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SEB Annual Report 2013

Apr 28, 2014

2966_rns_2014-04-28_04538f44-6b0e-4dc7-a0f7-031c55e116bf.pdf

Annual Report

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AB SEB bankas Independent auditor's report Annual report and Financial statements for the year ended 31 December 2013

14 March 2014

TABLE OF CONTENTS

PAGES
INDEPENDENT AUDITOR'S REPORT 3 - 4
CONSOLIDATED ANNUAL REPORT 5 - 22
FINANCIAL STATEMENTS
INCOME STATEMENT 23
STATEMENT OF COMPREHENSIVE INCOME 24
STATEMENT OF FINANCIAL POSITION 25
STATEMENT OF CHANGES IN EQUITY 26-27
STATEMENT OF CASH FLOWS 28-29
NOTES TO THE FINANCIAL STATEMENTS 30-104
APPENDIX 1 105 -131
MERGED SUBSIDIARY AB "SEB LIZINGAS" FINANCIAL STATEMENTS AS OF NOVEMBER 23, 2013

Translation note

Financial statements have been prepared in Lithuanian and English languages. In all matters of interpretation of information, views or opinions, the Lithuanian language version of the financial statements takes precedence over the English language version.

THE YEAR 2013 CONSOLIDATED ANNUAL REPORT (all amounts in LTL thousand, unless indicated otherwise)

CONSOLIDATED ANNUAL REPORT OF AB SEB BANKAS FOR THE YEAR 2013

1. Reporting period covered by the Consolidated Annual Report

This Consolidated Annual Report (hereinafter the Report) has been prepared for the year ended 31 December 2013. All numbers presented are as of 31 December 2013 or for the year then ended, unless specified otherwise.

2. Issuer Group companies, contact details and types of their core activities.

Issuer's name AB SEB bankas
Authorised capital LTL 1,034,575,341
Legal address Gedimino ave.12, LT-01103 Vilnius
Telephone (8 5) 2682 800
Facsimile (8 5) 2682 333
E-mail address [email protected]
Legal form Public limited company
Registration date and place 29 November 1990, the Bank of Lithuania
Company code 112021238
Company registration number AB90-4
Website address www.seb.lt

AB SEB bankas (hereinafter the 'Bank'), a public limited company, is a credit institution operating on share capital basis and is licensed to engage in such types of activities as acceptance of deposits and other refundable means from non-professional market participants and funds lending, also it is entitled to engage in offering other financial services and assumes relevant related risks and liability.

At the close of the reporting period, the AB SEB bankas Group in Lithuania (hereinafter the 'Group') consisted of AB SEB bankas and two subsidiary companies: UAB "SEB investicijų valdymas",and UAB "SEB Venture Capital".

On 23 November 2013, AB "SEB lizingas", wholly owned by AB SEB bankas, was merged to AB SEB bankas in a manner established under Item 3 of Article 2.97 of the Civil Code of the Republic of Lithuania and under Item 1 of Article 70 of the Company Law of the Republic of Lithuania. AB "SEB lizingas" as a legal entity was deregistered from the Register of Legal Persons of the Republic of Lithuania on 28 November 2013 (the last financial statements of AB "SEB lizingas" is provided alongside with the present reporting).

Name UAB "SEB Venture Capital"
Type of core activities Own asset investment into other companies' equity and asset management on trust
basis
Legal form Private limited company
Registration date and place 16 October 1997, Vilnius
Company code 124186219
Domicile address Gedimino ave. 12, LT-01103 Vilnius
Office address Jogailos str. 10, LT-01116 Vilnius
Telephone (8 5) 2682 407
Fax (8 5) 2682 402
E-mail address [email protected]
Website address www.seb.lt
Name UAB "SEB investicijų valdymas"
Type of core activities Various investment management services, consultancy services
Legal / organisational form Private limited company
Registration date and place 3 May 2000, Vilnius
Company code 125277981
Domicile address Gedimino ave. 12, LT-01103 Vilnius
Office address Olimpiečių str. 1, LT-09235 Vilnius
Telephone (8 5) 2681 594
Fax (8 5) 2681 575
E-mail address [email protected]
Website address www.seb.lt

(all amounts in LTL thousand, unless indicated otherwise)

3. Agreements between the Issuer and securities' public offering agents

The Bank, in the process of a public issue of bonds, must execute an agreement with the selected public offering agent for the protection of interests of the owners of any relevant issue of bonds.

As of 31 December 2013, AB SEB bankas had 59 agreements with AB bankas "Finasta" (legal entity code 301502699, address Maironio str. 11, LT-01124 Vilnius).

4. Data on trade in securities of the Issuer Group companies in the regulated markets

Shares of AB SEB bankas are not included in either the main or secondary list of "NASDAQ OMX Vilnius" exchange or in trading lists of other regulated markets and their listing is not planned in the nearest future.

As of 31 December 2013, five non-equity securities issues of AB SEB bankas were included in the trading list of the debt securities list of "NASDAQ OMX Vilnius" exchange:

Parameters Issue
ISIN code LT0000431025
Number of securities issued (units) 31,850
Nominal value per unit (LTL) 100.00
Total nominal value (LTL) 3,185,000.00
Effective date of the issue 21 December 2010
Redemption date 23 January 2014
Parameters Issue
ISIN code LT0000431157
Number of securities issued (units) 37,257
Nominal value per unit (LTL) 100.00
Total nominal value (LTL) 3,725,700.00
Effective date of the issue 21 December 2010
Redemption date 23 January 2014
Parameters Issue
ISIN code LT0000405060
Number of securities issued (units) 46,575
Nominal value per unit (LTL) 100.00
Total nominal value (LTL) 4,657,500.00
Effective date of the issue 17 May 2011
Redemption date 13 June 2016
Parameters Issue
ISIN code LT0000405078
Number of securities issued (units) 38,857
Nominal value per unit (LTL) 100.00
Total nominal value (LTL) 3,885,700.00
Effective date of the issue 21 December 2011
Redemption date 9 January 2017
Parameters Issue
ISIN code LT0000405086
Number of securities issued (units) 47,032
Nominal value per unit (LTL) 100.00
Total nominal value (LTL) 4,703,200.00
Effective date of the issue 30 May 2012
Redemption date 13 June 2017

Securities of the Bank subsidiary companies are not traded in the regulated markets.

(all amounts in LTL thousand, unless indicated otherwise)

5. Objective overview of the issuer group status, activities and development

In 2013, AB SEB bankas Group in Lithuania was providing a full range of banking services to private individual and corporate customers as well as to financial institutions. At the end of 2013 the Group in Lithuania consisted of AB SEB bankas and its two companies: UAB "SEB investicijų valdymas", and UAB "SEB VentureCapital"(on 23 of November 2013, AB "SEB lizingas" was merged to AB SEB bankas).

The year 2013 saw an improvement in Lithuania's economy. The domestic market was recovering, there were more opportunities to finance companies and private individuals. All this enabled the country's entire banking sector to gain strength. Audited net profit earned by AB SEB bankas in 2013 was LTL 212.3 million (EUR 61.5 million), and that earned by AB SEB bankas Group was LTL 212.3 million (EUR 61.5 million). The result has been calculated based on the requirements established by legal acts of the Bank of Lithuania and the Republic of Lithuania.

In 2012, audited net profit earned by AB SEB bankas was LTL 87.6 million (EUR 25.4 million), and that earned by the entire AB SEB bankas Group was LTL 84.9 million (EUR 24.6 million). The bank's year-on-year 2012 data after the merger of AB "SEB lizingas" to AB SEB bankas in November 2013 are reflected including the data of AB "SEB lizingas", unless indicated otherwise.

In 2013, the bank group's operation was positive: its net profit and assets as well as deposit portfolio increased, its income grew, and its cost/income ratio improved. There was further growth in customer activity using various services of SEB Bank contributing to an 8 per cent increase in the bank group's income. In 2013, the amount issued in new loans by the SEB Group to corporate and private individual customers was LTL 4.6 billion, which is a 12 per cent increase as compared to a relevant period in 2012. AB SEB bankas Group was committed to responsible issuance of loans to private individual customers and businesses, to financing promising business projects.

In 2013, AB SEB bankas Group had special focus on the improvement of daily banking services that can be used by the population on their own and at a lower fee compared to that at the bank's sub-branches. Taking into account the changing customer behaviour, in 2013 AB SEB bankas expanded its ATM network installing a larger number of cash-in ATMs and 7/24 self-service areas, developed its services via the Internet, mobile phone, settlement services by payment cards.

As of 31 December 2013, AB SEB bankas Group's equity was worth LTL 2.6 billion (as of 31 December 2012, it was LTL 2.4 billion), which is a 9 per cent increase.

As of 31 December 2013, AB SEB bankas Group's assets were LTL 23.6 billion (in 2012 they were LTL 23.1 billion), which is a 2 per cent increase. Over the year 2013, an increase in AB SEB bankas deposit portfolio was from LTL 12.8 billion to LTL 13.2 billion, i. e. 3 per cent.

As of 31 December 2013, net worth of AB SEB bankas Group's loan and leasing portfolio was LTL 16.6 billion (in 2012, it was LTL 17.1 billion), which is a 3 per cent decrease.

AB SEB bankas Group year 2013 income was LTL 586 million (its year 2012 income was LTL 539 million).

As at the close of 2013, AB SEB bankas Group's liquidity ratio was 38.8 per cent (standard requirement being 30 per cent).

Over a year, the number of registered users SEB Bank's Internet banking system increased by 46 thousand and at the close of the year 2013 it was 1.1 million, which is a 4.3 per cent as compared to the end-of-the-year data in 2012.

Over a year, the number of users of the Bank's services via mobile phone increased by 54 thousand and at the close of the year 2013 it was 556 thousand, which is a 10.7 per cent increase as against relevant data as at the close of 2012.

Over a relevant period, the number of payment transactions executed via the Internet increased by 5 per cent, turnover in payment card accounts went up by 2.9 per cent, and the number of POS terminals increased by 2.2 per cent.

At the close of the year 2013, AB SEB bankas had 46 customer service sub-branches all over Lithuania. SEB Bank customers can use the largest ATM network in Lithuania that includes ATMs of SEB and DNB banks, i. e. 536 ATMs in 82 towns, large and small.

As at 31 December 2013, the number of employees actually working within AB SEB bankas Group (excluding employees on paternity leave) was 1,522, i. e. by 2.7 per cent less than as of 31 December 2012, when the actual number of the Group employees was 1,564.

In 2013, AB SEB bankas pursued with the implementation of its strategy to be the home bank for its customers. AB SEB bankas, being a longterm customer relationship bank, offered modern universal banking services, provided them in a professional and convenient way, taking into consideration each customer's needs and expectations.

In 2013, AB SEB bankas Group continued the implementation of SEB's corporate sustainability strategy, which includes eight corporate sustainability priorities by key responsibility areas (management responsibility, environmental responsibility and corporate social responsibility): responsible selling and marketing, tackling financial crime, responsible ownership, reducing our footprint, sustainable finance and investing, a great place to work, access to financial services and investing in communities.

In 2013, AB SEB bankas Group launched new services and improved the existing ones. AB SEB bankas has fully integrated its leasing services with its banking activities. In the process of the pension system reform, AB SEB bankas Group provided its customers with detailed information with the aim to help them decide which further pension saving method to select, also, the Group rolled out a small and medium enterprise advisory campaign. AB SEB bankas upgraded its mobile banking services via the Internet website, offered its customers a possibility to call the bank via Skype. The bank installed cash-in ATMs at each of the 46 customer service sub-branches of the bank, expanded its network of selfservice areas by opening five new areas, their total number all over Lithuania now being fifteen. AB SEB bankas launched its free-of-charge reminder system for its customers by SMS, e-mail and by its Internet Banking System. In 2013, AB SEB bankas joined such global security programmes as MasterCard Secure Code and Verified by Visa as their member. The bank offered its customers an overdraft service, and for its customers who have already obtained or intend to obtain a mortgage loan it launched a new insurance service Secure Mortgage. Furthermore, the bank offered its customers detailed remote financial advisory service that is provided taking into account relevant customer needs, and launched SEB Bank's software specially adapted for smart Windows Phones.

In 2013, AB SEB bankas Group was taking efforts to provide customers with valuable information that may serve in creating added value for them. AB SEB bankas organised presentation of Lithuanian Macroeconomic Reviews to its customers, together with the Lithuanian national television carried out Lithuania Will Do It! project aimed at encouraging pro-active people to go into business in regions and create new jobs. AB SEB bankas arranged customer presentations of such publications as the Baltic Household Outlook, and the Household Savings Barometer. Together with other market players, AB SEB bankas established the Lithuanian Financial Markets Institute (LFMI), supported the EUROFI financial forum in Vilnius, started the Saving and Investment publication, kept its customers informed about financial markets and the macroeconomic environment.

THE YEAR 2013 CONSOLIDATED ANNUAL REPORT

(all amounts in LTL thousand, unless indicated otherwise)

AB SEB bankas Group regularly took part in the implementation of important sustainable activity projects – together with TV3 television implemented their eleventh campaign Dreams Come 2013, for the eighth year in a row awarded top-achieving secondary school graduates, and continued its participation in the activities of Mentor Lietuva Association.

In 2013, AB SEB bankas Group won significant global and local awards: SEB Bank received the award of the Best Bank in Lithuania (Euromoney), the Best FX Bank in Lithuania (Global Finance), for the fifth year in a row it was recognised to be the Most Attractive Employee in Lithuania ("Verslo Žinios" and "CV.lt") and for the second year in a row – the Most Desirable Employer in Lithuania ("CV Market").

6. Description of the main risk types and uncertainties

Issuer risk. The Bank's obligations against investors are not additionally secured by any guarantee and/or in any other manner, the Bank's obligation to redeem non-equity securities is not insured by state enterprise Indėlių ir Investicijų Draudimas, therefore, the investor assumes banking (operational) risk related to political, economic, technical and technological as well as social factors. In the event of the Bank's bankruptcy, claims of holders of non-equity securities would be satisfied according to the procedure and order of priority established by legal acts of the Republic of Lithuania.

Credit risk. The Group assumes credit risk, i.e., the risk of another counterparty being unable to duly meet its obligations against the Bank. Counterparty risk is assessed based on credit equivalents calculated depending on the type of a financial deal. The Group Credit Policy is applied adhering to the principle that any lending transaction may be executed only subject to credit analysis. Taking into account the complexity of the deal and customer's creditworthiness, various credit risk management measures are applied.

The Group loans are assessed individually as well as in total, taking into account its total portfolio. Assessment of the portfolio of homogeneous loan groups with similar risk characteristics, i.e. natural persons' mortgage loans, consumer loans, payment card account overdraft limits, also, loans to small enterprises, is performed. Special provisions for homogenous loans are formed by applying statistical methodology based on historical data on any defaults of the borrowers and sustained losses within the corresponding homogeneous loan group. Individually assessed borrowers are assigned to a relevant risk class, based on which special provisions requirement is established. The Group classifies its individually assessed borrowers based on 16 risk classes.

Risks are managed by carrying out regular analysis of the borrower's ability to meet its obligations: to repay the loan and pay interest. The Group establishes credit risk limits per single borrower, a group of borrowers or per economic activities. Borrower credit risk, taking into consideration the risk class assigned to the borrower, is revised on a regular basis, no less than once a year. Analysis of the borrower, borrower group and industry sector risks is also performed on regular basis.

Applied credit portfolio concentration risk limits are as follows:

  • maximum exposure per single borrower must not exceed 25 per cent of the Bank's/ Group's equity, and the total amount of large exposures may not exceed 800 per cent of the Bank's/ Group's equity;
  • total loans issued by the Bank to other subsidiary companies of the parent company or the Bank's subsidiary companies per single borrower may not exceed 75 per cent of the Bank's equity, if the Bank of Lithuania performs consolidated supervision of the entire financial group. If the Bank of Lithuania does not perform any consolidated supervision of the entire financial group, the maximum exposure per each Group company may not exceed 20 per cent of the Bank's equity.

Presented below is the information on the Bank's individually assessed client's credit losses, on changes in the total value and the ratio to the credit portfolio over periods of historic financial information.

31-12-2011* 31-12-2012* 31-12-2013*
Individually assessed client credits, which value has impaired,
gross amount (impaired loans), in LTL'000
2,178,332 1,773,698 1,101,427
Client credit portfolio (without special provisions), in LTL'000 16,875,342 16,679,036 15,900,735
Ratio (in per cent) 12.91 per cent 10.63 per cent 6.93 per cent

* According to Official Letter of the Credit Institutions Supervision Department of the Bank of Lithuania No. 1203-310, dated 10 June 2008.

The Bank's Impairment losses on loan portfolio (LTL'000) according to the International Financial Reporting Standards (IFRS):

31-12-2011 31-12-2012 31-12-2013
Impairment losses on loans to customers (special provisions) 1,207,686 1,022,564 708,950
Impairment losses on loans to credit institutions as of
year end (special provisions)
31 0 2
Balance of impairment losses as of year end (special provisions) 1,207,717 1,022,564 708,952
Special provisions to loan portfolio ratio 6.98 per cent 6.13 per cent 4.43 per cent

Market risk. It is the risk of losses or of a loss of future net income due to changes in interest rates, credit spreads, foreign exchange rates and share prices (including the price risk in case of sales of assets or closing of positions).

Interest rate risk is managed by forecasting market interest rates and making relevant adjustments so that there is no mismatch in the assets and liabilities within the revaluation periods. The Bank applies interest rate risk management methodologies that help to measure the Group's sensitivity to interest rate changes by computing the impact to the net effect on the market value of shareholders equity (delta 1%) in case of a parallel shift by one percentage point in the yield curve.

(all amounts in LTL thousand, unless indicated otherwise)

Credit margin risk is defined as the risk that the value of debt securities will decrease as a result of a change in the issuer's credit risk. This type of risk is managed by establishing limits on investments in debt securities.

Foreign exchange risk exposure is defined by two measures: the single open foreign currency position and the aggregate open currency position - the larger one of all summed-up long and short open currency positions. Foreign exchange risk measures include net exposure of spot and forward positions, FX futures, including gold, the delta equivalent position of FX options and other balance sheet items. The currency risk control is ensured by monitoring the risk exposure against the limits established for single open currency position. The Bank adheres to the open currency position limits established by the Bank of Lithuania: 1) maximum open position in one currency (other than the Euro) must be no more than 15 per cent of the bank's equity; 2) maximum total (other than the Euro) open position must be no more than 25 per cent of the bank's equity.

Changes in the Group's s maximum open single currency position as a percent of the Group's total equity during the recent years is shown in the table below (the data provided in the Table have been calculated including also the EUR position).

The Group 31-12-2011 31-12-2012 31-12-2013
Maximum open single currency position 105.63 per cent 133.48 per cent 75.57 per cent
Maximum aggregate open currency position 0.34 per cent 0.22 per cent 0.33 per cent

Share price risk is managed by establishing limits that describe acceptable share price risk, taking into consideration any possible losses related to market price volatility, by establishing the structure of the share portfolio.

Liquidity risk. Liquidity risk is the risk that the bank may be unable to timely meet its financial obligations and/or, aiming to meet them, it may have to sell its financial assets and/or close positions and will sustain losses due to a lack of liquidity in the market.

The Group adheres to conservative liquidity risk management policy that ensures adequate fulfilment of its current financial obligations, the level of obligatory reserves with the Bank of Lithuania, liquidity ratio higher than that established by the Bank of Lithuania and solvency capacity under unforeseen unfavourable circumstances. The liquidity risk management system is based on the analysis of actual and forecasted cash flows.

Changes in the Bank's and the Group's liquidity ratio over recent years are shown in the table below.

The Group Ratio The Bank
31-12-2011 31-12-2012 31-12-2013 31-12-2011* 31-12-2012 31-12-2013
46.80 per cent 35.76 per cent 38.85 per cent Liquidity ratio (at least 30%) 46.12 per cent 35.69 per cent 38.81 per cent

* The ratio as of 31-12-2011 is calculated not taking into account AB "SEB lizingas" merger

Operational risk. Operational risk is defined as the risk of loss due to external events (natural disasters, external crime, etc) or internal factors (e.g. breakdown of IT systems, mistakes, fraud, non-compliance with external and internal rules, other deficiencies in internal controls).

On 1 January 2008, the regulators issued a permission to the Bank to use the AMA (Advanced Measurement Approach) model in the operational risk assessment process for the calculation of regulatory capital for the operational risk.

The Bank has developed and continuously upgrades and improves its operational risk management tools: operational risk policy, ORSA (Operational Risk Self Assessment) and RTSA (Rogue Trading Self Assessment) methodologies, activities continuity planning requirements and continuity plans, new product and services approval process, etc..

Bank has launched and continuously uses its operation risk management system ORMIS (Operational Risk Management Information Sysytem), which is a Group wide IT solution. The operational risk management system enables each employee of the Group to register all operational risk incidents and the management at all levels – to assess, monitor and control risks and compile various reports. With the aim to achieve as detailed as possible assessment of the operational risk, ORSA and RTSA methodologies are applied, internal controls are undertaken, regular assessment of subdivision and process risks is performed.

Another two systems related to operational risk management are used for the development of new products and/or services NAMIS (New Activity Management Information System) and for the formation of activity continuity plans for subdivisions LDRPS (Living Disaster Recovery Planing System).

The Bank has the Operational Risk Committee, which is aimed at improving the operational risk management and ensure appropriate cooperation between risk managers and control units. The management board is provided with quarterly operational risk reports, which contain a review of new operational risk cases, efficiency of the application of the operational risk management measures as well as other risks.

Business risk. It is the risk of a decrease in income due to any unforeseen shortage of regular income that is usually determined by a drop in business volumes, price pressure or competition. Business risk also includes reputation risk, which is a risk of a decrease in income from ordinary activities and which may arise due to any adverse rumours about the bank or about the banking sector generally.

(all amounts in LTL thousand, unless indicated otherwise)

Strategy risk. It is the risk caused by unfavourable or erroneous business solutions, improper implementation of decisions or insufficient response to any political changes or changes in the regulatory acts or the banking sector. Business and strategy risk management at the Bank is delegated to relevant responsible units, which based on business plans and their implementation control, identify such risks and manage/mitigate them. Said units continuously monitor the set ratios. In case any decline is found, relevant information is provided to the management board and/or other responsible persons. Also, the Bank has approved activity continuity plans.

Capital adequacy. Lithuanian banks are required to maintain capital adequacy ratio, which is calculated as the capital base to riskweighted assets ratio. During the internal capital adequacy assessment process for 2013 the target capital adequacy ratio was set at higher than 12 per cent. In the first quarter of 2013, at the shareholder's decision the capital and at the same time capital adequacy was strengthened by profit earned in 2012 (no dividends were paid).

In April 2013, the Management Board of the Bank of Lithuania gave its permission to the bank to repay its open-ended subordinated loan (to redeem an open-ended security) (obtained based on a subordinated loan agreement with Skandinaviska Enskilda Banken AB (publ), dated 18 February 2010) worth EUR 100,000,000 (LTL 345,280,000). The Bank has availed of a possibility to terminate said agreement (to redeem the security) with the aim to decrease the bank's borrowing costs, maintaining an appropriate capital adequacy level.

Merger of AB "SEB lizingas" to AB SEB bankas had a significant positive impact on the Bank's capital adequacy ratio. After the repayment of the subordinated loan and after the merger of AB "SEB lizingas", at the close of 2013 the Bank's and the Group's capital adequacy ratios were, respectively, 15.51 per cent and 15.59 per cent

Changes in the Bank and the Group capital adequacy ratios during recent years are presented in the table below.

The Group Ratio The Bank
31-12-2011 31-12-2012 31-12-2013 31-12-2011* 31-12-2012* 31-12-2013
13.59 per cent 15.17 per cent 15.59 per cent Capital adequacy ratio 12.94 per cent 13.37 per cent 15.51 per cent

* The ratio is calculated not taking into account AB "SEB lizingas" merger

7. Analysis of the Issuer Group's financial and non-financial activity results

Volume and changes of the Group's activities are partially reflected by the below data of the balance sheet and profit and loss statements drafted in accordance with the International Financial Reporting Standards (IFRS):

LTL million 31-12-2011 13-12-2012 13-12-2013
Loans 15,651 15,637 15,251
Investment 1,726 1,113 1,219
Lease receivables 1,673 1,503 1,428
Deposits 12,357 12,797 13,225
Amounts owed to credit institutions 9,932 6,789 7,178
Equity 2,321 2,386 2,602
Assets 26,633 23,122 23,591

The Group's income structure during recent years was as follows:

LTL million 2011 2012 2013
Net interest income (loss) after
impairment losses
682.0 262.7 246.0
Other income before operating
expenses, net
188.8 251.0 297.0
Result before operating expenses 873.5 513.7 543.0
Operating expenses (343.7) (347.8) (299.5)
Intangible asset write off - (58.5) -
Profit (loss) before profit tax from
continues activities 527.1 107.4 243.5
Net profit (loss) from continued
activities
467.4 84.9 212.3

THE YEAR 2013 CONSOLIDATED ANNUAL REPORT

(all amounts in LTL thousand, unless indicated otherwise)

Key ratios of the Group and the Bank activities are included in the table below:
The Group Ratio The Bank
2011 2012 2013 2011 2012 2013
13.59 per cent 15.17 per cent 15.59 per cent Capital adequacy ratio 12.94 per cent 13.37 per cent 15.51 per cent
1.98 per cent 0.34 per cent 0.91 per cent Return on Assets 1.71 per cent* 0.53 per cent* 0.92 per cent
21.85 per cent 3.55 per cent 8.50 per cent Return on Equity 19.47 per cent* 5.69 per cent* 8.93 per cent
46.80 per cent 35.76 per cent 38.85 per cent Liquidity ratio 46.12 per cent 35.69 per cent 38.81 per cent
30.27 5.50 13.75 Earnings per share, LTL 24.45* 5.67* 13.75
150.32 154.52 168.48 Book value per share, LTL 138.08* 154.44* 168.39

* The ratio is calculated not taking into account AB "SEB lizingas" merger

8. References and additional comments on data included in the consolidated financial statements

All key financial data are included in the consolidated financial statements of the Group.

The Group must ensure the implementation of appropriate organisational measures, procedures and business process support IT systems, the entirety of which would ensure the implementation of adequate internal control system, which, in its turn, would enable providing reliable financial reporting data. The following key elements of the Group's internal control should be mentioned: checking the data on transactions executed in primary systems against transaction data in the accounting system; clear organisational structure and proper segregation of functions, daily accounting of the Group's transactions and relevant reports, based on actual market data, established risk restricting limits and regular control of whether the risk is in line with such limits, internal control elements integrated in business and business support processes as well as other control measures.

9. Major events since the end of financial year

On 5 February 2014, the Bank announced that according to preliminary data, unaudited net profit earned by AB SEB bankas in 2013 was LTL 212.3 million (EUR 61.5 million), and that of the AB SEB bankas Group was LTL 212.3 million (EUR 61.5). The result has been calculated in accordance with the requirements set by the acts of the Bank of Lithuania and legal acts of the Republic of Lithuania. Over the year 2012, audited net profit earned by the Bank totalled LTL 87.6 million (EUR 25.4 million) and that by the Bank Group – LTL 84.9 million (EUR 24.6 million). In November 2013 AB "SEB lizingas" was merged with AB SEB bankas therefore AB SEB bankas results of the year 2012 are presented including the result of AB "SEB lizingas".

10. Issuer Group's activity plans and forecasts

The AB SEB bankas Group in Lithuania aims at long-term and mutually beneficial relations with all customers of the Group. For this purpose, the Bank implements its strategy to be the Home Bank for its customers, where their daily financial matters are managed. As a relationship bank, AB SEB bankas offers modern and universal banking services and provides them in a professional and convenient way with in-depth understanding of each customer's needs and expectations.

The Group, seeking to implement its said strategy and aiming to maintain long-term relations with its customers, also, taking into account the objectives of the SEB Group, envisages the following key trends of activities:

• Customer loyalty strengthening. Aiming to become the Home Bank for its customers, the Bank plans to retain the existing customers and to attract new ones:

  • o by creating new attractive services and products for customers successfully developing their business, so that they would feel the Bank's steady attention;
  • o by ensuring a possibility for its customers to be serviced by the Bank in a convenient, fast and safe way using various modern means (the Internet, mobile phone, self-service areas, etc.);
  • Increasing the operational efficiency. Seeking to retain operational efficiency and competitive edge, the Bank plans to:
  • o increase income by applying target marketing: to clearly define competitive advantages in various client segments and, based on it, develop new growth plans;
  • o duly assess the demand for costs aiming at achievement of the selected goals;
  • o objectively assess business capital requirements and risks taken in order to ensure the planned Bank's profitability

• The best employer image retention. The Group will further aim at creating both the atmosphere of trust and respect, in which employees may work and develop, and environment, which would help to attract and develop competent specialists and encourage employees to aim at the achievement of top results.

11. Financial risk management objectives

The Group manages its financial risks as described in the consolidated annual financial statements. Financial risk management objectives, transaction risk hedging measures, the Group credit risk and market risk volume are also described in the above-mentioned document.

(all amounts in LTL thousand, unless indicated otherwise)

12. Data on the Issuer's acquisition/assignment of own shares, powers of the Issuer's bodies to issue and buy up the Issuer's shares.

The Bank has none and during the year 2013 did not acquire its own shares. Also, the Bank's subsidiary companies have not acquired the Bank's shares. During the reporting period, the Bank and its subsidiary companies did not buy or sell their own shares.

The general meeting of the Bank's shareholders has the exclusive right to set the class, number, nominal value and minimum issue price of shares issued by the company and take a decision for the Bank to acquire its own shares.

13. Information on the Issuer's branches and representative offices

As of 31 December 2013, the Bank had 3 branches: AB SEB bankas Eastern Region (code 112053613, address: Savanorių str. 1, LT-03116 Vilnius), AB SEB bankas Middle Region (code 112052511, address: Laisvės ave. 82/ Maironio str. 17, LT-44250 Kaunas), and AB SEB bankas Western Region (code 112052479, address: Taikos ave. 32, LT-91246 Klaipėda).

The branches consisted of a network of 46 customer service units (7 branches and 39 sub-branches) all over Lithuania.

14. The Issuer's authorised capital

The Bank's authorised capital registered with the Register of Legal Entities (amount, structure by share type and class, total nominal value) is as follows:

Type of shares ISIN code Number of shares Nominal value
(LTL)
Total nominal value Share within
authorized
capital
(in %)
Ordinary registered
shares
LT0000101347 15,441,423 67 1,034,575,341 100.00
In total - 15,441,423 - 1,034,575,341 100.00

All shares of the Bank are paid up and are not subject to any restrictions in terms of securities assignment.

15. Shareholders

On 19 November 2010, the squeeze-out procedure of AB SEB bankas shares was finalized. A 100 % stake in AB SEB bankas represented by its 15,441,423 ordinary registered shares is owned by bank Skandinaviska Enskilda Banken AB (publ) registered with the Enterprise Register of Sweden, its legal form: a public limited company, legal entity number: 502032-9081, domicile address: Kungsträdgårdsgatan 8, Stockholm, the Kingdom of Sweden.

16. Major investments made over the reporting period

The Group's investments over the year 2013 into fixed tangible and intangible assets did not make more than 10 per cent of the authorised capital.

17. Information about significant directly or indirectly held blocks of shares

Name Company code Address Type of core activity
UAB "Cgates" 120622256 Ukmerg÷s str. 120, Vilnius Internet, telecommunications,
means of communications, TV and
radio
UAB "Duonos centras" 302638225 Lvovo str. 25 Vilnius Bakery, supply

18. Employees

As of 31 December 2013, the AB SEB bankas Group in Lithuania (AB SEB bankas, UAB "SEB investicijų valdymas and UAB "SEB Venture Capital") had 1,741 employees (working under labour contracts with and without a fixed term, including those on maternity/paternity leave), i.e. by 4.5 per cent less compared to the end of 2012, when the Group had 1,823 employees. As of 31 December 2013, the number of actually working employees (excluding those on maternity/paternity leave) was 1,522, i.e. 2.7 per cent less than at the end of 2012, when the actual number of the Group's employees was 1,564. A decrease in the number of employees was determined by the fact that the Group implemented operational efficiency enhancement measures.

During the year 2013, the number of employees of the Bank alone (working under labour contracts with and without a fixed term, including those on maternity/paternity leave) dropped by 4.3 per cent – from 1,808 to 1,731, and the number of the Bank's actually employed employees (excluding those on maternity/paternity leave) was 1,512, i.e. 2.5 per cent less than at the end of 2012, when their number was 1,550.

THE YEAR 2013 CONSOLIDATED ANNUAL REPORT

(all amounts in LTL thousand, unless indicated otherwise)

In 2013, the average actual number (excluding the number of employees on maternity/paternity leave) was 1,519 employees (in 2012, it was 1,626 employees).

In November 2013 AB "SEB lizingas" was merged with AB SEB bankas therefore AB SEB bankas results of the year 2012 are presented including the result of AB "SEB lizingas" unless indicated otherwise.

The Bank The Group
31-12-2011 31-12-2012 31-12-2013 31 12 2011 31-12-2012 31-12-2013
Regular employees (working under labour
contracts with and without a fixed
term, including those on
maternity/paternity leave)
2,008 1,808 1,731 2,023 1,823 1,741
Actually number of employees (excluding
those on maternity/paternity leave)
1,717 1,550 1,512 1,731 1,564 1,522

Tables below contain information on the Bank's employees' educational background and average monthly wages (before taxes). Labour contracts or collective bargaining agreements do not provide for any special rights or duties of the issuer's employees or of some of them.

Number of employees Average monthly wages (in LTL)
31-12-2011 31-12-2012 31-12-2013 31-12-2011 31-12-2012 31-12-2013
Senior management staff 263 214 200 10,767 11,080 11,468
Specialists 1,736 1,574 1,510 3,460 3,667 3,740
Service staff 9 20 21 2,119 2,180 2,212
In total 2,008 1,808 1,731 - - -
Number of
employees
University education College education Secondary education
number per cent number per cent number per cent
Senior management staff 200 192 96.0 5 2.5 3 1.5
Specialists 1,510 1,201 79.5 96 6.4 213 14.1
Service staff 21 11 52.4 5 23.8 5 23.8
In total 1,731 1,404 81.1 106 6.1 221 12.8

19. The Group's information on the remuneration policy and its implementation

The information has been drawn up and announced implementing the requirements of Item 25 of Resolution of the Board of the Bank of Lithuania 'Regarding an amendment to the Board of the Bank of Lithuania Resolution 'Regarding minimum requirements for policies of remuneration to credit institution employees' No. 228, dated 10 December 2009', No. 03-175, dated 23 December 2010, also, Resolution of the Board of the Bank of Lithuania 'The requirements for remuneration policies of financial brokerage companies, management companies and investment companies' No. 03-166, dated 12 July 2012.

The Group has its approved remuneration policy, which aligned with the remuneration policy of SEB, the Bank's shareholder. Also, the remuneration policy implements legal acts of the Board of the Bank of Lithuania regulating the requirements for the remuneration policy.

The Group's remuneration policy creates and promotes an internal culture that long-term steers in the benefit of the customers and thus over time will give its shareholders the best return. The competence and commitment of the Group's employees are crucial to the Group's development. The Group encourages to aim at the achievement of top results, adhere to the core values and assume well weighted and balanced risk in line with the expectations of customers and shareholders. Also, the Group aims that the remuneration to its employees is competitive in the markets and segments where the Group operates in order to motivate high performing employees.

Information on the remuneration policy decision-taking process in establishing and revising the remuneration policy principles, including information on the remuneration committee (composition and powers), external advisers, if their services were resorted to when developing the policy

The Group abides by the remuneration policy that was approved by the Bank's supervisory council on 22 March 2013. All of the Group companies have implemented the remuneration policy requirements. When developing said remuneration policy, no services of external advisers were resorted to.

The Bank's Human Resources Department together with the Compliance Unit, annually reviews the Group's remuneration policy and submits proposals on the policy changes. The remuneration policy is approved by the Bank's supervisory council, upon approval of the Group's remuneration committee. The management board of the Bank is responsible for the implementation of the remuneration policy.

In 2011, the Group's remuneration committee was established, consisting of:

  • Chairman of the committee Head of SEB Business Support (Knut Jonas Martin Johansson);
  • Member of the committee Head of Finance of SEB Baltic Division (Mark Barry Payne);
  • Member of the committee Head of Procurement and Vendor Management of SEB Business Support Division (Ted Tony Kylberg);

(all amounts in LTL thousand, unless indicated otherwise)

  • Member of the committee – Head of Human Relations of SEB Baltic Division (Anna Maria Erika Hamstedt).

Candidates to members of the remuneration committee are approved by the supervisory council of the Bank. Persons related to the Bank or its subsidiary companies by labour relations as well as members of the Bank's management board may not be elected chairman or members of the remuneration committee. None of the members of the remuneration committee has shares in the Bank.

The competence of the remuneration committee and its rules of procedure are established by the remuneration committee regulations approved by the supervisory council of the Bank.

The remuneration committee, at the proposal of the president of the Bank, takes decisions on:

  • Establishing individual remuneration by position (including pension saving plans) to senior managers, other than members of the board, directly reporting to the president of the Bank;
  • allocation of short-term incentive programmes to certain employee groups;
  • allocation of the amount of the short-term incentive programme.

The remuneration committee drafts and submits to the Bank's supervisory council for approval:

  • the Bank's remuneration policy, any amendments thereto and a list of risk-takers and any amendments thereto
  • remuneration by position to the president, board members of the Bank, heads of the Internal Audit Department, Compliance Unit and Risk Control Unit;
  • long-term incentive programmes applied to the group employees;
  • pension saving plans applied to the president and board members of the Bank;
  • proposals regarding employee individual remuneration by position, if their amount is equal or exceeds the minimum amount of individual remuneration by position of a board member.

Also, the remuneration committee performs other functions delegated to it by the Bank's supervisory and provided for by the remuneration committee regulations and relevant legal acts.

Information on the relation between the remuneration and performance results

Principles of establishing remuneration are related to the Group employees' performance appraisal results. It means that when establishing remuneration, the appraisal of an employee's performance is taken into account

The Group employees' remuneration consist of the following three elements:

  • remuneration by position (or hourly rate);
  • variable remuneration, which may be allocated according to the following programmes:
  • o All Employee Programme SEB's profit allocation programme for all employees of the Group;
  • o individual programme, which is participated by a targeted group of employees and includes variable salary, which may consist of two parts: salary in cash and salary in shares or in any other financial instruments paid out after a certain set period of time;;
  • additional benefits.

Remuneration by position (or hourly rate) – it is the wages (base pay) established in an employee's labour contract.

Variable remuneration – it is a variable portion of remuneration, which may be paid to employees as an extra to the remuneration by position – in bonuses, pension saving contributions, rights to the Bank's shares, equity-linked financial instruments, other financial or noncash instruments, and the amount of which depends on an individual employee's input to the performance of his/her subdivision or of the Group.

Variable remuneration is established so that it would encourage the achievement of not only short-term, but also long-term results of the Group's continued activities, and would encourage to search for long-term strategic solutions that would ensure sustainability of the Group's business development. The whole amount of the variable remuneration paid for a certain period of time is established taking into account the performance during several years and must not threaten the Group's ability to achieve the Group's total positive result over the entire business cycle.

SEB's All Employee Programme is aimed at the formation of a profit allocation plan applicable at the entire group level that would encourage towards achievement of strong and long-term customer relations. It is a collective profit allocation programme meant for all SEB employees. The amount of a bonus depends on factors indicated in the business plan of Skandinaviska Enskilda Banken AB (publ). 50 per cent of a bonus is disbursed in cash, another 50 per cent share is held for a tree-year period and will be disbursed in cash calculating based on the total return of A class shares (TSR) of Skandinaviska Enskilda Banken AB (publ), i.e. based on a change in the price of a share as well as on the allocation of reinvested dividends for SEB shares.

Additional benefit – it includes additional health insurance, saving endowment insurance, additional annual vacation, additional paid vacation to students.

(all amounts in LTL thousand, unless indicated otherwise)

The main remuneration policy structure elements, including information on the criteria used for performance appraisal and for risk assessment, risk-based remuneration adjustment, remuneration allocation criteria and deferral principles

The remuneration policy structure consists of:

  • remuneration concept and remuneration package elements;
  • remuneration by position;
  • variable remuneration;
  • additional benefit;
  • remuneration policy management and control;
  • information disclosure;
  • description of the Group's risk-takers and their attribution to said category.

The remuneration policy establishes that principles for the determination and payment of variable remuneration to risk-takers must be in line with the Group's long-term continued activities interests, business strategy, objectives, values, and would encourage reliable and effective risk management, and employees would not be encouraged to take risk that is excessive and unacceptable to the Group.

At the beginning of each year, annual activity objectives are established for the Group, subdivision and an employee, based on which the performance over a relevant year is appraised. SEB applies a uniform group-wide process for the appraisal and documentation of an employee's performance and behaviour, where the achievement of individual qualitative and quantitative objectives serves for the determination of a relevant remuneration.

Remuneration is related to performance, therefore, the whole amount of the remuneration is based on the overall appraisal of performance of an individual, a subdivision and the Group. The appraisal of each employee's personal input includes not only the employee's input towards the achievement of financial results (quantitative objectives), but also non-financial (qualitative) criteria (for instance, observance of internal rules and procedures as well as standards of the relations with customers and investors).

Variable remuneration to the Group's employees whose professional activities and/or decisions taken may have a significant impact on the risks assumed by the Group is established according to the impact of their decisions on risk. An employee is considered to be able to take decisions that have a significant impact on the risk assumed by the Group (i.e. a risk-taker), if the employee meets at least one of the following criteria:

  • employees with leading strategic positions in the Group;
  • employees with risk control functions;
  • employees empowered to take decisions, which may have a material impact on the Group's performance;
  • employees whose remuneration is equal or exceeds the remuneration of the Group's employees in leading strategic positions.

Variable remuneration for said employees is calculated based on the appraisal of a relevant employee's performance over no less than three to five years, and the actual variable remuneration is paid in portions – over a period that matches the Group's operation cycle and operational risk. No less than 50 per cent of the remuneration to such employees must consist of shares or any other financial instruments.

The deferred variable remuneration portion is allocated proportionately over the entire deferral period, and its payment is started no earlier than after one year since the end of a relevant employee's performance appraisal and shall be effected no more than once a year.

In case of financial instruments that constitute a portion of the variable remuneration, a no less than 12 months' deferral period is applied. Such period is reckoned since the time of granting the rights to the financial instruments. This provision applies both to the deferred variable remuneration portion and to the variable remuneration portion that is not subject to deferral.

Performance appraisal criteria, which are the basis for the right to the Bank's shares, equity-linked financial instruments and to other composite parts of the variable remuneration

Variable remuneration to risk-takers may be disbursed taking into account the following terms:

  • sustainability of the Bank's and/or the Group's financial standing;
  • implemented annual objectives of an employee, also, adherence to the requirements of the internal legal acts.

Prior to the disbursement of each deferred portion of the variable remuneration and in each case related to its disbursement the aboveindicated terms are assessed.

General quantitative information on remuneration by business areas

THE YEAR 2013 CONSOLIDATED ANNUAL REPORT

(all amounts in LTL thousand, unless indicated otherwise)

The tables below contain information on amount before taxes. The information is provided for the year 2013 according to the data as of 20 February 2014.

The Group companies Base remuneration (LTL
'000)
Variable remuneration
(LTL '000)
Number of
employees
AB SEB bankas 93,202 1,371 1,731
UAB "SEB investicijų valdymas" 945 50 9
UAB "SEB Venture Capital" 330 0 1
In total 94,477 1,421 1,741

* Variable salary planned for the year 2013 based on an individual programme is provided

General quantitative information on remuneration to employees, excluding the senior management of the Bank:

o financial year annual wage amounts, split into base and variable remuneration portion and the number of individuals thus remunerated:

The Bank Base remuneration (LTL
'000)
Variable remuneration
(LTL '000)
Number of
individuals thus
remunerated
The management board 2,699 544 5
Risk-takers of the Group, excluding members of the
management board
6,759 331 37
Employees 83,744 496 1,689
In total 93,202 1,371 1,731
The Group Base remuneration (LTL
'000)
Variable remuneration
(LTL '000)
Number of
individuals thus
remunerated
The management board 3,363 593 9
The Group's risk-takers, excluding members of the
management board
6,945 331 39
Employees 84,169 497 1,693
In total 94,477 1,421 1,741

* Variable salary planned for the year 2013 based on an individual programme is provided

o amounts of the variable remuneration split into payment in cash, pension contributions, shares of the Bank, equity-linked financial instruments and other financial or non-cash instruments:

The Bank Variable
remuneration paid
in cash (LTL '000)
Pension
contributions
(LTL '000)
Shares of the
Bank (LTL
'000)
Equity-linked
financial instruments
(LTL '000)
The management board 0 0 0 544
The Group's risk-takers, excluding members of the
management board
0 0 0 331
Employees 0 0 0 496
In total 0 0 0 1,371
The Group Variable
remuneration paid
in cash (LTL '000)
Pension
contributions
(LTL '000)
Shares of the
Bank (LTL
'000)
Equity-linked
financial instruments
(LTL '000)
The management board 2 0 0 591
The Group's risk-takers, excluding members of the
management board
0 0 0 331
Employees 1 0 0 496
In total 3 0 0 1,418

(all amounts in LTL thousand, unless indicated otherwise)

o amounts of the outstanding deferred remuneration for 2013 split into allocated and non-allocated portions:

The Bank Deferred variable
remuneration (LTL '000)
Allocated deferred
variable remuneration
(LTL '000)
Non-allocated
deferred variable
remuneration
(LTL '000)
The management board 544 0 544
The Group's risk-takers, excluding members of the
management board 331 0 331
Employees 496 0 496
In total 1,371 0 1,371
The Group Deferred variable
remuneration (LTL '000)
Allocated deferred
variable remuneration
(LTL '000)
Non-allocated
deferred variable
remuneration
(LTL '000)
The management board 591 0 591
The Group's risk-takers, excluding members of the
management board 331 0 331
Employees 496 0 496
In total 1,418 0 1,418

o amounts of the deferred variable remuneration, allocated over a financial year, paid and adjusted taking into account the performance results:

In 2013 the Bank and the Group paid variable remuneration granted in 2011 and 2012

The Bank Deferred paid in cash variable
remuneration in 2011 and 2012
(LTL '000)
Equity-linked financial
instruments (LTL '000)*
The management board 2 229
The
Group's
risk-takers,
excluding
members of the management board
45 227
Employees 0 0
In total 47 456
The Group Deferred paid in cash variable
remuneration in 2011 (LTL '000)
Equity-linked financial
instruments (LTL '000)*
The management board 2 242
The
Group's
risk-takers,
excluding
members of the management board
45 227
Employees 0 0
In total 47 469

* SEB share price (A class) has been calculated according to the rate of exchange as of 20 February 2014 of the Stockholm Exchange

o amount of the guaranteed variable remuneration envisaged under new agreements and the number of individuals thus remunerated:

In 2013, there were no such amounts in the Bank and the Group.

o amounts related to termination of labour relations allocated over the financial year, the number of individuals thus remunerated and maximum amount allocated to a single individual:

The Bank Number of individuals
paid the severance pay
Total amount of severance pays paid
upon termination of labour contracts*
(LTL '000)
Maximum amount allocated
per single individual (LTL
'000)*
305 4,308 208

* including pays for unused vacation, taxes.

(all amounts in LTL thousand, unless indicated otherwise)

The Group Number of individuals
paid the severance pay
Total amount of severance pays paid
upon termination of labour contracts*
(LTL '000)
Maximum amount allocated
per single individual (LTL
'000)*
313 4,767 420

* including pays for unused vacation, taxes.

Reasons and criteria for allocation of the variable remuneration portions and all other non-cash benefits

For employees of the Group only the base remuneration – remuneration by position – is established in advance.

Remuneration establishment principles are related to the results of employee performance results. It means that individual remunerations by positions and variable remuneration is established taking into account the employees' performance appraisal.

The Group aims that remuneration for its employees would be competitive in the banking market by establishing an appropriate proportion: (a) between the remuneration by position and variable remuneration, and (b) between long-term and short-term reward. The Group also aims that the total remuneration would reflect the integrity of the employee activities, commitment and leadership qualities required for any definite position, also that it would be established taking into account the appraisal of an individual employee's activities.

20. Procedure for amending the Issuer's articles of association, rules regulating the election of members to the management board

The Bank's articles of association are amended according to the procedure established by the Company Law of the Republic of Lithuania and by the Law on the Republic of Lithuania on Banks. The Company Law of the Republic of Lithuania establishes, with certain exceptions, that amendment of the articles of association is an exclusive right of the general meeting of shareholders. When taking a decision on amending the articles of association, a 2/3 qualified majority of votes of general meeting of shareholders present at the general meeting of shareholders is required.

The Law on the Republic of Lithuania on Banks establishes that amended articles of association, in case of amending the provisions of the articles of association regarding 1) the name of the Bank; 2) the amount of the Bank's authorised (paid-in) capital; 3) the number of shares, also, their number by classes, their nominal value as well as the rights vested; 4) the competence of the Bank's management bodies, the procedure for the election and revocation of their members, may registered with the Register of Legal Entities only subject to a relevant permission of the supervisory authority, i.e. the Bank of Lithuania.

The Bank's management board is elected by the Bank's supervisory council for a 4 year tenure. If individual members of the board are elected, they are elected only until expiry of the tenure of the existing management board. A decision of the supervisory council to revoke any member from the management board may be adopted, if no less than 2/3 of the supervisory council members present at the meeting vote for it. The number of tenures of a management board member is unlimited. The chairman of the board is elected by the management board from among its members.

21. The Issuer's bodies

The articles of association of AB SEB bankas establish that the bodies of the Bank are as follows:

  • The General Meeting of Shareholders of the Bank (hereinafter the 'Meeting')
  • The Supervisory Council of the Bank (hereinafter the 'Council')
  • The Management Board of the Bank (hereinafter the 'Management Board')
  • Head of the Bank's administration (president) (hereinafter the 'President').

The competence of the General Meeting of Shareholders and shareholders' rights and their exercising are provided for by the laws of the Republic of Lithuania.

The Management Board and the President are the Bank's management bodies.

The Council is a collegiate supervisory body carrying out the function of supervision over the Bank's activities. The Council consisting of 5 members is elected by the Meeting. The Council elects the Management Board members and revokes them from their positions, supervises over the activities of the Management Board and the President and has other rights and duties attributed to its competence by acts of law of the Republic of Lithuania and the articles of association of the Bank.

The Management Board is a collegiate management body of the Bank, consisting of 5 members and is elected by the Council. The Management Board manages the Bank, handles its daily matters, represents the Bank's interests and is liable for the financial services of the Bank as prescribed by law. The Management Board elects (appoints) and revokes the President and his deputies and has other rights and duties attributed to its competence by acts of law of the Republic of Lithuania and the articles of association of the Bank. Individual members of the Management Board have no powers granted to them as members of the Management Board, they act jointly as a collegiate body and separately as directors of relevant divisions of AB SEB bankas.

The President acts in the name of the Bank, organizes the Bank's day-to-day activities and has other functions attributed to his competence by laws of the Republic of Lithuania and the articles of association of the Bank.

(all amounts in LTL thousand, unless indicated otherwise)

  1. Information on the composition of the management and supervisory bodies and of their committees, their areas of activities as well as those of the head of the company and on the Chief Financial Officer

THE SUPERVISORY COUNCIL OF THE BANK (31 December 2013)

KNUT JONAS MARTIN JOHANSSON

Head of Business Support Division of Swedish bank SEB. Education: university degree, specialisation – economics. No shares of the Bank are held by the Member.

Member of the Supervisory Council elected by an extraordinary meeting of shareholders of SEB Bank held on 29 October 2009, Chairman of the Supervisory Council since 13 November 2009.

An extraordinary meeting of shareholders held on 29 October 2013 re-elected him for a new tenure. On 13 November 2009 he was elected Chairman of the Supervisory Council, on 14 November 2013 he was re-elected Chairman of the Supervisory Council.

MARK BARRY PAYNE

Head of Finance of SEB Baltic Division. Education: university degree, specialisation – economics. No shares of the Bank are held by the Member.

Member of the Supervisory Council elected by an extraordinary meeting of shareholders of SEB Bank held on 29 October 2009. An extraordinary meeting of shareholders held on 29 October 2013 re-elected him for a new tenure.

DAVID BAMFORTH TEARE

Head of Baltic Division. Education: university degree, specialisation – economics. No shares of the Bank are held by the Member.

Member of the Supervisory Council elected by an extraordinary meeting of shareholders of SEB Bank held on 29 October 2013.

STEFAN STIGNÄS

Head of Retail Banking, SEB Baltic Division. Education: university degree, specialisation – economics. No shares of the Bank are held by the Member.

Member of the Supervisory Council elected by an extraordinary meeting of shareholders of SEB Bank held on 29 October 2009. An extraordinary meeting of shareholders held on 29 October 2013 re-elected him for a new tenure.

TED TONY KYLBERG

Head of Procurement and Vendor Management of SEB Business Support Division. Education: university degree, specialisation – law. No shares of the Bank are held by the Member.

Member of the Supervisory Council elected by an annual general meeting of shareholders of SEB Bank held on 25 March 2010. An extraordinary meeting of shareholders held on 29 October 2013 re-elected him for a new tenure.

The tenure of all members of the Supervisory Council expires on 29 October 2017.

THE MANAGEMENT BOARD OF THE BANK (31 December 2013)

RAIMONDAS KVEDARAS

Chairman of the Management Board and President of AB SEB bankas since 19 October 2009. Elected to the Management Board as its Member of on 4 February 2004. Education: higher, specialisation – international finance. No shares of the Bank are held by the Member.

AIVARAS ČIČELIS

Vice President and Head of Corporate Banking Division of AB SEB bankas. Member of the Management Board since 19 October 2009. Education: higher, specialisation – economics. No shares of the Bank are held by the Member.

ROBERTS BERNIS

Vice President and Head of Credit and Risk Management Division of AB SEB bankas. Member of the Management Board since 19 October 2009. Education: higher, specialisation – engineering. No shares of the Bank are held by the Member.

VIRGINIJUS DOVEIKA

Vice President and Head of Retail Banking Division of AB SEB bankas. Elected to the Management Board as its member on 14 June 2010. Education: higher, specialisation – business administration and management. No shares of the Bank are held by the Member.

JONAS IRŽIKEVIČIUS

Vice President and Head of Business Support Division and Chief Financial Officer of AB SEB bankas. Member of the Management Board since 11 April 2011. Education: higher, specialisation – business administration. No shares of the Bank are held by the Member.

The tenure of all members of the Management Board expires on 7 February 2016 (on 8 February 2012, the Supervisory Council of the Bank took a decision to re-elect the Management Board of the Bank for a new four-year tenure).

(all amounts in LTL thousand, unless indicated otherwise)

CHIEF EXECUTIVE OFFICER

RAIMONDAS KVEDARAS – Chairman of the Management Board and President of AB SEB bankas since 19 October 2009. Elected to the Management Board as its member on 4 February 2004.

CHIEF FINANCIAL OFFICER

JONAS IRŽIKEVIČIUS – Vice President and Head of Business Support Division and Chief Financial Officer of AB SEB bankas. Member of the Management Board and Chief Financial Officer since 11 April 2011.

Over the reporting period, there were no disbursements to members of the Supervisory Council of the Bank.

Information on disbursements over the reporting period to the Management Board members holding also other positions in the Bank is provided in the table below. Variable remuneration portion to members of the Management Board over the year 2011 and 2012 has been allocated in 2013 – relevant information is provided under Article 19 of the present Report.

Amounts in connection
with labour relations
Property assigned
gratis
Guarantees issued in
the name of the
company
In total to all members of the Management Board
(LTL '000) before taxes, of which:
3,812 - -
amounts based on a labour contract (LTL'000) 2,923 - -
employer's social security contributions
(LTL'000)
889 - -
Other disbursements, including the
employer's social security
contributions (LTL'000)**:
564 - -
Per member of the Management Board
on average (LTL'000) before taxes: *
762 - -
amounts based on a labour contract (LTL'000) 584 - -
employer's social security contributions
(LTL'000)
178 - -
During the year 2013 calculated amounts to the
Company's Chief Executive Officer and Chief
Financial Officer (LTL'000) before taxes:
amounts calculated to the Company's
Chief
Executive Officer during the year 2013 based on
labour contract (LTL'000)
913 - -
amounts calculated to the Company's
Chief
Financial Officer during the year 2013 based on
labour contract (LTL'000)
533 - -

* The Management Board consists of 5 members.

** Bonus, daily allowances exceeded the set standard.

The Audit and compliance committee is an advisory body to the Bank's supervisory council / management board in of accounting, compliance, audit, risk management, internal audit and control as well as in other areas of the audit committee competence as provided for by relevant existing documents.

The purpose and activities of the committee are to monitor, supervise and to provide recommendations and proposals to the supervisory council / management board regarding:

  • efficiency of the Bank's internal audit, risk management and its internal audit systems;
  • drafting of financial reports;

• implementation of audit and internal audit processes, independence and effectiveness of the internal audit, information provided by the internal audit on the reviews carried out, on the elimination of any drawbacks found and on the implementation of internal audit plans;

  • appointing, repeated appointing and dismissal of the head of internal audit;
  • audit of annual reports and consolidated annual reports;
  • comprehensiveness of data of financial statements;
  • appointing, repeated appointing and dismissal of the Bank's external auditor;
  • establishing terms and remuneration to an external auditor;

• observance of the principles of independence and fairness by an auditor and an audit company performing an audit, annual assessment of their qualifications, experience, resources and efficiency;

• formation of policy related to non-audit services provided by an external auditor with the aim to ensure that rendering of said services would have no impact on the independence of such external auditor;

(all amounts in LTL thousand, unless indicated otherwise)

• internal audit regulations, current-year plan of the internal audit, lists of persons to whom any audit report or its summary version is provided and rules for providing a report;

• ensuring the resources allocated for the internal audit required for the implementation of set objectives and due qualifications of the internal audit employees for the fulfilment of their functions;

• enhancing the efficiency of the Bank's processes;

• meeting the requirements of legal acts and implementation of the principles of good practice of professional activities, initiation of periodical reviews with the aim to assess whether the Bank's activities are in line with the requirements of national laws, legal acts of supervisory authorities as well as any other legal acts or with the provisions of the Bank's the statute (articles of association) and of the Bank's activities strategy;

• approving the general audit plan of the work of the Bank's internal audit subdivision;

• other issues that fall within the competence of the committee according to the requirements of laws and legal acts as well as according to the policy and instructions of the Bank and/or the entire Group.

AUDIT AND COMPLIANCE COMMITTEE (31 December 2013)

MARK BARRY PAYNE

Chairman of the Committee. Employer: Skandinaviska Enskilda Banken AB (publ). No shares of the Bank held.

GÖRAN RASPE

External auditor. No shares of the Bank are held by the external auditor.

AUŠRA MATUSEVIČIENĖ

Employer: Skandinaviska Enskilda Banken AB (publ). No shares of the Bank held.

BEN WILSON

Employer: Skandinaviska Enskilda Banken AB (publ). No shares of the Bank held.

ARNOLDS ČULKSTENS

Employer: Skandinaviska Enskilda Banken AB (publ). No shares of the Bank held.

JONAS GUDMUNDSSON

Employer: Skandinaviska Enskilda Banken AB (publ). No shares of the Bank held.

On 16 November 2011, the Supervisory Council of the Bank approved a new composition of the Bank's Remuneration Committee. Information on its composition and areas of activities is provided under Article 19 of the present Report.

23. Significant arrangements, the Issuer being a party thereto, which in case of any changes in the Issuer's controlling stake would take effect, change or discontinue

Such significant arrangements are envisaged under the Bank's loan agreements, however, parties thereto and relevant terms and conditions contained therein are deemed to be confidential information with regard to both the Bank and other parties, therefore, their disclosure could render major damage to the Bank.

24. Arrangements between the Issuer and members of its bodies or employees

On 27 January 2014, the administration of the Bank and representatives of the Bank employees signed an updated collective bargaining agreement at a two-year effective period. The present Agreement superseded the Bank's collective bargaining agreement that was effective since 10 February 2012. The collective bargaining agreement regulates labour relations as well as terms and conditions, defines mutual obligations of the employer and the employees, additional incentive measures for the employees as well as other labour relations terms and conditions on which the employees and the employer have mutually agreed, for instance, on a sum-total working hours time, calculation of the employment record, additional vacations, etc. The collective bargaining agreement has been signed by and between the administration of SEB Bank and representatives of the labour council. The labour council of the Bank consists of 15 employees of the Bank elected by secret vote holding different positions at the Bank. The collective bargaining agreement includes the terms and conditions of work and the aspects on which it may be directly agreed with the employer.

Consultations with the Bank's administration is one of the main areas activities of the labour council. The labour council periodically meets with the president of the Bank. At such meetings, implementation of the provisions of the collective bargaining agreement, future changes, also questions as well as observations from employees to members of the labour council are discussed.

There are no separate arrangements regarding severance pays executed with the Issuer's bodies, members of committees or employees, should they resign or be dismissed without a motivated reason.

The Group The Bank
2013 2012 (restated) Note 2013 2012 (restated)
470,985 623.735 interest income 470.505 623.745
(182.245) (335, 802) Interest expenses (182, 262) (335, 879)
288,740 287,933 Net interest income 6 288,243 287,866
(80, 673) (55,031) Impairment (losses)/ reversals on loans 7 (80, 673) (55,031)
33,415 27,412 Impairment reversals on lease portfolio
Provisions, reversals for guarantees and other off
$\overline{7}$ 33.415 27,412
4,567 2.380 balance sheet Items 4,567 2.380
(42, 691) (25, 239) Total impairment (losses), reversals (42, 691) (25, 239)
246,049 262,694 Net interest income after impairment losses 245,552 262,627
264,799 251,454 Fee and commission income 8 251,656 238,579
(67, 653) (66, 806) Fee and commission expenses 8 (66, 855) (66,271)
197,146 184,648 Net fee and commission income 184,801 172,308
Net gains (loss) on operations with debt securities
23.406 (7.152) and derivative financial instruments 10 23,183 (7.031)
(1,073) (859) Net loss on investment securities (1,073) (859)
Dividend Income from subsidiaries 9 7,351 8.344
71.303 67,833 Net foreign exchange gain 11 71.357 67,836
6,171 6,492 Other income, net 6.666 7.197
99,807 66.314 Net investment activities 107,484 75,487
(129, 141) (141, 720) Staff costs 12 (126, 813) (139, 477)
(170, 332) (264, 563) Other administrative expenses 13 (168, B79) (263, 083)
243,529 107,373 Operating profit 242,145 107,862
243,529 107,373 Profit before income tax 242,145 107,862
(31, 220) (22, 514) Income tax expenses 14 (29, 834) (20, 285)
212,309 84,859 Net profit for the year 212,311 87,577
212.309 84.859 Attributable to:
Owners of the Bank
212,311 87.577
212,309 84,859 Non controlling interest
212.311 87,577
The Group The Bank
2013 2012 (restated) Note 2013 2012 (restated)
212,309 84,859 Net profit for the year 212,311 87,577
items that may subsequently be reclassified to the income statement:
1,565 5,184 Net gain on available for sale assets 34 1.565 5,184
Amortisation of financial assets revaluation reserve
256 1.450 of reclassified financial assets 34 256 1,450
Income tax relating to the components of other
(273) (995) comprehensive income 14 (273) (995)
Items that will not be reclassified to the income statement:
1,548 5,639 Total other comprehensive income 1,548 5,639
213,857 90,498 Total comprehensive income 213,859 93,216
Attributable to:
213,857 90.498 Owners of the Bank 213,859 93,216
Non controlling Interest
213,857 90,498 213,859 93,216
The Group The Bank
2013 2012 (restated) Note 2013 2012 (restated)
418.136 443.393 Assets
Cash on hand
935,323 1,002,933 Balances with the Central Bank 418,136 443,393
3,691,046 2,666,929 Due from banks 16 935.323 1,002.933
59.895 60,900 Government securities available for sale 17 3,691,046 2,666,929
Financial assets at fair value through 18 59,228 60,234
953,982 651,603 profit and loss 19 909.613
259,288 326,230 Derivative financial instruments 20.46 259,288 608,544
86,077 6.242 Loans to creditinstitutions 21.46 86,077 326,230
15,164,544 15,630,514 Loans to customers 7, 22, 46 15,191,785 6,242
15,656,472
1,428,253 1,502,759 Finance lease receivables 23 1,428,394 1,502,919
Investment securities:
191,126 386,010 - loans and receivables 24
200 200 - available for sale 24 191,126 386,010
13.302 13.812 - held to maturity 200 200
Investments in subsidiaries 24 13,302 13,812
48,239 58.260 Intangible fixed assets 25 34.900 34,900
24,643 22,645 26 48,239 58,260
375 Property, plant and equipment 27 24,469 22,451
3,924 23,686 Assets under operating lease ä. 375
14,047 14,232 Non-current assets held for sale 42 3.924 23.686
Investment property
Deferred tax asset
28 14,047 14,232
167,633 197,753 Other assets 14.46 167,600 197,706
131,288 113,842 29 130,295 112,083
23,590,946 23,122,318 Total assets 23,606,992 23,137,611
Liabilities
33 37 Due to the Central Bank 33 37
7,177,824 6,789,296 Due to credit institutions 30 7,177,824 6,789,296
270,943 380,892 Derivative financial instruments 20.46 270,943 380,892
13,224,857 12,797,100 Deposits from public 31 13,245,685 12,816,617
51,822 61,181 Accrued expenses and deferred income 33 50,778 59,964
2,135 1,316 income tax payable
117.556 561,016 Debt securities in Issue 32 117.556 561,016
144,249 145,409 Other liabilities and provisions 33 143.996 145,070
20,989,419 20,736,247 Total liabilities 21,006,815 20,752,892
Equity
Equity attributable to owners of the Bank 34
1.034.575 1,034,575 Share capital 1,034,575 1,034,575
2,200 2,200 Reserve capital 2,200 2.200
(2,550) (4,098) Financial assets revaluation reserve (2,550) (4,098)
239.612 Legal reserve 287,327 237,737
289,202 14,132 General and other reserves 15,731 14,132
15,731
1,262,369 1,099,650 Retained earnings 46 1,262,894 1,100,173
2,601,527 2,386,071 2,600,177 2,384,719
Non controlling interest in equity
2,601,527 2,386,071 Total equity 2,600,177 2,384,719
Retained earning Legal reserv
g∃
§
General and
other reserves
Financial asset
revaluation
eserve (deficit)
Reserve
capital
Share
and
B
å
he Group Note capital
Share
Reserve
capital
reserve (deficit)
revaluation
Legal reserve General and other reserves Retained earnings noncontroling
interest
controling
Interest
Total Equity
1 December 2011 1,034,575 2,200 (9,737) 194,708 12,497 1,096,516 2,330,759 2,330,759
npairment of hornogenious loans \$ ı (9.599) (9,599) (9.599)
djusted balance as of 31 December 2011 1,034,575 2,200 (9,757) 194,708 12,497 CDS, 380, 2,321,160 2,321,160
et change in available for sale investments,
net of deferred tax
mortisation of financial assets revaluation 4,189 4,189 4,189
reserve of reclassified financial assets 1450 1,450 1,450
et profit for the year í. 84,859 84,859 84,859
otal comprehensive income 5,639 84,859 90,498 90,498
ther movements Ē R
hare-based compensation 1,635 1 .
អូឡ
.
អូន
ransfers to reserves 45,615 J, (45,615) $\cdot$
1December 2012 1,034,575 2,200 (4,098) 239,612 14,132 1,126,872 2,413,293 2,413,293
hange in fair value measurement of financial assets ¥ 1 $\blacksquare$ $\cdot$ (27, 722) (27,222) (27,222)
djusted balance as of 31 December 2012 1,034,575 2,200 (4,098) 239,612 14132 1,099,650 2,386,071 2,386,071
et change in available for sale investments,
mortisation of financial assets revaluation
et of deferred tax
z 1,292 1292 1292
eserve of reclassified financial assets ž 256 256 256
et profit for the year 212,309 212,309 212,309
otal comprehensive income 1,548 212,309 213,857 213,857
ther movements
nare-based compensation 1599 1599 1599
ransfers to reserves 49,590 (49,590)
CIVIC modesman P
Financial assets
Note capital
Share
Reserve capital reserve (deficit)
revaluation
Legal reserve other reserves Retained earnings
General and
Total Equity
1,034,575 2200 (9,737) 191,184 12,497 911,059 2,141,778
184,911
$\cdot$ (9.599) (9,599)
1,034,575 2,200 (9,737) 192,184 12,497 1,085,371 2,317,090
4,189 4,189
1,450 1,450
$\cdot$ 87,577
5,639 87,577 93,216
1,635
, 45,553 $\cdot$ (45,553)
1,034,575 2,200 (4,098) 237,737 14.132 1,127,395 2,411,941
\$ , , , ı (27, 22) (27, 222)
1,034,575 2,200 (4,098) 237,737 14.132 1,100,173 2,384,719
z ī 1,292
z 256 ł 256
212,311 212,311
1,548 212,311 213,859
ı 1,599 1,599
49,590 $\cdot$ (49,590)
1,034,575 2,200 (2,550) 287,327 15,731 1,262,894 2,600,177
28 4 1292 1,000 1,635 87,577
183,911
The Group The Bank
2013 2012 (restated) Note 2013 2012 (restated)
Cash from operating activities
468,520 593.967 Interest income received 469.058 595,452
(201, 306) (354.301) Interest expenses paid (201, 323) (354.378)
57,393 54.048 Net foreign currency exchange gain 57,398 54,052
(2,380) (6,665) Net loss in securities trading and financial
instruments
(2,380) (6,665)
(5,857) (14.111) Net loss in derivatives trading (5,857) (14,111)
203,749 190,721 Net commission and service income 191,899 179.086
(133.962) (141.182) Staff costs (131, 455) (139, 393)
(141, 317) (109, 548) Other payments (139, 848) (107, 672)
244,840 212,929 Net cash from operating activities before
change in operating assets and liabilities
237,492 206,371
Changes in operating assets
92,210 674,850 Decrease (increase) in compulsory balances
with the Central Bank
92.210 674,850
(2,767,194) 1,731,851 Decrease (increase) in due from banks and
loans to credit institutions
(2,767,193) 1,731,852
365.538 (61.341) (increase) decrease in loans to customers 363.268 (61,028)
119,156 195.638 Decrease of finance lease receivable 119.175 195,712
(19.304) 34,798 Decrease (increase) in other current assets (18,698) 36,359
(2,209,594) 2,575,796 Net change in operating assets (2,211,238) 2,577,745
Changes in operating liabilities
441,136 438,960 Increase in deposits from public 442,447 434,137
(Decrease) increase in accrued expenses.
4,161 (787,786) deferred income and other liabilities 3,327 (788.068)
445,297 (348, 826) Net change in operating liabilities 445,774 (353, 931)
(1,519,457) 2,439,899 Net cash from operating activities
before income tax
(1,527,972) 2,430,185
٠ Income tax paid
(1,519,457) 2,439,899 Net cash from operating activities after
Income tax
(1,527,972) 2,430,185
The Group The Bank
2013 2012 (restated) Note 2013 2012 (restated)
Cash flow from investing activities
(6,866) (6,958) Acquisition of tangible and intangible fixed (6,759) (6,954)
(138,763) assets, net
Acquisition of Government securities
(138,763)
available for sale
2,542 141.734 Sale of Government securities 2.512 141.423
available for sale
Dividends received from subsidiaries 9 7.351 8.344
(1,376,233) (2,808,042) Acquisition of investment in other
securities
(1,375,146) (2,806,367)
1,281,169 3,475,679 Sale of investment in other 1,281,169 3,475,679
securities
(99, 388) 663,650 Cash generated from investing activities (90, 873) 673,362
Cash flow from (used in) financing activities
(4) 5 Increase (decrease) in amounts owed to the (4) 5
Central Bank
407,310 (3,089,843) (Decrease) increase In amounts owed to
credit Institutions
407.310 (3,089,842)
(241, 696) (Decrease) in subordinated loans (241, 696)
(6,308) Interest paid on subordinated loans (6,308)
36.815 56,738 Proceeds from own issued debt securities 36,815 56,738
(472, 031) (76, 876) Repurchased own issued debt securities (472, 031) (76, 876)
(17, 144) (23.197) Interest paid for own issued debt securities (17, 144) (23, 196)
(45,054) (3, 381, 177) Cash used in financing
activities
(45,054) (3, 381, 175)
(1,663,899) (277, 628) Net increase (decrease) in cash/cash equivalents (1,663,899) (277, 628)
3,118,790 3,396,418 Cash/cash equivalents 1 January 3,118,790 3,396,418
1,454,891 3,118,790 Cash/cash equivalents 31 December 1,454,891 3,118,790
Specified as follows:
448,769 424.169 Balance available for withdrawal with the 448.769 424.169
Central Bank 16
385,235 42,550 Overnight deposits 17 385.235 42.550
418,136 443.393 Cash on hand 418,136 443,393
202,751 2,208,678 Current accounts with other banks 17 202,751 2,208,678
1,454,891 3,118,790 1,454,891 3.118.790
(Concluded

(All amounts in LTL thousand unless otherwise stated)

NOTE 1 GENERAL INFORMATION

AB SEB bankas (hereinafter - the Bank) was registered as a public company in the Enterprise Register of the Republic of Lithuania on 2 March 1990. The Bank is licensed by the Bank of Lithuania to perform all banking operations provided for in the Law on Banks of the Republic of Lithuania and the Statutes of the Bank.

The Head Office of the Bank is located at Gedimino ave. 12, Vilnius. As of 31 December 2013 the Bank had 46 customer service branches (as of 31 December 2012 – 46).

As of 31 December 2013 AB SEB bankas had 2 subsidiaries (as of 31 December 2012 – 3). On November 23rd AB "SEB lizingas" has been merged to AB SEB bankas.The Bank and its subsidiaries thereafter are referred to as the Group.

The Bank accepts deposits, issues loans, makes money transfers and documentary settlements, exchanges currencies for its clients, issues and processes debit and credit cards, is engaged in trade finance and leasing activities, is investing and trading in securities as well as performs other activities set in the Law on Banks (except for operations with precious metals). Activities of subsidiaries are explained in note 25.

The Bank's shares are not included in the main or secondary listings of the NASDAQ OMX Vilnius. As it is further disclosed in Note 34, the only shareholder and ultimate parent is Skandinaviska Enskilda Banken AB (publ), owning 100 percent of the Bank's shares.

These consolidated and stand-alone financial statements have been approved by the Board of the Bank on 14 March 2014. Neither the Bank's shareholders nor others have the power to amend the financial statements after issue.

NOTE 2 ADOPTION OF NEW AND REVISED STANDARDS

a) Amendments to existing standards and interpretations effective in 2013

IFRS 13, Fair Value Measurement (effective for annual periods beginning on or after 1 January 2013) aims to improve consistency and reduce complexity by providing a revised definition of fair value, and a single source of fair value measurement and disclosure requirements for use across IFRSs. Adoption of the standard had an impact on the measurement of liabilities, related to derivative financial instruments and disclosure of fair values of the financial assets and liabilities. A more detail description is provided in note 3 "Summary of Significant Accounting Policies, Financial risk management and Fair Value Disclosures", "l) Derivative Financial Instruments".

Presentation of Items of Other Comprehensive Income, amendments to IAS 1 (effective for annual periods beginning on or after 1 July 2012). The amendments require entities to separate items presented in other comprehensive income into two groups, based on whether or not they may be reclassified to profit or loss in the future. The suggested title used by IAS 1 has changed to 'statement of profit or loss and other comprehensive income'. The amended standard resulted in changed presentation of financial statements of the Bank and the Group, but did not have any impact on measurement of transactions and balances.

Amended IAS 19, Employee Benefits (effective for annual periods beginning on or after 1 January 2013) makes significant changes (i) to the recognition and measurement of defined benefit pension expense and termination benefits, and (ii) to the disclosures for all employee benefits. The standard requires recognition of all changes in the net defined benefit liability (asset) when they occur, as follows: (i) service cost and net interest in profit or loss; and (ii) remeasurements in other comprehensive income. The amendment did not have an impact on the Bank's and the Group's financial statements.

Disclosures – Offsetting Financial Assets and Financial Liabilities - Amendments to IFRS 7 (effective for annual periods beginning on or after 1 January 2013). The amendment requires disclosures that will enable users of an entity's financial statements to evaluate the effect or potential effect of netting arrangements, including rights of set-off. The amendment had an impact on disclosures but had no effect on measurement and recognition of financial instruments.

b) Standards and amendments to existing standards that are not yet effective and have not been early adopted by the Bank and the Group

IFRS 10, Consolidated Financial Statements. Replaces all of the guidance on control and consolidation in IAS 27 "Consolidated and separate financial statements" and SIC-12 "Consolidation - special purpose entities" (effective for annual periods beginning on or after 1 January 2014). IFRS 10 changes the definition of control so that the same criteria are applied to all entities to determine control. This definition is supported by extensive application guidance. The Group is currently assessing the impact of the standard on its financial statements.

IAS 27 (revised 2011), Separate Financial Statements (effective for annual periods beginning on or after 1 January 2014). The objective of the revised standard is to prescribe the accounting and disclosure requirements for investments in subsidiaries, joint ventures and associates when an entity prepares separate financial statements. The guidance on control and consolidated financial statements was replaced by IFRS 10, Consolidated Financial Statements. The Bank is currently assessing the impact of the amended standard on its financial statements.

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 2 ADOPTION OF NEW AND REVISED STANDARDS (CONTINUED)

Offsetting Financial Assets and Financial Liabilities - Amendments to IAS 32 (effective for annual periods beginning on or after 1 January 2014). The amendment added application guidance to IAS 32 to address inconsistencies identified in applying some of the offsetting criteria. This includes clarifying the meaning of 'currently has a legally enforceable right of set-off' and that some gross settlement systems may be considered equivalent to net settlement. The Bank and the Group are currently assessing the impact of the amendments on the Group and the timing of its adoption by the Group.

IFRS 12, Disclosure of Interest in Other Entities, (issued in May 2011 and effective for annual periods beginning on or after 1 January 2014), applies to entities that have an interest in a subsidiary, a joint arrangement, an associate or an unconsolidated structured entity. IFRS 12 sets out the required disclosures for entities reporting under the two new standards: IFRS 10, Consolidated financial statements, and IFRS 11, Joint arrangements, and replaces the disclosure requirements currently found in IAS 28, Investments in associates. IFRS 12 requires entities to disclose information that helps financial statement readers to evaluate the nature, risks and financial effects associated with the entity's interests in subsidiaries, associates, joint arrangements and unconsolidated structured entities. To meet these objectives, the new standard requires disclosures in a number of areas, including significant judgments and assumptions made in determining whether an entity controls, jointly controls, or significantly influences its interests in other entities, extended disclosures on share of non-controlling interests in group activities and cash flows, summarised financial information of subsidiaries with material non-controlling interests, and detailed disclosures of interests in unconsolidated structured entities. The Group is currently assessing the impact of the new standard on its financial statements.

Amendments to IAS 39 - Novation of Derivatives and Continuation of Hedge Accounting (issued on 27 June 2013 and effective for annual periods beginning 1 January 2014).The amendments will allow hedge accounting to continue in a situation where a derivative, which has been designated as a hedging instrument, is novated (i.e parties have agreed to replace their original counterparty with a new one) to effect clearing with a central counterparty as a result of laws or regulation, if specific conditions are met. The Bank and the Group are currently assessing the impact of the amendments on the financial statements.

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES

a) Basis of Presentation

These financial statements are presented in national currency of Lithuania, Litas (LTL). Amounts are presented in thousand LTL, unless otherwise stated. Since 2 February 2002 the exchange rate of the Litas was pegged to Euro at a rate of 3.4528 LTL = 1 EUR.

The books and records of the Group companies and the Bank are maintained in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the European Union (EU).

The financial statements are prepared under the historical cost convention as modified by the revaluation of available for sale financial assets, financial assets and liabilities designated at fair value, held for trading and all derivative contracts.

The preparation of financial statements in conformity with IFRS requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management's best knowledge of current event and actions, actual results ultimately may differ from those estimates.

b) Basis of Accounting

The financial statements have been prepared in accordance with and comply with IFRS, adopted in the EU. The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

c) Consolidated Subsidiaries and Associates

Subsidiaries are all entities, over which the Group has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.

Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases. Investments in subsidiaries in the Bank's stand alone financial statements are accounted for using the cost method less impairment and are initially recognized at cost.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

c) Consolidated Subsidiaries and Associates (continued)

The purchase method of accounting is used to account for the acquisition of subsidiaries by the Group. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any non-controlling interest. The excess of the cost of acquisition over the fair value of the Group's share of the identifiable net assets acquired is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in the income statement. Common control business is excluded from the acquisition accounting rules described above. SEB group applies the pooling of interests method (Predecessor accounting), in accounting for business combinations involving entities or businesses under common control. This implies that no assets or liabilities of the combining entities are restated at fair value - carrying amounts at the highest consolidated level are used. No new goodwill is created. The income statement reflects the results of the combining entities for the full year irrespective of when the combination took place.

Inter-company transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

Associates. Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies. Investments that are held as part of the Group's investment portfolio are carried in the balance sheet at fair value even though the Group may have significant influence over those companies. This treatment is permitted by IAS 28 Investment in Associates, which requires investments held by venture capital organisations to be excluded from its scope where those investments are designated, upon initial recognition, as at fair value through profit or loss and accounted for in accordance with IAS 39, with changes in fair value recognised in the income statement in the period of the change. The Group has no interests in associates through which it carries on its business.

d) Foreign Currency Translation

Items included in the financial statements of each of the Group's and the Bank's entities are measured using the currency of the primary economic environment in which the entity operates. The consolidated financial statements are presented in Litas, which is the Bank's functional and presentation currency.

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement.

e) Income Recognition

Interest income and expense are recognised for all interest bearing instruments on an accrual basis using the effective interest rate method. The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument or, when appropriate, a shorter period to the net carrying amount of the financial asset or financial liability.

Commission and other income is recognised at the time of the related transaction. Commissions incurred in respect of long-term funding provided by financial institutions are deferred and recognised as an adjustment to the effective yield on the loan. All fees that are an integral part of the effective interest rate are amortised using effective interest rate.

Asset management fees related to investment funds are recognised as commissions, i.e. at the time of the related transaction or on pro-rata basis over the period the service is provided, depending on fees' substance. The pro-rata principle is applied for custody services that are continuously provided over an extended period of time.

f) Taxation

Income tax payable on profits, based on the applicable tax law in each jurisdiction, is recognised as an expense in the period in which profits arise. The tax effects of income tax losses available for carry forward are recognised as an asset when it is probable that future taxable profits will be available against which these losses can be utilised.

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated and stand-alone financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

f) Taxation (continued)

Deferred tax assets are recognised where it is probable that future taxable profit will be available against which the temporary differences can be utilised.

Deferred tax related to fair value re-measurement of available for sale investments, which are charged directly to equity, is also charged directly to other comprehensive income and is subsequently recognised in the income statement together with the deferred gain or loss.

Deferred tax assets and liabilities are offset only if the Bank and the Group has a legally enforceable right to set off current tax assets against current tax liabilities and only if the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same taxation authority.

g) Share-based Payments

Group company employees receive compensation through share-based incentive programmes. The compensation consists of employee stock options (equity instruments), entitling the holder to subscribe for shares in the parent company at a future date and at a predetermined price. The total value of issued stock options is amortised over the vesting period. The vesting period is comprised of the period from the date on which the options are issued until the stipulated vesting conditions are satisfied. The total value of issued stock options equals the fair value per option, multiplied by the number of options that are expected to become exercisable, taking the vesting conditions into consideration. The allocation of this amount implies that profit and loss are impacted at the same time as the corresponding increase in equity is recognised. At each balance sheet date an assessment is made to determine if the vesting conditions will be fulfilled and the extent to which they will be fulfilled. If the conclusion of this assessment is that a lower number of options are expected to be vested during the vesting period, then the previously expensed amounts are reversed through profit or loss. This implies that in cases in which the vesting conditions are not fulfilled, no costs will be reported in profit or loss, seen over the entire vesting period.

h) Dividend Income

Dividends are recognised in the income statement when the Group's and the Bank's right to receive payment is established.

i) Cash

Cash, overnight deposits, correspondent accounts with the Central Banks and correspondent accounts with other banks, due to their high liquidity are accounted for as cash/cash equivalents in the statement of cash flows.

j) Financial Assets

The Group and the Bank classifies its financial assets in the following categories: financial assets at fair value through profit or loss; loans and receivables; held-to-maturity investments; and available-for-sale financial assets. Management determines the classification of its investments at initial recognition.

Financial assets at fair value through profit or loss represents two sub-categories: financial assets held for trading and those designated at fair value through profit or loss at inception. A financial asset is classified as held for trading if it is acquired principally for selling or repurchasing in the near term. Derivatives are also categorised as held for trading unless they are designated as hedges. Financial assets are designated at fair value through profit or loss when certain investments, that are managed and evaluated on a fair value basis in accordance with a documented risk strategy management and reported to key management on that basis, are designated at fair value through profit or loss. Interest income on these financial assets is reflected in 'Interest income'.

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise when the Group and the Bank provides money, goods or services directly to a debtor with no intention of trading the receivable.

Held to maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturities that the Group's and the Bank's management has the positive intention and ability to hold to maturity. Were the Group and the Bank to sell other than an insignificant amount of held-to-maturity assets, the entire category would be tainted and reclassified as available for sale.

Available-for-sale investments are those intended to be held for an indefinite period of time, which may be sold in response to needs for liquidity or changes in interest rates, exchange rates or equity prices.

All regular way purchases and sales of financial assets are recognised at settlement date, which is the date that an asset is delivered to or by the Group and the Bank. Otherwise such transactions are treated as derivatives until settlement occurs. Loans are recognised when cash is advanced to the borrowers. Financial assets are initially recognised at fair value plus transaction costs for all financial assets not carried at fair value through profit or loss. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or where the Group and the Bank has transferred substantially all risks and rewards of ownership.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

j) Financial Assets (continued)

Available for sale financial assets and financial assets at fair value through profit or loss are subsequently carried at fair value. Loans and receivables and held to maturity investments are carried at amortised cost using the effective interest method. Gains and losses arising from changes in the fair value of the 'financial assets at fair value through profit or loss' category are included in the income statement in the period in which they arise. Gains and losses arising from changes in the fair value of available for sale financial assets are recognised in other comprehensive income, until the financial asset is derecognised or impaired at which time the cumulative gain or loss previously recognised in equity should be recognised in profit or loss. However, interest calculated using the effective interest method is recognised in the income statement. Dividends on available for sale equity instruments are recognised in the income statement when the entity's right to receive payment is established.

The fair values of quoted investments in active markets are based on current bid prices.

Offsetting financial instruments. Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or realise the asset and settle the liability simultaneously.

k) Recognition of Deferred Day One Profit and Loss

The best evidence of fair value at initial recognition is the transaction price, unless the fair value of that instrument is evidenced by comparison with other observable current market transactions in the same instrument or based on a valuation technique whose variables include only data from observable markets.

The Group and the Bank has entered into transactions, some of which will mature after more than one year, where fair value is determined using valuation models for which not all inputs are market observable prices or rates. Such a financial instrument is initially recognised at the transaction price, which is the best indicator of fair value, although the value obtained from the relevant valuation model may differ. The difference between the transaction price and the model value, commonly referred to as 'day one profit and loss', is recognised immediately in income statement.

l) Derivative Financial Instruments

Derivative financial instruments including foreign exchange contracts, currency swaps and other derivative financial instruments are initially recognised in the statement of financial position at fair value. Any transaction costs are recognised in Profit and loss immediately. Fair values are obtained from quoted market prices or discounted cash flow models as appropriate (except for pricing options). All derivatives are carried as assets when fair value is positive and as liabilities when fair value is negative.

The fair-value pricing of an OTC derivative depends on market variables (ie interest rates, exchange rates, etc) and the creditworthiness of both counterparties entering into the contract. In this context, a credit valuation adjustment (CVA) is typically defined as the difference between the value of a derivative assumming the counterparty is default-risk free and the value reflecting default risk of the counterparty. Similarly, a debit valuation adjustment (DVA) is typically defined as the difference between the value of the derivative assuming the bank is default-risk free and the value reflecting default risk of the bank. Changes in a bank's own credit risk therefore result in changes in the DVA component of the valuation of the bank's derivatives.

Changes in the fair value of derivatives held for trading are included in 'net gains (losses) on operations with debt securities and derivative financial instruments'.

The method of recognising the resulting fair value gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. The Group and the Bank designates certain derivatives as hedges of the fair value of recognised assets (fair value hedge).

Hedge accounting is used for derivatives designated in this way provided certain criteria are met. The Group and the Bank documents, at the inception of the transaction, the relationship between hedged items and hedging instruments, as well as its risk management objective and strategy for undertaking various hedge transactions. The Group and the Bank also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items. The Bank has fair value hedge relationship where hedging instrument is interest rate swap (see note 20) and hedged item Lithuanian Government Eurobonds (accounted for as available for sale investments until 1 July 2008 and vast majority being reclassified to loans and receivables category starting from 1 July 2008). Hedged risk is the change in fair value of the bonds due to market interest rate volatility. After the reclassification to loans and receivables category fair value hedge relationships were continued.

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

l) Derivative Financial Instruments (continued)

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the income statement, together with any changes in the fair value of the hedged asset that are attributable to the hedged risk (see note 10).

If the hedge no longer meets the criteria for hedge accounting, the adjustment to the carrying amount of a hedged item for which the effective interest method is used is amortised to profit or loss over the period to maturity.

m) Impairment of Financial Assets

Assets carried at amortised cost: the Group and the Bank assesses at each financial position date whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or a group of financial assets is impaired and impairment losses are incurred if, and only if, there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a 'loss event') and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated.

The Group and the Bank first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. If the Group and the Bank determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognised are not included in a collective assessment of impairment.

If there is objective evidence that an impairment loss on loans and receivables or held to maturity investments carried at amortised cost has been incurred, the amount of the loss is measured as the difference between the asset's carrying amount and the present value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the financial asset's original effective interest rate. The carrying amount of the asset is reduced and the amount of the loss is recognised in the income statement.

The calculation of the present value of the estimated future cash flows of a collateralised financial asset reflects the cash flows that may result from foreclosure less costs for obtaining and selling the collateral, whether or not foreclosure is probable.

For the purposes of a collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk characteristics. Those characteristics are relevant to the estimation of future cash flows for groups of such assets by being indicative of the debtors' ability to pay all amounts due according to the contractual terms of the assets being evaluated.

Future cash flows in a group of financial assets that are collectively evaluated for impairment are estimated on the basis of the contractual cash flows of the group of the assets and historical loss experience for assets with credit risk characteristics similar to those of the group. Historical loss experience is adjusted on the basis of current observable data to reflect the effects of current conditions that did not affect the period on which the historical loss experience is based and to remove the effects of conditions in the historical period that do not exist currently.

When a loan is uncollectible, it is written off against the related provision for loan impairment. Subsequent recoveries of amounts previously written off decrease the amount of the provision for loan impairment in the income statement.

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed. The amount of the reversal is recognised in the income statement.

Provision rates for homogeneous credit groups are set not only by applying statistical methods based on historical data, but also using expert judgement adjustments. Probability of default (PD) and loss given default (LGD) parameters are set once per year. Expert judgement parameters can be updated more frequently depending on objective evidences of portfolio quality development and other particularities of credit portfolio, that are not taken into consideration by quantitative assessment of risk parameters based on historical data.

Assets carried at fair value: The Group and the Bank assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired. In the case of equity investments classified as available for sale, a significant or prolonged decline in the fair value of the security below its cost is considered in determining whether the assets are impaired. If any such evidence exists for available-for-sale financial assets, 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 profit or loss – is removed from equity and recognised in the income statement. Impairment losses recognised in the income statement on equity instruments are not reversed through the income statement. 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 occurring after the impairment loss was recognised in profit or loss, the impairment loss is reversed through the income statement.

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

n) Finance Lease Receivable

Fixed assets under finance lease are recorded as finance lease receivables at the amount that is equal to the present value of the minimum lease payments. The difference between the gross receivables and the present value of the receivable is recognised as unearned lease income.

The rights and obligations arising from finance leases are recognised at the date of transfer of the asset to the lessee. Until that day, the payment from the prospective lessee is considered as a prepayment. The lease receivable is the amount financed in respect of the leased property less the amount of the prepaid first instalment.

n) Finance Lease Receivable (continued)

Interest income from leasing activities is recognised based on contractual lease terms commencing from the date of delivery of the leased assets and is based on a pattern reflecting a constant periodic rate of return on the net investment outstanding. Revenues from administration fees are recognised during the contract period.

o) Operating Lease – the Group/the Bank as a Lessor

Assets leased out under operating lease are depreciated over their expected useful lives using straight-line method on the basis consistent with similar owned tangible fixed assets.

When the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its recoverable amount.

p) Operating Lease – the Group/the Bank as a Lessee

To date, the leases entered by the Group and the Bank are operating leases. The total payments made under operating leases are charged to the income statement on straight-line basis over the period of the lease.

q) Fixed Assets

In the balance sheet fixed assets are recorded at cost less accumulated depreciation and any accumulated impairment losses. Property, plant and equipment with a value less than the equivalent of LTL 900 and intangible fixed assets with a value less than the equivalent of LTL 5,000 are expensed.

Gains and losses on disposal of fixed assets are determined by reference to their carrying amount and are taken into account in determining result before income tax. Repairs are charged to the income statement when the expenditure is incurred.

Depreciation and amortisation is calculated using the straight-line method of depreciation based on the estimated useful life of the asset. All amortisation and depreciation charges for the year are included in other administrative expenses. Useful lives of assets and their residual values are reviewed at each balance sheet date.

The following amortisation and depreciation rates are applied in the Group and the Bank for the respective asset category:

Asset category Depreciation/
amortisation period (years)
Software 3-8
Other intangible fixed assets 3
Buildings 8-25
Vehicles 5
Computer hardware and cash counting equipment 3-8
Office equipment 5
Other property, plant and equipment 5

r) Investment Property

Investments in properties held in order to receive rental income and/or for capital appreciation are reported as investment properties. Investment property is initially measured at its cost, including transaction costs. Subsequent to initial recognition, investment property is measured at historical cost less accumulated depreciation and impairment losses. Expected useful lives of the investment property groups:

Asset category Depreciation period (years)
Buildings 25-50

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

s) Goodwill

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group's the Bank's share of the net identifiable assets of the acquired subsidiary at the date of acquisition. Goodwill on acquisitions of subsidiaries is included in 'intangible assets'. Useful life of goodwill is indefinite. Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. Goodwill is allocated to cash-generating units for the purpose of impairment testing.

t) Non-Current Assets Held for Sale

The Group classifies a non-current asset (or disposal group) as held for sale when assets carrying amount will be recovered principally through a sale transaction, the management is committed to sell the asset and an active programme to locate a buyer have been initiated, the asset (or disposal group) is actively marketed for sale at a price that is reasonable in relation to its current fair value and it is expected to complete sale within one year from the date of classification. Assets that meet the criteria to be classified as held for sale are measured at the lower of carrying amount and fair value less costs to sell, and depreciation on such assets is ceased.

u) Impairment of Non-Financial Assets

Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows. Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at each reporting date.

v) Borrowings

Borrowings are recognised initially at fair value, being their issue proceeds net of transaction costs incurred. Subsequently borrowings are stated at amortised cost and any difference between net proceeds and the redemption value is recognised in the income statement over the period of the borrowings using the effective interest rate method.

Securities borrowing and lending transactions are entered into on a collateralised basis. Fair value of securities received or delivered is monitored on a daily basis to require or provide additional collateral. Cash collateral delivered is derecognised with a corresponding receivable and cash collateral received is recognized with a corresponding obligation to return it. Securities lent remain on the balance sheet and are reported as pledged assets. Borrowed securities are not recognised as assets. When borrowed securities are sold (short position), an amount corresponding to the fair value of the securities is entered as a liability.

w) Provisions

Provisions are measured at the present value of expenditures expected to be required to settle the obligation using pre-tax rate that reflects current market assessments of the time value of money and the risks specified to the obligation.

x) Debt Securities in Issue

Issued debt securities are classified as financial liabilities, which are repurchased as one amount or in instalments under a certain repayment schedule. Issued debt securities are recognized initially at fair value, being their issue proceeds net of transaction costs incurred. They are measured at amortized cost using the effective interest rate approach. Some hybrid instruments are measured at fair value through profit (loss) in order to reduce inconsistency that would otherwise arise from using different measurement basis.

Debt securities placed prior to specified issue date are accounted as other liabilities.

If the Group and the Bank purchases its own debt, it is removed from the balance sheet, and the difference between the carrying amount of a liability and the consideration paid is included in net trading income.

y) Employee Benefits

Termination benefits are payable whenever an employee's employment is terminated before the normal retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group and the Bank recognizes termination benefits when it is demonstrably committed to either terminate the employment of current employees according to a detailed formal plan without possibility of withdrawal or to provide termination benefits as a result of an offer made to encourage voluntary redundancy.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

y) Employee Benefits (continued)

Social security contributions are paid by the Group and the Bank to the state Social Security Fund (the Fund) on behalf of its employees based on the defined contribution plan in accordance with the local legal requirements. A defined contribution plan is a plan under which the Group and the Bank pays fixed contributions into the Fund and will have no legal obligations to pay further contributions if the Fund does not hold sufficient assets to pay all employees benefits relating to employee service in the current and prior period. The social security contributions are recognized as an expense on an accrual basis and are included within staff costs.

z) Fiduciary Activities

The Group and the Bank commonly acts as trustees and in other fiduciary capacities that result in the holding or placing of assets on behalf of individuals, trusts, retirement benefit plans and other institutions. These assets and income arising thereon are excluded from these financial statements, as they are not assets of the Group.

aa) Financial Guarantees Contracts

Financial guarantee contracts are contracts that require the issuer to make specified payments to reimburse the holder for a loss it incurs because a specified debtor fails to make payments when due, in accordance with the terms of a debt instrument. Such financial guarantees are given to banks, financial institutions and other bodies.

Financial guarantees are initially recognised in the financial statements at fair value on the date the guarantee was given. Subsequent to initial recognition, the Bank's and the Group's liabilities under such guarantees are measured at the higher of the initial measurement, less amortisation calculated to recognise in the income statement the fee income earned on a straight line basis over the life of the guarantee and the best estimate of the expenditure required to settle any financial obligation arising at the balance sheet date. These estimates are determined based on experience of similar transactions and history of past losses, supplemented by the judgment of Management.

Any increase in the liability relating to guarantees is taken to the income statement under 'provisions for guarantees'. Income from financial guarantees is recognised in income statement as fee and commission income.

bb) Comparative information

Where necessary, comparative figures have been adjusted to conform with changes in presentation in the current year. Changes in comparative figures are related to:

  • Credit value adjustment calculated: counterparty credit risk directly incorporated into the valuation of a derivative portfolio with positive fair value (see Note 46)
  • AB SEB bankas subsidiary AB "SEB lizingas" merger with the Bank (see Note 25)
  • Impairment of overdue interest of homogenious loans (see Note 46)
  • Financial institutions balances have been moved from the line 'Loans to credit and financial institutions' to the line 'Loans to customers' and from the line 'Due to credit and financial institutions' to the line 'Deposits from public' in the Statement of Financial Position (see Note 46)

cc) Change in accounting policies and errors

Except where is impracticable, a material prior period error should be corrected by retrospective restatement in the first financial statements issued following the discovery of the error.

The Bank and the Group shall correct material prior period errors retrospectively in the first set of the financial statements authorised for issue after their discovery by:

  • restating the comparative amounts for the prior period(s) presented in which the error occurred; or
  • If the error occurred before the earliest prior period presented, restating the opening balances of assets, liabilities and equity for the earliest prior period presented.

A prior period error does not need to be corrected by retrospective restatement when it is impracticable to determine either the period specific effects or cumulative effect of the error.

When it is impracticable to determine the period - specific effects of the error on comparative information for one or more prior periods presented, the Bank and the Group shall restate the opening balances of assets, liabilities and equity for the earliest period for which retrospective restatement is practicable (which may be the current period).

dd) Segment Reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the Board of Directors of the Bank. The Board of Directors is responsible for resources allocation and performance assessment of the operating segments and has been identified as the chief operating decision maker.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

ee) Critical Accounting Estimates and Judgements in Applying Accounting Policies

Impairment Losses on Loans and Receivables

The Bank and the Group review their loan portfolios to assess impairment at least on a quarterly basis. In determining whether an impairment loss should be recorded in the income statement, the Group and the Bank make judgements as to whether there is any observable data indicating that there is a measurable decrease in the estimated future cash flows from a portfolio of loans before the decrease can be identified with an individual loan in that portfolio. This evidence may include observable data indicating that there has been an adverse change in the payment status of borrowers in a group, or national or local economic conditions that correlate with defaults on assets in the group. Management uses estimates based on historical loss experience for assets with credit risk characteristics and objective evidence of impairment similar to those in the portfolio when scheduling its future cash flows. The methodology and assumptions used for estimating both the amount and timing of future cash flows are reviewed regularly to reduce any differences between loss estimates and actual loss experience. For individually impaired loans if the collateral value differs by +/-5% while other factors are unchanged, the provision for the Bank and the Group would be estimated higher or lower on an average by LTL 23,599 thousand (2012: LTL 38,679 thousand), If the net present value of estimated cash flows differs by +/-5% while other factors are unchanged the provision for the Bank would be estimated higher or lower by LTL 6,364 thousand (2012: LTL 8,882 thousand) of which LTL 4,799 thousand (2012: 4,799 LTL thousand) coming from loans and receivables assessed individually and LTL 1,565 thousand (2012: LTL 4,083 thousand) from loans and receivables assessed on a pool basis. Renegotiated loans are no longer considered to be past due.

Initial Recognition of Related Party Transactions

In the normal course of business the Group and the Bank enters into transactions with its related parties. IAS 39 requires initial recognition of financial instruments based on their fair values. Judgment is applied in determining if transactions are priced at market or non-market interest rates, where there is no active market for such transactions. The basis for judgment is pricing for similar types of transactions with unrelated parties and effective interest rate analysis.

Finance Leases and Derecognition of Financial Assets

Management applies judgment to determine if substantially all the significant risks and rewards of ownership of financial assets and lease assets are transferred to counterparties, in particular which risks and rewards are the most significant and what constitutes substantially all risks and rewards. The Group considers that risks and rewards are substantially transferred if present value of minimal lease payments amounts to at least substantially all of acquisition value of the asset leased at the inception of the lease; the leasor transfers ownership of the asset to the lessee by the end of the lease term; the lessee has the option to purchase the asset at a price that is expected to be substantially lower than the fair value at the date the option becomes exercisable for it to be reasonably certain, at the inception of the lease, that the option will be exercised; the lease term is for the major part of the economic life of the asset even if title is not transferred; or the leased assets are of such a specialized nature that only the lessee can use them without major modifications.

Fair Value of Derivatives

The fair values of financial derivatives that are not quoted in active markets are determined by using valuation techniques. All such not quoted derivative financial transactions are entered with third parties and mirror transactions are entered with SEB group. Where valuation techniques (for example, models) are used to determine fair values, they are validated and periodically reviewed by qualified personnel independent of the area that created them. All models are certified before they are used, and models are calibrated to ensure that outputs reflect actual data and comparative market prices. For pricing of options Black-Scholes model is used, with only observable market data (eg. historical volatility, market interest rates, market prices).

Tax and deferred tax

The Tax Authorities may at any time during 5 successive years after the end of the reporting tax year carry out an inspection of the Bank's and Group's books and accounting records and impose additional taxes or fines.

At the end of 2013 after finalization of tax investigation the State Tax Inspectorate under the Ministry of Finance of the Republic of Lithuania started a tax inspection of the Bank.

The deferred tax assets recognised at 31 December 2013 have been based on future profitability assumptions of the Bank and the Group over a five year horizon. In the event of changes to these profitability assumptions, the tax assets recognised may be adjusted.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Fair Values

The table below summarises the carrying amounts and fair values of those financial assets and liabilities presented on the Group's statement of financial position at amortized cost:

2013 2012
Book value Fair value Book value Fair value
Balances with the Central Bank 935,323 935,319 1,002,933 1,002,783
Due from banks 3,691,046 3,688,435 2,666,929 2,665,395
Loans to credit institutions 86,077 86,111 6,242 6,248
Loans to customers
Public sector 409,035 405,586 443,240 425,012
Corporate 8,151,154 8,081,712 8,392,305 8,338,102
Private individuals 6,603,945 6,142,628 6,794,409 6,154,310
Loans to financial institutions 410 414 560 564
Investment securities - loans and receivables 191,126 194,854 386,010 389,545
Finance lease receivable 1,428,253 1,423,330 1,502,759 1,517,772
Investment securities – held to maturity 13,302 13,240 13,812 13,438
Total financial assets valued at amortised cost 21,509,671 20,971,629 21,209,199 20,513,169
Due to the Central Bank 33 33 37 37
Due to credit institutions 7,177,824 7,285,084 6,789,296 6,908,481
Current and demand deposits 9,601,360 9,599,479 8,889,387 8,889,387
Term deposits from the public 3,623,497 3,617,644 3,907,713 3,887,241
Debt securities in issue 110,247 111,426 554,026 556,923
Total financial liabilities valued at amortised cost 20,512,961 20,613,666 20,140,459 20,242,069

The table below summarises the carrying amounts and fair values of those financial assets and liabilities presented on the Bank's statement of financial position at amortized cost:

2013 2012
Book value Fair value Book value Fair value
Balances with the Central Bank 935,323 935,319 1,002,933 1,002,783
Due from banks 3,691,046 3,688,435 2,666,929 2,665,395
Loans to credit institutions 86,077 86,110 6,242 6,248
Loans to customers
Public sector 409,035 405,586 443,240 425,012
Corporate 8,178,395 8,108,924 8,418,263 8,363,911
Private individuals 6,603,945 6,142,628 6,794,409 6,154,310
Loans to financial institutions 410 414 560 564
Investment securities - loans and receivables 191,126 194,854 386,010 389,545
Finance lease receivable 1,428,394 1,423,474 1,502,919 1,517,933
Investment securities – held to maturity 13,302 13,240 13,812 13,438
Total financial assets valued at amortised cost 21,537,053 20,998,985 21,235,317 20,539,139
Due to the Central Bank 33 33 37 37
Due to credit institutions 7,177,824 7,285,084 6,789,296 6,908,481
Current and demand deposits 9,607,282 9,605,402 8,897,225 8,897,225
Term deposits from the public 3,638,403 3,632,550 3,919,392 3,898,876
Debt securities in issue 110,247 111,426 554,026 556,923
Total financial liabilities valued at amortised cost 20,533,789 20,634,495 20,159,976 20,261,542

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Fair Values (continued)

Loans to credit and financial institutions, balances with the Central Bank and other due from banks. The fair value of floating rate placements and overnight deposits is their carrying amount. The estimated fair value of fixed interest bearing deposits is based on discounted cash flows using prevailing money-market interest rates for debts with similar credit risk and remaining maturity.

Loans to customers and finance lease receivable are net of provisions for impairment. The estimated fair value of loans and receivables represents the discounted amount of estimated future cash flows expected to be received. Expected cash flows are discounted using interest rate s for newly issued loans with the similar maturity date.

Investment securities include only interest-bearing assets held to maturity; assets classified as available for sale are measured at fair value.

Due to the Central Bank and credit institutions The estimated fair value of deposits with no stated maturity, which includes non-interestbearing deposits, is the amount repayable on demand.

Deposits from public The estimated fair value of fixed interest-bearing deposits and other borrowings not quoted in an active market is based on discounted cash flows using interest rates for new debts with similar remaining maturity.

Subordinated loans, debt securities in issue The discounted cash flow model is used using current market rates.

Financial assets and liabilities presented on the Group's and the Bank's statement of financial position at amortized cost for the year 2013 and 2012 for which fair value is disclosed in the tables above are of level 3 within fair value hierarchy except of Investment securities – loans and receivables (Book value at the end of 2013 LTL 191,126 thousand, at the end of 2012 – LTL 386,010 thousand) that are of level 1.

The table below summarises the hierarchy of fair value measurement of asset and liabilities presented on the Group's statement of financial position at fair value:

Fair value measurement at the end of reporting period based on:
31 December 2013 Quoted price in active
markets for the same
instrument
Valuation techniques for which
all
significant inputs are based on
observable market data
Valuation techniques
for which any significant
input is not based on
observable market data
Government securities available
for sale 59,895 - -
Financial assets at fair value through
profit and loss 910,923 - 43,059
Derivative financial instruments
(assets) 132 259,141 15
Investment securities – available
for sale - - 200
Derivative financial instruments
(liabilities) (33) (270,895) (15)
Debt securities in issue - (7,309) -
Total 970,917 (19,06
3)
43,2
59

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Fair Values (continued)

Fair value measurement at the end of reporting period based on:
Valuation techniques for which Valuation techniques
Quoted price in active all for which any significant
markets for the same significant inputs are based on input is not based on
31 December 2012 instrument observable market data observable market data
Government securities available
for sale 60,900 - -
Financial assets at fair value through
profit and loss 608,544 - 43,059
Derivative financial instruments
(assets) 1,255 324,975 -
Investment securities – available
for sale - - 200
Derivative financial instruments
(liabilities) (5,336) (373,579) (1,977)
Debt securities in issue - (6,990) -
Total 665,363 (55,59
4)
41,2
82

The table below summarises the hierarchy of fair value measurement of asset and liabilities presented on the Bank's statement of financial position at fair value:

Fair value measurement at the end of reporting period based on:
31 December 2013 Quoted price in active
markets for the same
instrument
Valuation techniques for which
all
significant inputs are based on
observable market data
Valuation techniques
for which any significant
input is not based on
observable market data
Government securities available
for sale
59,228 - -
Financial assets at fair value through
profit and loss
909,613 - -
Derivative financial instruments
(assets)
Investment securities – available
132 259,141 15
for sale
Derivative financial instruments
- - 200
(liabilities)
Debt securities in issue
(33)
-
(270,895)
(7,309)
(15)
-
Total 968,940 (19,063) 200

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Fair Values (continued)

Fair value measurement at the end of reporting period based on:
Quoted price in active Valuation techniques for which
all
Valuation techniques
for which any significant
31 December 2012 markets for the same
instrument
significant inputs are based on
observable market data
input is not based on
observable market data
Government securities available
for sale
Financial assets at fair value through
60,234 - -
profit and loss 608,544 - -
Derivative financial instruments
(assets)
Investment securities – available
1,255 324,975 -
for sale - - 200
Derivative financial instruments
(liabilities)
(5,336) (373,579) (1,977)
Debt securities in issue - (6,990) -
Total 664,697 (55,594) (1,777)

Financial Risk Management Policy

Definition of Risk

AB SEB bankas Group defines the risk as the possibility of a negative deviation from an expected financial outcome. One consequence of risktaking is the occurrence of losses, which can be broken into expected and unexpected losses. The "normal level" of losses (measured as expected losses) is considered as a cost of doing business from a risk point of view, and is covered through transaction pricing and risk reserves. The Group and the Bank shall make appropriate efforts to minimise expected losses through ensuring sound internal practices and good internal controls. The unusual, large and unexpected losses are not foreseen to be completely absorbed by day to day transaction profits. The primary protections against such losses are sound internal practices, good internal controls, insurance policies and earnings. The last lossabsorbing resource for unexpected losses is the capital of the Bank.

Credit Risk

The Group and the Bank takes on exposure to credit risk which is the risk that a counterpart will be unable to pay amounts in full when due. The definition of credit risk also encompasses so called counterparty's country risk which arises due to the risk of settlements between parties according to trading operations.

The Group's and the Bank's credit policy is based on the principle that any lending transaction must be based on credit analysis. Various credit security instruments are applied depending on the complexity of a transaction and trustworthiness of a customer.

Credit Risk Classification

The Bank has got the permission from the regulators to use an IRB (Internal Ratings Based Approach, according to Basel II methodology) models in credit risk assessment process and for the regulatory capital calculation starting from the beginning of 2008 to be applied for the main credit portfolio segments: Corporate (Non-retail), Financial Institutions (Non-retail), Small Corporate (Retail) and Private Individuals (Retail). The Group uses different risk classification systems applicable for particular portfolio segment. The same expert judgment based risk classification systems are used for credit risk assessment of Non-retail credit exposures in all parts of SEB Group. Credits that exceed 1 million LTL and/or entities's turnover exceed 10 million EUR are classified as Non-retail positions. The Bank uses the master scale of 16 risk classes classifying the credit risk of Non-Retail borrowers with 1 representing the lowest default probability and 16 representing the default. Risk classes 1-7 are considered investment grade. The borrowers falling into the range of risk class 1-10 are treated as normal business loans. The borrowers of risk class 11 and 12 are defined as 'restricted business' and 'special observation' respectively, while the borrowers in risk classes 13-16 are classified as 'watch list'. Risk classes are used as important parameters in the credit policy, the credit approval process, credit risk measurement and management, monitoring and reporting of credit risk. The credit risk assessment is based on analysis of Non-retail borrower's ability to meet interest and principal amount repayment obligations, covering business and financial risk. Financial ratios and peer group comparison are used in the risk assessment. The credit risk of the Non-retail borrowers is reviewed on regular basis at least once per year depending on the risk class assigned to the borrower. High-risk exposures are subject to more frequent reviews. The objective is to identify at an early stage, credit exposures with increased risk for loss, and work together with the customer towards a constructive solution that enables the Group and the Bank to reduce or avoid credit losses as well as maintain long term relationship with the customer.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Financial Risk Management Policy (continued)

Credit Risk Classification (Continued)

Scoring models are used in credit risk assessment process of Retail exposures, i.e small enterprises and private individuals. The application scoring models are used for the assessment of counterparty risk (Probability of Default) and transaction risk (Loss Given Default) during customer credit application phase. Due to the fact that credit worthiness of the clients changes over time the Retail exposures are re-scored quarterly by using the behavioural scoring models. The Bank uses the scale from A to E for classification of Retail borrowers credit risk with A representing the lowest default probability and E representing the default.

The information on distribution of individually appraised loans and leasing portfolio (in LTL million) by risk class is as follows:

*SC – small corporates

The analysis in the table above did not include private individuals LTL 6,980 million (2012: LTL 7,186 million), accrued interest LTL 14 million (2012: LTL 14 million) and provisions for impairment losses LTL 793 million (2012: LTL 1,158 million).

Impairment Losses on Loans and Receivables

The Group, aiming at fair and timely assessment of credit impairment, performs regular credit revision: corporate loans within risk class 8 and higher are revised no less than once a year; revisions of 9—10 risk class corporate loans are performed no less than once a half-year; corporate loans within risk class 11—16, no less than once a quarter; revisions within homogeneous groups (loans to small enterprises, mortgage loans, consumer loans, debts to credit institution) are performed automatically on quarterly basis. Revisions in case of corporate loans within the Bank's established increased risk economy sectors, irrespective of the established borrower risk class, are performed not less than once a quarter. After loan assessment at the established frequency, relevant loss events are identified and relevant loan impairment is assessed. When assessing whether a loss due to impairment must be included in the profit (loss) account, the Group assesses, whether before the determination of the loan impairment there exist any data in proof that it is possible to establish a decrease in forecasted future cash flows of a company within the credit portfolio. The following data are assessed: whether there has or has not been a material deterioration in the borrower's financial standing as well as information related to the assessment of business perspective. A borrower's cash flows are forecasted using a conservative approach, and loan security measures are taken into account – probable adverse change in the assets value, previously sustained losses as well as objective evidence of impairment of the loans within the portfolio.

Methodology and presumptions used in the forecast of future cash flows and time with the aim to reduce a mismatch between forecasted and actual losses are revised on regular basis.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Financial Risk Management Policy (continued)

The criteria that the Group and the Bank uses to determine that there is objective evidence of an impairment loss include:

  • Downgrading to internal risk class 16;
  • Proceeds of the loan without a prior consent of the bank are used for the purposes other that stipulated in the loan agreement ant this event has a negative impact on the credit risk of the borrower;
  • Breach of investment project covenants having a negative impact on the credit risk of the borrower;
  • Related parties of the borrower are in default and this is having impact on the credit risk of the borrower;
  • Deterioration of active market for debt securities due to financial distress;
  • Deterioration in value of collateral, in cases where repayment conditions are directly related to the value of collateral and earnings method was applied for establishing such collateral value;
  • Suspension or withdrawal of license for the borrowers that carry licensed activities (for example trade of oil products, utilities, etc.) and this event has a negative impact on the credit risk of the borrower.
  • Declaration of bankruptcy.

The Credit Committee has to carry out an extraordinary credit revision, if the borrower is more than 14 days in delay to repay the loan or pay interest or in case at least one of the above-referred criteria indicating a possible decrease in the loan value is applicable to the borrower/loan. In case loan impairment is found, individual provisions must be formed for a potential credit loss. A loan is classified as an impaired loan, if there is objective evidence that one or more loss events have occurred, and if, as an effect of such events, there has been a change in the estimated future cash flows, for instance, the customer has significant financial problems, fails to pay interest or the principal when due. Loans are not classified as impaired loans, if the collateral value covers the loan and interest.

Provisions for portfolio corporate loans are formed for loans, in case of which no individual impairment has been found, however, a probability exists that impairment will occur, but no such fact has been found yet. Loans with similar risk characteristics are classified taking into account the main factors that have an impact on a borrower's – legal entity's – credit risk, and impairment provisions for them are formed taking into account the default probability within relevant classes.

The portfolio based assessment is applied to the following homogeneous credit groups having the similar risk characteristics: mortgage loans, consumer loans, credit cards, small corporate loans. The collective provisions for the homogeneous credit groups are formed by applying statistical methods based on historical data about the observed default frequencies of the borrowers (PD) and the suffered losses (LGD) within the corresponding homogeneous credit group and expert judgment adjustments considering historical experience of adequacy of provisioning levels, objective evidences of portfolio quality development, adequacy of security of particular portfolio and other particularities of credit portfolio, that are not taken into consideration by quantitative assessment.

An impairment loss is reported as a write off, if it is deemed impossible to collect the contractual amounts due that have not been paid and/or are expected to remain unpaid, or if it is deemed impossible to recover the carrying amount by selling any collateral provided. In other cases, a specific provision is recorded in an allowance account. As soon as the non-collectible amount can be determined and the asset is written off, the amount reported in the allowance account is dissolved. Similarly, the provision in the allowance account is reversed if the estimated recovery value exceeds the carrying amount.

Credit Risk Limits and Monitoring

The Group and the Bank structures the levels of credit portfolio risk it undertakes by placing limits on the amount of risk accepted in relation to one borrower, or groups of borrowers, and industry segments. The credit risk exposure to a single borrower or borrowers' groups and the industries are monitored on a regular basis. Credit concentration exposure limits are established by Assets and liability management committee (ALCO) and regularly monitored by risk control function. As of 31 December 2013, credit exposures are in compliance with limits set by ALCO. The table below represents the development of credit exposures within particular industries.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Financial Risk Management Policy (continued)

Credit Risk Limits and Monitoring (continued)

Maximum Exposure to Credit Risk Before Collateral Held or Other Credit Enhancements

The below table represents a worse case scenario of credit risk exposure to the Group and the Bank as of 31 December 2013 and 2012, without taking account of any collateral held or other credit enhancements attached. For on-balance-sheet assets, the exposures set out below are based on net carrying amounts as reported in the balance sheet.

The Group The Bank
2013 2012 2013 2012
935,323 1,002,933 Balances with the Central Bank 935,323 1,002,933
3,691,046 2,666,929 Due from banks 3,691,046 2,666,929
59,895 60,900 Government securities available for sale 59,228 60,234
909,613 608,544 Financial assets at fair value through profit and loss 909,613 608,544
259,288 326,230 Derivative financial instruments 259,288 326,230
86,077 6,242 Loans to credit institutions 86,077 6,242
Loans to customers
2,484,660 2,722,185 Property management 2,484,660 2,722,185
5,666,902 5,670,680 Other corporate 5,694,143 5,696,638
409,035 443,240 Public 409,035 443,240
5,875,230 5,967,934 Mortgage loans 5,875,230 5,967,934
728,717 826,475 Other private individuals 728,717 826,475
Finance lease receivable
1,369,514 1,435,693 Corporate 1,369,655 1,435,853
49,664 53,607 Private individuals 49,664 53,607
9,075 13,459 Other 9,075 13,459
Investment securities:
191,126 386,010 - loans and receivables 191,126 386,010
13,302 13,812 - held to maturity 13,302 13,812
104,168 83,844 Other financial assets 105,823 85,012
Credit risk exposures relating to off-balance
3,697,707 3,311,622 sheet items 3,702,906 3,319,094
26,540,342 25,600,339 Total as of 31 December 26,573,911 25,634,431

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Financial Risk Management Policy (continued)

Maximum Exposure to Credit Risk Before Collateral Held or Other Credit Enhancements (Continued)

Management is confident in its ability to continue to control and sustain minimal exposure of credit risk to the Group and the Bank resulting from both its loan and receivables portfolio and debt securities. For information on loan ratings see Credit risk management note information above. 100% of investments in Government securities compose of Government debt securities that have an investing rating.

Market Risk

Market risk is defined as the risk of a loss or reduction of future net income following changes in interest rates, credit spreads, foreign exchange and equity prices, including price risk in connection with the sale of assets or closing of positions.

According to the type of financial risk, market risk is classified into trading risk (Trading Book risk) and structural risk of a mismatch between assets and liabilities (Banking Book risk), which has an impact on the positions of the group's interest rate sensitive assets and liabilities as well as off-balance sheet items and is defined as the risk of a loss of the group's net interest income and a decrease in the market value of liabilities.

The overall market risk exposure (trading and non-trading) is measured using Value-at-Risk (VaR) model based on historical simulation method that express the maximum potential loss that can arise at a chosen level of probability during a certain period of time. Trading risk is measured on daily basis using 99 percent probability level and 10 days time horizon. VaR exposure for non-trading positions is calculated on a daily basis using 1 day's assessment evaluation period and 99 percent probability level. Historical data are based on 250 days for estimation of volatility and correlation. Additionally the Bank uses the sensitivity measures applied for risk assessment of specific market risk type/portfolio/position: delta 1 p.p. is applied for interest rate sensitive portfolios/positions, delta/gama/vega measures – for options, etc. Value at Risk assessment results on the total portfolio positions are shown in Note 39.

Currency Risk

Foreign Exchange Risk exposure is defined by two measures: single open currency position against LTL and aggregated general open currency - the bigger one of summarized long and short open currency positions. The foreign exchange risk measure contains the net exposure of spot and forward positions, FX futures including gold, the delta equivalent position of FX options plus other balance sheet items. The currency risk control is ensured by monitoring the risk exposure against the limits established for single open currency position.

The net positions of assets and liabilities denominated in foreign currencies as of 31 December 2013 and 2012 are presented in Note 39.

Interest Rate Risk

Interest rate risk is managed by forecasting the market interest rates and managing the mismatches between assets and liabilities by re-pricing maturities. The Bank applies the interest rate risk management methods allowing to measure the Group's sensitivity to interest rate changes by computing the impact to the net effect to the market value of shareholders equity (called delta 1%) in case of parallel shift by percentage point in the yield curve.

The interest rate risk management as of 31 December 2013 and 2012 is presented in Note 39.

Credit risk margin risk is defined as a risk that the value of debt securities will decrease as a result of a change in the issuer's credit risk. This type of risk is calculated using the VaR (Value-at-Risk) model. Risk is managed by setting limits for investments in debt securities.

The credit risk margin risk management as of 31 December 2013 and 2012 is presented in Note 39.

Liquidity Risk

Liquidity risk is the risk that the Group and the Bank may be unable to timely fulfil its payment obligations or to finance or realize its assets over the certain period at an acceptable price. The Group and the Bank adheres to a conservative liquidity risk management policy that ensures adequate fulfilment of current financial obligations, the level of obligatory reserves with the Central Bank, liquidity ratio higher than that established by the Bank of Lithuania and payment capacity under unforeseen unfavourable circumstances. The liquidity risk management system is based on the analysis of actual cash flows.

The table below presents the cash flows payable by the Group and the Bank under financial liabilities by remaining contractual maturities at the balance sheet date. The amounts disclosed in the table are the contractual undiscounted cash flows, whereas the Group and the Bank manages the inherent liquidity risk based on expected undiscounted cash inflows.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Financial Risk Management Policy (continued)

Liquidity Risk (continued)

The Group's undiscounted non-derivative financial liability analysis as of 31 December 2013:

Maturity Up to
3 month
3–6
months
6-12
months
1-3
years
Over 3 years Total
Amounts owed to credit institutions 1,887,274 419,809 1,117,728 2,998,569 883,460 7,306,840
Deposits from public 11,382,963 769,752 933,512 125,296 14,749 13,226,271
Debt securities in issue and
subordinated loans
Other financial liabilities
25,653
83,653
17,239
9,538
19,525
13,438
43,948
820
14,804
4,085
121,169
111,534
Total undiscounted
non- derivative financial
liabilities
13,379,543 1,216,338 2,084,203 3,168,632 917,097 20,765,813
Off balance sheet
commitments related to
lending
3,208,791 214,316 158,048 50,816 25,938 3,657,909
Rental off balance sheet
commitments
7,872 7,736 14,464 67,939 34,688 132,699
Commitments related to leasing 39,313 485 - - - 39,798

Rental off balance sheet commitments for the period 1 – 5 years are LTL 80,734 thousand; for the period over 5 years LTL 21,893 thousand.

The Group's undiscounted non-derivative financial liability analysis as of 31 December 2012:

Up to 3–6 6-12 1-3
Maturity 3 month months months years Over 3 years Total
Amounts owed to credit institutions 1,375,493 328,733 402,941 2,966,072 1,977,135 7,050,374
Deposits from public 10,724,105 848,457 1,133,156 84,053 17,640 12,807,410
Debt securities in issue and
subordinated loans 74,752 22,818 33,082 70,312 558,370 759,333
Other financial liabilities 86,312 13,732 2,863 2,924 3,171 109,002
Total undiscounted
non- derivative financial
liabilities 12,260,662 1,213,740 1,572,041 3,123,361 2,556,315 20,726,120
Off balance sheet
commitments related to
lending 2,996,452 147,364 89,703 29,310 16,112 3,278,941
Rental off balance sheet
commitments 7,741 7,513 13,729 64,528 43,405 136,916
Commitments related to leasing 31,898 703 - - - 32,601

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Financial Risk Management Policy (continued)

Liquidity Risk (continued)

The Bank's undiscounted non-derivative financial liability analysis as of 31 December 2013:

Maturity Up to
3 month
3–6
months
6-12
months
1-3
years
Over 3 years Total
Amounts owed to credit institutions 1,887,274 419,809 1,117,728 2,998,569 883,460 7,306,840
Deposits from public 11,403,792 769,752 933,512 125,296 14,749 13,247,100
Debt securities in issue and
subordinated loans 25,653 17,239 19,525 43,948 14,804 121,169
Other financial liabilities 83,653 9,538 13,438 820 4,085 111,534
Total undiscounted
non- derivative financial
liabilities
13,400,372 1,216,338 2,084,203 3,168,632 917,097 20,786,642
Off balance sheet
commitments related to
lending
Rental off balance sheet
3,213,990 214,316 158,048 50,816 25,938 3,663,108
commitments
Commitments related to leasing
7,872
39,313
7,736
485
14,464
-
67,939
-
34,688
-
132,699
39,798

Rental off balance sheet commitments for the period 1 – 5 years are LTL 80,734 thousand; for the period over 5 years LTL 21,893 thousand.

The Bank's undiscounted non-derivative financial liability analysis as of 31 December 2012:

Maturity Up to
3 month
3–6
months
6-12
months
1-3
years
Over 3 years Total
Amounts owed to creditinstitutions 1,375,493 328,733 402,941 2,966,072 1,977,135 7,050,374
Deposits from public 10,743,626 848,457 1,133,156 84,053 17,640 12,826,931
Debt securities in issue and
subordinated loans
Other financial liabilities
74,752
86,312
22,818
13,732
33,082
2,863
70,312
2,924
558,370
3,171
759,333
109,002
Total undiscounted
non- derivative financial
liabilities
12,280,183 1,213,740 1,572,041 3,123,361 2,556,315 20,745,641
Off balance sheet
commitments related to
lending
3,003,924 147,364 89,703 29,310 16,112 3,286,413
Rental off balance sheet
commitments
7,741 7,513 13,729 64,528 43,405 136,916
Commitments related to leasing 31,898 703 0 - - 32,601

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Financial Risk Management Policy (continued)

Liquidity Risk (continued)

Undiscounted derivative instruments analysis for the Group and the Bank as of 31 December 2013:

Up to 3–6 6-12 1-3
Maturity 3 month months months years Over 3 years Total
Outflows:
IRS 157,482 9,165 156,282 2,165,354 2,871,751 5,360,035
FX forwards 46,965 7,453 3,655 - - 58,073
FX swaps 63,915 - 41,434 - 105,349
Equity options 117 698 791 1,932 149 3,687
Interest rate options - - - 1 9 10
Currency options 2,986 2,103 1,264 - - 6,353
Total outflows 271,465 19,420 203,425 2,167,288 2,871,909 5,533,506
Inflows:
IRS 150,985 8,966 158,992 2,155,303 2,877,502 5,351,748
FX forwards 46,336 7,564 3,520 - - 57,420
FX swaps 64,184 - 41,764 - - 105,948
Equity options 117 698 791 1,932 149 3,687
Interest rate options - - - 1 9 10
Currency options 2,986 2,104 1,264 - - 6,353
Total inflows 264,607 19,332 206,331 2,157,236 2,877,660 5,525,166

Undiscounted derivative instruments analysis for the Group and the Bank as of 31 December 2012:

Up to 3–6 6-12 1-3
Maturity 3 month months months years Over 3 years Total
Outflows:
IRS 169,814 11,449 163,429 2,333,161 3,128,326 5,806,178
FX forwards 26,422 6,837 2,172 - - 35,431
FX swaps 813,405 401 342 41,434 - 855,581
Equity options 1,152 2,124 11 1,485 724 5,496
Interest rate options 510 32 531 - 35 1,108
Currency options 1,303 245 - - - 1,548
Total outflows 1,012,606 21,088 166,484 2,376,080 3,129,085 6,705,343
Inflows:
IRS 156,627 14,432 166,161 2,324,754 3,128,555 5,790,529
FX forwards 24,924 5,379 1,863 - - 32,166
FX swaps 812,221 410 374 41,764 - 854,768
Equity options 1,152 2,124 11 1,485 724 5,496
Interest rate options 510 32 531 - 35 1,108
Currency options 1,303 245 - - - 1,548
Total inflows 996,736 22,623 168,939 2,368,003 3,129,314 6,685,615

In the tables above net-settled derivatives are included in the analysis only if they have a negative fair value at the balance sheet date (if they are liabilities at that date). However all gross-settled derivatives are included in the analysis whether their fair value is negative or positive at balance sheet date. Pay leg of such derivatives is presented as outflow and receive leg as inflow. The maturity of the Group's and Bank's assets and liabilities is presented in Note 36 and shows the remaining period from the balance sheet date to the contractual maturity.

The maturity of the leasing portfolio is presented in Note 36 and shows the remaining period from the balance sheet date to the contractual maturity.

Capital Adequacy

Capital adequacy is assessed by capital adequacy ratio – capital base compared to risk weighted assets.

General Regulations for the Internal Capital Adequacy Assessment Process (ICAAP) came into effect as from 1 January 2007. In accordance to these regulations, banks' should identify all risks, not only the ones assessed in capital adequacy calculation, to select risk assessment models, estimate it, choose tools for risks management, and to set a goal for limits. Accordingly, the Bank set a goal to achieve ICAAP result and continuously have had capital adequacy higher than 12 per cent during 2013.

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Financial Risk Management Policy (continued)

Capital Adequacy (continued)

The Bank's and the Financial Group's capital adequacy ratios during 2013 were as follows:

31 March 2013 30 June 2013 30 September 2013 31 December 2013
The Bank 14.21% * 13.85% * 13.80% * 15.51%
The Financial Group 15.86% 15.84% 15.77% 15.59%

*- the ratio is calculated without taking into consideration leasing merger

For further information see Note 37.

Maximum exposure per single borrower and Large exposure requirements

Maximum exposure per single borrower - the amount of loans per single borrower may not exceed 25 per cent of the Bank's equity. The amount of loans issued to the parent company, to other parent companies of such parent company or to its own subsidiary companies per single borrower may not exceed 75 per cent of the Bank's equity, if the Bank of Lithuania performs consolidated supervision of the entire financial group. If the Bank of Lithuania does not perform any consolidated supervision of the entire financial group, the maximum exposure per each SEB Group company may not exceed 20 per cent of the Bank's equity.

Large exposure requirement - the total amount of large loans issued by the bank may not exceed 800 per cent of the bank's total equity."

The Bank met these requirements at the end of the reporting period as well as during reporting period

Operational Risk

Operating risk is defined as the risk of loss due to external events (natural disasters, external crime, etc) or internal factors (e.g. breakdown of IT systems, mistakes, fraud, non-compliance with external and internal rules, other deficiencies in internal controls).

Since 2008 Bank has got the permission from regulators to use AMA (Advanced Measurement Approach) model for operational risk assessment and operational risk regulatory capital calculation.

The Bank has developed several operational risk management tools: Operational risk policy, ORSA (Operational Risk Self Assessment) and RTSA (Rogue Trading Self Assessment) processes, requirements for Business Contingency management, New or amended product/process approval process and etc.

The Bank has launched and continuously uses SEB Group-wide operational risk management system ORMIS, NAMIS & LDRPS. In the Operational Risk Management Information System (ORMIS) all employees can register operational risk events and managers in all levels can assess, monitor and manage risks as well as produce various reports. Other two systems are used for development of new products and/or services (NAMIS) and business contingency planning (LDRPS).

In order to achieve the most comprehensive operational risk assessment ORSA and RTSA methodologies are applied as well as different internal control processes performed on regular basis. Operational risk committee is established in the Bank in order to ensure proper operational risk management and adequate cooperation between risk management and risk control functions.

The Bank's management board is provided with quarterly operational risk reports covering an overview of new operational risk cases found, efficiency of the operational risk management instruments used as well as other identified risks.

Stress Testing

Stress tests and scenario analysis are widely used to identify high-risk areas and relationships including concentration risks, its risk drivers and to evaluate the combined effect of shocks in the market. Stress tests provide an indication of the potential size of losses that could arise in extreme conditions. The stress tests carried out by Risk Control include the risk factor stress testing, where stress movements are applied to each risk category: market, credit, liquidity and operational risk. The ultimate goal of the analysis is to estimate net effect of the stress scenarios to the capital of the Bank and the Group and prepare the action plan ensuring that the business operations shall be secured in case the worst case scenario occurs. The comprehensive scenario based stress testing covering all appropriate risk types is conducted at least annually and reported to the Asset Liability Management Committee (ALCO). The stress testing of the Group is part of Internal Capital Assessment Process (ICAAP).

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, FINANCIAL RISK MANAGEMENT AND FAIR VALUE DISCLOSURES (CONTINUED)

Financial Risk Management Policy (continued)

Internal Control

Management of the Bank and heads of subsidiaries has a responsibility to ensure that the appropriate organisation, procedures and support systems are implemented to ensure that a sufficient system of internal controls, such as reconciliation to position of the systems and accounting ledgers, segregation of duties, confirmations, daily bookkeeping, market valuations, limits and limit follow-up, etc., is implemented. Limits shall be one way to manage risks where applicable and possible. A system for limiting and following up the amount of risk to be taken is implemented. The Board of Directors of SEB sets the overall limits in terms of risk in SEB. SEB Group ALCO sets the overall limits to AB SEB bankas at the proposal of ALCO of AB SEB bankas. Decisions on the limits must be documented in written form. The compliance with the risk limits applicable for the Bank and/or the Group are controlled by Risk Control function of the Bank.

Recent Volatility in Economic Situation

The global economy is gradually reaching firmer ground. Developments in affluent industrialised countries have, in various ways, moved in the right direction. The euro zone still faces major political and economic problems but now seems to have left its recession behind. The actions of the European Central Bank have also greatly reduced the risk premiums for crisis – hit countries. According to the latest macroeconomic assessments of the SEB Economic Research unit economic growth in the Baltic countries will accelerate a bit, inflation will remain low. Business investment appetite is still low, however, and will only increase slowly in the next couple of years.

Lithuania is very likely to become to qualify for the euro zone, joining in 2015.

Management believes it is taking all the necessary measures to support the sustainability and growth of the Group's and the Bank's business in the current circumstances.

NOTE 4 GROUP'S STRUCTURE AND OPERATIONS

At the end of the year 2013 AB SEB bankas Group in Lithuania consisted of AB SEB bankas and two subsidiary companies: UAB "SEB investicijų valdymas", and UAB "SEB Venture Capital".

Organization structure of AB SEB bankas Group as of 31 December 2013 was as follows:

For more information see note 25.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 5 SEGMENT INFORMATION

Operating segments are reported in a manner consistent with the internal reporting provided to the Board of Directors of the Bank. The Board of Directors is responsible for resources allocation and performance assessment of the operating segments and has been identified as the chief operating decision maker.

Chief operating decision maker analyses the Group's profit (loss), total assets and total liabilities using the same measures as presented for the financial reporting purposes.

Eliminations from total segments' assets and liabilities amounting to LTL 1,987,314 thousand relate to elimination of intra-segment financing amounts.

All transactions between business segments are conducted on an arm's length basis, with intra-segment revenue and costs being eliminated. Income and expenses directly associated with each segment are included in determining business segment performance.

Information about revenues from external customers for each product and service delivered by the Bank and the Group is not disclosed as such information is not analysed on the Group level and therefore it is not available and the cost to develop it would be excessive.

For management and reporting purposes, the Group is organised into the following business groupings:

Baltic Division has overall responsibility for providing retail services to all types of companies and individuals. Baltic division offers its clients solutions in the areas of:

  • Lending;
  • Leasing and factoring products;
  • Liquidity management and payment services;
  • Private Banking which serves the higher end of the private individual segment with wealth management services and advisory services.

All depreciation and amortization expenses (except for Asset Management) are attributed to this segment.

The Merchant Banking division has overall responsibility for servicing large and medium-sized companies, financial institutions, banks, and commercial real estate clients. Merchant Banking offers its clients integrated investment and corporate banking solutions, including the investment banking activities. Merchant Banking's main areas of activity include:

  • Lending and debt capital markets;
  • Trading in equities, currencies, fixed income, derivatives and futures;
  • Advisory services, brokerage, research and trading strategies within equity, fixed income and foreign exchange markets;
  • Cash management;
  • Custody and fund services;
  • Venture capital.

The Asset Management division's main business area is Institutional Clients– which provides asset management services to institutions, foundations and life insurance companies and is responsible for the investment management, marketing and sales of SEB's mutual funds.

The division offers a full spectrum of asset management and advisory services and its product range includes equity and fixed income, private equity, real estate and hedge fund management.

The Treasury division is overall responsible for cash management, liquidity management and internal financing between the Group divisions.

Operations and IT divisions are the Group's internal segments responsible for providing operations support and processing, as well as information technologies services for all Group's divisions. In addition, Operations divisions handles bookings, confirmations, payments and reconciliations, and customer service and support.

Staff Functions division has dedicated responsibilities in order to support the business units within own area of expertise: HR, finance, marketing and communication, credits and risk control, security, procurement and real estate, compliance, internal audit.

The geographical areas are not defined by the Group. All activities of the Group are performed on the territory of Republic of Lithuania. Revenues and expenses for services related to major non resident customers are immaterial for the purpose of these financial statements and are not presented to the chief operating decision maker.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 5 SEGMENT INFORMATION (CONTINUED)

Business segments of the Group for the year ended 31 December 2013 were as follows:

ltic
Ba
rch
Me
t
an
As
set
ff
Sta
Inf
ati
orm
on
Div
isio
n
nk
Ba
ing
Ma
ge
nt
na
me
Tre
asu
ry
Op
tio
era
ns
Fu
ion
nct
s
ch
log
Te
ies
no
Elim
ina
tio
ns
tal
To
Gr
ou
p
Int
st i
ere
nco
me
06
45
5,
4
02
0
1,
43 20
2,
115
- - - (
185
88
1)
,
472
36
1
,
al
Int
ern
-
13,
650
- 13 172
218
,
- - - (
185
88
1)
,
-
Ext
al
ern
-
44
1,
414
1,
02
0
30 29
89
7
,
- - - - 472
36
1
,
Int
st e
ere
xpe
nce
(
)
191
683
,
(
6)
56
(
3)
(
)
185
104
,
- - - 185
88
1
,
(
)
191
475
,
al
Int
ern
-
(
)
171
655
,
(
6)
56
(
3)
(
)
13,
657
- - - 185
88
1
,
-
al
Ext
ern
-
(
20
028
)
,
- - (
7)
171
44
,
- - - - (
191
)
475
,
Ne
issi
inc
t co
mm
on
om
e
874
183
,
26
2
12,
08
4
(
46
9)
- - - - 195
751
,
al
Int
ern
-
9,
153
- (
)
8,
684
(
9)
46
- - - - -
al
Ext
ern
-
174
721
,
262 768
20
,
- - - - - 195
751
,
fin
ial
e/
(ex
se)
Ne
inc
t
anc
om
pen
455
103
,
219 (
53)
(
)
673
- - - - 102
94
8
,
her
e/
(ex
se)
Ne
inc
t ot
om
pen
(
)
1,
671
- - 254 (
6)
(
11)
- - (
)
1,
434
/
Ne
ing
in
(ex
s)
t o
rat
pe
co
me
pe
nse
039
54
9,
935 071
12,
123
16,
(
6)
(
11)
- - 578
151
,
tal
ff c
nd
oth
To
sta
ost
s a
er
ad
min
istr
ativ
e e
xpe
nse
s
(
4)
26
9,
69
(
)
1,
055
(
)
3,
185
(
6)
58
126 1,
26
0
2,
40
8
- (
)
270
726
,
n/a
n/w
ff
De
cia
tio
rtis
atio
rite
pre
mo
o
(
)
16,
823
(
39)
(
31)
(
2)
(
)
253
(
6)
1,
89
(
)
2,
187
- (
1)
21,
23
Ca
ital
in/
(
los
)
ga
p
ses
18 - - - - 8 - - 26
tal
nt l
To
imp
air
me
oss
es
(
1)
42
69
,
- - - - - - - (
1)
42
69
,
fit
los
be
for
Pro
(
s)
e in
ta
co
me
x
219
84
9
,
(
159
)
8,
85
5
535
15,
(
133
)
(
639
)
22
1
- 24
3,
52
9
Inc
x (e
s)
e ta
om
xpe
nse
(
29
834
)
,
(
8)
(
1,
378
)
- - - - - (
31,
22
0)
fit
los
for
th
Ne
(
s)
t p
ro
e y
ea
r
190
015
,
(
167
)
7,
477
15,
535
(
133
)
(
639
)
22
1
- 212
30
9
,
tal
To
As
set
s
17,
88
2,
94
1
57,
03
1
176
24
,
7,
612
38
0
,
- - 732
1,
(
)
1,
98
7,
314
23
59
0,
94
6
,
tal
bil
To
Lia
itie
s
15,
30
2,
148
57,
198
709
15,
7,
59
9,
39
5
133 639 511
1,
(
1,
98
7,
314
)
20
98
9,
419
,
f in
ible
Ac
isit
ion
tan
o
qu
g
nd
ts a
ty,
a
sse
pro
per
lan
d e
ipm
t an
ent
p
qu
6,
80
7
- 106 - - - - - 6,
913

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 5 SEGMENT INFORMATION (CONTINUED)

For the year ended, 31 December 2013 reconciliation between Group's Segment reporting and financial statements is presented below:

Elim
ina
tio
ns
Se
t
gm
en
Re
rtin
g
po
In
in
ter
est
co
me
fro
He
dg
d
m
e
L&
R
he
Ot
r
ci
lin
g
rec
on
trie
en
s
Fin
cia
l
an
Sta
tem
ts
en
Int
st i
ere
nco
me
472
36
1
,
(
)
1,
376
470
98
5
,
Int
st e
ere
xpe
nce
(
191
475
)
,
9,
20
0
30 (
182
24
5)
,
Ne
iss
ion
inc
t co
mm
om
e
751
195
,
- 1,
39
5
197
146
,
fin
l in
Ne
ia
t
anc
com
e
102
94
8
,
(
0)
9,
20
26
7
94
015
,
her
Ne
inc
t o
t
om
e
(
43
4)
1,
- 22
6
7,
792
5,
Ne
ing
in
t o
rat
pe
co
me
151
57
8,
- 7,
54
2
58
5,
69
3
l st
f
f co
d o
her
To
ta
sts
t
a
an
dm
inis
tive
tra
a
ex
pen
ses
(
270
726
,
)
-
(
)
7,
517
(
278
24
3)
,
f
f
De
cia
tio
n/a
rtis
atio
n/w
rite
pre
mo
o
(
)
21,
231
(
25)
(
6)
21,
25
l lo
Ca
ita
p
sse
s
26 - - 26
l im
los
To
irm
ta
ent
pa
ses
(
1)
42
69
,
- - (
1)
42
69
,
fit
for
Pro
be
e in
ta
co
me
x
24
3,
52
9
- - 24
3,
52
9
Inc
x (e
s)
e ta
om
xpe
nse
(
31,
22
0)
- - (
31,
22
0)
fit
for
he
Ne
t p
t
ro
ye
ar
212
30
9
,
- - 212
30
9
,

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 5 SEGMENT INFORMATION (CONTINUED)

Business segments of the Group for the year ended 31 December 2012 were as follows:

ltic
Ba
ha
Me
nt
rc
As
set
f
f
Sta
for
tio
In
ma
n
Div
isio
n
nk
Ba
ing
Ma
nt
ge
na
me
Tre
as
ury
Op
tio
era
ns
Fu
ion
nct
s
hn
log
Te
ies
c
o
Elim
ina
tio
ns
l G
To
ta
rou
p
Int
st i
ere
nco
me
654
02
5
,
1,
02
4
104 36
0,
94
4
- - - (
)
38
8,
758
62
7,
33
9
l
Int
ern
a
-
95
152
,
1 71 534
293
,
- - - (
38
8,
758
)
-
Ext
l
ern
a
-
558
873
,
1,
02
3
33 410
67,
- - - - 62
7,
33
9
Int
st e
ere
xpe
nce
(
36
9,
70
6)
(
1,
06
3)
(
3)
(
376
55
1)
,
- - - 38
8,
758
(
35
8,
56
5)
l
Int
ern
a
-
(
29
3,
60
6)
(
06
3)
1,
(
3)
(
94
08
6)
,
- - - 38
8,
758
-
Ext
l
ern
a
-
(
)
76
100
,
- - (
5)
28
2,
46
- - - - (
5)
35
8,
56
Ne
iss
ion
inc
t co
mm
om
e
181
170
,
276 12,
06
4
(
1,
214
)
- - - - 181
30
7
,
l
Int
ern
a
-
8,
96
3
- (
837
)
7,
(
126
)
1,
- - - - -
l
Ext
ern
a
-
161
218
,
276 19,
90
1
(
)
88
- - - - 181
30
7
,
fin
l in
/
Ne
ia
(ex
se)
t
anc
com
e
pen
750
82
,
(
121
)
(
3)
(
174
)
- - - - 82
45
2
,
her
/
Ne
inc
(ex
se)
t o
t
om
e
pen
(
60
4)
1,
- 1 43
8
1,
(
60
)
(
16)
- - (
24
1)
ing
in
/
(ex
s)
Ne
t o
rat
pe
co
me
pe
nse
53
5,
64
6
116 163
12,
(
7)
15,
55
(
)
60
(
16)
- - 53
2,
29
2
l st
f
f co
d o
her
To
ta
sts
t
a
an
dm
inis
tive
tra
a
ex
pen
ses
(
30
7,
99
7)
(
90
8)
(
3,
44
8)
(
48
5)
92
8
613
2,
760
3,
- (
30
5,
53
7)
n/a
n/w
f
f
De
cia
tio
rtis
atio
rite
pre
mo
o
(
87
053
)
,
(
53)
(
56
)
(
2)
(
758
)
(
878
)
(
3,
433
)
- (
92
23
3)
,
l (
los
Ca
ita
)
p
ses
(
)
214
- - - (
21)
41 - - (
)
194
l im
ls
To
irm
ta
ent
pa
re
ver
sa
(
25
239
)
,
- - - - - - - (
25
23
9)
,
fit
los
be
for
Pro
(
s)
e in
ta
co
me
x
143
115
,
(
84
5)
8,
65
9
(
16,
04
4)
89 76
0
1,
32
7
- 109
08
9
,
x b
fit
Inc
(ex
)
e ta
om
ene
pen
ses
(
2)
20
54
,
(
1)
92
(
8)
1,
30
- - - - - (
)
22
771
,
fit
los
for
he
Ne
(
s)
t p
t
ro
ye
ar
94
60
1
,
(
6)
1,
76
7,
35
1
(
4)
16,
04
89 1,
76
0
32
7
- 86
318
,
l A
To
ta
ts
sse
18,
543
538
,
54
979
,
22
95
9
,
018
7,
69
2,
89 760
1,
32
7
(
3,
193
352
)
,
23
122
318
,
,
l Li
bi
liti
To
ta
a
es
16,
146
076
,
56
745
,
618
14,
160
712
7,
,
- - - (
3,
193
352
)
,
20
736
24
7
,
,
f in
ib
le
Ac
isit
ion
tan
qu
o
g
nd
ts a
ty,
a
sse
pro
per
lan
d e
ipm
t an
ent
p
qu
6,
793
- - - - - - - 12,
336

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 5 SEGMENT INFORMATION (CONTINUED)

For the year ended, 31 December 2012 reconciliation between Group's Segment reporting and financial statements is presented below:

Se
gm
t
en
Re
rtin
g
po
In
in
ter
est
co
me
fro
dg
d
He
m
e
L&
R
he
Ot
r
ci
lin
g
rec
on
trie
en
s
Fin
cia
l
an
Sta
tem
ts
en
Int
st i
ere
nco
me
339
627
,
- (
1,
88
8)
62
5,
45
1
Int
st e
ere
xpe
nce
(
358
56
5)
,
162
22
,
60
1
(
335
80
2)
,
Ne
iss
ion
inc
t co
mm
om
e
181
30
7
,
- 3,
34
1
184
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FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 6 NET INTEREST INCOME

The Group The Bank
2013 2012 2013 2012
470,985 623,735 Interest income: 470,505 623,745
83 1,700 on balances with Central Banks 83 1,700
10,999 23,077 on loans and advances to credit institutions 11,562 24,135
396,711 497,167 on loans and advances to customers 395,692 496,144
11,159 33,047 on government securities - loans and receivables 11,159 33,047
40,053 57,376 on finance leasing portfolio 40,059 57,384
2,252 2,332 on debt securities available for sale 2,222 2,299
9,728 9,036 on debt securities, designated at fair value 9,728 9,036
(182,245) (335,802) Interest expenses: (182,262) (335,879)
(100,666) (191,094) on amounts owed to credit institutions (100,683) (191,171)
(14,914) (57,125) on deposits from the public (14,914) (57,125)
(8,785) (28,501) on debt securities (8,785) (28,501)
- (3,786) on subordinated loans - (3,786)
(57,880) (55,296) deposits insurance expenses (57,880) (55,296)
288,740 287,933 Total net interest income 288,243 287,866

NOTE 7 IMPAIRMENT LOSSES ON LOANS, FINANCE LEASING RECEIVABLE AND OTHER ASSETS

The Group The Bank
2013 2012 2013 2012
Impairment losses on loans to credit institutions
2 - charge for the year, net 2 -
Impairment losses of impairment losses on loans to customers,
83,780 55,551 net 83,780 55,551
(3,109) (520) Recovered written off loans (3,109) (520)
80,673 55,031 Impairment (losses)/reversals of impairment losses on loans, net 80,673 55,031

Changes in impairment losses during the year 2013 and 2012 were as follows:

The Group The Bank
2013 2012 2013 2012
Impairment losses on loans as of 1 January
1,022,564 1,209,217 (note 22) 1,022,564 1,207,717
Impairment charged (credited) to income statement by
83,780 55,551 customer category, net: 83,780 55,551
18,361 14,801 Other corporate 18,361 14,801
46,106 21,515 Property management 46,106 21,515
10,633 21,888 Mortgage 10,633 21,888
8,680 (2,653) Other private individuals 8,680 (2,653)
(396,923) (241,927) Loans written off: (396,923) (240,427)
(61,038) (83,297) Other corporate (61,038) (81,797)
(305,037) (158,192) Property management (305,037) (158,192)
(30,848) (438) Private individuals (30,848) (438)
(471) (277) Effect of change in exchange rate (471) (277)
Impairment losses on loans as of
708,950 1,022,564 31 December 708,950 1,022,564

Impairment losses on loans relate to loans to customers and are specified in Note 22.

As of 31 December 2013 the Bank had LTL 1,101,443 thousand of individually impaired loans, gross of impairment losses (2012: LTL 1,773,081thousand). As of 31 December 2013 accrued interest on these loans amounted to LTL 403 thousand (2012: LTL 1,032 thousand). Deferred administration fee amounted to LTL 418 thousand for individually impaired loans to customers (2012: LTL 415 thousand).

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 7 IMPAIRMENT LOSSES ON LOANS, FINANCE LEASING RECEIVABLE AND OTHER ASSETS (CONTINUED)

Interest income on these loans for the year ended 31 December 2013 amounted to LTL 15,495 thousand (2012: LTL 26,338 thousand). Impaired loans referred to above are identified in accordance with the Bank's Credit Loss Instructions.

The Group and the Bank accounted for the following impairment losses for finance lease portfolio and other assets:

The Group The Bank
2013 2012 2013 2012
83,930 133,865 Impairment losses on finance lease portfolio 83,930 133,865
1,285 1,874 Impairment losses on other assets 1,285 1,874
Impairment losses on finance lease portfolio
85,215 135,739 and other assets as of 31 December 85,215 135,739

Changes in impairment losses for finance lease portfolio and other assets related to lease portfolio for the year ended 31 December 2013 and 2012 were as follows:

The Group The Bank
2013 2012 2013 2012
Impairment reversal on finance lease portfolio credited to
(34,191) (28,389) income statement (34,191) (28,389)
1,160 1,443 Investment property impairment loss (reversal) 1,160 1,443
2,700 264 Impairment losses on foreclosed assets 2,700 264
Result from sales of foreclosed assets according to
(3,084) (730) terminated lease portfolio agreements (3,084) (730)
(33,415) (27,412) Impairment reversal on finance lease portfolio and other assets related
to lease portfolio, net
(33,415) (27,412)
The Group The Bank
2013 2012 2013 2012
Impairment losses on finance lease portfolio as of
133,865 170,216
1 January (note 23)
133,865 170,216
Impairment reversal credited to income statement,
(34,191) (28,389)
net:
(34,191) (28,389)
(34,808) (28,305)
Corporate
(34,808) (28,305)
587 (84)
Private individuals
587 (84)
30 -
Other
30 -
(15,619) (7,962)
Finance leasing receivable written off
(15,619) (7,962)
(15,590) (7,883)
Corporate
(15,590) (7,883)
(29) (79)
Private individuals
(29) (79)
(125) -
Effect of change in exchange rate
(125) -
Impairment losses on finance lease portfolio
83,930 as of 31 December
133,865
83,930 133,865

Impairment losses on finance lease receivable are specified in Note 23.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 8 NET FEE AND COMMISSION INCOME

The Group The Bank
2013 2012 2013 2012
77 581 74 798 For money transfer operations 77 581 74 798
101 699 98 220 For payment cards services 101 699 98 220
10 779 9 306 For operations with securities 10 779 9 306
74 740 69 130 Other income on services and commissions 61 597 56 255
264 799 251 454 Income on services and commissions 251 656 238 579
(2 187) (2 108) For money transfer operations (2 187) (2 108)
(50 971) (49 116) For payment cards services (50 971) (49 116)
(2 405) (2 599) For operations with securities (2 405) (2 599)
(12 090) (12 983) Other expenses on services and commissions (11 292) (12 448)
(67 653) (66 806) Expenses on services and commissions (66 855) (66 271)

NOTE 9 DIVIDEND INCOME FROM SUBSIDIARIES

The table below presents dividends received by the Bank from it's subsidiaries:

2013 2012
UAB "SEB investicijų valdymas" 7,351 8,344
Total dividend income 7,351 8,344

NOTE 10 NET GAIN (LOSS) ON OPERATIONS WITH DEBT SECURITIES AND DERIVATIVE FINANCIAL INSTRUMENTS

The Group The Bank
2013 2012 2013 2012
Realised result from operations with debt securities
3,589 12,783 in trading portfolio 3,589 12,783
Unrealised result from operations with debt securities
(1,225) 1,632 in trading portfolio (1,225) 1,632
Result of available for sale portfolio designated for
(2,281) 3,840 fair value hedge (2,281) 3,840
Government securities - loans and receivables,
(7,093) (11,656) designated for fair value hedge (7,093) (11,656)
Result of Government securities designated at fair value through profit
(988) 1,844 (loss) (988) 1,844
Result of other financial assets designated at fair
223 (121) value through profit (loss) - -
Result of interest rate swap designated as hedging
418 (13,147) instrument 418 (13,147)
26,129 (6,496) Result of other derivatives 26,129 (6,496)
4,634 4,169 Result from other trading securities 4,634 4,169
Net gains (losses) on financial assets and derivative
23,406 (7,152) instruments accounted for at fair value 23,183 (7,031)

NOTE 11 NET FOREIGN EXCHANGE GAIN

The Group The Bank
2013 2012 2013 2012
56,883
54,048
Gain from foreign exchange trading 56,888 54,049
14,420
13,785
Unrealised translation gain 14,469 13,787
71,303 67,833 Net gain on foreign exchange 71,357 67,836

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 12 STAFF COSTS

The Group The Bank
2013 2012 2013 2012
96,546 106,007 Salaries and wages
Social security expenses (defined contribution plan
94,793 104,336
32,595 35,713 cost) 32,020 35,141
129,141 141,720 Total staff costs 126,813 139,477

The following numbers of full-time personnel were employed by the Group's companies as of 31 December 2013 and 2012:

2013 2012
AB SEB bankas 1,731 1,808
UAB "SEB investicijų valdymas" 9 13
UAB "SEB Venture Capital" 1 2
Total employees 1,741 1,823

Several employees of the Bank are also employed by subsidiary companies and vice versa.

NOTE 13 OTHER ADMINISTRATIVE EXPENSES

The Group The Bank
2013 2012 2013 2012
43,492 41,010 Rent and maintenance of premises 43,223 40,634
9,317 12,316 Depreciation property, plant and equipment 9,246 12,208
406 775 Depreciation of investment property 406 775
10,873 22,614 Audit and consulting expenses 10,733 22,482
47,485 32,139 Office equipment maintenance 47,485 32,139
7,596 10,085 Communication expenses 7,352 9,849
7,877 9,365 Payments for servicing organizations 7,812 9,266
5,740 6,609 Transport expenses 5,640 6,510
6,703 6,398 Advertising and promotion expenses 6,450 6,343
10,543 20,573 Amortisation of intangible assets 10,543 20,572
4,134 3,810 Other than income taxes 4,130 3,694
25 596 Depreciation of assets under operating lease 25 596
1,276 1,090 Employees training expenses 1,264 1,064
1,998 2,168 Insurance of banking operations 1,998 2,168
474 359 Charity and sponsorship 474 359
- 58,539 Intangible assets write off - 58,539
12,393 36,117 Other expenses 12,098 35,885
170,332 264,563 Total other administrative expenses 168,879 263,083

More information related the line 'Intangible assets write off' is provided in the Note 26, Intangible fixed assets.

The balance in the line 'Other expenses' for the year ended 2012 includes provision for the fine amounting to LTL 24,808 thousand that Competition Council imposed on the Bank (for more information see Note 44, Legal proceedings).

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 14 INCOME TAX EXPENSE

The Group The Bank
2013 2012 2013 2012
1,371 1,317 Current year tax charge - -
(149) Previous years related tax charge - (149)
29,849 21,346 Change in deferred tax assset and liability balance 29,834 20,434
31,220 22,514 Total income tax charge 29,834 20,285

Previous years related tax charge accounted for in 2012 LTL (149) thousand for the Group and the Bank represents adjustment updating profit tax payable figure estimated at year end.

The tax on the Group's and the Bank's profit before tax differs from the theoretical amount that would arise using the basic tax rate as follows:

The Group The Bank
2013 2012 2013 2012
243,529 107,373 Profit before tax 242,145 107,862
36,529 16,106 Tax calculated at a tax rate of 15% 36,322 16,179
(33,980) (22,364) Income not subject for tax (36,228) (23,745)
28,671 28,921 Expenses not deductible for tax purposes 29,740 28,000
- (149) Correction of previous period income tax - (149)
31,220 22,514 Total income tax charge 29,834 20,285

Starting from the year 2010 income tax rate in Lithuania is 15 percent.

Deferred tax

The Group The Bank
2013 2012 2013 2012
197,753 215,290 Assets at 1 January 197,706 214,331
(29,849) (21,346) Income statement charge (29,834) (20,434)
- 4,804 Deferred tax on change in value measurement of financial assets - 4,804
(273) (995) Other comprehensive income (273) (995)
167,632 197,753 Asset (liablity) at 31 December 167,600 197,706

As of 31 December 2013 and 2012 deferred income tax was calculated using 15 percent income tax rate.

The Group The Bank
2013 2012 2013 2012
Deferred tax assets
Revaluation of available for sales securities through
450 723 equity 450 723
- - Revaluation of securities - -
- 1,133 Revaluation of derivatives - 1,133
5,998 17,017 Amortisation and depreciation 5,998 17,016
8,344 7,881 Accrued expense 8,311 7,835
17,323 23,270 Impairment losses 17,323 23,270
141,158 152,416 Tax loss carried forward 141,158 152,416
173,273 202,440 Deferred tax assets, net 173,240 202,393
Deferred tax liability
Revaluation of available for sale securities through
2,718 4,124 income statement 2,718 4,124
235 563 Revaluation of trade securities 235 563
2,687 - Revaluation of derivatives 2,687 -
5,640 4,687 Deferred tax liability, net 5,640 4,687

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 14 INCOME TAX EXPENSE (CONTINUED)

As of 31 December 2013 the deferred tax asset related to tax losses recognised by the Bank is LTL 141,158 thousand of which LTL 1,623 thousand related to taxable losses from transactions with securities and derivatives. Tax losses could be offset with taxable profits for unlimited time. However not more than 70 per cent of yearly taxable profit could be offset with accumulated taxable loss starting from January 1, 2014.

In the Management opinion the Bank will utilize LTL 30 million of deferred tax asset within 12 month period from the date of these financial statements, respectively LTL 138 million after more then 12 months from the date of these financial statements

The amount of unused tax losses carried forward for the Group and the Bank is as follows:

The Group The Bank
2013 2012 2013 2012
Unused tax losses
941,052 1,016,111 Tax loss carried forward, unlimited use 941,052 1,016,111
941,052 1,016,111 Total unused tax losses 941,052 1,016,111

As of 31 December 2013 and 2012 income tax effect relating to components of other comprehensive income was as follows:

The Group The Bank
2013 2012 2013 2012
Fair value gains (losses) on available for sale
1,565 5,184 investment securities before tax amount 1,565 5,184
(273) (995) Tax (expenses) benefit (273) (995)
1,292 4,189 Fair value gains on available for sale
investment securities, net of tax amount
1,292 4,189

NOTE 15 EARNINGS PER SHARE

The Group
2013 2012
Net profit from continuing operations
attributable to the shareholders 212,309 84,859
Weighted average number of shares (000s) 15,441 15,441
Basic and diluted earnings per share (LTL) 13.75 5.50

NOTE 15 EARNINGS PER SHARE(CONTINUED)

Basic earnings per ordinary share is calculated by dividing net income attributable to equity holders by the weighted average number of ordinary shares in issue during the year. Diluted earnings per share is calculated by dividing net income by the weighted average number of ordinary shares in issue during the year to assume conversion of all dilutive potential ordinary shares. The Group has no dilutive potential ordinary shares.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 16 BALANCES WITH THE CENTRAL BANK

The Group The Bank
2013 2012 2013 2012
438,591 514,015 Obligatory reserves 438,591 514,015
47,963 64,749 Target deposits 47,963 64,749
448,769 424,169 Balance available for withdrawal 448,769 424,169
935,323 1,002,933 Total balances with the Central Bank 935,323 1,002,933

Obligatory reserves comprise 3 per cent (4 percent in 2012) of balance of public deposits with tenors not longer than 2 years calculated using data from the last day of the previous month. Central bank pays remuneration for reserves holding in central bank based on ECB deposit facility rate (0,00 % from 11 July 2012).

The line 'Target deposits' represents Bank's balance of funds that have been transferred by state enterprise Indėlių ir Investicijų Draudimas ('Deposit and Investment Insurance Fund') for payment of insurance compensations to Bank Snoras depositors (private individuals and companies within Vilnius County) when operation of Bank Snoras was suspended.

NOTE 17 DUE FROM BANKS

The Group The Bank
2013 2012 2013 2012
202,751 2,208,678 Current accounts 202,751 2,208,678
385,235 42,550 Overnight deposits 385,235 42,550
3,103,060 415,701 Term deposits 3,103,060 415,701
3,691,046 2,666,929 Total 3,691,046 2,666,929

Amounts due from Banks at 31 December 2013 have been due from counterparties with the rating not less than BBB- based on rating agency Standard & Poor's ratings except for LTL 153 million. that are due from the counterparties which are not rated and LTL 1 mln. from counterparty's that are under non - investment grade.

NOTE 18 GOVERNMENT SECURITIES AVAILABLE FOR SALE

The Group The Bank
52,911 As of 1 January 2012 51,921
54,114 Additions 54,114
(57,063) Disposals (56,706)
2,332 Interest income 2,299
Result of available for sale portfolio designated for
3,840 fair value hedge 3,840
4,766 Change in revaluation reserve in equity 4,766
60,900 As of 1 January 2013 60,234
Additions
(2,542) Disposals (2,512)
2,252 Interest income 2,222
Result of available for sale portfolio designated for
(2,281) fair value hedge (2,281)
1,565 Change in revaluation reserve in equity 1,565
59,895 As of 31 December 2013 59,228

Vast majority of government securities are debt securities issued by the Government of the Republic of Lithuania for the term of four years.

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 19 FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

The Group The Bank
2013 2012 2013 2012
- 1,260 Financial assets held for trading - equity instruments
Financial assets held for trading - securities of
- 1,260
79,161 143,050 Government of Republic of Lithuania
Financial assets designated at fair value (at initial
79,161 143,050
874,821 507,293 recognition) 830,452 464,234
953,982 651,603 Total financial assets designated at fair value 909,613 608,544

Financial assets designated at fair value (at initial recognition) represent AB SEB bankas subsidiary's UAB "SEB Venture Capital" investments in associates and the Bank's investment in Lithuanian Government securities. Upon initial recognition it is designated as at fair value through profit or loss because this investment is managed and it's performance is evaluated on a fair value basis in accordance with investment strategy. UAB "SEB Venture Capital" business is oriented to short and middle term profit from increase in fair value of investments.

The table below presents movement of financial assets designated at fair value.

The Group The Bank
41,505 As of 1 January 2012 -
462,429 Additions 460,754
- Disposals -
3,359 Revaluation 3,480
507,293 As of 1 January 2013 464,234
813,730 Additions 812,643
(453,154) Disposals (453,154)
6,952 Revaluation 6,729
874,821 As of 31 December 2013 830,452

The revaluation result on designated at fair value financial assets is accounted in income statement under net gain (loss) on operations with debt securities and derivative financial instruments.

The table below presents an analysis of Bank's trading debt securities and financial assets designated at fair value (at initial recognition) by rating agency designation at 31 December 2013 and 2012, based on Standard & Poor's ratings or their equivalent:

Securities of Government of
Republic of Lithuania
2013 2012
BBB 909,613 607,284
Total 909,613 607,284

The residual amount of the Group balance consists of UAB "SEB Venture Capital" investments in associates that are not rated.

NOTE 20 DERIVATIVE FINANCIAL INSTRUMENTS

The Bank utilises the following derivative instruments for both hedging and non-hedging purposes. Hedging relationship is properly documented. The hedging practices and accounting treatment is described in note 3 (l).

Receivable for interest rate and currency interest rate swaps amounting to LTL 184,911 thousand are due from the counterparties with internal risk classes that fall under the range from 6 till 11. Receivable for currency interest rate swaps amounting to LTL 68,667 thousand are due from the Parent company with internal risk class 3.

Interest rate derivatives

Equity derivatives

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 20 DERIVATIVE FINANCIAL INSTRUMENTS (CONTINUED)

Notional amount
31 December 2013 Purchase Sale Fair value
Assets
Liabilities
Foreign exchange derivatives
Currency forwards 192,555 192,609 1,867 1,907
Put options 14,048 14,048 90 90
Interest rate derivatives
Futures - -
Interest rate swaps 3,098,429 3,098,429 120,293 124,221
Interest rate swaps for hedging purposes 231,338 231,338 - 27,109
Currency interest rate swaps 3,986,090 3,986,090 133,286 113,914
Interest rate options 27,291 27,291 15 15
Equity derivatives
Index linked debt securities option 70,217 70,217 3,635 3,632
Derivative part of index linked deposit - - 47 -
Other derivatives
Commodity options 20,578 20,578 55 55
Total derivatives assets/liabilities 7,640,546 7,640,600 259,288 270,943
Notional amount Fair value
31 December 2012 Purchase Sale Assets Liabilities
Foreign exchange derivatives
Currency forwards 126,386 130,338 757 3,929
Currency swaps 854,768 854,768 498 1,405
Put options 3,122 3,122 35 35
Total derivatives assets/liabilities 9,831,100 9,829,873 326,230 380,892
Commodity options 27,919 27,919 953 949
Other derivatives

Index linked debt securities option 157,966 157,966 5,790 5,786 Derivative part of index linked deposit - - 53 -

Futures 5,179 - - 2 Interest rate swaps 3,855,786 3,855,786 179,271 188,683 Interest rate swaps for hedging purposes 403,978 403,978 - 42,093 Currency interest rate swaps 4,063,339 4,063,339 136,889 136,026 Interest rate options 332,657 332,657 1,984 1,984

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 21 LOANS TO CREDIT INSTITUTIONS

The table below presents loans to credit institutions split by counterparty country.

The Group The Bank
2013 2012 2013 2012
44,169 1,617 Sweden 44,169 1,617
20,477 - Turkey 20,477 -
13,829 2,726 Russian Federation 13,829 2,726
4,007 - Latvia 4,007 -
1,434 13 United States 1,434 13
1,013 - Viet Nam 1,013 -
790 - China 790 -
321 1,105 Belarus 321 1,105
31 - Netherlands 31 -
5 119 Germany 5 119
2 - Ireland 2 -
1 - United Kingdom 1 -
- 406 UAE - 406
- - Lithuania -
- 256 France - 256
86,079 6,242 Total loans to credit institutions 86,079 6,242
(2) - Less impairment losses on loans (2) -
86,077 6,242 Loans to credit institutions, net 86,077 6,242

Vast majority of loans to credit institutions are not secured by any collateral.

As of 31 December 2013 LTL 1 thousands of loans to credit institutions were past due more than 60 days. As of 31 December 2012 LTL 3 thousand were past due 8-30 days.

The table below presents an analysis of loans to credit institutions by rating agency designation at 31 December 2013 and 31 December 2012, based on Standard & Poor's ratings or their equivalent:

2013 2012
AA- 2 -
A+ 45,627 1,736
A 801 259
BBB - 1
BBB- 11,902 -
BB+ 20,897 1,093
BB 1,507 1,632
B- 200 1,105
CCC+ 121 -
Not available 5,020 416
86,077 6,242

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 22 LOANS TO CUSTOMERS

The Group employs a range of policies and practices to mitigate credit risk. The most traditional of these is the taking of collateral for loans granted, which is common practice. The Group implements guidelines on the acceptability of specific classes of collateral or credit risk mitigation. The principal collateral types for loans and receivables are presented below.

As of 31 December 2013 and 2012 the Bank's loans to customers against collateral type were as follows:

Property Other private
31 December 2013 Public management Other corporate Mortgage loans individuals Total
Loans secured by mortgage, real property 146 1,514,187 1,233,333 5,398,778 519,397 8,665,841
Loans secured by deposits and securities 284 85,566 86,709 8,861 9,107 190,527
Loans secured by guarantees of government
and banks - 32,873 67,089 - - 99,962
Accounts receivable and debtors 4,149 512,878 1,111,124 3,727 1,163 1,633,041
Inventories and equipment 282 4,402 750,650 10 9 755,353
Other collateral 433 504,169 1,481,486 636,094 35,604 2,657,786
Unsecured loans 403,741 41,767 1,138,503 57,287 256,927 1,898,225
Total loans to customers 409,035 2,695,842 5,868,894 6,104,757 822,207 15,900,735
31 December 2012
Loans secured by mortgage, real property - 1,885,238 1,257,194 5,430,724 590,104 9,163,260
Loans secured by deposits and securities 205 85,113 93,591 11,148 19,366 209,423
Loans secured by guarantees of government
and banks - 2,347 73,115 80 - 75,542
Accounts receivable and debtors 6,391 739,820 1,199,977 4,230 1,718 1,952,136
Inventories and equipment 354 5,955 685,146 6 9 691,470
Other collateral 193 421,434 1,024,416 709,850 39,853 2,195,746
Unsecured loans 436,097 52,646 1,580,838 62,278 272,608 2,404,467
Total loans to customers 443,240 3,192,553 5,914,277 6,218,316 923,658 16,692,044

Loan's amount was split proportionally to collateral value, if there were several types of collateral pledged for the same loan.

As of 31 December 2013 loans with floating interest rate made 74.66 percent of the Bank's total loan portfolio (2012: 72.12 percent). As of 31 December 2013 included in the above amounts of loans secured by deposits and securities is reversed repo transactions equal to LTL 794 thousand (of which LTL 10 thousand is accrued interest) with securities in amount of LTL 1,817 thousand (2012: LTL 6,157 thousand and LTL 10,236 thousand respectively), which includes: equity (LTL 776 thousand), funds (LTL 236 thousand), bonds (LTL 693 thousand) and equity linked debt securities (LTL 112 thousand).

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 22 LOANS TO CUSTOMERS (CONTINUED)

As of 31 December 2013 and 2012 the Bank's loans to customers by customer category were as follows:

2013 2012
Neither past due nor impaired:
Property management 1,839,633 1,703,192
Other corporate 5,240,252 5,232,199
Public 405,892 440,894
Mortgage loans 5,531,136 5,537,161
Other private individuals 636,752 704,829
Total neither past due nor impaired 13,653,665 13,618,275
Past due but not impaired:
Property management 175,704 223,641
Other corporate 246,832 217,318
Public 3,143 2,346
Mortgage loans 559,906 656,305
Other private individuals 160,058 187,453
Total past due but not impaired 1,145,643 1,287,063
Impaired individually assesed loans:
Property management 680,505 1,265,720
Other corporate 381,810 464,760
Public - -
Mortgage loans 13,715 16,095
Other private individuals 25,397 27,123
Total impaired individually assesed loans 1,101,427 1,773,698
Total loans by customer category:
Property management 2,695,842 3,192,553
Other corporate 5,868,894 5,914,277
Public 409,035 443,240
Mortgage loans 6,104,757 6,209,561
Other private individuals 822,207 919,405
Total loans by customer category 15,900,735 16,679,036
Less impairment losses on loans:
Property management (211,182) (470,368)
Other corporate (174,751) (217,639)
Public - -
Mortgage loans (229,527) (241,627)
Other private individuals (93,490) (92,930)
Total impairment losses on loans (708,950) (1,022,564)
Loans to customers, net 15,191,785 15,656,472

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 22 LOANS TO CUSTOMERS (CONTINUED)

The table below presents analysis of impaired individually assessed loans as of 31 December 2013 and 2012:

2013 2012
Impaired individually assesed loans:
Property management 680,504 1,265,720
Other corporate 381,811 464,760
Public - -
Mortgage loans 13,715 16,095
Other private individuals 25,397 27,123
Total impaired individually assesed loans 1,101,427 1,773,698
Less impairment losses on individually assesed loans:
Property management (183,937) (444,963)
Other corporate (131,480) (188,361)
Public - -
Mortgage loans (10,442) (12,177)
Other private individuals (20,069) (11,309)
Total impairment losses on individually assesed loans (345,928) (656,810)

The credit quality of the portfolio of loans to customers that were neither past due nor impaired can be assessed by reference to the internal rating system adopted by the Group. The analysis of the Bank's loans to customers by classes is as follows:

Property Other private
Public management Other corporate Mortgage loans individuals Total
31 December 2013
3 – 7 risk classes 116,518 130,417 832,960 - - 1,079,895
8 risk class 140,410 68,615 497,989 - - 707,014
9 risk class 43,581 580,433 1,525,325 - - 2,149,339
10 risk class 14,144 447,681 1,390,793 - - 1,852,618
11 risk class - 274,724 317,465 - - 592,189
12 risk class - 180,121 242,761 - - 422,882
13 – 16 risk class 91,239 152,477 229,120 - - 472,836
Homogeneous credits groups - 5,165 203,839 5,531,136 636,752 6,376,892
Total neither past due nor
impaired 405,892 1,839,633 5,240,252 5,531,136 636,752 13,653,665
31 December 2012
3 – 7 risk classes 2,729 31,196 643,281 - - 677,206
8 risk class 152,341 148,042 874,913 - - 1,175,296
9 risk class 148,439 198,162 1,352,119 - - 1,698,720
10 risk class 26,089 501,923 1,154,481 - - 1,682,493
11 risk class 590 252,875 456,450 - - 709,915
12 risk class 110,706 339,856 193,668 - - 644,230
13 – 16 risk class - 227,025 395,171 - - 622,196
Homogeneous credits groups - 4,113 162,116 5,537,161 704,829 6,408,219
Total neither past due nor
impaired 440,894 1,703,192 5,232,199 5,537,161 704,829 13,618,275

The table below presents assessment of Homogeneous credits groups by internal rating categories:

2013 2012
A 4,913,431 4,852,071
B 504,316 522,964
C 207,409 226,937
D 501,328 520,745
E 247,090 281,776
Not rated 3,318
6,376,892 6,408,219

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 22 LOANS TO CUSTOMERS (CONTINUED)

The Group's loans differ from the Bank's loans to customers by loans granted by venture capital subsidiary and the loan granted to this subsidiary. Loans granted by UAB "SEB Venture capital" as of 31 December 2013 amounted to LTL 12,662 thousand (2012: LTL 11,642 thousand). Loans granted by venture capital subsidiary are classified as neither past due nor impaired loans granted to other corporate and these are not secured.

There are the following homogeneous groups used by the Group: mortgage loans, consumer loans, small corporate loans and credit cards. Loans to private individuals (consumer and mortgage backed loans) and small corporate are assessed using scoring methods at the moment loan is granted. Afterwards they are monitored according to their overdue status. Therefore, for credit risk management purposes, loans to private individuals neither past due nor impaired are viewed as standard loans.

As of 31 December 2013 and 2012 loans to customers past due but not impaired and fair value of collateral were as follows:

Public Property
management
Other corporate Mortgage loans Other private
individuals
Total
31 December 2013
Loans past due but not impaired:
past due up to 7 days 2,806 14,287 59,194 89,569 9,253 175,109
past due 8-30 days 337 3,194 126,219 100,635 14,350 244,735
past due 31 - 60 days - 1,539 12,995 55,835 10,975 81,344
past due over 60 days - 156,684 48,424 313,867 125,480 644,455
Total past due but not impaired 3,143 175,704 246,832 559,906 160,058 1,145,643
Fair value of collateral pledged - 167,326 107,230 466,760 79,778 821,094
31 December 2012
Loans past due but not impaired:
past due up to 7 days 854 23,923 65,840 98,309 14,163 203,089
past due 8-30 days 1,492 29,921 51,579 119,734 18,683 221,409
past due 31-60 days - 35,006 40,175 65,033 8,608 148,822
past due over 60 days - 134,791 59,724 381,984 150,252 726,751
Total past due but not impaired 2,346 223,641 217,318 665,060 191,706 1,300,071
Fair value of collateral pledged - 218,464 117,364 578,304 108,408 1,022,540

The major part of loans past due up to 7 days are past due because of technical reasons and do not indicate difficulties to fulfil financial obligations to the Bank. Loans, that as at 31 December 2013 were past due up to 7 days and instalments were paid during January 2014, amount LTL 148,270 thousand (2012: LTL 173,170 thousand), of which: public sector – the whole amount for year 2013 and 2012, property management – the whole amount for year 2013 and 2012, other corporate – LTL 46,431 thousand (2012: LTL 57,314 thousand), mortgage loans – LTL 76,735 thousand (2012: LTL 79,174 thousand), other private individuals – LTL 8,011 thousand (2012: LTL 11,905 thousand).

As of 31 December 2013 and 2012 impaired loans to customers and fair value of collateral were as follows:

Public Property
management
Other corporate Mortgage loans Other private
individuals
Total
31 December 2013
Impaired individually assesed loans - 680,505 381,810 13,715 25,397 1,101,427
Fair value of collateral pledged - 469,684 203,821 3,595 6,016 683,116
31 December 2012
Impaired individually assesed loans - 1,265,720 464,760 16,095 27,123 1,773,698
Fair value of collateral pledged - 765,875 225,692 3,917 12,745 1,008,229

The Bank considers a loan in a homogeneous group to which impairment has been allocated on a collective basis as not being impaired for the purposes of IFRS 7 disclosures until the loss can be specifically identified with the loan.

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 23 FINANCE LEASE RECEIVABLE

The Group The Bank
2013 2012 2013 2012
Gross finance lease receivable
567,436 528,339 -Falling due within one year 567,473 528,396
908,342 969,659 -Falling due from one to five years 908,446 969,762
105,213 236,471 -Falling due after five years 105,213 236,471
1,580,991 1,734,469 Total gross finance lease receivable 1,581,132 1,734,629
Unearned finance income
(27,873) (35,267) -Falling due within one year (27,873) (35,267)
(35,790) (53,055) -Falling due from one to five years (35,790) (53,055)
(5,145) (9,523) -Falling due after five years (5,145) (9,523)
(68,808) (97,845) Total unearned finance income (68,808) (97,845)
(83,930) (133,865) Less impairment losses on finance lease receivable (83,930) (133,865)
1,428,253 1,502,759 Total finance lease receivable, net 1,428,394 1,502,919

As of 31 December 2013 there were no unguaranteed residual values (2012: LTL 119 thousand).

As of 31 December 2013 finance lease contracts with floating interest rate reached 87.87 percent of leasing portfolio (2012: 88.49 percent).

As of 31 December 2013 and 2012 finance lease receivable by customer category were as follows:

The Group The Bank
2013 2012 2013 2012
Neither past due nor impaired:
1,141,360 1,152,210 Corporate 1,141,501 1,152,370
46,593 49,354 Private individuals 46,593 49,354
8,407 13,448 Other 8,407 13,448
1,196,360 1,215,012 Total neither past due nor impaired 1,196,501 1,215,172
Past due but not impaired:
81,584 136,465 Corporate 81,584 136,465
4,148 4,767 Private individuals 4,148 4,767
585 11 Other 585 11
86,317 141,243 Total past due but not impaired 86,317 141,243
Impaired finance lease receivable:
226,893 277,864 Corporate 226,893 277,864
2,500 2,505 Private individuals 2,500 2,505
113 - Other 113 -
229,506 280,369 Total impaired finance lease receivable 229,506 280,369
Total finance lease receivable by customer category:
1,449,837 1,566,539 Corporate 1,449,978 1,566,699
53,241 56,626 Private individuals 53,241 56,626
9,105 13,459 Other 9,105 13,459
1,512,183 1,636,624 Total finance lease receivable by customer category 1,512,324 1,636,784
Less impairment losses on finance lease receivable:
(80,323) (130,846) Corporate (80,323) (130,846)
(3,577) (3,019) Private individuals (3,577) (3,019)
(30) - Other (30) -
(83,930) (133,865) Total impairment losses on finance lease receivable by customer (83,930) (133,865)
1,428,253 1,502,759 Finance lease receivable, net 1,428,394 1,502,919

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 23 FINANCE LEASE RECEIVABLE (CONTINUED)

The credit quality of the Bank's finance lease receivable portfolio that were neither past due nor impaired can be assessed by reference to the internal rating system adopted by the Group.

Private
Corporate individuals Other Total
31 December 2013
4 – 7 risk classes 20,032 - 4,931 24,963
8 risk class 33,876 - 86 33,962
9 risk class 222,155 - 668 222,823
10 risk class 517,277 - 203 517,480
11 risk class 117,479 - 282 117,761
12 risk class 43,410 - - 43,410
13-16 risk class 65,992 - 114 66,106
Homogeneous credits groups 121,280 46,593 2,123 169,996
Total neither past due nor impaired 1,141,501 46,593 8,407 1,196,501
31 December 2012
4 – 7 risk classes 10,932 - 10,670 21,442
8 risk class 54,904 - 1,164 56,068
9 risk class 224,646 - - 224,646
10 risk class 416,249 - 575 416,824
11 risk class 193,646 - 609 194,255
12 risk class 71,196 - 200 71,396
13-16 risk class 67,382 - 213 67,595
Homogeneous credits groups 113,415 49,354 17 162,786
Total neither past due nor impaired 1,152,370 49,354 13,448 1,215,172

As of 31 December 2013 and 2012 finance lease receivable past due but not impaired and fair value of collateral were as follows:

Corporate Private Other Total
31 December 2013
Loans past due but not impaired:
past due up to 30 days 68,385 2,124 548 71,057
past due 31 - 60 days 2,721 1,597 - 4,318
past due over 60 days 10,478 427 37 10,942
Total past due but not impaired 81,584 4,148 585 86,317
Fair value of collateral pledged 73,655 2,878 229 76,762
31 December 2012
Loans past due but not impaired:
past due up to 30 days 72,694 3,067 11 75,772
past due 31 - 60 days 47,959 885 - 48,844
past due over 60 days 15,812 815 - 16,627
Total past due but not impaired 136,465 4,767 11 141,243
Fair value of collateral pledged 87,447 5,693 - 93,140

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 23 FINANCE LEASE RECEIVABLE (CONTINUED)

Impaired finance leases receivable amounts and fair value of collateral as of 31 December 2013 and 2012:

Corporate Private Other Total
31 December 2013
Impaired loans 226,893 2,500 113 229,506
Fair value of collateral pledged 113,137 - 62 113,199
31 December 2012
Impaired loans 277,864 2,505 - 280,369
Fair value of collateral pledged 249,870 - 16 252,916

Finance lease receivable concentration exposure by type of collateralised leased assets per financial class category is presented in the table below:

Corporate Private Other Total
31 December 2013
Trucks and other vehicles 443,288 - 103 443,391
Real estate 403,636 4,683 113 408,432
Cars and mini-vans 284,018 48,533 8,492 341,043
Manufacturing equipment 206,668 - - 206,668
Shop equipment 1,660 - - 1,660
Construction equipment 38,164 - - 38,164
Agricultural equipment 31,101 - 32 31,133
Office equipment 5,825 - 1 5,826
Medical equipment 1,821 25 364 2,210
Railway wagons and containers 32,244 - - 32,244
Water transport means 64 - - 64
Other assets 1,490 - - 1,490
Total finance lease receivable by type of collateral 1,449,978 53,241 9,105 1,512,324
31 December 2012
Trucks and other vehicles 458,724 30 202 458,956
Real estate 514,859 5,055 188 520,102
Cars and mini-vans 250,345 51,437 13,069 314,851
Manufacturing equipment 237,680 - - 237,680
Shop equipment 2,666 - - 2,666
Construction equipment 40,001 1 - 40,002
Agricultural equipment 16,644 36 - 16,680
Office equipment 4,390 - - 4,390
Medical equipment 1,535 67 - 1,602
Railway wagons and containers 37,476 - - 37,476
Water transport means 99 - - 99
Other assets 2,280 - - 2,280
Total finance lease receivable by type of collateral 1,566,699 56,626 13,459 1,636,784

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 24 INVESTMENT SECURITIES

Loans and Receivables Reclassification

On 31 October 2008, the management of the Bank, based on amendments of IAS 39 and IFRS 7, decided to reclassify fixed interest income securities into loans and receivables category. Carrying value of the securities as of 31 Dec 2013 amounted to LTL 191,126 thousand (2012: LTL 386,010 thousand), fair value is disclosed in table in Accounting policies part Fair values.

As of 31 December 2013 and for the year ended 31 December 2013 if the Group and the Bank had not reclassified financial assets to loans and receivables, revaluation reserve (deficit) of financial assets in equity would have been lower by LTL 3,2 million (2012: LTL 5,6 million), and result from revaluation of securities in income statement would have been lower by LTL 8,0 million (2012: LTL 2,5 million) respectively.

Available for Sale, Held to Maturity and Loans and Receivables

The breakdown of the investment securities – available for sale, held to maturity and loans and receivables may be summarised as follows:

The Group The Bank
2013 2012 2013 2012
Securities available for sale:
200 200 AB Panevezio Energija 200 200
200 200 Total investment securities available for sale 200 200

The above securities are not rated.

The changes in investment securities for the year 2013 were as follows:

The Group The Bank
Available-for Held to Loans and Available-for Held to Loans and
sale maturity receivables sale maturity receivables
376 14,148 1,588,260 January 1, 2012 376 14,148 1,588,260
(17) (336) - Foreign exchange differences on monetary assets (17) (336) -
- - - Additions - - -
(425) - (1,221,029) Disposal (425) - (1,221,029)
- - 35,098 Interest income - - 35,098
(153) - (16,319) Recognised result in income statement (153) - (16,319)
419 - - Change in revaluation reserve in equity 419 - -
200 13,812 386,010 January 1, 2013 200 13,812 386,010
- (510) - Foreign exchange differences on monetary assets - (510) -
- - - Additions - - -
- - (198,950) Disposal - - (198,950)
- - 11,159 Interest income - - 11,159
- - (7,093) Recognised result in income statement - - (7,093)
200 13,302 191,126 December 31, 2013 200 13,302 191,126

All loans and receivables presented in the table above are subject to fair value hedge as described in note 3(l). Recognised result in income statement amounting to LTL 7,093 thousand (2012: LTL 16,319 thousand) relates to fair value hedge impact accounted through income statement.

The tables below present an analysis of credit quality of Bank's investment securities accounted as Held-to-maturity and loans and receivables based on Standard & Poor's ratings or their equivalent.

Ratings at 31 December 2013

Held to
maturity
Loans and
receivables
A 13,302 -
BBB - 191,126
13,302 191,126

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 24 INVESTMENT SECURITIES (CONTINUED)

Ratings at 31 December 2012

2012
Held to Loans and
maturity receivables
A 13,812 -
BBB - 386,010
13,812 386,010

NOTE 25 INVESTMENTS IN SUBSIDIARIES

The Group The Bank
2013 2012 2013 2012
Securities accounted for under cost method:
- - UAB "SEB Venture Capital" 25,000 25,000
- - UAB "SEB investicijų valdymas" 9,900 9,900
- - Total investments in subsidiaries 34,900 34,900

On November 23, 2013 the Bank's subsidiary AB "SEB lizigas" has been merged to AB SEB bankas. The reorganisation model is in line with that described under paragraph 3 of Item 2 of Article 41 of the Law on Profit, i. e. "the entire assets, rights and obligations of an entity that ceases its activities without applying a winding-up procedure get vested in the entity that has a 100 per cent stake in its authorised capital (100 per cent of shares reflecting its capital)"

According to the accounting policy such merger is accounted using pooling of interest method (Predecessor accounting) which implies that when merging carrying amounts at the highest consolidated level are used. The income statement reflects the results of the entities for the full year irrespective of when the combination took place (see Note 3 c).

Comparative information for the Bank is presented also including AB "SEB lizingas" balances (i.e. if the combination already happened) unless otherwise stated.

UAB "SEB Venture Capital" is a fully owned subsidiary involved in venture capital activities.

UAB "SEB investicijų valdymas" is a fully owned subsidiary of the Bank, engaged in provision of investments' management services. The audited financial statements of subsidiaries are available at the Bank and the respective subsidiary.

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 26 INTANGIBLE FIXED ASSETS

As of 31 December 2013 and 2012 intangible assets of the Group and the Bank consisted of the following:

The Group The Bank
Software and other Software and other
intangible fixed assets intangible fixed assets
Cost
279,045 31 December 2011 278,799
4,432 Additions 4,432
(122,601) Write off/Disposals (122,535)
160,876 31 December 2012 160,696
Accumulated amortisation
and impairment
146,075 31 December 2011 145,830
20,573 Charge for the year 20,572
(64,032) Amorisation of write off/disposals (63,966)
102,616 Transfer to disposable group classified as
31 December 2012
102,436
160,876 Costs
31 December 2012
160,696
522 Additions 522
(10,167) Write off/Disposals (10,167)
151,231 31 December 2013 151,051
Accumulated amortisation
and impairment
102,616 31 December 2012 102,436
10,543 Charge for the year 10,543
(10,167) Amorisation of write off/disposals (10,167)
102,992 31 December 2013 102,812
Net book value
58,260 31 December 2012 58,260
48,239 31 December 2013 48,239

The new core banking platform was introduced in 2010 at cost of LTL 219,638 thousand. Estimated amortisation period for the asset was 8 years.

Annual inventorisation held at the end of 2012 indicated that part of core banking system is unused due to the optimisation/replacement of some of it's parts. Therefore decision has been taken to write off not used part of core banking system amounting to net book value of LTL 58,5 million. Amortisation period has not been revised. After partial write off this system's net book value at 31 December 2013 was LTL 39,627 thousand (LTL 47,941 thousand at 31 December 2012). Annual inventorisation at the end of 2013 did not revealed any impairment indications.

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 27 PROPERTY, PLANT AND EQUIPMENT

As of 31 December 2013 and 2012 property, plant and equipment of the Group consisted of the following:

The Group
Buildings and other
real estate
Computer
equipment
Office equipment
and other PPE
Total property,
plant and
equipment
Cost
31 December 2011 11,636 96,891 51,453 159,980
Additions - 2,002 359 2,361
Disposals, write-offs and reclassifications (3,597) (6,284) (8,650) (18,531)
31 December 2012 8,039 92,609 43,162 143,810
Accumulated depreciation
31 December 2011 7,636 75,959 43,264 126,859
Charge for the year 1,172 7,653 3,491 12,316
Depreciation of disposals, write-offs and
reclassifications (3,520) (6,263) (8,227) (18,010)
31 December 2012 5,288 77,349 38,528 121,165
Cost
31 December 2012 8,039 92,609 43,162 143,810
Additions - 4,902 6,914 11,816
Disposals, write-offs and reclassifications (1,276) (19,189) (3,388) (23,853)
31 December 2013 6,763 78,322 46,688 131,773
Accumulated depreciation
31 December 2012 5,288 77,349 38,528 121,165
Charge for the year 853 5,873 2,591 9,317
Depreciation of disposals, write-offs and
reclassifications (939) (19,189) (3,224) (23,352)
31 December 2013 5,202 64,033 37,895 107,130
Net book value
31 December 2012 2,751 15,260 4,634 22,645
31 December 2013 1,561 14,289 8,793 24,643

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 27 PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

As of 31 December 2013 and 2012 property, plant and equipment of the Bank consisted of the following:

The Bank
Buildings and other
real estate
Computer
equipment
Office equipment
and other PPE
Total property,
plant and
equipment
Cost
31 December 2011 11,636 96,779 51,005 159,420
Additions - 2,000 348 2,348
Disposals, write-offs and reclassifications (3,597) (6,273) (8,593) (18,463)
31 December 2012 8,039 92,506 42,760 143,305
Accumulated depreciation
31 December 2011 7,636 75,859 43,103 126,598
Charge for the year 1,172 7,646 3,390 12,208
Depreciation of disposals, write-offs and
reclassifications (3,520) (6,253) (8,179) (17,952)
31 December 2012 5,288 77,252 38,314 120,854
Cost
31 December 2012 8,039 92,506 42,760 143,305
Additions - 4,884 6,826 11,710
Disposals, write-offs and reclassifications (1,276) (19,148) (3,280) (23,704)
31 December 2013 6,763 78,242 46,306 131,311
Accumulated depreciation
31 December 2012 5,288 77,252 38,314 120,854
Charge for the year 853 5,868 2,525 9,246
Depreciation of disposals, write-offs and
reclassifications (939) (19,148) (3,171) (23,258)
31 December 2013 5,202 63,972 37,668 106,842
Net book value
31 December 2012 2,751 15,254 4,446 22,451
31 December 2013 1,561 14,270 8,638 24,469

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 28 INVESTMENT PROPERTY

As of 31 December 2013 and 2012 investment property of the Group and the Bank consisted of the following:

The Group The Bank
Costs
63,723 31 December 2011 63,723
2,256 Taken over/Additions 2,256
(40,593) Disposals (40,593)
25,386 31 December 2012 25,386
Accumulated depreciation and impairment
1,231 31 December 2011 1,231
775 Depreciation for the year 775
(1,141) Disposals (1,141)
865 31 December 2012 865
Impairment loss
21,790 31 December 2011 21,790
(14,071) Reversal of impairment loss attributable to disposed assets (14,071)
2,570 Impairment loss on assets taken over 2,570
10,289 31 December 2012 10,289
Costs
25,386 31 December 2012 25,386
9,904 Taken over/Additions 9,904
(17,952) Disposals (17,952)
17,338 31 December 2013 17,338
Accumulated depreciation and impairment
865 31 December 2012 865
406 Depreciation for the year 406
(155) Disposals (155)
1,116 31 December 2013 1,116
Impairment loss
10,289 31 December 2012 10,289
(9,909) Reversal of impairment loss attributable to disposed assets (9,909)
1,795 Impairment loss on assets taken over 1,795
2,175 31 December 2013 2,175
Net book value
14,232 31 December 2012 14,232
14,047 31 December 2013 14,047

The fair value of investment property was established in compliance with the procedures adopted within the SEB group. The valuation of real estate was carried out by AB SEB bankas authorised employees, based on discounted cash flow model created by Corporate Customers and Industry Analysis Department (ICA) and approved within SEB. The fair value of investment property does not differ materially from its book value as at 31 December 2013 and 31 December 2012.

The major amount of investment property are foreclosed leased assets (land and buildings) taken over from the clients.

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 29 OTHER ASSETS, NET

The Group The Bank
2013 2012 2013 2012
Financial other assets
673 1,164 Advances paid for assets to be leased 673 1,164
8,406 - Amounts receivable for cash exported 8,406 -
Amounts of executed bank transfers not yet settled against customers'
86,208 76,377 accounts 86,208 76,377
70 407 Amounts outstanding for clearance 70 407
4,471 4,862 Accrued income 6,126 6,030
178 226 Current lease receivable 178 226
4,162 808 Other financial assets 4,162 808
104,168 83,844 Total other financial assets 105,823 85,012
Non financial other assets
934 2,285 Assets not yet leased 934 2,285
15,946 15,755 Deferred expenses 15,932 15,737
821 649 Tax receivables 296 10
9,419 11,309 Other assets, net of impairment allowances 7,310 9,039
27,120 29,998 Total non financial other assets 24,472 27,071
131,288 113,842 Total other assets, net 130,295 112,083

NOTE 30 DUE TO CREDIT INSTITUTIONS

The Group The Bank
2013 2012 2013 2012
3,411,920 2,098,200 Falling due within one year 3,411,920 2,098,200
3,765,904 4,691,096 Falling due after one year 3,765,904 4,691,096
7,177,824 6,789,296 Total amounts due to credit
institutions
7,177,824 6,789,296

NOTE 31 DEPOSITS FROM THE PUBLIC

The Group The Bank
2013 2012 2013 2012
9,601,359 8,889,388 Current and demand deposits 9,607,282 8,897,226
3,483,762 3,807,718 Term deposits falling due within one year 3,498,667 3,819,397
139,736 99,994 Term deposits falling due after one year 139,736 99,994
13,224,857 12,797,100 Total deposits from the public 13,245,685 12,816,617
The Group The Bank
2013 2012 2013 2012
5,394,751 5,290,893 Corporate customers' deposits and accounts 5,415,579 5,310,410
7,830,106 7,506,207 Individual customers' deposits and accounts 7,830,106 7,506,207
13,224,857 12,797,100 Total deposits from the public 13,245,685 12,816,617

According to current requirement of Deposit Insurance Fund all banks in Lithuania have to make annual deposit insurance fund payments of 0.45 percent for deposits of private individuals and corporate customers nominated in LTL, USD, EUR and other European Union countries' currencies.

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 32 DEBT SECURITIES IN ISSUE

The Group Interest rate % The Bank
2013 2012 2013 2012 2013 2012
Debt securities in issue:
Debt securities issued in 2009:
- 20,997 index linked debt securities due 2013 - - - 20,997
Debt securities issued in 2010:
- 80,614 index linked debt securities due 2013 - - - 80,614
21,108 20,753 index linked debt securities due 2014 - - 21,108 20,753
- 347,170 undated subordinated notes - 4.691 - 347,170
Debt securities issued in 2011
- 10,482 index linked debt securities due 2013 - - - 10,482
30,649 29,765 index linked debt securities due 2014 - - 30,649 29,765
1,441 1,396 index linked debt securities due 2015 - - 1,441 1,396
4,249 4,091 index linked debt securities due 2016 - - 4,249 4,091
3,767 3,657 index linked debt securities due 2017 - - 3,767 3,657
Debt securities issued in 2012
- 16,828 index linked debt securities due 2013 - - - 16,828
1,902 1,872 index linked debt securities due 2014 - - 1,902 1,872
11,122 10,889 index linked debt securities due 2015 - - 11,122 10,889
5,788 5,633 index linked debt securities due 2016 - - 5,788 5,633
7,182 6,869 index linked debt securities due 2017 - - 7,182 6,869
Debt securities issued in 2013
8,260 - index linked debt securities due 2014 - - 8,260 -
19,464 - index linked debt securities due 2016 - - 19,464 -
2,624 - index linked debt securities due 2017 - - 2,624 -
117,556 561,016 Total debt securities in issue 117,556 561,016

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 33 ACCRUED EXPENSES, DEFERRED INCOME, OTHER LIABILITIES AND PROVISIONS

The Group The Bank
2013 2012 2013 2012
Other financial liabilities
15,085 9,398 Amounts outstanding for clearance 15,085 9,398
47,963 64,749 Deposit Insurance Fund amounts owed to Snoras depositors 47,963 64,749
4,750 4,544 Prepayments for finance lease 4,750 4,544
Accounts payable for assets purchased under finance
2,041 5,466 lease 2,041 5,466
1,583 6,154 Provisions for off balance sheet items 1,583 6,154
31,735 16,880 Factoring payables 31,735 16,880
8,377 1,811 Other financial liabilities 8,377 1,811
111,534 109,002 Total other financial liabilities 111,534 109,002
Non financial liabilities
962 2,424 Accrued taxes 934 2,403
18,917 19,005 Vacation reserve accrual 18,736 18,724
8,488 8,138 Prepayments for operating lease 8,488 8,138
4,348 6,840 Other liabilities 4,304 6,803
32,715 36,407 Total other non financial liabilities 32,462 36,068
144,249 145,409 Total other liabilities and provisions 143,996 145,070

After the collapse of Bank Snoras in the fourth quarter of 2011 the state enterprise Indėlių ir Investicijų Draudimas ('Deposit and Investment Insurance Fund') selected AB SEB bankas for payment of insurance compensations to the depositors (private individuals and Vilnius region enterprises) of Bank Snoras. Amount of LTL 47,963 thousand (2012: LTL 64,749 thousand) represent funds received from the state enterprise Indėlių ir Investicijų Draudimas but not yet distributed to the Bank Snoras depositors.

Provisions for off balance sheet items have been made in respect of costs arising from contingent liabilities and contractual commitments, including guarantees and credit commitments. Change in the provisions are reflected in income statement.

The Group The Bank
2013 2012 2013 2012
Accrued financial liabilities
49,695 59,730 Accrued expenses 48,651 58,513
Deferred non financial liabilities
2,127 1,451 Deferred income 2,127 1,451
51,822 61,181 Total accrued expenses and deferred income 50,778 59,964

NOTE 34 SHAREHOLDERS' EQUITY

As of 31 December 2013 the share capital of the Bank consisted of 15,441,423 ordinary shares with par value LTL 67 each (2012: LTL 67). All issued shares are fully paid. 100 percent of shares of the Bank is owned by company Skandinaviska Enskilda Banken AB (publ), registered in the Kingdom of Sweden.

Reserve capital, which as of 31 December 2013 amounted to LTL 2,200 thousand (2012: LTL 2,200 thousand) for the Bank and LTL 2,200 thousand (2012: LTL 2,200 thousand) for the Group, in accordance with the legislation for banks operating in Lithuania can only be offset with the future losses or used for the increase of share capital.

As of 31 December 2013 legal reserve was LTL 287,327 thousand (2012: LTL 237,737 thousand) for the Bank and LTL 289,202 thousand (2012: LTL 239,612 thousand) for the Group, in accordance with the legislation for banks operating in Lithuania can only be offset with the future losses.

Legal reserve for the Bank includes merged subsidiary's AB 'SEB lizingas" legal reserve amounting to LTL 1,000 thousand.

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 34 SHAREHOLDERS' EQUITY (CONTINUED)

Financial assets revaluation reserve (deficit) represents available for sale securities revaluation gain (loss). The financial assets reserve movement in 2013 amount consists of the following:

The Group The Bank
Government securities – change in revaluation
reserve (note 18) 1,565 1,565
Government securities - amortization of revaluation
reserve to income statement 256 256
Tax recognised in equity (note 14) (273) (273)
Net change in available for sale investments, net of deferred tax 1,548 1,548

As of 31 December 2013 general and other reserves represent general reserve for possible losses in amount of LTL 9,338 thousand (2012: LTL 9,338 thousand), that can only be offset with the current losses and share based compensation reserve in amount of LTL 6,393 thousand (2012: LTL 4,794 thousand), that will be paid in the share capital equivalent of Skandinaviska Enskilda Banken AB (publ) Class A shares to employees participating in the share based premium program.

The Share Savings Programme concerns all employees of the Group and the Bank and is designed to support "One SEB" and create a long-term commitment to SEB. The employees have been offered to purchase Class A-shares for an amount corresponding to five per cent of their gross base salary and for the amount, at current stock exchange rate. Purchases are made during four periods, following the publication of the Bank's quarterly reports. If the shares are retained by the employee for three years from the investment date and the participant remains with SEB during this time, the Bank will give the employee one SEB share (Class A-share) for each retained share.

The Group also offers special long-term equity based programmes to selected key employees with allotment based on individual performance. The purpose of the programmes is to reward senior managers and other key employees and stimulate them to become shareholders and thereby aligning their interests and perspectives with those of the shareholders. All long - term equity based compensation is based on own investment or on shareholding requirement.

The costs of Share Savings Programme incurred by the Group during the year 2013 were LTL 1,599 thousand (2012: LTL 1,635 thousand) accounted in other administrative expenses in the income statement. Related social security costs were LTL 496 thousand for the year 2013 and (2012: LTL 505 thousand) accounted in staff cost in the income statement.

The above described share-based payments are treated as equity-settled because the Group has no obligation to settle the transactions related to the Share Savings Programme.

As of 31 December 2013 the single shareholder is as follows:

Name of shareholder Number
of shares held
Percentage
in total
Skandinaviska Enskilda Banken AB (publ) 15,441,423 100.00
Total 15,441,423 100.00

NOTE 35 ASSETS UNDER MANAGEMENT

The Group The Bank
2013
2012
2013 2012
86,181
39,770
Customers funds - -
757,743
767,647
Financial instruments acquired at customer account - -
1,842,752
1,703,602
Accounts receivable from customer assets managed on trust basis - -
2,686,676 2,511,019 Total assets under management - -

All assets management services are performed by UAB "SEB investicijų valdymas". For the year ended 31 December 2013 the management fee for funds management amounted to LTL 15,827 thousand (2012: LTL 15,148 thousand) and it is included in 'Net fee and commission income' line in the income statement.

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 36 ASSETS AND LIABILITIES STRUCTURE BY TERM TO MATURITY

The relationship between the maturity of assets and liabilities is indicative of liquidity risk and the extent to which it may be necessary to raise funds to meet outstanding obligations. The table below allocates assets and liabilities to maturity groups based on the time remaining from the balance sheet date to the contractual maturity or actual maturity, if known earlier. The Bank's liquidity analysis as of 31 December 2013:

3 – 6 1 – 3 Over
Maturity Up to 3 months months 6 – 12 months years 3 years Unclear maturity Total
Assets
Cash in hand 418,136 - - - - - 418,136
Balances with the Central Banks
Financial instruments – available for
sale, designated at fair value,
935,323 - - - - - 935,323
loans and receivables 110,267 343,810 20,560 607,049 78,281 - 1,159,967
Derivative financial instruments
Loans to credit institutions and due from
1,685 958 3,448 74,855 178,342 - 259,288
banks, net 3,743,664 33,138 321 - - - 3,777,123
Loans to customers, net
Financial lease receivables, net of
1,123,318 1,377,114 2,071,579 3,271,054 6,737,391 611,329 15,191,785
impairment losses
Investment securities – available
for sale
131,815 109,547 222,667 615,165 330,308 18,892 1,428,394
Investment securities – held to - - - - - 200 200
maturity - - - 13,302 - - 13,302
Investments in subsidiaries - - - - - 34,900 34,900
Intangible fixed assets - - - - - 48,239 48,239
Property, plant and equipment - - - - - 24,469 24,469
Investment property - - - - - 14,047 14,047
Other assets, net 8,686 331 53 96 3,677 288,976 301,819
Total assets 6,472,894 1,864,898 2,318,628 4,581,521 7,327,999 1,041,052 23,606,992
Liabilities and
shareholders' equity
Amounts owed to the
Central Banks
33 - - - - - 33
Amounts owed to credit institutions 1,886,232 417,956 1,107,732 2,926,874 839,030 - 7,177,824
Derivative financial instruments 1,997 881 3,257 90,573 174,235 - 270,943
Deposits from the public 11,403,662 769,477 932,810 125,046 14,690 - 13,245,685
Debt securities in issue 25,606 17,105 19,208 42,065 13,572 - 117,556
Other liabilities and provisions 166,443 9,651 13,771 824 33 4,052 194,774
Equity - - - - - 2,600,177 2,600,177
Total liabilities and
shareholders' equity
Net assets (liabilities) before
13,483,973 1,215,070 2,076,778 3,185,382 1,041,560 2,604,229 23,606,992
off balance sheet items (7,011,079) 649,828 241,850 1,396,139 6,286,439 (1,563,177) -
Off balance sheet items (net) (2,642,804) (214,801) (156,902) (52,519) (5,862) (20,076) (3,092,964)
Net assets (liabilities) (9,653,883) 435,027 84,948 1,343,620 6,280,577 (1,583,253) (3,092,964)

The Bank's liquidity analysis as of 31 December 2012:

3 – 6 1 – 3 Over
Maturity Up to 3 months months 6 – 12 months years 3 years Unclear maturity Total
Total assets 5,715,610 1,509,149 2,553,579 4,000,624 7,979,332 1,379,317 23,137,611
Total liabilities and shareholders'
equity 12,378,368 1,214,305 1,572,258 3,136,440 2,103,426 2,732,814 23,137,611
Off balance sheet items (net) (2,481,034) (148,076) (88,926) (39,010) (8,607) (7,505) (2,773,158)
Net assets (liabilities) (9,143,792) 146,768 892,395 825,174 5,867,299 (1,361,002) (2,773,158)

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 36 ASSETS AND LIABILITIES STRUCTURE BY TERM TO MATURITY (CONTINUED)

The Group's liquidity analysis as of 31 December 2013:

3 – 6 1 – 3 Over
Maturity Up to 3 months months 6 – 12 months years 3 years Unclear maturity Total
Assets
Cash in hand 418,136 - - - - - 418,136
Balances with the Central Banks
Financial instruments – available for
sale, designated at fair value,
935,323 - - - - - 935,323
loans and receivables 110,267 343,810 20,895 607,381 78,281 44,369 1,205,003
Derivative financial instruments
Loans to credit
institutions and due from
1,685 958 3,448 74,855 178,342 - 259,288
banks, net 3,743,664 33,138 321 - - - 3,777,123
Loans to customers, net
Financial lease receivables, net of
impairment losses
1,123,320
131,805
1,377,114
109,538
2,031,708
222,649
3,283,715
615,061
6,737,391
330,308
611,296
18,892
15,164,544
1,428,253
Investment securities – available
for sale
- - - - - 200 200
Investment securities – held to
maturity
- - - 13,302 - - 13,302
Intangible fixed assets - - - - - 48,239 48,239
Property, plant and equipment - - - - - 24,643 24,643
Investment property - - - - - 14,047 14,047
Other assets, net 11,423 360 552 96 3,677 286,737 302,845
Total assets 6,475,623 1,864,918 2,279,573 4,594,410 7,327,999 1,048,423 23,590,946
Liabilities and
shareholders' equity
Amounts owed to the
Central Banks
33 - - - - - 33
Amounts owed to credit institutions 1,886,232 417,956 1,107,732 2,926,874 839,030 - 7,177,824
Derivative financial instruments 1,997 881 3,257 90,573 174,235 - 270,943
Deposits from the public 11,382,834 769,477 932,810 125,046 14,690 - 13,224,857
Debt securities in issue 25,606 17,105 19,208 42,065 13,572 - 117,556
Other liabilities and provisions 167,485 11,897 13,674 849 33 4,268 198,206
Equity - - - - - 2,601,527 2,601,527
Total liabilities and
shareholders' equity
Net assets (liabilities) before
off balance sheet items
13,464,187
(6,988,564)
1,217,316
647,602
2,076,681
202,892
3,185,407
1,409,003
1,041,560
6,286,439
2,605,795
(1,557,372)
23,590,946
-
Off balance sheet items (net) (2,637,605) (214,801) (156,902) (52,519) (5,862) (20,076) (3,087,765)
Net assets (liabilities) (9,626,169) 432,801 45,990 1,356,484 6,280,577 (1,577,448) (3,087,765)

The Group's liquidity analysis as of 31 December 2012:

1 – 3 Over
Maturity Up to 3 months 3 – 6 months 6 – 12 months years 3 years Unclear maturity Total
Total assets 5,718,698 1,509,777 2,515,964 4,001,221 7,990,939 1,385,719 23,122,318
Total liabilities and shareholders'
equity 12,360,057 1,215,622 1,572,291 3,136,440 2,103,426 2,734,482 23,122,318
Off balance sheet items (net) (2,473,565) (148,076) (88,926) (39,010) (8,607) (7,505) (2,765,689)
Net assets (liabilities) (9,114,924) 146,079 854,747 825,771 5,878,906 (1,356,268) (2,765,689)
The Group The Bank
2013 2012 2013 2012
Liquidity ratio 38.85% 35.76% 38.81% 35.69%

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 36 ASSETS AND LIABILITIES STRUCTURE BY TERM TO MATURITY (CONTINUED)

Liquidity ratio is calculated according to requirements of the Central Bank of Lithuania.

As of 31 December 2013 and 2012 and during these years the Group's and the Bank's liquidity ratio exceeded the statutory minimum required by the Bank of Lithuania (30 percent).

Tables above show assets and liabilities structure by contractual/actual maturities. When managing liquidity, Assets and liability management committee is using expected maturities, which are based on historical evidence (e.g. in respect of current deposits from public portfolio staying on balance sheet much longer than 3 months). Based on this data and also taking into account credit line facility from the Parent as available liquidity reserve, liquidity is manageable within the 12 months from the balance sheet date.

NOTE 37 CAPITAL ADEQUACY

The Group's regulatory capital as managed by its central Group Treasury is divided into two tiers:

  • Tier 1 capital: share capital (net of any book values of the treasury shares), reserve capital, retained earnings;
  • Tier 2 capital: qualifying subordinated loan capital, general and other reserves, qualifying current year profit;
  • Deductible amounts: the book value of intangible assets; investments in credit and financial institutions above 10 percent of their equity; and IRB provision shortfall.

The risk-weighted assets are measured by using two methods – Standardized and Internal Ratings Based Approach (IRB). According to Standardized method assets are divided into 16 asset classes, IRB – 7. Considering the method used asset class, eligible collateral or guarantees, risk classes, scoring pools, country of the counterparty and other factors risk weight to every exposure is assigned.

The table below summarises the components of capital adequacy calculation and the ratios of the Group and the Bank for the years ended 31 December 2013:

The Group The Bank
Tier 1 capital (less intangible assets) 2,341,575 2,333,235
Tier 2 capital 69,979 69,979
of which IRB provision excess 69,979 69,979
Less deductible investments - (8,064)
Less IRB provision shortfall - -
Risk weighted assets 15,470,588 15,440,588
of which risk weighted assets due to transitional capital requirements - -
Capital adequacy ratio before adjustment of capital
requirements according to Basel II requirements
as of 31 December 2013 15.59% 15.51%
Capital adequacy ratio according to Basel II
requirements as of 31 December 2013 15.59% 15.51%

The table below summarises the components of capital adequacy calculation and the ratios of the Group and the Bank for the years ended 31 December 2012 (information does not include merged subsidiary AB "SEB lizingas" data):

The Group The Bank
Tier 1 capital (less intangible assets) 2,280,242 2,086,431
Tier 2 capital 418,934 386,885
of which IRB provision excess 73,654 41,605
Less deductible investments - (243,520)
Less IRB provision shortfall - -
Risk weighted assets 17,795,925 16,678,463
of which risk weighted assets due to transitional capital requirements - -
Capital adequacy ratio before adjustment of capital
requirements according to Basel II requirements
as of 31 December 2012 15.17% 13.37%
Capital adequacy ratio according to Basel II
requirements as of 31 December 2012 15.17% 13.37%

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 38 NET FOREIGN CURRENCY POSITION

The following table presents the equivalent amount in thousands of LTL of the net position of assets and liabilities denominated in currencies other than LTL as of 31 December 2013:

The Group The Bank
Percentage of Percentage of
Position capital Currency Rates Position capital
1,822,457 75.57 EUR 3.4528 1,808,547 75.51
(1,222) (0.05) U.S. Dollars (USD) 2.5098 (1,158) (0.05)
27 - Canadian Dollars (CAD) 2.3429 27 -
574 0.02 Russian Rubles (RUB) 0.07673 574 0.02
7,303 0.30 The remaining long positions N/A 6,769 0.29
(451) (0.02) The remaining short positions N/A (451) (0.02)
7,904 0.33 Open long position N/A 7,370 0.31

As of 31 December 2012:

The Group The Bank
Percentage of Percentage of
Position capital Currency Rates Position capital
3,602,905 133.48 EUR 3.4528 3,595,550 161.25
(3,425) 0.13 U.S. Dollars (USD) 2.606 (3,387) (0.15)
4 - Canadian Dollars (CAD) 2.6204 4 -
451 0.02 Russian Rubles (RUB) 0.08588 451 0.02
845 0.03 The remaining long positions N/A 798 0.04
(2,529) (0.09) The remaining short positions N/A (3,049) (0.14)
5,954 0.22 Open long position N/A 6,436 0.29

Based on requirements of the Bank of Lithuania, starting from 1 December 2004 EUR currency position was not included when calculating foreign currency open position.

As of 31 December 2013 and 2012 the Group complied with the foreign currency open position requirements set forth by the Bank of Lithuania.

Foreign exchange risk has also been measured by using Value at Risk model, see note 39.

NOTE 39 INTEREST RATE RISK MANAGEMENT

The Group's interest rate sensitivity in case of parallel shift by 1 p.p. in the yield curve, in LTL million is presented in the table below:

Interest rate sensitivity 2013 2012
Effect to the market value of shareholders equity (delta 1%) 50.9 53.1
Off balance sheet credit commitments sensitivity to interest rate
changes (delta 1%) (the Bank) 2.4 2.1
Off balance sheet credit commitments sensitivity to interest rate
changes (delta 1%) (the Group) 2.4 2

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 39 INTEREST RATE RISK MANAGEMENT (CONTINUED)

Value at Risk assessment results on total portfolios positions, in LTL thousand:

The Group The Bank
2013 2012 2013 2012
14,987 20,452 Interest rate risk (stand-alone) 14,987 20,452
895 4,316 Credit spread risk (stand-alone) 895 4,316
37 18 Foreign exchange risk (stand-alone) 37 18
6 120 Equity price risk (stand-alone) 6 120
(488) (148) Diversification effect (488) (148)
15,437 24,758 Total 15,437 24,758

VaR figures in table above include both banking and trading books.

In 2013, the market VaR decreased as compared with 2012 as a result of a change in the market situation. Higher financial market stability and lower fluctuations in financial instruments are factors that determine lower market risk.

The table below provides the Group's interest rate gap analysis as of 31 December 2013:

Maturity Up to 1 year 1 - 3 year Over 3 years Total
Assets
Net loans 12,534,430 421,028 2,284,473 15,239,931
Finance lease receivable, net 1,379,103 48,290 9,962 1,437,355
Debt securities 474,970 620,685 78,282 1,173,937
Interbank deposits and net loans 3,574,243 - - 3,574,243
Off balance sheet assets 1,984,138 2,024,966 3,334,043 7,343,147
Total interest rate sensitive assets 19,946,884 3,114,969 5,706,760 28,768,613
Liabilities
Term deposits 3,471,082 123,463 14,019 3,608,564
Interbank deposits and loans 3,073,408 2,926,874 735,446 6,735,728
Other liabilities 58,742 40,808 12,649 112,199
Off balance sheet liabilities 1,738,990 2,207,964 3,396,194 7,343,148
Total interest rate sensitive liabilities 8,342,222 5,299,109 4,158,308 17,799,639
Gap 11,604,662 (2,184,140) 1,548,452 10,968,974
Assets, non sensitive to interest rate
Liabilities and equity, non sensitive to interest
2,165,480

rate 13,134,455

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 39 INTEREST RATE RISK MANAGEMENT (CONTINUED)

The table below provides the Group's interest rate gap analysis as of 31 December 2012:

Maturity Up to 1 year 1 - 3 year Over 3 years Total
Assets
Net loans 12,828,730 484,116 2,334,506 15,647,352
Finance lease receivable, net 1,440,390 48,300 14,069 1,502,759
Debt securities 515,792 254,528 297,686 1,068,006
Interbank deposits and net loans 464,359 - - 464,359
Off balance sheet assets 8,629,093 - 31,846 8,660,939
Total interest rate sensitive assets 23,878,364 786,944 2,678,107 27,343,414
Liabilities
Term deposits 3,782,082 81,286 16,041 3,879,409
Interbank deposits and loans 2,615,942 2,790,121 934,191 6,754,591
Other liabilities 465,363 62,298 19,675 547,336
Off balance sheet liabilities 8,623,914 31,846 8,655,759
Total interest rate sensitive liabilities 15,487,301 2,933,705 1,001,753 19,837,095
Gap 8,391,062 (2,146,761) 1,676,354 7,506,319
Assets, non sensitive to interest rate 4,450,899

Liabilities and equity, non sensitive to interest rate 11,952,038

The table below provides the Bank's interest rate gap analysis as of 31 December 2013:

Maturity Up to 1 year 1 - 3 year Over 3 years Total
Assets
Net loans 12,574,300 421,028 2,274,273 15,269,601
Finance lease receivable, net 1,379,193 48,341 9,962 1,437,496
Debt securities 474,636 620,352 78,282 1,173,270
Interbank deposits and net loans 3,574,243 - - 3,574,243
Off balance sheet assets 1,984,138 2,024,966 3,334,043 7,343,147
Total interest rate sensitive assets 19,986,510 3,114,687 5,696,560 28,797,757
Liabilities
Term deposits 3,485,985 123,463 14,019 3,623,467
Interbank deposits and loans 3,073,408 2,926,874 735,446 6,735,728
Other liabilities 58,742 40,808 12,649 112,199
Off balance sheet liabilities 1,738,990 2,207,964 3,396,194 7,343,148
Total interest rate sensitive liabilities 8,357,125 5,299,109 4,158,308 17,814,542
Gap 11,629,385 (2,184,422) 1,538,252 10,983,215
Assets, non sensitive to interest rate 2,152,382
Liabilities and equity, non sensitive to interest
rate 13,135,598

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 39 INTEREST RATE RISK MANAGEMENT (CONTINUED)

The table below provides the Bank's interest rate gap analysis as of 31 December 2012:

Maturity Up to 1 year 1 - 3 year Over 3 years Total
Assets
Net loans 12,866,330 484,116 2,324,306 15,674,752
Finance lease receivable, net 1,440,416 48,353 14,151 1,502,920
Debt securities 515,126 254,528 297,686 1,067,340
Interbank deposits and net loans 464,359 - - 464,359
Off balance sheet assets 8,629,093 - 31,846 8,660,939
Total interest rate sensitive assets 23,915,324 786,997 2,667,989 27,370,311
Liabilities
Term deposits 3,793,761 81,286 16,041 3,891,088
Interbank deposits and loans 2,615,942 2,790,121 934,191 6,340,254
Other liabilities 465,363 62,298 19,675 547,336
Off balance sheet liabilities 6,531,295 919,918 1,204,546 8,655,759
Total interest rate sensitive liabilities 13,406,361 3,853,623 2,174,453 19,434,437
Gap 10,508,963 (3,066,626) 493,536 7,935,874
Assets, non sensitive to interest rate
Liabilities and equity, non sensitive to interest
4,439,297

In order to comply with the Lithuanian Central bank's requirements the new algorithm have been applied in 2013 influencing the interest rate swap maturity calculation in the rows 'Off balace sheet assets' and 'Off balance sheet liabilities'. Comparative information for 2012 have not recalculated due to inability of applying the new algorithm retrospectively.

rate 12,369,991

The algorithm used in the year 2012 can be specified as follows: interest rate swap amounts by terms have been split based on the coupon reprising date.

The algorithm used for the year 2013 can be specified as follows: identification of rate types (fixed/floating). For the fixed rate type contract maturity date was used, for the floating - the nearest reprising date.

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 40 COMPLIANCE WITH REGULATORY REQUIREMENTS

As of 31 December 2013 both the Group and the Bank were in compliance with the maximum lending to one customer, large exposure, related party lending, investment and open foreign currency position limits established by the Central Banks. During the year neither the Group nor the Bank received any sanctions from the Bank of Lithuania.

The local legislation require banks to prepare consolidated accounts for group entities engaged in financial services activities without consolidation of entities involved in other activities. To comply with this requirement the Bank consolidated all its subsidiaries except for UAB "SEB Venture Capital", venture capital company, and presents this information in this note.

Income Statement of the Group excluding UAB "SEB Venture Capital" entity for the year ended 31 December 2013

2013 2012
Interest income 470,532 623,775
Interest expenses (182,249) (335,808)
Net interest income 288,283 287,967
Impairment loss on loans (80,673) (55,031)
Impairment reversals on lease portfolio 33,415 27,412
Provisions for guarantees and other off balance sheet items 4,567 2,380
Total impairment (losses)/reversals (42,691) (25,239)
Net interest income after provisions 245,592 262,728
Net service charges and other income 203,057 190,865
Net gain on equity investments (1,073) (858)
Net loss on operations with debt securities and financial instruments 23,182 (7,031)
Net foreign exchange gain 71,306 67,833
Staff costs (128,285) (141,044)
Other administrative expenses (170,130) (264,315)
Profit before income tax 243,649 108,178
Income tax (31,212) (21,593)
Net profit for the year 212,437 86,585
Attributable to:
Owners of the Bank 212,437 86,585
Non controling interest - -
212,437 86,585

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 40 COMPLIANCE WITH REGULATORY REQUIREMENTS (CONTINUED)

Statement of Comprehensive Income for the Group excluding UAB "SEB Venture Capital" entitys for the year ended 31 December 2013

2013 2012
Net profit for the year 212,437 86,585
Items that may subsequently be reclassified to the income statement
Net gain on available for sale assets 1,565 5,184
Amortisation of financial assets revaluation reserve
of reclassified financial assets 256 1,450
Income tax relating to the components of other
comprehensive income (273) (995)
Items that will not be reclassified to the income statement - -
Total other comprehensive income/ (loss) 1,548 5,639
Total comprehensive income 213,985 92,224
Attributable to:
Owners of the Bank 213,985 92,224
Non controlling interest - -
213,985 92,224

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 40 COMPLIANCE WITH REGULATORY REQUIREMENTS (CONTINUED)

Statement of Financial Position of the Group excluding UAB "SEB Venture Capital" entity

as of 31 December 2013

2013 2012
Assets
Cash in hand 418,136 443,393
Balances with the Central Banks 935,323 1,002,933
Due from banks, net 3,691,046 2,666,929
Government securities available for sale 59,895 60,900
Financial assets at fair value through
profit and loss 909,613 608,544
Derivative financial instruments 259,288 326,230
Loans to credit institutions 86,077 6,242
Loans to customers 15,191,785 15,656,471
Finance lease receivable 1,428,320 1,502,861
Investment securities:
- loans and receivables 191,126 386,010
– available for sale 200 200
– held to maturity 13,302 13,812
Investments in subsidiaries 25,000 25,000
Intangible fixed assets 48,239 58,260
Property, plant and equipment 24,575 22,537
Assets under operating lease - 375
Non-current assets held for sale 3,924 23,686
Investment property 14,047 14,232
Deferred tax asset 167,628 197,741
Other assets, net 130,760 112,910
Total assets 23,598,284 23,129,266
Liabilities
Amounts owed to the Central Banks 33 37
Amounts owed to credit institutions 7,177,824 6,789,296
Derivative financial instruments 270,943 380,892
Deposits from the public 13,225,129 12,797,238
Accrued expenses and deferred income 51,802 61,086
Income tax payable 2,135 1,316
Debt securities in issue 117,556 561,016
Other liabilities and provisions 144,218 145,326
Total liabilities 20,989,640 20,736,207
Equity
Equity attributable to equity holder of the parent
Paid in capital 1,034,575 1,034,575
Reserve capital 2,200 2,200
Financial assets revaluation reserve (2,550) (4,098)
Legal reserves 288,317 238,727
General and other reserves 15,731 14,132
Net income for the period and retained earnings 1,270,371 1,107,523
2,608,644 2,393,059
Non controlling interest - -
Total equity 2,608,644 2,393,059
Total liabilities and equity 23,598,284 23,129,266

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 40 COMPLIANCE WITH REGULATORY REQUIREMENTS (CONTINUED)

Statement of Changes in Equity of the Group excluding UAB "SEB Venture Capital" entity for the year ended 31 December 2013

ribu
tab
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Equ
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4,5
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2,6
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- 2,3
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- - - - - (9,5
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4,18
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- -
-
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1,45
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-
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86,
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1,45
86,
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- 1,45
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- - 5,63
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-
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(711
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-
615
45,
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1,63
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-
711
-
(45
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-
1,63
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-
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1,63
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31 D
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1,03
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7
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20,
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20,
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(27
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)
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- (27
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31 D
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1,03
4,5
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(4,0
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- 2,3
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Net
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tme
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-
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fin
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-
256 - - - 256 - 256
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Net
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Net
inc
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- - - - - 212
,437
212
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212
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in
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- - 8
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- - 212
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213
,985
- 213
,985
Sha
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- - - - 1,59
9
- 1,59
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- 1,59
9
nsfe
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- - - 49,
590
- (49
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)
- - -
mb
31 D
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1,03
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(2,5
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288
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15,7
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0,3
71
2,6
08,
644
- 2,6
08,
644

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 40 COMPLIANCE WITH REGULATORY REQUIREMENTS (CONTINUED)

Statement of Cash Flows of the Group excluding UAB "SEB Venture Capital" entity

for the year ended 31 December 2013

2013 2012
Cash from operating activities
Interest income received 469,055 594,956
Interest expenses paid (201,310) (354,307)
Unrealised translation gain - -
Net gain in securities trading and financial instruments (2,381) (6,665)
Net (loss) gain in derivatives trading (5,857) (14,111)
Net commission and service income 203,488 190,446
Staff costs (132,973) (140,514)
Other payments (141,160) (107,754)
Net cash from operating activities before change in operating assets 246,260 216,098
Changes in operating assets
(Decrease) increase in compulsory balances with the Central Bank 92,210 674,850
Decrease (increase) in due from banks and loans to credit and financial institutions (2,767,194) 1,731,851
(Increase) decrease in loans to customers 363,267 (60,534)
Decrease of finance lease receivable 119,191 195,682
Decrease (increase) in other current assets (19,707) 34,958
Net change in operating assets (2,212,233) 2,576,807
Changes in operating liabilities
Increase in deposits from public 441,270 433,103
(Decrease) increasein accrued expenses, deferred income and other liabilities 4,160 (787,785)
Net change in operating liabilities 445,430 (354,682)
Net cash from operating activities before income tax (1,520,543) 2,438,223
Income tax paid - -
Net cash from operating activities after income tax (1,520,543) 2,438,223
Cash flow from investing activities
Acquisition of tangible and intangible fixed assets, net (6,867) (6,958)
Acquisition of Government securities available for sale - (138,763)
Sale of Government securities available for sale 2,542 141,734
Acquisition of other investment securities (1,375,146) (2,806,368)
Sale of other investment securities 1,281,169 3,475,679
Cash flow from investing activities (98,302) 665,324
Cash flow from financing activities
Increase (decrease) in amounts owed to the Central Banks (4) 5
(Decrease) increase in amounts owed to credit and financial institutions 407,310 (3,089,841)
Decrease in subordinated loans - (241,696)
Interest paid on subordinated loans - (6,308)
Proceeds from own issued debt securities 36,815 56,738
Repurchased own issued debt securities (472,031) (76,876)
Interest paid for own issued debt securities (17,144) (23,197)
Cash received (used in) financing activities (45,054) (3,381,175)
Net increase (decrease) in cash/cash equivalents (1,663,899) (277,628)
Cash/cash equivalents 1 January 3,118,790 3,396,418
Cash/cash equivalents 31 December 1,454,891 3,118,790
Specified as follows:
Balance available for withdrawal with the Central Banks 448,769 424,169
Overnight deposits 385,235 42,550
Cash on hand 418,136 443,393
Current accounts with other banks 202,751 2,208,678
1,454,891 3,118,790

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 41 RELATED PARTIES

A number of banking transactions are entered into with related parties in the normal course of business. The transactions with the parent bank include loans, deposits and debt instrument transactions. Transactions within Skandinaviska Enskilda Banken AB (publ) group (excluding the parent bank) during the year can be specified as follows:

The Group Interest rate The Bank
2013
2012
% 2013 2012
Outstanding loan amount 0.05-3.50
122,526
29,312
at the year end 122,526 29,312
3,207
3,105
Other assets at the year end - 2,667 2,252
Outstanding deposit amount
77,437
71,472
at the year end 0.10-5.49 77,437 71,472
12,723
13,001
Other liabilities at year end 12,365 12,649
17
52
Unused granted overdraft facilities 17 52
5,726
9,600
Guarantees received at the year end 5,726 9,600
506
707
Interest income 506 707
(53)
(234)
Interest expense (53) (234)
Other services received and cost
(5,760)
(4,083)
incurred from SEB group, net (6,595) (4,940)

Transactions with parent bank during the year can be specified as follows:

The Group Interest rate The Bank
2013 2012 % 2013 2012
Outstanding loan amount
3,521,798 2,536,274 at the year end 0.05-0.70 3,521,798 2,536,274
Derivative financial instruments -
72,919 166,964 at the year ended 72,919 166,964
62 23 Other assets at the year end - 62 23
Outstanding deposit amount
6,679,239 6,309,920 at the year end 0.12-5.49 6,679,239 6,309,920
204,251 593,106 Other liabilities at year end - 204,251 593,106
59,352 48,402 Unused granted overdraft facilities - 59,352 48,402
200 Guarantees issued at the year end - 200
390,446 4,545 Guarantees received at the year end - 390,446 4,545
10,736 29,503 Interest income - 10,736 29,503
(113,943) (232,537) Interest expense - (113,943) (232,537)
Other services received and cost
(261) (9,502) incurred from SEB group, net - (6,195) (15,284)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 41 RELATED PARTIES (CONTINUED)

Transactions between the Bank and its subsidiaries during the year can be specified as follows:

The Bank
Interest rate % 2013 2012
Off-balance sheet commitments as of 31 December:
Agreements to grant loans
Guarantees issued
-
-
5,199 7,469
4
Outstanding loan amounts at year end:
UAB "SEB Venture Capital"
1.42-3.50 39,970 37,600
UAB "SEB investicijų valdymas" 3.5 74
Outstanding deposit amounts at year end:
UAB "SEB Venture Capital"
UAB "SEB investicijų valdymas"
0.16 271
20,557
138
19,379
Other assets at year end -
-
2,241 1,363
Interest income
Interest expense
Dividend income
-
-
-
5,379
(13)
7,351
5,094
(617)
8,344
11,176
Other services received and cost incurred from subsidiaries, net - 9,871

Transactions with venture capital associates during the year can be specified as follows:

The Group Interest rate The Bank
2013 2012 % 2013 2012
Outstanding loan amount
37,467 48,065 at the year end 2.30-2.90 37,467 36,423
Outstanding deposit amount
8,533 995 at the year end 2.27 8,533 995
Agreements to grant loans and other off
1,500 600 balance commitments 1,500 600
1,463 2,545 Interest income - 1,463 1,522
(2) - Interest expense - (2) -
Other services received and cost
196 147 incurred, net - 196 147

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 41 RELATED PARTIES (CONTINUED)

The loans issued to directors and other key management personnel (and close family members) are repayable on a regular basis over the period of loan. Transactions with key management (the Board members) during the year can be specified as follows:

The Group Interest rate The Bank
2013 2012 % 2013 2012
Outstanding loan amount
4,319 4,520 at the year end 2.56-3 4,319 4,520
103 Finance lease receivable 1.78 103
1 5 Other assets - 1 5
Outstanding deposit amount
1,529 327 at the year end 0.05 1,529 327
3,273 2,780 Payroll - 3,273 2,780
1,034 927 Social security - 1,034 927
134 140 Interest income - 134 140
(2) Interest expense - (2)
144 11 Other income, net 144 11

NOTE 42 ASSETS CLASSIFIED AS HELD FOR SALE

As of 31 December 2013 and 2012 major amount of the Group's non-current assets held for sale comprise of leased and subsequently foreclosed assets held for sale (mainly trucks and other vehicles), that are expected to be sold in one year. These assets are classified as non-current assets held for sale as they have been accounted as finance lease portfolio before foreclosure and as of the balance sheet date these assets are ready for immediate sale and the Group's management is committed to a plan to sell these assets..

Assets foreclosed or returned after termination of lease agreements are presented in the table below:

Asset group Net value as of
31 December
2012
Foreclosed or
returned
Reclassified to
investment
property
Decrease in
value
Sold Net value as of
31 December
2013
Cars and mini-vans 266 20,583 - 33 20,721 95
Trucks 2,522 4,758 - (358) 7,445 193
Manufacturing equipment 2,210 288 - 1,362 343 793
Construction equipment 1,193 379 - 475 1,096 1
Agricultural equipment - - - - - -
Real estate 16,534 694 - 1,113 13,662 2,453
Other assets 961 510 - 76 1,006 389
23,686 27,212 - 2,701 44,273 3,924

Gross book value and impairment of assets classified as held for sale are presented in the table below:

The Group The Bank
2012 2013 2012
86,049 termination of agreements 15,191 86,049
(62,363) Impairment losses (11,267) (62,363)
Foreclosed assets or assets returned after 23,686
(11,267)
23,686
Foreclosed assets or assets returned after
termination of agreements, net
3,924

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 43 APPROPRIATION OF PROFIT AND TRANSFERS OF RESERVES

The following Bank's profit appropriations and transfers of reserves will be proposed to annual shareholders meeting:

Legal reserve Net profit for the
period
Retained earnings
31 December 2013 287 327 212 311 1 050 583
Profit appropriation to Legal reserve 63 145 - (63 145)
Profit appropriation to Retained earnings - (212 311) 212 311
Dividend to shareholder - - (103 584)
31 December 2013 after appropriation of
profit and transfers to reserves
350 472 - 1 096 165

Profit (loss) appropriation of other Group companies will be approved during shareholders meetings of each subsidiary separately.

NOTE 44 CONTINGENCIES AND COMMITMENTS

The Group The Bank
2013 2012 2013 2012
2,915,536 2,544,274 Agreements to grant loans 2,920,735 2,551,743
610,245 554,414 Guarantees issued 610,245 554,417
132,090 180,215 Letters of credit issued 132,090 180,215
39,798 32,601 Commitments to purchase assets 39,798 32,601
- 80 Other commitments - 80
38 38 Customs guarantees collateralised by deposits 38 38

Legal proceedings

There were several proceedings outstanding against the Group and the Bank at 31 December 2013 and 2012. No provision has been made as professional advice indicates that it is unlikely that any significant loss will arise.

At the end of 2013 after finalization of tax investigation the State Tax Inspectorate under the Ministry of Finance of the Republic of Lithuania started a tax inspection of the Bank. According to the provisions of the Law on Tax Administration, information about the on-going tax dispute must be held confidential.

Over the reporting period Vilnius District Administrative Court on the appeal by the Bank and other entities handed down its decision reducing the fine imposed on the Bank from to LTL 24,808,200 to 9,923,280. The fine was imposed on the Bank and other entities in the year 2012 by the Competition Council for the arrangements that restricted competition in the markets of cash management and cash collection services. The Bank appealed against the decision of the Vilnius District Administrative Court to the Supreme Administrative Court. AB SEB bankas made a provision for the fine amounting to LTL 24,808,200 at the end of 2012 and paid it in 2013. No adjustments have been made in the year 2013 due to reduction of fine.

As of 31 December 2013 rental off balance sheet commitments of the Group and the Bank amounted to LTL 132,699 thousand (2012: LTL 136,916 thousand). All non-cancellable commitments fall into the period within ten years. Comparative information includes merged subsidiary's AB "SEB lizingas" data.

The table below presents operating lease amounts for the years 2013 and 2012 when the Group and the Bank is lessee:

The Group The Bank
2013 2012 2013 2012
The total of future minimum lease payments under non-cancellable operating
leases:
30,072 28,983 up to 1 year 30,072 28,983
80,734 81,751 1-5 years 80,734 81,751
21,893 26,182 Over 5 years 21,893 26,182
The total of future minimum sublease payments to be received under non
(3,954) (3,502) cancellable subleases (3,958) (3,502)
Lease and sublease payments recognised in the income statement:
37,160 33,790 minimum lease payments 37,160 33,790
- - contingent rents - -
(3,230) (2,329) sublease payments (3,415) (2,594)

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 44 CONTINGENCIES AND COMMITMENTS (CONTINUED)

During the year 2013 the Group incurred rent expense amounting to LTL 33,930 thousand while AB SEB bankas – LTL 33,745 thousand (for the year 2012 respectively: LTL 31,461 thousand and LTL 30,795 thousand).

The future lease rental payments receivable under non-cancellable operating lease can be specified as follows:

The Group The Bank
2013 2012 2013 2012
2,203 3,476 Short term deferred income (up to 1 year) 2,207 3,484
1,751 - Long term deferred income (up to 5 years) 1,751 -
Total future lease and rental payments receivable under
3,954 3,476 non-cancellable operating lease 3,958 3,484

NOTE 45 POST BALANCE SHEET EVENTS

After the balance sheet date the Bank successfully completed 4 debt securities issues with the nominal value of LTL 1,523 thousand.

After the balance sheet date the Bank successfully redeemed 12 debt securities issues with the nominal value of LTL 20,989 thousand.

After the balance sheet date the Bank started placing 3 debt securities issues that should be completed on 17th of March

NOTE 46 CORRECTION OF ERRORS AND RECLASSIFICATION

a) During the year 2013 the Bank has made the following adjustments accounted as a prior period errors:

  • CVA (Credit value adjustment)
  • Impairment of accrued interest on homogeneous loans

b). During the year the Bank has made reclassification of financial institution other than credit institution balances from category "Credit and financial institutions" to category "Customers".

CVA (Credit value adjustment)

Since derivative financial assets held by the Bank are purchased/sold through the OTC transactions, credit risk should be specifically addressed in determining the fair value of these assets. The Bank has historically not taken into account the counterparty credit risk when measuring its derivative financial assets due to lack of comprehensive methodology. In order to address this limitation the parent bank has developed valuation methodology for incorporation of CVA in derivative financial instruments valuation which was implemented in the Bank in the 1st quarter of 2013.

CVA is defined as the cost it would take to close out the credit risk present in a derivative transaction. It should be calculated with reference to the expected future exposure, taking into account counterparty default probability and recovery rate.

Since CVA adjustment satisfied IAS requirements that were in place in prior periods and changed the measurement base of derivative financial assets, it is treated as a correction of prior periods' error.

As the future exposure is uncertain by nature, it has to be estimated through means of simulation. Determination of future exposure is done using Monte Carlo simulation by applying market volatility assumptions. Data needed for this simulation is hardly available for prior periods therefore the Bank has concluded that it is impracticable to determine CVA effect for periods prior 31/12/2012 and retrospective adjustment was done through retained earnings of 31/12/2012. The total adjustment amount related to 31/12/2012 (not considering deferred tax effect) is LTL 32,027 thousand.

Impairment of accrued interest on homogeneous loans

At the end of the year 2013 the Bank has reviewed the provisioning methodology for accrued interest on homogeneous loans and calculated impairment for accrued overdue interest. LTL 13,009 thousand of the impairment amount (not considering deferred tax effect) is related to prior periods, of which LTL 1,716 thousand effect year 2012 income statement.

The following tables present the affected lines and amounts of the financial statements.

FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 46 CORRECTION OF ERRORS AND RECLASSIFICATION (CONTINUED)

Affected lines of the Income statement for the year ended 31 December 2012:

The Group The Bank
Amount before
correction for 2012
Impairment of
homogeneous
Amount after
correction for
Income statement line name Amount before
correction for 2012
Impairment of
homogeneous loans
Amount after
correction for 2012
loans interest 2012 interest
625,451 -1,716 623,735 Interest income 625,461 -1,716 623,745
289,649 -1,716 287,933 Net interest income 289,582 -1,716 287,866
264,410 -1,716 262,694 Net interest income after impairment 264,343 -1,716 262,627
losses
109,089 -1,716 107,373 Operating profit 109,578 -1,716 107,862
109,089 -1,716 107,373 Profit before income tax 109,578 -1,716 107,862
-22,771 257 -22,514 Income tax expenses -20,542 257 -20,285
86,318 -1,459 84,859 Net profit for the year 89,036 -1,459 87,577

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013

(All amounts in LTL thousand unless otherwise stated)

NOTE 46 CORRECTION OF ERRORS AND RECLASSIFICATION (CONTINUED)

Affected lines of the Statement of financial position as of 31 December 2012:

Th
e G
rou
p
Th
e B
k
an
t b
efo
Am
oun
re
and
tio
cor
rec
ns
sifi
of
las
ion
cat
rec
as
ber
31
De
20
12
cem
Ch
fai
e in
ang
r
val
ue
ent
me
asu
rem
of f
al
ina
nci
ets
ass
f
Imp
air
nt o
me
hom
oge
neo
us
loa
inte
t
ns
res
las
sifi
Rec
ion
cat
fte
Am
nt a
ou
r
and
tio
cor
rec
ns
sifi
las
ion
cat
rec
of 3
1
as
ber
De
20
12
cem
of
fin
ial
Sta
itio
tem
ent
anc
pos
n
line
na
me
t be
for
Am
oun
e
and
tio
cor
rec
ns
sifi
las
ion
cat
rec
as
of
ber
31
De
cem
201
2
Ch
fai
e in
ang
r
val
ue
of
ent
me
asu
rem
fin
ial
ets
anc
ass
f
Imp
air
nt o
me
hom
oge
neo
us
loa
inte
t
ns
res
las
sifi
Rec
ion
cat
fte
Am
nt a
ou
r
and
tio
cor
rec
ns
sifi
las
ion
cat
rec
as
of 3
mb
1 D
ece
er
201
2
Ass
ets
355
,20
1
-28
,97
1
326
,23
fina
al in
0
Der
ivat
ive
nci
stru
nts
me
355
,20
1
-28
,97
1
326
,23
0
6,8
02
-56 0
6,2
42
Loa
dit
ins
titu
tio
to
ns
cre
ns
6,8
02
-56
0
6,2
42
15,
642
,96
2
-13
,00
8
560
15,
630
,514
Loa
to
tom
ns
cus
ers
15,
668
,92
0
-13
,00
8
560 15,
656
,47
2
190
,99
8
4,8
04
1,9
51
197
,75
Def
d ta
3
set
erre
x as
190
,95
4,8
04
1
1,9
51
197
,70
6
bili
0
Lia
ties
7,19
3,1
44
-40
3,8
48
6,7
89,
296
dit
Due
inst
itut
ion
to
cre
s
7,2
12,
523
-42
3,2
27
6,7
89,
296
377
,83
6
3,0
56
380
,89
fina
al in
2
Der
ivat
ive
nci
stru
nts
me
377
,83
6
3,0
56
380
,89
2
12,3
93,
252
403
,84
8
12,
797
,10
s fr
blic
0
Dep
osit
om
pu
12,
393
,39
0
423
,22
7
12,
816
,61
7
Equ
ity
1,13
7,9
30
-27
,22
3
-11
,05
7 0
1,0
99,
650
Ret
ain
ed
nin
gs
ear
1,13
8,4
53
-27
,22
3
-11
,05
7
0 1,10
0,1
73

Affected lines by reclassification of the Statement of financial position as of 31 December 2011:

Th
e G
rou
p
Th
e B
k
an
bef
Am
nt
ou
ore
sif
f 31
las
ica
tio
rec
n a
s o
De
ber
20
11
cem
cla
fic
Re
ssi
ati
on
fte
Am
nt a
ou
r
sif
f 31
las
ica
tio
rec
n a
s o
De
ber
20
11
cem
of
fin
ial
Sta
itio
tem
ent
anc
pos
n
line
na
me
bef
Am
nt
ou
ore
sif
f
las
ica
tio
31
rec
n a
s o
De
ber
20
11
cem
cla
fic
Re
ssi
ati
on
fte
Am
nt a
ou
r
sifi
of
las
ion
cat
31
rec
as
De
ber
20
11
cem
As
set
s
12,
706
-51
7
12,
189
Lo
red
it in
stit
utio
s t
an
o c
ns
439
,30
2
-51
7
438
,78
5
15,
649
,12
1
517 15,
649
,63
8
Lo
s t
ust
an
o c
om
ers
15,
678
,43
2
517 15,
678
,94
9
0 bili
Lia
tie
s
10,
135
,68
1
-20
4,1
17
9,9
31,
564
dit
Du
ins
titu
tion
e to
cre
s
9,1
76,
873
-22
2,4
61
8,9
54,
412
12,
152
,99
9
204
,117
12,
357
,116
its f
blic
De
pos
rom
pu
12,
158
,99
4
222
,46
1
12,
381
,45
5

FOR THE YEAR ENDED 31 DECEMBER 2013 (All amounts in LTL thousand unless otherwise stated)

NOTE 46 CORRECTION OF ERRORS AND RECLASSIFICATION (CONTINUED)

Effect on basic and diluted earnings per share for the Group for the year 2012:

Before correction After correction
Net profit from continuing operations attributable
to the shareholders 86,319 84,859
Weighted average number of shares (000s) 15,441 15,441
Basic and dilluted earnings per share (LTL) 5.59 5.50

The impairment adjustment and reclassification did not have a material effect on the opening balance sheet as of January 1, 2012, and therefore the opening balance sheet has not been presented.

*****

APPENDIX 1 TO CONSOLIDATED ANNUAL REPORT FOR THE YEAR 2013 (All amounts in LTL thousands unless otherwise stated)

Disclosure form concerning the compliance with the Corporate Governance Code for the Companies Listed on NASDAQ OMX Vilnius

The public company AB SEB bankas, following Article 21 paragraph 3 of the Law on Securities of the Republic of Lithuania and item 24.5 of the Listing Rules of AB NASDAQ OMX Vilnius, discloses its compliance with the Corporate Governance Code for the Companies Listed on NASDAQ OMX Vilnius, and its specific provisions. In the event of non-compliance with the Code or with certain provisions thereof, it must be specified which provisions are not complied with and the reasons of non-compliance.

PRINCIPLES/ RECOMMENDATIONS YES/NO /NOT
APPLICABLE
COMMENTARY
Principle I: Basic Provisions
The overriding objective of a company should be to operate in common interests of all the shareholders by optimizing over time
shareholder value.
1.1. A company should adopt and make public the company's
development strategy and objectives by clearly declaring how
the company intends to meet the interests of its shareholders
and optimize shareholder value.
YES
1.2. All management bodies of a company should act in
furtherance of the declared strategic objectives in view of the
need to optimize shareholder value.
YES
1.3. A company's supervisory and management bodies should
act in close co-operation in order to attain maximum benefit for
the company and its shareholders.
YES
1.4. A company's supervisory and management bodies should
ensure that the rights and interests of persons other than the
company's shareholders (e.g. employees, creditors, suppliers,
clients, local community), participating in or connected with the
company's operation, are duly respected.
YES

Principle II: The corporate governance framework

The corporate governance framework should ensure the strategic guidance of the company, the effective oversight of the company's management bodies, an appropriate balance and distribution of functions between the company's bodies, protection of the shareholders' interests.

APPENDIX 1 TO CONSOLIDATED ANNUAL REPORT FOR THE YEAR 2013

2.1. Besides obligatory bodies provided for in the Law on
Companies of the Republic of Lithuania – a general
shareholders' meeting and the chief executive officer, it is
recommended that a company should set up both a collegial
supervisory body and a collegial management body. The setting
up of collegial bodies for supervision and management
facilitates clear separation of management and supervisory
functions in the company, accountability and control on the
part of the chief executive officer, which, in its turn, facilitate a
more efficient and transparent management process.
YES
2.2. A collegial management body is responsible for the
strategic management of the company and performs other key
functions of corporate governance. A collegial supervisory body
is responsible for the effective supervision of the company's
management bodies.
YES
2.3. Where a company chooses to form only one collegial body,
it is recommended that it should be a supervisory body, i.e. the
supervisory board. In such a case, the supervisory board is
responsible for the effective monitoring of the functions
performed by the company's chief executive officer.
NOT APPLICABLE
2.4. The collegial supervisory body to be elected by the general
shareholders' meeting should be set up and should act in the
manner defined in Principles III and IV. Where a company
should decide not to set up a collegial supervisory body but
rather a collegial management body, i.e. the board, Principles III
and IV should apply to the board as long as that does not
contradict the essence and purpose of this body.1
YES/ NO Not all recommendations/ provisions of these principles are
adhered
to
at
full
extent
(comments
at
each
recommendation/ provision).
2.5. Company's management and supervisory bodies should
comprise such number of board (executive directors) and
supervisory (non-executive directors) board members that no
individual or small group of individuals can dominate decision
making on the part of these bodies.2
YES The board (executives directors) consists of 5 (five)
members.
The supervisory council consists of 5 (five) members.

1 Provisions of Principles III and IV are more applicable to those instances when the general shareholders' meeting elects the supervisory board, i.e. a body that is essentially formed to ensure oversight of the company's board and the chief executive officer and to represent the company's shareholders. However, in case the company does not form the supervisory board but rather the board, most of the recommendations set out in Principles III and IV become important and applicable to the board as well. Furthermore, it should be noted that certain recommendations, which are in their essence and nature applicable exclusively to the supervisory board (e.g. formation of the committees), should not be applied to the board, as the competence and functions of these bodies according to the Law on Companies of the Republic of Lithuania (Official Gazette, 2003, No 123-5574) are different. For instance, item 3.1 of the Code concerning oversight of the management bodies applies to the extent it concerns the oversight of the chief executive officer of the company, but not of the board itself; item 4.1 of the Code concerning recommendations to the management bodies applies to the extent it relates to the provision of recommendations to the company's chief executive officer; item 4.4 of the Code concerning independence of the collegial body elected by the general meeting from the company's management bodies is applied to the extent it concerns independence from the chief executive officer.

2 Definitions 'executive director' and 'non-executive director' are used in cases when a company has only one collegial body.

(All amounts in LTL thousands unless otherwise stated)

2.6. Non-executive directors or members of the supervisory
board should be appointed for specified terms subject to
individual re-election, at maximum intervals provided for in the
Lithuanian legislation with a view to ensuring necessary
development of professional experience and sufficiently
frequent reconfirmation of their status. A possibility to remove
them should also be stipulated however this procedure should
not be easier than the removal procedure for an executive
director or a member of the management board.
YES Members of the supervisory council are appointed for the
four-year tenure. Abiding by the bank's Articles of
Association and according to its practice, a member of the
supervisory council may be re-elected for another tenure.
The number of tenures for members of the supervisory
council is unlimited.
2.7. Chairman of the collegial body elected by the general
shareholders' meeting may be a person whose current or past
office constitutes no obstacle to conduct independent and
impartial supervision. Where a company should decide not to
set up a supervisory board but rather the board, it is
recommended that the chairman of the board and chief
executive officer of the company should be a different person.
Former company's chief executive officer should not be
immediately nominated as the chairman of the collegial body
elected by the general shareholders' meeting. When a company
chooses to departure from these recommendations, it should
furnish information on the measures it has taken to ensure
impartiality of the supervision.
YES Chairman of the bank's supervisory council has never been
the chief executive of the bank.

Principle III: The order of the formation of a collegial body to be elected by a general shareholders' meeting

The order of the formation a collegial body to be elected by a general shareholders' meeting should ensure representation of minority shareholders, accountability of this body to the shareholders and objective monitoring of the company's operation and its management bodies.3

3.1. The mechanism of the formation of a collegial body to be YES Provisions of the present recommendation are implemented
elected by a general shareholders' meeting (hereinafter in this by disclosing information to shareholders on candidates to
Principle referred to as the 'collegial body') should ensure the Supervisory Council of the Bank, by filling out a detailed
objective and fair monitoring of the company's management questionnaire approved by the Bank of Lithuania on an
bodies as well as representation of minority shareholders. individual's qualifications, professional experience, as well as
other data about candidate; candidates to the Supervisory
Council members have to fulfil the criteria of impeccable
reputation; statements of the candidates to the Supervisory
Council members on their current position with the Bank or
with its subsidiary companies group; prior to electing any
person to the Supervisory Council as its member, a permit of
the Bank of Lithuania is obtained, etc.

3 Attention should be drawn to the fact that in the situation where the collegial body elected by the general shareholders' meeting is the board, it is natural that being a management body it should ensure oversight not of all management bodies of the company, but only of the single-person body of management, i.e. the company's chief executive officer. This note shall apply in respect of item 3.1 as well.

3.2. Names and surnames of the candidates to become
members of a collegial body, information about their education,
qualification, professional background, positions taken and
potential conflicts of interest should be disclosed early enough
before the general shareholders' meeting so that the
shareholders would have sufficient time to make an informed
voting
decision.
All
factors
affecting
the
candidate's
independence, the sample list of which is set out in
Recommendation 3.7, should be also disclosed. The collegial
body should also be informed on any subsequent changes in
the provided information. The collegial body should, on yearly
basis, collect data provided in this item on its members and
disclose this in the company's annual report.
YES Member of a collegial body, prior taking the office, declares
his existing obligations, discloses information about
potential conflicts of interest and commits to ensure that his
professional or any other activities not related to the
performance of the Bank will not negatively affect the
fulfilment of the functions of a member of a collegial body.
Additionally, member of collegial body undertakes to
immediately notify the Bank about any changes in
circumstances for which his statements or commitments
would no longer be valid.
3.3. Should a person be nominated for members of a collegial
body, such nomination should be followed by the disclosure of
information on candidate's particular competences relevant to
his/her service on the collegial body. In order shareholders and
investors are able to ascertain whether member's competence
is further relevant, the collegial body should, in its annual
report, disclose the information on its composition and
particular competences of individual members which are
relevant to their service on the collegial body.
YES
3.4. In order to maintain a proper balance in terms of the
current qualifications possessed by its members, the desired
composition of the collegial body shall be determined with
regard to the company's structure and activities, and have this
periodically evaluated. The collegial body should ensure that it
is composed of members who, as a whole, have the required
diversity of knowledge, judgment and experience to complete
their tasks properly. The members of the audit committee,
collectively, should have a recent knowledge and relevant
experience in the fields of finance, accounting and/or audit for
the stock exchange listed companies. At least one of the
members of the remuneration committee should have
knowledge of and experience in the field of remuneration
policy.
NO The Supervisory Council does not determine its desired
composition and does not have it periodically evaluated, as
it is elected by shareholders, and the candidates as well as
their qualifications are approved by the Bank's supervisory
authority, namely, the Bank of Lithuania, by issuing a permit
to elect a person to the Supervisory Council as its member,
therefore, in our opinion, this is sufficient in order to
maintain a balance of qualifications of members of the
collegiate body. Provisions number two, three and four are
met.
3.5. All new members of the collegial body should be offered a
tailored program focused on introducing a member with his/her
duties, corporate organization and activities. The collegial body
should conduct an annual review to identify fields where its
members need to update their skills and knowledge.
NO Candidates to the collegiate body as its members are
approved by the Bank's supervisory authority, namely, the
Bank of Lithuania, by issuing a permit to elect a person to
the Supervisory Council as its member, also, the Bank of
Lithuania is kept informed on changes in the data (including
changes in qualifications) of the members, therefore, in our
opinion, this is sufficient to ensure that that the bank's
collegiate body would consist of only individuals with
adequate qualifications, knowledge and skills. For these
reasons, no individual programmes or annual reviews were
conducted.

APPENDIX 1 TO CONSOLIDATED ANNUAL REPORT FOR THE YEAR 2013

3.6. In order to ensure that all material conflicts of interest
related with a member of the collegial body are resolved
properly, the collegial body should comprise a sufficient4
number of independent5
members.
NOT APPLICABLE The Bank has a single shareholder.
3.7. A member of the collegial body should be considered to be
independent only if he is free of any business, family or other
relationship with the company, its controlling shareholder or
the management of either, that creates a conflict of interest
such as to impair his judgment. Since all cases when member of
the collegial body is likely to become dependant are impossible
to list, moreover, relationships and circumstances associated
with the determination of independence may vary amongst
companies and the best practices of solving this problem are
yet to evolve in the course of time, assessment of
independence of a member of the collegial body should be
based on the contents of the relationship and circumstances
rather than their form. The key criteria for identifying whether a
member of the collegial body can be considered to be
independent are the following:
1) He/she is not an executive director or member of the
board (if a collegial body elected by the general
shareholders' meeting is the supervisory board) of
the company or any associated company and has not
been such during the last five years;
2) He/she is not an employee of the company or some any
company and has not been such during the last three
years, except for cases when a member of the
collegial body does not belong to the senior
management and was elected to the collegial body as
a representative of the employees;
3) He/she is not receiving or has been not receiving
significant
additional
remuneration
from
the
company or
associated
company
other
than
remuneration for the office in the collegial body.
Such additional remuneration includes participation
in share options or some other performance based
pay systems; it does not include compensation
payments for the previous office in the company
NOT APPLICABLE The Bank has a single shareholder.
(provided that such payment is no way related with
later position) as per pension plans (inclusive of
deferred compensations);

4 The Code does not provide for a concrete number of independent members to comprise a collegial body. Many codes in foreign countries fix a concrete number of independent members (e.g. at least 1/3 or 1/2 of the members of the collegial body) to comprise the collegial body. However, having regard to the novelty of the institution of independent members in Lithuania and potential problems in finding and electing a concrete number of independent members, the Code provides for a more flexible wording and allows the companies themselves to decide what number of independent members is sufficient. Of course, a larger number of independent members in a collegial body is encouraged and will constitute an example of more suitable corporate governance.

5 It is notable that in some companies all members of the collegial body may, due to a very small number of minority shareholders, be elected by the votes of the majority shareholder or a few major shareholders. But even a member of the collegial body elected by the majority shareholders may be considered independent if he/she meets the independence criteria set out in the Code.

APPENDIX 1 TO CONSOLIDATED ANNUAL REPORT FOR THE YEAR 2013 (All amounts in LTL thousands unless otherwise stated)

4) He/she
is
not
a
controlling
shareholder
or
representative of such shareholder (control as
defined in the Council Directive 83/349/EEC Article 1
Part 1);
5) He/she does not have and did not have any material
business relations with the company or associated
company within the past year directly or as a partner,
shareholder, director or superior employee of the
subject having such relationship. A subject is
considered to have business relations when it is a
major supplier or service provider (inclusive of
financial, legal, counseling and consulting services),
major client or organization receiving significant
payments from the company or its group;
6) He/she is not and has not been, during the last three
years, partner or employee of the current or former
external audit company of the company or
associated company;
7) He/she is not an executive director or member of the
board in some other company where executive
director of the company or member of the board (if a
collegial body elected by the general shareholders'
meeting is the supervisory board) is non-executive
director or member of the supervisory board, he/she
may not also have any other material relationships
with executive directors of the company that arise
from their participation in activities of other
companies or bodies;
8) He/she has not been in the position of a member of
the collegial body for over than 12 years;
9) He/she is not a close relative to an executive director or
member of the board (if a collegial body elected by
the general shareholders' meeting is the supervisory
board) or to any person listed in above items 1 to 8.
Close relative is considered to be a spouse (common
law spouse), children and parents.
3.8. The determination of what constitutes independence is
fundamentally an issue for the collegial body itself to
determine. The collegial body may decide that, despite a
particular member meets all the criteria of independence laid
down in this Code, he cannot be considered independent due to
special personal or company-related circumstances.
NOT APPLICABLE Comment at 3.7.

(All amounts in LTL thousands unless otherwise stated)

3.9. Necessary information on conclusions the collegial body
has come to in its determination of whether a particular
member of the body should be considered to be independent
should be disclosed. When a person is nominated to become a
member of the collegial body, the company should disclose
whether it considers the person to be independent. When a
particular member of the collegial body does not meet one or
more criteria of independence set out in this Code, the
company should disclose its reasons for nevertheless
considering the member to be independent. In addition, the
company should annually disclose which members of the
collegial body it considers to be independent.
NOT APPLICABLE Comment at 3.7.
3.10. When one or more criteria of independence set out in this
Code has not been met throughout the year, the company
should disclose its reasons for considering a particular member
of the collegial body to be independent. To ensure accuracy of
the information disclosed in relation with the independence of
the members of the collegial body, the company should require
independent members to have their independence periodically
re-confirmed.
NOT APPLICABLE Comment at 3.7.
3.11. In order to remunerate members of a collegial body for
their work and participation in the meetings of the collegial
body, they may be remunerated from the company's funds.6
The general shareholders' meeting should approve the amount
of such remuneration.
NOT APPLICABLE Comment at 3.7.

Principle IV: The duties and liabilities of a collegial body elected by the general shareholders' meeting

The corporate governance framework should ensure proper and effective functioning of the collegial body elected by the general shareholders' meeting, and the powers granted to the collegial body should ensure effective monitoring7 of the company's management bodies and protection of interests of all the company's shareholders.

4.1. The collegial body elected by the general shareholders' YES The Supervisory Council provides the general annual
meeting (hereinafter in this Principle referred to as the 'collegial meeting of shareholders with comments and proposals
body') should ensure integrity and transparency of the regarding the strategy of the Bank's activities, its annual
company's financial statements and the control system. The consolidated financial statements, draft profit (loss)
collegial body should issue recommendations to the company's appropriation, the consolidated annual report of the Bank as
management bodies and monitor and control the company's well as the activities of the Management Board and
management performance.8 President of the Bank, also, it performs other functions of
supervising the activities of the Bank and its managing
bodies attributed to the competence of the Supervisory
Council.

6It is notable that currently it is not yet completely clear, in what form members of the supervisory board or the board may be remunerated for their work in these bodies. The Law on Companies of the Republic of Lithuania (Official Gazette, 2003, No 123- 5574) provides that members of the supervisory board or the board may be remunerated for their work in the supervisory board or the board by payment of annual bonuses (tantiems) in the manner prescribed by Article 59 of this Law, i.e. from the company's profit. The current wording, contrary to the wording effective before 1 January 2004, eliminates the exclusive requirement that annual bonuses (tantiems) should be the only form of the company's compensation to members of the supervisory board or the board. So it seems that the Law contains no prohibition to remunerate members of the supervisory board or the board for their work in other forms, besides bonuses, although this possibility is not expressly stated either.

7 See Footnote 3.

8 See Footnote 3. In the event the collegial body elected by the general shareholders' meeting is the board, it should provide recommendations to the company's single-person body of management, i.e. the company's chief executive officer.

APPENDIX 1 TO CONSOLIDATED ANNUAL REPORT FOR THE YEAR 2013

4.2. Members of the collegial body should act in good faith, with
care and responsibility for the benefit and in the interests of the
company and its shareholders with due regard to the interests
of employees and public welfare. Independent members of the
collegial body should (a) under all circumstances maintain
independence of their analysis, decision-making and actions (b)
do not seek and accept any unjustified privileges that might
compromise their independence, and (c) clearly express their
objections should a member consider that decision of the
collegial body is against the interests of the company. Should a
collegial body have passed decisions independent member has
serious doubts about, the member should make adequate
conclusions. Should an independent member resign from his
office, he should explain the reasons in a letter addressed to the
collegial body or audit committee and, if necessary, respective
company-not-pertaining body (institution).
YES/ NO According to the data available to the Bank, each member of
the Supervisory Council acts in good faith with regard to the
company, abiding by the interests of the company and not
those of his/her own or any third party, aiming to maintain
his/her independence. However, the provision regarding
independent members of the Supervisory Council is not
observed as there are no such independent members.
4.3. Each member should devote sufficient time and attention
to perform his duties as a member of the collegial body. Each
member of the collegial body should limit other professional
obligations of his (in particular any directorships held in other
companies) in such a manner they do not interfere with proper
performance of duties of a member of the collegial body. In the
event a member of the collegial body should be present in less
than a half9
of the meetings of the collegial body throughout
the financial year of the company, shareholders of the company
should be notified.
YES Each member of the Supervisory Council performs his/her
duties in a proper manner: by actively participating in the
meeting of the collegiate body and by devoting sufficient
time of his/her own for the performance of his/her functions
as a member of the collegiate body.
4.4. Where decisions of a collegial body may have a different
effect on the company's shareholders, the collegial body should
treat all shareholders impartially and fairly. It should ensure that
shareholders are properly informed on the company's affairs,
strategies, risk management and resolution of conflicts of
interest. The company should have a clearly established role of
members of the collegial body when communicating with and
committing to shareholders.
YES

9 It is notable that companies can make this requirement more stringent and provide that shareholders should be informed about failure to participate at the meetings of the collegial body if, for instance, a member of the collegial body participated at less than 2/3 or 3/4 of the meetings. Such measures, which ensure active participation in the meetings of the collegial body, are encouraged and will constitute an example of more suitable corporate governance.

APPENDIX 1 TO CONSOLIDATED ANNUAL REPORT FOR THE YEAR 2013

4.5. It is recommended that transactions (except insignificant
ones due to their low value or concluded when carrying out
routine operations in the company under usual conditions),
concluded between the company and its shareholders,
members of the supervisory or managing bodies or other
natural or legal persons that exert or may exert influence on the
company's management should be subject to approval of the
collegial body. The decision concerning approval of such
transactions should be deemed adopted only provided the
majority of the independent members of the collegial body
voted for such a decision.
YES/ NO YES - the Supervisory Council approves the Requirements for
internal lending and lending to persons related to the bank,
establishes maximum limits for of such lending. However,
the provision of the majority vote of independent members
is not observed, because, as it has already been mentioned
above, there are no independent members in the
Supervisory Council.
4.6. The collegial body should be independent in passing
decisions that are significant for the company's operations and
strategy. Taken separately, the collegial body should be
independent of the company's management bodies10. Members
of the collegial body should act and pass decisions without an
outside influence from the persons who have elected it.
Companies should ensure that the collegial body and its
committees are provided with sufficient administrative and
financial resources to discharge their duties, including the right
to obtain, in particular from employees of the company, all the
necessary information or to seek independent legal, accounting
or any other advice on issues pertaining to the competence of
the collegial body and its committees. When using the services
of a consultant with a view to obtaining information on market
standards for remuneration systems, the remuneration
committee should ensure that the consultant concerned does
not at the same time advice the human resources department,
executive directors or collegial management organs of the
company concerned.
YES

10 In the event the collegial body elected by the general shareholders' meeting is the board, the recommendation concerning its independence from the company's management bodies applies to the extent it relates to the independence from the company's chief executive officer.

APPENDIX 1 TO CONSOLIDATED ANNUAL REPORT FOR THE YEAR 2013

4.7. Activities of the collegial body should be organized in a
manner that independent members of the collegial body could
have major influence in relevant areas where chances of
occurrence of conflicts of interest are very high. Such areas to
be considered as highly relevant are issues of nomination of
company's directors, determination of directors' remuneration
and control and assessment of company's audit. Therefore
when the mentioned issues are attributable to the competence
of the collegial body, it is recommended that the collegial body
should
establish
nomination,
remuneration,
and
audit
committees11. Companies should ensure that the functions
attributable to the nomination, remuneration, and audit
committees are carried out. However they may decide to merge
these functions and set up less than three committees. In such
case a company should explain in detail reasons behind the
selection of alternative approach and how the selected
approach complies with the objectives set forth for the three
different committees. Should the collegial body of the company
comprise small number of members, the functions assigned to
the three committees may be performed by the collegial body
itself, provided that it meets composition requirements
advocated for the committees and that adequate information is
provided in this respect. In such case provisions of this Code
relating to the committees of the collegial body (in particular
with respect to their role, operation, and transparency) should
apply, where relevant, to the collegial body as a whole.
YES/ NO There are no independent members. Only the Audit and
Remuneration committees are formed in the Bank. There is
one independent member in the Audit Committee.
4.8. The key objective of the committees is to increase
efficiency of the activities of the collegial body by ensuring that
decisions are based on due consideration, and to help organize
its work with a view to ensuring that the decisions it takes are
free of material conflicts of interest. Committees should
exercise independent judgement and integrity when exercising
its functions as well as present the collegial body with
recommendations concerning the decisions of the collegial
body. Nevertheless the final decision shall be adopted by the
collegial body. The recommendation on creation of committees
is not intended, in principle, to constrict the competence of the
collegial body or to remove the matters considered from the
purview of the collegial body itself, which remains fully
responsible for the decisions taken in its field of competence.
YES The recommendation applies to the Audit and Remuneration
committees.
4.9. Committees established by the collegial body should
normally be composed of at least three members. In companies
with small number of members of the collegial body, they could
exceptionally be composed of two members. Majority of the
members of each committee should be constituted from
independent members of the collegial body. In cases when the
company chooses not to set up a supervisory board,
remuneration and audit committees should be entirely
comprised of non-executive directors. Chairmanship and
membership of the committees should be decided with due
YES/ NO The provision regarding the minimum number of committee
members is met. The Audit and Remuneration committees
are not composed of independent members of the
Supervisory Council, as there are no such members in the
Supervisory Council at all. There is one independent member
in the Audit Committee, but he is not a member of the
Supervisory Council.

11The Law of the Republic of Lithuania on Audit (Official Gazette, 2008, No 82-53233) determines that an Audit Committee shall be formed in each public interest entity (including, but not limited to public companies whose securities are traded in the regulated market of the Republic of Lithuania and/or any other member state).

regard to the need to ensure that committee membership is
refreshed and that undue reliance is not placed on particular
individuals. Chairmanship and membership of the committees
should be decided with due regard to the need to ensure that
committee membership is refreshed and that undue reliance is
not placed on particular individuals.
4.10. Authority of each of the committees should be determined
by the collegial body. Committees should perform their duties in
line with authority delegated to them and inform the collegial
body on their activities and performance on regular basis.
Authority of every committee stipulating the role and rights and
duties of the committee should be made public at least once a
year (as part of the information disclosed by the company
annually on its corporate governance structures and practices).
Companies should also make public annually a statement by
existing committees on their composition, number of meetings
and attendance over the year, and their main activities. Audit
committee should confirm that it is satisfied with the
independence of the audit process and describe briefly the
actions it has taken to reach this conclusion.
YES/ NO YES – the Audit and Remuneration committees function in
accordance
with
the
regulations
approved
by
the
Supervisory Council that establish the authority of the
committees.
The annual report includes information on composition of
the committees and their main activities.
NO – the annual report does not include information on the
meetings of the committees.
4.11. In order to ensure independence and impartiality of the
committees, members of the collegial body that are not
members of the committee should commonly have a right to
participate in the meetings of the committee only if invited by
the committee. A committee may invite or demand participation
in the meeting of particular officers or experts. Chairman of
each of the committees should have a possibility to maintain
direct communication with the shareholders. Events when such
are to be performed should be specified in the regulations for
committee activities.
YES/NO The Instruction for Remuneration Committee and Instruction
for Audit and Compliance Committee do not specify the
events when the chairman of the abovementioned
committee should maintain a direct communication with the
shareholders.
4.12. Nomination Committee. NO Nomination Committee does not exist.
4.12.1. Key functions of the nomination committee should be
the following:
• Identify and recommend, for the approval of the collegial
body, candidates to fill board vacancies. The nomination
committee should evaluate the balance of skills, knowledge and
experience on the management body, prepare a description of
the roles and capabilities required to assume a particular office,
and assess the time commitment expected. Nomination
committee can also consider candidates to members of the
collegial body delegated by the shareholders of the company;
• Assess on regular basis the structure, size, composition and
performance of the supervisory and management bodies, and
make recommendations to the collegial body regarding the
means of achieving necessary changes;
• Assess on regular basis the skills, knowledge and experience
of individual directors and report on this to the collegial body;
• Properly consider issues related to succession planning;
• Review the policy of the management bodies for selection and
appointment of senior management.
4.12.2. Nomination committee should consider proposals by
other parties, including management and shareholders. When
dealing with issues related to executive directors or members of
the board (if a collegial body elected by the general
shareholders' meeting is the supervisory board) and senior
management, chief executive officer of the company should be
consulted by, and entitled to submit proposals to the
nomination committee.
4.13. Remuneration Committee. YES Yes – the Remuneration Committee acts according to the
4.13.1. Key functions of the remuneration committee should be Regulations of the Remuneration Committee approved by
the following: the Supervisory Council.
• Make proposals, for the approval of the collegial body, on the YES Yes – the Remuneration Committee submits proposals to
remuneration policy for members of management bodies and the Bank's Supervisory Council regarding the Remuneration
executive directors. Such policy should address all forms of Policy of the Bank's Group and amendments thereof, as well
compensation, including the fixed remuneration, performance as the list of employees accepting the risk of the Bank's
based remuneration schemes, pension arrangements, and Group and other related issues. The Remuneration Policy of
termination payments. Proposals considering performance the Bank's Group includes all forms of remuneration,
based remuneration schemes should be accompanied with including
fixed
pay
and
variable
pay
forms.
The
Remuneration Committee also submits proposals to the
recommendations on the related objectives and evaluation Bank's Supervisory Council regarding the remuneration of
criteria, with a view to properly aligning the pay of executive the President and Vice-Presidents, members of the
director and members of the management bodies with the Management Board, heads of the Internal Audit, Compliance
long-term interests of the shareholders and the objectives set and Risk Control.
by the collegial body;
• Make proposals to the collegial body on the individual YES Yes – the Remuneration Committee has all necessary
remuneration
for
executive
directors
and
member
of
information and submits proposals to the Bank's Supervisory
management bodies in order their remunerations are consistent Council regarding the individual remuneration of the
with company's remuneration policy and the evaluation of the President and Vice-Presidents, members of the Management
performance of these persons concerned. In doing so, the Board, heads of the Internal Audit, Compliance and Risk
committee should be properly informed on the total Control.
compensation obtained by executive directors and members of
the management bodies from the affiliated companies;
• Ensure that remuneration of individual executive directors or YES
members of management body is proportionate to the
remuneration of other executive directors or members of
management body and other staff members of the company;
• Periodically review the remuneration policy for executive YES
directors or members of management body, including the policy
regarding share-based remuneration, and its implementation;
• Make proposals to the collegial body on suitable forms of YES
contracts for executive directors and members of the
management bodies;
• Assist the collegial body in overseeing how the company YES
complies
with
applicable
provisions
regarding
the
remuneration-related information disclosure (in particular the
remuneration policy applied and individual remuneration of
directors); Yes – the Remuneration Committee considers and submits
• Make general recommendations to the executive directors and YES recommendations on the individual remuneration (including
members of the management bodies on the level and structure pension plans) of the heads of the Bank, which are directly
of remuneration for senior management (as defined by the subordinate to the President and the members of the
collegial body) with regard to the respective information Management Board of the Bank.
provided by the executive directors and members of the
management bodies.
4.13.2. With respect to stock options and other share-based YES Yes – the Remuneration Committee prepares long-term
incentives which may be granted to directors or other employee incentive programs and submits thereof to the
employees, the committee should: Bank's Supervisory Council for approval.
• Consider general policy regarding the granting of the above
mentioned schemes, in particular stock options, and make any
related proposals to the collegial body;
• Examine the related information that is given in the company's
annual report and documents intended for the use during the
shareholders meeting;
• Make proposals to the collegial body regarding the choice
between granting options to subscribe shares or granting
options to purchase shares, specifying the reasons for its choice
as well as the consequences that this choice has.
4.13.3. Upon resolution of the issues attributable to the YES
competence of the remuneration committee, the committee
should at least address the chairman of the collegial body
and/or chief executive officer of the company for their opinion
on the remuneration of other executive directors or members of
the management bodies.
4.13.4. The remuneration committee should report on the NO There is no such practice. The Remuneration Committee is
exercise of its functions to the shareholders and be present at accountable to the Bank's Supervisory Council, members of
the annual general meeting for this purpose. which are the representatives of the sole shareholder of the
Bank.
4.14. Audit Committee.
4.14.1. Key functions of the audit committee should be the
following:
• Observe the integrity of the financial information provided by YES The Audit Committee discusses, on regular basis, the
the company, in particular by reviewing the relevance and external auditors' comments, including the consistency of
consistency of the accounting methods used by the company accounting methods.
and its group (including the criteria for the consolidation of the
accounts of companies in the group);
• At least once a year review the systems of internal control and YES Once a quarter, the audit committee discusses the internal
risk management to ensure that the key risks (inclusive of the audit and compliance reports that highlight the main
risks in relation with compliance with existing laws and drawbacks in the internal control and risk management,
regulations) are properly identified, managed and reflected in including risks related to the observance of the existing legal
the information provided;
• Ensure the efficiency of the internal audit function, among
other things, by making recommendations on the selection,
appointment, reappointment and removal of the head of the
internal audit department and on the budget of the department,
and by monitoring the responsiveness of the management to its
findings and recommendations. Should there be no internal
audit authority in the company, the need for one should be
reviewed at least annually;
• Make recommendations to the collegial body related with
selection, appointment, reappointment and removal of the
external auditor (to be done by the general shareholders'
YES
YES
acts.
In the quarterly internal audit report the Audit Committee is
provided with information on the status of implementation
of the internal audit recommendations. During a meeting
reasons are discussed due to which the recommendations
have not been implemented in due time.
The committee provides recommendations on the selection
of the head of internal audit department.
Audit company is selected at the SEB Group level. There
were no situations leading the audit company to resign.
meeting) and with the terms and conditions of his engagement.
The committee should investigate situations that lead to a
resignation of the audit company or auditor and make
recommendations on required actions in such situations;
• Monitor independence and impartiality of the external auditor,
in particular by reviewing the audit company's compliance with
applicable guidance relating to the rotation of audit partners,
YES External auditors annually provide the committee with the
independence confirmation.
The SEB Group has a uniform SEB External Audit Policy,
the level of fees paid by the company, and similar issues. In
order to prevent occurrence of material conflicts of interest, the
committee, based on the auditor's disclosed inter alia data on
all remunerations paid by the company to the auditor and
network, should at all times monitor nature and extent of the
non-audit services. Having regard to the principals and
guidelines established in the 16 May 2002 Commission
Recommendation
2002/590/EC,
the
committee
should
determine and apply a formal policy establishing types of non
audit services that are (a) excluded, (b) permissible only after
review by the committee, and (c) permissible without referral to
the committee;
approved by SEB's Audit and Compliance Committees
defining the independence of external auditors, providing of
services to the SEB Group companies and purchase of other
than audit services from external audit.
• Review efficiency of the external audit process and
responsiveness of management to recommendations made in
the external auditor's management letter.
YES The Audit Committee discusses comments provided by
external audit provided in a letter to the senior management
as well as the comments of the Bank's senior management.
Note: The Bank does not carry on activities in any off-shore
4.14.2. All members of the committee should be furnished with
complete information on particulars of accounting, financial
and other operations of the company. Company's management
should inform the audit committee of the methods used to
account for significant and unusual transactions where the
accounting treatment may be open to different approaches. In
such case a special consideration should be given to company's
operations in offshore centers and/or activities carried out
through
special
purpose
vehicles
(organizations)
and
justification of such operations.
YES centres.
4.14.3.
The
audit
committee
should
decide
whether
participation of the chairman of the collegial body, chief
executive officer of the company, chief financial officer (or
superior employees in charge of finances, treasury and
accounting), or internal and external auditors in the meetings of
the committee is required (if required, when). The committee
should be entitled, when needed, to meet with any relevant
person without executive directors and members of the
management bodies present.
YES The Audit Committee meetings are always participated by
the President of the Bank and Head of the Internal Audit
Department. External auditors are always invited to the
meetings.

(All amounts in LTL thousands unless otherwise stated)

4.14.4. Internal and external auditors should be secured with
not only effective working relationship with management, but
also with free access to the collegial body. For this purpose the
audit committee should act as the principal contact person for
the internal and external auditors.
4.14.5. The audit committee should be informed of the internal
auditor's work program, and should be furnished with internal
audit's reports or periodic summaries. The audit committee
should also be informed of the work program of the external
auditor and should be furnished with report disclosing all
relationships between the independent auditor and the
company and its group. The committee should be timely
furnished information on all issues arising from the audit.
YES
YES
The regulations of the Internal Audit Department and its
work plans are approved by the Audit Committee. According
to the regulations, the Internal Audit Department is directly
reporting to the Chairman of the Supervisory Council, which
fact ensures a possibility to directly turn to the Audit
Committee and/or the Council.
The Audit Committee is provided with quarterly internal
audit set-format reports. The annual audit plan is also
presented to the Audit Committee. External auditors inform
the Audit Committee on regular basis about the audit plans
and audit services provided under an agreement.
4.14.6. The audit committee should examine whether the
company is following applicable provisions regarding the
possibility for employees to report alleged significant
irregularities in the company, by way of complaints or through
anonymous submissions (normally to an independent member
of the collegial body), and should ensure that there is a
procedure established for proportionate and independent
investigation of these issues and for appropriate follow-up
action.
NO There is no formal procedure set.
4.14.7. The audit committee should report on its activities to the
collegial body at least once in every six months, at the time the
yearly and half-yearly statements are approved.
YES The Supervisory Council is provided for familiarisation with
the entire documentation discussed by the Audit Committee.
4.15. Every year the collegial body should conduct the
assessment of its activities. The assessment should include
evaluation of collegial body's structure, work organization and
ability to act as a group, evaluation of each of the collegial body
member's and committee's competence and work efficiency
and assessment whether the collegial body has achieved its
objectives. The collegial body should, at least once a year, make
public (as part of the information the company annually
discloses on its management structures and practices)
respective information on its internal organization and working
procedures, and specify what material changes were made as a
result of the assessment of the collegial body of its own
activities.
NO It is intended to implement this provision.

Principle V: The working procedure of the company's collegial bodies

The working procedure of supervisory and management bodies established in the company should ensure efficient operation of these bodies and decision-making and encourage active co-operation between the company's bodies.

(All amounts in LTL thousands unless otherwise stated)

5.1. The company's supervisory and management bodies
(hereinafter in this Principle the concept 'collegial bodies'
covers both the collegial bodies of supervision and the collegial
bodies of management) should be chaired by chairpersons of
these bodies. The chairperson of a collegial body is responsible
for proper convocation of the collegial body meetings. The
chairperson should ensure that information about the meeting
being convened and its agenda are communicated to all
members of the body. The chairperson of a collegial body
should ensure appropriate conducting of the meetings of the
collegial body. The chairperson should ensure order and
working atmosphere during the meeting.
YES The meetings of both the Board and the Supervisory Council
are chaired, convened and appropriate conducting of the
meetings is ensured, respectively, by the Chairman of the
Supervisory Council and the Chairman of the Board.
5.2. It is recommended that meetings of the company's collegial
bodies should be carried out according to the schedule
approved in advance at certain intervals of time. Each company
is free to decide how often to convene meetings of the collegial
bodies, but it is recommended that these meetings should be
convened at such intervals, which would guarantee an
interrupted resolution of the essential corporate governance
issues. Meetings of the company's supervisory board should be
convened at least once in a quarter, and the company's board
should meet at least once a month12
YES Based on the work regulations of the Supervisory Council of
the Bank, the Supervisory Council meetings are convened no
less than once a quarter (in practice, they are convened
more often), and based on the wok regulations of the Board
of the Bank, meetings are convened no less than once a
month (in practice, they are convened once a week).
5.3. Members of a collegial body should be notified about the
meeting being convened in advance in order to allow sufficient
time for proper preparation for the issues on the agenda of the
meeting and to ensure fruitful discussion and adoption of
appropriate decisions. Alongside with the notice about the
meeting being convened, all the documents relevant to the
issues on the agenda of the meeting should be submitted to the
members of the collegial body. The agenda of the meeting
should not be changed or supplemented during the meeting,
unless all members of the collegial body are present or certain
issues of great importance to the company require immediate
resolution.
YES Members of the Board of the Bank are familiarised with the
material no less than one banking day prior to the planned
meeting of the board, except the extraordinary meetings,
when terms could be reduced; members of the Bank's
Supervisory Council – no later than 5 calendar days in
advance, and in urgent cases – no later than 2 calendar days
in advance.
5.4. In order to co-ordinate operation of the company's collegial
bodies
and
ensure
effective
decision-making
process,
chairpersons of the company's collegial bodies of supervision
and management should closely co-operate by co-coordinating
dates of the meetings, their agendas and resolving other issues
of corporate governance. Members of the company's board
should be free to attend meetings of the company's supervisory
board, especially where issues concerning removal of the board
members, their liability or remuneration are discussed.
YES

Principle VI: The equitable treatment of shareholders and shareholder rights

The corporate governance framework should ensure the equitable treatment of all shareholders, including minority and foreign shareholders. The corporate governance framework should protect the rights of the shareholders.

12 The frequency of meetings of the collegial body provided for in the recommendation must be applied in those cases when both additional collegial bodies are formed at the company, the board and the supervisory board. In the event only one additional collegial body is formed in the company, the frequency of its meetings may be as established for the supervisory board, i.e. at least once in a quarter.

APPENDIX 1 TO CONSOLIDATED ANNUAL REPORT FOR THE YEAR 2013

(All amounts in LTL thousands unless otherwise stated)

6.1. It is recommended that the company's capital should
consist only of the shares that grant the same rights to voting,
ownership, dividend and other rights to all their holders.
YES The Bank's authorised capital consists of ordinary registered
shares granting equal voting rights to all holders of the
Bank's shares.
6.2. It is recommended that investors should have access to the
information concerning the rights attached to the shares of the
new issue or those issued earlier in advance, i.e. before they
purchase shares.
NOT APPLICABLE The Bank effects public placement of bonds only.
6.3. Transactions that are important to the company and its
shareholders, such as transfer, investment, and pledge of the
company's assets or any other type of encumbrance should be
subject to approval of the general shareholders' meeting.13 All
shareholders should be furnished with equal opportunity to
familiarize with and participate in the decision-making process
when significant corporate issues, including approval of
transactions referred to above, are discussed.
NO The Bank's Articles of Association do not establish criteria
for major transactions based on which criteria transactions
would be selected that require an approval of the general
shareholders' meeting.
6.4. Procedures of convening and conducting a general
shareholders' meeting should ensure equal opportunities for
the shareholders to effectively participate at the meetings and
should not prejudice the rights and interests of the
shareholders. The venue, date, and time of the shareholders'
meeting
should
not
hinder
wide
attendance
of
the
shareholders.
YES General shareholders meetings are usually conducted at the
Bank's domicile on the Bank's business days and ensuring, in
a timely manner, equal opportunities for shareholders to
attend the meeting, to lodge questions to members of the
management bodies and receive answers to them.
6.5. If is possible, in order to ensure shareholders living abroad
the right to access to the information, it is recommended that
documents on the course of the general shareholders' meeting
should be placed on the publicly accessible website of the
company not only in Lithuanian language, but in English and /or
other foreign languages in advance. It is recommended that the
minutes of the general shareholders' meeting after signing
them and/or adopted resolutions should be also placed on the
publicly accessible website of the company. Seeking to ensure
the right of foreigners to familiarize with the information,
whenever
feasible,
documents
referred
to
in
this
recommendation should be published in Lithuanian, English
and/or other foreign languages. Documents referred to in this
recommendation may be published on the publicly accessible
website of the company to the extent that publishing of these
documents is not detrimental to the company or the company's
commercial secrets are not revealed.
NO Documents of the general shareholders' meeting including
the minutes, are not publicly accessible, they are, abiding by
the laws of the Republic of Lithuania, provided to
shareholders for familiarisation and respectively to other
persons that have attended the meeting.

13 The Law on Companies of the Republic of Lithuania (Official Gazette, 2003, No 123-5574) no longer assigns resolutions concerning the investment, transfer, lease, mortgage or acquisition of the long-terms assets accounting for more than 1/20 of the company's authorised capital to the competence of the general shareholders' meeting. However, transactions that are important and material for the company's activity should be considered and approved by the general shareholders' meeting. The Law on Companies contains no prohibition to this effect either. Yet, in order not to encumber the company's activity and escape an unreasonably frequent consideration of transactions at the meetings, companies are free to establish their own criteria of material transactions, which are subject to the approval of the meeting. While establishing these criteria of material transactions, companies may follow the criteria set out in items 3, 4, 5 and 6 of paragraph 4 of Article 34 of the Law on Companies or derogate from them in view of the specific nature of their operation and their attempt to ensure uninterrupted, efficient functioning of the company.

6.6. Shareholders should be furnished with the opportunity to
vote in the general shareholders' meeting in person and in
absentia. Shareholders should not be prevented from voting in
writing in advance by completing the general voting ballot.
YES The Bank's shareholders may implement the right to attend
the general shareholders' meeting both in person and via a
proxy, if a person has a required authorisation or if a proxy
agreement has been executed with such person pursuant to
the procedure established by law, also, the Bank enables
shareholders to vote by completing the general voting ballot,
as provided for by the Company Law of the Republic of
Lithuania.
6.7. With a view to increasing the shareholders' opportunities to
participate effectively at shareholders' meetings, the companies
are recommended to expand use of modern technologies by
allowing the shareholders to participate and vote in general
meetings via electronic means of communication. In such cases
security of transmitted information and a possibility to identify
the identity of the participating and voting person should be
guaranteed.
Moreover,
companies
could
furnish
its
shareholders, especially shareholders living abroad, with the
opportunity to watch shareholder meetings by means of
modern technologies.
NO The provision is not adhered to its full extent: so far, no
necessity has occurred to use terminal equipment of
telecommunications at the general shareholders' meetings.
Principle VII: The avoidance of conflicts of interest and their disclosure
The corporate governance framework should encourage members of the corporate bodies to avoid conflicts of interest and assure
transparent and effective mechanism of disclosure of conflicts of interest regarding members of the corporate bodies.
7.1. Any member of
the company's supervisory and
management body should avoid a situation, in which his/her
personal interests are in conflict or may be in conflict with the
company's interests. In case such a situation did occur, a
member of the company's supervisory and management body
should, within reasonable time, inform other members of the
same collegial body or the company's body that has elected
him/her, or to the company's shareholders about a situation of
a conflict of interest, indicate the nature of the conflict and
value, where possible.
YES Regarding recommendation 7.3: a decision on lending to a
person related to the Bank is taken by the Board by no less
than 2/3 of votes of the Board members attending the
meeting.
7.2. Any member of the company's supervisory and
management body may not mix the company's assets, the use
of which has not been mutually agreed upon, with his/her
personal assets or use them or the information which he/she
learns by virtue of his/her position as a member of a corporate
body for his/her personal benefit or for the benefit of any third
person without a prior agreement of the general shareholders'
meeting or any other corporate body authorized by the
meeting.
YES

(All amounts in LTL thousands unless otherwise stated)

7.3. Any member of the company's supervisory and YES
management body may conclude a transaction with the
company, a member of a corporate body of which he/she is.
Such a transaction (except insignificant ones due to their low
value or concluded when carrying out routine operations in the
company under usual conditions) must be immediately
reported in writing or orally, by recording this in the minutes of
the meeting, to other members of the same corporate body or
to the corporate body that has elected him/her or to the
company's
shareholders. Transactions
specified
in
this
recommendation are also subject to recommendation 4.5.
7.4. Any member of the company's supervisory and YES When decisions are taken concerning transactions or other
management body should abstain from voting when decisions issues of personal or business interest to a person, such
concerning transactions or other issues of personal or business person abstains from voting.
interest are voted on.

Principle VIII: Company's remuneration policy

Remuneration policy and procedure for approval, revision and disclosure of directors' remuneration established in the company should prevent potential conflicts of interest and abuse in determining remuneration of directors, in addition it should ensure publicity and transparency both of company's remuneration policy and remuneration of directors.

8.1. A company should make a public statement of the
company's remuneration policy (hereinafter the remuneration
statement) which should be clear and easily understandable.
This remuneration statement should be published as a part of
the company's annual statement as well as posted on the
company's website.
YES The remuneration statement is made available to the public
at least once a year together with the annual financial
statements or by a separate notification and shall also be
available on the Bank's website.
8.2. Remuneration statement should mainly focus on directors'
remuneration policy for the following year and, if appropriate,
the subsequent years. The statement should contain a summary
of the implementation of the remuneration policy in the
previous financial year. Special attention should be given to any
significant changes in company's remuneration policy as
compared to the previous financial year.
YES/ NO NO – the remuneration statement does not focus on
remuneration policy for the following year.
YES - the Remuneration Policy of the Bank's Group
establishes the remuneration principles not only to the
directors, but also to all employees. The remuneration
statement includes decision making process seeking to
establish and revise the principles of remuneration policy,
and general quantitative information on remuneration to
employees by excluding the Bank's management.
8.3. Remuneration statement should leastwise include the
following information:
• Explanation of the relative importance of the variable and
non-variable components of directors' remuneration;
• Sufficient information on performance criteria that entitles
directors to share options, shares or variable components of
remuneration;
• An explanation how the choice of performance criteria
contributes to the long-term interests of the company;
• An explanation of the methods, applied in order to determine
whether performance criteria have been fulfilled;
• Sufficient information on deferment periods with regard to
variable components of remuneration;
• Sufficient information on the linkage between the
remuneration and performance;
YES The remuneration statement, in compliance with the Bank's
secret and personal data protection requirements, includes
only information required by the legal acts, whereas other
information, in Bank's opinion, is not to be placed in public
domain from a commercial point of view.
• The main parameters and rationale for any annual bonus
scheme and any other non-cash benefits;
• Sufficient information on the policy regarding termination
payments;
• Sufficient information with regard to vesting periods for
share-based remuneration, as referred to in point 8.13 of this
Code;
• Sufficient information on the policy regarding retention of
shares after vesting, as referred to in point 8.15 of this Code;
• Sufficient information on the composition of peer groups of
companies the remuneration policy of which has been
examined in relation to the establishment of the remuneration
policy of the company concerned;
• A description of the main characteristics of supplementary
pension or early retirement schemes for directors;
• Remuneration statement should not include commercially
sensitive information.
8.4. Remuneration statement should also summarize and
explain company's policy regarding the terms of the contracts
executed with executive directors and members of the
management bodies. It should include, inter alia, information on
the duration of contracts with executive directors and members
of the management bodies, the applicable notice periods and
details of provisions for termination payments linked to early
termination under contracts for executive directors and
members of the management bodies.
YES/ NO The remuneration statement, in compliance with the Bank's
secret and personal data protection requirements, includes
only information required by the legal acts, whereas other
information, in Bank's opinion, is not to be placed in public
domain from a commercial point of view.
The remuneration statement includes the following general
information on implementation of Remuneration Policy of
the Bank's Group: allocation of redundancy payments in
case of agreements' termination per financial year, number
of beneficiaries and maximum amount per person; amount
of guaranteed variable pay specified under the new
agreements and redundancy payments in case of the
agreements' termination per financial year and number of
beneficiaries.
8.5. Remuneration statement should also contain detailed YES/ NO The remuneration statement, in compliance with the bank's
information on the entire amount of remuneration, inclusive of secret and personal data protection requirements, includes
other benefits, that was paid to individual directors over the only information required by the legal acts, whereas other
relevant financial year. This document should list at least the information, in Bank's opinion, is not to be placed in public
information set out in items 8.5.1 to 8.5.4 for each person who
has served as a director of the company at any time during the
domain from a commercial point of view.
relevant financial year. The overall employees' incentive policy is placed in the
8.5.1. The following remuneration and/or emoluments-related internal database only.
information should be disclosed:
• The total amount of remuneration paid or due to the director The remuneration statement includes the following general
for services performed during the relevant financial year, information on implementation of Remuneration Policy of
inclusive of, where relevant, attendance fees fixed by the
annual general shareholders meeting;
the Bank's Group:
• The remuneration and advantages received from any 1.
general
quantitative
information
on
employee
undertaking belonging to the same group; remuneration (the Bank's top management and employees
• The remuneration paid in the form of profit sharing and/or accepting the risk of the Bank's Group excluded):
bonus payments and the reasons why such bonus payments
and/or profit sharing were granted; - total amount of fixed and variable pay and the number of
• If permissible by the law, any significant additional beneficiaries;
remuneration paid to directors for special services outside the
scope of the usual functions of a director;
- amount of variable pay split into benefits in cash, pension
• Compensation receivable or paid to each former executive premiums, equities, equity-linked financial instruments,
director or member of the management body as a result of his other financial and non-financial instruments;

(All amounts in LTL thousands unless otherwise stated)

resignation from the office during the previous financial year;
• Total estimated value of non-cash benefits considered as
remuneration, other than the items covered in the above points.
8.5.2. As regards shares and/or rights to acquire share options
and/or all other share-incentive schemes, the following
information should be disclosed:
• The number of share options offered or shares granted by the
company during the relevant financial year and their conditions
of application;
• The number of shares options exercised during the relevant
financial year and, for each of them, the number of shares
involved and the exercise price or the value of the interest in the
share incentive scheme at the end of the financial year;
• The number of share options unexercised at the end of the
financial year; their exercise price, the exercise date and the
main conditions for the exercise of the rights;
• All changes in the terms and conditions of existing share
options occurring during the financial year.
8.5.3. The following supplementary pension schemes-related
information should be disclosed:
• When the pension scheme is a defined-benefit scheme,
changes in the directors' accrued benefits under that scheme
during the relevant financial year;
• When the pension scheme is defined-contribution scheme,
detailed information on contributions paid or payable by the
company in respect of that director during the relevant financial
year.
8.5.4. The statement should also state amounts that the
company or any subsidiary company or entity included in the
consolidated annual financial report of the company has paid to
each person who has served as a director in the company at any
time during the relevant financial year in the form of loans,
- amounts of non-disbursed deferred variable pay
distributed into portions, allocated and non-allocated for
employees;
- amounts of disbursed and adjusted variable pay allocated
in the specified financial year taking into consideration
performance results;
- amount of guarantied variable pay established under the
new agreements and redundancy payments in case of
agreements' termination per financial year and the number
of beneficiaries;
- allocation of redundancy payments in case of agreement
termination per financial year, the number of beneficiaries
and maximum amount per person;
2. variable pay portions and all other non-cash benefits'
allocation reasons and criteria.
advance payments or guarantees, including the amount
outstanding and the interest rate.
8.6. Where the remuneration policy includes variable
components of remuneration, companies should set limits on
the variable component(s). The non-variable component of
remuneration should be sufficient to allow the company to
withhold
variable
components
of
remuneration
when
performance criteria are not met.
YES
8.7. Award of variable components of remuneration should be
subject to predetermined and measurable performance criteria.
YES Variable pay is linked with performance results, the total
remuneration amount shall be based on the overall
assessment of the individual, business unit and the Bank's
Group results. In order to assess the input of each employee
the achieved financial results as well as non-financial criteria
shall be taken into account.
8.8. Where a variable component of remuneration is awarded, a
major part of the variable component should be deferred for a
minimum period of time. The part of the variable component
subject to deferment should be determined in relation to the
relative weight of the variable component compared to the
non-variable component of remuneration.
YES/ NO The general provision of deferral does not apply to all
employees, it applies only to the employees accepting the
risk of the Bank's Group
8.9. Contractual arrangements with executive or managing
directors should include provisions that permit the company to
reclaim variable components of remuneration that were
awarded on the basis of data which subsequently proved to be
manifestly misstated.
NO It is not possible for the Bank to reclaim amounts that were
awarded, while amounts that were deferred may be reduced
or not awarded at all.
o tai, kas atidėta gali būti sumažinta arba iš viso
neišmokama.
8.10. Termination payments should not exceed a fixed amount
or fixed number of years of annual remuneration, which should,
in general, not be higher than two years of the non-variable
component of remuneration or the equivalent thereof.
YES Payments related to termination of the employment contract
are established according to the existing acts of law.
8.11. Termination payments should not be paid if the
termination is due to inadequate performance.
YES Payments related to termination of the employment contract
shall be established taking into account the employee's
performance results within the recent one-year period of
employment at the Bank's Group and also that no reward is
paid to employee (no reward for failure) if his/her activity
resulted in losses of the Bank's Group, except mandatory
payments approved according to the existing acts of law.
8.12. The information on preparatory and decision-making
processes, during which a policy of remuneration of directors is
being established, should also be disclosed. Information should
include data, if applicable, on authorities and composition of
the remuneration committee, names and surnames of external
consultants whose services have been used in determination of
the remuneration policy as well as the role of shareholders'
annual general meeting.
YES The remuneration statement includes information on the
decision-making process to identify and review principles of
the Remuneration Policy of the Bank's Group, including
information on activities of the Remuneration Committee,
external consultants, if the latter provided the policy drafting
services.
8.13. Shares should not vest for at least three years after their
award.
YES
8.14. Share options or any other right to acquire shares or to be
remunerated on the basis of share price movements should not
be exercisable for at least three years after their award. Vesting
of shares and the right to exercise share options or any other
right to acquire shares or to be remunerated on the basis of
share price movements, should be subject to predetermined
and measurable performance criteria.
YES
8.15. After vesting, directors should retain a number of shares,
until the end of their mandate, subject to the need to finance
any costs related to acquisition of the shares. The number of
shares to be retained should be fixed, for example, twice the
value of total annual remuneration (the non-variable plus the
variable components).
YES
8.16. Remuneration of non-executive or supervisory directors
should not include share options.
NOT APPLICABLE The Bank didn't pay any compensation for the Members of
the Supervisory Council for 2013.
8.17. Shareholders, in particular institutional shareholders,
should be encouraged to attend general meetings where
appropriate and make considered use of their votes regarding
directors' remuneration.
NOT APPLICABLE
8.18. Without prejudice to the role and organization of the
relevant bodies responsible for setting directors' remunerations,
the remuneration policy or any other significant change in
remuneration policy should be included into the agenda of the
shareholders' annual general meeting. Remuneration statement
should be put for voting in shareholders' annual general
meeting. The vote may be either mandatory or advisory.
NO There is no such practice.
8.19. Schemes anticipating remuneration of directors in shares,
share options or any other right to purchase shares or be
remunerated on the basis of share price movements should be
subject to the prior approval of shareholders' annual general
meeting by way of a resolution prior to their adoption. The
approval of scheme should be related with the scheme itself
and not to the grant of such share-based benefits under that
scheme to individual directors. All significant changes in
scheme provisions should also be subject to shareholders'
approval prior to their adoption; the approval decision should
be made in shareholders' annual general meeting. In such case
shareholders should be notified on all terms of suggested
changes and get an explanation on the impact of the suggested
changes.
NOT APPLICABLE
8.20. The following issues should be subject to approval by the
shareholders' annual general meeting:
• Grant of share-based schemes, including share options, to
directors;
• Determination of maximum number of shares and main
conditions of share granting;
• The term within which options can be exercised;
• The conditions for any subsequent change in the exercise of
the options, if permissible by law;
• All other long-term incentive schemes for which directors are
eligible and which are not available to other employees of the
company under similar terms. Annual general meeting should
also set the deadline within which the body responsible for
remuneration of directors may award compensations listed in
this article to individual directors.
NO There is no such practice.

(All amounts in LTL thousands unless otherwise stated)

8.21. Should national law or company's Articles of Association
allow, any discounted option arrangement under which any
rights are granted to subscribe to shares at a price lower than
the market value of the share prevailing on the day of the price
determination, or the average of the market values over a
number of days preceding the date when the exercise price is
determined, should also be subject to the shareholders'
approval.
NO There is no such practice.
8.22. Provisions of Articles 8.19 and 8.20 should not be
applicable to schemes allowing for participation under similar
conditions to company's employees or employees of any
subsidiary company whose employees are eligible to participate
in the scheme and which has been approved in the
shareholders' annual general meeting.
NO There is no such practice.
8.23. Prior to the annual general meeting that is intended to
consider decision stipulated in Article 8.19, the shareholders
must be provided an opportunity to familiarize with draft
resolution and project-related notice (the documents should be
posted on the company's website). The notice should contain
the full text of the share-based remuneration schemes or a
description of their key terms, as well as full names of the
participants in the schemes. Notice should also specify the
relationship of the schemes and the overall remuneration policy
of the directors. Draft resolution must have a clear reference to
the scheme itself or to the summary of its key terms.
Shareholders must also be presented with information on how
the company intends to provide for the shares required to meet
its obligations under incentive schemes. It should be clearly
stated whether the company intends to buy shares in the
market, hold the shares in reserve or issue new ones. There
should also be a summary on scheme-related expenses the
company will suffer due to the anticipated application of the
scheme. All information given in this article must be posted on
the company's website.
NO There is no such practice.

Principle IX: The role of stakeholders in corporate governance

The corporate governance framework should recognize the rights of stakeholders as established by law and encourage active cooperation between companies and stakeholders in creating the company value, jobs and financial sustainability. For the purposes of this Principle, the concept "stakeholders" includes investors, employees, creditors, suppliers, clients, local community and other persons having certain interest in the company concerned.

9.1. The corporate governance framework should assure that YES
the rights of stakeholders that are protected by law are
respected.

(All amounts in LTL thousands unless otherwise stated)

9.2. The corporate governance framework should create
conditions for the stakeholders to participate in corporate
governance in the manner prescribed by law. Examples of
mechanisms
of
stakeholder
participation
in
corporate
governance include: employee participation in adoption of
certain key decisions for the company; consulting the
employees on corporate governance and other important
issues; employee participation in the company's share capital;
creditor involvement in governance in the context of the
company's insolvency, etc.
9.3.
Where
stakeholders
participate
in
the
corporate
governance process, they should have access to relevant
information.

Principle X: Information disclosure and transparency

The corporate governance framework should ensure that timely and accurate disclosure is made on all material information regarding the company, including the financial situation, performance and governance of the company.

10.1. The company should disclose information on:
• The financial and operating results of the company;
• Company objectives;
• Persons holding by the right of ownership or in control of a
block of shares in the company;
• Members of the company's supervisory and management
bodies, chief executive officer of the company and their
remuneration;
• Material foreseeable risk factors;
• Transactions between the company and connected persons,
as well as transactions concluded outside the course of the
company's regular operations;
• Material issues regarding employees and other stakeholders;
• Governance structures and strategy.
This list should be deemed as a minimum recommendation,
YES/ NO The Bank does not adhere to provision 6 under
recommendation 10.1 because it is not required by the legal
acts and is not important for the Bank.
All other information is announced by the Bank in its annual
and interim reports as required, as well as via different
communication channels: on its website, notifications on
material events, press releases, press conferences.
while the companies are encouraged not to limit themselves to
disclosure of the information specified in this list.
10.2. It is recommended to the company, which is the parent of
other companies, that consolidated results of the whole group
to which the company belongs should be disclosed when
information specified in item 1 of Recommendation 10.1 is
under disclosure.
YES
10.3. It is recommended that information on the professional
background, qualifications of the members of supervisory and
management bodies, chief executive officer of the company
should be disclosed as well as potential conflicts of interest that
may have an effect on their decisions when information
specified in item 4 of Recommendation 10.1 about the members
of the company's supervisory and management bodies is under
disclosure. It is also recommended that information about the
amount of remuneration received from the company and other
income should be disclosed with regard to members of the
company's supervisory and management bodies and chief
executive officer as per Principle VIII.
YES/ NO The Bank discloses this kind of information according to the
requirements of laws. General quantitative information on
remuneration of the members of the Management Board of
the Bank is provided. In addition, yearly amounts calculated
to the President of the Bank and the Chief Financial Officer
of the Bank are provided separately.
10.4. It is recommended that information about the links
between the company and its stakeholders, including
employees, creditors, suppliers, local community, as well as the
company's policy with regard to human resources, employee
participation schemes in the company's share capital, etc.
should be disclosed when information specified in item 7 of
Recommendation 10.1 is under disclosure.
YES/ NO To a certain extent the Bank does not adhere to
recommendations 10.4, as in the Bank's opinion the
information on the relations between the Bank and persons
with an interest in it, such as employees, creditors, suppliers,
local community, including the Bank's policy regarding
human resources, programmes for employee participation in
the Bank's equity, etc. is information not to be placed in
public domain, except the information which must be
disclosed by the legal acts.
10.5. Information should be disclosed in such a way that neither
shareholders nor investors are discriminated with regard to the
manner or scope of access to information. Information should
be disclosed to all simultaneously. It is recommended that
notices about material events should be announced before or
after a trading session on the Vilnius Stock Exchange, so that all
the company's shareholders and investors should have equal
access to the information and make informed investing
decisions.
YES Notifications on material events are disclosed in such a way
that everyone and at the same time would have equal
possibilities to access and familiarize with information when
such notifications are announced on stock exchange,
website and via other channels – press releases, press
conferences.
10.6. Channels for disseminating information should provide for
fair, timely and cost-efficient or in cases provided by the legal
acts free of charge access to relevant information by users. It is
recommended that information technologies should be
employed for wider dissemination of information, for instance,
by placing the information on the company's website. It is
recommended that information should be published and placed
on the company's website not only in Lithuanian, but also in
English, and, whenever possible and necessary, in other
languages as well.
YES Website, notifications on material events, press releases,
press conferences are used as tools for wider dissemination
of information.
Information on services provided by the Bank is available at
any branch of the Bank, other information that must be
published is available at the Bank's website.
Those willing to familiarise with relevant information are
provided with such information by the Bank staff at
branches or at the Bank at phone 1528 (private customers)
or 19222 (corporate customers).
Information is provided in Lithuanian and English.

APPENDIX 1 TO CONSOLIDATED ANNUAL REPORT FOR THE YEAR 2013

(All amounts in LTL thousands unless otherwise stated)

10.7. It is recommended that the company's annual reports and
other periodical accounts prepared by the company should be
placed on the company's website. It is recommended that the
company should announce information about material events
and changes in the price of the company's shares on the Stock
Exchange on the company's website too.
YES Taking into account that the Bank is an issuer of listed debt
securities, the said documents and information are
published on the Bank's website (irrelevant – regarding
changes in the price of the company's shares on the Stock
Exchange).

Principle XI: The selection of the company's auditor

The mechanism of the selection of the company's auditor should ensure independence of the firm of auditor's conclusion and opinion.

11.1. An annual audit of the company's financial reports and
interim reports should be conducted by an independent firm of
auditors in order to provide an external and objective opinion
on the company's financial statements.
YES
11.2. It is recommended that the company's supervisory board
and, where it is not set up, the company's board should propose
a candidate firm of auditors to the general shareholders'
meeting.
NO A candidate firm of auditors is proposed to the general
shareholders' meeting by the Board of the Bank.
11.3. It is recommended that the company should disclose to its
shareholders the level of fees paid to the firm of auditors for
non-audit services rendered to the company. This information
should be also known to the company's supervisory board and,
where it is not formed, the company's board upon their
consideration which firm of auditors to propose for the general
shareholders' meeting.
NOT APPLICABLE The audit company has not rendered any significant non
audit services to the Bank.
All amounts in LTL thousand
No Item Note No Financial year
01.01.2013-
22.11.2013
Previous financial
year 01.01.2012-
31.12.2012
$\mathbf{1}$ 1. SALES REVENUE 36,567 58,091
$\overline{\mathbf{2}}$ Π. COST OF SALES $-8,089$ $-22,098$
3 Ш. GROSS PROFIT (LOSS) $(1+2)$ 28,478 35,993
4 IV. OTHER OPERATING INCOME 1,320 29,539
5 V. OPERATING EXPENSES $(6+7)$ $-7930$ $-10404$
6 V.1. Selling
$\overline{7}$ V.2. General and administrative $-7,930$ $-10,404$
8 VI. OTHER OPERATING EXPENSES 2645 2189
9 VII. FINANCING AND INVESTING
ACTIVITIES
$(10+11)$ -50 $-28$
10 VII.1. Income
11 VII.2. Expenses -50 $-28$
12 VIII. PROFIT (LOSS) BEFORE TAX $(3+4+5-8+9)$ 19,173 52,911
13 IX. INCOME TAX $(14+15)$ 0 558
14 IX.1. Current year tax expenses
15 IX.2. Deferred tax expense (income) 0 558
16 Χ. PROFIT (LOSS) FOR THE YEAR
FROM CONTINUING OPERATIONS
$(12+13)$ 19,173 53,469
17 XI. PROFIT (LOSS) FOR THE YEAR
FROM DISCONTINUED
OPERATIONS
18 XII. PROFIT (LOSS) FOR THE PERIOD $(16+17)$ 19,173 53,469
19 XIII. OTHER COMPREHENSIVE INCOME $(20 + + 24)$ 0 01
20 XIII.1. Gain (loss) arising on revaluation of
financial assets available for sale
21 XIII.2. Cash flow hedges
22 XIII.3. Gains on property revaluation
23 XIII.4. Actuarial gains (losses) on defined benefit pension plans
24 XIII.5. Share of other comprehensive income of associates
25 XIV. INCOME TAX RELATING TO
COMPONENTS OF OTHER
COMPREHENSIVE INCOME
26 XV. OTHER COMPREHENSIVE INCOME
FOR THE YEAR, NET OF TAX
$(19+25)$ 0
27 XVI. TOTAL COMPREHENSIVE
INCOME FOR THE YEAR
$(18+26)$ 19,173 53,469
28 XVII. EARNINGS PER SHARE
All arrivance in Life diguisand
No Note No Financial year
ended 22.11.2013
Previous
financial year
ended
31.12.2012
1 А. NON-CURRENT ASSETS $(2+8+19+27)$ 956,751 1,037,305
2 I. INTANGIBLE ASSETS $(3 + + 7)$ 525 433
3 I.1. Development work
4 I.2. Goodwill
5 1.3. Licences and patents
6 I.4. Computer software 525 433
7 1.5. Other intangible assets
8 II. TANGIBLE ASSETS $(9 + + 16)$ 14,871 13,599
9 II.1. Land
10 II.2. Buildings and construction
11 II.3. Plant and machinery
12 II.4. Vehicles 193 264
$\sqrt{13}$ II.5. Equipment 43 60
$\sqrt{14}$ II.6. Construction in progress
15 II.7. Other tangible assets 0 375
16 II.8. Investment property $(17+18)$ 14,635 12,900
17 II.8.1. Land
18 II.8.2. Buildings 14,635 12,900
19 III. FINANCIAL ASSETS $(20 + + 26)$ 936,801 1,018,205
20 III.1. Investments in subsidiaries and associates
21 III.2. Other long-term investment
22 III.3. Loans to subsidairies, associates
23 III.4. Amounts receivable after one year 933,983 1,017,041
24 III.5. Available-for-sale financial asset
25 III.6. Derivative financial instruments
26 III.7. Other financial assets 2,818 1,164
27 Iv. OTHER NON-CURRENT ASSETS $(28+29)$ 4,554 5,068
28 IV.1. Deferred tax asset 2,783 2,783
29 IV.2. Other non-current assets 1,771 2,285
30 В. BIOLOGICAL ASSET $(31+32+33)$ 0
31 I. PERENNIAL SEEDLINGS
32 II. LIVESTOCK AND OTHER ANIMALS
33 Ш. CROPS
34 C. CURRENT ASSETS $(35+43+48+55)$ 530,000 530,268
35 I. INVENTORIES, PREPAYMENTS AND
CONTRACTS IN PROGRESS
$(36+41+42)$ 0
36 I.1. Inventories $(37 + 140)$
37 1.1.1. Raw materials and components
38 1.1.2. Work in progress
39 1.1.3. Finished products
40 I.1.4. Goods for resale
41 I.2. Prepayments
42 1.3. Contracts in progress
43 Π. AMOUNTS RECEIVABLE WITHIN ONE YEAR $(44 + + 47)$ 524,474 516,778
44 II.1. Trade debtors 781 918
45 II.2. Amounts receivable from subsidiariers and
associates
46 II.3. Current portion of long-term loans and short
term loans
47 II.4. Other amounts receivable 523,693 515,860
48 Ш. OTHER CURRENT ASSETS $(49 + + 54)$ 4,342 13,308
49 III.1. Current investments
50 III.2. Time deposits
51 III.3. Available-for-sale financial asset
52 III.4. Derivative financial instruments
53 III.5. Profit tax advance
54 III.6. Other current assets 4,342 13,308
55 IV. CASH AND CASH EQUIVALENTS 1,184 182
56 D. NON-CURRENT ASSETS HELD FOR SALE
57 TOTAL ASSETS: $(1+30+34+56)$ 1,486,751 1,567,573
58 E. EQUITY -59 394,729 375,556
59 I. EQUITY $(60+63+64+65+69+7)$
3)
394,729 375,556
60 I.1. Capital $(61+62)$ 10,000 10,000
61 1.1.1. Authorised (subscribed) 10,000 10,000
62 1.1.2. Subscribed uncalled authorised capital (-)
63 I.2. Share premium
64 I.3. Own shares (-)
65 I.4. Revaluation reserve (results) $(66+67+68)$ n
66 I.4.1. Intangible assets revaluation reserve
67 I.4.2. Fixed assets revaluation reserve
68 I.4.3. Financial assets revaluation reserve
69 I.5. Reserves $(70+71+72)$ 1,000 1,000
70 I.5.1. Legal reserve 1,000 1,000
71 I.5.2. Reserve for acquiring own shares
72 I.5.3. Other reserves
$\overline{73}$ 1.6. Retained earnings (losses) $(74+75)$ 383,729 364,556
74 I.6.1. Profit (loss) of the reporting year 364,556
$\overline{75}$ I.6.2. Profit (loss) of the previous year 19,173 364,556
76 F. LIABILITTES $(77+93)$ 1,092,022
77 Ι. NON-CURRENT AMOUNTS PAYABLE AND
LIABILITIES
$(78+83+84+85+86+9)$ 542,420 1,192,017
718,006
78 I.1. Financial debts $0+91+92)$
$(79 + + 82)$
537,483
79 I.1.1. Leases and similar liabilities 713,322
80 I.1.2. To credit institutions 537,483
81 I.1.3. To subsidiaries and associates 713,322
82 I.1.4. Other financial liabilities
83 $\vert$ I.2. Trade amounts payable
Kopija fikra
84 I.3. Received prepayments 4,937 4,684
85 I.4. Derivative financial instruments
86 I.5. Provisions $(87 + 88 + 89)$ O 0
87 I.5.1. For covering liabilities and claims
88 I.5.2. For pensions and similar obligations
89 I.5.3. Other provisions
90 1.6. Deferred tax liabilities
91 I.7. Other non-current term liabilities
92 I.8. Grants and subsidies
93 II. CURRENT LIABILITIES $(94+95+99++105)$ 549,602 474,011
94 II.1. Current portion of long-term debts 507,083 439,032
95 II.2. Financial debts $(96+97+98)$ 2,315 5,464
96 II.2.1. To credit institutions
97 II.2.2. To subsidiaries and associates
98 II.2.3. Other financial debts 2,315 5,464
99 П.З. Trade amounts payable
100 II.4. Received prepayments 10,301 7,998
101 II.5. Income tax liabilities
102 II.6. Liabilities related to employment relations
103 II.7. Derivative financial instruments
104 II.8. Provisions
105 II.9. Other current liabilities 29,903 21,517
106 G. LIABILITIES RELATED TO NON-CURRENT
ASSETS HELD FOR SALE
107 TOTAL EQUITY AND LIABILITIES $(59+76+106)$ 1,486,751 1,567,573
All amounts in LTL thousand
No Note No Financial year
01.01.2013-
22.11.2013
Previous financial
year 01.01.2012-
31.12.2012
1 1. Cash flows from operating activities
2 I.1. Net profit (loss) before tax $(3+4)$ 19,173 53,469
3 I.1.1. Profit (loss) from continuing operations 19,173 53,469
4 I.1.2. Profit (loss) from discontinued operations
5 I.2. $(6+7+8+14+$
Adjustments re:
+30) 41,727 122,969
6 1.2.1. Depreciation, amortization, impairment 474 1,509
7 1.2.2. Disposal of tangible and intangible assets
8 I.2.3. Elimination of results of financing and investing
$(9 + + 13)$
activities
0 O
9 I.2.3.1. Interest income
10 1.2.3.2. Dividends
11 1.2.3.3. Decrease (increase) of investments
12 I.2.3.4. Interest expense
13 I.2.3.5. Other
14 I.2.4. Decrease (increase) in amounts receivable after
one year
15 I.2.5. Decrease (increase) in inventories
16 I.2.6. Decrease (increase) in prepayments $-894$ $-759$
17 I.2.7. Decrease (increase) in contracts in progress
18 I.2.8. Decrease (increase) in trade debtors $-137$ 337
19 I.2.9. Decrease (increase) in amounts receivable from
subsidiaries
20 I.2.10. Decrease (increase) in amounts receivable from
associates
21 I.2.11. Decrease (increase) in other amounts receivable 38,254 157,670
22 1.2.12. Decrease (increase) in other current assets 244 $-126$
23 I.2.13. Increase (decrease) in non-current trade
amounts payable and received prepayments
24 I.2.14. Increase (decrease) in current trade amounts
payable and received prepayments
7,645 $-1,530$
25 1.2.15. Increase (decrease) in income tax liabilities
26 I.2.16. Increase (decrease) in deferred tax
27 I.2.17. Increase (decrease) in liabilities related to
employment relations
28 I.2.18. Increase (decrease) in provisions $-3,045$ 26,788
29 I.2.19. Increase (decrease) in other amounts payable
and liabilities
$-864$ $-60,948$
30 I.2.20. Elimination of other non-cash items 50 28
31 I.3. Cash flows from operating activities Kodija tikra

32 I.4. Interest paid
33 I.5. Income tax paid 149
34 $(2+5+31+32)$
Net cash flows from operating activities
$+33)$
60,900 176,587
35 II. Cash flows from investing activities
36 II.1. Acquisition of non-current assets (excluding
investments)
$-133$ $-260$
37 II.2. Disposal of non-current assets (excluding
investments)
41,528 68,239
38 II.3. Acquisition of non-current investment
(excluding investments in subsidiaries)
39 II.4. Disposal of non-current investment (excluding
investments in subsidiaries)
40 II.5. Acquisition of subsidiaries excluding cash and
cash equivalents acquired
41 II.6. Disposal of subsidiaries excluding cash and cash
42 II.7. equivalents sold
Loans granted
$(43 + + 46)$
O 0
43 II.7.1. To subsidiaries
44 II.7.2. To associates
45 II.7.3. To emplyees
46 II.7.4. Other loans granted
47 II.8. Loans recovered
$(48 + + 51)$
0 0
48 II.8.1. From subsidiaries
49 II.8.2. From associates
50 II.8.3. From emplyees
51 II.8.4. Other loans recovered
52 II.9. Dividends received
$(53+54)$
0 ۵
53 II.9.1. From subsidiaries
54 II.9.2. From others
55 II.10. Interest received
56 II.11. Other increases in cash flows from investing
activities
57 II.12. Other decreases in cash flows from investing
activities
58 $(36 + + 42 + )$
Net cash flows from investing activities
$47 + 52 + 55 + 5$
$6 + 57$
41,395 67,979
59 III. Cash flows from financing activities
60 III.1. Cash flows related to entity owners
$(61 + + 66)$
0 Ol
61 III.1.1. Issue of shares
62 III.1.2. Owner's contributions against losses
63 III.1.3. Purchase of own shares
64 III.1.4. Sale of own shares
65 III.1.5. Dividends paid
66 III.1.6. Other payments related to share capital
67 III.2. Cash fows arising from other financing sources
$(68+73)$
$-101,243$ $-420,541$
68 III.2.1. Increase in financial debts
$(69 + + 72)$
313,093 552,448
69 III.2.1.1. Loans received 313,093 552,448
70 III.2.1.2. Issue of bonds
71 III.2.1.3. Increase in bill debts excluding repayments
72 III.2.1.4. Finance lease
73 III.2.2. Decrease in financial debts
$(74 + + 78)$
$-414,336$ $-972,989$
74 III.2.2.1. Loans repaid $-44$ $\sigma$ $\sigma$ $\sigma$ tikle#2,989

75 III.2.2.2. Redemption of bonds
76 III.2.2.3. Interest pald
77 III.2.2.4. Payments of liabilities arising from finance
leases
78 III.2.2.5. Dividends paid
79 III.3. Changes in paid up authorised capital
80 III.4. Grants and subsidies received
81 III.5. Increase in other liabilities
82 III.6. Decrease in other liabilities
83 III.7. Other inceases in cash flows from financial
activities
84 III.8. Other deceases in cash flows from financial
activities
85 Net cash flows from financing activities $(60+67+79+)$
$+84)$
$-101,243$ $-420,541$
86 IV. Effect of changes in exchange rates on the
balance of cash and cash equivalents
-50 $-28$
87 v. Net increase (decrease) in cash flows $(34+58+85+)$
86)
1,002 $-176,003$
88 И. Cash and cash equivalents at the beginning of
the period
182 176,185
89 VII. Cash and cash equivalents at the end of
the period
$(87+88)$ 1,184 182