training which is most suited to the specific needs of each Employee, taking into account the Bank's strategic objectives.
| 2017 | 2016 | 2015 | Change % 17/16 | |
|---|---|---|---|---|
| NUMBER OF PARTICIPANTS (1) | ||||
| Classroom | 47,731 | 39,350 | 23,881 | 21.3% |
| E-learning | 270,833 | 194,499 | 185,474 | 39.2% |
| Distance Learning | 62,143 | 68,914 | 45,975 | -9.8% |
| NUMBER OF HOURS | ||||
| Classroom | 326,841 | 241,384 | 284,650 | 35.4% |
| E-learning | 469,357 | 94,199 | 109,515 | 398.3% |
| Distance Learning | 143,575 | 171,046 | 76,590 | -16.1% |
| BY EMPLOYEE | 59 | 32 | 29 | 86.5% |
Note: Data for 2016 and 2017 do not include Angola, whose operation was discontinued in 2016. (1) The same Employee could have attended several training courses.
In overall terms, 5,839 training actions were ministered, corresponding to over 939,000 hours of training, with an average of 59 training hours per Employee. During 2017, the training effort kept its focus not only on the commercial areas, but also on technical, operational and compliance areas and on team management.
At Group BCP, people management is one of the most important pillars of the Bank's competitiveness and sustainability. Simultaneously with the valorisation of general and specific skills, it is crucial, from an organisational enhancement perspective, to identify Employees with potential and talent, so that in future they can perform duties of higher complexity and responsibility.
The development programmes implemented in the different geographic areas of Group BCP are thus a specific response to Employees with high performance and potential, enabling: i) recently recruited Employees to acquire a transversal overview of the business and best practices of the organisation; and ii) experienced Employees the opportunity to acquire the necessary skills so that in future they can perform more complex roles with higher responsibility.
At the BCP Group, the individual performance assessment models, based on a process of counselling and guidance towards the development of skills, gives rise to opportunities of dialogue between the senior staff and their Employees, enabling the further deepening of a culture of personal accountability for the development of their careers.
Together with an attitude of encouragement of Employee valorisation and adoption of best practices, the BCP Group upholds a policy of recognition of the merit and dedication shown by each Employee, through a system of incentives, a professional valorisation plan based on merit and specific distinctions, attributed to Employees with excellent performance.
Since the employees are one of the strategic pillars of Group BCP, their level of satisfaction with the services provided by the different internal areas – with a direct influence in the quality of the service provided to Clients – is an important endogenous indicator for the assessment of the efficiency perceived by the Bank.
The opinion surveys were maintained regarding the satisfaction with the internal service among Employees who interact with other areas to perform their duties, in order to, as part of a continuous improvement policy, identify opportunities for improvement and optimisation of the processes, technological solutions and procedures in force.
In Portugal, the total value of 80.2 i.p. reflected a significant
increase compared to the previous year confirming the improvement trend recorded in the last three years.
The BCP Group offers its Employees a series of corporate benefits, apart from those established in the applicable legislation. Concerning health and safety, in Portugal and Poland, Millennium Employees benefit from a dedicated medical staff and medical units, which, in Portugal, now include Nutrition and Clinical Psychology. They also benefit from regular medical check-ups. In Mozambique, Millennium bim has: i) a medical office, which, in addition to medical appointments, also offers various specialities and basic health care; ii) an HIV office, ensuring prevention and follow-up of this disease; and iii) social support office, offering counselling to Employees.
| 2017 | 2016 | 2015 | Change % 17/16 | |
|---|---|---|---|---|
| MEDICAL SERVICES | ||||
| Appointments held | 21,409 | 25,171 | 26,426 | -14.9% |
| Check-ups made | 8,831 | 8,318 | 8,413 | 6.2% |
| HEALTH INSURANCE | ||||
| People covered | 40,392 | 47,286 | 50,277 | -14.6% |
Note: Data for 2016 and 2017 do not include Angola, whose operation was discontinued in 2016. (1) Includes active and retired Employees.

SATISFACTION WITH INTERAL SERVICE
PROMOTIONS
Index points

Employees of the BCP Group benefit from mortgage loans, with special conditions. The credit is granted abiding by the credit risk assessment principles set by the Bank's regulations. The Employees may also benefit from loans for social purposes that, among other, serve to meet credit needs in order to face education or health expenses, repairs made in their own domicile or in a rented one and the acquisition of other goods and services with an exceptional nature.
| Million euros | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | 2015 | ||||
| AMOUNT | EMPLOYEES | AMOUNT | EMPLOYEES | AMOUNT | EMPLOYEES | |
| MORTGAGE | ||||||
| In portfolio | 661.2 | 9,405 | 719.6 | 9,973 | 790.1 | 10,558 |
| Granted in the reporting year | 24.7 | 328 | 22.6 | 323 | 23.9 | 338 |
| SOCIAL PURPOSES | ||||||
| In portfolio | 12.3 | 2,800 | 10.3 | 2,910 | 20.5 | 3,683 |
| Granted in the reporting year | 3.2 | 885 | 3.4 | 907 | 7.5 | 1,288 |
Note: Data for 2016 and 2017 do not include Angola, whose operation was discontinued in 2016. (1) Includes active and retired Employees.
In 2017, the number of employees of Group BCP decreased 0.5% (-84 Employees) versus 2016. Of the 15,836 Employees of the Group, 55% performed functions in the international operations and 45% in Portugal.
| 2017 | 2016 | 2015 | Change % 17/16 | |
|---|---|---|---|---|
| TOTAL IN PORTUGAL | 7,189 | 7,333 | 7,459 | -2.0% |
| Poland | 5,945 | 5,964 | 5,992 | -0.3% |
| Switzerland | 71 | 72 | 71 | -1.4% |
| Mozambique | 2,631 | 2,551 | 2,505 | 3.1% |
| TOTAL INTERNATIONAL | 8,647 | 8,587 | 8,568 | 0.7% |
| TOTAL | 15,836 | 15,920 | 16,027 | -0.5% |
(1) Information about the number of Employees (not FTE's - Full Time Equivalent) for: Portugal, Mozambique, Switzerland and Poland.
Note: Does not include Millennium bcp Bank & Trust employees.
In Portugal, the downward trend in the number of Employees continued, with 211 having left, 84% of whom through mutual agreement and/or retirement plans, while 48 new Employees were admitted. Among the Employees who left, 54% worked in the commercial areas and 17% in management functions.
In Poland, the total staff number also declined (-0.3% relative to 2016), with 1,254 having left, 71% of whom of their own initiative, and 76% allocated to commercial areas, which was partially offset by the recruitment process, with the integration of 1,244 Employees.
However, in Mozambique, the bank maintained its trend of growth in Employees (3.1%) with the recruitment of 239 Employees, while 159 Employees left the Bank, 38% of the latter of their own initiative and 56% allocated to commercial areas.
In Portugal, Millennium bcp continues to focus on the model of assessment of Customer experiences. 24 hours after interaction with the Bank, the Customer is invited to answer a brief questionnaire to assess satisfaction with this experience with the Bank and the corresponding level of recommendation.
In 2017, the Net Promoter Score indicator (NPS) of Prestige Customers, which reflects the Bank recommendation level, increased to 57.5 points, corresponding to +2.2 points more than in 2016, following the increased percentage of Promoter Customers from 64.3% to 66.6% and the stabilisation of the percentage of Detractor Customers. For Mass Market Customers, the percentage of Promoter Customers increased from 72.1% to 74.5%, and the percentage of Detractor Customers fell by 0.8%, reflected in an increase of the Millennium bcp NPS from 62.7 to 65.9 (+3.2 points). The NPS of Business Customers also improved, having increased to 56.9 (54.6 in 2016), with 8.7% of Detractor Customers and 65.6% of Promoter Customers. Based on these results per segment, the global NPS of Millennium bcp is 64.4%, favourably comparing with 61.1% in 2016. Over 118,000 Customers were surveyed.
The programme "#1 in Customer Experience" is a transformational project to provide clients with distinctive and memorable experiences through the ongoing improvement of the product and service range, the adaptation of the Bank's channels to today's trends, the simplification of processes and, naturally, the development of the Employees' skills.

After the behaviour and commercial techniques training carried out in 2016, for all Employees servicing Mass Market customers, in 2017 the Bank continued the training program – "Training #1" -, monthly training moments that take place at the Branches
with the objective of consolidating the acquired knowledge and enhancing the practices and behaviours able to provide excellent experiences to our Customers.
Taking into consideration the success achieved with Mass Market Clients and Employees in 2018 the programme will also be implemented in the Prestige segment.
The Bank also undertook another "Mystery Client" action which, with 4 phases, totalled more than 2,400 visits to Mass Market Branches. In 2017, the results achieved are in line with the figures recorded in 2016 and reached, by the end of the year, the target of 85% of completion of the customer service choreography defined by the Bank.
In order to strengthen the measurement of satisfaction and loyalty in the various Customer segments, Millennium bcp continued to monitor various market studies carried out by specialised companies, so as to obtain indicators to position the Bank in the sector and assess, in an evolutionary way, market perception with regard to quality of the service provided, the Bank's image and the products and services it sells. Examples of these studies are the Consumer Choice, the BASEF Banca (Marktest), the BFin (DataE) and the BrandScore.
Index points
Within this context, the first place in the ranking of CSI Banca and being distinguished with the Consumers Choice Award, the latter in 2018, are bioth recognition of the effort that Millennium bcp has been making to modernize and simplify bank products and services, but also of the significant bet on the proximity with the Clients and on faster servicing.
In the international activity, Customer overall satisfaction levels with the Bank recorded a value of 82.5 index points (i.p.), influenced by the upturn recorded in Mozambique, which shifted from 75 to 79 i.p.
In Poland, with 86 i.p. of global satisfaction, the internet banking and mobile banking channels reached 96% of positive reviews in 2016.


Information not available for Switzerland.
In Portugal, complaints are managed by the Customer Care Centre (CAC). The total number of claims in this operation showed an increase if compared with the previous year for a total of 22,104. The majority, 75.5%, are claims related to current account debit/credit entries, card transactions. The effort made aiming at a rapid resolution of the claims has been a constant concern of the Bank which has been able to guarantee an average response deadline of 5 business days, with 64% of the complaints being solved in up to 3 days.
Regarding international activity: i) Poland recorded 0.9% fewer complaints than in the previous year, with 71% regarding current accounts, mortgage loans, card transactions and automatic services; ii) in Mozambique, the number of complaints remained stable, with cards and current accounts being the most frequently mentioned issues.
| 2017 | 2016 | 2015 | Change % 17/16 | |
|---|---|---|---|---|
| CLAIMS REGISTERED | ||||
| Activity Portugal | 22,104 | 20,423 | 27,529 | 8.2% |
| International Activity | 54,814 | 53,940 | 50,907 | 1.6% |
| CLAIMS RESOLVED | ||||
| Activity Portugal | 20,649 | 18,454 | 26,739 | 11.9% |
| International Activity (1) | 54,535 | 51,894 | 50,141 | 5.1% |
Note: Data for 2016 and 2017 include Angola, whose operation was discontinued in 2016.
(1) Includes valid claims related with the disregard of the privacy of Customers in Poland (65) and in Mozambique (7) based on the wrong processing of personal data and operational errors.
The average response time recorded was 16 consecutive days in Poland, and 7 business days in Mozambique.
The BCP Group considers that respect for the defined mission and values of the organisation, combined with compliance with its approved strategy, depends, first of all, on each Employee. Hence, the Group encourages the pursuit of a culture of rigour and responsibility, supported by mechanisms for the dissemination of information, training and monitoring, so as to permanently ensure strict compliance with the instituted rules of conduct.
Against this background, the implementation of specific training activities and the monitoring of the Compliance Office teams have been a constant feature and a priority. Thus, joint action with the different business areas enabled the training, in Portugal, of 28,097 employees in various topics related to the activity of the Compliance

Office, always focused on the Employees' awareness of the need to adopt a professional conduct and behaviour in accordance with a culture of ethics and rigour when performing daily duties. These figures, which represent a very significant increase if compared to 2016, result from the reinforcement of training actions on Internal Control, which included an universal training on the new Code of Conduct (13,422 trainees), but also on the prevention of money laundering and terrorism financing. To provide Employees with the necessary competences to deal with complex diligence processes, namely those presenting non-negligible risks, in order to decrease operational and fraud risks continues to be part of the Group's activities plan.
AML/CTF, Market Abuse, Internal Control, Monitoring of Transactions and Legal Subjects
| 2017 | 2016 | 2015 | Change % 17/16 | |
|---|---|---|---|---|
| Activity in Portugal | 28,123 | 747 | 262 | 3664.8% |
| International Activity | 9,093 | 5,725 | 6,857 | 58.8% |
| TOTAL | 37,216 | 6,472 | 7,119 | 475.0% |
(1) The same Employee could have attended several training courses.
The adequacy and effectiveness of the Bank's internal control system as a whole and the effectiveness of the risk identification and management processes and governance of the Bank and Group continued to be ensured through audit programmes which include the analysis of behavioural matters, compliance with legislation, other regulations and codes of conduct, correct use of delegated competence and respect for all other principles of action in force, in relations with external and internal Customers. The Code of Conduct and a set of compliance rulings and policies that rule the bank's activity are available for consultation on the website, governance area.
Relations of cooperation and loyalty have also been maintained with the judicial authorities and with national and international conduct supervision authorities. Within this scope and by its own initiative, the bank made a total of 528 communications to local Judicial Entities and replied to 1,185 requests.
The BCP Group offers a complete and broad range of financial products and services, and continues, under the development of its business lines, responsible for offering products and services which incorporate social principles and respect for the environment and nature.
The BCP Group is also aware that the implementation of social and environmental criteria and standards in the commercial offer is reflected in more efficient risk management, reputation value and higher quality of the products and services offered to customers.
In Portugal, Millennium bcp Microcredit continues to be recognised as an alternative for the funding and feasibility of entrepreneurial action and own-job creation, having approved 286 new operations, which corresponds to total credit granted of 2,953 thousand Euros, and helped to create 483 jobs. The volume of loans granted to the 982 operations in the portfolio stood at 12,385 thousands Euros, corresponding to principal of 6,520 thousands Euros.
With the objective of continuing to support Clients in financial difficulties and prevent default, Millennium bcp also maintained its focus on the stimulation and applicability of SAF packages (Financial Follow-up Service). In this context, 22,345 contractual amendments were made during 2017 (8,275 mortgage loans and 14,070 consumer credit), with a restructuring value of 603 million Euros (529 mortgage loans and 74 consumer credit) and comprised 21,188 Clients (7,361 mortgage loans and 13,827 consumer loans).
For Entities of the social sector, Millennium bcp has kept the Non-Profit Associations Account available, a current account with special conditions, which does not require a minimum opening amount and is exempt from maintenance and overdraft fees. 461 accounts with these features were opened, corresponding to a total of 3,848 accounts in the Bank's portfolio.
As for students who have decided to continue their academic path, the Bank granted 136 new loans in 2017, amounting to 1,636 million Euros, under the University Credit Line. The volume of credit granted to the 348 operations in the portfolio amounted to 4.2 million Euros.
Also in Portugal, the Bank has continued to reinforce its support to companies through agreed credit facilities, adjusted to the particularities of the sector and economy, in particular:

In Poland, the WWF Millennium MasterCard credit card, offered since 2008, takes up an environmental commitment. For each card subscribed, the Bank transfers to WWF Poland (World Wide Fund For Nature) half of the first annuity and a percentage of each transaction made.
The BCP Group meets the needs of Investors that consider it relevant to cover, in their investments, social and environmental risk factors, placing Responsible Investment Funds at their disposal for subscription:
The BCP Group's strategy is the promotion of a culture of social responsibility, developing actions for and with several groups of Stakeholders aiming at, directly and indirectly, contributing to the social development of the countries where it operates. It is in this context of proximity to the community that its policy of social responsibility has developed, giving priority to its intervention on cultural, educational and social initiatives.
In Portugal, Millennium bcp continues to promote and create opportunities for the participation of its Employees as volunteers in actions to support the external community:
In the context of the Food Bank's food collection campaigns, Millennium bcp once again was present at the warehouses, helping to separate and store the food. In 2017, in the two campaigns made regularly, the Bank helped at a national level and ensured a participation of more than 190 volunteers, Employees and their relatives.

The Bank supports Junior Achievement Portugal (JAP) in its entrepreneurial, creativity and innovation projects, through
the Bank Employees' participation as volunteers. During the school year 2016/2017, 46 volunteers of Millennium bcp monitored more than 839 students of 38 schools in the various programmes of Junior Achievement Portugal, in a total of 533 hours of corporate volunteer work.
The Bank has also been organizing, supporting and following up internal solidarity actions that promote a culture of proximity and add social value and are also a significant contribution for the materialization of its Social Responsibility Policy in Portugal. Among these initiatives, which received a special boost from the Direct Banking, Retail Marketing, Operations, Quality and Network Support, we highlight:

Internal action for the collection of plastic recipients in favour of Refood, with the objective of distributing meals to the local communities.
Millennium bcp also carried out a number of supporting actions to institutions and initiatives capable of generating social value, of which we highlight:
Participation in the 4th edition of Marketplace Lisboa, a social market drawing together companies, local authorities and non-profit institutions, where the participants display their offers and needs, promoting a sharing of knowledge and experiences which give rise to the exchange of goods and services. Millennium bcp, which was present for the third time at this event, established 6 agreements for donation of material with different social solidarity institutions and already provided support, during these three editions, to a total of 25 institutions;

Account for the Fire of Pedrogão Grande" with the purpose of getting funds to help the victims of the wild fires.
In terms of financial management and financial literacy, Millennium bcp contributed to increase the level of financial literacy and the adoption of adequate financial behaviours:
In Poland, Bank Millennium continues to carry out a significant number of actions, notably:

In Mozambique, the Bank's social commitment is embodied in the "More Mozambique for Me" programme, one of the references of the BCP Group under Corporate Social Responsibility aimed at tightening relations with local comm sports munities, which s, and commun continues to f nity developme focus on projec nt: cts in the area a of health, edu ucation, culture e, children and d youth

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Conference "Post Internet Cities"
Lastly, in the Social Solidarity area, the Foundation supported different actions promoted by several entities. These actions comprised several intervention sub areas, such as childhood/adolescence, poverty, disability, among other. The Foundation supported 21 projects, 6 of which targeted early childhood, 6 for situations of poverty, 5 dealt in health and disability and 4 of several other areas, of which we point out:
At the BCP Group, the process for selecting suppliers mainly obeys criteria of global competence of the company, functionality, quality and flexibility of the specific solutions to acquire and continuous capacity of providing the service. In all the Group's operations, it is given preference to purchasing from Suppliers of the respective country, with 86.5% in payments to local suppliers.
The Bank's main suppliers are companies which publish their economic, environmental and social performance, ensuring the responsible contracting of products and services.
Since 2007, Group BCP, namely in Poland and Portugal, includes, as an attachment to the agreements it establishes with suppliers, the Principles for Suppliers which include several aspects, such as compliance with the law, good environmental and labour practices, including human rights and the application of those principles in the engagement of third parties.
Millennium bcp assesses its suppliers through the application of a performance questionnaire including parameters related with the level of observance with the Principles for Suppliers. In 2017, suppliers were subject to continuous monitoring.
Within the scope of the monitoring, Millennium bcp's suppliers are subject to a permanent evaluation process, based on: i) the relationship they maintain with Technical Competence Centres; ii) performance assessment actions and the identification of areas for improvement; and iii) on existing decision-making processes to execute investments and renew contracts.
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| Env vironm mental I mpact |
|
|---|---|
| Group p BCP, in compl liance with its d digital and tech hnological stra incorp porates and pr romotes a cult ture of environ nmental respo within n this context that the prot tection of the environment, ration alization of co onsumptions (m mainly energy, water and pap are ob bjectives that a re part of the c core of the env ironmental pol consu ltation at the s sustainability a rea of the Bank k's website at |
tegic goals, de velops a sustai inability strate gy that nsibility and fi ight against cl limate change s. It is , the preserva tion of natura al resources a and the per, based on the dematerial lization of pro cesses) licy implement ted in all its ope erations (availa able for |
| https:/ //ind.millenniu umbcp.pt/en/In nstitucional/su ustentabilidade |
e/Documents/I nternal_Codes s_2.pdf ). |
| The B ank regularly m monitors a ser ries of environm mental perform efficie ency with regar rd to its main c consumption o of resources. G contin nued to improv ve as a result of f the continuou us investment i consu mption of Tag gus Park - bet tter procedures s and in the c positiv vely influenced d by the interna al awareness ca ampaigns. Apa with th he Bank's activ vity, these eco -efficiency mea asures are redu |
mance indicato ors which mea asure the Bank k's eco lobally, in 2017 7, the Bank's le evel of eco-eff ficiency in new equipm ent - as the ne ew PV central fo or self changes introd uced in the Em mployees' beh haviour, art from the les ss environmen tal impact asso ociated ucing the opera ating costs. |
| Apart from the mon itoring of the e environmental indicators, BC manag gement that id dentifies the ris sks related with h climate chan of def fined procedu res in order t to ensure the Bank's ongoi discon ntinuing it. Th he Bank also m manages indire ect environme evalua ation and gran nting process a and is able to c carry out envir applic cable legislation n in effect. |
P has an area i in charge of th he business con ntinuity nge and the inc corporation of s standard polic ies and ng activity in case of natu ral disasters a able of ental risks, dur ring the credit t and project f finance ronmental imp act studies, in accordance w with the |
| BCP e nsures, on a re egular basis, th he follow-up of f initiatives car of its local circumst tances, and mo onitors a numb ber of indicato efficie ency and impac ct concerning it ts main resourc ces consumpti on. |
rried out in all c countries wher re it operates, in view ors which enab ble it to measu ure its environ mental |
| MAIN MEASURES T TO REDUCE T THE ENVIRON NMENTAL IMP |
PACT |
| Opera ational Efficien ncy |
Environm mental Aware eness |
| Insta llation of LED lig ghting in Tagus park |
Environm mental Signs Cam mpaign |
| Redu ction in the cons sumption of ener rgy by 40%, able of reducing 211,8 850 kWh, corresp ponding to a red uction of around d 99.6 tons of CO2. |
In Portug al, the Bank cont tinued its interna al environm mental communic cation campaign , an informati on and commun nication action th hat intends to o contribute to th he adoption of increasin gly responsible e environmental pr ractices by the Em mployees. |
| Auto mation of the th hermal power st tations at Tagus sPark Opera ating in view of t the needs, repres senting an annua al savings of aroun nd 10,800 kWh, a also avoiding 5.1 tons of C02. |
Informing g the heads of t the organization nal areas of t the respective c consumption of paper (prints) a and of ink and to oner cartridges. |
| The t thermal power in n Building 7 doe es not work duri ing the night Incor poration of a dir ect expansion co ooling system for r the Dealing Room m that functions 2 24/7, with an en ergy saving pote ential of 196,000 0 kWh, equivalent to av voiding 92.2 tons s of CO2. |
Internal c campaign for th he collection of p paper nge for food in f favour of the Foo od Bank, to exchan which ena abled the collect tion of around 3 tons of used pape er. |

| Green IT Programme Reduction in local printing, giving preference to digital archive tools in the purchase of software development services Cut back of 11.3 million prints due to the Paperless programme, an 11% reduction in prints made in Branches if compared with the same period of 2016. |
Sustainable mobility measures Promote the use of videoconference and e learning instead of travels In Poland, the replacement of almost all company cars for hybrid cars. This will prevent 500 tons of CO2 emissions, a 20.6% reduction if compared with the period prior to the replacement. |
|---|---|
| Using digital documents such as, for example, the bank statement in digital format |
Environmental Guide for Customers and Employees in Poland |
| Definition of a business strategic goal to increase the number of clients with digital access: > 35% of clients until 2018; and of digital transactions: > 50% until 2018; |
Planting 200 trees, involving 40 volunteer employees and their families under the corporate volunteer actions of Fundação Bank Millennium. |
| Clients with e-statement: more than 1,400,000 accounts in clients in Portugal; 1,685,746 clients in Poland (82%); 20,744 clients in Mozambique; and 75% of clients in Switzerland |
|
| Digital sale of financial products: In 2017 there were exponential growths in the sale of risk insurances via millenniumbcp.pt, and another digital sale product was launched - the life risk insurance associated with personal loan transactions. Apart from that, Millennium bcp and ActivoBank implemented the 100% digital account opening process. |
|
| Project Go Paperless from the client's standpoint: implementation of the electronic signature of the client and of the Digital Price List; and from an internal procedures standpoint: digital daily maps of account opening and closing processes 100% of the retail branches and internal operations have the application PAB Paperless, which enabled the branches to stop printing 98% of the documents, thus substantially decreasing the ecological footprint |
Project "Uma Cidade Limpa Para Mim - Recicla e Ganha" (A Clean City For Me), a partnership with AMOR - Associação Moçambicana de Reciclagem: support to the construction of an ecological Christmas Tree with 7,000 plastic bottles in Mozambique |
| Project for the decoration and painting of garbage cans in a partnership with ISARC - Instituto Superior de Artes e Cultura, in Mozambique, continuing its commitment of fostering a responsible environmental attitude in the community. |
|
| Program Kaizen that raises daily the Employees awareness so that they make their activities more simple, more agile and more modern, with less paper, less costs and higher quality. |
MUDA - Movimento pela Utilização Digital Ativa, Millennium bcp is part of this project with the objective of contributing to increase the use |
| The teams involved created during 2017 around 90 new initiatives, of which 6% are related to the elimination of paper and represent 1,100 less prints per month. |
of digital technology by the Portuguese people within a joint effort that, besides the Portuguese State also involves companies, associations and universities. |
As noted above, the BCP Group regularly monitors a series of environmental performance indicators which measure the Bank's eco-efficiency with regard to its main consumption of resources6 .
Globally, the Bank recorded again a year of improvement of the eco-efficiency levels due to the optimization of the thermal power stations, installation of the photovoltaic central, the ongoing investment in the optimization of procedures, focusing on dematerialization and on the alteration of the daily behaviour of the Employees regarding the rational use of resources.
The Bank's consumption of energy is mostly of indirect origin, which corresponds to electricity and thermal energy and meets 60% of the Bank's energy needs. In 2017, the Bank continued to reduce its consumption of
6 The environmental performance of all the Bank's operations was monitored in 2017, namely in Portugal, Mozambique, Switzerland and Poland, and the consumptions of previous years were presented within the same geographical scope in order to ensure an effective comparability of the results, with the exception of Mozambique whose energy (direct and indirect) and water consumption figures regarding 2016 are not available.
indirect energy, which fell around 7% versus 2016, due to reductions in the several countries where the bank operates. The direct energy use recorded a decrease of approximately 5%.
Concerning the domestic activity, BCP in Portugal reduced all types of energy consumption by 4% in total, and succeeded in attaining its annual target (-3%). Electricity from the utilities grid fell 5% vs. 2016, as mentioned above, a reduction which enabled to avoid the emission of around 658 tons of CO2 and to save more than 300 thousand euros.

BCP assumes the commitment to adjust itself to climate change, providing its contribution for the reduction of the greenhouse gas emissions. The Group's carbon footprint is assessed every year. The Bank also took part in the CDP (Carbon Disclosure Project), and kept its Leadership A- classification in 2017.
In 2017, in overall terms, there was a decrease of approximately 5% in GEE (Greenhouse gas emissions) associated with the banking activity of the Group, caused by the ongoing implementation of a set of energy efficiency measures, which are identified and detailed in the 2017 Sustainability Report.
In overall terms, the emissions associated with fuel consumption (scope 1) recorded a slight decrease of 5.8% compared to the previous year, mainly caused by a reduction in emissions associated with the car fleet. Emissions associated to electricity/heat consumption (scope 2) reduced by 7%. Yet, emissions associated to mobility (scope 3) decreased by around 20.6%, imputable mainly to the 27.9% reduction in air travel.
Regarding the activity in Portugal, Millennium bcp presented a 7% reduction in its GEE versus 2016, although it did not reach the defined goal (-4% CO2 emissions).
Direct emissions fell 4.5% year-on-year, mainly due to the decrease in the consumption of fuel, namely diesel. Indirect emissions associated with the consumption of electricity presented a slight reduction versus the previous year. Regarding the emissions associated with service travels

(*) Does not include Mozambique.
(scope 3) showed a very significant decrease of 28.4%, due to less plane travel and the replacement of travel by plane by webcasting tools (video conferences).
In overall terms in 2017, the total consumption of water in Group BCP rose approximately 6%, partly due to the consumption of water for irrigation.
In Portugal, total water consumption was 161,779 m3, up 3%, which did not enable the Bank to surpass the annual goal (-4% of water consumption). Of total water consumption, 89% corresponds to water from the public network and 11% to rainwater reuse.

In overall terms, BCP continued to progressively reduce the consumption of its main materials (paper and cardboard, plastic, ink cartridges and toners), due to the optimisation measures.
The most consumed materials in terms of weight and quantity continue to be paper and cardboard, which, in overall terms, fell by 10% in relation to 2016, as a result of the dematerialisation initiatives implemented in all the geographic areas. Ink and toner cartridges also showed a 27% reduction due to measures adopted to decrease printed documents and promote scanning.
In Portugal, paper and cardboard consumption decreased 24%, once again exceeding the established annual goal (-7%). We must point out that the A4 and A3 paper brand used by the Bank has an Eco-label certificate of the European Union which certifies that the paper manufacturing process is environmentally sound.
Further details on the information reported in this chapter - Environmental Responsibility - in particular estimation criteria, the table of Global Reporting Initiative (GRI) indicators and correspondence with the Global Compact Principles, are available for viewing on the Bank's Institutional website, at www.millenniumbcp.pt, Sustainability area.
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Interest and similar income | 1,914,210 | 1,909,997 | ||
| Interest expense and similar charges | (522,935) | (679,871) | ||
| NET INTEREST INCOME | 1,391,275 | 1,230,126 | ||
| Dividends from equity instruments | 1,754 | 7,714 | ||
| Net fees and commissions income | 666,697 | 643,834 | ||
| Net gains / (losses) arising from trading and hedging activities | 45,346 | 101,827 | ||
| Net gains / (losses) arising from financial assets available for sale | 103,030 | 138,540 | ||
| Net gains from insurance activity | 4,212 | 4,966 | ||
| Other operating income / (loss) | (110,606) | (104,547) | ||
| Total operating income | 2,101,708 | 2,022,460 | ||
| Staff costs | 526,577 | 356,602 | ||
| Other administrative costs | 374,022 | 373,570 | ||
| Amortizations and depreciations | 53,582 | 49,824 | ||
| TOTAL OPERATING EXPENSES | 954,181 | 779,996 | ||
| OPERATING NET INCOME BEFORE PROVISIONS AND IMPAIRMENTS | 1,147,527 | 1,242,464 | ||
| Loans impairment | (623,708) | (1,116,916) | ||
| Other financial assets impairment | (63,421) | (274,741) | ||
| Other assets impairment | (163,205) | (66,926) | ||
| Goodwill impairment of subsidiaries | (4) | (51,022) | ||
| Impairment for investments in associated companies | (57,764) | - | ||
| Other provisions | (16,710) | (88,387) | ||
| NET OPERATING INCOME / (LOSS) | 222,715 | (355,528) | ||
| Share of profit of associates under the equity method | 91,637 | 80,525 | ||
| Gains / (losses) arising from sales of subsidiaries and other assets | 4,139 | (6,277) | ||
| Net income / (loss) before income taxes | 318,491 | (281,280) | ||
| Income taxes | ||||
| Current | (102,113) | (113,425) | ||
| Deferred | 71,954 | 495,292 | ||
| INCOME AFTER INCOME TAXES FROM CONTINUING OPERATIONS | 288,332 | 100,587 | ||
| Income arising from discontinued or discontinuing operations | 1,225 | 45,228 | ||
| NET INCOME AFTER INCOME TAXES | 289,557 | 145,815 | ||
| Net income for the year attributable to: | ||||
| Bank's Shareholders | 186,391 | 23,938 | ||
| Non-controlling interests | 103,166 | 121,877 | ||
| NET INCOME FOR THE YEAR | 289,557 | 145,815 | ||
| Earnings per share (in Euros) | ||||
| Basic | 0.014 | 0.019 | ||
| Diluted | 0.014 | 0.019 |
| 2017 2016 ASSETS Cash and deposits at Central Banks 2,167,934 1,573,912 Loans and advances to credit institutions Repayable on demand 295,532 448,225 Other loans and advances 1,065,568 1,056,701 Loans and advances to customers 47,633,492 48,017,602 Financial assets held for trading 897,734 1,048,797 Other financial assets held for trading at fair value through profit or loss 142,336 146,664 Financial assets available for sale 11,471,847 10,596,273 Assets with repurchase agreement - 20,525 Hedging derivatives 234,345 57,038 Financial assets held to maturity 411,799 511,181 Investments in associated companies 571,362 598,866 Non-current assets held for sale 2,164,567 2,250,159 Investment property 12,400 12,692 Other tangible assets 490,423 473,866 Goodwill and intangible assets 164,406 162,106 Current tax assets 25,914 17,465 Deferred tax assets 3,137,767 3,184,925 Other assets 1,052,024 1,087,814 TOTAL ASSETS 71,939,450 71,264,811 LIABILITIES Resources from credit institutions 7,487,357 9,938,395 Resources from customers 51,187,817 48,797,647 Debt securities issued 3,007,791 3,512,820 Financial liabilities held for trading 399,101 547,587 Hedging derivatives 177,337 383,992 Provisions 324,158 321,050 Subordinated debt 1,169,062 1,544,555 Current tax liabilities 12,568 35,367 Deferred tax liabilities 6,030 2,689 Other liabilities 988,493 915,528 TOTAL LIABILITIES 64,759,714 65,999,630 EQUITY Share capital 5,600,738 4,268,818 Share premium 16,471 16,471 Preference shares 59,910 59,910 Other equity instruments 2,922 2,922 Legal and statutory reserves 252,806 245,875 Treasury shares (293) (2,880) Fair value reserves 82,090 (130,632) Reserves and retained earnings (120,220) (102,306) Net income for the year attributable to Shareholders 186,391 23,938 TOTAL EQUITY ATTRIBUTABLE TO BANK'S SHAREHOLDERS 6,080,815 4,382,116 Non-controlling interests 1,098,921 883,065 TOTAL EQUITY 7,179,736 5,265,181 |
(Thousands of euros) | |||
|---|---|---|---|---|
| 71,939,450 | 71,264,811 |
A. The provisos of the law and of the by-laws concerning the legal reserve;
B. That in the financial year of 2017, Banco Comercial Português, S.A registered consolidated net earnings amounting to 186,390,783.40 Euros and individual net earnings amounting to 118,021,411.94 Euros,
In accordance with article 66 (5) (f) and for purposes of article 376 (1) (b), both of the Companies Code, the appropriation of the individual net earnings on the individual balance sheet, amounting to 118,021,411.94 Euros, as follows:
Lisbon, April 23rd 2018
The Board of Directors
António Vítor Martins Monteiro (Chairman)
Carlos José da Silva (Vice-Chairman)
Nuno Manuel da Silva Amado (Vice-Chairman)
Álvaro Roque de Pinho Bissaia Barreto (Member)
António Henriques de Pinho Cardão (Member)
André Magalhães Luiz Gomes (Member)
António Luís Guerra Nunes Mexia (Member)
Cidália Maria Mota Lopes (Member)
João Manuel de Matos Loureiro (Member)
José Jacinto Iglésias Soares (Member)
Jaime de Macedo Santos Bastos (Member)
João Nuno de Oliveira Jorge Palma (Member)
José Miguel Bensliman Schorcht da Silva Pessanha (Member)
Lingjiang Xu (Member)
Maria da Conceição Mota Soares de Oliveira Callé Lucas (Member)
Miguel de Campos Pereira de Bragança (Member)
Miguel Maya Dias Pinheiro (Member)
Raquel Rute da Costa David Vunge (Member)
Rui Manuel da Silva Teixeira (Member)
Balance sheet total customer funds - debt securities and customer deposits.
Capitalisation products – includes unit linked saving products and retirement saving plans ("PPR", "PPE" and "PPR/E").
Commercial gap – total loans to customers net of BS impairments accumulated for risk of credit minus onbalance sheet total customer funds.
Core income - net interest income plus net fees and commission income.
Core net income - corresponding to net interest income plus net fees and commission income deducted from operating costs.
Cost of risk, gross (expressed in bp) - ratio of impairment charges accounted in the period to loans to customers (gross).
Cost of risk, net (expressed in bp) - ratio of impairment charges (net of recoveries) accounted in the period to loans to customers (gross).
Cost to core income - operating costs divided by core income (net interest income and net fees and commission income).
Cost to income – operating costs divided by net operating revenues.
Coverage of non-performing loans by balance sheet impairments – total BS impairments accumulated for risks of credit divided by NPL.
Debt securities - debt securities issued by the Bank and placed with customers.
Dividends from equity instruments - dividends received from investments in financial assets held for trading and available for sale.
Equity accounted earnings - results appropriated by the Group related to the consolidation of entities where, despite having a significant influence, the Group does not control the financial and operational policies.
Loan to Deposits ratio (LTD) – Total loans to customers net of accumulated BS impairments for risks of credit divided by total customer deposits.
Loan to value ratio (LTV) – Mortgage amount divided by the appraised value of property.
Net commissions - net fees and commission income.
Net interest margin (NIM) - net interest income for the period as a percentage of average interest earning assets.
Net operating revenues - net interest income, dividends from equity instruments, net commissions, net trading income, equity accounted earnings and other net operating income.
Net trading income - net gains/losses arising from trading and hedging activities, net gains/losses arising from available for sale financial assets, net gains/losses arising from financial assets held to maturity.
Non-performing exposures (NPE, according to EBA definition) – Non-performing loans and advances to customers more than 90 days past-due or unlikely to be paid without collateral realisation, even if they recognised as defaulted or impaired.
Non-performing loans (NPL) – Overdue loans more than 90 days including the non-overdue remaining principal of loans, i.e. portion in arrears, plus non-overdue remaining principal.
Non-performing loans ratio – Loans more than 90 days overdue and doubtful loans reclassified as overdue for provisioning purposes divided by total loans (gross).
Operating costs - staff costs, other administrative costs and depreciation.
Other impairment and provisions - other financial assets impairment, other assets impairment, in particular provision charges related to assets received as payment in kind not fully covered by collateral, goodwill impairment and other provisions.
Other net income – net commissions, net trading income, other net operating income, dividends from equity instruments and equity accounted earnings.
Other net operating income – net gains from insurance activity, other operating income/(loss) and gains/(losses) arising from sales of subsidiaries and other assets.
Overdue loans - loans in arrears, not including the non-overdue remaining principal.
Overdue loans by more than 90 days coverage ratio - total BS impairments accumulated for risk of credit divided by total amount of loans overdue with installments of capital and interest overdue more than 90 days.
Overdue loans coverage ratio – total BS impairments accumulated for risks of credit divided by total amount of overdue loans.
Return on average assets (Instruction from the Bank of Portugal no. 16/2004) – Net income (before tax) divided by the average total assets.
Return on average assets (ROA) – Net income (before minority interests) divided by the average total assets.
Return on equity (Instruction from the Bank of Portugal no. 16/2004) – Net income (before tax) divided by the average attributable equity + non-controlling interests.
Return on equity (ROE) – Net income (after minority interests) divided by the average attributable equity, deducted from preference shares and other capital instruments.
Securities portfolio - financial assets held for trading, financial assets available for sale, assets with repurchase agreement, financial assets held to maturity and other financial assets held for trading at fair value through net income.
Spread - increase (in percentage points) to the index used by the Bank in loans granting or fund raising.
Total customer funds - balance sheet customer funds, capitalisation products, assets under management and investment funds.
Porto Salvo, 23rd April 2018
The Board of Directors
| (Thousands of euros) | |||
|---|---|---|---|
| Notes | 2017 | 2016 | |
| Interest and similar income | 3 | 1,914,210 | 1,909,997 |
| Interest expense and similar charges | 3 | (522,935) | (679,871) |
| NET INTEREST INCOME | 1,391,275 | 1,230,126 | |
| Dividends from equity instruments | 4 | 1,754 | 7,714 |
| Net fees and commissions income | 5 | 666,697 | 643,834 |
| Net gains / (losses) arising from trading and hedging activities | 6 | 45,346 | 101,827 |
| Net gains / (losses) arising from financial assets available for sale | 7 | 103,030 | 138,540 |
| Net gains from insurance activity | 4,212 | 4,966 | |
| Other operating income / (loss) | 8 | (110,606) | (104,547) |
| TOTAL OPERATING INCOME | 2,101,708 | 2,022,460 | |
| Staff costs | 9 | 526,577 | 356,602 |
| Other administrative costs | 10 | 374,022 | 373,570 |
| Amortizations and depreciations | 11 | 53,582 | 49,824 |
| TOTAL OPERATING EXPENSES | 954,181 | 779,996 | |
| OPERATING NET INCOME BEFORE PROVISIONS AND IMPAIRMENTS | 1,147,527 | 1,242,464 | |
| Loans impairment | 12 | (623,708) | (1,116,916) |
| Other financial assets impairment | 13 | (63,421) | (274,741) |
| Other assets impairment | 27 and 32 | (163,205) | (66,926) |
| Goodwill impairment of subsidiaries | 30 | (4) | (51,022) |
| Impairment for investments in associated companies | 26 | (57,764) | - |
| Other provisions | 14 | (16,710) | (88,387) |
| NET OPERATING INCOME / (LOSS) | 222,715 | (355,528) | |
| Share of profit of associates under the equity method | 15 | 91,637 | 80,525 |
| Gains / (losses) arising from sales of subsidiaries and other assets | 16 | 4,139 | (6,277) |
| NET INCOME / (LOSS) BEFORE INCOME TAXES | 318,491 | (281,280) | |
| Income taxes | |||
| Current | 31 | (102,113) | (113,425) |
| Deferred | 31 | 71,954 | 495,292 |
| INCOME AFTER INCOME TAXES FROM CONTINUING OPERATIONS | 288,332 | 100,587 | |
| Income arising from discontinued or discontinuing operations | 17 | 1,225 | 45,228 |
| NET INCOME AFTER INCOME TAXES | 289,557 | 145,815 | |
| Net income for the year attributable to: | |||
| Bank's Shareholders | 186,391 | 23,938 | |
| Non-controlling interests | 44 | 103,166 | 121,877 |
| NET INCOME FOR THE YEAR | 289,557 | 145,815 | |
| Earnings per share (in Euros) | |||
| Basic | 18 | 0.014 | 0.019 |
| Diluted | 18 | 0.014 | 0.019 |
(Thousands of euros)
| (Thousands of euros) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2017 | |||||||||
| Discontinued or discontinuing Continuing operations operations |
Attributable to | ||||||||
| Gross value |
Taxes | Net value |
Gross value |
Taxes | Net value |
Total | Bank's Shareholders |
Non controlling interests |
|
| NET INCOME / (LOSS) FOR THE YEAR | 318,491 | (30,159) | 288,332 | 1,225 | - | 1,225 | 289,557 | 186,391 | 103,166 |
| ITEMS THAT MAY BE RECLASSIFIED TO THE | |||||||||
| INCOME STATEMENT | |||||||||
| Fair value reserves | 298,533 | (67,182) | 231,351 | - | - | - | 231,351 | 212,722 | 18,629 |
| Exchange differences arising on consolidation | 54,808 | - | 54,808 | - | - | - | 54,808 | 200 | 54,608 |
| IAS 29 application | |||||||||
| Effect on equity of Banco Millemmiun Atlântico, S.A (note 43) | 28,428 | - | 28,428 | - | - | - | 28,428 | 28,428 | - |
| Others | (3,965) | - | (3,965) | - | - | - | (3,965) | (3,965) | - |
| 377,804 | (67,182) | 310,622 | - | - | - | 310,622 | 237,385 | 73,237 | |
| ITEMS THAT WILL NOT BE RECLASSIFIED TO | |||||||||
| THE INCOME STATEMENT | |||||||||
| Actuarial losses for the year | |||||||||
| BCP Group Pensions Fund | 28,994 | (44,726) | (15,732) | - | - | - | (15,732) | (15,732) | - |
| Pension Fund - other associated companies | 4,135 | (2,239) | 1,896 | - | - | - | 1,896 | 571 | 1,325 |
| 33,129 | (46,965) | (13,836) | - | - | - | (13,836) | (15,161) | 1,325 | |
| Other comprehensive income / (loss) for the year | 410,933 | (114,147) | 296,786 | - | - | - | 296,786 | 222,224 | 74,562 |
| TOTAL COMPREHENSIVE INCOME / (LOSS) FOR THE YEAR | 729,424 | (144,306) | 585,118 | 1,225 | - | 1,225 | 586,343 | 408,615 | 177,728 |
| 2016 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Discontinued or discontinuing Continuing operations operations |
Attributable to | ||||||||
| Gross value |
Taxes | Net value |
Gross value |
Taxes | Net value |
Total | Bank's Shareholders |
Non controlling interests |
|
| NET INCOME / (LOSS) FOR THE YEAR | (281,280) | 381,867 | 100,587 | 50,356 | (5,128) | 45,228 | 145,815 | 23,938 | 121,877 |
| ITEMS THAT MAY BE RECLASSIFIED TO THE | |||||||||
| INCOME STATEMENT | |||||||||
| Fair value reserves | (238,137) | 59,653 | (178,484) | 586 | (176) | 410 | (178,074) | (152,163) | (25,911) |
| Effect in fair value reserves | |||||||||
| of Banco Millennium Angola, S.A. (*) | - | - | - | (4,902) | 1,471 | (3,431) | (3,431) | (1,719) | (1,712) |
| Exchange differences arising on consolidation | (152,683) | - | (152,683) | (76,219) | - | (76,219) | (228,902) | (120,816) | (108,086) |
| Effect in reserves of the exchange differences | |||||||||
| arising on consolidation of | |||||||||
| Banco Millennium Angola, S.A. (*) | - | - | - | 156,794 | - | 156,794 | 156,794 | 78,554 | 78,240 |
| (390,820) | 59,653 | (331,167) | 76,259 | 1,295 | 77,554 | (253,613) | (196,144) | (57,469) | |
| ITEMS THAT WILL NOT BE RECLASSIFIED TO | |||||||||
| THE INCOME STATEMENT | |||||||||
| Actuarial losses for the year | |||||||||
| BCP Group Pensions Fund | (302,644) | 69,290 | (233,354) | - | - | - | (233,354) | (233,354) | - |
| Pension Fund - other associated companies | (1,061) | (61) | (1,122) | - | - | - | (1,122) | (781) | (341) |
| (303,705) | 69,229 | (234,476) | - | - | - | (234,476) | (234,135) | (341) | |
| Other comprehensive income / (loss) for the year | (694,525) | 128,882 | (565,643) | 76,259 | 1,295 | 77,554 | (488,089) | (430,279) | (57,810) |
| TOTAL COMPREHENSIVE INCOME / (LOSS) FOR THE YEAR | (975,805) | 510,749 | (465,056) | 126,615 | (3,833) | 122,782 | (342,274) | (406,341) | 64,067 |
(*) Under the scope of the merger of Banco Millennium Angola, S.A. with Banco Privado Atlântico, S.A.
| (Thousands of euros) | |||
|---|---|---|---|
| Notes | 2017 | 2016 | |
| ASSETS | |||
| Cash and deposits at Central Banks | 19 | 2,167,934 | 1,573,912 |
| Loans and advances to credit institutions | |||
| Repayable on demand | 20 | 295,532 | 448,225 |
| Other loans and advances | 21 | 1,065,568 | 1,056,701 |
| Loans and advances to customers | 22 | 47,633,492 | 48,017,602 |
| Financial assets held for trading | 23 | 897,734 | 1,048,797 |
| Other financial assets held for trading | |||
| at fair value through profit or loss | 23 | 142,336 | 146,664 |
| Financial assets available for sale | 23 | 11,471,847 | 10,596,273 |
| Assets with repurchase agreement | - | 20,525 | |
| Hedging derivatives | 24 | 234,345 | 57,038 |
| Financial assets held to maturity | 25 | 411,799 | 511,181 |
| Investments in associated companies | 26 | 571,362 | 598,866 |
| Non-current assets held for sale | 27 | 2,164,567 | 2,250,159 |
| Investment property | 28 | 12,400 | 12,692 |
| Other tangible assets | 29 | 490,423 | 473,866 |
| Goodwill and intangible assets | 30 | 164,406 | 162,106 |
| Current tax assets | 25,914 | 17,465 | |
| Deferred tax assets | 31 | 3,137,767 | 3,184,925 |
| Other assets | 32 | 1,052,024 | 1,087,814 |
| TOTAL ASSETS | 71,939,450 | 71,264,811 | |
| LIABILITIES | |||
| Resources from credit institutions | 33 | 7,487,357 | 9,938,395 |
| Resources from customers | 34 | 51,187,817 | 48,797,647 |
| Debt securities issued | 35 | 3,007,791 | 3,512,820 |
| Financial liabilities held for trading | 36 | 399,101 | 547,587 |
| Hedging derivatives | 24 | 177,337 | 383,992 |
| Provisions | 37 | 324,158 | 321,050 |
| Subordinated debt | 38 | 1,169,062 | 1,544,555 |
| Current tax liabilities | 12,568 | 35,367 | |
| Deferred tax liabilities | 31 | 6,030 | 2,689 |
| Other liabilities | 39 | 988,493 | 915,528 |
| TOTAL LIABILITIES | 64,759,714 | 65,999,630 | |
| EQUITY | |||
| Share capital | 40 | 5,600,738 | 4,268,818 |
| Share premium | 40 | 16,471 | 16,471 |
| Preference shares | 40 | 59,910 | 59,910 |
| Other equity instruments | 40 | 2,922 | 2,922 |
| Legal and statutory reserves | 41 | 252,806 | 245,875 |
| Treasury shares | 42 | (293) | (2,880) |
| Fair value reserves | 43 | 82,090 | (130,632) |
| Reserves and retained earnings | 43 | (120,220) | (102,306) |
| Net income for the year attributable to Bank's Shareholders | 186,391 | 23,938 | |
| TOTAL EQUITY ATTRIBUTABLE TO BANK'S SHAREHOLDERS | 6,080,815 | 4,382,116 | |
| Non-controlling interests | 44 | 1,098,921 | 883,065 |
| TOTAL EQUITY | 7,179,736 | 5,265,181 | |
| 71,939,450 | 71,264,811 |
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| CASH FLOWS ARISING FROM OPERATING ACTIVITIES | ||
| Interests received | 1,699,189 | 1,770,704 |
| Commissions received | 836,581 | 787,068 |
| Fees received from services rendered | 60,514 | 63,003 |
| Interests paid | (522,214) | (667,682) |
| Commissions paid | (128,186) | (89,798) |
| Recoveries on loans previously written off | 16,966 | 33,867 |
| Net earned insurance premiums | 19,847 | 13,744 |
| Claims incurred of insurance activity | (10,891) | (9,214) |
| Payments to suppliers and employees | (1,086,602) | (929,400) |
| Income taxes (paid) / received | (118,676) | (57,941) |
| Decrease / (increase) in operating assets: | 766,528 | 914,351 |
| Receivables from / (Loans and advances to) credit institutions | 28,747 | (106,683) |
| Deposits held with purpose of monetary control | (37,653) | 59,473 |
| Loans and advances to customers receivable | (244,376) | 1,788,925 |
| Short term trading account securities | 36,195 | 52,033 |
| Increase / (decrease) in operating liabilities: | ||
| Deposits from credit institutions repayable on demand | (51,702) | (28,040) |
| Deposits from credit institutions with agreed maturity date | (2,380,305) | 1,423,509 |
| Deposits from clients repayable on demand | 3,430,158 | 2,357,657 |
| Deposits from clients with agreed maturity date | (970,378) 577,214 |
(3,369,608) 3,091,617 |
| CASH FLOWS ARISING FROM INVESTING ACTIVITIES | ||
| Sale of shares in subsidiaries and associated companies which results loss control (*) | - | (496,194) |
| Acquisition of shares in subsidiaries and associated companies | (787) | - |
| Dividends received | 102,759 | 47,085 |
| Interest income from available for sale financial assets and held to maturity financial assets | 253,783 | 212,042 |
| Sale of available for sale financial assets and held to maturity financial assets | 8,046,852 | 5,617,817 |
| Acquisition of available for sale financial assets and held to maturity financial assets | (42,160,122) | (29,050,145) |
| Maturity of available for sale financial assets and held to maturity financial assets | 33,937,652 | 22,239,293 |
| Acquisition of tangible and intangible assets | (88,393) | (69,281) |
| Sale of tangible and intangible assets | 8,014 | 15,581 |
| Decrease / (increase) in other sundry assets | (304,789) (205,031) |
(518,526) (2,002,328) |
| CASH FLOWS ARISING FROM FINANCING ACTIVITIES Issuance of subordinated debt |
472,742 | 6,705 |
| Reimbursement of subordinated debt | (852,386) | (121,210) |
| Issuance of debt securities | 1,312,759 | 188,936 |
| Reimbursement of debt securities | (1,994,444) | (1,513,220) |
| Issuance of commercial paper and other securities | 188,076 | 57,588 |
| Reimbursement of commercial paper and other securities | (9,674) | (19,202) |
| Share capital increase | 1,295,148 | 174,582 |
| Dividends paid to non-controlling interests | (7,787) | (20,907) |
| Increase / (decrease) in other sundry liabilities and non-controlling interests | (384,203) | (365,046) |
| 20,231 | (1,611,774) | |
| Exchange differences effect on cash and equivalents | 48,915 | (72,108) |
| Net changes in cash and equivalents | 441,329 | (594,593) |
| Cash (note 19) | 540,290 | 625,311 |
| Deposits at Central Banks (note 19) | 1,033,622 | 1,215,006 |
| Loans and advances to credit institutions repayable on demand (note 20) | 448,225 | 776,413 |
| CASH AND EQUIVALENTS AT THE BEGINNING OF THE YEAR | 2,022,137 | 2,616,730 |
| Cash (note 19) | 540,608 | 540,290 |
| Deposits at Central Banks (note 19) | 1,627,326 | 1,033,622 |
| Loans and advances to credit institutions repayable on demand (note 20) | 295,532 | 448,225 |
| CASH AND EQUIVALENTS AT THE END OF THE YEAR | 2,463,466 | 2,022,137 |
(*) As in 2016 the Banco Millennium Angola, S.A. started to be considered as discontinuing operation, the related values net of intercompany operations, were incorporated in cash flows arising from investing activities.
| (Thousands of euros) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Share capital |
Share premium |
Preference shares |
Other equity instruments |
Legal and statutory reserves |
Treasury shares |
Fair value reserves |
Reserves and retained earnings |
Net income for the year attributable to Bank's Shareholders |
Equity attributable to Bank's Shareholders |
Non -controlling interests (note 44) |
Total equity |
|
| BALANCE AS AT 31 DECEMBER 2015 | 4,094,235 | 16,471 | 59,910 | 2,922 | 223,270 | (1,187) | 23,250 | (31,046) | 235,344 | 4,623,169 1,057,402 | 5,680,571 | |
| Net income for the year | - | - | - | - | - | - | - | - | 23,938 | 23,938 | 121,877 | 145,815 |
| Fair value reserves (note 43) | - | - | - | - | - | - | (152,163) | - | - | (152,163) | (25,911) (178,074) | |
| Actuarial losses | - | - | - | - | - | - | - | (234,135) | - | (234,135) | (341) | (234,476) |
| Effect in fair value reserves | ||||||||||||
| related to the merger (a) | - | - | - | - | - | - | (1,719) | - | - | (1,719) | (1,712) | (3,431) |
| Effect in reserves of the exchange | ||||||||||||
| differences arising on consolidation | ||||||||||||
| related to the merger (a) | - | - | - | - | - | - | - | 78,554 | - | 78,554 | 78,240 | 156,794 |
| Exchange differences | ||||||||||||
| arising on consolidation | - | - | - | - | - | - | - | (120,816) | - | (120,816) | (108,086) (228,902) | |
| TOTAL COMPREHENSIVE INCOME | - | - | - | - | - | - | (153,882) | (276,397) | 23,938 | (406,341) | 64,067 | (342,274) |
| Results apllications: | ||||||||||||
| Legal reserve | - | - | - | - | 22,605 | - | - | - | (22,605) | - | - | - |
| Transfers for Reserves and retained earnings | - | - | - | - | - | - | - | 212,739 | (212,739) | - | - | - |
| Share capital increase (note 40) | 174,583 | - | - | - | - | - | - | - | - | 174,583 | 174,583 - | |
| Regrouping of shares | - | - | - | - | - | - | - | (1,047) | - | (1,047) | (1,047) - | |
| Costs related to the share capital increase Tax related to costs arising from the |
- | - | - | - | - | - | - | (6,437) | - | (6,437) | (6,437) - | |
| share capital increase | - | - | - | - | - | - | - | 1,352 | - | 1,352 | 1,352 - | |
| Merger of Banco Millennium Angola, S.A. | ||||||||||||
| with Banco Privado Atlântico, S.A. | - | - | - | - | - | - | - | - | - | - | (210,395) | (210,395) |
| Dividends (b) | - | - | - | - | - | - | - | - | - | - | (20,907) | (20,907) |
| Treasury shares (note 42) | - | - | - | - | - | (1,693) | - | 1 | - | (1,692) | (1,692) - | |
| Other reserves (note 43) | - | - | - | - | - | - | - | (1,471) | - | (1,471) | (7,102) | (8,573) |
| BALANCE AS AT 31 DECEMBER 2016 | 4,268,818 | 16,471 | 59,910 | 2,922 | 245,875 | (2,880) | (130,632) | (102,306) | 23,938 | 4,382,116 | 883,065 | 5,265,181 |
| Net income for the year | - | - | - | - | - | - | - | - | 186,391 | 186,391 | 103,166 | 289,557 |
| Fair value reserves (note 43) | - | - | - | - | - | - | 212,722 | - | - | 212,722 | 18,629 | 231,351 |
| Actuarial losses | - | - | - | - | - | - | - | (15,161) | - | (15,161) | 1,325 | (13,836) |
| Exchange differences | ||||||||||||
| arising on consolidation | - | - | - | - | - | - | - | 200 | - | 200 | 54,608 | 54,808 |
| Application of IAS 29 - effect as at | ||||||||||||
| 1 january 2017 (notes 26 and 59): | ||||||||||||
| Effect on equity of Banco Millenniun Atlântico, S.A (c) | - | - | - | - | - | - | - | 44,248 | - | 44,248 | 44,248 - | |
| Impairment for investments in associated | - | - | - | - | - | - | - | (44,248) | - | (44,248) | (44,248) - | |
| Application of IAS 29 excluding the effect on | ||||||||||||
| net income for the year (notes 26 and 59): | ||||||||||||
| Effect on equity of Banco Millenniun Atlântico, S.A (c) | - | - | - | - | - | - | - | 28,428 | - | 28,428 | 28,428 - | |
| Others | - | - | - | - | - | - | - | (3,965) | - | (3,965) | (3,965) - | |
| TOTAL COMPREHENSIVE INCOME | - | - | - | - | - | - | 212,722 | 9,502 | 186,391 | 408,615 | 177,728 | 586,343 |
| Results apllications: | ||||||||||||
| Legal reserve (note 41) | - | - | - | - | 6,931 | - | - | - | (6,931) | - | - | - |
| Transfers for Reserves and retained earnings | - | - | - | - | - | - | - | 17,007 | (17,007) | - | - | - |
| Share capital increase (note 40) | 1,331,920 | - | - | - | - | - | - | - | - | 1,331,920 | 1,331,920 - | |
| Costs related to the share capital increase | - | - | - | - | - | - | - | (36,772) | - | (36,772) | (36,772) - | |
| Tax related to costs arising from the | ||||||||||||
| share capital increase (d) | - | - | - | - | - | - | - | (8,264) | - | (8,264) | (8,264) - | |
| Dividends (a) | - | - | - | - | - | - | - | - | - | - | (7,787) | (7,787) |
| Treasury shares (note 42) | - | - | - | - | - | 2,587 | - | 1,083 | - | 3,670 | 3,670 - | |
| Other reserves (note 43) | - | - | - | - | - | - | - | (470) | - | (470) | 45,915 | 45,445 |
| BALANCE AS AT 31 DECEMBER 2017 | 5,600,738 | 16,471 | 59,910 | 2,922 | 252,806 | (293) | 82,090 | (120,220) | 186,391 | 6,080,815 1,098,921 | 7,179,736 |
(a) Under the scope of the merger of Banco Millennium Angola, S.A. with Banco Privado Atlântico, S.A.
(b) Dividends of Banco Millennium Angola S.A., BIM - Banco Internacional de Moçambique, S.A. and SIM - Seguradora Internacional de Moçambique, S.A.R.L.
(c) Bank Millennium Atlântico, S.A.
(d) Includes the derecognition of deferred taxes related to tax losses from previous years associated to costs arising from the share capital increase
Banco Comercial Português, S.A. Sociedade Aberta (the 'Bank') is a private capital bank, established in Portugal in 1985. It started operating on 5 May 1986, and these consolidated financial statements reflect the results of the operations of the Bank and all its subsidiaries (together referred to as the 'Group') and the Group's interest in associates, for the years ended 31 December 2017 and 2016.
In accordance with Regulation (EC) no. 1606/2002 from the European Parliament and the Council, of 19 July 2002 and Bank of Portugal Notice no. 1/2005 (revoked by Bank of Portugal Notice no. 5/2015), the Group's consolidated financial statements are required to be prepared, since 2005, in accordance with International Financial Reporting Standards ('IFRS') as endorsed by the European Union ('EU'). IFRS comprise accounting standards issued by the International Accounting Standards Board ('IASB') as well as interpretations issued by the International Financial Reporting Interpretations Committee ('IFRIC') and their predecessor bodies. The consolidated financial statements presented were approved on 23 April 2018 by the Bank's Board of Directors. The financial statements are presented in thousands of euros, rounded to the nearest thousand.
All the references in this document related to any normative always report to current version.
The consolidated financial statements for the year ended 31 December 2017 were prepared in terms of recognition and measurement in accordance with the IFRS adopted by the EU and effective on that date.
The Group has adopted IFRS and interpretations mandatory for accounting periods beginning on or after 1 January 2017, as referred in note 54. The accounting policies in this note were applied consistently to all entities of the Group and are consistent with those used in the preparation of the financial statements of the previous period.
The Group's financial statements are prepared under the historical cost convention, as modified by the application of fair value for derivative financial instruments, financial assets and liabilities at fair value through profit or loss and financial assets available for sale, except those for which a reliable measure of fair value is not available. Financial assets and liabilities that are covered under hedge accounting are stated at fair value in respect of the risk that is being hedged, if applicable. Other financial assets and liabilities and non-financial assets and liabilities are stated at amortised cost or historical cost. Non-current assets and disposal groups held for sale are stated at the lower of carrying amount or fair value less costs to sell. The liability for defined benefit obligations is recognised as the present value of the past liabilities with pensions net of the value of the fund's assets.
The preparation of the financial statements in accordance with IFRS requires the Board of Directors, on the advice of the Executive Committee to make judgments, estimates and assumptions that affect the application of the accounting policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and other factors that are believed to be reasonable under the circumstances and form the basis for making the judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The issues involving a higher degree of judgment or complexity or for which assumptions and estimates are considered to be significant are presented in note 1 ad).
As from 1 January 2010, the Group applied IFRS 3 (revised) for the accounting of business combinations. The changes in the accounting policies resulting from the application of IFRS 3 (revised) are applied prospectively.
The consolidated financial statements now presented reflect the assets, liabilities, income and expenses of the Bank and its subsidiaries (the Group), and the results attributable to the Group financial investments in associates.
Subsidiaries are entities controlled by the Group (including structure entities and investment funds). The Group controls an entity when it holds the power to direct the relevant activities of the entity, and when it is exposed or has rights to variable returns from its involvement with the entity and is able to take possession of those results through the power it holds over the relevant activities of that entity (de facto control). The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases.
Accumulated losses are attributed to non-controlling interests in the respective proportion, implying that the Group can recognise negative non-controlling interests.
On a step acquisition process resulting in the acquisition of control, the revaluation of any participation previously acquired, is booked against the profit and loss account when goodwill is calculated. On a partial disposal resulting in loss of control over a subsidiary, any participation retained is revaluated at market value on the sale date and the gain or loss resulting from this revaluation is booked against the income statement.
Investments in associated companies are consolidated by the equity method from the date that the Group acquires significant influence until the date it ceases to exist. Associates are those entities in which the Group has significant influence but not control over the financial and operating policy decisions of the investee. It is assumed that the Group has significant influence when it holds, directly or indirectly, more than 20% or of the voting rights of the investee. If the Group holds, directly or indirectly less than 20% of the voting rights of the investee, it is presumed that the Group does not have significant influence, unless such influence can be clearly demonstrated.
The existence of significant influence by the Group is usually evidenced in one or more of the following ways:
The consolidated financial statements include the part that is attributable to the Group of the total reserves and results of associated companies accounted on an equity basis. When the Group's share of losses exceeds its interest in the associate, the carrying amount is reduced to zero and recognition of further losses is discontinued except to the extent that the Group has incurred in a legal obligation to assume those losses on behalf of an associate.
Business combinations are accounted under the purchase method. The acquisition cost corresponds to the fair value, determined at the acquisition date, of the assets given and liabilities incurred or assumed. Costs directly attributable to the acquisition of a subsidiary are booked directly in the income statement.
Positive goodwill arising from acquisitions is recognised as an asset carried at acquisition cost and is not subject to amortisation. Goodwill arising on the acquisition of subsidiaries and associates is defined as the difference between the cost of acquisition and the total or corresponding share of the fair value of the net assets and contingent liabilities acquired, depending on the option taken.
Negative goodwill arising on an acquisition is recognised directly in the income statement in the year the business combination occurs.
Goodwill is not adjusted due to changes in the initial estimate of the contingent purchase price and the difference is booked in the income statement, or in equity, when applicable.
The recoverable amount of the goodwill registered in the Group's asset is assessed annually in the preparation of the accounts with reference at the end of the year or whenever there are indications of eventual loss of value. Impairment losses are recognised in the income statement. The recoverable amount is determined based on the higher between the assets value in use and the market value deducted of selling costs, calculated using valuation methodologies supported by discounted cash flow techniques, considering market conditions, the time value of money and the business risks.
The acquisition of the non-controlling interests that does not impact the control position of a subsidiary is accounted as a transaction with shareholders and, therefore, is not recognised additional goodwill resulting from this transaction. The difference between the acquisition cost and the fair value of non-controlling interests acquired is recognised directly in reserves. On this basis, the gains and losses resulting from the sale of controlling interests, that does not impact the control position of a subsidiary, are always recognised against reserves.
The gains and losses resulting from the dilution or sale of a financial position in a subsidiary, with loss of control, are recognised by the Group in the income statement.
The financial statements of the foreign subsidiaries and associates of the Group are prepared in their functional currency, defined as the currency of the primary economic environment in which they operate or the currency in which the subsidiaries obtain their income or finance their activity. In the consolidation process, assets and liabilities, including goodwill, of foreign subsidiaries are converted into euros at the official exchange rate at the balance sheet date. The exchange rates used by the Group are presented in note 52.
Regarding the investments in foreign operations that are consolidated under the full consolidation or equity methods, for exchange differences between the conversion to Euros of the opening equity at the beginning of the year and their value in Euros at the exchange rate ruling at the balance sheet date for consolidated accounts are charged against consolidated reserves - exchange differences. The changes in fair value resulting from instruments that are designated and qualified as hedging instruments related to foreign operations are registered in equity in "Reserves and retained earnings". Whenever the hedge is not fully effective, the ineffective portion is accounted against profit and loss of the year.
The income and expenses of these subsidiaries are converted to Euros at an approximate rate of the rates ruling at the dates of the transactions, and it is used a monthly average taking into account the initial and final exchange rate of each month. Exchange differences from the conversion to Euros of the profits and losses for the reporting period, arising from the difference between the exchange rate used in the income statement and the exchange rate prevailing at the balance sheet date, are recognised in "Reserves and retained earnings - exchange differences resulting from the consolidation of Group's companies".
On disposal of investments in foreign subsidiaries for which there is loss of control, exchange differences related to the investment in the foreign operation and to the associated hedge transaction previously recognised in reserves, are transferred to profit and loss as part of the gains or loss arising from the disposal.
The Group applies IAS 29 - Financial reporting in hyperinflationary economies in financial statements of entities that present accounts in functional currency of an economy that has hyperinflation.
In applying this policy, non-monetary assets and liabilities are adjusted based on the price index from the date of acquisition or the date of the last revaluation to the balance sheet date. The restated values of assets are reduced by the amount that exceeds their recoverable amount, in accordance with the applicable IFRS.
Equity components are also updated taking into account the price index from the beginning of the period or date of the contribution, if it is earlier.
c. Loans and advances to customers When the classification as a hyperinflationary economy is applied to associated companies, its effects are included in the Group's financial statements by applying the equity method of accounting on the financial statements restated in accordance with the requirements of IAS 29. The effects of the application of IAS 29 with impact on capital items are recorded against the item "Reserves and retained earnings".
The balances and transactions between Group's companies, or any unrealised gains and losses arising from these transactions, are eliminated in the preparation of the consolidated financial statements. Unrealised gains and losses arising from transactions with associates and jointly controlled entities are eliminated in the proportion of the Group's investment in those entities.
Loans and advances to customers includes loans and advances originated by the Group which are not intended to be sold in the short term and are recognised when cash is advanced to customers.
The derecognition of these assets occurs in the following situations: (i) the contractual rights of the Group have expired; or (ii) the Group transferred substantially all the associated risks and rewards.
Loans and advances to customers are initially recognised at fair value plus any directly attributable transaction costs and fees and are subsequently measured at amortised cost using the effective interest method, being presented in the balance sheet net of impairment losses.
The Group's policy consists in a regular assessment of the existence of objective evidence of impairment in the loan portfolios. Impairment losses identified are charged against results and subsequently, if there is a reduction of the estimated impairment loss, the charge is reversed against results, in a subsequent period.
After the initial recognition, a loan or a loan portfolio, defined as a group of loans with similar credit risk characteristics, can be classified as impaired when there is an objective evidence of impairment as a result of one or more events and when these have an impact on the estimated future cash flows of the loan or of the loan portfolio that can be reliably estimated.
According to IAS 39, there are two methods of calculating impairment losses: (i) individually assessed loans; and (ii) collective assessment.
Impairment losses on individually assessed loans are determined by an evaluation of the exposures on a case-by-case basis. For each loan considered individually significant, the Group assesses, at each balance sheet date, the existence of any objective evidence of impairment. In determining such impairment losses on individually assessed loans, the following factors are considered: - group's aggregate exposure to the customer and the existence of overdue loans;
Impairment losses are calculated by comparing the present value of the expected future cash flows, discounted at the original effective interest rate of the loan, with its current carrying value, being the amount of any loss charged in the income statement. The carrying amount of impaired loans is presented in the balance sheet net of impairment loss. For loans with a variable interest rate, the discount rate used corresponds to the effective annual interest rate, which was applicable in the period that the impairment was determined.
Loans that are not identified as having an objective evidence of impairment are grouped on the basis of similar credit risk characteristics, and assessed collectively.
Impairment losses are calculated on a collective basis under two different scenarios:
for homogeneous groups of loans that are not considered individually significant; or
losses which have been incurred but have not yet been reported (IBNR) on loans for which no objective evidence of impairment is identified (see last paragraph (i)).
The collective impairment loss is determined considering the following factors:
The methodology and assumptions used to estimate the future cash flows are reviewed regularly by the Group.
Loans, for which no evidence of impairment has been identified, are grouped together based on similar credit risk characteristics for calculating a collective impairment loss. This analysis allows the Group's recognition of losses whose identification in individual terms only occurs in future periods.
Loans and advances to customers are written-off when there is no realistic expectation, from an economic perspective, and for collateralised loans when the funds from the realization of the collateral have already been received, by the use of impairment losses when they correspond to 100% of the credits value considered as non-recoverable.
Financial assets are recognized on the trade date, thus, in the date that the Group commits to purchase the asset and are classified considering the intent behind them, according to the categories described below:
The financial assets and liabilities acquired or issued with the purpose of sale or re-acquisition on the short term, namely bonds, treasury bills or shares, those which are part of a financial instruments portfolio and for which there is evidence of a recent pattern of short-term profit taking or that can be included in the definition of derivative (except in the case of a derivative classified as hedging) are classified as trading. The dividends associated to these portfolios are accounted in "Net gains / (losses) arising on trading and hedging activities".
The interest from debt instruments is recognised as net interest income.
Trading derivatives with a positive fair value are included in Financial assets held for trading and the trading derivatives with negative fair value are included in "Financial liabilities held for trading".
The Group has adopted the Fair Value Option for certain own bond issues, loans and time deposits that contain embedded derivatives or with related hedging derivatives. The variations of the Group's credit risk related to financial liabilities accounted under the Fair Value Option are disclosed in the note Net gains / (losses) arising from trading and hedging activities (note 6).
The designation of other financial assets and liabilities at fair value through profit and losses (Fair Value Option) may be performed whenever at least one of the following requirements is fulfilled:
the designation eliminates or significantly reduces the accounting mismatch of the transactions;
the financial assets and liabilities include derivatives that significantly change the cash-flows of the original contracts (host contracts).
Considering that the transactions carried out by the Group in the normal course of its business are in market conditions, the assets and liabilities financial instruments at fair value through profit or loss are recognised initially at their fair value, with the costs or income associated with the transactions recognised in results at the initial moment, with subsequent changes in fair value recognized in profit or loss. Patrimonial variations in the fair value are recorded in "Net gains / (losses) arising from trading and hedging activities" (note 6). The accrual of interest and the premium / discount (when applicable) is recognised in "Net interest income" based on the effective interest rate of each transaction, as well as the accrual of interest from derivatives associated with financial instruments classified in this category.
Financial assets available for sale held with the purpose of being maintained by the Group, namely bonds, treasury bills or shares, are classified as available for sale, except if they are classified in another category of financial assets. The financial assets available for sale are initially accounted at fair value, including all expenses or income associated with the transactions. The financial assets available for sale are subsequently measured at fair value. The changes in fair value are accounted for against "Fair value reserves". On disposal of the financial assets available for sale or if impairment loss exists, the accumulated gains or losses recognised as fair value reserves are recognised under "Net gains / (losses) arising from available for sale financial assets" or "Impairment for other financial assets", in the income statement, respectively. Interest income from debt instruments is recognised in Net interest income based on the effective interest rate, including a premium or discount when applicable. Dividends are recognised in profit and losses when the right to receive the dividends is attributed.
The financial assets held-to-maturity include non-derivative financial assets with fixed or determinable payments and fixed maturity, for which the Group has the intention and ability to maintain until the maturity of the assets and that were not included in other categories of financial assets. These financial assets are initially recognised at fair value and subsequently measured at amortised cost. The interest is calculated using the effective interest rate method and recognised in Net interest income. The impairment losses are recognised in profit and loss when identified.
Any reclassification or disposal of financial assets included in this category that does not occur close to the maturity of the assets, or if it is not framed in the exceptions stated by the rules, will require the Group to reclassify the entire portfolio as Financial assets available for sale and the Group will not be allowed to classify any assets under this category for the following two years.
Non-derivative financial assets with fixed or determined payments, that are not quoted in a market and which the Group does not intend to sell immediately or in a near future, may be classified in this category.
In addition to loans granted, the Group recognises in this category unquoted bonds and commercial paper. The financial assets recognised in this category are initially accounted at fair value and subsequently at amortised cost net of impairment. The transaction costs are included in the effective interest rate for these financial instruments. The interest accounted based on the effective interest rate method are recognised in Net interest income.
The impairment losses are recognised in profit and loss when identified.
Other financial liabilities are all financial liabilities that are not recognised as financial liabilities at fair value through profit and loss. This category includes money market transactions, deposits from customers and from other financial institutions, issued debt, and other transactions.
These financial liabilities are initially recognised at fair value and subsequently at amortised cost. The related transaction costs are included in the effective interest rate. The interest calculated at the effective interest rate is recognised in "Net interest income".
The financial gains or losses calculated at the time of repurchase of other financial liabilities are recognised as "Net gains / (losses) from trading and hedging activities", when occurred.
As referred in note 22, the Bank has four residential mortgage credit securitizations operations (Magellan Mortgages No.1, No.2, No.3 e No.4) which portfolios were accounted derecognized of the individual balance of the Bank, as the residual notes of the referred operations were sold to institutional investors and consequently, the risks and the benefits were substantially transferred.
With the purchase of a part of the residual note, the Group maintained the control of the assets and the liabilities of Magellan Mortgages No.2 e No.3, these Special Purpose Entities (SPE or SPV) are consolidated in the Group Financial Statements, in accordance with accounting policy referred in note 1 b).
The four operations are traditional securitizations, where each mortgage loan portfolio was sold to a Portuguese Loan Titularization Fund, which has financed this purchase through the sale of titularization units to an SPE with office in Ireland. At the same time this SPE issued and sold in the capital markets a group of different classes of bonds.
The Group has two synthetic operations. Caravela SME No.3, which operation started on 28 June 2013, based on a medium and long term loans portfolio of current accounts and authorized overdrafts granted by BCP, mainly to small and medium companies.
Caravela SME No.4 is a similar operation, initiated on 5 June 2014, which portfolio contains car, real estate and equipment leasing granted between the Bank and a group of clients that belong to the same segment (small and medium companies).
In both operations, the Bank hired a Credit Default Swap (CDS) with a Special Purpose Vehicle (SPV), buying by this way the protection for the total portfolio referred. Both cases, the synthetic securitizations, the same CDS, the risk of the respective portfolios were divided in 3 classes: senior, mezzanine and equity. The mezzanine and part of the equity (20%) were placed in the market through an SPV, and the subscription by investors, the Credit Linked Notes (CLNs). The Bank retained the senior risk and part of the equity remaining (80%). The product of the CLNs issue was invested by the SPV in a deposit which total collateral the responsibilities in the presence of the Bank, in accordance of the CDS.
At each balance sheet date, an assessment is made of the existence of objective evidence of impairment. A financial asset or group of financial assets are impaired when there is objective evidence of impairment resulting from one or more events that occurred after its initial recognition, such as: (i) for listed securities, a prolonged devaluation or a significant decrease in its quoted price, and (ii) for unlisted securities, when that event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be estimated reasonably. According to the Group's policies, 30% depreciation in the fair value of an equity instrument is considered a significant devaluation and the 1 year period is assumed to be a prolonged decrease in the fair value below the acquisition cost.
If an available for sale asset is determined to be impaired, the cumulative loss (measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in the profit or loss) is removed from fair value reserves and recognised in profit or loss. If, in a subsequent period, the fair value of a debt instrument classified as available for sale increases and the increase can be objectively related to an event occurred after the impairment loss was recognised in the profit or loss, the impairment loss is reversed through the income statement. Reversal of impairment losses on equity instruments, classified as financial assets available for sale, is recognised as a gain in fair value reserves when it occurs (there is no reversal in profit and losses).
Embedded derivatives should be accounted for separately as derivatives, if the economic risks and benefits of the embedded derivative are not closely related to the host contract, as long as the hybrid (combined) instrument is not initially measured at fair value with changes through profit and loss. Embedded derivatives are classified as trading and recognised at fair value with changes through profit and loss.
The Group designates derivatives and other financial instruments to hedge its exposure to interest rate and foreign exchange risk, resulting from financing and investment activities. Derivatives that do not qualify for hedge accounting are accounted for as trading instruments.
Derivative hedging instruments are stated at fair value and gains and losses on revaluation are recognised in accordance with the hedge accounting model adopted by the Group. A hedge relationship exists when:
at the inception of the hedge there is formal documentation of the hedge;
the hedge is expected to be highly effective;
the hedge is valuable in a continuous basis and highly effective throughout the reporting period; and
for hedges of a forecasted transaction, the transaction is highly probable and presents an exposure to variations in cash flows that could ultimately affect profit or loss.
When a derivative financial instrument is used to hedge foreign exchange variations arising from monetary assets or liabilities, no hedge accounting model is applied. Any gain or loss associated to the derivative is recognised through profit and loss, as well as changes in currency risk of the monetary items.
Changes in the fair value of derivatives that are designated and qualify as fair value hedge instruments are recognised in profit and loss, together with changes in the fair value attributable to the hedged risk of the asset or liability or group of assets and liabilities. If the hedge relationship no longer meets the criteria for hedge accounting, the cumulative gains and losses due to variations of hedged risk linked to the hedge item recognised until the discontinuance of the hedge accounting are amortised through profit and loss over the residual period of the hedged item.
In a hedge relationship, the effective portion of changes in fair value of derivatives that are designated and qualify as cash flow hedges are recognised in equity - cash flow hedge reserves in the effective part of the hedge relations. Any gain or loss relating to the ineffective portion of the hedge is immediately recognised in profit and loss when occurred.
Amounts accumulated in equity are reclassified to profit and loss in the periods in which the hedged item will affect profit or loss.
In case of hedging variability of cash-flows, when the hedge instrument expires or is disposed or when the hedging relationship no longer meets the criteria for hedge accounting, or when the hedge relation is revoked, the hedge relationship is discontinued on a prospective basis. Therefore, the fair value changes of the derivative accumulated in equity until the date of the discontinued hedge accounting can be:
Deferred over the residual period of the hedged instrument; or
Recognised immediately in results, if the hedged instrument is extinguished.
In the case of a discontinued hedge of a forecast transaction, the change in fair value of the derivative recognised in equity at that time remains in equity until the forecasted transaction is ultimately recognised in the income statement. When a forecasted transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to profit and loss.
For a hedge relationship to be classified as such according to IAS 39, effectiveness has to be demonstrated. As such, the Group performs prospective tests at the beginning date of the initial hedge, if applicable and retrospective tests in order to demonstrate at each reporting period the effectiveness of the hedging relationships, demonstrating that the variations in fair value of the hedging instrument are hedged by the fair value variations of the hedged item in the portion assigned to the risk covered. Any ineffectiveness is recognised immediately in profit and loss when incurred.
Hedges of net investments in foreign operations are accounted for similarly to cash flow hedges. Any exchange gain or loss on the hedging instrument relating to the effective portion of the hedge is recognised in equity. The gain or loss relating to the ineffective portion is immediately recognised in profit and loss. Gains and losses accumulated in equity related to the investment in a foreign operation and to the associated hedge operation are recognised in equity are transferred to profit and loss, on the disposal of the foreign operation as part of the gain or loss from the disposal.
In October 2008, the IASB issued a change to IAS 39 – Reclassification of Financial Assets (Amendments to IAS 39 Financial Instruments: Recognition and Measurement and IFRS 7: Financial Instruments Disclosures). This change allowed an entity to transfer financial assets from Financial assets at fair value through profit and loss – trading to Financial assets available for sale, to Loans and Receivables - Loans represented by securities or to Financial assets held-to-maturity, as long as the requirement referred in the standard namely when there is some event that is uncommon and highly improbable that will occur again in the short term, that is, the event can be classified as a rare circumstance. The Group adopted this possibility for a group of financial assets.
The analysis of the reclassifications is detailed in note 23 - Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale. Transfers of financial assets recognised in the category of Financial assets available-for-sale to Loans and receivables - Loans represented by securities and to Financial assets held-to-maturity are allowed, in determined and specific circumstances.
Transfers from and to Other financial assets and financial liabilities at fair value through profit and loss (Fair value option) are prohibited.
The Group derecognises financial assets when all rights to future cash flows have expired. In a transfer of assets, derecognition can only occur either when risks and rewards have been substantially transferred or the Group does not maintain control over the assets.
The Group derecognises financial liabilities when these are cancelled or extinguished.
A financial instrument is an equity instrument only if (a) the instrument includes no contractual obligation to deliver cash or another financial asset to another entity or to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavourable to the entity and (b) if the instrument will or may be settled in the issuer's own equity instruments, it is either a non-derivative that includes no contractual obligation for the issuer to deliver a variable number of its own equity instruments or a derivative that will be settled only by the issuer exchanging a fixed amount of cash or another financial asset for a fixed number of its own equity instruments.
An equity instrument, independently from its legal form, evidences a residual interest in the assets of an entity after deducting all of its liabilities.
Transaction costs directly attributable to an equity instruments' issuance are recognised in equity as a deduction to the amount issued. Amounts paid or received related to sales or acquisitions of equity instruments are recognised in equity, net of transaction costs.
Preference shares issued by the Group are considered as an equity instrument when redemption of the shares is solely at the discretion of the Group and dividends are paid at the discretion of the Group.
Income from equity instruments (dividends) are recognised when the obligation to pay is established and are deducted to equity.
Financial instruments that contain both a liability and an equity component (example: convertible bonds) are classified as compound financial instruments. For those instruments classified as compound financial instruments, the terms of its conversion to ordinary shares (number of shares) cannot change with changes in its fair value. The financial liability component corresponds to the present value of the future interest and principal payments, discounted at the market interest rate applicable to similar financial liabilities that do not have a conversion option. The equity component corresponds to the difference between the proceeds of the issue and the amount attributed to the financial liability. Financial liabilities are measured at amortised cost through the effective interest rate method. The interests are recognised in Net interest income.
Securities lent under securities lending arrangements continue to be recognised in the balance sheet and are measured in accordance with the applicable accounting policy. Cash collateral received in respect of securities lent is recognised as a financial liability. Securities borrowed under securities borrowing agreements are not recognised. Cash collateral placements in respect of securities borrowed are recognised under loans and advances to either banks or customers. Income and expenses arising from the securities borrowing and lending business are recognised on an accrual basis over the period of the transactions and are included in interest income or expense (net interest income).
The Group performs acquisition/sale of securities under reselling/repurchase agreements of securities substantially equivalent in a future date at a predetermined price ('repos'/'reverse repos'). The securities related to reselling agreements in a future date are not recognised on the balance sheet. The amounts paid are recognised in loans and advances to customers or loans and advances to credit institutions. The receivables are collateralised by the related securities. Securities sold through repurchase agreements continue to be recognised in the balance sheet and are revaluated in accordance with the applicable accounting policy. The amounts received from the proceeds of these securities are considered as deposits from customers and deposits from credit institutions. The difference between the acquisition/sale and reselling/repurchase conditions is recognised on an accrual basis over the period of the transaction and is included in interest income or expenses.
Non-current assets, groups of non-current assets held for sale (groups of assets together with related liabilities that include at least a non current asset) and discontinued operations are classified as held for sale when it is intention to sell the referred assets and liabilities and when the referred assets or group of assets are available for immediate sale, subject to the terms of sale usually applicable to these types of assets, and its sale is highly probable. In order for the sale to be considered highly probable, the Group must be committed to a plan to sell the asset (or disposal group), and must have been initiated an active program to locate a buyer and complete the plan. In addition, the asset (or disposal group) must be actively marketed for sale at a price that is reasonable in relation to its current fair value. Furthermore, it should be expected the sale to qualify for recognition as a completed sale within one year from the date of classification, except as permitted by paragraph 9 of IFRS 5 and that the Group remains committed to the asset sales plan and the delay is caused by events or circumstances beyond its control.
The Group also classifies as non-current assets held for sale those non-current assets or groups of assets acquired exclusively with a view to its subsequent disposal, which are available for immediate sale and its sale is highly probable. Immediately before classification as held for sale, the measurement of the non-current assets or all assets and liabilities in a disposal group, is performed in accordance with the applicable IFRS. After their reclassification, these assets or disposal groups are measured at the lower of their cost and fair value less costs to sell.
Discontinued operations and the subsidiaries acquired exclusively with the purpose to sell in the short term are consolidated until the moment of its sale.
The Group also classifies non-current assets held for sale the non-operating real estate (INAE), which include properties acquired by the Group as a result of the resolution of customer credit processes, as well as own properties that are no longer used by the Group's services.
Properties held by real estate companies and real estate investment funds, which are part of the Group's consolidation perimeter, whose capital or units acquired by the Group as a result of the recovery loans are treated as INAE.
At the time of acquisition, real estate classified as INAE is recognised at the lower of the value of the loans existing on the date on which the recovery occurs or the judicial decision is formalised, and the fair value of the property, net of estimated costs for sale.
Subsequent measurement of INAE is made at the lower of their book value and the corresponding fair value, net of the estimated costs for their sale and are not subject to amortization. Impairment losses are recorded in the results of the period in which they arise.
The fair value is determined based on the market value, which is determined based on the expected sales price obtained through periodic evaluations made by expert external evaluators accredited to the CMVM.
The principles used to determine the net fair value of selling costs of a property apply, whenever possible, apply, whenever possible, to real estate similar to INAE held by Real Estate Companies and Real Estate Investment Funds for the purpose of consolidating Group accounts.
Whenever the net fair value of the selling costs calculated for an INAE is less than the amount by which the same is recognized in the Group's balance sheet, an impairment loss is recorded in the amount of the decrease in value ascertained. Impairment losses are recorded against income for the year.
If the net fair value of the selling costs of an INAE, after recognition of impairment, indicates a gain, the Bank may reflect that gain up to the maximum of the impairment that has been recorded on that property.
In accordance with IAS 17, the lease transactions are classified as financial whenever their terms transfer substantially all the risks an rewards associated with the ownership of the property to the lessee. The remaining leases are classified as operational. The classification of the leases is done according to the substance and not the form of the contract.
At the lessee's perspective, finance lease transactions are recorded at the beginning as an asset and liability at fair value of the leased asset, which is equivalent to the present value of the future lease payments. Lease rentals are a combination of the financial charge and the amortisation of the capital outstanding. The financial charge is allocated to the periods during the lease term to produce a constant periodic rate of interest on the remaining liability balance for each period.
At the lessor's perspective, assets held under finance leases are recorded in the balance sheet as a receivable at an amount equal to the net investment in the lease. Lease rentals are a combination of the financial income and amortization of the capital outstanding. Recognition of the financial result reflects a constant periodical return rate over the remaining net investment of the lessor.
Assets received arising from the resolution of leasing contracts and complying with the definition of assets held for sale classified in this category, are measured in accordance with the accounting policy defined in note 1k).
At the lessee's perspective, the Group has various operating leases for properties and vehicles. The payments under these leases are recognised in Other administrative costs during the life of the contract, and neither the asset nor the liability associated with the contract is evidenced in its balance sheet.
Interest income and expense for financial instruments measured at amortised cost are recognised in the interest income or expenses (net interest income) through the effective interest rate method. The interest related to financial assets available for sale calculated at the effective interest rate method are also recognised in net interest income as well as those from assets and liabilities at fair value through profit and loss.
The effective interest rate is the rate that discounts estimated future cash payments or receipts through the expected life of the financial instrument (or, when appropriate, for a shorter period), to the net carrying amount of the financial asset or financial liability.
For calculating the effective interest rate, the Group estimates future cash flows considering all contractual terms of the financial instrument (for example: early payment options) but without considering future impairment losses. The calculation includes all fees paid or received considered as included in the effective interest rate, transaction costs and all other premiums or discounts directly related to the transaction, except for assets and liabilities at fair value through profit and loss.
For financial asset or a group of similar financial assets for which impairment losses were recognised, interest income is recognised based on the interest rate used to discount the future cash flows for the purpose of measuring the impairment loss.
Specifically regarding the accounting policy for interest on overdue loans' portfolio, the following aspects are considered:
interest income for overdue loans with collaterals are accounted for as income, up to the limit of the valuation of the collateral on a prudent basis, in accordance with IAS 18, assuming that there is a reasonable probability of recoverability; and
the interests accrued and not paid for overdue loans for more than 90 days that are not covered by collaterals are written-off from the Bank's financial statements and are recognised only when received, in accordance with IAS 18, on the basis that its recoverability is considered to be remote.
For derivative financial instruments, except those classified as hedging instruments of interest rate risk, the interest component is not separated from the changes in the fair value and is classified under Net gains / (losses) from trading and hedging activities. For hedging derivatives of interest rate risk and those related to financial assets or financial liabilities recognised in the Fair Value Option category, the interest component is recognised under interest income or expense (Net interest income).
Income from services and commissions are recognised according to the following criteria:
Income from services and commissions, that are an integral part of the effective interest rate of a financial instrument, are recognised in net interest income.
Financial net gains / losses includes gains and losses arising from financial assets and financial liabilities at fair value through profit and loss, that is, fair value changes and interest on trading derivatives and embedded derivatives, as well as the corresponding dividends received. This balance also includes the gains and losses arising from the sale of available for sale financial assets and financial assets held to maturity. The changes in fair value of hedging derivatives and hedged items, when fair value hedge is applicable, are also recognised in this balance.
Assets held in the scope of fiduciary activities are not recognised in the Group's consolidated financial statements. Fees and commissions arising from this activity are recognised in the income statement in the period in which they occur.
Other tangible assets are stated at acquisition cost less accumulated depreciation and impairment losses. Subsequent costs are recognised as a separate asset only when it is probable that future economic benefits will result for the Group. All other repairs and maintenance expenses are charged to the income statement during the financial period in which they are incurred.
Depreciation is calculated on a straight-line basis, over the following periods which correspond to their estimated useful life:
| Number of years | |
|---|---|
| Buildings | 50 |
| Expenditure on freehold and leasehold buildings | 10 |
| Equipment | 4 to 12 |
| Other tangible assets | 3 |
Whenever there is an indication that a fixed tangible asset might be impaired, its recoverable amount is estimated and an impairment loss shall be recognised if the net value of the asset exceeds its recoverable amount. The recoverable amount is determined as the highest between the fair value less costs to sell and its value in use calculated based on the present value of future cash-flows estimated to be obtained from the continued use of the asset and its sale at the end of the useful life.
The impairment losses of the fixed tangible assets are recognised in profit and loss for the year.
Real estate properties owned by the investment funds consolidated in the Group, are recognised as Investment properties considering, that the main objective of these buildings is the capital appreciation on a long term basis and not its sale in a short term period, or its maintenance for own use.
These investments are initially recognised at its acquisition cost, including the transaction costs and subsequently revaluated at its fair value. The fair value of the investment property should reflect the market conditions at the balance sheet date. Changes in fair value are recognised in results as "Other operating income / (costs)" (note 8).
The experts responsible for the valuation of the assets are properly certified for that purpose, being registered in CMVM.
The Group does not capitalise any research and development costs. All expenses are recognised as costs in the period in which they occur.
The Group accounts, as intangible assets, the costs associated to software acquired from external entities and depreciates them on a straight line basis by an estimated lifetime of three years. The Group does not capitalise internal costs arising from software development.
For the purposes of the cash flow statement, cash and cash equivalents comprise balances with less than three months' maturity from the balance sheet date, including cash and deposits with Central Banks and loans and advances to credit institutions.
Financial assets and liabilities are offset and recognised at their net book value when: i) the Group has a legal right to offset the amounts recognised and transactions can be settled at their net value; and ii) the Group intends to settle on a net basis or perform the asset and settle the liability simultaneously. Considering the current operations of the Group, no compensation of material amount is made. In case of reclassifications of comparative amounts, the provisions of IAS 1.41 are disclosed: i) the nature of the reclassification; ii) the amount of each item (or class of items) reclassified and iii) the reason for the reclassification.
Transactions in foreign currencies are translated into the respective functional currency of the operation at the foreign exchange rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated into the respective functional currency of the operation at the foreign exchange rate at the reporting date. Foreign exchange differences arising on translation are recognised in the profit and loss. Non-monetary assets and liabilities denominated in foreign currencies, which are stated at historical cost, are translated into the respective functional currency of the operation at the foreign exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated into the respective functional currency of the operation at the foreign exchange rate at the date that the fair value was determined against profit and loss, except for financial assets available-for-sale, for which the difference is recognised against equity.
The Group has the responsibility to pay to their employees' retirement pensions and widow and orphan benefits and permanent disability pensions, in accordance with the agreement entered with the two collective labour arrangements. These benefits are estimated in the pension's plans 'Plano ACT' and 'Plano ACTQ' of the Pension Plan of BCP Group.
Until 2011, along with the benefits provided in two planes above, the Group had assumed the responsibility, under certain conditions in each year, of assigning a complementary plan to the Group's employees hired before 21 September, 2006 (Complementary Plan). The Group at the end of 2012 decided to extinguish ("cut") the benefit of old age Complementary Plan. As at 14 December 2012, the ISP ("Instituto de Seguros de Portugal" - Portuguese Insurance Institute) formally approved this change to the benefit plan of the Group with effect from 1 January 2012. The cut of the plan was made, having been assigned to the employees, individual rights acquired. On that date, the Group also proceeded to the settlement of the related liability.
From 1 January 2011, banks' employees were integrated in the General Social Security Scheme which now covers their maternity, paternity, adoption and pension benefits. However, the Banks remain liable for those benefits as concern illness, disability and life insurance (Decree-Law no. 1-A/2011, of 3 January).
The contributory rate is 26.6% divided between 23.6% supported by the employer and 3% supported by the employees, replacing the Banking Social Healthcare System which was extinguished by the decree law referred above. As a consequence of this amendment the capability to receive pensions by the actual employees are covered by the General Social Security Scheme regime, considering the service period between 1 January 2011 and the retirement age. The Bank supports the remaining difference for the total pension assured in Collective Labour Agreement.
This integration has led to a decrease in the present value of the total benefits reported to the retirement age to be borne by the Pension Fund, and this effect is to be recorded in accordance with the "Unit Credit Projected" during the average lifetime of the pension until the normal retirement age is reached. The calculation of the liability for pensions carried out periodically by the actuary considers this effect and is calculated taking into account the actuarial assumptions in force, ensuring that the liabilities calculated with reference to 31 December 2010, not considering the effect of the integration of bank employees into the General Social Security Scheme are fully covered and deducted from the amount of the effect recognised until the date. The component of this effect for the year is recognized under the heading "Current service costs".
Following the approval by the Government of the Decree-Law no. 127/2011, which was published on 31 December, was established an agreement between the Government, the Portuguese Banking Association and the Banking Labour Unions in order to transfer, to the Social Security, the liabilities related to pensions currently being paid to pensioners and retirees, as at 31 December 2011.
This agreement established that the responsibilities to be transferred related to the pensions in payment as at 31 December 2011 at fixed amounts (discount rate 0%) in the component established in the IRCT - Instrument of Collective Regulation of Work of the retirees and pensioners. The responsibilities related to the increase in pensions as well as any other complements namely, contributions to the Health System (SAMS), death benefit and death before retirement benefit continued to be under the responsibility of the Financial Institutions.
At the end of December 2016, a revision of the Collective Labour Agreement (ACT) was reached between the BCP Group and the two unions representive of the Group's employees, which introduced changes in the Social Security chapter and consequently in the pension plan financed by the BCP Group Pension Fund. The new ACT has already been published by the Ministry of Labour in Bulletin of Labour and Employment on 15 February 2017 and their effects were recorded in the financial statements of 31 December 2016, for employees associated with these two unions.
The negotiation with the " Sindicato dos Bancários do Norte"" ("SBN"), which was also involved in the negotiations of the new ACT, was concluded in April 2017 with the publication of the Bulletin of Labour and Employment, with the effects of this new ACT recorded in the financial statements as at 31December 2017, for employees associates of SBN.
The most relevant changes occurred in the ACT were the change in the retirement age (presumed disability) that changed from 65 years to 66 years and two months in 2016, and the subsequent update of a further month for each year, at the beginning of each calendar year, and can not, in any case, be higher than which it is in force at any moment in the General Regime of Social Security, the change in the formula for determining the employer's contribution to the SAMS and a new benefit called the End of career premium that replaces the Seniority premium.
These changes described above were framed by the Group as a change to the pension plan under the terms of IAS 19, as such had an impact on the present value of the liabilities with services rendered and were recognised in the income statement for the year under "Staff costs ".
In 2017, after the authorization of the Insurance and Pension Funds Supervision Authority (ASF), the BCP group's pension fund agreement was amended. The main purpose of the process was to incorporate into the pension fund the changes introduced in the Group's ACT in terms of retirement benefits and also to pass to the pension fund, the responsibilities that were directly chargeable to the company's (extra-fund liabilities). The pension fund has a part exclusively affected to the financing of these liabilities, which in the scope of the fund are called Additional Complement. The End of career premium also became the responsibility of the pension fund under the basic pension plan.
The Group's net obligation in respect of pension plans (defined benefit pensions plan) is calculated on a half year basis at 31 December and 30 June of each year, and whenever there are significant market fluctuations or significant specific events, such as changes in the plan, curtailments or settlements since the last estimate. The responsibilities with past service are calculated using the Unit Credit Projected method and actuarial assumptions considered adequate.
Pension liabilities are calculated by the responsible actuary, who is certified by the Insurance Supervision Authority and Pension Fund (ASF).
The Group's net obligation in respect of defined benefit pension plans and other benefits is calculated separately for each plan by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods. The benefit is discounted in order to determine its present value, using a discount rate determined by reference to interest rates of highquality corporate bonds that have maturity dates approximating the terms of the Group's obligations. The net obligations are determined after the deduction of the fair value of the Pension Plan's assets.
Extra-fund liability refers to pension supplements allocated to various employees under the retirement's negotiation processes with the aim of encouraging them to join staff reduction programs.
The income / cost of interests with the pension plan is calculated, by the Group, multiplying the net asset / liability with retirement pension (liabilities less the fair value of the plan's assets) by the discount rate used in the determination of the retirement pension liabilities, mentioned before. On this basis, the income / cost net of interests includes the interest costs associated with retirement pension liabilities and the expected return of the plan's assets, both measured based on the discount rate used to calculate the liabilities.
Gains and losses from the re-measurement, namely (i) actuarial gains and losses resulting from differences between actuarial assumptions used and the amounts actually observed (experience gains and losses) and changes in actuarial assumptions and (ii) gains and losses arising from the difference between the expected return of the plan's assets and the amounts obtained, are recognised against equity under "Other comprehensive income".
The Group recognises in its income statement a net total amount that comprises (i) the current service cost, (ii) the income / cost net of interest with the pension plan, (iii) the effect of early retirement, (iv) past service costs and (v) the effects of any settlement or curtailment occurred during the period. The net income / cost with the pension plan is recognised as interest and similar income or interest expense and similar costs depending on their nature. The costs of early retirements correspond to the increase in liabilities due to the employee's retirement before reaching the age of retirement.
Employee benefits, other than pension plans, namely post retirement health care benefits and benefits for the spouse and sons for death before retirement are also included in the benefit plan calculation.
The contributions to the funds are made annually by each Group company according to a certain plan contributions to ensure the solvency of the fund. The minimum level required for the funding is 100% regarding the pension payments and 95% regarding the past services of active employees.
For Defined Contribution Plan, the responsibilities related to the benefits attributed to the Group's employees are recognised as expenses when incurred.
As at 31 December 2017, the Group has two defined contribution plans. One plan covers employees who were hired before 1 July 2009. For this plan, called non-contributory, Group's contributions will be made annually and equal to 1% of the annual remuneration paid to employees in the previous year. Contributions shall only be made if the following requirements are met: (i) the Bank's ROE equals or exceeds the rate of government bonds of 10 years plus 5 percentage points, and (ii) distributable profits or reserves exist in the accounts of Banco Comercial Português.
The other plan covers employees who have been hired after 1 July 2009. For this plan, designated contributory, monthly contributions will be made equal to 1.5% of the monthly remuneration received by employees in the current month, either by themselves or by the Group and employees. This contribution has a mandatory character and is defined in the Collective Labour Agreement of the BCP Group, and does not have a performance criterion.
As at 31 December 2017 there are no share based compensation plans in force.
The Executive Committee decides on the most appropriate criteria of allocation among employees, whenever it is attributed. This variable remuneration is charged to income statement in the period to which it relates.
The Group is subject to the regime established by the Income Tax Code ("CIRC"). Additionally, deferred taxes resulting from the temporary differences between the accounting net income and the net income accepted by the Tax Authorities for Income Taxes calculation are accounted for, whenever there is a reasonable probability that those taxes will be paid or recovered in the future.
Income tax registered in net income for the year comprises current and deferred tax effects. Income tax is recognised in the income statement, except when related to items recognised directly in equity, which implies its recognition in equity. Deferred taxes arising from the revaluation of financial assets available for sale and cash flow hedging derivatives are recognised in shareholders' equity and are recognised after in the income statement at the moment the profit and loss that originated the deferred taxes are recognised.
Current tax is the value that determines the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred taxes are calculated in accordance with the liability method based on the balance sheet, considering temporary differences, between the carrying amounts of assets and liabilities and the amounts used for taxation purposes using the tax rates approved or substantially approved at balance sheet date and that is expected to be applied when the temporary difference is reversed.
Deferred tax liabilities are recognised for all taxable temporary differences except for goodwill not deductible for tax purposes, differences arising on initial recognition of assets and liabilities that affect neither accounting nor taxable profit and differences relating to investments in subsidiaries to the extent that probably they will not reverse in the foreseeable future.
Deferred taxes assets are recognised to the extent when it is probable that future taxable profits will be available to absorb deductible temporary differences for taxation purposes (including reportable taxable losses).
The Group, as established in IAS 12, paragraph 74, compensates the deferred tax assets and liabilities if, and only if: (i) has a legally enforceable right to set off current tax assets against current tax liabilities; and (ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realize the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.
In 2016, a group of entities of the BCP Group adhered to the Special Regime for the Taxation of Groups of Companies ("RETGS") for the purposes of taxation of income tax, with BCP being the dominant entity.
Under the scope of taxation under this regime, the Group chose to consider that the effects of the determination of the taxable income according to RETGS are reflected in the tax calculation of each entity's fiscal year, which includes the effect on the current tax due to the use of tax loss carry forwards generated by another entity of the Group.
The Group adopted the IFRS 8 - Operating Segments for the purpose of disclosure financial information by operating and geographic segments. A business segment is a Group's component: (i) which develops business activities that can obtain revenues or expenses; (ii) whose operating results are regularly reviewed by the management with the aim of taking decisions about allocating resources to the segment and assess its performance, and (iii) for which separate financial information is available.
The Group controls its activity through the following major operating segments:
Portugal activity:
Non-core business portfolio;
Other.
"Other" (Portugal activity) includes the activities that are not allocated to remaining segments namely centralized management of financial investments, corporate activities and insurance activity.
Foreign activity:
y. Segmental reporting "Other" (foreign activity) includes the activity developed by subsidiaries in Switzerland and Cayman Islands and also the contribution of the participation in an associate in Angola.
In the context of the Banco Millennium in Angola merger process with Banco Privado Atlântico, which agreement occurred in 22 April 2016 and the conclusion of the process of the necessary authorizations in 3 May 2016, Banco Millennium Angola was considered as a discontinued operation in March 2016, with the impact of its results presented in the balance Income / (loss) arising from discontinued or discontinuing operations and restated for the previous periods. At the consolidated balance, the assets and liabilities of Banco Millennium Angola, S.A. continued to be consolidated by the purchase method till April 2016.
After the completion of the merger, in May 2016, the assets and liabilities of Banco Millennium in Angola stopped being considered in the consolidated balance sheet and the investment of 22.5 % in Banco Millennium Atlântico, the new merged entity, started being consolidated using the equity method and its contribution to the Group's results have been recognised in the consolidated accounts from May 2016 onwards, in the balance "Share of profit of associates under the equity method".
Provisions are recognised when (i) the Group has a present obligation (legal or resulting from past practices or published policies that imply the recognition of certain responsibilities); (ii) it is probable that a payment will be required to settle (iii) a reliable estimate can be made of the amount of the obligation.
The measurement of provisions takes into account the principles set in IAS 37 regarding the best estimate of the expected cost, the most likely result of current actions and considering the risks and uncertainties inherent in the process result. On the cases that the discount effect is material, provision corresponds to the actual value of the expected future payments, discounted by a rate that considers the associated risk of the obligation.
Provisions are reviewed at each balance sheet date and adjusted to reflect the best estimate, being reverted through profit and loss in the proportion of the payments that are probable.
The provisions are derecognised through their use for the obligations for which they were initially accounted or for the cases that the situations were not already observed.
Contingent liabilities are not recognised in the financial statements, being framed under IAS 37 whenever the possibility of an outflow of resources regarding economic benefits is not remote.
The group registers a contingent liability when:
(a) it is a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the Group; or
(b) a present obligation that arises from past events but is not recognised because:
i) it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or ii) the amount of the obligation cannot be measured with sufficient reliability.
The contingent liabilities identified are subject to disclosure, unless the possibility of an outflow of resources incorporating economic benefits is remote.
Contingent assets are not recognised in the financial statements and are disclosed when a future economic inflow of resources is probable.
Basic earnings per share are calculated by dividing net income attributable to shareholders of the Group by the weighted average number of ordinary shares outstanding, excluding the average number of ordinary shares purchased by the Group and held as treasury shares.
For the diluted earnings per share, the weighted average number of ordinary shares outstanding is adjusted to consider conversion of all dilutive potential ordinary shares. Potential or contingent share issues are treated as dilutive when their conversion to shares would decrease net earnings per share. If the earnings per share are changed as a result of an issue with premium or discount or other event that changed the potential number of ordinary shares or as a result of changes in the accounting policies, the earnings per share for all presented periods should be adjusted retrospectively.
The Group issues contracts that contain insurance risk, financial risk or a combination of both insurance and financial risk. A contract, under which the Group accepts significant insurance risk from another party, by agreeing to compensate that party on the occurrence of a specified uncertain future event, is classified as an insurance contract.
A contract issued by the Group without significant insurance risk, but on which financial risk is transferred with discretionary participating features is classified as an investment contract recognised and measured in accordance with the accounting policies applicable to insurance contracts. A contract issued by the Group that transfers only financial risk, without discretionary participating features, is accounted for as a financial instrument.
Premiums of life insurance and investment contracts with discretionary participating features, which are considered as long-term contracts are recognised as income when due from the policyholders. The benefits and other costs are recognised concurrently with the recognition of income over the life of the contracts. This specialization is achieved through the establishment of provisions / liabilities of insurance contracts and investment contracts with discretionary participating features.
The responsibilities correspond to the present value of future benefits payable, net of administrative expenses directly associated with the contracts, less the theoretical premiums that would be required to comply with the established benefits and related expenses. The liabilities are determined based on assumptions of mortality, costs of management or investment at the valuation date.
For contracts where the payment period is significantly shorter than the period of benefit, premiums are deferred and recognised as income in proportion to the duration period of risk coverage. Regarding short-term contracts, including contracts of non-life insurance, premiums are recorded at the time of issue. The award is recognised as income acquired in a pro-rata basis during the term of the contract. The provision for unearned premiums represents the amount of issued premiums on risks not occurred.
Gross premiums written are recognised for as income in the period to which they respect independently from the moment of payment or receivable, in accordance with the accrual accounting principle. Reinsurance premiums ceded are accounted for as expense in the period to which they respect in the same way as gross premiums written.
The provision for unearned gross premiums is based on the evaluation of the premiums written before the end of the year but for which the risk period continues after the year end. This provision is calculated using the pro-rata temporis method applied to each contract in force.
At each reporting date, the Group evaluates the adequacy of liabilities arising from insurance contracts and investment contracts with discretionary participating features. The evaluation of the adequacy of responsibilities is made based on the projection of future cash flows associated with each contract, discounted at market interest rate without risk. This evaluation is done product by product or aggregate of products when the risks are similar or managed jointly. Any deficiency, if exists, is recorded in the Group's results as determined.
The Banco Comercial Português and Banco ActivoBank are entities authorized by the 'Autoridade de Supervisão de Seguros e Fundos de Pensões' (Portuguese Insurance Regulation) to practice the activity of insurance intermediation in the category of Online Insurance Broker, in accordance with Article 8., Paragraph a), point i) of Decree-Law n. º 144/2006, of July 31, developing the activity of insurance intermediation in life and non-life.
Within the insurance intermediation services, these banks perform the sale of insurance contracts. As compensation for services rendered for insurance intermediation, they receive commissions for arranging contracts of insurance and investment contracts, which are defined in the agreements / protocols established with the Insurance Companies.
Commissions received by insurance intermediation are recognised in accordance with the accrual accounting principle, so the commissions which receipt occurs at different time period to which it relates are subject to registration as an amount receivable in "Other Assets".
IFRS set forth a range of accounting treatments that requires that the Board of Directors, on the advice of the Executive Committee, to apply judgments and to make estimates in deciding which treatment is most appropriate. The most significant of these accounting estimates and judgments used in the accounting principles application are discussed in this section in order to improve understanding of how their application affects the Group's reported results and related disclosure.
Considering that in some cases there are several alternatives to the accounting treatment chosen by the Board of Directors, on the advice of the Executive Committee, the Group's reported results would differ if a different treatment was chosen. The Board of Directors, on the advice of the Executive Committee, believes that the choices made are appropriate and that the financial statements present the Group's financial position and results fairly in all material relevant aspects.
The alternative outcomes discussed below are presented solely to assist the reader in understanding the financial statements and are not intended to suggest that other alternatives or estimates would be more appropriate.
The Group reviews its loan portfolios to assess impairment losses on a regularly basis, as described in note 1 c). The evaluation process in determining whether an impairment loss should be recorded is subject to numerous estimates and judgments. The probability of default, risk ratings, value of associated collaterals recovery rates and the estimation of both the amount and timing of future cash flows received, among other things, are considered in making this evaluation.
Alternative methodologies and the use of different assumptions and estimates could result in a higher level of impairment losses recognised with a consequent impact in Group's Income Statement.
The Group is subject to income taxes in numerous jurisdictions. Significant interpretations and estimates are required in determining the total amount for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Different interpretations and estimates would result in a different level of income taxes, current and deferred, recognised in the year.
This aspect assumes greater relevance for the purposes of the analysis of the recoverability of deferred taxes, in which the Group considers projections of future taxable income based on a set of assumptions, including the estimate of income before tax, adjustments to the taxable and the interpretation of the tax legislation. Thus, the recoverability of deferred tax assets depends on the implementation of the Bank's Board of Directors, namely the ability to generate estimated taxable income and the interpretation of the tax legislation.
The taxable profit or tax loss reported by the Bank or its subsidiaries located in Portugal can be corrected by the Portuguese tax authorities within four years except in the case it has been made any deduction or used tax credit, when the expiration date is the period of this right report. The Executive Committee believes that any corrections resulting mainly from differences in the interpretation of tax law will not have material effect on the financial statements.
Regarding the activity in Portugal, the specific rules regarding the tax regime for credit impairment and guarantees for the tax periods beginning on or after 1 January 2018 are not defined, since the reference to the Bank of Portugal Notice No. 3/95 was only applicable until 31 December 2017 and the regime that will be effective as at 1 January 2018 has not yet been defined. In this context, the Executive Committee is considering, for the purpose of calculating taxable income and the deferred tax recording with reference to 31 December 2017, that the impairment of the credit and guarantees recorded which is deductible for IRC purpose is limited to the amount of the deductible provisions that would have been verified if the Bank of Portugal Notice No. 3/95 still remained in force.
In the projections of future taxable income, the Bank considered the future maintenance of the tax regime applicable to impairment of loans and guarantees, based on the minimum limits applicable under Bank of Portugal Notice 3/95, which was in force in 2015 (pursuant to Regulatory Decree No. 19/2015 of 30 December), 2016 (pursuant to Regulatory Decree No. 5/2016 of 18 November) and 2017 (under the terms of Regulatory Decree n. 11/2017, of 28 December).
The properties registered in the portfolio of non-current assets held for sale are subject to periodic real estate valuations, carried out by independent experts registered at the CMVM, from their registration and until their derecognition, to be carried out on a property by property basis, according to the circumstances in which each property is and consistent with the disposal strategy. The preparation of these evaluations involves the use of several assumptions. Different assumptions or changes occurred in them may affect the recognised value of these assets.
Determining pension liabilities requires the use of assumptions and estimates, including the use of actuarial projections, estimated returns on investment, and other factors, such as discount rate, pensions and salary growth rate, mortality table, that could impact the cost and liability of the pension plan.
As defined by IAS 19, the discount rate used to update the responsibilities of the Bank's pension fund is based on an analysis performed over the market yield regarding a bond issues universe – with high quality (low risk), different maturities (appropriate to the period of liquidation of the fund's liabilities) and denominated in Euros - related to a diverse and representative range of issuers.
The Group determines that financial assets available for-sale are impaired when there has been a significant or prolonged decrease in the fair value. This determination of what is significant or prolonged requires judgment. In making this judgment, the Group evaluates among other factors, the volatility in the prices of the financial assets. According to the Group's policies, 30% of depreciation in the fair value of an equity instrument is considered a significant devaluation and the 1 year period is assumed to be a prolonged decrease in the fair value below the acquisition cost.
In addition, valuations are generally obtained through market quotation or valuation models that may require assumptions or judgment in making estimates of fair value.
Alternative methodologies and the use of different assumptions and estimates could result in a higher level of impairment losses recognised with a consequent impact in profit and loss of the Group.
Fair values are based on listed market prices if available, otherwise fair value is determined either by dealer price quotations (either for that transaction or for similar instruments traded) or by pricing models, based on net present value of estimated future cash flows which take into account market conditions for the underlying instruments, time value, yield curve and volatility factors. These pricing models may require assumptions or judgments in estimating their fair values. Consequently, the use of a different model or of different assumptions or judgments in applying a particular model could result in different results from the ones reported.
The Group follows the guidance of IAS 39 on classifying some of its non-derivative financial assets with fixed or determinable payments and fixed maturity as held-to-maturity. This classification requires significant judgment.
In making this judgment, the Group evaluates its intention and ability to hold such investments to maturity. If the Group fails to keep these investments to maturity other than for the specific circumstances — for example, selling an insignificant amount close to maturity — it will be required to reclassify the entire class as available-for-sale with its consequently fair value measure and not at the amortization cost. The investments would therefore be measured at fair value instead of amortised cost. Held-to-maturity investments are subject to impairment tests made by the Group. The use of different assumptions and estimates could have an impact in profit and loss of the Group.
For the purposes of determining entities to include in the consolidation perimeter, the Group assess whether it is exposed to, or has rights to, the variable returns from its involvement with the entity and it is able to take possession of those results through the power it holds (de facto control). The decision if an entity needs to be consolidated by the Group requires the use of judgment, estimates and assumptions to determine what extend the Group is exposed to the variable returns and its ability to use its power to affect those returns. Different estimates and assumptions could lead the Group to a different scope of consolidation perimeter with a direct impact in consolidated income.
The recoverable amount of the goodwill recorded in the Group's asset is assessed annually in the preparation of accounts with reference to the end of the year or whenever there are indications of eventual loss of value. For this purpose, the carrying amount of the business units of the Group for which goodwill has been recognised is compared with the respective recoverable amount. A goodwill impairment loss is recognised when the carrying amount of the business unit exceeds the respective recoverable amount.
In the absence of an available market value, the recoverable amount is determined using cash flows predictions, applying a discount rate that includes a risk premium appropriated to the business unit being tested. Determining the cash flows to discount and the discount rate, involves judgment.
The Bank analyses events occurring after the balance sheet date, that is, favorable and / or unfavorable events occurring between the balance sheet date and the date the financial statements were authorized for issue. In this context, two types of events can be identified:
i) those that provide evidence of conditions that existed at the balance sheet date (events after the balance sheet date that give rise to adjustments); and
ii) those that are indicative of the conditions that arose after the balance sheet date (events after the balance sheet date that do not give rise to adjustments).
Events occurring after the date of the statement of financial position that are not considered as adjustable events, if significant, are disclosed in the notes to the consolidated financial statements.
IFRS requires separate disclosure of net interest income and net gains arising from trading and hedging activities and from financial assets available for sale, as presented in notes 3, 6 and 7. A particular business activity can generate impact in each of these captions, whereby the disclosure requirement demonstrates the contribution of the different business activities for the net interest margin and net gains from trading and hedging and from financial assets available for sale.
The amount of this account is comprised of:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Net interest income (note 3) | 1,391,275 | 1,230,126 | ||
| Net gains from trading and hedging assets (note 6) | 45,346 | 101,827 | ||
| Net gains from financial assets available for sale (note 7) | 103,030 | 138,540 | ||
| 1,539,651 | 1,470,493 |
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Interest and similar income | ||
| Interest on loans | 1,513,194 | 1,547,745 |
| Interest on trading securities | 4,915 | 6,447 |
| Interest on other financial assets valued at fair value through profit or loss account | 3,422 | 3,688 |
| Interest on available for sale financial assets | 230,045 | 199,404 |
| Interest on held to maturity financial assets | 19,231 | 9,983 |
| Interest on hedging derivatives | 92,488 | 96,627 |
| Interest on derivatives associated to financial instruments through profit or loss account | 15,865 | 17,176 |
| Interest on deposits and other investments | 35,050 | 28,927 |
| 1,914,210 | 1,909,997 | |
| Interest expense and similar charges | ||
| Interest on deposits and other resources | (352,999) | (388,905) |
| Interest on securities issued | (78,847) | (140,295) |
| Interest on subordinated debt | ||
| Hybrid instruments eligible as core tier 1 (CoCos) underwritten by the Portuguese State | (6,343) | (65,525) |
| Others | (58,373) | (57,091) |
| Interest on hedging derivatives | (21,150) | (16,637) |
| Interest on derivatives associated to financial instruments through profit or loss account | (5,223) | (11,418) |
| (522,935) | (679,871) | |
| 1,391,275 | 1,230,126 |
The balance Interest on loans includes the amount of Euros 45,514,000 (2016: Euros 42,672,000) related to commissions and other gains accounted for in accordance with the effective interest method, as referred in the accounting policy described in note 1 m).
The balances Interest on securities issued and Interest on subordinated debt include the amount of Euros 42,250,000 (2016: Euros 66,052,000) related to commissions and other costs accounted for under the effective interest method, as referred in the accounting policy described in note 1 m).
The balance Interest and similar income includes, the amount of Euros 116,339,000 (2016: Euros 135,047,000) related to interest income arising from customers with signs of impairment (individual and collective analysis).
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Dividends from financial assets available for sale | 1,750 | 7,709 |
| Dividends from financial assets held for trading | 4 | 5 |
| 1,754 | 7,714 |
The balance of Dividends from financial assets available for sale includes dividends and income from investment fund units received during the year.
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Fees and commissions received | |||
| From guarantees | 61,699 | 68,342 | |
| From commitments | 4,465 | 3,816 | |
| From banking services | 480,000 | 409,009 | |
| From insurance activity commissions | 1,054 | 1,239 | |
| From securities operations | 87,577 | 96,614 | |
| From management and maintenance of accounts | 103,839 | 90,556 | |
| From fiduciary and trust activities | 656 | 758 | |
| From other commissions | 41,924 | 73,521 | |
| 781,214 | 743,855 | ||
| Fees and commissions paid | |||
| From guarantees received provided by third parties | (5,885) | (5,694) | |
| From banking services | (83,889) | (69,257) | |
| From insurance activity commissions | (1,543) | (1,137) | |
| From securities operations | (10,098) | (12,031) | |
| From other commissions | (13,102) | (11,902) | |
| (114,517) | (100,021) | ||
| 666,697 | 643,834 |
The balance Fees and commissions received - From banking services includes the amount of Euros 78,108,000 (2016: Euros 76,705,000) related to insurance mediation commissions in Portugal, as referred in note 50 c).
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Gains arising on trading and hedging activities | ||
| Foreign exchange activity | 1,627,679 | 1,673,984 |
| Transactions with financial instruments recognised at fair value through profit or loss | ||
| Held for trading | ||
| Securities portfolio | ||
| Fixed income | 8,625 | 9,423 |
| Variable income | 982 | 25,332 |
| Certificates and structured securities issued | 51,114 | 43,511 |
| Derivatives associated to financial instruments at fair value through profit or loss | 30,383 | 40,110 |
| Other financial instruments derivatives | 377,901 | 449,526 |
| Other financial instruments at fair value through profit or loss | ||
| Other financial instruments | 4,050 | 4,221 |
| Repurchase of own issues | 1,252 | 3,030 |
| Hedging accounting | ||
| Hedging derivatives | 113,120 | 146,924 |
| Hedged items | 8,168 | 123,233 |
| Credit sales | 14,167 | 39,395 |
| Other operations | 4,183 | 2,354 |
| 2,241,624 | 2,561,043 | |
| Losses arising on trading and hedging activities | ||
| Foreign exchange activity | (1,555,219) | (1,589,392) |
| Transactions with financial instruments recognised at fair value through profit or loss | ||
| Held for trading | ||
| Securities portfolio | ||
| Fixed income | (4,541) | (8,670) |
| Variable income | (881) | (29,132) |
| Certificates and structured securities issued | (124,426) | (62,095) |
| Derivatives associated to financial instruments at fair value through profit or loss | (22,890) | (33,390) |
| Other financial instruments derivatives | (294,654) | (413,502) |
| Other financial instruments at fair value through profit or loss | ||
| Securities portfolio | ||
| Fixed income | (4,329) | (5,362) |
| Other financial instruments | (9,825) | (7,417) |
| Repurchase of own issues | (372) | (2,121) |
| Hedging accounting | ||
| Hedging derivatives | (118,042) | (235,401) |
| Hedged items | (35,999) | (23,518) |
| Credit sales | (23,396) | (46,450) |
| Other operations | (1,704) | (2,766) |
| (2,196,278) | (2,459,216) | |
| 45,346 | 101,827 |
During 2017, the balance Net gains arising from trading and hedging activities includes for Deposits from customers - Deposits at fair value through profit and loss, a loss of Euros 499,000 (2016: gain of Euros 3,239,000) related to the fair value changes arising from changes in own credit risk (spread), as referred in note 34.
This balance also includes for Debt securities at fair value through profit and loss, a gain of Euros 34,000 (2016: loss of Euros 1,368,000) as referred in note 35, and for derivatives liabilities associated to financial instruments a loss of Euros 29,000 (2016: gain of Euros 597,000), related to the fair value changes arising from changes in own credit risk (spread).
During 2017, the caption Net gains / (losses) arising from trading and hedging activities - Hedging accounting includes a net gain of Euros 868,000 as a result of the sale of available for sale financial assets subject to hedge accounting, which are offset in the caption Net gains / (losses) arising from financial astes available for sale (note 7).
The caption Transactions with financial instruments measured at fair value through profit and loss - Other financial instruments measured at fair value through profit and loss, did not present any material impact on differences in the initial recognition between fair value and transaction price of financial assets or financial liabilities at fair value through profit and loss (IAS 39 paragraphs 43A and AG76 and IFRS 7.28).
The result of repurchase of own issues is determined in accordance with the accounting policy described in note 1 d).
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Gains arising from financial assets available for sale | ||
| Fixed income | 86,701 | 37,304 |
| Variable income | 18,626 | 107,830 |
| 105,327 | 145,134 | |
| Losses arising from financial assets available for sale | ||
| Fixed income | (2,179) | (4,859) |
| Variable income | (118) | (1,735) |
| (2,297) | (6,594) | |
| 103,030 | 138,540 |
During 2017, the balance Gains arising from financial assets available for sale - Fixed income - includes the amount of Euros 57,268,000 (2016: Euros 11,185,000) related to gains resulting from the sale of Portuguese Treasury bonds.
The balance Gains arising from financial assets available for sale - Variable income included, in 2016, the amount of Euros 96,204,000 (of which Euros 69,851,000 regards to Bank Millennium, S.A and Euros 26,353,000 to BCP) related to gains arising from the sale of the investment held in Visa Europe occurred in June 2016.
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Operating income | |||
| Income from services | 25,614 | 23,912 | |
| Cheques and others | 12,497 | 13,307 | |
| Gains on leasing operations | 6,379 | 8,943 | |
| Rents | 2,363 | 2,462 | |
| Other operating income | 19,164 | 16,041 | |
| 66,017 | 64,665 | ||
| Operating costs | |||
| Taxes | (26,735) | (22,393) | |
| Donations and contributions | (3,633) | (4,262) | |
| Contribution over the banking sector | (31,037) | (24,820) | |
| Resolution Funds Contribution | (8,490) | (5,651) | |
| Contribution for the Single Resolution Fund | (18,246) | (21,166) | |
| Contributions to Deposit Guarantee Fund | (23,551) | (20,722) | |
| Tax for the Polish banking sector | (44,297) | (39,781) | |
| Extraordinary contributions | - | (1,615) | |
| Losses on financial leasing operations | (994) | (338) | |
| Other operating costs | (19,640) | (28,464) | |
| (176,623) | (169,212) | ||
| (110,606) | (104,547) |
The balance Contribution over the banking sector is estimated according to the terms of the Decree-Law no. 55-A/2010. The determination of the amount payable is based on: (i) the annual average liabilities deducted by core capital (Tier 1) and supplementary capital (Tier 2) and deposits covered by the Deposit Guarantee Fund, and (ii) notional amount of derivatives.
The balance Contribution to the Resolution Fund corresponds to the periodic contributions that must be paid to the Fund, as stipulated in Decree-Law No 24/2013. The periodic contributions are determined by a base rate, established by the Bank of Portugal through regulatory instruments, to be applied in each year and which may be adjusted to the credit institution's risk profile on the basis of the objective incidence of those contributions. The period contributions affect the liabilities of the credit institutions members of the Fund, as per the article 10 of the referred Decree-Law, deducted from the liability elements that are part of the core capital and supplementary and from the deposits covered by the Deposit Guarantee Fund.
The balance Contribution to the Single Resolution Fund ('SRF') corresponds to the Bank's annual ex-ante contribution to support the application of resolution measures at EU level. The SRF has been established by Regulation (EU) No 806/2014 (the "SRM Regulation"). The SRF is financed from ex-ante contributions paid annually at individual level by all credit institutions within the Banking Union. Contributions to the SRF take into account the annual target level as well as the size and the risk profile of institutions.
In calculating the ex-ante contributions, the SRF applies the methodology as set out in the Commission Delegated Regulation (EU) No 2015/63 and European Parliament and of the Council Regulation (EU) No 806/2014. The annual contribution to the Fund is based on the institution's liabilities excluding own funds and covered deposits considering adjustments due to derivatives and intra group liabilities and on a risk factor adjustment that depends on the risk profile of the institution.
In accordance with Article 67(4) of SRM Regulation and in accordance with the Intergovernmental Agreement on the transfer and mutualisation of contributions to the SRF, the ex-ante contributions are collected by national resolution authorities and transferred to the SRF by 30 June of each year.
During 2017, the Group delivered the amount of Euros 18,246,000 (2016: Euros 21,166,000) to the Single Resolution Fund. The total value of the contribution attributable to the Group amounted to Euros 21,466,000 (2016: Euros 24,901,000) and the Group opted to constitute an irrevocable commitment, through a constitution of a bailment for this purpose, in the amount of Euros 3,220,000 (2016: Euros 3,735,000), not having this component been recognised as a cost, as defined by the Single Resolution Council in accordance with the methodology set out in Delegated Regulation (EU) No 2015/63 of the Commission of 21 October 2014 and with the conditions laid down in the Implementing Regulation (EU) 2015/81 of the Council of 19 December 2014.
The balance Contribution to Deposit Guarantee Fund includes, in 2017 the amount of Euros 23,356,000 (2016: Euros 20,509,000) regarding obligatory contributions made by Bank Millennium, S.A to Poland's Bank Guarantee Fund (BFG). It was introduced an amendment to the BFG Act which changed the periodicity of calculation and payment of BFG contributions to the resolution fund (former prudential fee) from quarterly to yearly (as regards contribution to guarantee fund quarterly cycle of calculation has been maintained). In addition, the methodology for calculating of both contributions has been changed, the final amounts of fees in 2017 are calculated and reported to each Polish bank by BFG. As a consequence, according to requirements of IFRIC 21, the Bank Millennium, S.A. recognised on a one-off basis costs of the resolution fee (based on estimations), at the moment of recognition obligation to pay the contribution i.e. at 1 January, having been made an adjustment to the final value reported during the first semester of 2017.
The balance Extraordinary contributions referred in 2016 to the extraordinary contributions made by Bank Millennium S.A. to the Banking Guarantee Fund for bankruptcy of banks in Poland and to the Distressed Mortgage Support Fund.
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Remunerations | 428,122 | 391,431 |
| Mandatory social security charges | ||
| Post-employment benefits (note 49) | ||
| Service cost | (16,391) | (741) |
| Net interest cost / (income) in the liability coverage balance | 4,536 | 4,502 |
| Cost / (income) with early retirement programs and mutually agreed terminations | 12,505 | 2,933 |
| Collective Labour Agreement | (39,997) | (172,262) |
| (39,347) | (165,568) | |
| Other mandatory social security charges | 109,089 | 97,713 |
| 69,742 | (67,855) | |
| Voluntary social security charges | 8,225 | 15,994 |
| Other staff costs | 20,488 | 17,032 |
| 526,577 | 356,602 |
At the end of December 2016 it was concluded the revision of the Collective Labour Agreement (CLA), between the BCP Group and two of the unions representing the group's employees, which introduced changes in the Social Security chapter and consequently in the pension plan financed by the BCP Group Pension Fund, as described in accounting policy 1 w) and note 49. The negotiation with the " Sindicato dos Bancários do Norte" (SBN), which was also involved in the negotiations of the new CLA, was only concluded in April 2017 with publication in the "Boletim de Trabalho e Emprego", with the effects of this new CLA recorded in the financial statements as at 31 December 2017, for SBN's associated employees.
Under the context of the amendments to the CLA, there were also changes in the benefit related to the seniority premium which was replaced by the End of career premium (note 49). During the 2017, the impact of this change is a gain of Euros 4,856,000 (2016: Euros 19,245,000) and is reflected in Remunerations.
The average number of employees by professional category, at service in the Group, is analysed as follows by category:
| 2017 | 2016 | |
|---|---|---|
| Portugal | ||
| Top Management | 995 | 1,005 |
| Intermediary Management | 1,679 | 1,722 |
| Specific/Technical functions | 2,963 | 2,949 |
| Other functions | 1,655 | 1,746 |
| 7,292 | 7,422 | |
| Abroad | 8,502 | 8,483 |
| 15,794 | 15,905 | |
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Rents and leases | 96,276 | 99,539 | |
| Outsourcing and independent labour | 77,022 | 76,377 | |
| Advertising | 26,707 | 23,736 | |
| Communications | 21,167 | 22,531 | |
| Maintenance and related services | 17,130 | 18,887 | |
| Information technology services | 18,432 | 18,546 | |
| Water, electricity and fuel | 15,416 | 15,682 | |
| Advisory services | 18,119 | 13,441 | |
| Transportation | 7,850 | 8,002 | |
| Travel, hotel and representation costs | 8,070 | 7,599 | |
| Legal expenses | 6,462 | 6,285 | |
| Consumables | 4,429 | 4,343 | |
| Insurance | 4,324 | 4,261 | |
| Credit cards and mortgage | 6,360 | 4,891 | |
| Training costs | 2,019 | 1,144 | |
| Other specialised services | 19,198 | 22,436 | |
| Other supplies and services | 25,041 | 25,870 | |
| 374,022 | 373,570 |
The balance Rents and lease includes the amount of Euros 78,956,000 (2016: Euros 82,957,000) related to rents paid regarding buildings used by the Group as lessee.
In accordance with accounting policy 1l), under IAS 17, the Group has various operating leases for properties and vehicles. The payments under these leases are recognised in the profit and loss during the life of the contract. The minimum future payments relating to operating leases not revocable, by maturity, are as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Properties | Vehicles | Total | Properties | Vehicles | Total | |
| Until 1 year | 80,533 | 209 | 80,742 | 86,339 | 502 | 86,841 |
| 1 to 5 years | 157,785 | 172 | 157,957 | 88,765 | 394 | 89,159 |
| Over 5 years | 44,126 | - | 44,126 | 13,503 | - | 13,503 |
| 282,444 | 381 | 282,825 | 188,607 | 896 | 189,503 |
The item Other specialised services includes fees for services rendered by the Statutory Auditor of the Group, currently in functions, and by companies in its network as part of its statutory audit functions, as well as other services, is analysed as follows:
| 2017 Auditing services Legal certification 1,934 1,977 Other assurance services 1,464 1,070 Other services 1,177 853 |
(Thousands of euros) | |
|---|---|---|
| 2016 | ||
| 4,575 3,900 |
The Statutory Auditor was appointed on 28 April 2016, with effect from 2 May 2016.
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Intangible assets amortizations (note 30): | ||
| Software | 11,060 | 10,197 |
| Other intangible assets | 837 | 527 |
| 11,897 | 10,724 | |
| Other tangible assets depreciations (note 29): | ||
| Properties | 19,417 | 19,443 |
| Equipment | ||
| Computer equipment | 9,572 | 7,469 |
| Motor vehicles | 4,233 | 4,287 |
| Interior installations | 2,050 | 1,793 |
| Furniture | 1,964 | 1,694 |
| Security equipment | 1,609 | 1,582 |
| Machinery | 644 | 691 |
| Other equipment | 2,196 | 2,141 |
| 41,685 | 39,100 | |
| 53,582 | 49,824 |
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Loans and advances to customers: | |||
| Impairment charge for the year | 939,919 | 1,381,442 | |
| Reversals for the year | (299,245) | (230,658) | |
| Recoveries of loans and interest charged-off (note 22) | (16,966) | (33,866) | |
| 623,708 | 1,116,918 | ||
| Loans and advances to credit institutions: | |||
| Reversals for the year | - | (2) | |
| - | (2) | ||
| 623,708 | 1,116,916 |
The balance Loans impairment records the variation of the estimate of incurred losses determined according with the evaluation of objective evidence of impairment, as referred in accounting policy described in note 1 c).
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Impairment of financial assets available for sale | ||
| Charge for the year | 63,421 | 274,741 |
The balance Impairment of financial assets available for sale - Charge for the period includes the impairment losses on shares and on participation units held by the Group in the amount of Euros 63,401,000 (2016: Euros 235,557,000). This amount includes Euros 45,956,000 (2016: Euros 218,381,000) related to impairment losses on investments held in restructuring funds, as described in note 57.
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Provision for guarantees and other commitments (note 37) | |||
| Charge for the year | 18,537 | 64,536 | |
| Reversals for the year | (15,953) | (8,644) | |
| 2,584 | 55,892 | ||
| Other provisions for liabilities and charges (note 37) | |||
| Charge for the year | 16,463 | 44,928 | |
| Reversals for the year | (2,337) | (12,433) | |
| 14,126 | 32,495 | ||
| 16,710 | 88,387 |
The main contributions of the investments accounted for under the equity method are analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Banco Millennium Atlântico, S.A. | |||
| appropriation relating to the current year (*) | 28,534 | 13,306 | |
| appropriation relating to the previous year | (14) | - | |
| Effect of the application of IAS 29 (notes 26 and 59): | |||
| revaluation of the net non-monetary assets of the BMA | (9,092) | - | |
| revaluation of the goodwill associated to the investment in BMA | 20,417 | - | |
| 11,325 | - | ||
| 39,845 | 13,306 | ||
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. | 35,413 | 26,036 | |
| Unicre - Instituição Financeira de Crédito, S.A. | 6,860 | 27,332 | |
| Banque BCP, S.A.S. | 3,515 | 2,981 | |
| SIBS, S.G.P.S, S.A. | 3,268 | 11,723 | |
| Banque BCP (Luxembourg), S.A. | 8 | 51 | |
| Other companies | 2,728 | (904) | |
| 91,637 | 80,525 |
(*) In 2016, the appropriation of the results of the BMA, through the application of the equity method, occurred from May 2016.
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Sale of 41.1% investment held in Nanium | (3,821) | - |
| Liquidation of Propaço related to the 52.7% of investment held | (2) | - |
| Sale of 3.7% investment held in Banque BCP, S.A (Luxembourg) | - | 465 |
| Sale of 31.3% the investment in Quinta do Furão - Sociedade | ||
| de Animação Turística e Agrícola de Santana, Lda | - | (521) |
| Other assets | 7,962 | (6,221) |
| 4,139 | (6,277) |
The caption Gains / (losses) arising from sales of subsidiaries and other assets - Other assets corresponds, namely, to the losses arising from the sale of assets of the Group classified as non-current assets held for sale (note 27), as also the gains/ (losses) arising on sales and revaluations of investment properties (note 28).
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Appropriated net income / (loss) before income taxes | ||
| Net income before income taxes of Banco Millennium Angola, S.A. | - | 41,934 |
| Gains arising from the merger of Banco Millennium Angola, S.A. and Banco Privado Atlântico, S.A. | - | 7,330 |
| Gains arising from the sale of Millennium bcp Gestão de Activos | ||
| - Sociedade Gestora de Fundos de Investimento, S.A. | 1,225 | 1,092 |
| 1,225 | 50,356 | |
| Taxes | ||
| Banco Millennium Angola, S.A. | - | (5,128) |
| 1,225 | 45,228 |
Under the merger by incorporation of Banco Millennium Angola, S.A. with Banco Privado Atlântico, S.A, in April 2016, and in accordance with the provisions of IFRS 5, this operation was considered as discontinued in March 2016, and the impact on results presented in a separate line of the income statement named "Income / (loss) arising from discontinued operations". The financial statements of Banco Millennium Angola, S.A. that have been incorporated in this caption, are detailed in note 58.
The earnings per share are calculated as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Continuing operations | ||
| Net income / (loss) | 288,332 | 100,587 |
| Non-controlling interests | (103,166) | (103,511) |
| Appropriated net income / (loss) | 185,166 | (2,924) |
| Discontinued or discontinuing operations | ||
| Net income / (loss) | 1,225 | 45,228 |
| Non-controlling interests | - | (18,366) |
| Appropriated net income / (loss) | 1,225 | 26,862 |
| Adjusted net income / (loss) | 186,391 | 23,938 |
| Average number of shares | 13,321,460,739 | 1,231,541,411 |
| Basic earnings per share (Euros): | ||
| from continuing operations | 0.014 | (0.003) |
| from discontinued or discontinuing operations | 0,000 | 0.022 |
| 0.014 | 0.019 | |
| Diluted earnings per share (Euros): | ||
| from continuing operations | 0.014 | (0.003) |
| from discontinued or discontinuing operations | 0,000 | 0.022 |
| 0.014 | 0.019 |
The Bank's share capital, as at 31 December 2017, amounts to Euros 5,600,738,053.72 and is represented by 15,113,989,952 ordinary, book-entry and nominates shares, without nominal value, which is fully paid.
In December 2016 there were not considered in the calculation of diluted earnings per share, the qualifying hybrid instruments as common equity tier 1 issued in June 2012 and subscribed fully by the State (CoCos), due to the negative net losses for the period (there is no dilution effect). As referred in note 47, on 9 February 2017, BCP has reimbursed in advance to the Portuguese State, the remaining amount of these instruments (Euros 700 million).
There were not identified another dilution effects of the earnings per share as at 31 December 2017 and 2016, so the diluted result is equivalent to the basic result.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Cash | 540,608 | 540,290 |
| Central Banks | ||
| Bank of Portugal | 939,852 | 433,534 |
| Central Banks abroad | 687,474 | 600,088 |
| 2,167,934 | 1,573,912 |
The balance Central Banks includes deposits at Central Banks of the countries where the Group operates in order to satisfy the legal requirements to maintain a cash reserve calculated based on the value of deposits and other effective liabilities. According to the European Central Bank System for Euro Zone, the cash reserve requirements establishes the maintenance of a deposit with the Central Bank equivalent to 1% of the average value of deposits and other liabilities, during each reserve requirement period. The rate is different for countries outside the Euro Zone.
This balance is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Credit institutions in Portugal | 8,394 | 659 | |
| Credit institutions abroad | 160,389 | 232,152 | |
| Amounts due for collection | 126,749 | 215,414 | |
| 295,532 | 448,225 | ||
The balance Amounts due for collection represents essentially cheques due for collection on other financial institutions. These balances are settled in the first days of the following month.
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Other loans and advances to Central Banks abroad | 50,114 | 12,461 |
| Other loans and advances to credit institutions in Portugal | ||
| Very short-term applications | 39,742 | - |
| Loans | 39,220 | 15,586 |
| Other applications | 10,328 | 4,801 |
| 89,290 | 20,387 | |
| Other loans and advances to credit institutions abroad | ||
| Very short-term applications | 388,327 | 180,347 |
| Short-term applications | 262,339 | 548,564 |
| Loans | - | 4 |
| Other applications | 274,837 | 294,439 |
| 925,503 | 1,023,354 | |
| 1,064,907 | 1,056,202 | |
| Overdue loans - Over 90 days | 661 | 499 |
| 1,065,568 | 1,056,701 |
Under the scope of derivative financial instruments operations (IRS and CIRS) with institutional counterparties, and as defined in the respective contracts ("Cash collateral"), the caption Other loans and advances to credit institutions includes the amounts detailed below:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Other loans and advances to credit institutions in Portugal | ||
| Other applications | 1,010 | 2,840 |
| Other loans and advances to credit institutions abroad | ||
| Short-term applications | 27,639 | 242,896 |
| Other applications | 269,284 | 275,180 |
| 297,933 | 520,916 |
These deposits are held by the counterparties and are given as collateral of the referred operations (IRS and CIRS), whose revaluation is negative for the Bank.
This balance is analysed by the period to maturity, as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Up to 3 months | 287,211 | 995,667 |
| 3 to 6 months | 744,567 | 13,567 |
| 6 to 12 months | 16,918 | 4,869 |
| 1 to 5 years | 6,872 | 42,099 |
| Over 5 years | 10,000 | - |
| Undetermined | - | 499 |
| 1,065,568 | 1,056,701 |
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Public sector | 853,393 | 1,041,191 | ||
| Asset-backed loans | 27,885,255 | 29,011,503 | ||
| Other guaranteed loans | 3,932,216 | 3,985,120 | ||
| Unsecured loans | 7,779,063 | 6,821,163 | ||
| Foreign loans | 1,852,420 | 2,099,860 | ||
| Factoring operations | 2,106,173 | 1,794,778 | ||
| Finance leases | 3,525,058 | 3,373,561 | ||
| 47,933,578 | 48,127,176 | |||
| Overdue loans - less than 90 days | 88,500 | 134,934 | ||
| Overdue loans - Over 90 days | 2,933,345 | 3,496,343 | ||
| 50,955,423 | 51,758,453 | |||
| Impairment for credit risk | (3,321,931) | (3,740,851) | ||
| 47,633,492 | 48,017,602 |
As at 31 December 2017, the balance Loans and advances to customers includes the amount of Euros 12,146,649,000 (31 December 2016: Euros 12,027,960,000) regarding credits related to mortgage loans issued by the Group.
As referred in note 52, the Group, as part of the liquidity risk management, holds a pool of eligible assets that can serve as collateral in funding operations with the European Central Bank and other Central Banks in countries where the Group operates, which include loans and advances to customers.
As at 31 December 2017 and as referred in note 57, the Group performed a set of sales of loans and advances to customers for Specialized Loan Funds in the amount of Euros 1,586,114,000 (31 December 2016: Euros: 1,586,114,000). During 2017, no credits have been sold to these funds.
As referred in note 50, the Group provides loans and/or guarantees to qualifying shareholders holding individually or together with their affiliates, 2% or more of the share capital, identified in the Board of Directors report and in note 40.
As at 31 December 2017, the Group granted credit to qualifying shareholders and entities controlled by them, in the amount of Euros 213,436,000 (31 December 2016: Euros 237,707,000), as referred in note 50 a). The amount of impairment recognised for these contracts amounts to Euros 77,000 (31 December 2016: Euros 130,000).
The business conducted between the company and qualifying shareholders or natural or legal persons related to them, pursuant to article 20 of the Securities Code, regardless of the amount, is always subject to appraisal and deliberation by the Board of Directors, through a proposal by the Credit Committee and the Executive Committee, supported by an analysis and technical opinion issued by the Internal Audit Division, and after a prior opinion has been obtained from the Audit Committee.
The analysis of loans and advances to customers, by type of credit, is as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Loans not represented by securities | ||||
| Mortgage loans | 23,307,977 | 23,952,257 | ||
| Loans | 13,766,728 | 13,689,736 | ||
| Finance leases | 3,525,058 | 3,373,561 | ||
| Factoring operations | 2,106,173 | 1,794,778 | ||
| Current account credits | 1,556,279 | 1,625,812 | ||
| Overdrafts | 1,456,141 | 1,339,874 | ||
| Discounted bills | 232,169 | 284,378 | ||
| 45,950,525 | 46,060,396 | |||
| Loans represented by securities | ||||
| Commercial paper | 1,702,941 | 1,843,345 | ||
| Bonds | 280,112 | 223,435 | ||
| 1,983,053 | 2,066,780 | |||
| 47,933,578 | 48,127,176 | |||
| Overdue loans - less than 90 days | 88,500 | 134,934 | ||
| Overdue loans - Over 90 days | 2,933,345 | 3,496,343 | ||
| 50,955,423 | 51,758,453 | |||
| Impairment for credit risk | (3,321,931) | (3,740,851) | ||
| 47,633,492 | 48,017,602 |
The analysis of loans and advances to customers, by maturity and by sector of activity, as at 31 December 2017, is as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2017 Outstanding loans |
|||||||
| Due within | 1 year to | Over | Total | Overdue | |||
| 1 year | 5 years | 5 years | Outstanding | loans | Total | % | |
| Agriculture and forestry | 83,770 | 85,208 | 121,933 | 290,911 | 16,167 | 307,078 | 0.60% |
| Fisheries | 7,647 | 14,990 | 7,707 | 30,344 | 237 | 30,581 | 0.06% |
| Mining | 46,801 | 22,963 | 5,645 | 75,409 | 8,059 | 83,468 | 0.16% |
| Food, beverage | |||||||
| and tobacco | 406,227 | 217,506 | 78,238 | 701,971 | 17,287 | 719,258 | 1.41% |
| Textiles | 263,418 | 97,526 | 85,797 | 446,741 | 24,668 | 471,409 | 0.93% |
| Wood and cork | 106,540 | 83,890 | 41,619 | 232,049 | 11,704 | 243,753 | 0.48% |
| Paper, printing | |||||||
| and publishing | 137,597 | 42,439 | 46,919 | 226,955 | 5,915 | 232,870 | 0.46% |
| Chemicals | 469,779 | 206,012 | 143,183 | 818,974 | 45,707 | 864,681 | 1.70% |
| Machinery, equipment | |||||||
| and basic metallurgical | 577,905 | 402,079 | 190,651 | 1,170,635 | 62,540 | 1,233,175 | 2.42% |
| Electricity and gas | 52,500 | 51,571 | 428,318 | 532,389 | 150 | 532,539 | 1.05% |
| Water | 43,071 | 107,570 | 114,534 | 265,175 | 4,410 | 269,585 | 0.53% |
| Construction | 802,563 | 278,120 | 707,968 | 1,788,651 | 616,806 | 2,405,457 | 4.72% |
| Retail business | 641,116 | 319,037 | 294,334 | 1,254,487 | 84,765 | 1,339,252 | 2.63% |
| Wholesale business | 1,241,500 | 575,687 | 186,806 | 2,003,993 | 128,818 | 2,132,811 | 4.19% |
| Restaurants and hotels | 94,566 | 173,810 | 738,235 | 1,006,611 | 75,955 | 1,082,566 | 2.12% |
| Transports | 449,414 | 473,383 | 383,534 | 1,306,331 | 31,780 | 1,338,111 | 2.63% |
| Post offices | 2,651 | 1,896 | 81 | 4,628 | 381 | 5,009 | 0.01% |
| Telecommunications | 101,052 | 151,880 | 68,419 | 321,351 | 6,490 | 327,841 | 0.64% |
| Services | |||||||
| Financial intermediation | 461,156 | 423,951 | 1,048,733 | 1,933,840 | 298,984 | 2,232,824 | 4.38% |
| Real estate activities | 322,251 | 334,323 | 645,482 | 1,302,056 | 357,905 | 1,659,961 | 3.26% |
| Consulting, scientific and | |||||||
| technical activities | 1,279,466 | 570,563 | 379,585 | 2,229,614 | 217,534 | 2,447,148 | 4.80% |
| Administrative and support | |||||||
| services activities | 243,651 | 201,178 | 85,256 | 530,085 | 29,603 | 559,688 | 1.10% |
| Public sector | 95,623 | 447,957 | 447,731 | 991,311 | 312 | 991,623 | 1.95% |
| Education | 38,157 | 25,431 | 69,813 | 133,401 | 2,642 | 136,043 | 0.27% |
| Health and collective | |||||||
| service activities | 111,055 | 88,342 | 103,455 | 302,852 | 2,532 | 305,384 | 0.60% |
| Artistic, sports and | |||||||
| recreational activities | 41,021 | 38,808 | 238,174 | 318,003 | 6,030 | 324,033 | 0.64% |
| Other services | 170,760 | 104,857 | 50,183 | 325,800 | 261,021 | 586,821 | 1.15% |
| Consumer credit | 1,111,151 | 1,508,862 | 793,285 | 3,413,298 | 381,412 | 3,794,710 | 7.45% |
| Mortgage credit | 369,380 | 1,352,665 | 21,432,674 | 23,154,719 | 253,258 | 23,407,977 | 45.94% |
| Other domestic | |||||||
| activities | 2 | 13 | - | 15 | 5,096 | 5,111 | 0.01% |
| Other international | |||||||
| activities | 461,005 | 250,793 | 109,181 | 820,979 | 63,677 | 884,656 | 1.74% |
| 10,232,795 | 8,653,310 | 29,047,473 | 47,933,578 | 3,021,845 | 50,955,423 | 100% |
The analysis of loans and advances to customers, by maturity and by sector of activity, as at 31 December 2016, is as
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2016 | |||||||
| Outstanding loans Due within 1 year to Over Total |
Overdue | ||||||
| 1 year | 5 years | 5 years | Outstanding | loans | Total | % | |
| Agriculture and forestry | 108,926 | 83,579 | 108,386 | 300,891 | 39,686 | 340,577 | 0.66% |
| Fisheries | 7,038 | 15,999 | 18,364 | 41,401 | 11,981 | 53,382 | 0.10% |
| Mining | 62,562 | 24,753 | 8,052 | 95,367 | 6,875 | 102,242 | 0.20% |
| Food, beverage | |||||||
| and tobacco | 365,344 | 148,471 | 71,361 | 585,176 | 19,221 | 604,397 | 1.17% |
| Textiles | 238,126 | 104,689 | 101,875 | 444,690 | 26,075 | 470,765 | 0.91% |
| Wood and cork | 95,148 | 75,229 | 37,914 | 208,291 | 14,702 | 222,993 | 0.43% |
| Paper, printing | |||||||
| and publishing | 70,701 | 75,111 | 52,141 | 197,953 | 10,010 | 207,963 | 0.40% |
| Chemicals | 363,117 | 205,728 | 113,358 | 682,203 | 66,517 | 748,720 | 1.45% |
| Machinery, equipment | |||||||
| and basic metallurgical | 468,225 | 345,115 | 184,444 | 997,784 | 63,945 | 1,061,729 | 2.05% |
| Electricity and gas | 129,048 | 73,735 | 374,745 | 577,528 | 971 | 578,499 | 1.12% |
| Water | 56,254 | 34,608 | 114,947 | 205,809 | 3,884 | 209,693 | 0.41% |
| Construction | 937,900 | 282,397 | 812,991 | 2,033,288 | 826,013 | 2,859,301 | 5.52% |
| Retail business | 623,863 | 291,102 | 237,644 | 1,152,609 | 120,173 | 1,272,782 | 2.46% |
| Wholesale business | 1,022,257 | 526,029 | 215,238 | 1,763,524 | 153,696 | 1,917,220 | 3.70% |
| Restaurants and hotels | 92,372 | 181,660 | 582,587 | 856,619 | 117,557 | 974,176 | 1.88% |
| Transports | 419,444 | 517,356 | 482,739 | 1,419,539 | 72,317 | 1,491,856 | 2.88% |
| Post offices | 2,965 | 2,853 | 51 | 5,869 | 471 | 6,340 | 0.01% |
| Telecommunications | 94,241 | 112,614 | 65,741 | 272,596 | 106,998 | 379,594 | 0.73% |
| Services | |||||||
| Financial intermediation | 1,256,275 | 1,062,314 | 1,176,613 | 3,495,202 | 565,769 | 4,060,971 | 7.85% |
| Real estate activities | 294,076 | 288,054 | 559,104 | 1,141,234 | 344,475 | 1,485,709 | 2.87% |
| Consulting, scientific and | |||||||
| technical activities | 448,582 | 189,895 | 213,138 | 851,615 | 42,432 | 894,047 | 1.73% |
| Administrative and support | |||||||
| services activities | 184,782 | 179,336 | 95,493 | 459,611 | 38,371 | 497,982 | 0.96% |
| Public sector | 150,003 | 150,417 | 439,440 | 739,860 | 979 | 740,839 | 1.43% |
| Education | 32,948 | 14,670 | 74,968 | 122,586 | 3,388 | 125,974 | 0.24% |
| Health and collective | |||||||
| service activities | 87,721 | 67,994 | 120,952 | 276,667 | 4,491 | 281,158 | 0.54% |
| Artistic, sports and | |||||||
| recreational activities | 75,893 | 24,643 | 265,225 | 365,761 | 15,811 | 381,572 | 0.74% |
| Other services | 159,650 | 397,386 | 62,521 | 619,557 | 16,304 | 635,861 | 1.23% |
| Consumer credit | 979,162 | 1,801,945 | 737,839 | 3,518,946 | 538,843 | 4,057,789 | 7.84% |
| Mortgage credit | 368,626 | 1,336,889 | 22,004,342 | 23,709,857 | 308,450 | 24,018,307 | 46.40% |
| Other domestic | |||||||
| activities | 8 | 1 | - | 9 | 7,879 | 7,888 | 0.02% |
| Other international | |||||||
| activities | 509,282 | 276,093 | 199,759 | 985,134 | 82,993 | 1,068,127 | 2.06% |
| 9,704,539 | 8,890,665 | 29,531,972 | 48,127,176 | 3,631,277 | 51,758,453 | 100% |
The analysis of loans and advances to customers, by type of credit and by maturity, as at 31 December 2017, is as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | ||||||
| Outstanding loans | ||||||
| Due within | 1 year to | Over | Total | Overdue | ||
| 1 year | 5 years | 5 years | Outstanding | loans | Total | |
| Public sector | 41,491 | 79,849 | 732,053 | 853,393 | 265 | 853,658 |
| Asset-backed loans | 1,790,993 | 3,011,766 | 23,082,496 | 27,885,255 | 1,502,718 | 29,387,973 |
| Other guaranteed loans | 1,571,652 | 1,371,367 | 989,197 | 3,932,216 | 335,606 | 4,267,822 |
| Unsecured loans | 4,343,298 | 1,852,701 | 1,583,064 | 7,779,063 | 888,057 | 8,667,120 |
| Foreign loans | 421,166 | 546,644 | 884,610 | 1,852,420 | 149,805 | 2,002,225 |
| Factoring operations | 1,548,343 | 512,249 | 45,581 | 2,106,173 | 23,892 | 2,130,065 |
| Finance leases | 515,852 | 1,278,734 | 1,730,472 | 3,525,058 | 121,502 | 3,646,560 |
| 10,232,795 | 8,653,310 | 29,047,473 | 47,933,578 | 3,021,845 | 50,955,423 |
The analysis of loans and advances to customers, by type of credit and by maturity, as at 31 December 2016, is as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Outstanding loans | ||||||
| Due within | 1 year to | Over | Total | Overdue | ||
| 1 year | 5 years | 5 years | Outstanding | loans | Total | |
| Public sector | 124,754 | 366,857 | 549,580 | 1,041,191 | 27 | 1,041,218 |
| Asset-backed loans | 1,862,811 | 3,343,083 | 23,805,609 | 29,011,503 | 1,832,217 | 30,843,720 |
| Other guaranteed loans | 1,678,537 | 1,336,693 | 969,890 | 3,985,120 | 443,626 | 4,428,746 |
| Unsecured loans | 3,806,214 | 1,619,086 | 1,395,863 | 6,821,163 | 1,053,539 | 7,874,702 |
| Foreign loans | 504,058 | 595,976 | 999,826 | 2,099,860 | 128,959 | 2,228,819 |
| Factoring operations | 1,304,834 | 445,597 | 44,347 | 1,794,778 | 23,588 | 1,818,366 |
| Finance leases | 423,331 | 1,183,373 | 1,766,857 | 3,373,561 | 149,321 | 3,522,882 |
| 9,704,539 | 8,890,665 | 29,531,972 | 48,127,176 | 3,631,277 | 51,758,453 |
The caption Loans and advances to customers includes the effect of traditional securitization transactions owned by Special Purpose Entities (SPEs) consolidated following the application of IFRS 10, in accordance with accounting policy 1 b) and synthetic securitization. The characterization of these operations is described in note 1 d) 6 ii).
Securitization transactions engaged by the Group refer to mortgage loans and are set through specifically created SPE. As at 31 December 2017, the loans and advances referred to these traditional securitization transactions amounts to Euros 464,513,000 (31 December 2016: Euros 527,924,000) As referred in accounting policy 1 b), when the substance of the relationships with the SPEs indicates that the Group holds control of its activities, the SPE are consolidated by the full method.
On 20 October 2003, the Group transferred a pool of mortgage loans owned by Banco Comercial Português, S.A. and by Banco de Investimento Imobiliário, S.A. to the SPE "Magellan Mortgages No. 2 PLC". Considering that, by having acquired the total subordinated tranches, the Group holds the control of the referred assets, the SPE is consolidated in the Group's Financial Statements, as established in the accounting policy 1 b). As at 31 December 2017, the SPE's credit portfolio associated with this operation amounts to Euros 121,585,000, and the bonds issued with different subordination levels amount to Euros 107,780,000 (this amount excludes bonds already acquired by the Group in the amount of Euros 13,536,000 and Euros 14,000,000 of the most subordinated tranche fully acquired).
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On 24 June 2005, the Group transferred a pool of mortgage loans owned by Banco Comercial Português, S.A. to the SPE "Magellan Mortgages No. 3 PLC". Considering that, by having acquired part of the subordinated tranche, the Group holds the control of the referred assets, the SPE is consolidated in the Group's Financial Statements, as established in the accounting policy 1 b). As at 31 December 2017, the SPE's credit portfolio associated with this operation amounts to Euros 342,928,000, and bonds issued with different subordination levels amount to Euros 230,231,000 (this amount excludes bonds already acquired by the Group in the amount of Euros 111,647,000) and the most subordinated tranche amounts to Euros 44,000 (this amount excludes bonds already acquired by the Group in the amount Euros 206,000).
The Group has two operations in progress which form structures of synthetic securitization.
Caravela SME No.3, which operation started on 28 June 2013, based on a medium and long term loans portfolio of current accounts and authorized overdrafts granted by BCP, mainly to small and medium companies. The maturity date is 25 March of 2036 and as at 31 December 2017, the synthetic securitization "Caravela SME No.3" amounts to Euros 2,269,231,000. The fair value of swaps is recorded in the amount of Euros 194,606,000 and the associated cost in 2017 amounts to Euros 17,708,000.
Caravela SME No.4 is a similar operation, initiated on 5 June 2014, which portfolio contains car, real estate and equipment leasing granted between the Bank and a group of clients that belong to the same segment (small and medium companies). The maturity date is 21 September of 2043 and as at 31 December 2017, the synthetic securitization "Caravela SME No.4" amounts to Euros 1,144,979,000. The fair value of swaps is recorded at the amount of Euros 66,193,000 and their associated cost in 2017 amounts to Euros 1,491,000.
In both operations, the Bank hired a Credit Default Swap (CDS) with a Special Purpose Vehicle (SPV), buying by this way the protection for the total portfolio referred. Both cases, the synthetic securitizations, the same CDS, the risk of the respective portfolios were divided in 3 classes: senior, mezzanine and equity. The mezzanine and part of the equity (20%) were placed in the market through an SPV, and the subscription by investors, the Credit Linked Notes (CLNs). The Bank retained the senior risk and part of the equity remaining (80%). The product of the CLNs issue was invested by the SPV in a deposit which total collateral the responsibilities in the presence of the Bank, in accordance of the CDS.
These operations involve the Bank's reduced exposure to the risks associated with the credit granted, but it did not transfer to third parties the majority of the rights and obligations arising from the credits included in them, thus not meeting the criteria set out in paragraphs 16 and subsequent IAS 39 for derecognition.
The Group's credit portfolio, which includes further than loans and advances to customers, the guarantees granted and commitments to third parties, split between loans with or without signs of impairment is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Total loans | 55,497,146 | 56,594,498 | |
| Loans and advances to customers with signs of impairment | |||
| Individually significant | |||
| Gross amount | 5,234,558 | 6,535,910 | |
| Impairment | (2,520,686) | (2,587,273) | |
| 2,713,872 | 3,948,637 | ||
| Collective analysis | |||
| Gross amount | 2,721,470 | 3,829,973 | |
| Impairment | (806,351) | (1,164,037) | |
| 1,915,119 | 2,665,936 | ||
| Loans and advances to customers without signs of impairment | 47,541,118 | 46,228,615 | |
| Impairment (IBNR) | (125,769) | (117,597) | |
| 52,044,340 | 52,725,591 |
The total loan portfolio presented in the table above includes loans and advances to customers in the amount of Euros 50,955,423,000 (31 December 2016: Euros: 51,758,453,000) and guarantees granted and commitments to third parties balance (note 45), in the amount of Euros 4,541,723,000 (31 December 2016: Euros 4,836,045,000).
The balances Impairment and Impairment ('IBNR') were determined in accordance with the accounting policy described in note 1 c), including the provision for guarantees and other commitments to third parties (note 37), in the amount of Euros 130,875,000 (31 December 2016: Euros 128,056,000).
The analysis of the exposure covered by collateral associated with loans and advances to customers' portfolio, considering its fair value, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Loans and advances to customers with impairment | ||
| Individually significant | ||
| Securities and other financial assets | 491,535 | 650,949 |
| Residential real estate | 372,675 | 498,915 |
| Other real estate | 1,196,156 | 1,385,860 |
| Other guarantees | 644,484 | 680,523 |
| 2,704,850 | 3,216,247 | |
| Collective analysis | ||
| Securities and other financial assets | 21,456 | 23,271 |
| Residential real estate | 1,336,562 | 1,783,311 |
| Other real estate | 197,310 | 296,815 |
| Other guarantees | 76,546 | 107,704 |
| 1,631,874 | 2,211,101 | |
| Loans and advances to customers without impairment | ||
| Securities and other financial assets | 2,029,452 | 2,178,216 |
| Residential real estate | 20,789,178 | 20,972,631 |
| Other real estate | 3,863,924 | 3,174,211 |
| Other guarantees | 3,824,188 | 3,725,116 |
| 30,506,742 | 30,050,174 | |
| 34,843,466 | 35,477,522 |
The captions Other guarantees include debtors, assets subject to leasing transactions and personal guarantees, among others. Considering the policy of risk management of the Group (note 52), the amounts presented do not include the fair value of the personal guarantees provided by clients with lower risk rating. When considered, the fair value of the personal guarantees corresponds to the guaranteed amount.
The Group is applying physical collaterals and financial guarantees as instruments to mitigate the credit risk. The physical collaterals are mainly mortgages on residential buildings for the mortgage portfolio and other mortgages on other types of buildings related to other types of loans. In order to reflect the market value, these collaterals are regularly reviewed based on independent and certified valuation entities or through the application of revaluation coefficients that reflect the market trends for each specific type of building and geographical area. The financial guarantees are reviewed based on the market value of the respective assets, when available, with the subsequent application of haircuts that reflect the volatility of their prices. Considering the current real estate and financial markets conditions, the Group continued to negotiate additional physical and financial collaterals with its customers.
The balance Loans and advances to customers includes the following amounts related to finance leases contracts:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Amount of future minimum payments | 3,956,596 | 3,810,114 |
| Interest not yet due | (431,538) | (436,553) |
| Present value | 3,525,058 | 3,373,561 |
The amount of future minimum payments of lease contracts, by maturity terms, is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Up to 1 year | 846,943 | 752,119 | |
| 1 to 5 years | 1,831,777 | 1,723,305 | |
| Over 5 years | 1,277,876 | 1,334,690 | |
| 3,956,596 | 3,810,114 |
The analysis of financial lease contracts, by type of client, is presented as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Individuals | ||
| Home | 71,331 | 76,577 |
| Consumer | 31,269 | 25,712 |
| Others | 114,892 | 125,693 |
| 217,492 | 227,982 | |
| Companies | ||
| Equipment | 1,673,106 | 1,499,569 |
| Real estate | 1,634,460 | 1,646,010 |
| 3,307,566 | 3,145,579 | |
| 3,525,058 | 3,373,561 |
Regarding operational leasing, the Group does not present relevant contracts as leasor.
The loan to customers' portfolio includes contracts that resulted in a formal restructuring with the customers and the consequent establishment of a new funding to replace the previous. The restructuring may result in a reinforce of guarantees and / or liquidation of part of the credit and involve an extension of maturities or a different interest rate. The analysis of the non-performing restructured loans, by sector of activity, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Agriculture and forestry | 8,464 | 23,330 |
| Fisheries | 2,019 | 12,996 |
| Mining | 13,338 | 140 |
| Food, beverage and tobacco | 1,020 | 1,326 |
| Textiles | 554 | 694 |
| Wood and cork | 2,977 | 2,832 |
| Paper, printing and publishing | 450 | 1,899 |
| Chemicals | 2,108 | 4,277 |
| Machinery, equipment and basic metallurgical | 17,755 | 16,156 |
| Electricity and gas | 431 | 270 |
| Water | 250 | 98 |
| Construction | 32,135 | 34,029 |
| Retail business | 95,818 | 8,529 |
| Wholesale business | 16,888 | 8,928 |
| Restaurants and hotels | 10,252 | 12,822 |
| Transports | 13,372 | 9,656 |
| Post offices | 30 | 28 |
| Telecommunications | 80,701 | 238 |
| Services | ||
| Financial intermediation | 495 | 452 |
| Real estate activities | 5,969 | 6,760 |
| Consulting, scientific and technical activities | 8,110 | 1,866 |
| Administrative and support services activities | 7,436 | 721 |
| Public sector | 41,070 | 746 |
| Education | 390 | 540 |
| Health and collective service activities | 89 | 54 |
| Artistic, sports and recreational activities | 381 | 399 |
| Other services | 1,546 | 1,626 |
| Consumer credit | 125,646 | 113,151 |
| Mortgage credit | 107,182 | 102,303 |
| Other international activities | 10,434 | 11,524 |
| 607,310 | 378,390 |
The restructured loans are subject to an impairment analysis resulting from the revaluation of expectation to meet new cash flows inherent to the new contract terms, discounted at the original effective interest rate and considering new collaterals.
Regarding the restructured loans, the impairment associated to these operations amounts to Euros 169,912,000 (31 December 2016: Euros 151,810,000).
The Group has implemented a process for marking operations restructured due to clients' financial difficulties. This marking is part of the credit analysis process, being in charge of the respective decision-making bodies, according to the corresponding competencies, established in the regulations in force.
The information on operations restructured due to financial difficulties is available in the Group's information systems, having a relevant role in the processes of credit analysis, in the marking of customers in default and in the process of determining impairment. In particular:
there are several default triggers related to restructurings due to financial difficulties (restructuring with loss of value, recidivism of restructuring, unproductive credit, default on customers with restructured operations);
in the process of individual impairment analysis, in addition to the existence of operations restructured due to financial difficulties, is a reason for customer selection, the loss inherent to the change in the conditions resulting from the restructuring is determined;
with regard to collective analysis, and the existence of such operations leads to the integration of the client into a subpopulation with an aggravated impairment rate.
The demarcation of an operation can only take place at least 2 years after the date of marking, provided that a set of conditions exist that allow to conclude by the improvement of the financial condition of the client.
As mentioned in note 52, as at 31 December 2017, the total restructured loans amount to Euros 4,382,262,000 (31 December 2016: Euros 5,059,571,000).
The definition of Non Performing Loans for more than 90 days (NPL> 90) incorporates total credit (past due + outstanding) associated with past due operations for more than 90 days. As at 31 December 2017, the amount calculated is Euros 4,526,765,000 (31 December 2016: Euros 5,384,717,000).
The definition of Non-Performing Exposure (NPE) is as follows:
c) Total exposure of customers whose overdue operations for more than 90 days represents more than 20% of their total on-balance sheet exposure;
d) Total exposure of non-retail customers with at least one overdue operation for more than 90 days;
e) Retail operations overdue for more than 90 days;
f) Operations restructured due to financial difficulties overdue for more than 30 days.
As at 31 December 2017, the NPE amounts to Euros 7,742,399,000 (31 December 2016: Euros 9,814,723,000), of which Euros 7,658,392,000 are associated to loans not represented by securities (31 December 2016: Euros 9,374,848,000) and Euros 84,007,000 associated to loans represented by securities (31 December 2016: Euros 439,875,000).
The changes occurred in impairment for credit risks are analysed as follows:
| (Thousands of euros) | |
|---|---|
| 2017 | 2016 |
| 3,740,851 | 3,468,084 |
| - | (40,109) |
| (33,187) | 4,642 |
| 939,919 | 1,381,442 |
| (299,245) | (230,658) |
| (1,040,845) | (806,403) |
| 14,438 | (36,147) |
| 3,321,931 | 3,740,851 |
If the impairment loss decreases in a subsequent period to its initial accounting and this decrease can be objectively associated to an event that occurred after the recognition of the loss, the reduction of the impairment is reversed through profit and loss.
The analysis of impairment, by sector of activity, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Agriculture and forestry | 33,190 | 38,705 |
| Fisheries | 1,003 | 18,921 |
| Mining | 10,933 | 5,048 |
| Food, beverage and tobacco | 15,108 | 14,806 |
| Textiles | 24,333 | 26,595 |
| Wood and cork | 22,020 | 16,957 |
| Paper, printing and publishing | 12,030 | 14,694 |
| Chemicals | 40,858 | 55,849 |
| Machinery, equipment and basic metallurgical | 55,255 | 47,664 |
| Electricity and gas | 1,700 | 3,198 |
| Water | 13,210 | 9,937 |
| Construction | 547,885 | 614,394 |
| Retail business | 73,246 | 92,880 |
| Wholesale business | 116,930 | 127,132 |
| Restaurants and hotels | 110,254 | 113,459 |
| Transports | 37,393 | 119,507 |
| Post offices | 671 | 500 |
| Telecommunications | 16,351 | 19,591 |
| Services | ||
| Financial intermediation | 484,650 | 1,052,162 |
| Real estate activities | 227,813 | 208,729 |
| Consulting, scientific and technical activities | 500,051 | 60,709 |
| Administrative and support services activities | 66,760 | 33,880 |
| Public sector | 2,731 | 3,584 |
| Education | 6,342 | 7,438 |
| Health and collective service activities | 3,979 | 4,617 |
| Artistic, sports and recreational activities | 78,627 | 89,892 |
| Other services | 163,246 | 50,564 |
| Consumer credit | 373,513 | 473,800 |
| Mortgage credit | 240,546 | 316,087 |
| Other domestic activities | 76 | 555 |
| Other international activities | 41,227 | 98,997 |
| 3,321,931 | 3,740,851 |
The impairment for credit risk, by type of credit, is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Public sector | 2,678 | 3,307 | |
| Asset-backed loans | 2,013,212 | 2,296,551 | |
| Other guaranteed loans | 434,783 | 460,856 | |
| Unsecured loans | 579,690 | 652,206 | |
| Foreign loans | 117,851 | 140,922 | |
| Factoring operations | 32,162 | 30,789 | |
| Finance leases | 141,555 | 156,220 | |
| 3,321,931 | 3,740,851 |
The analysis of loans charged-off, by sector of activity, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Agriculture and forestry | 1,843 | 13,234 |
| Fisheries | 22,020 | 47 |
| Mining | 773 | 4,200 |
| Food, beverage and tobacco | 4,107 | 2,353 |
| Textiles | 8,200 | 8,385 |
| Wood and cork | 3,213 | 15,697 |
| Paper, printing and publishing | 4,563 | 2,619 |
| Chemicals | 9,099 | 28,023 |
| Machinery, equipment and basic metallurgical | 13,492 | 23,984 |
| Electricity and gas | 103 | 43 |
| Water | 397 | 229 |
| Construction | 100,260 | 184,253 |
| Retail business | 38,479 | 51,680 |
| Wholesale business | 41,691 | 57,244 |
| Restaurants and hotels | 14,239 | 17,481 |
| Transports | 94,008 | 5,683 |
| Post offices | 181 | 46 |
| Telecommunications | 3,967 | 9,575 |
| Services | ||
| Financial intermediation | 284,185 | 104,895 |
| Real estate activities | 54,842 | 43,905 |
| Consulting, scientific and technical activities | 18,541 | 24,954 |
| Administrative and support services activities | 9,442 | 4,159 |
| Public sector | - | 2 |
| Education | 825 | 119 |
| Health and collective service activities | 830 | 660 |
| Artistic, sports and recreational activities | 5,867 | 1,123 |
| Other services | 4,037 | 4,843 |
| Consumer credit | 264,426 | 171,378 |
| Mortgage credit | 18,725 | 18,623 |
| Other domestic activities | 14,740 | 671 |
| Other international activities | 3,750 | 6,295 |
| 1,040,845 | 806,403 |
In compliance with the accounting policy described in note 1 c), loans and advances to customers are charged-off when there are no feasible expectations, of recovering the loan amount and for collateralised loans, the charge-off occurs when the funds arising from the execution of the respective collaterals are effectively received. This charge-off is carried out by the utilization of impairment losses when they refer to 100% of the loans that are considered unrecoverable.
The analysis of loans charged-off, by type of credit, is as follows:
| (Thousands of euros) | |
|---|---|
| 2017 | 2016 |
| Asset-backed loans 7,076 |
46,878 |
| Other guaranteed loans 13,845 |
9,115 |
| Unsecured loans 985,712 |
729,412 |
| Foreign loans | - 29 |
| Factoring operations 1,841 |
6,149 |
| Finance leases 32,371 |
14,820 |
| 1,040,845 | 806,403 |
The analysis of recovered loans and interest, occurred during 2017 and 2016, by sector of activity, is as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Agriculture and forestry | 65 | 58 | |
| Fisheries | 42 | 3 | |
| Mining | 125 | 184 | |
| Food, beverage and tobacco | 203 | 460 | |
| Textiles | 305 | 824 | |
| Wood and cork | 247 | 333 | |
| Paper, printing and publishing | 569 | 55 | |
| Chemicals | 448 | 244 | |
| Machinery, equipment and basic metallurgical | 263 | 416 | |
| Electricity and gas | - | 13 | |
| Water | 1 | 10 | |
| Construction | 4,155 | 20,301 | |
| Retail business | 1,108 | 822 | |
| Wholesale business | 2,206 | 2,107 | |
| Restaurants and hotels | 144 | 117 | |
| Transports | 1,004 | 135 | |
| Post offices | - | 2 | |
| Telecommunications | 1 | 12 | |
| Services | |||
| Financial intermediation | 165 | 60 | |
| Real estate activities | 1,106 | 670 | |
| Consulting, scientific and technical activities | 82 | 213 | |
| Administrative and support services activities | 295 | 131 | |
| Education | - | 11 | |
| Health and collective service activities | 10 | - | |
| Artistic, sports and recreational activities | 8 | 2,173 | |
| Other services | 8 | 122 | |
| Consumer credit | 3,515 | 3,970 | |
| Mortgage credit | 30 | 21 | |
| Other domestic activities | 285 | 149 | |
| Other international activities | 576 | 250 | |
| 16,966 | 33,866 |
The analysis of recovered loans and interest, occurred during 2017 and 2016, by type of credit, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Asset-backed loans | 16 | - |
| Other guaranteed loans | 2,040 | 389 |
| Unsecured loans | 14,221 | 32,522 |
| Foreign loans | 120 | 594 |
| Factoring operations | 74 | 8 |
| Finance leases | 495 | 353 |
| 16,966 | 33,866 |
The balance Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Bonds and other fixed income securities | ||
| Issued by public entities | 7,720,019 | 7,612,491 |
| Issued by other entities | 2,913,550 | 2,099,070 |
| 10,633,569 | 9,711,561 | |
| Overdue securities | 3,722 | 18,022 |
| Impairment for overdue securities | (3,722) | (13,079) |
| 10,633,569 | 9,716,504 | |
| Shares and other variable income securities | 1,137,064 | 1,226,456 |
| 11,770,633 | 10,942,960 | |
| Trading derivatives | 741,284 | 848,774 |
| 12,511,917 | 11,791,734 |
The caption Bonds and other fixed income securities - issue by public entities includes the amount of Euros 422,257,000 referring to Mozambican sovereign debt (31 December 2016: Euros 126,395,000), according to note 56.
The balance Trading derivatives includes the valuation of the embedded derivatives separated in accordance with the accounting policy 1 d) in the amount of Euros 2,000 (31 December 2016: Euros 195,000).
The portfolio of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale securities, net of impairment, as at 31 December 2017, is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | ||||
| Other financial | ||||
| assets at fair | ||||
| value through | Available | |||
| Fixed income: | Trading | profit or loss | for sale | Total |
| Bonds issued by public entities | ||||
| Portuguese issuers | 10,035 | 142,336 | 2,898,293 | 3,050,664 |
| Foreign issuers | 81,267 | - | 3,219,421 | 3,300,688 |
| Bonds issued by other entities | ||||
| Portuguese issuers | 6,790 | - | 1,295,359 | 1,302,149 |
| Foreign issuers | 54,619 | - | 1,560,504 | 1,615,123 |
| Treasury bills and other Government bonds | ||||
| Portuguese issuers | - | - | 584,908 | 584,908 |
| Foreign issuers | - | - | 783,759 | 783,759 |
| 152,711 | 142,336 | 10,342,244 | 10,637,291 | |
| Impairment for overdue securities | - | - | (3,722) | (3,722) |
| 152,711 | 142,336 | 10,338,522 | 10,633,569 | |
| Variable income: | ||||
| Shares | ||||
| Portuguese companies | 2,100 | - | 28,729 | 30,829 |
| Foreign companies | 24 | - | 18,132 | 18,156 |
| Investment fund units | 764 | - | 1,086,464 | 1,087,228 |
| Other securities | 851 | - | - | 851 |
| 3,739 | - | 1,133,325 | 1,137,064 | |
| Trading derivatives | 741,284 | - | - | 741,284 |
| 897,734 | 142,336 | 11,471,847 | 12,511,917 | |
| Level 1 | 149,910 | 142,336 | 8,224,992 | 8,517,238 |
| Level 2 | 442,373 | - | 1,946,229 | 2,388,602 |
| Level 3 | 305,451 | - | 1,300,626 | 1,606,077 |
The trading and available for sale portfolios, are recorded at fair value in accordance with the accounting policy described in note 1 d).
As referred in the accounting policy presented in note 1 d), the available for sale securities are presented at market value with the respective fair value accounted against fair value reserves. As at 31 December 2017, the fair value reserves are positive in the amount of Euros 56,883,000 (31 December 2016: negative amount of Euros 233,799,000), as referred in note 43.
As at 31 December 2017, the balances Financial assets held for trading and Financial assets available for sale include bonds issued with different levels of subordination associated with the traditional securitization transactions Magellan Mortgages No.1 and No. 4, referred in note 1 d) 6) i), in the amount of Euros 945,000 (31 December 2016: Euros 1,379,000) and Euros 125,000 (31 December 2016: Euros 121,000), respectively.
The portfolio of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale securities, net of impairment, as at 31 December 2016, is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2016 | ||||
| Other financial | ||||
| assets at fair | ||||
| value through | Available | |||
| Fixed income: | Trading | profit or loss | for sale | Total |
| Bonds issued by public entities | ||||
| Portuguese issuers | 11,803 | 146,664 | 3,310,289 | 3,468,756 |
| Foreign issuers | 108,010 | - | 3,290,307 | 3,398,317 |
| Bonds issued by other entities | ||||
| Portuguese issuers | 13,491 | - | 1,292,207 | 1,305,698 |
| Foreign issuers | 57,523 | - | 753,871 | 811,394 |
| Treasury bills and other Government bonds | ||||
| Portuguese issuers | 5,642 | - | 649,286 | 654,928 |
| Foreign issuers | - | - | 90,490 | 90,490 |
| 196,469 | 146,664 | 9,386,450 | 9,729,583 | |
| Impairment for overdue securities | - | - | (13,079) | (13,079) |
| 196,469 | 146,664 | 9,373,371 | 9,716,504 | |
| Variable income: | ||||
| Shares | ||||
| Portuguese companies | 2,083 | - | 40,333 | 42,416 |
| Foreign companies | 25 | - | 13,292 | 13,317 |
| Investment fund units | 1,063 | - | 1,169,277 | 1,170,340 |
| Other securities | 383 | - | - | 383 |
| 3,554 | - | 1,222,902 | 1,226,456 | |
| Trading derivatives | 848,774 | - | - | 848,774 |
| 1,048,797 | 146,664 | 10,596,273 | 11,791,734 | |
| Level 1 | 194,943 | 146,664 | 8,239,244 | 8,580,851 |
| Level 2 | 239,634 | - | 1,060,858 | 1,300,492 |
| Level 3 | 614,220 | - | 1,296,171 | 1,910,391 |
The portfolio of financial assets available for sale, as at 31 December 2017, is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | ||||||
| Fair value | ||||||
| Amortised cost | hedge | Fair value | ||||
| Amortised cost | Impairment | net of impairment | adjustments | reserves | Total | |
| Fixed income: | ||||||
| Bonds issued by public entities | ||||||
| Portuguese issuers | 2,809,521 | - | 2,809,521 | 146,381 | (57,609) | 2,898,293 |
| Foreign issuers | 3,211,861 | - | 3,211,861 | - | 7,560 | 3,219,421 |
| Bonds issued by other entities | ||||||
| Portuguese issuers (*) | 1,309,423 | (87,369) | 1,222,054 | (1,973) | 71,556 | 1,291,637 |
| Foreign issuers | 1,555,832 | (1,427) | 1,554,405 | (391) | 6,490 | 1,560,504 |
| Treasury bills and other | ||||||
| Government bonds | ||||||
| Portuguese issuers | 585,072 | - | 585,072 | - | (164) | 584,908 |
| Foreign issuers | 784,264 | (1) | 784,263 | - | (504) | 783,759 |
| 10,255,973 | (88,797) | 10,167,176 | 144,017 | 27,329 | 10,338,522 | |
| Variable income: | ||||||
| Shares | ||||||
| Portuguese companies | 94,953 | (73,106) | 21,847 | - | 6,882 | 28,729 |
| foreign companies | 15,191 | (250) | 14,941 | - | 3,191 | 18,132 |
| Investment fund units | 1,475,209 | (408,226) | 1,066,983 | - | 19,481 | 1,086,464 |
| 1,585,353 | (481,582) | 1,103,771 | - | 29,554 | 1,133,325 | |
| 11,841,326 | (570,379) | 11,270,947 | 144,017 | 56,883 | 11,471,847 |
(*) This caption includes the amount related to impairment of overdue securities
The portfolio of financial assets available for sale, as at 31 December 2016, is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Fair value | ||||||
| Amortised cost | hedge | Fair value | ||||
| Amortised cost | Impairment | net of impairment | adjustments | reserves | Total | |
| Fixed income: | ||||||
| Bonds issued by public entities | ||||||
| Portuguese issuers | 3,527,771 | - | 3,527,771 | 77,981 | (295,463) | 3,310,289 |
| Foreign issuers | 3,295,644 | - | 3,295,644 | - | (5,337) | 3,290,307 |
| Bonds issued by other entities | ||||||
| Portuguese issuers (*) | 1,379,626 | (130,588) | 1,249,038 | (942) | 31,032 | 1,279,128 |
| Foreign issuers | 747,833 | (1,582) | 746,251 | (210) | 7,830 | 753,871 |
| Treasury bills and other | ||||||
| Government bonds | ||||||
| Portuguese issuers | 649,256 | - | 649,256 | - | 30 | 649,286 |
| Foreign issuers | 90,490 | - | 90,490 | - | - | 90,490 |
| 9,690,620 | (132,170) | 9,558,450 | 76,829 | (261,908) | 9,373,371 | |
| Variable income: | ||||||
| Shares | ||||||
| Portuguese companies | 116,404 | (86,197) | 30,207 | - | 10,126 | 40,333 |
| foreign companies | 12,672 | (281) | 12,391 | - | 901 | 13,292 |
| Investment fund units | 1,506,136 | (353,941) | 1,152,195 | - | 17,082 | 1,169,277 |
| 1,635,212 | (440,419) | 1,194,793 | - | 28,109 | 1,222,902 | |
| 11,325,832 | (572,589) | 10,753,243 | 76,829 | (233,799) | 10,596,273 |
(*) This caption includes the amount related to impairment of overdue securities
The portfolio of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale, net of impairment, as at 31 December 2017, by valuation levels, is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Fixed income: | ||||
| Bonds issued by public entities | ||||
| Portuguese issuers | 2,917,764 | 132,900 | - | 3,050,664 |
| Foreign issuers | 3,153,423 | 13 | 147,252 | 3,300,688 |
| Bonds issued by other entities | ||||
| Portuguese issuers (*) | 1,201,439 | 75,782 | 21,206 | 1,298,427 |
| Foreign issuers | 159,694 | 1,455,428 | 1 | 1,615,123 |
| Treasury bills and other Government bonds | ||||
| Portuguese issuers | 584,908 | - | - | 584,908 |
| Foreign issuers | 497,264 | 275,005 | 11,490 | 783,759 |
| 8,514,492 | 1,939,128 | 179,949 | 10,633,569 | |
| Variable income: | ||||
| Shares | ||||
| Portuguese companies | 1,541 | 7,101 | 22,187 | 30,829 |
| foreign companies | 24 | - | 18,132 | 18,156 |
| Investment fund units | 143 | - | 1,087,085 | 1,087,228 |
| Other securities | - | - | 851 | 851 |
| 1,708 | 7,101 | 1,128,255 | 1,137,064 | |
| Trading derivatives | 1,038 | 442,373 | 297,873 | 741,284 |
| 8,517,238 | 2,388,602 | 1,606,077 | 12,511,917 |
(*) This caption includes the amount related to impairment of overdue securities
The portfolio of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale, net of impairment, as at 31 December 2016, by valuation levels, is analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Level 1 | Level 2 | Level 3 | Total | ||
| Fixed income: | |||||
| Bonds issued by public entities | |||||
| Portuguese issuers | 3,352,504 | 116,252 | - | 3,468,756 | |
| Foreign issuers | 3,350,226 | 13 | 48,078 | 3,398,317 | |
| Bonds issued by other entities | |||||
| Portuguese issuers (*) | 1,076,804 | 179,121 | 36,694 | 1,292,619 | |
| Foreign issuers | 120,704 | 690,690 | - | 811,394 | |
| Treasury bills and other Government bonds | |||||
| Portuguese issuers | 654,928 | - | - | 654,928 | |
| Foreign issuers | - | 78,316 | 12,174 | 90,490 | |
| 8,555,166 | 1,064,392 | 96,946 | 9,716,504 | ||
| Variable income: | |||||
| Shares | |||||
| Portuguese companies | 19,428 | - | 22,988 | 42,416 | |
| foreign companies | 25 | - | 13,292 | 13,317 | |
| Investment fund units | 58 | 45 | 1,170,237 | 1,170,340 | |
| Other securities | - | - | 383 | 383 | |
| 19,511 | 45 | 1,206,900 | 1,226,456 | ||
| Trading derivatives | 6,174 | 236,055 | 606,545 | 848,774 | |
| 8,580,851 | 1,300,492 | 1,910,391 | 11,791,734 |
(*) This caption includes the amount related to impairment of overdue securities
As referred in IFRS 13, financial instruments are measured according to the levels of valuation described in note 48.
During 2017, were made reclassifications from level 2 to level 1 in the amount of Euros 40,436,000 (31 December 2016: Euros 7,202,000) related to securities that became complied with the requirements of this level, as described in note 48.
The variable income securities classified as level 3 includes units in restructuring funds (note 57) in the amount of Euros 1,022,068,000 (31 December 2016: Euros 1,113,482,000) which book value resulted from the last disclosure of the Net Asset Value (NAV) determined by the Management Company, which, as at 31 December 2017, corresponds to the NAV with reference to that date, except for Vega fund which reports to 30 June 2017, after considering the effects of the last audited accounts for the respective funds. These funds have a diverse set of assets and liabilities, valued in their respective accounts at fair value through internal methodologies used by the management company. It is not practicable to present a sensitivity analysis of the different components of the underlying assumptions used by entities in the presentation of NAV, nevertheless it should be noted that a variation of + / - 10 % of the NAV has an impact of Euros 102,207,000 (31 December 2016: Euros 111,348,000) in Equity of the Group. This impact includes the effect on Fair value reserves of Euros 13,603,000 (31 December 2016: Euros 41,542,000) and in Net income for the year, of Euros 88,604,000 (31 December 2016: Euros 75,252,000).
The instruments classified as level 3 have associated net gains not performed in the amount of Euros 26,205,000 (31 December 2016: Euros 19,915,000) recorded in fair value reserves. The amount of impairment associated to these securities amounts to Euros 549,752,000 as at 31 December 2017 (31 December 2016: Euros 536,365,000).
The analysis of the impact of the reclassifications performed in prior periods until 31 December 2017, are analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| At the reclassification date | 2017 | ||||
| Book value | Fair value | Book value | Fair value | Difference | |
| From Financial assets held for trading to: | |||||
| Financial assets available for sale | 196,800 | 196,800 | 20,566 | 20,566 | - |
| Financial assets held to maturity | 2,144,892 | 2,144,892 | 188,014 | 184,457 | (3,557) |
| From Financial assets available for sale to: | |||||
| Loans represented by securities | 2,713,524 | 2,713,524 | 4,375 | 4,313 | (62) |
| Financial assets held to maturity | 796,411 | 796,411 | 143,318 | 151,691 | 8,373 |
| 5,851,627 | 5,851,627 | 356,273 | 361,027 | 4,754 |
The amounts accounted in the income statement and in fair value reserves, as at 31 December 2017 related to financial assets reclassified in prior years, are analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Net income for the year |
Changes | |||
| Interests | Fair value reserves |
|||
| From Financial assets held for trading to: | ||||
| Financial assets available for sale | 411 | - | 411 | |
| Financial assets held to maturity | 3,183 | - | 3,183 | |
| From Financial assets available for sale to: | ||||
| Loans represented by securities | 127 | - | 127 | |
| Financial assets held to maturity | 15,321 | 252 | 15,573 | |
| 19,042 | 252 | 19,294 |
If the reclassifications described previously had not occurred, the additional amounts recognised in equity as at 31 December 2017, would be as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Net income for the year |
||||
| Fair value changes |
Retained earnings |
Fair value reserves |
Equity | |
| From Financial assets held for trading to: | ||||
| Financial assets available for sale | 755 | (736) | (19) | - |
| Financial assets held to maturity | 14,550 | (18,107) | - | (3,557) |
| From Financial assets available for sale to: | ||||
| Loans represented by securities | - | - | (62) | (62) |
| Financial assets held to maturity | - | - | 8,373 | 8,373 |
| 15,305 | (18,843) | 8,292 | 4,754 |
As at 31 December 2016, this reclassification is analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| At the reclassification date | 2016 | ||||
| Book value | Fair value | Book value | Fair value | Difference | |
| From Financial assets held for trading to: | |||||
| Financial assets available for sale | 196,800 | 196,800 | 17,744 | 17,744 | - |
| Financial assets held to maturity | 2,144,892 | 2,144,892 | 237,513 | 219,406 | (18,107) |
| From Financial assets available for sale to: | |||||
| Loans represented by securities | 2,713,524 | 2,713,524 | 4,375 | 4,375 | - |
| Financial assets held to maturity | 796,411 | 796,411 | 175,309 | 181,728 | 6,419 |
| 5,851,627 | 5,851,627 | 434,941 | 423,253 | (11,688) |
The amounts accounted in the income statement and in fair value reserves, as at 31 December 2016, related to financial assets reclassified are analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| Net income for the year |
Changes | ||
| Interests | Fair value reserves |
Equity | |
| From Financial assets held for trading to: | |||
| Financial assets available for sale | 490 | (791) | (301) |
| Financial assets held to maturity | 4,907 | - | 4,907 |
| From Financial assets available for sale to: | |||
| Loans represented by securities | 120 | - | 120 |
| Financial assets held to maturity | 3,262 | 252 | 3,514 |
| 8,779 | (539) | 8,240 |
If the reclassifications described previously had not occurred, the additional amounts recognised in equity as at 31 December 2016, would be as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Net income for the year |
||||
| Fair value | Retained | Fair value | ||
| changes | earnings | reserves | Equity | |
| From Financial assets held for trading to: | ||||
| Financial assets available for sale | (791) | 55 | 736 | - |
| Financial assets held to maturity | (11,716) | (6,391) | - | (18,107) |
| From Financial assets available for sale to: | ||||
| Financial assets held to maturity | - | - | 6,419 | 6,419 |
| (12,507) | (6,336) | 7,155 | (11,688) |
The changes occurred in impairment for financial assets available for sale are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 572,589 | 317,423 |
| Transfers | 211 | 3,719 |
| Impairment against profit and loss | 63,421 | 274,741 |
| Amounts charged-off | (68,046) | (14,395) |
| Exchange rate differences | (148) | (43) |
| Others variations | 2,352 | (8,856) |
| Balance on 31 December | 570,379 | 572,589 |
The Group recognises impairment for financial assets available for sale when there is a significant or prolonged decrease in its fair value or when there is an impact on expected future cash flows of the assets. This assessment involves judgment in which the Group takes into consideration, among other factors, the volatility of the securities prices.
Thus, as a consequence of the low liquidity and significant volatility in financial markets, the following factors were taken into consideration in determining the existence of impairment:
Equity instruments: (i) decreases of more than 30% against the purchase price; or (ii) the market value below the purchase price for a period exceeding 12 months;
Debt instruments: when there is objective evidence of events with impact on recoverable value of future cash flows of these assets.
The analysis of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale by maturity, as at 31 December 2017 is as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Up to | 3 months to | 1 year to | Over | |||
| 3 months | 1 year | 5 years | 5 years | Undetermined | Total | |
| Fixed income: | ||||||
| Bonds issued by public entities | ||||||
| Portuguese issuers | - | 113,832 | 1,153,773 | 1,783,059 | - | 3,050,664 |
| Foreign issuers | 34,481 | 668,025 | 2,468,195 | 129,987 | - | 3,300,688 |
| Bonds issued by other entities | ||||||
| Portuguese issuers | 27,848 | 4,378 | 837,947 | 428,254 | 3,722 | 1,302,149 |
| Foreign issuers | 1,455,431 | - | 66,548 | 93,144 | - | 1,615,123 |
| Treasury bills and other | ||||||
| Government bonds | ||||||
| Portuguese issuers | 89,554 | 495,354 | - | - | - | 584,908 |
| Foreign issuers | 73,296 | 701,516 | 7,430 | 1,517 | - | 783,759 |
| 1,680,610 | 1,983,105 | 4,533,893 | 2,435,961 | 3,722 | 10,637,291 | |
| Impairment for overdue securities | - | - | - | - | (3,722) | (3,722) |
| 1,680,610 | 1,983,105 | 4,533,893 | 2,435,961 | - | 10,633,569 | |
| Variable income: | ||||||
| Companies' shares | ||||||
| Portuguese companies | - | - | - | - | 30,829 | 30,829 |
| Foreign companies | - | - | - | - | 18,156 | 18,156 |
| Investment fund units | - | 1,818 | 16,307 | 1,061,438 | 7,665 | 1,087,228 |
| Other securities | - | - | - | - | 851 | 851 |
| - | 1,818 | 16,307 | 1,061,438 | 57,501 | 1,137,064 | |
| 1,680,610 | 1,984,923 | 4,550,200 | 3,497,399 | 57,501 | 11,770,633 |
The analysis of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale, by maturity, as at 31 December 2016, is as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Up to | 3 months to | 1 year to | Over | |||
| 3 months | 1 year | 5 years | 5 years | Undetermined | Total | |
| Fixed income: | ||||||
| Bonds issued by public entities | ||||||
| Portuguese issuers | - | 55,083 | 1,011,824 | 2,401,849 | - | 3,468,756 |
| Foreign issuers | 175,430 | 657,153 | 2,516,164 | 49,570 | - | 3,398,317 |
| Bonds issued by other entities | ||||||
| Portuguese issuers | - | 73,238 | 989,532 | 224,906 | 18,022 | 1,305,698 |
| Foreign issuers | 605,332 | 94 | 67,210 | 138,758 | - | 811,394 |
| Treasury bills and other | ||||||
| Government bonds | ||||||
| Portuguese issuers | 98,638 | 556,290 | - | - | - | 654,928 |
| Foreign issuers | 10,183 | 70,752 | 8,605 | 950 | - | 90,490 |
| 889,583 | 1,412,610 | 4,593,335 | 2,816,033 | 18,022 | 9,729,583 | |
| Impairment for overdue securities | - | - | - | - | (13,079) | (13,079) |
| 889,583 | 1,412,610 | 4,593,335 | 2,816,033 | 4,943 | 9,716,504 | |
| Variable income: | ||||||
| Companies' shares | ||||||
| Portuguese companies | - | - | - | - | 42,416 | 42,416 |
| Foreign companies | - | - | - | - | 13,317 | 13,317 |
| Investment fund units | - | 1,889 | 16,590 | 1,151,405 | 456 | 1,170,340 |
| Other securities | - | - | - | 383 | - | 383 |
| - | 1,889 | 16,590 | 1,151,788 | 56,189 | 1,226,456 | |
| 889,583 | 1,414,499 | 4,609,925 | 3,967,821 | 61,132 | 10,942,960 |
The analysis of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale by sector of activity as at 31 December 2017 is as follows:
| 2017 | (Thousands of euros) | ||||
|---|---|---|---|---|---|
| Other | |||||
| Financial | Overdue | ||||
| Bonds | Shares | Assets | Securities | Total | |
| Textiles | - | - | - | 203 | 203 |
| Wood and cork | - | - | - | 998 | 998 |
| Paper, printing and publishing | - | 2 | - | - | 2 |
| Chemicals | 26,753 | 2 | - | - | 26,755 |
| Machinery, equipment and basic metallurgical | - | 5 | - | - | 5 |
| Construction | - | 4 | - | 2,394 | 2,398 |
| Retail business | 4,378 | 1,621 | - | - | 5,999 |
| Wholesale business | 49,619 | 852 | - | 126 | 50,597 |
| Restaurants and hotels | - | 46 | - | - | 46 |
| Transports | 828,640 | 2,168 | - | - | 830,808 |
| Telecommunications | - | 6,424 | - | - | 6,424 |
| Services | |||||
| Financial intermediation (*) | 1,655,277 | 23,912 | 1,038,421 | - | 2,717,610 |
| Real estate activities | - | - | 41,543 | - | 41,543 |
| Consulting, scientific and technical activities | 220,367 | 365 | - | - | 220,732 |
| Administrative and support services activities | - | 12,779 | - | - | 12,779 |
| Public sector | 111,833 | - | - | - | 111,833 |
| Artistic, sports and recreational activities | 16,683 | 16 | - | - | 16,699 |
| Other services | - | 781 | 7,265 | 1 | 8,047 |
| Other international activities | - | 8 | 850 | - | 858 |
| 2,913,550 | 48,985 | 1,088,079 | 3,722 | 4,054,336 | |
| Government and Public securities | 6,351,352 | - | 1,368,667 | - | 7,720,019 |
| Impairment for overdue securities | - | - | - | (3,722) | (3,722) |
| 9,264,902 | 48,985 | 2,456,746 | - | 11,770,633 |
(*) The balance Other financial assets includes restructuring funds in the amount of Euros 1,022,068,000, which are classified in the sector of activity Services - Financial intermediation, but which have the core segment as disclosed in note 57.
The analysis of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale by sector of activity as at 31 December 2016 is as follows:
| 2016 | (Thousands of euros) | ||||
|---|---|---|---|---|---|
| Other | |||||
| Bonds | Shares | Financial Assets |
Overdue Securities |
Total | |
| Textiles | - | - | - | 203 | 203 |
| Wood and cork | - | - | - | 998 | 998 |
| Paper, printing and publishing | - | 11 | - | - | 11 |
| Chemicals | 26,193 | 7 | - | - | 26,200 |
| Machinery, equipment and basic metallurgical | - | 4 | - | - | 4 |
| Electricity and gas | 8,742 | - | - | - | 8,742 |
| Construction | - | 7 | - | 2,395 | 2,402 |
| Retail business | 4,501 | 1,667 | - | - | 6,168 |
| Wholesale business | - | 655 | - | 126 | 781 |
| Restaurants and hotels | - | 46 | - | - | 46 |
| Transports | 672,408 | 766 | - | - | 673,174 |
| Telecommunications | - | 21,054 | - | - | 21,054 |
| Services | |||||
| Financial intermediation (*) | 1,104,702 | 20,216 | 1,120,810 | 14,299 | 2,260,027 |
| Real estate activities | - | - | 43,251 | - | 43,251 |
| Consulting, scientific and technical activities | 176,390 | 102 | - | - | 176,492 |
| Administrative and support services activities | - | 10,441 | - | - | 10,441 |
| Health and collective service activities | 89,450 | - | - | - | 89,450 |
| Artistic, sports and recreational activities | 16,683 | 16 | - | - | 16,699 |
| Other services | 1 | 736 | 6,278 | 1 | 7,016 |
| Other international activities | - | 5 | 384 | - | 389 |
| 2,099,070 | 55,733 | 1,170,723 | 18,022 | 3,343,548 | |
| Government and Public securities | 6,867,073 | - | 745,418 | - | 7,612,491 |
| Impairment for overdue securities | - | - | - | (13,079) | (13,079) |
| 8,966,143 | 55,733 | 1,916,141 | 4,943 | 10,942,960 |
(*) The balance Other financial assets includes restructuring funds, in the amount of Euros 1,113,482,000, which are classified in the sector of activity Services - Financial intermediation, but which have the core segment as disclosed in note 57.
The Group, as part of the management process of the liquidity risk (note 52), holds a pool of eligible assets that can serve as collateral in funding operations in the European Central Bank and other Central Banks in countries were the Group operates, which includes fixed income securities. As at 31 December 2017, this caption included Euros 40,821,000 (31 December 2016: Euros 190,985,000) of securities included in the ECB's monetary policy pool.
The analysis of trading derivatives, by maturity, as at 31 December 2017, is as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 Notional (remaining term) |
Fair value | |||||
| Up to 3 months to Over 1 |
Liabilities | |||||
| 3 months | 1 year | year | Total | Assets | (note 36) | |
| Interest rate derivatives: | ||||||
| OTC Market: | ||||||
| Interest rate swaps | 678,483 | 989,986 | 9,006,938 | 10,675,407 | 419,592 | 347,497 |
| Interest rate options (purchase) | - | 83,417 | 113,839 | 197,256 | 456 | - |
| Interest rate options (sale) | - | - | 113,840 | 113,840 | - | 397 |
| Other interest rate contracts | 567 | 4,070 | 181,625 | 186,262 | 2,398 | 2,555 |
| 679,050 | 1,077,473 | 9,416,242 | 11,172,765 | 422,446 | 350,449 | |
| Stock Exchange transactions: | ||||||
| Interest rate futures | 127,088 | - | - | 127,088 | - | - |
| Currency derivatives: | ||||||
| OTC Market: | ||||||
| Forward exchange contract | 342,762 | 125,381 | 20,996 | 489,139 | 6,022 | 6,334 |
| Currency swaps | 1,234,112 | 727,606 | 14,625 | 1,976,343 | 12,282 | 22,884 |
| Currency options (purchase) | 11,168 | 61,638 | - | 72,806 | 1,539 | - |
| Currency options (sale) | 10,746 | 61,638 | - | 72,384 | - | 1,514 |
| 1,598,788 | 976,263 | 35,621 | 2,610,672 | 19,843 | 30,732 | |
| Shares/indexes: | ||||||
| OTC Market: | ||||||
| Shares/indexes swaps | 345,574 | 1,323,637 | 1,251,343 | 2,920,554 | 8,406 | 4,184 |
| Shares/indexes options (purchase) | - | - | 2,067 | 2,067 | - | - |
| Shares/indexes options (sale) | 522,088 | - | - | 522,088 | - | - |
| Others shares/indexesoptions (purchase) | - | - | 16,864 | 16,864 | 15,588 | - |
| Others shares/indexes options (sale) | - | - | 16,864 | 16,864 | - | - |
| 867,662 | 1,323,637 | 1,287,138 | 3,478,437 | 23,994 | 4,184 | |
| Stock exchange transactions: | ||||||
| Shares futures | 500,045 | 181,357 | - | 681,402 | - | - |
| Shares/indexes options (purchase) | 119,646 | 260,182 | 161,552 | 541,380 | 10,810 | - |
| Shares/indexes options (sale) | 4,072 | 2,710 | 2,668 | 9,450 | - | 474 |
| 623,763 | 444,249 | 164,220 | 1,232,232 | 10,810 | 474 | |
| Commodity derivatives: | ||||||
| Stock Exchange transactions: | ||||||
| Commodities futures | 13,353 | - | - | 13,353 | - | - |
| Credit derivatives: | ||||||
| OTC Market: | ||||||
| Credit default swaps (CDS) | 214,950 | 177,800 | 428,310 | 821,060 | 264,189 | 2,988 |
| Other credit derivatives (sale) | - | - | 69,370 | 69,370 | - | - |
| 214,950 | 177,800 | 497,680 | 890,430 | 264,189 | 2,988 | |
| Total derivatives traded in: | ||||||
| OTC Market | 3,360,450 | 3,555,173 | 11,236,681 | 18,152,304 | 730,472 | 388,353 |
| Stock Exchange | 764,204 | 444,249 | 164,220 | 1,372,673 | 10,810 | 474 |
| Embedded derivatives | 4,124,654 | 3,999,422 | 11,400,901 | 19,524,977 | 2 741,284 |
10,274 399,101 |
The analysis of trading derivatives, by maturity, as at 31 December 2016, is as follows:
| 2016 | (Thousands of euros) | |||||
|---|---|---|---|---|---|---|
| Notional (remaining term) | Fair value | |||||
| Up to | 3 months to | Over 1 | Liabilities | |||
| 3 months | 1 year | year | Total | Assets | (note 36) | |
| Interest rate Derivatives: | ||||||
| OTC Market: | ||||||
| Interest rate swaps | 389,419 | 1,397,333 | 9,786,013 | 11,572,765 | 519,817 | 477,010 |
| Interest rate options (purchase) | 2,267 | 92,472 | 108,888 | 203,627 | 29 | - |
| Interest rate options (sale) | 2,267 | 9,055 | 108,888 | 120,210 | - | 739 |
| Other interest rate contracts | 52,001 | 127,829 | 85,971 | 265,801 | 1,859 | 7,864 |
| 445,954 | 1,626,689 | 10,089,760 | 12,162,403 | 521,705 | 485,613 | |
| Stock Exchange transactions: | ||||||
| Interest rate futures | 201,384 | 18,974 | - | 220,358 | - | - |
| Currency derivatives: | ||||||
| OTC Market: | ||||||
| Forward exchange contract | 231,416 | 171,687 | 23,477 | 426,580 | 5,723 | 6,225 |
| Currency swaps | 2,684,852 | 384,258 | 3,846 | 3,072,956 | 41,058 | 7,512 |
| Currency options (purchase) | 41,232 | 39,571 | 42,798 | 123,601 | 3,149 | - |
| Currency options (sale) | 42,009 | 39,571 | 42,798 | 124,378 | - | 3,484 |
| 2,999,509 | 635,087 | 112,919 | 3,747,515 | 49,930 | 17,221 | |
| Shares/indexes: | ||||||
| OTC Market: | ||||||
| Shares/indexes swaps | 644,404 | 958,302 | 1,651,783 | 3,254,489 | 29,068 | 7,799 |
| Shares/indexes options (purchase) | - | - | 2,067 | 2,067 | - | - |
| Other shares/indexes options (purchase) | - | - | 16,864 | 16,864 | 13,671 | - |
| Other shares/indexes options (sale) | - | - | 16,864 | 16,864 | - | - |
| 644,404 | 958,302 | 1,687,578 | 3,290,284 | 42,739 | 7,799 | |
| Stock Exchange transactions: | ||||||
| Shares futures | 249,929 | - | - | 249,929 | - | - |
| Shares/indexes options (purchase) | 109,678 | 196,064 | 213,652 | 519,394 | 6,174 | - |
| Shares/indexes options (sale) | 9,506 | 9,369 | 1,782 | 20,657 | - | 234 |
| 369,113 | 205,433 | 215,434 | 789,980 | 6,174 | 234 | |
| Commodity derivatives: | ||||||
| Stock exchange transactions: | ||||||
| Commodities futures | 76,397 | - | - | 76,397 | - | - |
| Credit derivatives: | ||||||
| OTC Market: | ||||||
| Credit default swaps (CDS) | 221,900 | 552,000 | 828,544 | 1,602,444 | 228,031 | 6,381 |
| Other credit derivatives (sale) | - | - | 55,881 | 55,881 | - | - |
| 221,900 | 552,000 | 884,425 | 1,658,325 | 228,031 | 6,381 | |
| Total derivatives traded in: | ||||||
| OTC Market | 4,311,767 | 3,772,078 | 12,774,682 | 20,858,527 | 842,405 | 517,014 |
| Stock Exchange | 646,894 | 224,407 | 215,434 | 1,086,735 | 6,174 | 234 |
| Embedded derivatives | 195 | 6,111 | ||||
| 4,958,661 | 3,996,485 | 12,990,116 | 21,945,262 | 848,774 | 523,359 |
This balance is analysed, by hedging instruments, as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Assets | Liabilities | Assets | Liabilities | |
| Swaps | 234,345 | 164,438 | 51,806 | 380,636 |
| Others | - | 12,899 | 5,232 | 3,356 |
| 234,345 | 177,337 | 57,038 | 383,992 |
Hedging derivatives are measured in accordance with internal valuation techniques considering observable market inputs and, when not available, on information prepared by the Group by extrapolation of market data. In accordance with the hierarchy of the valuation sources, as referred in IFRS 13, these derivatives are classified in level 2. The Group resources to derivatives to hedge interest and exchange rate exposure risks. The accounting method depends on the nature of the hedged risk, namely if the Group is exposed to fair value changes, variability in cash flows or highly probable forecast transactions.
For the hedging relationships which comply with the hedging requirements of IAS 39, the Group adopts the hedge accounting method mainly interest rate and exchange rate derivatives. The fair value hedge model is adopted for debt securities, loans granted at fixed rate and money market loans and deposits, securities and combined hedge of variable rate financial assets and fixed rate financial liabilities. The cash flows hedge model is adopted for future transactions in foreign currency to cover dynamic changes in cash flows from loans granted and variable rate deposits in foreign currency and foreign currency mortgage loans.
During 2017, the relationships that follow the fair value hedge model recorded ineffectiveness of a negative amount of Euros 4,897,000 (31 December 2016: positive amount of Euros 11,238,000) and the hedging relationships that follow the cash flows model recorded ineffectiveness of a negative amount of Euros 4,622,000 (31 December 2016: negative amount of Euros 4,206,000).
During 2017, reclassifications were made from fair value reserves to results, related to cash flow hedge relationships, in a positive amount of Euros 26,586,000 (31 December 2016: positive amount Euros 16,220,000).
The accumulated adjustment on financial risks covered performed on the assets and liabilities which includes hedged items is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| Hedged items | 2017 | 2016 |
| Loans | 4,825 | 6,242 |
| Deposits | 4,194 | 6,341 |
| Debt issued | (48,415) | (51,806) |
| (39,396) | (39,223) |
The analysis of hedging derivatives portfolio, by maturity, as at 31 December 2017, is as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | |||||
| Notional (remaining term) | Fair value | ||||
| Up to | 3 months to | Over 1 | |||
| 3 months | 1 year | year | Total | Assets | Liabilities |
| - | 5,288 | 6,724,940 | 6,730,228 | 20,444 | 53,744 |
| 450,000 | - | - | 450,000 | - | 12,899 |
| 450,000 | 5,288 | 6,724,940 | 7,180,228 | 20,444 | 66,643 |
| 76,396 | 249,784 | 12,467,904 | 12,794,084 | 3,756 | 46,054 |
| 89,800 | 9,932 | - | 99,732 | 12,501 | - |
| 492,427 | 412,928 | 2,781,626 | 3,686,981 | 197,644 | 42,352 |
| 582,227 | 422,860 | 2,781,626 | 3,786,713 | 210,145 | 42,352 |
| - | 224,675 | 371,152 | 595,827 | - | 22,288 |
| 1,108,623 | 902,607 | 22,345,622 | 24,356,852 | 234,345 | 177,337 |
The analysis of hedging derivatives portfolio, by maturity, as at 31 December 2016, is as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Notional (remaining term) | Fair value | |||||
| Up to | 3 months to | Over 1 | ||||
| 3 months | 1 year | year | Total | Assets | Liabilities | |
| Fair value hedging derivatives related to | ||||||
| interest rate risk changes: | ||||||
| OTC Market: | ||||||
| Interest rate swaps | 341,100 | - | 6,548,576 | 6,889,676 | 27,168 | 90,865 |
| Others | 550,000 | 150,000 | - | 700,000 | 5,232 | 3,356 |
| 891,100 | 150,000 | 6,548,576 | 7,589,676 | 32,400 | 94,221 | |
| Cash flow hedging derivatives related to | ||||||
| interest rate risk changes: | ||||||
| OTC Market: | ||||||
| Interest rate swaps | 77,092 | 158,719 | 6,677,312 | 6,913,123 | 3,963 | 29,273 |
| Cash flow hedging derivatives related to | ||||||
| currency risk changes: | ||||||
| OTC Market: | ||||||
| Currency swaps | 93,356 | 141,393 | - | 234,749 | 2,375 | 1,931 |
| Other currency contracts | 771,735 | 974,062 | 2,538,745 | 4,284,542 | 89 | 258,515 |
| 865,091 | 1,115,455 | 2,538,745 | 4,519,291 | 2,464 | 260,446 | |
| Hedging derivatives related to | ||||||
| net investment in foreign operations: | ||||||
| OTC Market: | ||||||
| Currency and interest rate swap | - | 178,371 | 358,768 | 537,139 | 18,211 | 52 |
| Total derivatives traded by: | ||||||
| OTC Market | 1,833,283 | 1,602,545 | 16,123,401 | 19,559,229 | 57,038 | 383,992 |
The balance Financial assets held to maturity is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Bonds and other fixed income securities | ||
| Issued by public entities | 119,873 | 152,119 |
| Issued by other entities | 291,926 | 359,062 |
| 411,799 | 511,181 |
The balance Financial assets held to maturity includes, as at 31 December 2017, the amount of Euros 188,014,000 (31 December 2016: Euros 237,513,000) related to non-derivatives financial assets (bonds) reclassified in previous years from financial assets held for trading caption to financial assets held to maturity caption, as referred in the accounting policy note 1 f) and note 23.
The balance Financial assets held to maturity also includes, as at 31 December 2017, the amount of Euros 143,318,000 (31 December 2016: Euros 175,309,000) related to non-derivatives financial assets (bonds) reclassified in previous periods, from Financial assets available for sale caption to Financial assets held to maturity caption, as referred in the accounting policy note 1 f) and note 23.
As at 31 December 2017, the Financial assets held to maturity portfolio is analysed as follows:
| (Thousands of euros) 2017 |
||||||
|---|---|---|---|---|---|---|
| Description | Country | Maturity date | Interest rate | Nominal value | Book value | Fair value |
| Issued by Government and public entities | ||||||
| BTPS 4.5 PCT 08/01.08.2018 EUR | Italy | August, 2018 | 4.5% | 50,000 | 50,859 | 52,383 |
| OT 2015/2018 - 1ª Série | Mozambique | February, 2018 | 10% | 2,885 | 2,777 | 2,778 |
| OT 2015/2018 - 2ª Série | Mozambique | February, 2018 | 10% | 13,022 | 12,533 | 12,544 |
| OT 2015/2018 - 3ª Série | Mozambique | March, 2018 | 10% | 8,690 | 8,364 | 8,372 |
| OT 2015/2019 - 4ª Série | Mozambique | November, 2019 10.13% | 6,623 | 5,966 | 5,755 | |
| OT 2015/2019 - 6ª Série | Mozambique | December, 2019 | 10.5% | 28,789 | 27,000 | 25,203 |
| OT 2016/2019 - 1ª Série | Mozambique | March, 2019 | 11% | 4,485 | 4,225 | 4,044 |
| OT 2016/2020 - 2ª Série | Mozambique | May, 2020 | 12.75% | 4,424 | 4,148 | 3,995 |
| OT 2015/2019 - 5ª Série | Mozambique | December, 2019 | 10.5% | 4,362 | 4,001 | 3,740 |
| 119,873 | 118,814 | |||||
| Issued by other entities | ||||||
| CP Comboios Pt 09/16.10.2019 | Portugal | October, 2019 | 4.17% | 75,000 | 74,964 | 80,851 |
| Edia SA 07/30.01.2027 | Portugal | January, 2027 | Euribor 6M+0,005% | 40,000 | 39,145 | 34,555 |
| Stcp 00/05.06.2022 - 100Mios Call | Portugal | June, 2022 | Euribor 6M + | 100,000 | 98,945 | 98,454 |
| Semest. a Partir 10Cpn-Min.10Mios | 0,0069% | |||||
| Mbs Magellan M Series 1 Class A | Ireland | December, 2036 | Euribor 3M+0,54% | 34,740 | 34,743 | 34,532 |
| Mbs Magellan M Series 1 Class B | Ireland | December, 2036 | Euribor 3M+1,16% | 26,300 | 26,310 | 24,944 |
| Mbs Magellan M Series 1 Class C | Ireland | December, 2036 | Euribor 3M+2,6% | 17,800 | 17,819 | 14,185 |
| 291,926 | 287,521 | |||||
| 411,799 | 406,335 |
As at 31 December 2016, the Financial assets held to maturity portfolio is analysed as follows:
| (Thousands of euros) 2016 |
||||||
|---|---|---|---|---|---|---|
| Description | Country | Maturity date | Interest rate | Nominal value | Book value | Fair value |
| Issued by Government and public entities | ||||||
| BTPS 4.5 Pct 08/01.08.2018 EUR | Italy | August, 2018 | 4.5% | 50,000 | 50,728 | 54,623 |
| OT 2013/2017 - 1ª Serie | Mozambique | April, 2017 | 7.5% | 4,807 | 4,363 | 4,244 |
| OT 2013/2017 - 3ª Serie | Mozambique | September, 2017 9.875% | 3,320 | 3,414 | 3,414 | |
| OT 2013/2017 - 4ª Serie | Mozambique | December, 2017 | 9.875% | 1,328 | 1,338 | 1,338 |
| OT 2014/2017 - 1ª Série | Mozambique | October, 2017 | 9.875% | 3,984 | 3,644 | 3,607 |
| OT 2014/2017 - 2ª Série | Mozambique | November, 2017 9.875% | 3,984 | 3,585 | 3,607 | |
| OT 2014/2017 - 3ª Serie | Mozambique | December, 2017 | 9.875% | 2,656 | 2,593 | 2,587 |
| OT 2014/2017 - 4ª Série | Mozambique | July, 2017 | 9.875% | 2,656 | 2,662 | 2,660 |
| OT 2014/2017 - 5ª Série | Mozambique | August, 2017 | 10% | 2,656 | 2,551 | 2,535 |
| OT 2014/2017 - 6ª Série | Mozambique | November, 2017 10.75% | 7,967 | 8,100 | 8,100 | |
| OT 2014/2017 - 7ª Série | Mozambique | November, 2017 10.25% | 7,079 | 6,754 | 6,718 | |
| OT 2014/2017 - 8ª Série | Mozambique | December, 2017 | 10.125% | 2,191 | 2,102 | 2,092 |
| OT 2015/2018 - 1ª Série | Mozambique | August, 2018 | 10% | 2,698 | 2,346 | 2,326 |
| OT 2015/2018 - 2ª Série | Mozambique | August, 2018 | 10% | 12,180 | 10,592 | 10,501 |
| OT 2015/2018 - 3ª Série | Mozambique | September, 2018 10% | 8,128 | 7,069 | 7,008 | |
| OT 2015/2019 - 4ª Série | Mozambique | November, 2019 10.125% | 6,195 | 5,141 | 5,104 | |
| OT 2015/2019 - 5ª Série | Mozambique | December, 2019 | 10.5% | 4,080 | 4,037 | 4,037 |
| OT 2015/2019 - 6ª Série | Mozambique | December, 2019 | 10.5% | 26,927 | 23,773 | 23,646 |
| OT 2016/2019 - 1ª Série | Mozambique | March, 2019 | 11% | 4,195 | 3,644 | 3,615 |
| OT 2016/2020 - 2ª Série | Mozambique | May, 2020 | 12.75% | 4,138 | 3,683 | 3,667 |
| 152,119 | 155,429 | |||||
| Issued by other entities | ||||||
| CP Comboios Pt 09/16.10.2019 | Portugal | October, 2019 | 4.170% | 75,000 | 74,578 | 81,582 |
| Edia SA 07/30.01.2027 | Portugal | January, 2027 | Euribor 6M+0,005% | 40,000 | 39,052 | 27,675 |
| STCP 00/05.06.2022- 100Mios Call | Portugal | June, 2022 | Euribor 6M + | 100,000 | 98,709 | 87,636 |
| Semest. a Partir 10Cpn-Min.10Mios | 0,0069% | |||||
| Ayt Cedulas 07/21.03.2017 | Spain | March, 2017 | 4.000% | 50,000 | 51,527 | 51,974 |
| Mbs Magellan M Series 1 Class A | Ireland | December, 2036 | Euribor 3M+0,54% | 51,062 | 51,067 | 50,399 |
| Mbs Magellan M Series 1 Class B | Ireland | December, 2036 | Euribor 3M+1,16% | 26,300 | 26,310 | 24,339 |
| Mbs Magellan M Series 1 Class C | Ireland | December, 2036 | Euribor 3M+2,6% | 17,800 | 17,819 | 14,185 |
| 359,062 | 337,790 | |||||
| 511,181 | 493,219 |
The analysis of Bonds and other fixed income securities portfolio, net of impairment, included in Financial assets held to maturity, by maturity, as at 31 December 2017 is as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | ||||||
| Up to 3 months |
3 months to 1 year |
1 year to 5 years |
Over 5 years |
Total | ||
| Bonds issued by public entities | ||||||
| Foreign issuers | 23,674 | 50,859 | 45,340 | - | 119,873 | |
| Bonds issued by other entities | ||||||
| Portuguese issuers | - | - | 173,909 | 39,145 | 213,054 | |
| Foreign issuers | - | - | - | 78,872 | 78,872 | |
| 23,674 | 50,859 | 219,249 | 118,017 | 411,799 |
The analysis of Bonds and other fixed income securities portfolio, net of impairment, included in Financial assets held to maturity, by maturity, as at 31 December 2016 is as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2016 | |||||||
| Up to | 3 months to 1 year |
1 year to 5 years |
Over 5 years |
Total | |||
| 3 months | |||||||
| Bonds issued by public entities | |||||||
| Foreign issuers | - | 41,106 | 111,013 | - | 152,119 | ||
| Bonds issued by other entities | |||||||
| Portuguese issuers | - | - | 74,578 | 137,761 | 212,339 | ||
| Foreign issuers | 51,527 | - | - | 95,196 | 146,723 | ||
| 51,527 | 41,106 | 185,591 | 232,957 | 511,181 |
The analysis of Bonds and other fixed income securities portfolio, net of impairment, included in Financial assets held to maturity, by sector of activity, is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Transports and communications | 173,909 | 173,287 |
| Services | ||
| Financial intermediation | 78,872 | 146,723 |
| Consulting, scientific and technical activities | 39,145 | 39,052 |
| 291,926 | 359,062 | |
| Government and Public securities | 119,873 | 152,119 |
| 411,799 | 511,181 |
As referred in note 52, as part of the management process of the liquidity risk, the Group holds a pool of eligible assets that can be used as collateral in funding operations with the European Central Bank and other Central Banks in countries were the Group operates, in which are included fixed income securities. As at 31 December 2017, there is no securities included in the ECB's monetary policy (31 December 2016: Euros 51,447,000).
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Portuguese credit institutions | 35,249 | 46,271 |
| Foreign credit institutions | 331,617 | 253,478 |
| Other Portuguese companies | 284,611 | 277,454 |
| Other foreign companies | 21,897 | 21,663 |
| 673,374 | 598,866 | |
| Impairment | (102,012) | - |
| 571,362 | 598,866 | |
The balance Investments in associated companies is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Ownership on equity |
Goodwill | Impairment for investments in associated companies |
Total | Total | ||
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. | 252,577 | - | - | 252,577 | 244,497 | |
| Banco Millennium Atlântico, S.A. (note 59) | 150,122 | 146,676 | (84,001) | 212,797 | 219,754 | |
| Unicre - Instituição Financeira de Crédito, S.A. | 27,813 | 7,436 | - | 35,249 | 46,271 | |
| Banque BCP, S.A.S. | 34,819 | - | - | 34,819 | 32,438 | |
| SIBS, S.G.P.S, S.A. | 23,954 | - | - | 23,954 | 25,575 | |
| Webspectator Corporation | 87 | 18,011 | (18,011) | 87 | 18,111 | |
| Mundotêxtil - Indústrias Têxteis, S.A. | 6,198 | - | - | 6,198 | 6,854 | |
| Banque BCP (Luxembourg), S.A. | - | - | - | - | 1,286 | |
| Others | 4,815 | 866 | - | 5,681 | 4,080 | |
| 500,385 | 172,989 | (102,012) | 571,362 | 598,866 |
These investments correspond to unquoted companies. According to the accounting policy described in note 1 b), these investments are measured at the equity method.
The Group's companies included in the consolidation perimeter are presented in note 60.
In 2017 the impairment of the year for investments in associated companies amounts to Euros 57,764,000 of which Euros 39,753,000 related to Banco Millennium Atlântico, S.A. and Euros 18,011,000 to Webspectator Corporation.
The main indicators of the principal associated companies, as at 31 december 2017, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 (a) | ||||||
| % | Total | Total | Total | Net income | ||
| Country | held | Assets | Liabilities | Income | for the year | |
| Millenniumbcp Ageas Grupo | ||||||
| Segurador, S.G.P.S., S.A. | Portugal | 49.0 | 11,278,530 | 10,448,465 | 743,193 | 60,447 |
| Banco Millennium Atlântico, S.A. (*) | Angola | 22.7 | 5,376,370 | 4,731,587 | 589,731 | 125,510 |
| Unicre - Instituição Financeira de | ||||||
| Crédito, S.A. (**) | Portugal | 32.0 | 312,533 | 235,286 | 169,970 | 22,900 |
| Banque BCP, S.A.S. | France | 19.9 | 3,501,501 | 3,326,529 | 120,391 | 17,662 |
| SIBS, S.G.P.S, S.A. (**) | Portugal | 22.7 | 185,380 | 70,100 | 179,995 | 12,498 |
(a) - Non audited accounts
(*) - These indicators correspond to the statutory financial statements that do not include the effects of applying IAS 29.
(**) - Provisional values.
The main indicators of the principal associated companies, as at 31 december 2016, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 (a) | ||||||
| % | Total | Total | Total | Net income | ||
| Country | held | Assets | Liabilities | Income | for the year | |
| Millenniumbcp Ageas Grupo | ||||||
| Segurador, S.G.P.S., S.A. | Portugal | 49.0 | 10,519,633 | 9,693,976 | 743,285 | 40,342 |
| Banco Millennium Atlântico, S.A. | Angola | 22.7 | 5,543,186 | 4,882,720 | 609,145 | 137,761 |
| Unicre - Instituição Financeira de | ||||||
| Crédito, S.A. | Portugal | 32.0 | 339,037 | 255,619 | 209,070 | 60,545 |
| Banque BCP, S.A.S. | France | 19.9 | 3,217,286 | 3,054,283 | 118,315 | 15,015 |
| SIBS, S.G.P.S, S.A. | Portugal | 22.7 | 185,380 | 70,100 | 212,895 | 45,398 |
| Banque BCP (Luxembourg), S.A. | Luxembourg | 3.6 | 590,770 | 555,371 | 16,633 | 850 |
(a) - Audited accounts
In accordance with the requirements of IFRS 12 and considering their relevance, the movements ocurred in investments in Millenniumbcp Ageas Group Segurador, S.G.P.S., S.A. and in Banco Millennium Atlântico, S.A., are analysed as follows:
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. |
Banco Millennium Atlântico, S.A. |
|||
|---|---|---|---|---|
| 2017 | 2016 | 2017 | 2016 | |
| Ownership held by BCP on equity of the associates as at 1 January | 244,497 | 222,914 | 219,754 | - |
| Merger of Banco Millennium Angola, S.A. with Banco Privado Atlântico, S.A. | - | - | - | 205,140 |
| Application of IAS 29 - Effect on 1 January 2017 (note 43) | ||||
| Net non-monetary assets of the BMA | - | - | 26,010 | - |
| Goodwill associated with BMA investment | - | - | 18,238 | - |
| Impairment for investments in associates | - | - | (44,248) | - |
| Application of IAS 29 for the year: | ||||
| Net non-monetary assets of the BMA | ||||
| Effect on BMA's equity (note 43) | - | - | 34,321 | - |
| Effect of exchange rate variations (note 43) | - | - | (2,729) | - |
| Reavaluation in net income (note 15) | - | - | (9,092) | - |
| Goodwill of the merger operation | ||||
| Effect of exchange rate variations (note 43) | - | - | (3,164) | - |
| Reavaluation in net income (note 15) | - | - | 20,417 | - |
| Impairment for investments in associates | - | - | (39,753) | - |
| Appropriation of the net income of the associates (note 15) (*) | 35,413 | 26,036 | 28,534 | 13,306 |
| Appropriation of the net income of previous years (note 15) | - | - | (14) | - |
| Other comprehensive income attributable to BCP | 26,442 | (4,453) | 1,007 | 755 |
| Exchange differences | ||||
| Effect on BMA's equity | - | - | (19,082) | 11,632 |
| Goodwill associated with BMA investment | - | - | (3,392) | - |
| Dividends received | (53,900) | - | (14,011) | (10,031) |
| Other adjustments | 125 | - | 1 | (1,048) |
| Investment held at the end of the year | 252,577 | 244,497 | 212,797 | 219,754 |
(*) For Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A includes adjustments according to BCP GAAP.
The following table presents the financial statements, prepared in accordance with IFRS, for the mentioned associated companies modified by the consolidation adjustments:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. |
Banco Millennium Atlântico, S.A. |
|||
| 2017 | 2016 | 2017 | 2016 | |
| Income | 743,193 | 743,285 | 589,731 | 609,145 |
| Net profit for the year | 60,447 | 40,342 | 125,510 | 137,761 |
| Comprehensive income | 53,962 | (9,087) | 4,427 | 3,322 |
| Total comprehensive income attributable to Shareholders of the associates | 114,409 | 31,255 | 129,937 | 141,083 |
| Comprehensive income (pre-acquisition) | - | - | - | (78,663) |
| Adjustments of intra-group transactions (reverse | ||||
| of the VOBA annual amortization (*) | 11,826 | 12,792 | ||
| Application of IAS 29 from the date of the merger (April 2016) | (39,992) | - | ||
| Attributable to Shareholders of the associates adjusted to BCP GAAP | 126,235 | 44,047 | 129,937 | 62,420 |
| Attributable to the BCP Group | 61,855 | 21,583 | 20,449 | 14,061 |
| Financial assets | 10,906,584 | 10,124,342 | 4,453,054 | 4,866,955 |
| Non-financial assets | 371,946 | 395,291 | 923,316 | 676,231 |
| Financial liabilities | (10,358,115) | (9,581,715) | (4,614,674) | (4,714,890) |
| Non-financial liabilities | (90,350) | (112,261) | (116,913) | (167,830) |
| Total equity attributable to Shareholders of the associates | 830,065 | 825,657 | 644,783 | 660,466 |
| Adjustments of intra-group transactions (reverse | ||||
| of the VOBA total amortizations (*) | 316,301 | 304,219 | ||
| Application of IAS 29 from the date of the merger (April 2016) | 213,376 | - | ||
| Attributable to Shareholders of the associates adjusted to BCP GAAP | 1,146,366 | 1,129,876 | 858,159 | 660,466 |
| Attributable to the BCP Group | 561,719 | 553,639 | 195,099 | 150,154 |
| Reverse of the initial gain in 2004 allocated to the BCP Group | (309,142) | (309,142) | - | - |
| Goodwill of the merge | 101,699 | 69,600 | ||
| Impairment for investments in associated companies | (84,001) | - | ||
| Attributable to the BCP Group adjusted of consolidation items | 252,577 | 244,497 | 212,797 | 219,754 |
(*) - VOBA corresponds to the estimated current value of the future cash flows of the contracts in force at the date of acquisition. The value of the acquired business (VOBA) is recognized in the consolidated accounts of Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. as intangible assets and is amortized over the period of recognition of the income associated with the policies acquired.
This balance is analysed as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2017 | 2016 | ||||||
| Gross value | Impairment | Net value | Gross value | Impairment | Net value | ||
| Real estate | |||||||
| Assets arising from recovered loans | 1,799,228 | (234,840) | 1,564,388 | 1,798,040 | (203,020) | 1,595,020 | |
| Assets belong to investments funds | |||||||
| and real estate companies | 536,911 | (56,552) | 480,359 | 529,261 | (7,277) | 521,984 | |
| Assets for own use (closed branches) | 67,092 | (14,886) | 52,206 | 77,323 | (7,106) | 70,217 | |
| Equipment and other | 48,045 | (11,877) | 36,168 | 31,577 | (10,176) | 21,401 | |
| Other assets | 31,446 | - | 31,446 | 41,537 | - | 41,537 | |
| 2,482,722 | (318,155) | 2,164,567 | 2,477,738 | (227,579) | 2,250,159 |
The assets included in this balance are accounted for in accordance with the accounting policy note 1 k).
The balance Real estate - Assets arising from recovered loans includes, essentially, real estate resulted from recovered loans or judicial auction following the resolution of credit agreements to customers being accounted for at the time the Group assumes control of the asset, which is usually associated with the transfer of their legal ownership. Additional information on these assets is presented in note 52.
These assets are available for sale in a period less than one year and the Bank has a strategy for its sale, according to the characteristic of each asset. However, taking into account the actual market conditions, it was not possible in all instances to conclude the sales in the expected time. The sale strategy is based in an active search of buyers, with the Bank having a website where advertises these properties and through partnerships with the mediation of companies having more ability for the product that each time the Bank has for sale. Prices are periodically reviewed and adjusted for continuous adaptation to the market.
The Group requests, regularly, to the Bank of Portugal, following the Article 114º of the General Regime of Credit Institutions and Financial Companies, the extension of the period of holding these properties.
The referred balance includes real estate for which the Group has already established contracts for the sale in the amount of Euros 77,152,000 (31 December 2016: Euros 92,682,000), of which Euros 7,079,000 (31 December 2016: Euros 19,938,000) relate to properties held by investment funds. The impairment associated with all the established contracts is Euros 4,832,000 (31 December 2016: Euros 17,435,000), which was calculated taking into account the value of the respective contracts.
The changes occurred in impairment for non-current assets held for sale are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 227,579 | 265,170 |
| Transfers | - | (13,786) |
| Charge for the year | 155,236 | 51,296 |
| Reversals for the year | (4,618) | - |
| Amounts charged-off | (60,173) | (73,980) |
| Exchange rate differences | 131 | (1,121) |
| Balance on 31 December | 318,155 | 227,579 |
The balance Investment property corresponds to real estate evaluated in accordance with the accounting policy presented in note 1 r), based on independent assessments and compliance with legal requirements.
The rents received related to these assets amounted to Euros 761,000 (31 December 2016: Euros 1,001,000), and the maintenance expenses related to rented or not rented real estate, amount to Euros 295,000 (31 December 2016: Euros 375,000).
The changes occurred in this caption are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 12,692 | 146,280 |
| Transfers from / to non-current assets held for sale (note 27) | 7,617 | (112,481) |
| Transfers from / (to) tangible assets | (3,808) | 19,283 |
| Revaluations | (1,858) | (7,963) |
| Disposals | (2,243) | (32,427) |
| Balance on 31 December | 12,400 | 12,692 |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Real estate | 830,989 | 841,497 |
| Equipment | ||
| Furniture | 83,202 | 82,947 |
| Machinery | 45,279 | 44,642 |
| Computer equipment | 300,310 | 286,268 |
| Interior installations | 140,628 | 136,563 |
| Motor vehicles | 30,597 | 24,857 |
| Security equipment | 70,960 | 71,391 |
| Other equipment | 31,394 | 29,696 |
| Work in progress | 20,288 | 16,532 |
| Other tangible assets | 230 | 219 |
| 1,553,877 | 1,534,612 | |
| Accumulated depreciation | ||
| Charge for the year (note 11) | (41,685) | (39,100) |
| Charge for the previous years | (1,021,769) | (1,021,646) |
| (1,063,454) | (1,060,746) | |
| 490,423 | 473,866 |
As at 31 December 2017, the caption Real Estate includes the amount of Euros 166,601,000 (31 December 2016: Euros 162,793,000) related to real estate held by the Group's real estate investment funds.
The changes occurred in Other tangible assets, during 2017, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Transfers and | ||||||
| Balance on | Acquisitions | Disposals | changes in | Exchange | Balance on | |
| 1 January | / Charge | / Charged-off | perimeter | differences | 31 December | |
| Real estate | 841,497 | 5,760 | (25,548) | 807 | 8,473 | 830,989 |
| Equipment: | ||||||
| Furniture | 82,947 | 2,391 | (2,696) | 280 | 280 | 83,202 |
| Machinery | 44,642 | 444 | (1,130) | 129 | 1,194 | 45,279 |
| Computer equipment | 286,268 | 10,734 | (3,442) | 4,258 | 2,492 | 300,310 |
| Interior installations | 136,563 | 1,808 | (761) | 2,403 | 615 | 140,628 |
| Motor vehicles | 24,857 | 13,311 | (8,448) | - | 877 | 30,597 |
| Security equipment | 71,391 | 707 | (1,558) | 181 | 239 | 70,960 |
| Other equipment | 29,696 | 55 | (2,913) | 3,043 | 1,513 | 31,394 |
| Work in progress | 16,532 | 29,699 | (1,181) | (25,309) | 547 | 20,288 |
| Other tangible assets | 219 | 1 | (1) | - | 11 | 230 |
| 1,534,612 | 64,910 | (47,678) | (14,208) | 16,241 | 1,553,877 | |
| Accumulated depreciation | ||||||
| Real estate | (450,020) | (19,417) | 25,231 | 5,462 | (3,888) | (442,632) |
| Equipment: | ||||||
| Furniture | (75,123) | (1,964) | 2,543 | 102 | (129) | (74,571) |
| Machinery | (41,485) | (644) | 1,130 | 1 | (1,095) | (42,093) |
| Computer equipment | (266,480) | (9,572) | 3,327 | 4 | (1,931) | (274,652) |
| Interior installations | (126,747) | (2,050) | 756 | 34 | (306) | (128,313) |
| Motor vehicles | (13,192) | (4,233) | 4,983 | 10 | (444) | (12,876) |
| Security equipment | (65,590) | (1,609) | 1,548 | 103 | (178) | (65,726) |
| Other equipment | (22,072) | (2,196) | 2,794 | (10) | (1,071) | (22,555) |
| Other tangible assets | (37) | - | 1 | - | - | (36) |
| (1,060,746) | (41,685) | 42,313 | 5,706 | (9,042) | (1,063,454) | |
| 473,866 | 23,225 | (5,365) | (8,502) | 7,199 | 490,423 |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Goodwill - Differences arising on consolidation | ||
| Bank Millennium, S.A. (Poland) | 115,094 | 125,447 |
| Real estate and mortgage credit | 40,859 | 40,859 |
| Others | 20,976 | 31,354 |
| 176,929 | 197,660 | |
| Impairment | ||
| Real estate and mortgage credit | (40,859) | (40,859) |
| Others | (16,473) | (26,870) |
| (57,332) | (67,729) | |
| 119,597 | 129,931 | |
| Intangible assets | ||
| Software | 122,124 | 101,739 |
| Other intangible assets | 56,731 | 52,509 |
| 178,855 | 154,248 | |
| Accumulated amortization | ||
| Charge for the year (note 11) | (11,897) | (10,724) |
| Charge for the previous years | (122,149) | (111,349) |
| (134,046) | (122,073) | |
| 44,809 | 32,175 | |
| 164,406 | 162,106 |
The changes occurred in Goodwill and intangible assets balances, during 2017, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Transfers and | ||||||
| Balance on | Acquisitions | Disposals | changes in | Exchange | Balance on | |
| 1 January | / Charge | / Charged-off | perimeter | differences | 31 December | |
| Goodwill - Differences arising | ||||||
| on consolidation | 197,660 | 4 | (10,401) | - | (10,334) | 176,929 |
| Impairment for goodwill | (67,729) | (4) | 10,401 | - | - | (57,332) |
| 129,931 | - | - | - | (10,334) | 119,597 | |
| Intangible assets | ||||||
| Software | 101,739 | 22,211 | (5,829) | - | 4,003 | 122,124 |
| Other intangible assets | 52,509 | 1,272 | (1) | - | 2,951 | 56,731 |
| 154,248 | 23,483 | (5,830) | - | 6,954 | 178,855 | |
| Accumulated depreciation: | ||||||
| Software | (72,229) | (11,060) | 5,828 | 275 | (3,100) | (80,286) |
| Other intangible assets | (49,844) | (837) | - | (275) | (2,804) | (53,760) |
| (122,073) | (11,897) | 5,828 | - | (5,904) | (134,046) | |
| 32,175 | 11,586 | (2) | - | 1,050 | 44,809 | |
| 162,106 | 11,586 | (2) | - | (9,284) | 164,406 |
The change occurred in Goodwill - Differences arising on consolidation and impairment - Disposals / Write-offs due mainly to the liquidation of the subsidiary Propaço - Sociedade Imobiliária de Paço D'Arcos, Lda, which occurred during 2017.
The changes occurred in Goodwill and intangible assets balances, during 2016, are analysed as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| Transfers and | |||||||
| Balance on | Acquisitions | Disposals | changes in | Exchange | Balance on | ||
| 1 January | / Charge | / Charged-off | perimeter | differences | 31 December | ||
| Goodwill - Differences arising | |||||||
| on consolidation | 192,401 | 13,816 | - | (8,429) | (128) | 197,660 | |
| Impairment for goodwill | (16,707) | (51,022) | - | - | - | (67,729) | |
| 175,694 | (37,206) | - | (8,429) | (128) | 129,931 | ||
| Intangible assets | |||||||
| Software | 120,432 | 13,026 | (14,430) | (9,540) | (7,749) | 101,739 | |
| Other intangible assets | 52,496 | - | - | 1,761 | (1,748) | 52,509 | |
| 172,928 | 13,026 | (14,430) | (7,779) | (9,497) | 154,248 | ||
| Accumulated depreciation: | |||||||
| Software | (86,983) | (10,197) | 14,323 | 5,019 | 5,609 | (72,229) | |
| Other intangible assets | (50,723) | (527) | - | (279) | 1,685 | (49,844) | |
| (137,706) | (10,724) | 14,323 | 4,740 | 7,294 | (122,073) | ||
| 35,222 | 2,302 | (107) | (3,039) | (2,203) | 32,175 | ||
| 210,916 | (34,904) | (107) | (11,468) | (2,331) | 162,106 |
According to the accounting policy described in note 1 b), the recoverable amount of the Goodwill is annually assessed in the second semester of each year or whenever there are indications of eventual loss of value.
In accordance with IAS 36 the recoverable amount of goodwill resulting from the consolidation of the subsidiaries, should be the greater between its value in use (the present value of the future cash flows expected from its use) and its fair value less costs to sell. Based on these criteria, the Group made in 2017, valuations of their investments for which there is goodwill recognised considering among other factors:
(i) an estimate of future cash flows generated by each cash generating unit;
(ii) an expectation of potential changes in the amounts and timing of cash flows;
(iii) the time value of money;
(iv) a risk premium associated with the uncertainty by holding the asset; and
(v) other factors associated with the current situation of financial markets.
The valuations are based on reasonable and sustainable assumptions representing the best estimate of the Executive Committee on the economic conditions that affect each subsidiary, the budgets and the latest projections approved for those subsidiaries and their extrapolation to future periods. The assumptions made for these valuations might vary with the change in economic conditions and in the market.
The estimated cash flows of the business were projected based on current operating results and assuming the business plan and projections approved by the Executive Committee up to 2022. After that date, perpetuity was considered based on the average longterm expected rate of return for this activity in the Polish market. Additionally it was taken into consideration the market performance of the Bank Millennium, S.A. in the Polish capital market and the direct percentage of shareholding. Based on this analysis and the expectations of future development, the Group concluded for the absence of impairment indicators related to the goodwill of this participation.
The business plan of Bank Millennium, S.A. comprises a five-year period, from 2018 to 2022, considering, along this period, a compound annual growth rate of 6.1% for Total Assets and of 9.6% for Total Equity, while considering a ROE evolution from 8.9% in 2018 to 9.2% by the end of the period.
The exchange rate EUR/PLN considered was 4.1756 at the end of 2017 (December 2017 average: 4.2020).
The Cost of Equity considered was 9.625% for the period 2018-2022 and in perpetuity. The annual growth rate in perpetuity (g) was 2.6%.
Considering the changes made in management of the real estate and mortgage credit over the past few years, the Executive Committee analysed this business as a whole.
The estimated cash flows of the business were projected based on current operating results and assuming the business plan and projections approved by the Executive Committee for real estate business and a set of assumptions related to the estimated future evolution of the businesses of mortgage credit originated in real estate agents network and real estate promotion.
The Real estate and mortgage business comprises the current Banco de Investimento Imobiliário operations plus the income associated with other portfolios booked in Banco Comercial Português.
The business plan and estimates for Real estate and mortgage business comprises a five-year period, from 2018 to 2022, considering, along this period, a compound annual growth rate of -4.3% for total assets and of 1.1% for the allocated capital.
As a consequence of the impairment test made at the end of 2016, it was recognised during 2016 an impairment loss of Euros 40,859,000 corresponding to 100.0% of the goodwill associated. As at 31 December 2017 and 2016, the goodwill associated with the real estate and mortgage credit is totally impaired.
The deferred income tax assets and liabilities are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Assets | Liabilities | Net | Assets | Liabilities | Net | |
| Deferred taxes not depending | ||||||
| on the future profits (a) | ||||||
| Impairment losses | 976,535 | - | 976,535 | 927,675 | - | 927,675 |
| Employee benefits | 838,769 | - | 838,769 | 789,000 | - | 789,000 |
| 1,815,304 | - | 1,815,304 | 1,716,675 | - | 1,716,675 | |
| Deferred taxes depending | ||||||
| on the future profits | ||||||
| Impairment losses | 1,001,097 | (50,303) | 950,794 | 928,645 | (50,303) | 878,342 |
| Tax losses carried forward | 321,774 | - | 321,774 | 494,785 | - | 494,785 |
| Employee benefits | 32,026 | (1,804) | 30,222 | 60,083 | (27,248) | 32,835 |
| Financial assets available for sale | 33,531 | (26,461) | 7,070 | 60,828 | (5,458) | 55,370 |
| Derivatives | - | (6,821) | (6,821) | - | (7,444) | (7,444) |
| Intangible assets | 39 | - | 39 | 39 | - | 39 |
| Other tangible assets | 9,827 | (3,409) | 6,418 | 8,289 | (3,547) | 4,742 |
| Others | 26,344 | (19,407) | 6,937 | 34,258 | (27,366) | 6,892 |
| 1,424,638 | (108,205) | 1,316,433 | 1,586,927 | (121,366) | 1,465,561 | |
| Total deferred taxes | 3,239,942 | (108,205) | 3,131,737 | 3,303,602 | (121,366) | 3,182,236 |
| Offset between deferred tax assets | ||||||
| and deferred tax liabilities | (102,175) | 102,175 | - | (118,677) | 118,677 | - |
| Net deferred taxes | 3,137,767 | (6,030) | 3,131,737 | 3,184,925 | (2,689) | 3,182,236 |
(a) Special Regime applicable to deferred tax assets
The Extraordinary General Meeting of the Bank, held on 15 October 2014, approved the Bank's adherence to the special regime applicable to deferred tax assets, approved by Law no. 61/2014, of August 26, applicable to expenses and negative equity variations recorded in taxable periods beginning on or after 1 January 2015 and the deferred tax assets that are recorded in the annual accounts of the taxpayer to the last period prior to that date and the taxation of the expenses and negative equity variations that are associated with them. Pursuant to Law no. 23/2016, of 19 August, this special regime is not apply to expenses and negative equity changes recorded in the tax periods beginning on or after 1 January 2016, or to tax assets associated with them.
The Law no. 61/2014, of 26 August, provides an optional framework with the possibility of subsequent resignation, according to which, in certain situations (those of negative net result in individual annual accounts or liquidation by voluntary dissolution, insolvency decreed in court or revocation of the respective authorization), there will be a conversion into tax credits of the deferred tax assets that have resulted from the non-deduction of expenses and reductions in the value of assets resulting from impairment losses on credits and from post-employment or long-term employee benefits. In this case, it should be constituted a special reserve corresponding to 110% of its amount, which implies the simultaneous constitution of conversion rights attributable to the State of equivalent value, which rights can be acquired by the shareholders through payment to the State of that same amount. Tax credits can be offset against tax debts of the beneficiaries (or from an entity based in Portugal of the same prudential consolidation perimeter) or reimbursable by the State. Under the regime described, the recovery of deferred tax assets covered by the optional regime approved by Law no. 61/2014, of 26 August, is not dependent on future profits.
The above-mentioned legal framework was densified by ordinance no. 259/2016, of 4 October, about the control and use of tax credits, and by the ordinance No. 293-A/2016, of 18 November, which establishes the conditions and procedures for the acquisition by the shareholders of the referred rights of the State. According to this legislation, among other aspects, these rights are subject to a right of acquisition by the shareholders on the date of creation of the rights of the State, exercisable in periods that will be established by the Board of Directors until 10 years after the date of its creation, and the issuing bank shall deposit in the name of the State the amount of the price corresponding to all the rights issued, within 3 months of date of the confirmation of the convertion of the deferred tax asset into tax credit. Such deposit shall be redeemed when and to the extent that the rights of the State are acquired by the shareholders, or exercised by the State.
Deferred taxes are calculated based on the tax rates expected to be in force when the temporary differences are reversed, which correspond to the approved rates or substantively approved at the balance sheet date. The deferred tax assets and liabilities are presented on a net basis whenever, in accordance with applicable law, current tax assets and current tax liabilities can be offset and when the deferred taxes are related to the same tax.
The deferred tax rate for Banco Comercial Português, S.A. is analysed as follows:
| Description | 2017 | 2016 |
|---|---|---|
| Income tax | 21.0% | 21.0% |
| Municipal surtax rate (on taxable net income) | 1.5% | 1.5% |
| State tax rate (on taxable net income) | ||
| More than 1,500,000 to 7,500,000 | 3.0% | 3.0% |
| From more than 7,500,000 to 35,000,000 | 5.0% | 5.0% |
| More than 35,000,000 (a) | 7.0% | 7.0% |
(a) Law 114/2017, dated 29 December (State Budget Law for 2018) establishes the increase of the state tax rate for the portion of the taxable income above Euros 35,000,000 from 7% to 9% for taxation periods beginning on or after 1 January 2018.
The tax applicable to deferred taxes related to tax losses of the Bank is 21% (31 December 2016: 21%).
The average deferred tax rate associated with temporary differences of the Banco Comercial Português, S.A. is 31.30% (31 December 2016: 29.43%). The income tax rate in the other main countries where the Group operates is 19% in Poland, 32% in Mozambique, 0% (exemption) in the Cayman Islands and 24.24% in Switzerland.
The reporting period of tax losses in Portugal is 5 years for the losses of 2012, 2013 and 2017 and 12 years for the losses of 2014, 2015 and 2016. In Poland, the term is 5 years, in Mozambique it is 5 years and in Switzerland it is 7 years.
In 2016, Banco Comercial Português, S.A. opted for the Special Regime for Taxation of Groups of Companies (RETGS).
The balance of Deferred tax assets not depending 'on the future profits (covered by the scheme approved by Law no. 61/2014, of 26 August), include the amounts of Euros 210,686,000 and Euros 4,020,000 recorded in 2015 and 2016, respectively, related to expenses and negative equity variations with post-employment or long-term employee benefits and to specific credit impairment losses registered up to 31 December 2014.
The deferred income tax assets associated to tax losses carried forward, by expire date, is presented as follows:
| (Thousands of euros) | ||
|---|---|---|
| Maturity | 2017 | 2016 |
| 2018 | 1,870 | 4,069 |
| 2019-2025 | 112 | 4 |
| 2026 | 80,758 | 201,812 |
| 2028 and following | 239,034 | 288,900 |
| 321,774 | 494,785 |
Following the publication of the Notice of the Bank of Portugal No. 5/2015, the entities that presented their financial statements in Adjusted Accounting Standards issued by the Bank of Portugal (NCA), since 1 january 2016, began to apply the International Financial Reporting Standards as adopted in the European Union, including, among others, the Bank's individual financial statements.
As a result of this change, in the Bank's individual financial statements, the loans portfolio, guarantees provided and other operations of a similar nature became subject to impairment losses calculated in accordance with the requirements of International Accounting Standard 39 - Financial Instruments: Recognition and Measurement (IAS 39), replacing the registration of provisions for specific risk, for general credit risks and for country risk, in accordance with Bank of Portugal Notice No. 3/95.
The Regulatory Decree No. 5/2016, of November 18, established the maximum limits of impairment losses and other corrections of value for specific credit risk deductible for the purpose of calculating the taxable profit in 2016. This Decree declares that Bank of Portugal Notice No. 3/95 (Notice that was relevant to the determination of provisions for credit in the financial statements presented in the NCA basis) should be considered for the purposes of calculating the maximum loss limits for impairment losses accepted for tax purposes in 2016. This methodology was also applied for the treatment of the transition adjustments related to credit impairment of entities that previously presented their financial statements on an NCA basis.
This Regulatory Decree includes a transitional rule that provides for the possibility of the positive difference between the value of the provisions for credit created on 1 January 2016 under the Notice of Bank of Portugal No. 3/95 and the impairment losses recorded on 1 January 2016 referring to the same credits, will be considered in the calculation of the taxable income of 2016 only in the part that exceeds the tax losses generated in periods of taxation started on or after 1 January 2012 and not used. The Bank opted to apply this transitional standard.
The Regulatory Decree No. 11/2017, of 28 December, established the maximum limits of impairment losses and other corrections of value for specific credit risk deductible for the purposes of calculating taxable income in 2017, establishing that the Notice of Bank of Portugal No. 3/95 should be considered for the purposes of calculating the maximum limits of impairment losses accepted for tax purposes in 2017, similar to the regime for 2016.
In accordance with the accounting policy 1 ad) ii), and with the requirements of IAS 12, the deferred tax assets were recognized based on the Group's expectation of their recoverability. The recoverability of deferred taxes depends on the implementation of the strategy of the Bank's Board of Directors, namely the generation of estimated taxable income and its interpretation of tax legislation. Any changes in the assumptions used in estimating future profits or tax legislation may have material impacts on deferred tax assets.
The assessment of the recoverability of deferred tax assets was carried out considering the respective financial statements prepared under the budget process for 2018 and which support future taxable income for each Group's entity considering the macroeconomic and competitive environment, at the same time that incorporate the Group's strategic priorities.
For the purpose of estimating taxable profits for the periods 2018 and following, the following main assumptions were considered:
In the absence of specific rules regarding the tax regime for credit impairment and guarantees for taxation periods beginning on or after 1 January 2018, the tax rules that were in force in 2015, 2016 and 2017 were considered and of Decree-Laws published at the end of each of the referred years established that the Notice of Bank of Portugal No. 3/95 should be considered for the purposes of calculating the maximum limits of impairment losses accepted for tax purposes;
The deductions related to impairment of financial assets were projected based on the destination (sale or settlement) and the estimated date of the respective operations;
The deductions related to employee benefits are projected based on their estimated payments or deduction plans, in accordance with information provided by the actuary of the pension fund.
In addition, as part of the analysis of the recoverability of deferred tax assets, the Bank prepared a sensitivity analysis that considered the possibility of approving a document with changes to the tax treatment of impairment losses for credit and guarantees, in the same proposal for amendment to the State Budget Law Proposal for 2018. This proposal provided for modifications to Articles 28-A, 28-C and 39 of the IRC Code, in order to approximate fiscal rules and accounting rules and introduced a transition period of 19 years with increasing percentages for the tax deductibility of losses due to credit impairment and guarantees not accepted by tax until 31 December 2017 and which became deductible under the envisaged changes.
According to this sensitivity analysis, the Bank also concluded the recoverability of all deferred tax assets recorded as at 31 December 2017.
The projections made take into consideration, in addition to the Group's strategic priorities, essentially reflecting the projection of the Bank's medium-term business in Portugal in terms of results generation, and are broadly consistent with the Reduction Plan of Non-Performing Assets 2018-2020 sent it to the supervisory entity in March 2018, underlining:
Improvement of the net interest income, considering interest rate curves used under the scope of the projections of net interest income in line with the market forecasts;
Evolution of the ratio loans and advances over the balance sheet resources from customer by approximately 100% in Portugal;
Decrease in the cost of risk, supported by the expectation of a gradual recovery of economic activity, consubstantiating a stabilization of the business risk, as well as the reduction of the non-core portfolio. In this way, the gradual convergence of the cost of credit risk (up to 2023) is estimated to be close to those currently observed in other European countries, including in the Iberian Peninsula.
Control of the operating expenses, notwithstanding the investments planned by the Bank in the context of the expected deepening of the digitization and expansion of its commercial activities;
Positive net income, projecting the favourable evolution of the ROE and maintaining of the CET1 ratio fully implemented at levels appropriate to the requirements and benchmarks. From 2024 onwards, it is estimated an annual growth of the Net income before income taxes, which reflects a partial convergence to the expected level of ROE stabilized term term.
The analyses made allow the conclusion of the recoverability of the total deferred tax assets recognised as at 31 December 2017.
It is now present the sensitivity of the analysis of the recoverability of deferred tax assets to the estimate of income before income taxes: If there was a 5% reduction / increase in estimated income before income taxes in all years of projections from 2018 to 2028, the deferred tax assets would have a reduction / increase of about Euros 55 million / Euros 67 million.
In accordance with this assessment, the amount of unrecognised deferred tax, by year of expiration, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| Tax losses carried forward | 2017 | 2016 |
| 2017 | 2,258 | 2,453 |
| 2018 | 1,595 | 1,594 |
| 2019-2025 | 1,772 | 3 |
| 2026 | 132,901 | 917 |
| 2027 and following | 279,887 | 172,552 |
| 418,413 | 177,519 |
The impact of income taxes in Net income and in other captions of Group's equity, as at 31 December 2017, is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 Reserves and |
||||
| Net income for the year |
retained earnings |
Exchange differences |
||
| Deferred taxes | ||||
| Deferred taxes not depending on the future profits (a) | ||||
| Impairment losses | 48,860 | - | - | |
| Employee benefits | 16,660 | 33,109 | - | |
| 65,520 | 33,109 | - | ||
| Deferred taxes depending on the future profits | ||||
| Impairment losses | 70,807 | - | 1,645 | |
| Tax losses carried forward (b) | (84,703) | (88,428) | 120 | |
| Employee benefits | 3,023 | (4,071) | (1,565) | |
| Financial assets available for sale | 10,076 | (59,083) | 707 | |
| Derivatives | 1,023 | - | (400) | |
| Other tangible assets | 1,616 | - | 60 | |
| Others | 4,592 | (3,972) | (575) | |
| 6,434 | (155,554) | (8) | ||
| 71,954 | (122,445) | (8) | ||
| Current taxes | ||||
| Actual year | (103,756) | 34 | - | |
| Correction of previous years | 1,643 | - | - | |
| (102,113) | 34 | - | ||
| (30,159) | (122,411) | (8) |
(a) Deferred tax related to expenses and negative equity variations covered by the special arrangements for deferred tax assets (Law No. 61/2014 of 26 August). Under the Law No. 23/2016 of 19 August, this special scheme is not applicable to expenses and negative equity variations accounted in the taxable periods beginning on or after 1 January 2016, neither to deferred tax assets associated with them. The variation occurred in 2017 refers mainly to the impact of the increase in the State tax rate for the portion of taxable income exceeding Euros 35,000,000 from 7% to 9% for taxation periods beginning on or after 1 January 2018.
(b) Taxes on reserves and retained earnings refer to realities recognised in reserves and retained earnings that compete for the purposes of calculating taxable income.
The impact of income taxes in Net income / (loss) and in other captions of Group's equity, as at 31 December 2016, is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2016 | ||||
| Net income / (loss) for the year |
Reserves and retained earnings |
Exchange differences |
Discontinued operations and other variations |
|
| Deferred taxes | ||||
| Deferred taxes not depending on the future profits (a) | ||||
| Impairment losses | (12,779) | - | - | - |
| Employee benefits | 21,425 | 498 | - | - |
| 8,646 | 498 | - | - | |
| Deferred taxes depending on the future profits | ||||
| Impairment losses | 457,473 | 1,324 | (2,680) | 13,683 |
| Tax losses carried forward (b) | 132,769 | 44,174 | (652) | - |
| Employee benefits | 8,211 | 20,759 | 1,228 | - |
| Financial assets available for sale | - | 66,519 | (4,953) | - |
| Derivatives | 950 | - | (731) | - |
| Intangible assets | (4) | - | - | - |
| Other tangible assets | 1,248 | - | (51) | - |
| Others (c) | (114,001) | - | 1,641 | (511) |
| 486,646 | 132,776 | (6,198) | 13,172 | |
| 495,292 | 133,274 | (6,198) | 13,172 | |
| Current taxes | ||||
| Actual year | (108,125) | (1,745) | - | 2 |
| Correction of previous years | (5,300) | - | - | - |
| (113,425) | (1,745) | - | 2 | |
| 381,867 | 131,529 | (6,198) | 13,174 |
(a) Deferred tax related to expenses and negative equity variations covered by the special arrangements for deferred tax assets (Law No. 61/2014 of 26 August). Under the Law No. 23/2016 of 19 August, this special scheme is not applicable to expenses and negative equity variations accounted in the taxable periods beginning on or after 1 January 2016, neither to deferred tax assets associated with them.
(b) Taxes on reserves and retained earnings refer to realities recognised in reserves and retained earnings that compete for the purposes of calculating taxable income.
(c) The item Others mainly includes the reversal of deferred tax assets in the amount of approximately Euros 92,000,000 relating to the distribution of dividends in 2016 by subsidiaries of the Group.
The reconciliation between the nominal tax rate and the effective tax rate is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Net income / (loss) before income taxes | 318,491 | (281,280) |
| Current tax rate (%) | 31.5% | 29.5% |
| Expected tax | (100,325) | 82,978 |
| Non-deductible impairment | (30,970) | (78,305) |
| Contribution to the banking setor (a) | (22,631) | (14,880) |
| Results of companies consolidated by the equity method | 28,866 | 23,848 |
| Other accruals for the purpose of calculating the taxable income | 588 | 30,861 |
| Employees' benefits | 12,003 | - |
| Effect of difference of rate tax and deferred tax not recognised previously (b) | 167,576 | 334,449 |
| Derecognition of deferred tax associated with tax losses | (87,208) | - |
| Correction of previous years | 3,782 | 4,989 |
| (Autonomous tax) / tax credits | (1,840) | (2,073) |
| Total | (30,159) | 381,867 |
| Effective rate | 9.47% | 135.76% |
(a) It respects to the effect of the contribution to the banking sector in Portugal, in the amount of Euros 9,777,000 (31 December 2016: Euros 7,574,000) and the tax on the banking sector in Poland, in the amount of Euros 12,854,000 (31 December 2016: Euros 7,559,000).
(b) The value of 2017 essentially relates to the deferred tax impact of the increase in the state tax rate for the portion of taxable income above Euros 35,000,000 from 7% to 9% for taxation periods beginning on or after 1 January 2018 and the difference of tax rate, mainly of Bank Millennium, S.A in Poland (tax rate of 19%). The value of 2016 includes the impact of the combined effects of the repeal of Banco of Portugal Notice 3/95, the transitional regime provided for in Regulatory Decree No. 5/2016, of 18 November and the special regime applicable to deferred tax assets (annex to the Law no. 61/2014, of August 26), in the amount of Euros 281,170,000.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Deposit account applications | 136,255 | 280,675 |
| Associated companies | 579 | 6,247 |
| Subsidies receivables | 3,794 | 5,084 |
| Prepaid expenses | 31,063 | 31,662 |
| Debtors for futures and options transactions | 97,830 | 49,422 |
| Debtors | ||
| Residents | ||
| Insurance activity | 1,832 | 4,386 |
| Advances to suppliers | 887 | 1,663 |
| SIBS | 7,136 | 6,340 |
| Prosecution cases / agreements with the Bank | 12,126 | 11,481 |
| Receivables from real estate, transfers of assets and other securities | 31,012 | 55,693 |
| Others | 86,780 | 81,432 |
| Non-residents | 28,904 | 26,014 |
| Receivable dividends | - | 18,063 |
| Interest and other amounts receivable | 41,119 | 47,763 |
| Amounts receivable on trading activity | 108,410 | 37,223 |
| Gold and other precious metals | 3,639 | 3,635 |
| Other financial investments | 165 | 20,426 |
| Other recoverable tax | 24,693 | 24,558 |
| Artistic patrimony | 28,845 | 28,811 |
| Capital supplementary contributions | 8,318 | 7,648 |
| Reinsurance technical provision | 12,930 | 11,999 |
| Obligations with post-employment benefits (note 49) | 116,781 | 31,681 |
| Capital supplies | 221,055 | 214,810 |
| Amounts due for collection | 36,636 | 29,618 |
| Amounts due from customers | 130,954 | 227,376 |
| Sundry assets | 162,927 | 91,493 |
| 1,334,670 | 1,355,203 | |
| Impairment for other assets | (282,646) | (267,389) |
| 1,052,024 | 1,087,814 |
As referred in note 57, the balance Capital supplies includes the amount of Euros 219,656,000 (31 December 2016: Euros 213,464,000) and the balance Capital supplementary contributions includes the amount of Euros 2,939,000 (31 December 2016: Euros 2,939,000), arising from the transfers of assets to Specialized recovery funds which have impairment in the same amount. The impairment with impact on results in 2017 related to these operations amounted to Euros 6,193,000 (2016: Euros 5,853,000).
As at 31 December 2017, the caption Deposit account applications includes the amount of Euros 94,770,000 (31 December 2016: Euros 228,949,000) on the Clearing houses / Clearing derivatives.
The caption Amounts receivable on trading activity includes amounts receivable within 3 business days of stock exchange operations.
Considering the nature of these transactions and the age of the amounts of these items, the Group's procedure is to periodically assess the collectability of these amounts and whenever impairment is identified, an impairment loss is recognised in the income statement.
The changes occurred in impairment for other assets are analysed as follows:
| (Thousands of euros) | |
|---|---|
| 2017 | 2016 |
| 267,389 | 240,943 |
| 41,243 | 21,484 |
| 13,616 | 16,741 |
| (1,029) | (1,111) |
| (38,635) | (10,326) |
| 62 | (342) |
| 282,646 | 267,389 |
This balance is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Non interest | Interest | Non interest | Interest | |||
| bearing | bearing | Total | bearing | bearing | Total | |
| Resources and other financing | ||||||
| from Central Banks | ||||||
| Bank of Portugal | - | 3,969,732 | 3,969,732 | - | 4,851,574 | 4,851,574 |
| Central Banks abroad | - | 172,226 | 172,226 | - | 300,098 | 300,098 |
| - | 4,141,958 | 4,141,958 | - | 5,151,672 | 5,151,672 | |
| Resources from credit | ||||||
| institutions in Portugal | ||||||
| Very short-term deposits | - | 19,993 | 19,993 | - | - | - |
| Sight deposits | 104,155 | - | 104,155 | 126,260 | - | 126,260 |
| Term Deposits | - | 89,247 | 89,247 | - | 428,861 | 428,861 |
| Loans obtained | - | 1,095 | 1,095 | - | 2,978 | 2,978 |
| Other resources | 1,570 | - | 1,570 | 1,240 | - | 1,240 |
| 105,725 | 110,335 | 216,060 | 127,500 | 431,839 | 559,339 | |
| Resources from credit | ||||||
| institutions abroad | ||||||
| Very short-term deposits | - | 83 | 83 | - | 11 | 11 |
| Sight deposits | 121,208 | - | 121,208 | 151,516 | - | 151,516 |
| Term Deposits | - | 454,713 | 454,713 | - | 240,712 | 240,712 |
| Loans obtained | - | 1,715,246 | 1,715,246 | - | 1,450,724 | 1,450,724 |
| Sales operations with | ||||||
| repurchase agreement | - | 827,913 | 827,913 | - | 2,317,772 | 2,317,772 |
| Other resources | - | 10,176 | 10,176 | - | 66,649 | 66,649 |
| 121,208 | 3,008,131 | 3,129,339 | 151,516 | 4,075,868 | 4,227,384 | |
| 226,933 | 7,260,424 | 7,487,357 | 279,016 | 9,659,379 | 9,938,395 |
This balance is analysed, by remaining period, as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Up to 3 months | 1,312,660 | 3,872,736 |
| 3 to 6 months | 71,012 | 572,265 |
| 6 to 12 months | 297,739 | 135,795 |
| 1 to 5 years | 4,736,613 | 4,377,349 |
| Over 5 years | 1,069,333 | 980,250 |
| 7,487,357 | 9,938,395 |
The caption Resources from credit institutions abroad includes, under the scope of transactions involving derivative financial instruments (IRS and CIRS) with institutional counterparties, and in accordance with the terms of their respective agreements ("Cash collateral"), the amount of Euros 231,621,000 (31 December 2016: Euros 66,485,000). These deposits are held by the Group and are reported as collateral for the referred operations (IRS and CIRS), whose revaluation is positive.
The caption Resources from credit institutions - Resources from credit institutions abroad - Sales operations with repurchase agreement, corresponds to repo operations carried out in the money market and is a tool for the Bank's treasury management.
This balance is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Non interest | Interest | Non interest | Interest | |||
| bearing | bearing | Total | bearing | bearing | Total | |
| Deposits from customers | ||||||
| Repayable on demand | 24,936,894 | 510,549 | 25,447,443 | 21,710,318 | 306,781 | 22,017,099 |
| Term deposits | - | 19,310,419 | 19,310,419 | - | 20,459,067 | 20,459,067 |
| Saving accounts | - | 3,016,883 | 3,016,883 | - | 2,841,677 | 2,841,677 |
| Deposits at fair value through | ||||||
| profit and loss | - | 2,902,392 | 2,902,392 | - | 2,985,741 | 2,985,741 |
| Treasury bills and other assets sold | ||||||
| under repurchase agreement | - | 129,764 | 129,764 | - | 137,707 | 137,707 |
| Cheques and orders to pay | 370,295 | - | 370,295 | 320,159 | - | 320,159 |
| Other | - | 10,621 | 10,621 | - | 36,197 | 36,197 |
| 25,307,189 | 25,880,628 | 51,187,817 | 22,030,477 | 26,767,170 | 48,797,647 |
In the terms of the Law, the Deposit Guarantee Fund was established to guarantee the reimbursement of funds deposited in Credit Institutions. The criteria to calculate the annual contributions to the referred fund are defined in the Regulation no. 11/94 of the Bank of Portugal.
The caption Deposits from customers - Deposits at fair value through profit and loss is measured at fair value in accordance with internal valuation techniques considering mainly observable internal inputs. In accordance with the hierarchy of the valuation sources, and as referred in IFRS 13, these instruments are classified in level 3 (note 48). These financial liabilities are revalued against income statement, as referred in the accounting policy presented in note 1 d) and was recognised in 2017 a loss of Euros 499,000 (31 December 2016: gain of Euros 3,239,000) related to the fair value changes resulting from variations in the credit risk of the Group, as referred in note 6.
The nominal amount of the caption Deposits from customers - Deposits at fair value through profit and loss amounts to, as at 31 December 2017, Euros 2,901,459,000 (31 December 2016: Euros 2,992,567,000).
This balance is analysed, by remaining period, as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Deposits repayable on demand | 25,447,443 | 22,017,099 |
| Term deposits and saving accounts | ||
| Up to 3 months | 10,968,328 | 12,560,385 |
| 3 to 6 months | 5,993,472 | 5,387,582 |
| 6 to 12 months | 4,877,607 | 4,605,137 |
| 1 to 5 years | 473,695 | 610,468 |
| Over 5 years | 14,200 | 137,172 |
| 22,327,302 | 23,300,744 | |
| Deposits at fair value through profit and loss | ||
| Up to 3 months | 377,045 | 400,681 |
| 3 to 6 months | 395,330 | 338,827 |
| 6 to 12 months | 925,921 | 602,762 |
| 1 to 5 years | 1,204,096 | 1,643,471 |
| 2,902,392 | 2,985,741 | |
| Treasury bills and other assets sold under repurchase agreement | ||
| Up to 3 months | 129,764 | 137,707 |
| Cheques and orders to pay | ||
| Up to 3 months | 370,295 | 320,159 |
| Other | ||
| Up to 3 months | 1,764 | 2,768 |
| 6 to 12 months | 1,286 | 1,286 |
| 1 to 5 years | 7,571 | 10,143 |
| Over 5 years | - | 22,000 |
| 10,621 | 36,197 | |
| 51,187,817 | 48,797,647 |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Debt securities at amortized cost | ||
| Bonds | 709,225 | 967,289 |
| Covered bonds (note 47) | 992,725 | 926,793 |
| MTNs | 20,365 | 415,460 |
| Securitizations | 338,011 | 382,412 |
| 2,060,326 | 2,691,954 | |
| Accruals | 6,212 | 35,202 |
| 2,066,538 | 2,727,156 | |
| Debt securities at fair value through profit and loss | ||
| Bonds | 13,368 | 38,709 |
| MTNs | 160,466 | 157,873 |
| 173,834 | 196,582 | |
| Accruals | 3,500 | 3,566 |
| 177,334 | 200,148 | |
| Certificates at fair value through profit and loss | 763,919 | 585,516 |
| 3,007,791 | 3,512,820 |
As referred in note 47, Banco Comercial Português, S.A. issued covered mortgage bonds, under its Covered Bond Program, with subscription date on 31 May 2017.
The issue, in the amount of Euros 1,000 million, has a term of 5 years, an issuance price of 99.386% and an annual interest rate of 0.75%, reflecting a spread of 65 basis points over 5-year swaps.
The securities included in caption Debt securities at fair value through profit and loss are measured in accordance with internal valuation techniques considering mainly observable market inputs. In accordance with the hierarchy of the valuation sources, as referred in IFRS 13, these instruments are classified in level 3 (note 48). These financial liabilities are revalued against income statement, as referred in the accounting policy presented in note 1 d), and was recognised a gain in 2017 of Euros 34,000 (2016: loss of Euros 1,368,000) related to the fair value changes resulting from variations in the credit risk of the Group, as referred in note 6.
The nominal value of the balance Debt securities at fair value through profit and loss includes, as at 31 December 2017, the amount of Euros 153,721,000 (31 December 2016: Euros 177,890,000).
The characteristics of the bonds issued by the Group, as at 31 December 2017 are analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Issue | Maturity | ||||
| Issue | date | date | Interest rate | Nominal value | Book value |
| Debt securities at amortized cost | |||||
| Banco Comercial Português: | |||||
| BCP Fixa out 2019-Vm Sr.44 | November, 2011 | October, 2019 | Fixed rate 6.875% | 5,400 | 6,194 |
| BCP Float fev 2018-Vm 102-Ref.35 | December, 2011 | February, 2018 | Until 17 May 2012: Fixed rate 1.957% | 54,600 | 54,115 |
| year; after 17 May 2012: Euribor 3M + 0.5% | |||||
| BCP Float mai 2018-Vm 104-Ref.37 | December, 2011 | May, 2018 | Until 12 May 2012: Fixed rate 1.964% | 38,500 | 37,521 |
| year; after 12 May 2012: Euribor 3M + 0.5% | |||||
| BCP Float mar 2018-Vm Sr.103 Ref.36 | December, 2011 | March, 2018 | Euribor 3M + 0.5% | 49,300 | 48,480 |
(continues)
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Issue | Maturity | ||||
| Issue | date | date | Interest rate | Nominal value | Book value |
| BCP Float Jan 2019-Vm 105-Ref.38 | December, 2011 | January, 2019 | Until 5Apr 2012: Fixed rate 2.367% | 50,000 | 47,476 |
| year; after 5 Apr 2012: Euribor 3M + 0.81% | |||||
| BCP Float Feb 2019-Vm 106 Ref.39 | December, 2011 | February, 2019 | Until 16 May 2012: Fixed rate 2.459% | 10,850 | 10,236 |
| year; after 16 May 2012: Euribor 3M + 1% | |||||
| BCP Fixa out 2019-Vm Sr.61 | December, 2011 | October, 2019 | Fixed rate 6.875% | 9,500 | 10,875 |
| BCP Fixa out 19-Vm Sr 110 | January, 2012 | October, 2019 | Fixed rate 6.875% | 4,000 | 4,570 |
| BCP Floater nov 18-Vm Sr 124 | February, 2012 | November, 2018 | Until 3 ago 2012: fixed rate 1.715% | 30,000 | 28,472 |
| year; after 3 ago 2012: Euribor 3M + 0.6% | |||||
| BCP Floater jun 18-Vm Sr. 132 | February, 2012 | June, 2018 | Until 15 Jun 2013: fixed rate 2.639% | 18,500 | 17,985 |
| year; after 15 Jun 2013: Euribor 12M + 0.5% | |||||
| BCP Fixa out 19-Vm Sr. 177 | April, 2012 | October, 2019 | Fixed rate 6.875% | 2,000 | 2,263 |
| BCP Fixa out 19-Vm Sr 193 | April, 2012 | October, 2019 | Fixed rate 6.875% | 4,900 | 5,544 |
| BCP 4.75 % set 20 -Vm Sr 279 | September, 2012 | September, 2020 | Fixed rate 4.75% | 27,100 | 28,699 |
| BCP Cln Brisa Fev 2023 - Epvm Sr 23 | February, 2015 | February, 2023 | Fixed rate 2.65% - underlying asset | 2,000 | 1,994 |
| Brisa 022023 | |||||
| BCP 4.03 Maio 2021 Epvm Sr 33 | August, 2015 | May, 2021 | Until 27 Sep 2015: Fixed rate 6.961%; | 2,500 | 2,532 |
| after 27 Sep 2015: Fixed rate 4.03% | |||||
| Bcp Rend Trim 1 Ser 2017-Mtn 853 | May, 2017 | May, 2022 | 1st year=0,6%; 3 nd year=0,7%; | 125,920 | 125,920 |
| 3rd year=0,8%; 4th and 5th year=1% | |||||
| Covered Bonds Sr 9 | May, 2017 | May, 2022 | Fixed rate 0,75% | 1,000,000 | 992,725 |
| Bcp Inv Eur Ac Cup Ext Xi/17-mtn 4 | November, 2017 | November, 2020 | Indexed to index EuroStoxx 50 | 1,400 | 1,372 |
| Bcp Div Cabaz 3 Acoes-Smtn 3 | December, 2017 | December, 2020 | Indexed to 3 shares portfolio | 6,829 | 6,694 |
| Bcp Rend Euro-Div Auto Xii Smtn 5 | December, 2017 | December, 2020 | Indexed to EuroStoxx Select Dividend 30 | 1,930 | 1,892 |
| Bank Millennium: | |||||
| Bank Millennium - BPW_2018/01 | January, 2015 | January, 2018 | Indexed to UPS | 769 | 769 |
| Bank Millennium - BPW_2018/02 | February, 2015 | February, 2018 | Indexed to Volkswagen | 1,112 | 1,112 |
| Bank Millennium - BPW_2018/03 | March, 2015 | March, 2018 | Indexed to Euro Stoxx 50 | 1,412 | 1,412 |
| Bank Millennium - BPW_2018/04 | April, 2015 | April, 2018 | Indexed to Euro Stoxx 50 2,180 |
2,180 | |
| Bank Millennium - BPW_2018/06 | May, 2015 | June, 2018 | Indexed to Swiss index 2,187 |
2,187 | |
| Bank Millennium - BPW_2018/06A | June, 2015 | June, 2018 | Indexed to Ibex 35 1,999 |
1,999 | |
| Bank Millennium - BKMO_220618N | June, 2015 | June, 2018 | Fixed rate 3.01% 71,732 |
71,732 | |
| Bank Millennium - BPW_2018/07 | July, 2015 | July, 2018 | Indexed a Platinum Price index | 1,952 | 1,952 |
| Bank Millennium - BPW_2018/08 | August, 2015 | August, 2018 | Indexed to 4 indexes | 3,272 | |
| Bank Millennium - BPW_2018/09 | September, 2015 | September, 2018 | 3,272 Indexed to 4 indexes 3,146 |
3,146 | |
| Bank Millennium - BPW_2018/10 | October, 2015 | October, 2018 | Indexed to American Airlines Group 1,259 |
1,259 | |
| Bank Millennium - BPW_2018/11 | November, 2015 | November, 2018 | Indexed to 4 indexes 2,023 |
2,023 | |
| Bank Millennium - BPW_2019/01 | December, 2015 | January, 2019 | Indexed to 4 indexes 489 |
489 | |
| Bank Millennium - BPW_2019/01A | January, 2016 | January, 2019 | Indexed to 4 shares portfolio | 126 | 126 |
| Bank Millennium - BPW_2019/03 | February, 2016 | March, 2019 | Indexed to Gold Fix Price | 2,742 | 2,742 |
| Bank Millennium - BPW_2019/03A | March, 2016 | March, 2019 | Indexed to Gold Fix Price | 4,335 | 4,335 |
| Bank Millennium - BPW_2019/03B | March, 2016 | March, 2019 | Indexed to Gold Fix Price | 1,191 | 1,191 |
(continues)
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Issue | Maturity | ||||
| Issue | date | date | Interest rate | Nominal value | Book value |
| Millennium Leasing - G1 | March, 2016 | March, 2018 | Fixed rate 2.97% | 7,185 | 7,185 |
| Millennium Leasing - G2 | March, 2016 | March, 2018 | Fixed rate 2.97% | 3,113 | 3,113 |
| Bank Millennium - BPW_2019/04 | April, 2016 | April, 2019 | Indexed to Gold Fix Price | 3,231 | 3,231 |
| Bank Millennium - BPW_2019/04A | April, 2016 | April, 2019 | Indexed to DAX index | 1,181 | 1,181 |
| Bank Millennium - BPW_2019/05 | May, 2016 | May, 2019 | Indexed a Platinum Price index | 2,867 | 2,867 |
| Millennium Leasing - G3 | May, 2016 | May, 2018 | Fixed rate 2.97% | 8,382 | 8,382 |
| Bank Millennium - BPW_2019/06A | June, 2016 | June, 2019 | Indexed to portfolio of 5 shares | 2,848 | 2,848 |
| Millennium Leasing - G4 | June, 2016 | May, 2018 | Fixed rate 2.98% | 4,790 | 4,790 |
| Bank Millennium - BPW_2019/07 | July, 2016 | July, 2019 | Indexed to Gold Fix Price | 2,732 | 2,732 |
| Bank Millennium - BPW_2019/08 | August, 2016 | August, 2019 | Indexed to Silver Fix Price | 1,667 | 1,667 |
| Bank Millennium - BPW_2019/09 | September, 2016 | September, 2019 | Indexed to Gold Fix Price | 1,986 | 1,986 |
| Millennium Leasing - G5 | September, 2016 | September, 2018 | Fixed rate 2.91% | 6,227 | 6,227 |
| Bank Millennium - BPW_2020/02 | February, 2017 | February, 2020 | Indexed to Platinum Price index | 1,739 | 1,739 |
| Millennium Leasing - G6 | February, 2017 | February, 2019 | Rate 2,73% | 7,424 | 7,424 |
| Bank Millennium - BPW_2020/03 | March, 2017 | March, 2020 | Indexed to Facebook | 2,144 | 2,144 |
| Bank Millennium - BPW_2020/04 | April, 2017 | April, 2020 | Indexed to Gold Fix Price | 603 | 603 |
| Bank Millennium - BKMO_210420T | April, 2017 | April, 2020 | Rate 2,81% | 71,745 | 71,745 |
| Bank Millennium - BPW_2020/05 | May, 2017 | May, 2020 | Indexed to 4 shares portfolio | 1,052 | 1,052 |
| Millennium Leasing - G7 | May, 2017 | May, 2019 | Rate 2,63% | 8,143 | 8,143 |
| Bank Millennium - BPW_2020/06 | June, 2017 | June, 2020 | Indexed to 4 shares portfolio | 990 | 990 |
| Bank Millennium - BPW_2020/07 | July, 2017 | July, 2020 | Indexed to index WIG20 | 733 | 733 |
| Bank Millennium - BKMO_030418U | July, 2017 | April, 2018 | Rate 1,85% | 7,151 | 7,151 |
| Bank Millennium - BPW_2020/08 | August, 2017 | August, 2020 | Indexed to Alibaba | 639 | 639 |
| Bank Millennium - BPW_2020/09 | September, 2017 | September, 2020 | Indexed to Louis Vuitton | 804 | 804 |
| Millennium Leasing - G8 | September, 2017 | September, 2019 | Rate 2,63% | 5,029 | 5,029 |
| Bank Millennium - BPW_2020/10 | October, 2017 | October, 2020 | Indexed to Gold Fix Price | 1,078 | 1,078 |
| Bank Millennium - BPW_2020/11 | November, 2017 | November, 2020 | Indexed to index S&P 500 | 1,867 | 1,867 |
| Bank Millennium - BPW_2020/12 | December, 2017 | December, 2020 | Indexed to 5 shares portfolio | 860 | 860 |
| Millennium Leasing - F21 | December, 2017 | June, 2018 | Rate 2,22% | 16,213 | 16,213 |
| BCP Finance Bank: | |||||
| BCP Fin.Bank - EUR 10 M | March, 2004 | March, 2024 | Fixed rate 5.01% | 9,800 | 10,407 |
| Magellan Mortgages n.º 2: | |||||
| SPV Magellan n.º 2 - Class A Notes | October, 2003 | July, 2036 | Euribor 3M + 0.44% | 45,740 | 45,740 |
| SPV Magellan n.º 2 - Class B Notes | October, 2003 | July, 2036 | Euribor 3M + 1.1% | 39,640 | 39,640 |
| SPV Magellan n.º 2 - Class C Notes | October, 2003 | July, 2036 | Euribor 3M + 2.3% | 18,900 | 18,900 |
| SPV Magellan n.º 2 - Class D Notes | October, 2003 | July, 2036 | Euribor 3M + 1.7% | 3,500 | 3,500 |
| Magellan Mortgages n.º 3: | |||||
| Mbs Magellan Mortgages S 3 Cl.A | June, 2005 | May, 2058 | Euribor 3M + 0.26% | 244,843 | 227,237 |
| Mbs Magellan Mortgages S.3 Cl.B | June, 2005 | May, 2058 | Euribor 3M + 0.38% | 1,962 | 1,821 |
| Mbs Magellan Mortgages S. 3 Cl.C | June, 2005 | May, 2058 | Euribor 3M + 0.58% | 1,264 | 1,173 |
| 2,060,326 | |||||
| Accruals | 6,212 | ||||
| 2,066,538 |
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Issue | Maturity | ||||
| Issue | date | date | Interest rate | Nominal value | Book value |
| Debt securities at fair value through profit and loss | |||||
| Banco Comercial Português: | |||||
| BCP Cln Portugal - Emtn 726 | June, 2010 | June, 2018 | Fixed rate 4.72% | 59,100 | 60,242 |
| underlying asset OT - 2018/06 | |||||
| BCP Eur Cln Port 2Emis - Emtn 765 | November, 2010 | June, 2018 | Fixed rate 4.45% | 11,550 | 12,256 |
| underlying asset OT - 2018/06 | |||||
| BCP Eur Cln Port 10/15.06.20 - Emtn 766 | November, 2010 | June, 2020 | Fixed rate 4.8% | 30,000 | 33,816 |
| underlying asset OT - 2020/06 | |||||
| BCP Eur Cln Portugal 3Rd-Emtn 840 | May, 2012 | June, 2018 | Fixed rate 4.45% | 32,700 | 46,600 |
| underlying asset OT - 2018/06 | |||||
| Part. Multisetorial Europ.-Emtn 850 | June, 2013 | June, 2018 | Indexed to DB SALSA Sectors | 3,950 | 4,435 |
| BCP Reemb Parciais Eur Ind I-Epvm 20 | February, 2015 | January, 2018 | Until 15 Apr 2015: Fixed rate 3.164% ; | 1,790 | 1,776 |
| after 15 Apr 2015 until 15 Jul 2015: Fixed rate 5.4%; | |||||
| after 15 Jul 2015 until 15 Jan 2016: Fixed rate 9%; | |||||
| after 15 Jan 2016 until 15 Jan 2017: Fixed rate 4.5%; | |||||
| after 15 Jan 2017 until 15 Jan 2018: Fixed rate 4.5% | |||||
| BCP Ind Setor Cup Fixo Vi-Epvm 29 | June, 2015 | June, 2018 | 1st year Fixed rate 9%; 2nd year and | 2,810 | 2,749 |
| followings indexed to a portfolio of 3 indexes | |||||
| BCP Rend Ações Zon Eur Autc-Epvm 32 | August, 2015 | August, 2018 | Indexed to EuroStoxx 50 index | 1,770 | 1,783 |
| BCP Inv Banc Zona Eur Xi-Epvm 37 | November, 2015 | November, 2019 | Indexed to EuroStoxx Banks | 1,000 | 865 |
| BCP Rend Part Zo Eur Autoc-Epvm 40 | January, 2016 | January, 2019 | Indexed to EuroStoxx 50 index | 1,730 | 2,046 |
| BCP Ree Parc Eur Ind Ii Eur-Epvm 41 | February, 2016 | February, 2018 | Until 4 May 2016: Fixed rate 1.752%; | 268 | 266 |
| after 4 May 2016 until 4 Aug 2016: Fixed rate 4.2%; | |||||
| after 4 Aug 2016 until 4 Feb 2017: Fixed rate 7%; | |||||
| after 4 Feb 2017 until 6 Feb 2018: Fixed rate 3.5196% | |||||
| BCP Inv Eur-Ac Autoc Ii Eur-Epvm 42 | February, 2016 | February, 2019 | Indexed to EuroStoxx 50 index | 1,750 | 1,731 |
| BCP Inv Ações Zona Eur Iii-Epvm 43 | March, 2016 | April, 2018 | Indexed to EuroStoxx 50 index | 1,700 | 1,793 |
| Bcp Reemb Parc Eur Ações Iii-Epvm 49 | March, 2017 | March, 2020 | 1st quarter=1,624%; 3 nd quarter | 368 | 359 |
| =3,9%; 3 nd semester=6,5%; 3 nd year | |||||
| =3,25%; 3rd year=3,25% | |||||
| Bcp Euro Divid Cup Mem Vi 17-Smtn 1 | June, 2017 | June, 2020 | Indexed to EuroStoxx Select Dividend 30 | 1,240 | 1,171 |
| Bcp Reemb Parc Ener Eur Viii-Smtn 2 | August, 2017 | August, 2020 | Indexed to EuroStoxx Oil & Gas Index | 1,995 | 1,946 |
| 173,834 | |||||
| Accruals | 3,500 | ||||
| 177,334 |
This balance, as at 31 December 2017, excluding accruals, is analysed by the remaining period, as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2017 | |||||||
| Up to | 3 months to | 6 months to | 1 year to | Over 5 | |||
| 3 months | 6 months | 1 year | 5 years | years | Total | ||
| Debt securities at amortized cost | |||||||
| Bonds | 116,186 | 170,140 | 46,351 | 374,554 | 1,994 | 709,225 | |
| Covered bonds | - | - | - | 992,725 | - | 992,725 | |
| MTNs | - | - | - | 9,958 | 10,407 | 20,365 | |
| Securitizations | - | - | - | - | 338,011 | 338,011 | |
| 116,186 | 170,140 | 46,351 | 1,377,237 | 350,412 | 2,060,326 | ||
| Debt securities at fair value | |||||||
| through profit and loss | |||||||
| Bonds | 2,042 | 4,542 | 1,783 | 5,001 | - | 13,368 | |
| MTNs | - | 123,533 | - | 36,933 | - | 160,466 | |
| 2,042 | 128,075 | 1,783 | 41,934 | - | 173,834 | ||
| Certificates | - | 23 | - | - | 763,896 | 763,919 | |
| 118,228 | 298,238 | 48,134 | 1,419,171 | 1,114,308 | 2,998,079 |
This balance, as at 31 December 2016, excluding accruals, is analysed by the remaining period, as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Up to | 3 months to | 6 months to | 1 year to | Over 5 | ||
| 3 months | 6 months | 1 year | 5 years | years | Total | |
| Debt securities at amortized cost | ||||||
| Bonds | 220,905 | 152,426 | 159,583 | 432,381 | 1,994 | 967,289 |
| Covered bonds | - | 926,793 | - | - | - | 926,793 |
| MTNs | 389,721 | - | 14,962 | - | 10,777 | 415,460 |
| Securitizations | - | - | - | - | 382,412 | 382,412 |
| 610,626 | 1,079,219 | 174,545 | 432,381 | 395,183 | 2,691,954 | |
| Debt securities at fair value | ||||||
| through profit and loss | ||||||
| Bonds | 1,403 | 7,020 | 8,732 | 21,554 | - | 38,709 |
| MTNs | - | - | - | 157,873 | - | 157,873 |
| 1,403 | 7,020 | 8,732 | 179,427 | - | 196,582 | |
| Certificates | - | - | - | - | 585,516 | 585,516 |
| 612,029 | 1,086,239 | 183,277 | 611,808 | 980,699 | 3,474,052 |
The balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Short selling securities | - | 24,228 |
| Trading derivatives (note 23): | ||
| Swaps | 377,553 | 498,702 |
| Options | 2,385 | 4,457 |
| Embedded derivatives | 10,274 | 6,111 |
| Forwards | 6,334 | 6,225 |
| Others | 2,555 | 7,864 |
| 399,101 | 523,359 | |
| 399,101 | 547,587 | |
| Level 1 | 1,019 | 234 |
| Level 2 | 387,157 | 459,309 |
| Level 3 | 10,925 | 88,044 |
As referred in IFRS 13, financial instruments are measured according to the levels of valuation described in note 48.
The balance Financial liabilities held for trading includes, as at 31 December 2017, the embedded derivatives valuation separated from the host contracts in accordance with the accounting policy presented in note 1 d), in the amount of Euros 10,274,000 (31 December 2016: Euros 6,111,000). This note should be analysed together with note 23.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Provision for guarantees and other commitments (note 22) | 130,875 | 128,056 |
| Technical provision for the insurance activity: | ||
| For direct insurance and reinsurance accepted: | ||
| Unearned premium | 8,627 | 10,490 |
| Life insurance | 27,531 | 34,751 |
| For participation in profit and loss | 3,863 | 431 |
| Other technical provisions | 18,013 | 15,816 |
| Other provisions for liabilities and charges | 135,249 | 131,506 |
| 324,158 | 321,050 |
Changes in Provision for guarantees and other commitments are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 128,056 | 74,710 |
| Transfers resulting from changes in the Group's structure | - | (930) |
| Charge for the year (note 14) | 18,537 | 64,536 |
| Reversals for the year (note 14) | (15,953) | (8,644) |
| Exchange rate differences | 235 | (1,616) |
| Balance on 31 December | 130,875 | 128,056 |
Changes in Other provisions for liabilities and charges are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 131,506 | 136,908 |
| Transfers resulting from changes in the Group's structure | 3 | (1,879) |
| Other transfers | (655) | 11,844 |
| Charge for the year (note 14) | 16,463 | 44,928 |
| Reversals for the year (note 14) | (2,337) | (12,433) |
| Amounts charged-off | (10,364) | (46,209) |
| Exchange rate differences | 633 | (1,653) |
| Balance on 31 December | 135,249 | 131,506 |
The Other provisions for liabilities and charges were based on the probability of occurrence of certain contingencies related to risks inherent to the Group's activity, being reviewed at each reporting date to reflect the best estimate of the amount and respective probability of payment. This caption includes provisions for contingencies in the sale of Millennium Bank (Greece), lawsuits, fraud and tax contingencies. The provisions constituted to cover tax contingencies totalled Euros 63,669,000 (31 December 2016: Euros 49,016,000 ) and are associated, essentially, to contingencies related to VAT and Stamp Duty.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Bonds | ||
| Non Perpetual | 1,133,427 | 804,547 |
| Perpetual | 27,092 | 28,955 |
| CoCos | - | 703,421 |
| 1,160,519 | 1,536,923 | |
| Accruals | 8,543 | 7,632 |
| 1,169,062 | 1,544,555 |
As referred in note 47, Banco Comercial Português, S.A. fixed on 29 November 2017 the terms for a new issue of medium term subordinated debt notes eligible for approval by the ECB as Tier 2 capital, under its Euro Medium Term Notes Programme. The issue, in the amount of Euros 300 million, has a tenor of 10 years, with the option of early redemption by the Bank at the end of the fifth year, and an annual interest rate of 4.5 per cent. during the first five years (corresponding to a spread of 4.267 per cent over the 5 year mid-swap rate, which, for the determination of the interest rate for the remaining five years, will be applied over the mid swaps rate in force at the beginning of that period).
As referred in note 47, Banco Comercial Português, S.A. has proceeded, on 9 February 2017, to the early repayment to the Portuguese state of the remaining Core Tier 1 hybrid capital instruments, in the amount of Euros 700 million.
As at 31 December 2017, the subordinated debt issues are analysed as follows:
| date date Interest rate Issue Nominal value Book value Own funds value Non Perpetual Bonds Banco Comercial Português: Mbcp Ob Cx Sub 1 Serie 2008-2018 September, 2008 September, 2018 (i) See reference (viii) 52,420 52,420 2,549 Mbcp Ob Cx Sub 2 Serie 2008-2018 October, 2008 October, 2018 (ii) See reference (viii) 14,887 14,887 868 Bcp Ob Sub Jun 2020 - Emtn 727 June, 2010 June, 2020 (iii) See reference (ix) 14,791 14,791 1,470 Bcp Ob Sub Aug 2020 - Emtn 739 August, 2010 August, 2020 (iv) See reference (x) 9,278 9,278 294 Bcp Ob Sub Mar 2021 - Emtn 804 March, 2011 March, 2021 Euribor 3M + 3.75% 114,000 114,000 73,973 Bcp Ob Sub Apr 2021 - Emtn 809 April, 2011 April, 2021 Euribor 3M + 3.75% 64,100 64,100 41,701 Bcp Ob Sub 3S Apr 2021 - Emtn 812 April, 2011 April, 2021 Euribor 3M + 3.75% 35,000 35,000 23,158 Bcp Sub 11/25.08.2019 - Emtn 823 August, 2011 August, 2019 Fixed rate 6.383% 7,500 7,832 2,479 Bcp Subord Sep 2019 - Emtn 826 October, 2011 September, 2019 Fixed rate 9.31% 50,000 55,251 17,444 Bcp Subord Nov 2019 - Emtn 830 November, 2011 November, 2019 Fixed rate 8.519% 40,000 44,338 14,844 Mbcp Subord Dec 2019 - Emtn 833 December, 2011 December, 2019 Fixed rate 7.15% 26,600 29,945 10,330 Mbcp Subord Jan 2020 - Emtn 834 January, 2012 January, 2020 Fixed rate 7.01% 14,000 15,504 5,701 Mbcp Subord Feb 2020 - Vm Sr. 173 April, 2012 February, 2020 Fixed rate 9% 23,000 24,722 9,941 Bcp Subord Apr 2020 - Vm Sr 187 April, 2012 April, 2020 Fixed rate 9.15% 51,000 54,412 23,035 Bcp Subord 2 Serie Apr 2020 - Vm 194 April, 2012 April, 2020 Fixed rate 9% 25,000 26,632 11,417 Bcp Subordinadas Jul 20-Emtn 844 July, 2012 July, 2020 Fixed rate 9% 26,250 27,465 13,154 Bcp Fix Rate Reset Sub Notes-Emtn 854 December, 2017 December, 2027 See reference (xi) 300,000 298,583 300,000 Bank Millennium Bank Millennium - BKMO_071227R December, 2017 December, 2027 Wibor 6M 1,81% 167,641 167,639 66,145 + 2,3% BCP Finance Bank: BCP Fin Bank Ltd EMTN - 828 October, 2011 October, 2021 Fixed rate 13% 94,254 76,584 17,312 Magellan No. 3: Magellan No. 3 Series 3 Class F June, 2005 May, 2058 - 44 44 - 1,133,427 635,815 Perpetual Bonds Obrigações Caixa Perpétuas Subord 2002/19jun2012 June, 2002 See reference (v) See reference (xii) 85 71 - TOPS BPSM 1997 December, 1997 See reference (vi) Euribor 6M+0,9% 22,035 22,035 22,035 BCP Leasing 2001 December, 2001 See reference (vii) Euribor 3M+2,25% 4,986 4,986 4,986 27,092 27,021 Accruals 8,543 - 1,169,062 662,836 |
(Thousands of euros) | |||
|---|---|---|---|---|
| Issue | Maturity | |||
Date of exercise of the next call option - It is considered the first date after the end of the restructuring period (31 December 2017). Subject to prior approval of the Supervisory Authorities.
(i) March 2018; (ii) - April 2018; (iii) - June 2018; (iv) - February 2018; (v) - March 2018; (vi) - June 2018 ; (vii) March 2018.
Interest rate
(viii) - 1st year 6%; 2nd to 5th year Euribor 6M + 1%; 6th year and following Euribor 6M + 1.4%; (ix) - Until the 5th year Fixed rate 3.25%; 6th year and following years Euribor 6M + 1%; (x) - 1st year: 3%; 2nd year 3.25%; 3rd year 3.5%; 4th year 4%; 5th year 5%; 6th year and following Euribor 6M + 1.25%;xi) up to the 5th year fixed rate 4.5%; 6th year and following: mid-swap rate in force at the beginning of this period + 4.267%; (xii) - Until 40th coupon 6.131%; After 40th coupon Euribor 3M + 2.4%.
As at 31 December 2016, the subordinated debt issues are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Issue | Maturity | |||||
| Issue | date | date | Interest rate | Nominal value | Book value | Own funds value |
| Non Perpetual Bonds | ||||||
| Banco Comercial Português: | ||||||
| MBCP Ob Cx Sub 1 Serie 2008-2018 | September, 2008 | September, 2018 (i) See reference (viii) | 52,587 | 52,587 | 7,740 | |
| MBCP Ob Cx Sub 2 Serie 2008-2018 | October, 2008 | October, 2018 (ii) | See reference (viii) | 14,887 | 14,887 | 2,357 |
| BCP Ob Sub jun 2020 - EMTN 727 | June, 2010 | June, 2020 (iii) | See reference (ix) | 14,791 | 14,791 | 1,471 |
| BCP Ob Sub ago 2020 - EMTN 739 | August, 2010 | August, 2020 (iv) | See reference (x) | 9,278 | 9,278 | 1,222 |
| BCP Ob Sub mar 2021 - EMTN 804 | March, 2011 | March, 2021 | Euribor 3M + 3.75% | 114,000 | 114,000 | 96,773 |
| BCP Ob Sub abr 2021 - EMTN 809 | April, 2011 | April, 2021 | Euribor 3M + 3.75% | 64,100 | 64,100 | 54,521 |
| BCP Ob Sub 3S abr 2021 - EMTN 812 | April, 2011 | April, 2021 | Euribor 3M + 3.75% | 35,000 | 35,000 | 30,158 |
| BCP Sub 11/25.08.2019 - EMTN 823 | August, 2011 | August, 2019 | Fixed rate 6.383% | 7,500 | 8,011 | 3,979 |
| BCP Subord set 2019 - EMTN 826 | October, 2011 | September, 2019 | Fixed rate 9.31% | 50,000 | 53,933 | 27,444 |
| BCP Subord nov 2019 - EMTN 830 | November, 2011 | November, 2019 | Fixed rate 8.519% | 40,000 | 42,675 | 22,844 |
| MBCP Subord dez 2019 - EMTN 833 | December, 2011 | December, 2019 | Fixed rate 7.15% | 26,600 | 28,260 | 15,650 |
| MBCP Subord jan 2020 - EMTN 834 | January, 2012 | January, 2020 | Fixed rate 7.01% | 14,000 | 14,490 | 8,501 |
| MBCP Subord fev 2020 - Vm Sr. 173 | April, 2012 | February, 2020 | Fixed rate 9% | 23,000 | 23,730 | 14,541 |
| BCP Subord abr 2020 - Vm Sr 187 | April, 2012 | April, 2020 | Fixed rate 9.15% | 51,000 | 52,485 | 33,235 |
| BCP Subord 2 Serie abr 2020 - Vm 194 | April, 2012 | April, 2020 | Fixed rate 9% | 25,000 | 25,650 | 16,417 |
| BCP Subordinadas jul 20-EMTN 844 | July, 2012 | July, 2020 | Fixed rate 9% | 26,250 | 26,370 | 18,404 |
| Bank Millennium: | ||||||
| MB Finance AB | December, 2007 | December, 2017 | Euribor 6M + 2% | 150,466 | 150,466 | 29,257 |
| BCP Finance Bank: | ||||||
| BCP Fin Bank Ltd EMTN - 828 | October, 2011 | October, 2021 | Fixed rate 13% | 94,413 | 73,791 | 19,470 |
| Magellan No. 3: | ||||||
| Magellan No. 3 Series 3 Class F | June, 2005 | May, 2058 | - | 44 | 44 | - |
| 804,548 | 403,984 | |||||
| Perpetual Bonds | ||||||
| Obrigações Caixa Perpétuas | ||||||
| Subord 2002/19jun2012 | June, 2002 | See reference (v) | See reference (xi) | 95 | 75 | - |
| TOPS BPSM 1997 | December, 1997 | See reference (vi) | Euribor 6M + 0.9% | 23,216 | 23,332 | 23,216 |
| BCP Leasing 2001 | December, 2001 | See reference (vii) | Euribor 3M + 2.25% | 5,548 | 5,548 | 5,548 |
| 28,955 | 28,764 | |||||
| CoCos | ||||||
| BCP Coco Bonds 12/29.06.2017 | December, 2001 | June, 2017 | See reference (xii) | 700,000 | 703,420 | 700,000 |
| Accruals | 7,632 | - | ||||
| 1,544,555 | 1,132,748 |
Date of exercise of the next call option - It is considered the first date after the end of the restructuring period (31 December 2017). Subject to prior approval of the Supervisory Authorities.
(i) March 2018; (ii) - April 2018; (iii) - June 2018; (iv) - February 2018; (v) - March 2018; (vi) - June 2018; (vii) March 2018.
Interest rate
(viii) - 1st year 6%; 2nd to 5th year Euribor 6M + 1%; 6th year and following Euribor 6M + 1.4%; (ix) - Until the 5th year Fixed rate 3.25%; 6th year and following years Euribor 6M + 1%; (x) - 1st year: 3%; 2nd year 3.25%; 3rd year 3.5%; 4th year 4%; 5th year 5%; 6th year and following Euribor 6M + 1.25%; (xi) - Until 40th coupon 6.131%; After 40th coupon Euribor 3M + 2.4%; (xii) - 1st year: 8.5%; 2nd year 8.75%; 3rd year 9%; 4th year 9.5%; 5th year 10%.
The analysis of the subordinated debt by remaining period, is as follows:
| (Thousands of euros) | |
|---|---|
| 2017 | 2016 |
| 3 to 6 months 67,307 |
703,421 |
| Up to 1 year - |
150,466 |
| 1 to 5 years 599,854 |
654,037 |
| Over 5 years 466,266 |
44 |
| Undetermined 27,092 |
28,955 |
| 1,160,519 | 1,536,923 |
| Accruals 8,543 |
7,632 |
| 1,169,062 | 1,544,555 |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Creditors: | ||
| Suppliers | 39,197 | 28,430 |
| From factoring operations | 24,937 | 13,717 |
| Deposit account applications and others applications | 56,467 | 23,615 |
| Associated companies | 82 | 108 |
| For futures and options transactions | 10,972 | 6,517 |
| For direct insurance and reinsurance operations | 6,056 | 9,853 |
| Obligations not covered by the Group Pension Fund - amounts payable by the Group (note 49) | 21,281 | 47,989 |
| Other creditors | ||
| Residents | 32,259 | 51,241 |
| Non-residents | 38,568 | 36,573 |
| Negative equity in associated companies | ||
| Luanda Waterfront Corporation | - | 9,473 |
| Nanium, S.A. | - | 2,367 |
| Holiday pay and subsidies | 56,685 | 50,910 |
| Interests and other amounts payable | 19,821 | 65,147 |
| Operations to be settled - foreign, transfers and deposits | 333,205 | 301,696 |
| Amounts payable on trading activity | 1,441 | 803 |
| Other administrative costs payable | 3,527 | 2,856 |
| Deferred income | 67,009 | 10,930 |
| Loans insurance received and to amortized | 57,010 | 52,164 |
| Public sector | 35,631 | 32,643 |
| Other liabilities | 184,345 | 168,496 |
| 988,493 | 915,528 |
The caption Obligations not covered by the Group Pension Fund - amounts payable by the Group includes the amount of Euros 9,309,000 (31 December 2016: Euros 17,818,000) related to the actual value of benefits attributed associated with mortgage loans to employees, retirees and former employees and the amount of Euros 3,733,000 (31 December 2016: Euros 3,837,000), related to the obligations with retirement benefits already recognised in Staff costs, to be paid to former members of the Executive Board of Directors, as referred in note 49. This balance also includes the amount of Euros 5,000,000 regarding to restructuration costs. These obligations are not covered by the Group Pension Fund and therefore, correspond to amounts payable by the Group.
As at 31 December 2016, this caption also included the amount of Euros 21,337,000 related to the seniority premium.
The caption Amounts payable on trading activity includes amounts payable within 3 business days of stock exchange operations.
The Bank's share capital, as at 31 December 2017, amounts to Euros 5,600,738,053.72 and is represented by 15,113,989,952 ordinary, book-entry and nominates shares, without nominal value, which is fully paid.
As referred in note 47, the Board of Directors of BCP has resolved on 9 January 2017, to increase the share capital of BCP from Euros 4,268,817,689.20 to Euros 5,600,738,053.72, through an offering to existing holders of BCP's ordinary shares pursuant to their respective pre-emption rights, and other investors who acquire subscription rights, to subscribe for 14,169,365,580 new ordinary, book entry and registered shares, without nominal value. The resulting number of BCP ordinary shares is 15,113,989,952.
In November 2016, and in accordance with the resolution of the General Meeting of Shareholders of 21 April 2016 to suppress the pre-emptive right of the shareholders, the Board of Directors of BCP has approved a resolution for the increase of BCP's share capital, from Euros 4,094,235,361.88 to Euros 4,268,817,689.20, by way of a private placement of 157,437,395 new shares offered for subscription by Chiado at a subscription price of Euros 1.1089 per new share.
In October 2016, Banco Comercial Português proceeded with a reverse stock split, without decrease of the share capital, of the shares representing the Bank's share capital, by applying a regrouping ratio of 1:75, every 75 shares prior to the reverse split corresponding to 1 share thereafter, which is applicable to all the shares, in the same proportion. Thus, BCP's share capital at that date, in the amount of Euros 4,094,235,361.88, was represented by 787,186,977 shares.
The share premium amounts to Euros 16,470,667.11, corresponding to the difference between the issue price (Euros 0.0834 per share) and the issue value (Euros 0.08 per share) determined under the scope of the Exchange Offer occurred in June 2015.
As at 31 December 2017, the balance preference shares amounts to Euros 59,910,000.
The preference shares includes two issues by BCP Finance Company Ltd which considering the rules established in IAS 32 and in accordance with the accounting policy presented in note 1 h), were considered as equity instruments. The issues are analysed as follows:
439,684 preference shares with par value of Euros 100 each, perpetual without voting rights in the total amount of Euros 43,968,400, issued on 9 June 2004.
15,942 preference shares with par value of Euros 1,000 each, perpetual without voting rights, in the total amount of Euros 15,942,000, issued on 13 October 2005.
The balance Other equity instruments, in the amount of Euros 2,922,000 includes 2,922 perpetual subordinated debt securities with conditional coupons, issued on 29 June 2009, with a nominal value of Euros 1,000 each.
As referred in note 47, on 9 February 2017, BCP reimbursed the remaining CoCos to the Portuguese State in the amount of Euros 700 million. This repayment, which marks the return to the normalization of BCP's activity, had previously been approved by the European Central Bank, subject to the success of the capital increase that BCP concluded on that date.
Pursuant to the conditions of the issue of Core Tier I Capital Instruments underwritten by the State, under Law no. 63-A/2008 and Implementing Order no. 150-A/2012 (CoCos), the Bank could not distribute dividends until the issue was fully reimbursed.
As at 31 December 2017, the shareholders who hold individually or jointly 2% or more of the capital of the Bank, are the following:
| number of | |||
|---|---|---|---|
| Shareholder | shares | % share capital | % voting rights |
| Fosun Group - Chiado (Luxembourg) S.a.r.l. held by Fosun International Holdings Ltd | 4,089,789,779 | 27.06% | 27.06% |
| Sonangol - Sociedade Nacional de Combustíveis de Angola, EP, directly | 2,946,353,914 | 19.49% | 19.49% |
| BlackRock, Inc. (*) | 427,218,720 | 2.83% | 2.83% |
| EDP Pension Fund (**) | 319,113,690 | 2.11% | 2.11% |
| Total Qualified Shareholdings | 7,782,476,103 | 51.49% | 51.49% |
(*) According to the press release of 29 December 2017
(**) Imputation in accordance with paragraph f) of paragraph 1 of Article 20 of the Portuguese Securities Code.
Under Portuguese legislation, the Bank is required to set-up annually a legal reserve equal to a minimum of 10 percent of annual profits until the reserve equals the share capital. Such reserve is not normally distributable. In accordance with the proposal for the application of results for the year 2016 approved at the General Shareholders' Meeting held on 10 May 2017, the Bank increased its legal reserve in the amount of Euros 6,931,000. As at 31 December 2017, the amount of Legal reserves amounts to Euros 222,806,000 (31 December 2016: Euros 215,875,000).
In accordance with current legislation, the Group companies must set-up annually a reserve with a minimum percentage between 5 and 20 percent of their net annual profits depending on the nature of their economic activity and are recorded in Other reserves and retained earnings in the Bank's consolidated financial statements (note 43).
The amount of Statutory reserves amounts to Euros 30,000,000 (31 December 2016: Euros 30,000,000) and correspond to a reserve to steady dividends that, according to the bank's by-laws, can be distributed.
This balance is analysed as follows:
| Banco Comercial Português, S.A. |
Other treasury |
||
|---|---|---|---|
| shares | stock | Total | |
| 2017 | |||
| Net book value (Euros '000) | 88 | 205 | 293 |
| Number of securities | 323,738 (*) | ||
| Average book value (Euros) | 0.27 | ||
| 2016 | |||
| Net book value (Euros '000) | 2,880 | - | 2,880 |
| Number of securities | 2,689,098 (*) | ||
| Average book value (Euros) | 1.07 |
(*) As at 31 December 2017, Banco Comercial Português, S.A. does not held treasury shares and does not performed any purchases or sales of own shares during the period. However, this balance includes 323,738 shares (31 December 2016: 2,689,098 shares) owned by clients. Considering the fact that for some of these clients there is evidence of impairment, the shares of the Bank owned by these clients were considered as treasury shares, and, in accordance with the accounting policies, written off from equity.
The own shares held by the companies included in the consolidation perimeter are within the limits established by the Bank's by-laws and by "Código das Sociedades Comerciais".
Regarding treasury shares owned by associated companies of the BCP Group, as referred in note 50, as at 31 December 2017, the Millenniumbcp Ageas Group owned 142,601,000 BCP shares (31 December 2016: 8,694,500 shares) in the amount of Euros 38,531,000 (31 December 2016: Euros 9,312,000).
This balance is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Fair value reserves | |||
| Financial assets available for sale (note 23) | |||
| Potential gains and losses recognised in fair value reserves (*) | 56,883 | (233,799) | |
| Financial assets held to maturity (**) | (3,049) | (6,517) | |
| Of associated companies and others | 29,199 | 3,568 | |
| 83,033 | (236,748) | ||
| Cash-flow hedge | 12,985 | 56,842 | |
| 96,018 | (179,906) | ||
| Tax | |||
| Financial assets available for sale | |||
| Potential gains and losses recognised in fair value reserves | (8,375) | 67,936 | |
| Financial assets held to maturity | 141 | 207 | |
| Cash-flow hedge | (5,694) | (18,869) | |
| (13,928) | 49,274 | ||
| 82,090 | (130,632) | ||
| Reserves and retained earnings | |||
| Exchange differences arising on consolidation: | |||
| Bank Millennium, S.A. | (26,733) | (33,196) | |
| BIM - Banco International de Moçambique, S.A. | (151,710) | (166,996) | |
| Others | (5,676) | 15,873 | |
| (184,119) | (184,319) | ||
| Actuarial losses | (2,590,817) | (2,575,656) | |
| Application of IAS 29 | |||
| Effect on BMA equity | 28,428 | - | |
| Others | (3,965) | - | |
| 24,463 | - | ||
| Other reserves and retained earnings | 2,630,253 | 2,657,669 | |
| (120,220) | (102,306) |
(*) Includes the effects arising from the application of hedge accounting.
(**) Refers to the amount not accrued of the fair value reserve at the date of reclassification for securities subject to reclassification.
The fair value reserves correspond to the accumulated fair value changes of the financial assets available for sale and Cash flow hedge, in accordance with the accounting policy presented in note 1 d).
The changes occurred in Fair value reserves, excluding the effect of hedge accounting, during 2017, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | ||||||
| Balance on 1 January |
Fair value adjustment |
Fair value hedge adjustment |
Impairment in profit and loss |
Sales | Balance on 31 December |
|
| Millenniumbcp Ageas | (976) | 26,008 | - | - | - | 25,032 |
| Portuguese public debt securities | (295,433) | 361,778 | (68,400) | - | (55,719) | (57,774) |
| Visa Inc. | 644 | 2,283 | - | - | - | 2,927 |
| Other investments | 59,017 | 33,520 | 1,212 | 63,421 | (44,322) | 112,848 |
| (236,748) | 423,589 | (67,188) | 63,421 | (100,041) | 83,033 |
The changes occurred in Fair value reserves, excluding the effect of hedge accounting, during 2016, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Balance on 1 January |
Fair value adjustment |
Fair value hedge adjustment |
Impairment in profit and loss |
Sales | Balance on 31 December |
|
| Millenniumbcp Ageas | 3,270 | (4,246) | - | - | - | (976) |
| Portuguese public debt securities | (116,939) | (110,728) | (57,763) | - | (10,003) | (295,433) |
| Visa Europe Limited. | 43,312 | 18,036 | - | - | (61,348) | - |
| Visa Inc. | - | 644 | - | - | - | 644 |
| Other investments | 123,742 | (308,791) | - | 274,741 | (30,675) | 59,017 |
| 53,385 | (405,085) | (57,763) | 274,741 | (102,026) | (236,748) |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Exchange differences arising on consolidation | (87,009) | (141,617) |
| Deferred taxes | 920 | 4,900 |
| Actuarial losses (net of taxes) | 256 | (1,069) |
| Fair value reserves | (6,044) | (28,653) |
| (91,877) | (166,439) | |
| Other reserves and retained earnings | 1,190,798 | 1,049,504 |
| 1,098,921 | 883,065 |
The balance Non-controlling interests is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Balance Sheet | Income Statement | |||
| 2017 | 2016 | 2017 | 2016 | |
| From continuing operations | ||||
| Bank Millennium, S.A. | 928,855 | 785,357 | 79,957 | 79,971 |
| BIM - Banco International de Moçambique, SA (*) | 137,958 | 106,377 | 29,187 | 24,652 |
| Other subsidiaries | 32,108 | (8,669) | (5,978) | (1,112) |
| 1,098,921 | 883,065 | 103,166 | 103,511 | |
| From discontinued or discontinuing operations | ||||
| Banco Millennium Angola, S.A. | - | - | - | 18,366 |
| 1,098,921 | 883,065 | 103,166 | 121,877 | |
(*) Includes the non-controlling interests of BIM Group related to SIM - Seguradora International de Moçambique, S.A.R.L.
The following table presents a summary of financial information for the main subsidiaries included in this caption, prepared in accordance with IFRS. The information is presented before inter-company eliminations:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| BIM - Banco International | ||||
| Bank Millennium, S.A. | de Moçambique, S.A. | |||
| 2017 | 2016 | 2017 | 2016 | |
| Income | 808,302 | 795,592 | 362,264 | 295,057 |
| Net profit for the year | 160,235 | 160,263 | 85,096 | 71,240 |
| Net profit for the year attributable to the shareholders | 80,278 | 80,292 | 56,747 | 47,507 |
| Net profit for the year attributable to non-controlling interests | 79,957 | 79,971 | 28,349 | 23,733 |
| Other comprehensive income attributable to the shareholders | 63,798 | (48,853) | 21,690 | (93,288) |
| Other comprehensive income attributable to non-controlling interests | 63,543 | (48,657) | 10,836 | (46,604) |
| Total comprehensive income | 287,576 | 62,753 | 117,622 | (68,652) |
| Financial assets | 16,813,129 | 15,384,246 | 1,792,696 | 1,709,588 |
| Non-financial assets | 222,482 | 211,494 | 157,792 | 128,229 |
| Financial liabilities | (14,810,869) | (13,741,008) | (1,435,333) | (1,402,163) |
| Non-financial liabilities | (363,309) | (280,870) | (108,264) | (123,526) |
| Equity | 1,861,433 | 1,573,862 | 406,891 | 312,128 |
| Equity attributed to the shareholders | 932,578 | 788,505 | 271,337 | 208,144 |
| Equity attributed to the non-controlling interests | 928,855 | 785,357 | 135,554 | 103,984 |
| Cash flows arising from: | ||||
| operating activities | 504,564 | 655,612 | 59,305 | 6,516 |
| investing activities | 223,341 | (991,754) | (13,338) | (11,357) |
| financing activities | (3,154) | 3,019 | (49,442) | 8,703 |
| Net increase / (decrease) in cash and equivalents | 724,751 | (333,123) | (3,475) | 3,862 |
| Dividends paid during the year: | ||||
| attributed to the shareholders | - | - | 14,717 | 12,359 |
| attributed to the non-controlling interests | - | - | 7,352 | 6,174 |
| - | - | 22,069 | 18,533 |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Guarantees granted (note 22) | ||
| Guarantees | 3,913,735 | 3,859,747 |
| Stand-by letter of credit | 60,991 | 68,301 |
| Open documentary credits | 375,384 | 506,160 |
| Bails and indemnities | 191,613 | 401,837 |
| 4,541,723 | 4,836,045 | |
| Commitments to third parties | ||
| Irrevocable commitments | ||
| Term deposits contracts | 17,322 | 18,383 |
| Irrevocable credit lines | 3,239,315 | 2,184,968 |
| Securities subscription | 106,419 | - |
| Other irrevocable commitments | 272,749 | 294,046 |
| Revocable commitments | ||
| Revocable credit lines | 4,027,812 | 3,931,708 |
| Bank overdraft facilities | 612,248 | 615,795 |
| Other revocable commitments | 50,678 | 62,571 |
| 8,326,543 | 7,107,471 | |
| Guarantees received | 26,084,077 | 27,051,441 |
| Commitments from third parties | 11,031,241 | 11,043,835 |
| Securities and other items held for safekeeping | 67,670,271 | 59,903,424 |
| Securities and other items held under custody by the Securities Depository Authority | 62,485,697 | 55,380,653 |
| Other off balance sheet accounts | 129,631,680 | 131,179,648 |
The guarantees granted by the Group may be related to loans transactions, where the Group grants a guarantee in connection with a loan granted to a client by a third entity. According to its specific characteristics it is expected that some of these guarantees expire without being executed and therefore these transactions do not necessarily represent a cash-outflow. The estimated liabilities are recorded under provisions (note 37).
Stand-by letters and open documentary credits aim to ensure the payment to third parties from commercial deals with foreign entities and therefore financing the shipment of the goods. Therefore the credit risk of these transactions is limited since they are collateralised by the shipped goods and are generally short term operations.
Irrevocable commitments are non-used parts of credit facilities granted to corporate or retail customers. Many of these transactions have a fixed term and a variable interest rate and therefore the credit and interest rate risk is limited.
The financial instruments accounted as Guarantees and other commitments are subject to the same approval and control procedures applied to the credit portfolio, namely regarding the analysis of objective evidence of impairment, as described in the accounting policy in note 1 c). The maximum credit exposure is represented by the nominal value that could be lost related to guarantees and commitments undertaken by the Group in the event of default by the respective counterparties, without considering potential recoveries or collaterals.
In accordance with the no. 4 of the 29th article of Decree-Law 252/2003 of 17 October, which regulates collective investment organisms, the funds managing companies together with the custodian Bank of the Funds, are jointly responsible to all the funds investors, for the compliance of all legal obligations arising from the applicable Portuguese legislation and in accordance with the regulations of the funds. The total value of the funds managed by the Group companies is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Banco Comercial Português, S.A. | 3,004,040 | 2,220,048 |
| Millennium bcp Bank & Trust | 10,038 | 12,510 |
| Interfundos Gestão de Fundos de Investimento Imobiliários, S.A. | 1,548,638 | 1,323,629 |
| Millennium TFI S.A. | 1,187,568 | 902,912 |
| 5,750,284 | 4,459,099 |
The Group provides custody, trustee, corporate administration, investment management and advisory services to third parties, which involve the Group making allocation and purchase and sale decisions in relation to a wide range of financial instruments. For certain services are set objectives and levels of return for assets under management and custody. There is no capital or profitability guaranteed by the Bank in these assets. Those assets held in a fiduciary capacity are not included in the financial statements.
The total assets under management and custody by the Group companies are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Assets under deposit | 59,725,277 | 52,428,167 |
| Wealth management | 3,014,078 | 2,232,558 |
| Real-estate investment funds | 1,548,638 | 1,323,629 |
| Investment funds | 1,187,568 | 902,912 |
| 65,475,561 | 56,887,266 |
Banco Comercial Português, S.A. concluded on 10 May 2017, with 54.17% of the share capital represented, the Annual General Meeting of Shareholders, with the following resolutions:
Item One – Approval of the individual and consolidated annual reports, balance sheet and financial statements for 2016;
Item Two – Approval of the proposal for the application of year-end results of 2016;
Item Three – Approval of a vote of trust and praise addressed to the Board of Directors, including to the Executive Committee and to the Audit Committee and each one of their members, as well as to the Chartered Accountant and its representative;
Item Four – Approval of the statement on the remuneration policy of the Members of the Management and Supervision Bodies;
Item Five – Approval of the appointment of two new directors: Lingiang Xu as non-executive member of the Board of Directors of BCP and João Nuno de Oliveira Palma as executive member of the Board of Directors of BCP;
Item Six - Approval of the acquisition and sale of own shares and bonds;
Item Seven – Election of the members of the Board of the General Meeting of Banco Comercial Português for the term-of-office of 2017/2019.
Banco Comercial Português, after having conveyed reservations regarding the contingent capitalization obligation by the Portuguese Resolution Fund) which was announced to be included in a sale agreement of Novo Banco, has decided, in light of the legal deadline and for caution, to request the respective appreciation through administrative legal proceedings. This diligence does not comprise nor entail, the production of any suspensive effects on the sale of Novo Banco, S.A. and, consequently, brings legally no impediment to such sale within the foreseen delays, which centres exclusively on the referred capitalization contingent obligation.
The Board of Directors of Banco Comercial Português, S.A. ("BCP") has resolved on 9 January 2017, with the favourable prior opinion of the Audit Committee, to increase the share capital of BCP, from Euros 4,268,817,689.20 to Euros 5,600,738,053.72, through an Public Offering to existing holders of BCP's ordinary shares pursuant to their respective pre-emption rights, and other investors who acquire subscription rights, to subscribe for 14,169,365,580 new ordinary, book entry and registered shares, without nominal value. The resulting number of ordinary shares will be 15,113,989,952.
The subscription price was set at Euros 0.0940 per share. Each holder of BCP's ordinary shares will receive one subscription right for each ordinary share it owns.
Further to the subscription by Chiado (Luxembourg) S.à r.l. ("Chiado"), a member of the Fosun group, of the reserved capital increase completed on 18 November 2016, through which Chiado holds a shareholding of approximately 16.67% of the total share capital of BCP, Chiado presented an irrevocable anticipated subscription order of an amount of shares that, if satisfied in full, will increase its holding in BCP's share capital to 30% after the Rights Offering, to be achieved through the exercise of the subscription rights corresponding to the number of shares presently held by it and, in addition, an oversubscription order and/or the potential exercise of further subscription rights that may be acquired by Chiado. This order could not be withdrawn except under certain circumstances where material adverse changes have occurred, as long as the same circumstances have led to the termination of the Underwriting Agreement referred to below by the Joint Global Coordinators.
Under the terms of the subscription order, Chiado has committed to (i) a lock-up period related to the sale of shares subscribed by it through its proportional subscription rights corresponding to the number of shares acquired as part of the Reserved Capital Increase, for a period of three years starting from 18 November 2016 and (ii) taking all reasonably appropriate actions to avoid the sale or transfer, within 30 days of closing of the Public Offering, of any of the shares obtained by Chiado in the Rights Offering. For the avoidance of doubt, this limitation does not prohibit Chiado from pledging the shares subscribed by it.
In connection with the Rights Offering, BCP has entered into an underwriting agreement with a syndicate of banks, pursuant to which the banks have agreed, and subject to certain conditions, to procure subscribers for, or failing which to subscribe for, any remaining offered shares in the Rights Offering, but excluding the shares to be subscribed by Chiado under its irrevocable anticipated subscription order.
The 14,169,365,580 new ordinary shares issued pursuant to the Rights Offering, as well as the 157,437,395 shares fully subscribed and paid-up by the shareholder Chiado (Luxembourg) S.à r.l. in the BCP's reserved share capital increase (in the amount of Euros 174,582,327.32) completed on 18 November 2016, was admitted to trading on Euronext Lisbon as at 9 February 2017. As such, the BCP's share capital from this date amounts to Euros 5,600,738,053.72, represented by 15,113,989,952 ordinary, registered, bookentry shares without nominal value.
Banco Comercial Português, S.A. has proceeded, on 9 February 2017, to the early repayment to the Portuguese state of the remaining Core Tier 1 hybrid capital instruments, in the amount of Euros 700 million. This repayment, key to the return to normalisation of BCP's activity, was previously approved by the European Central Bank, subject to the success of the share capital increase completed in this date.
Banco Comercial Português, S.A. fixed on 23 May 2017, the terms and conditions for a new issue of covered mortgage bonds, under its Covered Bond Program, with subscription date on 31 May. The issue, in the amount of Euros 1,000 million has a term of 5 years, an issuance price of 99.386% and an annual interest rate of 0.75%, reflecting a spread of 65 basis points over 5-year swaps.
The operation was placed successfully with a very diverse group of European institutional investors. Demand for the issue was more than 180% the amount on offer, and the speed with which the placement was completed demonstrate unequivocally the confidence of the market in the Bank and its clear ability to access this important source of financing.
Banco Comercial Português, Caixa Geral de Depósitos and Novo Banco signed, on 28 September 2017, a memorandum of understanding for the creation of "Plataforma de Gestão de Créditos Bancários, ACE" ("the Platform"), a tool that will allow for an enhanced co-ordination among lenders, aimed at increasing the effectiveness and speed of credit and companies' restructuring processes.
Under this memorandum, the three parties involved have stated their intention to create the Platform, with the purpose of managing, in an integrated manner, an array of credits granted to a number of shared debtors and classified as NPE ("Non Performing Exposures").
On an initial phase, the Platform will manage credits with a nominal aggregate value not lower than Euros 5,000,000 (five million euros) per eligible debtor. Assets to be managed by the Platform will remain in each of the banks' balance sheets.
The Platform is designed as to allow other financial institutions or financial societies, sharing debtors with other members, to join on a voluntary basis in the future.
The Platform is to pursue the following goals:
Recovering credit and speeding-up the reduction of NPE portfolios held by banks;
Supporting the recovery of several sectors of the Portuguese economy, through credit and debtors' restructuring, and increasing asset viability;
Fostering companies' re-composition and consolidation, when necessary to ensure debtors viability and soundness;
Facilitating and fostering the access of companies, either already restructured or under restructuring, to public or private sources of new capital or of funding;
Accelerating and facilitating debtors' negotiations with banks, aimed at corporate restructuring;
Lobbying the Government and the Bank of Portugal for changes to the legal, judicial and fiscal framework, as to render corporate restructuring processes swifter and more efficient.
Banco Comercial Português, S.A. ("Millennium bcp") fixed, on 29 November 2017, the terms for a new issue of medium term subordinated debt notes eligible for approval by the ECB as Tier 2 capital, under its Euro Medium Term Notes Programme.
The issue, in the amount of Euros 300 million, has a tenor of 10 years, with the option of early redemption by the Bank at the end of the fifth year, and an annual interest rate of 4.5 per cent. during the first five years (corresponding to a spread of 4.267 per cent over the 5 year mid-swap rate, which, for the determination of the interest rate for the remaining five years, will be applied over the mid swaps rate in force at the beginning of that period).
The transaction was placed with a very diversified group of European institutional investors. The demand, which was approximately three times the amount of the issue, as well as the swiftness of the execution of the transaction, represent the confidence of the market in Bank, in the success of its restructuring process and its capacity to access this important segment of the capital markets.
The issue, which is the first issue of such an instrument by a Portuguese bank to take place in the market after completion of the Portuguese financial assistance programme, is part of the Bank's strategy of strengthening its total capital ratio and its presence in the international capital markets.
Banco Comercial Português, S.A. (BCP) has been notified of the decision of the European Central Bank (ECB) regarding minimum prudential requirements to be fulfilled from 1st January 2018, based on the results of the Supervisory Review and Evaluation Process (SREP). In addition, BCP was informed by the Bank of Portugal on its capital buffer requirement as "other systemically important institution" (O-SII).
The above referred decisions define, as regards to the minimum capital requirements to be complied from 1 January 2018, the following ratios, determined by the total value of the risk-weighted assets (RWA):
| BCP Consolidated | Minimum capital requirements from 1 January 2018 | ||||
|---|---|---|---|---|---|
| Minimum | of which: | ||||
| requirements | Pilar 1 | Pilar 2 | Buffers | ||
| CET1 | 8.8125% | 4.5% | 2.25% | 2.0625% | |
| T1 | 10.3125% | 6.0% | 2.25% | 2.0625% | |
| Total | 12.3125% | 8.0% | 2.25% | 2.0625% |
Buffers include the conservation buffer (1.875%), the countercyclical buffer (0%) and the buffer for other systemically important institutions (O-SII: 0.1875%).
According to ECB's decision under the SREP, the Pillar 2 requirement for BCP was set at 2.25%, a 0.15 percentage point reduction from 2017.
Fair value is based on market prices, whenever these are available. If market prices are not available, as occurs regarding many products sold to clients, fair value is estimated through internal models based on cash-flow discounting techniques. Cash-flows for the different instruments sold are calculated according to its financial characteristics and the discount rates used include both the market interest rate curve and the current conditions of the Group's pricing policy.
Thus, the fair value obtained is influenced by the parameters used in the evaluation model that have some degree of judgment and reflects exclusively the value attributed to different financial instruments. However it does not consider prospective factors, as the future business evolution. Therefore the values presented cannot be understood as an estimate of the economic value of the Group.
The main methods and assumptions used in estimating the fair value for the financial assets and financial liabilities are presented as follows:
Considering the short term of these financial instruments, the amount in the balance sheet is a reasonable estimate of its fair value.
The fair value of these financial instruments is calculated discounting the expected principal and interest future cash flows for these instruments, considering that the payments of the instalments occur in the contractually defined dates. This update is made based on the prevailing market rate for the term of each cash flow plus the average spread of the production of the most recent 3 months of the same. For the elements with signs of impairment, the net impairment of these operations is considered as a reasonable estimate of their fair value, considering the economic valuation that is realized in the determination of this impairment.
For resources from Central Banks it was considered that the book value is a reasonable estimate of its fair value, given the nature of operations and the associated short-term. The rate of return of funding with the European Central Bank is 0.00% as at 31 December 2017 (31 December 2016: 0.00%).
For the remaining loans and advances and deposits, the discount rate used reflects the current conditions applied by the Group on identical instruments for each of the different residual maturities (rates from the monetary market or from the interest rate swap market).
Considering the short maturity of these financial instruments, the conditions of the portfolio are similar to conditions used at the date of the report. Therefore the amount in the balance sheet is a reasonable estimate of its fair value.
The fair value of these instruments is calculated by discounting the expected principal and interest future cash flows for these instruments, considering that the payments of the instalments occur in the contractually defined dates. For loans with signs of impairment, the net impairment of these operations is considered as a reasonable estimate of their fair value, considering the economic valuation that is realized in the determination of this impairment.
The discount rate used is the one that reflects the current rates of the Group for each of the homogeneous classes of this type of instruments and with similar residual maturity. The discount rate includes the market rates for the residual maturity date (rates from the monetary market or from the interest rate swap market, at the end of the period) and the spread used at the date of the report, which was calculated from the average production of the three most recent months compared to the reporting date.
The fair value of these financial instruments is calculated by discounting the expected principal and interest future cash flows for the referred instruments, considering that payments occur in the contractually defined dates. The discount rate used reflects the current conditions applied by the Group in similar instruments with a similar maturity. The discount rate includes the market rates of the residual maturity date (rates of monetary market or the interest rate swap market, at the end of the period) and the actual spread of the Group. This was calculated from the average production of the three most recent months compared to the reporting date.
As at 31 December 2017, the average discount rates for Loans and advances to credit institutions, Loans and advances to customers, Resources from credit institutions and Resources from customers are analysed as follows:
| Loans and | ||||
|---|---|---|---|---|
| advances to | Loans and | Resources from | ||
| credit | advances to | credit | Resources from | |
| institutions | customers | institutions | customers | |
| EUR | 0.67% | 3.70% | 0.28% | 0.08% |
| AOA | 20.91% | n.a. | n.a. | n.a. |
| AUD | n.a. | n.a. | n.a. | 2.08% |
| CAD | n.a. | 1.66% | n.a. | 1.90% |
| CHF | n.a. | 2.67% | -0.11% | -0.42% |
| CNY | n.a. | n.a. | n.a. | 3.95% |
| DKK | n.a. | n.a. | n.a. | -0.02% |
| GBP | 0.80% | 3.39% | n.a. | 0.77% |
| HKD | n.a. | 1.51% | n.a. | 1.16% |
| MOP | n.a. | 1.25% | n.a. | 1.51% |
| MZN | 22.26% | 42.48% | n.a. | 32.48% |
| NOK | 0.80% | 4.36% | n.a. | 1.25% |
| PLN | 1.91% | 6.24% | 1.90% | 1.69% |
| SEK | n.a. | n.a. | n.a. | 0.02% |
| USD | 1.99% | 16.76% | 2.08% | 3.21% |
| ZAR | 7.28% | 29.12% | n.a. | 17.11% |
| Average discount rate | 3.27% | 4.60% | 0.45% | 1.44% |
These financial instruments are accounted for at fair value. Fair value is based on market prices ("Bid-price"), whenever these are available. If market prices are not available, fair value is estimated through numerical models based on cash-flow discounting techniques, using the market interest rate curve adjusted for factors associated, predominantly credit risk and liquidity risk, determined in accordance with the market conditions and time frame.
Market interest rates are determined based on information released by the suppliers of financial content - Reuters and Bloomberg more specifically as a result of prices of interest rate swaps. The values for the very short-term rates are obtained from similar sources but regarding interbank money market. The interest rate curve obtained is calibrated with the values of interest rate short-term futures. Interest rates for specific periods of the cash flows are determined by appropriate interpolation methods. The same interest rate curves are used in the projection of the non-deterministic cash flows such as indexes.
When optionality is involved, the standard templates (Black-Scholes, Black, Ho and others) are used considering the volatility areas applicable. Whenever there are no references in the market of sufficient quality or that the available models do not fully apply to meet the characteristics of the financial instrument, specific quotations supplied by an external entity are applied, typically a counterparty of the business.
These financial instruments are accounted at amortised cost net of impairment. Fair value is based on market prices, whenever these are available. If market prices are not available, fair value is estimated through numerical models based on cash-flow discounting techniques, using the market interest rate curve adjusted for factors associated, predominantly credit risk and liquidity risk, determined in accordance with the market conditions and time frame.
All derivatives are recorded at fair value. In case of derivative contracts that are quoted in organised markets their market prices are used. As for derivatives traded "Over-the-counter", it is applied methods based on numerical cash-flow discounting techniques and models for assessment of options considering variables of the market, particularly the interest rates on the instruments in question, and where necessary, their volatilities.
Interest rates are determined based on information disseminated by the suppliers of financial content - Reuters and Bloomberg - more specifically those resulting from prices of interest rate swaps. The values for the very short-term rates are obtained from a similar source but regarding interbank money market. The interest rate curve obtained is calibrated with the values of interest rate short-term futures. Interest rates for specific periods of the cash flows are determined by appropriate interpolation methods. The interest rate curves are used in the projection of the non-deterministic cash flows such as indexes.
For these financial instruments the fair value was calculated for components for which fair value is not yet reflected in the balance sheet. Fixed rate instruments for which the Group adopts "hedge-accounting", the fair value related to the interest rate risk is already recognised.
For the fair value calculation, other components of risk were considered, in addition to the interest rate risk already recorded. The fair value is based on market prices, whenever these are available. If market prices are not available, fair value is estimated through numerical models based on cash-flow discounting techniques, using the market interest rate curve adjusted by associated factors, predominantly credit risk and trading margin, the latter only in the case of issues placed on non-institutional customers of the Group.
As original reference, the Group applies the curves resulting from the market interest rate swaps for each specific currency. The credit risk (credit spread) is represented by an excess from the curve of interest rate swaps established specifically for each term and class of instruments based on the market prices on equivalent instruments.
For own issued debts placed among non institutional costumers of the Group, one more differential was added (commercial spread), which represents the margin between the financing cost in the institutional market and the cost obtained by distributing the respective instrument in the owned commercial network.
The average of the reference rates of the yield curve obtained from the market prices of the different currencies used in the determination of the fair value of the issues is analysed as follows:
| 2017 | 2016 | |||||
|---|---|---|---|---|---|---|
| EUR | PLN | EUR | PLN | USD | ||
| Placed in the institutional market | ||||||
| Subordinated (not considering CoCos in 2016) | 6.42% | - | 8.54% | - | - | |
| Senior (including guaranteed by | ||||||
| the State and mortgage) | 0.13% | 2.45% | 0.65% | 4.19% | - | |
| Placed in retail | ||||||
| Subordinated | 2.01% | - | 3.03% | - | - | |
| Senior and collateralised | 1.06% | 2.92% | 1.28% | 2.83% | 4.52% |
For debt securities, the fair value calculation focused on all the components of these instruments, as a result the difference determined is a negative amount of Euros 14,199,000 (31 December 2016: a negative amount of Euros 20,752,000), and includes a payable amount of Euros 10,272,000 (31 December 2016: a payable amount of Euros 5,916,000) which reflects the fair value of embedded derivatives and are recorded in financial assets and liabilities held for trading.
As at 31 December 2017, the following table presents the interest rates used in the definition of the interest rate curves of main currencies, namely EUR, USD, GBP and PLN used to determine the fair value of the financial assets and liabilities of the Group:
| Currencies | ||||
|---|---|---|---|---|
| EUR | USD | GBP | PLN | |
| 1 day | -0.43% | 1.42% | 0.47% | 1.47% |
| 7 days | -0.43% | 1.50% | 0.51% | 1.47% |
| 1 month | -0.42% | 1.63% | 0.50% | 1.55% |
| 2 months | -0.39% | 1.65% | 0.56% | 1.58% |
| 3 months | -0.38% | 1.70% | 0.61% | 1.62% |
| 6 months | -0.32% | 1.83% | 0.72% | 1.71% |
| 9 months | -0.27% | 1.90% | 0.81% | 1.72% |
| 1 year | -0.26% | 1.88% | 0.88% | 1.80% |
| 2 years | -0.15% | 2.06% | 0.78% | 2.03% |
| 3 years | 0.01% | 2.15% | 0.89% | 2.22% |
| 5 years | 0.31% | 2.23% | 1.03% | 2.50% |
| 7 years | 0.57% | 2.30% | 1.14% | 2.70% |
| 10 years | 0.89% | 2.38% | 1.27% | 2.94% |
| 15 years | 1.25% | 2.47% | 1.41% | 3.25% |
| 20 years | 1.42% | 2.51% | 1.46% | 3.37% |
| 30 years | 1.50% | 2.52% | 1.43% | 3.37% |
The following table shows the fair value of financial assets and liabilities of the Group, as at 31 December 2017:
| (Thousands of euros) 2017 |
|||||
|---|---|---|---|---|---|
| Fair value through profit or |
Fair value | ||||
| loss | through reserves | Amortised cost | Book value | Fair value | |
| Assets | |||||
| Cash and deposits at Central Banks | - | - | 2,167,934 | 2,167,934 | 2,167,934 |
| Loans and advances to credit institutions | |||||
| Repayable on demand | - | - | 295,532 | 295,532 | 295,532 |
| Other loans and advances | - | - | 1,065,568 | 1,065,568 | 1,064,736 |
| Loans and advances to customers (i) | - | - | 47,633,492 | 47,633,492 | 45,287,607 |
| Financial assets held for trading | 897,734 | - | - | 897,734 | 897,734 |
| Other financial assets held for trading | |||||
| at fair value through profit or loss | 142,336 | - | - | 142,336 | 142,336 |
| Financial assets available for sale | - | 11,471,847 | - | 11,471,847 | 11,471,847 |
| Assets with repurchase agreement | - | - | - | - | - |
| Hedging derivatives (ii) | 234,345 | - | - | 234,345 | 234,345 |
| Held to maturity financial assets | - | - | 411,799 | 411,799 | 406,335 |
| 1,274,415 | 11,471,847 | 51,574,325 | 64,320,587 | 61,968,406 | |
| Liabilities | |||||
| Resources from credit institutions | - | - | 7,487,357 | 7,487,357 | 7,441,083 |
| Resources from customers (i) | 2,902,392 | - | 48,285,425 | 51,187,817 | 51,178,257 |
| Debt securities (i) | 941,253 | - | 2,066,538 | 3,007,791 | 2,993,592 |
| Financial liabilities held for trading | 399,101 | - | - | 399,101 | 399,101 |
| Hedging derivatives (ii) | 177,337 | - | - | 177,337 | 177,337 |
| Subordinated debt (i) | - | - | 1,169,062 | 1,169,062 | 1,331,397 |
| 4,420,083 | - | 59,008,382 | 63,428,465 | 63,520,767 |
(i) - The book value includes the effect of the adjustments resulting from the application of hedge accounting;
(ii) - Includes a portion that is recognized in reserves in the application of accounting cash flow hedge.
The following table shows the fair value of financial assets and liabilities of the Group, as at 31 December 2016:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Fair value | |||||
| through profit or | Fair value | ||||
| loss | through reserves | Amortised cost | Book value | Fair value | |
| Assets | |||||
| Cash and deposits at Central Banks | - | - | 1,573,912 | 1,573,912 | 1,573,912 |
| Loans and advances to credit institutions | |||||
| Repayable on demand | - | - | 448,225 | 448,225 | 448,225 |
| Other loans and advances | - | - | 1,056,701 | 1,056,701 | 1,054,536 |
| Loans and advances to customers (i) | - | - | 48,017,602 | 48,017,602 | 45,692,179 |
| Financial assets held for trading | 1,048,797 | - | - | 1,048,797 | 1,048,797 |
| Other financial assets held for trading | |||||
| at fair value through profit or loss | 146,664 | - | - | 146,664 | 146,664 |
| Financial assets available for sale | - | 10,596,273 | - | 10,596,273 | 10,596,273 |
| Assets with repurchase agreement | - | - | 20,525 | 20,525 | 20,525 |
| Hedging derivatives (ii) | 57,038 | - | - | 57,038 | 57,038 |
| Held to maturity financial assets | - | - | 511,181 | 511,181 | 493,219 |
| 1,252,499 | 10,596,273 | 51,628,146 | 63,476,918 | 61,131,368 | |
| Liabilities | - | - | - | - | - |
| Resources from credit institutions | - | - | 9,938,395 | 9,938,395 | 9,984,427 |
| Resources from customers (i) | 2,985,741 | - | 45,811,906 | 48,797,647 | 48,692,203 |
| Debt securities (i) | 785,664 | - | 2,727,156 | 3,512,820 | 3,492,068 |
| Financial liabilities held for trading | 547,587 | - | - | 547,587 | 547,587 |
| Hedging derivatives (ii) | 383,992 | - | - | 383,992 | 383,992 |
| Subordinated debt (i) | - | - | 1,544,555 | 1,544,555 | 1,745,871 |
| 4,702,984 | - | 60,022,012 | 64,724,996 | 64,846,148 |
(i) - The book value includes the effect of the adjustments resulting from the application of hedge accounting;
(ii) - Includes a portion that is recognized in reserves in the application of accounting cash flow hedge.
The Group classified the financial instruments recorded in the balance sheet at fair value in accordance with the hierarchy established in IFRS 13.
The fair value of financial instruments is determined using quotations recorded in active and liquid markets, considering that a market is active and liquid whenever its stakeholders conduct transactions on a regular basis giving liquidity to the instruments traded. When it is verified that there are no transactions that regularly provide liquidity to the traded instruments, valuation methods and techniques are used to determine the fair value of the financial instruments.
In this category are included, in addition to financial instruments traded on a regulated market, bonds and units of investment funds valued on the basis of prices disclosed through trading systems.
The classification of the fair value of level 1 is used when:
i) - There is a firm daily enforceable quotation for the financial instruments concerned, or;
ii) - There is a quotation available in market information systems that aggregate multiple prices of various stakeholders, or;
iii) - Financial instruments have been classified in level 1, at least 90% of trading days in the year (at the valuation date).
Financial instruments, when there are no regular transactions in the active and liquid markets (level 1), are classified in level 2, according to the following rules:
i) - Failure to comply with the rules defined for level 1, or;
ii) - They are valued based on valuation methods and techniques that use mostly observable market data (interest rate or exchange rate curves, credit curves, etc.).
Level 2 includes over-the-counter derivative financial instruments contracted with counterparties with which the Bank maintains collateral agreements (ISDAs with Credit Support Annex (CSA)), in particular with MTA (Minimum Transfer Amount) which contributes to the mitigation of the counterparty credit risk, so that the CVA (Credit Value Adjustment) component is not significant. In addition, derivative financial instruments traded in the over-the-counter market, which, despite not having CSA agreements, the non-observable market data component (eg internal ratings, default probabilities determined by internal models, etc.) incorporated in valuation of CVA is not significant in the value of the derivative as a whole. In order to assess the significance of this component, the Bank defined a quantitative relevance criterion and performed a qualitative sensitivity analysis on the valuation component that includes unobservable market data.
If the level 1 or level 2 criteria are not met, financial instruments should be classified in level 3, as well as in situations where the fair value of financial instruments results from the use of information not observable in the market, such as:
i) - They are valued using comparative price analysis of financial instruments with risk and return profile, typology, seniority or other similar factors, observable in the active and liquid markets;
ii) - They are valued based on performance of impairment tests, using performance indicators of the underlying transactions (e.g. default probability rates of the underlying assets, delinquency rates, evolution of the ratings, etc.);
iii) - They are valued based on NAV (Net Asset Value) disclosed by the management entities of securities/real estate/other investment funds not listed on a regulated market.
Level 3 includes over-the-counter derivative financial instruments that have been contracted with counterparties with which the Bank does not maintain collateral exchange agreements (CSAs), and whose unobservable market data component incorporated in the valuation of CVA is significant in the value of the derivative as a whole. In order to assess the significance of this component, the Bank defined a quantitative relevance criterion and performed a qualitative sensitivity analysis on the valuation component that includes unobservable market data.
The following table shows, by valuation levels, the fair value of financial assets and liabilities of the Group, as at 31 December 2017:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | |||||
| Level 1 | Level 2 | Level 3 | Total | ||
| Assets | |||||
| Cash and deposits at Central Banks | 2,167,934 | - | - | 2,167,934 | |
| Loans and advances to credit institutions | |||||
| Repayable on demand | 295,532 | - | - | 295,532 | |
| Other loans and advances | - | - | 1,064,736 | 1,064,736 | |
| Loans and advances to customers (i) | - | - | 45,287,607 | 45,287,607 | |
| Financial assets held for trading | 149,910 | 442,373 | 305,451 | 897,734 | |
| Other financial assets held for trading | |||||
| at fair value through profit or loss | 142,336 | - | - | 142,336 | |
| Financial assets available for sale | 8,224,992 | 1,946,229 | 1,300,626 | 11,471,847 | |
| Assets with repurchase agreement | - | - | - | - | |
| Hedging derivatives (ii) | - | 234,345 | - | 234,345 | |
| Held to maturity financial assets | 192,710 | 133,009 | 80,616 | 406,335 | |
| 11,173,414 | 2,755,956 | 48,039,036 | 61,968,406 | ||
| Liabilities | |||||
| Resources from credit institutions | - | - | 7,441,083 | 7,441,083 | |
| Resources from customers | - | - | 51,178,257 | 51,178,257 | |
| Debt securities | 763,919 | - | 2,229,673 | 2,993,592 | |
| Financial liabilities held for trading | 1,019 | 387,157 | 10,925 | 399,101 | |
| Hedging derivatives | - | 177,337 | - | 177,337 | |
| Subordinated debt | - | - | 1,331,397 | 1,331,397 | |
| 764,938 | 564,494 | 62,191,335 | 63,520,767 | ||
The following table shows, by valuation levels, the fair value of financial assets and liabilities of the Group, as at 31 December 2016:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Level 1 | Level 2 | Level 3 | Total | ||
| Assets | |||||
| Cash and deposits at Central Banks | 1,573,912 | - | - | 1,573,912 | |
| Loans and advances to credit institutions | |||||
| Repayable on demand | 448,225 | - | - | 448,225 | |
| Other loans and advances | - | - | 1,054,536 | 1,054,536 | |
| Loans and advances to customers | - | - | 45,692,179 | 45,692,179 | |
| Financial assets held for trading | 194,943 | 239,634 | 614,220 | 1,048,797 | |
| Other financial assets held for trading | |||||
| at fair value through profit or loss | 146,664 | - | - | 146,664 | |
| Financial assets available for sale | 8,239,244 | 1,060,858 | 1,296,171 | 10,596,273 | |
| Assets with repurchase agreement | - | - | 20,525 | 20,525 | |
| Hedging derivatives (ii) | - | 57,038 | - | 57,038 | |
| Held to maturity financial assets | 54,623 | 337,790 | 100,806 | 493,219 | |
| 10,657,611 | 1,695,320 | 48,778,437 | 61,131,368 | ||
| Liabilities | |||||
| Resources from credit institutions | - | - | 9,984,427 | 9,984,427 | |
| Resources from customers | - | - | 48,692,203 | 48,692,203 | |
| Debt securities | 585,516 | - | 2,906,552 | 3,492,068 | |
| Financial liabilities held for trading | 234 | 459,309 | 88,044 | 547,587 | |
| Hedging derivatives | - | 383,992 | - | 383,992 | |
| Subordinated debt | - | - | 1,745,871 | 1,745,871 | |
| 585,750 | 843,301 | 63,417,097 | 64,846,148 |
For financial assets classified at level 3 recorded in the balance sheet at fair value, the movement occurred during the year 2017 is presented as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | |||||
| Financial assets available for |
Financial | ||||
| liabilities held | |||||
| held for trading | sale | Held to maturity | Total | for trading (*) | |
| Balance on January 1 | 614,220 | 1,296,171 | 100,806 | 2,011,197 | 63,816 |
| Gains / (losses) recognised in profit or loss | |||||
| Results on financial operations | 43,980 | 2,823 | - | 46,803 | 30 |
| Net interest income | - | 1,859 | - | 1,859 | - |
| Impairment and other provisions | - | (63,150) | - | (63,150) | - |
| Transfers from investments in associated companies | - | 1,536 | - | 1,536 | - |
| Transfers between levels | (346,406) | - | 14,185 | (332,221) | (55,695) |
| Purchases | 5,308 | 276,822 | - | 282,130 | 10,825 |
| Sales, repayments or amortizations | (11,651) | (227,509) | (40,902) | (280,062) | (8,051) |
| Gains / (losses) recognised in reserves | - | 6,289 | - | 6,289 | - |
| Gains / (losses) not recognised | - | - | 1,582 | - | - |
| Exchange differences | - | 4,902 | 4,142 | 9,044 | - |
| Accruals of interest | - | 883 | 803 | 1,686 | - |
| Balance as at December 31 | 305,451 | 1,300,626 | 80,616 | 1,685,111 | 10,925 |
(*) Does not include short sales, which at 31 December 2016 amounted to Euros 24,228,000 (note 36).
For financial assets classified at level 3 recorded in the balance sheet at fair value, the movement occurred during the year 2016 is presented as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 Financial assets |
|||||
| available for | |||||
| held for trading | sale | Held to maturity | Total | ||
| Balance on January 1 | 198,001 | 1,680,544 | - | 1,878,545 | |
| Gains / (losses) recognised in profit or loss | |||||
| Results on financial operations | 73,845 | 106,079 | - | 179,924 | |
| Impairment and other provisions | - | (261,682) | - | (261,682) | |
| Transfers changes in structure | (7,447) | (19,582) | - | (27,029) | |
| Transfers between levels | 332,859 | 13,525 | 100,806 | 447,190 | |
| Purchases | 82,343 | 75,965 | - | 158,308 | |
| Sales, repayments or amortizations | (65,381) | (222,793) | - | (288,174) | |
| Gains / (losses) recognised in reserves | - | (76,439) | - | (76,439) | |
| Exchange differences | - | (622) | - | (622) | |
| Accruals of interest | - | 1,176 | - | 1,176 | |
| Balance as at December 31 | 614,220 | 1,296,171 | 100,806 | 2,011,197 |
The Group assumed the liability to pay to their employees pensions on retirement or disability and other obligations, in accordance with the accounting policy described in note 1 w).
As at 31 December 2017 and 2016, the number of participants in the Pension Fund of Banco Comercial Português covered by this pension plan and other benefits is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Number of participants | ||
| Pensioners | 16,711 | 16,524 |
| Former Attendees Acquired Rights | 3,375 | 3,386 |
| Employees | 7,368 | 7,537 |
| 27,454 | 27,447 |
In accordance with the accounting policy described in note 1 w), the Group's pension obligation and other benefits and the respective coverage for the Group based on the projected unit credit method are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Projected benefit obligations | ||
| Pensioners | 1,993,181 | 1,959,977 |
| Former attendees acquired rights | 206,687 | 221,860 |
| Employees | 849,702 | 910,812 |
| 3,049,570 | 3,092,649 | |
| Pension fund value | (3,166,351) | (3,124,330) |
| Net (assets) / liabilities in balance sheet (notes 32) | (116,781) | (31,681) |
| Accumulated actuarial losses and changing assumptions | ||
| effect recognised in Other comprehensive income | 3,191,607 | 3,220,601 |
In 2017, following the authorization of the Insurance and Pension Funds Supervisory Authority, the BCP group's pension fund agreement was amended. The main purpose of this process was to incorporate into the pension fund the changes made to the Group's Collective Labour Agreement (CLA) in terms of retirement benefits and also to pass on to the pension fund the responsibilities that were directly in charge by the companies (extra-fund liabilities). The pension fund has a share exclusively related to the financing of these liabilities, which in the scope of the fund is called an Additional Complement, which in December 2017 amounted to Euros 297,146,000. The End of Career Premium also came to be borne by the pension fund under the basic pension plan.
As at 31 December 2016, the projected benefit liabilities include Euros 324,210,000 which correspond to Extra-fund liabilities and as such are not covered by the Pension Fund.
The change in the projected benefit obligations is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Pension benefit | Pension benefit | |||||
| obligations | Extra-Fund | Total | obligations | Extra-Fund | Total | |
| Balance as at 1 January | 2,768,439 | 324,210 | 3,092,649 | 2,824,165 | 311,522 | 3,135,687 |
| Service cost | (16,391) | - | (16,391) | (741) | - | (741) |
| Interest cost / (income) | 57,548 | 6,390 | 63,938 | 69,715 | 7,537 | 77,252 |
| Actuarial (gains) and losses | ||||||
| Not related to changes | ||||||
| in actuarial assumptions | 26,082 | (2,336) | 23,746 | 21,828 | (1,690) | 20,138 |
| Arising from changes | ||||||
| in actuarial assumptions | - | - | - | 93,570 | 18,553 | 112,123 |
| Payments | (79,847) | (16,759) | (96,606) | (70,534) | (21,576) | (92,110) |
| Early retirement programmes and | ||||||
| terminations by mutual agreement | 13,957 | - | 13,957 | 4,164 | - | 4,164 |
| Contributions of employees | 8,274 | - | 8,274 | 8,398 | - | 8,398 |
| Changes occurred in the Collective | ||||||
| Labour Agreement (CLA) | (39,997) | - | (39,997) | (182,126) | 9,864 | (172,262) |
| Transfer between plans | 311,505 | (311,505) | - | - | - | - |
| Balance at the end of the year | 3,049,570 | - | 3,049,570 | 2,768,439 | 324,210 | 3,092,649 |
As at 31 December 2017 the value of the benefits paid by the Pension Fund, excluding other benefits included on Extra-fund, amounts to Euros 79,847,000 (31 December 2016: Euros 70,534,000).
The Pension benefit obligations include the liabilities with health benefits and correspond, as at 31 December 2017, to the amount of Euros 306,822,000 (31 December 2016: Euros 313,509,000).
Additionally, regarding the coverage of some benefit obligations related to pensions, the Bank contracted with Ocidental Vida the acquisition of perpetual annuities for which the total liability as at 31 December 2017 amounts to Euros 65,266,000 (31 December 2016: Euros 68,530,000), in order to pay:
i) pensions of former Group's Board Members in accordance with the Bank's Board Members Retirement Regulation; ii) pensions and complementary pension to pensioners in accordance with the Pension Fund of the BCP Group employees established in 28 December 1987, as also to pensioners, in accordance with other Pension Funds, that were incorporated after on the BCP Group
Pension Fund and which were planed that the retirement benefits should be paid through the acquisition of insurance policies, in accordance with the Decree - Law no. 12/2006.
Ocidental Vida is 100% owned by Ageas Group and Ageas Group is 49% owned by the BCP Group.
At the end of December 2016, a revision of the Collective Labour Agreement (CLA) was reached between the BCP Group and the Workers' Trade Unions, "Federação dos Sindicatos Independentes da Banca" and" Federação Nacional do Sector Financeiro", resulted in a profit of Euros 191,507,000 (of which Euros 19,245,000 do not correspond to benefits post-employment). Regarding the "Sindicato dos Bancários do Norte" ("SBN"), which was also involved in the negotiations of the new CLA, formalize the acceptance of the amendments to the CLA in April 2017 and, as such, the Bank only recognise the impact of changes from CLA to employees associates of SBN in 2017.
The profit arising from the changes amounts to Euros 44,853,000 (of which Euro 4,856,000 do not correspond to benefits postemployment). The new CLAs have already been published by the Ministry of Labour in Bulletin of Labour and Employment.
The most relevant changes that occurred in the CLA and can be described as follows:
Change in the retirement age (presumed disability) from 65 years to 66 years and 2 months in 2016. This age is not fixed and increases at the beginning of each calendar year one month. So in 2017 the retirement age is 66 years and 3 months. It was agreed that the retirement age in each year, fixed by the application of the above mentioned rule, cannot exceed in any case the normal retirement age in force in the General Social Security Regime. For the actuarial calculation, a progressive increase in retirement age was considered up to 67 years and 2 months.
It was introduced a change into the formula for determining the employer's contribution to the SAMS, which is no longer a percentage of the Pensions (Euros 88 per beneficiary and Euros 37.93 in the case of pensioners). This amount will be updated by the salary table update rate. This change has no impact on participants and beneficiaries, both in terms of their contributions and in their benefits.
A new benefit and retirement was introduced called End of Career Premium. At the retirement date the participant is entitled to a capital equal to 1.5 times the amount of the monthly remuneration earned at the retirement date. This benefit replaces the Seniority premium that was awarded during active life. This benefit, to be attributed at the retirement date or in the event of death, is considered to be a post-employment benefit by which it becomes part of retirement liabilities. This benefit is not included in the pension fund agreement and as such was considered as Extra-Fund.
During 2017 and 2016, the changes in the value of plan's assets is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance as at 1 January | 3,124,330 | 3,157,869 |
| Contributions to the Fund | - | 125,000 |
| Employees' contributions | 8,274 | 8,398 |
| Actuarial gains / (losses) | 52,740 | (170,384) |
| Payments | (79,847) | (70,534) |
| Expected return on plan assets | 59,402 | 72,750 |
| Amount transferred to the Fund resulting from acquired | ||
| rights unassigned related to the Complementary Plan | 1,452 | 1,231 |
| Balance at the end of the year | 3,166,351 | 3,124,330 |
The elements of the Pension Fund's assets are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Asset class | Assets with market price in active market |
Remaining | Total Portfolio |
Assets with market price in active market |
Remaining | Total Portfolio |
| Shares | 278,231 | 95,757 | 373,988 | 423,343 | 102,756 | 526,099 |
| Bonds and other fixed income securities | 1,058,953 | 4,922 | 1,063,875 | 1,187,721 | 159,618 | 1,347,339 |
| Participations units in investment funds | - | 808,873 | 808,873 | - | 259,312 | 259,312 |
| Participation units in real estate funds | - | 264,025 | 264,025 | - | 243,680 | 243,680 |
| Properties | - | 254,317 | 254,317 | - | 282,673 | 282,673 |
| Loans and advances to credit | ||||||
| institutions and others | - | 401,273 | 401,273 | - | 465,227 | 465,227 |
| 1,337,184 | 1,829,167 | 3,166,351 | 1,611,064 | 1,513,266 | 3,124,330 |
The balance Shares includes an investment of 2.71% held in the Dutch unlisted insurance group "Achmea BV", whose valuation as at 31 December 2017 amounts to Euros 94,382,000 (31 December 2016: Euros 101,471,000). This valuation was determined by the Management Company based on the last independent valuation carried out by Achmea solicitation.
The balance Properties includes buildings owned by the Fund and used by the Group's companies which as at 31 December 2017, amounts to Euros 253,971,000 (31 December 2016: Euros 281,991,000), mostly a set of properties called "Taguspark" whose book value as at 31 December 2017 amounts to Euros 243,750,000 (31 December 2016: Euros 269,287,000). This book value was calculated on the basis of valuations performed by independent expert evaluators performed in 2017.
The securities issued by Group's companies accounted in the portfolio of the Fund are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Fixed income securities | 41 | 129,966 |
| Loans and advances to credit institutions and others | 326,562 | 351,766 |
| 326,603 | 481,732 |
The evolution of net (assets) / liabilities in the balance sheet is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance as at 1 January | (31,681) | (22,182) |
| Recognised in the income statement: | ||
| Changes occurred in the Collective Labour Agreement | (39,997) | (172,262) |
| Service cost | (16,391) | (741) |
| Interest cost / (income) net of the balance liabilities coverage | 4,536 | 4,502 |
| Cost with early retirement programs | 13,957 | 4,164 |
| Amount transferred to the Fund resulting from acquired rights | ||
| unassigned related to the Complementary Plan | (1,452) | (1,231) |
| (39,347) | (165,568) | |
| Recognised in the statement of comprehensive income: | ||
| Actuarial (gains) / losses | ||
| Not related to changes in actuarial assumptions | ||
| Deviation between the estimated and the actual income of the fund | (52,740) | 170,384 |
| Difference between expected and effective obligations | 23,746 | 20,138 |
| Arising from changes in actuarial assumptions | - | 112,122 |
| (28,994) | 302,644 | |
| Contributions to the fund | - | (125,000) |
| Payments | (16,759) | (21,575) |
| Balance at the end of the year | (116,781) | (31,681) |
During 2017, no contributions were made to the Pension Fund by the Group's companies (31 December 2016: contributions in cash of Euros 125,000,000).
The estimated contributions to be made in 2018, by the Group and by the employees, for the Defined Benefit Plan amount to Euros 10,044,000 and Euros 8,164,000, respectively.
In accordance with IAS 19, as at 31 December 2017, the Group accounted post-employment benefits as a gain in the amount of Euros 39,347,000 (31 December 2016: loss of Euros 165,568,000), which is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Current service cost | (16,391) | (741) |
| Net interest cost in the liability coverage balance | 4,536 | 4,502 |
| Cost / (income) with early retirement programs and mutually agreed terminations | 12,505 | 2,933 |
| Changes occurred in the Collective Labour Agreement | (39,997) | (172,262) |
| (Income) / Cost of the year | (39,347) | (165,568) |
Within the framework of the three-party agreement between the Government, the Banking and the Trade Unions, the bank's employees in activity as at 31 December 2010 under the CAFEB / ACT regime were integrated into the General Social Security System (RGSS) with effect from 1 January 2011. The integration led to an effective decrease in the present value of the total benefits reported at the retirement age to be borne by the Pension Fund, and this effect is recorded on a straight-line basis over the average period of active life until the normal retirement age is reached. The calculation of the liability for pensions carried out periodically by the actuary considers this effect and is calculated taking into account the actuarial assumptions in force, ensuring that the liabilities calculated with reference to 31 December 2010, not considering the effect of the integration of bank employees into the General Social Security Scheme are fully covered and deducted from the amount of the effect recognised until the date. The component of this effect for the year is recognized under the heading "Current service costs".
As the Board of Directors Retirement Regulation establish that the pensions are increased annually, and as it is not common in the insurance market the acquisition of perpetual annuities including the increase in pensions, the Bank determined, the liability to be recognised on the financial statements taking into consideration current actuarial assumptions.
In accordance with the remuneration policy of the Board Members, the Group has the responsibility of supporting the cost with the retirement pensions of former Group's Executive Board Members, as well as the Complementary Plan for these members in accordance with the applicable rules funded through the Pension Fund, Extra-fund and perpetual annuities.
In order to cover liabilities with pensions to former members of the Executive Board of Directors, under the Bank's Board of Directors Retirement Regulation the Bank contracted with Ocidental Vida to purchase immediate life annuity insurance policies.
To cover the update of contracted responsibilities through perpetual annuities policies, based on the actuarial calculations, the Group recognised a provision of Euros 3,733,000 (31 December 2016: Euros 3,837,000).
The changes occurred in responsibilities with retirement pensions payable to former members of the Executive Board of Directors, included in the balance Other liabilities (note 39), are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance as at 1 January | 3,837 | 4,245 |
| Reversal | (104) | (408) |
| Balance at the end of the year | 3,733 | 3,837 |
Considering the market indicators, particularly the inflation rate estimates and the long term interest rate for Euro Zone, as well as the demographic characteristics of its employees, the Group considered the following actuarial assumptions for calculating the liabilities with pension obligations:
| 2017 | 2016 | |
|---|---|---|
| 0.25% until 2019 | 0.25% until 2019 | |
| Salary growth rate | 0.75% after 2019 | 0.75% after 2019 |
| Pensions growth rate | 0% until 2019 | 0% until 2019 |
| 0.5% after 2019 | 0.5% after 2019 | |
| Discount rate / Projected Fund's rate of return | 2.1% | 2.1% |
| Mortality tables | ||
| Men | TV 88/90 | TV 88/90 |
| Women (a) | TV 88/90 - 3 years TV 88/90 - 3 years | |
| Disability rate | Non applicable | Non applicable |
| Turnover rate | Non applicable | Non applicable |
| Normal retirement age (b) | 66 years and 3 | 66 years and 2 |
| months | months | |
| Total salary growth rate for Social Security purposes | 1.75% | 1.75% |
| Revaluation rate of wages / pensions of Social Security | 1% | 1% |
a) The mortality table considered for women corresponds to TV 88/90 adjusted in less than 3 years (which implies an increase in hope life expectancy compared to that which would be considered in relation to their effective age).
b) The retirement age is variable. In 2017 it is 66 years and 3 months and will increase by 1 month for each calendar year. This age cannot be higher than the normal retirement age in force in the General Social Security System (RGSS). The normal retirement age in RGSS is variable and depends on the evolution of the average life expectancy at 65 years. For the purposes of the actuarial calculation, it was assumed that the increase in life expectancy in future years will be one year in every 10 years. However, as a prudential factor it was used a maximum age of 67 years and 2 months
The assumptions used on the calculation of the actuarial value of the liabilities are in accordance with the requirements of IAS 19. No disability decreases are considered in the calculation of the liabilities.
As defined by IAS 19, the discount rate used to update the responsibilities of the Bank's pension fund was determined on 31 December 2016, based on an analysis performed over the market yield regarding a bond issues universe – with high quality (low risk), different maturities (appropriate to the period of liquidation of the fund's liabilities) and denominated in Euros - related to a diverse and representative range of issuers. As at 31 December 2017 and 31 December 2016, the Bank used a discount rate of 2.1% to measure its liability for defined benefit pension plans of its employees and managers.
As at 31 December 2017, no changes were made to these actuarial assumptions. As at 31 December 2016 the Group taking into consideration the positive deviations observed in the last financial year and the current trend of wages evolution and the economic situation at this time, determined a growth rate of wages progressive of 0.25% by 2019 and 0.75% from 2019 and a growth rate of pensions from 0% by 2019 and 0.50% from 2019.
Net actuarial gains amounts to Euros 28,994000 (31 December 2016: actuarial losses amounts to Euros 302,644,000) and are related to the difference between the actuarial assumptions used for the estimation of the liabilities and the values actually verified and the change in actuarial assumptions, are analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Actuarial (gains) / losses | |||||
| 2017 | 2016 | ||||
| Values | Values | ||||
| effectively verified in % |
Amount of deviations |
effectively verified in % |
Amount of deviations |
||
| Deviation between | |||||
| expected and actual liabilities | 23,746 | 20,138 | |||
| Changes on the assumptions: | |||||
| Discount rate | - | 224,619 | |||
| Salary growth rate and total salary rate for Social Security purposes | - | (88,973) | |||
| Pensions increase rate | - | (39,621) | |||
| Mortality tables | - | 24,537 | |||
| Other changes* | - | (8,440) | |||
| Return on Fund | 4.16% | (52,740) | -2.62% | 170,384 | |
| (28,994) | 302,644 |
(*) Change in the methodology for determining the retirement age in accordance with the General Social Security System.
The change in the wage growth assumption includes, in 2016, the effect of changing the growth rate of the pensionable wage and the change in the rate of growth of the total salary used for the purposes of calculating social security responsibility.
As at 31 December 2017, the actuarial losses not resulting from changes in assumptions amount to Euros 23,746,000 (31 December 2016: Euros 20,138,000).
In accordance with IAS 19, the sensitivity analysis to changes in assumptions, is as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Impact resulting from changes in financial assumptions | ||||
| 2017 | 2016 | |||
| -0.25% | 0.25% | -0.25% | 0.25% | |
| Discount rate | 132,021 | (124,057) | 134,744 | (126,913) |
| Pension's increase rate | (129,840) | 122,024 | (122,043) | 160,604 |
| Salary growth rate | (35,094) | 37,265 | (36,049) | 38,509 |
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Impact resulting from changes in demographic assumptions | ||||
| 2017 | 2016 (*) | |||
| - 1 year | + 1 year | - 1 year | + 1 year | |
| Changes in mortality table | 97,661 | (98,209) | 72,748 | (97,787) |
(*) The sensitivities presented were determined based on the application of the same conditions to the whole population, that is, as at 31 December 2016, the affiliates of the "Sindicato dos Bancários do Norte" are considered to have the same plan as the rest. It is considered that this simplification does not materially affect the analysis.
During 2017 and 2016, a sensitivity analysis was performed to a positive variation and a negative variation of one percentage point in the value of the health benefits costs, the impact of which is analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Positive variation of 1% | Negative variation of 1% | ||||
| 2017 | 2016 | 2017 | 2016 | ||
| Pension cost impacts | 27 | 29 | (27) | (29) | |
| Liabilities impacts | 3,068 | 3,135 | (3,068) | (3,135) |
According to what is described in accounting policy 1 w ii), in the scope of the Defined Contribution Plan provided for the BCP Pension Fund of the BCP Group, no contributions were made in 2016, for employees who have been admitted until 1 July 2009, because the following requirements have not been met: (i) Bank's ROE equals or exceeds the rate of government bonds of 10 years plus 5 percentage points, and (ii) distributable profits or reserves exist in the accounts of Banco Comercial Português.
For employees who have been admitted after 1 July 2009, are made monthly contributions equal to 1.5% of the monthly remuneration received by employees in the current month, either by themselves or by the Group and employees. This contribution has a mandatory character and is defined in the Collective Labour Agreement of the BCP Group, and does not have a performance criterion. The Group accounted as staff costs the amount of Euros 62,000 (31 December 2016: Euros 48,000) related to this contribution.
As defined by IAS 24, are considered related parties of the Group, the companies detailed in note 59 - List of subsidiary and associated companies of Banco Comercial Português Group, the Pension Fund, the members of the Board of Directors and key management members. The key management members are the first line Directors. Beyond the members of the Board of Directors and key management members, are also considered related parties people who are close to them (family relationships) and entities controlled by them or in whose management they have significant influence.
As the transactions with subsidiaries are eliminated in consolidation, these are not included in the notes to the Group's consolidated financial statements.
According to Portuguese law, in particular under Articles 109 of the General Law for Credit Institutions and Financial Companies, are also considered related parties, the qualified shareholders of Banco Comercial Português, S.A. and the entities controlled by them or with which they are in a group relationship. The list of the qualified shareholders is detailed in note 40.
The balances reflected in assets of consolidated balance sheet with qualified shareholders, are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Assets | ||
| Loans and advances to customers | 213,436 | 237,577 |
| Financial assets held for trading | 11,704 | 15,814 |
| Financial assets available for sale | 61,356 | 106,390 |
| 286,496 | 359,781 | |
| Liabilities | ||
| Resources from customers | 282,970 | 390,965 |
| 282,970 | 390,965 |
Loans and advances to customers are net of impairment in the amount of Euros 77,000 (31 December 2016: Euro 130,000).
During 2017 and 2016, the transactions with qualified shareholders, reflected in the consolidated income statement items, are as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Income | ||
| Interest and similar income | 7,188 | 7,057 |
| Commissions | 5,880 | 2,242 |
| 13,068 | 9,299 | |
| Costs | ||
| Interest and similar expenses | 807 | 469 |
| Commissions | 256 | 30 |
| 1,063 | 499 |
The balances with qualified shareholders, reflected in the guarantees granted and revocable and irrevocable credit lines, are as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Guarantees granted | 39,164 | 30,378 |
| Revocable credit lines | 242,565 | 216,271 |
| Irrevocable credit lines | 121 | - |
| 281,850 | 246,649 |
The balances with related parties discriminated in the following table, included in asset items on the consolidated balance sheet, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Loans and advances to credit institutions Loans and advances to customers |
Financial assets held for trading | |||||
| 2017 | 2016 | 2017 | 2016 | 2017 | 2016 | |
| Board of Directors | ||||||
| Non-executive directors | - | - | 24 | 20 | - | - |
| Executive Committee | - | - | 124 | 139 | - | - |
| Closely related people | - | - | 13 | 13 | - | - |
| Controlled entities | - | 2,840 | - | - | 22 | 844 |
| Key management members | ||||||
| Key management members | - | - | 6,611 | 7,272 | - | - |
| Closely related people | - | - | 480 | 274 | - | - |
| Controlled entities | - | - | 78 | 196 | - | - |
| - | 2,840 | 7,330 | 7,914 | 22 | 844 |
The balances with related parties discriminated in the following table, included in liabilities items in the consolidated balance sheet, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Resources from credit institutions | Resources from customers | Financial liabilities held for trading | ||||
| 2017 | 2016 | 2017 | 2016 | 2017 | 2016 | |
| Board of Directors | ||||||
| Non-executive directors | - | - | 556 | 1,593 | - | - |
| Executive Committee | - | - | 2,664 | 1,094 | - | - |
| Closely related people | - | - | 1,844 | 1,745 | - | - |
| Controlled entities | 14,838 | 16,866 | 459 | 1,446 | - | 1,053 |
| Key management members | ||||||
| Key management members | - | - | 7,134 | 6,924 | - | - |
| Closely related people | - | - | 1,680 | 2,143 | - | - |
| Controlled entities | - | - | 1,728 | 904 | - | - |
| 14,838 | 16,866 | 16,065 | 15,849 | - | 1,053 |
During 2017 and 2016, the transactions with related parties discriminated in the following table, included in income for items of the consolidated income statement, are as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Interest and similar income | Commissions' income | |||
| 2017 | 2016 | 2017 | 2016 | |
| Board of Directors | ||||
| Non-executive directors | - | - | 78 | 81 |
| Executive Committee | - | - | 28 | 27 |
| Closely related people | 1 | - | 15 | 22 |
| Controlled entities | 3 | 6 | 148 | 156 |
| Key management members | ||||
| Key management members | 46 | 52 | 64 | 64 |
| Closely related people | 8 | 9 | 36 | 34 |
| Controlled entities | 3 | 6 | 10 | 10 |
| 61 | 73 | 379 | 394 |
During 2017 and 2016, the transactions with related parties discriminated in the following table, included in cost items of the consolidated income statement, are as follows:
| Interest and similar expense | Commissions' expense | |||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | 2017 | 2016 | |||
| Board of Directors | ||||||
| Non-executive directors | 3 | 11 | 2 | 2 | ||
| Executive Committee | 2 | 5 | 1 | 1 | ||
| Closely related people | 4 | 10 | 1 | 1 | ||
| Controlled entities | 63 | 104 | - | 1 | ||
| Key management members | ||||||
| Key management members | 38 | 52 | 2 | 2 | ||
| Closely related people | 5 | 8 | 1 | 2 | ||
| Controlled entities | 2 | 1 | 2 | 2 | ||
| 117 | 191 | 9 | 11 |
The Guarantees granted, revocable and irrevocable credit lines granted by the Group to the following related parties are as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Guarantees granted | Revocable credit lines | Irrevocable credit lines | ||||
| 2017 | 2016 | 2017 | 2016 | 2017 | 2016 | |
| Board of Directors | ||||||
| Non-executive directors | 98 | - | 83 | 109 | - | - |
| Executive Committee | - | - | 105 | 95 | - | - |
| Closely related people | - | - | 104 | 138 | - | - |
| Controlled entities | - | - | 25 | 25 | - | - |
| Key management members | ||||||
| Key management members | - | - | 393 | 453 | 8 | 39 |
| Closely related people | - | - | 153 | 268 | - | - |
| Controlled entities | - | - | 16 | 16 | - | - |
| 98 | - | 879 | 1,104 | 8 | 39 |
The fixed remunerations and social charges paid to members of the Board of Directors and Key management members are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Board of Directors | ||||||
| Executive Committee | Non-executive directors | Key management members | ||||
| 2017 | 2016 | 2017 | 2016 | 2017 | 2016 | |
| Remunerations | 3,779 | 2,080 | 786 | 526 | 6,651 | 5,471 |
| Supplementary retirement pension | 776 | 702 | - | - | - | - |
| Post-employment benefits | 19 | 28 | - | - | (18) | 51 |
| Other mandatory social security charges | 887 | 484 | 189 | 124 | 1,648 | 1,466 |
| 5,461 | 3,294 | 975 | 650 | 8,281 | 6,988 |
Considering that the remuneration of members of the Executive Committee intends to compensate the functions that are performed in the Bank and in all other functions on subsidiaries or governing bodies for which they have been designated by indication of the Bank or representing it, in the latter case, the net amount of the remunerations annually received by each member would be deducted from the fixed annual remuneration attributed by the Bank.
During 2017, the amount of remuneration paid to the Executive Committee, includes Euros 104,000 (2016: Euros 158,000), which were supported by subsidiaries or companies whose governing bodies represent the Group's interests. During 2017 and 2016, no variable remuneration was attributed to the members of the Executive Committee.
During 2017, were paid Euros 150,000 of severance payments to one key management member (2016: Euros 483,000 paid to one member).
The shareholder and bondholder position of members of the Board of Directors, Key management members and persons closely related to the previous categories, is as follows:
| Number of | Unit | ||||||
|---|---|---|---|---|---|---|---|
| securities at | |||||||
| Shareholders / Bondholders | Security | 31/12/2017 | 31/12/2016 Acquisitions (*) Disposals | Date | Euros | ||
| MEMBERS OF BOARD OF DIRECTORS | |||||||
| Álvaro Roque de Pinho de Bissaia Barreto | BCP Shares | 0 | 0 | ||||
| André Magalhães Luiz Gomes | BCP Shares | 11,392 | 712 | 10,680 | 03-Feb-17 | 0.094 | |
| António Henriques Pinho Cardão (2) | BCP Shares | 55,304 | 10,304 | 45,000 | 03-Feb-17 | 0.094 | |
| António Luís Guerra Nunes Mexia | BCP Shares | 2,416 | 151 | 2,265 | 02-Feb-17 | 0.094 | |
| António Vítor Martins Monteiro (1) | BCP Shares | 3,872 | 242 | 3,630 | 03-Feb-17 | 0.094 | |
| Carlos José da Silva | BCP Shares | 248,704 | 15,544 | 233,160 | 03-Feb-17 | 0.094 | |
| Cidália Maria Mota Lopes (3) | BCP Shares | 2,184 | 136 | 2,048 | 02-Feb-17 | 0.094 | |
| Jaime de Macedo Santos Bastos | BCP Shares | 848 | 53 | 795 | 03-Feb-17 | 0.094 | |
| João Manuel Matos Loureiro | BCP Shares | 2,800 | 175 | 2,625 | 03-Feb-17 | 0.094 | |
| João Nuno Oliveira Jorge Palma | BCP Shares | 32,695 | 2,133 | 31,995 | 02-Feb-17 | 0.094 | |
| 700 | 07-Dec-17 | 0.262 | |||||
| 700 | 07-Dec-17 | 0.263 | |||||
| 1,433 | 21-Dec-17 | 0.270 | |||||
| José Jacinto Iglésias Soares | BCP Shares | 0 | 0 | ||||
| José Miguel Bensliman Schorcht da Silva Pessanha | BCP Shares | 1,748 | 278 | 1,470 | 03-Feb-17 | 0.094 | |
| Lingjiang Xu | BCP Shares | 0 | 0 | ||||
| Maria da Conceição Mota Soares de Oliveira Callé Lucas | BCP Shares | 58,672 | 3,667 | 55,005 | 03-Feb-17 | 0.094 | |
| Miguel de Campos Pereira de Bragança | BCP Shares | 365,968 | 22,873 | 343,095 | 03-Feb-17 | 0.094 | |
| Miguel Maya Dias Pinheiro | BCP Shares | 361,408 | 22,588 | 338,820 | 03-Feb-17 | 0.094 | |
| Nuno Manuel da Silva Amado | BCP Shares | 1,025,388 | 50,996 | 974,392 | 03-Feb-17 | 0.094 | |
| Raquel Rute da Costa David Vunge (4) | BCP Shares | 0 | 0 | ||||
| Rui Manuel da Silva Teixeira (5) | BCP Shares | 36,336 | 2,271 | 34,065 | 02-Feb-17 | 0.094 | |
| KEY MANAGEMENT MEMBERS | |||||||
| Albino António Carneiro de Andrade | BCP Shares | 0 | 0 | ||||
| Américo João Pinto Carola (6) | BCP Shares | 503 | 503 | ||||
| Ana Isabel dos Santos de Pina Cabral (7) | BCP Shares | 39,040 | 2,440 | 36,600 | 03-Feb-17 | 0.094 | |
| Ana Maria Jordão F. Torres Marques Tavares (8) | BCP Shares | 82,635 | 9,509 | 73,126 | 02-Feb-17 | 0.094 | |
| André Cardoso Meneses Navarro | BCP Shares | 267,888 | 16,743 | 251,145 | 02-Feb-17 | 0.094 | |
| António Augusto Amaral de Medeiros | BCP Shares | 42,656 | 2,666 | 39,990 | 02-Feb-17 | 0.094 | |
| António Augusto Decrook Gaioso Henriques | BCP Shares | 506,126 | 29,036 | 477,090 | 02-Feb-17 | 0.094 | |
| António Ferreira Pinto Júnior | BCP Shares | 21,344 | 1,334 | 20,010 | 02-Feb-17 | 0.094 | |
| António José Lindeiro Cordeiro | BCP Shares | 0 | 0 | ||||
| António Luís Duarte Bandeira (9) | BCP Shares | 113,001 | 8,000 | 105,001 | 02-Feb-17 | 0.094 | |
| Artur Frederico Silva Luna Pais | BCP Shares | 328,795 | 20,047 | 308,748 | 02-Feb-17 | 0.094 | |
| Belmira Abreu Cabral | BCP Shares | 0 | 1,206 | 0 | 1,206 | 19-Jan-17 | 0.152 |
| Carlos Alberto Alves | BCP Shares | 106,656 | 6,666 | 99,990 | 02-Feb-17 | 0.094 | |
| Diogo Cordeiro Crespo Cabral Campello | BCP Shares | 29,328 | 1,833 | 27,495 | 02-Feb-17 | 0.094 | |
| Dulce Maria Pereira Cardoso Mota Jorge Jacinto | BCP Shares | 11,691 | 1,911 | 9,780 | 02-Feb-17 | 0.094 | |
| Filipe Maria de Sousa Ferreira Abecasis | BCP Shares | 0 | 0 | ||||
| Francisco António Caspa Monteiro (10) | BCP Shares | 29,354 | 2,965 | 2,965 | 17-Jan-17 | 0.160 | |
| 29,354 | 02-Feb-17 | 0.094 | |||||
| Gonçalo Nuno Belo de Almeida Pascoal | BCP Shares | 48 | 3 | 45 | |||
| Hugo Miguel Martins Resende | BCP Shares | 11,984 | 11,984 | ||||
| João Manuel Taveira Pinto Santos Paiva | BCP Shares | 500 | 3,156 | 11-Aug-17 | 0.232 | ||
| BCP Shares | 2,500 | 28-Sep-17 | 0.244 | ||||
| BCP Shares | 1,500 | 11-Oct-17 | 0.245 | ||||
| BCP Shares | 1,000 | 13-Oct-17 | 0.250 | ||||
| João Nuno Lima Brás Jorge | BCP Shares BCP Shares |
91,709 | 5,653 | 86,056 | 2,000 | 20-Oct-17 03-Feb-17 |
0.259 0.094 |
(*) The transactions occurred at the beginning of February at the unit price of Euros 0.094 were made under the scope of the share capital increase, as referred in note 40.
The paragraphs indicated in the tables above for the categories "Members of Board of Directors" and "Key management members", identify the people to who they are associated with the category "People closely related to the previous categories."
| Number of | Unit | |||||||
|---|---|---|---|---|---|---|---|---|
| Security | securities at | Price | ||||||
| Shareholders / Bondholders | 31/12/2017 | 31/12/2016 Acquisitions (*) Disposals | Date | Euros | ||||
| Joaquim Fernando Nogueira | BCP Shares | 413,406 | 413 | |||||
| Jorge Filipe Nogueira Freire Cortes Martins | BCP Shares | 1,600 | 100 | 1,500 | 02-Feb-17 | 0.094 | ||
| Jorge Manuel Machado de Sousa Góis | BCP Shares | 0 | 0 | |||||
| José Gonçalo Prior Regalado (11) | BCP Shares | 0 | 0 | |||||
| José Guilherme Potier Raposo Pulido Valente | BCP Shares | 138,719 | 28,600 | 110,119 | 02-Feb-17 | 0.094 | ||
| José Laurindo Reino da Costa (12) | BCP Shares | 172,428 | 12,433 | 169,995 | 03-Feb-17 | 0.094 | ||
| 170,000 | 20-Jul-17 | 0.250 | ||||||
| 160,000 | 24-Jul-17 | 0.249 | ||||||
| Luis Miguel Manso Correia dos Santos | BCP Shares | 21,328 | 1,333 | 19,995 | 02-Feb-17 | 0.094 | ||
| Margarida Isabel Vaz da Silva | BCP Shares | 10,640 | ||||||
| Maria Manuela de Araujo Mesquita Reis (13) | BCP Shares | 106,656 | 6,666 | 99,990 | 02-Feb-17 | 0.094 | ||
| Mário António Pinho Gaspar Neves | BCP Shares | 30,000 | 1,855 | 28,145 | 06-Feb-17 | 0.094 | ||
| Certificates BCPI Eurostox 50 | 0 | 187 | 187 | 18-Jan-17 | 115.820 | |||
| Certificates BCPI DAX 30 | 0 | 55 | 55 | 18-Jan-17 | 32.900 | |||
| Miguel Pedro Lourenço Magalhães Duarte | BCP Shares | 30,600 | 30,600 | |||||
| Nelson Luís Vieira Teixeira | BCP Shares | 285 | 285 | |||||
| Nuno Alexandre Ferreira Pereira Alves | BCP Shares | 1,800 | 1,800 | |||||
| Nuno Maria Lagoa Ribeiro de Almeida | BCP Shares | 2,560 | 0 | |||||
| Nuno Miguel Nobre Botelho | BCP Shares | 0 | 0 | |||||
| Pedro José Mora de Paiva Beija | BCP Shares | 0 | 0 | |||||
| Pedro Manuel Macedo Vilas Boas | BCP Shares | 0 | 0 | |||||
| Pedro Manuel Rendas Duarte Turras | BCP Shares | 14,816 | 926 | 13,890 | 03-Feb-17 | 0.094 | ||
| Pedro Torcato Alvares Ribeiro | BCP Shares | 42,672 | 0 | |||||
| Pedro Trigo de Morais de Albuquerque Reis | BCP Shares | 0 | 0 | |||||
| Ricardo Potes Valadares | BCP Shares | 10,373 | 1,373 | 9,000 | 23-Jan-17 | 0.094 | ||
| Rosa Maria Ferreira Vaz Santa Barbara | BCP Shares | 8,240 | 1,205 | 7,035 | 23-Jan-17 | 0.094 | ||
| Rui Fernando da Silva Teixeira | BCP Shares | 12,614 | 12,614 | |||||
| Rui Manuel Pereira Pedro | BCP Shares | 149,328 | 9,333 | 139,995 | 03-Feb-17 | 0.094 | ||
| Rui Nelson Moreira de Carvalho Maximino | BCP Shares | 0 | 0 | |||||
| Rui Pedro da Conceição Coimbra Fernandes | BCP Shares | 0 | 0 | |||||
| Teresa Paula Corado Leandro Chaves do Nascimento | BCP Shares | 0 | 0 | |||||
| Vânia Alexandra Machado Marques Correia | BCP Shares | 0 | 0 | |||||
| Vasco do Carmo Viana Rebelo de Andrade | BCP Shares | 0 | 0 | |||||
| PERSONS CLOSELY RELATED TO THE PREVIOUS CATEGORIES | ||||||||
| Alexandre Miguel Martins Ventura (3) | BCP Shares | 2,184 | 137 | 2,047 | 03-Feb-17 | 0.094 | ||
| Américo Simões Regalado (11) | BCP Shares | 880 | 0 | |||||
| Ana Isabel Salgueiro Antunes (6) | BCP Shares | 29 | 29 | |||||
| Ana Margarida Rebelo A.M. Soares Bandeira (9) | BCP Shares | 2,976 | 186 | 2,790 | 02-Feb-17 | 0.094 | ||
| Eusébio Domingos Vunge (4) | BCP Shares | 4,170 | 691 | 3,479 | 0.2357 | |||
| Certificates BCPI DAX 30 | 100 | 100 | ||||||
| Certificates BCPI Eurostox 50 | 142 | 142 | ||||||
| Francisco Jordão Torres Marques Tavares (8) | BCP Shares | 1,016 | 62 | 954 | 02-Feb-17 | 0.094 | ||
| Isabel Maria V Leite P Martins Monteiro (1) | BCP Shares | 3,104 | 195 | 2,909 | 03-Feb-17 | 0.094 | ||
| João Paulo Fernandes de Pinho Cardão (2) | BCP Shares | 72,736 | 4,546 | 68,190 | 03-Feb-17 | 0.094 | ||
| José Manuel de Vasconcelos Mendes Ferreira (7) | BCP Shares | 1,616 | 101 | 1,515 | 03-Feb-17 | 0.094 | ||
| Luís Filipe da Silva Reis (13) | BCP Shares | 336,000 | 0 | |||||
| Luís Miguel Fernandes de Pinho Cardão (2) | BCP Shares | 3,104 | 194 | 2,910 | 03-Feb-17 | 0.094 | ||
| Maria da Graça dos Santos Fernandes de Pinho Cardão (2) | BCP Shares | 3,728 | 383 | 3,345 | 03-Feb-17 | 0.094 | ||
| Maria Helena Espassandim Catão (5) | BCP Shares | 576 | 36 | 540 | 02-Feb-17 | 0.094 | ||
| Maria Raquel Sousa Candeias Reino da Costa (12) | BCP Shares | 288 | 18 | 270 | 02-Feb-17 | 0.094 | ||
| Ricardo Miranda Monteiro (10) | BCP Shares | 1,639 | 100 | 1,539 | 01-Feb-17 | 0.094 | ||
| Rita Miranda Monteiro (10) | BCP Shares | 1,639 | 100 | 1,539 | 01-Feb-17 | 0.094 |
(*) The transactions occurred at the beginning of February at the unit price of Euros 0.094 were made under the scope of the share capital increase, as referred in note 40.
The paragraphs indicated in the tables above for the categories "Members of Board of Directors" and "Key management members", identify the people to who they are associated with the category "People closely related to the previous categories."
The balances with associated companies included in the consolidated balance sheet items are as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Assets | |||
| Loans and advances to credit institutions | |||
| Repayable on demand | 1,803 | 980 | |
| Other loans and advances | 316,630 | 262,262 | |
| Loans and advances to customers | 65,758 | 111,591 | |
| Financial assets held for trading | 91,099 | 73,468 | |
| Other assets | 12,868 | 26,274 | |
| 488,158 | 474,575 | ||
| Liabilities | |||
| Resources from credit institutions | 207,073 | 194,348 | |
| Resources from customers | 539,788 | 488,165 | |
| Debt securities issued | 473,191 | 976,849 | |
| Subordinated debt | 480,426 | 475,276 | |
| Financial liabilities held for trading | 40,323 | 66,946 | |
| Other liabilities | 15 | 28 | |
| 1,740,816 | 2,201,612 |
As at 31 December 2017, the associated company Millenniumbcp Ageas Grupo Segurador, S.G.P.S, S.A. holds 142,601,002 BCP shares (31 December 2016: 8,694,500 shares) in the amount of Euros 38,531,000 (31 December 2016: Euros 9,312,000).
During 2017 and 2016, the transactions with associated companies included in the consolidated income statement items, are as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Income | ||
| Interest and similar income | 12,356 | 11,253 |
| Commissions' income | 56,679 | 53,848 |
| Other operating income | 1,188 | 1,759 |
| 70,223 | 66,860 | |
| Costs | ||
| Interest and similar expenses | 52,760 | 64,556 |
| Commissions' expenses | 50 | 8 |
| Other administrative costs | 12 | 176 |
| 52,822 | 64,740 |
As at 31 December 2017 and 2016, the guarantees granted and revocable credit lines by the Group to associated companies, are as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Guarantees granted | 8,288 | 5,330 | |
| Revocable credit lines | 863 | 10,403 | |
| 9,151 | 15,733 |
Under the scope of the Group's insurance mediation activities, the remunerations from services rendering are analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Life insurance | |||
| Saving products | 32,914 | 31,561 | |
| Mortgage and consumer loans | 18,695 | 19,811 | |
| Others | 31 | 33 | |
| 51,640 | 51,405 | ||
| Non - Life insurance | |||
| Accidents and health | 16,035 | 15,275 | |
| Motor | 3,411 | 3,215 | |
| Multi-Risk Housing | 5,985 | 5,868 | |
| Others | 1,037 | 942 | |
| 26,468 | 25,300 | ||
| 78,108 | 76,705 |
The remuneration for insurance intermediation services were received through bank transfers and resulted from insurance intermediation with the subsidiary of Millenniumbcp Ageas Group (Ocidental - Companhia Portuguesa de Seguros de Vida, S.A.) and with Ocidental - Companhia Portuguesa de Seguros, SA. The Group does not collect insurance premiums on behalf of Insurance Companies, or performs any movement of funds related to insurance contracts. Thus, there is no other asset, liability, income or expense to be reported on the activity of insurance mediation exercised by the Group, other than those already disclosed.
The receivable balances from insurance intermediation activity, by nature, are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Funds receivable for payment of life insurance commissions | 12,713 | 12,636 |
| Funds receivable for payment of non-life insurance commissions | 6,658 | 6,108 |
| 19,371 | 18,744 |
The commissions received by the Bank result from the insurance mediation contracts and investment contracts, under the terms established in the contracts. The mediation commissions are calculated given the nature of the contracts subject to mediation, as follows:
insurance contracts – use of fixed rates on gross premiums issued;
investment contracts – use of fixed rates on the responsibilities assumed by the insurance company under the commercialization of these products.
The balances with the Pension Fund included in Liabilities items of the consolidated balance sheet are as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Resources from customers | 326,562 | 351,766 |
| Subordinated debt | 41 | 129,966 |
| 326,603 | 481,732 |
During 2017, there were no transactions of financial assets between the Group and the Pension Fund. During 2016, the Group sold bonds to the pension fund in the amount of Euros 16,748,000.
During 2017 and 2016, the balances with the Pension Fund included in income and expense items of the consolidated income statement, are as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Income | |||
| Commissions | 821 | 768 | |
| Expenses | |||
| Interest expense and similar charges | 2,271 | 2,630 | |
| Administrative costs | 19,018 | 18,306 | |
| 21,289 | 20,936 |
The balance Administrative costs corresponds to the amount of rents incurred under the scope of Fund's properties which the tenant is the Group.
As at 31 December 2017, the amount of Guarantees granted by the Group to the Pension Fund amounted to Euros 5,000 (31 December 2016: Euros 5,000).
The segments presented are in accordance with IFRS 8. In accordance with the Group's management model, the segments presented correspond to the segments used for Executive Committee's management purposes. The Group offers a wide range of banking activities and financial services in Portugal and abroad, with a special focus on Commercial Banking, Companies Banking and Private Banking. Following the commitment agreed with the Directorate-General for Competition of the European Commission (DG Comp), an additional segment named non-Core Business Portfolio was considered, respecting the criteria agreed.
The Group operates in the Portuguese market, and also in a few affinity markets of recognised growth potential. Considering this, the geographical segments are structured in Portugal and Foreign Business (Poland, Mozambique and Other). Portugal segment reflects, essentially, the activities carried out by Banco Comercial Português in Portugal, ActivoBank and Banco de Investimento Imobiliário.
Portugal activity includes: i) Retail Banking; ii) Companies, Corporate & Investment Banking; iii) Private Banking; iv) Non-core business portfolio; and v) Other.
Retail Banking includes the following business areas:
Retail network where the strategic approach is to target "Mass Market" customers, who appreciate a value proposition based on innovation and speed, as well as Prestige and Small Business customers, whose specific characteristics, financial assets or income imply a value proposition based on innovation and personalisation, requiring a dedicated Account Manager;
Retail Recovery Division that accompanies and manages the responsibilities of Customers or economic groups in effective default, as well as customers with bankruptcy requirement or other similar mechanisms, looking through the conclusion of agreements or payment restructuring processes that minimizes the economic loss to the Bank; and
ActivoBank, a bank focused on clients who are young, intensive users of new communication technologies and who prefer a banking relationship based on simplicity, offering modern products and services.
Companies, Corporate and Investment Banking segment includes:
Companies network that covers the financial needs of companies with an annual turnover between Euros 2,500,000 and Euros 50,000,000, and focuses on innovation, offering a wide range of traditional banking products complemented by specialised financing;
Corporate and Large Corporates networks in Portugal, targeting corporate and institutional customers with an annual turnover in excess of Euros 50,000,000, providing a complete range of value-added products and services;
Specialised Monitoring Division which carries out the monitorisation of business groups that have high and complex credit exposures or that show relevant signs of impairment;
Investment Banking unit, that ensures the offer of products and specific services, in particular financial advice, capital market transactions and analysis and financing structuring in the medium to long term, in particular with regard to Project and Structured Finance;
Treasury and Markets International Division, in particular the area of coordination of business with banks and financial institutions, boosting international business with the commercial networks of the Bank and institutional custody services for securities;
Specialised Recovery Division which ensures efficient tracking of customers with predictable or effective high risk of credit, from Companies, Corporate, Large Corporate and retail networks (exposure exceeding Euros 1,000,000);
Real Estate Business Division, which ensures integrated and specialized management of real estate business of the Group; and
Interfundos with the activity of management of real estate investment funds.
The Private Banking segment, for purposes of geographical segments, comprises the Private Banking network in Portugal. For purposes of business segments also includes Banque Privée BCP in Switzerland and Millennium bcp Bank & Trust in Cayman Islands that are considered Foreign Business on geographical segmentation.
Following the process for obtaining authorisation from the European Commission (EC) to the State aid, business portfolios were identified that the Bank should gradually disinvest/demobilise, ceasing grant new credit. This demobilisation is subject to a framework which dominant criterion is the capital impact optimisation, in particular through the minimisation of expected losses. In this context, the Bank proceeded with the segregation of these portfolios, highlighting them in a separate segment defined as Non Core Business Portfolio (PNNC).
PNNC includes the business with clients for which credit has been granted for securities-backed lending, loans collateralised with other assets for those which the debt ratio over asset value is not less than 90%, historical subsidised mortgage loans, construction subcontractors focused almost exclusively on the Portuguese market, football clubs and Real Estate development.
The separate disclosure for those types of loans resulted, exclusively, from the need to identify and monitoring the segments described in the previous paragraph, in the scope of the authorisation process abovementioned. Thus, the PNNC portfolio has not been aggregated based on risk classes or any other performance criteria.
It should be noted that, in 31 December 2017, 74% of this portfolio benefited from asset backed loans, including 71% with real estate collateral and 3% with other assets guarantee.
All other businesses not previously discriminated are allocated to the segment Other (Portugal) and include the centralized management of financial investments, corporate activities and operations not integrated in the remaining business segments and other values not allocated to segments.
Poland, where the Group is represented by Bank Millennium, a universal bank offering a wide range of financial products and services to individuals and companies nationwide;
Mozambique, where the Group is represented by BIM – Banco Internacional de Moçambique, a universal bank targeting companies and individual customers; and
Other, which includes other countries activity such as Switzerland where the Group is represented by Banque Privée BCP, a Private Banking platform under Swiss law and Cayman Islands by Millennium bcp Bank & Trust, a bank designed for international services in the area of Private Banking to customers with high financial assets (Affluent segment). The segment Other also includes the contribution of the associate in Angola.
Foreign Business segment, indicated within the business segment reporting, comprises the Group's operations developed in other countries already mentioned excluding the activity of Banque Privée BCP in Switzerland and Millennium bcp Bank & Trust in the Cayman Islands which are considered in Private Banking segment.
In the context of the Banco Millennium in Angola merger process with Banco Privado Atlântico, which agreement occurred in 22 April 2016 and the conclusion of the process of the necessary authorizations in 3 May 2016, Banco Millennium Angola was considered as a discontinued operation in March 2016, with the impact of its results presented in the balance Income / (loss) arising from discontinued operations and restated for the previous periods. At the consolidated balance, the assets and liabilities of Banco Millennium Angola, S.A. continued to be consolidated by the full consolidation method till April 2016. After the completion of the merger, in May 2016, the assets and liabilities of Banco Millennium in Angola stopped being considered in the consolidated balance sheet and the investment of 22.5 % in Banco Millennium Atlântico, the new merged entity, started being accounted using the equity method and its contribution to the Group's results have been recognized in the consolidated accounts from May 2016 onwards.
The figures reported for each business segment result from aggregating the subsidiaries and business units integrated in each segment, including the impact from capital allocation and the balancing process of each entity, both at the balance sheet and income statement levels, based on average figures. Balance sheet headings for each subsidiary and business unit are re-calculated, given the replacement of their original own funds by the outcome of the capital allocation process, according to regulatory solvency criteria.
Considering that the capital allocation process complies with regulatory solvency criteria currently in place, the weighted risk, as well as the capital allocated to segments, is based on Basel III methodology, in accordance with the CRD IV/CRR, with reference to 31 December 2017 and 2016. The capital allocation for each segment on those dates, resulted from the application of 10% to the risks managed by each segment, reflecting the application of Basel III methodologies. Each operation is balanced through internal transfers of funds, with no impact on consolidated accounts.
Operating costs determined for each business area rely on one hand on the amounts accounted directly in the respective cost centres, and on the other hand, on the amounts resulting from internal cost allocation processes. As an example, in the first set of costs are included costs related to phone communication, travelling accommodation and representation expenses and to advisory services and in the second set are included costs related to correspondence, water and electricity and to rents related to spaces occupied by organic units, among others. The allocation of this last set of costs is based on the application of previously defined criteria, related to the level of activity of each business area, like the number of current accounts, the number of customers or employees, the business volume and the space occupied.
The following information has been prepared based on the individual and consolidated financial statements of the Group prepared in accordance with international financial reporting standards (IFRS), as adopted by the European Union (EU), and with the Organization of the Group's business areas in force on 31 December 2017. Information relating to prior periods is restated whenever it occur changes in the internal organization of the entity so susceptible to change the composition of the reportable segments (business and geographical).
The information in the financial statements of reportable segments is reconciled, at the level of the total revenue of those same segments, with the revenue from the demonstration of the consolidated financial position of the reportable entity for each date on which is lodged a statement of financial position.
As at 31 December 2017, the net contribution of the major operational segments, for the income statement, is analysed as follows:
| (Thousands of Euros) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Companies, Corporate and |
||||||||
| Commercial banking | Investment | Non-core | ||||||
| Retail in | Foreign | banking | Private | business | ||||
| Portugal | business (1) | in Portugal | banking | portfolio | Other | Consolidated | ||
| INCOME STATEMENT | ||||||||
| Interest and similar income | 473,543 | 845,166 | 1,318,709 | 319,740 | 36,782 | 113,372 | 125,607 | 1,914,210 |
| Interest expense and similar charges | (61,029) | (279,494) | (340,523) | (63,540) | (14,157) | (85,090) | (19,625) | (522,935) |
| Net interest income | 412,514 | 565,672 | 978,186 | 256,200 | 22,625 | 28,282 | 105,982 | 1,391,275 |
| Commissions and other income | 385,883 | 257,572 | 643,455 | 160,458 | 70,105 | 9,597 | (18,034) | 865,581 |
| Commissions and other costs | (15,913) | (126,363) | (142,276) | (8,880) | (5,436) | (29) | (146,903) | (303,524) |
| Net commissions and other income | 369,970 | 131,209 | 501,179 | 151,578 | 64,669 | 9,568 | (164,937) | 562,057 |
| Net gains arising from trading activity | 1 | 81,507 | 81,508 | - | (18,514) | - | 85,382 | 148,376 |
| Share of profit of associates under | ||||||||
| the equity method | - | 39,844 | 39,844 | - | - | - | 51,793 | 91,637 |
| Gains / (losses) arising from the sale | ||||||||
| of subsidiaries and other assets | (141) | 4,135 | 3,994 | - | - | - | 145 | 4,139 |
| Net operating revenue | 782,344 | 822,367 | 1,604,711 | 407,778 | 68,780 | 37,850 | 78,365 | 2,197,484 |
| Operating expenses | 472,351 | 343,143 | 815,494 | 92,813 | 39,807 | 20,249 | (14,182) | 954,181 |
| Impairment for credit and financial assets | (53,780) | (88,628) | (142,408) | (307,273) | (5,796) | (177,360) | (54,292) | (687,129) |
| Other impairments and provisions | (45) | (47,298) | (47,343) | 140 | - | (54,117) | (136,363) | (237,683) |
| Net income / (loss) before income tax | 256,168 | 343,298 | 599,466 | 7,832 | 23,177 | (213,876) | (98,108) | 318,491 |
| Income tax | (74,911) | (82,006) | (156,917) | (1,090) | (12,323) | 63,093 | 77,078 | (30,159) |
| Income / (loss) after income tax | ||||||||
| from continuing operations | 181,257 | 261,292 | 442,549 | 6,742 | 10,854 | (150,783) | (21,030) | 288,332 |
| Income / (loss) arising from | ||||||||
| discontinued operations | - | - | - | - | - | - | 1,225 | 1,225 |
| Net income / (loss) for the year | 181,257 | 261,292 | 442,549 | 6,742 | 10,854 | (150,783) | (19,805) | 289,557 |
| Non-controlling interests | - | (109,144) | (109,144) | - | - | - | 5,978 | (103,166) |
| Net income / (loss) for the year | ||||||||
| attributable to Bank's Shareholders | 181,257 | 152,148 | 333,405 | 6,742 | 10,854 | (150,783) | (13,827) | 186,391 |
| BALANCE SHEET | ||||||||
| Cash and Loans and advances | ||||||||
| to credit institutions | 10,663,913 | 674,263 | 11,338,176 | 312,751 | 2,474,881 | 4,181 | (10,600,955) | 3,529,034 |
| Loans and advances to customers | 16,864,762 | 12,226,229 | 29,090,991 | 10,783,146 | 497,486 | 6,819,748 | 442,121 | 47,633,492 |
| Financial assets (2) | 21,172 | 5,391,785 | 5,412,957 | - | 2,184 | 668,137 | 7,074,783 | 13,158,061 |
| Other assets | 112,243 | 596,868 | 709,111 | 32,548 | 9,616 | 889,690 | 5,977,898 | 7,618,863 |
| Total Assets | 27,662,090 | 18,889,145 | 46,551,235 | 11,128,445 | 2,984,167 | 8,381,756 | 2,893,847 | 71,939,450 |
| Resources from other credit | ||||||||
| institutions | 970,523 | 1,492,783 | 2,463,306 | 2,243,133 | 339,950 | 7,901,943 | (5,460,975) | 7,487,357 |
| Resources from customers | 24,900,861 | 15,130,262 | 40,031,123 | 8,015,739 | 2,505,972 | 305,131 | 329,852 | 51,187,817 |
| Debt securities issued | 872,538 | 276,960 | 1,149,498 | 880 | 37,395 | 3,005 | 1,817,013 | 3,007,791 |
| Other financial liabilities | - | 86,081 | 86,081 | - | 2,020 | - | 1,657,399 | 1,745,500 |
| Other liabilities | 37,281 | 471,569 | 508,850 | 53,426 | 6,241 | 4,399 | 758,333 | 1,331,249 |
| Total Liabilities | 26,781,203 | 17,457,655 | 44,238,858 | 10,313,178 | 2,891,578 | 8,214,478 | (898,378) | 64,759,714 |
| Equity and non-controlling interests | 880,887 | 1,431,490 | 2,312,377 | 815,267 | 92,589 | 167,278 | 3,792,225 | 7,179,736 |
| Total Liabilities, Equity | ||||||||
| and Non-controlling interests | 27,662,090 | 18,889,145 | 46,551,235 | 11,128,445 | 2,984,167 | 8,381,756 | 2,893,847 | 71,939,450 |
| Number of employees | 4,731 | 8,461 | 13,192 | 598 | 268 | 143 | 1,526 | 15,727 |
| Public subsidies received | - | - | - | - | - | - | - | - |
(1) Includes the contribution associated with the Bank's investments in Angola, in Banco Millennium Atlântico, recorded since May 2016 by the equity method;
(2) Includes financial assets held for trading, financial assets held for trading at fair value through profit or loss, financial assets held to maturity, financial assets available for sale, hedging derivatives and assets with repurchase agreement.
Note: As at 31 December 2017, the goodwill disclosed in the financial statements that is reflected in Foreign business is Euros 2 million and Euros 118 million in Other Portugal, as described in note 30.
As at 31 December 2016, the net contribution of the major operational segments, for the income statement, is analysed as follows:
| Companies, Corporate and |
(Thousands of Euros) | |||||||
|---|---|---|---|---|---|---|---|---|
| Commercial banking | Investment | Non-core | ||||||
| Retail | Foreign | banking | Private | business | ||||
| in Portugal | business (1) | Total | in Portugal | banking | portfolio | Other | Consolidated | |
| INCOME STATEMENT | ||||||||
| Interest and similar income | 511,569 | 724,079 | 1,235,648 | 363,665 | 40,916 | 151,152 | 118,616 | 1,909,997 |
| Interest expense and similar charges | (120,135) | (252,239) | (372,374) | (86,857) | (20,764) | (115,586) | (84,290) | (679,871) |
| Net interest income | 391,434 | 471,840 | 863,274 | 276,808 | 20,152 | 35,566 | 34,326 | 1,230,126 |
| Commissions and other income | 365,057 | 224,507 | 589,564 | 160,112 | 59,953 | 10,368 | 14,911 | 834,908 |
| Commissions and other costs | (13,675) | (127,446) | (141,121) | (6,381) | (5,731) | (34) | (129,674) | (282,941) |
| Net commissions and other income | 351,382 | 97,061 | 448,443 | 153,731 | 54,222 | 10,334 | (114,763) | 551,967 |
| Net gains arising from trading activity | 25 | 136,847 | 136,872 | - | 3,200 | 23,893 | 76,402 | 240,367 |
| Share of profit of associates under | ||||||||
| the equity method | - | 12,991 | 12,991 | - | - | - | 67,534 | 80,525 |
| Gains / (losses) arising from the sale | ||||||||
| of subsidiaries and other assets | 4 | 3,201 | 3,205 | - | 9 | - | (9,491) | (6,277) |
| Net operating revenue | 742,845 | 721,940 | 1,464,785 | 430,539 | 77,583 | 69,793 | 54,008 | 2,096,708 |
| Operating expenses | 489,331 | 318,700 | 808,031 | 97,261 | 38,414 | 22,031 | (185,741) | 779,996 |
| Impairment for credit and financial assets | (113,009) | (73,343) | (186,352) | (538,010) | 1,430 | (504,684) | (164,041) | (1,391,657) |
| Other impairments and provisions | (45) | (10,365) | (10,410) | 34 | (71) | (18,846) | (177,042) | (206,335) |
| Net income / (loss) before income tax | 140,460 | 319,532 | 459,992 | (204,698) | 40,528 | (475,768) | (101,334) | (281,280) |
| Income tax | (40,086) | (83,467) | (123,553) | 61,599 | (10,469) | 140,352 | 313,938 | 381,867 |
| Income / (loss) after income tax | ||||||||
| from continuing operations | 100,374 | 236,065 | 336,439 | (143,099) | 30,059 | (335,416) | 212,604 | 100,587 |
| Income / (loss) arising from | ||||||||
| discontinued operations (2) | - | 36,806 | 36,806 | - | - | - | 8,422 | 45,228 |
| Net income / (loss) for the year | 100,374 | 272,871 | 373,245 | (143,099) | 30,059 | (335,416) | 221,026 | 145,815 |
| Non-controlling interests | - | (118,246) | (118,246) | - | - | - | (3,631) | (121,877) |
| Net income / (loss) for the year | ||||||||
| attributable to Bank's Shareholders | 100,374 | 154,625 | 254,999 | (143,099) | 30,059 | (335,416) | 217,395 | 23,938 |
| BALANCE SHEET | ||||||||
| Cash and Loans and advances | ||||||||
| to credit institutions | 9,334,906 | 1,067,882 | 10,402,788 | 1,059,177 | 2,527,926 | 5,375 | (10,916,428) | 3,078,838 |
| Loans and advances to customers | 16,917,689 | 11,701,120 | 28,618,809 | 10,934,311 | 473,707 | 8,065,466 | (74,691) | 48,017,602 |
| Financial assets (3) | 20,960 | 4,260,453 | 4,281,413 | - | 6,083 | 634,878 | 7,458,104 | 12,380,478 |
| Other assets | 183,848 | 562,980 | 746,828 | 55,424 | 17,967 | 847,921 | 6,119,753 | 7,787,893 |
| Total Assets | 26,457,403 | 17,592,435 | 44,049,838 | 12,048,912 | 3,025,683 | 9,553,640 | 2,586,738 | 71,264,811 |
| Resources from other credit | ||||||||
| institutions | 1,344,914 | 1,419,154 | 2,764,068 | 3,751,972 | 352,081 | 9,101,255 | (6,030,981) | 9,938,395 |
| Resources from customers | 23,893,851 | 13,966,967 | 37,860,818 | 7,668,144 | 2,499,795 | 329,361 | 439,529 | 48,797,647 |
| Debt securities issued | 556,065 | 297,902 | 853,967 | 1,795 | 62,353 | 584 | 2,594,121 | 3,512,820 |
| Other financial liabilities | - | 335,073 | 335,073 | - | 5,984 | - | 2,135,077 | 2,476,134 |
| Other liabilities | 19,505 | 404,346 | 423,851 | 42,332 | 7,005 | 4,025 | 797,421 | 1,274,634 |
| Total Liabilities | 25,814,335 | 16,423,442 | 42,237,777 | 11,464,243 | 2,927,218 | 9,435,225 | (64,833) | 65,999,630 |
| Equity and non-controlling interests | 643,068 | 1,168,993 | 1,812,061 | 584,669 | 98,465 | 118,415 | 2,651,571 | 5,265,181 |
| Total Liabilities, Equity | ||||||||
| and Non-controlling interests | 26,457,403 | 17,592,435 | 44,049,838 | 12,048,912 | 3,025,683 | 9,553,640 | 2,586,738 | 71,264,811 |
| Number of employees | 4,854 | 8,395 | 13,249 | 588 | 264 | 148 | 1,558 | 15,807 |
| Public subsidies received | - | - | - | - | - | - | - | - |
(1) Includes the activity of the subsidiary in Angola, considered as discontinued operation;
(2) The amount considered for Angola in discontinued operations corresponds to the book value. The impact of capital allocation in segments base, is reflected in net interest income item; (3) Includes financial assets held for trading, financial assets held for trading at fair value through profit or loss, financial assets held to maturity, financial assets available for sale,
hedging derivatives and assets with repurchase agreement.
Note: As at 31 December 2016, the goodwill disclosed in the financial statements is reflected, in Foreign business, Euros 2 million and Euros 128 million in Other Portugal, as described in note 30.
As at 31 December 2017, the net contribution of the major geographic segments, for the income statement, is analysed as follows:
| (Thousands of Euros) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Portugal | ||||||||||
| Companies, | ||||||||||
| Corporate and | Non-core | |||||||||
| Retail | Investment | Private | business | |||||||
| banking | banking | banking | portfolio | Other | Total | Poland | Mozambique | Other (1) | Consolidated | |
| INCOME STATEMENT | ||||||||||
| Interest and similar income | 473,543 | 319,740 | 22,174 | 113,372 | 125,607 | 1,054,436 | 564,267 | 289,045 | 6,462 | 1,914,210 |
| Interest expense and similar charges | (61,029) | (63,540) | (7,372) | (85,090) | (19,625) | (236,656) | (170,858) | (116,146) | 725 | (522,935) |
| Net interest income | 412,514 | 256,200 | 14,802 | 28,282 | 105,982 | 817,780 | 393,409 | 172,899 | 7,187 | 1,391,275 |
| Commissions and other income | 385,883 | 160,458 | 40,632 | 9,597 | (18,034) | 578,536 | 198,348 | 59,225 | 29,472 | 865,581 |
| Commissions and other costs | (15,913) | (8,880) | (205) | (29) | (146,903) | (171,930) | (106,983) | (19,380) | (5,231) | (303,524) |
| Net commissions and other income | 369,970 | 151,578 | 40,427 | 9,568 | (164,937) | 406,606 | 91,365 | 39,845 | 24,241 | 562,057 |
| Net gains arising from trading activity | 1 | - | - | - | 85,382 | 85,383 | 51,044 | 10,808 | 1,141 | 148,376 |
| Share of profit of associates | ||||||||||
| under the equity method | - | - | - | - | 51,793 | 51,793 | - | - | 39,844 | 91,637 |
| Gains / (losses) arising from the sale | ||||||||||
| of subsidiaries and other assets | (141) | - | - | - | 145 | 4 | 3,891 | 243 | 1 | 4,139 |
| Net operating revenue | 782,344 | 407,778 | 55,229 | 37,850 | 78,365 | 1,361,566 | 539,709 | 223,795 | 72,414 | 2,197,484 |
| Operating expenses | 472,351 | 92,813 | 16,375 | 20,249 | (14,182) | 587,606 | 258,205 | 84,938 | 23,432 | 954,181 |
| Impairment for credit | ||||||||||
| and financial assets | (53,780) | (307,273) | (3,832) | (177,360) | (54,292) | (596,537) | (60,681) | (27,947) | (1,964) | (687,129) |
| Other impairments and provisions | (45) | 140 | - | (54,117) | (136,363) | (190,385) | (8,822) | 1,276 | (39,752) | (237,683) |
| Net income / (loss) before | ||||||||||
| income tax | 256,168 | 7,832 | 35,022 | (213,876) | (98,108) | (12,962) | 212,001 | 112,186 | 7,266 | 318,491 |
| Income tax | (74,911) | (1,090) | (10,331) | 63,093 | 77,078 | 53,839 | (55,732) | (26,462) | (1,804) | (30,159) |
| Income / (loss) after income | ||||||||||
| tax from continuing operations | 181,257 | 6,742 | 24,691 | (150,783) | (21,030) | 40,877 | 156,269 | 85,724 | 5,462 | 288,332 |
| Income / (loss) arising from | ||||||||||
| discontinued operations | - | - | - | - | 1,225 | 1,225 | - | - | - | 1,225 |
| Net income / (loss) for the year | 181,257 | 6,742 | 24,691 | (150,783) | (19,805) | 42,102 | 156,269 | 85,724 | 5,462 | 289,557 |
| Non-controlling interests | - | - | - | - | 5,978 | 5,978 | (77,978) | (29,117) | (2,049) | (103,166) |
| Net income / (loss) for the year | ||||||||||
| attributable to Bank's Shareholders | 181,257 | 6,742 | 24,691 | (150,783) | (13,827) | 48,080 | 78,291 | 56,607 | 3,413 | 186,391 |
| BALANCE SHEET | ||||||||||
| Cash and Loans and advances | ||||||||||
| to credit institutions | 10,663,913 | 312,751 | 1,582,278 | 4,181 | (10,600,955) | 1,962,168 | 559,047 | 424,965 | 582,854 | 3,529,034 |
| Loans and advances to customers | 16,864,762 | 10,783,146 | 221,452 | 6,819,748 | 442,121 | 35,131,229 | 11,354,378 | 871,851 | 276,034 | 47,633,492 |
| Financial assets (2) | 21,172 | - | - | 668,137 | 7,074,783 | 7,764,092 | 4,899,704 | 492,082 | 2,183 | 13,158,061 |
| Other assets | 112,243 | 32,548 | 6,704 | 889,690 | 5,977,898 | 7,019,083 | 222,481 | 161,590 | 215,709 | 7,618,863 |
| Total Assets | 27,662,090 | 11,128,445 | 1,810,434 | 8,381,756 | 2,893,847 | 51,876,572 | 17,035,610 | 1,950,488 | 1,076,780 | 71,939,450 |
| Resources from other | ||||||||||
| credit institutions | 970,523 | 2,243,133 | - | 7,901,943 | (5,460,975) | 5,654,624 | 1,646,767 | 91,879 | 94,087 | 7,487,357 |
| Resources from customers | 24,900,861 | 8,015,739 | 1,738,821 | 305,131 | 329,852 | 35,290,404 | 13,715,985 | 1,414,277 | 767,151 | 51,187,817 |
| Debt securities issued | 872,538 | 880 | 37,395 | 3,005 | 1,817,013 | 2,730,831 | 276,960 | - | - | 3,007,791 |
| Other financial liabilities | - | - | - | - | 1,657,399 | 1,657,399 | 86,081 | - | 2,020 | 1,745,500 |
| Other liabilities | 37,281 | 53,426 | 1,284 | 4,399 | 758,333 | 854,723 | 363,306 | 108,264 | 4,956 | 1,331,249 |
| Total Liabilities | 26,781,203 | 10,313,178 | 1,777,500 | 8,214,478 | (898,378) | 46,187,981 | 16,089,099 | 1,614,420 | 868,214 | 64,759,714 |
| Equity and non-controlling interests | 880,887 | 815,267 | 32,934 | 167,278 | 3,792,225 | 5,688,591 | 946,511 | 336,068 | 208,566 | 7,179,736 |
| Total Liabilities, Equity and non-controlling interests |
27,662,090 | 11,128,445 | 1,810,434 | 8,381,756 | 2,893,847 | 51,876,572 | 17,035,610 | 1,950,488 | 1,076,780 | 71,939,450 |
| Number of employees | 4,731 | 598 | 191 | 143 | 1,526 | 7,189 | 5,830 | 2,631 | 77 | 15,727 |
| Public subsidies received | - | - | - | - | - | - | - | - | - | - |
(1) Includes the contribution associated with the Bank's investments in Angola, in Banco Millennium Atlântico, recorded since May 2016 by the equity method; (2) Includes financial assets held for trading, financial assets held for trading at fair value, financial assets held to maturity, financial assets available for sale, hedging derivatives and assets with repurchase agreement.
Note: As at 31 December 2017, the goodwill disclosed in the financial statements that is reflected in Mozambique is Euros 2 million and Euros 118 million in Other Portugal, as described in note 30.
As at 31 December 2016, the net contribution of the major geographic segments, for the income statement, is analysed as follows:
| Portugal | (Thousands of Euros) | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Companies, | |||||||||||
| Corporate and | Non-core | ||||||||||
| Retail | Investment | Private | business | ||||||||
| banking | banking | banking | portfolio | Other | Total | Poland | Mozambique | Other (1) | Consolidated | ||
| INCOME STATEMENT | |||||||||||
| Interest and similar income | 511,569 | 363,665 | 27,081 | 151,152 | 118,616 | 1,172,083 | 520,463 | 211,308 | 6,143 | 1,909,997 | |
| Interest expense and similar charges | (120,135) | (86,857) | (12,435) (115,586) | (84,290) | (419,303) | (187,671) | (72,260) | (637) | (679,871) | ||
| Net interest income | 391,434 | 276,808 | 14,646 | 35,566 | 34,326 | 752,780 | 332,792 | 139,048 | 5,506 | 1,230,126 | |
| Commissions and other costs | 365,057 | 160,112 | 31,298 | 10,368 | 14,911 | 581,746 | 164,985 | 59,522 | 28,655 | 834,908 | |
| Commissions and other costs | (13,675) | (6,381) | (297) | (34) | (129,674) | (150,061) | (107,078) | (20,369) | (5,433) | (282,941) | |
| Net commissions and other income | 351,382 | 153,731 | 31,001 | 10,334 | (114,763) | 431,685 | 57,907 | 39,153 | 23,222 | 551,967 | |
| Net gains arising from trading activity | 25 | - | - | 23,893 | 76,402 | 100,320 | 111,678 | 25,169 | 3,200 | 240,367 | |
| Share of profit of associates | |||||||||||
| under the equity method | - | - | - | - | 67,534 | 67,534 | (314) | - | 13,305 | 80,525 | |
| Gains / (losses) arising from the sale | |||||||||||
| of subsidiaries and other assets | 4 | - | - | - | (9,491) | (9,487) | 3,027 | 174 | 9 | (6,277) | |
| Net operating revenue | 742,845 | 430,539 | 45,647 | 69,793 | 54,008 | 1,342,832 | 505,090 | 203,544 | 45,242 | 2,096,708 | |
| Operating expenses | 489,331 | 97,261 | 15,372 | 22,031 | (185,741) | 438,254 | 238,457 | 80,243 | 23,042 | 779,996 | |
| Impairment for credit | |||||||||||
| and financial assets | (113,009) | (538,010) | (242) | (504,684) | (164,041) (1,319,986) | (49,682) | (23,661) | 1,672 | (1,391,657) | ||
| Other impairments and provisions | (45) | 34 | - | (18,846) | (177,042) | (195,899) | (10,445) | 81 | (72) | (206,335) | |
| Net income / (loss) before | |||||||||||
| income tax | 140,460 | (204,698) | 30,033 | (475,768) | (101,334) | (611,307) | 206,506 | 99,721 | 23,800 | (281,280) | |
| Income tax | (40,086) | 61,599 | (8,860) | 140,352 | 313,938 | 466,943 | (55,436) | (28,030) | (1,610) | 381,867 | |
| Income / (loss) after income | |||||||||||
| tax from continuing operations | 100,374 | (143,099) | 21,173 | (335,416) | 212,604 | (144,364) | 151,070 | 71,691 | 22,190 | 100,587 | |
| Income / (loss) arising from | |||||||||||
| discontinued operations (2) | - | - | - | - | 8,422 | 8,422 | - | - | 36,806 | 45,228 | |
| Net income / (loss) for the year | 100,374 | (143,099) | 21,173 | (335,416) | 221,026 | (135,942) | 151,070 | 71,691 | 58,996 | 145,815 | |
| Non-controlling interests | - | - | - | - | (3,631) | (3,631) | (75,384) | (24,496) | (18,366) | (121,877) | |
| Net income / (loss) for the year | |||||||||||
| attributable to Bank's Shareholders | 100,374 | (143,099) | 21,173 | (335,416) | 217,395 | (139,573) | 75,686 | 47,195 | 40,630 | 23,938 | |
| BALANCE SHEET | |||||||||||
| Cash and Loans and advances | |||||||||||
| to credit institutions | 9,334,906 | 1,059,177 | 1,595,368 | 5,375 | (10,916,428) | 1,078,398 | 690,787 | 437,922 | 871,731 | 3,078,838 | |
| Loans and advances to customers | 16,917,689 | 10,934,311 | 172,165 | 8,065,466 | (74,691) | 36,014,940 | 10,661,642 | 1,039,478 | 301,542 | 48,017,602 | |
| Financial assets (3) | 20,960 | - | - | 634,878 | 7,458,104 | 8,113,942 | 4,031,817 | 228,636 | 6,083 | 12,380,478 | |
| Other assets | 183,848 | 55,424 | 11,729 | 847,921 | 6,119,753 | 7,218,675 | 211,494 | 131,782 | 225,942 | 7,787,893 | |
| Total Assets | 26,457,403 | 12,048,912 | 1,779,262 | 9,553,640 | 2,586,738 | 52,425,955 | 15,595,740 | 1,837,818 | 1,405,298 | 71,264,811 | |
| Resources from other | |||||||||||
| credit institutions | 1,344,914 | 3,751,972 | - | 9,101,255 | (6,030,981) | 8,167,160 | 1,303,029 | 121,268 | 346,938 | 9,938,395 | |
| Resources from customers | 23,893,851 | 7,668,144 | 1,691,628 | 329,361 | 439,529 | 34,022,513 | 12,668,085 | 1,298,883 | 808,166 | 48,797,647 | |
| Debt securities issued | 556,065 | 1,795 | 62,353 | 584 | 2,594,121 | 3,214,918 | 297,902 | - | - | 3,512,820 | |
| Other financial liabilities | - | - | - | - | 2,135,077 | 2,135,077 | 335,073 | - | 5,984 | 2,476,134 | |
| Other liabilities | 19,505 | 42,332 | 639 | 4,025 | 797,421 | 863,922 | 280,870 | 123,527 | 6,315 | 1,274,634 | |
| Total Liabilities | 25,814,335 | 11,464,243 | 1,754,620 | 9,435,225 | (64,833) | 48,403,590 | 14,884,959 | 1,543,678 | 1,167,403 | 65,999,630 | |
| Equity and non-controlling interests | 643,068 | 584,669 | 24,642 | 118,415 | 2,651,571 | 4,022,365 | 710,781 | 294,140 | 237,895 | 5,265,181 | |
| Total Liabilities, Equity | |||||||||||
| and non-controlling interests | 26,457,403 | 12,048,912 | 1,779,262 | 9,553,640 | 2,586,738 | 52,425,955 | 15,595,740 | 1,837,818 | 1,405,298 | 71,264,811 | |
| Number of employees | 4,854 | 588 | 185 | 148 | 1,558 | 7,333 | 5,844 | 2,551 | 79 | 15,807 | |
| Public subsidies received | - | - | - | - | - | - | - | - | - | - | |
(1) Includes the activity of the subsidiary in Angola, considered as discontinued operation;
(2) The amount considered for Angola in discontinued operations corresponds to the book value. The impact of capital allocation in segments base, is reflected in net interest income item; (3) Includes financial assets held for trading, financial assets held for trading at fair value through profit or loss, financial assets held to maturity, financial assets available for sale,
hedging derivatives and assets with repurchase agreement.
Note: As at 31 December 2016, the goodwill disclosed in the financial statements that is reflected in Mozambique is Euros 2 million and Euros 128 million in Other Portugal, as described in note 30.
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Net contribution: | ||
| Retail banking in Portugal | 181,257 | 100,374 |
| Companies, Corporate and Investment banking | 6,742 | (143,099) |
| Private Banking | 24,691 | 21,173 |
| Non-core business portfolio | (150,783) | (335,416) |
| Foreign business (continuing operations) (1) | 247,455 | 244,951 |
| Non-controlling interests (2) | (109,144) | (118,246) |
| 200,218 | (230,263) | |
| Income from discontinued or discontinuing operations (3) | - | 36,806 |
| 200,218 | (193,457) | |
| Amounts not allocated to segments: | ||
| Interests of hybrid instruments | (6,343) | (65,525) |
| Net interest income of the bond portfolio | 48,153 | 41,591 |
| Interests written off | 18,728 | 6,950 |
| Own credit risk | (494) | 2,469 |
| Foreign exchange activity | 21,157 | 28,067 |
| Equity accounted earnings | 51,793 | 67,534 |
| Impairment and other provisions (4) | (190,655) | (341,083) |
| Operational costs (5) | 14,182 | 185,741 |
| Gains on sale of public debt (6) | 54,417 | 5,017 |
| Mandatory contributions | (57,859) | (51,742) |
| Gains on the acquisition of Visa Europe by Visa Inc. (1) | - | 26,353 |
| Gain arising from the sale of Banco Millennium Angola | - | 7,329 |
| Taxes (7) | 77,078 | 313,938 |
| Income from discontinued or discontinuing operations (8) | 1,225 | 1,092 |
| Non-controlling interests | 5,978 | (3,631) |
| Others (9) | (51,187) | (6,705) |
| Total not allocated to segments | (13,827) | 217,395 |
| Consolidated net income | 186,391 | 23,938 |
(1) The net contribution of the Foreign Business (continuing operations) segment includes, in 2016, the gain of Euros 69.9 million arising from the sale of Visa Europe by Bank Millennium in Poland. For the same period, the balance Gains on the acquisition of Visa Europe by Visa Inc. only includes the amount of Euros 26.4 million related to the gains obtained from the same operation in Portugal, as referred in note 7.
(2) Corresponds mainly to the income attributable to third parties related to the subsidiaries in Poland, in Mozambique and in Angola (until April 2016).
(3) In 2016, includes the book value of the subsidiary in Angola considered as a discontinued operation. Concerning Angola, only includes the figures of the first three months of the year, since from May 2016 on, the contribution of the new merged entity, Banco Millennium Atlântico, resulted from the merger process of Banco Millennium in Angola with Banco Privado Atlântico started being accounted using the equity method.
(4) Includes provisions for property in kind and for funds specialized in the recovery of loans, administrative infractions, various contingencies and other unallocated to business segments.
(5) Corresponds to costs related to the impacts arising from the revision of the Collective Labour Agreement and to restructuring costs .
(6) Includes gains with Portuguese public debt that were classified in the available for sale financial assets portfolios, held for trading and at fair value through profit or loss.
(7) Includes deferred tax revenue, net of current non-segment tax expense, namely the tax effect associated with the impacts of the previous items, calculated based on a marginal tax rate.
(8) Gains arising from the sale of Millennium bcp Gestão de Ativos - Sociedade Gestora de Fundos de Investimento, S.A.
(9) It includes other operations not allocated previously namely funding for non-interest bearing assets and strategic financial investments, net commissions and other operating income / expenses and other income from financial operations.
The Group is subject to several risks during the course of its business. The risks from different companies of the Group are managed centrally, in coordination with the local departments and considering the specific risks of each business.
The Group's risk-management policy is designed to permanently ensure an adequate relationship between its own funds and the business it develops, as well as the corresponding evaluation of the risk/return profile by business line.
Under this scope, the monitoring and control of the main types of financial risks to which the Group's business is subject to – credit, market, liquidity and operational – is particularly relevant.
Credit – Credit risk is associated with the degree of uncertainty of the expected returns as a result of the inability either of the borrower (and the guarantor, if any) or of the issuer of a security or of the counterparty to an agreement to fulfil their obligations.
Market – Market risk reflects the potential loss inherent in a given portfolio as a result of changes in rates (interest and exchange) and/or in the prices of the various financial instruments that make up the portfolio, considering both the correlations that exist between these instruments and the respective volatilities.
Liquidity – Liquidity risk reflects the Group's inability to meet its obligations at maturity without incurring in significant losses resulting from the deterioration of the funding conditions (funding risk) and/or from the sale of its assets below market value (market liquidity risk).
Operational – Operational risk consists in the potential losses resulting from failures or inadequacies in internal procedures, persons or systems, and also in the potential losses resulting from external events.
Banco Comercial Português Board of Directors is responsible for the definition of the risk policy, including the approval of the principles and rules of the highest level to be followed in risk management, as well as the guidelines dictating the allocation of capital to the business lines.
The Board of Directors, through the Audit Committee, ensures the existence of adequate risk control and of risk-management systems at Group level and for each entity. The Board of Directors also approves the risk-tolerance level acceptable to the Group, proposed by its Executive Committee.
The Risk Committee is responsible for monitoring the overall levels of risk incurred, ensuring that these are compatible with the goals and strategies approved for the business.
The Chief Risk Officer is responsible for the control of risks in all Group entities, for the identification of all risks to which the Group activity is exposed and for the proposal of measures to improve risks control. The Chief Risk Officer also ensures that risks are monitored on an overall basis and that there is alignment of concepts, practices and goals in risk management.
The activity of every entity included within the Banco Comercial Português consolidation perimeter is governed by the principles and decisions established centrally by the Risk Committee and the main subsidiaries are provided with Risk Office structures which are established in accordance with the risks inherent to their particular business. A Risk Control Commission has been set up at each relevant subsidiary, responsible for the control of risks at local level, in which the Chief Risk Officer takes part.
The Group Head of Compliance is responsible for implementing systems for monitoring the compliance with legal obligations and responsibilities to which the Bank is subject, as well, the prevention, monitoring and reporting of risks in organizational processes, which include, among others, the prevention and repression of money laundering, combating financing of terrorism, prevention of conflicts of interest, issues related to abuse of market and compliance with the disclosure requirements to customers.
Credit granting is based on a prior classification of the customers' risk and on a thorough assessment of the level of protection provided by the underlying collateral. In order to do so, a single risk-notation system has been introduced, the Rating Master Scale, based on the expected probability of default, allowing greater discrimination in the assessment of the customers and better establishment of the hierarchies of the associated risk.
The Rating Master Scale also identifies those customers that show a worsening credit capacity and, in particular, those classified as being in default. All rating and scoring models used by the Group have been duly calibrated for the Rating Master Scale. The protectionlevel concept has been introduced as a crucial element of evaluation of the effectiveness of the collateral in credit-risk mitigation, leading to a more active collateralization of loans and to a better adequacy of pricing regarding the risk incurred.
The gross Group's exposure to credit risk (original exposure) is presented in the following table:
| (Thousands of euros) | ||
|---|---|---|
| Risk items | 2017 | 2016 |
| Central Governments or Central Banks | 11,404,056 | 10,351,072 |
| Regional Governments or Local Authorities | 744,693 | 763,620 |
| Administrative and non-profit Organisations | 349,156 | 765,626 |
| Multilateral Development Banks | 19,432 | 17,968 |
| Other Credit Institutions | 2,915,047 | 3,024,895 |
| Retail and Corporate customers | 60,199,404 | 59,364,139 |
| Other items (*) | 11,449,727 | 13,889,468 |
| 87,081,515 | 88,176,788 |
Note: gross exposures of impairment and amortization, in accordance with the prudential consolidation perimeter. Includes securitization positions.
(*) In addition to positions in equity, collective investment and securitization, the Other items contain other assets subject to credit risk in accordance with article 134 of the CRR.
The Bank of Portugal applied for a group of templates to evaluate the risk associated to the loans portfolio and the calculation of the corresponding losses. Methodological notes regarding the following categories:
On the risk evaluation of an operation or of a group of operations, the mitigation elements of credit risk associated to those operations are considered in accordance with the rules and internal procedures that fulfil the requirements defined by the regulations in force, also reflecting the experience of the loans recovery areas and the Legal Department opinions with respect to the entailment of the various mitigation instruments.
The collaterals and the relevant guarantees can be aggregated in the following categories:
The financial collaterals accepted are those that are traded in a recognized stock exchange, i.e., on an organized secondary market, liquid and transparent, with public bid-ask prices, located in countries of the European Union, United States, Japan, Canada, Hong Kong or Switzerland.
In this context, it is important to refer that the Bank's shares are not accepted as financial collaterals of new credit operations and are only accepted for the reinforcement of guarantees of existing credit operations, or in restructuring process associated to credit recoveries.
Regarding guarantees and credit derivatives, it can be applied the substitution principle by replacing the Risk Grade of the client by the Risk Grade of the guarantor, (if the Risk of Grade Degree of the guarantor is better than the client's), when the protection is formalized through:
Credit derivatives;
Formalization of the clause of the contracting party in leasing contracts in which it is an entity that is in a relationship of dominion or group with the lessee.
An internal level of protection is attributed to all credit operations at the moment of the credit granting decision, considering the credit amount as well as the value and type of the collaterals involved. The protection level corresponds to the loss reduction in case of default that is linked to the various collateral types, considering their market value and the amount of the associated exposure.
In the case of financial collaterals, adjustments are made to the protection value by the use of a set of haircuts, in order to reflect the price volatility of the financial instruments.
In the case of real estate mortgages, the initial appraisal of the real estate value is done during the credit analysis and decision process.
Either the initial evaluations or the subsequent reviews carried out are performed by external expert valuers and the ratification process is centralized in the Appraisals Unit, which is independent of the clients' areas.
In any case, they are the subject to a written report, in a standardized digital format, based on a group of predefined methods that are aligned with the sector practices – income, replacement cost and/or market comparative - mentioning the obtained value, for both the market value and for purposes of the mortgage guarantee, depending on the type of the real estate. The evaluations have a declaration/certification of an expert valuer since 2008, as requested by Regulation (EU) 575/2013 and Law 153/2015 of 14 September and are ratified by the Appraisals Unit.
Regarding residential real estate, after the initial valuation and in accordance with Notice n. 5/2006 of Bank of Portugal and e CRR 575/2013, the Bank monitors the respective values through market indexes. If the index is lower than 0.9, the Bank revaluates choosing one of the following two methods:
i) - depreciation of the property by direct application of the index, if the amount owed does not exceed Euros 300,000; ii) - review of the property value by external valuators, depending on the value of the credit operation, and in accordance wit the established standards from ECB and Bank of Portugal.
For all non-residential real estate, the Bank also monitors its values through market indexes and to the regular valuation reviews in accordance with the Regulation (EU) 575/2013, in the case of offices, commercial spaces, warehouses and industrial premises.
For all real estate (residential or non-residential) for which the monitoring result in significant devaluation of the real estate value (more than 10%), a valuation review is subsequently carried out by an expert valuer, preserving the referred i) above.
For the remaining real estate (lan or country side buildings for example) there are no market indexes available for the monitoring of appraisal values, after the initial valuations. Therefore, for these cases and in accordance with the minimum periodicity established for the monitoring and reviewing of this type of real estate, valuation reviews are carried out by expert valuers.
The indexes currently used are supplied to the Bank by an external specialized entity that, for more than a decade, has been collecting and processing the data upon which the indexes are built.
In the case of financial collaterals, their market value is daily and automatically updated, through the IT connection between the collaterals management system and the relevant financial markets data.
Credit granting is based on the previous risk assessment of clients and also on a rigorous assessment of the protection level provided by the underlying collaterals. For this purpose, a single risk grading system is used - the Rating Master Scale - based on Probability of Default (PD), allowing for a greater discriminating power in clients assessment and for a better hierarchy of the associated risk. The Rating Master Scale also allows to identify clients that show signs of degradation in their credit capacity and, in particular, those that are classified in a default situation. All rating systems and models used by the Group were calibrated for the Rating Master Scale.
Aiming at an adequate assessment of credit risk, the Group defined a set of macro segments and segments which are treated through different rating systems and models that relate the internal risk grades and the clients' PD, ensuring a risk assessment that considers the clients' specific features in terms of their respectively risk profiles.
The assessment made by these rating systems and models result in the risk grades of the Master Scale, that has fifteen grades, where the last three correspond to relevant downgrades of the clients' credit quality and are referred to by "procedural risk grades": 13, 14 and 15, that correspond, in this order, to situations of increased severity in terms default, as risk grade 15 is a Default situation.
The non-procedural risk grades are attributed by the rating systems through automatic decision models or by the Rating Division – a unit which is independent from the credit analysis and decision areas and bodies- and are reviewed/updated periodically or whenever this is justified by events.
The models within the various rating systems are regularly subject to validation, made by the Models Validation and Monitoring Office, which is independent from the units that are responsible for the development and maintenance of the rating models.
The conclusions of the validations by the Models Validation and Monitoring Office, as well the respective recommendations and proposal for changes and/or improvements, are analysed and ratified by a specific Validation Committee, composed in accordance to the type of model analysed. The proposals for models' changes originated by the Validation Committee are submitted to the approval of the Risk Committee.
The credit impairment calculation as at 31 December 2017 integrates the general principles defined by IAS 39 and the guidelines issued by the Bank of Portugal through "Carta-Circular 2/2014 / DSP", in order to align with the international best practices in this area.
This process is based, as far as possible, on the concepts and the data used in capital requirements calculation according to the Internal Ratings Based Approach (IRB), in order to maximize the synergies between the two processes.
There are three components to be considered in impairment calculation, according to the risk of the customers' exposure and whether there is objective evidence of impairment:
Individual analysis for customers with high exposure and risk;
Collective analysis for customers in default or considered at high risk, not included in individual analysis;
Collective analysis of customers not in default, non-high risk or without enough evidence of impairment, as a result of individual analysis (IBNR - Incurred But Not Reported component).
Customers in one of the following conditions are submitted to individual analysis:
i) Customers in insolvency or under legal proceedings provided that the total exposure of the group's customers in these situations exceed Euros 1 million;
ii) Customers rated "15" integrated in groups with exposure above Euros 5 million;
Customers not in default but with impairment indicators
iii) Customers rated "14" integrated in groups with exposure above Euros 5 million;
iv) Other customers integrating groups under the above conditions;
v) Groups or customers with exposure above Euros 5 million having restructured credits and rated "13";
Other customers, that do not meet the criteria above, will also be subject to individual analysis if under the following conditions:
i) Have impairment as a result of the latest individual analysis; or
ii) According to recent information, show a significant deterioration in risk levels; or
iii) are Special Vehicle Investment (SPV);
Individual analysis includes the following procedures:
For customers without impairment signs, analysis of a set of financial difficulties indicators, in order to conclude if the customer has objective impairment signs;
For customers with impairment signs and for those in which objective evidence of impairment is identified in the above mentioned preliminary analysis, loss estimation.
Customers included in individually analysis are subject to a regular process of assigning an expectation of recovery of the totality of their exposure and of the expected period for such recovery, and the impairment value of each customer should be supported, mainly in the prospects of receiving monetary, financial or physical assets and in the forecasted period for those receipts.
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This process is carried out by recovery areas or by the Credit Division, supported by all the relevant elements for the calculation of impairment, including the following ones:
economic and financial data, based on the most recent financial statements of the customer;
qualitative data, characterizing the customer's situation, particularly with regard to the economic viability of the business;
Each of the aforementioned units is responsible for assigning an expectation and a recovery period to the exposures relating to clients subject to individual analysis, which must be transmitted to the Risk Office in the context of the regular process of collection of information, accompanied by detailed justification of the impairment proposal.
The Risk Office is responsible for reviewing the information collected and for clarifying all identified inconsistencies, and it is the final decision on the client's impairment.
For the purpose of individual analysis, information on collaterals and guarantees plays an important role, mainly for real estate companies and whenever the viability of the customer's business is weak.
The Bank takes a conservative approach concerning collaterals, working with haircuts that incorporate the risk of assets devaluation, the sale and maintenance costs and the required time for sale.
For each client, the impairment is calculated as the difference between the exposure and the sum of the expected cash-flows of all the businesses, discounted at the effective interest rate of each operation.
Credits to customers that are not individually analysed are grouped according to their risk characteristics, and impairment is based on homogenous populations, assuming a one-year emergence period (or loss identification period).
For the calculation of the impairment by homogeneous population is used the following formula: Collective impairment = EAD * PD * LGD.
in which EAD represents the client's credit exposure, PD represents the probability of a customer going into default in the period of recognition of the loss and LGD represents the loss associated with a customer in default taking into account the time of default.
For the calculation of PD, the homogeneous populations result from the following factors:
For the calculation of LGD, the homogeneous populations result from the following factors:
LGD estimation is mainly based on the following components:
a priori definition of the possible recovery scenarios;
historical information about the Bank's recovery processes, mainly regarding incurred losses and the probabilities associated to each of the recovery scenarios;
direct and indirect costs associated to the recovery processes;
discounted rate to be used in the discount of the cash-flows to the date of default;
collaterals associated to each loan.
The criteria and the concepts underlying the definition of the above mentioned homogeneous populations are in line with the ones used for capital requirements (IRB) purposes.
The results of the impairment calculation process are the subject of accounting. In accordance with "Carta-Circular 15/2009" from the Bank of Portugal, write-offs take place whenever there are no realistic expectations of recovery; hence, when impairment reaches 100%, credits shall be considered as uncollectible. However, even if a credit not yet has an impairment of 100% can also be classified as uncollectible, provided there are no recovery expectations. It is noteworthy that all of the described procedures and methodologies are subject to internal regulations superiorly approved, concerning impairment, credit granting and monitoring and non-performing credit treatment.
The following tables detail the exposures and impairment by segment, as at 31 December 2017. The data presented includes the irrevocable credit lines, guarantees and commitments:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Exposure 2017 | ||||||
| Performing loans | Non-performing loans | |||||
| Total | Of which | Of which | Of which | |||
| Segment | Exposure | Total | "cured" (a) | restructured (b) | Total | restructured (b) |
| Construction and CRE (*) | 6,322,862 | 4,074,450 | 28,423 | 77,044 | 2,248,412 | 884,857 |
| Companies-Other Activities | 20,815,356 | 18,464,348 | 70,460 | 463,187 | 2,351,008 | 965,753 |
| Mortgage loans | 23,596,442 | 22,316,971 | 123,237 | 399,657 | 1,279,471 | 449,535 |
| Individuals - Others | 4,795,433 | 4,171,569 | 12,491 | 76,494 | 623,864 | 250,608 |
| Other loans | 3,206,371 | 2,305,980 | 8,096 | 444,002 | 900,391 | 371,125 |
| 58,736,464 | 51,333,318 | 242,707 | 1,460,384 | 7,403,146 | 2,921,878 |
(*) - CRE - Commercial real estate
(a) - Credits that have been in default for more than 90 days or have been classified as Credit Risk and which, in the past 12 months, did not verify any of these conditions;
(b) - Credits in which there have been changes in the contractual terms, motivated by customer financial difficulties.
| (Thousands of euros) | |||
|---|---|---|---|
| Impairment 2017 | |||
| Total | Performing | Non-performing | |
| Segment | Impairment | loans | loans |
| Construction and CRE | 921,163 | 28,487 | 892,676 |
| Companies-Other Activities | 1,282,922 | 123,447 | 1,159,475 |
| Mortgage loans | 240,666 | 28,300 | 212,366 |
| Individuals - Others | 397,003 | 41,228 | 355,775 |
| Other loans | 611,052 | 49,019 | 562,033 |
| 3,452,806 | 270,481 | 3,182,325 |
The following tables detail the exposures and impairment by segments, as at 31 December 2016. The data presented includes the irrevocable credit lines, guarantees and commitments:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| Exposure 2016 | |||||||
| Performing loans | Non-performing loans | ||||||
| Total | Of which | Of which | Of which | ||||
| Segment | Exposure | Total | "cured" (a) | restructured (b) | Total | restructured (b) | |
| Construction and CRE | 6,748,292 | 5,042,462 | 204,762 | 551,913 | 1,705,830 | 601,521 | |
| Companies-Other Activities | 20,291,371 | 18,394,499 | 216,646 | 1,124,187 | 1,896,872 | 668,235 | |
| Mortgage loans | 24,103,692 | 22,768,643 | 196,672 | 666,056 | 1,335,049 | 352,006 | |
| Individuals - Others | 4,664,975 | 3,963,339 | 28,110 | 153,607 | 701,636 | 261,274 | |
| Other loans | 2,971,136 | 2,501,615 | 76,775 | 381,303 | 469,521 | 299,469 | |
| Total | 58,779,466 | 52,670,558 | 722,965 | 2,877,066 | 6,108,908 | 2,182,505 |
(a) - Credits that have been in default for more than 90 days or have been classified as Credit Risk and which, in the past 12 months, did not verify any of these conditions;
(b) - Credits in which there have been changes in the contractual terms, motivated by customer financial difficulties.
| Impairment 2016 | ||
|---|---|---|
| Total | Performing | Non-performing |
| Impairment | loans | loans |
| 968,978 | 198,499 | 770,479 |
| 1,462,086 | 512,074 | 950,012 |
| 316,314 | 49,844 | 266,470 |
| 513,351 | 93,196 | 420,155 |
| 608,178 | 269,729 | 338,449 |
| 3,868,907 | 1,123,342 | 2,745,565 |
The following tables include the detail of the overdue exposure and impairment respectively by segment, as at 31 December 2017:
(*) Credit with capital instalments or interest overdue for less than 90 days, but for which there is evidence to justify its classification as credit at risk, namely bankruptcy or liquidation of the debtor, among others.
The tables disclosed above do not include exposure related to performing loans with past due between 30 and 90 days.
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Impairment 2017 | |||||
| Performing loans Days past due |
Non-performing loans Days past due |
||||
| Total | |||||
| Segment | Impairment | <30 | between 30-90 | <=90 (*) | >90 |
| Construction and CRE | 921,163 | 27,257 | 1,236 | 3,035 | 889,635 |
| Companies-Other Activities | 1,282,922 | 87,630 | 35,856 | 22,982 | 1,136,454 |
| Mortgage loans | 240,666 | 23,116 | 5,184 | 12,447 | 199,919 |
| Individuals - Others | 397,003 | 33,446 | 7,782 | 21,675 | 334,100 |
| Other loans | 611,052 | 27,403 | 21,616 | 1,231 | 560,802 |
| 3,452,806 | 198,852 | 71,674 | 61,370 | 3,120,910 |
(*) Credit with capital instalments or interest overdue for less than 90 days, but for which there is evidence to justify its classification as credit at risk, namely bankruptcy or liquidation of the debtor, among others.
The following tables include the detail of the overdue exposures and impairment respectively by segment, as at 31 December 2016:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| Exposure 2016 | |||||||
| Performing loans | Non-performing loans | ||||||
| Total | Days past due <30 | Days past due | |||||
| Segment | Exposure | Without evidence | With evidence | Total | <=90 (*) | >90 | |
| Construction and CRE | 6,748,292 | 4,060,773 | 896,062 | 4,956,835 | 563,519 | 1,142,312 | |
| Companies-Other Activities | 20,291,371 | 15,693,300 | 1,893,076 | 17,586,376 | 333,054 | 1,563,818 | |
| Mortgage loans | 24,103,692 | 22,058,813 | 519,822 | 22,578,635 | 71,029 | 1,264,020 | |
| Individuals - Others | 4,664,975 | 3,721,530 | 176,385 | 3,897,915 | 110,511 | 591,125 | |
| Other loans | 2,971,136 | 1,996,372 | 498,510 | 2,494,882 | 38,251 | 431,271 | |
| 58,779,466 | 47,530,788 | 3,983,855 | 51,514,643 | 1,116,364 | 4,992,546 |
(*) Credit with capital instalments or interest overdue for less than 90 days, but for which there is evidence to justify its classification as credit at risk, namely bankruptcy or liquidation of the debtor, among others.
The tables disclosed above do not include exposure related to performing loans with past due between 30 and 90 days.
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Impairment 2016 | |||||
| Performing loans | Non-performing loans | ||||
| Total | Days past due | Days past due | |||
| Segment | Impairment | <30 | between 30-90 | <=90 (*) | >90 |
| Construction and CRE | 968,978 | 194,988 | 3,511 | 229,196 | 541,283 |
| Companies-Other Activities | 1,462,086 | 499,588 | 12,486 | 134,998 | 815,014 |
| Mortgage loans | 316,314 | 39,239 | 10,604 | 12,160 | 254,311 |
| Individuals - Others | 513,351 | 70,563 | 22,633 | 46,757 | 373,398 |
| Other loans | 608,178 | 269,212 | 516 | 14,614 | 323,836 |
| 3,868,907 | 1,073,590 | 49,750 | 437,725 | 2,307,842 |
(*) Credit with capital instalments or interest overdue for less than 90 days, but for which there is evidence to justify its classification as credit at risk, namely bankruptcy or liquidation of the debtor, among others.
As at 31 December 2017, the following table includes the loans portfolio by segment and by year of production (date of the beginning of the operations, in the portfolio at the date of balance sheet - it does not include restructured loans):
| 2017 | ||||||
|---|---|---|---|---|---|---|
| Construction | Companies - | Individuals - | ||||
| Year of production | and CRE | Other Activities | Mortgage loans | Others | Other loans | Total |
| 2007 and previous | ||||||
| Number of operations | 13,525 | 25,709 | 293,527 | 518,544 | 469 | 851,774 |
| Value (Euros '000) | 1,102,287 | 3,293,047 | 11,950,816 | 566,768 | 282,030 | 17,194,948 |
| Impairment constituted (Euros '000) | 172,898 | 127,150 | 118,985 | 39,144 | 86,688 | 544,866 |
| 2008 | ||||||
| Number of operations | 2,334 | 4,438 | 51,483 | 84,530 | 101 | 142,886 |
| Value (Euros '000) | 430,283 | 690,601 | 2,859,321 | 118,454 | 71,494 | 4,170,153 |
| Impairment constituted (Euros '000) | 53,814 | 36,708 | 37,916 | 9,427 | 9,846 | 147,711 |
| 2009 | ||||||
| Number of operations | 2,342 | 3,835 | 20,171 | 73,416 | 82 | 99,846 |
| Value (Euros '000) | 297,134 | 705,530 | 1,016,080 | 91,262 | 57,557 | 2,167,563 |
| Impairment constituted (Euros '000) | 25,956 | 15,910 | 12,920 | 7,818 | 668 | 63,272 |
| 2010 | ||||||
| Number of operations | 2,139 | 4,670 | 22,205 | 92,057 | 107 | 121,178 |
| Value (Euros '000) | 318,513 | 442,468 | 1,139,539 | 108,272 | 69,002 | 2,077,794 |
| Impairment constituted (Euros '000) | 24,176 | 21,367 | 7,321 | 6,647 | 13,483 | 72,994 |
| 2011 | ||||||
| Number of operations | 2,084 | 6,168 | 14,505 | 105,969 | 102 | 128,828 |
| Value (Euros '000) | 251,558 | 548,450 | 690,366 | 135,493 | 99,878 | 1,725,745 |
| Impairment constituted (Euros '000) | 24,473 | 18,361 | 3,948 | 8,904 | 9,144 | 64,830 |
| 2012 | ||||||
| Number of operations | 1,985 | 7,595 | 11,886 | 110,811 | 127 | 132,404 |
| Value (Euros '000) | 130,199 | 653,268 | 512,374 | 126,610 | 18,557 | 1,441,008 |
| Impairment constituted (Euros '000) | 11,940 | 69,121 | 4,523 | 10,514 | 2,298 | 98,396 |
| 2013 | ||||||
| Number of operations | 2,828 | 11,243 | 12,391 | 157,954 | 261 | 184,677 |
| Value (Euros '000) | 248,907 | 1,021,859 | 582,308 | 207,984 | 505,504 | 2,566,562 |
| Impairment constituted (Euros '000) | 22,000 | 33,870 | 5,886 | 22,112 | 39,142 | 123,010 |
| 2014 | ||||||
| Number of operations | 3,429 | 17,518 | 9,152 | 186,626 | 346 | 217,071 |
| Value (Euros '000) | 306,153 | 1,525,860 | 491,689 | 322,617 | 271,324 | 2,917,643 |
| Impairment constituted (Euros '000) | 9,149 | 54,225 | 4,526 | 33,075 | 19,289 | 120,264 |
| 2015 | ||||||
| Number of operations | 4,696 | 24,652 | 10,533 | 252,867 | 590 | 293,338 |
| Value (Euros '000) | 354,769 | 2,457,408 | 651,805 | 597,156 | 377,141 | 4,438,279 |
| Impairment constituted (Euros '000) | 30,477 | 105,387 | 2,525 | 42,437 | 103,223 | 284,049 |
| 2016 | ||||||
| Number of operations | 5,107 | 31,664 | 14,425 | 275,819 | 592 | 327,607 |
| Value (Euros '000) | 577,491 | 2,737,819 | 957,102 | 829,740 | 309,842 | 5,411,994 |
| Impairment constituted (Euros '000) | 20,440 | 64,001 | 3,090 | 28,886 | 7,371 | 123,788 |
| 2017 | ||||||
| Number of operations | 8,562 | 102,309 | 25,986 | 389,045 | 4,039 | 529,941 |
| Value (Euros '000) | 1,150,717 | 5,203,244 | 1,973,777 | 1,312,089 | 551,122 | 10,190,949 |
| Impairment constituted (Euros '000) | 17,714 | 51,943 | 4,414 | 20,182 | 21,593 | 115,846 |
| Total | ||||||
| Number of operations | 49,031 | 239,801 | 486,264 | 2,247,638 | 6,816 | 3,029,550 |
| Value (Euros '000) | 5,168,011 | 19,279,554 | 22,825,177 | 4,416,445 | 2,613,451 | 54,302,638 |
| Impairment constituted (Euros '000) | 413,037 | 598,043 | 206,054 | 229,146 | 312,745 | 1,759,026 |
As at 31 December 2016, the following table includes the loans portfolio by segment and by year of production (date of the beginning of the operations, in the portfolio at the date of balance sheet - it does not include restructured loans):
| 2016 | ||||||
|---|---|---|---|---|---|---|
| Companies - Individuals - |
||||||
| Year of production | Construction and CRE |
Other Activities | Mortgage loans | Others | Other loans | Total |
| 2006 and previous | ||||||
| Number of operations | 13,954 | 27,200 | 238,932 | 495,381 | 612 | 776,079 |
| Value (Euros '000) | 987,187 | 2,950,498 | 9,274,646 | 510,746 | 93,713 | 13,816,790 |
| Impairment constituted (Euros '000) | 153,796 | 124,394 | 116,516 | 54,484 | 5,822 | 455,012 |
| 2007 | ||||||
| Number of operations | 2,510 | 4,937 | 74,381 | 89,737 | 105 | 171,670 |
| Value (Euros '000) | 340,607 | 988,410 | 4,139,184 | 138,278 | 133,037 | 5,739,516 |
| Impairment constituted (Euros '000) | 64,934 | 68,366 | 55,587 | 18,953 | 82,562 | 290,402 |
| 2008 | ||||||
| Number of operations | 3,068 | 5,871 | 53,873 | 101,624 | 119 | 164,555 |
| Value (Euros '000) | 584,715 | 852,956 | 3,217,980 | 142,400 | 128,754 | 4,926,805 |
| Impairment constituted (Euros '000) | 70,834 | 72,220 | 42,295 | 22,102 | 11,880 | 219,331 |
| 2009 | ||||||
| Number of operations | 3,040 | 5,011 | 21,614 | 92,642 | 123 | 122,430 |
| Value (Euros '000) | 345,427 | 860,420 | 1,130,253 | 111,509 | 124,445 | 2,572,054 |
| Impairment constituted (Euros '000) | 29,742 | 20,960 | 18,976 | 17,008 | 15,803 | 102,489 |
| 2010 | ||||||
| Number of operations | 2,881 | 5,868 | 23,711 | 122,176 | 159 | 154,795 |
| Value (Euros '000) | 418,951 | 498,879 | 1,230,618 | 123,635 | 92,606 | 2,364,689 |
| Impairment constituted (Euros '000) | 24,085 | 30,112 | 8,578 | 14,556 | 12,872 | 90,203 |
| 2011 | ||||||
| Number of operations | 2,820 | 8,792 | 15,503 | 139,078 | 155 | 166,348 |
| Value (Euros '000) | 263,864 | 731,191 | 732,335 | 145,005 | 30,794 | 1,903,189 |
| Impairment constituted (Euros '000) | 24,632 | 61,294 | 3,957 | 14,247 | 7,942 | 112,072 |
| 2012 | ||||||
| Number of operations | 2,705 | 10,805 | 12,688 | 146,103 | 221 | 172,522 |
| Value (Euros '000) | 248,257 | 872,458 | 538,325 | 144,676 | 48,516 | 1,852,232 |
| Impairment constituted (Euros '000) | 14,801 | 75,056 | 4,207 | 12,702 | 3,388 | 110,154 |
| 2013 | ||||||
| Number of operations | 3,854 | 16,364 | 13,289 | 192,661 | 405 | 226,573 |
| Value (Euros '000) | 326,763 | 1,261,752 | 633,521 | 288,250 | 473,537 | 2,983,823 |
| Impairment constituted (Euros '000) | 22,111 | 40,362 | 6,127 | 26,632 | 7,676 | 102,908 |
| 2014 | ||||||
| Number of operations | 4,242 | 22,475 | 9,756 | 226,808 | 559 | 263,840 |
| Value (Euros '000) | 401,286 | 2,020,901 | 529,641 | 438,920 | 348,371 | 3,739,119 |
| Impairment constituted (Euros '000) | 21,645 | 46,060 | 5,110 | 33,894 | 19,369 | 126,078 |
| 2015 | ||||||
| Number of operations | 5,267 | 27,642 | 11,119 | 306,969 | 840 | 351,837 |
| Value (Euros '000) | 591,962 | 3,054,775 | 719,689 | 785,720 | 384,592 | 5,536,738 |
| Impairment constituted (Euros '000) | 28,876 | 119,317 | 2,845 | 34,598 | 35,669 | 221,305 |
| 2016 | ||||||
| Number of operations | 7,913 | 60,938 | 13,618 | 300,805 | 2,028 | 385,302 |
| Value (Euros '000) | 883,234 | 4,173,631 | 1,008,641 | 1,298,497 | 732,708 | 8,096,711 |
| Impairment constituted (Euros '000) | 25,776 | 39,645 | 3,696 | 20,123 | 7,682 | 96,922 |
| Total | ||||||
| Number of operations | 52,254 | 195,903 | 488,484 | 2,213,984 | 5,326 | 2,955,951 |
| Value (Euros '000) | 5,392,253 | 18,265,871 | 23,154,833 | 4,127,636 | 2,591,073 | 53,531,666 |
| Impairment constituted (Euros '000) | 481,232 | 697,786 | 267,894 | 269,299 | 210,665 | 1,926,876 |
As at 31 December 2017, the following tables include the details of the loans portfolio subject to individual and collective impairment by segment, sector and geography:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2017 | |||||||
| Exposure | Impairment | ||||||
| Segment | Individual | Collective (*) | Total | Individual | Collective | Total | |
| Construction and CRE | 2,386,169 | 3,936,693 | 6,322,862 | 791,803 | 129,360 | 921,163 | |
| Companies - Other Activities | 2,221,024 | 18,594,332 | 20,815,356 | 1,060,142 | 222,780 | 1,282,922 | |
| Mortgage loans | 59,898 | 23,536,544 | 23,596,442 | 24,146 | 216,520 | 240,666 | |
| Individuals - Others | 111,446 | 4,683,987 | 4,795,433 | 59,999 | 337,004 | 397,003 | |
| Other loans | 1,943,082 | 1,263,289 | 3,206,371 | 599,874 | 11,178 | 611,052 | |
| 6,721,619 | 52,014,845 | 58,736,464 | 2,535,964 | 916,842 | 3,452,806 |
| 2017 | |||||||
|---|---|---|---|---|---|---|---|
| Activity sector | Exposure | Impairment | |||||
| Individual | Collective (*) | Total | Individual | Collective | Total | ||
| Loans to Individuals | 162,698 | 26,728,592 | 26,891,290 | 80,088 | 520,009 | 600,097 | |
| Manufacturing | 425,257 | 4,625,822 | 5,051,079 | 121,814 | 64,219 | 186,033 | |
| Construction | 1,344,209 | 1,779,677 | 3,123,886 | 478,654 | 82,601 | 561,255 | |
| Commerce | 390,418 | 4,721,932 | 5,112,350 | 97,400 | 106,763 | 204,163 | |
| Real Estate Promotion | 242,795 | 678,255 | 921,050 | 69,406 | 9,012 | 78,418 | |
| Other Services | 3,228,789 | 11,004,089 | 14,232,878 | 1,592,021 | 109,310 | 1,701,331 | |
| Other Activities | 927,453 | 2,476,478 | 3,403,931 | 96,581 | 24,928 | 121,509 | |
| 6,721,619 | 52,014,845 | 58,736,464 | 2,535,964 | 916,842 | 3,452,806 |
(Thousands of euros)
| 2017 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Exposure | Impairment | |||||||
| Geography | Individual | Collective (*) | Total | Individual | Collective | Total | ||
| Portugal | 5,029,153 | 38,312,708 | 43,341,861 | 2,355,933 | 634,035 | 2,989,968 | ||
| Mozambique | 1,141,401 | 96,854 | 1,238,255 | 77,884 | 18,649 | 96,533 | ||
| Poland | 176,648 | 13,605,283 | 13,781,931 | 99,610 | 264,158 | 363,768 | ||
| Switzerland | 374,417 | - | 374,417 | 2,537 | - | 2,537 | ||
| 6,721,619 | 52,014,845 | 58,736,464 | 2,535,964 | 916,842 | 3,452,806 |
As at 31 December 2016, the following table includes the details of the loans portfolio subject to individual and collective impairment by segment:
| Segment | 2016 | ||||||
|---|---|---|---|---|---|---|---|
| Exposure | Impairment | ||||||
| Individual | Collective (*) | Total | Individual | Collective | Total | ||
| Construction and CRE | 2,119,430 | 4,628,862 | 6,748,292 | 758,593 | 210,385 | 968,978 | |
| Companies - Other Activities | 3,185,584 | 17,105,787 | 20,291,371 | 1,152,849 | 309,237 | 1,462,086 | |
| Mortgage loans | 73,302 | 24,030,390 | 24,103,692 | 22,330 | 293,984 | 316,314 | |
| Individuals - Others | 124,418 | 4,540,557 | 4,664,975 | 66,963 | 446,388 | 513,351 | |
| Other loans | 1,303,921 | 1,667,215 | 2,971,136 | 585,872 | 22,306 | 608,178 | |
| 6,806,655 | 51,972,811 | 58,779,466 | 2,586,607 | 1,282,300 | 3,868,907 |
(*) The Collective Exposure column includes the credits under individual analysis for which the Group concluded that there is no objective evidence of impairment.
As at 31 December 2016, the following tables include the details of the loans portfolio subject to individual and collective impairment, by sector and geography:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Exposure | Impairment | |||||
| Activity sector | Individual | Collective (*) | Total | Individual | Collective | Total |
| Loans to Individuals | 189,387 | 27,089,364 | 27,278,751 | 85,368 | 684,960 | 770,328 |
| Manufacturing | 260,843 | 4,117,389 | 4,378,232 | 98,174 | 87,593 | 185,767 |
| Construction | 990,647 | 2,379,746 | 3,370,393 | 400,294 | 134,501 | 534,795 |
| Commerce | 192,188 | 4,576,106 | 4,768,294 | 67,719 | 171,453 | 239,172 |
| Real Estate Promotion | 572,232 | 749,161 | 1,321,393 | 158,805 | 12,299 | 171,104 |
| Other Services | 3,745,051 | 10,060,467 | 13,805,518 | 1,607,959 | 158,625 | 1,766,584 |
| Other Activities | 856,307 | 3,000,578 | 3,856,885 | 168,288 | 32,869 | 201,157 |
| 6,806,655 | 51,972,811 | 58,779,466 | 2,586,607 | 1,282,300 | 3,868,907 |
| 2016 | |||||||
|---|---|---|---|---|---|---|---|
| Exposure | Impairment | ||||||
| Geography | Individual | Collective (*) | Total | Individual | Collective | Total | |
| Portugal | 6,130,870 | 38,100,228 | 44,231,098 | 2,458,327 | 1,004,630 | 3,462,957 | |
| Mozambique | 105,654 | 1,375,707 | 1,481,361 | 38,115 | 50,696 | 88,811 | |
| Poland | 197,002 | 12,496,876 | 12,693,878 | 88,094 | 226,974 | 315,068 | |
| Switzerland | 373,129 | - | 373,129 | 2,071 | - | 2,071 | |
| 6,806,655 | 51,972,811 | 58,779,466 | 2,586,607 | 1,282,300 | 3,868,907 |
(*) The Collective Exposure column includes the credits under individual analysis for which the Group concluded that there is no objective evidence of impairment.
The following chart includes the entrances and the exits of the restructured loans portfolio:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January 5,059,571 |
5,440,684 | |
| Transfers resulted from structure changes (*) - |
(71,197) | |
| Restructured loans in the year 718,988 |
888,271 | |
| Accrued interests of the restructured portfolio 48,024 |
7,383 | |
| Settlement restructured credits (partial or total) (747,088) |
(684,603) | |
| Reclassified loans from restructured to normal (282,664) |
(299,580) | |
| Others (414,569) |
(221,387) | |
| Balance at the end of the year 4,382,262 |
5,059,571 |
(*) Banco Millennium Angola, S.A.
As at 31 December 2017, the following table includes the fair value of the collaterals (not limited by the value of the collateral) associated to the loans portfolio by segments Construction and CRE, Companies - Other Activities and Mortgage loans:
Number 9,282 7,390 13,985 60,355 407,604 474 Value (Euros '000) 3,603,843 466,284 7,559,320 3,540,092 46,161,745 32,156
(*) Includes, namely, securities, deposits and fixed assets pledges.
As at 31 December 2016, the following table includes the fair value of the collaterals (not limited by the value of the collateral) associated to the loans portfolio by segments Construction and CRE, Companies - Other Activities and Mortgage loans:
(*) Includes, namely, securities, deposits and fixed assets pledges.
As at 31 December 2017, the following table includes the LTV ratio by segments Construction and Commercial Real Estate (CRE), Companies - Other Activities and Mortgage loans:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | |||||
| Number | Performing | Non-performing | |||
| Segment/Ratio | of properties | loans | loans | Impairment | |
| Construction and CRE | |||||
| Without associated collateral | n.a. | 2,392,620 | 698,185 | 369,525 | |
| <60% | 9,331 | 538,924 | 95,724 | 26,589 | |
| >=60% and <80% | 4,113 | 359,663 | 148,150 | 26,228 | |
| >=80% and <100% | 2,234 | 305,654 | 122,626 | 48,536 | |
| >=100% | 38,406 | 477,589 | 1,183,727 | 450,285 | |
| Companies - Other Activities | |||||
| Without associated collateral | n.a. | 13,407,838 | 1,282,197 | 695,075 | |
| <60% | 44,040 | 1,611,046 | 173,476 | 77,424 | |
| >=60% and <80% | 15,305 | 1,043,046 | 128,443 | 43,284 | |
| >=80% and <100% | 11,758 | 778,326 | 142,199 | 65,057 | |
| >=100% | 7,011 | 1,624,093 | 624,692 | 402,082 | |
| Mortgage loans | |||||
| Without associated collateral | n.a. | 409,090 | 13,260 | 11,301 | |
| <60% | 266,317 | 8,684,265 | 186,719 | 20,513 | |
| >=60% and <80% | 139,291 | 7,692,693 | 223,109 | 18,064 | |
| >=80% and <100% | 72,474 | 3,980,818 | 309,375 | 28,094 | |
| >=100% | 32,449 | 1,550,105 | 547,008 | 162,694 |
As at 31 December 2016, the following table includes the LTV ratio by segments Construction and Commercial Real Estate (CRE), Companies - Other Activities and Mortgage loans:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Number | Performing | Non-performing | |||
| Segment/Ratio | of properties | loans | loans | Impairment | |
| Construction and CRE | |||||
| Without associated collateral | n.a. | 2,623,640 | 572,377 | 335,981 | |
| <60% | 9,440 | 651,488 | 62,593 | 31,177 | |
| >=60% and <80% | 3,558 | 376,367 | 148,279 | 48,787 | |
| >=80% and <100% | 2,290 | 432,887 | 92,814 | 68,083 | |
| >=100% | 39,362 | 958,081 | 829,766 | 484,950 | |
| Companies - Other Activities | |||||
| Without associated collateral | n.a. | 12,993,008 | 1,062,494 | 707,851 | |
| <60% | 36,660 | 1,830,677 | 115,842 | 105,523 | |
| >=60% and <80% | 13,370 | 1,075,359 | 101,104 | 58,065 | |
| >=80% and <100% | 10,516 | 697,979 | 122,288 | 48,271 | |
| >=100% | 8,500 | 1,797,476 | 495,144 | 542,376 | |
| Mortgage loans | |||||
| Without associated collateral | n.a. | 80,268 | 8,283 | 6,719 | |
| <60% | 257,170 | 8,287,300 | 143,948 | 20,873 | |
| >=60% and <80% | 137,791 | 7,462,388 | 185,475 | 18,938 | |
| >=80% and <100% | 81,980 | 4,520,200 | 291,601 | 34,685 | |
| >=100% | 43,992 | 2,418,488 | 705,741 | 235,099 |
As at 31 December 2017, the following table includes the fair value and the accounting net value of the properties arising from recovered loans, by asset and aging:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2017 | |||||||
| Assets belong to | |||||||
| Assets arising from | investments funds and | ||||||
| recovered loans results (note 27) | real estate companies (note 27) | Total | |||||
| Value | Value | Value | |||||
| Asset | of the asset | Book value | of the asset | Book value | of the asset | Book value | |
| Land | |||||||
| Urban | 610,976 | 560,413 | 378,754 | 378,754 | 989,730 | 939,167 | |
| Rural | 10,065 | 7,679 | 3,476 | 3,476 | 13,541 | 11,155 | |
| Buildings in development | |||||||
| Commercials | 6,289 | 5,683 | 37,651 | 37,651 | 43,940 | 43,334 | |
| Mortgage loans | 60,147 | 55,980 | 9,095 | 9,095 | 69,242 | 65,075 | |
| Others | 721 | 721 | - | - | 721 | 721 | |
| Constructed buildings | |||||||
| Commercials | 366,978 | 325,130 | 35,581 | 35,581 | 402,559 | 360,711 | |
| Mortgage loans | 673,157 | 604,417 | 10,564 | 10,564 | 683,721 | 614,981 | |
| Others | 4,562 | 4,365 | 5,238 | 5,238 | 9,800 | 9,603 | |
| 1,732,895 | 1,564,388 | 480,359 | 480,359 | 2,213,254 | 2,044,747 |
As at 31 December 2017, the following table includes the accounting net value of the properties arising from recovered loans, by aging:
| (Thousands of euros) | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2017 | ||||||||
| Past due since the lieu / execution | ||||||||
| Number | >=1 year and | >=2,5 years and | ||||||
| Asset | of properties (*) | <1 year | <2,5 years | <5 years | >=5 years | Total | ||
| Land | ||||||||
| Urban | 2,199 | 133,797 | 430,081 | 147,790 | 227,499 | 939,167 | ||
| Rural | 221 | 5,496 | 3,146 | 931 | 1,582 | 11,155 | ||
| Buildings in development | ||||||||
| Commercials | 70 | - | 1,303 | 38,409 | 3,622 | 43,334 | ||
| Mortgage loans | 525 | 8,392 | 28,410 | 8,524 | 19,749 | 65,075 | ||
| Others | 2 | - | 660 | - | 61 | 721 | ||
| Constructed buildings | ||||||||
| Commercials | 1,892 | 64,511 | 84,207 | 123,326 | 88,667 | 360,711 | ||
| Mortgage loans | 7,313 | 221,922 | 222,576 | 120,948 | 49,535 | 614,981 | ||
| Others | 19 | 4,072 | 9 | 4,575 | 947 | 9,603 | ||
| 12,241 | 438,190 | 770,392 | 444,503 | 391,662 | 2,044,747 |
(*) quantified by autonomous fraction
As at 31 December 2016, the following table includes the fair value and the accounting net value of the properties arising from recovered loans, by asset and aging:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2016 | |||||||
| Assets belong to | |||||||
| Assets arising from | investments funds and | ||||||
| recovered loans results (note 27) | real estate companies (note 27) | Total | |||||
| Value | Value | Value | |||||
| Asset | of the asset | Book value | of the asset | Book value | of the asset | Book value | |
| Land | |||||||
| Urban | 652,374 | 574,518 | 400,618 | 400,618 | 1,052,992 | 975,136 | |
| Rural | 15,523 | 12,021 | - | - | 15,523 | 12,021 | |
| Buildings in development | |||||||
| Commercials | - | - | 44,634 | 44,634 | 44,634 | 44,634 | |
| Others | 674 | 674 | - | - | 674 | 674 | |
| Constructed buildings | |||||||
| Commercials | 239,084 | 207,589 | 41,855 | 41,855 | 280,939 | 249,444 | |
| Mortgage loans | 749,929 | 649,284 | 24,417 | 24,417 | 774,346 | 673,701 | |
| Others | 178,912 | 150,934 | 6,643 | 6,643 | 185,555 | 157,577 | |
| Others | - | - | 3,817 | 3,817 | 3,817 | 3,817 | |
| 1,836,496 | 1,595,020 | 521,984 | 521,984 | 2,358,480 | 2,117,004 |
As at 31 December 2016, the following table includes accounting net value of the properties arising from recovered loans, by aging:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Past due since the lieu / execution | ||||||
| Number | >=1 year and | >=2.5 years and | ||||
| Asset | of properties (*) | <1 year | <2.5 years | <5 years | >=5 years | Total |
| Land | ||||||
| Urban | 2,358 | 271,988 | 212,774 | 142,385 | 347,989 | 975,136 |
| Rural | 188 | 7,209 | 1,527 | 920 | 2,365 | 12,021 |
| Buildings in development | ||||||
| Commercials | 2 | - | - | - | 44,634 | 44,634 |
| Others | 2 | 617 | - | - | 57 | 674 |
| Constructed buildings | ||||||
| Commercials | 1,695 | 33,848 | 65,991 | 79,047 | 70,558 | 249,444 |
| Mortgage loans | 7,609 | 343,610 | 178,169 | 79,199 | 72,723 | 673,701 |
| Others | 406 | 18,082 | 26,612 | 65,203 | 47,680 | 157,577 |
| Others | 3 | - | - | - | 3,817 | 3,817 |
| 12,263 | 675,354 | 485,073 | 366,754 | 589,823 | 2,117,004 |
(*) quantified by autonomous fraction
As at 31 December 2017, the following table includes the distribution of the loans portfolio by segment and degrees of internal risk, attributable in Portugal and Poland:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2017 | |||||||
| Construction | Companies | Individuals | |||||
| Degrees of risk | and CRE | Other Activities | Mortgage loans | Others | Other Credits | Total | |
| Higher quality | |||||||
| 1 | - | 5 | - | - | - | 5 | |
| 2 | 785 | 14,129 | 3,731,944 | 370,962 | 35 | 4,117,855 | |
| 3 | 11,305 | 783,892 | 6,149,038 | 160,147 | 413 | 7,104,795 | |
| 4 | 139,500 | 2,334,630 | 3,396,057 | 465,816 | 81,546 | 6,417,549 | |
| 5 | 140,312 | 2,056,968 | 2,360,270 | 600,628 | 277,690 | 5,435,868 | |
| 6 | 452,348 | 2,824,037 | 1,675,172 | 531,259 | 61,167 | 5,543,983 | |
| Average quality | |||||||
| 7 | 267,550 | 1,817,529 | 1,130,634 | 566,873 | 127,622 | 3,910,208 | |
| 8 | 208,980 | 2,024,037 | 772,348 | 413,752 | 210,153 | 3,629,270 | |
| 9 | 448,418 | 1,838,660 | 775,519 | 291,502 | 192,259 | 3,546,358 | |
| Lower quality | |||||||
| 10 | 351,335 | 950,325 | 574,963 | 165,486 | 177,512 | 2,219,621 | |
| 11 | 579,056 | 754,776 | 387,282 | 116,550 | 23,044 | 1,860,708 | |
| 12 | 616,191 | 1,486,475 | 795,848 | 199,112 | 97,586 | 3,195,212 | |
| Procedural | |||||||
| 13 | 35,238 | 19,844 | 175,471 | 63,359 | 365 | 294,277 | |
| 14 | 41,959 | 105,621 | 75,056 | 32,573 | 31,828 | 287,037 | |
| 15 | 2,228,501 | 2,453,383 | 1,429,561 | 610,372 | 772,710 | 7,494,527 | |
| Not classified (without degree of risk) | 440,046 | 1,338,979 | 155,784 | 46,962 | 84,746 | 2,066,517 | |
| 5,961,524 | 20,803,290 | 23,584,947 | 4,635,353 | 2,138,676 | 57,123,790 |
As at 31 December 2016, the following table includes the distribution of the loans portfolio by segment and degrees of internal risk, attributable in Portugal and Poland:
| (Thousands of euros) 2016 |
|||||||
|---|---|---|---|---|---|---|---|
| Companies | Individuals | ||||||
| Degrees of risk | Construction and CRE |
Other Activities | Mortgage loans | Others | Other Credits | Total | |
| Higher quality | |||||||
| 1 | - | 2 | - | - | - | 2 | |
| 2 | 2,033 | 19,519 | 4,018,844 | 341,842 | - | 4,382,238 | |
| 3 | 3,281 | 119,768 | 2,599,096 | 98,061 | 361 | 2,820,567 | |
| 4 | 45,395 | 1,594,023 | 5,259,247 | 230,697 | 14,699 | 7,144,061 | |
| 5 | 146,495 | 1,510,764 | 3,119,117 | 697,564 | 313,173 | 5,787,113 | |
| 6 | 381,357 | 2,539,932 | 1,900,010 | 517,556 | 22,233 | 5,361,088 | |
| Average quality | |||||||
| 7 | 220,504 | 1,708,236 | 1,481,423 | 523,515 | 97,764 | 4,031,442 | |
| 8 | 349,773 | 2,397,122 | 899,127 | 366,992 | 50,565 | 4,063,579 | |
| 9 | 338,060 | 1,731,824 | 768,276 | 290,138 | 161,730 | 3,290,028 | |
| Lower quality | |||||||
| 10 | 672,034 | 978,908 | 686,832 | 193,492 | 200,950 | 2,732,216 | |
| 11 | 208,538 | 532,768 | 377,493 | 113,588 | 14,080 | 1,246,467 | |
| 12 | 864,728 | 1,655,436 | 625,830 | 156,357 | 78,252 | 3,380,603 | |
| Procedural | |||||||
| 13 | 19,964 | 66,622 | 175,318 | 53,030 | - | 314,934 | |
| 14 | 31,403 | 110,015 | 96,273 | 32,841 | 55 | 270,587 | |
| 15 | 2,500,535 | 3,516,179 | 1,908,378 | 815,257 | 832,366 | 9,572,715 | |
| Not classified (without degree of risk) | 391,079 | 1,788,807 | 167,208 | 33,454 | 146,788 | 2,527,336 | |
| 6,175,179 | 20,269,925 | 24,082,472 | 4,464,384 | 1,933,016 | 56,924,976 |
The Group's policy relating to the identification, measurement and evaluation of the concentration risk in credit risk is defined and described in the document Credit Principles and Guidelines, approved by the Bank's management body. This policy applies to all Group entities by the transposition of the respective definitions and requirements into the internal rulings of each entity. Through the document mentioned above, the Group defined the following guidelines relating to the control and management of credit concentration risk:
The monitoring of the concentration risk and the follow-up of major risks is made, at Group level, based on the concept of "Economic Groups" and "Customer Groups" - sets of connected Customers (individual persons or companies), which represent a single entity from a credit risk perspective, such that if one of them is affected by financial problems, one or all of the others, will probably face difficulties to fulfil their debtor obligations. The Customer connections that originate a Customer group include the formal participation on the same economic group, the evidence that a direct or indirect control relationship exists, including the control by an individual Customer (criteria of capacity of control) of a company or the existence of a strong commercial interdependency or common sources of funding that cannot be replaced on a short term (criteria of economic dependency).The identification of connected clients is an integral part of the credit granting and monitoring processes of each entity.
For the control of credit concentration risk and limit the exposure to this risk, there are limits defined for:
1) Corporate single-name exposures (Large exposures);
4) Exposure to sectors of activity;
5) Geographic concentration (country risk).
These limits apply to the 'Net exposures' at stake(*), relating either to a counterparty or a group of counterparties – cases for 1), 2) and 3) – or to the set of exposures to an activity sector or to a country (the counterparty country of residence) – cases for 4) and 5). The measurement of geographic concentration excludes the countries in which the Group operates (Portugal, Poland and Mozambique).
Except for case 4), the concentration limits are established by taking into consideration the credit worthiness of the debtors at stake in what concerns their rating grades/probability of Default (PD) (internal or external ratings; country rating in the case of geographic concentration).
The concentration limits for Corporate single-name exposures apply only to non-NPE positions, since the NPE(**) positions are covered by the NPE reduction Plan.
The limits for single-name concentration are presented in the following table, which indicates the single-name limit established in 2017 (for any given Customer/Group of Customers), as the Net Exposure weight on the consolidated Own Funds:
| Max Net exposure as a % |
||
|---|---|---|
| Risk quality | Risk grade | of COF |
| High quality | 1 – 5 | 8.0% |
| Average/good quality | 6 – 7 | 6.0% |
| Average low/quality | 8 - 9 | 4.0% |
| Low quality | 10 – 11 | 1.0% |
| Restricted credit | 12 or worse | 0.5% |
As at 31 of December 2017 there were 4 Economic Groups with net exposure above the limits approved for the respective risk grade, which compares with 8 Customers by the end of 2016. For each client with exposure excess a specific plan is prepared, aiming at reducing the exposure and bringing it within the established limits.
It should also be referred that the measurement of this concentration type is also done within the Group RAS (Risk Appetite Statement)(***) scope.
Risk grades: 1 – 3 - Very low risk ; 4 – 6 - Low risk; 7 - 12 - Average (or lower quality) risk.
(*) Net exposure = EAD x LGD, assuming that PD=1 and considering LGD=45% whenever own estimates for LGD do not exist. (**) NPE = Non-performing exposures
(***) "Risk Appetite" indicators.
The following tables present the concentration limits to Sovereigns, Institutions, activity sectors and geographies, as well as the measurements of these concentrations as at 31 December 2017:
| Counterparties | Limit (% of COF) | Net exposure % weight | |
|---|---|---|---|
| Sovereigns | Very low risk 25%; low risk 10%; average (or lower quality) risk 7.5% |
Sovereign 1: 3.8% (very low risk); Sovereign 2: 0.4% (low risk); Sovereign 3: 0.01% (low risk); Sovereign 4: 0.01% (very low risk) |
|
| Institutions | Very low risk 10%; low risk 5%; average (or lower quality) risk 2.5% |
Institution 1 (very low risk): 2.7%; Institution 2 (average or lower quality risk): 2.0%; Institution 3 (low risk): 0.7%; Institution 4: 0.7%; Institution 5: 0.6%; Institution 6: 0.6%; Institution 7: 0.6%; Institution 8: 0.5%; Institution 9: 0.5%; Institution 10: 0.5%; Institution 11: 0.4%; Institution 12: 0.3%; Institution 13: 0.3%; Institution 14: 0.3%; Institution 15: 0.3%; Institution 16: 0.2%; Institution 17: 0.2%; Institution 18: 0.2%; Institution 19: 0.2%; Institution 20: 0.2% |
|
| Portfolios | Limit (% of COF) | Net exposure % weight | |
| Country risk | Very low risk 40%; low risk 20%; | Country 1 (very low risk): 4.9% ; Country 2 (very low risk): 2.7% ; Country 3 (very low risk): 2.6% ; Country 4 (average or lower quality risk): 2.5% ; Country 5 (very low risk): 2.3% ; Country 6 (very low risk): 1.8% ; |
|
| average (or lower quality) risk 10% | Country 7 (very low risk): 1.5% ; Country 8: 1.3% ; Country 9: 0.8% ; Country 10: 0.6% ; Country 11: 0.5% ; Country 12: 0.3% ; Country 13: 0.2% ; Country 14: 0.2% ; Country 15: 0.2% |
||
| Sectors of activity | 40% of the Group entity's Own | Portugal: Other corporate services 28.4%; Other activities 19.2%; Construction 17.9%; Financial and insurance activities 16.2%; wholesale and retail trade and repairs 16.2% |
|
| Funds | Poland: Wholesale and retail trade and repairs 25.2%; Transporting ansd storage 12.1%; Financial and insurance activities 10.5% |
COF = Consolidated Own Funds
The Bank's management body and the Risk Assessment Committee are regularly informed on the evolution of the credit concentration risk metrics (against the mentioned limits) and on major risks, which are assessed by measuring the weights of the net exposure values in question in terms of the consolidated Own Funds level. For such measurements, the Risk Office uses a database on credit exposures (the Risk Office Datamart), monthly updated by the Group's systems, which also feeds a simulation tool for supporting the analysis of the impact on changes on the Customers exposures in the consumption of the respective concentration limits, used by the Credit Division within the scope of credit analysis for large clients.
Market risks consist in losses that may occur as a result of changes in rates (interest or exchange rates) and / or in the prices of different financial instruments, considering not only the correlations between them but also their volatilities.
For the purposes of profitability analysis and market risk quantification and control, the following management areas are defined for each entity of the Group:
Trading - Management of positions whose objective is the achievement of short term gains, through sale or revaluation. These positions are actively managed, tradable without restriction and may be valued frequently and accurately. The positions in question include securities and derivatives of sales activities;
Funding - Management of institutional funding (wholesale funding) and money market positions;
Investment - Management of all the positions in securities to be held to maturity (or for a longer period of time) or positions which are not tradable on liquid markets;
Commercial - Management of positions arising from commercial activity with Customers;
Structural - Management of balance sheet items or operations which, due to their nature, are not directly related to any of the management areas referred to above; and
ALM - Assets and Liabilities management.
The definition of these areas allows for an effective separation of the trading and banking portfolios management, as well as for a proper allocation of each operation to the most appropriate management area, according to its context and strategy.
In order to ensure that the risk levels incurred in the different portfolios of the Group comply with the predefined levels of tolerance to risk, various market risks limits are established, at least yearly, being applicable to all portfolios of the risk management areas over which the risks are incident. These limits are monitored on a daily basis (or intra-daily, in the case of financial markets) by the Risk Office.
Stop Loss limits are also defined for the financial markets areas, based on multiples of the risk limits defined for those areas, aimed at limiting the maximum losses that might occur. When these limits are reached, a review of the strategy and of the assumptions relative to the management of the positions in question is mandatory.
The Group uses an integrated market risk measurement that allows for the monitoring all of the risk subtypes that are considered relevant. This measurement includes the assessment of the following types of risk: general risk, specific risk, non-linear risk and commodity risk. Each risk subtype is measured individually using an appropriate risk model and the integrated measurement is built from the measurements of each subtype without considering any kind of diversification between the four subtypes (worst-case scenario approach).
For the daily measurement of general market risk (relative to interest rate risk, exchange rate risk, equity risk and price risk of credit default swaps) a VaR (value-at-risk) model is used, considering a time horizon of 10 business days and a significance level of 99%.
For non-linear risk, an internally-developed methodology is applied, replicating the effect that the main non-linear elements of options might have in P&L results of the different portfolios in which these are included, similarly to what is considered by the VaR methodology, using the same time horizon and significance level.
Specific and commodity risks are measured through standard methodologies defined in the applicable regulations, with an appropriate change of the time horizon considered.
The following table presents the values at risk for the trading book between 31 December 2017 and 2016, as measured by the above methodologies:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | Average | Maximum | Minimum | 2016 | |
| Generic Risk ( VaR ) | |||||
| Interest Rate Risk | 2,450 | 2,946 | 5,790 | 834 | 3,855 |
| FX Risk | 790 | 835 | 497 | 443 | 354 |
| Equity Risk | 36 | 145 | 11 | 24 | 37 |
| Diversification effects | 730 | 827 | 490 | 308 | 325 |
| 2,546 | 3,099 | 5,808 | 993 | 3,921 | |
| Specific Risk | 100 | 386 | 1,026 | 81 | 440 |
| Non Linear Risk | 7 | 7 | 67 | 1 | 8 |
| Commodities Risk | 6 | 18 | 24 | 3 | 16 |
| Global Risk | 2,659 | 3,510 | 6,925 | 1,078 | 4,385 |
In order to check the appropriateness of the internal VaR model to the assessment of the risks involved in the positions held, several validations are conducted over time, of different scopes and frequency, which include back testing, the estimation of the effects of diversification and the analysis of the comprehensiveness of the risk factors.
As a complement to the VaR assessment, the Group continuously tests a broad range of stress scenarios analysing the respective results with a view to identify risk concentrations that have not been captured by the VaR model and, also, to test for other possible dimensions of loss.
The interest rate risk derived from Banking Book operations is assessed through a process of risk sensitivity analysis, undertaken every month, covering all the operations included in the Group's consolidated Balance Sheet and discriminated by exposure currency.
Variations of market interest rates influence the Group's net interest income, both in the short term and medium/long term, affecting its economic value in a long term perspective. The main risk factors arise from the repricing mismatch of portfolio positions (repricing risk) and from the risk of variation in market interest rates (yield curve risk). Besides this, but with less impact, there is the risk of unequal variations in different reference rates with the same repricing period (basis risk).
In order to identify the exposure of the Group's banking book to these risks, the monitoring of the interest rate risk takes into consideration the financial characteristics of each of the relevant contracts, with the respective expected cash-flows (principal and interest, without the spread component but including costs for liquidity, capital, operational and other) being projected according to the repricing dates, thus calculating the impact on economic value resulting from alternative scenarios of change of market interest rate curves.
The interest rate sensitivity of the balance sheet, by currency, is calculated as the difference between the present value of the interest rate mismatch discounted at market interest rates and the discounted value of the same cash flows simulating parallel shifts of the market interest rates.
The following tables show the expected impact on the banking book economic value of parallel shifts of the yield curve by +/- 100 and +/- 200 basis points, for each of the main currencies in which the Group holds material positions:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | ||||
| Currency | - 200 bp (*) | - 100 bp (*) | + 100 bp | + 200 bp |
| CHF | 2,604 | 2,604 | 3,815 | 7,555 |
| EUR | (62,356) | (64,565) | 210,712 | 409,920 |
| PLN | (27,614) | (14,137) | 13,840 | 27,386 |
| USD | (26,289) | (12,915) | 12,423 | 24,405 |
| (113,655) | (89,013) | 240,790 | 469,266 |
| Currency | 2016 | ||||
|---|---|---|---|---|---|
| - 200 bp (*) | - 100 bp (*) | + 100 bp | + 200 bp | ||
| CHF | 3,662 | 3,662 | 4,929 | 9,774 | |
| EUR | 12,055 | 18,765 | 79,381 | 156,355 | |
| PLN | 19,346 | 9,639 | (8,953) | (17,274) | |
| USD | 9,198 | (8,630) | 8,448 | 40,601 | |
| 44,261 | 23,436 | 83,805 | 189,456 |
(*) Decrease in rates scenario, limited to non-negative rates (which implies effective variations of lesser amplitude than 100 bp, especially in shorter periods).
As described in accounting policy 1 b), the financial statements of the Group's subsidiaries and associates residing abroad are prepared in their functional currency and translated into Euros at the end of each financial period. The exchange rates used for the conversion of balance sheet foreign currency amounts are the ECB reference rates at the end of each period. In foreign currency conversion of results, are calculated average exchange rates according to the closing exchange rates of each month of the year. The rates used by the Group are as follows:
| Closing exchange rates (Balance sheet) |
Average exchange rates (Income statement) |
||||
|---|---|---|---|---|---|
| Currency | |||||
| 2017 | 2016 | 2017 | 2016 | ||
| AOA | 199.0190 | 174.8900 | 189.7275 | 180.8171 | |
| BRL | 3.9775 | 3.4305 | 3.6296 | 3.8609 | |
| CHF | 1.1704 | 1.0739 | 1.1117 | 1.0925 | |
| MOP | 9.6669 | 8.4204 | 9.6669 | 8.4204 | |
| MZN | 70.4400 | 75.3100 | 71.6902 | 69.4927 | |
| PLN | 4.1756 | 4.4103 | 4.2514 | 4.3756 | |
| USD | 1.2006 | 1.0541 | 1.1344 | 1.1047 |
The exchange rate risk of the banking book is transferred internally to the Trading area (Treasury), in accordance with the risk specialisation model followed by the Group for the management of the exchange rate risk of the Balance Sheet. The exposures to exchange rate risk that are not included in this transfer – the financial holdings in subsidiaries, in foreign currency - are covered by market operations, taking into account the policy defined and the availability and conditions of the instruments.
As at 31 December 2017, the Group's financial holdings in USD, CHF and PLN were hedged. On a consolidated basis, these hedges are identified, in accounting terms, as 'Net investment hedges', in accordance with the IFRS nomenclature. On an individual basis, hedge accounting is also carried out, in this case through a 'Fair Value Hedge' methodology.
Regarding equity risk, the Group maintains a series of equity positions of a small size and low risk in the investment portfolio, which are not held for trading purposes. The management of these positions is carried out by a specific area of the Group, with the respective risk being controlled on a daily basis, through the indicators and limits defined for market risks.
As at 31 December 2017, the information of net investments, considered by the Group in total or partial hedging strategies on subsidiaries and on hedging instruments used, is as follows:
| 2017 | |||||
|---|---|---|---|---|---|
| Net | Hedging | Net | Hedging | ||
| Investment | instruments | Investment | instruments | ||
| Company | Currency | Currency '000 | Currency '000 | Euros '000 | Euros '000 |
| Banque Privée BCP (Suisse) S.A. | CHF | 81,839 | 81,839 | 69,926 | 69,926 |
| BCP Finance Company | USD | 1 | 1 | 1 | 1 |
| bcp holdings (usa), Inc. | USD | 44,734 | 44,734 | 37,261 | 37,261 |
| Bank Millennium, S.A. | PLN | 2,570,017 | 2,570,017 | 615,484 | 615,484 |
The information on the gains and losses in exchange rates on the loans to cover the investments in foreign institutions, accounted for as exchange differences, is presented in the statement of changes in equity. The ineffectiveness generated in the hedging operations is recognised in the statement of income, as referred in the accounting policy 1 e).
The transfer to Portugal of funds, including dividends, which are owed by BCP's subsidiaries or associates in third countries, particularly outside the European Union, are, by their nature, subject to the exchange restrictions and controls that are in force at any time in the country of subsidiaries or associates. In particular, as regards Angola and Mozambique, countries in which the Group holds a minority investment in Banco Millennium Angola and a majority investment in BIM - Banco Internacional de Moçambique, being the case of, export of foreign currency requires prior authorization of the competent authorities, which depends, namely, on the availability of foreign exchange by the central bank of each country. At the date of preparation of this report, there are no outstanding amounts due to the aforementioned requirements.
Evaluation of the Group's liquidity risk is carried out using indicators defined by the supervisory authorities on a regular basis and other internal metrics for which exposure limits are also defined.
The evolution of the Group's liquidity situation for short-term time horizons (up to 3 months) is reviewed daily on the basis of two indicators defined in-house, immediate liquidity and quarterly liquidity. These measure the maximum fund-taking requirements that could arise on a single day, considering the cash-flow projections for periods of 3 days and of 3 months, respectively.
Calculation of these indicators involves adding to the liquidity position of the day under analysis the estimated future cash flows for each day of the respective time horizon (3 days or 3 months) for the transactions as a whole brokered by the markets areas, including the transactions with customers of the Corporate and Private networks that, for their dimension, have to be quoted by the Trading Room. The amount of assets in the Bank's securities portfolio considered highly liquid is added to the calculated value, leading to determination of the liquidity gap accumulated for each day of the period under review.
In parallel, the evolution of the Group's liquidity position is calculated on a regular basis identifying all the factors that justify the variations that occur. This analysis is submitted to the Capital and Assets and Liabilities Committee (CALCO) for appraisal, in order to enable the decision making that leads to the maintenance of financing conditions adequate to the continuation of the business.
In addition, the Risks Commission is responsible for controlling the liquidity risk. This control is reinforced with the monthly execution of stress tests, to characterize the Bank's risk profile and to ensure that the Group and each of its subsidiaries, fulfil its obligations in the event of a liquidity crisis. These tests are also used to support the liquidity contingency plan and management decisions.
In 2017, there was a reduction of Euros 3,264,484,000 in the wholesale funding requirements on a consolidated basis for which contributed mainly the capital increase, the reduction of the commercial gap in Portugal and the resources released by the commercial activity, whose overall effect was mitigated by the growth of the consolidated portfolio of securities.
The reduction in liquidity needs was accompanied by the change in the financing structure through the repayment of the remaining portion of the CoCos (Euros 700,000,000), a significant decrease in the use of repos in Portugal (Euros 1,490,215,000, for a balance of Euros 827,832,000) and the reduction of collateralized funding with the ECB (decrease of Euros 870,000,000, to Euros 4,000,000,000 corresponding to the balance of the targeted longer-term refinancing operations, named TLTRO).
In net terms, the funding requirements with the ECB were reduced by Euros 1,387,674,000 to Euros 3,048,618,000 simultaneously with a strengthening of the liquidity buffer with the ECB for Euros 9,227,641,000, plus Euros 2,113,840,000 compared to December 2016. Considering other assets highly liquid or convertible into eligible collateral with the ECB in the short term, the buffer would amount to Euros 11,051,641,000, which compares favorably as a year-on-year 2016 of Euros 9,113,801,000.
Regarding medium-long term indebtedness, in May the Bank proceeded to refinance in advance its single live issue of mortgage bonds put on the market, for a new five-year issue in the amount of Euros 1,000,000,000 in the same instrument, thus returning to the debt market about three years after the placement of a MTN issue, amortized in February 2017. In November, the Bank returned to the market with the placement of Euros 300,000,000 of 10-year subordinated debt in an issue that qualifies as Tier 2 equity instrument. Throughout the year it also subscribed new loans to banks of Euros 330,000,000, bringing the Group's balance of medium-long term with banks to Euros 1,712,779,000. Bank Millennium in Poland, also, issued subordinated debt in the amount of PLN 700,000,000 at the end of year, refinancing issuance of the same amount. In consolidated terms, medium and long-term debt maturing in the coming years continued to decrease, totaling only Euros 640,906,000 by 2021.
The eligible pool of assets for funding operations in the European Central Bank and other Central Banks in Europe, net of haircuts, is detailed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| European Central Bank | 7,431,756 | 8,592,234 |
| Other Central Banks | 3,216,224 | 3,204,850 |
| 10,647,980 | 11,797,084 |
As at 31 December 2017, the amount discounted in the European Central Bank amounted to Euros 4,000,000,000 (31 December 2016: Euros 4,870,000,000). As at 31 December 2017 and 2016 no amounts were discounted in Other Central Banks. The amount of eligible assets for funding operations in the European Central Banks includes securities issued by SPEs concerning securitization operations in which the assets were not derecognised at a consolidated level. Therefore, the respective securities are not recognised in the securities portfolio.
The evolution of the ECB's Monetary Policy Pool, the net borrows at the ECB and liquidity buffer is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Collateral eligible for ECB, after haircuts: | ||
| The pool of ECB monetary policy (i) | 7,431,756 | 8,592,234 |
| Outside the pool of ECB monetary policy | 5,344,503 | 3,457,859 |
| 12,776,259 | 12,050,093 | |
| Net borrowing at the ECB (ii) | 3,048,618 | 4,436,292 |
| Liquidity buffer (iii) | 9,727,641 | 7,613,801 |
i) Corresponds to the amount reported in COLMS (Bank of Portugal application).
ii) Includes, as at 31 December 2017, the value of funding with ECB net of interest associated with negative financing rate applied to TLTRO (Euros 17,954,000), of deposits with the Bank of Portugal and other liquidity of the Eurosystem (Euros 1,277,481,000), plus the minimum cash reserves (Euros 344,053,000).
iii) Collateral eligible for ECB, after haircuts, less net financing at the ECB.
The BCP Group structurally improved its liquidity profile by recording a credit transformation ratio on deposits calculated in accordance with Bank of Portugal Instruction No. 16/2004 on 31 December 2017 of 94% and on 31 December 2016 this ratio was set at 99%.
The Basel Committee published the definition of the Liquidity Coverage Ratio (LCR) in 2014, and the Delegated Act by the European Commission was adopted in early October 2015, which introduced, in relation to CRD IV / CRR, new metrics and calculation criteria implemented in the European Union. The adoption of the new framework defines a minimum requirement of 80% for this ratio by the end of 2017 and 100% as at 1 January 2018. The LCR ratio of the BCP Group comfortably stood above the regulamentar limit indicating 158% at the end of 2017 (31 December 2016: 124%), supported by highly liquid asset portfolios of value compatible with prudent management of the Group's short-term liquidity.
The definition of the Net stable funding ratio (NSFR) was approved by the Basel Committee in October 2014. As regards this ratio, the Group presents a stable financing base obtained by the high weight of customer deposits into the funding structure, by collateralized financing and medium and long-term instruments, which allowed that the levels of stable financing ratio established in December 2017 set the NSFR at124% (31 December 2016: 112%).
According to the Notice n.º28/2014 of the Bank of Portugal, which focuses on the guidance of the European Banking Authority on disclosure of encumbered assets and unencumbered assets (EBA/GL/2014/3), and taking into account the recommendation made by the European Systemic Risk Board, the following information regarding the assets and collaterals, is presented as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | ||||
| Assets | Carrying amount of encumbered assets |
Fair value of encumbered assets |
Carrying amount of unencumbered assets |
Fair value of unencumbered assets |
| Assets of the reporting institution, of which: | 12,542,681 | n/a | 60,204,359 | n/a |
| Equity instruments | - | - | 1,946,587 | 1,946,587 |
| Debt securities | 2,222,056 | 2,222,056 | 11,029,696 | 11,019,693 |
| Other assets | - | - | 8,744,647 | n/a |
| 2016 | ||||
|---|---|---|---|---|
| Assets | Carrying amount of encumbered assets |
Fair value of encumbered assets |
Carrying amount of unencumbered assets |
Fair value of unencumbered assets |
| Assets of the reporting institution, of which: | 15,302,927 | n/a | 57,835,396 | n/a |
| Equity instruments | - | - | 2,092,596 | 2,092,596 |
| Debt securities | 3,372,166 | 3,372,166 | 9,425,437 | 9,418,975 |
| Other assets | - | n/a | 8,138,305 | n/a |
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Fair value of encumbered collateral received or own debt securities issued |
Fair value of collateral received or own debt securities issued available for encumbrance |
|||
| Collateral received | 2017 | 2016 | 2017 | 2016 |
| Collateral received by the reporting institution | - | - | - | - |
| Equity instruments | - | - | - | - |
| Debt securities | - | - | 50,471 | 151,932 |
| Other assets | - | - | - | - |
| Own debt securities issued other than own covered bonds or ABSs encumbered | - | - | - | - |
| (Thousands of euros) | ||
|---|---|---|
| Carrying amount of selected financial liabilities |
||
| Encumbered assets, encumbered collateral received and matching liabilities | 2017 | 2016 |
| Matching liabilities, contingent liabilities and securities lent | 8,957,873 | 11,356,280 |
| Assets, collateral received and own debt securities issued other than covered bonds and ABSs encumbered | 11,885,777 | 14,915,249 |
The encumbered assets are mostly related to collateralized financing, in particular the ECB's, repo transactions, issuance of covered bonds and securitization programs. The types of assets used as collateral of these financing transactions are divided into portfolios of loans to clients, supporting securitization programs and covered bonds issues, whether placed outside the Group, whether to improve the pool of collateral with the ECB, and Portuguese sovereign debt, which collateralize repo transactions in the money market. The funding raised from the IEB is collateralized by Portuguese public debt and bonds issues of the public sector entities.
The balance other assets in the amount of Euros 8,744,647,000 (31 December 2016: Euros 8,138,305,000) although unencumbered, are mostly related to the Group's activity, namely: investments in associates and subsidiaries, tangible fixed assets and investment property, intangible assets, assets associated with derivatives and deferred tax assets and current taxes.
The amounts presented in these tables correspond to the position as at 31 December 2017 and 2016 and reflect the high level of collateralisation of the wholesale funding of the Group. The buffer of eligible assets for the ECB, after haircuts, less net borrowing at the ECB, as at 31 December 2017 amounts to Euros 9,727,641,000 (31 December 2016: Euros 7,613,801,000).
The 2016 values have been restated and presented in accordance with the guidance of the European Banking Authority on the disclosure of encumbered assets and unencumbered assets (EBA / GL / 2014/3) by the median of the quarterly values, except for the buffer of ECB eligible assets after haircuts, less net borrowing at the ECB.
The analysis of the balance sheet items by maturity dates is as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2017 | |||||||
| At sight | Up to 3 months | 3 months to 1 year |
1 year to 5 years |
Over 5 years | Undetermined maturity |
Total | |
| Assets | |||||||
| Cash and deposits | |||||||
| at Central Banks | 2,167,934 | - | - | - | - | - | 2,167,934 |
| Loans and advances to CI | |||||||
| Repayable on demand | 295,532 | - | - | - | - | - | 295,532 |
| Other loans and advances | - | 287,211 | 761,485 | 6,872 | 10,000 | - | 1,065,568 |
| Loans and advances | |||||||
| to customers | - | - | 10,232,795 | 8,653,310 | 29,047,473 | 3,021,845 | 50,955,423 |
| Financial assets (*) | - | 1,680,610 | 1,984,923 | 4,550,200 | 3,497,399 | 798,785 | 12,511,917 |
| Financial assets | |||||||
| held to maturity | - | 23,674 | 50,859 | 219,249 | 118,017 | - | 411,799 |
| 2,463,466 | 1,991,495 | 13,030,062 | 13,429,631 | 32,672,889 | 3,820,630 | 67,408,173 | |
| Liabilities | |||||||
| Resources from CI | - | 1,312,660 | 368,751 | 4,736,613 | 1,069,333 | - | 7,487,357 |
| Resources from costumers | 25,447,443 | 11,847,196 | 12,193,616 | 1,685,362 | 14,200 | - | 51,187,817 |
| Debt securities issued | - | 118,228 | 346,372 | 1,419,171 | 1,114,308 | - | 2,998,079 |
| Subordinated debt | - | - | 67,307 | 599,854 | 466,266 | 27,092 | 1,160,519 |
| 25,447,443 | 13,278,084 | 12,976,046 | 8,441,000 | 2,664,107 | 27,092 | 62,833,772 |
(*) Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale.
The approach to operational risk management is based on the business process structure and an end-to-end processes structure, both for business and business support processes. Process management is the responsibility of the Process Owners, who are the first parties responsible for the risks assessment and for strengthening the performance within the scope of their processes. Process Owners are responsible for the updating of all of the relevant documentation concerning the processes, for ensuring the effective adequacy of all of the existing controls through direct supervision or by delegation on the departments responsible for the controls in question, for coordinating and taking part in the risks self-assessment exercises and for detecting improvement opportunities and implementing improvements, including mitigating measures for the most significant exposures.
Within the operational risk model implemented in the Group, there is a systematic process of capturing data on operational losses that systematically characterizes the loss events in terms of their causes and effects. From the analysis of the historical information and its relationships, processes involving greater risk are identified and mitigation measures are launched to reduce the critical exposures.
The contractual terms of instruments of wholesale funding encompass obligations assumed by entities belonging to the Group as debtors or issuers, concerning general duties of societary conduct, maintenance of banking activity and the inexistence of special guarantees constituted for the benefit of other creditors ("negative pledge"). These terms reflect essentially the standards internationally adopted for each type of instrument.
The terms of the Group's participation in securitization operations involving its own assets are subject to mandatory changes in case the Group stops respecting certain rating criteria. The criteria established in each transaction results mainly from the existing risk analysis at the moment that the transaction was set, being these methodologies usually applied by each rating agency in a standardised way to all the securitization transactions involving the same type of assets.
Regarding the Covered Bond Programs of Banco Comercial Português and Banco de Investimento Imobiliário that are currently underway, there are no relevant covenants related to a possible downgrade of BCP.
The Group's own funds are determined according to the established regulation, in particular, according to Directive 2013/36/EU and Regulation (EU) 575/2013, approved by the European Parliament and the Council (CRD IV / CRR), and Banco de Portugal Notice No.6/2013.
Total capital includes tier 1 and tier 2. Tier 1 comprises common equity tier 1 (CET1) and additional tier 1.
Common equity tier 1 includes: (i) paid-up capital, share premium, hybrid instruments subscribed by the Portuguese State within the scope of the Bank's recapitalization process and not reimbursed, reserves and retained earnings and non-controlling interests; ii) and deductions related to own shares and loans to finance the acquisition of shares of the Bank, the shortfall of value adjustments and provisions to expected losses concerning risk‐weighted exposure amounts calculated according to the IRB approach and goodwill and other intangible assets. Reserves and retained earnings are adjusted by the reversal of unrealised gains and losses on cash-flow hedge transactions and on financial liabilities valued at fair value through profits and losses, to the extent related to own credit risk. The minority interests are only eligible up to the amount of the Group's capital requirements attributable to the minorities. In addition, the deferred tax assets arising from unused tax losses carried forward are deducted, as well as the deferred tax assets arising from temporary differences relying on the future profitability and the interests held in financial institutions and insurers of at least 10%, in this case only in the amount that exceeds the thresholds of 10% and 15% of the common equity tier 1, when analysed on an individual and aggregated basis, respectively.
Additional tier 1 comprises preference shares and hybrid instruments that are compliant with the issue conditions established in the Regulation and minority interests related to minimum additional capital requirements of institutions that are not totally owned by the Group.
Tier 2 includes the subordinated debt that is compliant with the Regulation and the minority interests related to minimum total capital requirements of institutions that are not totally owned by the Group. Additionally, Tier 2 instruments held in financial institutions and insurers of at least 10% are deducted.
The legislation in force stipulates a transitional period between the own funds calculated under national law until 31 December 2013, and own funds estimated according to EU law, in order to exclude some elements previously considered (phase-out) and include new elements (phase-in). The transitional period for the majority of the elements lasted until the end of 2017, with the exception of the deferred tax already recorded on the balance sheet of 1 January 2014, and the subordinated debt and all the hybrid instruments not eligible to own funds, according to the new regulation, that have a longer period ending in 2023 and 2021, respectively.
CRD IV/CRR establishes Pilar 1 capital requirements of 4.5%, 6% and 8% for CET1, Tier 1 and Total Capital, respectively. However, under the scope of SREP, European Central Bank notified BCP about the need to comply with phased-in capital ratios, during 2017 of 8.15% (CET1), 9.65% (Tier 1) and 11.65% (Total), that include 2.4% of additional Pilar 2 requirements and 1.25% of capital conservation buffer. The Bank meets all the requirements and other recommendations issued by the supervisor on this matter.
The Group has adopted the methodologies based on internal rating models (IRB) for the calculation of capital requirements for credit and counterparty risk, covering a substantial part of both its retail portfolio in Portugal and Poland and its corporate portfolio in Portugal. The Group has adopted the advanced approach (internal model) for the coverage of trading portfolio's general market risk and for exchange rate risks generated in exposures in the perimeter centrally managed from Portugal, and the standard method was used for the purposes of operational risk coverage. The capital requirements of the other portfolios/geographies were calculated using the standardised approach.
The own funds and the capital requirements determined according to the CRD IV/CRR (phased-in) methodologies previously referred, are the following:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Common equity tier 1 (CET1) | ||
| Share capital | 5,600,738 | 4,268,818 |
| Share Premium | 16,471 | 16,471 |
| Ordinary own shares | (88) | (2,880) |
| Other capital (State aid) | - | 700,000 |
| Reserves and retained earnings | 401,067 | 36,875 |
| Minority interests eligible to CET1 | 564,042 | 654,488 |
| Regulatory adjustments to CET1 | (1,262,956) | (799,737) |
| 5,319,274 | 4,874,035 | |
| Tier 1 | ||
| Capital Instruments | 4,130 | 10,629 |
| Minority interests eligible to AT1 | 47,084 | - |
| Regulatory adjustments | (51,214) | (10,629) |
| 5,319,274 | 4,874,035 | |
| Tier 2 | ||
| Subordinated debt | 596,693 | 403,491 |
| Minority interests eligible to CET1 | 146,229 | 126,963 |
| Others | (130,345) | (147,152) |
| 612,577 | 383,302 | |
| Total own funds | 5,931,851 | 5,257,337 |
| RWA - Risk weighted assets | ||
| Credit risk | 35,366,357 | 35,007,882 |
| Market risk | 991,992 | 675,498 |
| Operational risk | 3,574,097 | 3,260,661 |
| CVA | 238,668 | 215,749 |
| 40,171,114 | 39,159,790 | |
| Capital ratios | ||
| CET1 | 13.2% | 12.4% |
| Tier 1 | 13.2% | 12.4% |
| Tier 2 | 1.5% | 1.0% |
| 14.8% | 13.4% |
At the date of approval of these financial statements, the following accounting standards, interpretations, amendments and revisions were endorsed by the European Union with mandatory application for the financial year of the Group started on 1 January 2017:
These amendments clarify the conditions for recognition and measurement of tax assets resulting from unrealized losses.
There were no significant effects on the Bank's financial statements as at 31 December 2017 resulting from the adoption of amendments to this standard.
These amendments introduce additional disclosures related to the cash flows from financing activities.
There were no significant effects on the Bank's financial statements as at 31 December 2017 resulting from the adoption of amendments to this standard.
The following standards, interpretations, amendments and revisions, with mandatory application in future financial years, were, as of the date of approval of these financial statements, endorsed by the European Union:
This standard is included in the draft revision of IAS 39 and establishes the new requirements regarding the classification and measurement of financial assets and liabilities, the methodology for calculating impairment and for the application of hedge accounting rules.
IFRS 9 - Financial Instruments was endorsed by EU in November 2016 and come into force for periods beginning on or after 1 January 2018. IFRS 9 will replace IAS 39 - Financial Instruments: Recognition and Measurement and will provide new requirements in accounting for financial instruments with significant changes specifically regarding impairment requirements. For this reason it is a standard that has been subject to a detailed and complex implementation process that has involved all the key stakeholders in order to understand the impacts and the changes in processes, governance and business strategy that may involve.
The requirements provided by IFRS 9 are, in general, applied retrospectively by adjusting the opening balance at the date of initial application.
Banco Comercial Português ('Group') has been working on this process since 2016 and has launched in this context a project supervised by a Steering Committee involving members of the Executive Committee that is responsible for making key decisions regarding the requirements defined by IFRS 9 and by monitoring the status of the process, of analysing and implementing this new standard. The main departments involved in the project are Risk-Office, Planning, Treasury, Operations, Accounting Department, Credit Departments, Recovery Department and IT Department. The Independent validation unit and the Internal Audit division are also part of the project, namely in the component of its validation, currently ongoing.
In July 2014, the IASB issued the final version of IFRS 9 - Financial Instruments. IFRS 9 is effective for periods that begin on or after 1 January 2018, with early adoption permission and will replace IAS 39 Financial Instruments: Recognition and Measurement.
In October 2017, the IASB issued the document "Prepayment features with negative compensation "(amendments to IFRS 9). The changes are effective for annual periods beginning on January 1, 2019, with early adoption allowed.
The Group will apply IFRS 9 as issued in July 2014 and adopt in advance the changes meanwhile made to IFRS 9 in the period beginning on 1 January 2018. According to preliminary assessments made based on the information available on this date, the estimated preliminary impact (before taxes) of the adoption of IFRS 9 in the Group's equity with reference to 1 January 2018 is negative in approximately Euros 250 million.
This assessment, although preliminary, since the transition process to IFRS 9 is not yet finalized, is the best expectation of the impact of adopting the standard on this date. The current impact of the adoption of IFRS 9 on 1 January 2018 may be subject to changes, as:
IFRS 9 requires the Group to review its accounting procedures and internal control mechanisms, which is not yet finalized;
although the Bank has made a parallel in the second semester of 2017, changes in IT systems and associated controls have not yet reached an advanced stage of maturity;
the Group did not finalize the validation of existing controls in its IT system or complete the changes in its governance structure;
the Group is refining and finalizing the Expected Credit Loss (ECL) calculation models;
the policies, assumptions, decisions and calculation methods are subject to change until the publication of the audited financial statements for the year 2018; and
there is currently a legal vacuum regarding the tax treatment of the transition adjustment to IFRS9.
IFRS 9 contains a new classification and measurement approach for financial assets that reflects the business model used in asset management, as well as the characteristics of the respective contractual cash flows.
IFRS 9 includes three main categories of classification for financial assets: assets measured at amortized cost, assets measured at fair value through other comprehensive income (FVOCI) and assets measured at fair value through profit or loss (FVTPL). Consequently, the folowing categories of IAS 39 Held to Maturity, Loans and Receivables, Available for Sale and Held for trading are eliminated.
A financial asset is measured at amortized cost if it meets, at the same time, with the following characteristics and if it is not assigned to the FVTPL by option (use of Fair Value Option):
the financial asset is held in a business model whose main objective is the holding of assets to collect their contractual cash flows (HTC - Held to collect); and
their contractual cash flows occur on specific dates and correspond only to payments of principal and interest on the SPPI (Solely Payments of Principal and Interest).
A financial asset is measured at the FVOCI if it, simultaneously, meets the following characteristics and is not assigned at FVTPL by option (use of Fair Value Option):
the financial asset is held in a business model which the purpose is to collect its contractual cash flows and the sale of this financial asset (Held to collect and Sell); and
contractual cash flows occur on specific dates and correspond only to payments of principal and interest on the outstanding amount (SPPI).
In the initial recognition of an equity instrument that is not held for trading, the Group may irrevocably designate it at FVOCI. This designation is made on a case-by-case basis, investment by investment. This option is available for financial instruments that comply with the definition of capital provided for in IAS 32 and cannot be used for financial instruments whose classification as an equity instrument, within the scope of the issuer, is made under the exceptions provided for in paragraphs 16A and 16D of IAS 32.
All financial assets that are not measured, according to the criteria described above, at amortized cost or at FVOCI, are measured at FVTPL. In addition, at initial recognition, the Group may irrevocably designate a financial asset, which otherwise meets the requirements to be measured at amortized cost or at FVOCI, such as FVTPL, if the designation eliminates significantly the accounting mismatch that would otherwise exist (Fair value option).
A financial asset is classified in one of these categories on initial recognition. See point (VIII) below, alluding to the transition requirements related to the classification of financial assets.
Under IFRS 9, embedded derivatives in financial assets are not separated for classification purposes, so a hybrid instrument is evaluated as a whole.
With reference to 1 January 2018, the Group carried out an evaluation of the business model in which the financial instrument is held at the portfolio level, since this approach reflects the best way in which assets are managed and how that information is available to the management. The information considered in this evaluation included:
the policies and purposes established for the portfolio and the practical operability of these policies, including how the management strategy focuses on receiving contractual interest, maintaining a certain interest rate profile, adjusting the duration of financial assets to the duration of liabilities that finance these assets or in the realization of cash flows through the sale of the assets;
how the performance of the portfolio is evaluated and reported to the Group's management;
-the evaluation of the risks that affect the performance of the business model (and of the financial assets held under this business model) and the way these risks are managed;
the remuneration of business managers – e.g. in which way the compensation depends on the fair value of the assets under management or contractual cash flows received; and
the frequency, volume and frequency of sales in previous periods, the reasons for those sales and the expectations about future sales. However, sales information should not be considered in isolation but as part of an overall assessment of how the Group establishes financial asset management objectives and how cash flows are obtained.
Financial assets held for trading and financial assets managed and evaluated at fair value through option (Fair Value Option) will be measured at FVTPL because they are not held either for the collection of contractual cash flows (HTC) or for the collection of cash flows and sale of these financial assets (HTC and Sell).
For the purposes of this assessment, "capital" is defined as the fair value of the financial asset at initial recognition. "Interest" is defined as the counterparty for the time value of money, the credit risk associated with the amount owed over a given period of time and for other risks and costs associated with the activity (e.g. liquidity risk and administrative costs), and as a profit margin.
In the evaluation of the financial instruments in which contractual cash flows refer exclusively to the receipt of principal and interest, the Group considered the original contractual terms of the instrument. This evaluation included the analysis of the existence of situations in which the contractual terms can modify the periodicity and the amount of the cash flows so that they do not fulfill the SPPI condition. In the evaluation process, the Group considered that:
contingent events that may change the periodicity of the cash flows;
characteristics that result in leverage;
prepayment and extension of maturity clauses;
clauses that may limit the right of the Group to claim cash flows in relation to specific assets (e.g. contracts with – clauses which
prevent access to assets in case of default - non-recourse asset); and
A contract with the possibility of early payment is consistent with the SPPI criterion, if the amount of prepayment represent the unpaid amounts of principal and interest on the amount of principal outstanding (accrual), and may also include reasonable compensation for anticipatory payment (i.e. administrative cost or servicing fee incurred by early termination of the contract).
In addition, an advance payment is consistent with the SPPI criterion if (i) the financial asset is acquired or originated with a premium or discount in relation to the contractual nominal value, (ii) the prepayment represents substantially the nominal amount of the contract plus accrued contractual interest , but not paid (may include reasonable compensation for prepayment); and (iii) the prepaid fair value is insignificant at initial recognition
The standard will have an impact at the level of the classification of the financial assets held as at 1 January 2018, as follows:
Held for Trading and Derivatives held for risk management, which are classified as "Held-for-Trading" and measured at FVTPL under IAS 39, will be measured at FVTPL under IFRS 9;
Loans and advances to customers and to Financial Institutions measured at amortized cost under IAS 39 will be generally measured at amortized cost under IFRS 9;
Investments in held-to-maturity securities, measured at amortized cost under IAS 39, will also be measured, generally, at amortized cost under IFRS 9;
Investments in debt securities that are classified as available for sale under IAS 39 may, under IFRS 9, be measured at amortized cost, FVOCI or FVTPL, depending on certain circumstances;
Loans to customers and investment securities that are measured at fair value option under IAS 39 will be measured at FVTPL under IFRS 9;
Most of the equity instruments that are classified as available for sale under IAS 39 will be measured at FVTPL under IFRS 9. However, some of these equity instruments are held under a long-term strategic investment and will be designated at FVOCI, on 1 January 2018.
Based on this analysis and in the strategy defined, no material changes are estimated at the level of the measurement associated with financial assets of the Group (financial assets measured at amortized cost versus financial assets measured at fair value) with the impact on the transition to IFRS 9.
IFRS 9 replaces the "loss incurred" model in IAS 39 by a forward-looking model of "expected credit losses (ECL)", which considers expected losses over the life of financial instruments. Thus, in the determination of ECL, macroeconomic factors are considered as well as other forward looking information, whose changes impact expected losses.
The new impairment model is applicable to the following set of Group's instruments, which are not at FVTPL:
financial assets classified as debt instruments;
commitments and financial guarantees granted (for which impairment was calculated in accordance with IAS 37 - Provisions, Liabilities and Contingent Assets).
Financial instruments subject to impairment will be divided into three stages based on its level of credit risk as follow:
Stage 1: without significant increase in credit risk from the moment of initial recognition. In this case, impairment will reflect expected credit losses arising from defaults over the 12 months from the reporting date;
Stage 2: instruments in which it is considered that a significant increase in credit risk since initial recognition but for which there is still no objective evidence of impairment and interests are recognised. In this case, the impairment will reflect the expected losses from defaults over the residual life period of the financial instrument;
Stage 3: instruments for which there is objective evidence of impairment in sequence of events that result in a loss and interests are recognised. In this case, the impairment value will reflect the expected losses for credit risk over the expected residual life of the instrument.
The impairment requirements of IFRS 9 are complex and require Management decisions, estimates and assumptions, particularly in following areas:
evaluation of the existence of a significant risk increase from the moment of initial recognition (SICR); and
incorporation of forward-looking information into the ECL calculation.
Under the scope of IFRS 9, impairment is not recognised in equity instruments registered at FVOCI, and the respective gains/losses accumulated in the fair value reserve transferred to retained earnings on the disposal moment.
ECLs are weighted estimates of credit losses that will be determined as follows:
Financial assets with no signs of impairment at the reporting date: the present value of the difference between the contractual cash flows and the cash flows that the Group expects to receive;
Financial assets with impairment at the reporting date: the difference between the gross book value and the present value of the estimated cash flows;
Unused credit commitments: the present value of the difference between the resulting contractual cash flows if the commitment is made and the cash flows that the Group expects to receive;
Financial guarantees: the present value of expected repayments, less the amounts that the Group expects to recover.
IFRS 9 defines financial assets with impairment signals similar to impaired financial assets in accordance with IAS 39.
Under IFRS 9, the Group will consider its financial assets to be in default by applying the same definition that is applied for regulatory purposes.
A credit, including capital, interest and expense components, are considered in default when there is a non-compliance of a contractual credit obligation or if an authorized limit has been exceeded and previously communicated to the customer's settlement.
Under IFRS 9, in order to determine whether there has been a significant increase in credit risk (i.e. default risk) since the initial recognition of the financial instrument, the Group will consider relevant information that is available with no costs and/or excessive effort, including both quantitative and qualitative information as well as an analysis based on Group history, expert judgment and forward-looking.
Under the scope of IFRS 9, the identification of a significant increase in credit risk should be performed by comparing:
The Group will monitor the effectiveness of the criteria used to identify the significant increase in credit risk.
According to the current management of the Group's credit risk, each costumer, and consequently its exposures, is allocated to a degree of risk from its master scale (see note 52).
The Group will use these risk grades as a key factor in identifying the significant increase in credit risk under IFRS 9.
The main inputs used to measure ECLs on a collective basis should include the following variables:
These parameters will be obtained through internal statistical models, and other relevant historical data, taking into account existing regulatory models and adjusted to reflect forward-looking information.
PDs are estimated based on a certain historical period, and will be calculated based on statistical models. These models are based on internal data including both quantitative and qualitative factors. If there is a change in the risk of the counterparty or exposure, the estimate of the associated PD will also vary. The PDs will be calculated considering the contractual maturities of exposures.
The risk degrees will be a highly relevant input for determining the PDs associated with each exposure. The Group will collect performance and default indicators on its credit risk exposures with analyses by type of customers and products.
LGD is the magnitude of the loss that is expected to occur if exposure goes into default. The Group estimates the LGD parameters based on the historical recovery rates after entry into counterparty defaults. The LGD models consider the associated collaterals, the counterparty activity sector, the default time, as well as the recovery costs. In the case of contracts secured by real estate, it is expected that the LTV (loan-to-value) ratios are a parameter of high relevance in the determination of LGD.
The EAD represents the expected exposure if the exposure and / or customer defaults. The Group obtains the EAD values from the counterparty's current exposure and potential changes to its current value as a result of the contractual conditions, including amortizations and prepayments. For commitments and financial guarantees, the value of the EAD will consider both the amount of credit used and the expectation of future potential value that may be used in accordance with the agreement.
As described above, with the exception of financial assets that consider a 12-month PD as they do not present a significant increase in credit risk, the Group will calculate the ECL value considering the risk of default during the maximum contractual maturity period of the contract, even if, for the purpose of risk management, it is considered to be a longer period. The maximum contractual period shall be considered as the period up to the date on which the Group has the right to require payment or end the commitment or guarantee.
Under IFRS 9, the Group will incorporate forward-looking information both in its assessment of the significant risk increase and in the measurement of the ECL. The Group projected the future evolution of the relevant macroeconomic variables based on the assessment of internal experts and other external data.
IFRS 9 generally maintains the requirements in IAS 39 regarding the classification of Financial Liabilities. However, under IAS 39 all fair value changes of financial liabilities designated to FVTPL (Fair Value Option) are recognized in the income statement, while under IFRS 9 these fair value changes will be presented as follows:
The Group has adopted the Fair Value Option for some of its own issues which contain embedded derivatives or associated hedging derivatives, or when this designation eliminates or significantly reduces the accounting mismatch of operations. The fair value variations attributable to changes in the credit risk of these liabilities were recognised in profit or loss in 2017 under IAS 39. In adopting IFRS 9, these changes in fair value will be recognised in OCI and the amount recognised in OCI in each year will be variable. The accumulated amount recognised in OCI will be null if these liabilities are repaid at maturity.
IFRS 9 incorporates the requirements of IAS 39 for the derecognition of financial assets and liabilities without significant changes.
The Group estimates an immaterial impact arising from the adoption of these new requirements.
The Group does not estimate any significant impacts on the transition related to the application of hedge accounting.
IFRS 9 will require an extensive set of new disclosures, particularly with respect to hedge accounting, credit risk and ECLs that will be presented with the financial statements for the year 2018.
The Bank of Portugal issued guidelines on the transition requirements under the scope of the implementation of IFRS 9. These guidelines allow choosing between two approaches for the recognition of the impact of the adoption of the standard in the regulatory capital:
i) Transition period of the total impact over a 5-year period, based on the following percentages for some components: 5% in 2018, 15% in 2019, 30% in 2020, 50% in 2021 and 75% in 2022;
ii) Recognition of the full impact on the date of adoption.
The Bank decided to adopt the first approach so that the impact of the adoption of IFRS 9 on the Bank's regulatory capital will be phased in accordance with the provisions listed above, in particular regarding the impact arising from the application of the new impairment requirements.
The full recognition of the preliminary impact of IFRS 9 in the Group would lead to a decrease in the CET1 ratio as at 31 December 2017 from -36 basis points, including a negative change of Euros 161 million in CET1.
The adoption of the transition period results in a decrease in the CET1 ratio by 25 basis points on 31 December 2017, corresponding to a CET1 decrease of Euros 107 million.
Changes in accounting policies resulting from the application of IFRS 9 will generally be applied retrospectively, with the exception of the following:
The Group will apply the exception that allows the non-restatement of prior period comparative information regarding classification and measurement changes (including impairment). Differences in the balance sheet values of financial assets and liabilities resulting from the adoption of IFRS 9 will be recognised in Reserves and retained earnings, as at 31 January 2018.
The following assessment was made based on the facts and circumstances that existed at the time of the initial application:
a) the determination of the business model in which the financial asset is held;
b) the designation and revocation of prior designations of certain financial assets and liabilities designated at FVTPL;
c) the designation of certain equity instruments that are not held for trading as FVOCI; and
d) for financial liabilities designated at FVTPL (Fair Value Option), to assess whether the presentation of the effects in the credit risk variations of the financial liabilities in OCI would create or increase an accounting mismatch in profit or loss.
If a debt security has low credit risk as at 1 January 2018, the Group will determine whether the credit risk of the asset has not increased significantly from the initial recognition.
This standard introduces a principles-based revenue recognition framework based on a model to be applied to all contracts entered into with clients, replacing IAS 18 - Revenue, IAS 11 - Construction contracts; IFRIC 13 - Loyalty programs; IFRIC 15 - Agreements for the construction of real estate; IFRIC 18 - Transfers of Assets from Customers and SIC 31 - Revenue - Barter transactions involving advertising services.
The Group does not anticipate material impact on the application of this change in its financial statements.
This standard introduces the principles of recognition and measurement of leases, replacing IAS 17 - Leases. The standard defines a single accounting model for lease contracts that results in the lessee's recognition of assets and liabilities for all lease contracts, except for leases with a period of less than 12 months or for leases that relate to assets of value reduced. Lessors will continue to classify leases between operational or financial, and IFRS 16 will not entail substantial changes to such entities as defined in IAS 17.
The Group does not anticipate any impact on the application of this change in its financial statements.
These amendments introduce a number of clarifications in the standard in order to eliminate the possibility of divergent interpretations of various topics.
This amendment provides guidance on the application of IFRS 4 in conjunction with IFRS 9. IFRS 4 will be replaced with the entry into force of IFRS 17.
These standards, although endorsed by the European Union, were not adopted by the Group in 2017, as their application is not yet mandatory.
The following standards, interpretations, amendments and revisions, with mandatory application in future financial years, have not been endorsed by the European Union until the date of approval of these financial statements:
This standard establishes, for insurance contracts within its scope, the principles for their recognition, measurement, presentation and disclosure. This standard replaces the IFRS 4 - Insurance Contracts.
These amendments introduce various clarifications in the standard related to: (i) recording cash-settled share-based payment transactions; (Ii) recording changes in share-based payment transactions (from cash settled to settled with equity instruments); (Iii) the classification of transactions with cleared securities.
These amendments clarify that a change in classification from or to investment property should only be made when there is evidence of a change in the use of the asset.
These improvements involve the clarification of some aspects related to: IFRS 1 - First-time adoption of international financial reporting standards: eliminates some short-term exemptions; IFRS 12 - Disclosure of interests in other entities: clarifies the scope of the standard for its application to interests classified as held for sale or held for distribution under IFRS 5; IAS 28 - Investments in associates and joint ventures: introduces clarifications on the fair value measurement by results of investments in associates or joint ventures held by venture capital companies or by investment funds.
These improvements involve the clarification of some aspects related to: IFRS 3 - Concentration of business activities: it requires remeasurement of interests previously held when an entity obtains control over a subsidiary that previously had joint control; IFRS 11 - Joint ventures: clarifies that there should be no remeasurement of interests previously held when an entity obtains joint control over a joint transaction; IAS 12 - Income Tax: clarifies that all tax consequences of dividends should be recorded in profit or loss, regardless of how the tax arises; IAS 23 - Borrowing costs: clarifies that the part of the loan directly related to the acquisition / construction of an asset, outstanding after the corresponding asset has been ready for the intended use, is, for the purpose of determining the capitalization rate, considered an integral part of the entity's general financing.
This amendment allows financial assets with contractual conditions which, in their early amortization, allow the payment of a considerable amount by the creditor, can be measured at amortized cost or at fair value for reserves (depending on the business model), since that: (i) on the date of the initial recognition of the asset, the fair value of the early amortization component is insignificant; and (ii) the possibility of negative compensation in the early amortization is the only reason for the asset in question not to be considered as an instrument that only includes payments of principal and interest.
This amendment clarifies that IFRS 9 should be applied (including related impairment requirements) to investments in associates and joint arrangements when the equity method is not applied in their measurement.
This interpretation establishes the date of the initial recognition of the advance or deferred income as the date of the transaction for the purpose of determining the exchange rate of the recognition of the revenue.
This interpretation provides guidance on the determination of taxable income, tax bases, tax losses to be reported, tax credits to be used and tax rates in scenarios of uncertainty regarding the treatment of income tax.
These standards have not yet been endorsed by the European Union and as such were not applied by the Group (Company) in the year ended 31 December 2017.
With respect to these standards and interpretations, issued by the IASB but not yet endorsed by the European Union, it is not estimated that their adoption will result in significant impacts on the accompanying financial statements.
In accordance with accounting policy 1 z), the main contingent liabilities and other commitments under IAS 37 are as follows:
1. In 2012, the Portuguese Competition Authority initiated an administrative proceeding relating to competition restrictive practices. During the investigations, on 6 March 2013, several searches were conducted to the Bank's premises, as well as to at least 8 other credit institutions, where documentation was seized in order to check for signs of privileged commercial information in the Portuguese banking market.
The Portuguese Competition Authority has declared that the administrative proceedings are to stay under judicial secrecy, once it considered that the interests dealt with in the investigation, as well as the parties' rights, would not be compatible with the publicity of the process.
The Bank received on 2 June 2015, the notice of an illicit act issued by the Competition Authority relating to the administrative offence proceedings nr. 2012/9, and was charged of taking part in the exchange of information amongst Banks of the system relating to pricing already approved and mortgage and consumption loan operations already approved or granted. Concerning the charges brought forward, the Bank will present its reply to the notice and afterwards, if need be, will present its legal objections. We must point out that a notice of an illicit act does not imply the making of a final decision concerning the proceedings. If the Competition Authority were to issue a conviction, the Bank could be sentenced to pay a fine within the limits set forth by the law, which foresees a maximum amount equivalent to 10% of the consolidated annual turnover registered in the year prior to the making of the decision. Notwithstanding, such a decision may be contested in court. The proceedings were suspended by the Competition Authority until the legal decision of the various pending interlocutory appeals.
In October 2016, the Lisbon Court of Appeal overruled the decision of the Competition, Regulation and Supervision Court which had decided for the proceedings to be suspended. The Bank appealed to the Constitutional Court on this sentence. The Constitutional Court denied the appeal and the decision became final.
On 4 July 2017, the Competition Authority notified the Bank on the decision regarding the withdrawal of the suspension concerning the access to documents deemed as confidential and of the extension of the term for the making of a decision on the illicit act for more 40 days. The Bank has already present its reply.
2. On 20 October 2014, Bank Millennium Poland was notified of a class action against the Bank that aims to assess the "illicit" gains of the Bank taking into account certain clauses in mortgage loan agreements indexed in CHF. On 28 May 2015, the Regional Court of Warsaw dismissed the proceedings. On 3 July 2015 the Claimant filed an appeal against this decision, and the Court of Appeal upheld the appeal by refusing the dismissal of the claim. On 31 March 2016 the Regional Court in Warsaw issued a decision dismissing Bank´s motion for a security deposit to secure litigation costs. Bank Millennium filed an appeal on this decision on 6 April 2016, which was denied by the Court of Appeal on 13 July 2016.
On 17 February 2016 the Claimant filed a submission with the Regional Court in Warsaw, extending the claim again by a further 1,041 group members. The Bank has not yet been notified of this submission. On 2 August 2016 the Regional Court in Warsaw issued a decision ordering the publication of an announcement in the press concerning the commencement of group action proceedings.
Following the Bank's motion to repeal this decision, the Court suspended its execution, but, on 8 August 2016, it issued another decision for the case to be heard in group action proceedings. On 31 August 2016 the Bank appealed against this decision. On 16 December 2016 the Court of Appeal in Warsaw overruled decision of the Regional Court for the case to be heard in group action proceedings and referred the request for the case to be heard in group action proceedings to the Regional Court for re-examination. At a hearing on 15 March 2017 the Regional Court issued decision for the case to be heard in group action proceedings. On 18 April 2017 the Bank filed an appeal against the above decision; currently the date of reviewing the case by the the Court of Appeal in Warsaw has not been scheduled yet. On 30 June 2017 the Claimant filed a submission with the Regional Court in Warsaw, extending the claim again by further 676 group members. The new value of the subject matter of the dispute was indicated as approx. PLN 132.7 million (Euros 31.8 million, including the values provided in the statement of claim and the previous submissions concerning extension of the claim dated 4 March 2015 and 17 February 2016). On 28 September 2017 the Court of Appeal in Warsaw issued a decision dismissing the Bank's appeal against the decision the Regional Court in Warsaw dated 15 March 2017; thus, the decision for the case to be heard in group action proceedings became final. . On 20 November 2017, the District Court in Warsaw ordered the publication in the newspaper "Rzeczpospolita" that group proceedings had been initiated. The announcement has not been published yet.
On 3 December 2015 the Bank received notice of a class action lawsuit lodged by a group of 454 borrowers represented by the Municipal Consumer Ombudsman in Olsztyn pertaining to low down payment insurance used with CHF - indexed mortgage loans. The plaintiffs demand the payment of the amount of PLN 3.5 million (Euros 0.84 million) claiming for some clauses of the agreements pertaining to low down payment insurance to be declared null and void. On 3 March 2016 the Bank filed the response to the lawsuit demanding its dismissal. The first court hearing took place on 13 September 2016 and the court issued the decision on the admissibility of the class action in this case. On 16 February 2017, the Court of Appeal denied the appeal brought forward by the Bank and the previous sentence became definitive. On 30 March 2017 the Regional Court in Warsaw dismissed Bank's motion to oblige the plaintiff to provide security for costs of proceedings. On 10 April 2017 Bank filed a complaint to the Court of Appeal in Warsaw against the decision dismissing the motion to provide security. The decision is final. On 28 December 2017, pursuant to the decision from 10 October 2017, the Regional Court in Warsaw announced the initiation of group proceedings in the newspaper "Rzeczpospolita", thus setting a period of three months for submitting by interested parties the statements on joining the group.
3. On 28 December 2015 and 5 April 2016, Bank Millennium was notified of two cases filed by clients (PCZ SA and Europejska Fundacja Współpracy Polsko - Belgijskiej / European Foundation for Polish-Belgian Cooperation (EFWP-B)), in the amount of PLN 150 million (Euros 35.9 million) and of PLN 521.9 million (Euros 125 million) respectively. The authors allege in their petitions that Bank Millennium misrepresented certain contractual clauses, which determined the maturity of the credits, causing losses to the Authors. A decision of the Warsaw Regional Court is awaited. As regards the case brought by PCZ, the Wrocław Regional Court (first instance) on 7 April 2017 issued a verdict favourable to Bank Millennium by rejecting the case.
4. On 21 March 2017, a lawsuit was filed against the subsidiary Bank Millennium by a client in which the amount of PLN 200 million (Euros 47.9 million) was claimed for the payment of damages and compensation following the blocking of accounts in the context of insolvency proceedings. The process is currently at an early stage of assessment. In the Bank's opinion, the probability of the customer winning the process is marginal.
5. On January 3 2018, Bank Millennium received decision of the President of the Office of Competition and Consumer Protection (UOKIK), in which the President of UOKIK found infringement by the Bank of the rights of consumers. In the opinion of the President of UOKiK the essence of the violation is that the Bank informed consumers (it regards 78 agreements) in responses to their complaints, that the court verdict stating the abusiveness of the provisions of the loan agreement regarding exchange rates do not apply to them. According to the position of the President of UOKiK the abusiveness of contract's clauses determined by the court in the course of abstract control is constitutive and effective for every contracts from the beginning. As a result of the decision, the Bank was obliged to: 1) send information on the UOKiK decision to the said 78 clients
2) place the information on decision and the decision itself on the website and on twitter
3) to pay a fine 20.7 mln PLN (Euros 5 million). The decision on the fine is not immediately enforceable.
The decision of the President of UOKIK is not final. The Bank does not agree with this Decision and lodged an appeal within the statutory time limit.
6. On 19 January 2018 the Bank has received the lawsuit petition of First Data Polska SA requesting the payment of PLN 186.8 million (Euros 45 million). First Data claims a share in an amount which the Bank has received in connection with the Visa Europe takeover transaction by Visa Inc. The plaintiff based its request on an agreement with the Bank on cooperation in scope of acceptance and settlement of operations conducted with the usage of Visa cards. The Bank does not accept the claim and shall file the response to the lawsuit petition within the deadline set forth in the law.
7. On 2 August 2016 the President's Bill on support for FX mortgage borrowers was submitted to the Parliament. The proposed law is to apply to FX (all currencies) loan agreements signed from 1 July 2000 to 26 August 2011 (when the "Anti-spread Act" came into force). This Bill concerns the return of part of FX spreads applied by banks.
On 2 August 2017 a new Presidential Bill appeared in Parliament regarding changes in the Act on Support for Distressed Borrowers who Took Residential Loans. On 13 October 2017 the first reading of the Bill took place in the Sejm and it was sent to a Parliamentary Committee. The Bill assumes a modification of the existing Borrowers' Support Fund by separating-out two Funds: Supporting Fund and Restructuring Fund. As regards the Supporting Fund, the Bill aims to increase availability of money from the fund by means of: relaxing criteria, which must be satisfied by a borrower applying for support; increasing the maximum amount of support; extending the period, for which the support is granted; forgiving part of the support granted conditional on punctual repayment to the fund. The Restructuring Fund is to be used for currency conversion of FX mortgages to PLN. The Bill contains very general regulations and does not specify criteria of eligibility for such currency conversion and its rules.
Quarterly payments to the Restructuring Fund made by lenders are not to exceed the equivalent of the FX mortgage portfolio and the rate of 0.5%. The maximum costs for the entire sector, estimated by KNF, are up to PLN 2.8 billion (Euros 671million) in the first year of operation of the Restructuring Fund. According to the Bill, KNF may issue a recommendation to lenders specifying the principles of voluntary conversion of receivables for restructuring with consideration of stability of the financial system and effective use of money in the Restructuring Fund.
Including the two above Bills, so far four draft Acts have been submitted to Parliament and in consequence it is not possible to estimate the impact of the proposed legislation on the banking sector and the Bank. However, if any of the Bills is adopted and begins to bind banks, this may lead to significant reduction of the Bank's profitability and its capital position.
8. On 1 October 2015, a set of entities connected to a group with past due loans to the Bank worth Euros 170 million, resulting from a loan agreement signed in 2009 - debts already fully provisioned in the Bank's accounts -, filed against the Bank, after receiving the Bank's notice for mandatory payment, a lawsuit aiming to:
a) deny the obligation to settle those debts to the Bank, arguing that the respective agreement is null, but without the corresponding obligation of returning the amounts already paid;
b) have the Bank sentenced to pay amounts of around Euros 90 million and Euros 34 million for other debts owed by those entities to other banking institutions, as well as other amounts, totalling around Euros 26 million, supposedly already paid by the debtors within the scope of the loan agreements;
c) have the Bank be given ownership of the object of the pledges associated to the aforementioned loan agreements, around 340 million shares of the Bank, allegedly purchased on behalf of the Bank, at its request and in its interest.
The Bank presented its defence and counterclaim, demanding the payment of the debt. The Plaintiffs submitted their defence against the counterclaim and the Bank answered in July 2016. The proceedings are waiting for the schedule of a prior hearing or the issue of a conclusive opening order.
On 3 August 2014, with the purpose of safeguarding the stability of the financial system, the Bank of Portugal applied a resolution measure to Banco Espírito Santo, S.A. (BES) in accordance with the article 145 C (1.b) of the Legal Framework for Credit Institutions and Financial Companies (RGICSF), namely by the partial transfer of assets, liabilities, off-balance sheet items and assets under management into a transition bank, Novo Banco, S.A. (Novo Banco), incorporated on that date by a decision issued by the Bank of Portugal. Within the scope of this process, the Resolution Fund made a capital contribution to Novo Banco amounting to Euros 4,900 million, becoming the sole shareholder.
Within this context, the Resolution Fund borrowed Euros 4,600 million, of which Euros 3,900 million were granted by the State and Euros 700 million by a group of credit institutions, including the Bank.
As announced on 29 December 2015, the Bank of Portugal transferred to the Resolution Fund the liabilities emerging from the "eventual negative effects of future decisions regarding the resolution process that may result in liabilities or contingencies".
On 7 July 2016, the Resolution Fund declared that it would analyse and evaluate the diligences to take, following the publication of the report on the result of the independent evaluation, in order to estimate the level of credit recovery for each category of creditors under a hypothetical scenario of a normal insolvency process of BES on 3 August 2014.
In accordance with the applicable law, when the BES liquidation process is over, if it is verified that the creditors, whose credits were not transferred to Novo Banco, would take on a higher loss than the one they would hypothetically take if BES had gone into liquidation right before the application of the resolution measure, such creditors shall be entitled to receive the difference from the Resolution Fund.
Moreover, following this process, a significant number of lawsuits against the Resolution Fund was filed and is underway.
On 20 February 2017, the Bank of Portugal communicated that it decided to select the potential investor Lone Star to be part of an exclusive definitive negotiation stage for the conditions under which the sale of the investment that the Resolution Fund held in Novo Banco, S.A. could be carried out.
On 31 March 2017, the Bank of Portugal made a communication about the sale of Novo Banco, where it states the following: "The Bank of Portugal selected today the company Lone Star to conclude the sale of Novo Banco. The sale agreement documentation has already been signed by the Resolution Fund. In accordance with the sale agreement, Lone Star will make capital injections into Novo Banco totalling Euros 1,000 million, of which Euros 750 million at the moment the operation is completed and Euros 250 million during the following 3 years. Through this capital injection, the company Lone Star will become the owner of 75% of Novo Banco share capital and the Resolution Fund will own the remaining 25%.
The conditions agreed also include the existence of a contingent capitalization mechanism, according to which the Resolution Fund, as shareholder, commits to carry out capital injections if certain cumulative conditions materialize, related with: i) the performance of a defined group of assets of Novo Banco and ii) the evolution of the bank's capitalization levels.
The eventual capital injections to be made in accordance with this contingent mechanism benefit from a capital buffer resulting from the capital injection to be made, in accordance with the terms and conditions of the operation, and are subject to an absolute maximum threshold.
The conditions agreed also foresee mechanisms to safeguard the interests of the Resolution Fund, the alignment of incentives and supervision, despite the limitations resulting from the application of State supporting rules."
On 7 July 2017, the European Commission declared its non-opposition to this sale operation.
On 18 October 2017, following the resolution of the Council of Ministers No. 151-A/2017 of 2 October 2017, the Bank of Portugal communicated the conclusion of the sale of Novo Banco to Lone Star, with an injection by the new shareholder of Euros 750 million, followed by a further capital increase of Euros 250 million by the end of 2017. With this operation, the condition of Novo Banco as a transition bank ceased, fully complying with the purposes of the resolution of Banco Espírito Santo.
In February 2018, the European Commission disclosed the public version on the "Decision not to raise objections" to the state aid in the case of the Resolution of BES. It identifies three support measures of the Resolution Fund and the Portuguese State included in the sale agreement, associated to a loan portfolio of Euros [10-20] billion [*] (GBV) with a uncertain degree of adequacy of the loan coverage (**):
i) Contingent capital mechanism, in which Lone Star has the right to claim from the Resolution Fund the costs of funding, losses and provisioning with the assets belonging to this portfolio, up to a maximum amount of Euro 3.89 billion, subject to the fulfilment of a number of conditions, including a reduction in the capital ratio CET1 to below (8% -13%) (*) (**);
ii) Underwriting by Resolution Fund of the Tier 2 security to be issued by the Novo Banco, up to the amount of Euros 400 million, to the extent necessary, that if executed will be deducted to the amounts relating to the contingent capital mechanism, thus limiting the exposure of the Resolution Fund to the Novo Banco to Euros 3,89 billion (**);
iii) The Portuguese State may inject capital into Novo Banco, under certain conditions and through different instruments, in the event that the total capital ratio reaches values lower than the capital requirements defined under the scope of the Supervisory Review and Evaluation Process ("SREP") ( **).
(*) Exact value not disclosed by the European Commission for reasons of confidentiality. (**) As referred to in the European Commission Decision
On 28 March 2018, the Resolution Fund announced that, following the disclosure of Novo Banco 2017 results, the contingent capitalization mechanism provided in Novo Banco's sale agreement reached Euros 792 million, falling within the obligations of the Resolution Fund. The payment by the Resolution Fund shall be made after the legal certification of Novo Banco accounts and following a verification procedure, to be carried out by an independent entity. To this end, the Resolution Fund will use, in the first place, the available financial resources from banking contributions (direct and indirect). These will be complemented by a State loan, under the terms agreed on October 2017. At this date, the amount of the loan is estimated not to exceed Euros 450 million.
Novo Banco is held by Lone Star and the Resolution Fund, corresponding to 75% and 25% of the share capital respectively.
On 19 December 2015, the Board of Directors of the Bank of Portugal announced that Banif was "at risk of insolvency or insolvent" and started an urgent resolution process of the institution through the partial or total sale of its activity, which was completed on 20 December 2015 through the sale to Banco Santander Totta S.A. (BST) of the rights and obligations of Banif, formed by the assets, liabilities, off-balance sheet items and assets under management.
The largest portion of the assets that were not sold, were transferred to an asset management vehicle denominated Oitante, S.A. (Oitante) specifically created for that purpose, having the Resolution Fund as the sole shareholder. For that matter, Oitante issued bonds representing debt in the amount of Euros 746 million. The Resolution Fund provided a guarantee and the Portuguese State a counterguarantee, for which the Oitante has already made a partial early repayment in the amount of Euros 90 million.
The operation also involved state aid, of which Euros 489 million were provided by the Resolution Fund. The Euros 489 million taken by the Resolution Fund were funded through a loan granted by the State.
In a statement of 21 July 2016, the Resolution Fund announced it had proceeded to the early partial repayment, amounting to Euros 136 million, of the loan obtained from the State in December 2015 to finance the resolution measures applied to Banif. This amount corresponds to the income of the contribution collected, until 31 December 2015, from the institutions covered by the Regulation of the Single Resolution Mechanism that was not transferred to the Single Resolution Fund. This amount will be paid to the Single Resolution Fund by credit institutions that are covered by this scheme over a period of 8 years, starting in 2016.
Pursuant to the resolution measures applied to BES and Banif and after the agreement of sale of Novo Banco to Lone Star, the Resolution hold, as at 31 December 2017, all the share capital of Oitante, and 25% of the capital of Novo Banco but without the corresponding voting rights.
Under the scope of these measures, the Resolution Fund borrowed loans and assumed other responsibilities and contingent liabilities resulting from:
Effects of the application of the principle that no creditor of the credit institution under resolution may assume a loss greater than the one it would take if that institution did not go into liquidation;
Negative effects resulting from the resolution process that result in additional liabilities or contingencies for Novo Banco, S.A., which must be neutralized by the Resolution Fund;
Legal proceedings filed against the Resolution Fund;
Guarantee granted to the bonds issued by Oitante S.A. totalling Euros 746 million, of which Oitante, S.A. made an early repayment of Euros 90 million. This guarantee is counter-guaranteed by the Portuguese State;
Contingent capital mechanism, in which Lone Star has the right to claim from the Resolution Fund the costs of funding, losses and provisioning with the assets belonging to this portfolio, up to a maximum amount of Euros 3.89 billion, subject to the fulfilment of a number of conditions, including a reduction in the capital ratio CET1 to below (8% -13%) (*) (**);
Underwriting by Resolution Fund of the Tier 2 security to be issued by the Novo Banco, up to the amount of Euros 400 million, to the extent necessary, that if executed will be deducted to the amounts relating to the contingent capital mechanism, thus limiting the exposure of the Resolution Fund to the Novo Banco to Euros 3,89 billion (**);
The Portuguese State may inject capital into Novo Banco, under certain conditions and through different instruments, in the event that the total capital ratio reaches values lower than the capital requirements defined under the scope of the Supervisory Review and Evaluation Process ("SREP") ( **).
(*) Exact value not disclosed by the European Commission for reasons of confidentiality. (**) As referred to in the respective European Commission Decision.
By a public statement on 28 September 2016, the Resolution Fund and the Ministry of Finance communicated the agreement on the basis of a review of the terms of the Euros 3,900 million loan originally granted by the State to the Resolution Fund in 2014 to finance the resolution measure applied to BES. According to the Resolution Fund, the extension of the maturity of the loan was intended to ensure the ability of the Resolution Fund to meet its obligations through its regular revenues, regardless of the contingencies to which the Resolution Fund is exposed. On the same day, the Office of the Minister of Finance also announced that increases in the liabilities arising from the materialization of future contingencies will determine the maturity adjustment of State and Bank loans to the Resolution Fund, in order to maintain the contributory effort required to the banking sector at current levels.
According to the communication of the Resolution Fund of 21 March 2017:
The conditions of the loans obtained from the Fund to finance the resolution measures applied to Banco Espírito Santo, S.A. and to Banif – Banco Internacional do Funchal, S.A. were changed". These loans in the amount of Euros 4,953 million, of which Euros 4,253 million were granted by the Portuguese State and Euro 700 million were granted by a group of banks".
"Those loans are now due in December 2046, without prejudice to the possibility of being repaid early based on the use of the Resolution Fund's revenues. The due date will be adjusted so that it enables the Resolution Fund to fully meet its liabilities based on regular revenues and without the need for special contributions or any other type of extraordinary contributions. The liabilities resulting from the loans agreed between the Resolution Fund and the Sate and the banks pursuant to the resolution measures applied to BES and Banif are handled with one another".
"The revision of the loans' conditions aimed to ensure the sustainability and financial balance of the Resolution Fund".
"The new conditions enable the full payment of the liabilities of the Resolution Fund, as well as the respective remuneration, without the need to ask the banking sector for special contributions or any other type of extraordinary contributions".
On 2 October 2017, by Council of Ministers (Resolution No. 151-A/2017), the Portuguese State, as the ultimate guarantor of financial stability, was authorised to enter into a framework agreement with the Resolution Fund, to make available the necessary financial resources to the Resolution Fund, if and when it deemed necessary, to satisfy any contractual obligations that may arise from the sale of the 75% stake in Novo Banco. It is also mentioned that the reimbursement will take into account the stability of the banking sector, i.e. without the Resolution Funds' participants being charged special contributions or any other extraordinary contributions.
On 31 December 2016, the Resolution Fund's own resources had a negative balance of Euros 4,760 million, according to the latest annual report of the Resolution Fund approved by Order No. 913/17 of 26 October 2017, prepared by the Assistant Secretary of State for Treasury and Finance.
In the State Budget for 2018, an amount of Euros 850 million was recorded as exceptional expenses for medium-term loans to the Resolution Fund.
To reimburse the loans obtained and to meet other liabilities that it may take on, the Resolution Fund receives proceeds from the initial and regular contributions from the participating institutions (including the Bank) and from the contribution over the banking sector (Law 55-A/2010). It is also provided for the possibility of the member of the Government responsible for the area of finance to determine, by ordinance, that the participating institutions make special contributions, in the situations provided for in the applicable legislation, particularly in the event that the Resolution Fund does not have resources to fulfil with the their obligations.
Pursuant to Decree-Law no. 24/2013 of 19 February, which establishes the method for determining the initial, periodic and special contributions to the Resolution Fund, provided for in the RGICSF, the Bank has been proceeding, since 2013, to the mandatory contributions, as provided for in the decree-law.
On 3 November 2015, the Bank of Portugal issued a Circular Letter under which it is clarified that the periodic contribution to the Resolution Fund should be recognised as an expense at the time of the occurrence of the event which creates the obligation to pay the contribution, i.e. on the last day of April of each year, as stipulated in Article 9 of the referred Decree-Law, thus the Bank is recognising as an expense the contribution to the RF in the year in which it becomes due.
The Resolution Fund issued, on 15 November 2015, a public statement declaring: "...it is further clarified that it is not expected that the Resolution Fund will propose the setting up of a special contribution to finance the resolution measure applied to Banco Espírito Santo, S.A., ('BES'). Therefore, the eventual collection of a special contribution appears to be unlikely."
The regime established in Decree-Law no. 24/2013 establishes that the Bank of Portugal fixes, by instruction, the rate to be applied each year on the basis of objective incidence of periodic contributions. The instruction of the Bank of Portugal No. 20/2017, published on 19 December 2017, set the base rate to be effective in 2018 for the determination of periodic contributions to the FR by 0.0459% against the rate of 0.0291% effective in 2017.
Thus, during 2017, the Group made regular contributions to the Resolution Fund in the amount of Euros 8,490,000. The amount related to the contribution on the banking sector, registered in 2017, was Euros 31,037,000. These contributions were recognized as cost in the months of April and June 2017, in accordance with IFRIC No. 21 – Levies.
In 2015, following the establishment of the Single Resolution Fund ('SRF'), the Group had to make an initial contribution in the amount of Euros 31,364,000. In accordance with the Intergovernmental Agreement on the transfer and mutualisation of contributions to the SRF, this amount was not transferred to the SRF but was used instead to partially cover for the disbursements made by the RF in respect of resolution measures prior to the date of application of this Agreement. This amount will have to be reinstated over a period of 8 years (starting in 2016) through the periodic contributions to the SRF. The total amount of the contribution, in 2017, attributable to the Group was Euros 21,466,000, of which the Group delivered Euros 18,246,000 and the remaining was constituted as irrevocable payment commitment. The Single Resolution Fund does not cover undergoing situations with the National Resolution Fund as at 31 December 2015.
It is not possible, on this date, to assess the effects on the Resolution Fund due to: (i) the sale of the shareholding in Novo Banco in accordance with the communication of Banco de Portugal dated 18 October 2017; (ii) the application of the principle that no creditor of the credit institution under resolution may take on a loss greater than the one it would take if that institution did not go into liquidation; (iii) additional liabilities or contingencies for Novo Banco, S.A. which need to be neutralized by the Resolution Fund; (iv) legal proceedings against the Resolution Fund, including the legal proceeding filed by those who have been defrauded by BES; and (v) the guarantee provided to the bonds issued by Oitante.
Despite the possibility foreseen in the applicable legislation concerning the payment of special contributions, taking into consideration the recent developments in the renegotiation of the conditions of the loans granted to the Resolution Fund by the Portuguese State and by a group of banks, including the Bank, and the public notice made by the Resolution Fund and by the Office of the Portuguese Ministry of Finance mentioning that such a possibility will not be used, the financial statements as at 31 December 2017 reflect the Bank's expectation that no special contributions or other type of extraordinary contributions will be required of the institutions to finance the resolution measures applied to BES and to Banif.
Eventual alterations regarding this matter may have relevant implications in future financial statements of the Bank.
10. As announced, in 2012 the Bank issued subordinated debt securities in the amount of Euros 3,000 million, convertible into capital in contingency situations (CoCos), which were subscribed by the Portuguese State and which qualify as Tier I. If the amortization of this outstanding amount does not occur until 30 June 2017, the unamortized securities will be converted into (ordinary) shares, under conditions established by law.
Also under the context of timely published information in this respect, the restructuring plan approved by the European authorities provided for a set of commitments, including those relating to the repayment schedule of these instruments, which could require the Bank to adopt measures with adverse impact on its activity, financial condition and results of operations.
Until 31 December 2016, Euros 2,300 million of the CoCos were reimbursed and, on 9 February 2017, Banco Comercial Português, S.A., reimbursed the remaining Euros 700 million to the Portuguese State. This reimbursement, which marks the return to the normalization of BCP's activity, had previously been approved by the European Central Bank, subject to the success of the capital increase that BCP concluded on that date.
The commitments of the Restructuring Plan ceased on 31 December 2017 with the end of the transition period, following the full reimbursement of the CoCos in anticipation of the defined schedule, and the European Commission confirmed in March 2018 that the Restructuring Plan had been successfully completed and that the monitoring of the commitments contained therein had been closed.
11. On 31 December 2013, a Memorandum of Understanding was signed with the Trade Unions to implement a temporary adjustment process, which will allow BCP to reach the targets agreed by the EC with the Portuguese State to reduce staff costs. This agreement, which entered into force on 1 July 2014, in addition to reducing the remuneration, suspends the promotions, progressions and future diuturnities that should be paid by the end of 2017. This agreement also foresees that this reduction of salaries will be returned to the employees, subject to the approval at the General Meeting of shareholders of the Bank, on proposal of the Executive Committee.
In the last week of 2016, the negotiation that had been held since October 2016 with some labour unions was completed with the objective of reviewing the Collective Labour Agreement ("CLA"), whose main objective was the Bank's ability to maintain adequately the evolution of short-term staff costs with the lowest possible impact on employees' lives.
This revision of the CLA, which has been in force since February 2017, covered several matters, among which the most relevant are (i) the commitment to anticipate, by July 2017, the salary replacement that was scheduled for January 2018 and (ii) to raise the retirement age in order to bring it into line with that of Social Security, which will make it possible to strengthen the sustainability of pension funds.
With the implementation of the Restructuring Plan, the Bank was able to anticipate the full repayment of public funding in February 2017 and for this reason, the Board of Directors decided to bring forward by the end of the transitional period of the wage adjustment to July 2017.
12. The Bank was subject to tax inspections for the years up to 2015. As a result of the inspections in question, corrections were made by the tax authorities, arising from the different interpretation of some tax rules. The main impact of these corrections occurred in the case of IRC in terms of the tax loss carry forwards and, in the case of VAT, in the calculation of the tax deduction pro rata used for the purpose of determining the amount of deductible VAT. The additional liquidations / corrections made by the tax administration were mostly object of contestation by administrative and / or judicial.
The Bank recorded provisions or deferred tax liabilities at the amount considered adequate to offset the tax or tax loss carry forwards, as well as the contingencies related to the fiscal years not yet reviewed by the tax administration.
Following a period of deceleration in economic activity and increase of inflation, reduction of Republic of Mozambique rating, depreciation of metical and decrease in foreign direct investment, the Bank of Mozambique has adopted a restrictive policy, with increases in the reference rate since December 2015, as well as increasing the reserve ratio. This set of factors constrained commercial banking in Mozambique, pushing it to pursue a strict liquidity management, emphasis on raising funds, despite contributing to the improvement of net interest income.
According to an International Monetary Fund (IMF) statement dated 23 April 2016, it existed debt guaranteed by the State of Mozambique in an amount over USD 1 billion that had not been disclosed to the IMF. Following this disclosure, the economic program supported by the IMF was suspended. According to an IMF statement dated 13 December 2016, discussions were initiated on a possible new agreement with the Government of Mozambique, and were agreed the terms of reference for an external audit.
In the statements dated of 16 January 2017 and 17 July 2017, the Ministry of Economy and Finance of Mozambique informed the bonds holders issued by the Republic of Mozambique "US\$726.524 million, 10.5%, repayable securities in 2023" that the interest payment due on 18 January 2017 and 18 July 2017, would not be paid by the Republic of Mozambique.
In June 2017, the Attorney General's Office of the Republic of Mozambique published an Executive Summary regarding the abovementioned external audit. On 24 June 2017, the IMF released in a statement that due to the existence of information gaps in this audit, an IMF mission would visit the country to discuss audit results and possible follow-up measures. Following this visit, the IMF requested the Government of Mozambique to obtain additional information on the use of the funds.
On 14 December 2017, in a statement from the IMF staff, after the end of the mission held between 30 November and 13 December 2017, it was reiterated the need for the Mozambican State to provide missing information.
In the statement of the Mozambican Attorney General's Office dated 29 January 2018, it is mentioned, among other things, that the Public Prosecutor submitted to the Administrative Court, on 26 January 2018, a complaint regarding the financial responsability of public managers and companies participated by the State, participants in the execution and management of contracts for financing, supplying and providing services related to debts not disclosed to the IMF.
As at 31 December 2017, considering the 66.7% indirect investment in BIM Group, the Bank's interest in BIM's equity amounted to Euros 271,337,000, being the exchange translation reserve associated with this participation a negative amount of Euros 151,710,000. BIM's contribution to consolidated net income for 2017, attributable to the shareholders of the Bank, amounts to Euros 56,747,000
On that date, the subsidiary BIM's exposure to the State of Mozambique includes public debt securities denominated in metical classified as Financial assets available for sale financial assets and Financial assets held to maturity in the amounts of Euros 422,257,000 and Euros 69,014,000 respectively. These public debt securities mostly have a maturity of less than 1 year.
As at 31 December 2017, the Group has also registered in the balance Loans and advances to costumers, a direct gross exposure to the Mozambican State in the amount of Euros 282,386,000 (of which Euros 275,588,000 are denominated in metical, Euros 6,410,000 denominated in USD and Euros 388,000 denominated in Euros) and an indirect exposure resulting from sovereign guarantees received in the amount of Euros 296.004.000 (of which Euros 150,404,000 are denominated in metical and Euros 145,600,000 denominated in USD) and in the balance Guarantees granted and irrevocable commitments, an amount of Euros 95,544,000 (of which Euros 1,484,000 are denominated in metical, Euros 94,033,000 denominated in USD and Euros 27,000 denominated in Euros).
According to public information provided by IMF, there are credits granted in default to Mozambican companies, non-state, guaranteed by the Mozambican State.The ongoing dialogue between the Government of Mozambique, IMF and creditors with the objective of finding a solution to the debt guaranteed by the State of Mozambique that had not previously been disclosed to the IMF referred to above. Nevertheless, in March 2018 the Mozambican Government presented proposals regarding this matter, a solution has not yet been approved to change the Group's current expectations reflected in the financial statements as at 31 December 2017, regarding the capacity of the Government of Mozambique and public companies to repay their debts and the development of the activity of its subsidiary Banco Internacional de Moçambique (BIM).
The Group performed a set of transactions of sale of financial assets (namely loans and advances to customers) for Funds specialized in the recovery of loans. These funds take the responsibility for management of the borrower companies or assets received as collateral with the objective of ensuring a pro-active management through the implementation of plans to explore/increase the value of the companies/assets.
The specialized funds in credit recovery that acquired the financial assets are closed funds, in which the holders of the participation units have no possibility to request the reimbursement of its participation units throughout the useful life of the Fund. These participation units are held by several banks, which are the sellers of the loans, in percentages that vary through the useful life of the Funds, ensuring however that, separately, none of the banks hold more than 50% of the capital of the Fund.
The Funds have a specific management structure (General Partner), fully independent from the assignor banks and that is selected on the date of establishment of the Fund. The management structure of the Fund has as main responsibilities to: (i) determine the objective of the Fund and (ii) administrate and manage exclusively the Fund, determining the objectives and investment policy and the conduct in management and business of the Fund. The management structure is remunerated through management commissions charged to the Funds.
These funds (in which the Group holds minority positions) establish companies in order to acquire the loans to the banks, which are financed through the issuance of senior and junior securities. The value of the senior securities fully subscribed by the Funds that hold the share capital match the fair value of the asset sold, determined in accordance with a negotiation based on valuations performed by both parties.
The value of the junior securities is equivalent to the difference between the fair value based on the valuation of the senior securities and the value of the transfer of credits. These junior securities, when subscribed by the Group, provide the right to a contingent positive value if the recovered amount for the assets transferred is above the nominal value amount of senior securities plus it related interest. Thus, considering these junior assets reflect a difference between the valuations of the assets sold based on the appraisals performed by independent entities and the negotiation between the parties, the Group performs the constitution of impairment losses for all of them.
Therefore, as a result of the transfer of assets occurred operations, the Group subscribed:
Senior securities (participation units) of the funds, for which the cash-flows arise mainly from a set of assets transferred from the participant banks. These securities are booked in the available for sale portfolio and are accounted for at fair value based on the last available quote, as disclosed by the Management companies and audited at year end, still being analysed by the Bank;
Junior securities (with higher subordination degree) issued by the Portuguese law companies held by the funds and which are fully provided to reflect the best estimate of impairment of the financial assets transferred.
Within this context, not withholding control but maintaining an exposure to certain risks and rewards, the Group, in accordance with IAS 39.21 performed an analysis of the exposure to the variability of risks and rewards in the assets transferred, before and after the transaction, having concluded that it does not hold substantially all the risks and rewards.
Considering that it does not hold control and does not exercise significant influence on the funds or companies management, the Group performed, under the scope of IAS 39.20 c, the derecognition of the assets transferred and the recognition of the assets received.
The results are calculated on the date of transfer of the assets and were recorded in 2016 under "Net gains / (losses) arising from trading and hedging activities - Sale of credits" (note 6), a gain of EuroS 1,053,000. During the 2017, no credits were sold to Specialized Credit Funds. The amounts accumulated as at 31 December 2017, related to these operations are analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Assets transferred |
Net assets transferred |
Received value |
Net gains / (losses) |
|
| Fundo Recuperação Turismo FCR (a) | 304,400 | 268,318 | 294,883 | 26,565 |
| Fundo Reestruturação Empresarial FCR (b) | 84,112 | 82,566 | 83,212 | 646 |
| FLIT-PTREL (c) | 577,803 | 399,900 | 383,821 | (16,079) |
| Vallis Construction Sector Fund (d) | 238,325 | 201,737 | 238,325 | 36,588 |
| Fundo Recuperação FCR (b) | 343,266 | 243,062 | 232,267 | (10,795) |
| Fundo Aquarius FCR (c) | 132,635 | 124,723 | 132,635 | 7,912 |
| Discovery Real Estate Fund (c) | 211,388 | 152,155 | 138,187 | (13,968) |
| Fundo Vega FCR (e) | 113,665 | 113,653 | 109,599 | (4,054) |
| 2,005,594 | 1,586,114 | 1,612,929 | 26,815 |
The Restructuring of the Fund activity segments are as follows: a) Tourism; b) Diversified; c) Real estate and tourism; d) Construction and e) Property. As at 31 December 2017, the assets received under the scope of these operations are comprised of:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | |||||
| Senior securities | Junior securities | ||||
| Participation units (note 23) |
Participation units (note 23) |
Capital supplies (note 32) |
Capital supplementary contributions (note 32) |
Total | |
| Fundo Recuperação Turismo FCR | |||||
| Gross value | 287,930 | - | 31,737 | - | 319,667 |
| Impairment | (46,791) | - | (31,737) | - | (78,528) |
| 241,139 | - | - | - | 241,139 | |
| Fundo Reestruturação Empresarial FCR | |||||
| Gross value | 85,209 | - | - | 33,280 | 118,489 |
| Imparirmant and other fair value ajustments | (6,118) | - | - | (33,280) | (39,398) |
| 79,091 | - | - | - | 79,091 | |
| FLIT-PTREL | |||||
| Gross value | 261,502 | - | 38,155 | 2,939 | 302,596 |
| Impairment | (3,697) | - | (38,155) | (2,939) | (44,791) |
| 257,805 | - | - | - | 257,805 | |
| Vallis Construction Sector Fund | |||||
| Gross value | 203,172 | 36,292 | - | - | 239,464 |
| Impairment | (203,172) | (36,292) | - | - | (239,464) |
| - | - | - | - | - | |
| Fundo Recuperação FCR | |||||
| Gross value | 199,324 | - | 78,995 | - | 278,319 |
| Impairment | (79,247) | - | (78,995) | - | (158,242) |
| 120,077 | - | - | - | 120,077 | |
| Fundo Aquarius FCR | |||||
| Gross value | 138,045 | - | - | - | 138,045 |
| Impairment | (6,993) | - | - | - | (6,993) |
| 131,052 | - | - | - | 131,052 | |
| Discovery Real Estate Fund | |||||
| Gross value | 150,409 | - | - | - | 150,409 |
| Impairment | (2,690) | - | - | - | (2,690) |
| 147,719 | - | - | - | 147,719 | |
| Fundo Vega FCR | |||||
| Gross value | 47,087 | - | 70,770 | - | 117,857 |
| Impairment | (1,902) | - | (70,770) | - | (72,672) |
| 45,185 | - | - | - | 45,185 | |
| Total Gross value | 1,372,678 | 36,292 | 219,657 | 36,219 | 1,664,846 |
| Total Impairment | (350,610) | (36,292) | (219,657) | (36,219) | (642,778) |
| 1,022,068 | - | - | - | 1,022,068 |
As mentioned in note 23, the book value of these assets resulted from the last communication by the respective management company of the NAV of the Fund which, as at 31 December 2017, corresponds to the NAV at that date, with the exception of the Fundo Vega FCR, which reports on 30 June 2017. In addition, the valuation of these funds includes, among others, the following aspects: (i) these are funds whose latest Audit Reports available with reference to 31 December 2017 except for Discovery Real Estate Fund, FLIT-PTREL and Vega whose reference date is 31 December 2016 and for the Vallis Fund which is 30 September 2016) do not present any reservations; (ii) the funds are subject to supervision by the competent authorities.
Within the scope of the transfer of assets, the junior securities subscribed which carry a subordinated nature and are directly linked to the transferred assets, are fully provided for. Although the junior securities are fully provisioned, the Group still holds an indirect exposure to financial assets transferred, under the minority investment that holds in the pool of all assets transferred by financial institutions involved, through the holding of participation units of the funds (denominated in the table as senior securities).
The impairment for credit restructuring funds with impact on results, which occurred in 2017 amounts to Euros 52,149,000, of which Euros 45,956,000 are recorded in Other financial assets impairment (note 13) and Euros 6,193,000 in Other assets impairment (note 32).
As at 31 December 2016, the assets received under the scope of these operations are comprised of:
| 2016 | (Thousands of euros) | ||||
|---|---|---|---|---|---|
| Senior securities | Junior securities | ||||
| Participation units (note 23) |
Participation units (note 23) |
Capital supplies (note 32) |
Capital supplementary contributions (note 32) |
Total | |
| Fundo Recuperação Turismo FCR | |||||
| Gross value | 287,929 | - | 31,274 | - | 319,203 |
| Impairment | (45,611) | - | (31,274) | - | (76,885) |
| 242,318 | - | - | - | 242,318 | |
| Fundo Reestruturação Empresarial FCR | |||||
| Gross value | 84,112 | - | - | - | 84,112 |
| Impairment | (5,463) | - | - | - | (5,463) |
| 78,649 | - | - | - | 78,649 | |
| FLIT-PTREL | |||||
| Gross value | 299,479 | - | 38,155 | 2,939 | 340,573 |
| Impairment | (4,713) | - | (38,155) | (2,939) | (45,807) |
| 294,766 | - | - | - | 294,766 | |
| Vallis Construction Sector Fund | |||||
| Gross value | 203,172 | 36,292 | - | - | 239,464 |
| Impairment | (173,799) | (36,292) | - | - | (210,091) |
| 29,373 | - | - | - | 29,373 | |
| Fundo Recuperação FCR | |||||
| Gross value | 215,996 | - | 77,085 | - | 293,081 |
| Impairment | (70,698) | - | (77,085) | - | (147,783) |
| 145,298 | - | - | - | 145,298 | |
| Fundo Aquarius FCR | |||||
| Gross value | 136,111 | - | - | - | 136,111 |
| Impairment | (8,967) | - | - | - | (8,967) |
| 127,144 | - | - | - | 127,144 | |
| Discovery Real Estate Fund | |||||
| Gross value | 151,086 | - | - | - | 151,086 |
| Impairment | - | - | - | - | - |
| 151,086 | - | - | - | 151,086 | |
| Fundo Vega FCR | |||||
| Gross value | 44,848 | - | 66,950 | - | 111,798 |
| Impairment | - | - | (66,950) | - | (66,950) |
| 44,848 | - | - | - | 44,848 | |
| Total Gross value | 1,422,733 | 36,292 | 213,464 | 2,939 | 1,675,428 |
| Total Impairment | (309,251) | (36,292) | (213,464) | (2,939) | (561,946) |
| 1,113,482 | - | - | - | 1,113,482 |
As at 31 December 2017, the detail of the commitments of subscribed and unpaid capital for each of the corporate restructuring funds is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | |||
| Subscribed capital |
Capital realized |
Subscribed and unpaid capital |
|
| Fundo Recuperação Turismo FCR | 303,683 | 287,929 | 15,754 |
| Fundo Reestruturação Empresarial FCR | 101,133 | 85,237 | 15,896 |
| FLIT-PTREL | 260,244 | 260,244 | - |
| Vallis Construction Sector Fund | 238,929 | 238,929 | - |
| Fundo Recuperação FCR | 220,192 | 199,324 | 20,868 |
| Fundo Aquarius FCR | 156,100 | 138,045 | 18,055 |
| Discovery Real Estate Fund | 150,409 | 150,409 | - |
| Fundo Vega FCR | 51,185 | 47,087 | 4,098 |
| 1,481,875 | 1,407,204 | 74,671 |
The amount of subscribed capital does not include additional subscription commitments, which amount to Euros 20,978,000 in FLIT-PTREL, Euros 9,689,000 in Discovery and Euros 5,000 in Vallis.
Additionally are booked in Loans and advances to customer's portfolio and in balances Guarantees granted and Irrevocable credit lines, the following exposures and respective impairment:
| (Thousands of euros) | |||
|---|---|---|---|
| Items | 2017 | 2016 | |
| Loans and advances to customers | 271,997 | 351,624 | |
| Guarantees granted and irrevocable credit lines | 34,114 | 134,203 | |
| Gross exposure | 306,111 | 485,827 | |
| Impairment | (75,571) | (101,795) | |
| Net exposure | 230,540 | 384,032 |
Banco Comercial Português, S.A agreed to carry out a merger by incorporation of Banco Millennium Angola, S.A. with Banco Privado Atlântico, S.A, for that reason, that entity has been considered as a discontinued operation since 31 March 2016. In this context, costs and income for the period from 1 January to 30 April 2016 are presented in a single line denominated Result of discontinued or discontinued operations. After the completion of the merger, which occurred on 30 April 2016, the assets and liabilities of Banco Millennium Angola were derecognized from the balance sheet, and the interest held in Banco Millennium Atlântico, S.A. was registered as an associated company, as described in note 26.
As provided in point a) of IFRS 5 paragraph 33, the net cash flow attributable to operating activities, investing and financing activities of discontinued operations should be disclosed not being however mandatory for groups of assets held for sale that are newly acquired subsidiaries that meet the criteria for classification as held for sale on acquisition.
Following the completion of the merger, the Group has no longer the control over the Banco Millennium Angola, and now holds significant influence over the new entity, Banco Millennium Atlântico S.A., of 22.5% of its share capital. In this context, the Group valued its investment in the associated company Banco Millennium Atlântico, S.A at fair value.
The fair value of the shareholding attributable to Banco Comercial Português in Banco Millennium Atlântico at the date of opening balance (30 April 2016), was established by discounting the cash flows to equity associated to the Business Plan developed for the Project of the Merger between Banco Millennium Angola with Banco Privado Atlântico, adjusted to reflect the change in the local currency rate since the end of the year until that date and the date of opening balance, and the difference between the estimate of the combined Net Asset Value (which was based on the information available at the date of the fair value estimation) and the corresponding estimate in the Business Plan underlying the merger projection.
Additionally, the discretionary adjustment considered at the end of 2015 was kept, although to a lesser extent (-10% instead of -30%), in order to reflect the remaining uncertainty regarding the future evolution of economic and financial conditions in Angola, in spite of the gradual stabilisation that has taken place in the meantime.
The main effects are recognized in the consolidated financial statements associated to this operation were as follows:
The negative foreign exchange reserves of Euros 78,554,000 was annulled and recorded in Net income /(loss) of 2016, not implying net impact on equity.
After 30 April 2016, the equity method has been applied to the shareholding held in Banco Millennium Atlântico, S.A. which resulted in a positive contribution of Euros 13,306,000 to the Group's consolidated results of 2016 and other effects on shareholders' equity, in the positive amount of Euros 1,308,000, as at 31 December 2016 (note 26).
As at 31 December 2016, participation in Banco Millennium Atlântico, SA was recorded at Euros 219,754,000, including Euros 102,921,000 relating to goodwill (note 26).
The main items of 2016 income statement, related to this discontinued operation, are analysed as follows:
(Thousands of euros)
| 2016 | |||
|---|---|---|---|
| Banco | |||
| Millennium | |||
| Angola | Others | Total | |
| Net interest income | 37,690 | - | 37,690 |
| Net fees and commissions income | 8,777 | - | 8,777 |
| Net gains on trading | 26,962 | - | 26,962 |
| Other operating income | (328) | (533) | (861) |
| Total operating income | 73,101 | (533) | 72,568 |
| Staff costs | 12,020 | - | 12,020 |
| Other administrative costs | 11,129 | (533) | 10,596 |
| Depreciation | 3,009 | - | 3,009 |
| Total operating expense | 26,158 | (533) | 25,625 |
| Loans impairment and other provisions | (5,023) | - | (5,023) |
| Net operating income | 41,920 | - | 41,920 |
| Net gain from the sale of subsidiaries and other assets | 14 | - | 14 |
| Net income before income tax | 41,934 | - | 41,934 |
| Income tax | (5,128) | - | (5,128) |
| Net income for the year (note 17) | 36,806 | - | 36,806 |
In 2017, based on the requirements of IAS 29, Angola was considered, for the purpose of presenting financial statements in accordance with IFRS as adopted by the European Union, as a high inflation economy.
The evolution of the consumer price index in Angola in the last three years is as follows:
| 2017 | 2016 | 2015 | |
|---|---|---|---|
| Angola price index | 195.63 | 158.19 | 112.09 |
| Cumulative annual inflation (%) | 24 | 41 | 12 |
Source: National Bank of Angola
In this context, pro-forma accounts of the associate Banco Millennium Atlântico, S.A. ("BMA") were prepared, considering the effects of applying IAS 29, namely for non-monetary assets and liabilities, including goodwill, and equity items were restated by applying the price index from the date of acquisition or the date of the last revaluation. The restated asset amounts have been reduced by the amount that exceeds their recoverable value.
The effects of the application of IAS 29 calculated with reference to 1 January 2017 (restatement of non-monetary assets and liabilities and equity items) were recorded in equity without any impact on profit or loss. The effects of the application of IAS 29 in the 2017 were recorded in the income statement.
In the Group's consolidated accounts were also considered the following aspects:
The restatement of non-monetary assets and liabilities and equity items of BMA, in accordance with the requirements of IAS 29, was made from 30 April 2016 (date of the conclusion of the merger of Banco Privado Atlântico with Banco Millennium Angola, as described in more detail in notes 17 and 58);
The goodwill recorded in the Bank's consolidated accounts was restated considering the price index evolution after 30 April 2016, as regards to the date of the merger;
The amount of the investment held in BMA, after considering the effects of the application of IAS 29 described above, was compared to the respective recoverable amount as at 1 January 2017 and 31 December 2017, to conclude for the need to record impairment for the investment in this associate.
The application of IAS 29 on the investment held by the Group in BMA did not have any impact in net equity as at1 January 2017 and 31 December 2017, implying in 2017:
i) an increase in reserves and retained earnings of Euros 28,428,000:
ii) a decrease in the results of the same amount:
Therefore, as at 1 January 2017 and 31 December 2017, the investment held in the associate BMA amounts to Euros 219,754,000 and Euros 212,797,000, respectively (note 26).
The aforementioned effects include the appropriation of the gain or loss on the monetary items corresponding to the portion of capital held by the Group in the BMA, which, as at 31 December 2017, amounts to Euros 12,467,000.
As at 31 December 2017, the Group's subsidiary companies included in the consolidated accounts using the full consolidation method were as follows:
| Group | Bank | ||||||
|---|---|---|---|---|---|---|---|
| % | % | % | |||||
| Head | Share | economic effective | direct | ||||
| Subsidiary companies | office | capital | Currency | Activity | interests | held | held |
| Banco de Investimento Imobiliário, S.A. | Lisbon | 17,500,000 | EUR | Banking | 100.0 | 100.0 | 100.0 |
| Banco ActivoBank, S.A. | Lisbon | 17,500,000 | EUR | Banking | 100.0 | 100.0 | 100.0 |
| Bank Millennium, S.A. | Warsaw | 1,213,116,777 | PLN | Banking | 50.1 | 50.1 | 50.1 |
| Banque Privée BCP (Suisse) S.A. | Geneva | 70,000,000 | CHF | Banking | 100.0 | 100.0 | 100.0 |
| BCP África, S.G.P.S., Lda. | Funchal | 682,965,800 | EUR | Holding company | 100.0 | 100.0 | 100.0 |
| BCP Capital - Sociedade de Capital de Risco, S.A. | Oeiras | 2,000,000 | EUR | Venture capital | 100.0 | 100.0 | 100.0 |
| BCP International B.V. | Amsterdam | 18,000 | EUR | Holding company | 100.0 | 100.0 | 100.0 |
| BCP Investment B.V. | Amsterdam | 5,000 | EUR | Holding company | 100.0 | 100.0 | 100.0 |
| BCP Finance Bank, Ltd. | George Town | 246,000,000 | USD | Banking | 100.0 | 100.0 | – |
| BCP Finance Company | George Town | 90,911,185 | EUR | Financial | 100.0 | 34.1 | – |
| bcp holdings (usa), Inc. | Newark | 250 | USD | Holding company | 100.0 | 100.0 | – |
| BG Leasing, S.A. | Gdansk | 1,000,000 | PLN | Leasing | 74.0 | 37.1 | – |
| BIM - Banco Internacional de Moçambique, S.A. | Maputo | 4,500,000,000 | MZN | Banking | 66.7 | 66.7 | – |
| Millennium bcp Bank & Trust | George Town | 340,000,000 | USD | Banking | 100.0 | 100.0 | – |
| Millennium BCP - Escritório de | São Paulo | 52,270,768 | BRL | Financial Services | 100.0 | 100.0 | 100.0 |
| Representações e Serviços, Ltda. | |||||||
| Millennium bcp Participações, S.G.P.S., | Funchal | 25,000 | EUR | Holding company | 100.0 | 100.0 | 100.0 |
| Sociedade Unipessoal, Lda. | |||||||
| MB Finance AB | Stockholm | 500,000 | SEK | Financial | 100.0 | 50.1 | – |
| Enerparcela - Empreendimentos Imobiliários, S.A. | Oeiras | 37,200,000 | EUR | Real-estate management | 100.0 | 100.0 | – |
| Interfundos - Gestão de Fundos de | Oeiras | 1,500,000 | EUR | Investment fund | 100.0 | 100.0 | 100.0 |
| Investimento Imobiliários, S.A. | management | ||||||
| Adelphi Gere, Investimentos Imobiliários, S.A. | Oeiras | 10,706,743 | EUR | Real-estate management | 100.0 | 100.0 | – |
| Sadamora - Investimentos Imobiliários, S.A. | Oeiras | 11,737,399 | EUR | Real-estate management | 100.0 | 100.0 | – |
| Monumental Residence - Investimentos | Funchal | 30,300,000 | EUR | Real-estate management | 100.0 | 100.0 | – |
| Imobiliários, S.A. | |||||||
| Millennium bcp - Prestação de Serviços, A.C.E. | Lisbon | 331,000 | EUR | Services | 93.9 | 93.5 | 83.5 |
| Millennium bcp Teleserviços - Serviços | Lisbon | 50,004 | EUR | Videotext services | 100.0 | 100.0 | 100.0 |
| de Comércio Electrónico, S.A. | |||||||
| Millennium Dom Maklerski, S.A. | Warsaw | 16,500,000 | PLN | Brokerage services | 100.0 | 50.1 | – |
| Millennium Goodie Sp.z.o.o. | Warsaw | 500,000 | PLN | Consulting and services | 100.0 | 50.1 | – |
| Millennium Leasing, Sp.z o.o. | Warsaw | 48,195,000 | PLN | Leasing | 100.0 | 50.1 | – |
| Millennium Service, Sp.z o.o. | Warsaw | 1,000,000 | PLN | Services | 100.0 | 50.1 | – |
| Millennium Telecomunication, Sp.z o.o. | Warsaw | 100,000 | PLN | Brokerage services | 100.0 | 50.1 | – |
| Millennium TFI - Towarzystwo Funduszy | Warsaw | 10,300,000 | PLN | Investment fund | 100.0 | 50.1 | – |
| Inwestycyjnych, S.A. | management | ||||||
| Millennium bcp Imobiliária, S.A. | Oeiras | 50,000 | EUR | Real-estate management | 99.9 | 99.9 | 99.9 |
| Group | Bank | ||||||
|---|---|---|---|---|---|---|---|
| % | % | % | |||||
| Head | Share | economic effective | direct | ||||
| Subsidiary companies | office | capital | Currency | Activity | interests | held | held |
| MULTI 24 - Sociedade Imobiliária, SA | Lisbon | 44,919,000 | EUR | Real-estate management | 100.0 | 100.0 | – |
| Servitrust - Trust Management Services S.A. | Funchal | 100,000 | EUR | Trust services | 100.0 | 100.0 | 100.0 |
| Setelote - Aldeamentos Turísticos S.A. | Oeiras | 400,000 | EUR | Real-estate company | 100.0 | 100.0 | – |
| Irgossai - Urbanização e Construção, S.A. | Oeiras | 50,000 | EUR | Real-estate company | 100.0 | 100.0 | – |
| Imábida - Imobiliária da Arrábida, S.A. (*) | Oeiras | 1,750,000 | EUR | Real-estate company | 100.0 | 100.0 | 100.0 |
| Bichorro – Empreendimentos Turísticos | Oeiras | 2,150,000 | EUR | Real-estate company | 100.0 | 100.0 | – |
| e Imobiliários S.A. | |||||||
| Finalgarve – Sociedade de Promoção Imobiliária | Oeiras | 250,000 | EUR | Real-estate company | 100.0 | 100.0 | – |
| Turística, S.A. | |||||||
| Fiparso – Sociedade Imobiliária S.A | Oeiras | 50,000 | EUR | Real-estate company | 100.0 | 100.0 | – |
(*) - Company classified as non-current assets held for sale.
As at 31 December 2017, the investment and venture capital funds included in the consolidated accounts using the full consolidation method, as referred in the accounting policy presented in note 1 b), were as follows:
| Group | Bank | ||||||
|---|---|---|---|---|---|---|---|
| % | % | % | |||||
| Head | Nominal Value | economic effective | direct | ||||
| Subsidiary companies | office | Units | Currency | Activity | interests | held | held |
| Fundo de Investimento Imobiliário Imosotto | Oeiras | 153,883,066 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Acumulação | fund | ||||||
| Fundo de Investimento Imobiliário Gestão | Oeiras | 11,718,513 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Imobiliária | fund | ||||||
| Fundo de Investimento Imobiliário Imorenda | Oeiras | 137,657,450 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| fund | |||||||
| Fundo Especial de Investimento Imobiliário | Oeiras | 304,320,700 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Oceânico II | fund | ||||||
| Fundo Especial de Investimento Imobiliário | Oeiras | 12,009,785,300 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Fechado Stone Capital | fund | ||||||
| Fundo Especial de Investimento Imobiliário | Oeiras | 16,149,800,900 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Fechado Sand Capital | fund | ||||||
| Fundo de Investimento Imobiliário Fechado | Oeiras | 6,653,257 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Gestimo | fund | ||||||
| Fundo Especial de Investimento Imobiliário | Oeiras | 7,791,600 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Fechado Intercapital | fund | ||||||
| Millennium Fundo de Capitalização - Fundo de | Oeiras | 18,307,000 | EUR | Venture capital fund | 100.0 | 100.0 | 100.0 |
| Capital de Risco | |||||||
| Funsita - Fundo Especial de Investimento | Oeiras | 8,834,000 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Imobiliário Fechado | fund | ||||||
| Multiusos Oriente - Fundo Especial de | Oeiras | 491,610 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Investimento Imobiliário Fechado | fund |
| % | % | % | |||||
|---|---|---|---|---|---|---|---|
| Head | Nominal Value | economic effective | direct | ||||
| Subsidiary companies | office | Units | Currency | Activity | interests | held | held |
| Grand Urban Investment Fund - Fundo Especial | Oeiras | 134,023,100 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| de Investimento Imobiliário Fechado | fund | ||||||
| Fundial – Fundo Especial de Investimento | Oeiras | 21,850,850 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Imobiliário Fechado | fund | ||||||
| DP Invest – Fundo Especial de Investimento | Oeiras | 4,785,000 | EUR | Real estate investment | 54.0 | 54.0 | 54.0 |
| Imobiliário Fechado | fund | ||||||
| Fundipar – Fundo Especial de Investimento | Oeiras | 11,945,000 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Imobiliário Fechado | fund | ||||||
| MR – Fundo Especial de Investimento | Oeiras | 31,056,099 | EUR | Real estate investment | 100.0 | 100.0 | 100.0 |
| Imobiliário Fechado | fund | ||||||
| Domus Capital– Fundo Especial de Investimento | Oeiras | 2,600,000 | EUR | Real estate investment | 50.0 | 50.0 | 50.0 |
| Imobiliário Fechado | fund | ||||||
| Predicapital – Fundo Especial de Investimento | Oeiras | 50,169,036 | EUR | Real estate investment | 60.0 | 60.0 | 60.0 |
| Imobiliário Fechado (*) | fund |
(*) - Company classified as non-current assets held for sale.
The Group held a set of securitization transactions regarding mortgage loans which were set through specifically created SPE. As referred in accounting policy 1 b), when the substance of the relationships with the SPEs indicates that the Group holds control of its activities, the SPE are fully consolidated, following the application of IFRS 10.
As at 31 December 2017, the SPEs included in the consolidated accounts under the full consolidation method are as follows:
| Group | Bank | ||||||
|---|---|---|---|---|---|---|---|
| % | % | % | |||||
| Head | Share | economic effective | direct | ||||
| Special Purpose Entities | office | capital | Currency | Activity | interests | held | held |
| Magellan Mortgages No.2 Limited | Dublin | 40,000 | EUR | Special Purpose Entities | 100.0 | 100.0 | 100.0 |
| Magellan Mortgages No.3 Limited | Dublin | 40,000 | EUR | Special Purpose Entities | 82.4 | 82.4 | 82.4 |
As at 31 December 2017, the Group's subsidiary insurance companies included in the consolidated accounts under the full consolidation method were as follows:
| Group | Bank | ||||||
|---|---|---|---|---|---|---|---|
| % | % | % | |||||
| Head | Share | economic effective | direct | ||||
| Subsidiary companies | office | capital | Currency | Activity | interests | held | held |
| S&P Reinsurance Limited | Dublin | 1,500,000 | EUR | Life reinsurance | 100.0 | 100.0 | 100.0 |
| SIM - Seguradora Internacional de | Maputo | 147,500,000 | MZN | Insurance | 92.0 | 61.4 | – |
| Moçambique, S.A.R.L. |
As at 31 December 2017, the Group's associated companies included in the consolidated accounts under the equity method are as follows:
| Group | Bank | |||||||
|---|---|---|---|---|---|---|---|---|
| % | % | % | ||||||
| Head | Share | economic effective | direct | |||||
| Associated companies | office | capital | Currency | Activity | interests | held | held | |
| Banco Millennium Atlântico, S.A. | Luanda | 53,821,603,000 | AOA | Banking | 22.7 | 22.5 | – | |
| Banque BCP, S.A.S. | Paris | 126,955,886 | EUR | Banking | 19.9 | 19.9 | 19.9 | |
| ACT-C-Indústria de Cortiças, S.A. | Sta.Maria Feira | 17,923,610 | EUR | Extractive industry | 20.0 | 20.0 | 20.0 | |
| Beiranave Estaleiros Navais Beira SARL | Beira | 2,849,640 | MZN | Naval shipyards | 22.8 | 14.0 | – | |
| Constellation, S.A. | Maputo | 1,053,500,000 | MZN | Property management | 20.0 | 12.3 | – | |
| Exporsado - Comércio e Indústria de | Setúbal | 483,750 | EUR | Trade and industry of sea | 35.0 | 35.0 | – | |
| Produtos Do Mar, Lda. | products | |||||||
| Lubuskie Fabryki Mebli, S.A. | Swiebodzin | 13,400,050 | PLN | Furniture manufacturer | 50.0 | 25.1 | – | |
| Mundotêxtil - Indústrias Têxteis, S.A. | Vizela | 11,150,000 | EUR | Textile products, except | 25.1 | 25.1 | – | |
| SIBS, S.G.P.S., S.A. | Lisbon | 24,642,300 | EUR | Banking services | 23.3 | 21.9 | – | |
| Sicit - Sociedade de Investimentos e Consultoria | Oeiras | 50,000 | EUR | Advisory | 25.0 | 25.0 | 25.0 | |
| em Infra-Estruturas de Transportes, S.A | ||||||||
| UNICRE - Instituição Financeira de Crédito, S.A. | Lisbon | 10,000,000 | EUR | Credit cards | 32.0 | 32.0 | 0.6 | |
| Webspectator Corporation | Delaware | 950 | USD | Digital advertising services | 25.1 | 25.1 | 25.1 |
As at 31 December 2017 the Group's associated insurance companies included in the consolidated accounts under the equity method were as follows:
| Group | Bank | ||||||
|---|---|---|---|---|---|---|---|
| % | % | % | |||||
| Head | Share | economic effective | direct | ||||
| Associated companies | office | capital | Currency | Activity | interests | held | held |
| Millenniumbcp Ageas Grupo Segurador, | Oeiras | 775,002,375 | EUR | Holding company | 49.0 | 49.0 | 49.0 |
| S.G.P.S., S.A. | |||||||
| Ocidental - Companhia Portuguesa de | Oeiras | 22,375,000 | EUR | Life insurance | 49.0 | 49.0 | – |
| Seguros de Vida, S.A. | |||||||
| Ocidental - Sociedade Gestora de Fundos | Oeiras | 1,200,000 | EUR | Pension fund management | 49.0 | 49.0 | – |
| de Pensões, S.A. |
During 2017, the Group liquidated its subsidiaries Propaço - Sociedade Imobiliária de Paço D'Arcos, Lda , M Inovação - Fundo de Capital de Risco BCP Capital, Imoport - Fundo de Investimento Imobiliário Fechado and Caracas Financial Services, Limited and the associated company Imbondeiro Development Corporation. The Group also sold the associated companies Nanium SA., Luanda Waterfront Corporation and Baía de Luanda - Promoção, Montagem e Gestão de Negócios, S.A.
As regards to the 3.6% investment held in Banque BCP (Luxembourg), S.A., it was no longer considered as associated company because the Group no longer maintains a significant influence on the bank.
Regarding the entries in the consolidation perimeter, were included the investment funds Domus Capital– Fundo Especial de Investimento Imobiliário Fechado and Predicapital – Fundo Especial de Investimento Imobiliário Fechado.
| (Thousands of euros) | |||
|---|---|---|---|
| Notes | 2017 | 2016 | |
| Interest and similar income | 3 | 1,013,310 | 1,131,067 |
| Interest expense and similar charges | 3 | (219,101) | (410,754) |
| NET INTEREST INCOME | 794,209 | 720,313 | |
| Dividends from equity instruments | 4 | 73,197 | 215,176 |
| Net fees and commissions income | 5 | 433,256 | 434,333 |
| Net gains / (losses) arising from trading and hedging activities | 6 | 25,820 | 31,739 |
| Net gains / (losses) arising from financial assets available for sale | 7 | 116,565 | 95,794 |
| Other operating income / (loss) | 8 | (25,699) | (11,771) |
| TOTAL OPERATING INCOME | 1,417,348 | 1,485,584 | |
| Staff costs | 9 | 325,409 | 171,869 |
| Other administrative costs | 10 | 235,803 | 244,325 |
| Amortizations and depreciations | 11 | 28,993 | 24,699 |
| TOTAL OPERATING EXPENSES | 590,205 | 440,893 | |
| OPERATING NET INCOME BEFORE PROVISIONS AND IMPAIRMENTS | 827,143 | 1,044,691 | |
| Loans impairment | 12 | (533,296) | (1,030,606) |
| Other financial assets impairment | 13 | (70,310) | (295,304) |
| Other assets impairment | 24, 25 and 29 | (132,597) | (211,970) |
| Other provisions | 14 | (50,491) | (87,572) |
| NET OPERATING INCOME / (LOSS) | 40,449 | (580,761) | |
| Gains / (losses) arising from sales of subsidiaries and other assets | 15 | 21,419 | 167,941 |
| NET INCOME / (LOSS) BEFORE INCOME TAXES | 61,868 | (412,820) | |
| Income taxes | |||
| Current | 28 | (2,489) | (4,854) |
| Deferred | 28 | 58,642 | 486,982 |
| NET INCOME FOR THE YEAR | 118,021 | 69,308 | |
| Earnings per share (in Euros) | 16 | ||
| Basic | 0.009 | 0.056 | |
| Diluted | 0.009 | 0.056 |
Chief Accountant The Executive Committee
| (Thousands of euros) | |||
|---|---|---|---|
| Notes | 2017 | 2016 | |
| NET INCOME / (LOSS) FOR THE YEAR | 118,021 | 69,308 | |
| ITEMS THAT MAY BE RECLASSIFIED TO THE | |||
| INCOME STATEMENT | |||
| Fair value reserves | 39 | 125,012 | (148,078) |
| Taxes | (37,436) | 43,637 | |
| 87,576 | (104,441) | ||
| ITEMS THAT WILL NOT BE RECLASSIFIED TO | |||
| THE INCOME STATEMENT | |||
| Actuarial (gains) / losses for the year | |||
| Gross amount | 44 | 28,899 | (299,840) |
| Taxes | (44,741) | 68,841 | |
| (15,842) | (230,999) | ||
| Other comprehensive income / (loss) for the year | 71,734 | (335,440) | |
| TOTAL COMPREHENSIVE INCOME / (LOSS) FOR THE YEAR | 189,755 | (266,132) | |
Chief Accountant The Executive Committee
| (Thousands of euros) | |||
|---|---|---|---|
| Notes | 2017 | 2016 | |
| ASSETS | |||
| Cash and deposits at Central Banks | 17 | 1,291,663 | 790,733 |
| Loans and advances to credit institutions | |||
| Repayable on demand | 18 | 156,460 | 312,595 |
| Other loans and advances | 19 | 1,254,472 | 1,497,180 |
| Loans and advances to customers | 20 | 33,356,945 | 34,028,229 |
| Financial assets held for trading | 21 | 770,639 | 953,557 |
| Other financial assets held for trading | |||
| at fair value through profit or loss | 21 | 142,336 | 146,664 |
| Financial assets available for sale | 21 | 6,692,982 | 5,959,643 |
| Hedging derivatives | 22 | 18,804 | 33,347 |
| Financial assets held to maturity | 23 | 342,785 | 409,791 |
| Investments in subsidiaries and associated companies | 24 | 3,370,361 | 3,464,107 |
| Non-current assets held for sale | 25 | 1,480,112 | 1,621,304 |
| Other tangible assets | 26 | 217,101 | 218,309 |
| Intangible assets | 27 | 21,409 | 14,526 |
| Current tax assets | 7,208 | 11,136 | |
| Deferred tax assets | 28 | 3,018,508 | 3,050,307 |
| Other assets | 29 | 1,434,731 | 1,270,437 |
| TOTAL ASSETS | 53,576,516 | 53,781,865 | |
| LIABILITIES | |||
| Resources from credit institutions | 30 | 7,825,051 | 9,745,520 |
| Resources from customers | 31 | 35,037,427 | 33,957,969 |
| Debt securities issued | 32 | 2,381,881 | 2,755,844 |
| Financial liabilities held for trading | 33 | 381,380 | 534,483 |
| Hedging derivatives | 22 | 112,352 | 108,313 |
| Provisions | 34 | 269,057 | 223,633 |
| Subordinated debt | 35 | 1,021,541 | 1,416,033 |
| Current tax liabilities | 1,269 | 2,684 | |
| Other liabilities | 36 | 617,291 | 585,841 |
| TOTAL LIABILITIES | 47,647,249 | 49,330,320 | |
| EQUITY | |||
| Share capital | 37 | 5,600,738 | 4,268,818 |
| Share premium | 37 | 16,471 | 16,471 |
| Other equity instruments | 37 | 2,922 | 2,922 |
| Legal and statutory reserves | 38 | 252,806 | 245,875 |
| Fair value reserves | 39 | 44,501 | (43,075) |
| Reserves and retained earnings | 39 | (106,192) | (108,774) |
| Net income for the year | 118,021 | 69,308 | |
| TOTAL EQUITY | 5,929,267 | 4,451,545 | |
| 53,576,516 | 53,781,865 |
Chief Accountant The Executive Committee
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| CASH FLOWS ARISING FROM OPERATING ACTIVITIES | ||
| Interests received | 980,099 | 1,053,333 |
| Commissions received | 557,616 | 555,621 |
| Fees received from services rendered | 53,230 | 253,678 |
| Interests paid | (227,797) | (384,903) |
| Commissions paid | (96,479) | (69,893) |
| Recoveries on loans previously written off | 14,067 | 29,748 |
| Payments to suppliers and employees | (646,999) | (518,331) |
| Income taxes (paid) / received | 2,073 | (16,770) |
| 635,810 | 902,483 | |
| Decrease / (increase) in operating assets: | ||
| Receivables from / (Loans and advances to) credit institutions | 241,224 | (703,796) |
| Loans and advances to customers receivable | 136,278 | 1,182,924 |
| Short term trading account securities | 28,689 | 21,706 |
| Increase / (decrease) in operating liabilities: | ||
| Deposits from credit institutions repayable on demand | 64,665 | (240,196) |
| Deposits from credit institutions with agreed maturity date | (1,969,719) | 1,707,963 |
| Deposits from clients repayable on demand | 2,240,921 | 896,042 |
| Deposits from clients with agreed maturity date | (1,089,194) | (2,071,678) |
| 288,674 | 1,695,448 | |
| CASH FLOWS ARISING FROM INVESTING ACTIVITIES | ||
| Sale of shares in subsidiaries and associated companies | 714,111 | 181,743 |
| Acquisition of shares in subsidiaries and associated companies | (649,734) | (25,329) |
| Dividends received | 73,197 | 215,176 |
| Interest income from available for sale financial assets and held to maturity financial assets | 88,673 | 107,435 |
| Sale of available for sale financial assets | 5,970,593 | 5,233,729 |
| Acquisition of available for sale financial assets | (6,676,995) | (5,122,544) |
| Maturity of available for sale financial assets | 363,497 | 347,882 |
| Acquisition of tangible and intangible assets | (45,196) | (45,278) |
| Sale of tangible and intangible assets | 883 | 1,253 |
| Decrease / (increase) in other sundry assets | (160,425) | (824,093) |
| (321,396) | 69,974 | |
| CASH FLOWS ARISING FROM FINANCING ACTIVITIES | ||
| Issuance of subordinated debt | 300,000 | - |
| Reimbursement of subordinated debt | (701,920) | (121,259) |
| Issuance of debt securities | 1,139,682 | 53,160 |
| Reimbursement of debt securities | (1,680,978) | (1,350,800) |
| Issuance of commercial paper and other securities | 188,076 | 57,588 |
| Reimbursement of commercial paper and other securities | (9,674) | (19,202) |
| Share capital increase | 1,295,148 | 174,582 |
| Increase / (decrease) in other sundry liabilities | (152,817) | (134,218) |
| 377,517 | (1,340,149) | |
| Net changes in cash and equivalents | 344,795 | 425,273 |
| Cash and equivalents at the beginning of the year | 648,507 | 488,310 |
| Deposits at Central Banks (note 17) | 454,821 | 189,745 |
| CASH AND EQUIVALENTS AT THE BEGINNING OF THE YEAR | 1,103,328 | 678,055 |
| Cash (note 17) | 337,534 | 335,912 |
| Deposits at Central Banks (note 17) | 954,129 | 454,821 |
| Loans and advances to credit institutions repayable on demand (note 18) | 156,460 | 312,595 |
| CASH AND EQUIVALENTS AT THE END OF THE YEAR | 1,448,123 | 1,103,328 |
Chief Accountant The Executive Committee
| (Thousands of euros) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Other | Legal and | Reserves | Net income | |||||
| Share | Share | equity | statutory | Fair value | and retained | for | Total | |
| capital | premium | instruments | reserves | reserves | earnings | the year | equity | |
| BALANCE AS AT 31 DECEMBER 2015 (RESTATED) | 4,094,235 | 16,471 | 2,922 | 223,270 | 61,366 | 65,921 | 85,044 | 4,549,229 |
| Net income for the year | - | - | - | - | - | - | 69,308 | 69,308 |
| Fair value reserves (note 39) | - | - | - | - | (104,441) | - | - | (104,441) |
| Actuarial losses for the year (note 44): | ||||||||
| Gross value | - | - | - | - | - | (299,840) | - | (299,840) |
| Taxes | - | - | - | - | - | 68,841 | - | 68,841 |
| TOTAL COMPREHENSIVE INCOME | - | - | - | - | (104,441) | (230,999) | 69,308 | (266,132) |
| Results aplications: | ||||||||
| Legal reserve (note 38) | - | - | - | 22,605 | - | - | (22,605) | - |
| Transfers for Reserves and retained earnings | - | - | - | - | - | 62,439 | (62,439) | - |
| Share capital increase (note 37) | 174,583 | - | - | - | - | - | - | 174,583 |
| Regrouping of shares (note 42) | - | - | - | - | - | (1,048) | - | (1,048) |
| Costs related to the share capital increase | - | - | - | - | - | (6,437) | - | (6,437) |
| Tax related to costs arising from the | ||||||||
| share capital increase | - | - | - | - | - | 1,350 | - | 1,350 |
| BALANCE AS AT 31 DECEMBER 2016 | 4,268,818 | 16,471 | 2,922 | 245,875 | (43,075) | (108,774) | 69,308 | 4,451,545 |
| Net income for the year | - | - | - | - | - | - | 118,021 | 118,021 |
| Fair value reserves (note 39) | - | - | - | - | 87,576 | - | - | 87,576 |
| Actuarial losses for the year (note 44): | ||||||||
| Gross value | - | - | - | - | - | 28,899 | - | 28,899 |
| Taxes | - | - | - | - | - | (44,741) | - | (44,741) |
| TOTAL COMPREHENSIVE INCOME | - | - | - | - | 87,576 | (15,842) | 118,021 | 189,755 |
| Results aplications: | ||||||||
| Legal reserve (note 38) | - | - | - | 6,931 | - | - | (6,931) | - |
| Transfers for Reserves and retained earnings | - | - | - | - | - | 62,377 | (62,377) | - |
| Share capital increase (note 37) | 1,331,920 | - | - | - | - | - | - | 1,331,920 |
| Costs related to the share capital increase | - | - | - | - | - | (36,772) | - | (36,772) |
| Tax related to costs arising from the | ||||||||
| share capital increase (a) | - | - | - | - | - | (8,264) | - | (8,264) |
| Other reserves (note 39) | - | - | - | - | - | 1,083 | - | 1,083 |
| BALANCE AS AT 31 DECEMBER 2017 | 5,600,738 | 16,471 | 2,922 | 252,806 | 44,501 | (106,192) | 118,021 | 5,929,267 |
(a) Includes the derecognition of deferred taxes related to tax losses from previous years associated to costs arising from the share capital increase
Chief Accountant The Executive Committee
Banco Comercial Português, S.A. Sociedade Aberta (the 'Bank') is a private capital bank, established in Portugal in 1985. It started operating on 5 May, 1986, and these financial statements reflect the results of the operations of the Bank, for the years ended 31 December 2017 and 2016.
The Bank's separate financial statements up to and including 31 December 31 2015 were prepared and presented in accordance with the Adjusted Accounting Standards issued by the Bank of Portugal.
The Adjusted Accounting Standards issued by Bank of Portugal were based on the application of the International Financial Reporting Standards (IFRS) in force and adopted by the European Union, except for the matters defined in no. 2 and 3 of Notice no. 1/2005 and no. 2 of Notice no. 4/2005 of the Bank of Portugal ('NCA's'). The NCAs included the standards issued by the International Accounting Standards Board (IASB) as well as the interpretations issued by the International Financial Reporting Interpretations Committee (IFRIC) and their predecessor bodies, except for the aspects already mentioned in Notices no. 1/2005 and no. 4/2005 of the Bank of Portugal: i) valuation and provisioning of the credit granted, for which Notice no. 3/95 of the Bank of Portugal was used; (ii) benefits to employees through the establishment of a deferral period of accounting impact resulting from the transition to IAS 19 criteria; and (iii) restriction of the application of certain options provided for in IAS / IFRS.
As of January 1, 2016, following the publication of Bank of Portugal Notice no. 5/2015, of 30 December, the Bank's separate financial statements are now prepared in accordance with International Financial Reporting Standards (IAS/IFRS) as adopted by the European Union, which were already used in the preparation and presentation of its consolidated financial statements since 2005.
As a result of this change, the loan portfolio, guarantees provided and other operations of a similar nature became subject to impairment losses, calculated in accordance with the requirements of International Accounting Standard 39 - Financial Instruments: Recognition and Measurement (IAS 39), replacing the register of provisions for specific risks and for general credit risks and for country risk, in accordance with Bank of Portugal Notice no. 3/95, of 30 June. Accordingly, the Bank retrospectively applied the new policy in its financial statements (restatement), with reference to the first comparative period presented, that is, 1 January 2015. In this sense, the Separate Balance Sheet as of 1 January and 31 December 2015 and the Separate Income Statements, Separate Statements of Comprehensive Income and Separate Statements of Changes in Equity for the year ended as at 31 December 2015 were restated, as presented in more detail in note 51.
In accordance with Regulation (EC) no. 1606/2002 from the European Parliament and the Council, of 19 July 2002 and Regulation no. 1/2005 from the Bank of Portugal (revoked by Notice no. 5/2015 from Bank of Portugal), the Bank's financial statements are prepared in accordance with International Financial Reporting Standards ('IFRS') as endorsed by the European Union ('EU') since the year 2016. IFRS comprise accounting standards issued by the International Accounting Standards Board ('IASB') as well as interpretations issued by the International Financial Reporting Interpretations Committee ('IFRIC') and their predecessor bodies. The financial statements presented were approved on 23 April 2018 by the Bank's Board of Directors. The financial statements are presented in thousands of Euros, rounded to the nearest thousand.
All the references in this document related to any normative always report to current version.
These separate financial statements are a translation of financial statements originally issued in Portuguese. In the event of discrepancies, the Portuguese language version prevails.
The Bank's financial statements for the year ended 31 December 2017 were prepared in terms of recognition and measurement in accordance with the IFRS adopted by the EU and effective on that date.
The Bank has adopted IFRS and interpretations mandatory for accounting periods beginning on or after 1 January 2017, as referred in note 48. The accounting policies in this note were applied consistently and are consistent with those used in the preparation of the restated financial statements of the previous period.
The Bank's financial statements are prepared under the historical cost convention, as modified by the application of fair value for derivative financial instruments, financial assets and liabilities at fair value through profit or loss and financial assets available for sale, except those for which a reliable measure of fair value is not available. Financial assets and liabilities that are covered under hedge accounting are stated at fair value in respect of the risk that is being hedged, if applicable. Other financial assets and liabilities and non-financial assets and liabilities are stated at amortised cost or historical cost. Non-current assets and disposal groups held for sale are stated at the lower of carrying amount or fair value less costs to sell. The liability for defined benefit obligations is recognised as the present value of the past liabilities with pensions net of the value of the fund's assets.
The preparation of the financial statements in accordance with IFRS requires the Board of Directors, on the advice of the Executive Committee to make judgments, estimates and assumptions that affect the application of the accounting policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and other factors that are believed to be reasonable under the circumstances and form the basis for making the judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The issues involving a higher degree of judgment or complexity or for which assumptions and estimates are considered to be significant are presented in note 1 ab).
Loans and advances to customers includes loans and advances originated by the Bank which are not intended to be sold in the short term and are recognised when cash is advanced to customers.
The derecognition of these assets occurs in the following situations: (i) the contractual rights of the Bank have expired; or (ii) the Bank transferred substantially all the associated risks and rewards.
Loans and advances to customers are initially recognised at fair value plus any directly attributable transaction costs and fees and are subsequently measured at amortised cost using the effective interest method, being presented in the balance sheet net of impairment losses.
The Bank's policy consists in a regular assessment of the existence of objective evidence of impairment in the loan portfolios. Impairment losses identified are charged against results and subsequently, if there is a reduction of the estimated impairment loss, the charge is reversed against results, in a subsequent period.
After the initial recognition, a loan or a loan portfolio, defined as a group of loans with similar credit risk characteristics, can be classified as impaired when there is an objective evidence of impairment as a result of one or more events and when these have an impact on the estimated future cash flows of the loan or of the loan portfolio that can be reliably estimated.
According to IAS 39, there are two methods of calculating impairment losses: (i) individually assessed loans; and (ii) collective assessment.
Impairment losses on individually assessed loans are determined by an evaluation of the exposures on a case-by-case basis. For each loan considered individually significant, the Bank assesses, at each balance sheet date, the existence of any objective evidence of impairment. In determining such impairment losses on individually assessed loans, the following factors, among others, are considered:
Bank's aggregate exposure to the customer and the existence of overdue loans;
the viability of the customer's business and capability to generate sufficient cash flow to service their debt obligations in the future;
Impairment losses are calculated by comparing the present value of the expected future cash flows, discounted at the original effective interest rate of the loan, with its current carrying value, being the amount of any loss charged in the income statement. The carrying amount of impaired loans is presented in the balance sheet net of impairment loss. For loans with a variable interest rate, the discount rate used corresponds to the effective annual interest rate, which was applicable in the period that the impairment was determined.
Loans that are not identified as having an objective evidence of impairment are grouped on the basis of similar credit risk characteristics, and assessed collectively.
Impairment losses are calculated on a collective basis under two different scenarios:
for homogeneous groups of loans that are not considered individually significant; or
losses which have been incurred but have not yet been reported (IBNR) on loans for which no objective evidence of impairment is identified (see last paragraph (i)).
The collective impairment loss is determined considering the following factors:
The methodology and assumptions used to estimate the future cash flows are reviewed regularly by the Bank.
Loans, for which no evidence of impairment has been identified, are grouped together based on similar credit risk characteristics for calculating a collective impairment loss. This analysis allows the Bank's recognition of losses whose identification in individual terms only occurs in future periods.
Loans and advances to customers are written-off when there is no realistic expectation, from an economic perspective, and for collateralised loans when the funds from the realization of the collateral have already been received, by the use of impairment losses when they correspond to 100% of the credits value considered as non-recoverable.
Financial assets are recognized on the trade date, thus, in the date that the Bank commits to purchase the asset and are classified considering the intent behind them, according to the categories described below:
The financial assets and liabilities acquired or issued with the purpose of sale or re-acquisition on the short term, namely bonds, treasury bills or shares, those which are part of a financial instruments portfolio and for which there is evidence of a recent pattern of short-term profit taking or that can be included in the definition of derivative (except in the case of a derivative classified as hedging) are classified as trading. The dividends associated to these portfolios are accounted in Net gains / (losses) arising on trading and hedging activities.
The interest from debt instruments is recognised as net interest income.
Trading derivatives with a positive fair value are included in Financial assets held for trading and the trading derivatives with negative fair value are included in Financial liabilities held for trading.
The Bank has adopted the Fair Value Option for certain own bond issues, loans and time deposits that contain embedded derivatives or with related hedging derivatives. The variations of the Bank's credit risk related to financial liabilities accounted under the Fair Value Option are disclosed in the note Net gains / (losses) arising from trading and hedging activities (note 6).
The designation of other financial assets and liabilities at fair value through profit and losses (Fair Value Option) may be performed whenever at least one of the following requirements is fulfilled:
the financial assets and liabilities are managed, evaluated and reported internally at its fair value;
the designation eliminates or significantly reduces the accounting mismatch of the transactions;
the financial assets and liabilities include derivatives that significantly change the cash-flows of the original contracts (host contracts).
Considering that the transactions carried out by the Bank in the normal course of its business are in market conditions, the assets and liabilities financial instruments at fair value through profit or loss are recognised initially at their fair value, with the costs or income associated with the transactions recognised in results at the initial moment, with subsequent changes in fair value recognized in profit or loss. Patrimonial variations in the fair value are recorded in Net gains / (losses) arising from trading and hedging activities (note 6). The accrual of interest and the premium / discount (when applicable) is recognised in the Net interest income based on the effective interest rate of each transaction, as well as the accrual of interest from derivatives associated with financial instruments classified in this category.
Financial assets available for sale held with the purpose of being maintained by the Bank, namely bonds, treasury bills or shares, are classified as available for sale, except if they are classified in another category of financial assets. The financial assets available for sale are initially accounted at fair value, including all expenses or income associated with the transactions. The financial assets available for sale are subsequently measured at fair value. The changes in fair value are accounted for against "Fair value reserves". On disposal of the financial assets available for sale or if impairment loss exists, the accumulated gains or losses recognised as fair value reserves are recognised under "Net gains / (losses) arising from available for sale financial assets" or "Impairment for other financial assets", in the income statement, respectively. Interest income from debt instruments is recognised in Net interest income based on the effective interest rate, including a premium or discount when applicable. Dividends are recognised in profit and losses when the right to receive the dividends is attributed.
The financial assets held to maturity include non-derivative financial assets with fixed or determinable payments and fixed maturity, for which the Bank has the intention and ability to maintain until the maturity of the assets and that were not included in other categories of financial assets. These financial assets are initially recognised at fair value and subsequently measured at amortised cost. The interest is calculated using the effective interest rate method and recognised in Net interest income. The impairment losses are recognised in profit and loss when identified.
Any reclassification or disposal of financial assets included in this category that does not occur close to the maturity of the assets, or if it is not framed in the exceptions stated by the rules, will require the Bank to reclassify the entire portfolio as Financial assets available for sale and the Bank will not be allowed to classify any assets under this category for the following two years.
Non-derivative financial assets with fixed or determined payments, that are not quoted in a market and which the Bank does not intend to sell immediately or in a near future, may be classified in this category.
In addition to loans granted, the Bank recognises in this category unquoted bonds and commercial paper. The financial assets recognised in this category are initially accounted at fair value and subsequently at amortised cost net of impairment. The transaction costs are included in the effective interest rate for these financial instruments. The interest accounted based on the effective interest rate method are recognised in Net interest income.
The impairment losses are recognised in profit and loss when identified.
Other financial liabilities are all financial liabilities that are not recognised as financial liabilities at fair value through profit and loss. This category includes money market transactions, resources from customers and from other financial institutions, issued debt, and other transactions.
These financial liabilities are initially recognised at fair value and subsequently at amortised cost. The related transaction costs are included in the effective interest rate. The interest calculated at the effective interest rate is recognised in Net interest income.
The financial gains or losses calculated at the time of repurchase of other financial liabilities are recognised as Net gains / (losses) from trading and hedging activities, when occurred.
The Bank has four residential mortgage credit securitizations operations (Magellan Mortgages No.1, No.2, No.3 e No.4) which portfolios were accounted derecognized of the separate balance of the Bank, as the residual notes of the referred operations were sold to institutional investors and consequently, the risks and the benefits were substantially transferred.
The four operations are traditional securitizations, where each mortgage loan portfolio was sold to a Portuguese Loan Titularization Fund, which has financed this purchase through the sale of titularization units to a SPE with office in Ireland. At the same time this SPE issued and sold in the capital markets a group of different classes of bonds.
The Bank has two synthetic operations. Caravela SME No.3, which operation started on 28 June 2013, based on a medium and long term loans portfolio of current accounts and authorized overdrafts granted by BCP, mainly to small and medium companies.
Caravela SME No.4 is a similar operation, initiated on 5 June 2014, which portfolio contains car, real estate and equipment leasing granted between the Bank and a group of clients that belong to the same segment (small and medium companies).
In both operations, the Bank hired a Credit Default Swap (CDS) with a Special Purpose Vehicle (SPV), buying by this way the protection for the total portfolio referred. Both cases, the synthetic securitizations, the same CDS, the risk of the respective portfolios were divided in 3 classes: senior, mezzanine and equity. The mezzanine and part of the equity (20%) were placed in the market through an SPV, and the subscription by investors, the Credit Linked Notes (CLNs). The Bank retained the senior risk and part of the equity remaining (80%). The product of the CLNs issue was invested by the SPV in a deposit which total collateral the responsibilities in the presence of the Bank, in accordance of the CDS.
At each balance sheet date, an assessment is made of the existence of objective evidence of impairment. A financial asset or group of financial assets are impaired when there is objective evidence of impairment resulting from one or more events that occurred after its initial recognition, such as: (i) for listed securities, a prolonged devaluation or a significant decrease in its quoted price, and (ii) for unlisted securities, when that event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be estimated reasonably. According to the Bank's policies, 30% depreciation in the fair value of an equity instrument is considered a significant devaluation and the 1 year period is assumed to be a prolonged decrease in the fair value below the acquisition cost.
If an available for sale asset is determined to be impaired, the cumulative loss (measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that financial asset previously recognised in the profit or loss) is removed from fair value reserves and recognised in profit or loss. If, in a subsequent period, the fair value of a debt instrument classified as available for sale increases and the increase can be objectively related to an event occurred after the impairment loss was recognised in the profit or loss, the impairment loss is reversed through the income statement. Reversal of impairment losses on equity instruments, classified as financial assets available for sale, is recognised as a gain in fair value reserves when it occurs (there is no reversal in profit and losses).
Embedded derivatives should be accounted for separately as derivatives, if the economic risks and benefits of the embedded derivative are not closely related to the host contract, as long as the hybrid (combined) instrument is not initially measured at fair value with changes through profit and loss. Embedded derivatives are classified as trading and recognised at fair value with changes through profit and loss.
The Bank designates derivatives and other financial instruments to hedge its exposure to interest rate and foreign exchange risk, resulting from financing and investment activities. Derivatives that do not qualify for hedge accounting are accounted for as trading instruments.
Derivative hedging instruments are stated at fair value and gains and losses on revaluation are recognised in accordance with the hedge accounting model adopted by the Bank. A hedge relationship exists when:
the hedge is valuable in a continuous basis and highly effective throughout the reporting period; and
for hedges of a forecasted transaction, the transaction is highly probable and presents an exposure to variations in cash flows that could ultimately affect profit or loss.
When a derivative financial instrument is used to hedge foreign exchange variations arising from monetary assets or liabilities, no hedge accounting model is applied. Any gain or loss associated to the derivative is recognised through profit and loss, as well as changes in currency risk of the monetary items.
Changes in the fair value of derivatives that are designated and qualify as fair value hedge instruments are recognised in profit and loss, together with changes in the fair value attributable to the hedged risk of the asset or liability or group of assets and liabilities. If the hedge relationship no longer meets the criteria for hedge accounting, the cumulative gains and losses due to variations of hedged risk linked to the hedge item recognised until the discontinuance of the hedge accounting are amortised through profit and loss over the residual period of the hedged item.
In a hedge relationship, the effective portion of changes in fair value of derivatives that are designated and qualify as cash flow hedges are recognised in equity - cash flow hedge reserves in the effective part of the hedge relations. Any gain or loss relating to the ineffective portion of the hedge is immediately recognised in profit and loss when occurred.
Amounts accumulated in equity are reclassified to profit and loss in the periods in which the hedged item will affect profit or loss.
In case of hedging variability of cash-flows, when the hedge instrument expires or is disposed or when the hedging relationship no longer meets the criteria for hedge accounting, or when the hedge relation is revoked, the hedge relationship is discontinued on a prospective basis. Therefore, the fair value changes of the derivative accumulated in equity until the date of the discontinued hedge accounting can be:
deferred over the residual period of the hedged instrument; or
recognised immediately in results, if the hedged instrument is extinguished.
In the case of a discontinued hedge of a forecast transaction, the change in fair value of the derivative recognised in equity at that time remains in equity until the forecasted transaction is ultimately recognised in the income statement. When a forecasted transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to profit and loss.
For a hedge relationship to be classified as such according to IAS 39, effectiveness has to be demonstrated. As such, the Bank performs prospective tests at the beginning date of the initial hedge, if applicable and retrospective tests in order to demonstrate at each reporting period the effectiveness of the hedging relationships, demonstrating that the variations in fair value of the hedging instrument are hedged by the fair value variations of the hedged item in the portion assigned to the risk covered. Any ineffectiveness is recognised immediately in profit and loss when incurred.
Hedges of net investments in foreign operations are accounted for similarly to cash flow hedges. Any exchange gain or loss on the hedging instrument relating to the effective portion of the hedge is recognised in equity. The gain or loss relating to the ineffective portion is immediately recognised in profit and loss. Gains and losses accumulated in equity related to the investment in a foreign operation and to the associated hedge operation are recognised in equity are transferred to profit and loss, on the disposal of the foreign operation as part of the gain or loss from the disposal.
In October 2008, the IASB issued a change to IAS 39 – Reclassification of Financial Assets (Amendments to IAS 39 Financial Instruments: Recognition and Measurement and IFRS 7: Financial Instruments Disclosures). This change allowed an entity to transfer financial assets from Financial assets at fair value through profit and loss – trading to Financial assets available for sale, to Loans and Receivables - Loans represented by securities or to Financial assets held-to-maturity, as long as the requirement referred in the standard namely when there is some event that is uncommon and highly improbable that will occur again in the short term, that is, the event can be classified as a rare circumstance. The Bank adopted this possibility for a group of financial assets.
The analysis of the reclassifications is detailed in note 21 - Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale. Transfers of financial assets recognised in the category of Financial assets available-for-sale to Loans and receivables - Loans represented by securities and to Financial assets held-tomaturity are allowed, in determined and specific circumstances.
Transfers from and to Other financial assets and financial liabilities at fair value through profit and loss (Fair value option) are prohibited.
The Bank derecognises financial assets when all rights to future cash flows have expired. In a transfer of assets, derecognition can only occur either when risks and rewards have been substantially transferred or the Bank does not maintain control over the assets.
The Bank derecognises financial liabilities when these are cancelled or extinguished.
A financial instrument is an equity instrument only if (a) the instrument includes no contractual obligation to deliver cash or another financial asset to another entity or to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavorable to the entity and (b) if the instrument will or may be settled in the issuer's own equity instruments, it is either a non-derivative that includes no contractual obligation for the issuer to deliver a variable number of its own equity instruments or a derivative that will be settled only by the issuer exchanging a fixed amount of cash or another financial asset for a fixed number of its own equity instruments.
An equity instrument, independently from its legal form, evidences a residual interest in the assets of an entity after deducting all of its liabilities.
Transaction costs directly attributable to an equity instruments' issuance are recognised in equity as a deduction to the amount issued. Amounts paid or received related to sales or acquisitions of equity instruments are recognised in equity, net of transaction costs.
Preference shares issued by the Bank are considered as an equity instrument when redemption of the shares is solely at the discretion of the Bank and dividends are paid at the discretion of the Bank.
Income from equity instruments (dividends) are recognised when the obligation to pay this income is established and are deducted to equity.
Financial instruments that contain both a liability and an equity component (example: convertible bonds) are classified as compound financial instruments. For those instruments classified as compound financial instruments, the terms of its conversion to ordinary shares (number of shares) cannot change with changes in its fair value. The financial liability component corresponds to the present value of the future interest and principal payments, discounted at the market interest rate applicable to similar financial liabilities that do not have a conversion option. The equity component corresponds to the difference between the proceeds of the issue and the amount attributed to the financial liability. Financial liabilities are measured at amortised cost through the effective interest rate method. The interests are recognised in Net interest income.
Securities lent under securities lending arrangements continue to be recognised in the balance sheet and are measured in accordance with the applicable accounting policy. Cash collateral received in respect of securities lent is recognised as a financial liability. Securities borrowed under securities borrowing agreements are not recognised. Cash collateral placements in respect of securities borrowed are recognised under loans and advances to either banks or customers. Income and expenses arising from the securities borrowing and lending business are recognised on an accrual basis over the period of the transactions and are included in interest income or expense (net interest income).
The Bank performs acquisition/sale of securities under reselling/repurchase agreements of securities substantially equivalent in a future date at a predetermined price ('repos'/'reverse repos'). The securities related to reselling agreements in a future date are not recognised on the balance sheet. The amounts paid are recognised in loans and advances to customers or loans and advances to credit institutions. The receivables are collateralised by the related securities. Securities sold through repurchase agreements continue to be recognised in the balance sheet and are revaluated in accordance with the applicable accounting policy. The amounts received from the proceeds of these securities are considered as resources from customers or resources from credit institutions.
The difference between the acquisition/sale and reselling/repurchase conditions is recognised on an accrual basis over the period of the transaction and is included in interest income or expenses.
Investments in subsidiaries and associated are accounted for in the Bank's separate financial statements at its historical cost less any impairment losses.
Subsidiaries are entities controlled by the Bank (including structure entities and investment funds). The Bank controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity (de facto control). The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases.
Associates are those entities in which the Bank has significant influence but not control over the financial and operating policy decisions of the investee. It is assumed that the Bank has significant influence when it holds, directly or indirectly, 20% or more of the voting rights of the investee. If the Bank holds, directly or indirectly less than 20% of the voting rights of the investee, it is presumed that the Bank does not have significant influence, unless such influence can be clearly demonstrated.
The existence of significant influence by the Bank is usually evidenced in one or more of the following ways:
The recoverable amount of the investments in subsidiaries and associates is assessed annually, with reference to the end of the year or whenever exists any impairment triggers. Impairment losses are calculated based on the difference between the recoverable amount of the investments in subsidiaries and associates and their book value. Impairment losses identified are charged against results and subsequently, if there is a reduction of the estimated impairment loss, the charge is reversed, in a subsequent period. The recoverable amount is determined based on the higher between the assets value in use and the fair value deducted of selling costs, calculated using valuation methodologies supported by discounted cash flow techniques, considering market conditions, the time value of money and the business risks.
Non-current assets, groups of non-current assets held for sale (groups of assets together with related liabilities that include at least a non current asset) and discontinued operations are classified as held for sale when it is intention to sell the referred assets and liabilities and when the referred assets or group of assets are available for immediate sale, subject to the terms of sale usually applicable to these types of assets, and its sale is highly probable. In order for the sale to be considered highly probable, the Bank must be committed to a plan to sell the asset (or disposal group), and must have been initiated an active program to locate a buyer and complete the plan. In addition, the asset (or disposal group) must be actively marketed for sale at a price that is reasonable in relation to its current fair value. Furthermore, it should be expected the sale to qualify for recognition as a completed sale within one year from the date of classification, except as permitted by paragraph 9 of IFRS 5 and that the Bank remains committed to the asset sales plan and the delay is caused by events or circumstances beyond its control.
The Bank also classifies as non-current assets held for sale those non-current assets or groups of assets acquired exclusively with a view to its subsequent disposal, which are available for immediate sale and its sale is highly probable. Immediately before classification as held for sale, the measurement of the non-current assets or all assets and liabilities in a disposal group, is performed in accordance with the applicable IFRS. After their reclassification, these assets or disposal groups are measured at the lower of their cost and fair value less costs to sell.
The Bank also classifies non-current assets held for sale the non-operating real estate (INAE), which include properties acquired by the Bank as a result of the resolution of customer credit processes, as well as own properties that are no longer used by the Bank's services.
At the time of acquisition, real estate classified as INAE is recognised at the lower of the value of the loans existing on the date on which the recovery occurs or the judicial decision is formalised, and the fair value of the property, net of estimated costs for sale.
Subsequent measurement of INAE Is is made at the lower of their book value and the corresponding fair value, net of the estimated costs for their sale and are not subject to amortization. Impairment losses are recorded in the results of the period in which they arise.
The fair value is determined based on the market value, which is determined based on the expected sales price obtained through periodic evaluations made by expert external evaluators accredited to the CMVM.
Whenever the net fair value of the selling costs calculated for an INAE is less than the amount by which the same is recognized in the Bank's balance sheet, an impairment loss is recorded in the amount of the decrease in value ascertained. Impairment losses are recorded against income for the year.
If the net fair value of the selling costs of an INAE, after recognition of impairment, indicates a gain, the Bank may reflect that gain up to the maximum of the impairment that has been recorded on that property.
In accordance with IAS 17, the lease transactions are classified as financial whenever their terms transfer substantially all the risks and rewards associated with the ownership of the property to the lessee. The remaining leases are classified as operational. The classification of the leases is done according to the substance and not the form of the contract.
At the lessee's perspective, finance lease transactions are recorded at the beginning as an asset and liability at fair value of the leased asset, which is equivalent to the present value of the future lease payments. Lease rentals are a combination of the financial charge and the amortisation of the capital outstanding. The financial charge is allocated to the periods during the lease term to produce a constant periodic rate of interest on the remaining liability balance for each period.
At the lessor's perspective, assets held under finance leases are recorded in the balance sheet as a receivable at an amount equal to the net investment in the lease. Lease rentals are a combination of the financial income and amortization of the capital outstanding. Recognition of the financial result reflects a constant periodical return rate over the remaining net investment of the lessor.
Assets received arising from the resolution of leasing contracts and complying with the definition of assets held for sale classified in this category, are measured in accordance with the accounting policy defined in note 1k).
At the lessee's perspective, the Bank has various operating leases for properties and vehicles. The payments under these leases are recognised in Other administrative costs during the life of the contract, and neither the asset nor the liability associated with the contract is evidenced in its balance sheet.
Interest income and expense for financial instruments measured at amortised cost are recognised in the interest income or expenses (net interest income) through the effective interest rate method. The interest related to financial assets available for sale calculated at the effective interest rate method are also recognised in net interest income as well as those from assets and liabilities at fair value through profit and loss.
The effective interest rate is the rate that discounts estimated future cash payments or receipts through the expected life of the financial instrument (or, when appropriate, for a shorter period), to the net carrying amount of the financial asset or financial liability.
For calculating the effective interest rate, the Bank estimates future cash flows considering all contractual terms of the financial instrument (for example: early payment options) but without considering future impairment losses. The calculation includes all fees paid or received considered as included in the effective interest rate, transaction costs and all other premiums or discounts directly related to the transaction, except for assets and liabilities at fair value through profit and loss.
If a financial asset or a group of similar financial assets has been written down as a result of an impairment loss, interest income is recognised based on the interest rate used to discount the future cash flows for the purpose of measuring the impairment loss.
Specifically regarding the accounting policy for interest on overdue loans' portfolio, the following aspects are considered: - interest income for overdue loans with collaterals are accounted for as income up to the limit of the valuation of the collateral on a prudent basis, in accordance with IAS 18, assuming that there is a reasonable probability of recoverability; and - the interests accrued and not paid for overdue loans for more than 90 days that are not covered by collaterals are written-off from the Bank's financial statements and are recognised only when received, in accordance with IAS 18, on the basis that its recoverability is considered to be remote.
For derivative financial instruments, except those classified as hedging instruments of interest rate risk, the interest component is not separated from the changes in the fair value and is classified under Net gains / (losses) from trading and hedging activities. For hedging derivatives of interest rate risk and those related to financial assets or financial liabilities recognised in the Fair Value Option category, the interest component is recognised under interest income or expense (Net interest income).
Income from services and commissions are recognised according to the following criteria:
Income from services and commissions, that are an integral part of the effective interest rate of a financial instrument, are recognised in net interest income.
The caption Financial net gains / losses includes gains and losses arising from financial assets and financial liabilities at fair value through profit and loss, that is, fair value changes and interest on trading derivatives and embedded derivatives, as well as the corresponding dividends received. This caption also includes the gains and losses arising from the sale of available for sale financial assets and financial assets held-to-maturity. The changes in fair value of hedging derivatives and hedged items, when fair value hedge is applicable, are also recognised in this caption.
Assets held in the scope of fiduciary activities are not recognised in the Bank's separate financial statements. Fees and commissions arising from this activity are recognised in the income statement in the period in which they occur.
Other tangible assets are stated at acquisition cost less accumulated depreciation and impairment losses. Subsequent costs are recognised as a separate asset only when it is probable that future economic benefits will result for the Bank. All other repairs and maintenance expenses are charged to the income statement during the financial period in which they are incurred.
Depreciation is calculated on a straight-line basis, over the following periods which correspond to their estimated useful life:
| Number of years | |
|---|---|
| Buildings | 50 |
| Expenditure on freehold and leasehold buildings | 10 |
| Equipment | 4 to 12 |
| Other fixed assets | 3 |
Whenever there is an indication that a fixed tangible asset might be impaired, its recoverable amount is estimated and an impairment loss shall be recognised if the net value of the asset exceeds its recoverable amount. The recoverable amount is determined as the highest between the fair value less costs to sell and its value in use calculated based on the present value of future cash-flows estimated to be obtained from the continued use of the asset and its sale at the end of the useful life.
The impairment losses of the fixed tangible assets are recognised in profit and loss for the year.
The Bank does not capitalise any research and development costs. All expenses are recognised as costs in the period in which they occur.
The Bank accounts, as intangible assets, the costs associated to software acquired from external entities and depreciates them on a straight line basis by an estimated lifetime of three years. The Bank does not capitalise internal costs arising from software development.
For the purposes of the cash flow statement, cash and cash equivalents comprise balances with less than three months' maturity from the balance sheet date, including cash and deposits with Central Banks and loans and advances to credit institutions.
Financial assets and liabilities are offset and recognised at their net book value when: i) the Bank has a legal right to offset the amounts recognised and transactions can be settled at their net value; and ii) the Bank intends to settle on a net basis or perform the asset and settle the liability simultaneously. Considering the current operations of the Bank, no compensation of material amount is made. In case of reclassifications of comparative amounts, the provisions of IAS 1.41 are disclosed: i) the nature of the reclassification; ii) the amount of each item (or class of items) reclassified and iii) the reason for the reclassification.
Transactions in foreign currencies are translated into the respective functional currency of the operation at the foreign exchange rate at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies, are translated into the respective functional currency of the operation at the foreign exchange rate at the reporting date. Foreign exchange differences arising on translation are recognised in the profit and loss. Non-monetary assets and liabilities denominated in foreign currencies, which are stated at historical cost, are translated into the respective functional currency of the operation at the foreign exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated into the respective functional currency of the operation at the foreign exchange rate at the date that the fair value was determined against profit and loss, except for financial assets available for sale, for which the difference is recognised against equity.
The Bank has the responsibility to pay to their employees' retirement pensions and widow and orphan benefits and permanent disability pensions, in accordance with the agreement entered with the two collective labour arrangements. These benefits are estimated in the pension's plans 'Plano ACT' and 'Plano ACTQ' of the Pension Plan of BCP Group.
Until 2011, along with the benefits provided in two planes above, the Bank had assumed the responsibility, under certain conditions in each year, of assigning a complementary plan to the Bank's employees hired before 21 September, 2006 (Complementary Plan). The Bank at the end of 2012 decided to extinguish ("cut") the benefit of old age Complementary Plan. As at 14 December 2012, the ISP ("Instituto de Seguros de Portugal" - Portuguese Insurance Institute) formally approved this change to the benefit plan of the Bank with effect from 1 January 2012. The cut of the plan was made, having been assigned to the employees, individual rights acquired. On that date, the Bank also proceeded to the settlement of the related liability.
From 1 January 2011, banks' employees were integrated in the General Social Security Scheme which now covers their maternity, paternity, adoption and pension benefits. However, the Banks remain liable for those benefits as concern illness, disability and life insurance (Decree-Law no. 1-A/2011, of 3 January).
The contributory rate is 26.6% divided between 23.6% supported by the employer and 3% supported by the employees, replacing the Banking Social Healthcare System which was extinguished by the decree law referred above. As a consequence of this amendment the capability to receive pensions by the actual employees are covered by the General Social Security Scheme regime, considering the service period between 1 January 2011 and the retirement age. The Bank supports the remaining difference for the total pension assured in Collective Labour Agreement.
This integration has led to a decrease in the present value of the total benefits reported to the retirement age to be borne by the Pension Fund, and this effect is to be recorded in accordance with the "Unit Credit Projected" during the average lifetime of the pension until the normal retirement age is reached. The calculation of the liability for pensions carried out periodically by the actuary considers this effect and is calculated taking into account the actuarial assumptions in force, ensuring that the liabilities calculated with reference to 31 December 2010, not considering the effect of the integration of bank employees into the General Social Security Scheme are fully covered and deducted from the amount of the effect recognised until the date. The component of this effect for the year is recognized under the heading "Current service costs".
Following the approval by the Government of the Decree-Law no. 127/2011, which was published on 31 December, was established an agreement between the Government, the Portuguese Banking Association and the Banking Labour Unions in order to transfer, to the Social Security, the liabilities related to pensions currently being paid to pensioners and retirees, as at 31 December 2011.
This agreement established that the responsibilities to be transferred related to the pensions in payment as at 31 December 2011 at fixed amounts (discount rate 0%) in the component established in the IRCT - Instrument of Collective Regulation of Work of the retirees and pensioners. The responsibilities related to the increase in pensions as well as any other complements namely, contributions to the Health System (SAMS), death benefit and death before retirement benefit continued to be under the responsibility of the Financial Institutions.
At the end of December 2016, a revision of the Collective Labour Agreement (ACT) was reached between the BCP Group and the two unions representive of the Group's employees, which introduced changes in the Social Security chapter and consequently in the pension plan financed by the BCP Group Pension Fund. The new ACT has already been published by the Ministry of Labour in Bulletin of Labour and Employment, and their effects were recorded in the financial statements of 31 December 2016, for employees associated with these two unions.
The negotiation with the " Sindicato dos Bancários do Norte"" ("SBN"), which was also involved in the negotiations of the new ACT, was concluded in April 2017 with the publication of the Bulletin of Labour and Employment, with the effects of this new ACT recorded in the financial statements as at 31December 2017, for employees associates of SBN.
The most relevant changes occurred in the ACT were the change in the retirement age (presumed disability) that changed from 65 years to 66 years and two months in 2016, and the subsequent update of a further month for each year, at the beginning of each calendar year, and can not, in any case, be higher than which it is in force at any moment in the General Regime of Social Security, the change in the formula for determining the employer's contribution to the SAMS and a new benefit called the End of career premium that replaces the Seniority premium.
These changes described above were framed by the Bank as a change to the pension plan under the terms of IAS 19, as such had an impact on the present value of the liabilities with services rendered and were recognised in the income statement for the year under "Staff costs ".
In 2017, after the authorization of the Insurance and Pension Funds Supervision Authority (ASF), the BCP group's pension fund agreement was amended. The main purpose of the process was to incorporate into the pension fund the changes introduced in the Group's ACT in terms of retirement benefits and also to pass to the pension fund, the responsibilities that were directly chargeable to the company's (extra-fund liabilities). The pension fund has a part exclusively affected to the financing of these liabilities, which in the scope of the fund are called Additional Complement. The End of career premium also became the responsibility of the pension fund under the basic pension plan.
The Bank's net obligation in respect of pension plans (defined benefit pensions plan) is calculated on a half year basis at 31 December and 30 June of each year, and whenever there are significant market fluctuations or significant specific events, such as changes in the plan, curtailments or settlements since the last estimate. The responsibilities with past service are calculated using the Unit Credit Projected method and actuarial assumptions considered adequate.
Pension liabilities are calculated by the responsible actuary, who is certified by the Insurance Supervision Authority and Pension Fund (ASF).
The Bank's net obligation in respect of defined benefit pension plans and other benefits is calculated separately for each plan by estimating the amount of future benefit that employees have earned in return for their service in the current and prior periods. The benefit is discounted in order to determine its present value, using a discount rate determined by reference to interest rates of highquality corporate bonds that have maturity dates approximating the terms of the Group's obligations. The net obligations are determined after the deduction of the fair value of the Pension Plan's assets.
Extra-fund liability refers to pension supplements allocated to various employees under the retirement's negotiation processes with the aim of encouraging them to join staff reduction programs.
The income / cost of interests with the pension plan is calculated, by the Bank, multiplying the net asset / liability with retirement pension (liabilities less the fair value of the plan's assets) by the discount rate used in the determination of the retirement pension liabilities, mentioned before. On this basis, the income / cost net of interests includes the interest costs associated with retirement pension liabilities and the expected return of the plan's assets, both measured based on the discount rate used to calculate the liabilities.
Gains and losses from the re-measurement, namely (i) actuarial gains and losses resulting from differences between actuarial assumptions used and the amounts actually observed (experience gains and losses) and changes in actuarial assumptions and (ii) gains and losses arising from the difference between the expected return of the plan's assets and the amounts obtained, are recognised against equity under other comprehensive income.
The Bank recognises in its income statement a net total amount that comprises (i) the current service cost, (ii) the income / cost net of interest with the pension plan, (iii) the effect of early retirement, (iv) past service costs and (v) the effects of any settlement or curtailment occurred during the period. The net income / cost with the pension plan is recognised as interest and similar income or interest expense and similar costs depending on their nature. The costs of early retirements correspond to the increase in liabilities due to the employee's retirement before reaching the age of retirement.
Employee benefits, other than pension plans, namely post retirement health care benefits and benefits for the spouse and sons for death before retirement are also included in the benefit plan calculation.
The contributions to the funds are made annually by the Bank according to a certain plan contributions to ensure the solvency of the fund. The minimum level required for the funding is 100% regarding the pension payments and 95% regarding the past services of active employees.
For Defined Contribution Plan, the responsibilities related to the benefits attributed to the Bank's employees are recognised as expenses when incurred.
As at 31 December 2017, the Bank has two defined contribution plans. One plan covers employees who were hired before 1 July 2009. For this plan, called non-contributory, Bank's contributions will be made annually and equal to 1% of the annual remuneration paid to employees in the previous year. Contributions shall only be made if the following requirements are met: (i) the Bank's ROE equals or exceeds the rate of government bonds of 10 years plus 5 percentage points, and (ii) distributable profits or reserves exist in the accounts of Banco Comercial Português.
The other plan covers employees who have been hired after 1 July 2009. For this plan, designated contributory, monthly contributions will be made equal to 1.5% of the monthly remuneration received by employees in the current month, either by themselves or by the Bank and employees. This contribution has a mandatory character and is defined in the Collective Labour Agreement of the BCP Group, and does not have a performance criterion.
As at 31 December 2017 there are no share based compensation plans in force.
The Executive Committee decides on the most appropriate criteria of allocation among employees, whenever it is attributed. This variable remuneration is charged to income statement in the period to which it relates.
The Bank is subject to the regime established by the Income Tax Code ("CIRC"). Additionally, deferred taxes resulting from the temporary differences between the accounting net income and the net income accepted by the Tax Authorities for Income Taxes calculation are accounted for, whenever there is a reasonable probability that those taxes will be paid or recovered in the future.
Income tax registered in net income for the year comprises current and deferred tax effects. Income tax is recognised in the income statement, except when related to items recognised directly in equity, which implies its recognition in equity. Deferred taxes arising from the revaluation of financial assets available for sale and cash flow hedging derivatives are recognised in shareholders' equity and are recognised after in the income statement at the moment the profit and loss that originated the deferred taxes are recognised.
Current tax is the value that determines the taxable income for the year, using tax rates enacted or substantively enacted at the balance sheet date, and any adjustment to tax payable in respect of previous years.
Deferred taxes are calculated in accordance with the liability method based on the balance sheet, considering temporary differences, between the carrying amounts of assets and liabilities and the amounts used for taxation purposes using the tax rates approved or substantially approved at balance sheet date and that is expected to be applied when the temporary difference is reversed.
Deferred tax liabilities are recognised for all taxable temporary differences except for goodwill not deductible for tax purposes, differences arising on initial recognition of assets and liabilities that affect neither accounting nor taxable profit and differences relating to investments in subsidiaries to the extent that probably they will not reverse in the foreseeable future.
Deferred taxes assets are recognised to the extent when it is probable that future taxable profits will be available to absorb deductible temporary differences for taxation purposes (including reportable taxable losses).
The Bank, as established in IAS 12, paragraph 74, compensates the deferred tax assets and liabilities if, and only if: (i) has a legally enforceable right to set off current tax assets against current tax liabilities; and (ii) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which intend either to settle current tax liabilities and assets on a net basis, or to realize the assets and settle the liabilities simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered.
In 2016, a group of entities of the BCP Group adhered to the Special Regime for the Taxation of Groups of Companies ("RETGS") for the purposes of taxation of income tax, with BCP being the dominant entity.
Under the scope of taxation under this regime, the Group chose to consider that the effects of the determination of the taxable income according to RETGS are reflected in the tax calculation of each entity's fiscal year, which includes the effect on the current tax due to the use of tax loss carry forwards generated by another entity of the Group.
The Bank adopted the IFRS 8 - Operating Segments for the purpose of disclosure financial information by operating segments. An operating segment is a Bank's component: (i) which develops business activities that can obtain revenues or expenses; (ii) whose operating results are regularly reviewed by the management with the aim of taking decisions about allocating resources to the segment and assess its performance, and (iii) for which separate financial information is available.
Taking into consideration that the separate financial statements are present with the Group's report, in accordance with the paragraph 4 of IFRS 8, the Bank is dismissed to present separate information regarding Segmental Reporting.
Provisions are recognised when (i) the Bank has a present obligation (legal or resulting from past practices or published policies that imply the recognition of certain responsibilities), (ii) it is probable that a payment will be required to settle and (iii) a reliable estimate can be made of the amount of the obligation.
The measurement of provisions takes into account the principles set in IAS 37 regarding the best estimate of the expected cost, the most likely result of current actions and considering the risks and uncertainties inherent in the process result. On the cases that the discount effect is material, provision corresponds to the actual value of the expected future payments, discounted by a rate that considers the associated risk of the obligation.
Provisions are reviewed at each balance sheet date and adjusted to reflect the best estimate, being reverted through profit and loss in the proportion of the payments that are probable.
The provisions are derecognised through their use for the obligations for which they were initially accounted or for the cases that the situations were not already observed.
Contingent liabilities are not recognised in the financial statements being framed under IAS 37 whenever the possibility of an outflow of resources regarding economic benefits is not remote.
The Bank registers a contingent liability when:
a) it is a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence or nonoccurrence of one or more uncertain future events not wholly within the control of the Bank; or
b) a present obligation that arises from past events but is not recognised because:
i) it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or
ii) the amount of the obligation cannot be measured with sufficient reliability
The contingent liabilities identified are subject to disclosure, unless the possibility of an outflow of resources incorporating economic benefits is remote.
Contingent assets are not recognised in the financial statements and are disclosed when a future economic inflow of resources is probable.
Basic earnings per share are calculated by dividing net income attributable to shareholders of the Bank by the weighted average number of ordinary shares outstanding, excluding the average number of ordinary shares purchased by the Bank and held as treasury shares.
For the diluted earnings per share, the weighted average number of ordinary shares outstanding is adjusted to consider conversion of all dilutive potential ordinary shares. Potential or contingent share issues are treated as dilutive when their conversion to shares would decrease net earnings per share. If the earnings per share are changed as a result of an issue with premium or discount or other event that changed the potential number of ordinary shares or as a result of changes in the accounting policies, the earnings per share for all presented periods should be adjusted retrospectively.
The Banco Comercial Português is an entity authorized by the 'Autoridade de Supervisão de Seguros e Fundos de Pensões' (Portuguese Insurance Regulation) to practice the activity of insurance intermediation in the category of Online Insurance Broker, in accordance with Article 8., Paragraph a), point i) of Decree-Law n. º 144/2006, of July 31, developing the activity of insurance intermediation in life and non-life.
Within the insurance intermediation services, the Bank performs the sale of insurance contracts. As compensation for services rendered for insurance intermediation, receives commissions for arranging contracts of insurance and investment contracts, which are defined in the agreements / protocols established with the Insurance Companies.
Commissions received by insurance intermediation are recognised in accordance with the accrual accounting principle, so the commissions which receipt occurs at different time period to which it relates are subject to registration as an amount receivable under Other Assets.
IFRS set forth a range of accounting treatments that requires that the Board of Directors, on the advice of the Executive Committee, to apply judgments and to make estimates in deciding which treatment is most appropriate. The most significant of these accounting estimates and judgments used in the accounting principles application are discussed in this section in order to improve understanding of how their application affects the Banks's reported results and related disclosure.
Considering that in some cases there are several alternatives to the accounting treatment chosen by the Board of Directors, on the advice of the Executive Committee, the Bank's reported results would differ if a different treatment was chosen. The Board of Directors, on the advice of the Executive Committee believes that the choices made are appropriate and that the financial statements present the Bank's financial position and results fairly in all material relevant aspects.
The alternative outcomes discussed below are presented solely to assist the reader in understanding the financial statements and are not intended to suggest that other alternatives or estimates would be more appropriate.
The Bank reviews its loan portfolios to assess impairment losses on a regularly basis, as described in note 1 b). The evaluation process in determining whether an impairment loss should be recorded is subject to numerous estimates and judgments. The probability of default, risk ratings, value of associated collaterals recovery rates and the estimation of both the amount and timing of future cash flows received, among other things, are considered in making this evaluation.
Alternative methodologies and the use of different assumptions and estimates could result in a higher level of impairment losses recognised with a consequent impact in Bank's income statement.
Significant interpretations and estimates are required in determining the total amount for income taxes. There are many transactions and calculations for which the ultimate tax determination is uncertain during the ordinary course of business. Different interpretations and estimates would result in a different level of income taxes, current and deferred, recognised in the year.
This aspect assumes greater relevance for the purposes of the analysis of the recoverability of deferred taxes, in which the Bank considers projections of future taxable income based on a set of assumptions, including the estimate of income before tax, adjustments to the taxable and the interpretation of the tax legislation. Thus, the recoverability of deferred tax assets depends on the implementation of the Bank's Board of Directors, namely the ability to generate estimated taxable income and the interpretation in the tax legislation.
The taxable profit or tax loss reported by the Bank can be corrected by the Portuguese tax authorities within four years except in the case it has been made any deduction or used tax credit, when the expiration date is the period of this right report. The Executive Committee believes that any corrections resulting mainly from differences in the interpretation of tax law will not have material effect on the financial statements.
Regarding the activity in Portugal, the specific rules regarding the tax regime for credit impairment and guarantees for the tax periods beginning on or after 1 January 2018 are not defined, since the reference to the Bank of Portugal Notice No. 3/95 was only applicable until 31 December 2017 and the regime that will be effective as at 1 January 2018 has not yet been defined. In this context, the Executive Committee is considering, for the purpose of calculating taxable income and the deferred tax recording with reference to 31 December 2017, that the impairment of the credit and guarantees recorded which is deductible for IRC purpose is limited to the amount of the deductible provisions that would have been verified if the Bank of Portugal Notice No. 3/95 still remained in force.
In the projections of future taxable income, the Bank considered the future maintenance of the tax regime applicable to impairment of loans and guarantees, based on the minimum limits applicable under Bank of Portugal Notice No. 3/95, which was in force in 2015 (pursuant to Regulatory Decree No. 19/2015 of 30 December), 2016 (pursuant to Regulatory Decree No. 5/2016 of 18 November) and 2017 (under the terms of Regulatory Decree No. 11/2017, of 28 December).
The properties registered in the portfolio of non-current assets held for sale are subject to periodic real estate valuations, carried out by independent experts registered at the CMVM, from their registration and until their derecognition, to be carried out on a property by property basis, according to the circumstances in which each property is and consistent with the disposal strategy. The preparation of these evaluations involves the use of several assumptions. Different assumptions or changes occurred in them may affect the recognised value of these assets.
Determining pension liabilities requires the use of assumptions and estimates, including the use of actuarial projections, estimated returns on investment, and other factors, such as discount rate, pensions and salary growth rate and mortality table, that could impact the cost and liability of the pension plan.
As defined by IAS 19, the discount rate used to update the responsibilities of the Bank's pension fund is based on an analysis performed over the market yield regarding a bond issues universe – with high quality (low risk), different maturities (appropriate to the period of liquidation of the fund's liabilities) and denominated in Euros - related to a diverse and representative range of issuers.
The Bank determines that financial assets available for-sale are impaired when there has been a significant or prolonged decrease in the fair value. This determination of what is significant or prolonged requires judgment. In making this judgment, the Bank evaluates among other factors, the volatility in the prices of the financial assets. According to the Bank's policies, 30% of depreciation in the fair value of an equity instrument is considered a significant devaluation and the 1 year period is assumed to be a prolonged decrease in the fair value below the acquisition cost.
In addition, valuations are generally obtained through market quotation or valuation models that may require assumptions or judgment in making estimates of fair value.
Alternative methodologies and the use of different assumptions and estimates could result in a higher level of impairment losses recognised with a consequent impact in profit and loss of the Bank.
Fair values are based on listed market prices if available, otherwise fair value is determined either by dealer price quotations (either for that transaction or for similar instruments traded) or by pricing models, based on net present value of estimated future cash flows which take into account market conditions for the underlying instruments, time value, yield curve and volatility factors. These pricing models may require assumptions or judgments in estimating their fair values.
Consequently, the use of a different model or of different assumptions or judgments in applying a particular model could result in different results from the ones reported.
The Bank follows the guidance of IAS 39 on classifying some of its non-derivative financial assets with fixed or determinable payments and fixed maturity as held-to-maturity. This classification requires significant judgment.
In making this judgment, the Bank evaluates its intention and ability to hold such investments to maturity. If the Group fails to keep these investments to maturity other than for the specific circumstances — for example, selling an insignificant amount close to maturity — it will be required to reclassify the entire class as available-for-sale with its consequently fair value measure and not at the amortization cost. The investments would therefore be measured at fair value instead of amortised cost. Held-to-maturity investments are subject to impairment tests made by the Bank. The use of different assumptions and estimates could have an impact in profit and loss of the Bank.
The Bank assesses annually the recoverable amount of investments in subsidiaries and associates, regardless the existence of any impairment triggers. Impairment losses are calculated based on the difference between the recoverable amount of the investments in subsidiaries and associated and their book value. Impairment losses identified are charged against results and subsequently, if there is a reduction of the estimated impairment loss, the charge is reversed, in a subsequent period.
The recoverable amount is determined based on the higher between the assets value in use and the market value deducted of selling costs, calculated using valuation methodologies supported by discounted cash flow techniques, considering market conditions, the time value of money and the business risks, that may require assumptions or judgment in making estimates of fair value.
Alternative methodologies and the use of different assumptions and estimates could result in a higher level of impairment losses recognised with a consequent impact in the consolidated income statement of the Bank.
The Bank analyses events occurring after the balance sheet date, that is, favorable and / or unfavorable events occurring between the balance sheet date and the date the financial statements were authorized for issue. In this context, two types of events can be identified:
i) those that provide evidence of conditions that existed at the balance sheet date (events after the balance sheet date that give rise to adjustments); and
ii) those that are indicative of the conditions that arose after the balance sheet date (events after the balance sheet date that do not give rise to adjustments).
Events occurring after the date of the statement of financial position that are not considered as significant events are disclosed in the notes to the consolidated financial statements.
IFRS requires separate disclosure of net interest income and net gains arising from trading and hedging activities and from financial assets available for sale, as presented in notes 3, 6 and 7. A particular business activity can generate impact in each of these captions, whereby the disclosure requirement demonstrates the contribution of the different business activities for the net interest margin and net gains from trading and hedging and from financial assets available for sale.
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Net interest income (note 3) | 794,209 | 720,313 |
| Net gains / (losses) from trading and hedging activities (note 6) | 25,820 | 31,739 |
| Net gains / (losses) from available for sale activities (note 7) | 116,565 | 95,794 |
| 936,594 | 847,846 |
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Interest and similar income | |||
| Interest on loans | 866,040 | 961,118 | |
| Interest on trading securities | 2,685 | 5,195 | |
| Interest on other financial assets valued at fair value through profit or loss account | 3,422 | 3,688 | |
| Interest on available for sale financial assets | 76,639 | 94,778 | |
| Interest on held to maturity financial assets | 7,172 | 9,036 | |
| Interest on hedging derivatives | 20,518 | 20,127 | |
| Interest on derivatives associated to financial instruments through profit or loss | 15,865 | 17,173 | |
| Interest on deposits and other investments | 20,969 | 19,952 | |
| 1,013,310 | 1,131,067 | ||
| Interest expense and similar charges | |||
| Interest on deposits and other resources | (91,461) | (158,430) | |
| Interest on securities issued | (67,825) | (127,814) | |
| Interest on subordinated debt | |||
| Hybrid instruments eligible as core tier 1 (CoCos) underwritten by the Portuguese State | (6,343) | (65,525) | |
| Others | (40,735) | (40,405) | |
| Interest on hedging derivatives | (7,514) | (7,162) | |
| Interest on derivatives associated to financial instruments through profit or loss | (5,223) | (11,418) | |
| (219,101) | (410,754) | ||
| 794,209 | 720,313 |
The balance Interest on loans includes the amount of Euros 35,530,000 (31 December 2016: Euros 39,747,000) related to commissions and other gain which are accounted for in accordance with the effective interest method, as referred in the accounting policy described in note 1m).
The balances Interest on securities issued and Interest on subordinated debt include the amount of Euros 36,601,000 (31 December 2016: Euros 60,652,000) related to commissions and other losses which are accounted according to the effective interest method, as referred in the accounting policy described in note 1m).
The balance Net interest income includes the amount of Euros 96,664,000 (31 December 2016: Euros 110,511,000) related with interest income arising from customers with signs of impairment.
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Dividends from financial assets available for sale | 1,399 | 7,387 |
| Dividends from subsidiaries and associated companies | 71,798 | 207,789 |
| 73,197 | 215,176 |
The balance Dividends from financial assets available for sale include dividends and income from investment fund units received during the year.
The balance Dividends from subsidiaries and associated companies includes, as of 31 December 2017, the amounts of Euros 14,860,000 and Euros 4,444,000 related to the distribution of dividends from the company Banco de Investimento Imobiliário, S.A. and Interfundos Gestão de Fundos de Investimento Imobiliários, S.A., respectively. The balance Dividends from subsidiaries and associated companies includes as of 31 December 2016, the amounts of Euros 32,157,000, and Euros 132,728,000, and Euros 23,400,000 related to the distribution of dividends from the company BCP Investment B.V., BCP Internacional B.V. and Banco de Investimento Imobiliário, S.A., respectively.
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Fees and commissions received | |||
| From guarantees | 50,303 | 55,503 | |
| From commitments | 4,465 | 3,815 | |
| From banking services | 287,714 | 268,431 | |
| From securities operations | 61,002 | 59,822 | |
| From management and maintenance of accounts | 92,503 | 90,481 | |
| From other commissions | 25,737 | 34,663 | |
| 521,724 | 512,715 | ||
| Fees and commissions paid | |||
| From guarantees received provided by third parties | (8,087) | (7,744) | |
| From banking services | (56,088) | (45,519) | |
| From securities operations | (5,814) | (7,599) | |
| From other commissions | (18,479) | (17,520) | |
| (88,468) | (78,382) | ||
| 433,256 | 434,333 |
The balance Fees and commissions received - From banking services includes the amount of Euros 77,812,000 (31 December 2016: Euros 76,450,000) related to insurance mediation commissions, as referred in note 45 c).
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Gains arising on trading and hedging activities | |||
| Foreign exchange activity | 262,349 | 295,001 | |
| Transactions with financial instruments recognised at fair value through profit or loss | |||
| Held for trading | |||
| Securities portfolio | |||
| Fixed income | 4,417 | 1,361 | |
| Variable income | 913 | 191 | |
| Certificates and structured securities issued | 51,114 | 43,511 | |
| Derivatives associated to financial instruments at fair value through profit or loss | 30,383 | 40,110 | |
| Other financial instruments derivatives | 381,817 | 441,747 | |
| Other financial instruments at fair value through profit and loss | |||
| Other financial instruments | 4,050 | 4,217 | |
| Repurchase of own issues | 361 | 3,593 | |
| Hedging accounting | |||
| Hedging derivatives | 93,653 | 129,819 | |
| Hedged items | 7,373 | 106,240 | |
| Credit sales | 13,094 | 38,624 | |
| Other operations | 8,536 | 1,807 | |
| 858,060 | 1,106,221 | ||
| Losses arising on trading and hedging activities | |||
| Foreign exchange activity | (211,070) | (271,316) | |
| Transactions with financial instruments recognised at fair value through profit or loss | |||
| Held for trading | |||
| Securities portfolio | |||
| Fixed income | (1,109) | (1,865) | |
| Variable income | (304) | (1) | |
| Certificates and structured securities issued | (124,426) | (62,095) | |
| Derivatives associated to financial instruments at fair value through profit or loss | (22,890) | (33,387) | |
| Other financial instruments derivatives | (317,654) | (425,013) | |
| Other financial instruments at fair value through profit and loss | |||
| Securities portfolio | |||
| Fixed income | (4,329) | (5,362) | |
| Other financial instruments | (9,825) | (7,417) | |
| Repurchase of own issues | (356) | (5,340) | |
| Hedging accounting | |||
| Hedging derivatives | (98,773) | (201,733) | |
| Hedged items | (17,090) | (21,433) | |
| Credit sales | (23,394) | (37,294) | |
| Other operations | (1,020) | (2,226) | |
| (832,240) | (1,074,482) | ||
| 25,820 | 31,739 |
During 2017, the balance Net gains arising from trading and hedging activities includes for Deposits from customers - Deposits at fair value through profit and loss, a loss of Euros 499,000 (2016: gain of Euros 3,239,000) related to the fair value changes arising from changes in own credit risk (spread), as referred in note 31.
This balance also includes for Debt securities at fair value through profit and loss, a gain of Euros 34,000 (2016: loss of Euros 1,348,000) as referred in note 32, and for derivatives liabilities associated to financial instruments a loss of Euros 29,000 (2016: gain of Euros 597,000), related to the fair value changes arising from changes in own credit risk (spread).
During 2017, the caption Net gains / (losses) arising from trading and hedging activities - Hedging accounting includes a net gain of Euros 17,894,000 as a result of the sale of available for sale financial assets subject to hedge accounting, which are offset in the caption Net gains / (losses) arising from financial astes available for sale (note 7).
The caption Transactions with financial instruments measured at fair value through profit and loss - Other financial instruments measured at fair value through profit and loss, did not present any material impact on differences in the initial recognition between fair value and transaction price of financial assets or financial liabilities at fair value through profit and loss (IAS 39 paragraphs 43A and AG76 and IFRS 7.28).
The result of repurchase of own issues is determined in accordance with the accounting policy described in note 1 c).
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Gains arising from financial assets available for sale | ||
| Fixed income | 95,454 | 59,742 |
| Variable income | 29,430 | 41,168 |
| 124,884 | 100,910 | |
| Losses arising from financial assets available for sale | ||
| Fixed income | (1,637) | (2,710) |
| Variable income | (6,682) | (2,406) |
| (8,319) | (5,116) | |
| 116,565 | 95,794 |
During 2017, the balance Gains arising from financial assets available for sale - Fixed income - includes the amount of Euros 35,003,000 (2016: Euros 10,284,000) related to gains resulting from the sale of Portuguese Treasury bonds.
On 21 June 2016, it was completed the purchase of Visa Europe Ltd by Visa Inc. Both BCP and Bank Millennium, as a key member of Visa Europe Ltd benefited from this transaction, which resulted in the receipt for the sale of shareholdings in Visa Europe Ltd to Visa Inc., an up-front cash value and convertible preferred shares into common shares of Visa Inc. Class A and a deferred payment to 3 years.
The balance Gains arising from financial assets available for sale - Variable income included, in 2016, the amount of Euros 26,353,000 related to gains arising from the sale of the investment held in Visa Europe.
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Operating income | |||
| Income from services | 26,777 | 24,983 | |
| Cheques and others | 9,948 | 11,119 | |
| Gains on leasing operations | 6,003 | 8,509 | |
| Rents | 1,189 | 1,193 | |
| Other operating income | 13,820 | 16,756 | |
| 57,737 | 62,560 | ||
| Operating costs | |||
| Taxes | (13,777) | (11,347) | |
| Donations and contributions | (3,154) | (3,369) | |
| Contribution over the banking sector | (28,011) | (22,235) | |
| Resolution Funds Contribution | (7,684) | (5,204) | |
| Contribution for the Single Resolution Fund | (17,167) | (20,306) | |
| Contributions to Deposit Guarantee Fund | (27) | (104) | |
| Losses on financial leasing operations | (994) | (330) | |
| Other operating costs | (12,622) | (11,436) | |
| (83,436) | (74,331) | ||
| (25,699) | (11,771) |
The balance Contribution over the banking sector is estimated according to the terms of the Decree-Law no. 55-A/2010. The determination of the amount payable is based on: (i) the annual average liabilities deducted by core capital (Tier 1) and supplementary capital (Tier 2) and deposits covered by the Deposit Guarantee Fund, and (ii) notional amount of derivatives.
The balance Contribution to the Resolution Fund corresponds to the periodic contributions that must be paid to the Fund, as stipulated in Decree-Law No 24/2013. The periodic contributions are determined by a base rate, established by the Bank of Portugal through regulatory instruments, to be applied in each year and which may be adjusted to the credit institution's risk profile on the basis of the objective incidence of those contributions. The period contributions affect the liabilities of the credit institutions members of the Fund, as per the article 10 of the referred Decree-Law, deducted from the liability elements that are part of the core capital and supplementary and from the deposits covered by the Deposit Guarantee Fund.
The balance Contribution to the Single Resolution Fund ('SRF') corresponds to the Bank's annual ex-ante contribution to support the application of resolution measures at EU level. The SRF has been established by Regulation (EU) No 806/2014 (the "SRM Regulation"). The SRF is financed from ex-ante contributions paid annually at individual level by all credit institutions within the Banking Union. Contributions to the SRF take into account the annual target level as well as the size and the risk profile of institutions.
In calculating the ex-ante contributions, the SRF applies the methodology as set out in the Commission Delegated Regulation (EU) 2015/63 and European Parliament and of the Council Regulation (EU) 806/2014. The annual contribution to the Fund is based on the institution's liabilities excluding own funds and covered deposits considering adjustments due to derivatives and intra group liabilities and on a risk factor adjustment that depends on the risk profile of the institution.
In accordance with Article 67(4) of SRM Regulation and in accordance with the Intergovernmental Agreement on the transfer and mutualisation of contributions to the SRF, the ex-ante contributions are collected by national resolution authorities and transferred to the SRF by 30 June of each year.
During 2017, the Bank delivered the amount of Euros 17,167,000 (2016: Euros 20,362,000) to the Single Resolution Fund. The total value of the contribution attributable to the Bank amounted to Euros 20,197,000 (2016: Euros 23,955,000) and the Bank opted to constitute an irrevocable commitment, through a constitution of a bailment for this purpose, in the amount of Euros 3,029,000 (2016: Euros 3,593,000), not having this component been recognised as a cost, as defined by the Single Resolution Council in accordance with the methodology set out in Delegated Regulation (EU) No 2015/63 of the Commission of 21 October 2014 and with the conditions laid down in the Implementing Regulation (EU) 2015/81 of the Council of 19 December 2014.
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Remunerations | 257,225 | 234,615 | |
| Mandatory social security charges | |||
| Post-employment benefits (note 44) | |||
| Service cost | (16,054) | (761) | |
| Cost / (income) in the liability coverage balance | 4,536 | 4,467 | |
| Cost / (income) with early retirement programs and mutually agreed terminations | 12,506 | 3,049 | |
| Collective Labour Agreement | (39,436) | (168,871) | |
| (38,448) | (162,116) | ||
| Other mandatory social security charges | 82,674 | 72,110 | |
| 44,226 | (90,006) | ||
| Voluntary social security charges | 7,311 | 15,135 | |
| Other staff costs | 16,647 | 12,125 | |
| 325,409 | 171,869 |
At the end of December 2016 it was concluded the revision of the Collective Labour Agreement (ACT), between the BCP Group and two of the unions representing the group's employees, which introduced changes in the Social Security chapter and consequently in the pension plan financed by the BCP Group Pension Fund, as described in accounting policy 1v) and note 44. The negotiation with the " Sindicato dos Bancários do Norte" (SBN), which was also involved in the negotiations of the new ACT, was only concluded in April 2017 with publication in the "Boletim de Trabalho e Emprego", with the effects of this new ACT recorded in the financial statements as at 31 December 2017, for SBN's associated employees.
Under the context of the amendments to the ACT, there were also changes in the benefit related to the seniority premium which was replaced by the End of career premium (note 44). During 2017, the impact of this change amounted to Euros 4,826,000 (2016: Euros 18,763,000) and is reflected in the balance Remunerations.
The average number of employees by professional category, at service in the Bank, is analysed as follows by category:
| 2017 | 2016 | |
|---|---|---|
| Top Management | 972 | 982 |
| Intermediary Management | 1,645 | 1,686 |
| Specific/Technical functions | 2,887 | 2,878 |
| Other functions | 1,622 | 1,710 |
| 7,126 | 7,256 |
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Outsourcing and independent labour | 96,374 | 97,260 | |
| Rents and leases | 28,004 | 29,344 | |
| Other specialised services | 13,315 | 15,481 | |
| Communications | 12,147 | 14,371 | |
| Information technology services | 12,668 | 13,074 | |
| Maintenance and related services | 8,499 | 10,267 | |
| Water, electricity and fuel | 10,194 | 10,706 | |
| Advertising | 10,057 | 10,366 | |
| Advisory services | 14,134 | 11,130 | |
| Transportation | 6,572 | 6,818 | |
| Legal expenses | 5,513 | 5,491 | |
| Travel, hotel and representation costs | 4,359 | 4,309 | |
| Insurance | 3,107 | 3,336 | |
| Consumables | 2,340 | 2,523 | |
| Credit cards and mortgage | 1,622 | 1,547 | |
| Training costs | 1,530 | 751 | |
| Other supplies and services | 5,368 | 7,551 | |
| 235,803 | 244,325 |
The balance Rents includes the amount of Euros 26,428,000 (2016: Euros 27,637,000) related to rents paid regarding buildings used by the Bank as lessee.
In accordance with accounting policy 1l), under IAS 17, the Bank has various operating leases for properties and vehicles. The payments under these leases are recognised in the profit and loss during the life of the contract. The minimum future payments relating to operating leases not revocable, by maturity, are as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Properties | Vehicles | Total | Properties | Vehicles | Total | |
| Until 1 year | 17,601 | 206 | 17,807 | 17,926 | 483 | 18,409 |
| 1 to 5 years | 9,418 | 171 | 9,589 | 8,575 | 366 | 8,941 |
| Over 5 years | 5,359 | - | 5,359 | 5,174 | - | 5,174 |
| 32,378 | 377 | 32,755 | 31,675 | 849 | 32,524 |
The item Other specialised services includes fees for services rendered by the Statutory Auditor of the Bank, currently in fucntions, and by companies in its network as part of its statutory audit functions, as well as other services, are as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Auditing services | ||
| Legal certification | 1,581 | 1,685 |
| Other assurance services | 1,159 | 833 |
| Other services | 985 | 470 |
| 3,725 | 2,988 |
The Statutory Auditor was appointed on 28 April 2016, with effect from 2 May 2016.
The amount of this account is comprised of:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Intangible assets amortizations (note 27): | |||
| Software | 7,122 | 5,482 | |
| Other intangible assets | - | 5 | |
| 7,122 | 5,487 | ||
| Other tangible assets depreciations (note 26): | |||
| Properties | 9,746 | 9,436 | |
| Equipment | |||
| Furniture | 1,217 | 1,021 | |
| Machinery | 231 | 182 | |
| Computer equipment | 5,881 | 4,396 | |
| Interior installations | 1,053 | 852 | |
| Motor vehicles | 2,533 | 2,185 | |
| Security equipment | 1,206 | 1,130 | |
| Other equipment | 4 | 10 | |
| 21,871 | 19,212 | ||
| 28,993 | 24,699 |
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Loans and advances to customers: | ||
| Impairment charge for the year | 632,534 | 1,093,810 |
| Reversals for the year | (85,171) | (33,456) |
| Recoveries of loans and interest charged-off (note 20) | (14,067) | (29,748) |
| 533,296 | 1,030,606 |
The balance Loans impairment is related to an estimate of the incurred losses determined according with the methodology for a regular evaluation of objective evidence of impairment, as referred in accounting policy described in note 1 b).
| The amount of this account is comprised of: | ||
|---|---|---|
| (Thousands of euros) | ||
| 2017 | 2016 | |
| Impairment of financial assets available for sale | ||
| Charge for the year (note 21) | 70,310 | 295,304 |
The balance Impairment of financial assets available for sale - Charge for the year includes the impairment losses on shares and on participation units held by the Bank in the amount of Euros 70,290,000 (31 December 2016: Euros 256,120,000). This amount includes Euros 45,956,000 (31 December 2016: Euros 218,381,000) related to impairment losses on investments held in restructuring funds, as described in note 50.
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Provision for guarantees and other commitments (note 34) | ||
| Charge for the year | 4,449 | 52,673 |
| Write-back for the year | (52) | - |
| 4,397 | 52,673 | |
| Other provisions for liabilities and charges (note 34) | ||
| Charge for the year | 46,094 | 46,169 |
| Write-back for the year | - | (11,270) |
| 46,094 | 34,899 | |
| 50,491 | 87,572 |
The amount of this account is comprised of:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Sale of subsidiaries | 7,311 | 159,246 |
| Sale of other assets | 14,108 | 8,695 |
| 21,419 | 167,941 |
The balance Sale of subsidiaries corresponded in 2016 to the gains generated on the sale to Millennium bcp Participações, S.G.P.S., Sociedade Unipessoal, Lda., in the amount of Euros 85,215,000 resulting from the sale of the entire capital held by the Bank on SIBS, S.G.P.S., S.A. and the amount of Euros 72,553,000 resulting from the sale of 31.16% of the share capital of UNICRE - Instituição Financeira de Crédito, S.A.
The balance Sale of subsidiaries included also in 2016, a gain in the amount of Euros 457,000 from the sale of the whole investment held by the Bank in Quinta do Furão - Sociedade de Animação Turística e Agrícola de Sanatna, Lda., as well the amount of Euros 1,092,000 from the price adjustment regarding the sale, in 2015, of the wole investment held by the Bank in Millennium bcp Gestão de Activos - Sociedade Gestora de Fundos de investimento, S.A.
The balance Sale of other assets corresponds to the gains and losses arising from the sale and revaluation of assets held by the Bank and classified as non-current assets held for sale (note 25).
The earnings per share are calculated as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Net income / (loss) for the year | 118,021 | 69,308 |
| Adjusted net income / (loss) | 118,021 | 69,308 |
| Average number of shares | 13,321,460,739 | 1,231,541,411 |
| Basic earnings per share (Euros) | 0.009 | 0.056 |
| Diluted earnings per share (Euros) | 0.009 | 0.056 |
The Bank's share capital, as at 31 December 2017, amounts to Euros 5,600,738,053.72 and is represented by 15,113,989,952 ordinary, book-entry and nominate shares, without nominal value, which is fully paid.
In September 2016 there were not considered in the calculation of diluted earnings per share, the qualifying hybrid instruments as common equity tier 1 issued in June 2012 and subscribed fully by the State (CoCos), due to the negative net losses for the period (there is no dilution effect). As referred in note 42, on 9 February 2017, BCP has reimbursed in advance to the Portuguese State, the remaining amount of these instruments (Euros 700 million).
There were not identified another dilution effects of the earnings per share as at 31 December 2017 and 2016, so the diluted result is equivalent to the basic result.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Cash | 337,534 | 335,912 |
| Central Banks | 954,129 | 454,821 |
| 1,291,663 | 790,733 |
The balance Central Banks includes deposits with Central Banks in order to satisfy the legal requirements to maintain a cash reserve calculated based on the value of deposits and other effective liabilities. According to the European Central Bank System for Euro Zone, the cash reserve requirements establishes the maintenance of a deposit with the Central Bank equivalent to 1% of the average value of deposits and other liabilities, during each reserve requirement period. The rate is different for countries outside the Euro Zone.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Credit institutions in Portugal | 312 | 349 |
| Credit institutions abroad | 30,480 | 97,661 |
| Amounts due for collection | 125,668 | 214,585 |
| 156,460 | 312,595 |
The balance Amounts due for collection represents essentially cheques due for collection on other financial institutions. These balances are settled in the first days of the following month.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Other loans and advances to credit institutions in Portugal | ||
| Very short-term applications | 39,742 | - |
| Loans | 39,220 | 15,586 |
| Purchase transactions with resale agreement | 379,705 | 848,044 |
| Subordinated applications | 35,011 | 85,014 |
| Other applications | 10,328 | 5,881 |
| 504,006 | 954,525 | |
| Other loans and advances to credit institutions abroad | ||
| Very short-term applications | 388,327 | 180,347 |
| Short-term applications | 86,641 | 67,371 |
| Other applications | 274,837 | 294,438 |
| 749,805 | 542,156 | |
| 1,253,811 | 1,496,681 | |
| Overdue loans - over 90 days | 661 | 499 |
| 1,254,472 | 1,497,180 |
The caption Other loans and advances to credit institutions - Purchase transactions with resale agreement refers in its entirety to operations with Banco de Investimento Imobiliário, S.A.
Under the scope of derivative financial instruments operations (IRS and CIRS) with institutional counterparties, and as defined in the respective ("Cash collateral"), the caption Other loans and advances to credit institutions includes the amounts detailed below:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Other loans and advances to credit institutions in Portugal | ||
| Other applications | 1,010 | 2,840 |
| Other loans and advances to credit institutions abroad | ||
| Other applications | 269,284 | 275,180 |
| 270,294 | 278,020 |
These deposits are held by the counterparties and are given as collateral of the referred operations (IRS and CIRS), whose revaluation is negative for the Bank.
This balance is analysed by the period to maturity, as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Up to 3 months | 827,992 | 529,922 |
| 3 to 6 months | 479 | 55,076 |
| 6 to 12 months | - | 1,654 |
| 1 to 5 years | 410,340 | 895,029 |
| Over 5 years | 15,000 | 15,000 |
| Undetermined | 661 | 499 |
| 1,254,472 | 1,497,180 |
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Public sector | 713,433 | 807,373 | |
| Asset-backed loans | 18,928,322 | 19,963,817 | |
| Other guaranteed loans | 3,146,466 | 3,191,180 | |
| Unsecured loans | 5,499,852 | 4,823,757 | |
| Foreign loans | 1,535,948 | 1,802,950 | |
| Factoring operations | 1,601,595 | 1,364,174 | |
| Finance leases | 2,159,121 | 2,175,169 | |
| 33,584,737 | 34,128,420 | ||
| Overdue loans - less than 90 days | 43,539 | 78,030 | |
| Overdue loans - Over 90 days | 2,513,799 | 3,066,124 | |
| 36,142,075 | 37,272,574 | ||
| Impairment for credit risk | (2,785,130) | (3,244,345) | |
| 33,356,945 | 34,028,229 |
As at 31 December 2017, the balance Loans and advances to customers includes the amount of Euros 11,163,389,000 (31 December 2016: Euros 11,014,051,000) regarding credits related to mortgage loans issued by the Bank.
As referred in note 46, the Bank, as part of the liquidity risk management, holds a pool of eligible assets that can serve as collateral in funding operations with the European Central Bank, which include loans and advances to customers.
As at 31 December 2017 and as referred in note 50, the Bank performed a set of sales of loans and advances to customers for Specialized Loan Funds in the amount of Euros 1,586,114,000 (31 December 2016: Euros: 1,586,114,000). During 2017, no credits have been sold to these funds.
As referred in note 45, the Bank provides loans and/or guarantees to qualifying shareholders holding individually or together with their affiliates, 2% or more of the share capital, identified in the Board of Directors report and note 37.
As at 31 December 2017, the Bank granted credit to qualifying shareholders and entities controlled by them, in the amount of Euros 213,436,000 (31 December 2016: Euros 215,683,000), as referred in note 45 a). The amount of impairment recognised for these contracts amounts to Euros 77,000 (31 December 2016: Euros 111,000).
The business conducted between the company and qualifying shareholders or natural or legal persons related to them, pursuant to article 20 of the Securities Code, regardless of the amount, is always subject to appraisal and deliberation by the Board of Directors, through a proposal by the Credit Committee and the Executive Committee, supported by an analysis and technical opinion issued by the Internal Audit Division, and after a prior opinion has been obtained from the Audit Committee.
The analysis of loans and advances to customers, by type of credit, is as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Loans not represented by securities | ||||
| Discounted bills | 228,752 | 263,819 | ||
| Current account credits | 1,503,893 | 1,509,486 | ||
| Overdrafts | 536,409 | 556,618 | ||
| Loans | 10,065,178 | 10,289,855 | ||
| Mortgage loans | 15,506,736 | 15,902,519 | ||
| Factoring operations | 1,601,595 | 1,364,174 | ||
| Finance leases | 2,159,121 | 2,175,169 | ||
| 31,601,684 | 32,061,640 | |||
| Loans represented by securities | ||||
| Commercial paper | 1,702,941 | 1,843,345 | ||
| Bonds | 280,112 | 223,435 | ||
| 1,983,053 | 2,066,780 | |||
| 33,584,737 | 34,128,420 | |||
| Overdue loans - less than 90 days | 43,539 | 78,030 | ||
| Overdue loans - Over 90 days | 2,513,799 | 3,066,124 | ||
| 36,142,075 | 37,272,574 | |||
| Impairment for credit risk | (2,785,130) | (3,244,345) | ||
| 33,356,945 | 34,028,229 |
The analysis of loans and advances to customers, by maturity and by sector of activity as at 31 December, 2017 is as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| Outstanding loans | 2017 | ||||||
| Due within | 1 year to | Over | Total | Overdue | |||
| 1 year | 5 years | 5 years | Outstanding | loans | Total | % | |
| Agriculture and forestry | 71,640 | 69,556 | 106,234 | 247,430 | 9,199 | 256,629 | 0.71% |
| Fisheries | 7,320 | 2,707 | 7,707 | 17,734 | 236 | 17,970 | 0.05% |
| Mining | 31,970 | 15,098 | 5,645 | 52,713 | 7,184 | 59,897 | 0.17% |
| Food, beverage | |||||||
| and tobacco | 288,248 | 95,493 | 58,448 | 442,189 | 14,617 | 456,806 | 1.26% |
| Textiles | 247,920 | 85,496 | 85,218 | 418,634 | 24,266 | 442,900 | 1.23% |
| Wood and cork | 68,270 | 27,547 | 35,450 | 131,267 | 10,245 | 141,512 | 0.39% |
| Paper, printing | |||||||
| and publishing | 120,570 | 21,121 | 44,234 | 185,925 | 5,710 | 191,635 | 0.53% |
| Chemicals | 370,561 | 96,968 | 111,689 | 579,218 | 43,135 | 622,353 | 1.72% |
| Machinery, equipment | |||||||
| and basic metallurgical | 294,973 | 192,910 | 143,392 | 631,275 | 51,171 | 682,446 | 1.89% |
| Electricity and gas | 40,935 | 39,940 | 428,299 | 509,174 | - | 509,174 | 1.41% |
| Water | 32,425 | 14,480 | 114,525 | 161,430 | 3,784 | 165,214 | 0.46% |
| Construction | 569,695 | 190,164 | 697,456 | 1,457,315 | 543,030 | 2,000,345 | 5.53% |
| Retail business | 541,042 | 202,929 | 219,926 | 963,897 | 76,143 | 1,040,040 | 2.88% |
| Wholesale business | 762,801 | 284,614 | 177,024 | 1,224,439 | 105,383 | 1,329,822 | 3.68% |
| Restaurants and hotels | 78,098 | 149,053 | 731,633 | 958,784 | 52,631 | 1,011,415 | 2.80% |
| Transports | 241,721 | 144,043 | 345,970 | 731,734 | 14,839 | 746,573 | 2.07% |
| Post offices | 906 | 778 | 74 | 1,758 | 150 | 1,908 | 0.01% |
| Telecommunications | 86,354 | 46,488 | 47,147 | 179,989 | 5,760 | 185,749 | 0.51% |
| Services | |||||||
| Financial intermediation | |||||||
| intermediation | 449,693 | 411,045 | 1,048,677 | 1,909,415 | 293,161 | 2,202,576 | 6.09% |
| Real estate activities | 297,102 | 196,362 | 616,958 | 1,110,422 | 344,070 | 1,454,492 | 4.02% |
| Consulting, scientific and | |||||||
| technical activities | 1,250,946 | 516,885 | 367,193 | 2,135,024 | 210,195 | 2,345,219 | 6.49% |
| Administrative and support | |||||||
| services activities | 180,266 | 128,532 | 78,538 | 387,336 | 26,099 | 413,435 | 1.14% |
| Public sector | 80,597 | 408,324 | 362,318 | 851,239 | 47 | 851,286 | 2.36% |
| Education | 35,382 | 14,515 | 63,589 | 113,486 | 2,340 | 115,826 | 0.32% |
| Health and collective | |||||||
| service activities | 97,842 | 60,913 | 102,153 | 260,908 | 2,149 | 263,057 | 0.73% |
| Artistic, sports and | |||||||
| recreational activities | 38,575 | 34,961 | 237,989 | 311,525 | 5,658 | 317,183 | 0.88% |
| Other services | 32,538 | 27,350 | 46,747 | 106,635 | 248,641 | 355,276 | 0.98% |
| Consumer credit | 507,793 | 517,048 | 643,553 | 1,668,394 | 251,266 | 1,919,660 | 5.31% |
| Mortgage credit | 12,143 | 194,894 | 15,114,879 | 15,321,916 | 141,271 | 15,463,187 | 42.78% |
| Other domestic | |||||||
| activities | 3 | 12 | - | 15 | 5,050 | 5,065 | 0.01% |
| Other international | |||||||
| activities | 176,652 | 232,633 | 104,232 | 513,517 | 59,908 | 573,425 | 1.59% |
| 7,014,981 | 4,422,859 | 22,146,897 | 33,584,737 | 2,557,338 | 36,142,075 | 100.00% |
The analysis of loans and advances to customers, by maturity and by sector of activity as at 31 December, 2016 is as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2016 | |||||||
| Due within | 1 year to | Outstanding loans Over |
Total | Overdue | |||
| 1 year | 5 years | 5 years | Outstanding | loans | Total | % | |
| Agriculture and forestry | 97,218 | 64,861 | 88,908 | 250,987 | 17,206 | 268,193 | 0.72% |
| Fisheries | 6,986 | 2,990 | 18,364 | 28,340 | 11,972 | 40,312 | 0.11% |
| Mining | 27,713 | 14,840 | 8,052 | 50,605 | 6,571 | 57,176 | 0.15% |
| Food, beverage | |||||||
| and tobacco | 244,767 | 79,312 | 58,401 | 382,480 | 17,248 | 399,728 | 1.07% |
| Textiles | 224,013 | 95,811 | 101,112 | 420,936 | 25,608 | 446,544 | 1.20% |
| Wood and cork | 61,109 | 30,164 | 34,131 | 125,404 | 13,435 | 138,839 | 0.37% |
| Paper, printing | |||||||
| and publishing | 52,656 | 58,559 | 49,047 | 160,262 | 9,630 | 169,892 | 0.46% |
| Chemicals | 276,027 | 118,890 | 90,943 | 485,860 | 60,808 | 546,668 | 1.47% |
| Machinery, equipment | |||||||
| and basic metallurgical | 266,642 | 177,523 | 146,740 | 590,905 | 54,034 | 644,939 | 1.73% |
| Electricity and gas | 26,972 | 56,175 | 374,598 | 457,745 | 784 | 458,529 | 1.23% |
| Water | 47,203 | 21,537 | 114,817 | 183,557 | 3,506 | 187,063 | 0.50% |
| Construction | 779,768 | 162,514 | 808,567 | 1,750,849 | 729,661 | 2,480,510 | 6.66% |
| Retail business | 422,350 | 196,943 | 227,296 | 846,589 | 113,315 | 959,904 | 2.58% |
| Wholesale business | 600,903 | 295,993 | 202,759 | 1,099,655 | 136,546 | 1,236,201 | 3.32% |
| Restaurants and hotels | 75,530 | 151,227 | 575,749 | 802,506 | 112,134 | 914,640 | 2.45% |
| Transports | 233,360 | 203,758 | 436,623 | 873,741 | 56,469 | 930,210 | 2.50% |
| Post offices | 1,198 | 471 | 48 | 1,717 | 221 | 1,938 | 0.01% |
| Telecommunications | 80,749 | 36,248 | 62,306 | 179,303 | 106,303 | 285,606 | 0.77% |
| Services | |||||||
| Financial intermediation | |||||||
| intermediation | 1,246,340 | 1,052,489 | 1,174,636 | 3,473,465 | 560,108 | 4,033,573 | 10.82% |
| Real estate activities | 242,346 | 185,004 | 546,578 | 973,928 | 314,529 | 1,288,457 | 3.46% |
| Consulting, scientific and | |||||||
| technical activities | 421,299 | 146,098 | 200,179 | 767,576 | 35,026 | 802,602 | 2.15% |
| Administrative and support | |||||||
| services activities | 135,065 | 116,219 | 91,475 | 342,759 | 36,839 | 379,598 | 1.02% |
| Public sector | 70,105 | 30,847 | 431,490 | 532,442 | 898 | 533,340 | 1.43% |
| Education | 28,116 | 11,448 | 70,730 | 110,294 | 3,098 | 113,392 | 0.30% |
| Health and collective | |||||||
| service activities | 77,483 | 49,969 | 112,000 | 239,452 | 4,165 | 243,617 | 0.65% |
| Artistic, sports and | |||||||
| recreational activities | 73,874 | 21,152 | 265,017 | 360,043 | 15,429 | 375,472 | 1.01% |
| Other services | 28,918 | 296,802 | 51,811 | 377,531 | 9,288 | 386,819 | 1.04% |
| Consumer credit | 487,689 | 859,106 | 614,501 | 1,961,296 | 415,188 | 2,376,484 | 6.38% |
| Mortgage credit | 8,110 | 178,396 | 15,434,894 | 15,621,400 | 186,340 | 15,807,740 | 42.39% |
| Other domestic | |||||||
| activities | 8 | 1 | - | 9 | 7,834 | 7,843 | 0.02% |
| Other international | |||||||
| activities | 220,593 | 263,380 | 192,811 | 676,784 | 79,961 | 756,745 | 2.03% |
| 6,565,110 | 4,978,727 | 22,584,583 | 34,128,420 | 3,144,154 | 37,272,574 | 100.00% |
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | ||||||
| Outstanding loans | ||||||
| Due within | 1 year to | Over | Total | Overdue | ||
| 1 year | 5 years | 5 years | Outstanding | loans | Total | |
| Public sector | 27,271 | 39,522 | 646,640 | 713,433 | 47 | 713,480 |
| Asset-backed loans | 822,942 | 1,340,744 | 16,764,636 | 18,928,322 | 1,329,814 | 20,258,136 |
| Other guaranteed loans | 1,346,164 | 999,450 | 800,852 | 3,146,466 | 295,034 | 3,441,500 |
| Unsecured loans | 3,411,593 | 674,562 | 1,413,697 | 5,499,852 | 716,600 | 6,216,452 |
| Foreign loans | 162,098 | 521,998 | 851,852 | 1,535,948 | 148,849 | 1,684,797 |
| Factoring operations | 1,182,162 | 381,571 | 37,862 | 1,601,595 | 13,112 | 1,614,707 |
| Finance leases | 62,751 | 465,012 | 1,631,358 | 2,159,121 | 53,882 | 2,213,003 |
| 7,014,981 | 4,422,859 | 22,146,897 | 33,584,737 | 2,557,338 | 36,142,075 |
The analysis of loans and advances to customers, by type of credit and by maturity, as at 31 December 2016, is as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Outstanding loans | ||||||
| Due within | 1 year to | Over | Total | Overdue | ||
| 1 year | 5 years | 5 years | Outstanding | loans | Total | |
| Public sector | 34,027 | 231,131 | 542,215 | 807,373 | - | 807,373 |
| Asset-backed loans | 963,785 | 1,758,183 | 17,241,849 | 19,963,817 | 1,610,088 | 21,573,905 |
| Other guaranteed loans | 1,364,464 | 970,373 | 856,343 | 3,191,180 | 401,332 | 3,592,512 |
| Unsecured loans | 2,984,512 | 565,906 | 1,273,339 | 4,823,757 | 901,276 | 5,725,033 |
| Foreign loans | 243,623 | 595,205 | 964,122 | 1,802,950 | 127,991 | 1,930,941 |
| Factoring operations | 934,061 | 386,353 | 43,760 | 1,364,174 | 14,987 | 1,379,161 |
| Finance leases | 40,638 | 471,576 | 1,662,955 | 2,175,169 | 88,480 | 2,263,649 |
| 6,565,110 | 4,978,727 | 22,584,583 | 34,128,420 | 3,144,154 | 37,272,574 |
The caption Loans and advances to customers includes the effect of synthetic securitization. The characterization of these operations is described in note 1 c) 6 ii).
The Bank has two operations in progress which form structures of synthetic securitization.
Caravela SME No.3, which operation started on 28 June 2013, based on a medium and long term loans portfolio of current accounts and authorized overdrafts granted by the Bank, mainly to small and medium companies. The maturity date is 25 March of 2036 and as at 31 December 2017, the synthetic securitization "Caravela SME No.3" amounts to Euros 2,269,231,000. The fair value of swaps is recorded in the amount of Euros 194,606,000 and the associated cost in 2017 amounts to Euros 17,708,000.
Caravela SME No.4 is a similar operation, initiated on 5 June 2014, which portfolio contains car, real estate and equipment leasing granted between the Bank and a group of clients that belong to the same segment (small and medium companies). The maturity date is 21 September of 2043 and as at 31 December 2017, the synthetic securitization "Caravela SME No.4" amounts to Euros 1,144,979,000. The fair value of swaps is recorded at the amount of Euros 66,193,000 and their associated cost in 2017 amounts to Euros 1,491,000.
In both operations, the Bank hired a Credit Default Swap (CDS) with a Special Purpose Vehicle (SPV), buying by this way the protection for the total portfolio referred. Both cases, the synthetic securitizations, the same CDS, the risk of the respective portfolios were divided in 3 classes: senior, mezzanine and equity. The mezzanine and part of the equity (20%) were placed in the market through an SPV, and the subscription by investors, the Credit Linked Notes (CLNs). The Bank retained the senior risk and part of the equity remaining (80%). The product of the CLNs issue was invested by the SPV in a deposit which total collateral the responsibilities in the presence of the Bank, in accordance of the CDS.
These operations involve the Bank's reduced exposure to the risks associated with the credit granted, but it did not transfer to third parties the majority of the rights and obligations arising from the credits included in them, thus not meeting the criteria set out in paragraphs 16 and subsequent IAS 39 for derecognition.
The Bank's credit portfolio, which includes further than loans and advances to customers, the guarantees granted and commitments to third parties, split between loans with or without signs of impairment is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Total loans | 39,803,126 | 41,230,065 | |
| Loans and advances to customers with signs of impairment | |||
| Individually significant | |||
| Gross amount | 4,742,972 | 5,933,220 | |
| Impairment | (2,301,170) | (2,402,024) | |
| 2,441,802 | 3,531,196 | ||
| Collective analysis | |||
| Gross amount | 2,141,149 | 3,185,068 | |
| Impairment | (540,006) | (908,415) | |
| 1,601,143 | 2,276,653 | ||
| Loans and advances to customers without signs of impairment | 32,919,005 | 32,111,777 | |
| Impairment (IBNR) | (58,935) | (44,507) | |
| 36,903,015 | 37,875,119 |
The total loan portfolio presented in the table above includes loans and advances to customers in the amount of Euros 36,142,075,000 (31 December 2016: Euros: 37,275,574,000) and guarantees granted and commitments to third parties balance (see note 40), in the amount of Euros 3,661,051,000 (31 December 2016: Euros 3,957,491,000).
The balances Impairment and Impairment ('IBNR') were determined in accordance with the accounting policy described in note 1 b), including the provision for guarantees and other commitments to third parties (note 34), in the amount of Euros 114,981,000 (31 December 2016: Euros 110,601,000).
The analysis of the exposure covered by collateral associated with loans and advances to customers' portfolio, considering its fair value, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Loans and advances to customers with impairment | ||
| Individually significant | ||
| Securities and other financial assets | 489,337 | 647,522 |
| Residential real estate | 292,917 | 372,749 |
| Other real estate | 1,157,657 | 1,312,548 |
| Other guarantees | 631,526 | 659,686 |
| 2,571,437 | 2,992,505 | |
| Collective analysis | ||
| Securities and other financial assets | 19,732 | 22,379 |
| Residential real estate | 1,092,011 | 1,524,385 |
| Other real estate | 194,229 | 284,657 |
| Other guarantees | 75,797 | 105,634 |
| 1,381,769 | 1,937,055 | |
| Loans and advances to customers without impairment | ||
| Securities and other financial assets | 1,733,977 | 1,880,865 |
| Residential real estate | 14,213,777 | 14,282,689 |
| Other real estate | 2,755,301 | 2,643,596 |
| Other guarantees | 3,787,827 | 3,460,571 |
| 22,490,882 | 22,267,721 | |
| 26,444,088 | 27,197,281 |
The captions Other guarantees include debtors, assets subject to leasing transactions and personal guarantees, among others. Considering the policy of risk management of the Bank (note 46), the amounts presented do not include the fair value of the personal guarantees provided by clients with lower risk rating. When considered, the fair value of the personal guarantees corresponds to the guaranteed amount.
The Bank is applying physical collaterals and financial guarantees as instruments to mitigate the credit risk. The physical collaterals are mainly mortgages on residential buildings for the mortgage portfolio and other mortgages on other types of buildings related to other types of loans. In order to reflect the market value, these collaterals are regularly reviewed based on independent and certified valuation entities or through the application of revaluation coefficients that reflect the market trends for each specific type of building and geographical area. The financial guarantees are reviewed based on the market value of the respective assets, when available, with the subsequent application of haircuts that reflect the volatility of their prices. Considering the current real estate and financial markets conditions, the Bank continued to negotiate additional physical and financial collaterals with its customers.
The balance Loans and advances to customers includes the following amounts related to finance leases contracts:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Amount of future minimum payments | 2,486,723 | 2,521,112 |
| Interest not yet due | (327,602) | (345,943) |
| Present value | 2,159,121 | 2,175,169 |
The amount of future minimum payments of lease contracts, by maturity terms, is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Up to 1 year | 350,302 | 332,254 | |
| 1 to 5 years | 960,669 | 958,178 | |
| Over 5 years | 1,175,752 | 1,230,680 | |
| 2,486,723 | 2,521,112 |
The analysis of financial lease contracts, by type of client, is presented as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Individuals | ||
| Home | 55,018 | 58,862 |
| Consumer | 28,122 | 21,506 |
| Others | 112,976 | 123,698 |
| 196,116 | 204,066 | |
| Companies | ||
| Equipment | 352,503 | 349,211 |
| Real estate | 1,610,502 | 1,621,892 |
| 1,963,005 | 1,971,103 | |
| 2,159,121 | 2,175,169 |
Regarding operational leasing, the Bank does not present relevant contracts as leasor.
The loan to customers' portfolio includes contracts that resulted in a formal restructuring with the customers and the consequent establishment of a new funding to replace the previous. The restructuring may result in a reinforce of guarantees and / or liquidation of part of the credit and involve an extension of maturities or a different interest rate. The analysis of the non-performing restructured loans, by sector of activity, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Agriculture and forestry | 1,112 | 1,140 |
| Fisheries | 9 | 23 |
| Mining | - | 1 |
| Food, beverage and tobacco | 50 | 76 |
| Textiles | 189 | 163 |
| Wood and cork | 71 | 36 |
| Paper, printing and publishing | 4 | 14 |
| Chemicals | 48 | 43 |
| Machinery, equipment and basic metallurgical | 515 | 130 |
| Water | - | 20 |
| Construction | 1,213 | 2,231 |
| Retail business | 1,388 | 1,408 |
| Wholesale business | 448 | 437 |
| Restaurants and hotels | 2,102 | 612 |
| Transports | 45 | 68 |
| Telecommunications | 40 | 42 |
| Services | ||
| Financial intermediation | 211 | 154 |
| Real estate activities | 905 | 1,761 |
| Consulting, scientific and technical activities | 1,407 | 137 |
| Administrative and support services activities | 2,340 | 346 |
| Public sector | - | 53 |
| Health and collective service activities | - | 12 |
| Artistic, sports and recreational activities | 118 | 128 |
| Other services | 27 | 29 |
| Consumer credit | 34,407 | 35,856 |
| 46,649 | 44,920 |
The restructured loans are subject to an impairment analysis resulting from the revaluation of expectation to meet new cash flows inherent to the new contract terms, discounted at the original effective interest rate and considering new collaterals.
Regarding the restructured loans, the impairment associated to these operations amounts to Euros 21,244,000 (31 December 2016: Euros 20,176,000).
The Bank has implemented a process for marking operations restructured due to clients' financial difficulties. This marking is part of the credit analysis process, being in charge of the respective decision-making bodies, according to the corresponding competencies, established in the regulations in force.
The information on operations restructured due to financial difficulties is available in the Bank's information systems, having a relevant role in the processes of credit analysis, in the marking of customers in default and in the process of determining impairment. In particular:
there are several default triggers related to restructurings due to financial difficulties (restructuring with loss of value, recidivism of restructuring, unproductive credit, default on customers with restructured operations);
in the process of individual impairment analysis, in addition to the existence of operations restructured due to financial difficulties, is a reason for customer selection, the loss inherent to the change in the conditions resulting from the restructuring is determined; With regard to collective analysis, and the existence of such operations leads to the integration of the client into a subpopulation with an aggravated impairment rate.
The demarcation of an operation can only take place at least 2 years after the date of marking, provided that a set of conditions exist that allow to conclude by the improvement of the financial condition of the client.
The definition of Non Performing Loans for more than 90 days (NPL> 90) incorporates total credit (past due + outstanding) associated with past due operations for more than 90 days. As at 31 December 2017, the amount calculated is Euros 3,849,391,000 (31 December 2016: Euros 4,731,688,000).
The definition of Non Performing Exposure (NPE) is as follows:
c) total exposure of customers whose overdue value for more than 90 days represents more than 20% of their total on-balance sheet exposure;
d) total exposure of non-retail customers with at least one overdue operation for more than 90 days;
e) retail operations overdue for more than 90 days;
f) operations restructured due to financial difficulties overdue for more than 30 days.
As at 31 December 2017, the NPE amounts to Euros 6,546,610,000 (31 December 2016: Euros 8,581,222,000), of which Euros 6,480,603,000 are associated to loans not represented by securities (31 December 2016: Euros 8,141,347,000) and Euros 84,007,000 associated to loans represented by securities (31 December 2016: Euros 439,875,000).
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 3,244,345 | 2,876,238 |
| Other transfers | (33,211) | 714 |
| Impairment charge for the year | 632,534 | 1,093,810 |
| Reversals for the year | (85,171) | (33,456) |
| Loans charged-off | (972,730) | (693,193) |
| Exchange rate differences | (637) | 232 |
| Balance on 31 December | 2,785,130 | 3,244,345 |
If the impairment loss decreases in a subsequent period to its initial accounting and this decrease can be objectively associated to an event that occurred after the recognition of the loss, the impairment in excess is reversed through profit and loss.
The analysis of impairment, by sector of activity, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Agriculture and forestry | 13,226 | 13,384 |
| Fisheries | 748 | 18,651 |
| Mining | 10,302 | 4,291 |
| Food, beverage and tobacco | 11,324 | 10,471 |
| Textiles | 23,684 | 25,945 |
| Wood and cork | 19,209 | 13,968 |
| Paper, printing and publishing | 11,438 | 14,062 |
| Chemicals | 36,186 | 51,111 |
| Machinery, equipment and basic metallurgical | 37,165 | 29,941 |
| Electricity and gas | 1,135 | 1,004 |
| Water | 10,881 | 9,379 |
| Construction | 479,813 | 540,955 |
| Retail business | 61,912 | 82,731 |
| Wholesale business | 89,018 | 105,395 |
| Restaurants and hotels | 96,253 | 108,601 |
| Transports | 16,660 | 102,854 |
| Post offices | 277 | 146 |
| Telecommunications | 14,985 | 18,568 |
| Services | ||
| Financial intermediation | 479,873 | 1,048,644 |
| Real estate activities | 216,233 | 195,622 |
| Consulting, scientific and technical activities | 486,268 | 52,054 |
| Administrative and support services activities | 58,600 | 31,316 |
| Public sector | 849 | 822 |
| Education | 5,848 | 6,967 |
| Health and collective service activities | 3,360 | 4,039 |
| Artistic, sports and recreational activities | 78,179 | 89,430 |
| Other services | 147,967 | 39,688 |
| Consumer credit | 201,478 | 314,991 |
| Mortgage credit | 138,486 | 214,578 |
| Other domestic activities | 76 | 553 |
| Other international activities | 33,697 | 94,184 |
| 2,785,130 | 3,244,345 |
The analysis of impairment, by type of credit, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Public sector | 850 | - |
| Asset-backed loans | 1,823,087 | 2,095,608 |
| Other guaranteed loans | 336,327 | 387,056 |
| Unsecured loans | 384,905 | 480,158 |
| Foreign loans | 114,752 | 138,304 |
| Factoring operations | 20,981 | 22,671 |
| Finance leases | 104,228 | 120,548 |
| 2,785,130 | 3,244,345 |
The analysis of loans charged-off, by sector of activity, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Agriculture and forestry | 1,595 | 13,127 |
| Fisheries | 22,020 | 47 |
| Mining | 727 | 4,046 |
| Food, beverage and tobacco | 3,612 | 1,885 |
| Textiles | 8,101 | 8,060 |
| Wood and cork | 2,859 | 14,814 |
| Paper, printing and publishing | 4,490 | 1,080 |
| Chemicals | 8,868 | 27,444 |
| Machinery, equipment and basic metallurgical | 12,464 | 6,520 |
| Electricity and gas | 14 | 3 |
| Water | 340 | 136 |
| Construction | 90,839 | 153,050 |
| Retail business | 36,834 | 47,133 |
| Wholesale business | 39,253 | 48,615 |
| Restaurants and hotels | 13,982 | 16,647 |
| Transports | 92,106 | 2,438 |
| Post offices | 74 | 13 |
| Telecommunications | 3,953 | 9,515 |
| Services | ||
| Financial intermediation | 283,976 | 104,684 |
| Real estate activities | 53,567 | 43,327 |
| Consulting, scientific and technical activities | 18,154 | 24,314 |
| Administrative and support services activities | 9,001 | 3,354 |
| Education | 807 | 55 |
| Health and collective service activities | 762 | 596 |
| Artistic, sports and recreational activities | 5,758 | 893 |
| Other services | 2,602 | 4,015 |
| Consumer credit | 223,139 | 144,754 |
| Mortgage credit | 14,641 | 11,941 |
| Other domestic activities | 14,516 | 671 |
| Other international activities | 3,676 | 16 |
| 972,730 | 693,193 |
In compliance with the accounting policy described in note 1 b), loans and advances to customers are charged-off when there are no feasible expectations, of recovering the loan amount and for collateralised loans, the charge-off occurs when the funds arising from the execution of the respective collaterals are effectively received. This charge-off is carried out by the utilization of impairment losses when they refer to 100% of the loans that are considered unrecoverable.
The analysis of loans charged-off, by type of credit, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Asset-backed loans | - | 16,254 |
| Other guaranteed loans | - | 4,633 |
| Unsecured loans | 948,081 | 663,923 |
| Factoring operations | 1,522 | 240 |
| Finance leases | 23,127 | 8,143 |
| 972,730 | 693,193 |
The analysis of recovered loans and interest, occurred during 2017 and 2016, by sector of activity, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Agriculture and forestry | 39 | 12 |
| Fisheries | 42 | 3 |
| Mining | 125 | 191 |
| Food, beverage and tobacco | 198 | 206 |
| Textiles | 304 | 824 |
| Wood and cork | 247 | 334 |
| Paper, printing and publishing | 565 | 53 |
| Chemicals | 433 | 238 |
| Machinery, equipment and basic metallurgical | 246 | 395 |
| Electricity and gas | - | 13 |
| Water | 1 | 10 |
| Construction | 4,118 | 17,675 |
| Retail business | 1,102 | 829 |
| Wholesale business | 2,147 | 2,115 |
| Restaurants and hotels | 140 | 116 |
| Transports | 787 | 122 |
| Telecommunications | 1 | 12 |
| Services | ||
| Financial intermediation | 165 | 57 |
| Real estate activities | 1,105 | 677 |
| Consulting, scientific and technical activities | 78 | 212 |
| Administrative and support services activities | 290 | 117 |
| Education | - | 1 |
| Health and collective service activities | 10 | - |
| Artistic, sports and recreational activities | - | 2,171 |
| Other services | 3 | 37 |
| Consumer credit | 1,514 | 3,171 |
| Mortgage credit | 14 | 21 |
| Other domestic activities | 284 | 136 |
| Other international activities | 109 | - |
| 14,067 | 29,748 |
The analysis of recovered loans and interest during 2017 and 2016, by type of credit, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Unsecured loans | 13,779 | 29,130 |
| Foreign loans | 119 | 594 |
| Factoring operations | 74 | - |
| Finance leases | 95 | 24 |
| 14,067 | 29,748 |
The balance Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Bonds and other fixed income securities | ||||
| Issued by public entities | 4,059,084 | 3,094,852 | ||
| Issued by other entities | 1,023,977 | 1,211,059 | ||
| 5,083,061 | 4,305,911 | |||
| Overdue securities | 3,722 | 18,022 | ||
| Impairment for overdue securities | (3,722) | (13,079) | ||
| 5,083,061 | 4,310,854 | |||
| Shares and other variable income securities | 1,826,682 | 1,922,853 | ||
| 6,909,743 | 6,233,707 | |||
| Trading derivatives | 696,214 | 826,157 | ||
| 7,605,957 | 7,059,864 |
The balance Trading derivatives included as at 31 December 2016, the valuation of the embedded derivatives separated from the host contracts in accordance with the accounting policy 1 c) in the amount of Euros 142,000.
The portfolio of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale securities, net of impairment, as at 31 December 2017, is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | ||||
| At fair | ||||
| value through | Available | |||
| Trading | profit or loss | for sale | Total | |
| Fixed income: | ||||
| Bonds issued by public entities | ||||
| Portuguese issuers | 10,035 | 142,336 | 2,820,068 | 2,972,439 |
| Foreign issuers | 237 | - | 4,236 | 4,473 |
| Bonds issued by other entities | ||||
| Portuguese issuers | 2,412 | - | 761,586 | 763,998 |
| Foreign issuers | 60,464 | - | 203,237 | 263,701 |
| Treasury bills and other Government bonds | ||||
| Portuguese issuers | - | - | 584,906 | 584,906 |
| Foreign issuers | - | - | 497,266 | 497,266 |
| 73,148 | 142,336 | 4,871,299 | 5,086,783 | |
| Impairment for overdue securities | - | - | (3,722) | (3,722) |
| 73,148 | 142,336 | 4,867,577 | 5,083,061 | |
| Variable income: | ||||
| Shares | ||||
| Portuguese companies | 427 | - | 29,818 | 30,245 |
| Foreign companies | - | - | 9,394 | 9,394 |
| Investment fund units | - | - | 1,786,193 | 1,786,193 |
| Other securities | 850 | - | - | 850 |
| 1,277 | - | 1,825,405 | 1,826,682 | |
| Trading derivatives | 696,214 | - | - | 696,214 |
| 770,639 | 142,336 | 6,692,982 | 7,605,957 | |
| Level 1 | 73,575 | 142,336 | 4,610,516 | 4,826,427 |
| Level 2 | 409,153 | - | 219,114 | 628,267 |
| Level 3 | 287,911 | - | 1,863,352 | 2,151,263 |
The portfolio of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale securities, net of impairment, as at 31 December 2016, is analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| At fair | |||||
| value through | Available | ||||
| Trading | profit or loss | for sale | Total | ||
| Fixed income: | |||||
| Bonds issued by public entities | |||||
| Portuguese issuers | 11,803 | 146,664 | 2,242,580 | 2,401,047 | |
| Foreign issuers | 36,707 | - | 2,170 | 38,877 | |
| Bonds issued by other entities | |||||
| Portuguese issuers | 8,990 | - | 854,866 | 863,856 | |
| Foreign issuers | 63,503 | - | 301,722 | 365,225 | |
| Treasury bills and other Government bonds | |||||
| Portuguese issuers | 5,642 | 649,286 | 654,928 | ||
| 126,645 | 146,664 | 4,050,624 | 4,323,933 | ||
| Impairment for overdue securities | - | - | (13,079) | (13,079) | |
| 126,645 | 146,664 | 4,037,545 | 4,310,854 | ||
| Variable income: | |||||
| Shares | |||||
| Portuguese companies | 356 | - | 41,507 | 41,863 | |
| Foreign companies | - | - | 6,208 | 6,208 | |
| Investment fund units | 14 | - | 1,874,383 | 1,874,397 | |
| Other securities | 385 | - | - | 385 | |
| 755 | - | 1,922,098 | 1,922,853 | ||
| Trading derivatives | 826,157 | - | - | 826,157 | |
| 953,557 | 146,664 | 5,959,643 | 7,059,864 | ||
| Level 1 | 123,423 | 146,664 | 3,564,725 | 3,834,812 | |
| Level 2 | 225,923 | - | 429,590 | 655,513 | |
| Level 3 | 604,211 | - | 1,965,328 | 2,569,539 |
The trading and available for sale portfolios are recorded at fair value in accordance with the accounting policy described in note 1 c).
As referred in the accounting policy presented in note 1 c), the available for sale securities are presented at market value with the respective fair value accounted against fair value reserves. As at 31 December 2017, the fair value reserves are positive in the amount of Euros 37,394,000 (31 December 2016: negative amount of Euros 138,490,000).
As at 31 December 2017, the balances Financial assets held for trading and Financial assets available for sale include bonds issued with different levels of subordination, including the more subordinated tranche, associated with the traditional securitization transactions, referred in note 1 c) 6) i), in the amount of Euros 5,972,000 (31 December 2016: Euros 6,104,000) and Euros 114,981,000 (31 December 2016: Euros 120,194,000), respectively.
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The portfolio of financial assets available for sale, as at 31 December 2017, is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | ||||||
| Amortised | ||||||
| cost | Fair value | |||||
| Amortised | net of | hedge | Fair value | |||
| cost | Impairment | impairment | adjustments | reserves | Total | |
| Fixed income: | ||||||
| Bonds issued by public entities | ||||||
| Portuguese issuers | 2,740,250 | - | 2,740,250 | 145,003 | (65,185) | 2,820,068 |
| Foreign issuers | 4,157 | - | 4,157 | - | 79 | 4,236 |
| Bonds issued by other entities | ||||||
| Portuguese issuers (*) | 833,060 | (87,369) | 745,691 | 6 | 12,167 | 757,864 |
| Foreign issuers | 171,555 | (14,823) | 156,732 | (391) | 46,896 | 203,237 |
| Treasury bills and other | ||||||
| Government bonds | ||||||
| Portuguese issuers | 585,072 | - | 585,072 | - | (166) | 584,906 |
| Foreign issuers | 497,770 | - | 497,770 | - | (504) | 497,266 |
| 4,831,864 | (102,192) | 4,729,672 | 144,618 | (6,713) | 4,867,577 | |
| Variable income: | ||||||
| Shares | ||||||
| Portuguese companies | 95,249 | (73,106) | 22,143 | - | 7,675 | 29,818 |
| foreign companies | 7,205 | (150) | 7,055 | - | 2,339 | 9,394 |
| Investment fund units | 2,266,394 | (514,294) | 1,752,100 | - | 34,093 | 1,786,193 |
| 2,368,848 | (587,550) | 1,781,298 | - | 44,107 | 1,825,405 | |
| 7,200,712 | (689,742) | 6,510,970 | 144,618 | 37,394 | 6,692,982 |
(*) This caption includes the amount related to impairment of overdue securities
The portfolio of financial assets available for sale, as at 31 December 2016, is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Amortised | ||||||
| cost | Fair value | |||||
| Amortised | net of | hedge | Fair value | |||
| cost | Impairment | impairment | adjustments | reserves | Total | |
| Fixed income: | ||||||
| Bonds issued by public entities | ||||||
| Portuguese issuers | 2,407,771 | - | 2,407,771 | 60,008 | (225,199) | 2,242,580 |
| Foreign issuers | 2,087 | - | 2,087 | - | 83 | 2,170 |
| Bonds issued by other entities | ||||||
| Portuguese issuers (*) | 973,806 | (130,588) | 843,218 | (942) | (489) | 841,787 |
| Foreign issuers | 278,788 | (16,459) | 262,329 | (210) | 39,603 | 301,722 |
| Treasury bills and other | ||||||
| Government bonds | ||||||
| Portuguese issuers | 649,256 | - | 649,256 | - | 30 | 649,286 |
| 4,311,708 | (147,047) | 4,164,661 | 58,856 | (185,972) | 4,037,545 | |
| Variable income: | ||||||
| Shares | ||||||
| Portuguese companies | 116,699 | (86,197) | 30,502 | - | 11,005 | 41,507 |
| foreign companies | 5,670 | (150) | 5,520 | - | 688 | 6,208 |
| Investment fund units | 2,323,126 | (484,532) | 1,838,594 | - | 35,789 | 1,874,383 |
| 2,445,495 | (570,879) | 1,874,616 | - | 47,482 | 1,922,098 | |
| 6,757,203 | (717,926) | 6,039,277 | 58,856 | (138,490) | 5,959,643 |
(*) This caption includes the amount related to impairment of overdue securities
The portfolio of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale, net of impairment, as at 31 December 2017, by valuation levels, is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Fixed income: | ||||
| Bonds issued by public entities | ||||
| Portuguese issuers | 2,839,539 | 132,900 | - | 2,972,439 |
| Foreign issuers | 4,460 | 13 | - | 4,473 |
| Bonds issued by other entities | ||||
| Portuguese issuers (*) | 667,665 | 75,782 | 16,829 | 760,276 |
| Foreign issuers | 230,994 | 3,317 | 29,390 | 263,701 |
| Treasury bills and other Government bonds | ||||
| Portuguese issuers | 584,906 | - | - | 584,906 |
| Foreign issuers | 497,266 | - | - | 497,266 |
| 4,824,830 | 212,012 | 46,219 | 5,083,061 | |
| Variable income: | ||||
| Shares | ||||
| Portuguese companies | 1,541 | 7,102 | 21,602 | 30,245 |
| foreign companies | - | - | 9,394 | 9,394 |
| Investment fund units | 56 | - | 1,786,137 | 1,786,193 |
| Other securities | - | - | 850 | 850 |
| 1,597 | 7,102 | 1,817,983 | 1,826,682 | |
| Trading derivatives | - | 409,153 | 287,061 | 696,214 |
| 4,826,427 | 628,267 | 2,151,263 | 7,605,957 |
(*) This caption includes the amount related to impairment of overdue securities
The portfolio of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale, net of impairment, as at 31 December 2016, by valuation levels, is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2016 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Fixed income: | ||||
| Bonds issued by public entities | ||||
| Portuguese issuers | 2,284,795 | 116,252 | - | 2,401,047 |
| Foreign issuers | 38,864 | 13 | - | 38,877 |
| Bonds issued by other entities | ||||
| Portuguese issuers (*) | 639,463 | 179,121 | 32,193 | 850,777 |
| Foreign issuers | 197,275 | 137,783 | 30,167 | 365,225 |
| Treasury bills and other Government bonds | ||||
| Portuguese issuers | 654,928 | - | - | 654,928 |
| 3,815,325 | 433,169 | 62,360 | 4,310,854 | |
| Variable income: | ||||
| Shares | ||||
| Portuguese companies | 19,428 | - | 22,435 | 41,863 |
| foreign companies | - | - | 6,208 | 6,208 |
| Investment fund units | 59 | - | 1,874,338 | 1,874,397 |
| Other securities | - | - | 385 | 385 |
| 19,487 | - | 1,903,366 | 1,922,853 | |
| Trading derivatives | - | 222,344 | 603,813 | 826,157 |
| 3,834,812 | 655,513 | 2,569,539 | 7,059,864 |
(*) This caption includes the amount related to impairment of overdue securities
As referred in IFRS 13, financial instruments are measured according to the levels of valuation described in note 43.
During 2017, were made reclassifications from level 2 to level 1 in the amount of Euros 40,349,000 (31 December 2016: Euros 9,822,000) related to securities that became complied with the requirements of this level, as described in note 43.
The variable income securities classified as level 3 includes units in restructuring funds (note 50) in the amount of Euros 1,022,068,000 (31 December 2016: Euros 1,113,482,000) which book value resulted from the last disclosure of the Net Asset Value (NAV) determined by the management company, which, as at 31 December 2017, corresponds to the NAV with reference to that date, except for Vega fund which reports to 30 June 2017, after considering the effects of the last audited accounts for the respective funds. These funds have a diverse set of assets and liabilities valued in their respective accounts at fair value through internal methodologies used by the management company. It is not practicable to present a sensitivity analysis of the different components of the underlying assumptions used by entities in the presentation of NAV, nevertheless it should be noted that a variation of + / - 10 % of the NAV has an impact of Euros 102,207,000 (31 December 2016: Euros 111,348,000) in Equity. This impact includes the effect on Fair value reserves of Euros 13,603,000 (31 December 2016: Euros 41,542,000) and in Net income / (loss) for the year, of Euros 88,604,000 (31 December 2016: Euros 75,252,000).
In addition, the balance Investement fund units include, as at 31 December 2017, investements in Real Estate Funds in the amount of Euros 705,702,000 (31 December 2016: Euros 635,440,000), which in turn includes Euros 680,030,000 (31 December 2016: Euros 610,305,000), corrresponding to funfs held mostly by the Bank.
The instruments classified as level 3 have associated net gains not performed in the amount of Euros 44,781,000 (31 December 2016: Euros 41,754,000) recorded in fair value reserves. The amount of impairment associated to these securities amounts to Euros 665,392,000 as at 31 December 2017 (31 December 2016: Euros 668,662,000).
The analysis of the impact of the reclassifications performed in prior periods until 31 December 2017, are analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| At the reclassification date | 2017 | ||||
| Book value | Fair value | Book value | Fair value | Difference | |
| From Financial assets held for trading to: | |||||
| Financial assets available for sale | 196,800 | 196,800 | - | - | - |
| Financial assets held to maturity | 2,144,892 | 2,144,892 | 188,014 | 184,457 | (3,557) |
| From Financial assets available for sale to: | |||||
| Loans represented by securities | 2,592,280 | 2,592,280 | 4,375 | 4,313 | (62) |
| Financial assets held to maturity | 627,492 | 627,492 | 74,304 | 80,191 | 5,887 |
| 5,561,464 | 5,561,464 | 266,693 | 268,961 | 2,268 |
The amounts accounted in the income statement and in fair value reserves, as at 31 December 2017 related to reclassified financial assets are analysed as follows:
(Thousands of euros)
| Net income for the year |
Changes | |||
|---|---|---|---|---|
| Interests | Fair value reserves |
Equity | ||
| From Financial assets held for trading to: | ||||
| Financial assets available for sale | 411 | - | 411 | |
| Financial assets held to maturity | 3,183 | - | 3,183 | |
| From Financial assets available for sale to: | ||||
| Loans represented by securities | 127 | - | 127 | |
| Financial assets held to maturity | 3,262 | 252 | 3,514 | |
| 6,983 | 252 | 7,235 |
If the reclassifications described previously had not occurred, the additional amounts recognised in equity as at 31 December 2017, would be as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Net income for the year |
||||
| Fair value | Retained | Fair value | ||
| changes | earnings | reserves | Equity | |
| From Financial assets held for trading to: | ||||
| Financial assets held to maturity | 14,550 | (18,107) | - | (3,557) |
| From Financial assets available for sale to: | ||||
| Loans represented by securities | (62) | - | - | (62) |
| Financial assets held to maturity | - | - | 5,887 | 5,887 |
| 14,488 | (18,107) | 5,887 | 2,268 |
As at 31 December 2016, this reclassification is analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| At the reclassification date | 2016 | ||||
| Book value | Fair value | Book value | Fair value | Difference | |
| From Financial assets held for trading to: | |||||
| Financial assets available for sale | 196,800 | 196,800 | 17,744 | 17,744 | - |
| Financial assets held to maturity | 2,144,892 | 2,144,892 | 237,513 | 219,406 | (18,107) |
| From Financial assets available for sale to: | |||||
| Loans represented by securities | 2,592,280 | 2,592,280 | 4,375 | 4,375 | - |
| Financial assets held to maturity | 627,492 | 627,492 | 73,918 | 80,922 | 7,004 |
| 5,561,464 | 5,561,464 | 333,550 | 322,447 | (11,103) |
The amounts accounted in the income statement and in fair value reserves, as at 31 December 2016 related to reclassified financial assets are analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Net income for the year |
Changes | |||
| Interests | Fair value reserves |
Equity | ||
| From Financial assets held for trading to: | ||||
| Financial assets available for sale | 490 | (791) | (301) | |
| Financial assets held to maturity | 4,907 | - | 4,907 | |
| From Financial assets available for sale to: | ||||
| Loans represented by securities | 120 | - | 120 | |
| Financial assets held to maturity | 3,262 | 252 | 3,514 | |
| 8,779 | (539) | 8,240 |
If the reclassifications described previously had not occurred, the additional amounts recognised in equity as at 31 December 2016, would be as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Net income for the year |
||||
| Fair value | Retained | Fair value | ||
| changes | earnings | reserves | Equity | |
| From Financial assets held for trading to: | ||||
| Financial assets available for sale | (791) | 55 | 736 | - |
| Financial assets held to maturity | (11,716) | (6,391) | - | (18,107) |
| From Financial assets available for sale to: | ||||
| Financial assets held to maturity | - | - | 7,004 | 7,004 |
| (12,507) | (6,336) | 7,740 | (11,103) |
The changes occurred in impairment for financial assets available for sale are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 717,926 | 452,897 |
| Transfers | - | 2,109 |
| Impairment against profit and loss | 70,310 | 295,304 |
| Amounts charged-off | (107,500) | (22,780) |
| Other variations | 9,006 | (9,604) |
| Balance on 31 December | 689,742 | 717,926 |
The Bank recognises impairment for financial assets available for sale when there is a significant or prolonged decrease in its fair value or when there is an impact on expected future cash flows of the assets. This assessment involves judgment in which the Bank takes into consideration, among other factors, the volatility of the securities prices.
Thus, as a consequence of the low liquidity and significant volatility in financial markets, the following factors were taken into consideration in determining the existence of impairment:
Equity instruments: (i) decreases of more than 30% against the purchase price; or (ii) the market value below the purchase price for a period exceeding 12 months;
Debt instruments: when there is objective evidence of events with impact on recoverable value of future cash flows of these assets.
The analysis of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale by maturity, as at 31 December 2017 is as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2017 | |||||||
| Up to | 3 months to | 1 year to | Over | ||||
| 3 months | 1 year | 5 years | 5 years | Undetermined | Total | ||
| Fixed income: | |||||||
| Bonds issued by public entities | |||||||
| Portuguese issuers | - | 113,831 | 1,134,958 | 1,723,650 | - | 2,972,439 | |
| Foreign issuers | - | 52 | 1,512 | 2,909 | - | 4,473 | |
| Bonds issued by other entities | |||||||
| Portuguese issuers | 27,848 | - | 642,092 | 90,336 | 3,722 | 763,998 | |
| Foreign issuers | - | - | 50,115 | 213,586 | - | 263,701 | |
| Treasury bills and other | |||||||
| Government bonds | |||||||
| Portuguese issuers | 89,554 | 495,352 | - | - | - | 584,906 | |
| Foreign issuers | - | 497,266 | - | - | - | 497,266 | |
| 117,402 | 1,106,501 | 1,828,677 | 2,030,481 | 3,722 | 5,086,783 | ||
| Impairment for overdue securities | - | - | - | - | (3,722) | (3,722) | |
| 117,402 | 1,106,501 | 1,828,677 | 2,030,481 | - | 5,083,061 | ||
| Variable income: | |||||||
| Companies' shares | |||||||
| Portuguese companies | - | - | - | - | 30,245 | 30,245 | |
| Foreign companies | - | - | - | - | 9,394 | 9,394 | |
| Investment fund units | - | 3,455 | 170,770 | 1,604,393 | 7,575 | 1,786,193 | |
| Other securities | - | - | - | - | 850 | 850 | |
| - | 3,455 | 170,770 | 1,604,393 | 48,064 | 1,826,682 | ||
| 117,402 | 1,109,956 | 1,999,447 | 3,634,874 | 48,064 | 6,909,743 |
The analysis of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale by maturity, as at 31 December 2016 is as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2016 | |||||||
| Up to | 3 months to | 1 year to | Over | ||||
| 3 months | 1 year | 5 years | 5 years | Undetermined | Total | ||
| Fixed income: | |||||||
| Bonds issued by public entities | |||||||
| Portuguese issuers | - | 54,905 | 493,948 | 1,852,194 | - | 2,401,047 | |
| Foreign issuers | - | 36,465 | 338 | 2,074 | - | 38,877 | |
| Bonds issued by other entities | |||||||
| Portuguese issuers | - | 68,737 | 552,191 | 224,906 | 18,022 | 863,856 | |
| Foreign issuers | 49,642 | - | 52,028 | 263,555 | - | 365,225 | |
| Treasury bills and other | |||||||
| Government bonds | |||||||
| Portuguese issuers | 98,638 | 556,290 | - | - | - | 654,928 | |
| 148,280 | 716,397 | 1,098,505 | 2,342,729 | 18,022 | 4,323,933 | ||
| Impairment for overdue securities | - | - | - | - | (13,079) | (13,079) | |
| 148,280 | 716,397 | 1,098,505 | 2,342,729 | 4,943 | 4,310,854 | ||
| Variable income: | |||||||
| Companies' shares | |||||||
| Portuguese companies | - | - | - | - | 41,863 | 41,863 | |
| Foreign companies | - | - | - | - | 6,208 | 6,208 | |
| Investment fund units | - | 102,425 | 122,842 | 1,648,828 | 302 | 1,874,397 | |
| Other securities | - | - | - | 385 | - | 385 | |
| - | 102,425 | 122,842 | 1,649,213 | 48,373 | 1,922,853 | ||
| 148,280 | 818,822 | 1,221,347 | 3,991,942 | 53,316 | 6,233,707 |
The analysis of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale by sector of activity as at 31 December 2017 is as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | |||||
| Other | |||||
| Financial | Overdue | ||||
| Bonds | Shares | Assets | Securities | Total | |
| Textiles | - | - | - | 203 | 203 |
| Wood and cork | - | - | - | 998 | 998 |
| Chemicals | 26,753 | - | - | - | 26,753 |
| Construction | - | - | - | 2,394 | 2,394 |
| Wholesale business | 49,619 | 852 | - | 126 | 50,597 |
| Restaurants and hotels | - | 46 | - | - | 46 |
| Transports | 426,280 | 2,168 | - | - | 428,448 |
| Telecommunications | - | 6,390 | - | - | 6,390 |
| Services | |||||
| Financial intermediation (*) | 281,427 | 17,001 | 1,744,650 | - | 2,043,078 |
| Real estate activities | - | - | 41,543 | - | 41,543 |
| Consulting, scientific and technical activities | 111,38 2 |
365 | - | - | 111,747 |
| Administrative and support services activities | - | 12,779 | - | - | 12,779 |
| Public sector | 111,833 | - | - | - | 111,833 |
| Artistic, sports and recreational activities | 16,683 | 16 | - | - | 16,699 |
| Other services | - | 22 | - | 1 | 23 |
| Other international activities | - | - | 850 | - | 850 |
| 1,023,977 | 39,639 | 1,787,043 | 3,722 | 2,854,381 | |
| Government and Public securities | 2,976,912 | - | 1,082,172 | - | 4,059,084 |
| Impairment for overdue securities | - | - | - | (3,722) | (3,722) |
| 4,000,889 | 39,639 | 2,869,215 | - | 6,909,743 |
(*) The balance Other financial assets includes restructuring funds in the amount of Euros 1,022,068,000 which are classified in the Services sector of activity, but which have the core segment as disclosed in note 50.
The analysis of Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale by sector of activity as at 31 December 2016 is as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Other | |||||
| Financial | Overdue | ||||
| Bonds | Shares | Assets | Securities | Total | |
| Textiles | - | - | - | 203 | 203 |
| Wood and cork | - | - | - | 998 | 998 |
| Paper, printing and publishing | - | 11 | - | - | 11 |
| Chemicals | 26,193 | - | - | - | 26,193 |
| Electricity and gas | 8,742 | - | - | - | 8,742 |
| Construction | - | - | - | 2,395 | 2,395 |
| Wholesale business | - | 655 | - | 126 | 781 |
| Restaurants and hotels | - | 46 | - | - | 46 |
| Transports | 235,066 | 766 | - | - | 235,832 |
| Telecommunications | - | 21,020 | - | - | 21,020 |
| Services | |||||
| Financial intermediation (*) | 658,535 | 14,992 | 1,831,147 | 14,299 | 2,518,973 |
| Real estate activities | - | - | 43,251 | - | 43,251 |
| Consulting, scientific and technical activities | 176,39 0 |
102 | - | - | 176,492 |
| Administrative and support services activities | - | 10,441 | - | - | 10,441 |
| Health and collective service activities | 89,450 | - | - | - | 89,450 |
| Artistic, sports and recreational activities | 16,683 | 16 | - | - | 16,699 |
| Other services | - | 22 | - | 1 | 23 |
| Other international activities | - | - | 384 | - | 384 |
| 1,211,059 | 48,071 | 1,874,782 | 18,022 | 3,151,934 | |
| Government and Public securities | 2,439,924 | - | 654,928 | - | 3,094,852 |
| Impairment for overdue securities | - | - | - | (13,079) | (13,079) |
| 3,650,983 | 48,071 | 2,529,710 | 4,943 | 6,233,707 |
(*) The balance Other financial assets includes restructuring funds in the amount of Euros 1,113,482,000 which are classified in the Services sector of activity, but which have the core segment as disclosed in note 50.
The Bank, as part of the management process of the liquidity risk (note 46), holds a pool of eligible assets that can serve as collateral in funding operations in the European Central Bank and other Central Banks in countries were the Bank operates, which includes fixed income securities. As at 31 December 2017, this caption includes Euros 40,821,000 (31 December 2016: Euros 39,221,000) of securities included in the ECB's monetary policy pool.
| 2017 | (Thousands of euros) | |||||
|---|---|---|---|---|---|---|
| Notional (remaining term) | Fair value | |||||
| Up to | 3 months to | Over 1 | Liabilities | |||
| 3 months | 1 year | year | Total | Assets | (note 33) | |
| Interest rate derivatives: | ||||||
| OTC Market: | ||||||
| Interest rate swaps | 342,339 | 610,766 | 8,587,986 | 9,541,091 | 399,731 | 332,398 |
| Interest rate options (purchase) | - | 83,417 | 89,285 | 172,702 | 456 | - |
| Interest rate options (sale) | - | - | 89,285 | 89,285 | - | 397 |
| Other interest rate contracts | 567 | 4,070 | 112,555 | 117,192 | 1,947 | 688 |
| 342,906 | 698,253 | 8,879,111 | 9,920,270 | 402,134 | 333,483 | |
| Stock Exchange transactions: | ||||||
| Interest rate futures | 110,808 | - | - | 110,808 | - | - |
| Currency derivatives: | ||||||
| OTC Market: | ||||||
| Forward exchange contract | 81,068 | 57,208 | 35 | 138,311 | 1,360 | 669 |
| Currency swaps | 964,396 | 403,366 | - | 1,367,762 | 2,998 | 16,096 |
| Currency options (purchase) | 11,168 | 61,638 | - | 72,806 | 1,539 | - |
| Currency options (sale) | 10,746 | 61,638 | - | 72,384 | - | 1,514 |
| 1,067,378 | 583,850 | 35 | 1,651,263 | 5,897 | 18,279 | |
| Currency and interest rate derivatives: | ||||||
| OTC Market: | ||||||
| Currency and interest rate swaps | - | 224,675 | 371,152 | 595,827 | - | 22,288 |
| Shares/indexes: | ||||||
| OTC Market: | ||||||
| Shares/indexes swaps | 345,574 | 1,323,637 | 1,251,343 | 2,920,554 | 8,406 | 4,184 |
| Others shares/indexes options (purchase) | - | - | 16,864 | 16,864 | 15,588 | - |
| Others shares/indexes options (sale) | - | - | 16,864 | 16,864 | - | - |
| 345,574 | 1,323,637 | 1,285,071 | 2,954,282 | 23,994 | 4,184 | |
| Stock exchange transactions: | ||||||
| Shares futures | 500,045 | 181,357 | - | 681,402 | - | - |
| Commodity derivatives: | ||||||
| Stock Exchange transactions: | ||||||
| Commodities futures | 13,353 | - | - | 13,353 | - | - |
| Credit derivatives: | ||||||
| OTC Market: | ||||||
| Credit default swaps (CDS) | 214,950 | 177,800 | 428,310 | 821,060 | 264,189 | 2,988 |
| Other credit derivatives (sale) | - | - | 68,908 | 68,908 | - | - |
| 214,950 | 177,800 | 497,218 | 889,968 | 264,189 | 2,988 | |
| Total derivatives traded in: | ||||||
| OTC Market | 1,970,808 | 3,008,215 | 11,032,587 | 16,011,610 | 696,214 | 381,222 |
| Stock Exchange | 624,206 | 181,357 | - | 805,563 | - | - |
| Embedded derivatives | - | 158 | ||||
| 2,595,014 | 3,189,572 | 11,032,587 | 16,817,173 | 696,214 | 381,380 |
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Notional (remaining term) | Fair value | |||||
| Up to | 3 months to | Over 1 | Liabilities | |||
| 3 months | 1 year | year | Total | Assets | (note 33) | |
| Interest rate derivatives: | ||||||
| OTC Market: | ||||||
| Interest rate swaps | 87,571 | 923,914 | 8,882,225 | 9,893,710 | 502,555 | 461,649 |
| Interest rate options (purchase) | - | 85,442 | 83,509 | 168,951 | 29 | - |
| Interest rate options (sale) | - | 2,025 | 83,509 | 85,534 | - | 739 |
| Other interest rate contracts | - | 4,986 | 18,885 | 23,871 | 541 | 574 |
| 87,571 | 1,016,367 | 9,068,128 | 10,172,066 | 503,125 | 462,962 | |
| Stock Exchange transactions: | ||||||
| Interest rate futures | 201,384 | 18,973 | - | 220,357 | - | - |
| Currency derivatives: | ||||||
| OTC Market: | ||||||
| Forward exchange contract | 69,014 | 121,792 | - | 190,806 | 2,541 | 1,419 |
| Currency swaps | 1,942,251 | 956,930 | - | 2,899,181 | 28,256 | 52,288 |
| Currency options (purchase) | 41,232 | 37,730 | 42,798 | 121,760 | 3,112 | - |
| Currency options (sale) | 42,009 | 37,730 | 42,798 | 122,537 | - | 3,447 |
| 2,094,506 | 1,154,182 | 85,596 | 3,334,284 | 33,909 | 57,154 | |
| Currency and interest rate derivatives: | ||||||
| OTC Market: | ||||||
| Currency and interest rate swaps | - | 178,371 | 358,768 | 537,139 | 18,211 | 52 |
| Shares/indexes: | ||||||
| OTC Market: | ||||||
| Shares/indexes swaps | 644,404 | 958,302 | 1,651,783 | 3,254,489 | 29,068 | 7,799 |
| Others shares/indexes options (purchase) | - | - | 16,864 | 16,864 | 13,671 | - |
| Others shares/indexes options (sale) | - | - | 16,864 | 16,864 | - | - |
| 644,404 | 958,302 | 1,685,511 | 3,288,217 | 42,739 | 7,799 | |
| Stock exchange transactions: | ||||||
| Shares futures | 249,929 | - | - | 249,929 | - | - |
| Commodity derivatives: | ||||||
| Stock Exchange transactions: | ||||||
| Commodities futures | 74,499 | - | - | 74,499 | - | - |
| Credit derivatives: | ||||||
| OTC Market: | ||||||
| Credit default swaps (CDS) | 221,900 | 567,000 | 828,544 | 1,617,444 | 228,031 | 6,516 |
| Other credit derivatives (sale) | - | - | 55,419 | 55,419 | - | - |
| 221,900 | 567,000 | 883,963 | 1,672,863 | 228,031 | 6,516 | |
| Total derivatives traded in: | ||||||
| OTC Market | 3,048,381 | 3,874,222 | 12,081,966 | 19,004,569 | 826,015 | 534,483 |
| Stock Exchange | 525,812 | 18,973 | - | 544,785 | - | - |
| Embedded derivatives | 142 | - | ||||
| 3,574,193 | 3,893,195 | 12,081,966 | 19,549,354 | 826,157 | 534,483 |
This balance is analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | 2016 | ||||
| Assets | Liabilities | Assets | Liabilities | ||
| Swaps | 18,804 | 99,453 | 28,115 | 104,957 | |
| Others | - | 12,899 | 5,232 | 3,356 | |
| 18,804 | 112,352 | 33,347 | 108,313 |
Hedging derivatives are measured in accordance with internal valuation techniques considering observable market inputs and, when not available, on information prepared by the Bank by extrapolation of market data. In accordance with the hierarchy of the valuation sources, as referred in IFRS 13 these derivatives are classified in level 2. The Bank resources to derivatives to hedge interest, exchange rate exposure risks and credit portfolio risk. The accounting method depends on the nature of the hedged risk, namely if the Bank is exposed to fair value changes, variability in cash flows or highly probable forecast transactions.
For the hedging relationships which comply with the hedging requirements of IAS 39, the Bank adopts the hedge accounting method mainly interest rate derivatives. The fair value hedge model is adopted for debt securities, loans granted at fixed rate and money market loans and deposits, securities and combined hedge of variable rate financial assets and fixed rate financial liabilities. The cash flows hedge model is adopted for future transactions in foreign currency to cover dynamic changes in cash flows from loans granted and variable rate deposits in foreign currency and foreign currency mortgage loans.
During 2017, the relationships that follow the fair value hedge model recorded ineffectiveness of a negative amount of Euros 5,778,000 (31 December 2016: positive amount of Euros 12,893,000) and the hedging relationships that follow the cash flows model recorded no ineffectiveness.
During 2017, reclassifications were made from fair value reserves to results, related to cash flow hedge relationships, in a positive amount of Euros 26,586,000 (31 December 2016: positive amount of Euros 16,220,000).
The accumulated adjustment on financial risks covered performed on the assets and liabilities which includes hedged items is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Hedged items | 2017 | 2016 | ||
| Loans | 4,763 | 6,019 | ||
| Deposits | 4,194 | 6,341 | ||
| Debt issued | (47,816) | (51,038) | ||
| (38,859) | (38,678) | |||
| (Thousands of euros) | ||||||||
|---|---|---|---|---|---|---|---|---|
| 2017 | ||||||||
| Notional (remaining term) | Fair value | |||||||
| Up to | 3 months to | Over 1 | ||||||
| 3 months | 1 year | year | Total | Assets | Liabilities | |||
| Fair value hedging derivatives related to | ||||||||
| interest rate risk changes: | ||||||||
| OTC Market: | ||||||||
| Interest rate swaps | - | 5,288 | 6,434,440 | 6,439,728 | 17,060 | 53,401 | ||
| Others | 450,000 | - | - | 450,000 | - | 12,899 | ||
| 450,000 | 5,288 | 6,434,440 | 6,889,728 | 17,060 | 66,300 | |||
| Cash flow hedging derivatives related to | ||||||||
| interest rate risk changes: | ||||||||
| OTC Market: | ||||||||
| Interest rate swaps | - | - | 12,050,000 | 12,050,000 | 1,744 | 46,052 | ||
| Total derivatives traded by: | ||||||||
| OTC Market | 450,000 | 5,288 | 18,484,440 | 18,939,728 | 18,804 | 112,352 |
The analysis of hedging derivatives portfolio by maturity as at 31 December 2016 is as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2016 | |||||||
| Notional (remaining term) | Fair value | ||||||
| Up to | 3 months to | Over 1 | |||||
| 3 months | 1 year | year | Total | Assets | Liabilities | ||
| Fair value hedging derivatives related to | |||||||
| interest rate risk changes: | |||||||
| OTC Market: | |||||||
| Interest rate swaps | 341,100 | - | 6,038,576 | 6,379,676 | 25,755 | 75,912 | |
| Others | 550,000 | 150,000 | - | 700,000 | 5,232 | 3,356 | |
| 891,100 | 150,000 | 6,038,576 | 7,079,676 | 30,987 | 79,268 | ||
| Cash flow hedging derivatives related to | |||||||
| interest rate risk changes: | |||||||
| OTC Market: | |||||||
| Interest rate Swaps | - | - | 6,500,000 | 6,500,000 | 2,360 | 29,045 | |
| Total derivatives traded by: | |||||||
| OTC Market | 891,100 | 150,000 | 12,538,576 | 13,579,676 | 33,347 | 108,313 |
The balance Financial assets held to maturity is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Bonds and other fixed income securities | |||
| Issued by public entities | 50,859 | 50,728 | |
| Issued by other entities | 291,926 | 359,063 | |
| 342,785 | 409,791 |
The balance Financial assets held to maturity includes, as at 31 December 2017, the amount of Euros 188,014,000 (31 December 2016: Euros 237,513,000) related to non derivatives financial assets (bonds) reclassified in previous years from financial assets held for trading caption to financial assets held to maturity caption, as referred in the accounting policy note 1 e) and note 21.
The balance Financial assets held to maturity also includes, as at 31 December 2017, the amount of Euros 74,304,000 (31 December 2016: Euros 73,918,000) related to non derivatives financial assets (bonds) reclassified in previous years from financial assets available for sale caption to financial assets held to maturity caption, as referred in the accounting policy note 1 e) and note 21.
As at 31 December 2017, the Financial assets held to maturity portfolio is analysed as follows:
| 2017 | |||||||
|---|---|---|---|---|---|---|---|
| Description | Country | Maturity date | Interest rate | Nominal value | Book value | Fair value | |
| Issued by Government and public entities: | |||||||
| BTPS 4.5 PCT 08/01.08.2018 EUR | Italy | August, 2018 | 4.500% | 50,000 | 50,859 | 52,383 | |
| Issued by other entities: | |||||||
| CP Comboios Pt 09/16.10.2019 | Portugal | October, 2019 | 4.170% | 75,000 | 74,964 | 80,850 | |
| Edia S.A. 07/30.01.2027 | Portugal | January, 2027 | Euribor 6M+ | 40,000 | 39,145 | 34,555 | |
| 0.005% | |||||||
| STCP 00/05.06.2022- 100Mios Call | Portugal | June, 2022 | Euribor 6M + | 100,000 | 98,945 | 98,454 | |
| After 10Cpn-Min.10Mios | 0.0069% | ||||||
| Mbs Magellan M Series 1 Class A | Ireland | December, 2036 Euribor 3M+0.54% | 42,631 | 34,743 | 34,532 | ||
| Mbs Magellan M Series 1 Class B | Ireland | December, 2036 Euribor 3M+1.16% | 26,300 | 26,310 | 24,944 | ||
| Mbs Magellan M Series 1 Class C | Ireland | December, 2036 Euribor 3M+2.6% | 17,800 | 17,819 | 14,185 | ||
| 291,926 | 287,520 | ||||||
| 342,785 | 339,903 |
As at 31 December 2016, the Financial assets held to maturity portfolio is analysed as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| 2016 | |||||||
| Description | Country | Maturity date | Interest rate | Nominal value | Book value | Fair value | |
| Issued by Government and public entities: | |||||||
| BTPS 4.5 PCT 08/01.08.2018 EUR | Italy | August, 2018 | 4.500% | 50,000 | 50,728 | 54,623 | |
| Issued by other entities: | |||||||
| CP Comboios Pt 09/16.10.2019 | Portugal | October, 2019 | 4.170% | 75,000 | 74,578 | 81,582 | |
| Edia S.A. 07/30.01.2027 | Portugal | January, 2027 | Euribor 6M+ | 40,000 | 39,052 | 27,675 | |
| 0.005% | |||||||
| STCP 00/05.06.2022- 100Mios Call | Portugal | June, 2022 | Euribor 6M + | 100,000 | 98,708 | 87,636 | |
| After 10Cpn-Min.10Mios | 0.0069% | ||||||
| Ayt Cedulas 07/21.03.2017 | Spain | March, 2017 | 4.000% | 50,00 0 |
51,527 | 51,975 | |
| Mbs Magellan M Series 1 Class A | Ireland | December, 2036 Euribor 3M+0.54% | 60,272 | 51,068 | 50,399 | ||
| Mbs Magellan M Series 1 Class B | Ireland | December, 2036 Euribor 3M+1.16% | 26,300 | 26,311 | 24,339 | ||
| Mbs Magellan M Series 1 Class C | Ireland | December, 2036 Euribor 3M+2.6% | 17,800 | 17,819 | 14,185 | ||
| 359,063 | 337,791 | ||||||
| 409,791 | 392,414 |
The analysis of Bonds and other fixed income securities portfolio, net of impairment, included in Financial assets held to maturity, by maturity, as at 31 December 2017 is as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | |||||
| Up to | 3 months to 3 months 1 year |
1 year to 5 years |
Over 5 years |
||
| Total | |||||
| Bonds issued by public entities | |||||
| Foreign issuers | - | - | 50,859 | - | 50,859 |
| Bonds issued by other entities | |||||
| Portuguese issuers | - | - | 173,909 | 39,145 | 213,054 |
| Foreign issuers | - | - | - | 78,872 | 78,872 |
| - | - | 224,768 | 118,017 | 342,785 |
The analysis of Bonds and other fixed income securities portfolio, net of impairment, included in Financial assets held to maturity, by maturity, as at 31 December 2016 is as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Up to 3 months |
3 months to | 1 year to 5 years |
Over 5 years |
||
| 1 year | Total | ||||
| Bonds issued by public entities | |||||
| Foreign issuers | - | - | 50,728 | - | 50,728 |
| Bonds issued by other entities | |||||
| Portuguese issuers | - | - | 74,578 | 137,760 | 212,338 |
| Foreign issuers | 51,527 | - | - | 95,198 | 146,725 |
| 51,527 | - | 125,306 | 232,958 | 409,791 |
The analysis of the Bonds and other fixed income securities portfolio, net of impairment, included in Financial assets held to maturity, by sector of activity, is analysed as follows:
| 2017 | 2016 |
|---|---|
| Transports 173,909 |
173,286 |
| Services | |
| Financial intermediation 78,872 |
146,725 |
| Real estate activities 39,145 |
39,052 |
| 291,926 | 359,063 |
| Government and Public securities 50,859 |
50,728 |
| 342,785 | 409,791 |
As referred in note 46, as part of the management process of the liquidity risk, the Bank holds a pool of eligible assets that can be used as collateral in funding operations with the European Central Bank and other Central Banks in countries were the Bank operates, in which are included fixed income securities. As at 31 December 2017, there is no securities included in the ECB's monetary policy (31 December 2016: Euros 51,447,000).
This balance is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Portuguese credit institutions | 338,422 | 260,235 | ||
| Foreign credit institutions | 801,463 | 658,363 | ||
| Other Portuguese companies | 1,848,351 | 1,394,789 | ||
| Other foreign companies | 2,771,176 | 3,502,963 | ||
| 5,759,412 | 5,816,350 | |||
| Impairment for investments in: | ||||
| Subsidiary companies | (2,385,466) | (2,342,499) | ||
| Associated and other companies | (3,585) | (9,744) | ||
| (2,389,051) | (2,352,243) | |||
| 3,370,361 | 3,464,107 | |||
The balance Investments in subsidiaries and associated companies is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| ACT - C - Indústria de Cortiças, S.A. | 3,585 | 3,585 |
| Banco ActivoBank, S.A. | 78,187 | - |
| Banco de Investimento Imobiliário, S.A. | 260,235 | 260,235 |
| Bank Millennium S.A. | 662,951 | 632,920 |
| Banque BCP, S.A.S. | 26,865 | 25,443 |
| Banque Privée BCP (Suisse) S.A. | 111,645 | - |
| BCP África, S.G.P.S., Lda. | 683,032 | 683,032 |
| BCP Capital - Sociedade de Capital de Risco, S.A. | 30,773 | 30,773 |
| BCP International B.V. | 1,203,262 | 1,215,412 |
| BCP Investment, B.V. | 1,534,844 | 2,254,451 |
| Caracas Financial Services, Limited | - | 27 |
| Interfundos Gestão de Fundos de Investimento Imobiliários, S.A. | 1,500 | 1,500 |
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. | 459,723 | - |
| Millennium bcp - Escritório de representações e Serviços, S/C Lda. | 18,535 | 18,535 |
| Millennium bcp Imobiliária, S.A. | 341,088 | 341,088 |
| Millennium bcp Participações, S.G.P.S., Sociedade Unipessoal, Lda. | 327,653 | 327,653 |
| Millennium bcp Teleserviços - Serviços de Comércio Electrónico, S.A. | 885 | 885 |
| Nanium, S.A. | - | 6,159 |
| Propaço - Sociedade Imobiliária De Paço D'Arcos, Lda. | - | 3 |
| S&P Reinsurance Limited | 14,536 | 14,536 |
| Servitrust - Trust Management Services S.A. | 100 | 100 |
| Sicit - Sociedade de Investimentos e Consultoria em Infra-Estruturas de Transportes, S.A. | 13 | 13 |
| 5,759,412 | 5,816,350 | |
| Impairment for investments in subsidiary and associated companies | ||
| ACT - C - Indústria de Cortiças, S.A. | (3,585) | (3,585) |
| Banco de Investimento Imobiliário, S.A. | (33,941) | (19,081) |
| BCP África, S.G.P.S., Lda. | (92,726) | (86,073) |
| BCP Capital - Sociedade de Capital de Risco, S.A. | (18,480) | (19,264) |
| BCP International B.V. | (145,988) | (87,856) |
| BCP Investment, B.V. | (1,394,582) | (1,430,137) |
| Caracas Financial Services, Limited | - | (27) |
| Millennium bcp - Escritório de representações e Serviços, S/C Lda. | (18,535) | (18,535) |
| Millennium bcp Imobiliária, S.A. | (341,088) | (341,088) |
| Millennium bcp Participações, S.G.P.S., Sociedade Unipessoal, Lda. | (327,049) | (327,653) |
| Millennium bcp Teleserviços - Serviços de Comércio Electrónico, S.A. | (753) | (614) |
| Nanium, S.A. | - | (6,159) |
| Propaço - Sociedade Imobiliária De Paço D'Arcos, Lda. | - | (3) |
| S&P Reinsurance Limited | (12,224) | (12,168) |
| Servitrust - Trust Management Services S.A. | (100) | - |
| (2,389,051) | (2,352,243) | |
| 3,370,361 | 3,464,107 |
During 2017, the Bank's investment in the company Nanium, S.A. was sold and were liquidated the investments held by the Bank in the companies Propaço - Sociedade Imobiliária De Paço D'Arcos, Lda. and Caracas Financial Services, Limited (note 15).
During 2017 the Bank aquired to BCP Investment, B.V. the investments corresponding to the entire share capital of Banco ActivoBank, S.A. and Banque Privée BCP (Suisse) S.A., as well 49.0% of the share capital of Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A.
During the year 2016, the Bank's investment in Bitalpart, B.V. was liquidated/dissolved and the investments held by the Bank in the company Quinta do Furão - Sociedade de Animação Turística e Agricola de Santana, Lda. was sold. During 2016, the Bank also sold 31.16% of the share capital held by the Bank in the company UNICRE - Instituição Financeira de Crédito, S.A. and the investment held in SIBS, S.G.P.S. (note 15).
The movements for Impairment for investments in subsidiary and associated companies are analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Impairment for investments in subsidiary and associated companies: | |||
| Balance on 1 January | 2,352,243 | 3,922,833 | |
| Transfers | - | 99,539 | |
| Impairment charge for the year | 79,940 | 140,730 | |
| Write-back for the year | (36,943) | (167) | |
| Loans charged-off | (6,189) | (1,810,692) | |
| Balance on 31 December | 2,389,051 | 2,352,243 |
As at 31 December 2017, the caption Impairment for investments in subsidiaries and associated companies - Loans charged-off results from the liquidation/dissolution of Nanium .S.A., Propaço - Sociedade Imobiliária de Paço D'Arcos, Lda. and Caracas Financial Services, Limited. As at 31 December 2016, this caption results from the liquidation/dissolution of Bitalpart, B.V. and Quinta do Furão - Sociedade de Animação Turística e Agrícola de Santana, Lda.
The Bank's subsidiaries and associated companies are presented in note 52.
The Bank analysed the impairment related to the investments made in subsidiaries and associated as described in note 1 j).
Regarding holding companies, namely BCP International B.V., BCP Investment B.V., Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. and Millennium bcp Participações, S.G.P.S., Sociedade Unipessoal, Lda., the impairment analysis was performed considering the recoverable amount of the business controlled by each one of those companies.
The recoverable amounts, as described in note 1 j), was determined based on the higher between the fair value amount less costs to sell and the value in use.
The value in use was determined based on: (i) the business plan approved by each company board for the period from 2018 to 2022 and (ii) the following assumptions depending on the nature of the companies activities and correspondent geography:
| 2017 | 2016 | |||||
|---|---|---|---|---|---|---|
| Discount rate | Discount rate | Growth rate | Discount rate | Discount rate | Growth rate | |
| Explicit period | Perpetuity | Perpetuity | Explicit period | Perpetuity | Perpetuity | |
| Portugal | 5.875% to 10.375% |
10.400% | 0.000% | 7.250% to 11.750% |
11.750% | 0.000% |
| Poland | 9.625% | 9.625% | 2.600% | 9.500% | 9.500% | 3.100% |
| Angola | 19.000% | 19.000% | n.a. | 18.000% | 18.000% | n.a. |
| Mozambique | 20.500% | 20.500% | 2.400% | 19.000% | 19.000% | 9.200% |
| Switzerland | 9.250% | 9.775% | 0.000% | 9.250% | 9.540% | 0.000% |
Based on the analysis made, the Bank recognised in 2017 impairment for a group of companies, as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Balance on | Impairment | Loans | Balance on | ||
| 1 January | charge | Write-back | charged-off | 31 December | |
| ACT - C - Indústria de Cortiças, S.A. | 3,585 | - | - | - | 3,585 |
| Banco de Investimento Imobiliário, S.A. | 19,081 | 14,860 | - | - | 33,941 |
| BCP África, S.G.P.S., Lda. | 86,073 | 6,653 | - | - | 92,726 |
| BCP Capital - Sociedade de Capital | |||||
| de Risco, S.A. | 19,264 | - | (784) | - | 18,480 |
| BCP International B.V. | 87,856 | 58,132 | - | - | 145,988 |
| BCP Investment B.V. | 1,430,137 | - | (35,555) | - | 1,394,582 |
| Caracas Financial Services, Limited | 27 | - | - | (27) | - |
| Millennium bcp - Escritório de representações e | |||||
| Serviços, S/C Lda. | 18,535 | - | - | - | 18,535 |
| Millennium bcp Imobiliária, S.A. | 341,088 | - | - | - | 341,088 |
| Millennium bcp Participações, S.G.P.S., | |||||
| Sociedade Unipessoal, Lda. | 327,653 | - | (604) | - | 327,049 |
| Millennium bcp Teleserviços - Serviços de | |||||
| Comércio Electrónico, S.A. | 614 | 139 | - | - | 753 |
| Nanium, S.A. | 6,159 | - | - | (6,159) | - |
| Propaço - Sociedade Imobiliária de | |||||
| Paço D'Arcos, Lda. | 3 | - | - | (3) | - |
| S&P Reinsurance Limited | 12,168 | 56 | - | - | 12,224 |
| Servitrust - Trust Management | |||||
| Services S.A. | - | 100 | - | - | 100 |
| 2,352,243 | 79,940 | (36,943) | (6,189) | 2,389,051 |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Real estate | ||
| Assets arising from recovered loans | 1,559,450 | 1,582,615 |
| Assets for own use (closed branches) | 5,553 | 7,869 |
| Equipment and other | 3,304 | 14,206 |
| Subsidiaries acquired exclusively with the purpose of short-term sale | 122,293 | 235,744 |
| Other assets | 26,842 | 35,177 |
| 1,717,442 | 1,875,611 | |
| Impairment | ||
| Real estate | ||
| Assets arising from recovered loans | (190,359) | (168,626) |
| Assets for own use (closed branches) | (1,241) | (1,829) |
| Equipment and other | (3,035) | (4,141) |
| Subsidiaries acquired exclusively with the purpose of short-term sale | (42,695) | (79,711) |
| (237,330) | (254,307) | |
| 1,480,112 | 1,621,304 | |
The assets included in this balance are accounted for in accordance with the accounting policy described in note 1 k).
The balance Real estate - Assets arising from recovered loans includes, essentially, real estate resulted from recovered loans or judicial auction following the resolution of credit agreements to customers being accounted for at the time the Bank assumes control of the asset, which is usually associated with the transfer of their legal ownership. Additional information on these assets is presented in note 46.
These assets are available for sale in a period less than one year and the Bank has a strategy for its sale, according to the characteristic of each asset. However, taking into account the actual market conditions, it was not possible in all instances to conclude the sales in the expected time. The sale strategy is based in an active search of buyers, with the Bank having a website where advertises these properties and through partnerships with the mediation of companies having more ability for the product that each time the Bank has for sale. Prices are periodically reviewed and adjusted for continuous adaptation to the market.
The Bank requests, regularly, to the Bank of Portugal, following the Article No. 114º of the General Regime of Credit Institutions and Financial Companies, the extension of the period of holding these properties.
The referred balance includes real estate for which the Bank has already established contracts for the sale in the amount of Euros 29,081,000 (31 December 2016: Euros 32,586,000), which impairment associated is Euros 4,397,000 (31 December 2016: Euros 16,190,000), which was calculated taking into account the value of the respective contracts.
As at 31 December 2017, the caption Subsidiaries acquired exclusively with the view of short-term sale corresponds to 1 real estate company acquired by the Bank (31 December 2016: 5 companies) within the restructuring of a loan exposure that the Bank intends to sell in less than one year (note 52), which hold real estate assets in the amount of Euros 20,447,000 (31 December 2016: Euros 129,456,000). However, taking into account the actual market conditions, it was not possible to conclude the sales in the expected time.
As part of a corporate restructuring process, as at 31 December 2017, the Bank sold four real estate companies to real estate investment funds held by it, in the amount of Euros 120,938,000, with a net gain of Euros 9,434,000, recognized in the caption Sale of other assets, as described in note 15.
The changes occurred in impairment for non-current assets held for sale are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 254,307 | 319,794 |
| Transfers | - | (13,746) |
| Impairment for the year | 93,027 | 33,553 |
| Loans charged-off | (109,581) | (85,294) |
| Exchange rate differences | (423) | - |
| Balance on 31 December | 237,330 | 254,307 |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Land and buildings | 508,440 | 528,878 |
| Equipment | ||
| Furniture | 69,631 | 70,206 |
| Machinery | 16,648 | 16,416 |
| Computer equipment | 175,627 | 168,051 |
| Interior installations | 98,876 | 96,688 |
| Motor vehicles | 13,032 | 10,377 |
| Security equipment | 62,907 | 64,089 |
| Other equipment | 2,868 | 2,923 |
| Work in progress | 10,143 | 8,322 |
| Other tangible assets | 32 | 30 |
| 958,204 | 965,980 | |
| Accumulated depreciation | ||
| Charge for the year (note 11) | (21,871) | (19,212) |
| Charge for the previous years | (719,232) | (728,459) |
| (741,103) | (747,671) | |
| 217,101 | 218,309 |
The changes occurred in Other tangible assets, during 2017, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Balance on | Acquisitions | Disposals | Exchange | Balance on | ||
| 1 January | / Charge | / Charged-off | Transfers | differences | 31 December | |
| Real estate Real estate | 528,878 | 23 | (16,439) | (3,949) | (73) | 508,440 |
| Equipment: | ||||||
| Furniture | 70,206 | 1,695 | (2,155) | (103) | (12) | 69,631 |
| Machinery | 16,416 | 329 | (87) | - | (10) | 16,648 |
| Computer equipment | 168,051 | 9,087 | (1,519) | 26 | (18) | 175,627 |
| Interior installations | 96,688 | 445 | (659) | 2,403 | (1) | 98,876 |
| Motor vehicles | 10,377 | 3,731 | (1,065) | - | (11) | 13,032 |
| Security equipment | 64,089 | 441 | (1,558) | (62) | (3) | 62,907 |
| Other equipment | 2,923 | 40 | (95) | - | - | 2,868 |
| Work in progress | 8,322 | 15,372 | (1,023) | (12,528) | - | 10,143 |
| Other tangible assets | 30 | 3 | (1) | - | - | 32 |
| 965,980 | 31,166 | (24,601) | (14,213) | (128) | 958,204 | |
| Accumulated depreciation | ||||||
| Real estate | (352,220) | (9,746) | 15,787 | 5,467 | 28 | (340,684) |
| Equipment: | ||||||
| Furniture | (64,623) | (1,217) | 2,152 | 103 | 10 | (63,575) |
| Machinery | (15,137) | (231) | 87 | - | 7 | (15,274) |
| Computer equipment | (156,864) | (5,881) | 1,507 | 4 | 13 | (161,221) |
| Interior installations | (91,668) | (1,053) | 657 | 34 | 1 | (92,029) |
| Motor vehicles | (4,944) | (2,533) | 828 | - | 7 | (6,642) |
| Security equipment | (59,265) | (1,206) | 1,548 | 103 | 1 | (58,819) |
| Other equipment | (2,920) | (4) | 94 | - | - | (2,830) |
| Other tangible assets | (30) | - | 1 | - | - | (29) |
| (747,671) | (21,871) | 22,661 | 5,711 | 67 | (741,103) | |
| 218,309 | 9,295 | (1,940) | (8,502) | (61) | 217,101 |
This balance is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Intangible assets | |||
| Software | 35,849 | 26,378 | |
| Other intangible assets | 177 | 192 | |
| 36,026 | 26,570 | ||
| Accumulated amortization | |||
| Charge for the year (note 11) | (7,122) | (5,487) | |
| Charge for the previous years | (7,495) | (6,557) | |
| (14,617) | (12,044) | ||
| 21,409 | 14,526 | ||
The changes occurred in Intangible assets balance, during 2017, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Balance on | Acquisitions | Disposals | Exchange | Balance on | ||
| 1 January | / Charge | / Charged-off | Transfers | differences | 31 December | |
| Intangible assets | ||||||
| Software | 26,378 | 14,030 | (4,525) | - | (34) | 35,849 |
| Other intangible assets | 192 | - | - | - | (15) | 177 |
| 26,570 | 14,030 | (4,525) | - | (49) | 36,026 | |
| Accumulated amortization | ||||||
| Software | (11,949) | (7,122) | 4,524 | - | 13 | (14,534) |
| Other intangible assets | (95) | - | - | - | 12 | (83) |
| (12,044) | (7,122) | 4,524 | - | 25 | (14,617) | |
| 14,526 | 6,908 | (1) | - | (24) | 21,409 |
The deferred income tax assets and liabilities are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Assets | Liabilities | Net | Assets | Liabilities | Net | |
| Deferred taxes not depending | ||||||
| on the future profits (a) | ||||||
| Impairment losses | 925,673 | - | 925,673 | 868,109 | - | 868,109 |
| Employee benefits | 837,422 | - | 837,422 | 787,391 | - | 787,391 |
| 1,763,095 | - | 1,763,095 | 1,655,500 | - | 1,655,500 | |
| Deferred taxes depending | ||||||
| on the future profits | ||||||
| Other tangible assets | 2,027 | (3,252) | (1,225) | 860 | (3,124) | (2,264) |
| Impairment losses | 930,619 | (50,303) | 880,316 | 870,121 | (50,303) | 819,818 |
| Employee benefits | 28,179 | (1,803) | 26,376 | 29,585 | (377) | 29,208 |
| Financial assets | ||||||
| available for sale | 10,076 | (16,993) | (6,917) | 22,464 | - | 22,464 |
| Tax losses carried forward | 319,768 | - | 319,768 | 490,688 | - | 490,688 |
| Others | 62,835 | (25,740) | 37,095 | 56,899 | (22,006) | 34,893 |
| 1,353,504 | (98,091) | 1,255,413 | 1,470,617 | (75,810) | 1,394,807 | |
| Total deferred taxes | 3,116,599 | (98,091) | 3,018,508 | 3,126,117 | (75,810) | 3,050,307 |
| Offset between deferred tax | ||||||
| assets and deferred tax liabilities | (98,091) | 98,091 | - | (75,810) | 75,810 | - |
| Net deferred taxes | 3,018,508 | - | 3,018,508 | 3,050,307 | - | 3,050,307 |
(a) Special Regime applicable to deferred tax assets
The Extraordinary General Meeting of the Bank, held on 15 October 2014, approved the Bank's adherence to the special regime applicable to deferred tax assets, approved by Law no. 61/2014, of August 26, applicable to expenses and negative equity variations recorded in taxable periods beginning on or after 1 January 2015 and the deferred tax assets that are recorded in the annual accounts of the taxpayer to the last period prior to that date and the taxation of the expenses and negative equity variations that are associated with them. Pursuant to Law no. 23/2016, of 19 August, this special regime is not apply to expenses and negative equity changes recorded in the tax periods beginning on or after 1 January 2016, or to tax assets associated with them.
The Law no. 61/2014, of 26 August, provides an optional framework with the possibility of subsequent resignation, according to which, in certain situations (those of negative net result in individual annual accounts or liquidation by voluntary dissolution, insolvency decreed in court or revocation of the respective authorization), there will be a conversion into tax credits of the deferred tax assets that have resulted from the non-deduction of expenses and reductions in the value of assets resulting from impairment losses on credits and from post-employment or long-term employee benefits. In this case, it should be constituted a special reserve corresponding to 110% of its amount, which implies the simultaneous constitution of conversion rights attributable to the State of equivalent value, which rights can be acquired by the shareholders through payment to the State of that same amount. Tax credits can be offset against tax debts of the beneficiaries (or from an entity based in Portugal of the same prudential consolidation perimeter) or reimbursable by the State. Under the regime described, the recovery of deferred tax assets covered by the optional regime approved by Law no. 61/2014, of 26 August, is not dependent on future profits.
The above-mentioned legal framework was densified by ordinance no. 259/2016, of 4 October, about the control and use of tax credits, and by the ordinance No. 293-A / 2016, of 18 November, which establishes the conditions and procedures for the acquisition by the shareholders of the referred rights of the State. According to this legislation, among other aspects, these rights are subject to a right of acquisition by the shareholders on the date of creation of the rights of the State, exercisable in periods that will be established by the Board of Directors until 10 years after the date of its creation, and the issuing bank shall deposit in the name of the State the amount of the price corresponding to all the rights issued, within 3 months of date of the confirmation of the convertion of the deferred tax asset into tax credit. Such deposit shall be redeemed when and to the extent that the rights of the State are acquired by the shareholders, or exercised by the State.
Deferred taxes are calculated based on the tax rates expected to be in force when the temporary differences are reversed, which correspond to the approved rates or substantively approved at the balance sheet date. The deferred tax assets and liabilities are presented on a net basis whenever, in accordance with applicable law, current tax assets and current tax liabilities can be offset and when the deferred taxes are related to the same tax.
The deferred tax rate is analysed as follows:
| Description | 2017 | 2016 |
|---|---|---|
| Income tax | 21.0% | 21.0% |
| Municipal surtax rate (on taxable net income) | 1.5% | 1.5% |
| State tax rate (on taxable net income) | ||
| More than Euros 1,500,000 to Euros 7,500,000 | 3.0% | 3.0% |
| From more than Euros 7,500,000 to Euros 35,000,000 | 5.0% | 5.0% |
| More than Euros 35,000,000 (a) | 7.0% | 7.0% |
(a) Law 114/2017, dated 29 December (State Budget Law for 2018) establishes the increase of the state tax rate for the portion of the taxable income above Euros 35,000,000 from 7% to 9% for taxation periods beginning on or after 1 January 2018.
The tax applicable to deferred taxes related to tax losses is 21% (31 December 2016: 21%).
The average deferred tax rate associated with temporary differences of the BanK is 31.30% (31 December 2016: 29.43%).
The reporting period of tax losses in Portugal is 5 years for the losses of 2012, 2013 and 2017 and 12 years for the losses of 2014, 2015 and 2016.
In 2016, Banco Comercial Português, S.A. opted for the Special Regime for Taxation of Groups of Companies (RETGS).
The balance of Deferred tax assets not depending 'on the future profits (covered by the scheme approved by Law no. 61/2014, of 26 August), include the amounts of Euros 210,686,000 and Euros 4,020,000 recorded in 2015 and 2016, respectively, related to expenses and negative equity variations with post-employment or long-term employee benefits and to specific credit impairment losses registered up to 31 December 2014.
The differed income tax assets associated to tax losses carried forward, by expire date, is presented as follows:
| (Thousands of euros) | ||
|---|---|---|
| Expire date | 2017 | 2016 |
| 2026 | 80,758 | 201,812 |
| 2028 | 239,010 | 288,876 |
| 319,768 | 490,688 |
Following the publication of the Notice of the Bank of Portugal No. 5/2015, the entities that presented their financial statements in Adjusted Accounting Standards issued by the Bank of Portugal (NCA) began to apply the International Financial Reporting Standards as adopted in the European Union, including, among others, the Bank's individual financial statements.
As a result of this change, in the Bank's individual financial statements, the loans portfolio, guarantees provided and other operations of a similar nature became subject to impairment losses calculated in accordance with the requirements of International Accounting Standard 39 - Financial Instruments: Recognition and Measurement (IAS 39), replacing the registration of provisions for specific risk, for general credit risks and for country risk, in accordance with Bank of Portugal Notice No. 3/95.
The Regulatory Decree No. 5/2016, of November 18, established the maximum limits of impairment losses and other corrections of value for specific credit risk deductible for the purpose of calculating the taxable profit in the year 2016 This Decree declares that Bank of Portugal Notice No. 3/95 (Notice that was relevant to the determination of provisions for credit in the financial statements presented in the NCA basis) should be considered for the purposes of calculating the maximum loss limits for impairment losses accepted for tax purposes in 2016. This methodology was also applied for the treatment of the transition adjustments related to credit impairment of entities that previously presented their financial statements on an NCA basis.
This Regulatory Decree includes a transitional rule that provides for the possibility of the positive difference between the value of the provisions for credit created on 1 January 2016 under the Notice of Bank of Portugal No. 3/95 and the impairment losses recorded on 1 January 2016 referring to the same credits, will be considered in the calculation of the taxable income of 2016 only in the part that exceeds the tax losses generated in periods of taxation started on or after 1 January 2012 and not used. The Bank opted to apply this transitional standard.
The Regulatory Decree No. 11/2017, of 28 December, established the maximum limits of impairment losses and other corrections of value for specific credit risk deductible for the purposes of calculating taxable income in 2017, establishing that the Notice of Bank of Portugal No. 3/95 should be considered for the purposes of calculating the maximum limits of impairment losses accepted for tax purposes in 2017, similar to the regime for 2016.
In accordance with the accounting policy 1 ab) ii), and with the requirements of IAS 12, the deferred tax assets were recognized based on the Group's expectation of their recoverability. The recoverability of deferred taxes depends on the implementation of the strategy of the Bank's Board of Directors, namely the generation of estimated taxable income and its interpretation of tax legislation. Any changes in the assumptions used in estimating future profits or tax legislation may have material impacts on deferred tax assets.
The assessment of the recoverability of deferred tax assets was carried based on the respective financial statements prepared under the budget process for 2018 and which support future taxable income considering the macroeconomic and competitive environment, at the same time that incorporate the Bank's strategic priorities.
For the purpose of estimating taxable profits for the periods 2018 and following, the following main assumptions were considered:
in the absence of specific rules regarding the tax regime for credit impairment and guarantees for taxation periods beginning on or after 1 January 2018, the tax rules that were in force in 2015, 2016 and 2017 were considered and of Decree-Laws published at the end of each of the referred years established that the Notice of Bank of Portugal No. 3/95 should be considered for the purposes of calculating the maximum limits of impairment losses accepted for tax purposes;
the deductions related to impairment of financial assets were projected based on the destination (sale or settlement) and the estimated date of the respective operations;
the deductions related to employee benefits are projected based on their estimated payments or deduction plans, in accordance with information provided by the actuary of the pension fund.
In addition, as part of the analysis of the recoverability of deferred tax assets, the Bank prepared a sensitivity analysis that considered the possibility of approving a document with changes to the tax treatment of impairment losses for credit and guarantees, in the same proposal for amendment to the State Budget Law Proposal for 2018. This proposal provided for modifications to Articles 28-A, 28-C and 39 of the IRC Code, in order to approximate fiscal and introduced a transition period of 19 years with increasing percentages for the tax deductibility of losses due to credit impairment and guarantees not accepted by tax until 31 December 2017 and which became deductible under the envisaged changes.
According to this sensitivity analysis, the Bank also concluded the recoverability of all deferred tax assets recorded as at 31 December 2017.
The projections made take into consideration, in addition to the Group's strategic priorities, essentially reflecting the projection of the Bank's medium-term business in Portugal in terms of results generation, and are broadly consistent with the Reduction Plan of Non-Performing Assets 2018-2020 sent it to the supervisory entity in March 2018, underlining:
improvement of the net interest income, considering interest rate curves used under the scope of the projections of net interest income in line with the market forecasts;
evolution of the ratio loans and advances over the balance sheet resources from customer by approximately 100% in Portugal;
decrease in the cost of risk, supported by the expectation of a gradual recovery of economic activity, consubstantiating a stabilization of the business risk, as well as the reduction of the non-core portfolio. In this way, the gradual convergence of the cost of credit risk (up to 2023) is estimated to be close to those currently observed in other European countries, including in the Iberian Peninsula.
control of the operating expenses, notwithstanding the investments planned by the Bank in the context of the expected deepening of the digitization and expansion of its commercial activities;
positive net income, projecting the favourable evolution of the ROE and maintaining of the CET1 ratio fully implemented at lepels appropriate to the requirements and benchmarks. From 2024 onwards, it is estimated an annual growth of the Net income before income taxes, which reflects a partial convergence to the expected level of ROE stabilized term term..
The analyses made allow the conclusion of the recoverability of the total deferred tax assets recognised as at 31 December 2017.
It is now present the sensitivity of the analysis of the recoverability of deferred tax assets to the estimate of income before income taxes: if there was a 5% reduction / increase in estimated income before income taxes in all years of projections from 2018 to 2028, the deferred tax assets would have a reduction / increase of about Euros 55 millions / Euros 67millions.
In accordance with this assessment, the amount of unrecognised deferred tax, by year of expiration, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| Tax losses carried forward | 2017 | 2016 |
| 2026 | 132,076 | - |
| 2028 | 278,334 | 171,000 |
| 410,410 | 171,000 |
The impact of income taxes in Net income and in other captions of Bank's equity is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | 2016 | |||
| Net income | Reserves | Net income | Reserves | |
| for | and retained | for | and retained | |
| the year | earnings | the year | earnings | |
| Deferred taxes | ||||
| Deferred taxes not depending on the future profits (a) | ||||
| Impairment losses | 57,564 | - | (10,421) | - |
| Employee benefits | 16,903 | 33,128 | 21,774 | 595 |
| 74,467 | 33,128 | 11,353 | 595 | |
| Deferred taxes depending on the future profits | ||||
| Other tangible assets | 1,039 | - | 936 | - |
| Impairment losses | 60,498 | - | 405,866 | - |
| Employee benefits | 2,690 | (5,522) | 8,483 | 20,721 |
| Financial assets available for sale | 10,076 | (39,457) | - | 43,630 |
| Tax losses carried forward (b) | (92,330) | (78,590) | 130,452 | 48,882 |
| Others (c) | 2,202 | - | (70,108) | - |
| (15,825) | (123,569) | 475,629 | 113,233 | |
| 58,642 | (90,441) | 486,982 | 113,828 | |
| Current taxes | - | |||
| Actual year | (3,351) | - | (5,389) | - |
| Correction of previous years | 862 | - | 535 | - |
| (2,489) | - | (4,854) | - | |
| 56,153 | (90,441) | 482,128 | 113,828 |
(a) Deferred tax related to expenses and negative equity variations covered by the special arrangements for deferred tax assets (annex to Law No. 61/2014 of 26 August). Under the Law No. 23/2016 of 19 August, this special scheme is not applicable to expenses and negative equity variations accounted in the taxable periods beginning on or after 1 January 2016, neither to deferred tax assets associated with them. The variation occurred in 2017 refers mainly to the impact of the increase in the State tax rate for the portion of taxable income exceeding Euros 35 millions from 7% to 9% for taxation periods beginning on or after 1 January 2018.
(b) Taxes on reserves and retained earnings refers to realities recognised in reserves and retained earnings that compete for the purposes of calculating taxable income.
(c) The caption Others includes essentially the reversal of deferred tax assets related to the distribution of dividends in 2016.
The reconciliation between the nominal tax rate and the effective tax rate is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Net income / (loss) before income taxes | 61,868 | (412,820) |
| Current tax rate (%) | 31.30% | 29.43% |
| Expected tax | (19,365) | 121,493 |
| Elimination of double economic taxation of dividends received | 22,473 | 61,152 |
| Non deductible impairment | 8,130 | (78,122) |
| Contribution to the banking sector | (8,767) | (6,544) |
| Employees' benefits | 11,761 | - |
| Fiscal gains and losses | (1,862) | 47,732 |
| Other accruals and deductions for the purpose of calculating taxable income | (204) | (181) |
| Derecognition of deferred tax associated with tax losses | (90,308) | - |
| Effect of difference of rate tax and deferred tax not recognised previously (a) | 133,494 | 330,833 |
| Correction of previous years | 2,633 | 7,780 |
| (Autonomous tax) / Tax credits | (1,832) | (2,015) |
| Total | 56,153 | 482,128 |
| Effective rate (%) | - | 116.79% |
(a) The value of 2017 essentially relates to the deferred tax impact of the increase in the state tax rate for the portion of taxable income above Euros 35,000,000 from 7% to 9% for taxation periods beginning on or after 1 January 2018. The value of 2016 includes the impact of the combined effects of the repeal of Banco of Portugal Notice No. 3/95, the transitional regime provided for in Regulatory Decree No. 5/2016, of 18 November and the (annex to Law no. 61/2014, of August 26), in the amount of Euros 281,170,000.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Debtors | 137,938 | 164,067 |
| Capital supplies | 226,708 | 233,998 |
| Capital supplementary contributions | 363,331 | 377,817 |
| Other financial investments | 441 | 14,061 |
| Gold and other precious metals | 3,637 | 3,633 |
| Deposit account applications | 187,863 | 295,669 |
| Debtors for futures and options transactions | 97,830 | 49,422 |
| Artistic patrimony | 28,656 | 28,622 |
| Amounts due for collection | 36,618 | 29,600 |
| Other recoverable tax | 22,401 | 22,000 |
| Subsidies receivables | 3,523 | 4,474 |
| Associated companies | 4,479 | 8,812 |
| Interest and other amounts receivable | 28,299 | 25,881 |
| Prepaid expenses | 23,555 | 25,754 |
| Amounts receivable on trading activity | 210,410 | 28,183 |
| Amounts due from customers | 130,953 | 227,373 |
| Obligations with post-employment benefits (note 44) | 113,843 | 29,765 |
| Sundry assets | 106,074 | 24,381 |
| 1,726,559 | 1,593,512 | |
| Impairment for other assets | (291,828) | (323,075) |
| 1,434,731 | 1,270,437 |
As referred in note 49, the balance Capital supplies includes the amount of Euros 219,657,000 (31 December 2016: Euros 213,464,000) and the balance Capital supplementary contributions includes the amount of Euros 2,939,000 (31 December 2016: Euros 2,939,000), arising from the transfers of assets to specialized recovery funds which have impaiment in the same amount. The impairment with impact on results in 2017 related to these operations amounted to Euros 6,193,000 (31 December 2016: Euros 5,853,000).
As at 31 December 2017, the caption Deposit account applications includes the amount of Euros 94,770,000 (31 December 2016: Euros 228,949,000) on the Clearing houses / Clearing derivatives.
The caption Amounts receivable on trading activity includes amounts receivable within 3 business days of stock exchange operations.
Considering the nature of these transactions and the age of the amounts of these items, the Bank procedure is to periodically assess the collectability of these amounts and whenever impairment is identified, an impairment loss is recognised in the income statement.
The caption Supplementary capital contributions is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Millennium bcp Imobiliária, S.A. | 51,295 | 51,295 |
| Millennium bcp Participações, S.G.P.S., Sociedade Unipessoal, Lda. | 290,447 | 305,583 |
| Millennium bcp - Prestação de Serviços, A.C.E. | 18,000 | 18,000 |
| Servitrust - Trust Management Services S.A. | 650 | - |
| Others | 2,939 | 2,939 |
| 363,331 | 377,817 |
The changes occurred in impairment for other assets are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 323,075 | 369,250 |
| Transfers | 41,247 | (77,808) |
| Impairment for the year | 16,827 | 38,642 |
| Write back for the year | (20,254) | (788) |
| Amounts charged-off | (69,067) | (6,221) |
| Balance on 31 December | 291,828 | 323,075 |
This balance is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Non interest | Interest | Non interest | Interest | |||
| bearing | bearing | Total | bearing | bearing | Total | |
| Resources and other financing | ||||||
| from Central Banks | ||||||
| Bank of Portugal | - | 3,969,731 | 3,969,731 | - | 4,081,574 | 4,081,574 |
| Central Banks abroad | - | 170,734 | 170,734 | - | 220,554 | 220,554 |
| - | 4,140,465 | 4,140,465 | - | 4,302,128 | 4,302,128 | |
| Resources from credit | ||||||
| institutions in Portugal | ||||||
| Very short-term deposits | - | 19,993 | 19,993 | - | - | - |
| Sight deposits | 480,495 | - | 480,495 | 390,707 | - | 390,707 |
| Term Deposits | - | 91,169 | 91,169 | - | 764,397 | 764,397 |
| Other resources | 17,540 | - | 17,540 | 1,240 | - | 1,240 |
| 498,035 | 111,162 | 609,197 | 391,947 | 764,397 | 1,156,344 | |
| Resources from credit | ||||||
| institutions abroad | ||||||
| Very short-term deposits | - | 83 | 83 | - | 11 | 11 |
| Sight deposits | 145,044 | - | 145,044 | 170,878 | - | 170,878 |
| Term Deposits | - | 625,075 | 625,075 | - | 505,641 | 505,641 |
| Loans obtained | - | 1,467,096 | 1,467,096 | - | 1,226,097 | 1,226,097 |
| Sales operations with | ||||||
| repurchase agreement | - | 827,913 | 827,913 | - | 2,317,772 | 2,317,772 |
| Other resources | - | 10,178 | 10,178 | - | 66,649 | 66,649 |
| 145,044 | 2,930,345 | 3,075,389 | 170,878 | 4,116,170 | 4,287,048 | |
| 643,079 | 7,181,972 | 7,825,051 | 562,825 | 9,182,695 | 9,745,520 |
This balance is analysed by remaining period, as follows:
| (Thousands of euros) | |
|---|---|
| 2017 | 2016 |
| Up to 3 months 1,335,169 |
3,764,169 |
| 3 to 6 months 65,031 |
552,379 |
| 6 to 12 months 260,125 |
124,631 |
| 1 to 5 years 4,784,375 |
4,314,091 |
| Over 5 years 1,380,351 |
990,250 |
| 7,825,051 | 9,745,520 |
The caption Resources from credit institutions abroad includes, under the scope of transactions involving derivative financial instruments (IRS and CIRS) with institutional counterparties, and in accordance with the terms of their respective agreements ("Cash collateral "), the amount of Euros 17,540,000 (31 December 2016: Euros 63,393,000). These deposits are held by the Bank and are reported as collateral for the referred operations (IRS and CIRS), whose revaluation is positive.
The caption Resources from credit institutions - Resources from credit institutions abroad - Sales operations with repurchase agreement, corresponds to repo operations carried out in the money market and is a tool for the Bank's treasury management.
This balance is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Non interest | Interest | Non interest | Interest | |||
| bearing | bearing | Total | bearing | bearing | Total | |
| Deposits from customers | ||||||
| Repayable on demand | - | 16,661,108 | 16,661,108 | - | 14,420,226 | 14,420,226 |
| Term deposits | - | 11,993,615 | 11,993,615 | - | 13,270,051 | 13,270,051 |
| Saving accounts | - | 2,978,608 | 2,978,608 | - | 2,792,217 | 2,792,217 |
| Deposits at fair value through | ||||||
| profit and loss | - | 2,902,392 | 2,902,392 | - | 2,985,741 | 2,985,741 |
| Treasury bills and other assets sold | ||||||
| under repurchase agreement | - | 129,758 | 129,758 | - | 137,707 | 137,707 |
| Cheques and orders to pay | 361,755 | - | 361,755 | 316,231 | - | 316,231 |
| Other | - | 10,191 | 10,191 | - | 35,796 | 35,796 |
| 361,755 | 34,675,672 | 35,037,427 | 316,231 | 33,641,738 | 33,957,969 |
In the terms of the Law, the Deposit Guarantee Fund was established to guarantee the reimbursement of funds deposited in Credit Institutions. The criteria to calculate the annual contributions to the referred fund are defined in the Regulation No. 11/94 of the Bank of Portugal.
The caption Deposits from customers - Deposits at fair value through profit and loss is measured at fair value in accordance with internal valuation techniques considering mainly observable internal inputs. In accordance with the hierarchy of the valuation sources, and as referred in IFRS 13, these instruments are classified in level 3 (note 43). These financial liabilities are revalued against income statement, as referred in the accounting policy presented in note 1 c) and was recognized in 2017 a loss of Euros 499,000 (31 December 2016: gain of Euros 3,239,000) related to the fair value changes resulting from variations in the credit risk of the Bank, as referred in note 6.
The nominal amount of the caption Deposits from customers - Deposits at fair value through profit and loss amounts to, as at 31 December 2017, Euros 2,901,459,000 (31 December 2016: Euros 2,992,567,000).
This balance is analysed by remaining period, as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Deposits repayable on demand | 16,661,108 | 14,420,226 | |
| Term deposits and saving accounts | |||
| Up to 3 months | 6,454,029 | 7,947,907 | |
| 3 to 6 months | 4,478,026 | 4,114,368 | |
| 6 to 12 months | 3,785,290 | 3,589,315 | |
| 1 to 5 years | 240,678 | 273,506 | |
| Over 5 years | 14,200 | 137,172 | |
| 14,972,223 | 16,062,268 | ||
| Deposits at fair value through profit and loss | |||
| Up to 3 months | 377,045 | 400,680 | |
| 3 to 6 months | 395,330 | 338,827 | |
| 6 to 12 months | 925,921 | 602,762 | |
| 1 to 5 years | 1,204,096 | 1,643,472 | |
| 2,902,392 | 2,985,741 | ||
| Treasury bills and other assets sold under repurchase agreement | |||
| Up to 3 months | 129,758 | 137,707 | |
| Cheques and orders to pay | |||
| Up to 3 months | 361,755 | 316,231 | |
| Other | |||
| Up to 3 months | 1,334 | 2,367 | |
| 6 to 12 months | 1,286 | 1,286 | |
| 1 to 5 years | 7,571 | 10,143 | |
| Over 5 years | - | 22,000 | |
| 10,191 | 35,796 | ||
| 35,037,427 | 33,957,969 |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Debt securities at amortised cost | ||
| Bonds | 432,876 | 670,458 |
| Covered bonds | 992,725 | 926,828 |
| MTNs | 9,958 | 339,372 |
| 1,435,559 | 1,936,658 | |
| Accruals | 5,069 | 33,522 |
| 1,440,628 | 1,970,180 | |
| Debt securities at fair value through profit and loss | ||
| Bonds | 13,368 | 38,709 |
| MTNs | 160,466 | 157,872 |
| 173,834 | 196,581 | |
| Accruals | 3,500 | 3,566 |
| 177,334 | 200,147 | |
| Certificates at fair value through profit or loss | 763,919 | 585,517 |
| 2,381,881 | 2,755,844 |
As referred in note 42, the Bank issued covered mortgage bonds, under its Covered Bond Program, with subscription date on 31 May 2017.
The issue, in the amount of Euros 1,000 million, has a term of 5 years, an issuance price of 99.386% and an annual interest rate of 0.75%, reflecting a spread of 65 basis points over 5-year swaps.
The securities included in caption Debt securities at fair value through profit and loss are measured in accordance with internal valuation techniques considering mainly observable market inputs. In accordance with the hierarchy of the valuation sources, as referred in IFRS 13, these instruments are classified in level 3 (note 43). These financial liabilities are revalued against income statement, as referred in the accounting policy presented in note 1 c), and was recognised a gain in 2017 of Euros 34,000 (2016: loss of Euros 1,348,000) related to the fair value changes resulting from variations in the credit risk of the Bank, as referred in note 6.
The nominal value of the balance Debt securities at fair value through profit and loss includes, as at 31 December 2017, the amount of Euros 153,721,000 (31 December 2016: Euros 177,890,000).
The characteristics of the bonds issued by the Bank, as at 31 December 2017 are analysed as follows:
| Issue | Maturity | (Thousands of euros) | |||
|---|---|---|---|---|---|
| Issue | date | date | Interest rate | Nominal value | Book value |
| Debt securities at amortised cost | |||||
| BCP Fixa out 2019-Vm Sr.44 | November, 2011 | October, 2019 | Fixed rate of 6.875% | 5,400 | 6,194 |
| BCP Float fev 2018-Vm 102-Ref.35 | December, 2011 | February, 2018 | Until 17 May 2012: Fixed rate 1.957% year; | 54,600 | 54,115 |
| after 17 May 2012: Euribor 3M + 0.5% | |||||
| BCP Float mai 2018-Vm 104-Ref.37 | December, 2011 | May, 2018 | Until 12 May 2012: Fixed rate 1.964% year; | 38,5 00 |
37,521 |
| after 12 May 2012: Euribor 3M + 0.5% | |||||
| BCP Float mar 2018-Vm Sr.103 Ref.36 | December, 2011 | March, 2018 | Euribor 3M + 0.5% | 49,300 | 48,480 |
| BCP Float jan 2019-Vm 105-Ref.38 | December, 2011 | January, 2019 | Until 5 April 2012: Fixed rate 2.367% year; | 50,000 | 47,476 |
| after 5 April 2012: Euribor 3M + 0.81% | |||||
| BCP Float fev 2019-Vm 106 Ref.39 | December, 2011 | February, 2019 | Until 16 May 2012: Fixed rate 2.459% year; | 10,850 | 10,236 |
| after 16 May 2012: Euribor 3M + 1.000% | |||||
| BCP Fixa out 2019-Vm Sr.61 | December, 2011 | October, 2019 | Fixed rate of 6.875% | 9,500 | 10,875 |
| BCP Fixa out 19-Vm Sr 110 | January, 2012 | October, 2019 | Fixed rate of 6.875% | 4,000 | 4,570 |
| BCP Floater nov 18-Vm Sr 124 | February, 2012 | November, 2018 | Until 3 Aug 2012: fixed rate 1.715% year; | 30,0 00 |
28,472 |
| after 3 Aug 2012: Euribor 3M + 0.6% | |||||
| BCP Floater jun 18-Vm Sr. 132 | February, 2012 | June, 2018 | Until 15 Jun 2013: fixed rate 2.639% year; | 18,500 | 17,985 |
| after 15 Jun 2013: Euribor 12M + 0.5% | |||||
| BCP Fixa out 19-Vm Sr. 177 | April, 2012 | October, 2019 | Fixed rate of 6.875% | 2,000 | 2,263 |
| BCP Fixa out 19-Vm Sr 193 | April, 2012 | October, 2019 | Fixed rate of 6.875% | 4,900 | 5,544 |
| BCP 4.75 % set 20 -Vm Sr 279 | September, 2012 | September, 2020 | Fixed rate of 4.750% | 27,100 | 28,699 |
| BCP Cln Brisa Fev 2023 - Epvm Sr 23 | February, 2015 | February, 2023 | Fixed rate 2.65% - underlying asset | 2,00 0 |
1,994 |
| Brisa 022023 | |||||
| BCP 4.03 Maio 2021 Epvm Sr 33 | August, 2015 | May, 2021 | Until 27 Sep 2015: Fixed rate 6.961%; | 2,500 | 2,532 |
| after 27 Sep 2015: Fixed rate 4.03% | |||||
| Bcp Rend Trim 1 Ser 2017-Mtn 853 | May, 2017 | May, 2022 | 1st year=0.6%; 2nd year=0.7%; | 125,920 | 125,920 |
| 3rd year=0.8%; 4º e 5ºyear=1% | |||||
| Covered Bonds Sr 9 | May, 2017 | May, 2022 | Fixed rate of 0.75% | 1,000,000 | 992,725 |
| Bcp Inv Eur Ac Cup Ext Xi/17-mtn 4 | November, 2017 | November, 2020 | Indexed to EuroStoxx 50 index | 1,400 | 1,372 |
| Bcp Div Cabaz 3 Acoes-Smtn 3 | December, 2017 | December, 2020 | Indexed to a portfolio of 3 shares | 6,829 | 6,694 |
| Bcp Rend Euro-Div Auto Xii Smtn 5 | December, 2017 | December, 2020 | Indexed to EuroStoxx | 1,930 | 1,892 |
| Selected Dividend 30 | |||||
| 1,435,559 | |||||
| Accruals | 5,069 | ||||
| 1,440,628 |
(continues)
| Issue | Maturity | (Thousands of euros) | |||
|---|---|---|---|---|---|
| Issue | date | date | Interest rate | Nominal value | Book value |
| Debt securities at fair value | |||||
| through profit and loss | |||||
| BCP Cln Portugal - Emtn 726 | June, 2010 | June, 2018 | Fixed rate of 4.72% | 59,100 | 60,242 |
| underlying asset OT - 2018/06 | |||||
| BCP Eur Cln Port 2Emis - Emtn 765 | November, 2010 | June, 2018 | Fixed rate of 4.45% | 11,550 | 12,256 |
| underlying asset OT - 2018/06 | |||||
| BCP Eur Cln Port 10/15.06.20 - | November, 2010 | June, 2020 | Fixed rate of 4.8% | 30,000 | 33,816 |
| - Emtn 766 | underlying asset OT - 2020/06 | ||||
| BCP Eur Cln Portugal 3Rd-Emtn 840 | May, 2012 | June, 2018 | Fixed rate of 4.45% | 32,700 | 46,600 |
| underlying asset OT - 2018/06 | |||||
| Part. Multisetorial Europ.-Emtn 850 | June, 2013 | June, 2018 | Indexed to DB SALSA Sectors EUR | 3,950 | 4,435 |
| BCP Reemb Parciais Eur Ind I-Epvm 20 | February, 2015 | January, 2018 | Until 15 Apr 2015: Fixed rate 3.164%; | 1 ,790 |
1,776 |
| after 15 Apr 2015 until 15 Jul 2015: | |||||
| Fixed rate 5.4%; after 15 Jul 2015 until | |||||
| 15 Jan 2016: Fixed rate 9%; after 15 Jan 2016 | |||||
| until 15 Jan 2017: Fixed rate 4.5%; after | |||||
| 15 Jan 2017 until 15 Jan 2018: Fixed rate 4.5% | |||||
| BCP Ind Setor Cup Fixo Vi-Epvm 29 | June, 2015 | June, 2018 | 1st year Fixed rate 9%; 2nd year and | 2,810 | 2,749 |
| followings indexed to a portfolio of 3 indexes | |||||
| BCP Rend Acoes Zon Eur Autc-Epvm 32 | August, 2015 | August, 2018 | Indexed to EuroStoxx 50 index | 1,770 | 1,783 |
| BCP Inv Banc Zona Eur Xi-Epvm 37 | November, 2015 | November, 2019 | Indexed to indice EuroStoxx Banks | 1,000 | 865 |
| BCP Rend Part Zo Eur Autoc-Epvm 40 | January, 2016 | January, 2019 | Indexed to EuroStoxx | 1,730 | 2,046 |
| BCP Ree Parc Eur Ind Ii Eur-Epvm 41 | February, 2016 | February, 2018 | Until 4 May 2016: Fixed rate 1.752%; | 268 | 266 |
| after 4 May 2016 until 4 Aug 2016: | |||||
| Fixed rate 4.2%; after 4 Aug 2016 until 4 Feb 2017: | |||||
| Fixed rate 7%; after 4 Feb 2017 until 6 Feb 2018: | |||||
| Fixed rate 3.5196% | |||||
| BCP Inv Eur-Ac Autoc Ii Eur-Epvm 42 | February, 2016 | February, 2019 | Indexed to EuroStoxx 50 index | 1,750 | 1,731 |
| BCP Inv Acoes Zona Eur Iii-Epvm 43 | March, 2016 | April, 2018 | Indexed to EuroStoxx 50 index | 1,700 | 1,793 |
| Bcp Reemb Parc Eur Acoes Iii-Epvm 49 | March, 2017 | March, 2020 | 1st quarter=1,624%; 2nd quarter= | 368 | 359 |
| 3,9%;2nd semester=6,5%; 2nd year= | |||||
| 3,25%; 3rd year=3,25% | |||||
| Bcp Euro Divid Cup Mem Vi 17-Smtn 1 | June, 2017 | June, 2020 | Indexed to EuroStoxx Select | 1,240 | 1,171 |
| Dividend 30 Index | |||||
| Bcp Reemb Parc Ener Eur Viii-Smtn 2 | August, 2017 | August, 2020 | Indexed to EuroStoxx Oil & Gas Index | 1,995 | 1,946 |
| 173,834 | |||||
| Accruals | 3,500 | ||||
| 177,334 |
This balance, as at 31 December 2017, excluding accruals, is analysed by the remaining period, as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | ||||||
| Up to | 3 months to | 6 months to | 1 year to | Over 5 | ||
| 3 months | 6 months | 1 year | 5 years | years | Total | |
| Debt securities at | ||||||
| amortized cost | ||||||
| Bonds | 102,595 | 55,506 | 28,472 | 244,309 | 1,994 | 432,876 |
| Covered bonds | - | - | - | 992,725 | - | 992,725 |
| MTNs | - | - | - | 9,958 | - | 9,958 |
| 102,595 | 55,506 | 28,472 | 1,246,992 | 1,994 | 1,435,559 | |
| Debt securities at fair value | ||||||
| through profit and loss | ||||||
| Bonds | 2,042 | 4,542 | 1,783 | 5,001 | - | 13,368 |
| MTNs | - | 123,533 | - | 36,933 | - | 160,466 |
| 2,042 | 128,075 | 1,783 | 41,934 | - | 173,834 | |
| Certificates | - | 23 | - | - | 763,896 | 763,919 |
| 104,637 | 183,604 | 30,255 | 1,288,926 | 765,890 | 2,373,312 |
This balance, as at 31 December 2017, excluding accruals, is analysed by the remaining period, as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Up to | 3 months to | 6 months to | 1 year to | Over 5 | |
| 3 months | 6 months | 1 year | 5 years | years | Total |
| 92,394 | 131,823 | 156,827 | 287,420 | 1,994 | 670,458 |
| - | 926,828 | - | - | - | 926,828 |
| 339,372 | - | - | - | - | 339,372 |
| 431,766 | 1,058,651 | 156,827 | 287,420 | 1,994 | 1,936,658 |
| 1,403 | 7,020 | 8,732 | 21,554 | - | 38,709 |
| - | - | - | 157,872 | - | 157,872 |
| 1,403 | 7,020 | 8,732 | 179,426 | - | 196,581 |
| - | - | - | - | 585,517 | 585,517 |
| 433,169 | 1,065,671 | 165,559 | 466,846 | 587,511 | 2,718,756 |
The balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Trading derivatives (note 21): | ||
| Swaps | 378,642 | 528,878 |
| Options | 1,911 | 4,186 |
| Embedded derivatives | 158 | - |
| Forwards | 669 | 1,419 |
| 381,380 | 534,483 | |
| Level 2 | 381,044 | 470,704 |
| Level 3 | 336 | 63,779 |
As referred in IFRS 13, financial instruments are measured according to the levels of valuation described in note 43.
The balance Financial liabilities held for trading includes, as at 31 December 2017, the embedded derivatives valuation separated from the host contracts in accordance with the accounting policy presented in note 1 c), in the amount of Euros 158,000. This note should be analysed together with note 21.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Provision for guarantees and other commitments (note 20) | 114,981 | 110,601 |
| Other provisions for liabilities and charges | 154,076 | 113,032 |
| 269,057 | 223,633 |
Changes in Provision for guarantees and other commitments are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 110,601 | 57,924 |
| Charge for the year | 4,449 | 52,673 |
| Reversals for the year | (52) | - |
| Exchange rate differences | (17) | 4 |
| Balance on 31 December | 114,981 | 110,601 |
Changes in Other provisions for liabilities and charges are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance on 1 January | 113,032 | 95,982 |
| Transfers | (588) | 13,747 |
| Charge for the year | 46,094 | 46,169 |
| Reversals for the year | - | (11,270) |
| Amounts charged-off | (4,462) | (31,596) |
| Balance on 31 December | 154,076 | 113,032 |
The Other provisions for liabilities and charges were based on the probability of occurrence of certain contingencies related to risks inherent to the Bank's activity, being reviewed at each reporting date to reflect the best estimate of the amount and respective probability of payment. This caption includes provisions for contingencies in the sale of Millennium Bank (Greece), lawsuits, fraud and tax contingencies. The provisions constituted to cover tax contingencies totalled Euros 54,762,000 (31 December 2016: Euros 46,698,000) and are associated, essentially, to contingencies related to VAT and Stamp Duty.
This balance is analysed as follows:
| 2016 2017 Bonds Non Perpetual 917,846 608,932 Perpetual 86,928 88,478 CoCos - 703,421 1,004,774 1,400,831 Accruals 16,767 15,202 |
(Thousands of euros) | |
|---|---|---|
| 1,021,541 | 1,416,033 |
The Bank fixed on 29 November 2017 the terms for a new issue of medium term subordinated debt notes eligible for approval by the ECB as Tier 2 capital, under its Euro Medium Term Notes Programme, as referred in note 42. The issue, in the amount of Euros 300 million, has a tenor of 10 years, with the option of early redemption by the Bank at the end of the fifth year, and an annual interest rate of 4.5 per cent. during the first five years (corresponding to a spread of 4.267 per cent over the 5 year mid-swap rate, which, for the determination of the interest rate for the remaining five years, will be applied over the mid swaps rate in force at the beginning of that period).
As referred in note 42, the Bank has proceeded, on 9 February 2017, to the early repayment to the Portuguese state of the remaining Core Tier 1 hybrid capital instruments, in the amount of Euros 700 ,000,000.
As at 31 December 2017, the subordinated debt issues are analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Issue | Maturity | ||||
| Issue | date | date | Interest rate | Nominal value | Book value |
| Non Perpetual Bonds | |||||
| MBCP Ob Cx Sub 1 Serie 2008-2018 | September, 2008 | September 2018(i) See reference (viii) | 73,618 | 73,618 | |
| MBCP Ob Cx Sub 2 Serie 2008-2018 | October, 2008 | October, 2018 (ii) See reference (viii) | 20,741 | 20,741 | |
| BCP Ob Sub jun 2020-EMTN 727 | June, 2010 | June, 2020 (iii) | See reference (ix) | 16,294 | 16,294 |
| BCP Ob Sub ago 2020-EMTN 739 | August, 2010 | August, 2020 (iv) | See reference (x) | 9,409 | 9,409 |
| BCP Ob Sub mar 2021-EMTN 804 | March, 2011 | March, 2021 | Euribor 3M + 3.75% | 114,000 | 114,000 |
| BCP Ob Sub abr 2021-EMTN 809 | April, 2011 | April, 2021 | Euribor 3M + 3.75% | 64,100 | 64,100 |
| BCP Ob Sub 3S abr 2021-EMTN 812 | April, 2011 | April, 2021 | Euribor 3M + 3.75% | 35,000 | 35,000 |
| BCP Sub 11/25.08.2019-EMTN 823 | August, 2011 | August, 2019 | Fixed rate of 6.383% | 7,500 | 7,832 |
| BCP Subord set 2019-EMTN 826 | October, 2011 | September, 2019 | Fixed rate of 9.31% | 50,000 | 55,251 |
| BCP Subord nov 2019-EMTN 830 | November, 2011 | November, 2019 | Fixed rate of 8.519% | 40,000 | 44,338 |
| MBCP Subord dez 2019-EMTN 833 | December, 2011 | December, 2019 | Fixed rate of 7.15% | 26,600 | 29,945 |
| MBCP Subord jan 2020-EMTN 834 | January, 2012 | January, 2020 | Fixed rate of 7.01% | 14,000 | 15,504 |
| MBCP Subord fev 2020-Vm Sr. 173 | April, 2012 | February, 2020 | Fixed rate of 9% | 23,000 | 24,722 |
| BCP Subord abr 2020-Vm Sr 187 | April, 2012 | April, 2020 | Fixed rate of 9.15% | 51,000 | 54,412 |
| BCP Subord 2 Ser abr 2020-Vm 194 | April, 2012 | April, 2020 | Fixed rate of 9% | 25,000 | 26,632 |
| BCP Subordinadas jul 20-EMTN 844 | July, 2012 | July, 2020 | Fixed rate of 9% | 26,250 | 27,465 |
| Bcp Fix Rate Reset Sub Notes-EMTN 854 | December, 2017 | December, 2027 | See reference (xi) | 300,000 | 298,583 |
| 917,846 |
Obrigações Caixa Perpétuas
| Subord 2002/19Jun2012 | June, 2002 | See reference (v) | See reference (xi) | 85 | 85 |
|---|---|---|---|---|---|
| TOPS BPSM 1997 | December, 1997 | See reference (vi) Euribor 6M + 0.9% | 22 ,035 |
22,035 | |
| BCP Leasing 2001 | December, 2001 | See reference (vii) Euribor 3M + 2.25% | 4,986 | 4,986 | |
| BCP - Euro 500 millions | June, 2004 | - | See reference (xii) | 43,968 | 43,895 |
| Subord.debt BCP Finance Company | October, 2005 | - | See reference (xiii) | 15,942 | 15,927 |
| 86,928 | |||||
| Accruals | 16,767 | ||||
| 1,021,541 |
References:
Date of exercise of the next call option - It is considered the first date after the end of the restructuring period (31 December 2017). Subject to prior approval of the Supervisory Authorities.
(i) March 2018; (ii) - April 2018; (iii) - June 2018; (iv) - February 2018; (v) - March 2018; (vi) - June 2018 ; (vii) March 2018.
(viii) - 1st year 6%; 2nd to 5th year Euribor 6M + 1%; 6th year and following Euribor 6M + 1.4%; (ix) - Until the 5th year Fixed rate 3.25%; 6th year and following years Euribor 6M + 1%; (x) - 1st year: 3%; 2nd year 3.25%; 3rd year 3.5%; 4th year 4%; 5th year 5%; 6th year and following Euribor 6M + 1.25%; (xi) up to the 5th year fixed rate 4.5%; 6th year and following: mid-swap rate in force at the beginning of this period + 4.267%; (xii) Until 40th coupon 6.131%; After 40th coupon Euribor 3M + 2.4%; (xiii) until June 2014 fixed rate 5.543%; June 2014 and following Euribor 3M + 2.07%; (xiv) until October 2015 Fixed rate 4.239%; October 2015 and following Euribor 3M + 1.95%.
As at 31 December 2016, the subordinated debt issues are analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Issue | Maturity | ||||
| Issue | date | date | Interest rate | Nominal value | Book value |
| Non Perpetual Bonds | |||||
| Mbcp Ob Cx Sub 1 Serie 2008-2018 | September, 2008 | September 2018(i) See reference (viii) | 73,785 | 73,783 | |
| Mbcp Ob Cx Sub 2 Serie 2008-2018 | October, 2008 | October, 2018 (ii) See reference (viii) | 20,741 | 20,741 | |
| Bcp Ob Sub Jun 2020 - EMTN 727 | June, 2010 | June, 2020 (iii) | See reference (ix) | 16,294 | 16,294 |
| Bcp Ob Sub Aug 2020 - EMTN 739 | August, 2010 | August, 2020 (iv) | See reference (x) | 9,409 | 9,409 |
| Bcp Ob Sub Mar 2021 - EMTN 804 | March, 2011 | March, 2021 | Euribor 3M + 3.750% | 114,000 | 114,000 |
| Bcp Ob Sub Apr 2021 - EMTN 809 | April, 2011 | April, 2021 | Euribor 3M + 3.750% | 64,100 | 64,100 |
| Bcp Ob Sub 3S Apr 2021 - EMTN 812 | April, 2011 | April, 2021 | Euribor 3M + 3.750% | 35,000 | 35,000 |
| Bcp Sub 11/25.08.2019 - EMTN 823 | August, 2011 | August, 2019 | Fixed rate of 6.383% | 7,500 | 8,011 |
| Bcp Subord Sep 2019 - EMTN 826 | October, 2011 | September, 2019 | Fixed rate of 9.310% | 50,000 | 53,933 |
| Bcp Subord Nov 2019 - EMTN 830 | November, 2011 | November, 2019 | Fixed rate of 8.519% | 40,000 | 42,675 |
| Bcp Subord Dec 2019 - EMTN 833 | December, 2011 | December, 2019 | Fixed rate of 7.150% | 26,600 | 28,260 |
| Mill Bcp Subord Jan 2020 - EMTN 834 | January, 2012 | January, 2020 | Fixed rate of 7.010% | 14,000 | 14,490 |
| Mbcp Subord Feb 2020 - Vm Sr. 173 | April, 2012 | February, 2020 | Fixed rate of 9.000% | 23,000 | 23,730 |
| Bcp Subord Apr 2020 - Vm Sr 187 | April, 2012 | April, 2020 | Fixed rate of 9.150% | 51,000 | 52,485 |
| Bcp Subord 2 Serie Apr 2020 - Vm 194 | April, 2012 | April, 2020 | Fixed rate of 9.000% | 25,000 | 25,650 |
| Bcp Subordinadas Jul 20-EMTN 844 | July, 2012 | July, 2020 | Fixed rate of 9.000% | 26,250 | 26,371 |
| 608,932 | |||||
| Perpetual Bonds | |||||
| Obrigações Caixa Perpétuas | |||||
| Subord 2002/19jun2012 | June, 2002 | See reference (v) | See reference (xi) | 95 | 95 |
| TOPS BPSM 1997 | December, 1997 | See reference (vi) Euribor 6M + 0.900% | 23,216 | 23,216 | |
| BCP Leasing 2001 | December, 2001 | See reference (vii) Euribor 3M + 2.250% | 5,548 | 5,548 | |
| BCP - Euro 500 milhões | June, 2004 | - | See reference (xii) | 43,968 | 43,782 |
| Emp. sub. BCP Fin. Company | October, 2005 | - | See reference (xiii) | 15,942 | 15,837 |
| 88,478 | |||||
|---|---|---|---|---|---|
| CoCos | |||||
| Bcp Coco Bonds 12/29.06.2017 | June, 2012 | June, 2017 | See reference (xiv) | 700,000 | 703,421 |
| Accruals | 15,202 | ||||
| 1,416,033 |
Date of exercise of the next call option - It is considered the first date after the end of the restructuring period (31 December 2017). Subject to prior approval of the Supervisory Authorities.
(i) March 2018; (ii) - April 2018; (iii) - June 2018; (iv) - February 2018; (v) - March 2018; (vi) - June 2018 ; (vii) March 2018.
(viii) - 1st year 6%; 2nd to 5th year Euribor 6M + 1%; 6th year and following Euribor 6M + 1.4%; (ix) - Until the 5th year Fixed rate 3.25%; 6th year and following years Euribor 6M + 1%; (x) - 1st year: 3%; 2nd year 3.25%; 3rd year 3.5%; 4th year 4%; 5th year 5%; 6th year and following Euribor 6M + 1.25%; (xi) Until 40th coupon 6.131%; After 40th coupon Euribor 3M + 2.4%; (xii) until June 2014 fixed rate 5.543%; June 2014 and following years Euribor 3M + 2.07%; (xiii) until October 2015 Fixed rate 4.239%; October 2015 and following Euribor 3M + 1.95%; (xiv) 1st year 8.5%; 2nd year 8.75%; 3rd year 9%; 4th year 9.5%; 5th year 10%.
The analysis of the subordinated debt by remaining period, is as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| 3 to 6 months | - | 703,419 |
| Up to 1 year | 94,359 | - |
| 1 to 5 years | 524,904 | 608,934 |
| Over 5 years | 298,583 | - |
| Undetermined | 86,928 | 88,478 |
| 1,004,774 | 1,400,831 | |
| Accruals | 16,767 | 15,202 |
| 1,021,541 | 1,416,033 |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Creditors: | ||
| Suppliers | 36,699 | 19,283 |
| From factoring operations | 24,937 | 13,717 |
| Deposit account applications and others applications | 55,073 | 22,567 |
| For futures and options transactions | 10,972 | 6,517 |
| Obligations not covered by the Group Pension Fund - amounts payable by the Bank (note 44) | 20,582 | 45,604 |
| Other creditors | ||
| Residents | 42,469 | 47,917 |
| Non-residents | 577 | 47 |
| Public sector | 29,729 | 27,078 |
| Interests and other amounts payable | 18,839 | 26,857 |
| Deferred income | 5,725 | 6,297 |
| Holiday pay and subsidies | 43,694 | 41,001 |
| Amounts payable on trading activity | 1,441 | 803 |
| Operations to be settled - foreign, transfers and deposits | 218,834 | 213,205 |
| Other liabilities | 107,720 | 114,948 |
| 617,291 | 585,841 |
The caption Obligations not covered by the Group Pension Fund - amounts payable by the Bank includes the amount of Euros 9,098,000 (31 December 2016: Euros 17,416,000) related to the actual value of benefits attributed associated with mortgage loans to employees, retirees and former employees and the amount of Euros 3,733,000 (31 December 2016: Euros 3,837,000), related to the obligations with retirement benefits already recognised in Staff costs, to be paid to former members of the Executive Board of Directors, as referred in note 44. This balance also includes the amount of Euros 5,000,000 regarding to restructuration costs. These obligations are not covered by the Group Pension Fund and therefore, correspond to amounts payable by the Bank.
As at 31 December 2016, this caption also included the amount of Euros 20,962,000 related to the seniority premium.
The caption Amounts payable on trading activity includes amounts payable within 3 business days of stock exchange operations.
The Bank's share capital, as at 31 December 2017, amounts to Euros 5,600,738,053.72 and is represented by 15,113,989,952 ordinary, book-entry and nominates shares, without nominal value, which is fully paid.
As referred in note 42, the Board of Directors of BCP has resolved on 9 January 2017, to increase the share capital of BCP from Euros 4,268,817,689.20 to Euros 5,600,738,053.72, through an offering to existing holders of BCP's ordinary shares pursuant to their respective pre-emption rights, and other investors who acquire subscription rights, to subscribe for 14,169,365,580 new ordinary, book entry and registered shares, without nominal value. The resulting number of BCP ordinary shares is 15,113,989,952.
In November 2016, and in accordance with the resolution of the General Meeting of Shareholders of 21 April 2016 to suppress the preemptive right of the shareholders, the Board of Directors of BCP has approved a resolution for the increase of BCP's share capital, from Euros 4,094,235,361.88 to Euros 4,268,817,689.20, by way of a private placement of 157,437,395 new shares offered for subscription by Chiado at a subscription price of Euros 1.1089 per new share.
In October 2016, Banco Comercial Português proceeded with a reverse stock split, without decrease of the share capital, of the shares representing the Bank's share capital, by applying a regrouping ratio of 1:75, every 75 shares prior to the reverse split corresponding to 1 share thereafter, which is applicable to all the shares, in the same proportion. Thus, BCP's share capital at that date, in the amount of Euros 4,094,235,361.88, was represented by 787,186,977 shares.
The share premium amounts to Euros 16,470,667.11, corresponding to the difference between the issue price (Euros 0.0834 per share) and the issue value (Euros 0.08 per share) determined under the scope of the Exchange Offer occurred in June 2015.
As at 31 December 2017, the balance preference shares amounts to Euros 59,910,000.
The preference shares includes two issues by BCP Finance Company Ltd which considering the rules established in IAS 32 and in accordance with the accounting policy presented in note 1 f), were considered as equity instruments. The issues are analysed as follows:
439,684 preference shares with par value of Euros 100 each, perpetual without voting rights in the total amount of Euros 43,968,400, issued on 9 June 2004.
15,942 preference shares with par value of Euros 1,000 each, perpetual without voting rights, in the total amount of Euros 15,942,000, issued on 13 October 2005.
The balance Other equity instruments, in the amount of Euros 2,922,000 includes 2,922 perpetual subordinated debt securities with conditional coupons, issued on 29 June 2009, with a nominal value of Euros 1,000 each.
As referred in note 42, on 9 February 2017, BCP reimbursed the remaining CoCos to the Portuguese State in the amount of Euros 700 million. This repayment, which marks the return to the normalization of BCP's activity, had previously been approved by the European Central Bank, subject to the success of the capital increase that BCP concluded on that date.
Pursuant to the conditions of the issue of Core Tier I Capital Instruments underwritten by the State, under Law no. 63-A/2008 and Implementing Order no. 150-A/2012 (CoCos), the Bank could not distribute dividends until the issue was fully reimbursed.
As at 31 December 2017, the shareholders who hold individually or jointly 2% or more of the capital of the Bank, are the following:
| % | ||
|---|---|---|
| share | voting | |
| number of shares | capital | rights |
| 4,089,789,779 | 27.06% | 27.06% |
| 2,946,353,914 | 19.49% | 19.49% |
| 427,218,720 | 2.83% | 2.83% |
| 319,113,690 | 2.11% | 2.11% |
| 7,782,476,103 | 51.49% | 51.49% |
| % |
(*) According to the press release of 29 December 2017.
(**) Imputation in accordance with paragraph f) of No. 1 of Article 20 of the Portuguese Securities Code.
Under Portuguese legislation, the Bank is required to set-up annually a legal reserve equal to a minimum of 10 percent of annual profits until the reserve equals the share capital. Such reserve is not normally distributable. In accordance with the proposal for the application of results for the year 2016 approved at the General Shareholders' Meeting held on 10 May 2017, the Bank increased its legal reserve in the amount of Euros 6,931,000. As at 31 December 2017, the amount of Legal reserves amounts to Euros 222,806,000 (31 December 2016: Euros 215,875,000).
The amount of Statutory reserves amounts to Euros 30,000,000 (31 December 2016: Euros 30,000,000) and correspond to a reserve to steady dividends that, according to the bank's by-laws, can be distributed.
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Fair value reserves | ||
| Financial assets available for sale (note 21) | ||
| Potential gains and losses recognised in fair value reserves (*) | 37,394 | (138,490) |
| Financial assets held to maturity (**) | (451) | (703) |
| 36,943 26,236 63,179 141 44,501 222,806 30,000 2,462,621 |
(139,193) | |
| Cash-flow hedge | 77,360 | |
| (61,833) | ||
| Tax | ||
| Financial assets available for sale | ||
| Potential gains and losses recognised in fair value reserves | (10,607) | 41,318 |
| Financial assets held to maturity | 207 | |
| Cash-flow hedge | (8,212) | (22,767) |
| (18,678) | 18,758 | |
| Fair value reserve net of taxes | (43,075) | |
| Actuarial losses (net of taxes) | (2,568,813) | (2,552,971) |
| Legal reserve | 215,875 | |
| Statutory reserve | 30,000 | |
| Other reserves and retained earnings | 2,444,197 | |
| Reserves and retained earnings | 146,614 | 137,101 |
(*) Includes the e`ects arising from the application of hedge accounting.
(**) Refers to the amount not accrued of the fair value reserve at the date of reclassiacation for securities subject to reclassiacation.
The Fair value reserves correspond to the accumulated fair value changes of the financial assets available for sale and Cash flow hedge, in accordance with the accounting policy presented in note 1 c).
The changes occurred in Fair value reserves, excluding the effect of hedge accounting, during 2017, are analysed as follows:
| (Thousands of euros) | |
|---|---|
| 2017 |
| Balance on 1 January |
Fair value adjustment |
Fair value hedge adjustment |
Impairment in profit and loss |
Sales | Balance on 31 December |
|
|---|---|---|---|---|---|---|
| Portuguese public debt securities | (225,170) | 278,269 | (84,995) | - | (33,454) | (65,350) |
| Visa Inc. | 462 | 1,650 | - | - | - | 2,112 |
| Others | 85,515 | 28,234 | (767) | 70,310 | (83,111) | 100,181 |
| (139,193) | 308,153 | (85,762) | 70,310 | (116,565) | 36,943 |
The changes occurred in Fair value reserves, excluding the e`ect of hedge accounting, during 2016, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Balance on 1 January |
Fair value adjustment |
Fair value hedge adjustment |
Impairment in profit and loss |
Sales | Balance on 31 December |
|
| Portuguese public debt securities | (90,822) | (82,573) | (43,062) | - | (8,713) | (225,170) |
| Visa Europe Limited | 18,276 | 8,077 | - | - | (26,353) | - |
| Visa Inc. | - | 462 | - | - | - | 462 |
| Others | 156,916 | (307,350) | 1,373 | 295,304 | (60,728) | 85,515 |
| 84,370 | (381,384) | (41,689) | 295,304 | (95,794) | (139,193) |
This balance is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Guarantees granted (note 20) | ||
| Guarantees | 2,966,103 | 2,866,166 |
| Stand-by letter of credit | 42,133 | 46,181 |
| Open documentary credits | 293,752 | 366,707 |
| Bails and indemnities | 190,303 | 394,677 |
| Other liabilities | 168,760 | 283,760 |
| 3,661,051 | 3,957,491 | |
| Commitments to third parties | ||
| Irrevocable commitments | ||
| Irrevocable credit lines | 1,318,879 | 612,612 |
| Securities subscription | 105,341 | - |
| Other irrevocable commitments | 112,566 | 113,339 |
| Revocable commitments | ||
| Revocable credit lines | 4,180,826 | 4,092,675 |
| Bank overdraft facilities | 663,624 | 664,121 |
| 6,381,236 | 5,482,747 | |
| Guarantees received | 21,792,044 | 22,728,790 |
| Commitments from third parties | 10,679,342 | 10,612,792 |
| Securities and other items held for safekeeping | 53,314,176 | 47,220,565 |
| Securities and other items held under custody by the Securities Depository Authority | 59,748,170 | 51,379,618 |
| Other off balance sheet accounts | 123,817,080 | 124,438,693 |
The guarantees granted by the Bank may be related to loans transactions, where the Group grants a guarantee in connection with a loan granted to a client by a third entity. According to its specific characteristics it is expected that some of these guarantees expire without being executed and therefore these transactions do not necessarily represent a cash-outflow. The estimated liabilities are recorded under provisions (note 34).
Stand-by letters and open documentary credits aim to ensure the payment to third parties from commercial deals with foreign entities and therefore financing the shipment of the goods. Therefore the credit risk of these transactions is limited since they are collateralised by the shipped goods and are generally short term operations.
Irrevocable commitments are non-used parts of credit facilities granted to corporate or retail customers. Many of these transactions have a fixed term and a variable interest rate and therefore the credit and interest rate risk is limited.
The financial instruments accounted as Guarantees and other commitments are subject to the same approval and control procedures applied to the credit portfolio, namely regarding the analysis of objective evidence of impairment, as described in the accounting policy in note 1 b). The maximum credit exposure is represented by the nominal value that could be lost related to guarantees and commitments undertaken by the Bank in the event of default by the respective counterparties, without considering potential recoveries or collaterals.
The Bank provides custody, trustee, corporate administration, investment management and advisory services to third parties, which involve the Group making allocation and purchase and sale decisions in relation to a wide range of financial instruments. For certain services are set objectives and levels of return for assets under management and custody. There is no capital or profitability guaranteed by the Bank in these assets. Those assets held in a fiduciary capacity are not included in the financial statements.
The total assets under management and custody are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Assets under deposit | 49,282,175 | 43,457,096 |
| Wealth management | - | 2,220,048 |
| 49,282,175 | 45,677,144 |
Banco Comercial Português, S.A. concluded on 10 May 2017, with 54.17% of the share capital represented, the Annual General Meeting of Shareholders, with the following resolutions:
Item One – Approval of the individual and consolidated annual reports, balance sheet and financial statements for 2016;
Item Two – Approval of the proposal for the application of year-end 2016 results;
Item Three – Approval of a vote of trust and praise addressed to the Board of Directors, including to the Executive Committee and to the Audit Committee and each one of their members, as well as to the Chartered Accountant and its representative;
Item Four – Approval of the statement on the remuneration policy of the Members of the Management and Supervision Bodies;
Item Five – Approval of the appointment of two new directors: Lingiang Xu as non-executive member of the Board of Directors of BCP and João Nuno de Oliveira Palma as executive member of the Board of Directors of BCP;
Item Six - Approval of the acquisition and sale of own shares and bonds;
Item Seven – Election of the members of the Board of the General Meeting of Banco Comercial Português for the term-of-office of 2017/2019.
Banco Comercial Português, after having conveyed reservations regarding the contingent capitalization obligation by the Portuguese Resolution Fund) which was announced to be included in a sale agreement of Novo Banco, has decided, in light of the legal deadline and for caution, to request the respective appreciation through administrative legal proceedings. This diligence does not comprise nor entail, the production of any suspensive effects on the sale of Novo Banco, S.A. and, consequently, brings legally no impediment to such sale within the foreseen delays, which centres exclusively on the referred capitalization contingent obligation.
The Board of Directors of Banco Comercial Português, S.A. ("BCP") has resolved on 9 January 2017, with the favourable prior opinion of the Audit Committee, to increase the share capital of BCP, from Euros 4,268,817,689.20 to Euros 5,600,738,053.72, through an Public Offering to existing holders of BCP's ordinary shares pursuant to their respective pre-emption rights, and other investors who acquire subscription rights, to subscribe for 14,169,365,580 new ordinary, book entry and registered shares, without nominal value. The resulting number of ordinary shares will be 15,113,989,952.
The subscription price was set at Euros 0.0940 per share. Each holder of BCP's ordinary shares will receive one subscription right for each ordinary share it owns.
Further to the subscription by Chiado (Luxembourg) S.à r.l. ("Chiado"), a member of the Fosun group, of the reserved capital increase completed on 18 November 2016, through which Chiado holds a shareholding of approximately 16.67% of the total share capital of BCP, Chiado presented an irrevocable anticipated subscription order of an amount of shares that, if satisfied in full, will increase its holding in BCP's share capital to 30% after the Rights Offering, to be achieved through the exercise of the subscription rights corresponding to the number of shares presently held by it and, in addition, an oversubscription order and/or the potential exercise of further subscription rights that may be acquired by Chiado. This order could not be withdrawn except under certain circumstances where material adverse changes have occurred, as long as the same circumstances have led to the termination of the Underwriting Agreement referred to below by the Joint Global Coordinators.
Under the terms of the subscription order, Chiado has committed to (i) a lock-up period related to the sale of shares subscribed by it through its proportional subscription rights corresponding to the number of shares acquired as part of the Reserved Capital Increase, for a period of three years starting from 18 November 2016 and (ii) taking all reasonably appropriate actions to avoid the sale or transfer, within 30 days of closing of the Public Offering, of any of the shares obtained by Chiado in the Rights Offering. For the avoidance of doubt, this limitation does not prohibit Chiado from pledging the shares subscribed by it.
In connection with the Rights Offering, BCP has entered into an underwriting agreement with a syndicate of banks, pursuant to which the banks have agreed, and subject to certain conditions, to procure subscribers for, or failing which to subscribe for, any remaining offered shares in the Rights Offering, but excluding the shares to be subscribed by Chiado under its irrevocable anticipated subscription order.
The 14,169,365,580 new ordinary shares issued pursuant to the Rights Offering, as well as the 157,437,395 shares fully subscribed and paid-up by the shareholder Chiado (Luxembourg) S.à r.l. in the BCP's reserved share capital increase (in the amount of Euros 174,582,327.32) completed on 18 November 2016, was admitted to trading on Euronext Lisbon as at 9 February 2017. As such, the BCP's share capital from this date amounts to Euros 5,600,738,053.72, represented by 15,113,989,952 ordinary, registered, book-entry shares without nominal value.
Banco Comercial Português, S.A. has proceeded, on 9 February 2017, to the early repayment to the Portuguese state of the remaining Core Tier 1 hybrid capital instruments, in the amount of Euros 700 million. This repayment, key to the return to normalisation of BCP's activity, was previously approved by the European Central Bank, subject to the success of the share capital increase completed in this date.
Banco Comercial Português, S.A. fixed on 23 May 2017, the terms and conditions for a new issue of covered mortgage bonds, under its Covered Bond Program, with subscription date on 31 May. The issue, in the amount of Euros 1,000 million has a term of 5 years, an issuance price of 99.386% and an annual interest rate of 0.75%, reflecting a spread of 65 basis points over 5-year swaps.
The operation was placed successfully with a very diverse group of European institutional investors. Demand for the issue was more than 180% the amount on offer, and the speed with which the placement was completed demonstrate unequivocally the confidence of the market in the Bank and its clear ability to access this important source of financing.
Banco Comercial Português, Caixa Geral de Depósitos and Novo Banco signed, on 28 September 2017, a memorandum of understanding for the creation of "Plataforma de Gestão de Créditos Bancários, ACE" ("the Platform"), a tool that will allow for an enhanced coordination among lenders, aimed at increasing the effectiveness and speed of credit and companies' restructuring processes. Under this memorandum, the three parties involved have stated their intention to create the Platform, with the purpose of managing, in an integrated manner, an array of credits granted to a number of shared debtors and classified as NPE ("Non Performing Exposures").
On an initial phase, the Platform will manage credits with a nominal aggregate value not lower than Euros 5,000,000 (five million euros) per eligible debtor. Assets to be managed by the Platform will remain in each of the banks' balance sheets. The Platform is designed as to allow other financial institutions or financial societies, sharing debtors with other members, to join on a voluntary basis in the future.
The Platform is to pursue the following goals:
Recovering credit and speeding-up the reduction of NPE portfolios held by banks;
Supporting the recovery of several sectors of the Portuguese economy, through credit and debtors' restructuring, and increasing asset viability;
Fostering companies' re-composition and consolidation, when necessary to ensure debtors viability and soundness;
Facilitating and fostering the access of companies, either already restructured or under restructuring, to public or private sources of new capital or of funding;
Accelerating and facilitating debtors' negotiations with banks, aimed at corporate restructuring;
Lobbying the Government and the Bank of Portugal for changes to the legal, judicial and fiscal framework, as to render corporate restructuring processes swifter and more efficient.
Banco Comercial Português, S.A. ("Millennium bcp") fixed, on 29 November 2017, the terms for a new issue of medium term subordinated debt notes eligible for approval by the ECB as Tier 2 capital, under its Euro Medium Term Notes Programme.
The issue, in the amount of Euros 300 million, has a tenor of 10 years, with the option of early redemption by the Bank at the end of the fifth year, and an annual interest rate of 4.5 per cent. during the first five years (corresponding to a spread of 4.267 per cent over the 5 year mid-swap rate, which, for the determination of the interest rate for the remaining five years, will be applied over the mid swaps rate in force at the beginning of that period).
The transaction was placed with a very diversified group of European institutional investors. The demand, which was approximately three times the amount of the issue, as well as the swiftness of the execution of the transaction, represent the confidence of the market in Bank, in the success of its restructuring process and its capacity to access this important segment of the capital markets.
The issue, which is the first issue of such an instrument by a Portuguese bank to take place in the market after completion of the Portuguese financial assistance programme, is part of the Bank's strategy of strengthening its total capital ratio and its presence in the international capital markets.
Banco Comercial Português, S.A. (BCP) has been notified of the decision of the European Central Bank (ECB) regarding minimum prudential requirements to be fulfilled from 1st January 2018, based on the results of the Supervisory Review and Evaluation Process (SREP). In addition, BCP was informed by the Bank of Portugal on its capital buffer requirement as "other systemically important institution" (O-SII).
The above referred decisions define, as regards to the minimum capital requirements to be complied from 1 January 2018, the following ratios, determined by the total value of the risk-weighted assets (RWA):
| Minimum capital requirements from 1 January 2018 | |||||
|---|---|---|---|---|---|
| Minimum | of which: | ||||
| requirements | Pilar 1 | Pilar 2 | Buffers | ||
| CET1 | 8.8125% | 4.5% | 2,25% | 2.0625% | |
| T1 | 10.3125% | 6.0% | 2,25% | 2.0625% | |
| Total | 12.3125% | 8.0% | 2,25% | 2.0625% |
Buffers include the conservation buffer (1.875%), the countercyclical buffer (0%) and the buffer for other systemically important institutions (O-SII: 0.1875%).
According to ECB's decision under the SREP, the Pillar 2 requirement for BCP was set at 2.25%, a 0.15 percentage point reduction from 2017.
Fair value is based on market prices, whenever these are available. If market prices are not available, as occurs regarding many products sold to clients, fair value is estimated through internal models based on cash-flow discounting techniques. Cash-flows for the different instruments sold are calculated according to its financial characteristics and the discount rates used include both the market interest rate curve and the current conditions of the Bank's pricing policy.
Thus, the fair value obtained is influenced by the parameters used in the evaluation model that have some degree of judgment and reflects exclusively the value attributed to different financial instruments. However it does not consider prospective factors, as the future business evolution. Therefore the values presented cannot be understood as an estimate of the economic value of the Group.
The main methods and assumptions used in estimating the fair value for the financial assets and financial liabilities are presented as follows:
Considering the short term of these financial instruments, the amount in the balance sheet is a reasonable estimate of its fair value.
The fair value of these financial instruments is calculated discounting the expected principal and interest future cash flows for these instruments, considering that the payments of the instalments occur in the contractually defined dates. This update is made based on the prevailing market rate for the term of each cash flow plus the average spread of the production of the most recent 3 months of the same. For the elements with signs of impairment, the net impairment of these operations is considered as a reasonable estimate of their fair value, considering the economic valuation that is realized in the determination of this impairment.
For resources from Central Banks it was considered that the book value is a reasonable estimate of its fair value, given the nature of operations and the associated short-term. The rate of return of funding with the European Central Bank is 0.0% as at 31 December 2017 (31 December 2016: 0.00%).
For the remaining loans and advances and deposits, the discount rate used reflects the current conditions applied by the Bank on identical instruments for each of the different residual maturities (rates from the monetary market or from the interest rate swap market). As at 31 December 2017, the average discount rate was 0.77% for loans and advances and 0.67% for resources, for operations in Euros these rates are -0.09% and 0.60% (these values include the spread associated with each type of operation).
Considering the short maturity of these financial instruments, the conditions of the portfolio are similar to conditions used at the date of the report. Therefore the amount in the balance sheet is a reasonable estimate of its fair value.
The fair value of these instruments is calculated by discounting the expected principal and interest future cash flows for these instruments, considering that the payments of the instalments occur in the contractually defined dates. For loans with signs of impairment, the net impairment of these operations is considered as a reasonable estimate of their fair value, considering the economic valuation that is realized in the determination of this impairment.
The discount rate used is the one that reflects the current rates of the Bank for each of the homogeneous classes of this type of instruments and with similar residual maturity. The discount rate includes the market rates for the residual maturity date (rates from the monetary market or from the interest rate swap market, at the end of the period) and the spread used at the date of the report, which was calculated from the average production of the three most recent months compared to the reporting date. As at 31 December 2017, the average discount rate was 3.69%, for operations in Euros this rates is 3.70% (these values include the spread associated with each type of operation). The calculations made incorporate the credit risk spread.
The fair value of these financial instruments is calculated by discounting the expected principal and interest future cash flows for the referred instruments, considering that payments occur in the contractually defined dates. The discount rate used reflects the current conditions applied by the Bank in similar instruments with a similar maturity. The discount rate includes the market rates of the residual maturity date (rates of monetary market or the interest rate swap market, at the end of the period) and the actual spread of the Bank. This was calculated from the average production of the three most recent months compared to the reporting date. As at 31 December 2017, the average discount rate was 0.20% (for operations in Euros this rates is 0.08%).
As at 31 December 2017, the average discount rates for Loans and advances to credit institutions, Loans and advances to customers, Resources from credit institutions and Resources from customers are analysed as follows:
| Loans and advances to credit institutions |
Loans and advances to customers |
Resources from credit institutions |
Resources from customers |
|
|---|---|---|---|---|
| EUR | -0.09% | 3.70% | 0.60% | 0.08% |
| AUD | n.a. | n.a. | n.a. | 2.08% |
| CAD | n.a. | 1.66% | n.a. | 1.90% |
| CHF | n.a. | n.a. | n.a. | -0.37% |
| CNY | n.a. | n.a. | n.a. | 3.95% |
| DKK | n.a. | n.a. | n.a. | -0.02% |
| GBP | 0.80% | 3.39% | n.a. | 0.80% |
| HKD | n.a. | 1.51% | n.a. | 1.16% |
| MOP | n.a. | 1.25% | n.a. | 1.51% |
| NOK | 0.80% | 4.36% | n.a. | 1.25% |
| PLN | n.a. | n.a. | 1.88% | 1.95% |
| SEK | n.a. | n.a. | n.a. | 0.02% |
| USD | 1.98% | 2.80% | 2.02% | 2.10% |
| ZAR | 7.22% | n.a. | n.a. | 7.58% |
| Average discount rate | 0.77% | 3.69% | 0.67% | 0.20% |
These financial instruments are accounted for at fair value. Fair value is based on market prices ("Bid-price"), whenever these are available. If market prices are not available, fair value is estimated through numerical models based on cash-flow discounting techniques, using the market interest rate curve adjusted for factors associated, predominantly credit risk and liquidity risk, determined in accordance with the market conditions and time frame.
Market interest rates are determined based on information released by the suppliers of financial content - Reuters and Bloomberg more specifically as a result of prices of interest rate swaps. The values for the very short-term rates are obtained from similar sources but regarding interbank money market. The interest rate curve obtained is calibrated with the values of interest rate short-term futures. Interest rates for specific periods of the cash flows are determined by appropriate interpolation methods. The same interest rate curves are used in the projection of the non-deterministic cash flows such as indexes.
When optionality is involved, the standard templates (Black-Scholes, Black, Ho and others) are used considering the volatility areas applicable. Whenever there are no references in the market of sufficient quality or that the available models do not fully apply to meet the characteristics of the financial instrument, specific quotations supplied by an external entity are applied, typically a counterparty of the business.
These financial instruments are accounted at amortised cost net of impairment. Fair value is based on market prices, whenever these are available. If market prices are not available, fair value is estimated through numerical models based on cash-flow discounting techniques, using the market interest rate curve adjusted for factors associated, predominantly credit risk and liquidity risk, determined in accordance with the market conditions and time frame.
All derivatives are recorded at fair value.
In case of derivative contracts that are quoted in organised markets their market prices are used. As for derivatives traded "Over-thecounter", it is applied methods based on numerical cash-flow discounting techniques and models for assessment of options considering variables of the market, particularly the interest rates on the instruments in question, and where necessary, their volatilities.
Interest rates are determined based on information disseminated by the suppliers of financial content - Reuters and Bloomberg - more specifically those resulting from prices of interest rate swaps. The values for the very short-term rates are obtained from a similar source but regarding interbank money market. The interest rate curve obtained is calibrated with the values of interest rate short-term futures. Interest rates for specific periods of the cash flows are determined by appropriate interpolation methods. The interest rate curves are used in the projection of the non-deterministic cash flows such as indexes.
For these financial instruments the fair value was calculated for components for which fair value is not yet reflected in the balance sheet. Fixed rate instruments for which the Group adopts "hedge-accounting", the fair value related to the interest rate risk is already recognised.
For the fair value calculation, other components of risk were considered, in addition to the interest rate risk already recorded. The fair value is based on market prices, whenever these are available. If market prices are not available, fair value is estimated through numerical models based on cash-flow discounting techniques, using the market interest rate curve adjusted by associated factors, predominantly credit risk and trading margin, the latter only in the case of issues placed on non-institutional customers of the Bank.
As original reference, the Bank applies the curves resulting from the market interest rate swaps for each specific currency. The credit risk (credit spread) is represented by an excess from the curve of interest rate swaps established specifically for each term and class of instruments based on the market prices on equivalent instruments.
For own issued debts placed among non institutional costumers of the Bank, one more differential was added (commercial spread), which represents the margin between the financing cost in the institutional market and the cost obtained by distributing the respective instrument in the owned commercial network.
The average reference yield curve obtained from market prices in Euros and used in the calculation of the fair value of own securities was 6.76% (31 December, 2016: 8.82%, not considering CoCos). Regarding the subordinated issues placed on the retail market it was determined a discount rate of 2.01% (31 December, 2016: 3.00%). As at 31 December 2016, the average discount rate calculated for senior issues in Euros (including the Government guaranteed and asset-backed) was 0.71%. For senior and collateralised securities placed on the retail market, the average discount rate was 1.06% (31 December 2016: 1.02%) .
For debt securities, the fair value calculation focused on all the components of these instruments, as a result the difference determined as at 31 December 2017 is a positive amount of Euros 8,613,000 (31 December 2016: a positive amount of Euros 24,427,000), and includes a payable amount of Euros 158,000 (31 December 2016: a receivable amount of Euros 142,000) which reflects the fair value of embedded derivatives and are recorded in financial assets and liabilities held for trading.
As at 31 December 2017, the following table presents the interest rates used in the definition of the interest rate curves of main currencies, namely EUR, USD, GBP and PLN used to determine the fair value of the assets and liabilities of the Bank:
| Currencies | ||||
|---|---|---|---|---|
| EUR | USD | GBP | PLN | |
| 1 day | -0.43% | 1.42% | 0.47% | 1.47% |
| 7 days | -0.43% | 1.50% | 0.51% | 1.47% |
| 1 month | -0.42% | 1.63% | 0.50% | 1.55% |
| 2 months | -0.39% | 1.65% | 0.56% | 1.58% |
| 3 months | -0.38% | 1.70% | 0.61% | 1.62% |
| 6 months | -0.32% | 1.83% | 0.72% | 1.71% |
| 9 months | -0.27% | 1.90% | 0.81% | 1.72% |
| 1 year | -0.26% | 1.88% | 0.88% | 1.80% |
| 2 years | -0.15% | 2.06% | 0.78% | 2.03% |
| 3 years | 0.01% | 2.15% | 0.89% | 2.22% |
| 5 years | 0.31% | 2.23% | 1.03% | 2.50% |
| 7 years | 0.57% | 2.30% | 1.14% | 2.70% |
| 10 years | 0.89% | 2.38% | 1.27% | 2.94% |
| 15 years | 1.25% | 2.47% | 1.41% | 3.25% |
| 20 years | 1.42% | 2.51% | 1.46% | 3.37% |
| 30 years | 1.50% | 2.52% | 1.43% | 3.37% |
The following table shows the fair value of financial assets and liabilities of the Bank, as at 31 December 2017:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2017 | |||||
| Fair value | Fair value | ||||
| through profit | through | Amortised | Book | Fair | |
| or loss | reserves | cost | value | value | |
| Assets | |||||
| Cash and deposits at Central Banks | - | - | 1,291,663 | 1,291,663 | 1,291,663 |
| Loans and advances to credit institutions | |||||
| Repayable on demand | - | - | 156,460 | 156,460 | 156,460 |
| Other loans and advances | - | - | 1,254,472 | 1,254,472 | 1,257,994 |
| Loans and advances to customers (i) | - | - | 33,356,945 | 33,356,945 | 31,639,558 |
| Financial assets held for trading | 770,639 | - | - | 770,639 | 770,639 |
| Other financial assets held for trading | |||||
| at fair value through profit or loss | 142,336 | - | - | 142,336 | 142,336 |
| Financial assets available for sale | - | 6,692,982 | - | 6,692,982 | 6,692,982 |
| Hedging derivatives (ii) | 18,804 | - | - | 18,804 | 18,804 |
| Held to maturity financial assets | - | - | 342,785 | 342,785 | 339,903 |
| 931,779 | 6,692,982 | 36,402,325 | 44,027,086 | 42,310,339 | |
| Liabilities | |||||
| Resources from credit institutions | - | - | 7,825,051 | 7,825,051 | 7,753,210 |
| Resources from customers (i) | 2,902,392 | - | 32,135,035 | 35,037,427 | 35,049,359 |
| Debt securities (i) | 941,253 | - | 1,440,628 | 2,381,881 | 2,390,494 |
| Financial liabilities held for trading | 381,380 | - | - | 381,380 | 381,380 |
| Hedging derivatives (ii) | 112,352 | - | - | 112,352 | 112,352 |
| Subordinated debt (i) | - | - | 1,021,541 | 1,021,541 | 1,127,749 |
| 4,337,377 | - | 42,422,255 | 46,759,632 | 46,814,544 |
(i) - the book value includes the effect of the adjustments resulting from the application of hedge accounting;
(ii) - includes a portion that is recognized in reserves in the application of accounting cash flow hedge.
The following table shows the fair value of financial assets and liabilities of the Bank, as at 31 December 2016:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Fair value | Fair value | ||||
| through profit | through | Amortised | Book | Fair | |
| or loss | reserves | cost | value | value | |
| Assets | |||||
| Cash and deposits at Central Banks | - | - | 790,733 | 790,733 | 790,733 |
| Loans and advances to credit institutions | |||||
| Repayable on demand | - | - | 312,595 | 312,595 | 312,595 |
| Other loans and advances | - | - | 1,497,180 | 1,497,180 | 1,520,092 |
| Loans and advances to customers (i) | - | - | 34,028,229 | 34,028,229 | 32,239,809 |
| Financial assets held for trading | 953,557 | - | - | 953,557 | 953,557 |
| Other financial assets held for trading | |||||
| at fair value through profit or loss | 146,664 | - | - | 146,664 | 146,664 |
| Financial assets available for sale | - | 5,959,643 | - | 5,959,643 | 5,959,643 |
| Hedging derivatives (ii) | 33,347 | - | - | 33,347 | 33,347 |
| Held to maturity financial assets | - | - | 409,791 | 409,791 | 392,414 |
| 1,133,568 | 5,959,643 | 37,038,528 | 44,131,739 | 42,348,854 | |
| Liabilities | |||||
| Resources from credit institutions | - | - | 9,745,520 | 9,745,520 | 9,853,570 |
| Resources from customers (i) | 2,985,741 | - | 30,972,228 | 33,957,969 | 33,859,052 |
| Debt securities (i) | 785,664 | - | 1,970,180 | 2,755,844 | 2,780,271 |
| Financial liabilities held for trading | 534,483 | - | - | 534,483 | 534,483 |
| Hedging derivatives (ii) | 108,313 | - | - | 108,313 | 108,313 |
| Subordinated debt (i) | - | - | 1,416,033 | 1,416,033 | 1,569,732 |
| 4,414,201 | - | 44,103,961 | 48,518,162 | 48,705,421 |
(i) - the book value includes the effect of the adjustments resulting from the application of hedge accounting;
(ii) - includes a portion that is recognized in reserves in the application of accounting cash flow hedge.
The Bank classified the financial instruments recorded in the balance sheet at fair value in accordance with the hierarchy established in IFRS 13.
The fair value of financial instruments is determined using quotations recorded in active and liquid markets, considering that a market is active and liquid whenever its stakeholders conduct transactions on a regular basis giving liquidity to the instruments traded. When it is verified that there are no transactions that regularly provide liquidity to the traded instruments, valuation methods and techniques are used to determine the fair value of the financial instruments.
In this category are included, in addition to financial instruments traded on a regulated market, bonds and units of investment funds valued on the basis of prices disclosed through trading systems.
The classification of the fair value of level 1 is used when:
iii) - Financial instruments have been classified in level 1, at least 90% of trading days in the year (at the valuation date).
Financial instruments, when there are no regular transactions in the active and liquid markets (level 1), are classified in level 2, according to the following rules:
i) - Failure to comply with the rules defined for level 1, or;
ii) - They are valued based on valuation methods and techniques that use mostly observable market data (interest rate or exchange rate curves, credit curves, etc.).
Level 2 includes over-the-counter derivative financial instruments contracted with counterparties with which the Bank maintains collateral agreements (ISDAs with Credit Support Annex (CSA)), in particular with MTA (Minimum Transfer Amount) which contributes to the mitigation of the counterparty credit risk, so that the CVA (Credit Value Adjustment) component is not significant. In addition, derivative financial instruments traded in the over-the-counter market, which, despite not having CSA agreements, the non-observable market data component (eg internal ratings, default probabilities determined by internal models, etc.) incorporated in valuation of CVA is not significant in the value of the derivative as a whole. In order to assess the significance of this component, the Bank defined a quantitative relevance criterion and performed a qualitative sensitivity analysis on the valuation component that includes unobservable market data.
If the level 1 or level 2 criteria are not met, financial instruments should be classified in level 3, as well as in situations where the fair value of financial instruments results from the use of information not observable in the market, such as:
i) - They are valued using comparative price analysis of financial instruments with risk and return profile, typology, seniority or other similar factors, observable in the active and liquid markets;
ii) - They are valued based on performance of impairment tests, using performance indicators of the underlying transactions (e.g. default probability rates of the underlying assets, delinquency rates, evolution of the ratings, etc.);
iii) - They are valued based on NAV (Net Asset Value) disclosed by the management entities of securities/real estate/other investment funds not listed on a regulated market.
Level 3 includes over-the-counter derivative financial instruments that have been contracted with counterparties with which the Bank does not maintain collateral exchange agreements (CSAs), and whose unobservable market data component incorporated in the valuation of CVA is significant in the value of the derivative as a whole. In order to assess the significance of this component, the Bank defined a quantitative relevance criterion and performed a qualitative sensitivity analysis on the valuation component that includes unobservable market data.
The following table shows, by valuation levels, the fair value of financial assets and liabilities of the Bank, as at 31 December 2017:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Assets | ||||
| Cash and deposits at Central Banks | 1,291,663 | - | - | 1,291,663 |
| Loans and advances to credit institutions | ||||
| Repayable on demand | 156,460 | - | - | 156,460 |
| Other loans and advances | - | - | 1,257,994 | 1,257,994 |
| Loans and advances to customers | - | - | 31,639,558 | 31,639,558 |
| Financial assets held for trading | 73,575 | 409,153 | 287,911 | 770,639 |
| Other financial assets held for trading | ||||
| at fair value through profit or loss | 142,336 | - | - | 142,336 |
| Financial assets available for sale | 4,610,516 | 219,114 | 1,863,352 | 6,692,982 |
| Hedging derivatives | - | 18,804 | - | 18,804 |
| Held to maturity financial assets | 52,383 | 287,520 | - | 339,903 |
| 6,326,933 | 934,591 | 35,048,815 | 42,310,339 | |
| Liabilities | ||||
| Resources from credit institutions | - | - | 7,753,210 | 7,753,210 |
| Resources from customers | - | - | 35,049,359 | 35,049,359 |
| Debt securities | 763,919 | - | 1,626,575 | 2,390,494 |
| Financial liabilities held for trading | - | 381,044 | 336 | 381,380 |
| Hedging derivatives | - | 112,352 | - | 112,352 |
| Subordinated debt | - | - | 1,127,749 | 1,127,749 |
| 763,919 | 493,396 | 45,557,229 | 46,814,544 |
The following table shows, by valuation levels, the fair value of financial assets and liabilities of the Bank, as at 31 December 2016:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2016 | ||||
| Level 1 | Level 2 | Level 3 | Total | |
| Assets | ||||
| Cash and deposits at Central Banks | 790,733 | - | - | 790,733 |
| Loans and advances to credit institutions | ||||
| Repayable on demand | 312,595 | - | - | 312,595 |
| Other loans and advances | - | - | 1,520,092 | 1,520,092 |
| Loans and advances to customers | - | - | 32,239,809 | 32,239,809 |
| Financial assets held for trading | 123,423 | 225,923 | 604,211 | 953,557 |
| Other financial assets held for trading | ||||
| at fair value through profit or loss | 146,664 | - | - | 146,664 |
| Financial assets available for sale | 3,564,725 | 429,590 | 1,965,328 | 5,959,643 |
| Hedging derivatives | - | 33,347 | - | 33,347 |
| Held to maturity financial assets | 54,623 | 337,791 | - | 392,414 |
| 4,992,763 | 1,026,651 | 36,329,440 | 42,348,854 | |
| Liabilities | ||||
| Resources from credit institutions | - | - | 9,853,570 | 9,853,570 |
| Resources from customers | - | - | 33,859,052 | 33,859,052 |
| Debt securities | 585,517 | - | 2,194,754 | 2,780,271 |
| Financial liabilities held for trading | - | 470,704 | 63,779 | 534,483 |
| Hedging derivatives | - | 108,313 | - | 108,313 |
| Subordinated debt | - | - | 1,569,732 | 1,569,732 |
| 585,517 | 579,017 | 47,540,887 | 48,705,421 |
For financial assets classified at level 3 recorded in the balance sheet at fair value, the movement occurred during the year 2017 is presented as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | ||||
| Financial assets | ||||
| held for trading | available for sale | Total | Financial liabilities held for trading |
|
| Balance on January 1 | 604,211 | 1,965,328 | 2,569,539 | 63,779 |
| Gains / (losses) recognised in profit or loss | ||||
| Results on financial operations | 42,739 | 7,788 | 50,527 | - |
| Net interest income | - | 2,045 | 2,045 | - |
| Impairment and other provisions | - | (70,059) | (70,059) | - |
| Transfers between levels | (350,191) | - | (350,191) | (55,730) |
| Purchases | 469 | 378,869 | 379,338 | 332 |
| Sales, repayments or amortizations | (9,317) | (423,644) | (432,961) | (8,045) |
| Gains / (losses) recognised in reserves | - | 3,027 | 3,027 | - |
| Accruals of interest | - | (2) | (2) | - |
| Balance as at December 31 | 287,911 | 1,863,352 | 2,151,263 | 336 |
For financial assets classified at level 3 recorded in the balance sheet at fair value, the movement occurred during the year 2016 is presented as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2016 Financial assets |
|||
| available for | |||
| held for trading | sale | Total | |
| Balance on January 1 | 172,256 | 2,316,989 | 2,489,245 |
| Gains / (losses) recognised in profit or loss | |||
| Results on financial operations | 73,244 | 36,228 | 109,472 |
| Impairment and other provisions | - | (281,452) | (281,452) |
| Transfers from investments in associated companies | - | 691 | 691 |
| Transfers between levels | 336,353 | (12,411) | 323,942 |
| Purchases | 82,341 | 105,011 | 187,352 |
| Sales, repayments or amortizations | (59,983) | (148,555) | (208,538) |
| Gains / (losses) recognised in reserves | - | (51,087) | (51,087) |
| Accruals of interest | - | (86) | (86) |
| Balance as at December 31 | 604,211 | 1,965,328 | 2,569,539 |
The Bank assumed the liability to pay to their employees pensions on retirement or disability and other obligations, in accordance with the accounting policy described in note 1 v).
As at 31 December 2017 and 2016, the number of participants in the Pension Fund of Banco Comercial Português covered by this pension plan and other benefits is analysed as follows:
| 2017 | 2016 | |
|---|---|---|
| Number of participants | ||
| Pensioners | 16,697 | 16,511 |
| Former attendees acquired rights | 3,224 | 3,237 |
| Employees | 7,205 | 7,368 |
| 27,126 | 27,116 |
In accordance with the accounting policy described in note 1 v), the Bank's pension obligation and other benefits and the respective coverage for the Group based on the projected unit credit method are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Projected benefit obligations | ||
| Pensioners | 1,989,404 | 1,956,652 |
| Former attendees acquired rights | 202,400 | 217,219 |
| Employees | 833,875 | 894,488 |
| 3,025,679 | 3,068,359 | |
| Pension Fund Value | (3,139,522) | (3,098,124) |
| Net (Assets) in balance sheet (note 36) | (113,843) | (29,765) |
| Accumulated actuarial losses and changing assumptions | ||
| effect recognised in Other comprehensive income | 3,172,332 | 3,201,231 |
In 2017, following the authorization of the Insurance and Pension Funds Supervisory Authority, the BCP group's pension fund agreement was amended. The main purpose of this process was to incorporate into the pension fund the changes made to the Group's Collective Labour Agreement (CLA) in terms of retirement benefits and also to pass on to the pension fund the responsibilities that were directly in charge by the companies (extra-fund liabilities). The pension fund has a share exclusively related to the financing of these liabilities, which in the scope of the fund is called an Additional Complement, which in December 2017 amounted to Euros 296,485,000. The End of Career Premium also came to be borne by the pension fund under the basic pension plan.
As at 31 December 2016, the projected benefit liabilities include Euros 323,268,000 which correspond to Extra-fund liabilities and as such are not covered by the Pension Fund.
The change in the projected benefit obligations is analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Pension | Pension | |||||
| benefit | benefit | |||||
| obligations | Extra-Fund | Total | obligations | Extra-Fund | Total | |
| Balance as at 1 January | 2,745,091 | 323,268 | 3,068,359 | 2,798,159 | 310,875 | 3,109,034 |
| Service cost | (16,054) | - | (16,054) | (761) | - | (761) |
| Interest cost / (income) | 57,054 | 6,376 | 63,430 | 69,068 | 7,521 | 76,589 |
| Actuarial (gains) and losses | ||||||
| Not related to changes | ||||||
| in actuarial assumptions | 26,052 | (2,337) | 23,715 | 21,724 | (1,691) | 20,033 |
| Arising from changes | ||||||
| in actuarial assumptions | - | - | - | 92,613 | 18,501 | 111,114 |
| Payments | (79,691) | (16,732) | (96,423) | (70,397) | (21,541) | (91,938) |
| Early retirement programmes and | ||||||
| terminations by mutual agreement | 13,957 | - | 13,957 | 4,280 | - | 4,280 |
| Contributions of employees | 8,106 | - | 8,106 | 8,234 | - | 8,234 |
| Changes occurred in the Collective Labour Agreement (C | (39,436)LA) | - | (39,436) | (178,474) | 9,603 | (168,871) |
| Transfer between plans | 310,600 | (310,575) | 25 | 645 | - | 645 |
| Balance at the end of the year | 3,025,679 | - | 3,025,679 | 2,745,091 | 323,268 | 3,068,359 |
As at 31 December 2017 the value of the benefits paid by the Pension Fund, excluding other benefits included on Extra-fund, amounts to Euros 79,691,000 (31 December 2016: Euros 70,397,000).
The Pension benefit obligations include the liabilities with health benefits and correspond, as at 31 December 2017, to the amount of Euros 305,243,000 (31 December 2016: Euros 311,996,000).
Additionally, regarding the coverage of some benefit obligations related to pensions, the Bank contracted with Ocidental Vida the acquisition of perpetual annuities for which the total liability as at 31 December 2017 amounts to Euros 65,266,000 (31 December 2016: Euros 68,530,000), in order to pay:
i) pensions of former Group's Board Members in accordance with the Bank's Board Members Retirement Regulation;
ii) pensions and complementary pension to pensioners in accordance with the Pension Fund of the BCP Group employees established in 28 December 1987, as also to pensioners, in accordance with other Pension Funds, that were incorporated after on the BCP Group Pension Fund and which were planed that the retirement benefits should be paid through the acquisition of insurance policies, in accordance with the Decree - Law no. 12/2006.
Ocidental Vida is 100% owned by Ageas Group and Ageas Group is 49% owned by the BCP Group.
At the end of December 2016, a revision of the Collective Labour Agreement (CLA) was reached between the BCP Group and the Workers' Trade Unions, "Federação dos Sindicatos Independentes da Banca" and" Federação Nacional do Sector Financeiro", resulted in a profit of Euros 187,635,000 (of which Euros 18,764,000 do not correspond to benefits post-employment). Regarding the "Sindicato dos Bancários do Norte" ("SBN"), which was also involved in the negotiations of the new CLA, formalize the acceptance of the amendments to the CLA in April 2017 and, as such, the Bank only recognise the impact of changes from CLA to employees associates of SBN in 2017.
The profit arising from the changes amounts to Euros 44,262,000 (of which Euro 4,826,000 do not correspond to benefits postemployment). The new CLAs have already been published by the Ministry of Labour in Bulletin of Labour and Employment.
The most relevant changes that occurred in the CLA and can be described as follows:
Change in the retirement age (presumed disability) from 65 years to 66 years and 2 months in 2016. This age is not fixed and increases at the beginning of each calendar year one month. So in 2017 the retirement age is 66 years and 3 months. It was agreed that the retirement age in each year, fixed by the application of the above mentioned rule, cannot exceed in any case the normal retirement age in force in the General Social Security Regime. For the actuarial calculation, a progressive increase in retirement age was considered up to 67 years and 2 months.
It was introduced a change into the formula for determining the employer's contribution to the SAMS, which is no longer a percentage of the Pensions (Euros 88 per beneficiary and Euros 37.93 in the case of pensioners). This amount will be updated by the salary table update rate. This change has no impact on participants and beneficiaries, both in terms of their contributions and in their benefits.
A new benefit and retirement was introduced called End of Career Premium. At the retirement date the participant is entitled to a capital equal to 1.5 times the amount of the monthly remuneration earned at the retirement date. This benefit replaces the Seniority premium that was awarded during active life. This benefit, to be attributed at the retirement date or in the event of death, is considered to be a post-employment benefit by which it becomes part of retirement liabilities. This benefit is not included in the pension fund agreement and as such was considered as Extra-Fund.
During 2017 and 2016, the changes in the value of plan's assets is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance as at 1 January | 3,098,124 | 3,130,932 |
| Contributions to the Fund | 52,614 | (168,693) |
| Employees' contributions | - | 124,050 |
| Payments | (79,691) | (70,397) |
| Expected return on plan assets | 58,894 | 72,122 |
| Amount transferred to the Fund resulting from acquired | ||
| rights unassigned related to the Complementary Plan | 1,451 | 1,231 |
| Employees' contributions | 8,106 | 8,234 |
| Transfers from other plans | 24 | 645 |
| Balance at the end of the year | 3,139,522 | 3,098,124 |
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | 2016 | |||||
| Assets with | Assets with | |||||
| market price | Total | market price | Total | |||
| Asset class | in active market | Remaining | Portfolio | in active market | Remaining | Portfolio |
| Shares | 275,874 | 94,945 | 370,819 | 419,792 | 101,895 | 521,687 |
| Bonds and other fixed | ||||||
| income securities | 1,049,980 | 4,881 | 1,054,861 | 1,177,759 | 158,279 | 1,336,038 |
| Participations units in | ||||||
| investment funds | - | 802,019 | 802,019 | - | 257,137 | 257,137 |
| Participation units in | ||||||
| real estate funds | - | 261,787 | 261,787 | - | 241,636 | 241,636 |
| Properties | - | 252,162 | 252,162 | - | 280,302 | 280,302 |
| Loans and advances to credit | ||||||
| institutions and others | - | 397,874 | 397,874 | - | 461,324 | 461,324 |
| 1,325,854 | 1,813,668 | 3,139,522 | 1,597,551 | 1,500,573 | 3,098,124 |
The balance Shares includes an investment of 2.71% held in the Dutch unlisted insurance group "Achmea BV", whose valuation as at 31 December 2017 amounts to Euros 93,582,000 (31 December 2016: Euros 100,519,000). This valuation was determined by the Management Company based on the last independent valuation carried out by Achmea solicitation.
The balance Properties includes buildings owned by the Fund and used by the Group's companies which as at 31 December 2017, amounts to Euros 251,819,000 (31 December 2016: Euros 279,626,000), mostly a set of properties called "Taguspark" whose book value as at 31 December 2017 amounts to Euros 241,685,000 (31 December 2016: Euros 267,028,000). This book value was calculated on the basis of valuations performed by independent expert evaluators performed in 2017.
The securities issued by Group's companies accounted in the portfolio of the Fund are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Bonds and other fixed income securities | 41 | 128,876 |
| Loans and advances to credit institutions and others | 323,795 | 348,815 |
| 323,836 | 477,691 |
The evolution of net (assets) / liabilities in the balance sheet is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance as at 1 January | (29,765) | (21,898) |
| Recognised in the income statement: | ||
| Service cost | (16,054) | (761) |
| Interest cost / (income) | 4,536 | 4,467 |
| Cost with early retirement programs | 13,957 | 4,280 |
| Amount transferred to the Fund resulting from acquired rights | ||
| unassigned related to the Complementary Plan | (1,451) | (1,231) |
| Changes occurred in the Collective Labour Agreement | (39,436) | (168,871) |
| (38,448) | (162,116) | |
| Recognised in the Statement of Comprehensive Income: | ||
| Actuarial (gains) and losses | ||
| Not related to changes in actuarial assumptions | ||
| Deviation between the estimated and the actual income of the fund | (52,614) | 168,693 |
| Difference between expected and effective obligations | 23,715 | 20,033 |
| Arising from changes in actuarial assumptions | - | 111,114 |
| (28,899) | 299,840 | |
| Contributions to the fund | - | (124,050) |
| Payments | (16,731) | (21,541) |
| Balance at the end of the year | (113,843) | (29,765) |
During the 2017, no contributions were made to the Pension Fund by the Bank (31 December 2016: contributions in cash of Euros 124,050,000).
The estimated contributions to be made in 2018, by the Bank and by the employees, for the Defined Benefit Plan amount to Euros 9,855,000 and Euros 7,998,000, respectively.
In accordance with IAS 19, as at 31 December 2017, the Bank accounted post-employment benefits as a gain in the amount of Euros 38,448,000 (31 December 2016: gain of Euros 162,116,000), which is analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Current service cost | (16,054) | (761) |
| Net interest cost in the liability coverage balance | 4,536 | 4,467 |
| Cost / (income) with early retirement programs and mutually agreed terminations | 12,506 | 3,049 |
| Changes occurred in the Collective Labour Agreement | (39,436) | (168,871) |
| (Income) / Cost of the year | (38,448) | (162,116) |
Within the framework of the three-party agreement between the Government, the Banking and the Trade Unions, the bank's employees in activity as at 31 December 2010 under the CAFEB / ACT regime were integrated into the General Social Security System (RGSS) with effect from 1 January 2011. The integration led to an effective decrease in the present value of the total benefits reported at the retirement age to be borne by the Pension Fund, and this effect is recorded on a straight-line basis over the average period of active life until the normal retirement age is reached. The calculation of the liability for pensions carried out periodically by the actuary considers this effect and is calculated taking into account the actuarial assumptions in force, ensuring that the liabilities calculated with reference to 31 December 2010, not considering the effect of the integration of bank employees into the General Social Security Scheme are fully covered and deducted from the amount of the effect recognised until the date. The component of this effect for the year is recognized under the heading "Current service costs".
As the Board of Directors Retirement Regulation establish that the pensions are increased annually, and as it is not common in the insurance market the acquisition of perpetual annuities including the increase in pensions, the Bank determined, the liability to be recognised on the financial statements taking into consideration current actuarial assumptions.
In accordance with the remuneration policy of the Board Members, the Bank has the responsibility of supporting the cost with the retirement pensions of former Group's Executive Board Members, as well as the Complementary Plan for these members in accordance with the applicable rules funded through the Pension Fund, Extra-fund and perpetual annuities.
In order to cover liabilities with pensions to former members of the Executive Board of Directors, under the Bank's Board of Directors Retirement Regulation the Bank contracted with Ocidental Vida to purchase immediate life annuity insurance policies.
To cover the update of contracted responsibilities through perpetual annuities policies, based on the actuarial calculations, the Group recognised a provision of Euros 3,733,000 (31 December 2016: Euros 3,837,000).
The changes occurred in responsibilities with retirement pensions payable to former members of the Executive Board of Directors, included in the balance Other liabilities (note 36), are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Balance as at 1 January | 3,837 | 4,245 |
| Reversal | (104) | (408) |
| Balance at the end of the year | 3,733 | 3,837 |
Considering the market indicators, particularly the inflation rate estimates and the long term interest rate for Euro Zone, as well as the demographic characteristics of its employees, the Bank considered the following actuarial assumptions for calculating the liabilities with pension obligations:
| 2017 | 2016 | |
|---|---|---|
| 0.25% until 2019 | 0.25% until 2019 | |
| Salary growth rate | 0.75% after 2019 | 0.75% after 2019 |
| Pensions growth rate | 0% until 2019 0.5% after 2019 |
0% until 2019 0.5% after 2019 |
| Discount rate / Projected Fund's rate of return | 2.1% | 2.1% |
| Mortality tables | ||
| Men | TV 88/90 | TV 88/90 |
| Women (a) | TV 88/90 - 3 years TV 88/90 - 3 years | |
| Disability rate | Non applicable | Non applicable |
| Turnover rate | Non applicable | Non applicable |
| Normal retirement age (b) | 66 years and 3 months | 66 years and 2 months |
| Total salary growth rate for Social Security purposes | 1.75% | 1.75% |
| Revaluation rate of wages / pensions of Social Security | 1% | 1% |
a) The mortality table considered for women corresponds to TV 88/90 adjusted in less than 3 years (which implies an increase in hope life expectancy compared to that which would be considered in relation to their effective age).
b) The retirement age is variable. In 2017 it is 66 years and 3 months and will increase by 1 month for each calendar year. This age cannot be higher than the normal retirement age in force in the General Social Security System (RGSS). The normal retirement age in RGSS is variable and depends on the evolution of the average life expectancy at 65 years. For the purposes of the actuarial calculation, it was assumed that the increase in life expectancy in future years will be one year in every 10 years. However, as a prudential factor the maximum age was 67 years and 2 months
The assumptions used on the calculation of the actuarial value of the liabilities are in accordance with the requirements of IAS 19. No disability decreases are considered in the calculation of the liabilities.
As defined by IAS 19, the discount rate used to update the responsibilities of the Bank's pension fund was determined on 31 December 2016, based on an analysis performed over the market yield regarding a bond issues universe – with high quality (low risk), different maturities (appropriate to the period of liquidation of the fund's liabilities) and denominated in Euros - related to a diverse and representative range of issuers. As at 31 December 2017 and 31 December 2016, the Bank used a discount rate of 2.1% to measure its liability for defined benefit pension plans of its employees and managers.
As at 31 December 2017, no changes were made to these actuarial assumptions.As at 31 December 2016 the Bank taking into consideration the positive deviations observed in the last financial year and the current trend of wages evolution and the economic situation at this time, determined a growth rate of wages progressive of 0.25% by 2019 and 0.75% from 2019 and a growth rate of pensions from 0% by 2019 and 0.50% from 2019.
Net actuarial gains amounts to Euros 28,898,000 (31 December 2016: actuarial losses amounts to Euros 299,840,000) and are related to the difference between the actuarial assumptions used for the estimation of the liabilities and the values actually verified and the change in actuarial assumptions, are analysed as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Actuarial (gains) / losses | |||||
| 2017 | 2016 | ||||
| Values effectively verified in % |
Amount of deviations |
Values effectively verified in % |
Amount of deviations |
||
| Deviation between expected and actual liabilities | 23,715 | 20,033 | |||
| Changes on the assumptions: | |||||
| Discount rate | - | 221,742 | |||
| Salary growth rate and total salary rate | |||||
| for Social Security purposes | - | (87,125) | |||
| Pensions increase rate | - | (39,554) | |||
| Mortality tables | - | 24,261 | |||
| Other changes* | - | (8,210) | |||
| Return on Fund | 4.16% | (52,614) | -2.62% | 168,693 | |
| (28,899) | 299,840 |
(*) Change in the methodology for determining the retirement age in accordance with the General Social Security System.
The change in the wage growth assumption includes, in 2016, the effect of changing the growth rate of the pensionable wage and the change in the rate of growth of the total salary used for the purposes of calculating social security responsibility.
As at 31 December 2017, the actuarial losses not resulting from changes in assumptions amount to Euros 23,715,000 (31 December 2016: Euros 20,033,000).
In accordance with IAS 19, the sensitivity analysis to changes in assumptions, is as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Impact resulting from changes in financial assumptions | ||||
| 2017 | 2016 (*) | |||
| - 0.25% | + 0.25% | - 0.25% | + 0.25% | |
| Discount rate | 128,087 | (120,462) | 133,085 | (125,383) |
| Pensions increase rate | (123,921) | 152,087 | (121,138) | 159,574 |
| Increase in future compensation levels | (34,086) | 36,516 | (35,331) | 37,726 |
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Impact resulting from changes in demographic assumptions | ||||
| 2017 | 2016 (*) | |||
| - 1 year | + 1 year | - 1 year | + 1 year | |
| Mortality Table | 97,819 | (98,095) | 72,113 | (97,080) |
(*) The sensitivities presented were determined based on the application of the same conditions to the whole population, that is, as at 31 December 2016, the affiliates of the "Sindicato dos Bancários do Norte" are considered to have the same plan as the rest. It is considered that this simplification does not materially affect the analysis.
During the 2017 and 2016, a sensitivity analysis was performed to a positive variation and a negative variation of one percentage point in the value of the health benefits costs, the impact of which is analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Positive variation of 1% | Negative variation of 1% | |||
| 2017 | 2016 | 2017 | 2016 | |
| Pension cost impact | 26 | 28 | (26) | (28) |
| Liability impact | 3,052 | 3,120 | (3,052) | (3,120) |
According to what is described in accounting policy 1 v ii), in the scope of the Defined Contribution Plan provided for the BCP Pension Fund of the BCP Group, no contributions were made in 2017 and 2016, for employees who have been admitted until 1 July 2009, because the following requirements have not been met: (i) Bank's ROE equals or exceeds the rate of government bonds of 10 years plus 5 percentage points, and (ii) distributable profits or reserves exist in the accounts of Banco Comercial Português.
For employees who have been admitted after 1 July 2009, are made monthly contributions equal to 1.5% of the monthly remuneration received by employees in the current month, either by themselves or by the Bank and employees. This contribution has a mandatory character and is defined in the Collective Labour Agreement of the BCP Group, and does not have a performance criterion. The Bank accounted as staff costs the amount of Euros 61,000 (31 December 2016: Euros 47,000) related to this contribution.
As defined by IAS 24, are considered related parties of the Bank, the companies detailed in note 52 - List of subsidiary and associated companies of Banco Comercial Português S.A., the Pension Fund, the members of the Board of Directors and key management members. The key management members are the first line Directors. Beyond the members of the Board of Directors and key management members, are also considered related parties people who are close to them (family relationships) and entities controlled by them or in whose management they have significant influence.
According to Portuguese law, in particular under Articles 109 of the General Law for Credit Institutions and Financial Companies, are also considered related parties, the qualified shareholders of Banco Comercial Português, S.A. and the entities controlled by them or with which they are in a group relationship. The list of the qualified shareholders is detailed in note 37.
The balances reflected in assets of consolidated balance sheet with qualified shareholders, are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Assets | ||
| Loans and advances to customers | 213,436 | 215,683 |
| Financial assets held for trading | 11,704 | 15,813 |
| Financial assets available for sale | 61,356 | 106,390 |
| 286,496 | 337,886 | |
| Liabilities | ||
| Resources from customers | 280,648 | 359,980 |
| 280,648 | 359,980 |
Loans and advances to customers are net of impairment in the amount of Euros 77,000 (31 December 2016: Euros 111,000).
During 2017 and 2016, the transactions with qualified shareholders, reflected in the consolidated income statement items, are as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Income | ||
| Interest and similar income | 4,582 | 7,057 |
| Commissions income | 5,880 | 2,242 |
| 10,462 | 9,299 | |
| Costs | ||
| Interest and similar expenses | 807 | 469 |
| Commissions expenses | 256 | 30 |
| 1,063 | 499 |
The balances with qualified shareholders, reflected in the guarantees granted and revocable and irrevocable credit lines, are as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Guarantees granted | 39,164 | 30,378 |
| Revocable credit lines | 236,577 | 201,251 |
| Irrevocable credit lines | 121 | - |
| 275,862 | 231,629 |
The balances with related parties discriminated in the following table, included in asset items on the consolidated balance sheet, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Loans and advances | Loans and advances | |||||
| to credit institutions | to customers | Financial assets held for trading | ||||
| 2017 | 2016 | 2017 | 2016 | 2017 | 2016 | |
| Board of Directors | ||||||
| Non-executive directors | - | - | 19 | 20 | - | - |
| Executive Committee | - | - | 124 | 139 | - | - |
| Closely related people | - | - | 13 | 13 | - | - |
| Controlled entities | - | 2,840 | - | - | 22 | 844 |
| Key management members | ||||||
| Key management members | - | - | 6,592 | 7,255 | - | - |
| Closely related people | - | - | 461 | 250 | - | - |
| Controlled entities | - | - | 78 | 196 | - | - |
| - | 2,840 | 7,287 | 7,873 | 22 | 844 |
The balances with related parties discriminated in the following table, included in asset items on the consolidated balance sheet, are analysed as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Resources from | Financial liabilities | |||||
| credit institutions | Resources from customers | held for trading | ||||
| 2017 | 2016 | 2017 | 2016 | 2017 | 2016 | |
| Board of Directors | ||||||
| Non-executive directors | - | - | 556 | 1,593 | - | - |
| Executive Committee | - | - | 2,664 | 1,094 | - | - |
| Closely related people | - | - | 1,844 | 1,663 | - | - |
| Controlled entities | 14,838 | 16,858 | 459 | 452 | - | 1,053 |
| Key management members | ||||||
| Key management members | - | - | 7,134 | 1,757 | - | - |
| Closely related people | - | - | 1,680 | 3,412 | - | - |
| Controlled entities | - | - | 1,728 | 904 | - | - |
| 14,838 | 16,858 | 16,065 | 10,875 | - | 1,053 |
As at 31 December 2017 and 2016, the balances with related parties discriminated in the following table, included in income items of the income statement, are as follows:
| Interest and similar income | Commissions' income | ||||
|---|---|---|---|---|---|
| 2017 | 2016 | 2017 | 2016 | ||
| Board of Directors | |||||
| Non-executive directors | - | - | 78 | 81 | |
| Executive Committee | - | - | 28 | 27 | |
| Closely related people | 1 | - | 15 | 22 | |
| Controlled entities | - | 6 | 148 | 156 | |
| Key management members | |||||
| Key management members | 46 | 52 | 64 | 64 | |
| Closely related people | 8 | 9 | 36 | 34 | |
| Controlled entities | 3 | 6 | 10 | 10 | |
| 58 | 73 | 379 | 394 |
As at 31 December 2017 and 2016, the balances with related parties discriminated in the following table, included in cost items of the income statement, are as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Interest and similar expense | Commissions' expense | ||||
| 2017 | 2016 | 2017 | 2016 | ||
| Board of Directors | |||||
| Non-executive directors | 3 | 11 | 2 | 2 | |
| Executive Committee | 2 | 5 | 1 | 1 | |
| Closely related people | 4 | 10 | 1 | 1 | |
| Controlled entities | 63 | 104 | 1 | 1 | |
| Key management members | |||||
| Key management members | 38 | 52 | 2 | 2 | |
| Closely related people | 5 | 8 | 1 | 2 | |
| Controlled entities | 2 | 1 | 2 | 2 | |
| 117 | 191 | 10 | 11 |
Revocable and irrevocable credit lines granted by the Bank to the following related parties are as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Revocable credit lines | Irrevocable credit lines | ||||
| 2017 | 2016 | 2017 | 2016 | ||
| Board of Directors | |||||
| Non-executive directors | 83 | 109 | - | - | |
| Executive Committee | 105 | 95 | - | - | |
| Closely related people | 99 | 132 | - | - | |
| Controlled entities | 25 | 25 | - | - | |
| Key management members | |||||
| Key management members | 317 | 376 | 8 | 39 | |
| Closely related people | 135 | 247 | - | - | |
| Controlled entities | 16 | 16 | - | - | |
| 780 | 1,000 | 8 | 39 |
The fixed remunerations and social charges paid to members of the Board of Directors and Key management members are analysed as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| Board of Directors | |||||||
| Executive Committee | Non-executive directors | Key management members | |||||
| 2017 | 2016 | 2017 | 2016 | 2017 | 2016 | ||
| Remunerations | 3,676 | 1,922 | 786 | 526 | 6,651 | 5,471 | |
| Supplementary retirement pension | 776 | 702 | - | - | - | - | |
| Post-employment benefits | 19 | 28 | - | - | (18) | 51 | |
| Other mandatory social security charges | 887 | 484 | 188 | 124 | 1,648 | 1,466 | |
| 5,358 | 3,136 | 974 | 650 | 8,281 | 6,988 |
Considering that the remuneration of members of the Executive Committee intends to compensate the functions that are performed in the Bank and in all other functions on subsidiaries or governing bodies for which they have been designated by indication of the Bank or representing it, in the latter case, the net amount of the remunerations annually received by each member would be deducted from the fixed annual remuneration attributed by the Bank.
During 2017 and 2016, no variable remuneration was attributed to the members of the Executive Committee.
During 2017, were paid Euros 150,000 of severance payments to one key management member (2016: Euros 483,000 paid to one member).
The shareholder and bondholder position of members of the Board of Directors, Key management members and persons closely related to the previous categories, is as follows:
| Number of | Unit | ||||||
|---|---|---|---|---|---|---|---|
| securities at | Price | ||||||
| Shareholders / Bondholders | Security | 31/12/2017 | 31/12/2016 Acquisitions (*) Disposals | Date | Euros | ||
| MEMBERS OF BOARD OF DIRECTORS | |||||||
| Álvaro Roque de Pinho de Bissaia Barreto | BCP Shares | 0 | 0 | ||||
| André Magalhães Luiz Gomes | BCP Shares | 11,392 | 712 | 10,680 | 3-Feb-17 | 0.094 | |
| António Henriques Pinho Cardão (2) | BCP Shares | 55,304 | 10,304 | 45,000 | 3-Feb-17 | 0.094 | |
| António Luís Guerra Nunes Mexia | BCP Shares | 2,416 | 151 | 2,265 | 2-Feb-17 | 0.094 | |
| António Vítor Martins Monteiro (1) | BCP Shares | 3,872 | 242 | 3,630 | 3-Feb-17 | 0.094 | |
| Carlos José da Silva | BCP Shares | 248,704 | 15,544 | 233,160 | 3-Feb-17 | 0.094 | |
| Cidália Maria Mota Lopes (3) | BCP Shares | 2,184 | 136 | 2,048 | 2-Feb-17 | 0.094 | |
| Jaime de Macedo Santos Bastos | BCP Shares | 848 | 53 | 795 | 3-Feb-17 | 0.094 | |
| João Manuel Matos Loureiro | BCP Shares | 2,800 | 175 | 2,625 | 3-Feb-17 | 0.094 | |
| João Nuno Oliveira Jorge Palma | BCP Shares | 32,695 | 2,133 | 31,995 | 2-Feb-17 | 0.094 | |
| 700 7-Dec-17 | 0.262 | ||||||
| 700 | 7-Dec-17 | 0.263 | |||||
| 1,433 21-Dec-17 | 0.270 | ||||||
| José Jacinto Iglésias Soares | BCP Shares | 0 | 0 | ||||
| José Miguel Bensliman Schorcht da Silva Pessanha | BCP Shares | 1,748 | 278 | 1,470 | 3-Feb-17 | 0.094 | |
| Lingjiang Xu | BCP Shares | 0 | 0 | ||||
| Maria da Conceição Mota Soares de Oliveira Callé Lucas | BCP Shares | 58,672 | 3,667 | 55,005 | 3-Feb-17 | 0.094 | |
| Miguel de Campos Pereira de Bragança | BCP Shares | 365,968 | 22,873 | 343,095 | 3-Feb-17 | 0.094 | |
| Miguel Maya Dias Pinheiro | BCP Shares | 361,408 | 22,588 | 338,820 | 3-Feb-17 | 0.094 | |
| Nuno Manuel da Silva Amado | BCP Shares | 1,025,388 | 50,996 | 974,392 | 3-Feb-17 | 0.094 | |
| Raquel Rute da Costa David Vunge (4) | BCP Shares | 0 | 0 | ||||
| Rui Manuel da Silva Teixeira (5) | BCP Shares | 36,336 | 2,271 | 34,065 | 2-Feb-17 | 0.094 | |
| KEY MANAGEMENT MEMBERS | |||||||
| Albino António Carneiro de Andrade | BCP Shares | 0 | 0 | ||||
| Américo João Pinto Carola (6) | BCP Shares | 503 | 503 | ||||
| Ana Isabel dos Santos de Pina Cabral (7) | BCP Shares | 39,040 | 2,440 | 36,600 | 3-Feb-17 | 0.094 | |
| Ana Maria Jordão F. Torres Marques Tavares (8) | BCP Shares | 82,635 | 9,509 | 73,126 | 2-Feb-17 | 0.094 | |
| André Cardoso Meneses Navarro | BCP Shares | 267,888 | 16,743 | 251,145 | 2-Feb-17 | 0.094 | |
| António Augusto Amaral de Medeiros | BCP Shares | 42,656 | 2,666 | 39,990 | 2-Feb-17 | 0.094 | |
| António Augusto Decrook Gaioso Henriques | BCP Shares | 506,126 | 29,036 | 477,090 | 2-Feb-17 | 0.094 | |
| António Ferreira Pinto Júnior | BCP Shares | 21,344 | 1,334 | 20,010 | 2-Feb-17 | 0.094 | |
| António José Lindeiro Cordeiro | BCP Shares | 0 | 0 | ||||
| António Luís Duarte Bandeira (9) | BCP Shares | 113,001 | 8,000 | 105,001 | 2-Feb-17 | 0.094 | |
| Artur Frederico Silva Luna Pais | BCP Shares | 328,795 | 20,047 | 308,748 | 2-Feb-17 | 0.094 | |
| Belmira Abreu Cabral | BCP Shares | 0 | 1,206 | 0 | 1,206 19-Jan-17 | 0.152 | |
| Carlos Alberto Alves | BCP Shares | 106,656 | 6,666 | 99,990 | 2-Feb-17 | 0.094 | |
| Diogo Cordeiro Crespo Cabral Campello | BCP Shares | 29,328 | 1,833 | 27,495 | 2-Feb-17 | 0.094 | |
| Dulce Maria Pereira Cardoso Mota Jorge Jacinto | BCP Shares | 11,691 | 1,911 | 9,780 | 2-Feb-17 | 0.094 | |
| Filipe Maria de Sousa Ferreira Abecasis | BCP Shares | 0 | 0 | ||||
| Francisco António Caspa Monteiro (10) | BCP Shares | 29,354 | 2,965 | 0 | 2,965 17-Jan-17 | 0.160 | |
| 29,354 | 2-Feb-17 | 0.094 | |||||
| Gonçalo Nuno Belo de Almeida Pascoal | BCP Shares | 48 | 3 | 45 | |||
| Hugo Miguel Martins Resende | BCP Shares | 11,984 | 11,984 | ||||
| João Manuel Taveira Pinto Santos Paiva | BCP Shares | 500 | 3,156 11-Aug-17 | 0.232 | |||
| BCP Shares | 2,500 28-Sep-17 | 0.244 | |||||
| BCP Shares | 1,500 11-Oct-17 | 0.245 | |||||
| BCP Shares | 1,000 13-Oct-17 | 0.250 | |||||
| BCP Shares | 2,000 20-Oct-17 | 0.259 | |||||
| João Nuno Lima Brás Jorge | BCP Shares | 91,709 | 5,653 | 86,056 | 3-Feb-17 | 0.094 |
(*) Under the scope of the increase of share capital occurred in February 2017, as referred in note 37.
The paragraphs indicated in the tables above for the categories "Members of Board of Directors" and "Key management members", identify the people to who they are associated with the category "People closely related to the previous categories."
| Number of | Unit | |||||
|---|---|---|---|---|---|---|
| securities at | Price | |||||
| Shareholders / Bondholders | Security | 31/12/2017 | 31/12/2016 Acquisitions (*) Disposals | Date | Euros | |
| Joaquim Fernando Nogueira | BCP Shares | 413,406 | 413 | |||
| Jorge Filipe Nogueira Freire Cortes Martins | BCP Shares | 1,600 | 100 | 1,500 | 2-Feb-17 | 0.094 |
| Jorge Manuel Machado de Sousa Góis | BCP Shares | 0 | 0 | |||
| José Gonçalo Prior Regalado (11) | BCP Shares | 0 | 0 | |||
| José Guilherme Potier Raposo Pulido Valente | BCP Shares | 138,719 | 28,600 | 110,119 | 2-Feb-17 | 0.094 |
| José Laurindo Reino da Costa (12) | BCP Shares | 172,428 | 12,433 | 169,995 | 3-Feb-17 | 0.094 |
| 170,000 20-Jul-17 | 0.250 | |||||
| 160,000 | 24-Jul-17 | 0.249 | ||||
| Luis Miguel Manso Correia dos Santos | BCP Shares | 21,328 | 1,333 | 19,995 | 2-Feb-17 | 0.094 |
| Margarida Isabel Vaz da Silva | BCP Shares | 10,640 | ||||
| Maria Manuela de Araujo Mesquita Reis (13) | BCP Shares | 106,656 | 6,666 | 99,990 | 2-Feb-17 | 0.094 |
| Mário António Pinho Gaspar Neves | BCP Shares | 30,000 | 1,855 | 28,145 | 6-Feb-17 | 0.094 |
| Certificado BCPI Eurostox 50 | 0 | 187 | 187 18-Jan-17 | 115.820 | ||
| Certificado BCPI DAX 30 | 0 | 55 | 55 18-Jan-17 | 32.900 | ||
| Miguel Pedro Lourenço Magalhães Duarte | BCP Shares | 30,600 | 30,600 | |||
| Nelson Luís Vieira Teixeira | BCP Shares | 285 | 285 | |||
| Nuno Alexandre Ferreira Pereira Alves | BCP Shares | 1,800 | 1,800 | |||
| Nuno Maria Lagoa Ribeiro de Almeida | BCP Shares | 2,560 | 0 | |||
| Nuno Miguel Nobre Botelho | BCP Shares | 0 | 0 | |||
| Pedro José Mora de Paiva Beija | BCP Shares | 0 | 0 | |||
| Pedro Manuel Macedo Vilas Boas | BCP Shares | 0 | 0 | |||
| Pedro Manuel Rendas Duarte Turras | BCP Shares | 14,816 | 926 | 13,890 | 3-Feb-17 | 0.094 |
| Pedro Torcato Alvares Ribeiro | BCP Shares | 42,672 | 0 | |||
| Pedro Trigo de Morais de Albuquerque Reis | BCP Shares | 0 | 0 | |||
| Ricardo Potes Valadares | BCP Shares | 10,373 | 1,373 | 9,000 | 23-Jan-17 | 0.094 |
| Rosa Maria Ferreira Vaz Santa Barbara | BCP Shares | 8,240 | 1,205 | 7,035 | 23-Jan-17 | 0.094 |
| Rui Fernando da Silva Teixeira | BCP Shares | 12,614 | 12,614 | |||
| Rui Manuel Pereira Pedro | BCP Shares | 149,328 | 9,333 | 139,995 | 3-Feb-17 | 0.094 |
| Rui Nelson Moreira de Carvalho Maximino | BCP Shares | 0 | 0 | |||
| Rui Pedro da Conceição Coimbra Fernandes | BCP Shares | 0 | 0 | |||
| Teresa Paula Corado Leandro Chaves do Nascimento | BCP Shares | 0 | 0 | |||
| Vânia Alexandra Machado Marques Correia | BCP Shares | 0 | 0 | |||
| Vasco do Carmo Viana Rebelo de Andrade | BCP Shares | 0 | 0 |
| Alexandre Miguel Martins Ventura (3) | BCP Shares | 2,184 | 137 | 2,047 | 3-Feb-17 | 0.094 |
|---|---|---|---|---|---|---|
| Américo Simões Regalado (11) | BCP Shares | 880 | 0 | |||
| Ana Isabel Salgueiro Antunes (6) | BCP Shares | 29 | 29 | |||
| Ana Margarida Rebelo A.M. Soares Bandeira (9) | BCP Shares | 2,976 | 186 | 2,790 | 2-Feb-17 | 0.094 |
| Eusébio Domingos Vunge (4) | BCP Shares | 4,170 | 691 | 3,479 | ||
| Certificate BCPI DAX 30 | 100 | 100 | ||||
| Certificate BCPI Eurostox 50 | 142 | 142 | ||||
| Francisco Jordão Torres Marques Tavares (8) | BCP Shares | 1,016 | 62 | 954 | 2-Feb-17 | 0.094 |
| Isabel Maria V Leite P Martins Monteiro (1) | BCP Shares | 3,104 | 195 | 2,909 | 3-Feb-17 | 0.094 |
| João Paulo Fernandes de Pinho Cardão (2) | BCP Shares | 72,736 | 4,546 | 68,190 | 3-Feb-17 | 0.094 |
| José Manuel de Vasconcelos Mendes Ferreira (7) | BCP Shares | 1,616 | 101 | 1,515 | 3-Feb-17 | 0.094 |
| Luís Filipe da Silva Reis (13) | BCP Shares | 336,000 | 0 | |||
| Luís Miguel Fernandes de Pinho Cardão (2) | BCP Shares | 3,104 | 194 | 2,910 | 3-Feb-17 | 0.094 |
| Maria da Graça dos Santos Fernandes de Pinho Cardão (2) | BCP Shares | 3,728 | 383 | 3,345 | 3-Feb-17 | 0.094 |
| Maria Helena Espassandim Catão (5) | BCP Shares | 576 | 36 | 540 | 2-Feb-17 | 0.094 |
| Maria Raquel Sousa Candeias Reino da Costa (12) | BCP Shares | 288 | 18 | 270 | 2-Feb-17 | 0.094 |
| Ricardo Miranda Monteiro (10) | BCP Shares | 1,639 | 100 | 1,539 | 1-Feb-17 | 0.094 |
| Rita Miranda Monteiro (10) | BCP Shares | 1,639 | 100 | 1,539 | 1-Feb-17 | 0.094 |
(*) Under the scope of the increase of share capital occurred in February 2017, as referred in note 37.
The paragraphs indicated in the tables above for the categories "Members of Board of Directors" and "Key management members", identify the people to who they are associated with the category "People closely related to the previous categories."
As at 31 December 2017, the balances with subsidiary and associated companies included in Assets items of the balance sheet are as follows:
| (Thousands of euros) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Loans and advances to | ||||||||
| credit institutions | ||||||||
| Loans and | Financial assets Financial assets | Non-current | ||||||
| Repayable | Other loans | advances to | held for | available | assets held | Other | ||
| on demand | and advances | customers | trading | for sale | for sale | assets | Total | |
| Banco ActivoBank, S.A. | - | - | - | - | - | - | 22 | 22 |
| Banco de Investimento Imobiliário, S.A. | - | 414,716 | - | 480 | - | - | 56,838 | 472,034 |
| Banco Millennium Atlântico, S.A. | 1,798 | 264,029 | - | - | - | - | - | 265,827 |
| Banque BCP, S.A.S. | 5 | - | - | - | - | - | - | 5 |
| BCP Capital - Sociedade de Capital de Risco, S.A. | - | - | - | - | - | - | 4 | 4 |
| BCP Finance Bank Ltd | - | - | - | - | 3,235 | - | - | 3,235 |
| Bichorro – Empreendimentos Turísticos e Imobiliários S.A. | - | - | 3,382 | - | - | - | 162 | 3,544 |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 1 88 |
- | - | 83 | - | - | 2,331 | 2,602 |
| DP Invest – Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | - | - | - | - | 1 | 1 |
| Finalgarve- Sociedade de Promoção Imobiliária Turística, S.A. | - | - | 373 | - | - | - | 49 | 422 |
| Fiparso- Sociedade Imobiliária Lda. | - | - | 26 | - | - | - | 5 | 31 |
| Fundial – Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | - | - | - | - | 1 | 1 |
| Fundipar – Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | - | - | - | - | 3 | 3 |
| Fundo de Investimento Imobiliário Fechado Gestimo | - | - | - | - | - | - | 1 | 1 |
| Fundo de Investimento Imobiliário Imorenda | - | - | - | - | - | - | 575 | 575 |
| Fundo de Investimento Imobiliário Imosotto Acumulação | - | - | - | - | - | - | 229 | 229 |
| Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado Intercapital | - | - | - | - | - | - | 1 | 1 |
| Fundo Especial de Investimento Imobiliário | ||||||||
| Fechado Sand Capital | - | - | 43 | - | - | - | 3 | 46 |
| Fundo Especial de Investimento Imobiliário | ||||||||
| Fechado Stone Capital | - | - | - | - | - | - | 2 | 2 |
| Fundo Especial de Investimento Imobiliário Oceânico II | - | - | - | - | - | - | 4 | 4 |
| Funsita - Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | - | - | - | - | 1 | 1 |
| Grand Urban Investment Fund - Fundo Especial | ||||||||
| de Investimento Imobiliário Fechado | - | - | - | - | - | - | 2 | 2 |
| Bank Millennium (Poland) Group | 293 | - | - | - | - | - | 3 | 296 |
| Imábida - Imobiliária da Arrábida, S.A. | - | - | - | - | - | 38,477 | - | 38,477 |
| Interfundos Gestão de Fundos de | ||||||||
| Investimento Imobiliários, S.A. | - | - | - | - | - | - | 86 | 86 |
| Irgossai - Urbanização e construção, S.A. | - | - | 4,382 | - | - | - | - | 4,382 |
| Magellan Mortgages No. 2 PLC | - | - | - | - | 16,329 | - | - | 16,329 |
| Magellan Mortgages No. 3 PLC | - | - | - | 5,848 | 112,531 | - | - | 118,379 |
| Millenniumbcp Ageas Grupo Segurador, | ||||||||
| S.G.P.S., S.A. (Group) | - | - | 58,974 | 91,084 | - | - | 12,824 | 162,882 |
| Millennium bcp Bank & Trust | - | - | - | 954 | - | - | - | 954 |
| Millennium bcp - Prestação de Serviços, A.C.E. | - | - | - | - | - | - | 18,804 | 18,804 |
| Millennium bcp Imobiliária, S.A. | - | - | - | - | - | - | 57,203 | 57,203 |
| Millennium bcp Participações, S.G.P.S., | ||||||||
| Sociedade Unipessoal, Lda. | - | - | - | - | - | - | 290,447 | 290,447 |
| Millennium Fundo de Capitalização - | ||||||||
| Fundo de Capital de Risco | - | - | - | - | - | - | 102,002 | 102,002 |
| MR – Fundo Especial de Investimento Imobiliário Fechado | - | - | - | - | - | - | 1 | 1 |
| MULTI 24 - Sociedade Imobiliária, S.A. | - | - | 9,824 | - | - | - | - | 9,824 |
| Multiusos Oriente - Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | 1,459 | - | - | - | 3 | 1,462 |
| Mundotêxtil - Indústrias Têxteis, S.A. | - | - | 4,283 | 15 | - | - | - | 4,298 |
| Predicapital – Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | - | - | - | 43,782 | 2 | 43,784 |
| Servitrust - Trust Management Services S.A. | - | - | - | - | - | - | 650 | 650 |
| UNICRE - Instituição Financeira de Crédito, S.A. | - | 44,565 | 23 | - | - | - | - | 44,588 |
| Webspectator Corporation | - | - | - | - | - | 16,043 | - | 16,043 |
| 2,284 | 723,310 | 82,769 | 98,464 | 132,095 | 98,302 | 542,259 | 1,679,483 |
As at 31 December 2016, the balances with subsidiary and associated companies included in Assets items of the balance sheet are as follows:
| (Thousands of euros) | ||||||||
|---|---|---|---|---|---|---|---|---|
| Loans and advances to | ||||||||
| credit institutions | ||||||||
| Loans and | Financial assets Financial assets | Non-current | ||||||
| Repayable on | Other loans | advances to | held for | available | assets held | Other | ||
| demand | and advances | customers | trading | for sale | for sale | assets | Total | |
| Banco ActivoBank, S.A. | - | - | - | - | - | - | 5 | 5 |
| Banco de Investimento Imobiliário, S.A. | - | 934,137 | - | 17,220 | - | - | 17,715 | 969,072 |
| Banco Millennium Atlântico, S.A. | 980 | 237,536 | - | 43 | - | - | - | 238,559 |
| BCP Finance Bank Ltd | - | - | - | - | 52,426 | - | - | 52,426 |
| BCP Investment, B.V. | - | - | 58,413 | - | - | - | - | 58,413 |
| Bichorro – Empreendimentos Turísticos e Imobiliários S.A. | - | - | - | - | - | 9,495 | - | 9,495 |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 1 87 |
- | - | - | - | - | 3,975 | 4,162 |
| DP Invest – Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | - | - | - | - | 1 | 1 |
| Finalgarve- Sociedade de Promoção Imobiliária Turística, S.A. | - | - | - | - | - | 47,128 | - | 47,128 |
| Fiparso- Sociedade Imobiliária Lda. | - | - | - | - | - | 2,086 | - | 2,086 |
| Fundial – Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | - | - | - | - | 1 | 1 |
| Fundipar – Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | - | - | - | - | 3 | 3 |
| Fundo de Investimento Imobiliário Fechado Gestimo | - | - | - | - | - | - | 1 | 1 |
| Fundo de Investimento Imobiliário Imorenda | - | - | - | - | - | - | 588 | 588 |
| Fundo de Investimento Imobiliário Imosotto Acumulação | - | - | - | - | - | - | 217 | 217 |
| Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado Intercapital | - | - | - | - | - | - | 1 | 1 |
| Fundo Especial de Investimento Imobiliário | ||||||||
| Fechado Sand Capital | - | - | - | - | - | - | 1 | 1 |
| Fundo Especial de Investimento Imobiliário | ||||||||
| Fechado Stone Capital | - | - | - | - | - | - | 1 | 1 |
| Fundo Especial de Investimento Imobiliário Oceânico II | - | - | - | - | - | - | 4 | 4 |
| Funsita - Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | - | - | - | - | 1 | 1 |
| Grand Urban Investment Fund - Fundo Especial | ||||||||
| de Investimento Imobiliário Fechado | - | - | - | - | - | - | 2 | 2 |
| Bank Millennium (Poland) Group | 207 | - | - | 12 | - | - | - | 219 |
| Imábida - Imobiliária da Arrábida, S.A. | - | - | - | - | - | 38,477 | - | 38,477 |
| Imoport - Fundo de Investimento Imobiliário Fechado | - | - | - | - | - | - | 2 | 2 |
| Interfundos Gestão de Fundos de | ||||||||
| Investimento Imobiliários, S.A. | - | - | - | - | - | - | 35 | 35 |
| Irgossai - Urbanização e construção, S.A. | - | - | - | - | - | 92,368 | - | 92,368 |
| Magellan Mortgages No. 2 PLC | - | - | - | - | 18,504 | - | - | 18,504 |
| Magellan Mortgages No. 3 PLC | - | - | - | 5,983 | 116,771 | - | - | 122,754 |
| Millenniumbcp Ageas Grupo Segurador, | ||||||||
| S.G.P.S., S.A. (Group) | - | - | 5,649 | 73,468 | - | - | 12,617 | 91,734 |
| Millennium bcp Bank & Trust | - | - | - | 3,856 | - | - | - | 3,856 |
| Millennium bcp - Prestação de Serviços, A.C.E. | - | - | - | - | - | - | 18,901 | 18,901 |
| Millennium bcp Imobiliária, S.A. | - | - | - | - | - | - | 57,195 | 57,195 |
| Millennium bcp Participações, S.G.P.S., | ||||||||
| Sociedade Unipessoal, Lda. | - | - | - | 599 | - | - | 305,583 | 306,182 |
| Millennium Fundo de Capitalização - | ||||||||
| Fundo de Capital de Risco | - | - | - | - | - | - | 9 | 9 |
| MR – Fundo Especial de Investimento Imobiliário Fechado | - | - | 15 | - | - | - | 16 | 31 |
| Mundotêxtil - Indústrias Têxteis, S.A. | - | - | 6,326 | - | - | - | - | 6,326 |
| MULTI 24 - Sociedade Imobiliária, S.A. | - | - | 9,824 | - | - | - | - | 9,824 |
| Multiusos Oriente - Fundo Especial de Investimento | ||||||||
| Imobiliário Fechado | - | - | 1,074 | - | - | - | 3 | 1,077 |
| Nanium, S.A. | - | - | 18,866 | - | - | - | 13,621 | 32,487 |
| Propaço- Sociedade Imobiliária De Paço D'Arcos, Lda. | - | - | - | - | - | - | 13,535 | 13,535 |
| Setelote-Aldeamentos Turísticos, S.A. | - | - | - | - | - | 13,000 | - | 13,000 |
| UNICRE - Instituição Financeira de Crédito, S.A. | - | 10,571 | 14 | - | - | - | - | 10,585 |
| Webspectator Corporation | - | - | - | - | - | 18,272 | - | 18,272 |
| 1,374 | 1,182,244 | 100,181 | 101,181 | 187,701 | 220,826 | 444,033 | 2,237,540 |
As at 31 December 2017, the balances with subsidiary and associated companies included in Liabilities items of the balance sheet are as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| Resources | Resources | Financial | |||||
| from Credit | from | Debt | liabilities held | Subordinated | Other | ||
| Institutions | Customers | Securities Issued | for trading | Debt | liabilities | Total | |
| Adelphi Gere, Investimentos Imobiliários, S.A. | - | 198 | - | - | - | - | 198 |
| Banco ActivoBank, S.A. | 100,801 | - | - | - | - | 12,057 | 112,858 |
| Banco de Investimento Imobiliário, S.A. | 293,430 | - | - | 2,427 | 28,763 | 6,630 | 331,250 |
| Banco Millennium Atlântico, S.A. | 95,776 | - | - | - | - | - | 95,776 |
| Banque BCP, S.A.S. | 111,293 | - | - | - | - | - | 111,293 |
| Banque Privée BCP (Suisse) S.A. | 14,983 | - | - | - | - | - | 14,983 |
| BCP África, S.G.P.S., Lda. | - | 75,703 | - | - | - | - | 75,703 |
| BCP Capital - Sociedade de Capital de Risco, S.A. | - | 11,280 | - | - | - | - | 11,280 |
| BCP Finance Bank Ltd | 112,030 | - | - | 1,147 | - | - | 113,177 |
| BCP Finance Company, Ltd | - | 105,931 | - | - | 71,190 | - | 177,121 |
| BCP Holdings (USA), Inc. | - | 37,261 | - | - | - | - | 37,261 |
| BCP International, B.V. | - | 94,966 | - | - | - | - | 94,966 |
| BCP Investment, B.V. | - | 163,667 | - | - | - | - | 163,667 |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 1 ,926 |
- | - | - | - | 6 | 1,932 |
| DP Invest – Fundo Especial de Investimento Imobiliário Fechado | - | 300 | - | - | - | - | 300 |
| Enerparcela - Empreendimentos Imobiliários, S.A. | - | 1,856 | - | - | - | - | 1,856 |
| Finalgarve- Sociedade de Promoção Imobiliária Turística, S.A. | - | 2,911 | - | - | - | - | 2,911 |
| Fundial – Fundo Especial de Investimento Imobiliário Fechado | - | 98 | - | - | - | - | 98 |
| Fundipar – Fundo Especial de Investimento Imobiliário Fechado | - | 2,481 | - | - | - | - | 2,481 |
| Fundo de Investimento Imobiliário Fechado Gestimo | - | 2,628 | - | - | - | - | 2,628 |
| Fundo de Investimento Imobiliário Gestão Imobiliária | - | 1,954 | - | - | - | - | 1,954 |
| Fundo de Investimento Imobiliário Imorenda | - | 140 | - | - | - | - | 140 |
| Fundo de Investimento Imobiliário Imosotto Acumulação | - | 12,930 | - | - | - | - | 12,930 |
| Fundo Especial de Investimento Imobiliário Fechado Intercapital | - | 64 | - | - | - | - | 64 |
| Fundo Especial de Investimento Imobiliário Fechado Stone Capital | - | 712 | - | - | - | - | 712 |
| Fundo Especial de Investimento Imobiliário Oceânico II | - | 1,012 | - | - | - | - | 1,012 |
| Funsita - Fundo Especial de Investimento Imobiliário Fechado | - | 364 | - | - | - | - | 364 |
| Grand Urban Investment Fund - Fundo Especial de | |||||||
| Investimento Imobiliário Fechado | - | 88 | - | - | - | - | 88 |
| Bank Millennium (Poland) Group | 63 | - | - | - | - | - | 63 |
| Imábida - Imobiliária da Arrábida, S.A. | - | 77 | - | - | - | - | 77 |
| Interfundos Gestão de Fundos de Investimento Imobiliários, S.A. | - | 5,536 | - | - | - | - | 5,536 |
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. (Group) | - | 533,743 | 462,203 | 40,323 | 480,359 | (2) 1,516,626 | |
| Millennium bcp - Prestação de Serviços, A.C.E. | - | 4,449 | - | - | - | 1,691 | 6,140 |
| Millennium bcp Bank & Trust | 379,798 | - | - | - | - | - | 379,798 |
| Millennium bcp Imobiliária, S.A. | - | 2,009 | - | - | - | - | 2,009 |
| Millennium bcp Participações, S.G.P.S., Sociedade Unipessoal, Lda. | - | 85,518 | - | - | - | - | 85,518 |
| Millennium bcp Teleserviços - Serviços de Comércio Electrónico, S.A. | - | 129 | - | - | - | 2 | 131 |
| Millennium Fundo de Capitalização - Fundo de Capital de Risco | - | 115,859 | - | - | - | - | 115,859 |
| Monumental Residence - Investimentos Imobiliários, S.A. | - | 928 | - | - | - | - | 928 |
| MR – Fundo Especial de Investimento Imobiliário Fechado | - | 403 | - | - | - | - | 403 |
| Mundotêxtil - Indústrias Têxteis, S.A. | - | 36 | - | - | - | - | 36 |
| MULTI 24 - Sociedade Imobiliária, S.A. | - | 1,243 | - | - | - | - | 1,243 |
| Predicapital – Fundo Especial de Investimento | |||||||
| Imobiliário Fechado | - | 2,880 | - | - | - | - | 2,880 |
| Setelote-Aldeamentos Turísticos, S.A. | - | 167 | - | - | - | - | 167 |
| Servitrust - Trust Management Services S.A. | - | 19 | - | - | - | - | 19 |
| SIBS, S.G.P.S., S.A. | - | 4,464 | - | - | - | - | 4,464 |
| Sicit - Sociedade de Investimentos e Consultoria em | |||||||
| Infra-Estruturas de Transportes, S.A. | - | 1,432 | - | - | - | - | 1,432 |
| UNICRE - Instituição Financeira de Crédito, S.A. | 4 | - | - | - | - | - | 4 |
| 1,110,104 | 1,275,436 | 462,203 | 43,897 | 580,312 | 20,384 | 3,492,336 |
As at 31 December 2017, the associated company Millenniumbcp Ageas Grupo Segurador, S.G.P.S, S.A. holds 142,601,002 BCP shares in the amount of Euros 38,531,000.
As at 31 December 2016, the balances with subsidiary and associated companies included in Liabilities items of the balance sheet are as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| Resources | Resources | Financial | |||||
| from Credit | from | Debt | liabilities held | Subordinated | Other | ||
| Institutions | Customers | Securities Issued | for trading | Debt | liabilities | Total | |
| Adelphi Gere, Investimentos Imobiliários, S.A. | - | 218 | - | - | - | - | 218 |
| Banco ActivoBank, S.A. | 432,369 | - | - | - | - | 10,544 | 442,913 |
| Banco de Investimento Imobiliário, S.A. | 167,799 | - | - | 45,877 | 28,768 | 10,085 | 252,529 |
| Banco Millennium Atlântico, S.A. | 85,755 | - | - | - | - | - | 85,755 |
| Banque BCP (Luxembourg), S.A. | 483 | - | - | - | - | - | 483 |
| Banque BCP, S.A.S. | 107,978 | - | - | - | - | - | 107,978 |
| Banque Privée BCP (Suisse) S.A. | 12,172 | - | - | - | - | - | 12,172 |
| BCP África, S.G.P.S., Lda. | - | 42,132 | - | - | - | - | 42,132 |
| BCP Capital - Sociedade de Capital de Risco, S.A. | - | 11,355 | - | - | - | - | 11,355 |
| BCP Finance Bank Ltd | 230,954 | - | - | 1,540 | - | - | 232,494 |
| BCP Finance Company, Ltd | - | 105,958 | - | - | 69,946 | - | 175,904 |
| BCP Holdings (USA), Inc. | - | 41,013 | - | - | - | - | 41,013 |
| BCP International, B.V. | - | 115,782 | - | - | - | - | 115,782 |
| BCP Investment, B.V. | - | 193,550 | - | - | - | - | 193,550 |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 5 ,847 |
- | - | - | - | - | 5,847 |
| DP Invest – Fundo Especial de Investimento Imobiliário Fechado | - | 203 | - | - | - | - | 203 |
| Enerparcela - Empreendimentos Imobiliários, S.A. | - | 1,552 | - | - | - | - | 1,552 |
| Fundial – Fundo Especial de Investimento Imobiliário Fechado | - | 220 | - | - | - | - | 220 |
| Fundipar – Fundo Especial de Investimento Imobiliário Fechado | - | 186 | - | - | - | - | 186 |
| Fundo de Investimento Imobiliário Fechado Gestimo | - | 763 | - | - | - | - | 763 |
| Fundo de Investimento Imobiliário Gestão Imobiliária | - | 1,259 | - | - | - | - | 1,259 |
| Fundo de Investimento Imobiliário Imorenda | - | 10,256 | - | - | - | - | 10,256 |
| Fundo de Investimento Imobiliário Imosotto Acumulação | - | 8,585 | - | - | - | - | 8,585 |
| Fundo Especial de Investimento Imobiliário Fechado Intercapital | - | 150 | - | - | - | - | 150 |
| Fundo Especial de Investimento Imobiliário Fechado Sand Capital | - | 234 | - | - | - | - | 234 |
| Fundo Especial de Investimento Imobiliário Fechado Stone Capital | - | 233 | - | - | - | - | 233 |
| Fundo Especial de Investimento Imobiliário Oceânico II | - | 1,432 | - | - | - | - | 1,432 |
| Funsita - Fundo Especial de Investimento Imobiliário Fechado | - | 1,866 | - | - | - | - | 1,866 |
| Grand Urban Investment Fund - Fundo Especial de | |||||||
| Investimento Imobiliário Fechado | - | 280 | - | - | - | - | 280 |
| Bank Millennium (Poland) Group | 141 | - | - | - | - | - | 141 |
| Imábida - Imobiliária da Arrábida, S.A. | - | 82 | - | - | - | - | 82 |
| Imoport - Fundo de Investimento Imobiliário Fechado | - | 3,088 | - | - | - | - | 3,088 |
| Interfundos Gestão de Fundos de Investimento Imobiliários, S.A. | - | 4,805 | - | - | - | - | 4,805 |
| Irgossai - Urbanização e construção, S.A. | - | 469 | - | - | - | - | 469 |
| M Inovação - Fundo de Capital de Risco BCP Capital | - | 108 | - | - | - | - | 108 |
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. (Group) | - | 468,968 | 956,479 | 66,946 | 475,222 | 13 | 1,967,628 |
| Millennium bcp - Prestação de Serviços, A.C.E. | - | 4,321 | - | - | - | (2,331) | 1,990 |
| Millennium bcp Bank & Trust | 102,515 | - | - | - | - | - | 102,515 |
| Millennium bcp Imobiliária, S.A. | - | 797 | - | - | - | - | 797 |
| Millennium bcp Participações, S.G.P.S., Sociedade Unipessoal, Lda. | - | 74,349 | - | - | - | - | 74,349 |
| Millennium bcp Teleserviços - Serviços de Comércio Electrónico, S.A. | - | 332 | - | - | - | - | 332 |
| Millennium Fundo de Capitalização - Fundo de Capital de Risco | - | 83,581 | - | - | - | - | 83,581 |
| Mundotêxtil - Indústrias Têxteis, S.A. | - | 1,718 | - | - | - | - | 1,718 |
| MULTI 24 - Sociedade Imobiliária, S.A. | - | 79 | - | - | - | - | 79 |
| Nanium, S.A. | - | 7,900 | - | - | - | - | 7,900 |
| Propaço- Sociedade Imobiliária De Paço D'Arcos, Lda. | - | 95 | - | - | - | - | 95 |
| Sadamora - Investimentos Imobiliários, S.A. | - | 322 | - | - | - | - | 322 |
| S&P Reinsurance Limited | - | 2,468 | - | - | - | - | 2,468 |
| Servitrust - Trust Management Services S.A. | - | 618 | - | - | - | - | 618 |
| SIBS, S.G.P.S., S.A. | - | 7,348 | - | - | - | - | 7,348 |
| Sicit - Sociedade de Investimentos e Consultoria em | |||||||
| Infra-Estruturas de Transportes, S.A. | - | 1,753 | - | - | - | - | 1,753 |
| UNICRE - Instituição Financeira de Crédito, S.A. | 132 | - | - | - | - | - | 132 |
| 1,146,145 | 1,200,428 | 956,479 | 114,363 | 573,936 | 18,311 | 4,009,662 |
As at 31 December 2016, the associated company Millenniumbcp Ageas Grupo Segurador, S.G.P.S, S.A. holds 8,694,500 BCP shares in the amount of Euros 9,312,000.
As at 31 December 2017, the balances with subsidiary and associated companies included in Income items of the income statement, are as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Interest and | Other | Gains arising | ||||
| similar | Commissions | operating | from trading | |||
| income | income | income | activity | Dividends | Total | |
| Banco ActivoBank, S.A. | - | - | 30 | - | - | 30 |
| Banco de Investimento Imobiliário, S.A. | 1,670 | 1,549 | - | 40,465 | 14,860 | 58,544 |
| Banco Millennium Atlântico, S.A. | 7,607 | 880 | 85 | - | - | 8,572 |
| Banque BCP, S.A.S. | - | 2 | - | - | 2,844 | 2,846 |
| Banque Privée BCP (Suisse) S.A. | - | 984 | 99 | - | - | 1,083 |
| BCP Capital - Sociedade de Capital de Risco, S.A. | - | 1 | - | - | - | 1 |
| BCP Finance Bank Ltd | 314 | - | - | 354 | - | 668 |
| BCP International, B.V. | - | - | - | - | 20,759 | 20,759 |
| BCP Investment, B.V. | 2,618 | - | - | - | 28,619 | 31,237 |
| Bichorro – Empreendimentos Turísticos e Imobiliários S.A. | 111 | - | - | - | - | 111 |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 1 | 104 | 10,442 | - | - | 10,547 |
| Domus Capital – Fundo Especial de Investimento | ||||||
| Imobiliário Fechado | 55 | 8 | - | - | - | 63 |
| DP Invest – Fundo Especial de Investimento Imobiliário Fechado | - | 7 | - | - | - | 7 |
| Finalgarve- Sociedade de Promoção Imobiliária Turística, S.A. | 4 | - | - | - | - | 4 |
| Fundial – Fundo Especial de Investimento Imobiliário Fechado | - | 7 | - | - | - | 7 |
| Fundipar – Fundo Especial de Investimento Imobiliário Fechado | - | 36 | - | - | - | 36 |
| Fundo de Investimento Imobiliário Fechado Gestimo | - | 15 | - | - | - | 15 |
| Fundo de Investimento Imobiliário Gestão Imobiliária | - | 2 | - | - | - | 2 |
| Fundo de Investimento Imobiliário Imorenda | - | 173 | - | - | - | 173 |
| Fundo de Investimento Imobiliário Imosotto Acumulação | - | 237 | - | - | - | 237 |
| Fundo Especial de Investimento Imobiliário Fechado Intercapital | - | 6 | - | - | - | 6 |
| Fundo Especial de Investimento Imobiliário Fechado Sand Capital | - | 27 | - | - | - | 27 |
| Fundo Especial de Investimento Imobiliário Fechado Stone Capital | - | 23 | - | - | - | 23 |
| Fundo Especial de Investimento Imobiliário Oceânico II | - | 46 | - | - | - | 46 |
| Funsita - Fundo Especial de Investimento Imobiliário Fechado | - | 12 | - | - | - | 12 |
| Grand Urban Investment Fund - Fundo Especial de Investimento Imobiliário Fechado | - | 22 | - | - | - | 22 |
| Bank Millennium (Poland) Group | 1 | 33 | - | - | - | 34 |
| Imoport - Fundo de Investimento Imobiliário Fechado | - | 11 | - | - | - | 11 |
| Interfundos Gestão de Fundos de Investimento Imobiliários, S.A. | - | 304 | 150 | - | 4,444 | 4,898 |
| Irgossai - Urbanização e construção, S.A. | 3 | - | - | - | - | 3 |
| Magellan Mortgages No. 2 PLC | 1,032 | 133 | - | - | - | 1,165 |
| Magellan Mortgages No. 3 PLC | 5,406 | 475 | - | - | - | 5,881 |
| Millennium bcp Bank & Trust | - | - | - | 206 | - | 206 |
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. (Group) | 270 | 54,398 | 239 | - | - | 54,907 |
| Millennium bcp Imobiliária, S.A. | - | 2 | - | - | - | 2 |
| Millennium bcp - Prestação de Serviços, A.C.E. | - | 137 | 4,986 | - | - | 5,123 |
| Millennium bcp Teleserviços - Serviços de Comércio Electrónico, S.A. | - | - | - | - | 222 | 222 |
| Millennium Fundo de Capitalização - Fundo de Capital de Risco | - | 17 | - | - | - | 17 |
| Monumental Residence - Investimentos Imobiliários, S.A. | 2,979 | - | 1 | - | - | 2,980 |
| MR – Fundo Especial de Investimento Imobiliário Fechado | - | 14 | - | - | - | 14 |
| MULTI 24 - Sociedade Imobiliária, S.A. | 100 | 1 | - | - | - | 101 |
| Multiusos Oriente - Fundo Especial de Investimento Imobiliário Fechado | 4 | 42 | - | - | - | 46 |
| Mundotêxtil - Indústrias Têxteis, S.A. | 141 | 48 | - | - | - | 189 |
| Predicapital – Fundo Especial de Investimento | ||||||
| Imobiliário Fechado | - | 15 | - | - | - | 15 |
| Sadamora - Investimentos Imobiliários, S.A. | - | 19 | - | - | - | 19 |
| Setelote-Aldeamentos Turísticos, S.A. | 1 | - | - | - | - | 1 |
| SIBS, S.G.P.S., S.A. | - | 6 | - | - | - | 6 |
| Sicit - Sociedade de Investimentos e Consultoria em | ||||||
| Infra-Estruturas de Transportes, S.A. | - | 1 | - | - | 50 | 51 |
| UNICRE - Instituição Financeira de Crédito, S.A. | 541 | 1,246 | 2 | - | 278 | 2,067 |
| 22,858 | 61,043 | 16,034 | 41,025 | 72,076 | 213,036 |
As at 31 December 2016, the balances with subsidiary and associated companies included in Income items of the income statement, are as follows:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Interest and | Other | Gains arising | |||
| similar | Commissions | operating | from trading | ||
| income | income | income | activity | Total | |
| ACT-C-Indústria de Cortiças, S.A. | 1 | - | - | - | 1 |
| Banco ActivoBank, S.A. | - | - | 139 | - | 139 |
| Banco de Investimento Imobiliário, S.A. | 2,575 | 88 | - | 31,304 | 33,967 |
| Banco Millennium Atlântico, S.A. | 6,474 | 192 | - | - | 6,666 |
| Banque BCP, S.A.S. | - | 2 | - | - | 2 |
| Banque BCP (Luxembourg), S.A. | - | 3 | - | - | 3 |
| Banque Privée BCP (Suisse) S.A. | - | 923 | 129 | - | 1,052 |
| BCP Finance Bank Ltd | 359 | - | - | 513 | 872 |
| BCP Investment, B.V. | 2,722 | - | - | - | 2,722 |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 1 | 46 | 9,382 | - | 9,429 |
| DP Invest – Fundo Especial de Investimento Imobiliário Fechado | - | 7 | - | - | 7 |
| Fundial – Fundo Especial de Investimento Imobiliário Fechado | - | 8 | - | - | 8 |
| Fundipar – Fundo Especial de Investimento Imobiliário Fechado | - | 37 | - | - | 37 |
| Fundo de Investimento Imobiliário Fechado Gestimo | - | 24 | - | - | 24 |
| Fundo de Investimento Imobiliário Gestão Imobiliária | - | 2 | - | - | 2 |
| Fundo de Investimento Imobiliário Imorenda | - | 172 | - | - | 172 |
| Fundo de Investimento Imobiliário Imosotto Acumulação | - | 228 | - | - | 228 |
| Fundo Especial de Investimento Imobiliário Fechado Intercapital | - | 6 | - | - | 6 |
| Interfundos Gestão de Fundos de Investimento Imobiliários, S.A. | - | 305 | 121 | - | 426 |
| Fundo Especial de Investimento Imobiliário Fechado Sand Capital | - | 6 | - | - | 6 |
| Fundo Especial de Investimento Imobiliário Fechado Stone Capital | - | 6 | - | - | 6 |
| Fundo Especial de Investimento Imobiliário Oceânico II | - | 46 | - | - | 46 |
| Funsita - Fundo Especial de Investimento Imobiliário Fechado | - | 16 | - | - | 16 |
| Grand Urban Investment Fund - Fundo Especial de Investimento Imobiliário Fechado | - | 22 | - | - | 22 |
| Bank Millennium (Poland) Group | 13 | 165 | - | - | 178 |
| Imoport - Fundo de Investimento Imobiliário Fechado | - | 24 | - | - | 24 |
| Magellan Mortgages No. 2 PLC | 1,212 | 155 | - | - | 1,367 |
| Magellan Mortgages No. 3 PLC | 4,214 | 523 | - | - | 4,737 |
| Millennium bcp Bank & Trust | - | - | - | 1,908 | 1,908 |
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. (Group) | 167 | 52,222 | 235 | - | 52,624 |
| Millennium bcp Imobiliária, S.A. | - | 20 | - | - | 20 |
| Millennium bcp - Prestação de Serviços, A.C.E. | - | 105 | 5,900 | - | 6,005 |
| Millennium Fundo de Capitalização - Fundo de Capital de Risco | - | 16 | - | - | 16 |
| Monumental Residence - Investimentos Imobiliários, S.A. | - | - | 1 | - | 1 |
| MULTI 24 - Sociedade Imobiliária, S.A. | 32 | - | - | - | 32 |
| Multiusos Oriente - Fundo Especial de Investimento Imobiliário Fechado | 1 | 43 | - | - | 44 |
| Nanium, S.A. | 302 | 138 | - | - | 440 |
| Sadamora - Investimentos Imobiliários, S.A. | - | 13 | - | - | 13 |
| SIBS, S.G.P.S., S.A. | - | 6 | - | - | 6 |
| UNICRE - Instituição Financeira de Crédito, S.A. | 226 | 1,095 | - | - | 1,321 |
| 18,299 | 56,664 | 15,907 | 33,725 | 124,595 |
As at 31 December 2017, the balances with subsidiary and associated companies included in Expenses items of the income statement, are as follows:
| (Thousands of euros) | |||||||
|---|---|---|---|---|---|---|---|
| Interest expense | Other | Losses arising | |||||
| and similar | Commissions | operating | Administrative from trading | ||||
| charges | expense | costs | costs | activity | Total | ||
| Banco ActivoBank, S.A. | 477 | 14,262 | (16) | (22) | - | 14,701 | |
| Banco de Investimento Imobiliário, S.A. | 569 | 2,808 | (16) | 57 | 41,955 | 45,373 | |
| Banco Millennium Atlântico, S.A. | 396 | 3 | - | - | - | 399 | |
| Banque BCP, S.A.S. | 1,476 | - | - | - | - | 1,476 | |
| BCP Capital - Sociedade de Capital de Risco, S.A. | 186 | - | - | (25) | - | 161 | |
| BCP Finance Bank Ltd | 13,415 | - | - | - | 320 | 13,735 | |
| BCP Finance Company, Ltd | 1,243 | - | - | - | - | 1,243 | |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 140 | 7 | - | - | - | 147 | |
| Finalgarve- Sociedade de Promoção Imobiliária Turística, S.A. | 1 | - | - | - | - | 1 | |
| Fiparso- Sociedade Imobiliária Lda. | - | - | (1,389) | - | - | (1,389) | |
| Fundo de Investimento Imobiliário Gestão Imobiliária | - | - | - | 9 | - | 9 | |
| Fundo de Investimento Imobiliário Imorenda | 3 | - | - | 6,806 | - | 6,809 | |
| Fundo de Investimento Imobiliário Imosotto Acumulação | 3 | - | - | 2,019 | - | 2,022 | |
| Bank Millennium (Poland) Group | 2 | 37 | - | - | - | 39 | |
| Interfundos Gestão de Fundos de Investimento Imobiliários, S.A. | 5 | - | - | - | - | 5 | |
| Irgossai - Urbanização e construção, S.A. | - | - | 265 | - | - | 265 | |
| Millennium bcp Bank & Trust | 2,144 | - | - | - | 240 | 2,384 | |
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. (Group) | 50,200 | 4 | - | (8) | - | 50,196 | |
| Millennium bcp - Prestação de Serviços, A.C.E. | - | - | 13 | 20,278 | - | 20,291 | |
| Millennium bcp Imobiliária, S.A. | - | - | - | 36 | - | 36 | |
| Millennium bcp Teleserviços - Serviços de Comércio Electrónico, S.A. | - | - | - | 15 | - | 15 | |
| Millennium Fundo de Capitalização - Fundo de Capital de Risco | 238 | - | - | - | - | 238 | |
| MULTI 24 - Sociedade Imobiliária, S.A. | - | - | - | 13 | - | 13 | |
| Mundotêxtil - Indústrias Têxteis, S.A. | 1 | - | - | - | - | 1 | |
| Servitrust - Trust Management Services S.A. | 1 | - | - | - | - | 1 | |
| SIBS, S.G.P.S., S.A. | 4 | - | - | - | - | 4 | |
| Sicit - Sociedade de Investimentos e Consultoria em | |||||||
| Infra-Estruturas de Transportes, S.A. | 2 | - | - | - | - | 2 | |
| UNICRE - Instituição Financeira de Crédito, S.A. | - | 5 | - | 20 | - | 25 | |
| 70,506 | 17,126 | (1,143) | 29,198 | 42,515 | 158,202 |
As at 31 December 2016, the balances with subsidiary and associated companies included in Expenses items of the income statement, are as follows:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| Interest expense | Other | Losses arising | ||||
| and similar | Commissions | operating | Administrative from trading | |||
| charges | expense | costs | costs | activity | Total | |
| Banco ActivoBank, S.A. | 629 | 14,474 | - | (27) | - | 15,076 |
| Banco de Investimento Imobiliário, S.A. | 476 | 2,597 | - | - | 14,475 | 17,548 |
| Banco Millennium Atlântico, S.A. | 196 | - | - | - | - | 196 |
| Banque BCP, S.A.S. | 7,894 | - | - | - | - | 7,894 |
| BCP África, S.G.P.S., Lda. | 18 | - | - | - | - | 18 |
| BCP Capital - Sociedade de Capital de Risco, S.A. | 190 | - | - | (38) | - | 152 |
| BCP Finance Bank Ltd | 14,052 | - | - | - | 1,026 | 15,078 |
| BCP Finance Company, Ltd | 1,597 | - | - | - | - | 1,597 |
| BCP International, B.V. | 24 | - | - | - | - | 24 |
| BCP Investment, B.V. | 29 | - | - | - | - | 29 |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 20 | 5 | - | - | - | 25 |
| Bitalpart, B.V. | 4 | - | - | - | - | 4 |
| Fundo de Investimento Imobiliário Fechado Gestimo | 5 | - | - | - | - | 5 |
| Fundo de Investimento Imobiliário Gestão Imobiliária | 1 | - | - | - | - | 1 |
| Fundo de Investimento Imobiliário Imorenda | 7 | - | - | 7,056 | - | 7,063 |
| Fundo de Investimento Imobiliário Imosotto Acumulação | 6 | - | - | 1,910 | - | 1,916 |
| Fundo Especial de Investimento Imobiliário Fechado Intercapital | 1 | - | - | - | - | 1 |
| Fundo Especial de Investimento Imobiliário Fechado Sand Capital | 1 | - | - | - | - | 1 |
| Fundo Especial de Investimento Imobiliário Fechado Stone Capital | 1 | - | - | - | - | 1 |
| Fundo Especial de Investimento Imobiliário Oceânico II | 1 | - | - | - | - | 1 |
| Funsita - Fundo Especial de Investimento Imobiliário Fechado | 10 | - | - | - | - | 10 |
| Bank Millennium (Poland) Group | (2) | 30 | - | - | - | 28 |
| Imoport - Fundo de Investimento Imobiliário Fechado | 17 | - | - | - | - | 17 |
| Interfundos Gestão de Fundos de Investimento Imobiliários, S.A. | 5 | - | - | - | - | 5 |
| Millennium bcp Bank & Trust | 699 | - | - | - | 1,389 | 2,088 |
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. (Group) | 55,913 | 4 | - | 176 | - | 56,093 |
| Millennium bcp - Prestação de Serviços, A.C.E. | - | - | 4 | 21,507 | - | 21,511 |
| Millennium bcp Imobiliária, S.A. | - | - | - | 36 | - | 36 |
| Millennium bcp Teleserviços - Serviços de Comércio Electrónico, S.A. | - | - | - | 15 | - | 15 |
| Millennium Fundo de Capitalização - Fundo de Capital de Risco | 277 | - | - | - | - | 277 |
| MULTI 24 - Sociedade Imobiliária, S.A. | - | - | 3 | - | - | 3 |
| Nanium, S.A. | - | 1 | - | - | - | 1 |
| SIBS, S.G.P.S., S.A. | 11 | - | - | - | - | 11 |
| Sicit - Sociedade de Investimentos e Consultoria em | ||||||
| Infra-Estruturas de Transportes, S.A. | 4 | - | - | - | - | 4 |
| UNICRE - Instituição Financeira de Crédito, S.A. | 2 | 1 | - | - | - | 3 |
| 82,088 | 17,112 | 7 | 30,635 | 16,890 | 146,732 |
As at 31 December 2017, the Guarantees granted, Revocable and Irrevocable credit lines to subsidiary and associated companies, are as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Guarantees | Revocable | Irrevocable | ||
| granted | credit lines | credit lines | Total | |
| Banco de Investimento Imobiliário, S.A. | 79 | 61,244 | - | 61,323 |
| Banco Millennium Atlântico, S.A. | 7,200 | - | - | 7,200 |
| Banque Privée BCP (Suisse) S.A. | - | 200,000 | - | 200,000 |
| BCP Finance Bank Ltd | 108,850 | - | - | 108,850 |
| BCP Finance Company, Ltd | 59,910 | - | - | 59,910 |
| Bichorro – Empreendimentos Turísticos e Imobiliários S.A. | - | 66 | - | 66 |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 991 | - | - | 991 |
| Finalgarve- Sociedade de Promoção Imobiliária Turística, S.A. | - | 127 | - | 127 |
| Fiparso- Sociedade Imobiliária Lda. | - | 14 | - | 14 |
| Fundo de Investimento Imobiliário Imorenda | - | - | 1,513 | 1,513 |
| Fundo de Investimento Imobiliário Imosotto Acumulação | - | - | 695 | 695 |
| Bank Millennium (Poland) Group | 355 | - | - | 355 |
| Irgossai - Urbanização e construção, S.A. | - | 136 | - | 136 |
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. (Group) | 221 | 2 | - | 223 |
| Multiusos Oriente - Fundo Especial de Investimento Imobiliário Fechado | - | 441 | - | 441 |
| Mundotêxtil - Indústrias Têxteis, S.A. | 789 | 241 | - | 1,030 |
| Fundo Especial de Investimento Imobiliário Fechado Sand Capital | - | 107 | - | 107 |
| Setelote-Aldeamentos Turísticos, S.A. | - | 35 | - | 35 |
| SIBS, S.G.P.S., S.A. | 50 | - | - | 50 |
| Sicit - Sociedade de Investimentos e Consultoria em Infra-Estruturas de Transportes, S.A. | 22 | 17 | - | 39 |
| UNICRE - Instituição Financeira de Crédito, S.A. | - | 602 | - | 602 |
| 178,467 | 263,032 | 2,208 | 443,707 |
As at 31 December 2016, the Guarantees granted, Revocable and Irrevocable credit lines to subsidiary and associated companies, are as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Guarantees | Revocable | Irrevocable | ||
| granted | credit lines | credit lines | Total | |
| Banco de Investimento Imobiliário, S.A. | 79 | 59,433 | - | 59,512 |
| Banco Millennium Atlântico, S.A. | 768 | - | - | 768 |
| Banque Privée BCP (Suisse) S.A. | 500 | 200,000 | - | 200,500 |
| BCP Finance Bank Ltd | 223,850 | - | - | 223,850 |
| BCP Finance Company, Ltd | 59,910 | - | - | 59,910 |
| Bichorro – Empreendimentos Turísticos e Imobiliários S.A. | - | 274 | - | 274 |
| BIM - Banco Internacional de Moçambique, S.A.R.L. | 897 | - | - | 897 |
| Finalgarve- Sociedade de Promoção Imobiliária Turística, S.A. | - | 270 | - | 270 |
| Fundo de Investimento Imobiliário Imorenda | - | - | 1,513 | 1,513 |
| Fundo de Investimento Imobiliário Imosotto Acumulação | - | - | 695 | 695 |
| Bank Millennium (Poland) Group | 338 | - | - | 338 |
| Millenniumbcp Ageas Grupo Segurador, S.G.P.S., S.A. (Group) | 85 | - | - | 85 |
| Multiusos Oriente - Fundo Especial de Investimento Imobiliário Fechado | - | 676 | - | 676 |
| Mundotêxtil - Indústrias Têxteis, S.A. | - | 530 | - | 530 |
| Nanium, S.A. | - | 49 | - | 49 |
| SIBS, S.G.P.S., S.A. | - | 280 | - | 280 |
| Sicit - Sociedade de Investimentos e Consultoria em Infra-Estruturas de Transportes, S.A. | - | 17 | - | 17 |
| UNICRE - Instituição Financeira de Crédito, S.A. | - | 9,528 | - | 9,528 |
| 286,427 | 271,057 | 2,208 | 559,692 |
Under the scope of the Bank's insurance mediation activities, the remunerations from services rendering are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Life insurance | ||
| Saving products | 32,885 | 31,535 |
| Mortgage and consumer loans | 18,628 | 19,762 |
| Others | 31 | 34 |
| 51,544 | 51,331 | |
| Non - Life insurance | ||
| Accidents and health | 15,882 | 15,132 |
| Motor | 3,391 | 3,200 |
| Multi-Risk Housing | 5,968 | 5,855 |
| Others | 1,027 | 932 |
| 26,268 | 25,119 | |
| 77,812 | 76,450 |
The remuneration for insurance intermediation services were received through bank transfers and resulted from insurance intermediation with the subsidiary of Millenniumbcp Ageas Group (Ocidental - Companhia Portuguesa de Seguros de Vida, S.A.) and with Ocidental - Companhia Portuguesa de Seguros, S.A.
The Bank does not collect insurance premiums on behalf of Insurance Companies, or performs any movement of funds related to insurance contracts. Thus, there is no other asset, liability, income or expense to be reported on the activity of insurance mediation exercised by the Group, other than those already disclosed.
The receivable balances from insurance intermediation activity, by nature, are analysed as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Funds receivable for payment of life insurance commissions | 12,686 | 12,616 |
| Funds receivable for payment of non-life insurance commissions | 6,607 | 6,061 |
| 19,293 | 18,677 |
The commissions received by the Bank result from the insurance mediation contracts and investment contracts, under the terms established in the contracts. The mediation commissions are calculated given the nature of the contracts subject to mediation, as follows:
insurance contracts – use of fixed rates on gross premiums issued;
investment contracts – use of fixed rates on the responsibilities assumed by the insurance company under the commercialization of these products.
The balances with the Pension Fund included in Liabilities items of the consolidated balance sheet are as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Resources from customers | 323,795 | 348,815 |
| Subordinated debt | 41 | 128,876 |
| 323,836 | 477,691 |
During 2017, there were no transactions of financial assets between the Bank and the Pension Fund. During 2016, the Bank sold bonds to the pension fund in the amount of Euros 16,736,000.
During 2017 and 2016, the balances with the Pension Fund included in income and expense items of the consolidated income statement, are as follows:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Income | ||
| Commissions | 821 | 768 |
| Expenses | ||
| Interest expense and similar charges | 26 | 126 |
| Administrative costs | 887 | 824 |
| 913 | 950 |
The balance Administrative costs corresponds to the amount of rents incurred under the scope of Fund's properties which the tenant is the Bank.
As at 31 December 2017, the amount of Guarantees granted by the Bank to the Pension Fund amounted to Euros 5,000 (31 December 2016: Euros 5,000).
The Bank is subject to several risks during the course of its business.
The Bank's risk-management policy is designed to permanently ensure an adequate relationship between its own funds and the business it develops, as well as the corresponding evaluation of the risk/return profile by business line. Under this scope, the monitoring and control of the main types of financial risks to which the Bank's business is subject to – credit, market, liquidity and operational – is particularly relevant.
Credit – Credit risk is associated with the degree of uncertainty of the expected returns as a result of the inability either of the borrower (and the guarantor, if any) or of the issuer of a security or of the counterparty to an agreement to fulfil their obligations.
Market – Market risk reflects the potential loss inherent in a given portfolio as a result of changes in rates (interest and exchange) and/or in the prices of the various financial instruments that make up the portfolio, considering both the correlations that exist between these instruments and the respective volatilities.
Liquidity – Liquidity risk reflects the Group's inability to meet its obligations at maturity without incurring in significant losses resulting from the deterioration of the funding conditions (funding risk) and/or from the sale of its assets below market value (market liquidity risk).
Operational – Operational risk consists in the potential losses resulting from failures or inadequacies in internal procedures, persons or systems, and also in the potential losses resulting from external events.
Banco Comercial Português Board of Directors is responsible for the definition of the risk policy, including the approval of the principles and rules at the very highest level to be followed in risk management, as well as the guidelines dictating the allocation of capital to the business lines.
The Board of Directors, through the Audit Committee, ensures the existence of adequate risk control and of risk-management systems at Bank level and for each entity. The Board of Directors also approves the risk-tolerance level acceptable to the Bank, proposed by its Executive Committee.
The Risk Committee is responsible for monitoring the overall levels of risk incurred, ensuring that these are compatible with the goals and strategies approved for the business.
The Chief Risk Officer is responsible for the control of risks in all Group entities, for the identification of all risks to which the Bank activity is exposed and for the proposal of measures to improve risks control. The Chief Risk Officer also ensures that risks are monitored on an overall basis and that there is alignment of concepts, practices and goals in risk management. The activity of every entity included within the Banco Comercial Português consolidation perimeter is governed by the principles and decisions established centrally by the Risk Committee and the main subsidiaries are provided with Risk Office structures which are established in accordance with the risks inherent to their particular business. A Risk Control Commission has been set up at each relevant subsidiary, responsible for the control of risks at local level, in which the Chief Risk Officer takes part.
The Group Head of Compliance is responsible for implementing systems for monitoring the compliance with legal obligations and responsibilities to which the Bank is subject, as well, the prevention, monitoring and reporting of risks in organizational processes, which include, among others, the prevention and repression of money laundering, combating financing of terrorism, prevention of conflicts of interest, issues related to abuse of market and compliance with the disclosure requirements to customers.
Credit granting is based on a prior classification of the customers' risk and on a thorough assessment of the level of protection provided by the underlying collateral. In order to do so, a single risk-notation system has been introduced, the Rating Master Scale, based on the expected probability of default, allowing greater discrimination in the assessment of the customers and better establishment of the hierarchies of the associated risk.
The Rating Master Scale also identifies those customers that show a worsening credit capacity and, in particular, those classified as being in default. All rating and scoring models used by the Bank have been duly calibrated for the Rating Master Scale. The protectionlevel concept has been introduced as a crucial element of evaluation of the effectiveness of the collateral in credit-risk mitigation, leading to a more active collateralization of loans and to a better adequacy of pricing regarding the risk incurred.
The gross Bank's exposure to credit risk (original exposure) is presented in the following table:
| (Thousands of euros) | |||
|---|---|---|---|
| Risk items | 2017 | 2016 | |
| Central Governments or Central Banks | 5,047,298 | 4,284,363 | |
| Regional Governments or Local Authorities | 655,673 | 663,346 | |
| Administrative and non-profit Organisations | 169,848 | 370,189 | |
| Other Credit Institutions | 3,898,664 | 3,145,466 | |
| Retail and Corporate customers | 43,570,050 | 43,536,374 | |
| Other items (*) | 16,290,455 | 18,972,579 | |
| 69,631,988 | 70,972,317 |
Note: gross exposures of impairment and amortization, in accordance with the prudential consolidation perimeter. Includes securitization positions.
(*) In addition to positions in equity, collective investment and securitization, the Other items contain other assets subject to credit risk in accordance with article 134 of the CRR.
On the risk evaluation of an operation or of a group of operations, the mitigation elements of credit risk associated to those operations are considered in accordance with the rules and internal procedures that fulfil the requirements defined by the regulations in force, also reflecting the experience of the loans recovery areas and the Legal Department opinions with respect to the entailment of the various mitigation instruments.
The collaterals and the relevant guarantees can be aggregated in the following categories:
personal guarantees, when the persons are classified with Risk Grade 7 or better;
credit derivatives.
The financial collaterals accepted are those that are traded in a recognized stock exchange, i.e., on an organized secondary market, liquid and transparent, with public bid-ask prices, located in countries of the European Union, United States, Japan, Canada, Hong Kong or Switzerland.
In this context, it is important to refer that the Bank's shares are not accepted as financial collaterals of new credit operations and are only accepted for the reinforcement of guarantees of existing credit operations, or in restructuring process associated to credit recoveries.
Regarding guarantees and credit derivatives, it can be applied the substitution principle by replacing the Risk Grade of the client by the Risk Grade of the guarantor, (if the Risk of Grade Degree of the guarantor is better than the client's), when the protection is formalized through:
State, Financial Institutions or Mutual Guarantee Societies guarantees exist;
personal guarantees (or, in the case of Leasing, there is a recovery agreement of the provider);
Credit derivatives;
Formalization of the clause of the contracting party in leasing contracts in which it is an entity that is in a relationship of dominion or group with the lessee.
An internal level of protection is attributed to all credit operations at the moment of the credit granting decision, considering the credit amount as well as the value and type of the collaterals involved. The protection level corresponds to the loss reduction in case of default that is linked to the various collateral types, considering their market value and the amount of the associated exposure.
In the case of financial collaterals, adjustments are made to the protection value by the use of a set of haircuts, in order to reflect the price volatility of the financial instruments.
In the case of real estate mortgages, the initial appraisal of the real estate value is done during the credit analysis and decision process.
Either the initial evaluations or the subsequent reviews carried out are performed by external expert valuers and the ratification process is centralized in the Appraisals Unit, which is independent of the clients' areas.
In any case, they are the subject to a written report, in a standardized digital format, based on a group of predefined methods that are aligned with the sector practices – income, replacement cost and/or market comparative - mentioning the obtained value, for both the market value and for purposes of the mortgage guarantee, depending on the type of the real estate. The evaluations have a declaration/certification of an expert valuer since 2008, as requested by Regulation (EU) 575/2013 and Law 153/2015 of 14 September and are ratified by the Appraisals Unit.
Regarding residential real estate, after the initial valuation and in accordance with Notice n. 5/2006 of Bank of Portugal and e CRR 575/2013, the Bank monitors the respective values through market indexes. If the index is lower than 0.9, the Bank revaluates choosing one of the following two methods:
i) - depreciation of the property by direct application of the index, if the amount owed does not exceed Euros 300,000; ii) - review of the property value by external valuators, depending on the value of the credit operation, and in accordance wit the established standards from ECB and Bank of Portugal.
For all non-residential real estate, the Bank also monitors its values through market indexes and to the regular valuation reviews in accordance with the Regulation (EU) 575/2013, in the case of offices, commercial spaces, warehouses and industrial premises.
For all real estate (residential or non-residential) for which the monitoring result in significant devaluation of the real estate value (more than 10%), a valuation review is subsequently carried out by an expert valuer, preserving the referred i) above.
For the remaining real estate (lan or country side buildings for example) there are no market indexes available for the monitoring of appraisal values, after the initial valuations. Therefore, for these cases and in accordance with the minimum periodicity established for the monitoring and reviewing of this type of real estate, valuation reviews are carried out by expert valuers.
The indexes currently used are supplied to the Bank by an external specialized entity that, for more than a decade, has been collecting and processing the data upon which the indexes are built.
In the case of financial collaterals, their market value is daily and automatically updated, through the IT connection between the collaterals management system and the relevant financial markets data.
As at 31 December 2017, the following table includes the fair value and the accounting net value of the properties arising from recovered loans, by asset and aging:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 Assets arising from recovered loans results (note 25) |
|||
| Value | |||
| Asset | of the asset | Book value | |
| Land | |||
| Urban | 527,824 | 484,750 | |
| Rural | 9,964 | 7,631 | |
| Buildings in development | |||
| Commercials | 5,246 | 4,640 | |
| Mortgage loans | 40,963 | 37,473 | |
| Constructed buildings | |||
| Commercials | 345,152 | 306,000 | |
| Mortgage loans | 589,527 | 528,474 | |
| Others | 320 | 123 | |
| 1,518,996 | 1,369,091 |
As at 31 December 2017, the following tables include the fair value and the accounting net value of the properties arising from recovered loans, by asset and by antiquity:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2017 | ||||||
| Past due since the lieu / execution | ||||||
| Number | >=1 year and | >=2.5 years and | ||||
| Asset | of properties (*) | <1 year | <2.5 years | <5 years | >=5 years | Total |
| Land | ||||||
| Urban | 1,749 | 44,164 | 312,587 | 79,834 | 48,165 | 484,750 |
| Rural | 211 | 2,019 | 3,132 | 929 | 1,551 | 7,631 |
| Buildings in development | ||||||
| Commercials | 41 | - | 1,303 | 758 | 2,579 | 4,640 |
| Mortgage loans | 287 | 8,392 | 21,241 | 4,504 | 3,336 | 37,473 |
| Constructed buildings | ||||||
| Commercials | 1,679 | 62,921 | 51,278 | 107,169 | 84,632 | 306,000 |
| Mortgage loans | 5,908 | 192,228 | 192,455 | 105,783 | 38,008 | 528,474 |
| Others | 5 | 14 | 9 | 100 | - | 123 |
| 9,880 | 309,738 | 582,005 | 299,077 | 178,271 | 1,369,091 |
(*) quantified by autonomous fraction
As at 31 December 2016, the following tables include the fair value and the accounting net value of the properties arising from recovered loans, by asset and by antiquity:
| (Thousands of euros) | ||
|---|---|---|
| 2016 | ||
| Assets arising from | ||
| recovered loans | ||
| results (note 25) | ||
| Value | ||
| Asset | of the asset | Book value |
| Land | ||
| Urban | 577,207 | 504,867 |
| Rural | 15,417 | 11,974 |
| Constructed buildings | ||
| Commercials | 218,852 | 189,304 |
| Mortgage loans | 650,202 | 559,334 |
| Others | 176,386 | 148,510 |
| 1,638,064 | 1,413,989 |
As at 31 December 2016, the following tables include the fair value and the accounting net value of the properties arising from recovered loans, by asset and by antiquity:
| (Thousands of euros) | ||||||
|---|---|---|---|---|---|---|
| 2016 | ||||||
| Past due since the lieu / execution | ||||||
| Number | >=1 year and | >=2.5 years and | ||||
| Asset | of properties (*) | <1 year | <2.5 years | <5 years | >=5 years | Total |
| Land | ||||||
| Urban | 1,776 | 194,207 | 203,366 | 58,786 | 48,508 | 504,867 |
| Rural | 181 | 7,196 | 1,527 | 906 | 2,345 | 11,974 |
| Constructed buildings | ||||||
| Commercials | 1,450 | 29,943 | 62,221 | 71,954 | 25,186 | 189,304 |
| Mortgage loans | 5,925 | 302,622 | 151,819 | 69,720 | 35,173 | 559,334 |
| Others | 383 | 16,894 | 26,446 | 64,144 | 41,026 | 148,510 |
| 9,715 | 550,862 | 445,379 | 265,510 | 152,238 | 1,413,989 |
(*) quantified by autonomous fraction
For the monitoring and control of market risk existing in the different portfolios, the Bank uses an integrated risk measure that includes the main types of market risks identified by the Group: generic risk, specific risk, non linear risk and commodities risk.
The measure used in the evaluation of generic market risk is the VaR (Value at Risk). The VaR is calculated on the basis of the analysis approximation defined in the methodology developed by RiskMetrics. It is calculated considering a 10-working day time horizon and a unilateral statistical confidence interval of 99%. The estimation of the volatility associated to each risk factor in the model assumes an historical approach (equally weighted), with a one year observation period.
A specific risk evaluation model is also applied to securities (bonds, shares, certificates, etc) and associated derivatives, for which the performance is directly related to its value. With the necessary adjustments, this model follows regulatory standard methodology.
Complementary measures are also used for other types of risk: a risk measure that incorporates the non-linear risk of options not covered in the VaR model, with a confidence interval of 99%, and a standard measure for commodities risks.
These measures are included in the market risk indicator of market risk with the conservative assumption of perfect correlation between the various types of risk.
Capital at risk values are determined both on an individual basis - for each portfolio of the areas having responsibilities in risk taking and management – and in consolidated terms, taking into account the effects of diversification between the various portfolios.
To ensure that the VaR model adopted is adequate to evaluate the risks involved in the positions held, a back testing process has been established. This is carried out on a daily basis and it confronts the VaR indicators with the actual results.
The following table shows the main indicators for these measures, for the trading portfolio:
| (Thousands of euros) | ||
|---|---|---|
| 2017 | 2016 | |
| Generic Risk ( VaR ) | 2,543 | 3,877 |
| Specific Risk | 99 | 439 |
| Non Linear Risk | 7 | 8 |
| Commodities Risk | 6 | 16 |
| Global Risk | 2,655 | 4,340 |
The assessment of the interest rate risk originated by the banking portfolio's operations is performed by a risk sensitivity analysis process carried out every month for all operations included in the Bank's balance sheet.
This analysis considers the financial characteristics of the contracts available in information systems. Based on this data, a projection for expected cash flows is made, according to the repricing dates and any prepayment assumptions considered.
Aggregation of the expected cash flows for each time interval and for each of the currencies under analysis, allows to calculate the interest rate gap per repricing period.
The interest rate sensitivity of the balance sheet, by currency, is calculated as the difference between the present value of the interest rate mismatch discounted at market interest rates and the discounted value of the same cash flows simulating parallel shifts of the market interest rates.
The following tables shows the expected impact on the banking books economic value of parallel shifts of the yield curve by +/- 100 and +/- 200 basis points, on each of the main currencies:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| 2017 | ||||
| Currency | - 200 pb (*) | - 100 pb (*) | + 100 pb | + 200 pb |
| CHF | 165 | 165 | 454 | 889 |
| EUR | (103,147) | (102,624) | 222,552 | 428,871 |
| PLN | (3,248) | (2,008) | 1,983 | 3,943 |
| USD | (20,033) | (9,880) | 9,457 | 18,477 |
| (126,263) | (114,347) | 234,446 | 452,180 |
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Currency | - 200 pb (*) | - 100 pb (*) | + 100 pb | + 200 pb | |
| CHF | 168 | 168 | 328 | 642 | |
| EUR | 12,984 | 19,704 | 68,427 | 133,741 | |
| PLN | (566) | (364) | 360 | 716 | |
| USD | (21,312) | (12,006) | 11,759 | 23,263 | |
| (8,726) | 7,502 | 80,874 | 158,362 |
(*) Decrease in rates scenario, limited to non-negative rates (which implies effective variations of lesser amplitude than 100 bp, especially in shorter periods).
The exchange rate risk of the banking book is transferred internally to the Trading area (Treasury), in accordance with the risk specialisation model followed by the Group for the management of the exchange rate risk of the Balance Sheet. The exposures to exchange rate risk that are not included in this transfer – the financial holdings in subsidiaries, in foreign currency - are covered by market operations, taking into account the policy defined and the availability and conditions of the instruments. On an individual basis hedge accounting is made for hedge investments on investments os subsisiries, by applying Fair Value Hedge.
The Bank applies, to hedge the foreign exchange risk of the partial investment made in foreign currency in Bank Millennium (Poland), the fair value hedge accounting model.
The amount of the investment subject to hedging is PLN 2,570,017,000 (31 December 2016: PLN 2,285,125,000), with the equivalent amount of Euros 615,484,000 (31 December 2016: Euros 518,134,000), with the hedging instrument in the same amount.
No ineffectiveness has been recognised as a result of the hedging operations, as referred in the accounting policy 1 d).
Regarding equity risk, the Group maintains a series of equity positions of a small size and low risk in the investment portfolio, which are not held for trading purposes. The management of these positions is carried out by a specific area of the Group, with the respective risk being controlled on a daily basis, through the indicators and limits defined for market risks.
The assessment of the Bank's liquidity risk is carried out on a regular basis using indicators defined by the supervisory authorities and other internal metrics for which exposure limits are also defined.
The evolution of the Banks's liquidity situation for short-term time horizons (of up to 3 months) is reviewed daily on the basis of two indicators internally defined: immediate liquidity and quarterly liquidity. These indicators measure the maximum fund-taking requirements that could arise on a single day, considering the cash-flow projections for periods of 3 days and of 3 months, respectively.
Calculation of these indicators involves adding, to the liquidity position of the day under analysis, the estimated future cash flows for each day of the respective time horizon (3 days or 3 months) for the set of transactions brokered by the markets areas, including the transactions with customers of the Corporate and Private networks that, due to its dimension, have to be quoted by the Trading Room. The amount of assets in the Bank's securities portfolio considered to be highly liquid is then added to the previously calculated amount, leading to the liquidity gap accumulated for each day of the period at stake.
In parallel, the evolution of the Bank's liquidity position is calculated on a regular basis, also identifying all the factors that justify the variations occurred. This analysis is submitted to the appreciation of the Capital and Assets and Liabilities Committee (CALCO), in order to enable the decision taking that leads to the maintenance of adequate financing conditions to business continuity.
In addition, the Risks Commission is responsible for controlling the liquidity risk. This control is reinforced with the monthly execution of stress tests, to characterize the Bank's risk profile and to ensure that the Group and each of its subsidiaries fulfill their obligations in the event of a liquidity crisis. These tests are also used to support the liquidity contingency plan and management decisions.
Considering the prudential criteria adopted by the Group for liquidity management, continued to receive particular attention, in addition to the reduction of market financing needs, particularly with the ECB, the active management of liquidity buffer provided by the portfolio of discountable assets at the ECB (or other Central Banks). In this line, the portfolio of discountable assets to the ECB finished the year of 2017 with a value of Euros 11,979,049,000, plus Euros 1,280,377,000 than 2016 figure, of which Euros 6,974,487,000 in the BCE policy monetary pool.
The eligible pool of assets for funding operations in the European Central Bank, net of haircuts, is detailed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| European Central Bank | 6,974,487 | 7,621,792 |
As at 31 December 2017, the amount discounted in the European Central Bank amounts to Euros 4,000,000,000 (31 December 2016: Euros 4,100,000,000).
The Bank structurally improved its liquidity profile by recording a credit transformation ratio on deposits calculated in accordance with Bank of Portugal Instruction No. 16/2004 on 31 December 2017 of 97% and on 31 December 2016 this ratio was set at 102%.
The analysis of the balance sheet items by maturity dates is as follows:
| (Thousands of euros) | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2017 | |||||||||
| Up to | 3 months to | 1 year to | Over | Undetermined | |||||
| At sight | 3 months | 1 year | 5 years | 5 years | maturity | Total | |||
| Assets | |||||||||
| Cash and deposits | |||||||||
| at Central Banks | 1,291,663 | - | - | - | - | - | 1,291,663 | ||
| Loans and advances to CI | |||||||||
| Repayable on demand | 156,460 | - | - | - | - | - | 156,460 | ||
| Other loans and advances | - | 827,992 | 479 | 410,340 | 15,000 | 661 | 1,254,472 | ||
| Loans and advances | |||||||||
| to customers | - | - | 7,014,981 | 4,422,859 | 22,146,897 | 2,557,338 | 36,142,075 | ||
| Financial assets (*) | - | 117,402 | 1,109,956 | 1,999,447 | 3,634,874 | 744,278 | 7,605,957 | ||
| Financial assets | |||||||||
| held to maturity | - | - | - | 224,768 | 118,017 | - | 342,785 | ||
| 1,448,123 | 945,394 | 8,125,416 | 7,057,414 | 25,914,788 | 3,302,277 | 46,793,412 | |||
| Liabilities | |||||||||
| Resources from CI | - | 1,335,169 | 325,156 | 4,784,375 | 1,380,351 | - | 7,825,051 | ||
| Resources from costumers | 16,661,108 | 7,323,921 | 9,585,853 | 1,452,345 | 14,200 | - | 35,037,427 | ||
| Debt securities issued | - | 104,637 | 213,859 | 1,288,926 | 765,890 | - | 2,373,312 | ||
| Subordinated debt | - | - | 94,359 | 524,904 | 298,583 | 86,928 | 1,004,774 | ||
| 16,661,108 | 8,763,727 | 10,219,227 | 8,050,550 | 2,459,024 | 86,928 | 46,240,564 |
(*) Financial assets held for trading, Other financial assets held for trading at fair value through profit or loss and Financial assets available for sale.
The approach to operational risk management is based on the business process struture and an end-to-end processes structure, both for business and business support processes. Process management is the responsibility of the Process Owners, who are the first parties responsible for the risks assessment and for strengthening the performance within the scope of their processes. Process Owners are responsible for the updating of all of the relevant documentation concerning the processes, for ensuring the effective adequacy of all of the existing controls through direct supervision or by delegation on the departments responsible for the controls in question, for coordinating and taking part in the risks self-assessment exercises and for detecting improvement opportunities and implementing improvements, including mitigating measures for the most significant exposures.
Within the operational risk model implemented in the Bank, there is a systematic process of capturing data on operational losses that systematically characterizes the loss events in terms of their causes and effects. From the analysis of the historical information and its relationships, processes involving greater risk are identified and mitigation measures are launched to reduce the critical exposures.
The contractual terms of instruments of wholesale funding encompass obligations assumed by entities belonging to the Group as debtors or issuers, concerning general duties of societary conduct, maintenance of banking activity and the inexistence of special guarantees constituted for the benefit of other creditors ("negative pledge"). These terms reflect essentially the standards internationally adopted for each type of instrument.
The terms of the Group's participation in securitization operations involving its own assets are subject to mandatory changes in case the Group stops respecting certain rating criteria. The criteria established in each transaction results mainly from the existing risk analysis at the moment that the transaction was set, being these methodologies usually applied by each rating agency in a standardised way to all the securitization transactions involving the same type of assets.
Regarding the Covered Bond Programs of Banco Comercial Português and Banco de Investimento Imobiliário that are currently underway, there are no relevant covenants related to a possible downgrade of the Bank.
The Millenniumbcp's own funds are determined according to the established regulation, in particular, according to Directive 2013/36/EU and Regulation (EU) 575/2013, approved by the European Parliament and the Council (CRD IV / CRR), and Banco de Portugal Notice No.6/2013.
Total capital includes tier 1 and tier 2. Tier 1 comprises common equity tier 1 (CET1) and additional tier 1.
Common equity tier 1 includes: (i) paid-up capital, share premium, hybrid instruments subscribed by the Portuguese State within the scope of the Bank's recapitalization process and not reimbursed, reserves and retained earnings and non-controlling interests; ii) and deductions related to own shares and loans to finance the acquisition of shares of the Bank, the shortfall of value adjustments and provisions to expected losses concerning risk‐weighted exposure amounts calculated according to the IRB approach and goodwill and other intangible assets. Reserves and retained earnings are adjusted by the reversal of unrealised gains and losses on cash-flow hedge transactions and on financial liabilities valued at fair value through profits and losses, to the extent related to own credit risk. The minority interests are only eligible up to the amount of the Group's capital requirements attributable to the minorities. In addition, the deferred tax assets arising from unused tax losses carried forward are deducted, as well as the deferred tax assets arising from temporary differences relying on the future profitability and the interests held in financial institutions and insurers of at least 10%, in this case only in the amount that exceeds the thresholds of 10% and 15% of the common equity tier 1, when analysed on an individual and aggregated basis, respectively.
Additional tier 1 comprises preference shares and hybrid instruments that are compliant with the issue conditions established in the Regulation and minority interests related to minimum additional capital requirements of institutions that are not totally owned by the Group.
Tier 2 includes the subordinated debt that is compliant with the Regulation and the minority interests related to minimum total capital requirements of institutions that are not totally owned by the Group. Additionally, Tier 2 instruments held in financial institutions and insurers of at least 10% are deducted.
The legislation stipulates a transitional period between the own funds calculated under national law until 31 December 2013, and own funds estimated according to communitarian law, in order to exclude some elements previously considered (phase-out) and include new elements (phase-in). The transitional period for the majority of the elements will last until the end of 2017, with the exception of the deferred tax already recorded on the balance sheet of January 1, 2014, and the subordinated debt and all the hybrid instruments not eligible to own funds, according to the new regulation, that have a longer period ending in 2023 and 2021, respectively.
According to the regulatory framework, financial institutions should report common equity tier 1, tier 1 and total capital ratios of at least 7%, 8.5% and 10.5%, respectively, including a 2.5% conservation buffer, but benefiting from a transitional period that will last until the end of 2018.
The Millenniumbcp has adopted the methodologies based on internal rating models (IRB) for the calculation of capital requirements for credit and counterparty risk, covering a substantial part of both its retail portfolio and its corporate portfolio. The Millenniumbcp has adopted the advanced approach (internal model) for the coverage of trading portfolio's general market risk and the standard method was used for the purposes of operating risk coverage.
The own funds and the capital requirements determined according to the methodologies CRD IV / CRR (phased-in) previously referred , are the following:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | 2016 | ||
| Common equity tier 1 (CET1) | |||
| Ordinary share capital | 5,600,738 | 4,268,818 | |
| Share Premium | 16,471 | 16,471 | |
| Other capital (State aid) | - | 700,000 | |
| Reserves and retained earnings | 309,136 | 163,334 | |
| Regulatory adjustments to CET1 | (959,028) | (486,436) | |
| 4,967,317 | 4,662,187 | ||
| Tier 1 | |||
| Capital Instruments | 1,461 | 1,753 | |
| Regulatory adjustments | (1,461) | (1,753) | |
| 4,967,317 | 4,662,187 | ||
| Tier 2 | |||
| Subordinated debt | 584,186 | 397,833 | |
| Others | (115,769) | (80,640) | |
| 468,417 | 317,193 | ||
| Total own funds | 5,435,734 | 4,979,380 | |
| RWA - Risk weighted assets | |||
| Credit risk | 29,533,569 | 29,761,348 | |
| Market risk | 981,291 | 702,411 | |
| Operational risk | 2,248,553 | 1,939,075 | |
| CVA | 177,715 | 283,520 | |
| 32,941,128 | 32,686,354 | ||
| Capital ratios | |||
| CET1 | 15.1% | 14.3% | |
| Tier 1 | 15.1% | 14.3% | |
| Tier 2 | 1.4% | 1.0% | |
| Total | 16.5% | 15.2% |
At the date of approval of these financial statements, the following accounting standards, interpretations, amendments and revisions were endorsed by the European Union with mandatory application for the financial year of the Bank started on 1 January 2017:
These amendments clarify the conditions for recognition and measurement of tax assets resulting from unrealized losses.
There were no significant effects on the Bank's financial statements as at 31 December 2017 resulting from the adoption of amendments to this standard.
These amendments introduce additional disclosures related to the cash flows from financing activities.
There were no significant effects on the Bank's financial statements as at 31 December 2017 resulting from the adoption of amendments to this standard.
The following standards, interpretations, amendments and revisions, with mandatory application in future financial years, were, as of the date of approval of these financial statements, endorsed by the European Union:
This standard is included in the draft revision of IAS 39 and establishes the new requirements regarding the classification and measurement of financial assets and liabilities, the methodology for calculating impairment and for the application of hedge accounting rules.
IFRS 9 - Financial Instruments was endorsed by EU in November 2016 and come into force for periods beginning on or after 1 January 2018. IFRS 9 will replace IAS 39 - Financial Instruments: Recognition and Measurement and will provide new requirements in accounting for financial instruments with significant changes specifically regarding impairment requirements. For this reason it is a standard that has been subject to a detailed and complex implementation process that has involved all the key stakeholders in order to understand the impacts and the changes in processes, governance and business strategy that may involve.
The requirements provided by IFRS 9 are, in general, applied retrospectively by adjusting the opening balance at the date of initial application.
Banco Comercial Português ('Group') has been working on this process since 2016 and has launched in this context a project supervised by a Steering Committee involving members of the Executive Committee that is responsible for making key decisions regarding the requirements defined by IFRS 9 and by monitoring the status of the process, of analysing and implementing this new standard. The main departments involved in the project are Risk-Office, Planning, Treasury, Operations, Accounting Department, Credit Departments, Recovery Department and IT Department. The Independent validation unit and the Internal Audit division are also part of the project, namely in the component of its validation, currently ongoing.
In July 2014, the IASB issued the final version of IFRS 9 - Financial Instruments. IFRS 9 is effective for periods that begin on or after 1 January 2018, with early adoption permission and will replace IAS 39 Financial Instruments: Recognition and Measurement.
In October 2017, the IASB issued the document "Prepayment features with negative compensation "(amendments to IFRS 9). The changes are effective for annual periods beginning on January 1, 2019, with early adoption allowed.
The Bank will apply IFRS 9 as issued in July 2014 and adopt in advance the changes meanwhile made to IFRS 9 in the period beginning on 1 January 2018. According to preliminary assessments made based on the information available on this date, the estimated preliminary impact (before taxes) of the adoption of IFRS 9 in the Bank's equity with reference to 1 January 2018 is approximately Euros 166,927,000, representing:
reduction of approximately Euros 159,014,000 related to impairment requirements; and
reduction of approximately Euro 7,913,000 related to changes in classification and measurement, which are not related to impairment.
This assessment, although preliminary, since the transition process to IFRS 9 is not yet finalized, is the best expectation of the impact of adopting the standard on this date. The current impact of the adoption of IFRS 9 on 1 January 2018 may be subject to changes, as:
IFRS 9 requires the Bank to review its accounting procedures and internal control mechanisms, which is not yet finalized;
although the Bank has made a parallel in the second semester of 2017, changes in IT systems and associated controls have not yet reached an advanced stage of maturity;
the Bank did not finalize the validation of existing controls in its IT system or complete the changes in its governance structure;
the Bank is refining and finalizing the Expected Credit Loss (ECL) calculation models;
the policies, assumptions, decisions and calculation methods are subject to change until the publication of the audited financial statements for the year 2018; and
there is currently a legal vacuum regarding the tax treatment of the transition adjustment to IFRS9.
IFRS 9 contains a new classification and measurement approach for financial assets that reflects the business model used in asset management, as well as the characteristics of the respective contractual cash flows.
IFRS 9 includes three main categories of classification for financial assets: assets measured at amortized cost, assets measured at fair value through Other comprehensive income (FVOCI) and assets measured at fair value through profit or loss (FVTPL). Consequently, the folowing categories of IAS 39 Held to Maturity, Loans and Receivables, Available for Sale and Held for trading" are eliminated.
A financial asset is measured at amortized cost if it meets at the same time with the following characteristics and if it is not assigned to the FVTPL by option (use of Fair Value Option):
the financial asset is held in a business model whose main objective is the holding of assets to collect their contractual cash flows (HTC - Held to collect); and
their contractual cash flows occur on specific dates and correspond only to payments of principal and interest on the SPPI (Solely Payments of Principal and Interest).
A financial asset is measured at the FVOCI if it simultaneously meets the following characteristics and is not assigned at FVTPL by option (use of Fair Value Option):
the financial asset is held in a business model which the purpose is to collect its contractual cash flows and the sale of this financial asset (Held to collect and Sell); and
contractual cash flows occur on specific dates and correspond only to payments of principal and interest on the outstanding amount (SPPI).
In the initial recognition of an equity instrument that is not held for trading, the Bank may irrevocably designate it at FVOCI. This designation is made on a case-by-case basis, investment by investment. This option is available for financial instruments that comply with the definition of capital provided for in IAS 32 and cannot be used for financial instruments whose classification as an equity instrument, within the scope of the issuer is made under the exceptions provided for in paragraphs 16A and 16D of IAS 32.
All financial assets that are not measured, according to the criteria described above, at amortized cost or at FVOCI, are measured at FVTPL. In addition, at initial recognition, the Bank may irrevocably designate a financial asset, which otherwise meets the requirements to be measured at amortized cost or at FVOCI, such as FVTPL, if the designation eliminates significantly the accounting mismatch that would otherwise exist (Fair value option).
A financial asset is classified in one of these categories on initial recognition. See point (VIII) below, alluding to the transition requirements related to the classification of financial assets.
Under IFRS 9, embedded derivatives in financial assets are not separated for classification purposes, so a hybrid instrument is evaluated as a whole.
With reference to 1 January 2018, the Bank carried out an evaluation of the business model in which the financial instrument is held at the portfolio level, since this approach reflects the best way in which assets are managed and how that information is available to the management. The information considered in this evaluation included:
the policies and purposes established for the portfolio and the practical operability of these policies, including how the management strategy focuses on receiving contractual interest, maintaining a certain interest rate profile, adjusting the duration of financial assets to the duration of liabilities that finance these assets or in the realization of cash flows through the sale of the assets;
how the performance of the portfolio is evaluated and reported to the Bank's management;
-the evaluation of the risks that affect the performance of the business model (and of the financial assets held under this business model) and the way these risks are managed;
the remuneration of business managers – e.g. in which way the compensation depends on the fair value of the assets under management or contractual cash flows received; and
the frequency, volume and frequency of sales in previous periods, the reasons for those sales and the expectations about future sales. However, sales information should not be considered in isolation but as part of an overall assessment of how the Bank establishes financial asset management objectives and how cash flows are obtained.
Financial assets held for trading and financial assets managed and evaluated at fair value through option (Fair Value Option) will be measured at FVTPL because they are not held either for the collection of contractual cash flows (HTC) or for the collection of cash flows and sale of these financial assets (HTC and Sell).
For the purposes of this assessment, "capital" is defined as the fair value of the financial asset at initial recognition. "Interest" is defined as the counterparty for the time value of money, the credit risk associated with the amount owed over a given period of time and for other risks and costs associated with the activity (e.g. liquidity risk and administrative costs), and as a profit margin.
In the evaluation of the financial instruments in which contractual cash flows refer exclusively to the receipt of principal and interest, the Bank considered the original contractual terms of the instrument. This evaluation included the analysis of the existence of situations in which the contractual terms can modify the periodicity and the amount of the cash flows so that they do not fulfill the SPPI condition. In the evaluation process, the Bank considered that:
contingent events that may change the periodicity of the cash flows;
characteristics that result in leverage;
prepayment and extension of maturity clauses;
clauses that may limit the right of the Bank to claim cash flows in relation to specific assets (e.g. contracts with – clauses which prevent access to assets in case of default - non-recourse asset); and
characteristics that may change the time value of money.
A contract with the possibility of early payment is consistent with the SPPI criterion, if the amount of prepayment represent the unpaid amounts of principal and interest on the amount of principal outstanding (accrual), and may also include reasonable compensation for anticipatory payment (i.e. administrative cost or servicing fee incurred by early termination of the contract).
In addition, an advance payment is consistent with the SPPI criterion if (i) the financial asset is acquired or originated with a premium or discount in relation to the contractual nominal value, (ii) the prepayment represents substantially the nominal amount of the contract plus accrued contractual interest , but not paid (may include reasonable compensation for prepayment); and (iii) the prepaid fair value is insignificant at initial recognition
The standard will have an impact at the level of the classification of the financial assets held as at1 January 2018, as follows:
Held for Trading and Derivatives held for risk management, which are classified as "Held-for-Trading" and measured at FVTPL under IAS 39, will be measured at FVTPL under IFRS 9;
Loans and advances to customers and to Financial Institutions measured at amortized cost under IAS 39 will be
generally measured at amortized cost under IFRS 9;
Investments in held-to-maturity securities, measured at amortized cost under IAS 39, will also be measured, generally, at amortized cost under IFRS 9;
Investments in debt securities that are classified as available for sale under IAS 39 may, under IFRS 9, be measured at amortized cost, FVOCI or FVTPL, depending on certain circumstances;
Loans to customers and investment securities that are measured at fair value option under IAS 39 will be measured at FVTPL under IFRS 9;
Most of the equity instruments that are classified as available for sale under IAS 39 will be measured at FVTPL under IFRS 9. However, some of these equity instruments are held under a long-term strategic investment and will be designated at FVOCI, on 1 January 2018.
Based on this analysis and in the strategy defined, no material changes are estimated at the level of the measurement associated with financial assets of the Bank (financial assets measured at amortized cost versus financial assets measured at fair value) with the impact on the transition to IFRS 9.
IFRS 9 replaces the "loss incurred" model in IAS 39 by a forward-looking model of "expected credit losses (ECL)", which considers expected losses over the life of financial instruments. Thus, in the determination of ECL, macroeconomic factors are considered as well as other forward looking information, whose changes impact expected losses.
The new impairment model is applicable to the following set of Bank's instruments, which are not at FVTPL:
financial assets classified as debt instruments;
commitments and financial guarantees granted (for which impairment was calculated in accordance with IAS 37 - Provisions, Liabilities and Contingent Assets).
Financial instruments subject to impairment will be divided into three stages based on its level of credit risk as follow:
Stage 1: without significant increase in credit risk from the moment of initial recognition. In this case, impairment will reflect expected credit losses arising from defaults over the 12 months from the reporting date.
Stage 2: instruments in which it is considered that a significant increase in credit risk since initial recognition but for which there is still no objective evidence of impairment and interests are recognised. In this case, the impairment will reflect the expected losses from defaults over the residual life period of the financial instrument.
Stage 3: instruments for which there is objective evidence of impairment in sequence of events that result in a loss and interests are recognised. In this case, the impairment value will reflect the expected losses for credit risk over the expected residual life of the instrument.
The impairment requirements of IFRS 9 are complex and require Management decisions, estimates and assumptions, particularly in following areas:
Under the scope of IFRS 9, impairment is not recognised in equity instruments registered at FVOCI, and the respective gains/losses accumulated in the fair value reserve transferred to retained earnings on the disposal moment.
ECLs are weighted estimates of credit losses that will be determined as follows:
Financial assets with no signs of impairment at the reporting date: the present value of the difference between the contractual cash flows and the cash flows that the Bank expects to receive;
Financial assets with impairment at the reporting date: the difference between the gross book value and the present value of the estimated cash flows;
Unused credit commitments: the present value of the difference between the resulting contractual cash flows if the commitment is made and the cash flows that the Bank expects to receive;
Financial guarantees: the present value of expected repayments, less the amounts that the Group expects to recover.
IFRS 9 defines financial assets with impairment signals similar to impaired financial assets in accordance with IAS 39.
Under IFRS 9, the Bank will consider its financial assets to be in default by applying the same definition that is applied for regulatory purposes.
A credit, including capital, interest and expense components, are considered in default when there is a non-compliance of a contractual credit obligation or if an authorized limit has been exceeded and previously communicated to the customer's settlement.
Under IFRS 9, in order to determine whether there has been a significant increase in credit risk (i.e. default risk) since the initial recognition of the financial instrument, the Bank will consider relevant information that is available with no costs and/or excessive effort, including both quantitative and qualitative information as well as an analysis based on Bank history, expert judgment and forward-looking.
Under the scope of IFRS 9, the identification of a significant increase in credit risk should be performed by comparing:
The Bank will monitor the effectiveness of the criteria used to identify the significant increase in credit risk.
According to the current management of the Bank's credit risk, each costumer, and consequently its exposures, is allocated a degree of risk from its master scale (see note 46).
The Bank will use these risk grades as a key factor in identifying the significant increase in credit risk under IFRS 9.
The main inputs used to measure ECLs on a collective basis should include the following variables:
These parameters will be obtained through internal statistical models, and other relevant historical data, taking into account existing regulatory models and adjusted to reflect information forward-looking information.
PDs are estimated based on a certain historical period, and will be calculated based on statistical models. These models are based on internal data including both quantitative and qualitative factors. If there is a change in the risk of the counterparty or exposure, the estimate of the associated PD will also vary. The PDs will be calculated considering the contractual maturities of exposures.
The risk degrees will be a highly relevant input for determining the PDs associated with each exposure. The Bank will collect performance and default indicators on its credit risk exposures with analyses by type of customers and products.
LGD is the magnitude of the loss that is expected to occur if exposure goes into default. The Bank estimates the LGD parameters based on the historical recovery rates after entry into counterparty defaults. The LGD models consider the associated collaterals, the counterparty activity sector, the default time, as well as the recovery costs. In the case of contracts secured by real estate, it is expected that the LTV (loan-to-value) ratios are a parameter of high relevance in the determination of LGD.
The EAD represents the expected exposure if the exposure and / or customer defaults. The Bank obtains the EAD values from the counterparty's current exposure and potential changes to its current value as a result of the contractual conditions, including amortizations and prepayments. For commitments and financial guarantees, the value of the EAD will consider both the amount of credit used and the expectation of future potential value that may be used in accordance with the agreement.
As described above, with the exception of financial assets that consider a 12-month PD as they do not present a significant increase in credit risk, the Bank will calculate the ECL value considering the risk of default during the contractual maturity period of the contract, even if, for the purpose of risk management, it is considered to be a longer period. The maximum contractual period shall be considered as the period up to the date on which the Bank has the right to require payment or end the commitment or guarantee.
Under IFRS 9, the Bank will incorporate forward-looking information both in its assessment of the significant risk increase and in the measurement of the ECL. The Bank projected the future evolution of the relevant macroeconomic variables based on the assessment of internal experts and other external data.
IFRS 9 generally maintains the requirements in IAS 39 regarding the classification of Financial Liabilities. However, under IAS 39 all fair value changes of financial liabilities designated to FVTPL (Fair Value Option) are recognized in the income statement, while under IFRS 9 these fair value changes will be presented as follows:
the amount related to the variation in the fair value attributable to changes in the credit risk of the liability will be presented in OCI; and
the remaining value of the change in fair value will be presented in profit or loss.
The Bank has adopted the Fair Value Option for some of its own issues which contain embedded derivatives or associated hedging derivatives, or when this designation eliminates or significantly reduces the accounting mismatch of operations. The fair value variations attributable to changes in the credit risk of these liabilities were recognised in profit or loss in 2017 under IAS 39. In adopting IFRS 9, these changes in fair value will be recognised in OCI and the amount recognised in OCI in each year will be variable. The accumulated amount recognised in OCI will be null if these liabilities are repaid at maturity.
IFRS 9 incorporates the requirements of IAS 39 for the derecognition of financial assets and liabilities without significant changes.
The Bank estimates an immaterial impact arising from the adoption of these new requirements.
The Bank does not estimate any significant impacts on the transition related to the application of hedge accounting.
IFRS 9 will require an extensive set of new disclosures, particularly with respect to hedge accounting, credit risk and ECLs that will be presented with the financial statements for the year 2018.
The Bank of Portugal issued guidelines on the transition requirements under the scope of the implementation of IFRS 9. These guidelines allow choosing between two approaches for the recognition of the impact of the adoption of the standard in the regulatory capital:
i) Transition period of the total impact over a 5-year period, based on the following percentages for some components: 5% in 2018, 15% in 2019, 30% in 2020, 50% in 2021 and 75% in 2022; ii) Recognition of the full impact on the date of adoption.
The Bank decided to adopt the first approach so that the impact of the adoption of IFRS 9 on the Bank's regulatory capital will be phased in accordance with the provisions listed above, in particular regarding the impact arising from the application of the new impairment requirements.
The full recognition of the preliminary impact of IFRS 9 in the Bank would lead to a decrease in the CET1 ratio as at 31 December 2017 from -36 basis points, including a negative change of Euros 130 million in CET1.
The adoption of the transition period results in a decrease in the CET1 ratio by 28 basis points on 31 December 2017, corresponding to a CET1 decrease of Euros 99 million.
Changes in accounting policies resulting from the application of IFRS 9 will generally be applied retrospectively, with the exception of the following:
The Bank will apply the exception that allows the non-restatement of prior period comparative information regarding classification and measurement changes (including impairment). Differences in the balance sheet values of financial assets and liabilities resulting from the adoption of IFRS 9 will be recognised in Reserves and retained earnings, as at 31 January 2018.
The following assessment was made based on the facts and circumstances that existed at the time of the initial application:
a) the determination of the business model in which the financial asset is held;
b) the designation and revocation of prior designations of certain financial assets and liabilities designated at FVTPL;
c) the designation of certain equity instruments that are not held for trading as FVOCI; and
d) for financial liabilities designated at FVTPL (Fair Value Option), to assess whether the presentation of the effects in the credit risk variations of the financial liabilities in OCI would create or increase an accounting mismatch in profit or loss.
If a debt security has low credit risk as at 1 January 2018, the Bank will determine whether the credit risk of the asset has not increased significantly from the initial recognition.
This standard introduces a principles-based revenue recognition framework based on a model to be applied to all contracts entered into with clients, replacing IAS 18 - Revenue, IAS 11 - Construction contracts; IFRIC 13 - Loyalty programs; IFRIC 15 - Agreements for the construction of real estate; IFRIC 18 - Transfers of Assets from Customers and SIC 31 - Revenue - Barter transactions involving advertising services.
The Bank does not anticipate material impact on the application of this change in its financial statements.
This standard introduces the principles of recognition and measurement of leases, replacing IAS 17 - Leases. The standard defines a single accounting model for lease contracts that results in the lessee's recognition of assets and liabilities for all lease contracts, except for leases with a period of less than 12 months or for leases that relate to assets of value reduced. Lessors will continue to classify leases between operational or financial, and IFRS 16 will not entail substantial changes to such entities as defined in IAS 17.
The Bank does not anticipate any impact on the application of this change in its financial statements.
These amendments introduce a number of clarifications in the standard in order to eliminate the possibility of divergent interpretations of various topics.
This amendment provides guidance on the application of IFRS 4 in conjunction with IFRS 9. IFRS 4 will be replaced with the entry into force of IFRS 17.
These standards, although endorsed by the European Union, were not adopted by the Bank in 2017, as their application is not yet mandatory.
The following standards, interpretations, amendments and revisions, with mandatory application in future financial years, have not been endorsed by the European Union until the date of approval of these financial statements:
This standard establishes, for insurance contracts within its scope, the principles for their recognition, measurement, presentation and disclosure. This standard replaces the IFRS 4 - Insurance Contracts.
These amendments introduce various clarifications in the standard related to: (i) recording cash-settled share-based payment transactions; (Ii) recording changes in share-based payment transactions (from cash settled to settled with equity instruments); (Iii) the classification of transactions with cleared securities.
These amendments clarify that a change in classification from or to investment property should only be made when there is evidence of a change in the use of the asset.
These improvements involve the clarification of some aspects related to: IFRS 1 - First-time adoption of international financial reporting standards: eliminates some short-term exemptions; IFRS 12 - Disclosure of interests in other entities: clarifies the scope of the standard for its application to interests classified as held for sale or held for distribution under IFRS 5; IAS 28 - Investments in associates and joint ventures: introduces clarifications on the fair value measurement by results of investments in associates or joint ventures held by venture capital companies or by investment funds.
These improvements involve the clarification of some aspects related to: IFRS 3 - Concentration of business activities: it requires remeasurement of interests previously held when an entity obtains control over a subsidiary that previously had joint control; IFRS 11 - Joint ventures: clarifies that there should be no remeasurement of interests previously held when an entity obtains joint control over a joint transaction; IAS 12 - Income Tax: clarifies that all tax consequences of dividends should be recorded in profit or loss, regardless of how the tax arises; IAS 23 - Borrowing costs: clarifies that the part of the loan directly related to the acquisition / construction of an asset, outstanding after the corresponding asset has been ready for the intended use, is, for the purpose of determining the capitalization rate, considered an integral part of the entity's general financing.
This amendment allows financial assets with contractual conditions which, in their early amortization, allow the payment of a considerable amount by the creditor, can be measured at amortized cost or at fair value for reserves (depending on the business model), since that: (i) on the date of the initial recognition of the asset, the fair value of the early amortization component is insignificant; and (ii) the possibility of negative compensation in the early amortization is the only reason for the asset in question not to be considered as an instrument that only includes payments of principal and interest.
This amendment clarifies that IFRS 9 should be applied (including related impairment requirements) to investments in associates and joint arrangements when the equity method is not applied in their measurement.
This interpretation establishes the date of the initial recognition of the advance or deferred income as the date of the transaction for the purpose of determining the exchange rate of the recognition of the revenue.
This interpretation provides guidance on the determination of taxable income, tax bases, tax losses to be reported, tax credits to be used and tax rates in scenarios of uncertainty regarding the treatment of income tax.
These standards have not yet been endorsed by the European Union and as such were not applied by the Bank (Company) in the year ended 31 December 2017.
With respect to these standards and interpretations, issued by the IASB but not yet endorsed by the European Union, it is not estimated that their adoption will result in significant impacts on the accompanying financial statements.
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In accordance with accounting policy 1 (y), the main contingent liabilities and other commitments under IAS 37 are as follows:
1. In 2012, the Portuguese Competition Authority initiated an administrative proceeding relating to competition restrictive practices. During the investigations, on 6 March 2013, several searches were conducted to the Bank's premises, as well as to at least 8 other credit institutions, where documentation was seized in order to check for signs of privileged commercial information in the Portuguese banking market.
The Portuguese Competition Authority has declared that the administrative proceedings are to stay under judicial secrecy, once it considered that the interests dealt with in the investigation, as well as the parties' rights, would not be compatible with the publicity of the process.
The Bank received on 2 June 2015, the notice of an illicit act issued by the Competition Authority relating to the administrative offence proceedings nr. 2012/9, and was charged of taking part in the exchange of information amongst Banks of the system relating to pricing already approved and mortgage and consumption loan operations already approved or granted. Concerning the charges brought forward, the Bank will present its reply to the notice and afterwards, if need be, will present its legal objections. We must point out that a notice of an illicit act does not imply the making of a final decision concerning the proceedings. If the Competition Authority were to issue a conviction, the Bank could be sentenced to pay a fine within the limits set forth by the law, which foresees a maximum amount equivalent to 10% of the consolidated annual turnover registered in the year prior to the making of the decision. Notwithstanding, such a decision may be contested in court. The proceedings were suspended by the Competition Authority until the legal decision of the various pending interlocutory appeals.
In October 2016, the Lisbon Court of Appeal overruled the decision of the Competition, Regulation and Supervision Court which had decided for the proceedings to be suspended. The Bank appealed to the Constitutional Court on this sentence. The Constitutional Court denied the appeal and the decision became final.
On 4 July 2017, the Competition Authority notified the Bank on the decision regarding the withdrawal of the suspension concerning the access to documents deemed as confidential and of the extension of the term for the making of a decision on the illicit act for more 40 days. The Bank has already present its reply.
2. On 20 October 2014, Bank Millennium Poland was notified of a class action against the Bank that aims to assess the "illicit" gains of the Bank taking into account certain clauses in mortgage loan agreements indexed in CHF. On 28 May 2015, the Regional Court of Warsaw dismissed the proceedings. On 3 July 2015 the Claimant filed an appeal against this decision, and the Court of Appeal upheld the appeal by refusing the dismissal of the claim. On 31 March 2016 the Regional Court in Warsaw issued a decision dismissing Bank´s motion for a security deposit to secure litigation costs. Bank Millennium filed an appeal on this decision on 6 April 2016, which was denied by the Court of Appeal on 13 July 2016.
On 17 February 2016 the Claimant filed a submission with the Regional Court in Warsaw, extending the claim again by a further 1,041 group members. The Bank has not yet been notified of this submission. On 2 August 2016 the Regional Court in Warsaw issued a decision ordering the publication of an announcement in the press concerning the commencement of group action proceedings.
Following the Bank's motion to repeal this decision, the Court suspended its execution, but, on 8 August 2016, it issued another decision for the case to be heard in group action proceedings. On 31 August 2016 the Bank appealed against this decision. On 16 December 2016 the Court of Appeal in Warsaw overruled decision of the Regional Court for the case to be heard in group action proceedings and referred the request for the case to be heard in group action proceedings to the Regional Court for re-examination. At a hearing on 15 March 2017 the Regional Court issued decision for the case to be heard in group action proceedings. On 18 April 2017 the Bank filed an appeal against the above decision; currently the date of reviewing the case by the the Court of Appeal in Warsaw has not been scheduled yet. On 30 June 2017 the Claimant filed a submission with the Regional Court in Warsaw, extending the claim again by further 676 group members. The new value of the subject matter of the dispute was indicated as approx. PLN 132.7 million (Euros 31.8 million, including the values provided in the statement of claim and the previous submissions concerning extension of the claim dated 4 March 2015 and 17 February 2016). On 28 September 2017 the Court of Appeal in Warsaw issued a decision dismissing the Bank's appeal against the decision the Regional Court in Warsaw dated 15 March 2017; thus, the decision for the case to be heard in group action proceedings became final. . On 20 November 2017, the District Court in Warsaw ordered the publication in the newspaper "Rzeczpospolita" that group proceedings had been initiated. The announcement has not been published yet.
On 3 December 2015 the Bank received notice of a class action lawsuit lodged by a group of 454 borrowers represented by the Municipal Consumer Ombudsman in Olsztyn pertaining to low down payment insurance used with CHF - indexed mortgage loans. The plaintiffs demand the payment of the amount of PLN 3.5 million (Euros 0.84 million) claiming for some clauses of the agreements pertaining to low down payment insurance to be declared null and void. On 3 March 2016 the Bank filed the response to the lawsuit demanding its dismissal. The first court hearing took place on 13 September 2016 and the court issued the decision on the admissibility of the class action in this case. On 16 February 2017, the Court of Appeal denied the appeal brought forward by the Bank and the previous sentence became definitive. On 30 March 2017 the Regional Court in Warsaw dismissed Bank's motion to oblige the plaintiff to provide security for costs of proceedings. On 10 April 2017 Bank filed a complaint to the Court of Appeal in Warsaw against the decision dismissing the motion to provide security. The decision is final. On 28 December 2017, pursuant to the decision from 10 October 2017, the Regional Court in Warsaw announced the initiation of group proceedings in the newspaper "Rzeczpospolita", thus setting a period of three months for submitting by interested parties the statements on joining the group.
3. On 28 December 2015 and 5 April 2016, Bank Millennium was notified of two cases filed by clients (PCZ SA and Europejska Fundacja Współpracy Polsko - Belgijskiej / European Foundation for Polish-Belgian Cooperation (EFWP-B)), in the amount of PLN 150 million (Euros 35.9 million) and of PLN 521.9 million (Euros 125 million) respectively. The authors allege in their petitions that Bank Millennium misrepresented certain contractual clauses, which determined the maturity of the credits, causing losses to the Authors. A decision of the Warsaw Regional Court is awaited. As regards the case brought by PCZ, the Wrocław Regional Court (first instance) on 7 April 2017 issued a verdict favourable to Bank Millennium by rejecting the case.
4. On 21 March 2017, a lawsuit was filed against the subsidiary Bank Millennium by a client in which the amount of PLN 200 million (Euros 47.9 million) was claimed for the payment of damages and compensation following the blocking of accounts in the context of insolvency proceedings. The process is currently at an early stage of assessment. In the Bank's opinion, the probability of the customer winning the process is marginal.
5. On January 3 2018, Bank Millennium received decision of the President of the Office of Competition and Consumer Protection (UOKIK), in which the President of UOKIK found infringement by the Bank of the rights of consumers. In the opinion of the President of UOKiK the essence of the violation is that the Bank informed consumers (it regards 78 agreements) in responses to their complaints, that the court verdict stating the abusiveness of the provisions of the loan agreement regarding exchange rates do not apply to them. According to the position of the President of UOKiK the abusiveness of contract's clauses determined by the court in the course of abstract control is constitutive and effective for every contracts from the beginning. As a result of the decision, the Bank was obliged to:
1) send information on the UOKiK decision to the said 78 clients
2) place the information on decision and the decision itself on the website and on twitter
3) to pay a fine 20.7 mln PLN (Euros 5 million). The decision on the fine is not immediately enforceable.
The decision of the President of UOKIK is not final. The Bank does not agree with this Decision and lodged an appeal within the statutory time limit.
6. On 19 January 2018 the Bank has received the lawsuit petition of First Data Polska SA requesting the payment of PLN 186.8 million (Euros 45 million). First Data claims a share in an amount which the Bank has received in connection with the Visa Europe takeover transaction by Visa Inc. The plaintiff based its request on an agreement with the Bank on cooperation in scope of acceptance and settlement of operations conducted with the usage of Visa cards. The Bank does not accept the claim and shall file the response to the lawsuit petition within the deadline set forth in the law.
7. On 2 August 2016 the President's Bill on support for FX mortgage borrowers was submitted to the Parliament. The proposed law is to apply to FX (all currencies) loan agreements signed from 1 July 2000 to 26 August 2011 (when the "Anti-spread Act" came into force). This Bill concerns the return of part of FX spreads applied by banks.
On 2 August 2017 a new Presidential Bill appeared in Parliament regarding changes in the Act on Support for Distressed Borrowers who Took Residential Loans. On 13 October 2017 the first reading of the Bill took place in the Sejm and it was sent to a Parliamentary Committee. The Bill assumes a modification of the existing Borrowers' Support Fund by separating-out two Funds: Supporting Fund and Restructuring Fund. As regards the Supporting Fund, the Bill aims to increase availability of money from the fund by means of: relaxing criteria, which must be satisfied by a borrower applying for support; increasing the maximum amount of support; extending the period, for which the support is granted; forgiving part of the support granted conditional on punctual repayment to the fund. The Restructuring Fund is to be used for currency conversion of FX mortgages to PLN. The Bill contains very general regulations and does not specify criteria of eligibility for such currency conversion and its rules.
Quarterly payments to the Restructuring Fund made by lenders are not to exceed the equivalent of the FX mortgage portfolio and the rate of 0.5%. The maximum costs for the entire sector, estimated by KNF, are up to PLN 2.8 billion (Euros 671million) in the first year of operation of the Restructuring Fund. According to the Bill, KNF may issue a recommendation to lenders specifying the principles of voluntary conversion of receivables for restructuring with consideration of stability of the financial system and effective use of money in the Restructuring Fund.
Including the two above Bills, so far four draft Acts have been submitted to Parliament and in consequence it is not possible to estimate the impact of the proposed legislation on the banking sector and the Bank. However, if any of the Bills is adopted and begins to bind banks, this may lead to significant reduction of the Bank's profitability and its capital position.
8. On 1 October 2015, a set of entities connected to a group with past due loans to the Bank worth Euros 170 million, resulting from a loan agreement signed in 2009 - debts already fully provisioned in the Bank's accounts -, filed against the Bank, after receiving the Bank's notice for mandatory payment, a lawsuit aiming to:
a) deny the obligation to settle those debts to the Bank, arguing that the respective agreement is null, but without the corresponding obligation of returning the amounts already paid;
b) have the Bank sentenced to pay amounts of around Euros 90 million and Euros 34 million for other debts owed by those entities to other banking institutions, as well as other amounts, totalling around Euros 26 million, supposedly already paid by the debtors within the scope of the loan agreements;
c) have the Bank be given ownership of the object of the pledges associated to the aforementioned loan agreements, around 340 million shares of the Bank, allegedly purchased on behalf of the Bank, at its request and in its interest.
The Bank presented its defence and counterclaim, demanding the payment of the debt. The Plaintiffs submitted their defence against the counterclaim and the Bank answered in July 2016. The proceedings are waiting for the schedule of a prior hearing or the issue of a conclusive opening order.
On 3 August 2014, with the purpose of safeguarding the stability of the financial system, the Bank of Portugal applied a resolution measure to Banco Espírito Santo, S.A. (BES) in accordance with the article 145 C (1.b) of the Legal Framework for Credit Institutions and Financial Companies (RGICSF), namely by the partial transfer of assets, liabilities, off-balance sheet items and assets under management into a transition bank, Novo Banco, S.A. (Novo Banco), incorporated on that date by a decision issued by the Bank of Portugal. Within the scope of this process, the Resolution Fund made a capital contribution to Novo Banco amounting to Euros 4,900 million, becoming the sole shareholder.
Within this context, the Resolution Fund borrowed Euros 4,600 million, of which Euros 3,900 million were granted by the State and Euros 700 million by a group of credit institutions, including the Bank.
As announced on 29 December 2015, the Bank of Portugal transferred to the Resolution Fund the liabilities emerging from the "eventual negative effects of future decisions regarding the resolution process that may result in liabilities or contingencies".
On 7 July 2016, the Resolution Fund declared that it would analyse and evaluate the diligences to take, following the publication of the report on the result of the independent evaluation, in order to estimate the level of credit recovery for each category of creditors under a hypothetical scenario of a normal insolvency process of BES on 3 August 2014.
In accordance with the applicable law, when the BES liquidation process is over, if it is verified that the creditors, whose credits were not transferred to Novo Banco, would take on a higher loss than the one they would hypothetically take if BES had gone into liquidation right before the application of the resolution measure, such creditors shall be entitled to receive the difference from the Resolution Fund.
Moreover, following this process, a significant number of lawsuits against the Resolution Fund was filed and is underway.
On 20 February 2017, the Bank of Portugal communicated that it decided to select the potential investor Lone Star to be part of an exclusive definitive negotiation stage for the conditions under which the sale of the investment that the Resolution Fund held in Novo Banco, S.A. could be carried out.
On 31 March 2017, the Bank of Portugal made a communication about the sale of Novo Banco, where it states the following: "The Bank of Portugal selected today the company Lone Star to conclude the sale of Novo Banco. The sale agreement documentation has already been signed by the Resolution Fund. In accordance with the sale agreement, Lone Star will make capital injections into Novo Banco totalling Euros 1,000 million, of which Euros 750 million at the moment the operation is completed and Euros 250 million during the following 3 years. Through this capital injection, the company Lone Star will become the owner of 75% of Novo Banco share capital and the Resolution Fund will own the remaining 25%.
The conditions agreed also include the existence of a contingent capitalization mechanism, according to which the Resolution Fund, as shareholder, commits to carry out capital injections if certain cumulative conditions materialize, related with: i) the performance of a defined group of assets of Novo Banco and ii) the evolution of the bank's capitalization levels.
The eventual capital injections to be made in accordance with this contingent mechanism benefit from a capital buffer resulting from the capital injection to be made, in accordance with the terms and conditions of the operation, and are subject to an absolute maximum threshold.
The conditions agreed also foresee mechanisms to safeguard the interests of the Resolution Fund, the alignment of incentives and supervision, despite the limitations resulting from the application of State supporting rules."
On 7 July 2017, the European Commission declared its non-opposition to this sale operation.
On 18 October 2017, following the resolution of the Council of Ministers No. 151-A/2017,of 2 October 2017, the Bank of Portugal communicated the conclusion of the sale of Novo Banco to Lone Star, with an injection by the new shareholder of Euros 750 million, followed by a further capital increase of Euros 250 million by the end of 2017. With this operation, the condition of Novo Banco as a transition bank ceased, fully complying with the purposes of the resolution of Banco Espírito Santo.
On February 2018, the European Commission disclosed the public version on the "Decision not to raise objections" to the state aid in the case of the Resolution of BES. It identifies three support measures of the Resolution Fund and the Portuguese State included in the sale agreement, associated to a loan portfolio of Euros [10-20] billion [*] (GBV) with a uncertain degree of adequacy of the loan coverage (**):
i) Contingent capital mechanism, in which Lone Star has the right to claim from the Resolution Fund the costs of funding, losses and provisioning with the assets belonging to this portfolio, up to a maximum amount of Euro 3.89 billion, subject to the fulfilment of a number of conditions, including a reduction in the capital ratio CET1 to below (8% -13%) (*) (**);
ii) Underwriting by Resolution Fund of the Tier 2 security to be issued by the Novo Banco, up to the amount of Euros 400 million, to the extent necessary, that if executed will be deducted to the amounts relating to the contingent capital mechanism, thus limiting the exposure of the Resolution Fund to the Novo Banco to Euros 3,89 billion (**);
iii) The Portuguese State may inject capital into Novo Banco, under certain conditions and through different instruments, in the event that the total capital ratio reaches values lower than the capital requirements defined under the scope of the Supervisory Review and Evaluation Process ("SREP") ( **).
(*) Exact value not disclosed by the European Commission for reasons of confidentiality.
On 28 March 2018, the Resolution Fund announced that, following the disclosure of Novo Banco 2017 results, the contingent capitalization mechanism provided in Novo Banco's sale agreement reached Euros 792 million, falling within the obligations of the Resolution Fund. The payment by the Resolution Fund shall be made after the legal certification of Novo Banco accounts and following a verification procedure, to be carried out by an independent entity. To this end, the Resolution Fund will use, in the first place, the available financial resources from banking contributions (direct and indirect). These will be complemented by a State loan, under the terms agreed on October 2017. At this date, the amount of the loan is estimated not to exceed Euros 450 million.
Novo Banco is held by Lone Star and the Resolution Fund, corresponding to 75% and 25% of the share capital respectively.
On 19 December 2015, the Board of Directors of the Bank of Portugal announced that Banif was "at risk of insolvency or insolvent" and started an urgent resolution process of the institution through the partial or total sale of its activity, which was completed on 20 December 2015 through the sale to Banco Santander Totta S.A. (BST) of the rights and obligations of Banif, formed by the assets, liabilities, off-balance sheet items and assets under management.
The largest portion of the assets that were not sold, were transferred to an asset management vehicle denominated Oitante, S.A. (Oitante) specifically created for that purpose, having the Resolution Fund as the sole shareholder. For that matter, Oitante issued bonds representing debt in the amount of Euros 746 million. The Resolution Fund provided a guarantee and the Portuguese State a counter-guarantee, for which the Oitante has already made a partial early repayment in the amount of Euros 90 million.
The operation also involved state aid, of which Euros 489 million were provided by the Resolution Fund. The Euros 489 million taken by the Resolution Fund were funded through a loan granted by the State.
(**) As referred to in the European Commission Decision
In a statement of 21 July 2016, the Resolution Fund announced it had proceeded to the early partial repayment, amounting to Euros 136 million, of the loan obtained from the State in December 2015 to finance the resolution measures applied to Banif. This amount corresponds to the income of the contribution collected, until 31 December 2015, from the institutions covered by the Regulation of the Single Resolution Mechanism that was not transferred to the Single Resolution Fund. This amount will be paid to the Single Resolution Fund by credit institutions that are covered by this scheme over a period of 8 years, starting in 2016.
Pursuant to the resolution measures applied to BES and Banif and after the agreement of sale of Novo Banco to Lone Star, the Resolution hold, as at 31 December 2017, all the share capital of Oitante, and 25% of the capital of Novo Banco but without the corresponding voting rights.
Under the scope of these measures, the Resolution Fund borrowed loans and assumed other responsibilities and contingent liabilities resulting from:
Effects of the application of the principle that no creditor of the credit institution under resolution may assume a loss greater than the one it would take if that institution did not go into liquidation;
Negative effects resulting from the resolution process that result in additional liabilities or contingencies for Novo Banco, S.A., which must be neutralized by the Resolution Fund;
Legal proceedings filed against the Resolution Fund;
Guarantee granted to the bonds issued by Oitante S.A. totalling Euros 746 million, of which Oitante, S.A. made an early repayment of Euros 90 million. This guarantee is counter-guaranteed by the Portuguese State;
Contingent capital mechanism, in which Lone Star has the right to claim from the Resolution Fund the costs of funding, losses and provisioning with the assets belonging to this portfolio, up to a maximum amount of Euros 3.89 billion, subject to the fulfilment of a number of conditions, including a reduction in the capital ratio CET1 to below (8% -13%) (*) (**);
Underwriting by Resolution Fund of the Tier 2 security to be issued by the Novo Banco, up to the amount of Euros 400 million, to the extent necessary, that if executed will be deducted to the amounts relating to the contingent capital mechanism, thus limiting the exposure of the Resolution Fund to the Novo Banco to Euros 3,89 billion (**);
The Portuguese State may inject capital into Novo Banco, under certain conditions and through different instruments, in the event that the total capital ratio reaches values lower than the capital requirements defined under the scope of the Supervisory Review and Evaluation Process ("SREP") ( **).
(*) Exact value not disclosed by the European Commission for reasons of confidentiality. (**) As referred to in the respective European Commission Decision.
By a public statement on 28 September 2016, the Resolution Fund and the Ministry of Finance communicated the agreement on the basis of a review of the terms of the Euros 3,900 million loan originally granted by the State to the Resolution Fund in 2014 to finance the resolution measure applied to BES. According to the Resolution Fund, the extension of the maturity of the loan was intended to ensure the ability of the Resolution Fund to meet its obligations through its regular revenues, regardless of the contingencies to which the Resolution Fund is exposed. On the same day, the Office of the Minister of Finance also announced that increases in the liabilities arising from the materialization of future contingencies will determine the maturity adjustment of State and Bank loans to the Resolution Fund, in order to maintain the contributory effort required to the banking sector at current levels.
According to the communication of the Resolution Fund of 21 March 2017:
The conditions of the loans obtained from the Fund to finance the resolution measures applied to Banco Espírito Santo, S.A. and to Banif – Banco Internacional do Funchal, S.A. were changed". These loans in the amount of Euros 4,953 million, of which Euros 4,253 million were granted by the Portuguese State and Euro 700 million were granted by a group of banks".
"Those loans are now due in December 2046, without prejudice to the possibility of being repaid early based on the use of the Resolution Fund's revenues. The due date will be adjusted so that it enables the Resolution Fund to fully meet its liabilities based on regular revenues and without the need for special contributions or any other type of extraordinary contributions. The liabilities resulting from the loans agreed between the Resolution Fund and the Sate and the banks pursuant to the resolution measures applied to BES and Banif are handled with one another".
"The revision of the loans' conditions aimed to ensure the sustainability and financial balance of the Resolution Fund".
"The new conditions enable the full payment of the liabilities of the Resolution Fund, as well as the respective remuneration, without the need to ask the banking sector for special contributions or any other type of extraordinary contributions".
On 2 October 2017, by Council of Ministers (Resolution No. 151-A/2017), the Portuguese State, as the ultimate guarantor of financial stability, was authorised to enter into a framework agreement with the Resolution Fund, to make available the necessary financial resources to the Resolution Fund, if and when it deemed necessary, to satisfy any contractual obligations that may arise from the sale of the 75% stake in Novo Banco. It is also mentioned that the reimbursement will take into account the stability of the banking sector, i.e. without the Resolution Funds' participants being charged special contributions or any other extraordinary contributions.
On 31 December 2016, the Resolution Fund's own resources had a negative balance of Euros 4,760 million, according to the latest annual report of the Resolution Fund approved by Order No. 913/17 of 26 October 2017, prepared by the Assistant Secretary of State for Treasury and Finance.
In the State Budget for 2018, an amount of Euros 850 million was recorded as exceptional expenses for medium-term loans to the Resolution Fund.
To reimburse the loans obtained and to meet other liabilities that it may take on, the Resolution Fund receives proceeds from the initial and regular contributions from the participating institutions (including the Bank) and from the contribution over the banking sector (Law 55-A/2010). It is also provided for the possibility of the member of the Government responsible for the area of finance to determine, by ordinance, that the participating institutions make special contributions, in the situations provided for in the applicable legislation, particularly in the event that the Resolution Fund does not have resources to fulfil with the their obligations.
Pursuant to Decree-Law no. 24/2013 of 19 February, which establishes the method for determining the initial, periodic and special contributions to the Resolution Fund, provided for in the RGICSF, the Bank has been proceeding, since 2013, to the mandatory contributions, as provided for in the decree-law.
On 3 November 2015, the Bank of Portugal issued a Circular Letter under which it is clarified that the periodic contribution to the Resolution Fund should be recognised as an expense at the time of the occurrence of the event which creates the obligation to pay the contribution, i.e. on the last day of April of each year, as stipulated in Article 9 of the referred Decree-Law, thus the Bank is recognising as an expense the contribution to the RF in the year in which it becomes due.
The Resolution Fund issued, on 15 November 2015, a public statement declaring: "...it is further clarified that it is not expected that the Resolution Fund will propose the setting up of a special contribution to finance the resolution measure applied to Banco Espírito Santo, S.A., ('BES'). Therefore, the eventual collection of a special contribution appears to be unlikely."
The regime established in Decree-Law no. 24/2013 establishes that the Bank of Portugal fixes, by instruction, the rate to be applied each year on the basis of objective incidence of periodic contributions. The instruction of the Bank of Portugal No. 20/2017, published on 19 December 2017, set the base rate to be effective in 2018 for the determination of periodic contributions to the FR by 0.0459% against the rate of 0.0291% effective in 2017.
Thus, during 2017, the Group made regular contributions to the Resolution Fund in the amount of Euros 8,490,000. The amount related to the contribution on the banking sector, registered in 2017, was Euros 31,037,000. These contributions were recognized as cost in the months of April and June 2017, in accordance with IFRIC No. 21 – Levies.
In 2015, following the establishment of the Single Resolution Fund ('SRF'), the Group had to make an initial contribution in the amount of Euros 31,364,000. In accordance with the Intergovernmental Agreement on the transfer and mutualisation of contributions to the SRF, this amount was not transferred to the SRF but was used instead to partially cover for the disbursements made by the RF in respect of resolution measures prior to the date of application of this Agreement. This amount will have to be reinstated over a period of 8 years (starting in 2016) through the periodic contributions to the SRF. The total amount of the contribution, in 2017, attributable to the Group was Euros 21,466,000, of which the Group delivered Euros 18,246,000 and the remaining was constituted as irrevocable payment commitment. The Single Resolution Fund does not cover undergoing situations with the National Resolution Fund as at 31 December 2015.
It is not possible, on this date, to assess the effects on the Resolution Fund due to: (i) the sale of the shareholding in Novo Banco in accordance with the communication of Banco de Portugal dated 18 October 2017; (ii) the application of the principle that no creditor of the credit institution under resolution may take on a loss greater than the one it would take if that institution did not go into liquidation; (iii) additional liabilities or contingencies for Novo Banco, S.A. which need to be neutralized by the Resolution Fund; (iv) legal proceedings against the Resolution Fund, including the legal proceeding filed by those who have been defrauded by BES; and (v) the guarantee provided to the bonds issued by Oitante.
Despite the possibility foreseen in the applicable legislation concerning the payment of special contributions, taking into consideration the recent developments in the renegotiation of the conditions of the loans granted to the Resolution Fund by the Portuguese State and by a group of banks, including the Bank, and the public notice made by the Resolution Fund and by the Office of the Portuguese Ministry of Finance mentioning that such a possibility will not be used, the financial statements as at 31 December 2017 reflect the Bank's expectation that no special contributions or other type of extraordinary contributions will be required of the institutions to finance the resolution measures applied to BES and to Banif.
Eventual alterations regarding this matter may have relevant implications in future financial statements of the Bank.
10. As announced, in 2012 the Bank issued subordinated debt securities in the amount of Euros 3,000 million, convertible into capital in contingency situations (CoCos), which were subscribed by the Portuguese State and which qualify as Tier I. If the amortization of this outstanding amount does not occur until 30 June 2017, the unamortized securities will be converted into (ordinary) shares, under conditions established by law.
Also under the context of timely published information in this respect, the restructuring plan approved by the European authorities provided for a set of commitments, including those relating to the repayment schedule of these instruments, which could require the Bank to adopt measures with adverse impact on its activity, financial condition and results of operations.
Until 31 December 2016, Euros 2,300 million of the CoCos were reimbursed and, on 9 February 2017, Banco Comercial Português, S.A., reimbursed the remaining Euros 700 million to the Portuguese State. This reimbursement, which marks the return to the normalization of BCP's activity, had previously been approved by the European Central Bank, subject to the success of the capital increase that BCP concluded on that date.
The commitments of the Restructuring Plan ceased on 31 December 2017 with the end of the transition period, following the full reimbursement of the CoCos in anticipation of the defined schedule, and the European Commission confirmed in March 2018 that the Restructuring Plan had been successfully completed and that the monitoring of the commitments contained therein had been closed.
11. On 31 December 2013, a Memorandum of Understanding was signed with the Trade Unions to implement a temporary adjustment process, which will allow BCP to reach the targets agreed by the EC with the Portuguese State to reduce staff costs. This agreement, which entered into force on 1 July 2014, in addition to reducing the remuneration, suspends the promotions, progressions and future diuturnities that should be paid by the end of 2017. This agreement also foresees that this reduction of salaries will be returned to the employees, subject to the approval at the General Meeting of shareholders of the Bank, on proposal of the Executive Committee.
In the last week of 2016, the negotiation that had been held since October 2016 with some labour unions was completed with the objective of reviewing the Collective Labour Agreement ("CLA"), whose main objective was the Bank's ability to maintain adequately the evolution of short-term staff costs with the lowest possible impact on employees' lives.
This revision of the CLA, which has been in force since February 2017, covered several matters, among which the most relevant are (i) the commitment to anticipate, by July 2017, the salary replacement that was scheduled for January 2018 and (ii) to raise the retirement age in order to bring it into line with that of Social Security, which will make it possible to strengthen the sustainability of pension funds.
With the implementation of the Restructuring Plan, the Bank was able to anticipate the full repayment of public funding in February 2017 and for this reason, the Board of Directors decided to bring forward by the end of the transitional period of the wage adjustment to July 2017.
12. The Bank was subject to tax inspections for the years up to 2015. As a result of the inspections in question, corrections were made by the tax authorities, arising from the different interpretation of some tax rules. The main impact of these corrections occurred in the case of IRC in terms of the tax loss carry forwards and, in the case of VAT, in the calculation of the tax deduction pro rata used for the purpose of determining the amount of deductible VAT. The additional liquidations / corrections made by the tax administration were mostly object of contestation by administrative and / or judicial.
The Bank recorded provisions or deferred tax liabilities at the amount considered adequate to offset the tax or tax loss carry forwards, as well as the contingencies related to the fiscal years not yet reviewed by the tax administration.
The Bank performed a set of transactions of sale of financial assets (namely loans and advances to customers) for Funds specialized in the recovery of loans. These funds take the responsibility for management of the borrower companies or assets received as collateral with the objective of ensuring a pro-active management through the implementation of plans to explore/increase the value of the companies/assets.
The specialized funds in credit recovery that acquired the financial assets are closed funds, in which the holders of the participation units have no possibility to request the reimbursement of its participation units throughout the useful life of the Fund. These participation units are held by several banks, which are the sellers of the loans, in percentages that vary through the useful life of the Funds, ensuring however that, separately, none of the banks hold more than 50% of the capital of the Fund.
The Funds have a specific management structure (General Partner), fully independent from the assignor banks and that is selected on the date of establishment of the Fund. The management structure of the Fund has as main responsibilities to: (i) determine the objective of the Fund and (ii) administrate and manage exclusively the Fund, determining the objectives and investment policy and the conduct in management and business of the Fund. The management structure is remunerated through management commissions charged to the Funds.
These funds (in which the Group holds minority positions) establish companies in order to acquire the loans to the banks, which are financed through the issuance of senior and junior securities. The value of the senior securities fully subscribed by the Funds that hold the share capital match the fair value of the asset sold, determined in accordance with a negotiation based on valuations performed by both parties.
The value of the junior securities is equivalent to the difference between the fair value based on the valuation of the senior securities and the value of the transfer of credits. These junior securities, when subscribed by the Group, provide the right to a contingent positive value if the recovered amount for the assets transferred is above the nominal value amount of senior securities plus it related interest. Thus, considering these junior assets reflect a difference between the valuations of the assets sold based on the appraisals performed by independent entities and the negotiation between the parties, the Group performs the constitution of impairment losses for all of them.
Therefore, as a result of the transfer of assets occurred operations, the Group subscribed:
Within this context, not withholding control but maintaining an exposure to certain risks and rewards, the Group, in accordance with IAS 39.21 performed an analysis of the exposure to the variability of risks and rewards in the assets transferred, before and after the transaction, having concluded that it does not hold substantially all the risks and rewards.
Considering that it does not hold control and does not exercise significant influence on the funds or companies management, the Group performed, under the scope of IAS 39.20 c, the derecognition of the assets transferred and the recognition of the assets received.
The results are calculated on the date of transfer of the assets and were recorded in 2016 under "Net gains / (losses) arising from trading and hedging activities - Sale of credits" (note 6), a gain of EuroS 1,053,000. During the 2017, no credits were sold to Specialized Credit Funds. The amounts accumulated as at 31 December 2017, related to these operations are analysed as follows:
| (Thousands of euros) | ||||
|---|---|---|---|---|
| Assets | Net assets | Received value |
Net gains | |
| transferred | transferred | / (losses) | ||
| Fundo Recuperação Turismo FCR (a) | 304,400 | 268,318 | 294,883 | 26,565 |
| Fundo Reestruturação Empresarial FCR (b) | 84,112 | 82,566 | 83,212 | 646 |
| FLIT-PTREL (c) | 577,803 | 399,900 | 383,821 | (16,079) |
| Vallis Construction Sector Fund (d) | 238,325 | 201,737 | 238,325 | 36,588 |
| Fundo Recuperação FCR (b) | 343,266 | 243,062 | 232,267 | (10,795) |
| Fundo Aquarius FCR (c) | 132,635 | 124,723 | 132,635 | 7,912 |
| Discovery Real Estate Fund (c) | 211,388 | 152,155 | 138,187 | (13,968) |
| Fundo Vega FCR (e) | 113,665 | 113,653 | 109,599 | (4,054) |
| 2,005,594 | 1,586,114 | 1,612,929 | 26,815 |
The Restructuring of the Fund activity segments are as follows: a) Tourism; b) Diversified; c) Real estate and tourism; d) Construction and e) Property.
As at 31 December 2017, the assets received under the scope of these operations are comprised of:
| 2017 | (Thousands of euros) | ||||
|---|---|---|---|---|---|
| Senior securities | Junior securities | ||||
| Participation units (note 21) |
Participation units (note 21) |
Capital supplies (note 29) |
Capital supplementary contributions (note 29) |
Total | |
| Fundo Recuperação Turismo FCR | |||||
| Gross value | 287,930 | - | 31,737 | - | 319,667 |
| Impairment | (46,791) | - | (31,737) | - | (78,528) |
| 241,139 | - | - | - | 241,139 | |
| Fundo Reestruturação Empresarial FCR | |||||
| Gross value | 85,209 | - | - | 33,280 | 118,489 |
| Imparirmant and other fair value ajustments | (6,118) | - | - | (33,280) | (39,398) |
| 79,091 | - | - | - | 79,091 | |
| FLIT-PTREL | |||||
| Gross value | 261,502 | - | 38,155 | 2,939 | 302,596 |
| Impairment | (3,697) | - | (38,155) | (2,939) | (44,791) |
| 257,805 | - | - | - | 257,805 | |
| Vallis Construction Sector Fund | |||||
| Gross value | 203,172 | 36,292 | - | - | 239,464 |
| Impairment | (203,172) | (36,292) | - | - | (239,464) |
| - | - | - | - | - | |
| Fundo Recuperação FCR | |||||
| Gross value | 199,324 | - | 78,995 | - | 278,319 |
| Impairment | (79,247) | - | (78,995) | - | (158,242) |
| 120,077 | - | - | - | 120,077 | |
| Fundo Aquarius FCR | |||||
| Gross value | 138,045 | - | - | - | 138,045 |
| Impairment | (6,993) | - | - | - | (6,993) |
| 131,052 | - | - | - | 131,052 | |
| Discovery Real Estate Fund | |||||
| Gross value | 150,409 | - | - | - | 150,409 |
| Impairment | (2,690) | - | - | - | (2,690) |
| 147,719 | - | - | - | 147,719 | |
| Fundo Vega FCR | |||||
| Gross value | 47,087 | - | 70,770 | - | 117,857 |
| Impairment | (1,902) | - | (70,770) | - | (72,672) |
| 45,185 | - | - | - | 45,185 | |
| Total Gross value | 1,372,678 | 36,292 | 219,657 | 36,219 | 1,664,846 |
| Total Impairment | (350,610) | (36,292) | (219,657) | (36,219) | (642,778) |
| 1,022,068 | - | - | - | 1,022,068 |
As mentioned in note 21, the book value of these assets resulted from the last communication by the respective management company of the NAV of the Fund which, as at 31 December 2017, corresponds to the NAV at that date, with the exception of the Fundo Vega FCR, which reports on 30 June 2017. In addition, the valuation of these funds includes, among others, the following aspects: (i) these are funds whose latest Audit Reports available with reference to 31 December 2017 except for Discovery Real Estate Fund, FLIT-PTREL and Vega whose reference date is 31 December 2016 and for the Vallis Fund which is 30 September 2016) do not present any reservations; (ii) the funds are subject to supervision by the competent authorities.
Within the scope of the transfer of assets, the junior securities subscribed which carry a subordinated nature and are directly linked to the transferred assets, are fully provided for. Although the junior securities are fully provisioned, the Group still holds an indirect exposure to financial assets transferred, under the minority investment that holds in the pool of all assets transferred by financial institutions involved, through the holding of participation units of the funds (denominated in the table as senior securities).
The impairment for credit restructuring funds with impact on results, which occurred in 2017 amounts to Euros 52,149,000, of which Euros 45,956,000 are recorded in Other financial assets impairment (note 13) and Euros 6,193,000 in Other assets impairment (note 29).
As at 31 December 2016, the assets received under the scope of these operations are comprised of:
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| 2016 | |||||
| Senior securities | Junior securities | ||||
| Participation units (note 21) |
Participation units (note 21) |
Capital supplies (note 29) |
Capital supplementary contributions (note 29) |
Total | |
| Fundo Recuperação Turismo FCR | |||||
| Gross value | 287,929 | - | 31,274 | - | 319,203 |
| Impairment | (45,611) | - | (31,274) | - | (76,885) |
| 242,318 | - | - | - | 242,318 | |
| Fundo Reestruturação Empresarial FCR | |||||
| Gross value | 84,112 | - | - | - | 84,112 |
| Impairment | (5,463) | - | - | - | (5,463) |
| 78,649 | - | - | - | 78,649 | |
| FLIT-PTREL | |||||
| Gross value | 299,479 | - | 38,155 | 2,939 | 340,573 |
| Impairment | (4,713) | - | (38,155) | (2,939) | (45,807) |
| 294,766 | - | - | - | 294,766 | |
| Vallis Construction Sector Fund | |||||
| Gross value | 203,172 | 36,292 | - | - | 239,464 |
| Impairment | (173,799) | (36,292) | - | - | (210,091) |
| 29,373 | - | - | - | 29,373 | |
| Fundo Recuperação FCR | |||||
| Gross value | 215,996 | - | 77,085 | - | 293,081 |
| Impairment | (70,698) | - | (77,085) | - | (147,783) |
| 145,298 | - | - | - | 145,298 | |
| Fundo Aquarius FCR | |||||
| Gross value | 136,111 | - | - | - | 136,111 |
| Impairment | (8,967) | - | - | - | (8,967) |
| 127,144 | - | - | - | 127,144 | |
| Discovery Real Estate Fund | |||||
| Gross value | 151,086 | - | - | - | 151,086 |
| Impairment | - | - | - | - | - |
| 151,086 | - | - | - | 151,086 | |
| Fundo Vega FCR | |||||
| Gross value | 44,848 | - | 66,950 | - | 111,798 |
| Impairment | - | - | (66,950) | - | (66,950) |
| 44,848 | - | - | - | 44,848 | |
| Total Gross value | 1,422,733 | 36,292 | 213,464 | 2,939 | 1,675,428 |
| Total Impairment | (309,251) | (36,292) | (213,464) | (2,939) | (561,946) |
| 1,113,482 | - | - | - | 1,113,482 |
As at 31 December 2017, the detail of the commitments of subscribed and unpaid capital for each of the corporate restructuring funds is analysed as follows:
| (Thousands of euros) | |||
|---|---|---|---|
| 2017 | |||
| Corporate restructuring funds | Subscribed capital |
Capital realized |
Subscribed and unpaid capital |
| Fundo Recuperação Turismo FCR | 303,683 | 287,929 | 15,754 |
| Fundo Reestruturação Empresarial FCR | 101,133 | 85,237 | 15,896 |
| FLIT-PTREL | 260,244 | 260,244 | - |
| Vallis Construction Sector Fund | 238,929 | 238,929 | - |
| Fundo Recuperação FCR | 220,192 | 199,324 | 20,868 |
| Fundo Aquarius FCR | 156,100 | 138,045 | 18,055 |
| Discovery Real Estate Fund | 150,409 | 150,409 | - |
| Fundo Vega FCR | 51,185 | 47,087 | 4,098 |
| 1,481,875 | 1,407,204 | 74,671 |
The amount of subscribed capital does not include additional subscription commitments, which amount to Euros 20,978,000 in FLIT-PTREL, Euros 9,689,000 in Discovery and Euros 5,000 in Vallis.
Additionally are booked in Loans and advances to customer's portfolio and in balances Guarantees granted and Irrevocable credit lines, the following exposures and respective impairment:
| (Thousands of euros) | ||
|---|---|---|
| Items | 2017 | 2016 |
| Loans and advances to customers | 271,997 | 351,624 |
| Guarantees granted and irrevocable credit lines | 34,114 | 134,203 |
| Gross exposure | 306,111 | 485,827 |
| Impairment | (75,571) | (101,795) |
| Net exposure | 230,540 | 384,032 |
The Bank's separate financial statements up to and including December 31, 2015 were prepared and presented in accordance with the Adjusted Accounting Standards issued by the Bank of Portugal. As of January 1, 2016, following the publication of Bank of Portugal Notice no. 5/2015, of December 30, the Bank's separate financial statements are now prepared in accordance with International Reporting Standards (IAS / IFRS) as adopted by the European Union, which were already used in the preparation and presentation of its consolidated financial statements since 2005.
As a result of this change, the loan portfolio, guarantees provided and other operations of a similar nature became subject to impairment losses, calculated in accordance with the requirements of International Accounting Standard 39 - Financial Instruments: Recognition and Measurement (IAS 39), replacing the register of provisions for specific risks and for general credit risks and for country risk, in accordance with Bank of Portugal Notice No. 3/95, of June 30. As a result, the Bank retrospectively applied the new policy in its financial statements (restatement), with reference to the first comparative period presented, i.e., 1 January, 2015.
In this sense, the Separate Balance Sheet as of 31 December 2015 and the Separate Income, Comprehensive Income and Shareholders' Equity Statements of 31 December 2015, presented in the appendix, were restated, with the impact of this restatement consisted an increase in the Bank's separate equity at 1 January, 2015 in the amount of Euros 1,262,944,000, a decrease in separate net income as of 31 December, 2015 at Euros 141,013,000 and an increase in separate shareholders' equity at 31 December 2015 of Euros 1,121,931,000.
These impacts are presented in the following tables:
| (Thousands of euros) | |||
|---|---|---|---|
| 31 Dec 2015 | |||
| (restated) | Reexpression | 31 Dec 2015 | |
| Cash and deposits at central banks and credit institutions | 678,055 | - | 678,055 |
| Loans and advances to credit institutions | 791,607 | 24,233 | 767,374 |
| Loans and advances to customers | 36,385,436 | 1,279,645 | 35,105,791 |
| Treasury portfolio and derivatives | 8,391,109 | - | 8,391,109 |
| Other assets | 8,748,622 | (460,166) | 9,208,788 |
| Total assets | 54,994,829 | 843,712 | 54,151,117 |
| Resources from credit institutions | 8,280,004 | - | 8,280,004 |
| Resources from customers | 35,150,754 | - | 35,150,754 |
| Financial liabilities held for trading | 644,931 | - | 644,931 |
| Provisions | 153,905 | (278,219) | 432,124 |
| Other Liabilities | 6,216,006 | - | 6,216,006 |
| Total liabilities | 50,445,600 | (278,219) | 50,723,819 |
| Equity | 4,094,235 | - | 4,094,235 |
| Share premium | 16,471 | - | 16,471 |
| Other equity instruments | 2,922 | - | 2,922 |
| Reserves and retained earnings | 350,557 | 1,262,944 | (912,387) |
| Net income / (loss) for the year | 85,044 | (141,013) | 226,057 |
| Total equity | 4,549,229 | 1,121,931 | 3,427,298 |
| Total liabilities and equity | 54,994,829 | 843,712 | 54,151,117 |
| (Thousands of euros) | |||
|---|---|---|---|
| 31 Dec 2015 | |||
| (restated) | Reexpression | 31 Dec 2015 | |
| Net interest income | 693,850 | 29,786 | 664,064 |
| Dividends from equity instruments | 154,814 | - | 154,814 |
| Net fees and commissions income | 428,631 | - | 428,631 |
| Net gains on trading | 373,275 | (59,428) | 432,703 |
| Other operating income / (costs) | (26,495) | - | (26,495) |
| Total operating income | 1,624,075 | (29,642) | 1,653,717 |
| Staff cost | 365,190 | - | 365,190 |
| Other administrative cost | 251,022 | - | 251,022 |
| Depreciation | 23,864 | - | 23,864 |
| Operating expenses | 640,076 | - | 640,076 |
| Loans and other assets impairment and other provisions | (1,038,316) | (170,734) | (867,582) |
| Operating net (loss) / income | (54,317) | (200,376) | 146,059 |
| Gains / (losses) arising from the sale of subsidiaries and other assets | 101,937 | - | 101,937 |
| Net income / (loss) before income taxes | 47,620 | (200,376) | 247,996 |
| Income taxes | 37,424 | 59,363 | (21,939) |
| Net income / (loss) for the year | 85,044 | (141,013) | 226,057 |
| (Thousands of euros) | |||||
|---|---|---|---|---|---|
| Equity (restated) | |||||
| Equity | Other variations | Net income | Equity | ||
| 31.12.2015 | 2015 | 2015 | 01.01.2015 | ||
| Previously reported value (NCA's) | 3,427,298 | 324,853 | 226,057 | 2,876,388 | |
| Impact on the entry of Notice no. 5/2015 of the Bank of Portugal | |||||
| Loans impairment | 1,583,757 | - | (200,376) | 1,784,133 | |
| Deferred tax | (461,826) | - | 59,363 | (521,189) | |
| 1,121,931 | - | (141,013) | 1,262,944 | ||
| Balances under IFRS as adopted by the | |||||
| European Union (restated balances) | 4,549,229 | 324,853 | 85,044 | 4,139,332 |
As at 31 December 2017, the Banco Comercial Português S.A. subsidiary companies are as follows:
| Head | Share | ||||
|---|---|---|---|---|---|
| Subsidiary companies | office | capital | Currency | Activity | % held |
| Banco de Investimento Imobiliário, S.A. | Lisbon | 17,500,000 | EUR | Banking | 100.0 |
| Banco ActivoBank, S.A. | Lisbon | 17,500,000 | EUR | Banking | 100.0 |
| Bank Millennium, S.A. | Warsaw | 1,213,116,777 | PLN | Banking | 50.1 |
| Banque Privée BCP (Suisse) S.A. | Geneva | 70,000,000 | CHF | Banking | 100.0 |
| BCP África, S.G.P.S., Lda. | Funchal | 682,965,800 | EUR | Holding company | 100.0 |
| BCP Capital - Sociedade de Capital de Risco, S.A. | Oeiras | 2,000,000 | EUR | Venture capital | 100.0 |
| BCP International B.V. | Amsterdam | 18,000 | EUR | Holding company | 100.0 |
| BCP Investment B.V. | Amsterdam | 5,000 | EUR | Holding company | 100.0 |
| Millennium BCP - Escritório de | São Paulo | 52,270,768 | BRL | Financial Services | 100.0 |
| Representações e Serviços, Ltda. | |||||
| Millennium bcp Participações, S.G.P.S., | Funchal | 25,000 | EUR | Holding company | 100.0 |
| Sociedade Unipessoal, Lda. | |||||
| Interfundos - Gestão de Fundos de | Oeiras | 1,500,000 | EUR | Investment fund | 100.0 |
| Investimento Imobiliários, S.A. | management | ||||
| Millennium bcp - Prestação de Serviços, A.C.E. | Lisbon | 331,000 | EUR | Services | 83.5 |
| Millennium bcp Teleserviços - Serviços | Lisbon | 50,004 | EUR | Serviços de videotex | 100.0 |
| de Comércio Electrónico, S.A. | |||||
| Millennium bcp Imobiliária, S.A. | Oeiras | 50,000 | EUR | Real-estate management | 99.9 |
| Servitrust - Trust Management Services S.A. | Funchal | 100,000 | EUR | Trust services | 100.0 |
| Imábida - Imobiliária da Arrábida, S.A. (*) | Oeiras | 1,750,000 | EUR | Real-estate company | 100.0 |
(*) Company classified as non-current assets held for sale.
During 2017, the Bank's investment in the company Nanium, S.A. was sold and were liquidated the investments held by the Bank in the companies Propaço - Sociedade Imobiliária De Paço D'Arcos, Lda. and Caracas Financial Services, Limited.
As at 31 December 2017, the Banco Comercial Português, S.A. investment and venture capital funds, are as follows:
| Head | Nominal Value | ||||
|---|---|---|---|---|---|
| Subsidiary companies | office | Units | Currency | Activity | % held |
| Fundo de Investimento Imobiliário Imosotto | Oeiras | 153,883,066 | EUR | Real estate investment | 100.0 |
| Acumulação | fund | ||||
| Fundo de Investimento Imobiliário Gestão | Oeiras | 11,718,513 | EUR | Real estate investment | 100.0 |
| Imobiliária | fund | ||||
| Fundo de Investimento Imobiliário Imorenda | Oeiras | 137,657,450 | EUR | Real estate investment | 100.0 |
| fund | |||||
| Fundo Especial de Investimento Imobiliário | Oeiras | 304,320,700 | EUR | Real estate investment | 100.0 |
| Oceânico II | fund | ||||
| Fundo Especial de Investimento Imobiliário | Oeiras | 12,009,785,300 | EUR | Real estate investment | 100.0 |
| Fechado Stone Capital | fund |
| Head | Nominal Value | ||||
|---|---|---|---|---|---|
| Subsidiary companies | office | Units | Currency | Activity | % held |
| Fundo Especial de Investimento Imobiliário | Oeiras | 16,149,800,900 | EUR | Real estate investment | 100.0 |
| Fechado Sand Capital | fund | ||||
| Fundo de Investimento Imobiliário Fechado | Oeiras | 6,653,257 | EUR | Real estate investment | 100.0 |
| Gestimo | fund | ||||
| Fundo Especial de Investimento Imobiliário | Oeiras | 7,791,600 | EUR | Real estate investment | 100.0 |
| Fechado Intercapital | fund | ||||
| Millennium Fundo de Capitalização - Fundo de | Oeiras | 18,307,000 | EUR | Venture capital fund | 100.0 |
| Capital de Risco | |||||
| Funsita - Fundo Especial de Investimento | Oeiras | 8,834,000 | EUR | Real estate investment | 100.0 |
| Imobiliário Fechado | fund | ||||
| Multiusos Oriente - Fundo Especial de | Oeiras | 491,610 | EUR | Real estate investment | 100.0 |
| Investimento Imobiliário Fechado | fund | ||||
| Grand Urban Investment Fund - Fundo Especial | Oeiras | 134,023,100 | EUR | Real estate investment | 100.0 |
| de Investimento Imobiliário Fechado | fund | ||||
| Fundial – Fundo Especial de Investimento | Oeiras | 21,850,850 | EUR | Real estate investment | 100.0 |
| Imobiliário Fechado | fund | ||||
| DP Invest – Fundo Especial de Investimento | Oeiras | 4,785,000 | EUR | Real estate investment | 54.0 |
| Imobiliário Fechado | fund | ||||
| Fundipar – Fundo Especial de Investimento | Oeiras | 11,945,000 | EUR | Real estate investment | 100.0 |
| Imobiliário Fechado | fund | ||||
| MR – Fundo Especial de Investimento | Oeiras | 31,056,099 | EUR | Real estate investment | 100.0 |
| Imobiliário Fechado | fund | ||||
| Domus Capital– Fundo Especial de Investimento | Oeiras | 2,600,000 | EUR | Real estate investment | 50.0 |
| Imobiliário Fechado | fund | ||||
| Predicapital – Fundo Especial de Investimento | Oeiras | 50,169,036 | EUR | Real estate investment | 60.0 |
| Imobiliário Fechado (*) | fund |
(*) Company classified as non-current assets held for sale.
As at 31 December 2017, the Bank's subsidiary insurance companies are as follows:
| Subsidiary companies | Head | Share | |||
|---|---|---|---|---|---|
| office | capital | Currency | Activity | % held | |
| S&P Reinsurance Limited | Dublin | 1,500,000 | EUR | Life reinsurance | 100.0 |
As at 31 December 2017, the Bank's associated companies are as follows:
| Head | Share | ||||
|---|---|---|---|---|---|
| Associated companies | office | capital | Currency | Activity | % held |
| Banque BCP, S.A.S. | Paris | 126,955,886 | EUR | Banking | 19.9 |
| ACT-C-Indústria de Cortiças, S.A. | Sta.Maria Feira | 17,923,610 | EUR | Extractive industry | 20.0 |
| Millenniumbcp Ageas Grupo Segurador, | Oeiras | 775,002,375 | EUR | Holding company | 49.0 |
| S.G.P.S., S.A. | |||||
| Sicit - Sociedade de Investimentos e Consultoria | Oeiras | 50,000 | EUR | Advisory | 25.0 |
| em Infra-Estruturas de Transportes, S.A | |||||
| Webspectator Corporation | Delaware | 950 | USD | Digital advertising services | 25.1 |

The Audit Committee (Committee) of Banco Comercial Português, S.A. (Bank) hereby presents the report on its supervisory functions relating to the 2017 financial year, in compliance with the legal requirements.
The Audit Committee is the Bank's supervision body, exercising the functions committed to it by the Law, the Articles of Association and its Regulations (available at https://ind.millenniumbcp.pt/pt/Institucional/governacao/Pages/normas_regulamentos.aspx).
The Audit Committee submits a quarterly report to the Board of Directors, in writing, informing on the work carried out by it and on the conclusions it has reached and an annual report of its activities, without prejudice to the duty of reporting, at any moment, to the Chairperson of the Board of Directors any and all situations the Committee finds and deems to be of high risk.
In 2017, the Audit Committee met 20 times, having drawn up minutes of all the meetings. By invitation, the members of the Committee also attended several meetings of the Committee for Risk Assessment.
The Committee received from the Executive Committee, in a timely and appropriate manner, all the information requested.
In the undertaking of its activities, the Committee held regular meetings with the Chief Financial Officer (CFO), the Director in charge of Risk, the Statutory Auditor and External Auditor, the Risk Officer, the Compliance Officer, the Head of Internal Audit and the Head of Research, Planning and ALM Division.
Apart from that, in 2017, the Committee met with several other members of the Bank's Executive Committee, namely its Chairman and the Director in charge of the Credit Area. Based on its power for summoning any Manager it wishes to hear, the Audit Committee met with the Heads of the Accounting and Consolidation, Tax Advisory and Quality and Network Support Divisions, as well as with the Company Secretary and the Client Ombudsman.
While drawing up this Report the Committee also met with the heads of the Human Resources, Logistics & Procurement, International, Treasury and Markets, Credit, and Real Estate Business Divisions and with the Shareholdings Department.
For the effective undertaking of its functions, the Audit Committee requested and obtained all the data and clarifications relevant for that purpose, which included the timely and appropriate monitoring of the compliance with the Bank's articles of association and with the applicable legal and regulatory provisions, meeting no constraints to its actions.
Throughout the financial year, the Committee undertook, among other, the following activities:
The Committee monitored the implementation of the commitments of the Bank's Recapitalisation Plan within the scope of the access, in 2012, to public investment to increase Core Tier I own funds, including those in the attachment to the Decision nr.
8840-B/2012 and in the Decision of the European Commission and those established with the Directorate-General for Competition of the European Commission.
The Committee appraised and resolved to issue a favourable opinion on the increase of the share capital of the Bank through new entries in cash, with a preferential reserve for shareholders, totalling €1,331,920,364.52 (one thousand three hundred and thirty-one million, nine hundred and twenty thousand, three hundred and sixty-four Euros and fiftytwo cents) under the terms proposed by the Executive Committee.
After the share capital increase was concluded, the Committee also followed-up the early repayment of the convertible bonds held by the State.
The Committee monitored the issue of subordinated debt (Tier 2), issued at the end of 2017.
The Committee examined the main accounting policies adopted, in particular those that could have an impact on the financial statements of the Bank and of its subsidiaries.
The Audit Committee paid close attention to the introduction of the new accounting standard IFRS 9 – Financial Instruments, as of 1 January 2018. Together with the Bank's areas closer connected to these matters and the CFO himself, the AudC analysed the impacts of the implementation of IFRS 9.
Throughout the year the Committee also regularly monitored the largest credit exposures and impairments of the Group, as well as other impairment and provisions. The Plan for the Reduction of Non Performing Exposures (NPE) was closely monitored, having
attained results by the end of 2017 that surpassed the goals disclosed to the supervisors and presented to the market.
The Committee also continued to pay close attention to the accounting of deferred taxes, as well as the assessment of the respective studies on their recovery.
The Committee reviewed the information relative to the Pension Fund of the Group BCP and the actuarial assumptions used to determine the liabilities with retirement pensions.
The valuation of the real estate properties classified as non-recurrent assets held for sale and through participation units in Real Estate Investment Funds wherein the Bank is the majority holder was one of the other matters followed by the Committee throughout the year.
The Committee followed the evolution of the Bank's exposure to Corporate Recovery Funds (FRE).
The Audit Committee was always informed on the process for the sale of Novo Banco by the Resolution Fund and requested and obtained information from the Executive Committee, namely on the potential and effective impacts, direct and indirect, on Group BCP.
The Committee appraised, on a monthly basis, the financial statements, on an individual and consolidated basis, and the earnings and key financial indicators of the Group companies. It also regularly analysed the Bank's liquidity, cost-to-income and solvency ratios,
In April 2017, and with reference to 2016, the Committee issued an opinion on the Bank's Annual Report. In the beginning of 2018, and with reference to 2017, the Committee appraised the Annual Report drawn up by the Executive Committee and the Legal Certifications of the Accounts and Audit Reports prepared by Deloitte &
Associados – SROC, S.A. (Deloitte), on the individual and consolidated financial statements, which were issued without reservations or emphases.
In accordance with article 420 (5) of the Companies Code, the Committee confirmed that the Corporate Governance Report, included in the Bank's Annual Report, with reference to 2017, contains the data mentioned in article 245-A of the Securities Code.
In view of the result of the work carried out, the Committee issued a favourable opinion on the Bank's Annual Report, which includes the individual and consolidated financial statements for the year ended on 31 December 2017.
The Committee also appraised the Group Budget for 2018, examining the assumptions used, the earnings and activity indicators forecast, the risk factors, the market shares, investments and the evolution of own funds. The budget exercise included a sensitivity analysis based on a set of adverse scenarios.
Throughout the year, the Committee regularly monitored the performance of the international operations, namely due to its size and relevance for the Group, of Millennium Bank in Poland and of Millennium bim, in Mozambique. It carried out a monthly evaluation of the most relevant business indicators and financial statements of these operations and, whenever justified, assessed, with the Executive Directors, the main risks presented by each operation and country.
Regarding Millennium bim, the Committee closely monitored the country's macroeconomic evolution and the main credit exposures of that Bank.
The Committee followed the annual revision of the internal control system, a revision complemented by the analysis and evaluation made by the external consultant chosen for this purpose since 2011, Deloitte. It also monitored the drafting of the Internal Control Reports, under the responsibility of the BofD - with contributions from the Risk Office, Compliance Office and Audit Division -, and issued the opinions addressed to the Board of Directors on those Reports, which were sent to the supervision authorities in June 2017.
Likewise, the Committee also monitored the making of the Report on the Prevention of Money Laundering and Terrorism Financing, foreseen in Notice nr. 9 of 2012 of Banco de Portugal on which it issued an opinion for the BofD. It also appraised the result of the Bank's self-assessment on the prevention of money laundering and terrorism financing.
Regularly, it appraised the execution of the recommendations made in the Internal Control and Prevention of Money Laundering and Terrorism Financing Reports.
It appraised the activities developed by the Risk Office, namely those included in the monthly reports on impairments and on the evolution of the main risk indicators that contain information on credit, liquidity, market, operational, compliance and reputational risks.
It assessed the Activity Plan of the Audit Division for 2017, as well as the 2016 activity report and the 2017 quarterly reports. On a monthly basis, the head of the internal Audit informed the Committee on the inspection actions carried out by the supervision authorities of the different markets where the Group operates.
In what regards the Compliance Office, the Committee also assessed the Activity Plan for 2017, as well as the 2016 activity report and the 2017 quarterly reports.
The Committee received ongoing information on all legislative and regulatory main alterations and updated its Regulations.
It was regularly informed on the correspondence exchanged between the Bank and supervision authorities and asked the Executive Committee and the Bank's various areas for additional clarifications and information whenever deemed necessary.
The Committee analysed the conclusions of the audit work on the individual and consolidated financial statements of 2016, carried out by the Statutory Auditor and External Auditor. Throughout 2017, it analysed the conclusions of the Desktop Review on the financial statements for the first and third quarters and of the Limited Review of the interim financial statements for the first half-year. In the beginning of 2018, the Committee analysed the conclusions of the audit analysis to the 2017 financial statements on an individual and consolidated basis, carried out by the Statutory Auditor and by the External Auditor.
Concerning other reports made by the external auditors, the Committee analysed: (i) the report on the impairment of the loan portfolio as at 30 June 2016, 31 December 2016 and 30 June 2017; (ii) the Reports on the Internal Control System; and (iii) the Report on the Prevention of Money Laundering and Terrorism Financing.
The Committee appraised the proposals for contracting additional services to be provided by the External Auditor, within the scope of the "Policy for the Approval of Audit Services provided by External Auditors".
In 2017, the Audit Committee revised the Group Regulation GR0022, which provides the framework for the policy for the approval of the services provided by external auditors. This new version entered into force in 2018. This revision incorporated the new legislation in effect regarding this matter.
The Committee supervised Deloitte's independence as Statutory Auditor and External Auditor by means of an ongoing evaluation of the respective performance. In the 2017 financial year, the Audit Committee concluded that Deloitte exercised its activity in an independent manner and that its performance was globally positive. However, the quality of the services provided has room for improvement, especially in what regards the timely delivery of the assignments. This conclusion was supported by a formal assessment of independence and performance, made by the Committee in the beginning of 2018, which included, among other elements, surveys especially designed for that purpose and the independence confirmation statement provided by the Deloitte itself.
The Committee assessed the Bank's credit exposure to members of the BofD and to qualified shareholders and entities related to them and issued an opinion on nineteen credit operations that were presented to the BofD. The Committee also issued an opinion on five other contracts established with entities related with members of the BoD and qualified shareholders.
The Committee was regularly informed on the handling of complaints and claims from customers by the Client Ombudsman's Office and by the Quality and Network Support Division. It also monitored two claims addressed to it through the channel "Report irregularities - Whistleblowing", yet without significant relevance.
The Committee expresses its gratitude to the remaining Corporate Bodies and Services of the Bank it contacted and with which it collaborated throughout 2017, in particular, the Head of the Support Office of the Board of Directors, for all the collaboration provided in the performance of its duties.
Lisbon, 23 April 2018
João Matos Loureiro (Chairman) Jaime Santos Bastos (Member)
Cidália Mota Lopes (Member)
containing a description of the main risks and uncertainties faced by them.
All these issues were, throughout 2017 monitored by the Audit Committee aided by the contributions provided by the Executive Committee, by the Bank's relevant Divisions and by the External Auditors.
As a result of the work carried out, the Audit Committee concurs with the contents of the Legal Certifications of Accounts and Audit Reports made by Deloitte and issues a favourable opinion on the Bank's Annual Report, which includes the financial statements, on an individual and consolidated basis, of the financial year ended on the 31 December 2017, approved on 23 April 2018 by the Board of Directors, of which the members of the Audit Committee are part.
11,802,141.20 Euros for reinforcement of the Legal Reserve; 106,219,270.74 Euros for Retained Earnings.
Lisbon, 23 April 2018
João Matos Loureiro (Chairman) Jaime Santos Bastos (Member)
Cidália Mota Lopes (Member)
(Amounts expressed in thousands of euros – t.euros)
(Translation of a report originally issued in Portuguese – in the case of discrepancies, the original version in Portuguese prevails – Note 1a)
We have audited the accompanying consolidated financial statements of Banco Comercial Português, S.A. ("the Bank") and its subsidiaries ("the Group"), which comprise the consolidated balance sheet as at 31 December 2017 (that presents a total of 71,939,450 t.euros and total consolidated equity of 7,179,736 t.euros, including a consolidated net profit attributable to the shareholders of the Bank of 186,391 t.euros), the consolidated statements of income, comprehensive income, changes in equity and cash flows for the year then ended, and the accompanying notes to the consolidated financial statements, which include a summary of the significant accounting policies.
In our opinion, the accompanying consolidated financial statements present true and fairly, in all material respects, the consolidated financial position of Banco Comercial Português, S.A. and its subsidiaries as at 31 December 2017 and its consolidated financial performance and cash flows for the year then ended in accordance with the International Financial Reporting Standards as endorsed by the European Union (IFRS).
We conducted our audit in accordance with International Standards on Auditing (ISAs) and further standards and technical and ethical directives of the Portuguese Institute of Statutory Auditors ("Ordem dos Revisores Oficiais de Contas"). Our responsibilities under those standards are described in the "Auditor's responsibilities for the audit of the consolidated financial statements" section. We are independent from the entities that constitute the Group in the terms of the law and we have fulfilled the other ethical requirements under the ethical code of the Portuguese Institute of Statutory Auditors ("Ordem dos Revisores Oficiais de Contas").
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. Those matters were addressed in the context of the audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on those matters.
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|||
|---|---|---|---|---|
| Impairment for loans to customers (Notes 1.c), 1.ad), 22, 37 and 52 – Credit Risk) | ||||
| The accumulated impairment losses for loans and provisions for guarantees and other commitments recorded by the Group ("impairment losses") as at 31 December 2017 amount to 3,321,931 t.euros and 130,875 t.euros, respectively. |
• Analysis of the relevant control activities implemented by the Group in the process of identification and determination of impairment losses for its loan portfolio. • Selection of a sample of clients subject to individual impairment analysis by the Group, which included exposures that presented higher risk characteristics as well as randomly selected exposures. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Impairment for loans to customers (Notes 1.c), 1.ad), 22, 37 and 52 – Credit Risk) | |
| Impairment losses represent the Group's Management's best estimate of the losses incurred on its credit portfolio at the reference date of the consolidated financial statements. These impairment losses are determined through individual analysis for clients with high exposure and risk and through collective analysis for exposures subject to individual analysis to which no individual impairment was attributed and for the remaining exposures that are not subject to individual analysis, as described in the section Accounting policies of the Notes to the consolidated financial statements. The determination of impairment losses through individual analysis inherently has a strong judgmental component from Management about the information available, namely in identifying evidence of impairment and in estimating the present value of the amount that the Group expects to recover from the loan, that incorporates also assumptions about future events that may not occur as expected and reflects the Management's intentions at each moment regarding management and future holding of the loans. Collective impairment is based on a model of a certain degree of complexity, as it incorporates in the computation of the impairment several variables, namely operations characteristics, the value of collaterals and risk parameters, such as the probability of default and loss given default. Different methodologies or assumptions used in the impairment analysis and different recovery strategies affect the estimate of the recovery cash flows and their expected timing, and may have a relevant impact on the determination of impairment. Given this is an area in which Management has to make estimates that incorporate a high degree of subjectivity or certain complexity (in the case of collective impairment), as well as the materiality of the amounts in the context of the consolidated financial statements, impairment for loans to customers was considered a key audit matter. |
• For the selected sample, analysis of the reasonableness of the estimated impairment losses recorded in the consolidated financial statements based on the review of the Group's judgments about the information available regarding the economic and financial situation of the clients, valuation of the collaterals and prospects about the evolution of their activity and also the intentions of Management regarding management and future holding of those loans. • Regarding collective impairment (i) understanding of the main characteristics of the impairment model and critical analysis of the reasonableness of the methodologies used by the Group; (ii) analysis on a sample basis of the calculation of risk parameters and collective impairment; and (iii) validation on a sample basis of the inputs used to determine the main risk parameters and of the collaterals value considered in the determination of impairment losses. • Review of the disclosures included in the consolidated financial statements related to these matters, considering the applicable accounting framework. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|||
|---|---|---|---|---|
| Recoverability of deferred tax assets (Notes 1.x), 1.ad) and 31) | ||||
| As at 31 December 2017, the balance of deferred tax assets amounts to 3,137,767 t.euros, of which 1,322,463 t.euros are dependent on the existence of future taxable income (deferred tax assets not eligible under the Special Regime applicable to deferred taxes assets, approved by Law no. 61/2014, of 26 August), including: • 950,794 t.euros related to impairment losses; and • 321,774 t.euros resulting from tax losses carried forward (essentially related to the individual activity of the Bank and originated in 2014 and 2016). According to Law No. 2/2014 of 16 January, the use of tax losses in future periods of taxation cannot exceed 70% of the taxable income in each of those periods, and the tax losses originated in 2014 and 2016 have a 12- year reporting period (i.e. up to 2026 and 2028, respectively). In accordance with IAS 12 - Income Taxes, deferred tax assets can only be recorded up to the extent that it is probable that future taxable income will exist on the estimated date of their reversal. The Bank prepared an estimate of its taxable income for the period 2018-2028 to assess the recoverability of deferred tax assets. This estimate is by nature judgmental and depends on the assumptions used by Management to calculate the evolution of pre-tax profit and on its interpretation of the tax legislation. To this extent, the recoverability of deferred tax assets is dependent on the Bank's ability to generate the estimated results. Any changes in the assumptions used in the estimation of future results or in the interpretation of the tax legislation may have a material impact on deferred tax assets. Given the materiality of deferred tax assets in the consolidated financial statements and the need to use estimates to determine their recoverability, this area was considered a key audit matter. |
• Analysis of the relevant control activities implemented by the Bank in the context of the estimate of the recoverability of deferred tax assets. • Understanding and analysis of the main assumptions considered by the Bank to estimate the evolution of pre-tax profits in the period between 2018 and 2028. • Review of the reasonableness of the interpretation of the relevant tax legislation considered by the Bank in the estimation of future taxable profits. • Review of the calculations made by the Bank to demonstrate the recoverability of deferred tax assets, taking into account the understanding of the assumptions and the review of the interpretation of the tax legislation described above. • Review of the disclosures included in the consolidated financial statements for these matters, considering the applicable accounting framework. |
| Summary of the auditor's response to the most significant risks of material misstatement identified |
|||
|---|---|---|---|
| Liabilities with retirement pensions - Main actuarial assumptions (Notes 1.w, 1.ad) and 49) | |||
| Analysis of the relevant control activities implemented by the Group in determining the main actuarial assumptions used in the calculation of liabilities for past services related Verification of the certification of the responsible actuary within the Insurance and Pension Funds Supervisory Authority ("Autoridade de Supervisão de Seguros e Fundos de Pensões" (ASF)) and analysis of its independence statement included in the actuarial study of 31 December 2017 sent to Reading of the actuarial study with reference to 31 December 2017 and discussion with the responsible actuary on the main actuarial assumptions used. Analysis of the reasonableness of the main actuarial assumptions used in the quantification of pension liabilities, taking into consideration: (i) actuarial study; (ii) available market data; (iii) historical information (experience gains or losses); and (iv) information provided by Management. Review of the disclosures included in the consolidated financial statements for this matter, considering the applicable accounting |
|||
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|||
|---|---|---|---|---|
| Valuation of properties classified as non-current assets held for sale (Notes 1.k), 1.ad), 27 and 52 – Credit Risk) |
||||
| As at 31 December 2017, the net book value of properties classified as non-current assets held for sale amount to 2,096,953 t.euros, which are recorded at the lowest between book value and fair value less costs to sell, in accordance with IFRS 5 - Non-current assets held for sale and discontinued operations. The valuation of these assets, and consequently the impairment losses recorded in the Group's accounts as at 31 December 2017, is supported by appraisals carried out by independent appraisers, which incorporate several assumptions namely about the evolution of the real estate market, property best use, and expectations regarding the development of real estate projects when applicable, and also considers the intentions of Management regarding the commercialization of these assets. The assumptions used in the appraisals of these properties have an impact on its valuation and therefore on the determination of impairment. Taking into consideration the relevance of these assets in the consolidated financial statements and the judgmental component incorporated in their valuation, this area was considered a key audit matter. |
• Analysis of the relevant control activities implemented by the Group in the process of valuing properties classified as non-current assets held for sale. • Verification, on a sample basis, of the registration of the external appraisers in the Portuguese Securities Market Commission ("Comissão do Mercado de Valores Mobiliários" (CMVM)) and analysis of their independence. • Analysis of the reasonableness of the valuation recorded in the consolidated accounts for a selected sample of properties, based on the appraisals carried out by the external appraisers which include the methodology and main assumptions used, meetings held with the external appraisers and understanding of the strategy defined by the Group for these assets. • For properties held by the Group through real estate investment funds (which are classified in the consolidated accounts as non-current assets held for sale), we additionally read the Audit Reports on the financial statements of those funds as at 31 December 2017. • Review of the disclosures included in the consolidated financial statements related to this matter, considering the applicable accounting framework. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Resolution Fund (Note 55) | |
| Following the resolution measures applied to Banco Espírito Santo, S.A. (BES) and Banif - Banco Internacional do Funchal, S.A. (Banif), as of 31 December 2016 the Resolution Fund held the entire share capital of Novo Banco, S.A. (Novo Banco) and Oitante, S.A. as at 31 December 2016. In this context, the Resolution Fund contracted loans with the Portuguese State and with a banking syndicate and assumed contingent liabilities and other responsibilities, including those related to the litigation associated with the resolution processes. The Bank participated in the banking syndicate through a loan agreement. As disclosed in the Report and Accounts of the Resolution Fund for the year 2016, following the last renegotiations the loans that the Resolution Fund obtained to finance the resolution measures applied to BES and Banif (namely the loan granted by the Portuguese State and the loan from the banking syndicate, which amounted to 4,253,000 t.euros and 700,000 t.euros, respectively, as at 31 December 2016), have a maturity date of 31 December 2046 and establish the possibility of adjusting that date. The purpose is to guarantee the capacity of the Resolution Fund to fully meet its obligations based on regular revenues and without the need to resort to special contributions or any other type of extraordinary contributions from the banking sector. It was also established the pari passu treatment of the Resolution Fund's obligations arising from the loan agreement entered into with the banking syndicate of which the Bank is a part, and the loan agreements entered into with the Portuguese State. On 31 March 2017 Banco de Portugal announced having selected Lone Star to execute the sale of 75% of the share capital of Novo Banco, the conclusion of which was communicated by the Resolution Fund on 18 October 2017. On 2 October 2017 a framework agreement was established between the Portuguese State and the Resolution Fund with an annual limit of 850,000 t.euros, to provide the Resolution Fund with financial resources, if and when deemed necessary, for the fulfilment of the contractual obligations related to the above mentioned sale of 75% of the share capital of Novo Banco. |
• Analysis of the loan agreement established between the banks and the Resolution Fund and the respective amendments signed in August 2016 and February 2017. • Analysis of the public communications from the Resolution Fund and from the Office of the Portuguese Minister of Finance of 28 September 2016 and of the public communication from the Resolution Fund of 21 March 2017, regarding the new conditions of the loans from the Portuguese State and from the banking syndicate to the Resolution Fund and the corresponding impact on its sustainability and financial soundness. • Consideration of the simplified cash flow projections model of the Resolution Fund presented to us by the Bank in the context of the renegotiation of the loans obtained by the Resolution Fund. • Analysis of the public announcement and the content of the resolution approved by the Portuguese Council of Ministers on 2 October 2017, which authorized the Portuguese State, as the ultimate guarantor of financial stability, to establish a framework agreement with the Resolution Fund in order to make available to the Resolution Fund the financial resources, if and when necessary, for the fulfilment of contractual obligations that may arise from the sale of the 75% of the share capital of Novo Banco. • Analysis of the framework agreement established between the Portuguese State and the Resolution Fund. • Analysis of the public notice of the Resolution Fund dated 18 October 2017, referring to the conclusion of the sale of Novo Banco to Lone Star. • Analysis of the public communication of the Resolution Fund of 28 March 2018, regarding the payment to be made by the Resolution Fund to Novo Banco related to the use of the contingent capitalization mechanism established in the agreements entered into related to the sale of Novo Banco. • Reading of the latest available Report and Accounts from the Resolution Fund, which refers to the year of 2016. |
This framework agreement also refers that it aims to ensure the stability of the contribution effort that relays on the banking sector, meaning without the
• Review of the accounting framework of the contributions to the Resolution Fund.
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Resolution Fund (Note 55) | |
| need to charge special contributions or any other type of extraordinary contribution to the participants of the Resolution Fund. |
• Review of the disclosures included in the consolidated financial statements related to this matter, considering the applicable accounting framework. |
| As mentioned above, on 18 October 2017 the sale to Lone Star of 75% of the share capital of Novo Banco was concluded, with the Resolution Fund maintaining a 25% stake. The agreed conditions in this transaction include, in particular, the existence of a mechanism of contingent capitalization under which the Resolution Fund undertakes to make capital injections in Novo Banco up to the maximum total amount of 3,890,000 t.euros if certain cumulative conditions occur. |
|
| In March 2018, the said contingent capitalization mechanism was activated for the first time by Novo Banco at 792,000 t.euros. The payment of that amount by the Resolution Fund will be carried out after the statutory audit certification of Novo Banco and after a verification procedure, to be carried out by an independent entity. As a consequence of the activation of the contingent capitalization mechanism, the Resolution Fund will contract a loan which it estimates not to exceed 450,000 t.euros, under the framework agreement established between the Portuguese State and the Resolution Fund referred to above. |
|
| In order to reimburse the loans contracted and to meet other responsibilities already assumed or that may still be assumed, the Resolution Fund has essentially the revenues from the periodic contributions of the participating institutions (including the Bank) and from the contributions over the banking sector. It is also provided the possibility of the member of the Portuguese Government responsible for the finance area to determine by ministerial order that the participating institutions make special contributions in the situations provided for in the applicable legislation, particularly in the event that the Resolution Fund does not have sufficient own resources for the fulfilment of its obligations. |
|
| The cost with periodic contributions and with the contribution over the banking sector, is recorded by the Group on an annual basis, as provided in IFRIC 21 - Levies. |
|
| The consolidated financial statements as at 31 December 2017 reflect the Management's expectation that no special contributions or any other extraordinary contributions will be required to the Group to finance the resolution measures applied to BES and to Banif or any other responsibility or contingent liability assumed by the Resolution Fund in the context of those measures. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Resolution Fund (Note 55) | |
| Taking into account the responsibilities of the Resolution Fund and its effects for the Group, and the judgments of Management as described above, this was considered a key audit matter. |
Management is responsible for:
The Supervisory Body is responsible for overseeing the Group's financial closing and reporting process.
Our responsibility consists in obtaining a reasonable assurance on whether the consolidated financial statements as a whole are free from material misstatements, whether due to fraud or error, and to issue a report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of those consolidated financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit and we also:
Our responsibility includes also the verification of the agreement of the information included in the Management report with the consolidated financial statements and the verifications included in article 451, numbers 4 and 5, of the Portuguese Commercial Code ("Código das Sociedades Comerciais"), as well as the verification that a non-financial statement was presented.
In compliance with article 451, number 3.e) of the Portuguese Commercial Code ("Código das Sociedades Comerciais"), we conclude that the Management report was prepared in accordance with the current applicable law and regulations, the financial information included therein is in agreement with the audited consolidated financial statements, and considering our knowledge of the Group, we did not identify material misstatements. In accordance with article 451, number 7 of the Portuguese Commercial Code, this conclusion does not apply to the non-financial statement included in the Management report.
In compliance with article 451, number 4, of the Portuguese Commercial Code ("Código das Sociedades Comerciais"), we conclude that the corporate governance report includes the elements required to the Group under the terms of article 245-A of the Portuguese Securities Code ("Código dos Valores Mobiliários"), and we have not identified any material mistakes in the information disclosed in such report to comply with the requirements of items c), d), f), h), i) and m) of the referred article.
In compliance with article 451, number 6, of the Portuguese Commercial Code ("Código das Sociedades Comerciais"), we hereby inform that the Group included in the management report the non-financial statement provided for in article 508-G the Portuguese Commercial Code.
In compliance with article 10 of Regulation (UE) 537/2014 of the European Parliament and of the Council of 16 April 2014, and beyond the key audit matters mentioned above, we further report the following:
Lisbon, 23 April 2018
_______________________________________ Deloitte & Associados, SROC S.A. Represented by Paulo Alexandre de Sá Fernandes
EXPLANATION ADDED FOR TRANSLATION
(This report is a translation of a report originally issued in Portuguese. Therefore according to Deloitte & Associados, SROC S.A. internal procedures, the report is not to be signed. In the event of discrepancies, the Portuguese language version prevails.)
(Amounts expressed in thousands of euros – t.euros)
(Translation of a report originally issued in Portuguese – in the case of discrepancies, the original version in Portuguese prevails – Note 1a)
We have audited the accompanying separate financial statements of Banco Comercial Português, S.A. ("the Bank"), which comprise the separate balance sheet as at 31 December 2017 (that presents a total of 53,576,516 t.euros and total equity of 5,929,267 t.euros, including a net profit of 118,021 t.euros), the separate statements of income, comprehensive income, changes in equity and cash flows for the year then ended, and the accompanying notes to the separate financial statements, which include a summary of the significant accounting policies.
In our opinion, the accompanying separate financial statements present true and fairly, in all material respects, the non-consolidated financial position of Banco Comercial Português, S.A. as at 31 December 2017 and its non-consolidated financial performance and cash flows for the year then ended in accordance with the International Financial Reporting Standards as endorsed by the European Union (IFRS).
We conducted our audit in accordance with International Standards on Auditing (ISAs) and further standards and technical and ethical directives of the Portuguese Institute of Statutory Auditors ("Ordem dos Revisores Oficiais de Contas"). Our responsibilities under those standards are described in the "Auditor's responsibilities for the audit of the separate financial statements" section. We are independent from the Bank in the terms of the law and we have fulfilled the other ethical requirements under the ethical code of the Portuguese Institute of Statutory Auditors ("Ordem dos Revisores Oficiais de Contas").
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the separate financial statements of the current period. Those matters were addressed in the context of the audit of the separate financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on those matters.
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Impairment for loans to customers (Notes 1.b), 1.ab), 20, 34 and 46) – Credit Risk | |
| The accumulated impairment losses for loans and provisions for guarantees and other commitments granted by the Bank ("impairment losses") as at 31 December 2017 amount to 2,785,130 t.euros and 114,981 t.euros, respectively. |
• Analysis of the relevant control activities implemented by the Bank in the process of identification and determination of impairment losses for its loan portfolio. |
| • Selection of a sample of clients subject to individual impairment analysis by the Bank, which included exposures that presented higher risk characteristics as well as randomly selected exposures. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Impairment for loans to customers (Notes 1.b), 1.ab), 20, 34 and 46) – Credit Risk | |
| Impairment losses represent the Bank's Management's best estimate of the losses incurred on its credit portfolio at the reference date of the separate financial statements. These impairment losses are determined through individual analysis for clients with high exposure and risk and through collective analysis for exposures subject to individual analysis to which no individual impairment was attributed and for the remaining exposures that are not subject to individual analysis, as described in the section Accounting policies of the Notes to the separate financial statements. The determination of impairment losses through individual analysis inherently has a strong judgmental component from Management about the information available, namely in identifying evidence of impairment and in estimating the present value of the amount that the Bank expects to recover from the loan, that incorporates also assumptions about future events that may not occur as expected and reflects the Management's intentions at each moment regarding management and future holding of the loans. Collective impairment is based on a model of a certain degree of complexity, as it incorporates in the computation of the impairment several variables, namely operations characteristics, the value of collaterals and risk parameters, such as the probability of default and loss given default. Different methodologies or assumptions used in the impairment analysis and different recovery strategies affect the estimate of the recovery cash flows and their expected timing, and may have a relevant impact on the determination of impairment. Given this is an area in which Management has to make estimates that incorporate a high degree of subjectivity or certain complexity (in the case of collective impairment), as well as the materiality of the amounts in the context of the separate financial statements, impairment for loans to customers was considered a key audit matter. |
• For the selected sample, analysis of the reasonableness of the estimated impairment losses recorded in the separate financial statements based on the review of the Bank's judgments about the information available regarding the economic and financial situation of the clients, valuation of the collaterals and prospects about the evolution of their activity and also the intentions of Management regarding management and future holding of those loans. • Regarding collective impairment (i) understanding of the main characteristics of the impairment model and critical analysis of the reasonableness of the methodologies used by the Bank; (ii) analysis on a sample basis of the calculation of risk parameters and collective impairment; and (iii) validation on a sample basis of the inputs used to determine the main risk parameters and of the collaterals value considered in the determination of impairment losses. • Review of the disclosures included in the separate financial statements related to these matters, considering the applicable accounting framework. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|
|---|---|---|
| Recoverability of deferred tax assets (Notes 1.w), 1.ab) and 28) | ||
| As at 31 December 2017, the balance of deferred tax assets amounts to 3,018,508 t.euros, of which 1,255,413 t.euros are dependent on the existence of future taxable income (deferred tax assets not eligible under the Special Regime applicable to deferred taxes assets, approved by Law no. 61/2014, of 26 August), including: • 880,316 t.euros related to impairment losses; and • 319,768 t.euros resulting from tax losses carried forward originated in 2014 and 2016. According to Law No. 2/2014 of 16 January, the use of tax losses in future periods of taxation cannot exceed 70% of the taxable income in each of those periods, and the tax losses originated in 2014 and 2016 have a 12-year reporting period (i.e. up to 2026 and 2028, respectively). In accordance with IAS 12 - Income taxes, deferred tax assets can only be recorded up to the extent that it is probable that future taxable income will exist on the estimated date of their reversal. The Bank prepared an estimate of its taxable income for the period 2018-2028 to assess the recoverability of deferred tax assets. This estimate is by nature judgmental and depends on the assumptions used by Management to calculate the evolution of pre-tax profit and on its interpretation of the tax legislation. |
• Analysis of the relevant control activities implemented by the Bank in the context of the estimate of the recoverability of deferred tax assets. • Understanding and analysis of the main assumptions considered by the Bank to estimate the evolution of pre-tax profits in the period between 2018 and 2028. • Review of the reasonableness of the interpretation of the relevant tax legislation considered by the Bank in the estimation of future taxable profits. • Review of the calculations made by the Bank to demonstrate the recoverability of deferred tax assets, taking into account the understanding of the assumptions and the review of the interpretation of the tax legislation described above. • Review of the disclosures included in the separate financial statements for these matters, considering the applicable accounting framework. |
|
| To this extent, the recoverability of deferred tax assets is dependent on the Bank's ability to generate the estimated results. |
||
| Any changes in the assumptions used in the estimation of future results or in the interpretation of the tax legislation may have a material impact on deferred tax assets. |
||
| Given the materiality of deferred tax assets in the separate financial statements and the need to use estimates to determine their recoverability, this area was considered a key audit matter. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|
|---|---|---|
| Liabilities with retirement pensions - Main actuarial assumptions (Notes 1.v, 1.ab) and 44) | ||
| The Bank has assumed the responsibility of paying to its employees and pensioners retirement pensions and other associated benefits under the terms defined in collective labour agreements. As at 31 December 2017, the liabilities for past services of the Bank with retirement pensions and other associated benefits amount to 3,025,679 t.euros. The Bank's liabilities associated with the defined benefit plans were determined by the responsible actuary, considering a set of actuarial assumptions, including the discount rate, the growth rate of wages and pensions, and the mortality table. Any changes in actuarial assumptions may have a material impact on past service pension liabilities. Given the importance of the actuarial assumptions in determining the liabilities with past services related to pensions in the context of the separate financial statements, we considered this area a key audit matter. |
• Analysis of the relevant control activities implemented by the Bank in determining the main actuarial assumptions used in the calculation of liabilities with past services related to pensions. • Verification of the certification of the responsible actuary within the Insurance and Pension Funds Supervisory Authority ("Autoridade de Supervisão de Seguros e Fundos de Pensões" (ASF)) and analysis of its independence statement included in the actuarial study of 31 December 2017 sent to ASF. • Reading of the actuarial study with reference to 31 December 2017 and discussion with the responsible actuary on the main actuarial assumptions used. • Analysis of the reasonableness of the main actuarial assumptions used in the quantification of pension liabilities, taking into consideration: (i) actuarial study; (ii) available market data; (iii) historical information (experience gains or losses); and (iv) information provided by Management. |
|
| • Review of the disclosures included in the separate financial statements for this matter, considering the applicable accounting framework. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Valuation of properties classified as non-current assets held for sale and properties held through real estate investment funds in which the Bank owns the majority of the fund units (Notes 1.c), 1.k), 1.ab), 21, 25 and 46 – Credit Risk) |
|
| As at 31 December 2017, the caption Non-current assets held for sale include 1,373,403 t.euros of properties held directly by the Bank and 79,598 t.euros of investments in real estate companies which main assets are properties. In addition, the caption Available-for-sale financial assets include 680,030 t.euros of real estate investment funds in which the Bank owns the majority of the units. These assets are recorded in accordance with applicable accounting standards (IFRS 5 for non current assets held for sale and IAS 39 for available-for-sale financial assets). The valuation of these assets, and consequently the impairment losses recorded in the Bank's accounts as at 31 December 2017, is supported by appraisals carried out by independent appraisers, which incorporate several assumptions namely about the evolution of the real estate market, property best use, and expectations regarding the development of real estate projects when applicable, and also considers the intentions of Management regarding the commercialization of these assets. In addition, the valuation of the units in the real estate investment funds was based on the most up-to-date information that Management has available regarding its Net Asset Value, which depends on the funds' properties appraisals carried out by independent external appraisers. The assumptions used in the appraisals of these properties have an impact on its valuation and therefore on the determination of impairment losses. Taking into consideration the relevance of these assets in the separate financial statements and the judgmental component incorporated in their valuation, this area was considered a key audit matter. |
• Analysis of the relevant control activities implemented by the Bank in the process of valuing properties classified as non-current assets held for sale and properties held through real estate investment funds in which the Bank owns the majority of the units. • Verification, on a sample basis, of the registration of the external appraisers in the Portuguese Securities Market Commission ("Comissão do Mercado de Valores Mobiliários" (CMVM)) and analysis of their independence. • Analysis of the reasonableness of the valuation recorded in the separate accounts for a selected sample of properties, based on the appraisals carried out by the external appraisers which include the methodology and main assumptions used, meetings held with the external appraisers and understanding of the strategy defined by the Bank for these assets. • In relation to the real estate investment funds in which the Bank owns the majority of the units (which are classified in the separate accounts as available-for-sale financial assets), we additionally read the Audit Reports on the financial statements of those funds as at 31 December 2017. • Review of the disclosures included in the separate financial statements related to this matter, considering the applicable accounting framework. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Resolution Fund (Note 49) | |
| Following the resolution measures applied to Banco Espírito Santo, S.A. (BES) and Banif - Banco Internacional do Funchal, S.A. (Banif), as at 31 December 2016 the Resolution Fund held the entire share capital of Novo Banco, S.A. (Novo Banco) and Oitante, S.A |
• Analysis of the loan agreement established between the banks and the Resolution Fund and the respective amendments signed in August 2016 and February 2017. • Analysis of the public communications from |
| In this context, the Resolution Fund contracted loans with the Portuguese State and with a banking syndicate and assumed contingent liabilities and other responsibilities, including those related to the litigation associated with the resolution processes. The Bank participated in the banking syndicate through a loan agreement. |
the Resolution Fund and from the Office of the Portuguese Minister of Finance of 28 September 2016 and of the public communication from the Resolution Fund of 21 March 2017, regarding the new conditions of the loans from the Portuguese State and from the banking syndicate to the Resolution Fund and the corresponding impact on its sustainability and financial soundness. |
| As disclosed in the Report and Accounts of the Resolution Fund for the year 2016, following the last renegotiations the loans that the Resolution Fund obtained to finance the resolution measures applied to BES and Banif (namely the loan granted by the Portuguese State and the loan from the banking syndicate, which amounted to 4,253,000 t.euros |
• Consideration of the simplified cash flow projections model of the Resolution Fund presented to us by the Bank in the context of the renegotiation of the loans obtained by the Resolution Fund. |
| and 700,000 t.euros, respectively, as at 31 December 2016), have a maturity date of 31 December 2046 and establish the possibility of adjusting that date. The purpose is to guarantee the capacity of the Resolution Fund to fully meet its obligations based on regular revenues and without the need to resort to special contributions or any other type of extraordinary contributions from the banking sector. It was also established the pari passu treatment of the Resolution Fund's obligations arising from the loan agreement entered into with the banking syndicate of which the Bank is a part, and the loan agreements entered into with the |
• Analysis of the public announcement and the content of the resolution approved by the Portuguese Council of Ministers on 2 October 2017, which authorized the Portuguese State, as the ultimate guarantor of financial stability, to establish a framework agreement with the Resolution Fund in order to make available to the Resolution Fund the financial resources, if and when necessary, for the fulfilment of contractual obligations that may arise from the sale of the 75% of the share capital of Novo Banco. |
| Portuguese State. On 31 March 2017 Banco de Portugal announced having selected Lone Star to execute the sale of |
• Analysis of the framework agreement established between the Portuguese State and the Resolution Fund. |
| 75% of the share capital of Novo Banco, the conclusion of which was communicated by the Resolution Fund on 18 October 2017. |
• Analysis of the public notice of the Resolution Fund dated 18 October 2017, referring to the conclusion of the sale of Novo Banco to Lone Star. |
| On 2 October 2017 a framework agreement was established between the Portuguese State and the Resolution Fund with an annual limit of 850,000 t.euros, to provide the Resolution Fund with financial resources, if and when deemed necessary, for the fulfilment of the contractual obligations related to the above mentioned sale of 75% of the share capital of Novo Banco. |
• Analysis of the public communication of the Resolution Fund of 28 March 2018, regarding the payment to be made by the Resolution Fund to Novo Banco related to the use of the contingent capitalization mechanism established in the agreements entered into related to the sale of Novo Banco. |
| This framework agreement also refers that it aims | • Reading of the latest available Report and Accounts from the Resolution Fund, which |
to ensure the stability of the contribution effort that relays on the banking sector, meaning without the need to charge special contributions or any other type of extraordinary contribution to the participants of the Resolution Fund.
• Review of the accounting framework of the contributions to the Resolution Fund.
refers to the year of 2016.
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Resolution Fund (Note 49) | |
| As mentioned above, on 18 October 2017 the sale to Lone Star of 75% of the share capital of Novo Banco was concluded, with the Resolution Fund maintaining a 25% stake. The agreed conditions in this transaction include, in particular, the existence of a mechanism of contingent capitalization under which the Resolution Fund undertakes to make capital injections in Novo Banco up to the maximum total amount of 3,890,000 t.euros if certain cumulative conditions occur. |
• Review of the disclosures included in the separate financial statements related to this matter, considering the applicable accounting framework. |
| In March 2018, the said contingent capitalization mechanism was activated for the first time by Novo Banco at 792,000 t.euros. The payment of that amount by the Resolution Fund will be carried out after the statutory audit certification of Novo Banco and after a verification procedure, to be carried out by an independent entity. As a consequence of the activation of the contingent capitalization mechanism, the Resolution Fund will contract a loan which it estimates not to exceed 450,000 t.euros, under the framework agreement established between the Portuguese State and the Resolution Fund referred to above. |
|
| In order to reimburse the loans contracted and to meet other responsibilities already assumed or that may still be assumed, the Resolution Fund has essentially the revenues from the periodic contributions of the participating institutions (including the Bank) and from contributions over the banking sector. It is also provided the possibility of the member of the Portuguese Government responsible for the finance area to determine by ministerial order that the participating institutions make special contributions in the situations provided for in the applicable legislation, particularly in the event that the Resolution Fund does not have sufficient own resources for the fulfilment of its obligations. |
|
| The cost with periodic contributions and with the contribution over the banking sector, is recorded by the Bank on an annual basis, as provided in IFRIC 21 - Levies. |
|
| The separate financial statements as at 31 December 2017 reflect the Management's expectation that no special contributions or any other extraordinary contributions will be required to the Bank to finance the resolution measures applied to BES and to Banif or any other responsibility or contingent liability assumed by the Resolution Fund in the context of those measures. |
| Description of the most significant risks of material misstatement identified |
Summary of the auditor's response to the most significant risks of material misstatement identified |
|---|---|
| Resolution Fund (Note 49) |
Taking into account the responsibilities of the Resolution Fund and its effects for the Bank, and the judgments of Management as described above, this was considered a key audit matter.
The accompanying separate financial statements refer to the activity of Banco Comercial Português, S.A. at the non-consolidated level and have been prepared for approval and publication in accordance with the legislation in force. As indicated in Note 1.j), financial investments in subsidiaries and associates are recorded at acquisition cost less impairment losses. The accompanying separate financial statements do not include the effect of full consolidation, nor the application of the equity method, which will be done in consolidated financial statements to be approved and published separately. Additional information on subsidiary and associated entities is given in Notes 24 and 52.
Management is responsible for:
The Supervisory Body is responsible for overseeing the Bank's financial closing and reporting process.
Our responsibility consists in obtaining a reasonable assurance on whether the separate financial statements as a whole are free from material misstatements, whether due to fraud or error, and to issue a report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of those separate financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
Our responsibility includes also the verification of the agreement of the information included in the Management report with the separate financial statements and the verifications included in article 451, numbers 4 and 5, of the Portuguese Commercial Code ("Código das Sociedades Comerciais"), as well as verification that the non-financial statement was presented.
In compliance with article 451, number 3.e) of the Portuguese Commercial Code ("Código das Sociedades Comerciais"), we conclude that the Management report was prepared in accordance with the current applicable law and regulations, and the financial information included therein is in agreement with the audited separate financial statements, and considering our knowledge of the Bank, we did not identify material misstatements. In accordance with article 451, number 7 of the Portuguese Commercial Code ("Código das Sociedades Comerciais"), this conclusion is not applicable to the non-financial statement included in the management report.
In compliance with article 451, number 4, of the Portuguese Commercial Code ("Código das Sociedades Comerciais"), we conclude that the corporate governance report includes the elements required to the Bank under the terms of article 245-A of the Portuguese Securities Code ("Código dos Valores Mobiliários"), and we have not identified any material mistakes in the information disclosed in such report to comply with the requirements of items c), d), f), h), i) and m) of the referred article.
In compliance with article 451, number 6 of the Portuguese Commercial Code ("Código das Sociedades Comerciais"), we hereby inform that the Bank included in the management report the non-financial statement set forth in article 66-B of the Portuguese Commercial Code ("Código das Sociedades Comerciais").
In compliance with article 10 of Regulation (UE) 537/2014 of the European Parliament and of the Council of 16 April 2014, and beyond the key audit matters mentioned above, we further report the following:
Lisbon, 23 April 2018
________________________________________ Deloitte & Associados, SROC S.A. Represented by Paulo Alexandre de Sá Fernandes
(This report is a translation of a report originally issued in Portuguese. Therefore according to Deloitte & Associados, SROC S.A. internal procedures, the report is not to be signed. In the event of discrepancies, the Portuguese language version prevails.)
THIS PAGE INTENTIONALLY LEFT BLANK

To the Board of Directors
1 We were engaged by the Board of Directors of Banco Comercial Português, S.A. ("Millennium bcp " or "Company") to perform a limited assurance engagement on the sustainability information, associated with GRI Standards indicators, included in the Annual Report 2017, in particular in the Chapter "Non-financial statement", for the year ended in December 31, 2017, prepared by the Company for the purpose of communicating its annual sustainability performance.
2 It is the responsibility of the Board of Directors to prepare the sustainability information, associated with GRI Standards indicators, included in the Annual Report 2017, in accordance with the sustainability reporting guidelines "Global Reporting Initiative" ("GRI"), GRI Standards version, and with the instructions and criteria disclosed in the Annual Report 2017, as well as for the maintenance of an appropriate internal control system that enables the adequately preparation of the mentioned information.
3 Our responsibility is to issue a limited assurance report, which is professional and independent, based on the procedures performed and specified in the paragraph below.
4 The work performed was conducted in accordance with International Standard on Assurance Engagements (ISAE) 3000 (Revised) "Assurance engagements other than audits or reviews of historical financial information", issued by the International Auditing and Assurance Standards Board of the International Federation of Accountants. This standard requires that we plan and perform the assurance engagement to obtain limited assurance about whether the sustainability information, associated with GRI Standards indicators, is free from material misstatement.
5 Our limited assurance engagement also consisted in carrying out procedures with the objective of obtaining a limited level of assurance as to whether the Company applied, in the sustainability information included in the Annual Report 2017, the GRI Standards guidelines.
PricewaterhouseCoopers & Associados - Sociedade de Revisores Oficiais de Contas, Lda. Sede: Palácio Sottomayor, Rua Sousa Martins, 1 - 3º, 1069-316 Lisboa, Portugal Tel +351 213 599 000, Fax +351 213 599 999, www.pwc. pt Matriculada na CRC sob o NUPC 506 628 752, Capital Social Euros 314.000 Inscrita na lista das Sociedades de Revisores Oficiais de Contas sob o nº 183 e na CMVM sob o nº 20161485
PricewaterhouseCoopers & Associados - Sociedade de Revisores Oficiais de Contas, Lda. pertence à rede de entidades que são membros da PricewaterhouseCoopers International Limited, cada uma das quais é uma entidade legal autónoma e independente.
7 The procedures performed were more limited than those used in an engagement to obtain reasonable assurance and, therefore, less assurance was obtained than in a reasonable assurance engagement.
8 We believe that the procedures performed provide an acceptable basis for our conclusion
9 We apply the International Standard on Quality Control 1 (ISQC1) and, accordingly, maintain a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
10 We have complied with the independence and other ethical requirements of the Code of Ethics for Professional Accountants issued by the International Ethics Standards Board for Accountants and of the ethics code of the Institute of Statutory Auditors.
11 Based on the work performed, nothing has come to our attention that causes us to believe that the sustainability information, associated with GRI Standards indicators, included in the Annual Report 2017, in particular in the Chapter "Non-financial statement", for the year ended in December 31, 2017, was not prepared, in all material respects, in accordance with GRI Standards requirements and with the instructions and criteria disclosed in the Report and that Millennium bcp has not applied, in the sustainability information included in the Annual Report 2017, the GRI Standards guidelines.
12 This report is issued solely for information and use of the Board of Directors of the Company for the purpose of communicating the sustainability information in the Annual Report 2017, and should not be used for any other purpose. We will not assume any responsibility to third parties other than Millennium bcp by our work and the conclusions expressed in this report, which will be attached to the Company's Annual Report 2017.
April 23, 2018
PricewaterhouseCoopers & Associados - Sociedade de Revisores Oficiais de Contas, Lda. Represented by:
António Brochado Correia, R.O.C.
| INTRODUCTION 558 | |
|---|---|
| PART I – INFORMATION ON SHAREHOLDER STRUCTURE,ORGANISATION AND CORPORATE GOVERNANCE 563 | |
| A. SHAREHOLDER STRUCTURE 563 | |
| I. Capital Structure 563 | |
| II. Shares and Bonds Held 564 | |
| B. GOVERNING BODIES AND COMMITTEES 566 | |
| I. GENERAL MEETING 566 | |
| II. MANAGEMENT AND SUPERVISION 567 | |
| III. SUPERVISION 593 | |
| IV. STATUTORY AUDITOR 595 | |
| V. EXTERNAL AUDITOR 595 | |
| C. INTERNAL ORGANISATION 599 | |
| I. Articles of Association 599 | |
| II. Communication of Irregularities 599 | |
| III. Internal control and risk management 600 | |
| IV. Investor Support 605 | |
| V. Website 606 | |
| D. REMUNERATIONS 607 | |
| I. Competence for determination 607 | |
| II. Remuneration Committee/Remuneration and Welfare Board 607 | |
| III. Structure of remunerations 608 | |
| IV. Disclosure of remunerations 611 | |
| V. Agreements with remunerative implications 615 | |
| VI. Plans for the attribution of shares or stock options 615 | |
| E. TRANSACTIONS WITH RELATED PARTIES 616 | |
| I. Control mechanisms and procedures 616 | |
| II. Elements relative to business 616 | |
| PART II - ASSESSMENT OF CORPORATE GOVERNANCE 617 | |
| 1. Details of the Corporate Governance Code implemented 617 | |
| 2. Analysis of compliance with the Corporate Governance Code implemented 617 | |
| ANNEXES 618 | |
| ANNEX I 619 | |
| CURRICULA VITAE OF THE MEMBERS OF THE BOARD OF DIRECTORS OF BANCO COMERCIAL PORTUGUÊS, S.A. 619 |
|
| ANNEX II 638 | |
| CURRICULA VITAE OF THE MEMBERS OF THE REMUNERATION AND WELFARE BOARD OF BANCO | |
| COMERCIAL PORTUGUÊS, S.A. 638 | |
| ANNEX III 640 | |
| CURRICULA VITAE OF THE MEMBERS OF THE BOARD OF THE GENERAL MEETING OF BANCO COMERCIAL | |
| PORTUGUÊS, S.A. 640 | |
Banco Comercial Português, S.A. (hereinafter "Company, Bank, BCP, Millennium bcp") prepared the present Corporate Governance Report relative to the financial year of 2017 in conformity with the Legal Framework for Credit Institutions and Financial Companies (RGICSF), the Securities Code (CVM), Regulation 4/2013 of CMVM (Portuguese stock market regulator), the Corporate Governance Code of the CMVM (Recommendations), and all other applicable Portuguese and European legal and regulatory standards.
The table below discloses the Bank's understanding of its level of compliance with the Corporate Governance Code of the CMVM, which the Bank has decided to follow voluntarily, and includes an index referring to the contents of the Corporate Governance Report, substantiating the reasons for a judgement of compliance or not (principle of 'comply or explain') with these recommendations.
| Recommendations of the CMVM | Declaration of Compliance |
Information with reference to the Corporate Governance Report |
|
|---|---|---|---|
| I. VOTING AND CONTROL OF THE COMPANY | |||
| I.1. Companies should encourage their shareholders to participate and vote in the general meetings, in particular by not establishing an excessively high number of shares required to have the right to vote and implementing the indispensable means to the exercise of the right to vote by correspondence and electronically. |
Compliant | Item 12 | |
| I.2. Companies should not adopt mechanisms that hinder the adoption of resolutions by their shareholders, in particular establishing a deliberative quorum higher than that established by law. |
Not accepted | Item 12 | |
| I.3. Companies should not establish mechanisms with the effect of causing a time lag between the right to receive dividends or subscribe new securities and the right to vote of each ordinary share, unless duly justified on the grounds of the long term interests of the shareholders. |
Not applicable | ||
| I.4. Articles of association of companies which foresee the limitation of the number of votes which may be held or exercised by a single shareholder, individually or in combination with other shareholders, must also establish that, at least every five years, the alteration or maintenance of this statutory provision will be subject to deliberation by the General Meeting – without requirement of a quorum larger than that legally established – and that, in this deliberation, all the votes cast will count, without the application of this limitation. |
Not accepted | Item 13 | |
| I.5. Defensive measures should not be adopted if they imply payments or the incurrence of expenses by the company in the event of the transfer of control or change of the composition of the management body, and which might hinder the free transferability of shares and the free appraisal by the shareholders of the performance of members of the management body. |
Compliant | Item 4 | |
| II. SUPERVISION, MANAGEMENT AND INSPECTION | |||
| II. 1 MANAGEMENT AND SUPERVISION | |||
| II.1.1. Within the limits established by the law, and unless as a result of the small size of the company, the Board of Directors should delegate the daily management of the company, with the delegated duties being identified in the annual Corporate Governance Report. |
Compliant | Items 18 and 21 Board of Directors and Executive Committee |
|
| II.1.2. The Board of Directors should assure that the company acts in accordance with its objectives, and should not delegate its competence, namely, with respect to: i) definition of the strategy and general policies of the company; ii) definition of the Group's business structure; iii) decisions which should be considered strategic due to their amount, risk or special features. |
Compliant | Item 21 Board of Directors |
|
| II.1.3. The Supervisory Board, in addition to the performance of the supervisory duties entrusted to it, should undertake full responsibility in terms of corporate governance, hence statutory provisions of equivalent measures should establish that it is compulsory for this body to issue statements on the strategy and main policies of the company, define the group's business structure and decisions which should be considered strategic due to their amount or risk. This body should also assess compliance with the strategic plan and the implementation of the company's policies. |
Not applicable | (cont.) |
| (cont.) | |||
|---|---|---|---|
| Recommendations of the CMVM | Declaration of Compliance |
Information with reference to the Corporate Governance Report |
|
| II.1. MANAGEMENT AND SUPERVISION | |||
| II.1.4. Unless as a result of the small size of the company, the Board of Directors and Supervisory Board, according to the adopted model, should create the committees deemed necessary for: |
Compliant | Item 21 Board of Directors and Executive Committee and Items 24 and 27 |
|
| a) Assure competent and independent appraisal of the performance of the executive directors and their own overall performance, as well as that of the different existing committees; |
Compliant | Items 24, 25, 26 and 27 c) Committee for Nominations and Remunerations. |
|
| b) Reflect on the adopted governance system, structure and practices, verifying their efficacy and proposing to the competent bodies the measures to be implemented aimed at their improvement. |
Compliant | Item 27 b) | |
| II.1.5. The Board of Directors or Supervisory Board, according to the applicable model, should establish objectives on matters of risk taking and create systems for their control, aimed at assuring that the risks that are effectively incurred are consistent with those objectives. |
Compliant | Item 21 Board of Directors and Audit Committee and Item 27 a) Committee for Risk Assessment |
|
| II.1.6. The Board of Directors should include a sufficient number of non-executive members so as to ensure effective capacity to monitor, supervise and assess the activities of the remaining members of the management body. |
Compliant | Items 17 and 26 A. | |
| II.1.7. The non-executive directors should include an adequate proportion of independent directors, taking into account the adopted governance model, the size of the company and its shareholder structure, and respective free float. The independence of the members of the Supervisory Board and members of the Audit Committee is appraised pursuant to the legislation in force. Regarding the other members of the Board of Directors, an independent person is considered a person who is neither associated to any specific group of interests in the company of the Bank, or under any circumstance capable of influencing the impartiality of his analysis or decision making, namely as a result of: |
Compliant | Items 17, 18 and 26 A | |
| a. Being an employee of the company over the last three years or a company which is in a controlling or group relationship; b. Having, in the last three years, provided services or established a significant business relationship with the company or company with which said company is in a control or group relationship, either directly or as a partner, board member, manager or director of the legal person; c. Having received remuneration paid by a company which has been in a controlling or group relationship, apart from the |
Compliant | Items 17 and 18 | |
| remuneration arising from the performance of directorship duties; d. Living in non-marital cohabitation or being the spouse, relative or relative-in-law in a straight line and until the 3rd degree, inclusively, in the collateral line, of directors or natural persons directly or indirectly holding qualifying stakes; e. Being the holder of a qualifying stake or representative of a shareholder with qualifying stakes. |
|||
| II.1.8. Directors who perform executive duties, when requested by other members of the governing bodies, should provide, in due time and in a form appropriate to the request, the requested information. |
Compliant | Item 21 Executive Committee, Reports of the Board of Directors and Audit Committee. |
|
| II.1.9. The chairman of the executive management body or executive committee should send, as applicable, to the Chairman of the Board of Directors, Chairman of the Audit Board, Chairman of the Audit Committee, Chairman of the Supervisory Board and Chairman of the Financial Matters Committee, the summons and minutes of the respective meetings. |
Compliant | Item 21 Executive Committee | |
| II.1.10. Should the chairman of the management body perform executive roles, this body should indicate, among its members, an independent director to conduct the coordination of the work of the other non-executive members and the conditions to assure that they are able to make decisions in an independent and informed manner, or find another equivalent mechanism that assure this coordination. |
The Chairman of the Board of Directors is not an executive director |
||
| II.2. SUPERVISION | |||
| II.2.1. According to the applicable model, the Chairman of the Audit Board, Audit Committee or Financial Matters Committee should be independent, pursuant to the applicable legal criterion, and possess adequate competence to perform the respective duties. |
Not accepted | Item 21 Audit Committee and Items 17, 26 A and C.V. Annex I |
| (cont.) | ||
|---|---|---|
| Recommendations of the CMVM | Declaration of Compliance |
Information with reference to the Corporate Governance Report |
| II.2. SUPERVISION | ||
| II.2.2. The supervisory body should be the main item of contact of the external auditor and the first receiver of the respective reports, being entrusted, in particular, with proposing the respective remuneration and ensuring that the company provides the appropriate conditions for the provision of the audit services. |
Compliant | Item 21 Audit Committee |
| II.2.3. The supervisory body should assess the external auditor on an annual basis and propose, to the competent body, the dismissal of the external auditor or the termination of the audit service contract whenever there is fair cause for the effect. |
Compliant | Item 21 Audit Committee and respective Report |
| II.2.4. The supervisory body must evaluate the functioning of the internal control and risk management systems and propose the necessary adjustments. |
Compliant | Item 21 Audit Committee |
| II.2.5. The Audit Committee, Supervisory Board and Audit Board should issue statements on the work plans and resources allocated to the internal audit services and to the services which strive to ensure compliance with the regulations applied to the company (compliance services), and should receive the reports produced by these services at least when concerning matters related to the presentation of accounts, the identification or resolution of conflicts of interests and the detection of potential illegalities. |
Compliant | Item 21 Audit Committee, Items 50 and 51 |
| II.3. ESTABLISHMENT OF REMUNERATIONS | ||
| II.3.1. All the members of the Remuneration Committee or equivalent should be independent from the executive members of the management body and include at least one member with knowledge and experience on matters of remuneration policy. |
Compliant | Item 67 and Curricula Annex II |
| II.3.2. No natural or legal person who provides or has provided, over the last three years, services to any structure dependent on the management body, to the actual management body of the company or who has a current relationship with the company or a consultant of the company, should be contracted to support the Remuneration Committee in the performance of its duties. This recommendation is equally applicable to any natural or legal person related to the above through a work or service contract. |
Compliant | Item 67 |
| II.3.3. The statement on the remuneration policy of the management and supervisory bodies referred to in article 2 of Law 28/2009, of 19 June, should also contain: |
||
| a) Identification and explanation of the criteria for determination of the remuneration to be attributed to the members of the governing bodies; |
Compliant | Item 69 |
| b) Information as to the potential maximum amount, both in individual and aggregate terms, payable to the members of the governing bodies, and identification of the circumstances under which these maximum amounts may be due; |
Compliant | Items 69 and 77 |
| c) Information on the payability or non-payability of amounts relative to dismissal or termination of duties of directors. |
Compliant | Item 80 |
| II.3.4. Proposals relative to the approval of plans to attribute shares and/or share acquisition options, or based on share price variations, to members of the governing bodies, should be submitted to the General Meeting. The proposal should contain all the elements necessary for a correct assessment of the plan. |
Not applicable | |
| II.3.5. Proposals relative to the approval of any system of retirement benefits established in favour of the members of the governing bodies should be submitted to the General Meeting. The proposal should contain all the elements necessary for a correct assessment of the system. |
Compliant | Item 76 |
| III. REMUNERATIONS | ||
| III.1. The remuneration of the executive members of the management body should be based on effective performance and discourage excessive risk-taking. |
Compliant | Items 69 and 77 |
| III.2. The remuneration of the non-executive members of the management body and the remuneration of the members of the supervisory body should not include any component whose value depends on the performance or value of the company. |
Compliant | Items 69 and 77 |
| III.3. The variable component of remuneration should be reasonable, as a whole, in relation to the fixed component of remuneration, and maximum limits should be established for all components. |
Not applicable | Items 69 and 77 |
| (cont.) Recommendations of the CMVM |
Declaration of Compliance | Information with reference to the Corporate Governance Report |
|
|---|---|---|---|
| III. REMUNERATIONS | |||
| III.4. A significant part of the variable remuneration should be deferred for a period of not less than three years, and the right to its receipt should be dependent on the continuation of the positive performance of the company over this period. |
Not applicable | Item 69 | |
| III.5. The members of the management body should not conclude contracts, either with the company or with third parties, which have the effect of mitigating the risk inherent to the variability of their remuneration established by the company. |
Compliant | Item 69 | |
| III.6. Until the end of their term of office, executive directors must keep any company shares which have been acquired through variable remuneration schemes, up to the limit of twice the value of the annual total remuneration, with the exception of shares which need to be sold for the purpose of payment of taxes arising from the earnings of these same shares. |
Not applicable | Item 69 - There are no schemes of this type |
|
| III.7. When the variable remuneration comprehends the attribution of options, the beginning of the exercise period must be deferred for a period of time not inferior to three years. |
Not applicable | Item 69 - There are no schemes of this type |
|
| III.8. When the dismissal of a director neither arises from serious breach of duties nor inaptitude for normal performance of the respective duties but, even so, is the outcome of inadequate performance, the company should be endowed with the appropriate and necessary legal instruments to ensure that any indemnity or compensation, apart from that legally due, is not payable. |
Not applicable | Item 69 - There are no schemes of this type |
|
| IV. AUDIT IV.1. The external auditor should, under his duties, verify the application of the remuneration policies and systems of the governing bodies, the efficacy and operation of the internal control mechanisms and report any failures to the supervisory body of the company. |
Compliant | Item 66 | |
| IV.2. The company or any entities in a controlling relationship should neither contract from the external auditor, nor from any entities which are in a group relationship with it or are part of the same network, services other than audit services. When there are motives for the contracting of such services – which should be approved by the supervisory body and explained in its Annual Corporate Governance Report – they cannot represent a figure above 30% of the total value of the services provided to the company. |
Compliant | Item 47 | |
| IV.3. Companies should promote the rotation of the auditor at the end of two or three terms of office, according to whether they are of four or three years, respectively. The auditor's maintenance beyond this period should be based on the grounds expressed in a specific opinion issued by the supervisory body which explicitly weighs up the conditions of independence of the auditor and the advantages and costs of his replacement. |
Compliant | Items 40 and 44 | |
| V. CONFLICTS OF INTERESTS AND TRANSACTIONS WITH RELATED PARTIES |
|||
| V.1. Company business with shareholders owning qualifying holdings, or with entities that are in any relationship with them, under the terms of article 20 of the Securities Code, should be conducted under normal market conditions. |
Compliant | Item 21 Audit Committee, and Items 10 and 91 |
|
| V.2. The supervisory or audit board should establish the necessary procedures and criteria for the definition of the relevant level of significance of business with shareholders of qualifying stakes or with entities which are in any of the relations stipulated in number 1 of article 20 of the Securities Code, with the conduct of business of significant relevance being dependent on the prior opinion of this body. |
Compliant | Item 21 - Audit Committee and Board of Directors, paragraph 4 Item 18 (material limit), and Items 10 and 91. |
|
| VI. INFORMATION VI.1. Companies should ensure, through their website, in Portuguese and English, access to information that enables knowledge on their evolution and their current situation in economic, financial and governance terms. |
Compliant | http://www.millenniumbcp. pt/Institucional/ |
(cont.) (cont.)
| (cont.) Recommendations of the CMVM |
Declaration of Compliance | |
|---|---|---|
| VI. INFORMATION | ||
| VI.2. Companies should assure the existence of an investor support office and its permanent contact with the market, so as to answer requests made by investors in due time. Records should be kept of all the requests submitted and their subsequent treatment. |
Compliant | Items 56 to 58 |
On the date this Report was made (March 2018) the share capital of the Bank amounted to 5,600,738,053.72 Euros, represented by 15,113,989,952 shares of a single category, nominative, book-entry, without nominal value, fully subscribed and paid up, all admitted to trading in a regulated market (Euronext Lisbon). These shares represent 100% of the share capital, confer identical rights and are fungible between them.
According to the information provided by Interbolsa, as at 31 December 2017, the number of shareholders of Banco Comercial Português totalled 166,960.
The Bank's shareholder structure continues to be much dispersed after the share capital increase completed in February 2017, with four shareholders owning stakes above 2% of the share capital. Of these, only two have a stake above 5%. As a whole, the shareholders with qualifying stakes represented 43.4% of the share capital.
Shareholders with over 5 million shares represented more than 72% of the share capital after the share capital increase concluded in February 2017. In terms of geographic distribution, special note should be made of the weight of the shareholders in Portugal, which accounted for 37% of the total number of shareholders.
Pursuant to its articles of association, the Bank has the ability to issue shares with special rights, namely voting or non-voting preferential shares either redeemable with or without premium or not redeemable. Banco Comercial Português has never issued these types of shares.
The shares representing the Bank's share capital are freely transferable.
The treasury stock (BCP shares) held by entities included in the consolidation perimeter is within the limits established by the Law and Regulations.
As at 31 December 2017, Banco Comercial Português, S.A. held no treasury stock in its own portfolio, and there were no purchases or sales of own shares throughout the year. However, on that date the item "Treasury Stock" recorded 323,738 shares (31 December 2016: 2,689,098 shares) held by customers. Considering that for some of these customers, whose shares serve as collateral for loans granted by the Bank or by the Group, there is evidence of impairment, the Bank's shares held by these customers were considered as treasury stock and, in accordance with the accounting policies, written off from equity.
Regarding treasury stock held by associate companies of the BCP Group, pursuant to the Note to the consolidated financial statements number 50, as at 31 December 2017, Millenniumbcp Ageas - Grupo Segurador, SGPS, S.A. held 142,601,002 BCP shares, amounting to Euros 38,531,000 and on 31 December 2016, it held 8,694,500 shares, amounting to Euros 9,312,000.
The shares held by the Bank due to credit recovery process are not considered treasury stock in portfolio, as the respective sale is made in the market and in the short term.
4. Important agreements to which the company is a party and that come into effect, amend or terminated in cases such as a change in the control of the company after a takeover bid, and the respective effects, except where due to their nature, the disclosure thereof would be seriously detrimental to the company; this exception does not apply where the company is specifically required to disclose said information pursuant to other legal requirements (Article 245-A/1/j).
Banco Comercial Português is not a party to significant agreements, namely agreements that are enforced, altered or terminated in the event of change of control, following a public takeover bid, or change of composition of the governing bodies.
Under its activity, the Bank has negotiated seven bilateral contracts with the European Investment Bank (EIB) and the European Investment Fund (EIF), of the overall amount of close to one thousand and three hundred million Euros, which include clauses that confer the counterparty, under certain verifiable circumstances and in line with what is usual in the type of operations in question, the right to trigger the early repayment of these values, in the event of a change to the Bank's shareholder control.
Article 26 of the Bank's Articles of Association establishes that votes cast by a single shareholder and its related entities, under the terms of number 1 of article 20 of the Securities Code, representing more than 30% of the votes of the total share capital, shall not be counted.
This 30% limit to voting rights, enshrined in article 26 of the Bank's Articles of Association, does not presently apply to any shareholder and requires the approval of more than 2/3 of the votes cast at a General Meeting of Shareholders to be altered.
The Bank's Articles of Association do not foresee the periodic review of the statutory rule that establishes the limitation of votes.
The rule for the limitation to voting rights, commonly referred to as "statutory ceiling on voting rights", follows the best international and national corporate governance practices in terms of statutory restrictions for significant institutions with the size, internal organisation, scope and complexity of activities such as the ones pursued by the Company.
The Bank is not aware of the existence of any shareholders' agreement relative to the exercise of corporate rights or transferability of the Bank's shares.
On 18 November 2016, BCP and Fosun Industrial Holdings Limited signed a Memorandum of Understanding and Subscription Agreement relating to the investment of this company in the share capital of BCP, according to which the company Chiado (Luxembourg) S.à r.l. («Chiado»), an entity part of Group Fosun, agreed to invest in BCP through the private placement of 157.437.395 new shares and committed to keep the ownership of these shares for, at least, 3 years.
Under the terms of the Securities Code, the qualifying stakes in the Company's share capital as at 31 December 2017, indicating the percentage of the share capital and imputable votes, and the source and reasons of imputation, are reflected in the following table:
| Shareholder | Nr. of Shares | % of share capital |
% voting rights |
|---|---|---|---|
| Chiado (Luxembourg) S.à r.l., a company held by Fosun International Holdings Ltd (Fosun Group) |
4,089,789,779 | 27.06% | 27.06% |
| TOTAL FOR FOSUN GROUP | 4,089,789,779 | 27.06% | 27.06% |
| Sonangol - Sociedade Nacional de Combustíveis de Angola, E.P., directly | 2,946,353,914 | 19.49% | 19.49% |
| TOTAL FOR SONANGOL GROUP | 2,946,353,914 | 19.49% | 19.49% |
| Fundo de Pensões EDP* | 319,113,690 | 2.11% | 2.11% |
| TOTAL FOR EDP GROUP | 319,113,690 | 2.11% | 2.11% |
| BlackRock, Inc.** | 427,218,720 | 2.83% | 2.83% |
| TOTAL FOR BLACKROCK GROUP | 427,218,720 | 2.83% | 2.83% |
| TOTAL OF QUALIFYING STAKES | 7,782,476,103 | 51.50% | 51.50% |
* Allocation according to article 20 (1.f) of the Securities Code.
According to the communication of 29 December 2017.
On this issue, see the information provided in the Annual Report 2017, in Note 50 to the Consolidated Financial Statements.
Under the terms of the Bank's Articles of Association, the Board of Directors has powers to, when deemed convenient and after having obtained the favourable opinion of the Audit Committee, increase the share capital, once or more times, until the limit of the value of the existing share capital when the authorisation was granted or upon renewal of this authorisation.
The last renewal of this authorization was approved at the General Meeting of Shareholders held on 21 April 2016, when the Bank's share capital amounted to 4,094,235,361.88 Euros, and the General Meeting resolved that 20% of that increase could be made through the placement, without shareholders preference rights, with qualified or institutional investors.
The Bank's share capital was increased twice under this authorization.
The first time on 18 November 2016, amounting to 174,582,327.32 Euros, an increase reserved to Chiado (Luxembourg) S.à r.l. (Group Fosun), and the second time on 7 February 2017, amounting to 1,331,920,364.52 Euros, an increase with preference right for shareholders.
Following this last increase, on 9 February 2017, the Bank proceeded with the full and early repayment of the funds granted under the Bank's recapitalisation process.
Business conducted between the company and qualifying shareholders or natural or legal persons related to them, pursuant to article 20 of the Securities Code, regardless of the amount, is always subject to appraisal and deliberation by the Board of Directors, after a prior opinion has been obtained from the Audit Committee, through proposal submitted by the Executive Committee, supported by a proposal made by the Credit Commission and an analysis and opinion issued by the Internal Audit Division, in what regarded the legal and regulatory compliance of the proposal.
During 2017, the Audit Committee issued six opinions related to operations for granting and renewing credit lines and limits, and six opinions on other credit operations. All of these operations were conducted under normal market conditions.
During the year covered by this Report, regardless of the aforesaid operations, no other business or operations were conducted, namely the acquisition of supplies and services, between Banco Comercial Português and qualifying shareholders and entities related to them, which were economically significant and cumulatively carried outside market conditions, applicable to similar operations, or outside the scope of the current activity of the company, always in compliance with the provisions of article 397, (5) of the Companies Code. Also in this case, the Internal Audit Division, the Executive Committee, Audit Committee and the Board of Directors verified compliance with the conditions mentioned above.
Under the terms of article 20, number 1 of the Bank's Articles of Association, the Board of the General Meeting is composed of a Chairperson, a Vice-Chairperson and the Company Secretary.
The General Meeting of Shareholders held on 10 May 2017 elected a new Chairman and Vice-Chairman of the Board of the General Meeting, who are both on their first term of office.
The Company Secretary was appointed by the Board of Directors on 11 May 2015, performing duties for the three-year period 2015/2017.
At their first meeting after being elected, the Board of Directors to be elected by the 2018 Annual General Meeting shall appoint a new Company Secretary.
The Board of the General Meeting is composed of:
Chairman: Pedro Miguel Duarte Rebelo de Sousa (Independent)
Vice-Chairman Octávio Manuel de Castro Castelo Paulo (Independent)
Inherent to the position, the Board of the General Meeting is supported by secretarial services administered by the Company Secretary, Ana Isabel dos Santos de Pina Cabral.
Under the terms of the Bank's Articles of Association, each share corresponds to one vote. Natural or legal persons that own shares which confer to them at least one vote at zero hours of the fifth trading day prior to the date of the General Meeting may participate therein, directly or through a representative.
On these issues, see items 5 and 14.
Voting in writing, by mail or internet is permitted, provided that the vote is received by the penultimate day prior to the date of the General Meeting.
Shareholders who participate in the General Meeting directly or through representation may only exercise their voting rights at the General Meeting.
On this issue, see item 5.
The Bank's Articles of Association require the presence or representation of over one third of the share capital for the General Meeting to be held at first call. The Articles of Association also require a qualified majority of three quarters of the votes cast for approval of decisions on merger, demerger, transformation and a qualified majority of three quarters of the fully paid up share capital for resolutions on the dissolution of the company. The amendment of articles which establish limitations to voting rights or determine majorities different from those stipulated in the law requires a qualified majority of two thirds of the votes cast.
The demand for a reinforced quorum is intended to defend minority shareholders and assure that no relevant matter is resolved on without the effective participation of a representative number of shareholders.
Banco Comercial Português, S.A. has endorsed, since 28 February 2012, a one-tier corporate structure with a Board of Directors which includes an Executive Committee and an Audit Committee. It also has a Remuneration and Welfare Board and an International Strategic Board elected by the General Meeting.
The members of the Board of Directors are elected at the General Meeting. Should the Board of Directors co-opt any Director to fill a vacant position, such co-optation must be ratified at the first General Meeting of Shareholders taking place after the co-optation. The co-opted member shall exercise functions until the end of the term of office underway.
Elections are plural and conducted by lists, with indication by the proposing shareholders, and votes are cast based on these lists.
Under the terms of the law, and under penalty of destitution, each Annual General Meeting of Shareholders votes on a renewal of the vote of confidence in each of the members of the management and supervisory bodies and likewise in the body as a whole.
Under the terms of the Bank's Articles of Association, the Board of Directors is composed of a minimum of seventeen and a maximum of twenty-five members, elected for terms of office of three years, who may be reelected one or more times.
On 13 November 2017, the Board of Directors, pursuant to a proposal presented by the Committee for Nominations and Remunerations approved the Succession Plan for the Bank's Board of Directors. This Succession Plan identifies the skills, training and expertise required of the different members of the Board of Directors, so as to ensure professional qualifications and sufficient and adequate knowledge for exercising the specific functions, namely in terms of managing material risks.
At the 2018 Annual General Meeting, over 20% of the members of the Board of Directors to be elected will be women, in accordance with the legislation in force, a regime for the well balanced representation of women and men.
Complying with the legislation in effect, namely Law nr. 62/2017 of 1 August, on the date this report is being made, the Human Resources Division is drawing up a plan for gender equality to reinforce, recognize and set in motion a specific, material and effective equality of treatment, opportunities, recognition, respect and valuation of the differences between women and men, pursuing the elimination of gender discrimination and supporting the conciliation and harmonization of personal, family and professional life.
The current Board of Directors of Banco Comercial Português was elected at the General Meeting held on 11 May 2015, to perform duties for the three-year period 2015/2017, and 15.78% of its members are women, elected or co-opted, in accordance with and in abidance by criteria and requirements for the effective equality of treatment in comparison with the men who are members of the Board of Directors.
The Annual General Meeting held on 10 May 2017 ratified the co-optation of two directors, Mr. Lingjiang Xu and Mr. João Nuno de Oliveira Jorge Palma, approved by the Board of Directors on 9 January 2017, to perform the functions of members of the Board of Directors, the first as non-executive Director and the second as Vice-Chairman of the Executive Committee, until the end of the term of office in effect (2015/2017).
The term of office of the members of the Board of Directors ended on 31 December 2017, without prejudice to the Directors remaining in office until the election of a new Board of Directors, which will be done at the 2018 Annual General Meeting.
The composition of the Board of Directors at the end of the financial year this Report refers to, as well as the date of the first appointment of each member and the date of end of term of office is identified in the following table:
| Composition of the Board of Directors (Non-Executive Members) |
Term of Office - Start |
Term-of office |
Term of Office - End (a) |
Justification | Body and Position | Qualification |
|---|---|---|---|---|---|---|
| António Vítor Martins Monteiro | 11/05/2015 | 2015/2017 | 31/12/2017 | Election | Not Independent (b) |
|
| 28/02/2012 | 2012/2014 | 31/12/2014 | Board of Directors - Chairman | |||
| 18/04/2011 | 2011/2013 | 28/02/2012 | Supervisory Board - Chairman | |||
| 30/03/2009 | 2009/2010 | 31/12/2010 | Supervisory Board - Member | |||
| 11/05/2015 | 2015/2017 | 31/12/2017 | Election | Independent | ||
| Carlos José da Silva | 28/02/2012 | 2012/2014 | 31/12/2014 | Board of Directors - Vice-Chairman | ||
| 18/04/2011 | 2011/2013 | 28/02/2012 | Supervisory Board - Member | |||
| 11/05/2015 | 2015/2017 | 31/12/2017 | Independent | |||
| Álvaro Roque de Pinho de Bissaia Barreto |
28/02/2012 | 2012/2014 | 31/12/2014 | Election | Board of Directors - Member | |
| 18/04/2011 | 2011/2013 | 28/02/2012 | Supervisory Board - Member | |||
| 11/05/2015 | 2015/2017 | 31/12/2017 | Independent | |||
| André Magalhães Luíz Gomes | 28/02/2012 | 2012/2014 | 31/12/2014 | Election | Board of Directors - Member | |
| André Palma Mira David Nunes | 02/12/2016 | The Ministry's decision exonerating him from the positions to which he had been appointed was published on 23/03/2017, effective as of 9/02/2017 because the Bank reimbursed the last part of the state aid granted to it on that date. |
||||
| 11/05/2015 | 2015/2017 | 31/12/2017 | Election | Board of Directors - Member | Independent | |
| António Henriques de Pinho Cardão | 28/02/2012 | 2012/2014 | 31/12/2014 | |||
| 18/04/2011 | 2011/2013 | 28/02/2012 | Supervisory Board - Member | |||
| 11/05/2015 | 2015/2017 | 31/12/2017 | Not Independent (c) |
|||
| 28/02/2012 | 2012/2014 | 31/12/2014 | Board of Directors - Member | |||
| António Luís Guerra Nunes Mexia | 18/04/2011 | 2011/2013 | 28/02/2012 | Election | ||
| 30/03/2009 | 2009/2010 | 31/12/2010 | Supervisory Board - Member | |||
| 15/01/2008 | 2006/2008 | 31/12/2008 | ||||
| Cidália Maria Mota Lopes | 11/05/2015 | 2015/2017 | 31/12/2017 | Election | Board of Directors - Member | Independent |
| 11/05/2015 | 2015/2017 | 31/12/2017 | Board of Directors - Member | Independent | ||
| Jaime de Macedo Santos Bastos | 28/02/2012 | 2012/2014 | 31/12/2014 | Election | ||
| João Bernardo Bastos Mendes | 11/05/2015 | 2015/2017 | 31/12/2017 | Election | Board of Directors - Member | Resigned as of |
| Resende | 28/02/2012 | 2012/2014 | 31/12/2014 | 10.02.2017 | ||
| 11/05/2015 | 2015/2017 | 31/12/2017 | Election | Not Independent (d) |
||
| João Manuel de Matos Loureiro | 28/02/2012 | 2012/2014 | 31/12/2014 | Board of Directors - Member | ||
| 18/04/2011 | 2011/2013 | 28/02/2012 | ||||
| 30/03/2009 | 2009/2010 | 31/12/2010 | Supervisory Board - Member | |||
| José Rodrigues de Jesus | 04/12/2012 | The Ministry's decision exonerating him from the positions to which he had been appointed was published on 23/03/2017, effective as of 9/02/2017 because the Bank reimbursed the last part of the state aid granted to it on that date. |
| (cont.) | ||||||
|---|---|---|---|---|---|---|
| Composition of the Board of Directors (Non-Executive Members) |
Term of Office - Start |
Term-of office |
Term of Office - End (a) |
Justification | Body and Position | Qualification |
| Lingjiang Xu | 09/01/2017 | 2015/2017 | 31/12/2017 | Co-optation | Board of Directors - Member | Not Independent (e) |
| Raquel Rute da Costa David Vunge | 11/05/2015 | 2015/2017 | 31/12/2017 | Election | Not Independent (e) |
|
| 16/12/2014 | 2012/2014 | 31/12/2014 | Co-optation | Board of Directors - Member |
| Composition of the Board of Directors (Executive Members) |
Term of Office - Start |
Term-of office |
Term of Office - End (a) |
Justification | Body and Position | Qualification |
|---|---|---|---|---|---|---|
| 11/05/2015 | 2015/2017 | 31/12/2017 | Executive | |||
| Nuno Manuel da Silva Amado | 28/02/2012 | 2012/2014 | 31/12/2014 | Election | Executive Committee - Chairman | |
| 11/05/2015 | 2015/2017 | 31/12/2017 | Executive Committee - Vice | |||
| 28/02/2012 | 2012/2014 | 31/12/2014 | Chairman | |||
| Miguel Maya Dias Pinheiro | 18/04/2011 | 2011/2013 | 28/02/2012 | Election | Executive Board of Directors - | Executive |
| 11/11/2009 | 2008/2010 | 31/12/2010 | In replacement |
Member | ||
| Miguel de Campos Pereira de Bragança |
11/05/2015 | 2015/2017 | 31/12/2017 | Executive Committee - Vice | Executive | |
| 28/02/2012 | 2012/2014 | 31/12/2014 | Election | Chairman | ||
| João Nuno de Oliveira Jorge Palma | 09/01/2017 | 2015/2017 | 31/12/2017 | Co-optation | Executive Committee - Member | Executive |
| José Jacinto Iglésias Soares | 11/05/2015 | 2015/2017 | 31/12/2017 | Election | Executive Committee - Member | Executive |
| 28/02/2012 | 2012/2014 | 31/12/2014 | ||||
| 18/04/2011 | 2011/2013 | 28/02/2012 | Executive Board of Directors - Member |
|||
| José Miguel Bensliman Schorcht da Silva Pessanha |
11/05/2015 | 2015/2017 | 31/12/2017 | Election | Executive | |
| Maria da Conceição Mota Soares de Oliveira Callé Lucas |
11/05/2015 | 2015/2017 | 31/12/2017 | Executive | ||
| 28/02/2012 | 2012/2014 | 31/12/2014 | Election | Executive Committee - Member | ||
| Rui Manuel da Silva Teixeira | 11/05/2015 | 2015/2017 | 31/12/2017 | |||
| 28/02/2012 | 2012/2014 | 31/12/2014 | Election | Executive Committee - Member | Executive | |
| 18/04/2011 | 2011/2013 | 28/02/2012 | Executive Board of Directors - Member |
(a) Although the end of the mandate coincides with the last day of the calendar year, to which it refers, the member shall remain in office until the election of the new composition.
(b) The Director in question is in his fourth mandate, only because the mandate 2011/2013 was interrupted on 28 February 2012, consequently he did not complete three full mandates.
(c) The director in question is connected to a shareholder with a qualifying stake and is in his fifth term-of-office.
(d) The Director in question is in his fourth mandate, only because the mandate 2011/2013 was interrupted on 28 February 2012, consequently he did not complete three full mandates.
(e) The director in question is connected to a shareholder with a qualifying stake.
On 11 May 2015 and in accordance with articles 407 (3) and (4) of the Companies Code and article 35 of the Bank's articles of association, the Board of Directors appointed, from amongst its members, an Executive Committee composed of seven of its members.
On 9 January 2017, the Board of Directors co-opted João Nuno de Oliveira Jorge Palma to become Vice-Chairman of the Executive Committee. This co-optation was ratified at the General Meeting held on 10 May 2017. After the co-optation, the Executive Committee consisted of eight members.
The Executive Committee performs all of the Bank's day-to-day management duties that have not been reserved by the Board of Directors. On 31 December 2017, the Board of Directors was composed of nineteen members. According to CMVM Regulation 4/2013, Annex 1, nr. 18.1, a member of the Board of Directors who is not associated with any specific interest group within the company, or under any circumstances capable of affecting their impartiality of analysing or decision making is considered to be independent.
All the non-executive directors have been, for that purpose, evaluated by the Committee for Nominations and Remunerations which, for that specific purpose, took under consideration, apart from the profile of each one of the directors, the following facts:
a. Being an employee of the company over the last three years or a company which is in a controlling or group relationship;
b. Having, in the last three years, provided services or established a significant business relationship with the company or company with which said company is in a control or group relationship, either directly or as a partner, board member, manager or director of the legal person;
c. Receiving remuneration paid by the company or by a company that is in a controlling or group relationship in addition to the remuneration derived from carrying out the tasks as a Board Member;
d. Living with a partner or a spouse, next of kin up to and including third degree, of board members or individuals directly or indirectly holding qualifying holdings;
e. Being a qualifying shareholder or representative of a qualifying shareholder;
f. Having been re-elected for more than two, consecutive or not, terms-of-office.
Excluding the executive directors, six members of the Board of Directors, out of eleven members, are independent. In other words, 54.54% of the non-executive directors are independent, and BCP considers that the proportion of independent directors, versus the total number of directors, is adequate, taking into account the endorsed governance model and the size of the company.
Having pondered on the contents of Recommendation II.I.7. and the criteria of independence of mind mentioned in the Guide to fit and proper assessments of the members of management bodies of the ECB, as well as the Guidance from the European Securities and Markets Authority, namely EBA/GL/2017/12, of 26 September 2017 and applicable as of 30 June 2018, as well as the provisos of article 31 of the LFCIFC, the Committee for Nominations and Remunerations considered that the number of independent non-executive directors ensures their effective capacity to follow-up, supervise and evaluate in a critical, correct, impartial and appropriately objective manner the activity developed by the executive directors.
On this matter, see the table presented in item 26.
The professional qualifications and other curricular details of each member of the Board of Directors are presented in Annex I to this Corporate Governance Report.
There are no habitual and significant family or business relations between the members of the Board of Directors and of the Executive Committee with shareholders imputed with qualifying stakes above 2% of the voting rights. As shown in the table presented in item 7 of this Report, the shareholders owning stakes above 2% are legal persons. Under these terms, and by nature, there are no family relations between the members of the Board of Directors and shareholders with a stake above 2%. Furthermore, there are also no family relations between the members of the Bank's Board of Directors and Executive Committee and the members of the Boards of Directors of the shareholders with a stake above 2%.
The members of the Board of Directors who have professional/business relations with shareholders to whom, on 31 December 2017, a qualifying stake above 2% of the voting rights is imputable are listed in the following table:
| Member of the Board of Directors of BCP |
Professional or Business Relationship | Shareholder owning more than 2% of Voting Rights |
|
|---|---|---|---|
| António Luís Guerra Nunes Mexia | Chairman of the Executive Board of Directors of EDP - Energias de Portugal |
EDP - Energias de Portugal, S.A. (EDP Group) |
|
| Lingjiang Xu | Manager of Fosun Management (Portugal), Lda |
Chiado (Luxembourg) S.à r.l., a company held by Fosun International Holdings Ltd (Fosun Group) |
|
| Raquel Rute da Costa David Vunge | Senior Manager at Sonangol, E.P. | Sonangol - Sociedade Nacional de Combustíveis de Angola, E.P. (Sonangol Group) |
Pursuant to the corporate governance model adopted by the Bank - the one-tier model - the structure includes a Board of Directors, under which there is an Audit Committee, composed solely of non-executive members and an Executive Committee to which the Board of Directors has delegated the Bank's current management, pursuant to article 35 of the Articles of Association and article 6 of its Regulations.
The Board of Directors has appointed three other specialised committees, whose essential purpose is the permanent monitoring of certain specific or highly complex matters. The Company also has a Remuneration and Welfare Board and an International Strategic Board.
To advise on daily management, the Executive Committee has also appointed different commissions and subcommissions that, besides two or more Executive Directors, are permanently composed of various first line Directors who report to them.
The diagram below represents the Bank's Corporate Governance Model structure during 2017:

The Board of Directors is the governing body of the Bank vested with the most ample powers of management and representation of the company.
During the performance of their duties, the directors use their competences, qualifications and professional experience to assure, in a permanent and responsible way, a sound, effective, rigorous and prudent management of the Bank, respecting the characteristics of the institution, its size and the complexity of its business activities.
The members of the Board of Directors observe duties of zeal, care and loyalty, reflecting high standards of diligence inherent to a careful and orderly manager, critically analysing the decisions taken as well as the policies and procedures adopted in the best interests of the company. The directors are bound to secrecy in respect of any matters dealt with at the board meetings or that they become aware of due to the performance of their duties, except when the Board of Directors sees the need to internally or publicly disclose its resolutions, or when such disclosure is imposed by legal provisions or decision of an administrative or judicial authority.
The Board of Directors is the corporate body with competence to define the company's general policies and strategy, being vested with full management and representation powers for both the Bank and the Group, without prejudice to the possibility of claiming back any matter delegated to the Bank's Executive Committee, namely the managerial powers, the Board of Directors has reserved the following competences for itself:
the Administration, the ones responsible for the assumption of risks and for the control functions and the employees whose total remuneration places them in the same bracket of the three categories mentioned above provided that their respective professional activities have a material impact on the Bank's risk profile.
The delegation of powers by the Board of Directors does not exclude the competence of this corporate body to resolve on the same issues, nor does it waive, under legal and regulatory terms, namely the Delegated Regulation (EU) nr. 604/2014, the responsibility of other directors for possible losses caused by acts or omissions occurred during the exercise of duties received by delegation to the extent that the members of the management body are ultimately responsible for the institution, its strategy and activities.
The Regulations of the Board of Directors are available on the Bank's website at:
https://ind.millenniumbcp.pt/en/Institucional/governacao/
The Audit Committee is composed of a minimum of three and a maximum of five non-executive members, elected at the General Meeting of Shareholders, and the lists proposed to elect the Board of Directors must detail which individual members are to be part of the Audit Committee and indicate the respective Chairperson.
The members of the Audit Committee, as is the case of all members of the governing bodies, are appointed for terms of office of three years, and may be re-elected.
The Audit Committee was elected at the General Meeting held on 11 May 2015 for the three-year period 2015- 2017. It has the competences foreseen in article 423-F of the Companies Code and in its own Regulations.
The Regulations of the Audit Committee are available at the Bank's website at:
https://ind.millenniumbcp.pt/en/Institucional/governacao/
The Audit Committee informs the Board of Directors on a quarterly basis, in writing, of the work it has developed and of conclusions drawn. As the Bank's supervisory body, it is responsible for ensuring compliance with the law and articles of association, and it is entrusted with the following duties:
framework;
The Audit Committee always holds mandatory regular meetings with the external auditors and statutory auditor at the time of appraisal of the interim and full year financial statements of the Bank. The Audit Committee receives the Reports of the Internal Audit Division, Statutory Auditor and External Auditors. The Audit Committee holds regular meetings with the Directors in charge of the Financial, Credit and Risk Areas, Compliance Officer and Head of Internal Audit, the Coordinating Managers of the Studies and Planning and Asset and Liability Management Division and of the Accounting Division. It has the power to summon or request clarifications from any Coordinating Manager or Employee of the Bank whom it wishes to hear.
Without prejudice to the hierarchical relationship maintained with the Executive Committee, the head of the Internal Audit Division and Compliance Office report functionally to the Audit Committee on the following matters: activity plans; activity reports; organisation and operation documents of the internal audit and compliance areas; situations detected that involve high risk; supervisory actions and relevant lawsuits; and constraints to the effective execution of the defined legal and regulatory functions, namely with respect to the allocated resources. In turn, the Audit Committee, independently of the direct reporting of the Audit Division and Compliance Office, informs the Chairperson of the Board of Directors of all and any situation detected that it deems might qualify as being of high risk.
The Audit Committee is composed as follows:
| Chairman: | João Manuel de Matos Loureiro (Not Independent, due to having performed duties in the last 3 terms of office, one of which incomplete) |
|---|---|
| Members: | Jaime de Macedo Santos Bastos (Independent) |
| Cidália Maria Mota Lopes (Independent) |
All of the members of this Committee were subject to a performance assessment by the Committee for Nominations and Remunerations.
All the members of the Audit Committee have levels of responsibility and understanding of the activities conducted by the company that match the functions assigned to them, allowing them to make an unbiased evaluation of the decisions made by the management body, and to efficiently supervise its activities. All the members of this Committee have appropriate knowledge, competences and experience to clearly understand and monitor the risk strategy, within a coherent governance framework, compatible with the risk management systems.
The professional qualifications and other curricular details of each member of the Audit Committee are presented in Annex I of this Corporate Governance Report.
This Committee received logistic and technical support from the Board of Directors' Support Office, with the secretarial services being administered by the Office Head.
During 2017, the Audit Committee held twenty meetings.
Attendance of the Audit Committee meetings by each of its members is shown in the following table:
| Members of the Audit Committee | Number of Meetings Attended | ||
|---|---|---|---|
| João Manuel de Matos Loureiro | 20 | 100% | |
| Cidália Maria Mota Lopes | 20 | 100% | |
| Jaime de Macedo Santos Bastos | 20 | 100% | |
| José Rodrigues de Jesus (1) | 6 | 100% |
(1) The Ministry's decision exonerating him from the positions to which he had been appointed was published on 23/03/2017, effective as of 9/02/2017 because the Bank reimbursed the last part of the state aid granted to it on that date.
On 11 May 2015, and under the terms of article 407 of the Companies Code and article 35 of the Bank's Articles of Association, the Board of Directors appointed an Executive Committee, composed of seven of its members. The BofD established its modus operandi and delegated to this committee the powers to conduct the Bank's current management.
On 9 January 2017, the Board of Directors co-opted João Nuno de Oliveira Jorge Palma to become Vice-Chairman of the Executive Committee. This co-optation was ratified at the General Meeting held on 10 May 2017.
In its internal organisation, the Executive Committee has distributed areas of special responsibility to each of its members.
As at 31 December 2017, the distribution of these areas of special responsibility was as follows:
| (NA) |
|---|
| (NA) |
| (NA) |
| Nuno Amado (NA) | |
|---|---|
| Office of the Chairman of the Executive Committee | (MM) |
| Communication Division | (MM) |
| Human Resources Division | (IS) |
| Audit Division | (IS) |
| General Secretariat and Relations with External Entities | (MM) |
| Digital Transformation Office | (MM) |
| Miguel Maya (MM) | ||||
|---|---|---|---|---|
| Credit Division | (MB) | |||
| Specialised Recovery Division | (MB) | |||
| Specialised Monitoring Division | (MB) | |||
| Real-Estate Business Division | (MB) | |||
| Miguel Maya (MM) | Miguel Bragança (MB) | ||
|---|---|---|---|
| Credit Division | (MB) | Investor Relations Division | (MM) |
| Specialised Recovery Division | (MB) | Accounting and Consolidation Division | (MM) |
| Specialised Monitoring Division | (MB) | Research, Planning and ALM Division | (MM) |
| Real-Estate Business Division | (MB) | Management Information Division | (MM) |
| Tax Advisory Division | (MM) |
| João Nuno Palma (JNP) | Conceição Lucas (CL) | ||
|---|---|---|---|
| Retail Recovery Division | (MM) | Large Corporate Division | |
| Recovery of Small Amounts Division | (MM) | Investment Banking Division | |
| International, Treasury & Markets Division | (MB) | Companies and Corporate Division - North | |
| Private Banking Division | (RMT) | Companies and Corporate Division - South | |
| Wealth Management Division | (RMT) | Companies Operational |
| Retail Recovery Division | (MM) | Large Corporate Division | (RMT) |
|---|---|---|---|
| Recovery of Small Amounts Division | (MM) | Investment Banking Division | (RMT) |
| International, Treasury & Markets Division | (MB) | Companies and Corporate Division - North | (RMT) |
| Private Banking Division | (RMT) | Companies and Corporate Division - South | (RMT) |
| Wealth Management Division | (RMT) | Companies Operational Marketing Division |
(RMT) |
| Companies Business Development and Strategic Marketing Division |
(JNP) | ||
| Rui Manuel Teixeira (RMT) | Iglésias Soares (IS) | |||
|---|---|---|---|---|
| Retail Banking Division - North | (CL) | Operations Division | ||
| Retail Banking Division - Centre | (CL) | IT Division | ||
| Retail Banking Division - South and Islands | (CL) | Procurement and Logistics Division | ||
| Retail Marketing Division | (CL) | Legal and Litigation Advisory Division | ||
| Segments Management Division | (CL) | Compliance Office | ||
| Quality and Network Support Division | (CL) | |||
| Direct Banking Division | (CL) |
| Rui Manuel Teixeira (RMT) | Iglésias Soares (IS) | |||
|---|---|---|---|---|
| Retail Banking Division - North | (CL) | Operations Division | (JMP) | |
| Retail Banking Division - Centre | (CL) | IT Division | (JMP) | |
| Retail Banking Division - South and Islands | (CL) | Procurement and Logistics Division | (JMP) | |
| Retail Marketing Division | (CL) | Legal and Litigation Advisory Division | (JMP) | |
| Segments Management Division | (CL) | Compliance Office | (JMP) |
| José Miguel Pesanha (JMP) | Subsidiary companies | ||||
|---|---|---|---|---|---|
| Risk Office | (IS) | Bank Millennium (Poland) | MB | (MM) | |
| Rating Division | (IS) | Millennium BIM (Mozambique) | MM | (CL) | |
| Office for Regulatory and Supervision Monitoring |
(IS) | Banque Privée BCP (Suisse) | JNP | (RMT) | |
| Office for the Validation and Monitoring of Models |
(IS) | Millennium bcp Bank & Trust | JNP | (RMT) | |
| ActivoBank | RMT | (CL) | |||
| Interfundos | MM | (RMT) | |||
| BCP Capital | MM | (CL) | |||
| ( ) - Alternate Director | Millennium bcp Ageas | JMP | (RMT) |
The Company Secretary sends to the Chairperson of the Board of Directors and to the Audit Committee the agendas and minutes of the meetings of the Executive Committee.
The Chairperson of the Executive Committee represents this Committee and convenes and conducts the respective meetings, has the casting vote, in addition to direct accountability for the respective areas of responsibility, and has the following duties:
The Regulations of the Executive Committee are available on the Bank's website at the following address:
https://ind.millenniumbcp.pt/en/Institucional/governacao/
The regulations of the Board of Directors, the Executive Committee and the other Committees of the Board of Directors are provided to each member of these governing bodies upon election or appointment, and are available on the internal portal and at the Bank's website at the following address:
https://ind.millenniumbcp.pt/en/Institucional/governacao/
During 2017, the Board of Directors held twelve meetings and its secretarial services were administered by the Company Secretary, with minutes having been drawn up of all the meetings.
The attendance level, through presence or representation, of each one of the members of the Board of Directors at meetings is shown in the following table:
| Non-Executive Members of the Board of Directors (BofD) |
Attendance in Person |
Attendance by Representation | Total Attendance |
|---|---|---|---|
| António Vítor Martins Monteiro | 100.00% | 0.00% | 100.00% |
| Carlos José da Silva | 83.30% | 0.00% | 83.30% |
| Álvaro Roque de Pinho de Bissaia Barreto | 100.00% | 0.00% | 100.00% |
| António Henriques de Pinho Cardão | 100.00% | 0.00% | 100.00% |
| António Luís Guerra Nunes Mexia | 75.00% | 8.30% | 83.30% |
| André Magalhães Luíz Gomes | 66.67% | 33.33% | 100.00% |
| Cidália Maria Mota Lopes | 100.00% | 0.00% | 100.00% |
| Jaime de Macedo Santos Bastos | 100.00% | 0.00% | 100.00% |
| João Manuel de Matos Loureiro | 100.00% | 0.00% | 100.00% |
| Lingjiang Xu (1) | 100.00% | 0.00% | 100.00% |
| Raquel Rute da Costa David Vunge | 83.30% | 0.00% | 83.30% |
| José Rodrigues de Jesus (2) | 100.00% | 0.00% | 100.00% |
| André David Nunes (2) | 100.00% | 0.00% | 100.00% |
| João Bernardo Bastos Mendes Resende (3) | 0.00% | 0.00% | 0.00% |
(1) Co-opted by the Board of Directors on 9 January 2017 and took office on 9 May 2017.
(2) The Ministry's decision exonerating him from the positions to which he had been appointed was published on 23/03/2017, effective as of
9/02/2017 because the Bank reimbursed the last part of the state aid granted to it on that date.
(3) Resignation letter received on 10 February 2017 and accepted by the Chairman of the BofD, effective immediately.
During 2017, the Executive Committee held fifty meetings and its secretarial services were administered by the Company Secretary, with minutes having been drawn up of all the meetings.
The attendance level of each member of the Executive Committee at meetings held is shown in the following table:
| Executive Members of the Board of Directors [Executive Committee (EC)] | Effective Participation Index |
|---|---|
| Nuno Manuel da Silva Amado | 100.00% |
| Miguel Maya Dias Pinheiro | 100.00% |
| Miguel de Campos Pereira de Bragança | 92.00% (1) |
| João Nuno de Oliveira Jorge Palma | 96.77% (1)(2) |
| José Jacinto Iglésias Soares | 98.00% (1) |
| José Miguel Bensliman Schorcht da Silva Pessanha | 96.00% (1) |
| Maria da Conceição Mota Soares de Oliveira Callé Lucas | 94.00% (1) |
| Rui Manuel da Silva Teixeira | 96.00% (1) |
(1) Justifications: vacation and/or at the Bank's service.
(2) Co-opted by the Board of Directors on 9 January 2017 and took office on 9 May 2017.
The Board of Directors, using the competence vested by article 37 (1) of the Bank's Articles of Association and by article 6 (2) and 7 (2.3 to 2.5) of its own Regulations, has constituted specialised committees, given the duty to monitor certain specific matters on a permanent basis. To this end, the Committee for Nominations and Remunerations was instituted, endowed with competences to assess if all members of the management and supervision bodies have and ensure the competences and the adequacy requirements necessary for the functions exercised or to be exercised.
The Committee for Nominations and Remunerations, within the scope of its competences, acts in accordance with article 30-A (1) and article 115-B (2.d) of the Legal Framework for Credit Institutions and Financial Companies, Instruction of Banco de Portugal nr. 12/2015 dated 17 August 2015 and the European legislation in effect, and also with item 4 of the Draft of the Guide to fit and proper assessments of the members of management bodies of the European Central Bank of May 2017, as well as the guidance from the European Securities and Markets Authority in both the consultation paper EBA/CP/2016/17 of 28 October 2016 and the Guidelines EBA/GL/2017/12, of 26 September 2017 and applicable as of 30 June 2018.
The Committee for Nominations and Remunerations is composed of four non-executive members.
The Committee for Nominations and Remunerations, under the competence of assessment of the individual and collective performance of the members of the Board of Directors, including the executive directors, has the duty to:
In general, the Committee for Nominations and Remunerations performs the duties attributed to Nomination and Remuneration Committees in the Legal Framework for Credit Institutions and Financial Companies and other national and European legislation in force, namely with respect to the assessment of executive and nonexecutive members of the Board of Directors.
The Committee for Nominations and Remunerations assesses, at least once a year, the good repute, knowledge, competences, practical and theoretical experience, professional qualification, independence, incompatibilities, availability and the minimum and specific requirements for holding the position of each member of the management and supervisory body, including the executive directors, thus validating the adequacy of the management body as a whole.
Pursuant to article 3 of its Regulations and being the body responsible for the Bank's nomination policy, the Committee for Nominations and Remunerations actively contributes to compliance with the institutional obligations with respect to the endorsement of suitable policies on individual and collective assessment of the members of the management and supervisory bodies. With a view to optimising the appropriate performance of its duties, the Committee for Nominations and Remunerations uses external consultants specialised in consulting services in talent areas (Mercer) to assist in the transparent, strict and rigorous process of assessment of aptitude and performance of the members of the executive committee in accordance with, namely, the following specific and predefined criteria:
In addition, the qualifications of the members of the management bodies have been improved through training actions by own initiative of the members or provided by external trainers with a recognized technical expertise. The company makes available on the Bank's internal website supporting the Board of Directors, a summary on the domestic and EU legislation which is most relevant within the scope of banking regulation and supervision.
Based on the criteria referred to above, the Committee for Nominations and Remunerations prepares two questionnaires and requires their completion by each member of the Board of Directors: one for self-assessment and collective appraisal of the management body, and another considering adequacy aimed at appraising compliance with the necessary legal requirements for performance of duties. Based on the collected information and supplemented by a matrix of collective appraisal, pursuant to Annex II of Banco de Portugal Instruction 12/2015, the Committee for Nominations and Remunerations prepares an annual assessment report for each member of the management and supervisory body, and of these bodies as a whole.
According to the assessments that have been made, it was found that each executive and non-executive member of the Board of Directors showed willingness and dedicated to the performance of his/her duties the necessary time, proportional to the importance of the matters to be addressed, assessed in the light of the interest that the different issues pose to the company, as well as of the specific tasks entrusted to each member.
The positions held by each executive and non-executive member of the Board of Directors, indicating positions held in other companies, within and outside the Group and other activities developed, are described in the following tables.
| uti mb of th rd No n-E Me e B xec ve ers oa of Dir of BC ect P ors |
Cu Po sit ion s in BC P nt rre |
sit ion s in Po BC P G rou p nie com pa s |
sit ion s in ies tsi de the Po BC P co mp an ou Gro up |
Ot he r R ele Ac tiv itie nt va s |
fic Qu ali ati on |
Cu lat ion of mu sit ion s ( Po Ar t. of th 33 e ) LFC IFC |
|---|---|---|---|---|---|---|
| An tón io V íto r M ins Mo iro art nte |
Ch air f th e B rd of ma n o oa Dir ect ors |
Ch f th rd of air e B ma n o oa of nda Cu Fu ão rat ors ç Mil len niu m b cp |
No n-E uti Me mb f th e B rd of xec ve er o oa of al, lc Dir SO CO In ion ect ter nat ors p |
Ch air f th dvi e A ma n o sor y ard of th ulb kia Bo e G en n shi for Pro e P art gra mm ner ps De vel Fu nda ão nt – op me ç lou lbe nki Ca Gu ste an |
de de No t In nt pen (a ) |
Co lian t mp |
| Ch f th fo air e C mit tee ma n o om r Co e G Eth ics rat rpo ove rna nce , d P rof ion al C du ct an ess on |
Ch f th air ma n o e al B rd of Int ati ern on oa Fun daç Mil len niu m b ão cp |
|||||
| rlo da Silv Ca s Jo sé a |
of of Vic e-C hai the Bo ard rm an Dir ect ors |
mb f th rd of Me e B er o oa Cu of nda Fu ão rat ors ç Mil len m b niu cp |
Ch f th rd of No n-E uti air e B xec ve ma n o oa Dir of Ba Mi llen niu tlâ nti m A ect ors nco co, S.A |
|||
| Ch f th rd of No n-E uti air e B xec ve ma n o oa Dir of Ba Pr iva do Atl ân tico ect ors nco Eur S.A op a, |
Ind nd t epe en |
lian t ( b) Co mp |
||||
| Ch air f th e C mit fo tee ma n o om r nd No mi ion nat s a tio Rem un era ns |
Ch f th rd of No n-E uti air e B xec ve ma n o oa Dir of At lân tico Eu SG PS, S.A ect ors rop a, |
|||||
| Ch air f th e B rd of Dir of th ect ma n o oa ors e An la M nt S cho ol go ana ge me |
||||||
| Álv Ro e d e P inh o d e B iss aia aro qu Ba to rre |
of of Me mb the Bo ard er Dir ect ors |
Ch f th rd of No n-E uti air e B xec ve ma n o oa Dir f Tej Ene ia Pro d. Dis ect t. ors o o rg lec Ene ia E t. S .A. rg |
f th of Me mb e S ior Bo ard er o en daç Fun ão Bis a B eto say arr |
|||
| Ch f th fo air e C mit tee ma n o om r Ris k A t sse ssm en |
uti mb of the rd of No n-E Me B xec ve er oa Dir of Nu trin - S Ge de ect te sto ors ves oc. ra Par t. S oci ais S.A , |
Ind nde nt epe |
lian Co t mp |
|||
| mb f th e fo Me e C mi tte er o om r nd No mi ion nat s a Rem tio un era ns |
| uti mb of th rd No n-E Me e B xec ve ers oa of Dir of BC P ect ors |
Cu Po sit ion s in BC P nt rre |
sit ion s in Po BC P G rou p nie com pa s |
sit ion s in ies tsi de the Po BC P co mp an ou Gro up |
Ot he r R ele Ac tiv itie nt va s |
Qu ali fic ati on |
lat ion of Cu mu sit ion s ( Po Ar t. of th 33 e ) LFC IFC |
|---|---|---|---|---|---|---|
| dré lhã Luí z G An Ma ga es om es |
Me mb f th e B rd of er o oa Dir ect ors |
Law So cie dad e d e A dvo do s L uíz at yer ga iad Go s & As me soc os |
Ch f t he ard of th air Bo ma n o e Ge al M ing of FG A C ita l eet ner ap de Ins titu iç ão Fin eir anc a Cré dit S.A o, .; |
|||
| mb f th e fo Me e C mi tte er o om r Ris k A t sse ssm en |
No n-E uti Me mb f th e B oD of xec ve er o daç de od Fun ão Art e M ern a e Co orâ - C ole Be do nte ão mp nea cç rar |
Ch air f t he Bo ard of th ma n o e al of Ge Me eti FG A ner ng Dis trib uid Po l, S.A rtu ora ga |
||||
| mb f th od f No n-E uti Me e B D o xec ve er o Bac alh ôa inh de Po l, S.A - V rtu os ga |
Ch air f t he ard of th Bo ma n o e of Ge al Me eti Fia t G ner ng rou p ob iles l, Au Po S.A tom rtu ga |
|||||
| mb of the e f Me C mi tte er om or thi Co Go E rat rpo e ver nan ce, cs rof d P ion al C du ct an ess on |
Ch air f t he Bo ard of th ma n o e al of Ge Me eti Ren tip ner ng ar Fin eir SG PS, S.A anc a, |
|||||
| Ch f t he ard of th air Bo ma n o e Ge al Me eti of Qu int a d ner ng o dad ríco la Ca So cie Ag rm o e - S.A |
Ind nde nt epe |
Co lian t mp |
||||
| Ch f t he ard of th air Bo ma n o e al of lor Ge Me eti Exp ner ng er Inv Soc ied ade Ca ita l est nts me p , de Ris S.A co |
||||||
| Ch f t he ard of th air Bo ma n o e Ge al eti of lor Me Exp ner ng er Inv SG PS, S.A est nts me , |
||||||
| Ch air f t he Bo ard of th ma n o e al of Ge Me eti Ate ner ng na ity Par - S oci eda de de Equ tne rs l de Ca ita Ris S.A p co, Ch f t he ard of th air Bo ma n o e Ge al Me eti of Op tim ner e |
||||||
| ng l d Inv Soc . C ita est nts me ap e - Ris S.A co, |
||||||
| Fer rad o N S.A ort aco mp a, |
André Palma Mira David Nunes The Ministry's decision exonerating him from the positions to which he had been appointed was published on 23/03/2017, effective as of 9/02/2017 because the Bank reimbursed the last part of the state aid granted to it on that date.
| uti mb of th rd No n-E Me e B xec ve ers oa of Dir of BC P ect ors |
Cu Po sit ion s in BC P nt rre |
sit ion s in Po BC P G rou p nie com pa s |
sit ion s in ies tsi de the Po BC P co mp an ou Gro up |
Ot he r R ele Ac tiv itie nt va s |
Qu ali fic ati on |
lat ion of Cu mu sit ion s ( Po Ar t. of th 33 e ) LFC IFC |
|---|---|---|---|---|---|---|
| de ho rdã An tón io H riq Pin Ca en ues o |
mb f th rd of Me e B er o oa Dir ect ors |
No uti mb f th e B rd of n-e xec ve me er o oa of s d Dir Ci - C ime ect nto ors mp or e Po l, S.A rtu ga |
Vic e-C hai of the Ex tive rm an ecu f A Ma cia ão t o nag em en sso ç Mis Cr ime são nto esc |
Ind nde nt epe |
lian Co t mp |
|
| Me mb f th e C mi e fo tte er o om r k A Ris t sse ssm en |
Me mb f th e A ud it C mi f tte er o om e o de l, Cim Cim Po S.A tos rtu po r - en ga |
f th of Ch air e A ud it B rd ma n o oa As iaç ão Po r U soc ma De cia de Qu alid ade mo cra |
||||
| mb f th e C mi e fo Me tte er o om r nd No mi ion nat s a tio Rem un era ns |
Ch air f th e B rd of A ud ito f th ma n o oa rs o e Vil alé a G Soc com pan y , end ime urí stic S.A Em s T nto pre os, |
mb f th Me e E ists er o con om As iat ion soc |
||||
| mb f th har ed Me e C ter er o iat ion Ac As nta nts cou soc |
||||||
| SE S – iaç Par DE As ão tne r at soc De lvim to par a o sen vo en nó l Eco mic So cia o e |
||||||
| tón uís An io L Gu a N Me xia err un es |
mb f th rd of Me e B er o oa Dir ect ors |
Ch air f th e E uti Bo ard of ma n o xec ve of de l, Dir ED P - En ias Po ect rtu ors erg ga S.A |
Ch f th rd of air e B ma n o oa Dir of Fu nd ão ED P ect ors aç |
de de No t In nt pen (c ) |
||
| mb f th e fo Me e C mi tte er o om r Eth Co e G ics rat rpo ove rna nce , d P rof ion al C du ct an ess on |
uti Ch air f th e B rd of No n-E xec ve ma n o oa of . ( ) Dir ED P R váv eis S.A Sp ain ect ors eno , |
lian Co t mp |
||||
| No n-E uti Ch air f th e B rd of xec ve ma n o oa of do l, Dir ED P – En ias Br asi S.A ect ors erg |
||||||
| Cid ália Ma ria Mo Lop ta es |
f th of Me mb e B rd er o oa Dir ect ors |
fes de Pro Ins titu Su ior at to sor per Co bili dad Ad mi nis de nta tra ão |
mb f th fic ard Me e S cie nti Bo er o of the Po Fis cal rtu gu ese ( P) As iat ion AF soc |
Ind nde nt epe |
Co lian t mp |
|
| mb f th ud Me e A it er o Co itte mm e |
e e ç bra ( ) Co im ISC AC |
mb f th al Me e In ion ter nat er o Fis cal iat ion ( ) As IFA soc |
||||
| de ced Ja ime Ma o S Ba tos sto an s |
mb f th rd of Me e B er o oa Dir ect ors |
dit ral Sta Au in s ies tut ory or eve com pan |
Ind nd t |
lian Co |
||
| mb f th ud it Me e A er o Co itte mm e |
epe en |
t mp |
| uti mb of th rd No n-E Me e B xec ve ers oa of Dir of BC P ect ors |
Cu sit ion s in BC nt Po P rre |
sit ion s in Po BC P G rou p nie com pa s |
sit ion s in ies tsi de the Po BC P co mp an ou Gro up |
Ot he ele tiv itie r R nt Ac va s |
Qu ali fic ati on |
lat ion of Cu mu sit ion s ( Po Ar t. of th 33 e ) LFC IFC |
|---|---|---|---|---|---|---|
| rdo end end Jo ão Be Ba s M Res sto rna es e |
d h Feb He is r esi ati 10 nte pr ese gn on on rua |
20 17. ry |
||||
| Jo Ma l de Ma Lo iro ão tos nue ure |
Me mb f th e B rd of er o oa Dir ect ors |
Pro fes th e S cho ol o f Ec ics of at sor on om the f P o ( ) Un ive rsit FEP ort y o |
mb of the ard of Me Bo er Rep ive he Sch l tat t t res en s a oo of f th Eco mic e U niv ity no s o ers of Po rto |
de de No t In nt pen (a ) |
Co lian t mp |
|
| Ch f th ud air e A it ma n o Co itte mm e |
fes th cho ol Pro e P o B usi s S at ort sor nes |
of Dir the Po st G rad ect uat or e De e in Co gre mp any Ma f Po Bu sin t o rto nag em en ess Sch l oo |
||||
| é R od rig de Jos Jes ues us |
Th e M inis 's d eci sio tin him fro he itio hic h h e h ad bee int ed ub lish ed 23/ 03 /20 17, ef fec tive of 9/ 02 /20 17 bec he Ba nk try m t to w e t n e xon era g pos ns n a ppo wa s p on as aus mb ed the las of th id g ted tha t d rei it t p art tat to ate urs e s e a ran on |
|||||
| Lin j ian Xu g g |
f th of Me mb e B rd er o oa Dir ect ors |
f Fo Ma Ma t nag er o sun nag em en ( l), Lda Po rtu ga |
de de No t In nt pen |
Co lian t mp |
||
| mb f th e C mi e fo Me tte er o om r No mi ion nd nat s a Rem tio un era ns |
uti mb f th rd of No e B n-e xec ve me er o oa Dir of Fid elid ade - C hia de ect ors om pan Seg S.A uro s, |
( d) |
||||
| uel te d d V Raq Ru a C a D avi ost un ge |
mb f th rd of Me e B er o oa Dir ect ors |
mb f th rd of No n-E uti Me e B xec ve er o oa Dir of Ga lp Ene ia, SG PS, S.A ect ors rg |
de de No t In nt pen |
lian Co t mp |
||
| Me mb f th e C mi e fo tte er o om r Eth Co e G ics rat rpo ove rna nce , d P rof ion al C du ct an ess on |
mb f th rd of of Me e B Dir Ca ixa ect er o oa ors An la go |
( d) |
(a) The director is in his fourth term-of-office, though one was incomplete.
(b) The European Central Bank authorised the cumulation of another non-executive position by letter dated 29.12.2015.
(c) The director in question is in his fifth term-of-office and is connected to a shareholder with a qualifying stake.
(d) The director in question is connected to a shareholder with a qualifying stake.
| f th of Exe ive M be e B rd cut em rs o oa of Dir BC P ect ors |
sit ion s in Cu Po BC P nt rre |
sit ion s in nie Po BC P G rou p c om pa s |
Po sit ion s in ies co mp an tsi de the BC P G ou rou p |
he ele tiv itie Ot r R Ac nt va s |
ali fic ati Qu on |
of Cu lat ion mu s ( Po sit ion Ar t. of 33 th e ) LFC IFC |
|---|---|---|---|---|---|---|
| el d a S ilva ado Nu Ma Am no nu |
of Vic e-C hai the Bo D rm an |
mb f th rd of of Me e B Cu rat er o oa ors daç Mil len niu m b Fun ão cp |
hai of the Vic e-C rm an rd of mb of the Ma t B AP B Me Ins titu t nag em en oa er - As iaç ão Po de Int ati al D'E tud rtu soc gu esa ern on es Ba tin Ba Ba ire nco s, rep res en g nco nca s Co rcia l Po ês, S.A rtu me gu |
|||
| Ch f th air e E uti ma n o xec ve Co itte mm e |
hai of the Vic e-C S rvis rm an upe ory Bo ard of Ba nk Mil len niu S.A m, ( lan d) Po |
mb of the Me S rvis er upe ory Bo ard f E DP ias d E o ner g e – l, Po S.A rtu ga |
mb of the ard of Me Bo er dit of nda l Au Fu ão Bia ors ç |
|||
| Ch f th dvi air e A ma n o sor y Bo ard of Ce o H ita lar do ntr osp Oe ste |
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| mb f th e G ral ard Me Bo er o ene of Un ive rsid ade de Lis boa |
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| Eff ber of th ive ect m em e Ple f th dis lina e In cip ter nar y o ry e fo Sp eci alis ed Co itte mm r th- e ( ) - lho Bir CE PIN Co rat nse nó mic So cia l ( CE S) Eco o e |
Exe ive cut |
Co lian t mp |
||||
| Eff ive ber of th ect m em e Ple f th iali sed e S nar y o pec nd e fo Sta ing Co itte mm r Reg ion al D lop d nt eve me an d P lan ( T) of the Lan nin CD RO g CE S - Co lho Ec óm ico nse on e ial Soc |
||||||
| mb f th dvi ard Me e A Bo er o sor y of do BC SD Po l - Co lho rtu ga nse ial Em pre sar par a o lvim Sus táv el, De to ten sen vo en of ive Ba tat as rep res en nco l Po ês Co rcia S.A rtu me gu |
||||||
| Ch f th ard air e S eni Bo ma n o or of the Al ni C lub e IS CT E um |
| ive M be f th e B rd of Exe cut em rs o oa Dir of BC P ect ors |
sit ion s in Cu Po BC P nt rre |
sit ion s in nie Po BC P G rou p c om pa s |
Po sit ion s in ies co mp an tsi de the BC P G ou rou p |
he ele tiv itie Ot r R Ac nt va s |
ali fic ati Qu on |
Cu lat ion of mu Po sit ion s ( Ar t. 33 of th e LFC IFC ) |
|---|---|---|---|---|---|---|
| Mig uel Dia inh eir Ma s P ya o |
mb f th rd of Me e B er o oa Dir ect ors |
Ch air f th rd of Dir of e B ect ma n o oa ors Int erf do G ão de Fun do s d est un s – e bili ári Inv im Imo S.A est to en o, |
Vic e-C hai of the ard of Bo rm an Dir of Ba M ille ium ect ors nco nn Atl ân tico S.A , |
mb f th ard Me e S ior Bo er o en - Alu i Cl ub e IS CT E mn |
||
| hai of the Vic e-C Ex tive rm an ecu Co itte mm e |
Áfr Ma f B CP ica SG PS, Ld nag er o a. , |
|||||
| Ch f th rd of of air e B Dir ect ma n o oa ors BC P C ita l - Soc ied ade de Ca ita l de ap p Ris S.A co, |
||||||
| of of Vic e-C hai the Bo ard rm an of al Dir BI M - Ba In ion ect ter ors nco nac de Mo biq S.A çam ue, |
ive Exe cut |
Co lian t mp |
||||
| hai of the Vic e-C Re ati rm an mu ner on s of Co iss ion BIM Ba mm nco - al d mb Int aci e M iqu S.A ern on oça e, |
||||||
| mb of the Su vis Bo ard of Me er per ory nk Mil len . ( lan d) Ba niu S.A Po m, |
||||||
| uel de a d Mig Ca Per eir e B mp os rag an ça |
mb f th rd of Me e B er o oa Dir ect ors |
Ch air f th rd of Dir of e B ect ma n o oa ors Ba d Inv ime Im ob iliá rio est nto nco e , S.A |
f Q uin ta d Ma nag er o as Alm oín has Ve lha Imo bili ári s - a, Lda |
mb f th rd of Me e B er o oa daç Ca de Bra Fun ão sa ga nça |
||
| Vic e-C hai of the Ex tive rm an ecu Co itte mm e |
of Mil len bcp Ma niu nag er m tici SG PS, Soc ied ad Par ões paç e , Un ipe al, Lda sso |
Exe ive cut |
lian Co t mp |
|||
| Áfr f B Ld Ma CP ica SG PS, nag er o a. , |
||||||
| mb of the ard of Me Su vis Bo er per ory Ba nk Mil len niu S.A . ( Po lan d) m, |
| (co | ) nt. |
|---|---|
| ive be f th rd of Exe M e B cut em rs o oa of Dir BC P ect ors |
Cu Po sit ion s in BC P nt rre |
Po sit ion s in BC P G nie rou p c om pa s |
sit ion s in ies Po co mp an de the tsi BC P G ou rou p |
Ot he r R ele Ac tiv itie nt va s |
Qu ali fic ati on |
lat ion of Cu mu sit ion s ( Po Ar t. of th 33 e ) LFC IFC |
|---|---|---|---|---|---|---|
| de Oli alm Jo ão Nu vei ra J e P no org a |
mb f th rd of Me e B er o oa Dir ect ors |
Ch f th rd of of air e B Dir ect ma n o oa ors vée P ( e), Ba Pri BC Su iss S.A nq ue |
||||
| hai of the Vic e-C Ex tive rm an ecu Co itte mm e |
mb of the ard of f Me Bo Di tor er rec s o BIM Ba Int aci al de nco ern on - biq Mo S.A çam ue, |
Exe ive cut |
lian Co t mp |
|||
| Jos é Ja cin Ig lés ias So to are s |
f th of of Ch air e B rd Dir ect ma n o oa ors mb f th rd of Me e B er o oa Mil len bcp de niu Pre ão sta m ç - Dir ect ors Ser viç AC E os, |
of No n-E uti Me mb the xec ve er ard f f Bo Dir SIB S, ect o ors o SG PS, S.A |
mb f th ral ard Me e G Bo er o ene of A EM - A cia ão de sso ç s d alo Em Em ite e V nte pre sas res Co tad Me do os em rca , tin BC P S .A. rep res en g |
|||
| mb f th Me e E uti er o xec ve Co itte mm e |
No n-E uti Me mb of the xec ve er ard f f Bo Dir SIB S ect o ors o rd Pay So lut ion For nt wa me s, S.A |
Me mb f th e G ral Bo ard er o ene of de IPC G - Ins titu Po ês to rtu gu Co e G rat rpo ove rna nce , tin BC P S .A. rep res en g |
||||
| No uti Me mb f th n-e xec ve er o e of f U Bo ard Di NIC RE tor rec s o – ra d Ins titu iç ão Fin cei an e Cré dit S.A ive tat o, ., a s re pre sen of l Po Ba Co rcia ês, rtu nco me gu S.A . (w ait ing fo r th t e a sse ssm en of the ad for th eq uac y e f fu s b rcis ion Ba nct exe e o y nco l) de Po rtu ga |
Exe ive cut |
Co lian t mp |
||||
| mb of the Me Re ati er mu ner on s Co itte of ICR UN E mm e – de Ins titu iç ão Fin eir anc a Cré dit S.A o, |
| ive be f th rd of Exe M e B cut em rs o oa Dir of BC P ect ors |
Cu Po sit ion s in BC P nt rre |
Po sit ion s in BC P G nie rou p c om pa s |
sit ion s in ies Po co mp an tsi de the BC P G ou rou p |
Ot he r R ele Ac tiv itie nt va s |
Qu ali fic ati on |
lat ion of Cu mu sit ion s ( Po Ar t. of th 33 e ) LFC IFC |
|---|---|---|---|---|---|---|
| é M el B lim Sch ht da Jos igu ens an orc Silv a P ha ess an |
mb f th rd of Me e B er o oa Dir ect ors |
Ch of the rd of Vic air B e- ma n oa Dir f M ille ium b Ag ect ors o nn cp eas do Gru Seg SG PS, S.A po ura r, |
||||
| Me mb f th e E uti er o xec ve Co itte mm e |
f th of of Ch air e B rd Dir ect ma n o oa ors Mil len m b niu Ag Gr cp eas upo Seg do SG PS, S.A ura r, |
|||||
| hai of the ard of Vic e-C Bo rm an of ide l - hia Dir Oc Co ect nta ors mp an Po de Se de Vi da, S.A rtu gu esa gu ros |
Exe ive cut |
Co lian t mp |
||||
| Ch f th ud air e A it C mit tee ma n o om Oc ide l - Co hia Po nta rtu mp an gu esa de s d ida Seg e V S.A uro , |
||||||
| hai of the ard of Vic e-C Bo rm an Dir of Oc ide l – Soc ied ade ect nta ors ra d do s d Ge e F e P ões S.A sto un ens , |
||||||
| Ch air f th ud it C mit of e A tee ma n o om ide l – ied ade ra d Oc Soc Ge nta sto e do s d S.A Fun e P ões ens , |
||||||
| da de Ma ria Co iç ão Mo ta S nce oa res Oli vei ra C allé Lu cas |
mb f th rd of Me e B er o oa Dir ect ors |
Áfr Ma f B CP ica SG PS, Ld nag er o a. , |
mb f th rd of Me e B er o oa Dir of Ba Mi llen niu ect ors nco m Atl ân tico S.A , |
|||
| mb f th uti Me e E er o xec ve Co itte mm e |
Me mb of the Bo ard of Di f tor er rec s o l - . de l de BC P C ita Soc Ca ita Ri ap p sco , S.A |
|||||
| mb of the ard of f Me Bo Di tor er rec s o aci al de BIM Ba Int nco ern on - Mo biq S.A çam ue, |
Exe ive cut |
lian Co t mp |
||||
| mb of the Me Rem tio er un era ns Co of iss ion BIM Ba mm nco - Int aci al d e M mb iqu S.A ern on oça e, |
||||||
| mb of the ard of f Me Bo Di tor er rec s o Ba Pri vée BC P ( Su iss e), S.A nq ue |
| ive be f th rd of Exe cut M e B em rs o oa Dir of BC P ect ors |
Cu Po sit ion s in BC P nt rre |
Po sit ion s in BC P G nie rou p c om pa s |
sit ion s in ies Po co mp an tsi de the BC P G ou rou p |
Ot he r R ele Ac tiv itie nt va s |
fic Qu ali ati on |
lat ion of Cu mu sit ion s ( Po Ar t. of th 33 e ) LFC IFC |
|---|---|---|---|---|---|---|
| Ru i M uel da Sil vaT eix eir an a |
mb f th rd of Me e B er o oa Dir ect ors |
Ch f th rd of of air e B Dir ect ma n o oa ors Ba Ac tivo ban k, S.A nco |
mb of the Re ati Me er mu ner on s of Co itte UN ICR E mm e – de Ins titu iç ão Fin eir anc a Cré dit S.A ive tat o, ., a s r ep res en of l P Ba Co rcia uês ort nco me ug , S.A |
Ch air f t he Bo ard of th ma n o e al of Ge Me eti Po rto ner ng sin Sc ho ol ( PBS ) Bu ess |
||
| mb f th uti Me e E er o xec ve Co itte mm e |
Me mb f th e B rd of Dir of ect er o oa ors Mil len mb niu Ag Gr cp eas upo Seg do SG PS, S.A ura r, |
mb of the ati Me Re er mu ner on s of Co iss ion SIB S, SG PS, S.A mm |
Co lian t mp |
|||
| mb f th e B rd of Dir of Me ect er o oa ors Oc ide l - Co hia Po nta rtu mp an gu esa de ida Seg s V S.A uro , |
mb of the Re ati Me er mu ner on s f S Co iss ion IBS F ard mm o orw lut Pay So ion SG PS, S.A nt me s, |
Exe ive cut |
||||
| mb of the ard of f Me Bo Di tor er rec s o Oc ide l – S oci eda de Ge de nta sto ra Fun do s d e P ões S.A ens , |
||||||
| Me mb of the Su vis Bo ard of er per ory nk Mil len . ( lan d) Ba niu S.A Po m, |
In addition to the Audit Committee and the Executive Committee, the Bank's Board of Directors, in order to ensure and contribute to the good and appropriate performance of the duties that are legally and statutorily entrusted to it, appointed three other specialised committees, responsible for monitoring specific matters, which are identified as follows:
a) Committee for Risk Assessment - Composed of three to five non-executive members of the Board of Directors, appointed by this body.
All the members of this committee have appropriate knowledge, competences and experience to be able to understand, analyse and monitor the specific categories of risk faced by the company, risk appetite and the defined risk strategy, as confirmed by the respective curricula attached to the present Report.
Among the competences of the Committee for Risk Assessment, the following are highlighted:
For the exercise of its functions, the Committee for Risk Assessment has access to information on the Bank's risk situation and is entitled to determine the nature, quantity, format and frequency of the information concerning risks that it should receive. This Committee also implements internal procedures for communication with the Board of Directors and Executive Committee.
The Committee will inform the Board of Directors of its activities by means of a detailed quarterly report, without prejudice to the duty of reporting to the Chairperson of the Board of Directors any and all situations the Committee finds and deems to be of high risk.
During 2017, the Committee held seven meetings, received the logistic and technical support from the Board of Directors' Support Office, with the secretarial services being administered by the head of this office.
During 2018, the Committee for Risk Assessment was composed as follows:
Chairman: Álvaro Roque de Pinho de Bissaia Barreto (Independent)
Members: António Henriques de Pinho Cardão (Independent)
André Magalhães Luíz Gomes (Independent)
João Bernardo Bastos Mendes Resende (Non Independent) (presented his resignation on 10 February 2017)
The Regulations of the Committee for Risk Assessment are available on the Bank's website, on the page with the following address:
b) The Committee for Corporate Governance, Ethics and Professional Conduct is composed of three to five nonexecutive members, appointed by the Board of Directors.
All the members of the Committee for Corporate Governance, Ethics and Professional Conduct have professional qualifications acquired through academic qualification, professional experience or specialised training appropriate to the performance of their duties, as confirmed by the respective curricula attached to the present report.
The competences of the Committee for Corporate Governance, Ethics and Professional Conduct include the following, in particular:
During 2017, the Committee held three meetings, received the logistic and technical support from the Company Secretary, with the secretarial services being administered by the Company Secretary.
During 2017, the Committee for Corporate Governance, Ethics and Professional Conduct was composed as follows:
Chairman: António Vítor Martins Monteiro (Not Independent) Members: António Luís Guerra Nunes Mexia (Not Independent) André Magalhães Luís Gomes (Independent) Raquel Rute da Costa David Vunge (Not Independent)
The Regulations of the Committee for Corporate Governance, Ethics and Professional Conduct are available on the Bank's website, on the page with the following address:
c) The Committee for Nominations and Remunerations is composed of three to five members of the administration body who do not perform executive functions and are not members of the Audit Committee, appointed by the Board of Directors.
All the members of this Committee have appropriate knowledge, competences and experience for the good performance of their duties and one member has specific professional qualification and appropriate professional experience to hold this position.
Among the competences of the Committee for Nominations and Remunerations, the following are especially important:
During 2017, the Committee held five meetings, received the logistic and technical support from the Company Secretary, with the secretarial services being administered by the Company Secretary.
During 2017, the Committee for Nominations and Remunerations was composed as follows:
Chairman: Carlos José da Silva (Independent) Members: Álvaro Roque de Pinho de Bissaia Barreto (Independent) António Henriques de Pinho Cardão (Independent) Lingjiang Xu (Non Independent)
The Regulations of the Committee for Nominations and Remunerations available on the Bank's website, on the page with the following address: http://ind.millenniumbcp.pt/en/Institucional/governacao/Pages/governacao.aspx
https://ind.millenniumbcp.pt/en/Institucional/governacao/Documents/Regimento_CNR_EN.pdf
The composition of the Bank's Executive Committee is as follows:
| Chairman: | Nuno Manuel da Silva Amado |
|---|---|
| Vice-Chairmen: | Miguel Maya Dias Pinheiro Miguel de Campos Pereira de Bragança João Nuno de Oliveira Jorge Palma |
| Members: | José Jacinto Iglésias Soares |
| José Miguel Bensliman Schorcht da Silva Pessanha | |
| Maria da Conceição Mota Soares de Oliveira Callé Lucas Rui Manuel da Silva Teixeira |
|
The competences of each of the specialised committees created within the Board of Directors are as follows:
Audit Committee - On this matter, see the information presented in item 21. – Audit Committee.
Executive Committee - On this matter, see the information presented in item 21. – Executive Committee
Committee for Risk Assessment - On this matter, see the information presented in item 27. a.
Committee for Corporate Governance, Ethics and Professional Conduct - On this matter, see the information presented in item 27. b.
Committee for Nominations and Remunerations - On this matter, see the information presented in items 24, 25 and 27 c.
See the information presented in items 10, 17, 18, 21. – Audit Committee and 26.
33. Professional qualifications of each member of the Supervisory Board, the Audit Committee, the General and Supervisory Board and the Financial Matters Committee, where applicable, and other important curricular information, and reference to the section of the report where said information already appears
On this matter, see the academic curricula, specialised training and professional experience presented in Annex I of this Report.
34. Availability and place where the rules on the functioning of the Supervisory Board, the Audit Committee, the General and Supervisory Board and the Financial Matters Committee, where applicable, may be viewed, and reference to the section of the report where said information already appears
On this matter, see the information presented in item 21 - Audit Committee.
35. The number of meetings held and the attendance report for each member of the Supervisory Board, the Audit Committee, the General and Supervisory Board and the Financial Matters Committee, where applicable, and reference to the section of the report where said information already appears
On this matter, see the information presented in item 21 - Audit Committee.
36. The availability of each member of the Supervisory Board, the Audit Committee, the General and Supervisory Board and the Financial Matters Committee, where applicable, indicating the positions held simultaneously in other companies inside and outside the group, and other relevant activities undertaken by members of these Boards throughout the financial year, and reference to the section of the report where such information already appears
On this matter, see the information presented in item 26.
The Bank follows best practices in terms of assured independence in the contracting of services rendered by the external auditors, namely, in international terms, Commission Recommendation 2005/162/EC of 15 February 2005, Directive 2014/56/EU of the European Parliament and of the Council of 16 April 2014, amending Directive 2006/43/EC of the European Parliament and of the Council of 17 May 2006 (8th EU Company Law Directive), on statutory audits of annual accounts and consolidated accounts, Regulation (EU) No 537/2014 of the European Parliament and of the Council of 16 April 2014 on specific requirements regarding statutory audit of publicinterest entities. Finally, at national level, the commercial legislation, the recommendations and regulations of the Comissão do Mercado de Valores Mobiliários (CMVM), Law nr. 248/2015 of 9 September, which approved the Legal Framework for the Supervision of Audit, and the stipulations, as specifically applicable, in the Statute of the OROC (Portuguese Chartered Accountants Association) approved by Law 140/2015 of 7 September, which partially transposes to the internal legal system the aforesaid Directive 2014/56/EU and assures the implementation of Regulation (EU) 537/2014. The Bank's Articles of Association explicitly list, among the competences of the Audit Committee, that of supervising the independence of the Statutory Auditor and External Auditor, in particular with respect to the provision of additional services.
The Audit Committee, as the Group's supervisory body, has promoted the adoption of rules that assure the independence of the external auditors, and compliance with such rules is assessed and examined on an annual basis, in relation to the Group's various bodies and, at the same time, aimed at avoiding the possible creation of situations of conflicts of interest within the entity providing the Group's legal review of accounts or audit services, creating preventive mechanisms for the approval of additional services and fees.
The Audit Committee also has powers to supervise the engagement of external auditors to provide, to the Bank or to any of the companies that are part of Group Banco Comercial Português, any of the services envisaged in the internal regulations Group Regulations – GR0022 – Policy for the Approval of Services provided by External Auditors.
Through said Regulations that embody the principles presented in the national and international regulations, the Group endorses and systematises a series of rules regarding:
(v) Provision to the Audit Committee of internal control information on the established principles and guidelines.
On this matter, see the information presented in item 21 – Audit Committee and preceding item 37.
The current Statutory Auditor and External Auditor of Banco Comercial Português is Deloitte & Associados – SROC, S.A., represented by its partner Paulo Alexandre de Sá Fernandes, ROC nr. 1456 and alternatively by Carlos Luís Oliveira de Melo Loureiro, ROC nr. 572, elected at the General Meeting of Shareholders held on 21 April 2016, for the triennial 2016/2018.
The Statutory Auditor and the External Auditor were elected at the General Meeting held on 21 April 2016 for the term-of-office 2016/2018 by a majority of 99.1233% and 94.9982% of the votes cast, respectively, and are in their first term-of-office.
On this matter, see the information presented in item 46.
The Bank's external auditor and the statutory auditor is Deloitte & Associados – Sociedade de Revisores Oficiais de Contas, S.A., registered in OROC under nr. 43 and registered in CMVM under nr. 20161389, represented permanently by its partner registered in OROC under nr. 1456 and in CMVM under nr. 20161066 and alternately by Carlos Luís Oliveira de Melo Loureiro, registered in OROC under nr. 572 and in CMVM under nr.20160231.
The External Auditor and the Statutory Auditor were elected at the General Meeting held on 21 April 2016 for the term-of-office 2016/2018 and are currently in their first term-of-office.
The Bank complies with the rotation rule foreseen in Law 140/2015, of 7 September, and, therefore, the External Auditor and Statutory Auditor shall not perform duties for more than three terms of office.
The Bank's External Auditor and Statutory Auditor, Deloitte & Associados – Sociedade de Revisores Oficiais de Contas, S.A., currently in functions, as well as the partner representing it, Paulo Alexandre de Sá Fernandes and the alternate Statutory Auditor, Carlos Luís Oliveira de Melo Loureiro, were elected on 21 April 2016, for the term-of-office 2016/2018.
The Audit Committee is, under the terms of the Bank's Articles of Association, the body responsible for assessing the quality of the services rendered by the external auditor and respective partner Statutory Auditor, under the terms referred to in item 21 - Audit Committee and item 37. This assessment highlights the professionalism of the auditors, transparency, ethics, quality control and good performance. The Audit Committee permanently monitors the activity of the external auditor and respective partner statutory auditor, in particular appraising the conclusions of the audit of the financial statements, on an individual and consolidated basis, analysing the conclusions of the Desktop Review of the financial statements of the 1st and 3rd quarters and the Limited Review of the half-year interim financial statements, and holds meetings with them whenever necessary. The Audit Committee annually assesses the quality of the services provided by external auditors, as well as their independence, objectivity and critical requirements demonstrated in the performance of their duties. The Bank officials who maintain relevant contact with the Auditors take part in this evaluation.
The Audit Committee supervises the independence of the Statutory Auditor and External Auditor and continuously assesses their performance throughout the financial year.
Apart from the Audit work, which includes legal review of accounts services and other reliability assurance services, the fees charged by the External Auditor include also the payment of the following services:
In order to safeguard the independence of the External Auditors, and the national and international good practices and standards, the Bank's Audit Committee approved a series of regulatory principles, as described below:
The External Auditor and the companies or legal persons belonging to it ("Network") cannot render to the Bank or to the Group the services considered forbidden under the terms of the Statute of the OROC. Although it is generally considered that the independence of External Auditor could be affected by the provision to the Group of services unrelated to legal review or audit, the Audit Committee identified a set of services that may be undertaken by the External Auditor without jeopardising its independence. These services are authorised by the Group's Compliance Office and subject to ratification, or approval depending on the amount of the fees, of the Audit Committee;
The provision of any other services by External Auditor, which are not described in the aforementioned set of services that can be executed and are not prohibited, is subject to specific approval by the Audit Committee prior to the execution of the respective contract.
The amount of the annual remuneration paid in 2017 by the Company and/or legal persons in controlling or group relations, to the external auditor (Deloitte) and other natural or legal persons belonging to the same network, detailed with their respective percentages, is reflected in the following table:
| 1) ion id loi fo rvi Re rat to De tte mu ne pa r se ces |
Eu ros |
% | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| de red be - 1 Ja 31 De r 2 01 7 to r en nu ary cem nie s in l C Po rtu om pa ga |
dit Au |
liab ilit Re y As sur an ce Se rvi ces |
dv iso Ta x A ry |
Ot he r Se rvi ces |
tal To |
dit Au |
liab ilit Re y As ce Se sur an rvi ces |
Ta x Ad vis ory |
Ot he r Se rvi ces |
|
| Ba Co rcia l Po ês, S.A rtu nco me gu |
1, 58 0, 50 0 |
1, 158 50 0 , |
6, 48 9 |
97 8, 37 5 |
3, 72 3, 86 4 |
.4% 42 |
.1% 31 |
% 0.2 |
.3% 26 |
|
| Ba de im bili ári S.A Inv est to Imo nco en o, |
27 00 0 , |
32 50 0 , |
0 | 0 | 59 50 0 , |
.4% 45 |
.6% 54 |
% 0.0 |
% 0. 0 |
|
| nk, Ba Ac tivo Ba S.A nco |
21 00 0 , |
23 00 0 , |
0 | 0 | 44 00 0 , |
47 .7% |
52 .3% |
0.0 % |
0. 0 % |
|
| Int erf do Ge Fun c. I Im ob . S. A. st. un s - nv. |
13, 00 0 |
13, 00 0 |
8, 32 3 |
0 | 34 32 3 , |
37 .9% |
37 .9% |
24 .2% |
0. 0 % |
|
| Mil len CP Ser AC niu m B - P ão viç E taç res os, |
22 50 0 , |
0 | 0 | 0 | 22 50 0 , |
.0% 100 |
% 0.0 |
% 0. 0 |
% 0. 0 |
|
| Mil len m b bili niu Imo ári S.A cp a, |
39 00 0 , |
0 | 0 | 0 | 39 00 0 , |
100 .0% |
0.0 % |
0. 0 % |
0. 0 % |
|
| Ser vit nd t Se rvic S.A t - Tru st a Ma rus nag em en es, |
5, 00 0 |
0 | 0 | 0 | 5, 00 0 |
.0% 100 |
% 0.0 |
% 0. 0 |
% 0. 0 |
|
| Mil len l, Lda niu m B CP Pa rtic ipa ões Fin cei SG PS, So c. U nip ç an ras ess oa , |
5, 00 0 |
0 | 0 | 0 | 5, 00 0 |
100 .0% |
0.0 % |
0. 0 % |
0. 0 % |
|
| Ima bid Im ob iliá ria da Arr áb ida S.A a - , |
5, 00 0 |
0 | 0 | 0 | 5, 00 0 |
100 .0% |
0.0 % |
0. 0 % |
0. 0 % |
|
| Áfr BC SG PS, Ld P ica a. , |
10, 00 0 |
0 | 0 | 0 | 10, 00 0 |
.0% 100 |
% 0.0 |
% 0. 0 |
% 0. 0 |
|
| daç Mil len bc Fun ão ium p |
1, 00 0 |
0 | 0 | 1, 00 0 |
.0% 100 |
% 0.0 |
% 0. 0 |
% 0. 0 |
||
| Mil len m b s d érc lec tró niu - S iço e C io E nic S.A cp erv om o, |
2, 00 0 |
0 | 0 | 0 | 2, 00 0 |
100 .0% |
0.0 % |
0. 0 % |
0. 0 % |
|
| ban Irg ai – Ur iza ão e C ão, S.A str oss ç on uç |
3, 00 0 |
0 | 0 | 0 | 3, 00 0 |
100 .0% |
0.0 % |
0. 0 % |
0. 0 % |
|
| BC P C ita l So c. C ita l Ri ap ap sco |
7, 50 0 |
7, 00 0 |
0 | 0 | 14, 50 0 |
.7% 51 |
.3% 48 |
% 0. 0 |
% 0. 0 |
|
| Mil len do de liza niu m F Ca ita ão, FC R un p ç |
11, 00 0 |
0 | 0 | 0 | 11, 00 0 |
100 .0% |
0.0 % |
0. 0 % |
0. 0 % |
|
| Fun do M I ão, FC R nov aç |
2, 50 0 |
0 | 0 | 0 | 2, 50 0 |
100 .0% |
0. 0 % |
0. 0 % |
0. 0 % |
|
| llan 2 ( l) Ma Po rtu ge ga |
17, 40 0 |
0 | 0 | 0 | 17, 40 0 |
100 .0% |
% 0. 0 |
% 0. 0 |
% 0. 0 |
|
| llan 3 ( l) Ma Po rtu ge ga |
18, 00 0 |
0 | 0 | 0 | 18, 00 0 |
100 .0% |
0. 0 % |
0. 0 % |
0. 0 % |
|
| To tal 1, 79 0, 40 0 |
1, 23 4, 00 0 |
14, 81 2 |
97 8, 37 5 |
4, 01 7, 58 7 |
44 .6% |
30 .7% |
0.4 % |
24 .4% |
| 2) fo Re ion id De loi rat to tte mu ne pa r vic ser es |
Eu ros |
% | |||||||
|---|---|---|---|---|---|---|---|---|---|
| de red be - 1 Ja 31 De to r en nu ary cem r 20 17 |
dit Au |
Re liab ilit y As sur an ce Se rvi ces |
dv Ta x A iso ry |
Ot he r Se rvi ces |
tal To |
dit Au |
Re liab ilit y As sur an ce Se rvi ces |
Ta x Ad vis ory |
Ot he r Se rvi ces |
| nie bro ad C s A om pa |
|||||||||
| Ba nk Mil len niu S.A . ( Po lan d) m, |
0 | 68 00 0 , |
0 | 17 6, 20 0 |
24 20 0 4, |
% 0. 0 |
27 .8% |
% 0. 0 |
72 .2% |
| ( ) MB Fin Sué cia an ce |
6, 64 9 |
0 | 0 | 0 | 6, 64 9 |
100 .0% |
0.0 % |
% 0. 0 |
0.0 % |
| Mil len . ( biq ue) niu m B IM, S.A Mo zam |
0 | 138 00 0 , |
0 | 0 | 138 00 0 , |
% 0.0 |
.0% 100 |
0. 0 % |
0. 0 % |
| P ( e), Ba Pri vée BC Su iss S.A nq ue |
0 | 16, 00 0 |
0 | 0 | 16, 00 0 |
0.0 % |
100 .0% |
0. 0 % |
0. 0 % |
| Mil len niu CP nk & T t ( Cay m B Ba rus ma n Isla nds ) |
26 00 0 , |
4, 50 0 |
0 | 0 | 30 50 0 , |
85 .2% |
14. 8% |
0. 0 % |
0. 0 % |
| BC ina nk, d. ( Cay lan ds) P F Ba Lt n Is nce ma |
14, 50 0 |
2, 00 0 |
0 | 0 | 16, 50 0 |
.9% 87 |
1% 12. |
0. 0 % |
0. 0 % |
| ( lan ds) BC P F ina Co Cay n Is nce mp any ma |
7, 00 0 |
2, 00 0 |
0 | 0 | 9, 00 0 |
77 .8% |
22 .2% |
0. 0 % |
0. 0 % |
| BC P In B.V . ( Ne the rla nds ) tm t, ves en |
37 50 0 , |
0 | 0 | 0 | 37 50 0 , |
.0% 100 |
% 0. 0 |
% 0. 0 |
% 0. 0 |
| al B ( the rla nds ) BC P In ion .V. Ne ter nat |
15, 00 0 |
0 | 0 | 0 | 15, 00 0 |
100 .0% |
0. 0 % |
0. 0 % |
0. 0 % |
| 2 ( d) Ma llan Ire lan ge |
18, 50 0 |
0 | 3, 75 0 |
0 | 22 25 0 , |
83 .1% |
% 0. 0 |
||
| llan 3 ( lan d) Ma Ire ge |
18, 50 0 |
0 | 3, 75 0 |
0 | 22 25 0 , |
.1% 83 |
0. 0 % |
||
| tal To |
143 64 9 , |
23 0, 50 0 |
7, 50 0 |
176 20 0 , |
55 7, 84 9 |
25 .8% |
41 .3% |
1.3 % |
31 .6% |
| l Po rtu ga |
% | Ab d roa |
% | tal To |
% | ||
|---|---|---|---|---|---|---|---|
| Leg al r evi of nts ew ac cou |
1, 79 0, 40 0 |
143 64 9 , |
1, 93 4, 04 9 |
||||
| Rel iab ility vic as sur an ce ser es |
1, 23 4, 00 0 |
23 0, 50 0 |
1, 46 4, 50 0 |
||||
| l fo ud 1. T r A it S ice ota erv s |
3, 02 4, 40 0 |
75 .3% |
37 4, 149 |
67 .1% |
3, 39 8, 54 9 |
74 .3% |
|
| Ad Tax vis Se rvic ory es |
14, 81 2 |
7, 50 0 |
22 31 2 , |
||||
| her th al R of Ser vic Ot Leg evi es an ew Ac nts cou |
97 8, 37 5 |
17 6, 20 0 |
1, 154 57 5 , |
||||
| 2. T l fo r O the r Se rvic ota es |
99 3, 187 |
24 .7% |
183 70 0 , |
32 .9% |
6, 88 1, 17 7 |
25 .7% |
|
| 4, 01 7, 58 7 |
100 .0% |
55 7, 84 9 |
100 .0% |
4, 57 5, 43 6 |
100 .0% |
<-- PDF CHUNK SEPARATOR -->
Article 24 of the Bank's Articles of Association establishes the requirement of a constitutive quorum of over one third of the share capital for the General Meeting of Shareholders to be able to validly meet and resolve on first call.
Regarding the resolution quorum, the Articles of Association only diverge from the law with respect to resolutions on the merger, demerger and transformation of the Company, which require approval by three quarters of the votes cast, and dissolution of the Company where a majority corresponding to three quarters of the paid-up share capital is required.
The Bank and the shareholders that approved the articles of association in force consider that, since Banco Comercial Português is one of the companies with the largest free float in the Portuguese Stock Exchange, it is important to ensure that, in any circumstance and not only in the case specifically mentioned in the law, the shareholders, regardless of their respective representativeness, receive the guarantee that, on first call, the items submitted to the appraisal of the General Meeting can only be resolved on if the capital is minimally represented.
The Bank upholds a culture of responsibility and compliance, preventing conflicts of interest and recognising the importance of an appropriate framework and processing of the communication of irregularities, as an instrument of good corporate practice. For this purpose, suitable means have been implemented for receiving, treating and filing communications of irregularities allegedly committed by members of governing bodies and employees of the Bank and companies included in the BCP Group.
Irregularities are actions and omissions, with malicious intent or negligence, related to the management, accounting organisation and internal supervision of the Bank, which may seriously:
The policy of communication of irregularities is regulated in an internal service order and is available at the Bank's website, on the page with the following address:
http://ind.millenniumbcp.pt/en/Institucional/governacao/Documents/Comunicacao-Irregularidades_EN.pdf
In compliance with this policy, irregularities may be reported by employees, agents, commissionaires or any other person that renders services, either permanently or occasionally, to the Bank or to any entity of the Group, shareholders and by any other person.
The employees are bound by the duty to inform the Audit Committee of any irregularity that has occurred and that they are aware of. This is particularly the case for employees in managerial positions or who perform duties in internal audit, risk management or compliance areas.
The irregularities can be reported by any means of written communication, addressed to: Comissão de Auditoria – Av.ª Prof. Dr. Cavaco Silva (TagusPark), Edifício 1, 2744-002 Porto Salvo, or to the e-mail address: [email protected].
The Audit Committee is responsible for managing the communication of irregularities system and for assuring the confidentiality of the communications, being supported by the Board of Director's Support Office.
Once a communication is received, the Audit Committee will promote the measures that it deems necessary to assess the existence of sufficient grounds to begin an investigation and it may establish a prior contact with the author of the communication, if known. If there are sufficient grounds, the Audit Committee will develop all necessary investigations to become totally aware of all facts and it may request the support of the Audit Division, Risk Office, the Compliance Office or any other divisions or areas of the Bank.
Once the investigation is over, the Audit Committee shall make a report for the internal transmission of its conclusions so that the appropriate diligences may be adopted to correct the irregularity and sanction it, if need be. It must also report it to external entities whenever justified by the specific situation.
The communications received, as well as the reports derived thereof are mandatorily kept for a minimum period of five years in a durable format enabling their full and unaltered reproduction, pursuant to the provisions in article 120 of the Legal Framework for Credit Institutions and Financial Companies (RGICSF).
The confidentiality of the communications will be ensured and they cannot be used as grounds for any disciplinary, civil or criminal proceedings, or the adoption of discriminating practices forbidden by law.
In 2017 the Audit Committee received two communications but none could be included within the scope of a participation of irregularity. Even so, these two communications were investigated and handled by the areas of the Bank with powers to do so in what regarded each communication.
The internal control system of the BCP Group is based on an appropriate control environment, a Risk Framework System that identifies, assesses, monitors and controls the risks to which the Group is exposed, based on an efficient information and communication system, and on an effective monitoring process that permits assuring the adequacy and effectiveness of the internal control system. In this context, pursuant to the objectives defined in Banco de Portugal Notice 5/2008, Banco Comercial Português has established the risk management, compliance and internal audit functions, performed by the Risk Office, Compliance Office and Audit Division, respectively, endowing them with the technical and human resources that enable them to establish effective and efficient processes to identify, manage, control, monitor and communicate risks and mechanisms that are appropriate to the internal control, both in the Bank and in the Group.
Indeed, the heads of these Divisions are those responsible, at Group level, for the conformity of the functions of the internal control system, through which the objectives outlined in Banco de Portugal Notice 5/2008 are achieved, namely:
The main function of the Risk Office is to support the Board of Directors in the development and implementation of risk management and internal control processes, as described in greater detail in the chapter on Risk Management of the Annual Report 2017.
In the performance of its duties, the Risk Officer reports hierarchically to the Board of Directors and to the Executive Committee, also engaging, on a functional reporting basis, with the Committee for Risk Assessment, the Audit Committee and the Chairperson of the Board of Directors.
Risk Officer: Luís Miguel Manso Correia dos Santos
The main mission of the Compliance Office is to strive for the adoption, by all the Group's Institutions, of the internal and external rules governing their respective activity, in order to contribute to mitigate the risk of incurrence of penalties by these institutions.
While performing the duties entrusted to it by the law or other legal source or that have been attributed to it by the Bank's statutory bodies, the Compliance Office makes decisions that are binding on its receivers, aiming to ensure that the different business areas comply with the applicable regulations.
When preparing opinions and related studies at the request of the Bank's different areas and divisions, the Compliance Office identifies and assesses the various types of risks, including those in institutional processes or associated to products and services, prepares proposals for the correction of processes and risk mitigation, ensures the ongoing analysis of the general supervisory environment and, in general, provides specialised support on matters of control and compliance. The Compliance Office is also responsible for preparing and submitting a report to the management body, at least on an annual basis, identifying all cases of non-compliance observed and the recommendations issued to correct them.
The Compliance Office intervenes and actively participates in the Employee training policy, namely through compliance training actions administered to the entire Group, the maintenance of strong knowledge on compliance issues, in particular preventing money laundering or terrorist financing (AML/CFT), preventing market abuse and the development of a culture of internal control within the Group.
The Group Head of Compliance performs his duties in an independent, continuous and effective manner, being responsible for, namely:
The compliance teams allocated to the branches and subsidiaries are composed in the same way as that of the parent company and the team leader, the local Compliance Officer, is appointed by the Board of Directors, after opinion issued by the Group's Head of Compliance, to whom this Officer reports functionally.
The Group Head of Compliance reports, under the terms of the law, to the Executive Committee of the Board of Directors, through the Director responsible for this area and, functionally to the Audit Committee, according to the matters defined by the Audit Committee at any given time, forwarding reports of its activity, on a quarterly basis, which enable the follow-up of compliance with the action plans that are presented annually. The Group Head of Compliance may also, and whenever necessary, issue occasional reports on relevant issues in the context of the control and monitoring of risks concerning compliance, money laundering and financing of terrorism and reputation, of each entity or of the Group.
In the performance of his duties, the Compliance Officer engages with the Board of Directors, on which it depends, as well as with the Executive Committee, Audit Committee and Committee for Risk Assessment.
Under its functional reporting, the Compliance Office sends the Chairperson of the Board of Directors a quarterly Report on the main compliance risks at the Bank and Group level, disclosing, within the maximum period of two business days, any situation of detected high compliance risk and submitting, every semester, to the Board of Directors, a report with the activity undertaken.
Group Head of Compliance: Mário António Pinho Gaspar Neves
The Audit Division is responsible for the Internal Audit function of Banco Comercial Português. This Division carries out its mission by adopting principles of internal auditing which are internationally recognised and accepted, issuing recommendations based on the outcome of the assessments made, aimed at adding value to the organisation and improving the control and quality of the Bank's operations, contributing to the achievement of its strategic interests and ensuring that:
The activity of the Audit Division contributes to the pursuit of the objectives defined in Banco de Portugal Notice 5/2008 for the internal control system of institutions covered by the Legal Framework for Credit Institutions and Financial Companies, ensuring the existence of:
The head of the Audit Division is appointed by the Board of Directors, reporting hierarchically to the Chairperson of the Executive Committee and functionally to the Audit Committee and to the Board of Directors, through its Chairperson, who is sent a quarterly report on the conclusions and recommendations of the reports issued during the period concerning situations of medium and high risk and a summary situation report on monitoring/assessment of the recommendations pending implementation. The Chairperson of the Board of Directors is also informed, within the maximum period of two business days, of any failure reputed to be of high risk.
The Audit Division submits, to the Board of Directors, a half-year report on its activity, informing on the main reports that have been produced.
Head: Rui Manuel Pereira Pedro.
Currently the hierarchical and/or functional dependence of the Audit Division, Compliance Office and Risk Office in relation to other corporate bodies or committees is presented in the table below:

(2) All matters regarding professional conduct and ethical matters are reported by the Compliance Office to the Commission for Corporate Governance, Ethics and Professional Conduct.
hierarchical report functional report functional report of the AUD and COFF (quarterly) and ROFF (monthly) half-yearly functional report one-off functional report
Alongside the control areas which constitute the risks management system - the Risk Office and the Compliance Office (as defined in Chapter III of Notice 5/2008 of Banco de Portugal) - and the area with duties of assessment of the adequacy and efficacy of the internal control system - the Audit Division (as per article 22 of Chapter V of that same Notice), there is an information and communication system which supports decision-making and control processes, both at an internal and external level, for which the Accounting and Consolidation Division and the Research, Planning and Assets and Liabilities Management Division are responsible, which ensures the existence of substantive, current, timely and reliable information, enabling an overall and encompassing view of the financial situation, development of activity, compliance with the defined strategy and objectives, identification of the institution's risk profile, and performance and prospects of evolution of the markets.
The financial information and management process is assisted by the accounting and management support systems which record, classify, associate and archive, in a timely, systematic, reliable, complete and consistent manner, all the operations carried out by the institution and its subsidiaries, in accordance with the determinations and policies issued by the Executive Committee.
Hence, the Risk Office, Compliance Office, Accounting and Consolidation Division, Research, Planning and Assets and Liabilities Management Division ensure the implementation of the procedures and means required to obtain all the relevant information for the information consolidation process at a Group level, both of accounting nature and relative to support to the management and risk monitoring and control, which should cover, namely:
Regarding credit risk, the Credit Division also performs risk assessment and control duties pursuant to its main competences:
The Rating Division participates in the control of risks associated to loans, where its primary responsibility is the attribution of risk levels to Companies which are Bank Customers, assuring that they are assessed on an ongoing basis in an adequate manner. In order to assure the sound pursuit of this responsibility, specialised competences in the assessment of particular segments were developed within the Rating Division, namely for the Large Corporate, Real Estate Development, Project Finance, State Business Sector and Funds segments. At the same time, the Rating Division systematically analyses the evolution of risk levels in order to assess the adequacy of the rating models used and identify matters for their fine-tuning.
On this issue, see the information provided in the 2017 Annual Report, in the chapter on Main Risks and Uncertainties.
On this issue, see the information provided in the Annual Report 2017, in the chapter on Risk Management.
In the context of the Internal Control System and, more specifically, of the Risk Management System, the Board of Directors acquires adequate knowledge of the types of risks to which the institution is exposed and of the processes used to identify, assess, monitor and control these risks, as well as the legal obligations and duties to which the institution is subject, being responsible for ensuring that the Bank has effective internal control systems and promotes the development and maintenance of an appropriate and effective risk management system.
Hence, the management body of Banco Comercial Português, namely through its Executive Committee (and respective specialised commissions), Audit Committee and Committee for Risk Assessment:
The management body is also responsible for ensuring the implementation and maintenance of information and reporting processes which are suitable to the institution's activity and risks, for defining the accounting policies to be adopted, for establishing the guidelines and for defining the decisions which, in the context of such policies, must be taken, in order to ensure the reliability of the financial reporting. Therefore, and at a more operational level, it is responsible for approving the reporting or external disclosure outputs produced for this effect.
Regarding the Internal Control Report stipulated in Banco de Portugal's Notice 5/2008, in CMVM's Regulation 3/2008, and in article 245-A (1) (m) of the Securities Code, the responsibilities of the Audit Committee and of the Statutory Auditor are:
Through the Investor Relations Division, the Bank establishes permanent dialogue with the financial world – Shareholders, Investors, Analysts and Rating Agencies, as well as with the financial markets in general and respective regulatory entities.
a) Composition of the Investor Relations Division
The Investor Relations Division is composed of a head and a staff of four employees who share the Division's tasks in order to ensure the best service in market relations.
b) Duties of the Investor Relations Division
The main duties of the Investor Relations Division are:
c) Type of information provided by the Investor Relations Division
During 2017, as in previous years, the Bank pursued broad activity related to communication with the market, adopting the recommendations of the CMVM (Portuguese stock market regulator) and the best international practices in terms of financial and institutional communication.
For purposes of compliance with the legal and regulatory obligations in terms of reporting, the Bank discloses quarterly information on the Bank's results and activity, holding press conferences and conference calls with Analysts and Investors involving the participation of members of the Board of Directors.
It also provides the Annual Report, Interim Half-year and Quarterly Reports, and publishes all the relevant and mandatory information through CMVM's information disclosure system.
In 2017, the Bank issued over 630 press releases, of which 62 were related to privileged information.
The Bank participated in various events in 2017, having attended 6 conferences and 11 road shows in Europe and in the USA, where it gave institutional presentations and held one-on-one meetings with investors.
Over the course of 2017, more than 260 meetings with investors were held, which continues to show the interest of investors in the Bank.
In order to deepen its relations with its shareholder base, the Bank maintained a telephone line to support shareholders, free of charge and available from 09:00 to 19:00 on business days.
The relations with Rating Agencies consisted of the annual meetings (S&P on 24 March, Moody's on 17 April, DBRS on 12 June and Fitch on 20 November), 16 earning calls with the 4 rating agencies, in response to requests for quarterly information and the review of the Credit Opinions, Press Releases and Comments issued by the Rating Agencies.
All the information of relevant institutional nature disclosed to the public is available on the Bank's website, in Portuguese and English, on the page with the following address: www.millenniumbcp.pt
d) Investor Relations Division contact information
Phone: + 351 21 113 10 84
Fax: + 351 21 113 69 82
Address: Av. Prof. Doutor Cavaco Silva, Edifício 1 Piso 0B, 2740-256 Porto Salvo, Portugal
E-mail: [email protected]
The company's website: www.millenniumbcp.pt/en
The Bank's representative for market relations is Rui Pedro da Conceição Coimbra Fernandes, who is also Head of the Investor Relations Division.
During 2017, the Bank received, essentially via e-mail and telephone, a variety of requests for information from shareholders and investors. These requests were all handled and replied to, mostly within two business days. By the end of 2017, there were no outstanding requests for information relative to previous years.
V. Website
The Bank's website address is as follows: www.millenniumbcp.pt
The above information is available on the Bank's website, on the page with the following address:
https://ind.millenniumbcp.pt/en/Institucional/governacao/Pages/governacao.aspx
The Bank's Articles of Association and the regulations of the governing bodies and specialised committees of the Board of Directors are available on the Bank's website at the following address:
https://ind.millenniumbcp.pt/en/Institucional/governacao/Pages/governacao.aspx
The information on the identity of the members of the governing bodies is available on the Bank's website, on the page with the following address:
https://ind.millenniumbcp.pt/en/Institucional/governacao/Pages/governacao.aspx
The information on the identity of the representative for market relations, the Investor Relations Division, respective duties and contact details are available on the Bank's website, on the page with the following address:
https://ind.millenniumbcp.pt/en/Institucional/investidores/Pages/Inv.aspx
The information on the financial statements relative to each financial year, semester and quarter of the last ten years (pursuant to article 245.1 of the Securities Code) is available on the Bank's website, on the page with the following address:
https://ind.millenniumbcp.pt/en/Institucional/investidores/Pages/Inv.aspx
The calendar of corporate events is published at the end of every year, relative to the following year, and covers the planned dates of the General Meeting and presentation of quarterly results (to the press, analysts and investors). The publication is available on the Bank's website, on the page with the following address:
https://ind.millenniumbcp.pt/en/Institucional/investidores/Pages/Inv.aspx
64. Place where the notice convening the general meeting and all the preparatory and subsequent information related thereto is disclosed.
In addition to a specific page created every year on the portal (www.millenniumbcp.pt), another temporary page is created to support the General Meeting containing all the corresponding preparatory and subsequent information, including the call notice, which is available on the Bank's website, on the page with the following address:
https://ind.millenniumbcp.pt/en/Institucional/investidores/Pages/AG.aspx
The historical records, including the call notice, the share capital represented, the proposals submitted and results of the voting, relative to the last ten years are available on the Bank's website, on the page with the following address:
https://ind.millenniumbcp.pt/en/Institucional/investidores/Pages/AG.aspx
The Remuneration and Welfare Board (CRP), pursuant to subparagraphs a) and b) of article 14 of the Bank's Articles of Association and under the competence delegated, for the three-year period of 2015/2017, by the General Meeting, is the competent body to determine the remuneration of the governing bodies, including the members of the Executive Committee and the terms of the supplementary pensions due to retirement, old age or invalidity of executive directors.
The Remuneration and Welfare Board, together with the Committee for Nominations and Remunerations is also competent to submit, to the Bank's General Meeting, a statement on the remuneration policy for the Bank's governing bodies.
The Board of Directors, pursuant to article 7 (2.1.r) of its Regulations and as established in article 115-C (5) of the RGICSF, has exclusive competence to approve and review the Bank's remuneration policies and practices. In this duty, it is assisted by the Committee for Nominations and Remunerations which formulates and issues informed and independent judgements on the remuneration policy and practices and on the incentives created for purposes of risk, capital and liquidity management.
Addressed to the Remuneration and Welfare Board (RWB) and the Committee for Nominations and Remunerations (CNR), KPMG conducted an independent and specific audit, carried out in abidance by the International Standard on Related Services and by Art. 8 (4) of the Commission Delegated Regulation (EU) No 153/2013 of 19 December 2012, on the remunerations that, during 2017, were paid to members of the different governing bodies and Coordinating Managers that report directly to the Board of Directors and to the Executive Committee.
In the Factual Conclusions Report issued pursuant to the validation of the remunerations established and received in 2017 by the holders of Bank's corporate offices and Coordinating Managers, KPMG concluded that the data reported to the RWB, CNR and Audit Committee was accurate and compliant and suited to the resolutions of the corporate bodies with powers to do so.
The Remuneration and Welfare Board is composed of three to five members, appointed at the General Meeting.
The Remuneration and Welfare Board was elected at the General Meeting held on 11 May 2015 to perform duties during the three-year period of 2015/2017, and has the following composition:
| Chairman: | José Gonçalo Ferreira Maury |
|---|---|
| Members: | José Guilherme Xavier de Basto |
| José Luciano Vaz Marcos |
All the members of the Remuneration and Welfare Board are independent from the executive and non-executive members of the management board and are likewise independent in relation to the company as confirmed by the respective curricula attached to the present report.
The Remuneration and Welfare Board, to develop its competences in line with best international practices on remuneration matters, the Remuneration and Welfare Board engaged Mercer Portugal Lda.(Marsh Mclennan), an independent company leading worldwide in the human resources area, for the provision of specialised technical advisory services, which identified a series of guideline principles for the definition of the remuneration policy for members of the governing bodies and material risk takers, in conformity with the guidelines disclosed by the national and international regulators, in particular the EBA-European Banking Authority.
At the time of the engagement of Mercer Portugal, Lda. promoted by the Remuneration and Welfare Board, it was resolved, together with the Committee for Nominations and Remunerations, to ask this company to draw up a proposal to respond to a number of current needs arising from the early repayment of the State aid for the strengthening of own funds, namely:
As neither this consultant nor any of its senior staff have privileged relations with the Board of Directors or any of its members, it is deemed that its engagement for the provision of the service, with the broad scope referred to in the preceding paragraph, can in no manner affect the independence of this consultant in relation to the Bank or its Board of Directors.
The Chairman of the Remuneration and Welfare Board, José Gonçalo Ferreira Maury and the member Manuel Soares Pinto Barbosa, currently perform and have for various years performed duties in remuneration committees or equivalent bodies in other companies, which endows them with professional experience and suitable profiles concerning matters of remuneration policy, as confirmed in detail in their curricula, presented in Annex II.
Pursuant to the Bank's recapitalisation plan resorting to state aid - fully reimbursed on 9 February 2017 -, the remuneration of the members of the Board of Directors was conditioned until that date. The remuneration effectively paid in 2017 is detailed in item 77.
The Remuneration and Welfare Board, after hearing the Committee for Nominations and Remunerations, submitted to the General Meeting of 10 May 2017, with a binding character, the Remuneration Model of the Board of Directors, including the Executive Committee, which was approved by 99.85% of the votes cast, being the meeting attended by shareholders or their representatives holding 54.16% of the share capital. The most relevant aspects are transcribed below:
1.1 Non-Executive Members of the Board of Directors
Taking into account the provisos of article 9 of Notice 10/2011 of Banco de Portugal and article 15 (1) of BCP's Articles of Association, the non-executive members of the Board of Directors of BCP earn a fixed remuneration paid 12 times per year.
In accordance with article 15 of the Articles of Association of BCP, the amount of the remuneration of the directors shall be set for each director individually, taking into account, notably, the medium and long-term interests of the Bank and the aim of not encouraging excessive risk-taking.
The remuneration of the members of the Executive Committee consists of a fixed and of a variable component, in accordance with article 115-E of the Legal Framework for Credit Institutions and Financial Companies, article nr. 8 of the Notice 10/2011 of Banco de Portugal and with article 15 (1) of BCP's Articles of Association, considering the limitations set forth by the domestic and EU legislation:
The fixed remuneration intends to adequately remunerate the function performed considering factors such as its nature and complexity, the required competences and the sustainability of the group's performance.
The fixed component of the remuneration of the executive members of the Board of Directors is:
The variable remuneration is attributed based on different degrees of accomplishments of previously approved quantitative and qualitative goals which are associated to objective, simple, transparent and measurable indicators. For that purpose, shall be taken into consideration, indicators related with the creation of value for the shareholder, solvency and profitability, capital requirements, efficiency and liquidity.
The definition of these goals should bear in mind the achievement of a balance between the Group's objectives and the individual ones.
The evaluation must be carried out according to an annual and pluri-annual framework ensuring that the evaluation process is based on the short and long-term performance and, whenever possible, while the term of office of the Executive Directors is underway.
The attribution of the variable remuneration is associated with the performance. Therefore, its value may vary from zero, if the degree of accomplishment of the goals is under the defined threshold, and a maximum that cannot exceed twice the fixed component of the remuneration. For that purpose, a maximum level of achievement is defined, from which the variable remuneration will not increase (cap).
The variable remuneration should be composed by a portion in cash and a portion in BCP shares or other securities of BCP, permitted by law.
At least half of the amount of the variable remuneration should be composed of the above mentioned securities. Notwithstanding, the Executive Director may choose to receive more than that or even the full amount of the variable remuneration in securities.
The payment of the variable remuneration will also observe the deferment rules and the reduction (malus) or reversion (claw-back) mechanisms provided by law (115- E.9 LFCIFC).
The variable remuneration, regardless of having already been paid and whether acquired rights have already been established, or not, is subject to reduction or reversion mechanisms whenever it is proven that the Executive Director participated in or was responsible for an action that resulted into significant losses for the Bank or ceased to comply with the adequacy and good repute criteria.
No guaranteed variable remuneration shall be granted, except when hiring a new Executive Director and only in the first year of activity and it will only be granted if the institution has a solid and strong capital base.
The variable remuneration, regardless of having already been paid and whether acquired rights have already been established, or not, is subject to reduction or reversion mechanisms whenever it is proven that the Executive Director participated in or was responsible for an action that resulted into significant losses for the Bank or ceased to comply with the adequacy and good repute criteria.
No guaranteed variable remuneration shall be granted, except when hiring a new Executive Director and only in the first year of activity and it will only be granted if the institution has a solid and strong capital base.
The variable component is subdivided into two components, one annual (Annual Variable Remuneration - AVR) and a long-term one (Long-Term Variable Remuneration - LTVR).
The annual variable remuneration of each Executive Director may be paid in cash after the approval of the annual report to which it relates and/or in BCP shares or other BCP securities as permitted by law, all complying with the minimum thresholds and conditions set forth by law.
The payment of that remuneration is also conditioned to a set of conditions related with the Bank's sustained performance.
ii.Long-Term Variable Remuneration (LTVR)
The long term variable remuneration of each Executive Director depends on the fulfilment of the Bank's longterm economic and financial objectives.
The LTVR applies to the period of the term-of-office, beginning on 1 January 2018 and ending on 31 December 2020. The payment is made in BCP shares or other BCP securities, as permitted by law which are granted to the beneficiaries depending on the compliance with the above mentioned conditions and indicators.
The existing benefits in terms of health insurance, credit card and mobile phones remain in effect, as applicable to all other employees of the Bank, being the Executive Committee responsible for authorizing them.
The limits to the value of company vehicles, an issue that does not fall under the competence of the Remuneration and Welfare Board, shall be determined by the Executive Committee, taking into account the practice followed by other credit institutions of an equivalent size.
The members of the Executive Committee do not receive additional compensation for their respective functions.
The directors must subscribe to a director bond in abidance by article 396 of the Companies Code. In addition, the Bank subscribes to a Directors & Officers insurance policy following market practices.
The members of the Executive Committee are not allowed to use risk hedging mechanisms or similar mechanisms, as provided in article 115-E (15) of the Legal Framework for Credit Institutions and Financial Companies.
Considering that the remuneration of the Members of the Executive Committee is intended to directly compensate the activities they carry out directly at the Bank or in related companies (namely companies in a control or group relation with BCP) or in corporate bodies to which they have been appointed by indication or in representation of the Bank, the net value of the remunerations received annually for such duties by each Member of the Executive Committee will be deducted from their respective Annual Fixed Remuneration. It is the obligation and responsibility of each Executive Member of the Board of Directors to inform the Bank of any additional compensation they may have received, for the purposes of complying with the procedure established above."
Since the Bank's Recapitalisation Plan is over, the Board of Directors will submit to the 2018 Annual General Meeting a proposal of "Regulations for the Application of the Remuneration Policy of Members of Management and Supervision Bodies".
As noted in the first paragraph of item 69, items 70 to 75 are not applicable to Banco Comercial Português in the period of time covered by this Report.
The arrangement for retirement due to old age or invalidity of members of the Executive Committee is defined in article 17 of the Articles of Association, transcribed below, and in the document approved at the General Meeting held on 21 April 2016.
"1. The directors shall benefit from the social security regime applicable in each case.
The directors are also entitled to a supplement to the retirement or disability pensions and the Bank may enter into insurance contracts in favour of such directors.
At the beginning of each term of office and by agreement with each director, the insurance policy may be replaced by contributions to a pension fund of defined contributions.
The amount of the contributions of the Bank, within the scope of the two previous paragraphs, shall be established on a yearly basis by the Remuneration and Welfare Board.
The Bank shall not bear any additional expenses with the retirement and disability pensions after the
termination of each director's functions.
The right to the supplement shall only become effective if the beneficiary retires due to old age or disability, under the terms of the applicable social security regime.
At the time of the retirement, the beneficiary may choose to redeem the capital.
In case of death before retirement, the right to receive the accrued capital shall remain effective pursuant to the applicable provisions established by the contract or by law."
No additional benefit is foreseen for directors in the event of early retirement.
In the financial year covered by this report no variable remuneration was paid and the annual value of the remuneration earned, in an aggregated and individual form, by the members of the Company's management bodies is presented in the following table:
| A | B | A + B |
||||
|---|---|---|---|---|---|---|
| Me mb of th e B rd of Dir ect ers oa ors ( Bo fD) |
Po sit ion |
id Dir ly by Pa ect BC P ( €) |
Pa id Th h rou g Ot he r Co ies mp an ( €) |
ion of Re rat mu ne No n-E uti xec ve Dir ect ors ( €) |
Inc wit hh eld ( €) e t om ax |
Ob s. |
| An tón io V íto r M ins Mo iro art nte |
Ch f th rd of air e B ma n o oa Dir ect ors |
172 50 0.0 0 , |
0.0 0 |
172 50 0.0 0 , |
73 60 1.0 0 , |
|
| rlo sé da Silv Ca s Jo a |
Vic e-C hai of the rm an ard of Bo Di tor rec s |
72 00 0.0 0 , |
0.0 0 |
72 00 0.0 0 , |
17, 99 7.0 0 |
fo At his he d b ein ted r th est sto re qu ppe g r em un era e , fun th bod of l cti s in ies Ba Co rcia te on e c orp ora nco me Po ês, S.A f 1 Sep ber 20 rtu tem 17. gu ., a s o |
| Álv Ro e d e P inh o d e B iss aia Ba to aro qu rre |
mb f th rd of Me e B er o oa Dir ect ors |
08 3.3 3 57 , |
0.0 0 |
08 3.3 3 57 , |
20 .00 145 , |
|
| dré lhã Luí An Ma z G ga es om es |
mb f th e B rd of Me er o oa Dir ect ors |
47 91 6.7 0 , |
0.0 0 |
47 91 6.7 0 , |
14, 85 5.0 0 |
|
| dré Pa lma ira Da vid An M Nu nes |
Me mb f th e B rd of er o oa Dir ect ors |
19, 68 7.5 0 |
0.0 0 |
19, 68 7.5 0 |
7, 12 6.0 0 |
Exo d a f 9/ 02 /20 fro he itio hic h ate 17 m t to w ner s o pos ns he had be ed bec he nk mb ed the int Ba rei e t en ap po aus urs las of th id g ted it o hat da t p art tat to n t te. In e s e a ran 20 17, he d b 16 De ber 20 16 ate etw wa s re mu ner een cem d 3 h 2 1 M 01 7. an arc |
| An tón io H riq de Pin ho Ca rdã en ues o |
mb f th rd of Me e B er o oa Dir ect ors |
47 91 6.7 0 , |
0.0 0 |
47 91 6.7 0 , |
18, 93 1.0 0 |
Ear ned eti ion tire d e loy of BC P t p a r rem en ens as re mp ee |
| tón uís An io L Gu a N Me xia err un es |
Me mb f th e B rd of er o oa Dir ect ors |
0.0 0 |
0.0 0 |
0.0 0 |
0.0 0 |
Do ati in G BC P t ea es no rn any re mu ner on rou p |
| Jo ão Be rdo Ba s M end Res end sto rna es e |
mb f th rd of Me e B er o oa Dir ect ors |
3, 25 0.0 0 |
0.0 0 |
3, 25 0.0 0 |
81 2.0 0 |
bru he ned fro he f On 10 Fe 20 17, sig itio m t ary re pos n o mb f th rd of uti e B Dir ect no n-e xec ve me er o oa ors |
| Lin j ian Xu g g |
mb f th e B rd of Me er o oa Dir ect ors |
36 60 8.3 4 , |
0.0 0 |
36 60 8.3 4 , |
7, 61 0.0 0 |
On he sig ned fro he itio f 09 Jan 20 17, m t uar y re pos n o mb f th rd of uti e B Dir ect no n-e xec ve me er o oa ors |
| Raq uel Ru te d a C a D avi d V ost un ge |
mb f th rd of Me e B er o oa Dir ect ors |
47 91 6.7 0 , |
0.0 0 |
47 91 6.7 0 , |
12, 02 1.0 0 |
|
| 50 87 9.2 4, 7 |
0.0 0 |
50 87 9.2 4, 7 |
173 09 8.0 0 , |
| of Me mb th e A ud it C mi tte ers om e |
Po sit ion |
A id Dir by BC ly Pa ect P ( €) |
B id Pa Th h rou g he Ot r ies Co mp an ( €) |
A + B of Re ion rat mu ne f the M be em rs o the Au dit Co itte e ( €) mm |
wit hh eld ( €) Inc e t om ax |
Ob s. |
|---|---|---|---|---|---|---|
| l de iro Jo ão Ma Ma Lo tos nue ure |
f th Ch air e A ud it ma n o Co itte mm e |
130 41 6.6 7 , |
0.0 0 |
130 41 6.6 7 , |
55 16 6.0 0 , |
|
| Cid ália da Ma ria Mo Lop ta es |
mb f th ud Me e A it er o Co itte mm e |
67 08 3.3 0 , |
0.0 0 |
67 08 3.3 0 , |
23 63 3.0 0 , |
|
| Ja ime de Ma ced o S Ba tos sto an s |
Me mb f th e A ud it er o Co itte mm e |
67 08 3.3 0 , |
0.0 0 |
67 08 3.3 0 , |
24 07 5.0 0 , |
|
| od de Jos é R rig Jes ues us |
mb f th ud Me e A it er o Co itte mm e |
16, 87 5.0 0 |
0.0 0 |
16, 87 5.0 0 |
6, 04 5.0 0 |
f 9 fro Exo d a Feb 20 17 he itio ate m t to ner s o rua ry pos ns wh ich he ha d b ed bec he nk int Ba e t een ap po aus of rei mb ed the las th id g ted it t p art tat to urs e s e a ran on tha t d ved til 3 h 2 . Re cei ati 1 M 01 7. ate re mu ner on un arc |
| 28 1, 45 8.2 7 |
0.0 0 |
28 1, 45 8.2 7 |
108 91 9.0 0 , |
| A | B | B + C A + |
||||
|---|---|---|---|---|---|---|
| mb of th uti Me e E ers xec ve Co itte e ( EC ) mm |
Po sit ion |
id Dir ly by Pa BC P ect ( €) |
Pa id T hro h ug Ot he r Co ies ( €) mp an |
ion of Re rat mu ne the tiv Ex ecu e Dir t b ect ors se y the B ( €) RW |
Inc e t om ax wit hh eld ( €) |
Ob s. |
| el d a S ilva ado Nu Ma Am no nu |
Vic e-C hai of the Bo fD d rm an an Ch f th air e E C ma n o |
60 6, 43 4.7 0 |
24 64 8.0 9 , |
63 1, 08 2.7 9 |
28 2, 21 8.0 0 |
|
| uel inh Mig Ma Dia s P eir ya o |
hai of the Vic e-C Ex tive rm an ecu Co itte mm e |
48 0, 77 1.0 9 |
24 09 5.1 9 , |
50 4, 86 6.2 8 |
22 3, 32 0.0 0 |
|
| Mig uel de Ca Per eir a d mp os e Bra ga nça |
Vic e-C hai of the Ex tive rm an ecu Co itte mm e |
47 1, 96 2.4 6 |
32 90 3.8 2 , |
50 4, 86 6.2 8 |
20 3, 96 4.0 0 |
|
| de Oli alm Jo ão Nu vei ra J e P no org a |
hai of the Vic e-C Ex tive rm an ecu Co itte mm e |
37 1, 30 3.0 8 |
0.0 0 |
37 1, 30 3.0 8 |
17 6, 53 6.0 0 |
f On 09 Jan 20 17, he ted th osi tio to uar wa s c o-o p e p n o y ber of th ofD d V -Ch f th ive e B ice air cut exe m em an ma n o e EC . By sol uti of the RW B h ed tio re on e e arn a r em un era n of ril 2 12 Ap 01 7. as |
| é Ja cin lés ias So Jos to Ig are s |
Me mb f th e E uti er o xec ve Co itte mm e |
44 1, 75 7.9 7 |
0.0 0 |
44 1, 75 7.9 7 |
20 1, 172 .00 |
|
| é M el B lim Sch ht da Jos igu ens an orc Silv a P ha ess an |
mb f th Me e E uti er o xec ve Co itte mm e |
44 1, 75 7.9 7 |
0.0 0 |
44 1, 75 7.9 7 |
20 5, 92 3.0 0 |
|
| Ma ria Co iç ão Mo ta S de nce oa res Oli allé vei ra C Lu cas |
f th Me mb e E uti er o xec ve Co itte mm e |
44 1, 75 7.9 7 |
0.0 0 |
44 1, 75 7.9 7 |
20 4, 99 7.0 0 |
|
| uel da Sil Ru i M Te ixe ira an va |
mb f th Me e E uti er o xec ve Co itte mm e |
41 9, 86 6.5 3 |
21 89 1.4 4 , |
44 1, 75 7.9 7 |
195 58 7.0 0 , |
|
| 3, 675 611 .77 , |
103 538 .54 , |
3, 779 150 .31 , |
1, 693 717 .00 , |
In view of the provisions in the remuneration policy for members of the Board of Directors transcribed above in item 69, which establish that the net value of the remunerations earned annually by each Executive Director, on account of duties performed in companies or governing bodies to which they have been appointed through indication or in representation of the Bank, shall be deducted from the values of the respective annual fixed remuneration, see the table above of item 77 which quantifies these deductions.
During the financial year to which this Report refers, no remuneration in the form of profit-sharing and/or bonuses was paid.
During the financial year to which this Report refers, no indemnity was paid or owed to former directors relative to their termination of office during the year.
See the table of item 77.
In defining the remuneration of the elected members of the Board of the General Meeting, the Remuneration and Welfare Board took into consideration, for the term of office that began in May 2017, the amounts paid for this position by the major listed companies based in Portugal and similar in size to BCP, having established the annual remuneration of the Chairperson of the Board of the General Meeting at 42,000 Euros.
This issue is ruled by the provisos of article 403 (5) of the Companies Code. herein transcribed: "If a dismissal is not grounded on a fair cause, the director will be entitled to a compensation for damages, in accordance with the agreement established with him/her or as generally permitted by law. That compensation cannot exceed the amount of remunerations he/she would presumably receive until the end of the period of time for which he/she was elected. "
Apart from those herein mentioned, no contractual conditions or limitations have been established for compensation payable for dismissal without fair cause.
There are no agreements between the Company and members of the management board, directors, pursuant to number 3 of article 248-B of the Securities Code, or any other employee who reports directly to the management which establish indemnities in the event of resignation, dismissal without fair cause or termination of employment relations following a change in the control of the company, exception made those determined by the general applicable law.
Regarding the issues addressed in items 85 to 88, currently there are no plans with these features; hence, this chapter VI is not applicable to the Bank.
The internal rules on granting credit foresees specific procedures for the progression of their proposal to the competent entities, in particular, their approval by the Board of Directors and the issue of a prior opinion of the Audit Committee pursuant to an opinion issued by the Audit Division relative to the compliance of the proposed transactions with the internal rules, legal and regulatory provisions, and all other applicable conditions.
Proposals relative to this particular group are submitted to the Audit Committee by the Executive Committee, which, in turn, receives the proposals from the Credit Commission.
This Commission's functions are to assess and decide on credit granting to Customers of Banco Comercial Português, in accordance with the competences established by an internal regulation (Service Order on Credit Granting, Monitoring and Recovery). Moreover, this commission also issues advisory opinions on credit proposals from Group subsidiary companies abroad.
The Credit Commission is composed of the totality of the members of the Executive Committee and may function with a minimum of three directors. Apart from these, the Risk Officer, the Compliance Officer, the Company's Secretary, the Heads of the proponent areas, the 'Level 3' managers, the subsidiary entities' Credit Commission members (whenever there are proposals originated in those entities) and the Heads of commercial areas are also part of the Credit Commission. The Heads of the following Divisions are also members of this Commission: Credit, Specialised Monitoring, Legal Advisory and Litigation, Investment Banking, Real Estate Business, Rating, Specialised Recovery and Retail Recovery.
In 2017, the Audit Division and Audit Committee of the Board of Directors controlled proposed operations of credit and contracting of products or services relative to members of the management and supervisory bodies and shareholders with stakes greater than 2% of the Banks' share capital and entities related to them, of a total value of approximately 5,388 million Euros. The indicated amount includes extensions and reviews of limits.
Any business to be conducted between the Company and owners of qualifying holdings or entities which are in any relationship with them, are the object of appraisal and exclusive deliberation by the Board of Directors, supported by analyses and technical opinions issued by the Audit Committee, which in turn take into account approvals given by the Credit Division, in the case of credit operations, or by the Procurement Division and/or other areas involved in the contract, in the case of contracts for the supply of products and services. All the operations, regardless of their respective amount, and according to item 10 above, require a prior opinion issued by the Audit Division in relation to the legal and regulatory compliance of the proposed operations.
On this issue, see the information provided in the Annual Report for 2017, in appraisal 50 of the Notes to the Consolidated Financial Statements.
Pursuant to article 2 of CMVM Regulation 4/2013 and article 245-A, number 1, subparagraphs o) and p) of the Securities Code, the Bank confirms that, for the financial year to which this Report refers, it complied with the CMVM Corporate Governance Code, CMVM Regulation 4/2013, available on the CMVM's website, on the page with the following address:
http://www.cmvm.pt/
The declaration of compliance with the recommendations of the Corporate Governance Code, which the Bank voluntarily resolved to observe, is presented in the Introduction to the present Report.

618
(Regarding the positions held simultaneously in other companies, in and outside the Group, and other relevant activities performed, see table 26 of this Report)
(Detailed curricula are available at the Bank's website, on the page with the following address: https://ind.millenniumbcp.pt/en/Institucional/governacao/Pages/governacao.aspx)
Personal Data
Positions held at the Bank
Direct Responsibilities
Positions inside the Group
Positions outside the Group
Academic and Specialised Qualifications
Passed the admission contest for embassy attaché positions, opened on 11 September 1967
From 2002 to 2009 Member of the Ambassadors Forum Agência Portuguesa para o Investimento
Personal Data
Positions held at the Bank
Positions inside the Group
Member of the Board of Curators of Fundação Millennium bcp
Positions outside the Group
Academic and Specialised Qualifications
Licentiate Degree in Law from the Lisbon Law School
Positions held at the Bank
Academic and Specialised Qualifications
Licentiate Degree in Law from the Lisbon Law School
Professional Experience in the Last Ten Years Relevant to the Position
Academic and Specialised Qualifications
Licentiate Degree in Finance by Instituto Superior de Ciências Económicas e Financeiras
Professional experience in the last 10 years relevant to the position
Personal Data
Positions held at the Bank
Positions outside the Group
Chairman of the Executive Board of Directors of EDP-Energias de Portugal, S.A.
Academic and Specialised Qualifications
Professional experience in the last 10 years relevant to the position
(Presented his resignation on 10 February 2017)
Personal Data
Positions held at the Bank
Member of the Board of Directors
Positions outside the Group
Academic and Specialised Qualifications
Master's Degree in Finance from the London Business School
From February 2006 to January 2010 First Secretary of the Commercial Office of the Embassy of the People s Republic of China in London
Personal Data
Positions held at the Bank
Positions outside the Group
Academic and Specialised Qualifications
Licentiate Degree in Management from ISG - Instituto Superior de Gestão in Lisbon
Professional Experience in the Last Few Years Relevant to the Position
(Detailed curricula are available at the Bank's website, on the page with the following address: https://ind.millenniumbcp.pt/en/Institucional/governacao/Pages/governacao.aspx)
Personal Data
Positions held at the Bank
Positions outside the Group
Professor at the School of Economics of the University of Porto (FEP)
Academic and Specialised Qualifications
Professional Experience in the Last Ten Years Relevant to the Position
Personal Data
Positions held at the Bank
Positions outside the Group
Academic and Specialised Qualifications
Professional experience in the last 10 years relevant to the position
Personal Data
Positions held at the Bank
Positions outside the Group
Statutory Auditor in several companies
Academic and Specialised Qualifications
Several post-graduate degrees
From 2007 to 2012 Member of the Board of Auditors of Cimpor Cimentos de Portugal, SGPS, S.A.
(Detailed curricula are available at the Bank's website, on the page with the following address: https://ind.millenniumbcp.pt/en/Institucional/governacao/Pages/governacao.aspx)
Positions held at the Bank
Professional Experience in the Last Ten Years Relevant to the Position
Positions outside the Group
Academic and Specialised Qualifications
Professional experience in the last 10 years relevant to the position
Positions held at the Bank
Positions inside the Group
Personal Data
Positions held at the Bank
Direct Responsibilities
Positions inside the Group
Academic and Specialised Qualifications
Postgraduate studies in Business PDE-VII Programa de Direcção de Empresas (Companies Management Programme) from AESE - Associação de Estudos Superiores de Empresa in collaboration with lESE - Instituto de Estudos Superiores de Empresa of the University of Navarra.
From December 2007 to February 2008- Advisor to the Board of Directors of CGD
Personal Data
Positions held at the Bank
Chairman of the Board of Directors of Millennium bcp - Prestação de Serviços, ACE
Academic and Specialised Qualifications
Post Graduate Degree in Accounting and Finance from Universidade Católica de Lisboa
From 2008 to 2009 Managing Director of the External Relations Division of Banco Privado Atlântico (Angola)
On 11 May 2015 elected member of the Board of Directors and appointed Member of the Executive Committee for the 2015/2017 term of office
Professional experience in the last 10 years relevant to the position
Member of the Board of Directors
Member of the Executive Committee
Member of the Board of Directors of Banco Millennium Atlântico, S.A.
Academic and Specialised Qualifications
1980 Lecturer in the Management and Economics courses at the Faculty of Human Sciences, Universidade Católica Portuguesa
From 2002 to 2008 Representative Société Générale, Portugal
Personal Data
Specialisation Course in Industrial Management from INEGI Instituto de Engenharia Mecânica e Gestão Industrial
From 2006 to 2009 Head of the IT Global Division (Group) and member of the Coordination Committee of Banking Services
(Poland), member of the European Banking Coordination Committee and member of the Supervisory Boards of Millennium Dom Maklerski SA, Millennium Leasing Sp Zoo and Millennium Lease Sp Zoo
(Detailed curricula are available at the Bank's website, on the page with the following address: https://ind.millenniumbcp.pt/en/Institucional/governacao/Pages/governacao.aspx)
Positions held at the Bank
Chairman of the Remuneration and Welfare Board
Academic and Specialised Qualifications
Positions held at the Bank
Member of the Remuneration and Welfare Board
Academic and Specialised Qualifications
Published books and articles on taxation and fiscal law, especially concerning VAT and personal income tax
Since 2007 Non-executive director of Portugal Telecom, SGPS, S.A., being a Member of its Audit Committee
Positions held at the Bank
Member of the Remuneration and Welfare Board
Academic and Specialised Qualifications
Professional experience in the last 10 years relevant to the position
Positions held at the Bank
Member of the Remuneration and Welfare Board
Academic and Specialised Qualifications
Former Professor at the Faculty of Economics of Universidade Nova de Lisboa
From 1994 to 2006 Member of the Governing Board of the Luso-American Foundation
(Detailed curricula are available at the Bank's website, on the page with the following address: https://ind.millenniumbcp.pt/en/Institucional/governacao/Pages/governacao.aspx
Position Held at the Bank
Chairman of the Board of the General Meeting (term of office: 2017/2019)
Academic and Specialised Qualifications
Management and Supervision positions held in other companies
Non-executive member of the Board of Directors of Cimpor - Cimentos de Portugal, SGPS, S.A..
Other Relevant Positions
Management and Supervision positions held in other companies
Independent non-executive Director of Standard Bank de Angola, currently exercising the position of Chairman of the Audit and Risk Commissions
Other Relevant Positions
Chairman of the Board of the General Meeting of several companies
Member of the Lawyers Association of Portugal since 1988 and of the Lawyers Association of Angola since 2010
2017 Annual Report
© Millennium bcp
Banco Comercial Português, S.A., Company open to public investment
Registered Office: Praça D. João I, 28 4000-295 Porto
Share Capital: 5,600,738,053.72 Euros
Registered at Commercial Registry Office of Oporto under the Single Registration and Tax Identification Number 501 525 882 LEI BCP: JU1U6S0DG9YLT7N8ZV32
Investor Relations Division Av. Professor Doutor Cavaco Silva Edifício 1 Piso 0 Ala B 2744-002 Porto Salvo Phone: (+351) 211 131 084 [email protected]
Communication Division Av. Professor Doutor Cavaco Silva Edifício 3 Piso 1 Ala C 2744-002 Porto Salvo Phone: (+351) 211 131 243 [email protected]

166
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