Annual Financial Report
2017
BANK OF CYPRUS HOLDINGS GROUP
Annual Financial Report
For the year ended 31 December 2017
Annual Financial Report 2017
Contents
Page
Board of Directors and Executives
Forward Looking Statements and Notes
Directors’ Report of Bank of Cyprus Holdings Public Limited Company
Consolidated Financial Statements of Bank of Cyprus Holdings Group
Independent Auditor’s Report to the Members of
Bank of Cyprus Holdings Public Limited Company on the Consolidated
Financial Statements and the Company Financial Statements
Financial Statements of the Bank of Cyprus Holdings Public Limited Company
Annual Corporate Governance Report
Additional Risk and Capital Management Disclosures
Definitions and explanations on Alternative Performance Measures Disclosures
1
2
3
25
203
212
226
266
285
BANK OF CYPRUS HOLDINGS GROUP
Board of Directors and Executives
as at 26 March 2018
Annual Financial Report 2017
Board of Directors of
Bank of Cyprus Holdings Public
Limited Company
Executive Committee
Prof. Dr. Josef Ackermann
CHAIRMAN
Maksim Goldman
VICE CHAIRMAN
Arne Berggren
Lyn Grobler
Dr. Michael Heger
John Patrick Hourican
Dr. Christodoulos Patsalides
Michalis Spanos
Ioannis Zographakis
Anat Bar-Gera
John Patrick Hourican
CHIEF EXECUTIVE OFFICER
Dr. Christodoulos Patsalides
DEPUTY CHIEF EXECUTIVE OFFICER AND CHIEF OPERATING OFFICER
Michalis Athanasiou
CHIEF RISK OFFICER
Nick Fahy
CHIEF EXECUTIVE OFFICER, BANK OF CYPRUS UK
Eliza Livadiotou
FINANCE DIRECTOR
Panicos Nicolaou
DIRECTOR CORPORATE BANKING
Louis Pochanis
DIRECTOR INTERNATIONAL BANKING, WEALTH AND MARKETS
Dr. Charis Pouangare
DIRECTOR CONSUMER AND SME BANKING
Nicolas Scott Smith
DIRECTOR RESTRUCTURING AND RECOVERIES DIVISION
Anna Sofroniou
DIRECTOR REAL ESTATE MANAGEMENT UNIT
Aristos Stylianou
EXECUTIVE CHAIRMAN, INSURANCE BUSINESSES
Company Secretary
Katia Santis
Legal Advisers as to matters of Irish
Law
Arthur Cox
Legal Advisers as to matters of
English and US Law
Sidley Austin LLP
Legal Advisers as to matters of
Cypriot Law
Chryssafinis & Polyviou LLC
Independent Auditors
Registered Office
Ernst & Young Chartered Accountants
Ernst & Young Building
Harcourt Centre
Harcourt Street
Dublin 2
Ireland
Arthur Cox
10 Earlsfort Terrace
Dublin 2
D02 T380
Ireland
1
BANK OF CYPRUS HOLDINGS GROUP
Forward Looking Statements and Notes
Annual Financial Report 2017
Forward Looking Statements and Notes
This document contains certain forward-looking statements which can usually be identified by terms used such
as ‘expect’, ‘should be’, ‘will be’ and similar expressions or variations thereof. These forward-looking statements
include, but are not limited to, statements relating to the Bank of Cyprus Holdings Public Limited Company
Group (the Group) intentions, beliefs or current expectations and projections about the Group’s future results of
operations, financial condition, liquidity, performance, prospects, anticipated growth, provisions, impairments,
strategies and opportunities. By their nature, forward-looking statements involve risk and uncertainty because
they relate to events, and depend upon circumstances, that will or may occur in the future. Factors that could
cause actual business, strategy and/or results to differ materially from the plans, objectives, expectations,
estimates and intentions expressed in such forward-looking statements made by the Group include, but are not
limited to: general economic and political conditions in Cyprus and other European Union (EU) Member States,
interest rate and foreign exchange fluctuations, legislative, fiscal and regulatory developments and information
technology, litigation and other operational risks. Should any one or more of these or other factors materialise,
or should any underlying assumptions prove to be incorrect, the actual results or events could differ materially
from those currently being anticipated as reflected in such forward-looking statements. The forward-looking
statements made in this document are only applicable as from the date of publication of this document. Except
as required by any applicable law or regulation, the Group expressly disclaims any obligation or undertaking to
release publicly any updates or revisions to any forward-looking statement contained in this document to reflect
any change in the Group’s expectations or any change in events, conditions or circumstances on which any
statement is based.
The definitions and explanations on Alternative Performance Measures Disclosures are presented in ‘Definitions
and explanations on Alternative Performance Measures Disclosures’ of the Annual Financial Report 2017.
The Annual Financial Report 2017 is available at the Bank of Cyprus Holdings Public Limited Company
Registered Office (10 Earlsfort Terrace, Dublin 2, D02 T380, Ireland) and on the Group’s website
www.bankofcyprus.com (Investor Relations/Financial Results).
2
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
The Board of Directors submits to the shareholders of the Company their Directors’ Report together with the
audited Consolidated Financial Statements (Consolidated Financial Statements) and Financial Statements of the
Company for the year ended 31 December 2017.
The Annual Financial Report relates to the Bank of Cyprus Holdings Public Limited Company (the Company) and
together with its subsidiaries (the Group) which was listed on the London Stock Exchange (LSE) and the Cyprus
Stock Exchange (CSE) as at 31 December 2017.
Group reorganisation
On 18 January 2017 the Company became the sole shareholder of Bank of Cyprus Public Company Ltd (BOC
PCL). This reorganisation was treated as a reorganisation of an existing entity that has not changed the
substance of the reporting entity.
The owners of BOC PCL before the reorganisation have the same absolute and relative interests in the net
assets of the Group (being the Company, BOC PCL and its subsidiaries) immediately before and after the
reorganisation, since the assets and liabilities of the Group and the BOC group (being BOC PCL and its
subsidiaries) are the same immediately before and after the reorganisation. Hence, the Group is considered as
a continuation of the BOC group.
As this transaction did not result in any change of economic substance, it also did not have any effect on the
total equity of the Group. The Group’s Consolidated Financial Statements reflect the difference in the amounts
of share capital, share premium and capital reduction reserves as an adjustment in equity.
Activities
The Company was incorporated with the intention of becoming the holding company of the Group for the
purposes of the Group’s listing on the LSE. The principal activities of BOC PCL and its subsidiary companies
involve the provision of banking, financial services, insurance services and management and disposal of
property predominately acquired in exchange of debt.
All Group companies and branches are set out in Note 50 of the Consolidated Financial Statements. The Group
has established branches in Greece and Romania. Acquisitions and disposals made during the year 2017 are
detailed in Notes 50 and 51 of the Consolidated Financial Statements.
Operating environment in Cyprus
Economic recovery in Cyprus accelerated in 2017 and the medium term outlook is favourable driven by an
improving labour market, broadening investments and increasing resilience. Cyprus continues to face
challenges primarily in relation to public and private indebtedness and non-performing exposures (NPEs), but
while more remains to be done, considerable progress has been achieved.
Real Gross Domestic Product (GDP) in Cyprus increased by 3.9% in 2017 according to the Cyprus Statistical
Service, compared with a 3.4% increase the previous year. In the labour market, the unemployment rate
dropped to 11% on average in the year from 13% the year before according to the Cyprus Statistical Service.
Average consumer inflation was marginally positive at 0.5% after four years of deflation. In the public sector
the budget surplus increased significantly and the trend in the public debt to GDP ratio appears to be reversing
downwards. In the banking sector funding conditions continued to improve against a backdrop of favourable
developments regarding NPEs.
The growth momentum is expected to be maintained in the medium term. Real GDP is expected to grow by
3.6% in 2018 and by 2.9% in 2019, slowing towards 2.5% by 2022 according to the International Monetary
Fund (IMF) (Cyprus country report, December 2017). Growth will be supported by private consumption and
investment expenditures and by an improving and robust labour market. On the supply side, growth is
expected to be driven by favourable developments in the tourism sector and robust performance in business
services. Tourism remains robust and continues to benefit from geopolitical uncertainties in competing
destinations. Tourist arrivals in 2017 reached 3.7 million persons, an all-time high, and revenues reached an
estimated €2.6 billion or c.13.7% of GDP.
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BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Operating environment in Cyprus (continued)
The budget surplus increased to 1.9% of GDP in 2017 according to estimates by the IMF (Cyprus country
report, December 2017), from 0.5% the previous year. The budget is expected to generate sizeable surpluses
in the medium term (IMF, Cyprus country report, December 2017). The debt to GDP ratio is estimated at
97.5% in 2017 according to the Cyprus Statistical Service, and it is expected to decline to 75% by 2022 also
according to the IMF (Cyprus country report, December 2017). Debt remains affordable with interest charges at
2.6% of GDP in 2016-2017 compared with 3.3% of GDP in 2013 (IMF, Cyprus country report, December 2017).
The government took advantage of favourable conditions in debt markets to issue a new €850 million 7-year
bond in June 2017 yielding 2.8% to pre-finance borrowing needs through to end-2018, and to smooth its
repayment schedule beyond 2018.
In the banking sector there have been significant improvements in funding conditions and asset quality. Total
deposits increased marginally by 0.8% in the year, with resident deposits increasing by 3.3%. Loan
deleveraging continued in the year with total loans outstanding dropping by 7.1% and loans to residents
dropping by 4.8% (according to Central Bank of Cyprus (CBC) data).
Cyprus’ consistent fiscal outperformance and favourable outlook indicate a more rapid reversal in the public
debt ratio and the ratio of NPEs, than previously expected. The outlook over the medium term is generally
positive according to the IMF and the European Commission while the economy continues to face challenges.
Upside factors relate to a longer period of low oil prices, further improvement of economic fundamentals in the
euro area and stronger investment spending as property prices are stabilising and as projects in tourism,
energy and public works are being implemented. Downside risks to this outlook are associated with the still
high levels of NPEs and public debt ratio, and with a possible deterioration of the external environment.
The Cyprus government rating has been repeatedly upgraded following the consistent outperformance in public
finances and the progress achieved in the banking sector. Most recently in March 2018, S&P Global Ratings
affirmed its long-term sovereign rating at BB+, only one notch below investment grade, and maintained its
outlook to positive. Ιn October 2017, Fitch Ratings upgraded its Long-Term Issuer Default ratings to BB from
BB- with positive outlook. In July 2017, Moody’s Investors Service upgraded the long-term issuer rating of the
Cyprus sovereign to Ba3 from B1 to reflect Cyprus’ economic recovery and maintained its outlook to positive.
Moody’s Investors Service reiterated its credit rating and positive outlook on the Cyprus sovereign in a February
2018 update.
4
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Financial results
The main financial highlights for 2017 are set out below:
Consolidated Income Statement
€ million
Net interest income
Net fee and commission income
Net foreign exchange gains and net gains on other financial
instruments and disposal/dissolution of subsidiaries
Insurance income net of claims and commissions
Net gains from revaluation and disposal of investment properties and
on disposal of stock of properties
Other income
Total income
Staff costs
Other operating expenses
Special levy and contribution to Single Resolution Fund (SRF)
Total expenses
Operating profit
Provision charge
Impairments of other financial and non-financial assets
Provisions for litigation and regulatory matters
2017
2016
583
180
48
50
27
19
907
(228)
(171)
(23)
(422)
485
(779)
(65)
(98)
686
167
48
44
6
12
963
(224)
(153)
(20)
(397)
566
(370)
(47)
(18)
Total provisions and impairments
(942)
(435)
Share of profit from associates and joint ventures
(Loss)/profit before tax and restructuring costs
Tax
Loss/(profit) attributable to non-controlling interests
(Loss)/profit after tax and before restructuring costs
Advisory, Voluntary Exit Plan and other restructuring costs
Net gain on disposal of non-core assets
(Loss)/profit after tax
9
(448)
(77)
2
(523)
(29)
-
(552)
8
139
(16)
(4)
119
(114)
59
64
In the consolidated income statement, within the Consolidated Financial Statements for the year ended 31
December 2017:
Provision charge includes ‘Provisions for impairment of loans and advances to customers and other
customer credit losses’ and ‘Gain on derecognition of loans and advances to customers and changes in
expected cash flows’.
Advisory, Voluntary Exit Plan and other restructuring costs of €29 million include €28 million presented
within ‘Other operating expenses’ and €1 million presented within ‘Staff costs’ (2016: €51 million within
operating expenses and €63 million within staff costs).
The net gain on disposal of non-core assets for the year ended 31 December 2016 represent gains of
€58 million and €3 million and losses of €2 million, presented within ‘Net gains on financial instrument
transactions and disposal/dissolution of subsidiaries’, ‘Other income’ and ‘Income tax’ respectively.
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BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Financial results (continued)
Net Interest Margin
Cost to income ratio
Cost to income ratio excluding special levy and contribution to Single
Resolution Fund
Operating profit return on average assets
Basic and diluted (losses)/earnings per share attributable to the
owners of the Company/BOC PCL (€ cent)
3.02%
47%
44%
2.1%
(123.72)
3.47%
41%
39%
2.5%
14.27
2017
2016
Key Balance Sheet figures and ratios
Gross loans (€ million)
Accumulated provisions (€ million)
Customer deposits (€ million)
Loans to deposits ratio (net)
90+ DPD ratio
90+ DPD provisioning coverage ratio
NPE ratio
NPE provisioning coverage ratio
Quarterly average interest earning assets (€ million)
Leverage ratio
Capital ratios and risk weighted assets
Common Equity Tier 1 capital ratio (CET1) (transitional)
CET1 (fully loaded)
Total capital ratio
Risk weighted assets (€ million)
Balance Sheet
31 December
2017
31 December
2016
18,755
4,204
17,850
82%
37%
61%
47%
48%
19,826
10.4%
12.7%
12.2%
14.2%
17,260
20,130
4,519
16,510
95%
41%
54%
55%
41%
19,060
13.2%
14.5%
13.9%
14.6%
18,865
Capital Base
Shareholders’ equity totalled €2,586 million at 31 December 2017. The CET1 ratio (transitional) stood at 12.7%
at 31 December 2017, compared to 14.5% at 31 December 2016. Adjusting for deferred tax assets, the CET1
ratio on a fully-loaded basis totalled 12.2% at 31 December 2017 (2016: 13.9%). During 2017 the CET1 ratio
was negatively affected by the loss for the year and the deferred tax asset phasing-in, despite the reduction in
risk-weighted assets (RWAs). As at 31 December 2017 the Total Capital ratio (transitional) stood at 14.2%,
above the minimum required as from 1 January 2017 of 13%, positively affected mainly by the issuance of £30
million Tier 2 Capital Loan by the UK subsidiary.
The Group’s minimum phased-in CET1 capital ratio requirement for 2017 was 9.50%, comprised of a 4.50%
Pillar I requirement, a 3.75% Pillar II requirement and the Capital Conservation Buffer (CCB) of 1.25%
applicable for 2017. Following the Supervisory Review and Evaluation Process (SREP) performed by the
European Central Bank (ECB) in 2017 and based on the confirmation received in December 2017, the Pillar II
requirement applicable from 1 January 2018 has been reduced to 3.00% from 3.75%. As a result, the Group’s
minimum phased-in CET1 capital ratio has been reduced to 9.375% from 9.50%, comprising of a 4.50% Pillar I
requirement, a 3.00% Pillar II requirement and the CCB of 1.875% applicable as from 1 January 2018. The ECB
has also provided revised lower non-public guidance for an additional Pillar II CET1 buffer. The Group CET1
ratio remains comfortably above this combined Pillar II requirement and guidance.
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BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Financial results (continued)
Balance Sheet (continued)
Capital Base (continued)
The overall Total Capital Ratio requirement for 2017 was 13.00%, comprising of a Pillar I requirement of 8.00%
(of which up to 1.50% can be in the form of Additional Tier 1 (AT1) capital and up to 2.00% in the form of Tier
2 capital), a Pillar II requirement of 3.75% (in the form of CET1), and the CCB of 1.25% applicable for 2017.
Following the final 2017 SREP decision, the overall Total Capital Ratio requirement has been reduced to
12.875% from 13.00%, comprising of 8.00% Pillar I requirement, a 3.00% Pillar II requirement and the CCB of
1.875% applicable as from 1 January 2018.
The Group continues to explore opportunities, subject to market conditions, to raise up to 1.5% of AT1 in the
near term to further strengthen the Group’s capital base. In preparation for a potential issuance of AT1 capital
instruments and following the approvals of the Cypriot courts in July 2017 and December 2017, BOC PCL
proceeded with the full reduction of its capital reduction reserve, in order to eliminate the BOC PCL’s
accumulated losses. The reduction of capital did not have any impact on regulatory capital or the total equity
position of the BOC PCL or the Group.
The retained earnings will provide the basis for the calculation of distributable items under the Capital
Requirements Regulation (EU) No. 575/2013 (CRR). The CRR provides that coupons on AT1 capital instruments
may only be paid out of distributable items. Distributable items for the purposes of the CRR are determined, in
part, by reference to retained earnings. At 31 December 2017, BOC PCL had €0.7 billion in distributable items.
The BOC PCL is currently under a dividend distribution prohibition which will continue in 2018 following the final
2017 SREP decision received in December 2017. However, based on the decision, such prohibition will not apply
to the payment of coupons on any AT1 capital instruments issued by BOC PCL. Both the retained earnings and
distributable items of BOC PCL will partly decrease as a result of the IFRS 9 implementation on 1 January 2018.
IFRS 9 Financial Instruments
The Group IFRS 9 implementation has been largely completed by 1 January 2018. The new accounting standard
requires the impact on the implementation date, 1 January 2018, to be recognised through equity rather than
the income statement. As a result, the impact on transition, 1 January 2018, will affect the equity of the Group
and not the income statement.
The Group’s IFRS 9 preliminary impact on transition, which is subject to change due to final parameter
calibrations, is assessed to a decrease of shareholders’ equity of c.€300 million, and is primarily driven by credit
impairment provisions. This estimated reduction in shareholders’ equity equates to a decrease in the tangible
net asset value at 31 December 2017 of €0.67 per share.
The Group will implement the transitional arrangements for regulatory capital purposes which result in only 5%
of the estimated IFRS 9 impact affecting the capital ratios during 2018. Allowing for IFRS 9 transitional
arrangements the impact is a decrease of c.9 bps on Group capital ratios.
On a transitional basis and on a fully phased-in basis after the period of transition is complete, the impact of
IFRS 9 is expected to be manageable and within the Group’s capital plans.
Default Definition
According to the European Banking Authority (EBA) guidelines that govern the CRR default definition, issued in
January 2017, the default definition will gradually evolve to align with the NPE definition by 1 January 2021.
The Group, in line with regulatory discussions, intends to early adopt changes that will almost align the EBA
CRR definition with the NPE definition as from 1 January 2018. This will result in an increase in RWAs,
equivalent to a decrease of c.40 bps on CET1 ratio and a decrease of c.50 bps on total capital ratio based on 31
December 2017 figures.
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BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Financial results (continued)
Balance Sheet (continued)
Funding and Liquidity
At 31 December 2017, the BOC PCL’s funding from central banks totalled €930 million, which relates wholly to
ECB funding, compared to funding from central banks at 31 December 2016 of €850 million, which comprised
Emergency Liquidity Assistance (ELA) of €200 million and ECB funding of €650 million. The ECB funding of €930
million at the year-end comprises €830 million of funding through Targeted Longer-Term Refinancing
Operations (TLTRO II) and €100 million of funding through Main Refinancing Operations (MRO).
BOC PCL fully repaid ELA in January 2017.
Group customer deposits totalled €17,850 million at 31 December 2017, compared to €16,510 million at 31
December 2016. Cyprus deposits stood at €15,983 million at 31 December 2017, accounting for 90% of Group
customer deposits. The BOC PCL’s deposit market share in Cyprus reached 32.8% at 31 December 2017.
Customer deposits accounted for 76% of total assets at 31 December 2017. The Loan to Deposit ratio (L/D)
stood at 82% at 31 December 2017, compared to a high of 151% at 31 March 2014.
In December 2017, the BOC PCL’s subsidiary in the UK issued a £30 million unsecured and subordinated Tier 2
Capital Loan.
In January, 2017 BOC PCL accessed the debt capital markets and issued a €250 million unsecured and
subordinated Tier 2 Capital Note.
At 31 December 2017 the Group Liquidity Coverage Ratio (LCR) stood at 190% (compared to 49% at 31
December 2016) and was in compliance with the minimum regulatory requirement of 80% (which increased to
100% on 1 January 2018). The LCR of BOC PCL amounted to 188%.
The Net Stable Funding Ratio (NSFR) was not introduced on 1 January 2018, as per expectations. The minimum
requirement of NSFR will be 100%. At 31 December 2017 the Group’s NSFR, on the basis of the Basel ΙΙΙ
standards, stood at 111% (compared to 95% at 31 December 2016).
On 1 January 2018, the local regulatory liquidity requirements were abolished, in accordance with the CRR and
in December 2017 the CBC introduced a macro-prudential measure in the form of a liquidity add-on that was
imposed on top of the LCR with effect on 1 January 2018. The objective of the measure is to ensure that there
will be a gradual release of the excess liquidity arising from the lower liquidity requirements under the LCR
compared to the ones under the local regulatory liquidity requirements previously in place. The LCR add-on
applies stricter outflow and inflow rates than those defined in the Commission Delegated Regulation (EU)
2015/61. The measure will be implemented in two stages. The first stage requires stricter outflow and inflow
rates which are applicable from 1 January 2018 until 30 June 2018. The second stage requires more relaxed
outflow and inflow rates compared to the initial ones and are applicable from 1 July 2018 until 31 December
2018. Specifically there will be a reduction of 50% of the LCR add-on rates on 1 July 2018. The additional
liquidity requirement is expected to be implemented up to 31 December 2018. The CBC may propose to modify
or extend the period of application of this macro-prudential measure depending on the results of the follow-up
of the banks’ actions on how the excess liquidity is utilised. The Group and BOC PCL are currently in
compliance with the LCR including the LCR add-on.
Loans and loan portfolio quality
Group gross loans totalled €18,755 million at 31 December 2017, compared to €20,130 million at 31 December
2016. Gross loans in Cyprus totalled €16,814 million at 31 December 2017 and accounted for 90% of Group
gross loans. BOC PCL is the single largest credit provider in Cyprus with a market share of 39.2% at 31
December 2017. Gross loans in the UK amounted to €1,621 million at 31 December 2017 and accounted for
9% of Group total gross loans. New loan originations for the Group reached €2,231 million for the 2017 (of
which €1,653 million were granted in Cyprus and €578 million by the UK subsidiary), exceeding new lending in
2016 by 53%.
At 31 December 2017, the Group net loans and advances to customers totalled €14,602 million (2016: €15,649
million). At 31 December 2017, there were no net loans and advances to customers which were classified as
held for sale in line with IFRS 5 (2016: nil).
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BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Financial results (continued)
Balance Sheet (continued)
Loans and loan portfolio quality (continued)
Tackling the Group’s loan portfolio quality remains the top priority for the Group. The Group continues to make
steady progress across all asset quality metrics and the loan restructuring activity continues. The Group has
been successful in engineering restructuring solutions across the spectrum of its loan portfolio.
NPEs as defined by the EBA were reduced by €2.2 billion or 20% during 2017 to €8,804 million at 31 December
2017, accounting for 46.9% of gross loans, compared to 54.8% at 31 December 2016.
The provisioning coverage ratio of NPEs stood at 48% at 31 December 2017, compared to 41% at 31 December
2016. When taking into account tangible collateral at fair value, NPEs are fully covered. The 31 December 2017
NPE provisioning coverage ratio increases from 48% to 51% upon IFRS 9 first time adoption.
31 December 2017
31 December 2016
€ million
% of gross
loans
€ million
% of gross
loans
NPEs as per EBA definition
8,804
46.9%
11,034
54.8%
Of which:
- NPEs with forbearance measures, no arrears
1,619
8.6%
2,037
10.1%
The Group has recorded significant organic NPE reductions for eleven consecutive quarters and expects the
organic reduction of NPEs to continue during the coming quarters. In parallel the Group continues to be actively
exploring alternative avenues to accelerate this reduction.
Loans in arrears for more than 90 days (90+ DPD) were reduced by €1.4 billion or 17% in 2017. The decrease
was the result of restructuring activity, debt for asset swaps and write offs. 90+ DPD stood at €6,905 million at
31 December 2017, accounting of 37% of gross loans (90+DPD ratio), compared to 41% at 31 December
2016. The provisioning coverage ratio of 90+ DPD stood at 61% at 31 December 2017, compared to 54% at 31
December 2016. When taking into account tangible collateral at fair value, 90+ DPD loans are fully covered.
90+ DPD
Comprising:
- Loans with arrears for over 90 days but not
impaired
- Impaired loans
Of which:
31 December 2017
31 December 2016
€ million
% of gross
loans
€ million
% of gross
loans
6,905
36.8%
8,309
41.3%
1,385
7.4%
1,408
7.0%
5,520
29.4%
6,901
34.3%
-
-
Impaired with no arrears
Impaired with arrears less than 90 days
402
162
2.1%
0.9%
472
91
2.3%
0.5%
Real Estate Management Unit
The Real Estate Management Unit (REMU) on-boarded €520 million of assets in 2017, via the execution of debt
for asset swaps. The focus for REMU is increasingly shifting from on-boarding of assets resulting from debt for
asset swaps towards the disposal of these assets. The Group completed disposals of €258 million in 2017. In
addition in 2017 the Group disposed of a property with carrying value of €10 million, classified as investment
property. As at 31 December 2017, assets held by REMU had a carrying value of €1.6 billion.
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BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Financial results (continued)
Balance Sheet (continued)
Real Estate Management Unit (continued)
Assets held by REMU (Group)
Opening balance
On-boarded assets
Sales
Closing balance
31 December
2017
31 December
2016
€ million
€ million
1,427
520
(258)
1,641
542
1,086
(166)
1,427
Non-core overseas exposures
The remaining non-core overseas net exposures (including both on-balance sheet and off-balance sheet
exposures) at 31 December are as follows:
€ million
Greece
Romania
Serbia
Russia
31 December
2017
31 December
2016
193
79
9
31
283
149
42
44
The Group continues its effort for further deleveraging and disposal of non-essential assets and operations in
Greece, Romania and Russia.
In accordance with the Group’s strategy to exit from overseas non-core operations, the operations of the
branch in Romania are expected to be terminated, subject to the completion of deregistration formalities with
respective authorities. Most of the remaining assets and liabilities of the branch in Romania with third parties
have been transferred to other entities of the Group.
In addition to the above, at 31 December 2017 there were overseas exposures of €168 million in Greece not
identified as non-core exposures, since they are considered by management as exposures arising in the normal
course of business.
Income Statement
Net interest income (NII) for 2017 amounted to €583 million down by 15% compared to €686 million a year
earlier and the net interest margin (NIM) for 2017 stood at 3.02% (2016: 3.47%).
Average interest earning assets for 2017 amounted to €19,301 million, down by 2% a year earlier.
Non-interest income for 2017 amounted to €324 million, mainly comprising of net fee and commission income
of €180 million, net insurance income of €50 million and net foreign exchange income and net gains on
financial instruments and disposal/dissolution of subsidiaries of €48 million. Non-interest income for 2017
increased by 17%, largely driven by the increase in gains from REMU sales and the new and increased
commission charges introduced in late 2016.
Total income for 2017 amounted to €907 million, compared to €963 million for 2016 (6% decrease since last
year), with the reduction reflecting mainly the 2017 reduction in NII.
Total expenses for 2017 were €422 million, 54% of which related to staff costs (€228 million), 41% to other
operating expenses (€171 million) and 5% to special levy and contribution to SRF (€23 million).
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BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Financial results (continued)
Income Statement (continued)
The 2017 annual SRF contribution of €6 million was reversed following the amendment of the Imposition of
Special Credit Institution Tax Law to allow the offsetting of the SRF contribution with the special levy charge.
The cost to income ratio for 2017 was 47%, compared to 41% for 2016, principally reflecting lower interest
income.
Operating profit for 2017 was €485 million compared to €566 million for 2016.
Provisions for 2017 totalled €779 million, up by 111% compared to 2016. The elevated provisioning levels
reflect changes in BOC PCL’s provisioning assumptions as a result of the Group’s reconsideration of its strategy
to more actively explore other innovative strategic solutions to further accelerate balance sheet de-risking. The
provisioning charge for 2017 accounted for 4.0% of gross loans. An amount of c.€500 million reflecting the
one-off effect of the change in the provisioning assumptions is included in the cost of risk.
At 31 December 2017, accumulated provisions, including fair value adjustment on initial recognition and
provisions for off-balance sheet exposures, totalled €4,204 million (compared to €4,519 million at 31 December
2016) and accounted for 22.4% of gross loans at 31 December 2017 and 31 December 2016.
Impairments of other financial and non-financial assets for the year 2017 totalled €65 million, compared to €47
million for 2016, primarily affected by impairment charges relating to legacy exposures and legacy stock of
properties in Cyprus and Greece.
Provisions for litigation and regulatory matters for 2017 amounted to €98 million, primarily relating to redress
provisions for the UK operations and a fine imposed by the Cyprus Commission for the Protection of
Competition.
The tax charge for 2017 totalled €77 million compared to €16 million in 2016. The elevated tax charge of 2017
reflects the reduction of deferred tax assets by €62 million, following the increase in provisions for impairment
of loans and advances to customers and evaluation of the recoverability assessment of the DTA balance.
Advisory, VEP and other restructuring costs for 2017 totalled €29 million, compared to €114 million for 2016
(down by 74% compared to last year). The elevated levels in the previous year relate mainly to the Voluntary
Exit Plan (VEP).
Loss after tax attributable to the owners of the Company for 2017 was €552 million, compared to a profit after
tax of €64 million for 2016.
Going concern
The Directors have made an assessment of the Group’s ability to continue as a going concern.
The conditions that existed during 2017 and the developments up to the date of approval of these Consolidated
Financial Statements that have been considered in the going concern assessment include, amongst others, the
operating environment in Cyprus and of the Group (Note 4 of the Consolidated Financial Statements).
The Directors believe that the Group is taking all necessary measures to maintain its viability and the
development of its business in the current economic environment.
The Directors, taking into consideration the factors described below and the uncertainties that existed at the
reporting date, are satisfied that the Group has the resources to continue in business for a period of at least 12
months from the date of approval of the Consolidated Financial Statements and, therefore, the going concern
principle is appropriate for the reasons set out below.
11
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Going concern (continued)
The Common Equity Tier 1 (CET1) ratio and the total capital ratio on a transitional basis stood at 12.7%
and 14.2% respectively at 31 December 2017, higher than the minimum required ratios (Note 4.2.1 of the
Consolidated Financial Statements).
The IFRS 9 impact on a transitional and on a fully phased-in basis, after the period of transition is
complete, is expected to be manageable and within the Group’s capital plan.
The increasing level of Group customer deposits (increase of €1,340 million during 2017). Customer
deposits stood at €17,850 million at 31 December 2017.
The continuous improvement in the Group liquidity position and its liquidity ratios. Following the
repayment of ELA in January 2017 (2016: €200 million), the Group achieved compliance with the LCR. The
Group is also in compliance with the LCR add-on, which was introduced by the CBC as a macro-prudential
measure and is applicable from 1 January 2018 (Notes 4.2.3 and 46 of the Consolidated Financial
Statements). As at 31 December 2017, the Group was not in compliance with all liquidity regulatory
requirements with respect to its operations in Cyprus, however, these ratios were abolished on 1 January
2018.
The significant reduction of Group loans that are impaired or past due for more than 90 days (90+ DPD),
which have decreased by 17% during 2017 and totalled €6,905 million at 31 December 2017 and the
increase of provisions coverage to 61% compared to 54% at 31 December 2016 (Note 4.2.2 of the
Consolidated Financial Statements).
The Cyprus government rating has been repeatedly upgraded following the consistent outperformance in
public finances and the progress achieved in the banking sector. Most recently in March 2018, S&P Global
Ratings affirmed its long-term sovereign rating at BB+, only one notch below investment grade, and
maintained its outlook to positive. Ιn October 2017, Fitch Ratings upgraded its Long-Term Issuer Default
ratings to BB from BB- with positive outlook. In July 2017, Moody’s Investors Service upgraded the long-
term issuer rating of the Cyprus sovereign to Ba3 from B1 to reflect Cyprus’ economic recovery and
maintained its outlook to positive. Moody’s Investors Service reiterated its credit rating and positive
outlook on the Cyprus sovereign in a February 2018 update.
BOC PCL regained access to the debt capital markets in January 2017 with the issuance of a €250 million
unsecured subordinated Tier 2 Capital Note.
Viability statement
In accordance with the requirements of the UK Corporate Governance Code 2016 (UK Code), the Directors have
assessed the viability of the Group, taking account of the Group’s current position and the potential impact of
the main risks that the Group is facing.
The Directors have selected a three-year period for this assessment in arriving at the viability statement, which
is also within the usual planning process of the Group.
The Directors have assessed the prospects of the Group through a number of sources, including the latest 3
year plan of the Group, the NPE strategy, the Internal Capital Adequacy Assessment Process (ICAAP) and the
Internal Liquidity Assessment Process (ILAAP) reports.
The Group prepared a detailed NPE Strategy Plan for the 5 year period 2017-2021 as requested by the Single
Supervisory Mechanism (SSM). The plan was approved by the Board of Directors of the Company and
submitted to the SSM in March 2017. The Group is currently preparing its first annual review of its NPE
Strategy Plan.
The ICAAP is an annual process that demonstrates whether the Group has all the necessary procedures in place
in adequately identifying, measuring and monitoring the Group’s risks and ensures that the Group holds
adequate capital to support its risk profile, under both a base case and a stress case. The Group also
undertakes a quarterly review of its ICAAP results considering the latest actual and forecasted information.
During the quarterly review, the Group’s risk profile and risk management policies and processes are reviewed
and any changes since the annual ICAAP exercise are taken into consideration.
The ICAAP process demonstrates that the Group has sufficient capital under both the base and stress case
scenarios to support its business and achieve its objectives having regard to its Board approved Risk Appetite
and Strategy, and to meet its regulatory capital, leverage and liquidity requirements.
12
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Viability statement (continued)
The Group’s ILAAP analysis demonstrates that the volume and capacity of liquidity resources available to the
Group are adequate to support its business model, to achieve its strategic objectives under both the business
as usual and severe stress scenarios and to meet regulatory requirements including the LCR and NSFR.
The Group prepares the ICAAP and ILAAP reports annually. Both reports for year 2016 were approved by the
Board of Directors and submitted to the SSM in April 2017. The current year ICAAP and ILAAP reports are in
progress and are expected to be finalised and submitted to the SSM by the end of April 2018. The base case of
the ICAAP report is the latest 3 year plan of the Group approved by the Board in December 2017, updated if
necessary for any developments.
The Directors confirm that based on their assessment of the principal risks which the Group is exposed, the
most significant of which are credit risk, liquidity risk, litigation risk, market risk (arising from adverse
movements in exchange rates, interest rates and security prices) and risk on changes in the fair value of
property, those risks are monitored and mitigated through various control mechanisms and processes (refer to
Risk management section below). Based on this, and the assessment of the Group’s prospects, the Directors
have a reasonable expectation that the Group will be able to continue in operation and meet its liabilities as
they fall due over the period to 31 December 2020.
Business Overview
As the Cypriot operations account for 90% of gross loans and 90% of customer deposits, the Group’s financial
performance is highly correlated to the economic and operating conditions in Cyprus and will consequently
benefit from the country’s recovery. Most recently in October 2017, Standard and Poor’s assigned BOC PCL
'B/B' long- and short-term issuer credit ratings with positive outlook. BOC PCL currently has a long-term
deposit rating from Moody’s Investors Service of Caa1 with a positive outlook and a long-term issuer default
rating from Fitch Ratings Limited of B- with stable outlook. The key drivers for the ratings were the
improvement in the Group’s financial fundamentals mainly in asset quality and its funding position.
Tackling the Group’s loan portfolio quality is of utmost importance for the Group. During the year an internal
reorganisation of the Restructuring and Recoveries Division (RRD) was implemented with the aim of boosting
resources on both the Retail and Small and medium-sized enterprises (SME) portfolios of RRD in order
to further improve pace and sustainability in these portfolios. Additionally, the Group has created an
incremental servicing engine powered by Pepper Cyprus Limited, to support BOC PCL in resolving non-
performing loans from its SME and retail portfolios.
The strategic focus of the Group is to reshape its business model to grow in the core Cypriot market through
prudent new lending and carefully developing the UK franchise. The Group’s capital position remains adequate
and the Group expects to continue to be able to support the recovery of the Cyprus economy through the
provision of new lending. Growth in new lending in Cyprus is focused on selected industries that are more in
line with BOC PCL's target risk profile, such as tourism, trade, professional services, information/communication
technologies, energy, education and green projects. BOC PCL is currently looking to carefully expand its UK
operations, remaining consistent with the Group’s overall credit appetite and regulatory environment. With
selective presence in London and Birmingham and a predominantly retail funded franchise, the UK strategy is
to support its core proposition in the property market, specifically targeting the professional buy-to-let market
and further expanding its mortgage business and its savings, current accounts and trade-related products for
SMEs, professionals and Cypriot residents.
Aiming at supporting investments by SMEs and mid-caps to boost the Cypriot economy and create new jobs for
young people, BOC PCL continues to provide joint financed schemes. To this end, BOC PCL continues its
partnership with the European Investment Bank (EIB), the European Investment Fund (EIF), the European
Bank for Reconstruction and Development (EBRD) and the Cyprus Government.
13
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Business Overview (continued)
Management is also placing emphasis on diversifying income streams by boosting fee income from international
transaction services, wealth management and insurance. The Group’s insurance companies, EuroLife Ltd and
General Insurance of Cyprus Ltd operating in the sectors of life and general insurance respectively, are leading
players in the insurance business in Cyprus, with such businesses providing a recurring income, further
diversifying the Group’s income streams. The insurance income net of insurance claims for 2017 amounted to
€50 million, up by 13% during 2017, compared to €44 million for 2016, contributing to 16% of non-interest
income.
In order to further improve its funding structure, BOC PCL is stepping up its efforts to manage the deposit mix
to ensure continued compliance with liquidity requirements, taking advantage of the increased customer
confidence towards the Group, as well as improving macroeconomic conditions in Cyprus.
Strategy and Outlook
The Group remains on track for implementing its strategic objectives aiming to become a stronger, safer and a
more focused institution capable of supporting the recovery of the Cypriot economy and delivering appropriate
shareholder returns in the medium term.
The key pillars of the Group’s strategy are to:
Materially reduce the level of delinquent loans
Further improve the funding structure
Maintain an appropriate capital position by internally generating capital
Focus on the core Cyprus market and the UK operations
Achieve a lean operating model
Deliver value to shareholders and other stakeholders
14
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Strategy and Outlook (continued)
KEY PILLARS
PLAN OF ACTION
1. Materially reduce the level of delinquent loans
2. Further improve the funding structure
3. Maintain an appropriate capital position
4. Focus on core markets
5. Achieve a lean operating model
6. Deliver returns
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
Sustain momentum in restructuring
Focus on terminated portfolios (in Recovery
Unit) – “accelerated consensual
foreclosures”
Real estate management via REMU
Explore alternative accelerating NPE
reduction measures such as NPE sales,
securitisations etc.
Focus on shape and cost of deposit
franchise
Increase loan pool for the Additional Credit
Claim framework of ECB
Further diversify funding sources
Internally generate capital
Potential AT1 issuance
Targeted lending in Cyprus into promising
sectors to fund recovery
New loan origination, while maintaining
lending yields
Revenue diversification via fee income from
international business, wealth, and
insurance
Careful expansion of UK franchise by
leveraging the UK subsidiary
Implementation of digital transformation
program underway, aimed at enhancing
productivity distribution channels and
reducing operating costs over time
Deliver appropriate medium term risk-
adjusted returns
15
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Strategy and Outlook (continued)
The table below shows the Group’s performance against the 2018 Target and the Medium Term Guidance.
Group Key Performance Indicators 1
2016
2017
NPE ratio
55%
47%
2018
Target
<40%
~€2 billion
organic
reduction
Medium-Term
Guidance
<25%
Asset Quality
NPE coverage ratio
41%
48%
>50%
>50%
Cost of Risk (Provisioning
charge)2
1.7%
4.0%2
<1.0%
<1.0%
Capital
CET1 Ratio
14.5%
12.7%
>13%3,4
>13%3,4
Total Capital Ratio
14.6%
14.2%
>15%3,4
>15%3,4
Total income
€963
million
€907
million
>€800
million
Profitability
Cost to Income ratio
41%
47%
<50%5
Total income
to grow in
excess of
cost5
Net fee and commission income /
total income
Balance Sheet
Total assets
17%6
€22.2
billion
20%
>20%
>20%
€23.6
billion
~€23
billion
>€25 billion
Earnings per
share
EPS (€ cent)
14.27
(123.72)
~407
1 The NIM and the Net Loans to Deposits (L/D) targets have been removed. A new target on Total Income has
been included in the key metrics considering the focus of the Group on total revenue generation and the
shift of income to other lines of the Income Statement. The L/D ratio has been removed as it is not
considered representative following the efforts of the Group to comply with the LCR ratio including the LCR
add-on.
2 An amount of c.€500 million reflecting the one-off effect of the change in the provisioning assumptions is
included in the cost of risk.
3 Allowing for IFRS 9 transitional arrangements for regulatory capital purposes in line with European Union
(EU) Regulation (2018: 5%, 2019: 15%, 2020: 30%, 2021: 50% and 2022: 75%).
4 Including the impact of the adoption of the changes aligning the EBA CRR default definition with the NPE
definition.
5 Excluding the special levy and SRF contribution.
6 The net fee and commission income over total income for 2016 excludes non-recurring fees of ~€7 million.
7 The 2018 target for the earnings per share does not include the impact of any trades or any unplanned or
unforeseen events.
16
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Capital base
Shareholders’ equity totalled €2,586 million at 31 December 2017. The CET1 ratio (transitional) totalled 12.7%
at 31 December 2017 (2016: 14.5%). Adjusting for DTA, the CET1 ratio on a fully-loaded basis totalled 12.2%
at 31 December 2017 (2016: 13.9%). The Total Capital ratio (transitional), at 31 December 2017, stood at
14.2% (2016: 14.6%).
Additional information on regulatory capital is disclosed in the Additional Risk and Capital Management
Disclosures which form part of this Annual Report and in the Pillar 3 Disclosures Report, which is available on
the Group’s website www.bankofcyprus.com (Investor Relations).
Share capital
As at 31 December 2017, there were 446,199,933 issued ordinary shares with a nominal value of €0.10 each.
Information about the changes on the authorised and issued share capital during 2017 and 2016 is disclosed in
Note 35 of the Consolidated Financial Statements.
Share-based payments - share options
Following the incorporation of the Company and its introduction as the new holding company of the Group in
January 2017, the Long Term Incentive Plan (as approved on 24 November 2015 by the Annual General
Meeting of BOC PCL) was replaced by the Share Option Plan which operates at the level of the Company. The
Share Option Plan is identical to the Long Term Incentive Plan except that the number of shares in the
Company to be issued pursuant to an exercise of options under the Share Option Plan should not exceed
8,922,945 ordinary shares of a nominal value of €0.10 each and the exercise price was set at €5.00 per share.
The term of the options was also extended to between 4-10 years after the grant date.
No share options were granted since the date of replacement of the Long Term Incentive Plan by the Share
Option Plan at the level of the Company. Any shares related to the Share Option Plan carry rights with regards
to control of the Company that are only exercisable directly by the employee.
Treasury shares of the Company
Shares of the Company held by entities controlled by the Group are deducted from equity on the purchase,
sale, issue or cancellation of such shares. No gain or loss is recognised in the consolidated income statement.
The life insurance subsidiary of the Group, as at 31 December 2017, held a total of 142 thousand ordinary
shares of the Company of a nominal value of €0.10 each (2016: 2,889 thousand ordinary shares of BOC PCL of
a nominal value of €0.10 each), as part of its financial assets which are invested for the benefit of insurance
policyholders (Note 24 of the Consolidated Financial Statements). The cost of acquisition of these shares was
€21,463 thousand (2016: €25,333 thousand).
For additional disclosures refer to Note 35 of the Consolidated Financial Statements.
17
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Change of control
There are no significant agreements to which the Company is a party and which take effect following a change
of control of the Company, but the Company is party to a number of agreements that may allow the
counterparties to alter or terminate the agreements following a change of control. These agreements are not
deemed to be significant in terms of their potential effect on the Group as a whole.
The Group also has agreements which provide for termination if, upon a change of control of the Company, the
Company’s creditworthiness is materially worsened.
Other information
During 2017 and 2016 there were no restrictions on the transfer of the Company’s ordinary shares or securities
and no restrictions on voting rights other than the provisions of the Banking Law of Cyprus which requires the
CBC approval prior to acquiring shares of the Company in excess of certain thresholds and the requirements of
the Directive on Insider Dealing and Market Manipulation, which relates to transactions with related parties.
Shares of the Company held by the life insurance subsidiary of the Group as part of its financial assets which
are invested for the benefit of insurance policyholders carry no voting rights, pursuant to the insurance law.
The Company does not have any shares in issue which carry special control rights.
There are no agreements between shareholders, known to the Company, which may result in restrictions on the
transfer of securities or voting rights.
Rights and obligations of ordinary shares
In accordance with the Company’s Constitution, the rights and restrictions attaching to the ordinary shares are
as follows:
subject to the right of the Company to set the record dates for the purposes of determining the identity
of members entitled to notice of and/or to vote at a general meeting, the right to attend and speak at
any general meeting of the Company and to exercise one vote per ordinary share at any general meeting
of the Company;
the right to participate pro rata in all dividends declared by the Company; and
the right, in the event of the Company’s winding up, to participate pro rata in the total assets of the
Company.
Shareholders holding more than 3% of the share capital of the Company
As at 31 December 2017 and 15 March 2018 the following shareholders held more than 3% of the share capital
of the Company:
31 December 2017
15 March 2018
Number of ordinary
or Depositary
Interests
representing
Company ordinary
shares
% held
Number of ordinary
or Depositary
Interests
representing
Company ordinary
shares
% held
41,383,699
9.27%
41,383,699
9.27%
22,401,744
5.02%
22,401,744
5.02%
Lamesa Holdings S.A. (affiliate of
Renova Group)
European Bank for Reconstruction
and Development
Cyprus Popular Bank Public Co Ltd
21,467,719
4.81%
21,467,719
4.81%
TD Asset Management
19,365,565
4.34%
19,365,565
4.34%
Senvest Management LLC
16,383,514
3.67%
16,383,514
3.67%
Osome Investments Ltd
14,809,498
3.32%
14,809,498
3.32%
Eaton Vance
13,708,448
3.07%
16,182,333
3.63%
18
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Dividends
The Company and BOC PCL are currently under a regulatory dividend distribution prohibition and therefore no
dividends were declared or paid during the years 2017 and 2016.
Events after the reporting date
There are no material events which occurred after the reporting date.
Risk management
Like other financial organisations, the Group is exposed to risks, the most significant of which are credit risk,
liquidity risk, market risk (arising from adverse movements in exchange rates, interest rates and security
prices) and insurance risk. The Group monitors, manages and mitigates these risks through various control
mechanisms. Detailed information relating to Group risk management is set out in Notes 44 to 47 of the
Consolidated Financial Statements and in the Additional Risk and Capital Management Disclosures which form
part of the Annual Financial Report 2017.
The Group is also exposed to litigation risk, arising from claims, investigations and regulatory matters. Further
information is disclosed in Note 39 of the Consolidated Financial Statements.
Additionally, the Group is exposed to the risk on changes in the fair value of property which is held either for
own use or as stock of property or as investment property. Stock of property is predominately acquired in
exchange of debt and is intended to be disposed of in line with the Group’s strategy. Further information is
disclosed in Notes 22, 25 and 27 of the Consolidated Financial Statements.
In addition, details of the significant judgements, estimates and assumptions which may have a material impact
on the Group’s financial performance and position are set out in Note 5 of the Consolidated Financial
Statements.
Details of the financial instruments and hedging activities of the Group are set out in Notes 22 and 44 to 46 of
the Consolidated Financial Statements.
The Pillar 3 Disclosures Report (unaudited) of the Group required with respect to the requirements of the
Capital Requirement Regulation (EU) No 575/2013 is published on the Group’s website www.bankofcyprus.com
(Investor Relations).
Books and significant records
The measures that the Directors have taken to secure compliance with the requirements of sections 281 to 285
of the Companies Act 2014 of Ireland (Companies Act 2014), with regard to the keeping of accounting records,
include the provision of appropriate resources to maintain adequate accounting records throughout the
Company and the Group, including the appointment of personnel with appropriate qualifications, experience
and expertise.
The accounting records are maintained at the Company’s registered office at 10 Earlsfort Terrace, Dublin 2,
D02 T380, Ireland and at 51 Stassinos Street, Ayia Paraskevi, Strovolos, P.O.Box 24884, 1398 Nicosia, Cyprus.
Research and development
The Group did not incur any expenditure in research and development for the year ended 31 December 2017.
Political donations
Political donations are required to be disclosed under the Electoral Act 1997 of Ireland (as amended). The
Directors, on enquiry, have satisfied themselves that there were no political donations made during the year
ended 31 December 2017.
19
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Relevant audit information
In the case of persons who are Directors at the time this report is approved in accordance with section 330 of
the Companies Act 2014:
the Directors hereby individually and collectively acknowledge, that so far as each Director is aware,
there is no relevant material audit information of which the Company’s statutory auditors are unaware;
and
that he/she has taken all the steps that he/she ought to have taken as a Director in order to make
himself/herself aware of any relevant audit information and to establish that the Company’s statutory
auditors are aware of that information.
Preparation of periodic reporting
The Board is responsible for ensuring that the management maintains an appropriate system of internal
controls which provides assurance of effective operations, internal financial controls and compliance with rules
and regulations. It has the overall responsibility for the Group and approves and oversees the implementation
of the Group’s strategic objectives, risk strategy and internal governance.
The Group has appropriate internal control mechanisms, including sound administrative and accounting
procedures, Information Technology (IT) systems and controls. The governance framework is subject to review
at least once a year.
Policies and procedures have been designed in accordance with the nature, scale and complexity of the Group’s
operations in order to provide reasonable but not absolute assurance against material misstatements, errors,
losses, fraud or breaches of laws and regulations.
The Board, through the Audit Committee, conducts reviews on a frequent basis, regarding the effectiveness of
the Group’s internal controls and information systems, as well as in relation to the procedures used to ensure
the accuracy, completeness and validity of the information provided to investors. The reviews cover all
systems of internal controls, including financial, operational and compliance controls, as well as risk
management systems. The role of the Audit Committee is inter alia to ensure the financial integrity and
accuracy of the Company’s financial reporting.
The Group’s financial reporting process is controlled using documented accounting policies and procedures
supported by instructions and guidance on reporting requirements, issued to all reporting entities within the
Group in advance of each reporting period. The submission of financial information from each reporting entity is
subject to sign off by the responsible financial officer. Further analytical review procedures are performed at
Group level. The internal control system also ensures that the integrity of the accounting and financial reporting
systems, including financial and operational controls and compliance with legal and regulatory requirements
and relevant standards, is adequate.
The Group has in place an effective financial statement closing process by which transactions and events
reflected in the Group’s accounting records are processed to produce the financial statements, related
disclosures and other financial reports.
The Annual Report pre its submission to the Board is reviewed and approved by the Executive Committee. The
Board, through the Audit Committee scrutinises and approves the financial statements, results announcements
and the Annual Report and ensures that appropriate disclosures have been made. This governance process
ensures that both management and the Board are given sufficient opportunity to challenge the Group’s financial
statements and other significant disclosures before their publication.
20
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Corporate Governance Statement
In April 2014 the CSE issued the 4th Edition (Revised) of the Corporate Governance Code (the CSE Code).
Listed companies have an obligation to include in their Annual Financial Report, a Report by the Board of
Directors on Corporate Governance. In the first part of the Report, companies should report whether they
comply with the CSE Code and the extent to which they implement its principles. In the second part of the
Report, companies should confirm that they have complied with the CSE Code provisions and in the event that
they have not, they should give adequate explanation.
The Company has also chosen to comply with the UK Corporate Governance Code 2016 published by the
Financial Reporting Council in the UK (the UK Code) following the decision to proceed with a Listing on the
London Stock Exchange.
Regarding the first part of the Report, as a company listed on the CSE, the Company has adopted the CSE Code
and implements its principles.
Regarding the second part of the Report, the Company complies with the provisions of the CSE Code.
Throughout the Corporate Governance Report for 2017 a narrative statement is provided on how the principles
of the CSE Code have been applied.
The narrative also covers principles of the UK Code and how these have been applied throughout the year.
The rules governing the composition of the Board of Directors and the appointment and replacement of its
members are set out in Section 1 of the Corporate Governance Report for 2017. The powers of the Board of
Directors and committees of the Board with administrative, management and supervisory functions, including
any powers of the Directors in relation to the issuing or buying back by the Company of its shares, are also set
out in the Corporate Governance Report.
Any amendment or addition to the Articles of Association of the Company is only valid if approved by a special
resolution at a shareholders’ meeting.
A description of the operation of the shareholder meeting, the key powers of the shareholder meeting,
shareholders’ rights and the exercise of such right is contained in Section 7 of the Corporate Governance
Report.
Details of restrictions in voting rights and special control rights in relation to the shares of the Company are set
out in the section ‘Other information’ above. Other information required to be disclosed for the purposes of the
European Communities (Takeover Bids (Directive 2004/25/EC)) Regulations 2006 is contained on pages 3 to
24.
In accordance with section 167 of the Companies Act 2014, the Directors confirm that a Board Audit Committee
is established. Details of the Board Audit Committee’s membership and activities are included in Corporate
Governance Report for 2017.
The Corporate Governance Report for 2017 is included within this Annual Financial Report on pages 226 to 265.
The statements and information referred in this Corporate Governance Statement are deemed to be
incorporated herein.
21
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Directors’ Compliance Statement
As required by section 225 of the Companies Act 2014, the Directors acknowledge that they are responsible for
securing the Company’s compliance with its relevant obligations (as defined in section 225(1)). The Directors
confirm that a compliance statement has been drawn up setting out the Company’s policies and that
appropriate arrangements and structures have been put in place that are, in the Directors’ opinion, designed to
secure material compliance with the relevant obligations. A review of those arrangements and structures has
been conducted in the financial year to which this report relates.
Service termination agreements
The service contract of one of the executive directors in office as at 31 December 2017 includes a clause for
termination, by service of four months’ notice to that effect upon the executive director, without cause but at
BOC PCL’s sole discretion. In such a case, BOC PCL shall have the obligation to pay the executive director in
lieu of notice for immediate termination. The terms of employment of the other executive director are mainly
based on the provisions of the collective agreement in place, which provides for notice or compensation by the
BOC PCL based on years of service and for a four month prior written notice by the executive director in the
event of a voluntary resignation.
Board of Directors
The members of the Board of Directors of the Company as at the date of this Directors’ Report are listed on
page 1. All Directors were members of the Board throughout the year and up to the date of this Directors’
Report except as disclosed below. Ms Lyn Grobler was appointed as member of the Board of Directors following
ECB approval on 7 February 2017. On 27 April 2017 the Board of Directors decided to appoint Ms Anat Bar-
Gera as member of the Board of Directors and her appointment was approved by the ECB on 27 October 2017.
Messrs Wilbur L. Ross Jr. and Marios Kalochoritis resigned on 1 March 2017 and on 27 June 2017 respectively.
On 23 January 2018, the Board of Directors decided to appoint Ms Paula Hadjisotiriou and Ms Maria Philippou as
members of the Board of Directors. Their appointment is subject to approval by the ECB.
In accordance with the Articles of Association at each annual general meeting of the Company every Director
who has been in office at the completion of the most recent annual general meeting since they were last
appointed or reappointed, shall retire from office and offer themselves for re-election if they wish.
The remuneration of the Board of Directors is disclosed in Note 49 of the Consolidated Financial Statements.
22
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Directors’ Report
Annual Financial Report 2017
Directors’ and Secretary’s interests
The interest in the share capital of the Company held by each member of the Board of Directors and Company
Secretary is presented in the table below:
Company
BOC PCL
Ordinary shares or
Depositary
Interests
representing
Company ordinary
shares of €0.10
each at 31
December 2017
Ordinary shares or
Depositary
Interests
representing
Company ordinary
shares of €0.10
each at 1 January
2017
Ordinary shares
of €0.10 each at
1 January 2017
or at the date of
appointment
150,000
7,192
25,000
61,430
3,012
170
4
246,808
-
-
-
-
-
10
-
10
3,000,000
143,821
500,000
1,228,595
60,240
3,390
66
4,936,112
Non-executive directors
Prof. Dr. Josef Ackermann
Maksim Goldman
Arne Berggren
Michalis Spanos
Ioannis Zographakis
Executive directors
Dr. Christodoulos Patsalides
Company Secretary
Katia Santis
Apart from the interests set out above, the Board of Directors and Secretary had no other interests in the
shares of the Company or its subsidiaries at 31 December 2017.
Environmental and employee matters
The Group’s policy on environmental and employee matters is available at www.bankofcyprus.com
(Responsibility, CSR Reports).
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Annual Financial Report and the financial statements in
accordance with International Financial Reporting Standards (IFRS) adopted by the EU and with those parts of
the Companies Act 2014 applicable to companies reporting under IFRSs and, in respect of the consolidated
financial statements, Article 4 of the International Accounting Standards (IAS) Regulation.
Under Irish law the Directors shall not approve the financial statements unless they are satisfied that they give
a true and fair view of the Group’s and Company’s assets, liabilities and financial position as at the end of the
financial year and of the profit or loss of the Group and the Company for the financial year.
In preparing these financial statements, the Directors are required to:
select suitable accounting policies and apply them consistently
make judgements and estimates that are reasonable and prudent
state whether the financial statements have been prepared in accordance with IFRSs as adopted by the
EU and ensure that they contain the additional information required by the Companies Act 2014; and
prepare the financial statements on a going concern basis unless it is inappropriate to presume that the
Company will continue in business.
23
Consolidated Financial Statements
25
BANK OF CYPRUS HOLDINGS GROUP
Consolidated Financial Statements - Contents
For the year ended 31 December 2017
Annual Financial Report 2017
Contents
Page
Consolidated Income Statement
Consolidated Statement
of Comprehensive Income
Consolidated Balance Sheet
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
1. Corporate information
2. Summary of significant accounting policies
2.1 Group reorganisation
2.2 Basis of preparation
2.3 Accounting policies and changes in
accounting policies and disclosures
2.4 Standards and interpretations
27
28
29
30
32
33
33
33
34
34
that are issued but not yet effective
35
45
2.5 Basis of consolidation
2.6 Business combinations
45
2.7 Investments in associates and joint ventures 46
46
2.8 Foreign currency translation
47
2.9 Segmental reporting
47
2.10 Turnover
47
2.11 Revenue recognition
48
2.12 Retirement benefits
49
2.13 Tax
49
2.14 Financial instruments
2.15 Derecognition of financial assets and
financial liabilities
2.16 Impairment of financial assets
2.17 Hedge accounting
2.18 Offsetting financial instruments
2.19 Cash and cash equivalents
2.20 Insurance business
2.21 Repurchase and reverse repurchase
agreements
2.22 Finance leases – The Group as lessor
2.23 Operating leases
2.24 Property and equipment
2.25 Investment properties
2.26 Stock of property
2.27 Non-current assets held for sale and
52
52
54
55
55
55
56
57
57
57
58
58
discontinued operations
2.28 Intangible assets
2.29 Share capital
2.30 Treasury shares
2.31 Provisions
2.32 Financial guarantees
2.33 Comparative information
58
59
59
59
59
60
60
60
3. Going concern
4. Operating environment
61
5. Significant judgements, estimates and assumptions 64
6. Segmental analysis
Interest income
7.
Interest expense
8.
Fee and commission income and expense
9.
10. Net foreign exchange gains
11. Net gains on financial instrument transactions and
disposal/dissolution of subsidiaries
12. Insurance income net of claims and commissions
13. Other income
14. Staff costs
15. Other operating expenses
16. Provisions for impairment of financial and non-
financial instruments
17. Income tax
18. Earnings per share
19. Cash, balances with central banks and loans and
Page
70
77
77
77
78
78
79
80
81
87
88
89
93
advances to banks
20. Investments
21. Derivative financial instruments
22. Fair value measurement
23. Loans and advances to customers
24. Life insurance business assets attributable to
94
94
100
102
115
policyholders 115
117
119
121
122
122
123
124
125
126
127
128
130
130
131
131
136
138
139
25. Property and equipment
26. Intangible assets
27. Stock of property
28. Prepayments, accrued income and other assets
29. Non-current assets held for sale
30. Funding from central banks
31. Customer deposits
32. Insurance liabilities
33. Subordinated loan stock
34. Accruals, deferred income and other liabilities
35. Share capital
36. Dividends
37. Accumulated losses
38. Fiduciary transactions
39. Contingent liabilities and commitments
40. Net cash flow from operating activities
41. Cash and cash equivalents
42. Operating leases – The Group as lessee
43. Analysis of assets and liabilities
by expected maturity
44. Risk management – Credit risk
45. Risk management – Market risk
46. Risk management – Liquidity risk and funding
47. Risk management – Insurance risk
48. Capital management
49. Related party transactions
50. Group companies
51. Acquisitions and disposals
52. Investments in associates and joint ventures
53. Country by country reporting
140
141
169
173
183
184
185
193
196
199
202
26
BANK OF CYPRUS HOLDINGS GROUP
Consolidated Income Statement
for the year ended 31 December 2017
Annual Financial Report 2017
Turnover
Interest income
Interest expense
Net interest income
Fee and commission income
Fee and commission expense
Net foreign exchange gains
Net gains on financial instrument transactions and
disposal/dissolution of subsidiaries
Insurance income net of claims and commissions
Net (losses)/gains from revaluation and disposal of investment
properties
Net gains on disposal of stock of property
Other income
Staff costs
Special levy on deposits on credit institutions in Cyprus
Other operating expenses
Gain on derecognition of loans and advances to customers and
changes in expected cash flows
Provisions for impairment of loans and advances to customers
and other customer credit losses
Impairment of other financial instruments
Impairment of non-financial instruments
(Loss)/profit before share of profit from associates and
joint ventures
Share of profit from associates and joint ventures
(Loss)/profit before tax
Income tax
(Loss)/profit after tax for the year
Attributable to:
Owners of the Company/BOC PCL
Non-controlling interests
(Loss)/profit for the year
Notes
2017
€000
2016
€000
2.10
1,165,177
1,234,098
7
8
9
9
10
11
12
13
14
15
15
16
16
16
52
17
811,031
890,298
(228,291)
(204,116)
582,740
190,577
686,182
176,865
(10,179)
(10,207)
45,409
43,471
2,964
63,373
50,401
44,432
(4,061)
4,974
30,447
19,052
1,361
14,905
907,350
1,025,356
(228,212)
(287,172)
(22,846)
(19,968)
(297,979)
(222,987)
358,313
495,229
173,443
63,315
(952,926)
(433,609)
(6,459)
(58,972)
(11,293)
(36,220)
(486,601)
77,422
8,957
(477,644)
8,194
85,616
(76,681)
(18,385)
(554,325)
67,231
(551,852)
(2,473)
(554,325)
63,656
3,575
67,231
Basic and diluted (losses)/earnings per share (€ cent)
attributable to the owners of the Company/BOC PCL
18
(123.7)
14.3
27
BANK OF CYPRUS HOLDINGS GROUP
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2017
Annual Financial Report 2017
(Loss)/profit for the year
Other comprehensive income (OCI)
OCI to be reclassified in the consolidated income
statement in subsequent periods
Foreign currency translation reserve
Profit/(loss) on translation of net investments in foreign branches
and subsidiaries
(Loss)/profit on hedging of net investments in foreign branches
and subsidiaries
Transfer to the consolidated income statement on
disposal/dissolution of foreign operations
Available-for-sale investments
Net gains from fair value changes before tax
Share of net gains from fair value changes of associates
Transfer to the consolidated income statement on impairment
Transfer to the consolidated income statement on sale
OCI not to be reclassified in the consolidated income
statement in subsequent periods
Property revaluation
Fair value gain before tax
Share of fair value gain of associates
Tax
Actuarial gains/(losses) on the defined benefit plans
Remeasurement gains/(losses) on defined benefit plans
Other comprehensive income/(loss) after tax
25
17
14
Notes
2017
€000
2016
€000
(554,325)
67,231
742
(43,763)
21
(1,166)
53,408
(104)
(3,958)
(528)
5,687
46,506
1,709
(37)
(606)
47,572
47,044
9,319
11
(522)
8,808
842
1,677
839
(47,960)
(44,602)
(38,915)
-
-
219
219
10,819
19,627
66,671
(14,255)
(14,036)
(52,951)
Total comprehensive (loss)/income for the year
(487,654)
14,280
Attributable to:
Owners of the Company/BOC PCL
Non-controlling interests
Total comprehensive (loss)/income for the year
(485,595)
(2,059)
(487,654)
15,321
(1,041)
14,280
28
BANK OF CYPRUS HOLDINGS GROUP
Consolidated Statement of Changes in Equity
for the year ended 31 December 2017
Annual Financial Report 2017
Attributable to the owners of the Company
Share
capital
(Note 35)
Share
premium
(Note 35)
Capital
reduction
reserve
(Note 35)
Treasury
shares
(Note 35)
Accumulated
losses
(Note 37)
Property
revaluation
reserve
Revaluation
reserve of
available-
for-sale
investments
Other
reserves
Life
insurance in-
force
business
reserve
Foreign
currency
translation
reserve
Non-
controlling
interests
Total
equity
Total
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
1 January 2017
892,294
552,618
1,952,486
(25,333)
(544,930)
90,936
7,139
6,059
103,251
36,626 3,071,146
34,959
3,106,105
Loss for the year
Other comprehensive
income/(loss) after tax
for the year
Total comprehensive
(loss)/income for the
year
Increase in value of in-
force life insurance
business
Tax on increase in value
of in-force life insurance
business
Transfer of realised
profits on disposal of
properties
Cancellation of shares
due to reorganisation
(Note 2.1)
Change of parent
company to Bank of
Cyprus Holdings Public
Limited Company and
issue of new shares
(Note 2.1)
Disposals of treasury
shares
Dividends paid to non-
controlling interests
-
-
-
-
-
-
(892,294)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(551,852)
-
-
10,819
8,620
47,346
-
(541,033)
8,620
47,346
-
-
-
(2,743)
343
-
-
6,678
(6,678)
21,463
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,743
(343)
-
-
-
-
-
-
(551,852)
(2,473)
(554,325)
(528)
66,257
414
66,671
(528)
(485,595)
(2,059)
(487,654)
-
-
-
-
-
-
-
-
-
-
-
-
-
(870,831)
-
(870,831)
-
870,831
-
870,831
-
-
7
-
-
7
(1,750)
(1,750)
-
-
-
-
-
-
-
-
-
-
-
44,620
2,241,740
(1,952,486)
(21,463)
558,420
31 December 2017
44,620 2,794,358
-
-
-
-
3,870
(3,863)
-
-
-
-
-
(21,463)
(527,128)
92,878
54,485
6,059
105,651
36,098 2,585,558
31,150
2,616,708
30
BANK OF CYPRUS HOLDINGS GROUP
Consolidated Statement of Changes in Equity
for the year ended 31 December 2017
Annual Financial Report 2017
Share
capital
(Note 35)
Share
premium
(Note 35)
Capital
reduction
reserve
(Note 35)
Treasury
shares
(Note 35)
Accumulated
losses
(Note 37)
Property
revaluation
reserve
Revaluation
reserve of
available-for-
sale
investments
Other
reserves
Life insurance
in-force
business
reserve
Foreign
currency
translation
reserve
Reserve of
disposal
group
and assets
held for sale
Non-
controlling
interests
Total
equity
Total
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
Attributable to the owners of BOC PCL
1 January 2016
892,294
552,618
1,952,486
(41,301)
(601,152)
99,218
47,125
6,059
99,050
30,939
17,619
3,054,955
22,376
3,077,331
63,656
-
-
(14,255)
219
(39,986)
49,401
219
(39,986)
Profit for the year
Other comprehensive
(loss)/income after tax
for the year
Total comprehensive
income/(loss) for the
year
Increase in value of in-
force life insurance
business
Tax on increase in
value of in-force life
insurance business
Transfer of realised
profits on disposal of
properties
Disposal of subsidiary
(Note 51.4.1)
Acquisition of subsidiary
(Note 51.3.1)
Disposals of treasury
shares
Change in presentation
of life insurance
subsidiary’s treasury
shares
Increase in
shareholding of
subsidiary
Dividends paid to non-
controlling interests
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(4,680)
479
-
-
8,501
(8,501)
17,619
-
-
-
-
-
-
-
41,301
(40,560)
(25,333)
25,333
-
-
129
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
4,680
(479)
-
-
-
-
-
-
-
-
5,687
5,687
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(17,619)
-
-
-
-
-
63,656
3,575
67,231
(48,335)
(4,616)
(52,951)
15,321
(1,041)
14,280
-
-
-
-
-
741
-
-
-
-
-
-
-
-
-
18,753
18,753
-
-
741
-
-
129
(129)
-
(5,000)
(5,000)
31 December 2016
892,294
552,618
1,952,486
(25,333)
(544,930)
90,936
7,139
6,059
103,251
36,626
- 3,071,146
34,959
3,106,105
31
BANK OF CYPRUS HOLDINGS GROUP
Consolidated Statement of Cash Flows
for the year ended 31 December 2017
Annual Financial Report 2017
Annual Financial Report 2015
Notes
2017
€000
2016
€000
Net cash flow from operating activities
40
1,993,266
3,162,625
Cash flows from investing activities
Purchases of debt securities and equity securities
(402,977)
(213,032)
Proceeds on disposal/redemption of investments:
- debt securities
- equity securities
Interest received from debt securities
Dividend income from equity securities
Dividend income from associates
Proceeds on disposal of subsidiaries
Purchases of property and equipment
Purchases of intangible assets
Proceeds on disposals of property and equipment and intangible
assets
Proceeds on disposals of investment properties and investment
properties held for sale
91,738
466,640
1,549
19,546
683
6,621
1,580
50,143
28,084
343
4,939
26,500
25
26
(10,299)
(12,096)
(25,723)
(16,363)
91
210
14,568
14,076
Net cash flow (used in)/from investing activities
(302,623)
349,444
Cash flows from financing activities
Net proceeds/(repayments) of funding from central banks
79,986
(3,602,836)
Net proceeds from the issue of subordinated loan stock
280,983
-
Redemption of debt securities in issue
Interest on funding from central banks
Proceeds from disposal of treasury shares
-
(712)
(28)
(29,656)
7
741
Dividend paid by subsidiaries to non-controlling interests
(1,750)
(5,000)
Net cash flow from/(used in) financing activities
359,198
(3,637,463)
Net increase/(decrease) in cash and cash equivalents for
the year
2,049,841
(125,394)
Cash and cash equivalents
1 January
Foreign exchange adjustments
2,231,028
2,347,408
(638)
9,014
Net increase/(decrease) in cash and cash equivalents for the year
2,049,841
(125,394)
31 December
41
4,280,231
2,231,028
Details on non-cash transactions are presented in Note 40.
32
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
1.
Corporate information
Bank of Cyprus Holdings Public Limited Company (the Company) was incorporated in Ireland on 11 July 2016,
as a public limited company under company number 545903 in accordance with the provisions of the
Companies Act 2014 of Ireland (Companies Act 2014). The Company’s name on incorporation was Aion Cyprus
Public Limited Company and on 10 August 2016 the Company changed its name to Bank of Cyprus Holdings
Public Limited Company. Its registered office for the period from 11 July 2016 to 19 March 2017 was at
Earlsfort Centre, Earlsfort Terrace, Dublin 2, Ireland. Since 20 March 2017 the Company’s registered office is 10
Earlsfort Terrace, Dublin 2, D02 T380, Ireland.
The Company is the holding company of the Bank of Cyprus Public Company Limited (BOC PCL). The Bank of
Cyprus Holdings Group (the Group) comprises the Company, its subsidiary BOC PCL and the subsidiaries of
BOC PCL.
The Company was incorporated with the intention of becoming the holding company of the Group for the
purposes of the Group’s listing on the London Stock Exchange (LSE). The Company is tax resident in Cyprus.
The principal activities of BOC PCL and its subsidiary companies (the BOC group) involve the provision of
banking, financial services, insurance services and management and disposal of property predominately
acquired in exchange of debt.
On 13 December 2016, at an Extraordinary General Meeting of the shareholders of BOC PCL a scheme of
arrangement between the Company, BOC PCL and the shareholders of BOC PCL has been approved. The
scheme of arrangement which became effective on 18 January 2017 introduces the Company as the new
holding company of the Group which is also the sole shareholder of BOC PCL.
On 19 January 2017 the shares of the Company were admitted to listing and trading on the LSE and the Cyprus
Stock Exchange (CSE).
The Consolidated Financial Statements are available at the registered office of Bank of Cyprus Holdings Public
Limited Company (at 10 Earlsfort Terrace, Dublin 2, D02 T380, Ireland) and on the Group’s website
www.bankofcyprus.com (Investor Relations).
Consolidated Financial Statements
The Consolidated Financial Statements of the Company for the year ended 31 December 2017 (the
Consolidated Financial Statements) were authorised for issue by a resolution of the Board of Directors on 26
March 2018.
The Consolidated Financial Statements have been prepared in both, the English and the Greek language. In
case of a difference or inconsistency between the two, the English version prevails.
2.
2.1
Summary of significant accounting policies
Group reorganisation
As described in Note 1 above, on 18 January 2017 the Company became the sole shareholder of BOC PCL. This
reorganisation was treated as a reorganisation of an existing entity that has not changed the substance of the
reporting entity.
The owners of BOC PCL before the reorganisation have the same absolute and relative interests in the net
assets of the Group immediately before and after the reorganisation, since the assets and liabilities of the
Group and the BOC group are the same immediately before and after the reorganisation. Hence, the Group is
considered as a continuation of BOC group.
As this transaction did not result in any change of economic substance it also did not have any effect on the
total equity of the Group. The Group’s Consolidated Financial Statements reflect the difference in the amounts
of share capital, share premium and capital reduction reserves as an adjustment in equity.
33
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.2
Basis of preparation
The Consolidated Financial Statements have been prepared on a historical cost basis, except for properties held
for own use and investment properties, available-for-sale investments, derivative financial instruments and
financial assets at fair value through profit or loss, that have been measured at fair value, non-current assets
held for sale measured at fair value less costs to sell and stock of property measured at net realisable value
where this is lower than cost. The carrying values of recognised assets and liabilities that are hedged items in
fair value hedges, and otherwise carried at cost, are adjusted to record changes in fair value attributable to the
risks that are being hedged.
Presentation of Consolidated Financial Statements
The Consolidated Financial Statements are presented in Euro (€) and all amounts are rounded to the nearest
thousand, except where otherwise indicated. A comma is used to separate thousands and a dot is used to
separate decimals.
The Group presents its balance sheet broadly in order of liquidity. An analysis regarding expected recovery or
settlement of financial assets and liabilities within twelve months after the balance sheet date and more than
twelve months after the balance sheet date is presented in Note 43.
Statement of compliance
The Consolidated Financial Statements have been prepared in accordance with the International Financial
Reporting Standards (IFRSs) as adopted by the European Union (EU) and with those parts of the Companies Act
2014 applicable to companies reporting under IFRSs.
2.3
Accounting policies and changes in accounting policies and disclosures
The Consolidated Financial Statements contain a summary of the accounting policies adopted in the preparation
of the Consolidated Financial Statements in Notes 2.5 to 2.33. As described in Note 2.2, the accounting policies
adopted are consistent with those of the previous financial year, except for the adoption of new and amended
standards and interpretations as explained in Note 2.3.1 below.
2.3.1 New and amended standards and interpretations
The Group applied for the first time certain standards and amendments, which are effective for annual periods
beginning on or after 1 January 2017. The Group has not early adopted any other standard, interpretation or
amendment that has been issued but is not yet effective.
Although these new standards and amendments were applied for the first time in 2017, they did not have a
material impact on the Consolidated Financial Statements of the Group. The nature of each new standard or
amendment is described below.
Amendments to IAS 12 Income Taxes: Recognition of deferred tax assets for unrealised losses
The objective of the amendments is to clarify the requirements of deferred tax assets for unrealised losses in
order to address diversity in practice in the application of IAS 12 Income Taxes. The specific issues where
diversity in practice existed relate to the existence of a deductible temporary difference upon a decrease in fair
value, to recovering an asset for more than its carrying amount, to probable future taxable profit and to
combined versus separate assessment. This amendment did not have an impact on the Consolidated Financial
Statements.
Amendments to IAS 7: Disclosure initiative
The objective of the amendments is to provide disclosures that enable users of financial statements to evaluate
changes in liabilities arising from financing activities, including both changes arising from cash flows and non-
cash changes. The amendments specify that one way to fulfil the disclosure requirement is by providing a
tabular reconciliation between the opening and closing balances in balance sheet for liabilities arising from
financing activities, including changes from financing cash flows, changes arising from obtaining or losing
control of subsidiaries or other businesses, the effect of changes in foreign exchange rates, changes in fair
values and other changes. The Group has provided the information for the current year in Note 40.
34
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.3
Summary of significant accounting policies (continued)
Accounting policies and changes in accounting policies and disclosures (continued)
2.3.1 New and amended standards and interpretations (continued)
Annual Improvements IFRSs 2014-2016 Cycle
The International Accounting Standards Board (IASB) has issued the Annual Improvements to IFRSs 2014-2016
Cycle which is a collection of amendments to IFRSs. These did not have an impact on the Consolidated
Financial Statements. These include:
IFRS 12 Disclosure of interests in other entities: The amendments clarify that the disclosure requirements
in IFRS 12, other than those of summarised financial information for subsidiaries, joint ventures and
associates, apply to an entity’s interest in a subsidiary, a joint venture or an associate that is classified as
held for sale, as held for distribution, or as discontinued operations in accordance with IFRS 5.
2.4
Standards and interpretations that are issued but not yet effective
2.4.1 Standards and interpretations issued by the IASB and adopted by the EU
IFRS 9 Financial Instruments
IFRS 9 Financial Instruments (IFRS 9) replaces IAS 39 Financial Instruments: Recognition and Measurement
and introduces new requirements for classification and measurement, impairment, and hedge accounting. IFRS
9 is effective for annual periods beginning on or after 1 January 2018 with early adoption permitted. The Group
will apply IFRS 9 on 1 January 2018.
The Group IFRS 9 implementation has been largely completed by 1 January 2018. The IFRS 9 project had a
formalised governance process whereby the Group Chief Risk Officer (GCRO) was the project owner. The main
divisions involved in the project at the highest level are the Risk Management, Finance, Information Technology
(IT) and Operations. A Steering Committee was set up to monitor the project, chaired by the Group Chief
Executive Officer (CEO) and comprising of members of the Executive Management team, the Chief Risk Officer
(CRO), the Deputy CEO & Chief Operating Officer, the Finance Director and other representatives from Risk
Management and Finance, while the Group Internal Audit Director participated as an observer. The Steering
Committee was monitoring the progress of the project and was reviewing the results, key assumptions policies
and methodologies and reported to the Risk and Audit Committees of the Group, which had an oversight role
and provided relevant approvals.
The project covered all aspects of IFRS 9. A significant part was related to the development of methodologies
for the calculation of impairment of customer loans and advances based on expected credit losses (ECL), in line
with the requirements of IFRS 9. This change requires significant judgement in assessing available information
for the ECL.
Impact of IFRS 9
The Group’s IFRS 9 preliminary impact on transition including the insurance subsidiaries of the Group, which is
subject to change due to final parameter calibrations, is assessed to be a decrease of shareholders’ equity of
c.€300 million and is primarily driven by credit impairment provisions. The new accounting processes, internal
controls, governance framework, judgements and estimation techniques will continue to be refined and undergo
validation.
Transition
The classification, measurement and impairment requirements are applied retrospectively by adjusting the
balance sheet at the date of initial application, and as permitted by IFRS 9 the Group will not restate
comparative information for prior periods. The impact on the implementation date, 1 January 2018, is
therefore recognised through equity rather than the consolidated income statement. No deferred tax asset will
be recognised on IFRS 9 impact upon transition.
35
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.4
Summary of significant accounting policies (continued)
Standards and interpretations that are issued but not yet effective (continued)
2.4.1 Standards and interpretations issued by the IASB and adopted by the EU (continued)
IFRS 9 Financial Instruments (continued)
Regulatory transitional arrangements
The Group has elected to apply the EU transitional arrangements for regulatory capital purposes (EU Regulation
2017/2395) where the impact on the impairment amount from the initial application of IFRS 9 on the capital
ratios will be phased-in gradually. From the date of initial application of IFRS 9 and for five years the amount of
the difference in provisions that will result from the transition to the new IFRS 9 in relation to the provisions
that have been recognised at 31 December 2017 in accordance with IAS 39 will be added to the capital ratios.
The amount that will be added each year will decrease based on a weighting factor until the impact of IFRS 9 is
fully absorbed at the end of the five-years. For the year 2018 the impact on the capital ratios will be 5% of the
impact on the difference in the impairment amounts.
Classification and measurement
The classification and measurement of financial assets will depend on how these are managed as part of the
Business Models the Group operates under and their contractual cash flow characteristics (whether the cash
flows represent solely payments of principle and interest (SPPI)). These factors determine whether the financial
assets are measured at amortised cost, fair value through other comprehensive income (FVOCI) or fair value
through profit or loss (FVPL). The combined effect of the application of the business model and the contractual
cash flow characteristics tests resulted in some differences in the population of financial assets measured at
amortised cost under IAS 39 as described below.
Business models are determined on the date of initial application based on fact and circumstances that existed
on 1 January 2018. The Group assesses the business model at a portfolio level. The portfolio level is determined
at the aggregation level that reflects how the Group manages its financial assets. Information that is considered
in determining the business model includes (i) policies and objectives for the relevant portfolio, (ii) how the
performance and risks of the portfolio are managed, evaluated and reported to management and (iii) the
frequency, volume and timing of sales in prior periods and sales expectation for future periods, including the
reasons for such sales.
Where the business model is to hold financial assets to collect contractual cash flows or to collect contractual
cash flows and sell, the Group assesses whether individual financial assets’ cash flows represent solely
payments of principal and interest (SPPI test). For the purposes of this assessment, principal is defined as the
fair value of the financial asset on initial recognition. Interest is defined as consideration for the time value of
money, for the credit risk associated with the principal amount outstanding during a particular period of time
and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as a profit
margin. In assessing whether contractual cash flows are SPPI, the Group considers the terms that could change
the contractual cash flows so that it would not meet the condition for SPPI, including: (i) contingent and
leverage features, (ii) interest rates which are beyond the control of the Group or variable interest rate
consideration, (iii) features that could modify the time value of money, (iv) prepayment and extension options,
(v) non-recourse arrangements and (vi) convertible features.
Financial assets are measured at amortised cost if they are held within a business model whose objective is to
hold financial assets in order to collect contractual cash flows and their contractual cash flows represent SPPI.
Financial assets are measured at fair value through other comprehensive income if they are held within a
business model whose objective is achieved by both collecting contractual cash flows and selling financial assets
and their contractual cash flows represent SPPI.
Financial assets managed on a fair value basis and those that are held for trading are held at fair value through
profit and loss.
In addition, where the contractual terms of a financial asset introduce exposure to risk or volatility that are
inconsistent with a basic lending arrangement, the related financial asset will be measured at FVPL.
36
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.4
Summary of significant accounting policies (continued)
Standards and interpretations that are issued but not yet effective (continued)
2.4.1 Standards and interpretations issued by the IASB and adopted by the EU (continued)
IFRS 9 Financial Instruments (continued)
Classification and measurement (continued)
Equity investments are measured at fair value through profit and loss. On transition to IFRS 9 and on initial
recognition thereafter, there is an option to make an irrevocable election for non traded equity investments to
be measured at fair value through other comprehensive income, in which case dividends are recognised in the
consolidated income statement, and subsequent fair value gains or losses are recorded in other comprehensive
income and are not reclassified to profit or loss upon derecognition.
Classification and measurement impact assessment
Following the Group IFRS 9 implementation project, with respect to classification and measurement of financial
assets and financial liabilities on 1 January 2018, the impact is as follows:
Placements with central banks, bank placements and customer loans and advances that were classified
as loans and receivables and measured at amortised cost under IAS 39 will continue to be measured at
amortised cost under IFRS 9 with the exception of certain customer loans and advances with carrying
value of c.€390 million as at 31 December 2017 which failed the SPPI tests and as a result have been
classified at FVPL and will be measured at fair value.
The Group has made an irrevocable election to classify the majority equity investments that were
previously classified as available-for-sale under IAS 39, in FVOCI on transition to IFRS 9.
Debt and other non-equity securities that were classified as available-for-sale under IAS 39 will be
measured at FVOCI under IFRS 9 with the exception of certain instruments that failed the SPPI test and
will be classified as FVPL.
Debt securities that were classified as loans and receivables under IAS 39 will be measured at
amortised cost under IFRS 9.
The equity investments that were held for trading e.g. acquired principally for the purpose of selling or
repurchasing in the near term will be measured at FVPL under IFRS 9. Certain equity instruments which
were classified at FVPL will be classified at FVOCI under IFRS 9 as they were not held for trading on 1
January 2018.
Derivatives (assets and liabilities) will continue to be measured at FVPL under IFRS 9.
All financial liabilities, other than derivatives, will be measured at amortised cost.
The Group has estimated that on adoption of IFRS 9, the impact following the changes on the classification and
measurement of financial assets and financial liabilities is an increase of shareholders’ equity of approximately
€1 million.
Impairment
IFRS 9 moves away from the IAS 39 incurred loss model to a forward looking ECL model. This change requires
more judgement, estimates and assumptions in considering information for current and future provisioning. The
ECL model will also result in earlier recognition of credit losses and thus a higher provision charge because it
includes not only credit losses already incurred, but also losses that are expected in the future.
The impairment requirements apply to financial assets that are not measured at FVPL. Specifically it applies to
financial assets measured at amortised cost and FVOCI, lease receivables, certain loan commitments and
financial guarantee contracts. Under IFRS 9, no impairment loss is recognised on equity investments.
At initial recognition, allowance (or provision in the case of commitments and guarantees) is required for ECL
resulting from default events that are possible within the next 12 months (12 month ECL), unless assets are
deemed as purchased or originated credit impaired (POCI). Subsequently, in the event of a significant increase
in credit risk since initial recognition, a provision is required resulting from all possible default events over the
expected life of the financial instrument (lifetime ECL).
Financial assets which have not had a significant increase in credit risk since initial recognition and where 12-
month ECL is recognised are considered to be Stage 1.
Financial assets that are considered to have experienced a significant increase in credit risk since initial
recognition and where lifetime losses are recognised are considered to be Stage 2.
Financial assets for which there is objective evidence of impairment are considered to be in default or credit-
impaired and are considered to be Stage 3.
37
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.4
Summary of significant accounting policies (continued)
Standards and interpretations that are issued but not yet effective (continued)
2.4.1 Standards and interpretations issued by the IASB and adopted by the EU (continued)
IFRS 9 Financial Instruments (continued)
Impairment (continued)
Purchased or originated financial assets that are credit-impaired on initial recognition include loans purchased
or originated financial assets at a deep discount that reflect incurred credit losses.
The reconciliation of the net carrying value on customer loans and advances measured at amortised cost under
IAS 39 with those measured at amortised cost under IFRS 9 is disclosed below:
Carrying value IAS 39 at 31 December 2017
Transfer to FVPL–carrying amount
IFRS 9 ECL remeasurement
Carrying value under IFRS 9 at 1 January 2018
€000
14,602,454
(388,972)
(300,266)
13,913,216
The table below discloses the breakdown of the carrying value of customer loans and advances at amortised
cost under by IFRS 9 by staging as at 1 January 2018.
Stage 1
Stage 2
Stage 3
POCI
Total
Carrying Value
under IFRS 9
€000
5,089,673
4,350,173
3,883,705
589,665
13,913,216
Key impairment concepts
The impairment introduces a number of key concepts as described below.
Significant increase in credit risk
IFRS 9 requires that, in the event of a significant increase in credit risk, since initial recognition, the calculation
basis of the loss allowance would change from 12 month ECLs to lifetime ECLs.
The assessment of whether credit risk has increased significantly since initial recognition is performed at each
reporting period by considering the change in the risk of default occurring over the remaining life of the
financial instrument since initial recognition. The Group’s assessment usually combines a qualitative and a
quantitative assessment of the loan, with the quantitative element being the primary indicator of significant
increase in credit risk. Past, current, as well as forward-looking reasonable and supportable information are
considered in the assessment.
The Group uses the lifetime probability of default (PDs) as the primary quantitative metric in order to assess
transition from Stage 1 to Stage 2 for all portfolios by considering whether the lifetime PD at the reporting date
exceeds the lifetime PD at origination by an established relative threshold.
For each portfolio there are specific qualitative criteria that indicate if an exposure has experienced a significant
increase in its credit risk, independent of any changes in the PD.
38
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.4
Summary of significant accounting policies (continued)
Standards and interpretations that are issued but not yet effective (continued)
2.4.1 Standards and interpretations issued by the IASB and adopted by the EU (continued)
IFRS 9 Financial Instruments (continued)
Impairment (continued)
Significant increase in credit risk (continued)
For retail exposures qualitative criteria indicating significant increase in credit risk, are considered on a loan-by-
loan basis and consider among others the following:
expectations of forbearance and payment holidays,
covenant breaches,
credit and scorecards,
events such as death, unemployment, bankruptcy, or divorce.
For corporate exposures qualitative factors in addition to the ones incorporated in the PD calculation, are
considered on a loan-by-loan basis and consider among others the following:
in collateral value or guarantee or
significant change
shareholders/directors,
significant adverse changes in business, financial and/or economic conditions in which the borrower
operates,
expected change in loan documentation.
financial support provided by
The Group also considers, as a backstop criterion, that a significant increase in the credit risk occurs when
contractual payments are more than 30 days past due and loans that meet this condition are classified in
Stage 2.
Low credit risk simplification is adopted for debt security instruments with external credit ratings that are rated
as investment grade. The assessment of low credit risk is based on both the external credit rating and the
internal scoring (which considers latest available information on the instrument and issuer). The combination of
the two will provide an adjusted credit rating. An adjusted rating which remains investment grade is
considered as having low credit risk.
For debt securities which are below investment grade, the low credit risk exemption does not apply and
therefore an assessment of significant credit deterioration takes place, by comparing their credit rating at
origination with the credit rating on the reporting date.
Financial assets (other than POCI) can be transferred between stages depending on their relative change in
credit risk since initial recognition.
Financial assets are transferred out of Stage 2, if their credit risk is no longer considered to be significantly
increased since initial recognition based on the assessments described above.
Credit impaired and definition of default
Exposures that meet the non performing exposure (NPE) definition as per EBA standards are considered to be
in default and hence credit-impaired and are considered to be in Stage 3 and have ECL calculated on a lifetime
basis. Such loans are also considered to be in default for credit risk management purposes.
According to the European Banking Authority (EBA) standards and European Central Bank’s (ECB) Guidance to
Banks on NPE (which was published in March 2017), NPEs are defined as those exposures that satisfy one of
the following conditions:
(i)
The borrower is assessed as unlikely to pay its credit obligations in full without the realisation of the
collateral, regardless of the existence of any past due amount or of the number of days past due.
(ii) Defaulted or impaired exposures as per the approach provided in the Capital Requirement Regulation
(CRR), which would also trigger a default under specific credit adjustment, distress restructuring and
obligor bankruptcy.
(iii) Material exposures as set by the Central Bank of Cyprus (CBC), which are more than 90 days past due.
(iv) Performing forborne exposures under probation for which additional forbearance measures are extended.
Performing forborne exposures under probation that present more than 30 days past due within the
(v)
probation period.
39
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.4
Summary of significant accounting policies (continued)
Standards and interpretations that are issued but not yet effective (continued)
2.4.1 Standards and interpretations issued by the IASB and adopted by the EU (continued)
IFRS 9 Financial Instruments (continued)
Impairment (continued)
Credit impaired and definition of default (continued)
When the problematic exposures of a customer that fulfil the NPE criteria set out above are greater than 20%
of the gross carrying amount of all on balance sheet exposures of that customer, then the total customer
exposure is classified as non-performing; otherwise only the problematic part of the exposure is classified as
non-performing.
Exposures cease to be considered as NPEs and in such case are transferred out of Stage 3, only when all of the
following conditions are met:
(i)
(ii) One year has passed since the forbearance measures were extended.
(iii) Following the forbearance measures and according to the post-forbearance conditions, there is no past
The extension of forbearance measures does not lead to the recognition of impairment or default.
due amount or concerns regarding the full repayment of the exposure.
(iv) No Unlikely-to-Pay criteria exist for the debtor.
(v)
The debtor has made post-forbearance payments of a not-insignificant amount of capital (different capital
thresholds exist according to the facility type).
Forward-looking inputs
IFRS 9 requires the use of reasonable and supportable information, including forward-looking information, in
the calculation of ECLs. ECLs are the unbiased probability-weighted credit losses determined by evaluating a
range of possible outcomes and considering future economic conditions. ECLs are calculated on the basis of
weighted average of three macroeconomic scenarios, baseline, downside and upside.
Scenarios impact the collection of contractual cash flows, taking into account the time-value of money, all
available information relevant to past events, and current conditions and projections of macroeconomic factors
deemed relevant to the estimation of this amount (e.g. Gross Domestic Product (GDP) growth, property prices,
unemployment rate, consumer inflation).
This process involves consideration of a variety of external actual and forecast information (International
Monetary Fund (IMF), European Commission, Economist Intelligence Unit (EIU), Moody’s Analytics) adjusted by
economic expert judgement to derive the base scenario, which represents the most-likely outcome. The other
scenarios represent a more pessimistic outcome and a more optimistic outcome.
Predicted relationships between the key indicators and default and loss rates on the portfolios of financial assets
have been developed based on analysis of historical data over the past 5 years.
Inputs into measurement of ECL
The Group calculates ECL using the following three components:
exposure at default (EAD),
loss given default (LGD) and
probability of default (PD).
These parameters are derived from internally developed statistical models based on historical data that are
adjusted if deemed necessary, following the internal approval processes of the Group, in order to reflect
forward looking information.
EAD represents the expected exposure in the event of a default. EAD methodology is differentiated in the
following categories: revolving and non-revolving exposures. In case of revolving exposures all future EAD
changes are recognised by a credit conversion factor parameter. For non-revolving exposures the term is
based on the contractual term of the exposure and both on-balance sheet and off-balance sheet exposures are
amortised in accordance with the principal contractual payment schedule of each exposure. In regards to the
credit-impaired exposures, the EAD is equal to the on balance sheet amount as at the reporting date.
LGD represents the likely loss if there is a default and takes into account parameters such as historical loss
and/or recovery rates as well as the collateral value at the time it is expected to be realised and the time value
of money.
40
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.4
Summary of significant accounting policies (continued)
Standards and interpretations that are issued but not yet effective (continued)
2.4.1 Standards and interpretations issued by the IASB and adopted by the EU (continued)
IFRS 9 Financial Instruments (continued)
Impairment (continued)
Inputs into measurement of ECL (continued)
The structure of the LGD model considers the following:
Curing: the probability of cure model was derived based on historical observations.
Non-curing is further broken down into:
(i) Collateral realisation: the collateralised part of EAD of a defaulted account could be recovered
through collateral realisation. The process was considered to be either voluntary (amicable sale,
debt for asset swap) or forced sale or through foreclosure and receivership.
(ii) Cash recovery: calculated based on observed cash flows.
PD is calculated based on statistical rating models calculated per segment level and taking into consideration
each individual’s exposure rating and forward looking information based on macroeconomic inputs.
ECL is discounted at the effective interest rate at initial recognition or an approximation thereof.
Loan modifications and derecognition
The derecognition requirements of IAS 39 were carried forward into the IFRS 9. The contractual terms of a loan
may be modified following various reasons, either due to commercial renegotiations or due to distressed
restructurings with a view to maximise recovery.
In the event that the terms and conditions of a financial asset are renegotiated or otherwise modified, the
Group considers whether the modification results in derecognition of the existing financial asset and the
recognition of a new financial asset. Modifications to, and exchanges of, financial liabilities are treated as
extinguishments and derecognised, when the revised terms are substantially different to the original term.
A derecognition of a financial asset (or part of a financial asset) and a recognition of a new financial asset would
occur where there has been a substantial modification on the revised terms to the original cash flows.
Judgement is required to assess whether a change in the contractual terms is substantial enough to lead to
derecognition. The Group considers a series of factors of both qualitative and quantitative nature when making
such judgements on a modification in the contractual cash flows. When a substantial modification in the original
financial asset is deemed to exist, then the original financial asset is derecognised and a new financial asset is
recognised.
In the case of a new loan an assessment is performed on whether it should be classified as Stage 1 or POCI.
Write off
The Group reduces the gross carrying amount of a financial asset when there is no reasonable expectation of
recovering it. In such case, financial assets are written off either partially or in full.
Write off refers to both contractual and non-contractual write offs.
Interest revenue recognition
For loans considered to be Stage 1 and 2 and are not POCI, interest revenue is calculated on the gross carrying
amount using the Original Effective Interest Rate (OEIR).
When a financial asset becomes credit-impaired and is, therefore, regarded as Stage 3, interest income is
calculated by applying the effective interest rate to the net amortised cost of the financial asset. If the financial
asset cures and is no longer credit-impaired, the Group reverts to calculating interest income on the gross
carrying amount.
Interest revenue on POCI financial assets is recognised using the Credit Adjusted Effective Interest Rate
(CAEIR) calculated at initial recognition. The CAEIR is applied on the amortised cost of the financial asset, being
the gross carrying amount of the financial asset less any loss allowance.
41
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.4
Summary of significant accounting policies (continued)
Standards and interpretations that are issued but not yet effective (continued)
2.4.1 Standards and interpretations issued by the IASB and adopted by the EU (continued)
IFRS 9 Financial Instruments (continued)
Hedge accounting
The Group elected, as a policy choice permitted by IFRS 9, to continue to apply hedge accounting in accordance
with IAS 39. The Group will implement the amended IFRS 7 hedge disclosure requirements.
IFRS 15 Revenue from contracts with customers
IFRS 15 was issued in May 2014 and establishes a five-step model that will apply to revenue earned from a
contract with a customer (with limited exceptions), regardless of the type of revenue transaction or the
industry. The standard’s requirements will also apply to the recognition and measurement of gains and losses
on the sale of some non-financial assets that are not an output of the entity’s ordinary activities (e.g., sales of
property, plant and equipment or intangibles). Extensive disclosures will be required, including disaggregation
of total revenue; information about performance obligations; changes in contract asset and liability account
balances between periods and key judgements and estimates. Either a full retrospective application or a
modified retrospective application is required for annual periods beginning on or after 1 January 2018. The
Group will apply IFRS 15 on 1 January 2018. The Group has performed an assessment and does not expect this
standard to have a material impact on its results and financial position.
IFRS 15 Revenue from contracts with customers (clarifications)
The objective of the clarifications is to clarify the IASB’s intentions when developing the requirements in IFRS
15 Revenue from contracts with customers, particularly the accounting of identifying performance obligations
amending the wording of the separately identifiable principle, of principal versus agent considerations including
the assessment of whether an entity is a principal or an agent as well as applications of control principle and of
licensing providing additional guidance for accounting of intellectual property and royalties. The clarifications
also provide additional practical expedients for entities that either apply IFRS 15 fully retrospectively or that
elect to apply the modified retrospective approach. The Group will apply these clarifications on 1 January 2018.
The Group has performed an assessment and does not expect these clarifications to have a material impact on
its results and financial position.
Annual improvements IFRSs 2014–2016 cycle
The IASB has issued the Annual improvements to IFRSs 2014–2016 cycle, which is a collection of amendments
to IFRSs. The amendments are effective for annual periods beginning on or after 1 January 2018 for IFRS 1
First-time adoption of IFRS and for IAS 28 Investments in associates and joint ventures. Earlier application is
permitted for IAS 28 Investments in associates and joint ventures. The Group does not expect these to have
any impact on its results and financial position.
IFRS 1 First-time adoption of IFRS: This improvement deletes the short-term exemptions regarding
disclosures about financial instruments, employee benefits and investment entities, applicable for first time
adopters.
IAS 28 Investments in associates and joint ventures: The amendments clarify that the election to measure
at fair value through profit or loss an investment in an associate or a joint venture that is held by an entity
that is venture capital organisation, or other qualifying entity, is available for each investment in an
associate or joint venture on an investment-by-investment basis, upon initial recognition.
IFRS 4 Applying IFRS 9 Financial instruments with IFRS 4 Insurance contracts (amendments)
The amendments are effective for annual periods beginning on or after 1 January 2018. The amendments
address concerns arising from implementing the new financial instruments standard, IFRS 9, before
implementing the new insurance contracts standard that the IASB is developing to replace IFRS 4. The
amendments introduce two options for entities issuing insurance contracts: a temporary exemption from
applying IFRS 9 and an overlay approach, which would permit entities that issue contracts within the scope of
IFRS 4 to reclassify, from profit or loss to other comprehensive income, some of the income or expenses arising
from designated financial assets. Since the insurance subsidiaries of the Group have adopted IFRS 9 on 1
January 2018, these amendments do not have any impact on the results and financial position of the Group.
42
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.4
Summary of significant accounting policies (continued)
Standards and interpretations that are issued but not yet effective (continued)
2.4.1 Standards and interpretations issued by the IASB and adopted by the EU (continued)
IFRS 16 Leases
The standard is effective for annual periods beginning on or after 1 January 2019. IFRS 16 sets out the
principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract,
i.e. the customer (lessee) and the supplier (lessor). The new standard requires lessees to recognise most leases
on their financial statements. Lessees will have a single accounting model for all leases, with certain
exemptions. Lessor accounting is substantially unchanged. The Group will apply IFRS 16 on 1 January 2019.
The Group is in the process of assessing the impact of this standard on its results and financial position.
Existing operating lease commitments are disclosed in Note 42.
2.4.2 Standards and interpretations issued by the IASB but not yet adopted by the EU
Amendment in IFRS 10 Consolidated financial statements and IAS 28 Investments in associates and joint
ventures: sale or contribution of assets between an investor and its associate or joint venture
The amendments address an acknowledged inconsistency between the requirements in IFRS 10 and those in
IAS 28, in dealing with the sale or contribution of assets between an investor and its associate or joint venture.
The main consequence of the amendments is that a full gain or loss is recognised when a transaction involves a
business (as defined in IFRS 3). A partial gain or loss is recognised when a transaction involves assets that do
not constitute a business. In December 2015, the IASB postponed the effective date of this amendment
indefinitely pending the outcome of its research project on the equity method of accounting. The Group does
not expect these amendments to have a material impact on its results and financial position.
Amendments IFRS 2: Classification and measurement of share based payment transactions
The amendments provide requirements on the accounting for the effects of vesting and non-vesting conditions
on the measurement of cash-settled share-based payments, for share-based payment transactions with a net
settlement feature for withholding tax obligations and for modifications to the terms and conditions of a share-
based payment that changes the classification of the transaction from cash-settled to equity-settled. The
amendments are effective for annual periods beginning on or after 1 January 2018 with earlier application
permitted. The Group does not expect these amendments to have a material impact on its results and financial
position.
IAS 40: Transfers to investment property (amendments)
The amendments clarify when an entity should transfer property, including property under construction or
development into, or out of investment property. The amendments state that a change in use occurs when the
property meets, or ceases to meet, the definition of investment property and there is evidence of the change in
use. A mere change in management’s intentions for the use of a property does not provide evidence of a
change in use. The amendments are effective for annual periods beginning on or after 1 January 2018 with
earlier application permitted. The Group does not expect these amendments to have a material impact on its
results and financial position.
Amendment to IFRS 9: Prepayment features with negative compensation
The amendment allows financial assets with prepayment features that permit or require a party to a contract
either to pay or receive reasonable compensation for the early termination of the contract (so that, from the
perspective of the holder of the asset there may be negative compensation), to be measured at amortised cost
or at fair value through other comprehensive income. The amendment is effective for annual reporting periods
beginning on or after 1 January 2019 with earlier application permitted. The Group is in the process of
assessing the impact of this amendment on its results and financial position.
Amendments to IAS 28: Long-term interests in associates and joint ventures
The amendments relate to whether the measurement, in particular impairment requirements, of long term
interests in associates and joint ventures that, in substance, form part of the net investment in the associate or
joint venture should be governed by IFRS 9, IAS 28 or a combination of both. The amendments clarify that an
entity applies IFRS 9 before it applies IAS 28, to such long-term interests for which the equity method is not
applied. In applying IFRS 9, the entity does not take account of any adjustments to the carrying amount of
long-term interests that arise from applying IAS 28. The amendments are effective for annual reporting periods
beginning on or after 1 January 2019 with earlier application permitted. The Group is in the process of
assessing the impact of these amendments on its results and financial position.
43
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.4
Summary of significant accounting policies (continued)
Standards and interpretations that are issued but not yet effective (continued)
2.4.2
Standards and interpretations issued by the IASB but not yet adopted by the EU (continued)
International Financial Reporting Interpretations Committee (IFRIC) Interpretation 22: Foreign currency
transactions and advance consideration
The interpretation clarifies the accounting for transactions that include the receipt or payment of advance
consideration in a foreign currency. The interpretation covers foreign currency transactions when an entity
recognises a non-monetary asset or a non-monetary liability arising from the payment or receipt of advance
consideration before the entity recognises the related asset, expense or income. The interpretation states that
the date of the transaction, for the purpose of determining the exchange rate, is the date of initial recognition
of the non-monetary prepayment asset or deferred income liability. If there are multiple payments or receipts
in advance, then the entity must determine a date of the transactions for each payment or receipt of advance
consideration. The interpretation is effective for annual periods beginning on or after 1 January 2018 with
earlier application permitted. The Group does not expect this interpretation to have a material impact on its
results and financial position.
IFRIC Interpretation 23: Uncertainty over income tax treatments
The interpretation addresses the accounting for income taxes when tax treatments involve uncertainty that
affects the application of IAS 12. The interpretation provides guidance on considering uncertain tax treatments
separately or together, examination by tax authorities, the appropriate method to reflect uncertainty and
accounting for changes in facts and circumstances. The interpretation is effective for annual periods beginning
on or after 1 January 2019 with earlier application permitted. The Group is in the process of assessing the
impact of this amendment on its results and financial position.
Annual improvements IFRSs 2015-2017 cycle
The IASB has issued the Annual improvements to IFRSs 2015-2017 cycle, which is a collection of amendments
to IFRSs. The amendments are effective for annual periods beginning on or after 1 January 2019, with early
application permitted. The Group does not expect these to have material impact on its results and financial
position.
IFRS 3 Business combinations: The amendments clarify that a company remeasures its previously held
interest in a joint operation when it obtains control of the business.
IFRS 11 Joint arrangements: The amendments clarify that a company does not remeasure its previously
held interest in a joint operation when it obtains joint control of the business.
IAS 12 Income taxes: The amendments clarify that a company accounts for all income tax consequences
of dividend payments in the same way.
IAS 23 Borrowing costs: The amendments clarify that a company treats as part of general borrowings any
borrowing originally made to develop an asset when the asset is ready for its intended use or sale.
IFRS 17: Insurance Contracts
The standard is effective for annual periods beginning on or after 1 January 2021 with earlier application
permitted if both IFRS 15 Revenue from contracts with customers and IFRS 9 Financial instruments have also
been applied. IFRS 17 Insurance contracts establishes principles for the recognition, measurement,
presentation and disclosure of insurance contracts issued. It also requires similar principles to be applied to
reinsurance contracts held and investment contracts with discretionary participation features issued. The
objective is to ensure that entities provide relevant information in a way that faithfully represents those
contracts. This information gives a basis for users of financial statements to assess the effect that contracts
within the scope of IFRS 17 have on the financial position, financial performance and cash flows of an entity.
The Group is in the process of assessing the impact of this standard on its results and financial position.
IAS 19: Plan amendment, curtailment or settlement (amendments)
The amendments are effective for annual periods beginning on or after 1 January 2019 with earlier application
permitted. The amendments require entities to use updated actuarial assumptions to determine current service
cost and net interest for the remainder of the annual reporting period after a plan amendment, curtailment or
settlement has occurred. The amendments also clarify how the accounting for a plan amendment, curtailment
or settlement affects applying the asset ceiling requirements. The Group is in the process of assessing the
impact of this amendment on its results and financial position.
44
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.5
Summary of significant accounting policies (continued)
Basis of consolidation
The Consolidated Financial Statements comprise the Consolidated Financial Statements of the Group as at and
for the year ended 31 December 2017. The financial statements of the subsidiaries are prepared as of the same
reporting date as that of the Company, using consistent accounting policies.
Subsidiaries are fully consolidated from the date on which control is transferred to the Group. Control is
achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee
and has the ability to affect those returns through its power over the investee. Specifically, the Group controls
an investee if, and only if, the Group has:
power over an investee (i.e. existing rights that give it the current ability to direct the relevant activities of
the investee)
exposure, or rights, to variable returns from its involvement with the investee
the ability to use its power over the investee to affect its returns.
Generally, there is a presumption that a majority of voting rights results in control. To support this presumption
and when the Group has less than a majority of the voting rights of an investee, the Group considers all
relevant facts and circumstances in assessing whether it has power over an investee including the contractual
arrangement with the other vote holders, rights arising from other contractual arrangements, and the Group’s
voting and potential voting rights.
The Group re-assesses whether or not it controls an investee if facts indicate that there are changes to any of
the three elements of control.
Assets, liabilities, income and expenses of subsidiaries acquired or disposed of during the year are included in
the Consolidated Financial Statements from the date of acquisition or up to the date of disposal, respectively.
Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity holders of
the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests
having a deficit balance. Non-controlling interests represent the portion of profit or loss and net assets not held
by the Group, directly or indirectly. The non-controlling interests are presented separately in the consolidated
income statement and within equity from the Company owners’ equity.
All intra-group balances and transactions are eliminated on consolidation.
A change in the ownership interest of a subsidiary, without loss of control, is accounted for as a transaction
between the owners, which affects equity. As a result, no goodwill arises nor any gain/loss is recognised in the
income statement from such transactions. The foreign exchange differences which relate to the share of non-
controlling interests being sold/acquired are reclassified between the foreign currency reserve and non-
controlling interests.
2.6
Business combinations
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured
as the aggregate of the consideration transferred, measured at the acquisition date fair value and the amount
of any non-controlling interests in the acquiree. For each business combination the Group elects whether to
measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the
acquiree’s identifiable net assets. Any excess of the cost of acquisition over the Group’s share of the fair values
of the identifiable net assets acquired, is recognised as goodwill on the consolidated balance sheet. Where the
Group’s share of the fair values of the identifiable net assets are greater than the cost of acquisition (i.e.
negative goodwill), the difference is recognised directly in the consolidated income statement in the year of
acquisition. Acquisition related costs are expensed as incurred and included in other operating expenses.
If the business combination is achieved in stages, the previously held equity interest is remeasured at fair value
and any resulting gain or loss is recognised in the consolidated income statement.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with contractual terms, economic circumstances and pertinent
conditions as at the acquisition date.
45
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
2.7
Summary of significant accounting policies (continued)
Investments in associates and joint ventures
An associate is an entity over which the Group has significant influence. Significant influence is the power to
participate in the financial and operating policy decisions of the investee, but is not control or joint control over
those policies.
A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement
have rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of
an arrangement, which exists only when decisions about the relevant activities require unanimous consent of
the parties sharing control.
The considerations made in determining significant influence or joint control are similar to those necessary to
determine control over subsidiaries.
In the Consolidated Financial Statements, the Group’s investments in associates and joint ventures are
accounted for using the equity method of accounting.
Under the equity method, the investment in an associate or a joint venture is carried in the consolidated
balance sheet at cost plus post-acquisition changes in the Group’s share of the net assets of the associate or
joint venture. The Group’s share of the results of the associate or joint venture is included in the consolidated
income statement. Losses of the associate or joint venture in excess of the Group’s cost of the investment are
recognised as a liability only when the Group has incurred obligations on behalf of the associate or joint
venture. Goodwill relating to an associate or joint venture is included in the carrying amount of the investment
and is not amortised.
Any excess of the Group’s share of the net fair value of the associate’s or joint venture’s identifiable assets over
the cost of the investment (i.e. negative goodwill) is included as income in the determination of the Group’s
share of the associate’s or joint venture’s profit or loss in the period in which the investment is acquired. The
aggregate of the Group’s share of profit or loss of an associate or a joint venture is shown on the face of the
consolidated income statement outside operating profit and represents profit or loss before tax. The associated
tax charge is disclosed in income tax.
The Group recognises its share of any changes in the equity of the associate or the joint venture through the
consolidated statement of changes in equity. Profits and losses resulting from transactions between the Group
and the associate or the joint venture are eliminated to the extent of the Group’s interest in the associate or the
joint venture.
The financial statements of the associates or joint ventures are prepared as of the same reporting date as that
of the Company, using consistent accounting policies.
After application of the equity method, the Group determines whether it is necessary to recognise an
impairment loss on its investments in associates or joint ventures.
2.8
Foreign currency translation
The Consolidated Financial Statements are presented in Euro (€), which is the functional and presentation
currency of the Company and its subsidiaries in Cyprus. Each overseas branch or subsidiary of the Group
determines its own functional currency and items included in the financial statements of each entity are
measured using that functional currency. The Group uses the direct method of consolidation and has elected to
recycle in the consolidated statement of comprehensive income the gain or loss that arises from using this
method.
46
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.8
Foreign currency translation (continued)
2.8.1
Transactions and balances
Transactions in foreign currencies are recorded using the functional currency rate of exchange ruling at the date
of the transaction.
Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency
rate of exchange ruling at the reporting date. All differences are taken to ‘Net foreign exchange gains/losses’ in
the consolidated income statement, with the exception of differences on foreign currency liabilities that provide
a hedge against the net investments in subsidiaries and overseas branches. These differences are recognised
in other comprehensive income in the ‘Foreign currency translation reserve’ until the disposal or liquidation of
the net investment, at which time the cumulative amount is reclassified to the consolidated income statement.
Non-monetary items that are measured at historic cost in a foreign currency are translated using the exchange
rates ruling as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign
currency are translated using the exchange rates ruling at the date when the fair value is determined.
2.8.2
Subsidiary companies and branches
At the reporting date, the assets and liabilities of subsidiaries (including special purpose entities that the Group
consolidates) and branches whose functional currency is other than the Group’s presentation currency are
translated into the Group’s presentation currency at the rate of exchange ruling at the reporting date, and their
income statements are translated using the average exchange rates for the year.
Foreign exchange differences arising on translation are recognised in other comprehensive income in the
‘Foreign currency translation reserve’. On disposal or liquidation of a subsidiary or branch, the cumulative
amount of the foreign exchange differences relating to that particular overseas operation, is reclassified to the
consolidated income statement as part of the profit/loss on disposal/dissolution of subsidiaries.
2.9
Segmental reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision-maker. The chief operating decision-maker is the person or group of persons that allocate
resources to and assess the performance of the operating segments.
The chief operating decision-maker is the Group Executive Committee.
2.10
Turnover
Group turnover comprises interest income, fee and commission income, foreign exchange gains, gross
insurance premiums, gains/losses of investment properties and stock of properties, turnover of property and
hotel business and other income.
2.11
Revenue recognition
Revenue is recognised when it is probable that economic benefits will flow to the Group and the revenue can be
reliably measured. The following specific recognition criteria must also be met before revenue is recognised.
2.11.1 Interest income and expense
For all financial instruments measured at amortised cost, interest bearing financial assets classified as
available-for-sale investments or at fair value through profit or loss, interest income or expense is recognised
using the effective interest method. The effective interest rate is the rate that exactly discounts the estimated
future cash receipts or payments through the expected life of the financial instruments, or where appropriate a
shorter period, to the carrying amount of the financial instruments. Interest income is recognised on the
recoverable portion of impaired loans.
The Group holds loans and advances to banks and central banks with negative interest rates. The Group
discloses interest paid on these assets as interest expense. Negative interest is disclosed in Note 8.
47
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.11
Revenue recognition (continued)
2.11.1 Interest income and expense (continued)
The carrying amount of a financial asset or liability is adjusted if the Group revises its estimates of payments or
receipts. The adjusted carrying amount is calculated based on the original effective interest rate and the change
in carrying amount is recorded in ‘Net gains on financial instrument transactions for debt securities’, or ‘Gain on
derecognition of loans and advances to customers and changes in expected cash flows’ for loans and advances
to customers.
2.11.2 Fee and commission income
Fee and commission income is generally recognised on the basis of work done so as to match the cost of
providing the service, whereas fees and commissions in respect of loans and advances are recognised using the
effective interest method as part of interest income.
2.11.3 Dividend income
Dividend income is recognised in the consolidated income statement when the Group’s right to receive payment
is established i.e. upon approval by the general meeting of the shareholders.
2.11.4 Rental income
Rental income from investment properties and stock of property is accounted for on a straight-line basis over
the period of the lease and is recognised in the consolidated income statement in ‘Other income’.
2.11.5 Gains from the disposal of investment property
Gains on disposal of investment property are recognised in the consolidated income statement in ‘Net
(losses)/gains from revaluation and disposal of investment properties’ when the buyer accepts delivery and the
transfer of risks and rewards to the buyer is completed.
2.11.6 Gains on the disposal of stock of property
Net gains on disposal of stock of property are recognised in the consolidated income statement when the buyer
accepts delivery and the transfer of risks and rewards to the buyer is completed.
2.12 Retirement benefits
The Group operates several defined contribution and defined benefit retirement plans.
Defined contribution plans
The Group recognises obligations, in respect of the accounting period in the consolidated income statement.
Any unpaid contributions at the reporting date are included as a liability.
Defined benefit plans
The cost of providing benefits for defined benefit plans is estimated separately for each plan using the Projected
Unit Credit Method of actuarial valuation.
The defined benefit asset or liability comprises the present value of the defined benefit obligations (using a
discount rate based on high quality corporate bonds), reduced by the fair value of plan assets out of which the
obligations are to be settled. Plan assets are assets that are held by a funded plan or qualifying insurance
policies. Any net defined benefit surplus is limited to the present value of available refunds and reductions in
future contributions to the plan. Fair value is based on market price information and in the case of quoted
securities it is the published bid price.
The net charge to the consolidated income statement mainly comprises the service costs and the net interest
on the net defined benefit asset or liability, and is presented in staff costs. Service costs comprise current
service costs, past-service costs, gains and losses or curtailments and non-routine settlements. Re-
measurements, comprising actuarial gains and losses, the effect of the asset ceiling (excluding net interest),
and the return on plan assets (excluding net interest), are recognised immediately on the consolidated balance
sheet with a corresponding debit or credit in other comprehensive income. Re-measurements are not
reclassified to profit or loss in subsequent periods.
48
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.12 Retirement benefits (continued)
Defined benefit plans (continued)
Actuarial gains and losses comprise experience adjustments (the effects of differences between the previous
actuarial assumptions and what has actually occurred), as well as the effects of changes in actuarial
assumptions.
2.13
Tax
Current income tax and deferred tax
Tax on income is provided in accordance with the fiscal regulations and rates which apply in the countries
where the Group operates and is recognised as an expense in the period in which the income arises. Deferred
tax is provided using the liability method. Current income tax assets and liabilities are measured at the amount
expected to be recovered from or paid to the tax authorities. Current income tax and deferred tax relating to
items recognised directly in equity is recognised directly in equity.
Deferred tax liabilities are recognised for all taxable temporary differences between the tax basis of assets and
liabilities and their carrying amounts at the reporting date, which will give rise to taxable amounts in future
periods. Deferred tax liabilities are recognised for all taxable temporary differences associated with investments
in subsidiary and associate companies and branches except where the timing of the reversal of the temporary
differences can be controlled and it is probable that the temporary differences will not reverse in the
foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences and carry-forward of unutilised tax
losses to the extent that it is probable that taxable profit will be available, against which the deductible
temporary differences and carry-forward of unutilised tax losses can be utilised. The carrying amount of
deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable
that sufficient taxable profit will be available to utilise all or part of the deductible temporary differences or tax
losses. Unrecognised deferred tax assets are reassessed at each reporting date and are recognised to the
extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the amount that is expected to be paid to or recovered from
the tax authorities, after taking into account the tax rates and legislation that have been enacted or
substantially enacted by the reporting date.
Current and deferred tax assets and liabilities are offset when they arise from the same tax reporting entity and
relate to the same tax authority and when the legal right to offset exists.
Indirect Tax Value Added Tax (VAT)
Expenses and assets are recognised net of the amount of VAT, except:
• when the VAT incurred on a purchase of assets or services is not recoverable from the tax authorities, in
which case, the VAT suffered is recognised as part of the cost of acquisition of the asset or as part of the
expense item, as applicable.
• when receivables and payables are stated with the amount of VAT charged. The amount of VAT
recoverable from, or payable to the tax authorities, is included as part of receivables or payables in the
consolidated balance sheet.
2.14
Financial instruments
2.14.1 Date of recognition
All financial assets and liabilities are initially recognised on the trade date. Purchases or sales of financial
assets, where delivery is required within a time frame established by regulations or by market convention, are
also recognised on the trade date, i.e. the date that the Group commits to purchase or sell the asset.
Derivatives are also recognised on a trade date basis. ‘Balances with central banks’, ‘Funding from central
banks’, ‘Deposits by banks’, ‘Customer deposits’, ‘Loans and advances to banks’ and ‘Loans and advances to
customers’ are recognised when cash is received by the Group or advanced to the borrowers.
49
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.14
Financial instruments (continued)
2.14.2 Initial recognition and measurement of financial instruments
The classification of financial instruments on initial recognition depends on the purpose for which the financial
instruments were acquired and their characteristics. All financial instruments are measured initially at their fair
value plus, in the case of financial assets and liabilities not measured at fair value through profit or loss, any
directly attributable incremental costs of acquisition or issue.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date.
2.14.3 Derivative financial instruments
Derivatives are recorded at fair value and classified as assets when their fair value is positive and as liabilities
when their fair value is negative. Subsequently, derivatives are measured at fair value. Revaluations of trading
derivatives are included in the consolidated income statement in ‘Net foreign exchange gains’ in the case of
currency derivatives and in ‘Net gains on financial instrument transactions and disposal/dissolution of subsidiaries’
in the case of all other derivatives. Interest income and expense are included in the corresponding captions in
the consolidated income statement.
Derivatives embedded in other financial instruments, such as the conversion option in an acquired convertible
bond, are treated as separate derivatives and recorded at fair value if their economic characteristics and risks
are not closely related to those of the host contract, and the host contract is not itself measured at fair value
with revaluation recognised in the consolidated income statement. The embedded derivatives separated from
the host are carried at fair value, with revaluations recognised in ‘Net gains on financial instrument transactions
and disposal/dissolution of subsidiaries’ in the consolidated income statement.
2.14.4 Financial assets or financial liabilities held for trading
Financial assets or financial liabilities held for trading represent assets and liabilities acquired or incurred
principally for the purpose of selling or repurchasing them in the near term and are recognised in the
consolidated balance sheet at fair value. Changes in the fair value are recognised in ‘Net gains on financial
instrument transactions and disposal/dissolution of subsidiaries’ in the consolidated income statement. Interest
income and expense are included in the corresponding captions in the consolidated income statement according
to the terms of the relevant contract, while dividend income is recognised in ‘Other income’ when the right to
receive payment has been established.
2.14.5 Financial assets or financial liabilities designated upon initial recognition at fair value
through profit or loss
Financial assets and financial liabilities classified in this category are designated by management on initial
recognition when the following criteria are met: (a) the designation eliminates or significantly reduces the
inconsistency that would otherwise arise from the measurement of the assets or liabilities or the recognition of
gains or losses on them on a different basis, or (b) the assets and liabilities are part of a group of financial
assets, financial liabilities or both which are managed and their performance is evaluated on a fair value basis,
in accordance with a documented risk management or investment strategy, or (c) the financial instrument
contains an embedded derivative, unless the embedded derivative does not significantly modify the cash flows
of the instrument or it is clear, with little or no analysis, that the embedded derivative could not be separated.
These assets do not form part of the trading portfolio because no recent pattern of short-term profit taking
exists. They include listed debt securities economically hedged by derivatives, and not designated for hedge
accounting, as well as unlisted equities which are managed on a fair value basis.
50
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.14
Financial instruments (continued)
2.14.5 Financial assets or financial liabilities designated upon initial recognition at fair value
through profit or loss (continued)
Financial assets and financial liabilities designated upon initial recognition at fair value through profit or loss are
recognised in the consolidated balance sheet at fair value. Changes in fair value are recognised in ‘Net gains on
financial instrument transactions and disposal/dissolution of subsidiaries’ in the consolidated income statement.
Interest income and expense are included in the corresponding captions in the consolidated income statement
according to the terms of the relevant contract, while dividend income is recognised in ‘Other income’ when the
right to receive payment has been established.
2.14.6 Held-to-maturity investments
Held-to-maturity investments are those with fixed or determinable payments and fixed maturities and which
the Group has the intention and ability to hold to maturity. After initial measurement, held-to-maturity
investments are subsequently measured at amortised cost using the effective interest method. Amortised cost
is calculated by taking into account any discount or premium on acquisition and fees that are an integral part of
the effective interest rate. The amortisation is included in ‘Interest income’ in the consolidated income
statement. Losses arising from impairment of such investments are recognised in ‘Impairment of other
financial instruments’ in the consolidated income statement. If, as a result of a change in intention or ability, it
is no longer appropriate to classify an investment as held-to-maturity, it shall be reclassified as available-for-
sale and remeasured at fair value, and the difference between its carrying amount and fair value shall be
accounted for, accordingly.
2.14.7 Loans and receivables
Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an active
market. They are not entered into with the intention of immediate or short-term resale and are not classified
as ‘Trading investments’, ‘Investments available-for-sale’ or ‘Investments at fair value through profit or loss’.
This accounting policy covers the captions ‘Loans and advances to banks’, ‘Reverse repurchase agreements’,
‘Loans and advances to customers’ and ‘Investments classified as loans and receivables’ in the consolidated
balance sheet. After their initial recognition, loans and receivables are subsequently measured at amortised
cost using the effective interest method, less any provision for impairment. The losses arising from impairment
are recognised in the consolidated income statement in ‘Provisions for impairment of loans and advances and
other customer credit losses’ in the case of loans and advances to customers and in ‘Impairment of other
financial instruments’ for all other instruments.
2.14.8 Available-for-sale investments
Available-for-sale investments are those which are designated as such or do not qualify for classification as
‘Investments at fair value through profit or loss’, ‘Investments held-to-maturity’ or ‘Loans and receivables’.
These investments can be sold in response to changes in market risks or liquidity requirements and include
equity securities and debt securities.
After initial recognition, available-for-sale investments are measured at fair value. Unrealised gains and losses
from changes in fair value are recognised directly in other comprehensive income in the ‘Available-for-sale
investments’ caption. When the investment is disposed of, the cumulative gain or loss previously recognised in
other comprehensive income is transferred to the consolidated income statement in ‘Net gains on financial
instrument transactions and disposal/dissolution of subsidiaries’.
Where the Group holds more than one investment in the same security, they are deemed to be disposed of on
a weighted average cost basis. Interest income from available-for-sale debt securities is recorded in ‘Interest
income’ using the effective interest method. Dividend income from available-for-sale equity securities is
recognised in the consolidated income statement in ‘Other income’ when the right to receive payment has been
established. Impairment losses on available-for-sale investments are recognised in the consolidated income
statement in ‘Impairment of other financial instruments’ caption.
51
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.14
Financial instruments (continued)
2.14.9 Subordinated loan stock
Subordinated loan stock is initially measured at the fair value of the consideration received, net of any issue
costs. It is subsequently measured at amortised cost using the effective interest method, in order to amortise
the difference between the cost at inception and the redemption value, over the period to the earliest date that
the Group has the right to redeem the subordinated loan stock.
Interest on subordinated loan stock is included in ‘Interest expense’ in the consolidated income statement.
2.14.10 Other financial liabilities at amortised cost
Other financial liabilities include ‘Customer deposits’, ‘Deposits by banks’ and ‘Funding from central banks’.
Financial liabilities are recognised when the Group enters into the contractual provisions of the arrangements
with counterparties, which is generally on trade date, and initially measured at fair value, which is normally the
consideration received, net of directly attributable transaction costs incurred. Subsequent measurement of
deposits by customers, funding from central banks and deposits by banks is at amortised cost, using the
effective interest method.
2.15 Derecognition of financial assets and financial liabilities
2.15.1 Financial assets
A financial asset is derecognised when: (a) the contractual rights to receive cash flows from the asset have
expired, or (b) the Group has transferred its contractual rights to receive cash flows from the asset or (c) has
assumed an obligation to pay the received cash flows in full to a third party and has: either (i) transferred
substantially all the risks and rewards of the asset, or (ii) has neither transferred nor retained substantially all
the risks and rewards of the asset, but has transferred control of the asset.
Renegotiated loans
A loan that is renegotiated is derecognised if the existing agreement is cancelled and a new agreement made
on substantially different terms, or if the terms of an existing agreement are modified, such that the
renegotiated loan is substantially a different financial instrument.
2.15.2 Financial liabilities
A financial liability is derecognised when the obligation under the liability is discharged, cancelled or expired.
2.16
Impairment of financial assets
2.16.1 Loans and receivables
The Group assesses at each reporting date whether there is any objective evidence that a financial asset or a
group of financial assets is impaired. A financial asset or a group of financial assets is impaired if there is
objective evidence of impairment as a result of one or more events that have occurred after the initial
recognition of the asset (an incurred loss event) and that loss event (or events) has an impact on the estimated
future cash flows of the financial asset or the group of financial assets, that can be reliably estimated.
Objective evidence of impairment may include indications that the borrower or group of borrowers is
experiencing significant financial difficulty, default or delinquency in interest or principal payments, the
probability that the borrower might be declared bankrupt or proceed with a financial restructuring and where
observable data indicate that there is a measurable decrease in the estimated future cash flows, such as
changes in arrears or the economic conditions that correlate with defaults. There is objective evidence that a
loan is impaired when it is probable that the Group will not be able to collect all amounts due, according to the
original contract terms.
For loans and advances to customers carried at amortised cost, the Group first assesses individually whether
objective evidence of impairment exists for loans and advances that are individually significant. Furthermore, a
collective impairment assessment is made for loans and advances that are not individually significant and for
losses that have been incurred but are not yet identified relating to loans and advances that have been
assessed individually and for which no provision has been made.
52
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.16
Impairment of financial assets (continued)
2.16.1 Loans and receivables (continued)
Provisions for impairment of loans are determined using the incurred loss model as required by IFRSs, which
requires recognition of impairment losses that arose from past events and prohibits recognition of impairment
losses that could arise from future events, no matter how likely those events are.
If there is objective evidence that an impairment loss has been incurred, the amount of the loss is measured as
the difference between the carrying amount of the loan and the present value of the estimated future cash
flows including the cash flows which may arise from guarantees and tangible collaterals. The collectability of
individually significant loans and advances is evaluated based on the customer’s overall financial condition,
resources and payment record, the prospect of support from creditworthy guarantors and the realisable value
of any collateral.
The present value of the estimated future cash flows is calculated using the loan’s original effective interest
rate. If a loan bears a variable interest rate, the discount rate used for measuring any impairment loss is the
current reference rate plus the margin specified in the initial contract.
For the purposes of a collective evaluation of impairment, loans are grouped based on similar credit risk
characteristics taking into account the type of the loan, geographic location, past-due days and other relevant
factors.
Future cash flows for a group of loans and advances that are collectively evaluated for impairment are
estimated on the basis of historical loss experience for loans with similar credit risk characteristics to those of
the group. Historical loss experience is adjusted on the basis of current observable data to reflect the impact of
current conditions that did not affect the period on which the historical loss experience is based and to remove
the impact of conditions in the historical period that do not currently apply. The methodology and assumptions
used for estimating future cash flows are reviewed regularly to reduce any differences between loss estimates
and actual loss experience.
The carrying amount of the loan is reduced through the use of a provision account and the amount of the loss is
recognised in the consolidated income statement. Loans together with the associated provisions are written off
when there is no realistic prospect of future recovery. Partial write-offs, including non contractual write-offs,
may also occur when it is considered that there is no realistic prospect for the recovery of the contractual cash
flows. If, in a subsequent period, the amount of the estimated impairment loss decreases and the decrease is
due to an event occurring after the impairment was recognised, when the creditworthiness of the customer has
improved to such an extent that there is reasonable assurance that all or part of the principal and interest
according to the original contract terms of the loan will be collected timely, the previously recognised
impairment loss is reduced by adjusting the impairment provision account. If a previously written-off loan is
subsequently recovered, any amounts previously charged are credited to ‘Provisions for impairment of loans
and advances and other customer credit losses’ in the consolidated income statement.
2.16.2 Investments classified as held-to-maturity and loans and receivables
For held-to-maturity investments and loans and receivables investments, the Group assesses at each reporting
date whether there is objective evidence of impairment. If there is objective evidence that an impairment loss
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 not yet incurred). The
carrying amount of the asset is reduced and the amount of the loss is recognised in ‘Impairment of other
financial instruments’ caption in the consolidated income statement.
If, in a subsequent period, the amount of the estimated impairment loss decreases because of an event
occurring after the impairment was recognised, the impairment loss previously recognised is reversed and the
reversal is credited to the ‘Impairment of other financial instruments’ caption in the consolidated income
statement.
53
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.16
Impairment of financial assets (continued)
2.16.3 Available-for-sale investments
For available-for-sale investments, the Group assesses whether there is objective evidence of impairment at
each reporting date.
In the case of equity securities classified as available-for-sale, objective evidence would include a significant or
prolonged decrease, in the fair value of the investment below cost. Where there is evidence of impairment, the
cumulative loss–measured as the difference between the acquisition cost and the current fair value, less any
impairment loss on that investment previously recognised in the consolidated income statement–is deducted
from the ‘Revaluation reserve of available-for-sale investments’ in other comprehensive income and recognised
in ‘Impairment of other financial instruments’ caption in the consolidated income statement. Impairment losses
on equity securities are not reversed through the consolidated income statement. Increases in their fair value
after impairment are recognised in the ‘Revaluation of available-for-sale investments’ in other comprehensive
income.
In the case of debt securities classified as available-for-sale, impairment is assessed based on the same criteria
applicable to financial assets carried at amortised cost. If, in a subsequent period, the impairment loss
decreases and the decrease can be objectively related to an event occurring after the impairment loss was
recognised, the impairment loss previously recognised is reversed through ‘Impairment of other financial
instruments’ caption in the consolidated income statement.
2.17 Hedge accounting
The Group uses derivative financial instruments to hedge exposures to interest rate and foreign exchange risks
and in the case of the hedge of net investments, the Group uses also non-derivative financial liabilities. The
Group applies hedge accounting for transactions which meet the specified criteria.
At inception of the hedging relationship, the Group formally documents the relationship between the hedged
item and the hedging instrument, including the nature of the risk and the objective and strategy for
undertaking the hedge. The method that will be used to assess the effectiveness both at the inception and at
ongoing basis, of the hedging relationship also forms part of the Group’s documentation.
At inception of the hedging relationship and at each hedge effectiveness assessment date, a formal assessment
is undertaken to ensure that the hedging relationship is highly effective regarding the offsetting of the changes
in fair value or the cash flows attributable to the hedged risk. A hedge is regarded as highly effective if the
changes in fair value or cash flows attributable to the hedged risk of the hedging instrument and the hedged
item during the period for which the hedge is designated, are expected to offset in a range of 80% to 125%. In
the case of cash flow hedges where the hedged item is a forecast transaction, the Group assesses whether the
transaction is highly probable and presents an exposure to variations in cash flows that could ultimately affect
the consolidated income statement.
2.17.1 Fair value hedges
In the case of fair value hedges that meet the criteria for hedge accounting, the change in the fair value of a
hedging instrument is recognised in the consolidated income statement in ‘Net gains on financial instrument
transactions and disposal/dissolution of subsidiaries’. The change in the fair value of the hedged item
attributable to the risk hedged is recorded as part of the carrying value of the hedged item and is also
recognised in the consolidated income statement in ‘Net gains on financial instrument transactions and
disposal/dissolution of subsidiaries’.
If the hedging instrument expires or is sold, terminated or exercised, or where the hedge no longer meets the
criteria for hedge accounting, the hedging relationship is discontinued prospectively. For hedged items recorded
at amortised cost, the difference between the carrying value of the hedged item on termination and the face
value is amortised to the consolidated income statement, over the remaining term of the original hedge. If the
hedged item is derecognised, the unamortised fair value adjustment is recognised immediately in the
consolidated income statement.
54
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.17 Hedge accounting (continued)
2.17.2 Cash flow hedges
In the case of cash flow hedges that meet the criteria for hedge accounting, the effective portion of the gain or
loss on the hedging instrument is recognised directly in other comprehensive income in the ‘Cash flow hedge
reserve’. The ineffective portion of the gain or loss on the hedging instrument is recognised in ‘Net gains on
financial instrument transactions and disposal/dissolution of subsidiaries’ in the consolidated income statement.
When the hedged cash flows affect the consolidated income statement, the gain or loss previously recognised in
the ‘Cash flow hedge reserve’ is transferred to the consolidated income statement.
2.17.3 Hedges of net investments in foreign operations
Hedges of net investments in overseas branches or subsidiaries are accounted for in a way similar to cash flow
hedges. Gains or losses on the hedging instrument relating to the effective portion of the hedge are recognised
in other comprehensive income while gains or losses relating to the ineffective portion are recognised in ‘Net
foreign exchange gains’ in the consolidated income statement.
On disposal or liquidation of an overseas branch or subsidiary, the cumulative gains or losses recognised in
other comprehensive income are transferred in the consolidated income statement within profit/(loss) on
disposal/dissolution of subsidiaries.
2.18
Offsetting financial instruments
Financial assets and financial liabilities are offset and the net amount reported in the consolidated balance sheet
if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle
on a net basis, or to realise the asset and settle the liability simultaneously.
2.19
Cash and cash equivalents
Cash and cash equivalents for the purposes of the consolidated statement of cash flows consist of cash, non-
obligatory balances with central banks, loans and advances to banks and other securities that are readily
convertible into known amounts of cash or are repayable within three months of the date of their acquisition.
2.20
Insurance business
The Group undertakes both life insurance and general insurance business and issues insurance and investment
contracts. An insurance contract is a contract under which one party (the insurer) accepts significant insurance
risk from another party (the policyholder) by agreeing to compensate the policyholder if a specified uncertain
future event (the insured event) adversely affects the policyholder. Investment contracts are those contracts
that transfer financial risk.
Investment contracts can, however, be reclassified as insurance contracts after inception if insurance risk
becomes significant.
Once a contract has been classified as an insurance contract, it remains an insurance contract until expiry or
until all of the rights and obligations under the contract have been fulfilled, even if the insurance risk has been
significantly reduced during its term.
55
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.20
Insurance business (continued)
2.20.1 Life insurance business
Premium income from unit-linked insurance contracts is recognised when received and when the units have
been allocated to policyholders. Premium income from non-linked insurance contracts is recognised when due,
in accordance with the terms of the relevant insurance contracts.
Fees and other expenses chargeable to the long-term assurance funds in accordance with the terms of the
relevant insurance contracts, as well as the cost of death cover, are recognised in a manner consistent with the
recognition of the relevant insurance premiums.
Claims are recorded as an expense when they are incurred. Life insurance contract liabilities are determined on
the basis of an actuarial valuation and for unit-linked insurance contracts they include the fair value of units
allocated to policyholders on a contract by contract basis.
2.20.2 Life insurance in-force business
The Group recognises as an intangible asset the value of in-force business in respect of life insurance contracts.
The asset represents the present value of the shareholders’ interest in the profits expected to emerge from
those contracts written at the reporting date, using appropriate economic and actuarial assumptions, similar to
the calculation of the respective life insurance contract liabilities. The change in the present value is determined
on a post-tax basis. For presentation purposes, the change in value is grossed up at the underlying rate of tax.
2.20.3 General insurance business
Premiums are recognised in the consolidated income statement in the period in which insurance cover is
provided. Unearned premiums relating to the period of risk after the reporting date are deferred to subsequent
reporting periods.
An increase in liabilities arising from claims is made for the estimated cost of claims notified but not settled and
claims incurred but not notified at the reporting date. The increase in liabilities for the cost of claims notified
but not settled is made on a case by case basis after taking into consideration all known facts, the cost of
claims that have recently been settled and assumptions regarding the future development of outstanding cases.
Similar statistical techniques are used to determine the increase in liabilities for claims incurred but not notified
at the reporting date.
2.20.4 Investment contracts
The Group offers deposit administration funds which provide a guaranteed investment return on members’
contributions. Policies are written to employees of companies, which define the benefits to be received. Any
shortfalls are covered by the companies which employ the staff being insured. The Group has no liability for
any actuarial deficit.
2.20.5 Liability adequacy test
At each reporting date, liability adequacy tests are performed to ensure the adequacy of insurance contract
liabilities. In performing these tests, current best estimates of discounted future contractual cash flows and
claims, expenses and investment returns are used. Any deficiency is charged to the consolidated income
statement.
2.21
Repurchase and reverse repurchase agreements
Securities sold under agreements to repurchase (repos) at a specific future date are not derecognised from the
consolidated balance sheet. The corresponding cash received, including accrued interest, is recognised on the
consolidated balance sheet as ‘Repurchase agreements’, reflecting its economic substance as a loan to the
Group. The difference between the sale price and repurchase price is treated as interest expense and is
accrued over the life of the agreement using the effective interest method. Repos outstanding at the reporting
date relate to agreements with financial institutions. The investments pledged as security for the repurchase
agreements can be sold or repledged by the counterparty. When the counterparty has the right to sell or
repledge the securities, the Group reclassifies those securities in its consolidated balance sheet to ‘Investments
pledged as collateral’.
56
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.21
Repurchase and reverse repurchase agreements (continued)
Securities purchased under agreements to resell (reverse repos) at a specific future date, are recorded as
reverse repo transactions. The difference between the purchase and the resale price is treated as interest
income and is accrued over the life of the agreement using the effective interest method. Reverse repos
outstanding at the reporting date relate to agreements with banks. The investments received as security under
reverse repurchase agreements can either be sold or repledged by the Group.
2.22
Finance leases–The Group as lessor
Finance leases, where the Group transfers substantially all the risks and rewards incidental to ownership of the
leased item to the lessee, are included in the consolidated balance sheet in ‘Loans and advances to customers’.
A receivable is recognised over the lease period of an amount equal to the present value of the lease payments
using the implicit rate of interest and including any guaranteed residual value. Finance income is recognised in
‘Interest income’ in the consolidated income statement.
2.23
Operating leases
2.23.1 Group as lessee
Leases that do not transfer to the Group substantially all the risks and benefits incidental to ownership of the
leased items are operating leases. Operating lease payments are recognised as an expense in the consolidated
income statement on a straight line basis over the lease term in ‘Other operating expenses’.
2.23.2 Group as lessor
Leases in which the Group does not transfer substantially all the risks and rewards of ownership of an asset are
classified as operating leases.
2.24
Property and equipment
Owner-occupied property is property held by the Group for use in the supply of services or for administrative
purposes. Investment property is property held by the Group to earn rentals and/or for capital appreciation. If
a property of the Group includes a portion that is owner-occupied and another portion that is held to earn
rentals or for capital appreciation, the classification is based on whether or not these portions can be sold
separately. Otherwise, the whole property is classified as owner-occupied property unless the owner-occupied
portion is insignificant. The classification of property is reviewed on a regular basis to account for major
changes in its use.
Owner-occupied property is initially measured at cost and subsequently measured at fair value less
accumulated depreciation and impairment. Valuations are carried out periodically between 3 to 5 years,
depending on the property (but more frequent revaluations may be performed where there are significant and
volatile movement in values), by independent, qualified valuers or by the internal qualified valuers of the Group
applying a valuation model recommended by the International Valuation Standards Council. Depreciation is
calculated on the revalued amount less the estimated residual value of each building on a straight line basis
over its estimated useful life. Gain or losses from revaluations are recognised in other comprehensive income
in ‘Property revaluation’.
The ‘Property revaluation reserve’ includes revaluation of property initially used by the Group for its operations
which was subsequently transferred to ‘Investment properties’. Useful life is in the range of 30 to 67 years.
Freehold land is not depreciated. On disposal of freehold land and buildings, the relevant revaluation reserve
balance is transferred to ‘Accumulated losses’.
The cost of adapting/improving leasehold property is amortised over 5 years.
Equipment is measured at cost less accumulated depreciation. Depreciation of equipment is calculated on a
straight line basis over its estimated useful life of 5 to 10 years.
At the reporting date, when events or changes in circumstances indicate that the carrying value may not be
recovered, property and equipment is assessed for impairment. Where the recoverable amount is less than the
carrying amount, equipment is written down to its recoverable amount.
57
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.25
Investment properties
Investment properties comprise land and buildings that are not occupied for use by, or in the operations of the
Group, nor for sale in the ordinary course of business, but are held primarily to earn rental income and capital
appreciation. These buildings are substantially rented to tenants and not intended to be sold in the ordinary
course of business.
Investment properties are measured initially at cost, including transaction costs. Subsequent to initial
recognition, investment properties are measured at fair value, as at the reporting date. Gains or losses arising
from changes in the fair values of investment properties are included in ‘Net (losses)/gains from revaluation
and disposal of investment properties’ in the consolidated income statement. Valuations are carried out by
independent, qualified valuers or by the internal qualified valuers of the Group applying a valuation model
recommended by the International Valuation Standards Council.
Transfers are made to (or from) investment property only when there is a change in use. For a transfer from
owner-occupied property to investment property, the Group accounts for such property in accordance with the
policy described in Note 2.24 ‘Property and equipment’ up to the date of change in use. For a transfer from
investment property to stock of property, the property’s deemed cost for subsequent accounting is its fair value
at the date of change in use.
2.26
Stock of property
The Group in its normal course of business acquires properties in exchange of debt, which are held either
directly or by entities set up and controlled by the Group for the sole purpose of managing these properties with
an intention to be disposed of. These properties are recognised in the Consolidated Financial Statements as
‘Stock of property’, reflecting the substance of these transactions.
Stock of property is initially measured at cost and subsequently measured at the lower of cost and net
realisable value. Net realisable value is the estimated selling price, less the estimated costs necessary to make
the sale.
If net realisable value is below the cost of the stock of property, impairment is recognised in ‘Impairment of
non-financial instruments’ in the consolidated income statement.
2.27 Non-current assets held for sale and discontinued operations
The Group classifies non-current assets and disposal groups as held for sale if their carrying amounts will be
recovered principally through a sale or distribution rather than through continuing use.
The condition is regarded as met only when the sale is highly probable and the asset or disposal group is
available for immediate sale in its present condition. Actions required to complete the sale should indicate that
it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Management
must be committed to the sale, which should be expected to qualify for recognition as a completed sale within
one year from the date of classification.
Such non-current assets and disposal groups held for sale are measured at the lower of their carrying amount
and fair value less costs to sell, except for those assets and liabilities that are not within the scope of the
measurement requirements of IFRS 5 ‘Non-current assets held for sale and discontinued operations’ such as
deferred taxes, financial instruments, investment properties measured at fair value, insurance contracts and
assets and liabilities arising from employee benefits. These are measured in accordance with the Group’s
relevant accounting policies described elsewhere in this note.
Immediately before the initial classification as held for sale, the carrying amount of the asset (or assets and
liabilities in the disposal group) is measured in accordance with applicable IFRSs. On subsequent
remeasurement of a disposal group, the carrying amounts of the assets and liabilities noted above that are not
within the scope of the measurement requirements of IFRS 5 are remeasured in accordance with applicable
IFRSs before the fair value less costs to sell of the disposal group is determined.
58
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.27 Non-current assets held for sale and discontinued operations (continued)
If fair value less costs to sell of the disposal group is below the aggregate carrying amount of all of the assets
and liabilities included in the disposal group, the disposal group is written down. The impairment loss is
recognised in the income statement for the year. Where an impairment loss is recognised (or reversed) for a
disposal group, it is allocated between the scoped-in non–current assets using the order of allocation set out in
IAS 36 and no element of the adjustment is allocated to the other assets and liabilities of the disposal group.
In case that the carrying amount of scoped-in non-current assets is less than the amount by which a disposal
group’s carrying amount exceeds its fair value less costs to sell, the excess is not recognised.
Property and equipment and intangible assets are not depreciated or amortised once classified as held for sale.
Assets and liabilities classified as held for sale are presented separately in the consolidated balance sheet.
A disposal group qualifies as discontinued operation if an entity or a component of an entity has been disposed
of or is classified as held for sale and a) represents a separate major line of business or geographical area of
operations, b) is part of a single co-ordinated plan to dispose of a separate major line of business or
geographical area of operations, or c) is a subsidiary acquired exclusively with a view to resale. Net loss/profit
from discontinued operations includes the net total of operating profit and loss before tax from discontinued
operations (including net gain or loss on sale before tax and gain or loss on measurement to fair value less cost
to sell of a disposal group constituting a discontinued operation) and discontinued operations tax expense.
Discontinued operations are excluded from the results of continuing operations and are presented as a single
amount, as profit or loss after tax from discontinued operations in the consolidated income statement.
2.28
Intangible assets
Intangible assets include among others computer software and acquired insurance portfolio customer lists.
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets
acquired in a business combination is their fair value as at the date of acquisition. Following initial recognition,
intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment
losses.
Amortisation is calculated on a straight line basis over the estimated useful life of the assets which is 3 to 8
years for computer software. For the accounting policy of in-force life insurance business, refer to Note 2.20.2.
Intangible assets are reviewed for impairment when events relating to changes to circumstances indicate that
the carrying value may not be recoverable. If the carrying amount exceeds the recoverable amount then the
intangible assets are written down to their recoverable amount.
2.29
Share capital
Any difference between the issue price of share capital and the nominal value is recognised as share premium.
The costs incurred attributable to the issue of share capital are deducted from equity.
2.30
Treasury shares
Own equity instruments which are acquired by the Company or by any of its subsidiaries are presented as
treasury shares at their acquisition cost. Treasury shares are deducted from equity until they are cancelled or
reissued. No gain or loss is recognised in the consolidated income statement on the purchase, sale, issue or
cancellation of the Company’s own equity shares.
2.31
Provisions
2.31.1 Provisions for pending litigation, claims and regulatory matters
Provisions for pending litigation, claims and regulatory matters against the Group are made when: (a) there is a
present obligation (legal or constructive) arising from past events, (b) the settlement of the obligation is
expected to result in an outflow of resources embodying economic benefits, and (c) a reliable estimate of the
amount of the obligation can be made.
59
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
2.
Summary of significant accounting policies (continued)
2.31
Provisions (continued)
2.31.2 Provisions for undrawn loan commitments
Provisions are made for undrawn loan commitments if it is probable that the facility will be drawn and result in
the recognition of an asset at an amount less than the amount advanced.
2.32
Financial guarantees
The Group issues financial guarantees to its customers, consisting of letters of credit, letters of guarantee and
acceptances. Financial guarantees are initially recognised in the Consolidated Financial Statements at fair
value, in ‘Accruals, deferred income and other liabilities’. Subsequently, the Group’s liability under each
guarantee is measured at the higher of: (a) the amount initially recognised reduced by the cumulative
amortised premium which is periodically recognised in the consolidated income statement in ‘Fee and
commission income’ in accordance with the terms of the guarantee, and (b) the best estimate of the
expenditure required to settle any financial obligation arising as a result of the guarantee.
Any increase in the liability relating to financial guarantees is recognised in the consolidated income statement
in ‘Provisions for impairment of loans and advances to customers and other customer credit losses’. The
balance of the liability for financial guarantees that remains is recognised in ‘Fee and commission income’ in the
consolidated income statement when the guarantee is fulfilled, cancelled or expired.
2.33
Comparative information
As described in Note 2.1, the Group is considered to be a continuation of the BOC group. As a result, the
Consolidated Financial Statements, including comparative amounts, were prepared as if the Group existed at
the beginning of the earlier period presented in the Consolidated Financial Statements.
In addition reclassifications to comparative information were made to conform to current year presentation.
Specifically, special levy on deposits on credit institutions in Cyprus amounting to €19,968 thousand was
reclassified from ‘Other operating expenses’ to being presented separately on the face of the consolidated
income statement. Additionally, negative interest income on loans and advances to banks and central banks
amounting to €3,716 thousand was reclassified from ‘Interest income’ (Note 7) to ‘Interest expense’ (Note 8).
Such reclassification did not have an impact on the results for the year or equity of the Group.
3.
Going concern
The Directors have made an assessment of the Group’s ability to continue as a going concern.
The conditions that existed during 2017 and the developments up to the date of approval of these Consolidated
Financial Statements that have been considered in the going concern assessment include, amongst others, the
operating environment in Cyprus and of the Group (Note 4).
The Directors believe that the Group is taking all necessary measures to maintain its viability and the
development of its business in the current economic environment.
The Directors, taking into consideration the factors described below and the uncertainties that existed at the
reporting date, are satisfied that the Group has the resources to continue in business for a period of at least 12
months from the date of approval of the Consolidated Financial Statements and, therefore, the going concern
principle is appropriate for the reasons set out below.
The Common Equity Tier 1 (CET1) ratio and the total capital ratio on a transitional basis stood at 12.7%
and 14.2% respectively at 31 December 2017, higher than the minimum required ratios (Note 4.2.1).
The IFRS 9 impact on a transitional and on a fully phased-in basis, after the period of transition is
complete, is expected to be manageable and within the Group’s capital plan.
The increasing level of Group customer deposits (increase of €1,340 million during 2017). Customer
deposits stood at €17,850 million at 31 December 2017.
The continuous improvement in the Group liquidity position and its liquidity ratios. Following the repayment
of Emergency Liquidity Assistance (ELA) in January 2017 (2016: €200 million), the Group achieved
compliance with the Liquidity Coverage Ratio (LCR). The Group is also in compliance with the LCR add-on,
which was introduced by the CBC as a macro-prudential measure and is applicable from 1 January 2018
(Notes 4.2.3 and 46). As at 31 December 2017, the Group was not in compliance with all liquidity
regulatory requirements with respect to its operations in Cyprus, however, these ratios were abolished on
1 January 2018.
60
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
3.
Going concern (continued)
The significant reduction of Group loans that are impaired or past due for more than 90 days (90+ DPD),
which have decreased by 17% during 2017 and totalled €6,905 million at 31 December 2017 and the
increase of provisions coverage to 61% compared to 54% at 31 December 2016 (Note 4.2.2).
The Cyprus government rating has been repeatedly upgraded following the consistent outperformance in
public finances and the progress achieved in the banking sector. Most recently in March 2018, S&P Global
Ratings affirmed its long-term sovereign rating at BB+, only one notch below investment grade, and
maintained its outlook to positive. Ιn October 2017, Fitch Ratings upgraded its Long-Term Issuer Default
ratings to BB from BB- with positive outlook. In July 2017, Moody’s Investors Service upgraded the long-
term issuer rating of the Cyprus sovereign to Ba3 from B1 to reflect Cyprus’ economic recovery and
maintained its outlook to positive. Moody’s Investors Service reiterated its credit rating and positive
outlook on the Cyprus sovereign in a February 2018 update.
BOC PCL regained access to the debt capital markets in January 2017 with the issuance of a €250 million
unsecured subordinated Tier 2 Capital Note.
4.
4.1
Operating environment
Cyprus
Economic recovery in Cyprus accelerated in 2017 and the medium term outlook is favourable driven by an
improving labour market, broadening investments and increasing resilience. Cyprus continues to face
challenges primarily in relation to public and private indebtedness and NPEs, but while more remains to be
done, considerable progress has been achieved.
Real GDP in Cyprus increased by 3.9% in 2017 according to the Cyprus Statistical Service, compared with a
3.4% increase the previous year. In the labour market, the unemployment rate dropped to 11% on average in
the year from 13% the year before according to the Cyprus Statistical Service. Average consumer inflation was
marginally positive at 0.5% after four years of deflation. In the public sector the budget surplus increased
significantly and the trend in the public debt to GDP ratio appears to be reversing downwards. In the banking
sector funding conditions continued to improve against a backdrop of favourable developments regarding NPEs.
The growth momentum is expected to be maintained in the medium term. Real GDP is expected to grow by
3.6% in 2018 and by 2.9% in 2019, slowing towards 2.5% by 2022 according to the International Monetary
Fund (IMF) (Cyprus country report, December 2017). Growth will be supported by private consumption and
investment expenditures and by an improving and robust labour market. On the supply side, growth is
expected to be driven by favourable developments in the tourism sector and robust performance in business
services. Tourism remains robust and continues to benefit from geopolitical uncertainties in competing
destinations. Tourist arrivals in 2017 reached 3.7 million persons, an all-time high, and revenues reached an
estimated €2.6 billion or c.13.7% of GDP.
The budget surplus increased to 1.9% of GDP in 2017 according to estimates by the IMF (Cyprus country
report, December 2017), from 0.5% the previous year. The budget is expected to generate sizeable surpluses
in the medium term (IMF, Cyprus country report, December 2017). The debt to GDP ratio is estimated at
97.5% in 2017 according to the Cyprus Statistical Service, and it is expected to decline to 75% by 2022 also
according to the IMF (Cyprus country report, December 2017). Debt remains affordable with interest charges at
2.6% of GDP in 2016-2017 compared with 3.3% of GDP in 2013 (IMF, Cyprus country report, December 2017).
The government took advantage of favourable conditions in debt markets to issue a new €850 million 7-year
bond in June 2017 yielding 2.8% to pre-finance borrowing needs through to end-2018, and to smooth its
repayment schedule beyond 2018.
In the banking sector there have been significant improvements in funding conditions and asset quality. Total
deposits increased marginally by 0.8% in the year, with resident deposits increasing by 3.3%. Loan
deleveraging continued in the year with total loans outstanding dropping by 7.1% and loans to residents
dropping by 4.8% (according to CBC data).
Cyprus’ consistent fiscal outperformance and favourable outlook indicate a more rapid reversal in the public
debt ratio and the ratio of NPEs, than previously expected. The outlook over the medium term is generally
positive according to the IMF and the European Commission, while the economy continues to face challenges.
Upside factors relate to a longer period of low oil prices, further improvement of economic fundamentals in the
euro area and stronger investment spending as property prices are stabilising and as projects in tourism,
energy and public works are being implemented. Downside risks to this outlook are associated with the still
high levels of NPEs and public debt ratio, and with a possible deterioration of the external environment.
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Annual Financial Report 2017
Annual Financial Report 2017
4.
4.1
Operating environment (continued)
Cyprus (continued)
The Cyprus government rating has been repeatedly upgraded following the consistent outperformance in public
finances and the progress achieved in the banking sector. Most recently in March 2018, S&P Global Ratings
affirmed its long-term sovereign rating at BB+, only one notch below investment grade, and maintained its
outlook to positive. Ιn October 2017, Fitch Ratings upgraded its Long-Term Issuer Default ratings to BB from
BB- with positive outlook. In July 2017, Moody’s Investors Service upgraded the long-term issuer rating of the
Cyprus sovereign to Ba3 from B1 to reflect Cyprus’ economic recovery and maintained its outlook to positive.
Moody’s Investors Service reiterated its credit rating and positive outlook on the Cyprus sovereign in a February
2018 update.
4.2
The Group
4.2.1 Regulatory capital ratios
The CET1 ratio of the Group at 31 December 2017 stands at 12.7% and the total capital at 14.2% on a
transitional basis.
The minimum Pillar I total capital ratio requirement is 8.0% and may be met, in addition to the 4.5% CET1
requirement, with up to 1.5% of Additional Tier 1 capital and with up to 2.0% of Tier 2 capital.
The Group is also subject to additional capital requirements for risks which are not covered by the Pillar I
capital requirements (Pillar II add-ons).
The Group’s minimum phased-in CET1 capital ratio requirement for 2017 was 9.50%, comprised of a 4.50%
Pillar I requirement, a 3.75% Pillar II requirement and the Capital Conservation Buffer (CCB) of 1.25%
applicable for 2017. Following the Supervisory Review and Evaluation Process (SREP) performed by the ECB in
2017 and based on the confirmation received in December 2017, the Pillar II requirement applicable from 1
January 2018, has been reduced to 3.00% from 3.75%. As a result, the Group’s minimum phased-in CET1
capital ratio has been reduced to 9.375% from 9.50%, comprising of a 4.50% Pillar I requirement, a 3.00%
Pillar II requirement and the CCB of 1.875% applicable as from 1 January 2018. The ECB has also provided
revised lower non-public guidance for an additional Pillar II CET1 buffer.
The overall Total Capital Ratio Requirement for 2017 was 13.00%, comprising of a Pillar I requirement of
8.00% (of which up to 1.50% can be in the form of Additional Tier 1 capital and up to 2.00% in the form of Tier
2 capital), a Pillar II requirement of 3.75% (in the form of CET1), and the CCB of 1.25% applicable for 2017.
Following the 2017 SREP, the overall Total Capital Ratio Requirement has been reduced to 12.875% from
13.00%, comprising of 8.00% Pillar I requirement, a 3.00% Pillar II requirement and the CCB of 1.875%
applicable as from 1 January 2018.
The minimum CET1 requirement including Pillar II, applicable for the year 2016 was determined by the ECB at
11.75% in November 2015 and included CCB on a fully loaded basis.
The above minimum ratios apply for both, BOC PCL and the Group.
In January 2017 BOC PCL issued a €250 million unsecured and subordinated Tier 2 Capital Note under BOC
PCL’s EMTN Programme. The note was priced at par, with a coupon of 9.25% (Note 33). In December 2017,
Bank of Cyprus UK Ltd, a 100% subsidiary of BOC PCL issued a £30 million unsecured and subordinated Tier 2
Capital Loan priced at par with a coupon of 8.00% (Note 33).
The capital position of the Group and BOC PCL at 31 December 2017 exceeds both their Pillar I and their Pillar
II add-on capital requirements. However, the Pillar II add-on capital requirements are a point-in-time
assessment and therefore are subject to change over time.
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BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
4.
4.2
Operating environment (continued)
The Group (continued)
4.2.2 Asset quality
The Group’s loans that are impaired or past due for more than 90 days (90+ DPD) have decreased by 17%
during 2017 and totalled €6,905 million at 31 December 2017, representing 37% of gross loans before fair
value adjustment on initial recognition (Note 44). The provisioning coverage ratio improved to 61% at 31
December 2017 compared to 54% at 31 December 2016. The Group NPEs, as defined by EBA, totalled €8,804
million at 31 December 2017 and accounted for 47% of gross loans before fair value adjustment on initial
recognition. The provisioning coverage ratio of NPEs totalled 48% at 31 December 2017 compared to 41% at
31 December 2016.
The Group addresses the asset quality challenge through the operation of the Restructuring and Recoveries
Division which is actively seeking to find innovative solutions to manage distressed exposures. The Group has
been successful in engineering restructuring solutions across the spectrum of its loan portfolio. 90+ DPD have
decreased by 47% since their peak of €13,003 million at 31 December 2013. NPEs have decreased by 42%
since their peak of €15,175 million at 31 March 2015.
4.2.3 Liquidity
Group customer deposits totalled €17,850 million at 31 December 2017 compared to €16,510 million at 31
December 2016. Customer deposits in Cyprus reached €15,983 million at 31 December 2017 and €15,043
million at 31 December 2016. Customer deposits accounted for 76% of total assets as at 31 December 2017
(compared to 74% at 31 December 2016 and a low of 48% at 31 March 2014).
After repayment of the ELA in January 2017, the Group is focusing on measures to improve its liquidity position
and continue to exceed the minimum requirement with respect to the LCR, which was increased to 100% from
1 January 2018 onwards. As at 31 December 2017 the LCR stood at 190% for the Group (compared to 49% at
31 December 2016) and was in compliance with the minimum regulatory requirement of 80% applicable for
2017. The Net Stable Funding Ratio (NSFR) was not introduced on 1 January 2018 as per expectations. As at
31 December 2017 the Group’s NSFR, on the basis of the Basel ΙΙΙ standards, was 111% (compared to 95% at
31 December 2016).
As at 31 December 2017, BOC PCL was not in compliance with all the local regulatory liquidity requirements set
by the CBC with respect to its operations in Cyprus. On 1 January 2018, the local regulatory liquidity
requirements were abolished, in accordance with the CRR and in December 2017 the CBC introduced a macro-
prudential measure in the form of a liquidity add-on that was imposed on top of the LCR with effect on 1
January 2018. The objective of the measure is to ensure that there will be a gradual release of the excess
liquidity arising from the lower liquidity requirements under the LCR compared to the ones under the local
regulatory liquidity requirements previously in place. The LCR add-on applies stricter outflow and inflow rates
than those defined in the Commission Delegated Regulation (EU) 2015/61. The measure will be implemented in
two stages. The first stage requires stricter outflow and inflow rates which are applicable from 1 January 2018
until 30 June 2018. The second stage requires more relaxed outflow and inflow rates compared to the initial
ones and are applicable from 1 July 2018 until 31 December 2018. Specifically there will be a reduction of 50%
of the LCR add-on rates on 1 July 2018.
The additional liquidity requirement is expected to be implemented up to 31 December 2018. The CBC may
propose to modify or extend the period of application of this macro-prudential measure depending on the
results of the follow-up of the banks’ actions on how the excess liquidity is utilised.
BOC PCL is currently in compliance with the LCR including the LCR add-on.
ELA was fully repaid on 5 January 2017. ELA is available to solvent Euro area credit institutions and although
BOC PCL has received no specific assurance, management expects that BOC PCL will continue to have access to
the central bank liquidity facilities, in line with applicable rules if it were to face a ‘stress event’ that gave rise to
temporary liquidity problems. If a stress event were to occur in the future, BOC PCL would seek to utilise ELA
funding, assuming it has sufficient available eligible collateral at the time.
63
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
4.
4.2
Operating environment (continued)
The Group (continued)
4.2.4 Pending litigation, claims and regulatory matters
The management has considered the potential impact of pending litigation and claims, investigations and
regulatory matters against the Group. The Group has obtained legal advice in respect of these claims.
Despite the novelty of many of the claims such as the bail-in of depositors and the absorption of losses by the
holders of equity and debt instruments of BOC PCL and the uncertainties inherent in a unique situation, based
on the information available at present and on the basis of the law as it currently stands, management
considers that the said claims as well as other pending litigation, claims and regulatory matters are unlikely to
have a material adverse impact on the financial position and capital adequacy of the Group. Additional
information on pending litigation, claims and regulatory matters is provided in Note 39.
5.
Significant judgements, estimates and assumptions
The preparation of the Consolidated Financial Statements requires the Company’s Board of Directors and
management to make judgements, estimates and assumptions that can have a material impact on the amounts
recognised in the Consolidated Financial Statements and the accompanying disclosures, as well as the
disclosures of contingent liabilities. Uncertainty about these assumptions and estimates could result in
outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future
periods.
The key assumptions concerning the future and other key sources of estimation of uncertainty at the reporting
date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities are described below. The Group based its assumptions and estimates on parameters available when
the Consolidated Financial Statements were prepared. Existing circumstances and assumptions about future
developments may, however, change due to market changes or circumstances beyond the control of the Group.
Such changes are reflected in the assumptions when they occur.
5.1
Provision for impairment of loans and advances to customers
The Group reviews its loans and advances to customers to assess whether a provision for impairment should be
recorded in the consolidated income statement. In particular, management is required to estimate the amount
and timing of future cash flows in order to determine the amount of provision required and the calculation of
the impairment allowance involves the use of judgement. Such estimates are based on assumptions about a
number of factors and therefore actual impairment losses may differ.
The carrying amount of the loan is reduced through the use of a provision account and the amount of the loss is
recognised in the consolidated income statement. Loans together with the associated provisions are written off
when there is no realistic prospect of future recovery. Partial write-offs, including non-contractual write-offs,
may also occur when it is considered that there is no realistic prospect for the recovery of the contractual cash
flows. In addition, write-offs may reflect restructuring activity with customers and are part of the terms of the
agreement and subject to satisfactory performance.
The Group may change certain estimates from period to period, however it is impracticable to estimate the
effect of such individual estimates due to interdependencies between estimates and as the profile of the
population of loans changes from period to period.
A very important factor for the estimation of provisions is the timing and net recoverable amount from
repossession or realisation of collaterals which mainly comprise real estate assets.
Assumptions have been made about the future changes in property values, as well as the timing for the
realisation of the collateral, taxes and expenses on the repossession and subsequent sale of the collateral as
well as any other applicable haircuts. Indexation has been used to estimate updated market values of
properties, while assumptions were made on the basis of a macroeconomic scenario for future changes in
property values. During 2017, the Group, following a reconsideration of its strategy to more actively explore
other innovative strategic solutions to further accelerate balance sheet de-risking, has modified certain of its
provisioning assumptions and estimates.
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BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
5.
Significant judgements, estimates and assumptions (continued)
5.1
Provision for impairment of loans and advances to customers (continued)
At 31 December 2017 the weighted average haircut (including liquidity haircut and selling expenses) used in
the collective provisions calculation is c.34% (2016: average of 10% of the current market value of the
property for those collaterals for which the increase in their value is capped to zero and 10% of the projected
market value of the property for those collaterals for which their value is expected to drop).
The timing of recovery from real estate collaterals used in the collective provision calculation has been
estimated to be on average 6 years (2016: average of 3 years except for customers in Debt Recovery, average
of 6 years).
For the calculation of specific provisions, the timing of recovery of collaterals as well as the haircuts used were
based on the specific facts and circumstances of each case.
In accordance with the Loan Impairment and Provisioning Procedures Directives of 2014 and 2015 of the CBC,
the cumulative average future change in property values during the year has been capped to zero.
The above assumptions are also influenced by the ongoing regulatory dialogue BOC PCL maintains with its lead
regulator, the ECB, and other regulatory guidance and interpretations issued by various regulatory and industry
bodies such as the ECB and EBA, which provide guidance and expectations as to relevant definitions and the
treatment/classification of certain parameters/assumptions used in the estimation of provisions.
Any changes in these assumptions or difference between assumptions made and actual results could result in
significant changes in the amount of required provisions for impairment of loans and advances.
For individually significant assets, impairment allowances are calculated on an individual basis and all relevant
considerations that have a bearing on the expected future cash flows are taken into account (e.g the business
prospects for the customer, the realisable value of collateral, the Group’s position relative to other claimants,
the reliability of customer information and the likely cost and duration of the work-out process). The level of
the impairment allowance is the difference between the value of the discounted expected future cash flows
(discounted at the loan’s original effective interest rate) and its carrying amount. Subjective judgements are
made in the calculation of future cash flows. Furthermore, judgements change with time as new information
becomes available or as work-out strategies evolve, resulting in frequent revisions to the impairment allowance
as individual decisions are taken. Changes in these estimates would result in a change in the allowances and
have a direct impact on the impairment charge.
In addition to provisions for impairment on an individual basis, the Group also makes collective impairment
provisions. The Group adopts a formulaic approach for collective provisions, which includes assigning
probabilities of default and loss given default for portfolios of loans. This methodology is subject to estimation
uncertainty, partly because it is not practicable to identify losses on an individual loan basis because of the
large number of loans in each portfolio. In addition, the use of historical information for probabilities of default
and loss rates is supplemented with significant management judgement to assess whether current economic
and credit conditions are such that the actual level of incurred losses is likely to be greater or less than that
suggested by historical experience.
Impairment assessment also includes off-balance sheet credit exposures represented by guarantees given and
by irrevocable commitments to disburse funds. Off-balance sheet credit exposures of the individually assessed
assets require assumptions on the probability, timing and amount of cash outflows; otherwise the provision is
calculated on a collective basis, taking into account the probability of loss for the portfolio in which the
customer is included for on-balance sheet exposures impairment assessment. The Group may change certain
estimates from period to period, however it is impracticable to estimate the effect of such individual estimates
due to interdependencies between estimates and as the profile of the population of off-balance sheet exposure
changes from period to period.
In normal circumstances, historical experience provides the most objective and relevant information from which
to assess inherent loss within each portfolio. In certain circumstances, historical loss experience provides less
relevant information about the incurred loss in a given portfolio at the reporting date, for example, where there
have been changes in economic, regulatory or behavioural conditions such that the most recent trends in the
portfolio risk factors are not fully reflected. In these circumstances, such risk factors are taken into account
when calculating the appropriate levels of impairment allowances, by adjusting the provision for impairment
derived solely from historical loss experience.
65
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
5.
Significant judgements, estimates and assumptions (continued)
5.1
Provision for impairment of loans and advances to customers (continued)
The total amount of the Group’s provision for impairment of loans and advances is inherently uncertain because
it is highly sensitive to changes in economic and credit conditions across a number of geographical areas.
Loans subject to collective impairment assessment whose terms have been renegotiated are no longer
considered past due and are treated as up to date loans for measurement purposes. Loans subject to collective
impairment assessment whose terms have been renegotiated are taken into account in determining the inputs
for collective impairment calculation. Loans subject to individual impairment assessment, whose terms have
been renegotiated, are subject to ongoing review to determine whether they remain impaired. The carrying
amounts of loans that have been classified as renegotiated retain this classification in accordance with the rules
of the relevant EBA technical standard.
Economic and credit conditions within geographical areas are influenced by many factors with a high degree of
interdependency so that there is no one single factor to which the Group’s loan impairment provisions as a
whole are particularly sensitive. Different factors are applied in each country to reflect the local economic
conditions, laws and regulations and the assumptions underlying this judgement are highly subjective. The
methodology and the assumptions used in calculating impairment losses are reviewed regularly. It is possible
that the actual results could be different from the assumptions made, resulting in a material adjustment to the
carrying amount of loans and advances.
Further details on impairment allowances and related credit information are set out in Note 44.
5.2
Fair value of investments and derivatives
The best evidence of fair value is a quoted price in an actively traded market. If the market for a financial
instrument is not active, a valuation technique is used. The majority of valuation techniques employed by the
Group use only observable market data and so the reliability of the fair value measurement is relatively high.
However, certain financial instruments are valued on the basis of valuation techniques that feature one or more
significant inputs that are not observable. Valuation techniques that rely on non-observable inputs require a
higher level of management judgement to calculate a fair value than those based wholly on observable inputs.
Valuation techniques used to calculate fair values include comparisons with similar financial instruments for
which market observable prices exist, discounted cash flow analysis and other valuation techniques commonly
used by market participants. Valuation techniques incorporate assumptions that other market participants
would use in their valuations, including assumptions about interest rate yield curves, exchange rates, volatilities
and default rates. When valuing instruments by reference to comparable instruments, management takes into
account the maturity, structure and rating of the instrument with which the position held is being compared.
The Group only uses models with unobservable inputs for the valuation of certain unquoted equity investments.
In these cases, estimates are made to reflect uncertainties in fair values resulting from a lack of market data
inputs, for example, as a result of illiquidity in the market. Inputs into valuations based on unobservable data
are inherently uncertain because there is little or no current market data available from which to determine the
level at which an arm’s length transaction would occur under normal business conditions. Unobservable inputs
are determined based on the best information available.
Further details on the fair value of assets and liabilities are disclosed in Note 22.
5.3
Impairment of available-for-sale investments
Available-for-sale investments in equity securities are impaired when there has been a significant or prolonged
decline in their fair value below cost. The determination of what is significant or prolonged requires judgement
by management. Management has assessed that a loss of 25% or more is considered significant, except in the
cases of investment companies where higher limits are set. Prolonged has been assessed by management to
be a period of 12 months or more. The factors which are evaluated include the expected volatility in share
prices. In addition, impairment may be appropriate when there is evidence that significant adverse changes
have taken place in the technological, market, economic or legal environment in which the investee operates.
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BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
5.
Significant judgements, estimates and assumptions (continued)
5.3
Impairment of available-for-sale investments (continued)
Available-for-sale investments in debt securities are impaired when there is objective evidence of impairment
as a result of one or more events that occurred after the initial recognition of the investment and the event (or
events) has an impact on the estimated future cash flows of the investment. Such impairment review takes
into account a number of factors such as the financial condition of the issuer, any breach of contract, the
probability that the issuer will enter bankruptcy or other financial reorganisation, which involves a high degree
of judgement, as well as changes in the fair value of individual instruments such as when their fair value at the
reporting date falls below 90% of the instruments’ amortised cost.
Further details on impairment of available-for-sale investments are presented in Notes 16 and 20.
5.4
Retirement benefits
The cost of defined benefit pension plans is determined using actuarial valuations. The actuarial valuations
involve making assumptions about discount rates, the expected rate of return on plan assets, future salary
increases, mortality rates as well as future pension increases where necessary. The Group’s management sets
these assumptions based on market expectations at the reporting date using its best estimates for each
parameter covering the period over which the obligations are to be settled. In determining the appropriate
discount rate, management considers the yield curve of high quality corporate bonds. In determining other
assumptions, a certain degree of judgement is required. Future salary increases are based on expected future
inflation rates for the specific country plus a margin to reflect the best possible estimate relating to parameters
such as productivity, workforce maturity and promotions. The expected return on plan assets is based on the
composition of each fund’s plan assets, estimating a different rate of return for each asset class. Estimates of
future inflation rates on salaries and expected rates of return of plan assets represent management’s best
estimates for these variables. These estimates are derived after consultation with the Group’s advisors, and
involve a degree of judgement. Due to the long-term nature of these plans, such estimates are inherently
uncertain.
Further details on retirement benefits are disclosed in Note 14.
5.5
General insurance business
The Group is engaged in the provision of general insurance services. Risks under these policies usually cover a
period of 12 months.
The liabilities for outstanding claims arising from insurance contracts issued by the Group are calculated based
on case estimates by loss adjusters and facts known at the reporting date. With time, these estimates are
reconsidered and any adjustments are recognised in the financial statements of the period in which they arise.
The principal assumptions underlying the estimates for each claim are based on past experience and market
trends, and take into consideration claim handling costs. Other external factors that may affect the estimate of
claims, such as recent court rulings and the introduction of new legislation are also taken into consideration.
Provision is also made for claims incurred but not reported (IBNR) by the reporting date. Past experience as to
the number and amount of claims reported after the reporting date is taken into consideration in estimating the
IBNR provision.
Insurance contract liabilities are sensitive to changes in the above key assumptions. The sensitivity of certain
assumptions, such as the introduction of new legislation and the rulings of certain court cases, are very difficult
to quantify. Furthermore, the delays that arise between the occurrence of a claim and its subsequent
notification and eventual settlement increase the uncertainty existing at the reporting date.
Further information on general insurance business is disclosed in Note 12.
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BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
5.
Significant judgements, estimates and assumptions (continued)
5.6
Life insurance business
The Group is engaged in the provision of life insurance services. Whole life insurance plans (life plans) relate to
plans associated with assets where the amount payable in the case of death is the greater of the sum insured
and the value of investment units. Simple insurance or temporary term plans (term plans) relate to fixed term
duration plans for protection against death. In case of death within the coverage period, the insured sum will
be paid. Endowment insurance (investment plans/mortgage plans/horizon plans) refer to specific duration
plans linked to investments, to create capital through systematic investment in association with death insurance
coverage whereby the higher of the sum insured and the value of investment units is payable on death within
the contract term.
Further information on life insurance business is disclosed in Note 12.
5.6.1
Value of in-force business
The value of the in-force business asset represents the present value of future profits expected to arise from
the portfolio of in-force life insurance. The valuation of this asset requires assumptions to be made about future
economic and operating conditions which are inherently uncertain and changes could significantly affect the
value attributed to these assets.
The methodology used and the key assumptions that have been made in determining the carrying value of the
in-force business asset at 31 December 2017, are set out in Note 24.
5.6.2
Insurance liabilities
The calculation of liabilities and the choice of assumptions regarding insurance contracts require the
management of the Group to make significant estimates.
The assumptions underlying the estimates for each claim are based on past experience, internal factors and
conditions, as well as external factors which reflect current market prices and other published information. The
assumptions and judgements are determined at the date of valuation of liabilities and are assessed
systematically so that the reliability and realistic position can be ensured.
Estimates for insurance contracts are made in two stages. Initially, at the start of the contract, the Group
determines the assumptions regarding future deaths, voluntary terminations, investment returns and
administration expenses. Subsequently, at each reporting date, an actuarial valuation is performed which
assesses whether liabilities are adequate according to the most recent estimates.
The assumptions with the greatest influence on the valuation of insurance liabilities are presented below:
Mortality and morbidity rates
Assumptions are based on standard national tables of mortality and morbidity, according to the type of
contract. In addition, a study is performed based on the actual experience (actual deaths) of the insurance
company for comparison purposes and if sufficient evidence exists which is statistically reliable, the results are
incorporated in these tables. An increase in mortality rates will lead to a larger number of claims (or claims
could occur sooner than anticipated), which will increase the expenditure and reduce profits for shareholders.
Investment return and discount rate
The weighted average rate of return is derived based on assets that are assumed to back liabilities, consistent
with the long-term investment strategy of the Group. These estimates are based on current market returns as
well as expectations about future economic and financial developments. An increase in investment returns
would lead to an increase in profits for shareholders.
Management expenses
Assumptions are made for management fees and contract maintenance as well as for general expenses, and
are based on the actual costs of the Group. An assumption is also made for the rate of increase in expenses in
relation to the annual inflation rate. An increase in the level of expenses would reduce profits for shareholders.
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Annual Financial Report 2017
Annual Financial Report 2017
5.
Significant judgements, estimates and assumptions (continued)
5.6
Life insurance business (continued)
5.6.2
Insurance liabilities (continued)
Lapses
Each year an analysis of contract termination rates is performed, using actual data from the insurance company
incorporation until the immediate preceding year. Rates vary according to the type and duration of the plan.
According to the insurance legislation of Cyprus, no assumption is made for policy termination rates in the
actuarial valuation.
Further details on insurance liabilities are disclosed in Note 32.
5.7
Tax
The Group operates and is therefore subject to tax in various countries. Estimates are required in determining
the provision for taxes at the reporting date. The Group recognises income tax liabilities for transactions and
assessments whose tax treatment is uncertain. Where the final tax is different from the amounts initially
recognised in the consolidated income statement, such differences will impact the income tax expense, the tax
liabilities and deferred tax assets or liabilities of the period in which the final tax is agreed with the relevant tax
authorities.
Deferred tax assets are recognised by the Group in respect of tax losses to the extent that it is probable that
future taxable profits will be available against which the losses can be utilised. Judgement is required to
determine the amount of deferred tax assets that can be recognised, based upon the likely timing and level of
future taxable profits, together with future tax-planning strategies. These variables have been established on
the basis of significant management judgement and are subject to uncertainty. It is possible that the actual
future events could be different from the assumptions made, resulting in a material adjustment to the carrying
amount of deferred tax assets.
The assumptions with greater influence on deferred tax are disclosed in Note 17.
5.8
Exercise of significant influence
The Group determines whether it exercises significant influence on companies in which it has shareholdings of
less than 20% if other factors exist that demonstrate significant influence. In performing this assessment it
considers its representation in the Board of Directors which gives rise to voting rights of more than 20% and
participation in policy-making processes, including participation in decisions about dividends and other
distributions.
5.9
Fair value of properties held for own use and investment properties
The Group’s accounting policy for property held for own use, as well as for investment property requires that it
is measured at fair value. In the case of property held for own use, valuations are carried out periodically so
that the carrying value is not materially different from the fair value, whereas in the case of investment
properties, the fair value is established at each reporting date. Valuations are carried out by qualified valuers
by applying valuation models recommended by the Royal Institution of Chartered Surveyors and the
International Valuation Standards Council.
In arriving at their estimates of the fair values of properties, the valuers used their market knowledge and
professional judgement and did not rely solely on historical transactional comparables, taking into consideration
that there is a greater degree of uncertainty than that which exists in a more active market. Depending on the
nature of the underlying asset and available market information, the determination of the fair value of property
may require the use of estimates such as future cash flows from assets and discount rates applicable to those
assets. All these estimates are based on local market conditions existing at the reporting date.
Further information on inputs used is disclosed in Note 22.
69
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
5.
Significant judgements, estimates and assumptions (continued)
5.10 Stock of property – estimation of net realisable value
Stock of property is measured at the lower of cost and net realisable value. The net realisable value is
determined through valuation techniques, requiring significant judgement, which take into account all available
reference points such as, expert valuation reports, current market conditions, the holding period of the asset
applying an appropriate illiquidity discount and any other relevant parameters. Selling expenses are always
considered and deducted from the realisable value. Depending on the value of the underlying asset and
available market information, the determination of costs to sell may require professional judgement which
involves a large degree of uncertainly due to the relatively low level of market activity.
More details on the stock of property are presented in Note 27.
5.11 Provisions
The accounting policy for provisions is described in Note 2.31. Judgement is involved in determining whether a
present obligation exists and in estimating the probability, timing and amount of any outflows. Provisions for
pending litigations, claims and regulatory matters usually require a higher degree of judgement than other
types of provisions. It is expected that the Group will continue to have a material exposure to litigation and
regulatory proceedings and investigations relating to legacy issues in the medium term. The matters for which
the Group determines that the probability of a future loss is more than remote will change from time to time, as
will the matters as to which a reliable estimate can be made and the estimated possible loss for such matters.
Actual results may prove to be significantly higher or lower than the estimate of possible loss in those matters,
where an estimate was made. In addition, loss may be incurred in matters with respect to which the Group
believed the probability of loss was remote.
For a detailed description of the nature of uncertainties and assumptions and the effect on the amount and
timing of pending litigation, claims and regulatory matters refer to Note 39.
6.
Segmental analysis
The Group is organised into operating segments based on the geographic location of each unit. The main
geographical locations that the Group operates in, are Cyprus and the United Kingdom. In addition, the Cyprus
segment is further organised into operating segments based on the line of business.
The remaining Group’s activities in Greece, Romania and Russia are separate operating segments for which
information is provided to management but, due to their size, have been grouped for disclosure purposes into
one segment, namely ‘Other countries’.
The Group’s activities in Cyprus, the United Kingdom and other countries include mainly the provision of
banking, financial and insurance services, as well as the management of properties either held as stock or as
investment property.
Management monitors the operating results of each business segment separately for the purposes of
performance assessment and resource allocation. Segment performance is evaluated based on profit after tax
and non-controlling interests. Inter-segment transactions and balances are eliminated on consolidation and are
made on an arm’s length basis.
Operating segment disclosures are provided as presented to the Group Executive Committee.
The loans and advances to customers, the customer deposits and the related income and expense are generally
included in the segment where the business is originated, instead of the segment where the transaction is
recorded. Loans and advances to customers which are originated in countries where the Group does not have
operating entities are included in the segment where they are managed.
70
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
6.
Segmental analysis (continued)
2017
Cyprus
€000
United
Kingdom
€000
Other
countries
€000
Total
€000
Net interest income/(expense)
547,070
39,219
(3,549)
582,740
Net fee and commission income
Net foreign exchange gains/(losses)
Net gains/(losses) on financial instrument
transactions and disposal/dissolution of
subsidiaries
172,486
45,931
6,857
358
1,055
180,398
(880)
45,409
3,020
(44)
(12)
2,964
Insurance income net of claims and commissions
48,760
Net losses from revaluation and disposal of
investment properties
Net gains/(losses) on disposal of stock of
property
Other income
(2,487)
31,512
17,353
-
-
-
1,641
50,401
(1,574)
(4,061)
(1,065)
30,447
10
1,689
19,052
Special levy on deposits on credit institutions
(22,846)
Staff costs (excluding voluntary exit plan and
other termination benefits) (Note 14)
Staff costs – voluntary exit plan and other
termination benefits (Note 14)
Other operating expenses (excluding advisory
and other restructuring costs) (Note 15)
Other operating expenses - advisory and other
restructuring costs (Note 15)
Gain on derecognition of loans and advances to
customers and changes in expected cash flows
(Provisions)/reversal of provisions for impairment
of loans and advances to customers and other
customer credit losses
(Impairment)/reversal of impairment of other
financial instruments
Impairment of non-financial instruments
863,645
46,400
(2,695)
907,350
(203,121)
(22,893)
(1,654)
(227,668)
(544)
-
-
-
-
(544)
(22,846)
(199,075)
(58,836)
(11,268)
(269,179)
(28,267)
-
(533)
(28,800)
409,792
(35,329)
(16,150)
358,313
173,413
30
-
173,443
(934,668)
3,222
(21,480)
(952,926)
(11,956)
(22,267)
-
-
-
5,497
(6,459)
(36,705)
(58,972)
-
8,957
Share of profit from associates and joint ventures
8,957
Loss before tax
Income tax
Loss after tax
(376,729)
(32,077)
(68,838)
(477,644)
(72,516)
(1,108)
(3,057)
(76,681)
(449,245)
(33,185)
(71,895)
(554,325)
Non-controlling interests-loss
2,473
-
-
2,473
Loss after tax attributable to the owners
of the Company
(446,772)
(33,185)
(71,895)
(551,852)
71
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
6.
Segmental analysis (continued)
2016
Cyprus
€000
United
Kingdom
€000
Other
countries
€000
Total
€000
Net interest income
643,259
31,307
11,616
686,182
Net fee and commission income
159,181
6,083
1,394
166,658
Net foreign exchange gains
Net gains on financial instrument transactions
and disposal/dissolution of subsidiaries
28,013
63,204
Insurance income net of claims and commissions
43,713
Net gains/(losses) from revaluation and disposal
of investment properties
Net gains/(losses) on disposal of stock of
property
Other income
5,315
2,050
12,530
389
105
-
-
-
4
15,069
43,471
64
719
63,373
44,432
(341)
4,974
(689)
1,361
2,371
14,905
Special levy on deposits on credit institutions
(19,968)
-
Staff costs (excluding voluntary exit plan and
other termination benefits) (Note 14)
Staff costs – voluntary exit plan and other
termination benefits (Note 14)
Other operating expenses (excluding advisory
and other restructuring costs) (Note 15)
Other operating expenses - advisory and other
restructuring costs (Note 15)
Gain on derecognition of loans and advances to
customers and changes in expected cash flows
(Provisions)/reversal of provisions for impairment
of loans and advances to customers and other
customer credit losses
(Impairment)/reversal of impairment of other
financial instruments
Impairment of non-financial instruments
957,265
37,888
30,203
1,025,356
(207,045)
(15,339)
(2,041)
(224,425)
(62,521)
(226)
-
-
(62,747)
(19,968)
(130,106)
(33,791)
(7,548)
(171,445)
(48,579)
(516)
(2,447)
(51,542)
489,046
(11,984)
18,167
495,229
63,258
57
-
63,315
(379,984)
3,281
(56,906)
(433,609)
(12,316)
(23,087)
-
-
-
1,023
(11,293)
(13,133)
(36,220)
-
8,194
Share of profit from associates and joint ventures
8,194
Profit/(loss) before tax
145,111
(8,646)
(50,849)
85,616
Income tax
(18,230)
(1,126)
971
(18,385)
Profit/(loss) after tax
126,881
(9,772)
(49,878)
67,231
Non-controlling interests-profit
(3,575)
-
-
(3,575)
Profit/(loss) after tax attributable to the
owners of BOC PCL
123,306
(9,772)
(49,878)
63,656
72
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
6.
Segmental analysis (continued)
Analysis of total revenue
Total revenue includes net interest income, net fee and commission income, net foreign exchange gains, net gains
on financial instrument transactions and disposal/dissolution of subsidiaries, insurance income net of claims and
commissions, net (losses)/gains from revaluation and disposal of investment properties, net gains on disposal of
stock of property and other income.
2017
Cyprus
€000
United
Kingdom
€000
Other
countries
€000
Total
€000
Total revenue from third parties
854,203
47,550
5,597
907,350
Inter-segment revenue/(expense)
9,442
(1,150)
(8,292)
-
Total revenue
863,645
46,400
(2,695)
907,350
2016
Total revenue from third parties
941,929
39,877
43,550
1,025,356
Inter-segment revenue/(expense)
15,336
(1,989)
(13,347)
-
Total revenue
957,265
37,888
30,203
1,025,356
The revenue for Cyprus operating segment is further analysed in analysis by business line in this note.
The revenue for other countries segment mainly relates to banking and financial services for both 2017 and
2016.
Analysis of assets
2017
Assets
Inter-segment assets
Total assets
Non-current assets
2016
Assets
Inter-segment assets
Total assets
Non-current assets
Cyprus
€000
United
Kingdom
€000
Other
countries
€000
Total
€000
21,712,481
2,153,672
399,847 24,266,000
1,613,297
19,601
102,418
1,735,316
(667,400)
23,598,600
20,851,999
1,658,337
754,645 23,264,981
1,348,867
13,310
147,009
1,509,186
(1,093,046)
22,171,935
Non-current assets for this purpose consist of property and equipment, intangible assets, stock of property and
non-financial other assets with expected maturity of over one year.
73
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
6.
Segmental analysis (continued)
Analysis of liabilities
2017
Liabilities
Inter-segment liabilities
Total liabilities
2016
Liabilities
Inter-segment liabilities
Total liabilities
Cyprus
€000
United
Kingdom
€000
Other
countries
€000
Total
€000
18,935,166
2,060,484
656,183 21,651,833
(669,941)
20,981,892
17,577,993
1,595,805
988,457 20,162,255
(1,096,425)
19,065,830
Segmental analysis of customer deposits and loans and advances to customers is presented in Notes 31 and
44, respectively.
Analysis by business line
In addition to monitoring operations by geographical location, management also monitors the operating results
of each business line for the Cyprus segment of the Group, and such information is presented to the Group
Executive Committee.
Income and expenses directly associated with each business line are included in determining the line’s
performance. Transfer pricing methodologies are applied between the business lines to present their results on
an arm’s length basis. Total other operating income includes net foreign exchange gains, net gains on financial
instrument transactions and disposal/dissolution of subsidiaries, insurance income net of claims and
commissions, net (losses)/gains from revaluation and disposal of investment properties, net gains on disposal
of stock of property and other income. Total other operating income, staff costs and other operating expenses
incurred directly by the business lines are allocated to the business lines as incurred. Indirect other operating
income and indirect other operating expenses are allocated to the head office function. Management monitors
the profit/(loss) before tax of each business line. Additionally, for the purposes of the Cyprus analysis by
business line, notional tax at the 12.5% Cyprus tax rate is charged/credited on profit or loss before tax of each
business line and therefore any taxable and non-taxable items are excluded from this notional charge/credit.
The Corporate, Small and medium-sized enterprises and Retail business lines are managing loans and advances
to customers as detailed in ‘Credit risk concentration of loans and advances to customers’ (Note 44).
Restructuring and recoveries is the specialised unit which was set up to tackle the Group’s loan portfolio quality
and manages exposures to borrowers in distress situation through innovative solutions.
International banking services specialises in the offering of banking services to the international corporate and
non-resident individuals, particularly international business companies whose ownership and business activities
lie outside Cyprus.
Wealth management oversees the provision of institutional wealth private banking, global markets, brokerage,
asset management, investment banking and depository services.
Real Estate Management Unit manages properties acquired through debt-for-property swaps and properties
acquired through the acquisition of certain operations of Laiki Bank in 2013, and executes exit strategies in
order to monetise these assets.
Insurance business line is involved in both life and general insurance business.
The business line Other includes head office functions such as treasury, finance, risk management, compliance,
legal, corporate affairs and human resources. Head office functions provide services to the operating
segments.
74
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
6.
Segmental analysis (continued)
Analysis by business line (continued)
2017
Corporate
€000
Small and
medium-
sized
enterprises
€000
Retail
Restructuring
and
recoveries
International
banking
services
Wealth
management
REMU
Insurance
Other
Total
Cyprus
€000
€000
€000
€000
€000
€000
€000
€000
Net interest income/(expense)
100,471
50,175
213,909
130,780
Net fee and commission income/(expense)
Total other operating income
13,740
713
9,875
629
49,589
4,954
13,085
360
66,174
66,746
7,412
Staff costs and other operating expenses
Restructuring costs–voluntary exit plan and
other termination benefits
Restructuring costs–other operating expenses
114,924
60,679
268,452
144,225
140,332
(11,643)
(11,089)
(111,604)
(34,371)
(25,351)
-
-
-
-
-
-
-
(16,903)
-
-
9,728
2,526
3,334
15,588
(4,321)
-
(2)
(17,944)
428
(6,651)
547,070
-
(4,929)
21,854
172,486
33,369
15,425
49,235
44,734
44,083
144,089
59,286
863,645
(7,695)
(17,866)
(201,102)
(425,042)
-
(206)
(338)
(544)
(6,294)
-
(5,068)
(28,267)
103,281
49,590
156,848
92,951
114,981
11,265
1,436
26,662
(147,222)
409,792
Gain on derecognition of loans and advances
to customers and changes in expected cash
flows
(Provisions)/reversal of provisions for
impairment of loans and advances to
customers and other customer credit losses
Impairment of other financial instruments
Impairment of non-financial instruments
Share of profit from associates and joint
ventures
Profit/(loss) before tax
15,825
4,428
13,323
136,268
935
39
(20,940)
(13,512)
(48,032)
(841,480)
(10,666)
(486)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,595
173,413
448
(934,668)
(11,956)
(11,956)
(21,588)
(62)
(617)
(22,267)
-
-
8,957
8,957
Income tax
(12,271)
(5,063)
(15,267)
76,533
(13,156)
98,166
40,506
122,139
(612,261)
105,250
10,818
(1,352)
(20,152)
26,600
(147,795)
(376,729)
2,519
(1,400)
(103,059)
(72,516)
Profit/(loss) after tax
85,895
35,443
106,872
(535,728)
92,094
9,466
(17,633)
25,200
(250,854)
(449,245)
Non-controlling interests-loss
Profit/(loss) after tax attributable to the
owners of the Company
-
-
-
-
-
-
-
-
2,473
2,473
85,895
35,443
106,872
(535,728)
92,094
9,466
(17,633)
25,200 (248,381)
(446,772)
75
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
6.
Segmental analysis (continued)
Analysis by business line (continued)
2016
Corporate
€000
Small and
medium-
sized
enterprises
€000
Retail
Restructuring
and
recoveries
International
banking
services
Wealth
management
REMU
Insurance
Other
Total
Cyprus
€000
€000
€000
€000
€000
€000
€000
€000
Net interest income/(expense)
81,408
61,547
246,923
201,743
Net fee and commission income/(expense)
Total other operating income
9,959
559
8,825
602
45,832
4,637
12,105
506
62,292
65,072
7,403
91,926
70,974
297,392
214,354
134,767
(11,475)
(11,490)
(117,175)
(32,959)
(23,365)
10,861
(12,757)
417
(9,175)
643,259
2,032
4,146
17,039
(4,409)
-
(4,366)
19,722
159,181
4,124
(8,633)
44,470
40,521
88,378
154,825
98,925
957,265
(9,253)
(14,461)
(132,532)
(357,119)
(968)
(1,139)
(22,930)
(8,237)
(4,468)
(224)
(97)
(3,269)
(21,189)
(62,521)
Restructuring costs–other operating expenses
(18)
(6)
(253)
(14,473)
(65)
(8)
(4,548)
-
(29,208)
(48,579)
79,465
58,339
157,034
158,685
106,869
12,398
(22,531)
22,791
(84,004)
489,046
3,049
4,030
11,710
41,423
1,953
859
30,083
(14,690)
7,370
(393,740)
(8,006)
(1,965)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(19,542)
-
-
-
-
-
-
234
63,258
964
(379,984)
(12,316)
(12,316)
(3,545)
(23,087)
8,194
8,194
Income tax
(14,075)
(5,960)
(22,014)
24,204
(12,602)
112,597
47,679
176,114
(193,632)
100,816
11,292
(1,412)
(42,073)
22,791
(90,473)
145,111
5,259
(2,992)
11,362
(18,230)
Profit/(loss) after tax
98,522
41,719
154,100
(169,428)
88,214
9,880
(36,814)
19,799
(79,111)
126,881
Non-controlling interests-profit
Profit/(loss) after tax attributable to the
owners of BOC PCL
-
-
-
-
-
-
-
-
(3,575)
(3,575)
98,522
41,719
154,100
(169,428)
88,214
9,880
(36,814)
19,799
(82,686)
123,306
In addition loans and advances to customers and deposits of the above business lines are reported to the Group Executive Committee. Such an analysis is disclosed
in Notes 44 and 31 respectively.
76
Staff costs and other operating expenses
Restructuring costs–voluntary exit plan and
other termination benefits
Gain on derecognition of loans and advances
to customers and changes in expected cash
flows
Reversal of provisions/(provisions) for
impairment of loans and advances to
customers and other customer credit losses
Impairment of other financial instruments
Impairment of non-financial instruments
Share of profit from associates and joint
ventures
Profit/(loss) before tax
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
7.
Interest income
Loans and advances to customers
Loans and advances to banks and central banks
Debt securities available-for-sale
Investments classified as loans and receivables
Trading investments
Derivative financial instruments
Other investments at fair value through profit or loss
2017
€000
2016
€000
744,822
853,906
11,742
19,883
2,706
9,072
10,905
11,209
779,153
885,092
14
31,798
66
12
4,557
637
811,031
890,298
Interest income from loans and advances to customers includes interest on the recoverable amount of impaired
loans and advances as defined in Note 44 amounting to €137,565 thousand (2016: €201,604 thousand).
8.
Interest expense
Customer deposits
Funding from central banks and deposits by banks
Subordinated loan stock
Repurchase agreements
Negative interest on loans and advances to banks and central banks
Derivative financial instruments
9.
Fee and commission income and expense
Fee and commission income
Credit-related fees and commissions
Other banking commissions
Mutual funds and asset management fees
Brokerage commissions
Other commissions
2017
€000
2016
€000
140,701
137,973
3,979
39,588
22,258
10,207
7,132
-
6,476
3,716
184,277
187,753
44,014
16,363
228,291
204,116
2017
€000
2016
€000
72,484
96,710
2,777
951
80,755
75,300
2,524
819
17,655
17,467
190,577
176,865
Mutual funds and asset management fees include income of €2,777 thousand (2016: €2,342 thousand) relating
to fiduciary and other similar activities.
77
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
9.
Fee and commission income and expense (continued)
Fee and commission expense
Banking commissions
Mutual funds and asset management fees
Brokerage commissions
2017
€000
2016
€000
9,860
9,825
244
75
128
254
10,179
10,207
10.
Net foreign exchange gains
Net foreign exchange gains comprise the conversion of monetary assets in foreign currency at the reporting
date, realised exchange gains/(losses) from transactions in foreign currency settled during the year and the
revaluation of foreign exchange derivatives.
11.
Net gains on financial instrument transactions and disposal/dissolution of subsidiaries
Trading portfolio:
- equity securities
- debt securities
- derivative financial instruments
Other investments at fair value through profit or loss:
- debt securities
- equity securities
Net gains on disposal of available-for-sale investments:
- equity securities
- debt securities
Net gains on disposal/repayment of loans and receivables:
- debt securities
Realised (losses)/gains on disposal of loans
Revaluation of financial instruments designated as fair value hedges:
- hedging instruments
- hedged items
Loss on disposal/dissolution of subsidiaries
2017
€000
2016
€000
229
62
416
(57)
660
(273)
14
998
(400)
283
1,520
2,104
58,368
22
-
8,419
(12)
64
13,219
3,889
(12,990)
(3,910)
(2,187)
(4,101)
2,964
63,373
The loss on disposal/dissolution of subsidiaries for 2017, primarily relates to loss on disposal of Hotel New
Montana SRL. In the comparative period the loss on disposal/dissolution of subsidiaries primarily related to the
closure of the operations of Bank of Cyprus (Channel Islands) Ltd.
78
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
11.
(continued)
Net gains on financial instrument transactions and disposal/dissolution of subsidiaries
In the comparative period, the gains on disposal of available-for-sale equity securities, primarily relate to the
gain on sale of shares held in Visa Europe Limited following the approved purchase of Visa Europe Limited by
Visa Inc and the gains on disposal of debt securities classified as loans and receivables, related to the
participation of BOC PCL in the Cyprus Government buyback process of Cyprus government bonds.
12.
Insurance income net of claims and commissions
Income
2017
Claims
and
commissions
Insurance
income net
of claims
and
commissions
Income
2016
Claims
and
commissions
Insurance
income net
of claims
and
commissions
€000
€000
€000
€000
€000
€000
102,259
(74,110)
28,149
104,261
(80,257)
24,004
44,789
(22,537)
22,252
39,341
(18,913)
20,428
147,048
(96,647)
50,401
143,602
(99,170)
44,432
Life insurance
business
General insurance
business
Income
Gross premiums
Reinsurance premiums
Net premiums
2017
2016
Life
insurance
General
insurance
Life
insurance
General
insurance
€000
€000
€000
€000
86,277
65,701
83,951
60,215
(14,842)
(29,246)
(14,671)
(27,544)
71,435
36,455
69,280
32,671
Change in the provision for unearned premiums
-
(1,187)
-
(1,589)
Total net earned premiums
Investment income and other income
71,435
22,157
35,268
69,280
31,082
10
25,324
8
Commissions from reinsurers and other income
5,924
9,511
4,977
8,251
Change in value of in-force business before tax
(Note 26)
99,516
44,789
99,581
39,341
2,743
-
4,680
-
102,259
44,789
104,261
39,341
79
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
12.
Insurance income net of claims and commissions (continued)
2017
2016
Life
insurance
General
insurance
Life
insurance
General
insurance
Claims and commissions
€000
€000
€000
€000
Gross payments to policyholders
(54,515)
(27,017)
(59,168)
(25,864)
Reinsurers’ share of payments to policyholders
7,837
13,643
8,858
12,004
Gross change in insurance contract liabilities
(16,812)
(3,177)
(19,346)
931
Reinsurers’ share of gross change in insurance
contract liabilities
Commissions paid to agents and other direct
selling costs
(771)
(1,476)
(2,017)
(1,845)
(9,849)
(4,509)
(8,584)
(4,143)
Changes in equalisation reserve
-
(1)
-
4
(74,110)
(22,537)
(80,257)
(18,913)
In addition to the above, the following income and expense items related to the insurance operations have been
recognised in the consolidated income statement:
Net (expense)/income from non-linked insurance
business assets
Net (losses)/gains on financial instrument
transactions and other non-linked insurance
business income
2017
2016
Life
insurance
General
insurance
Life
insurance
General
insurance
€000
€000
€000
€000
(66)
(192)
79
96
(78)
342
16
(31)
Staff costs
(5,162)
(4,127)
(4,560)
(4,170)
Staff costs – restructuring costs
(206)
-
(1,874)
(1,395)
Other operating expenses
(6,021)
(2,683)
(4,186)
(2,049)
13.
Other income
Profit on disposal of disposal group held for sale (Note 51.4.1)
Dividend income
Loss on sale and write-off of property and equipment and intangible assets
Rental income from investment properties
Rental income from stock of property
Profit from hotel and golf activities
Other income
2017
€000
2016
€000
-
683
(208)
2,219
7,981
3,581
4,796
2,545
343
(67)
1,626
1,460
2,051
6,947
19,052
14,905
80
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
14.
Staff costs
Salaries
Employer’s contributions to state social insurance
Retirement benefit plan costs
Restructuring costs – voluntary exit plans and other termination
benefits
2017
€000
2016
€000
184,933
181,175
24,913
17,822
27,154
16,096
227,668
224,425
544
62,747
228,212
287,172
In February and June 2016 the Group proceeded with voluntary exit plans for its employees in Cyprus, the cost
of which is included in staff costs and amounted to €62,521 thousand. In total, 429 employees accepted the
voluntary exit plan and left the Group during the year 2016. Additionally, restructuring costs in 2016 include
staff termination benefits amounting to €226 thousand related to the closure of the operations of Bank of
Cyprus (Channel Islands) Ltd. During 2017 a small number of employees left the Group under the same terms
of the 2016 voluntary exit plan. The cost of this exit amounts to €544 thousand.
The number of persons employed by the Group as at 31 December 2017 was 4,355 (2016: 4,284).
The following table shows the average number of employees (full-time equivalents) based on their geographical
location:
Cyprus
United Kingdom
Other countries
2017
2016
4,034
4,125
249
31
216
48
4,314
4,389
The following table shows the business line analysis of average employees in Cyprus for 2017 and 2016 and the
Group’s other geographical locations as follows:
Corporate
Small and medium-sized enterprises
Retail
Restructuring and recoveries
International banking services
Wealth management
REMU
Insurance
Other (primarily head office functions (Note 6))
Total Cyprus
UK
Other countries
81
2017
2016
143
108
128
111
1,407
1,475
442
329
54
28
192
1,331
4,034
249
31
485
332
65
18
188
1,323
4,125
216
48
4,314
4,389
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2017
14.
Staff costs (continued)
Retirement benefit plan costs
In addition to the employer’s contributions to state social insurance, the Group operates plans for the provision
of additional retirement benefits as described below:
Defined benefit plans
Defined contribution plans
2017
€000
2016
€000
1,897
15,925
17,822
406
15,690
16,096
Cyprus
The main retirement plan for the Group’s permanent employees in Cyprus (84% of total Group employees) is a
defined contribution plan. This plan provides for employer contributions of 9% (2016: 9%) and employee
contributions of 3%-10% of the employees’ gross salaries. This plan is managed by a Committee appointed by
the members.
A small number of employees who do not participate in the main retirement plan, are members of a pension
scheme that is closed to new entrants and may receive part or all of their retirement benefit entitlement by way
of a pension for life. This plan is managed by an Administrative Committee composed of representatives of
both the members and the employer.
A small number of employees of Group subsidiaries in Cyprus are also members of defined benefit plans. These
plans are funded with assets backing the obligations held in separate legal vehicles.
Greece
After the disposal of the Greek operations in 2013, a small number of employees of the Group’s Greek
subsidiaries and the Greek branch of the Company continue to be members of the defined benefit plans.
United Kingdom
The Group’s employees in the United Kingdom (6% of total Group employees) are covered by a defined
contribution plan for all current employees which provides for employee contributions of 0%-7.5% on the
employees’ gross salaries and employer contributions of 7.5% plus matching contributions by the employer of
up to 7.5% depending on the employee contributions. In addition, a defined benefit plan (which was closed in
December 2008 to future accrual of benefits) remains for active members.
Other countries
The Group does not operate any retirement benefit plans in Romania and Russia.
Analysis of the results of the actuarial valuations for the defined benefit plans
Amounts recognised in the consolidated balance sheet
Liabilities (Note 34)
Assets (Note 28)
2017
€000
2016
€000
10,037
22,776
-
(668)
10,037
22,108
One of the plans has a funded status surplus of €13,814 thousand (2016: €13,999 thousand) that is not
recognised as an asset on the basis that the Group has no unconditional right to future economic benefits either
via a refund or a reduction in future contributions.
The amounts recognised in the consolidated balance sheet and the movements in the net defined benefit
obligation over the years are presented below:
82
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
14.
Staff costs (continued)
Retirement benefit plan costs (continued)
Analysis of the results of the actuarial valuations for the defined benefit plans (continued)
1 January 2017
Current service cost
Losses on curtailment and settlement
Net interest expense/(income)
Total amount recognised in the consolidated income
statement
Remeasurements:
- Return on plan assets, excluding amounts included in net
interest expense
- Actuarial loss from changes in financial assumptions
- Demographic assumptions
- Experience adjustments
- Change in asset ceiling
Total amount recognised in the consolidated OCI
Exchange differences
Contributions:
- Employer
- Plan participants
Benefits paid from the plans
31 December 2017
Present value
of obligation
Fair value of
plan assets
Net amount
before impact
of asset ceiling
Impact of
minimum
funding
requirement/
asset ceiling
Net defined
benefit liability
€000
€000
€000
€000
€000
102,955
(94,846)
408
1,150
2,458
4,016
-
566
(2,041)
(3,950)
-
(5,425)
(2,551)
-
176
(16,271)
-
-
(2,119)
(2,119)
(5,209)
-
-
-
-
(5,209)
1,849
(2,447)
(176)
16,271
8,109
408
1,150
339
1,897
(5,209)
566
(2,041)
(3,950)
-
(10,634)
(702)
(2,447)
-
-
13,999
22,108
-
-
-
-
-
-
-
-
(185)
(185)
-
-
-
-
408
1,150
339
1,897
(5,209)
566
(2,041)
(3,950)
(185)
(10,819)
(702)
(2,447)
-
-
82,900
(86,677)
(3,777)
13,814
10,037
83
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
14.
Staff costs (continued)
Retirement benefit plan costs (continued)
Analysis of the results of the actuarial valuations for the defined benefit plans (continued)
1 January 2016
Current service cost
Gains on curtailment and settlement
Net interest expense/(income)
Total amount recognised in the consolidated income
statement
Remeasurements:
- Return on plan assets, excluding amounts included in net
interest expense
- Actuarial loss from changes in financial assumptions
- Experience adjustments
- Change in asset ceiling
Total amount recognised in the consolidated OCI
Exchange differences
Contributions:
- Employer
- Plan participants
Benefits paid from the plans
Benefits paid directly by the employer
31 December 2016
Present value
of obligation
Fair value of
plan assets
Net amount
before impact
of asset ceiling
Impact of
minimum
funding
requirement/
asset ceiling
Net defined
benefit liability
€000
€000
€000
€000
€000
94,115
(97,795)
(3,680)
15,065
11,385
469
(80)
17
406
(6,357)
21,979
(301)
-
15,321
(1,671)
-
-
(72)
8,109
-
-
-
-
-
-
-
(1,066)
(1,066)
-
-
-
-
-
13,999
469
(80)
17
406
(6,357)
21,979
(301)
(1,066)
14,255
(1,671)
(2,195)
-
-
(72)
22,108
(2,195)
(2,195)
469
(80)
2,927
3,316
-
-
(2,910)
(2,910)
-
(6,357)
21,979
(301)
-
21,678
(9,699)
-
177
(6,560)
(72)
-
-
-
(6,357)
8,028
(177)
6,560
-
102,955
(94,846)
84
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
14.
Staff costs (continued)
Retirement benefit plan costs (continued)
Analysis of the results of the actuarial valuations for the defined benefit plans (continued)
The actual return on plan assets for year 2017 was a gain of €7,328 thousand (2016: gain of €9,267 thousand).
The assets of funded plans are generally held in separately administered entities, either as specific assets or as
a proportion of a general fund, or as insurance contracts and are governed by local regulations and practice in
each country.
Pension plan assets are invested in different asset classes in order to maintain a balance between risk and
return. Investments are well diversified to limit the financial effect of the failure of any individual investment.
Through its defined benefit plans, the Group is exposed to a number of risks as outlined below:
Interest rate risk
Changes in bond yields
Inflation risk
Asset volatility
The Group is exposed to interest rate risk due to the mismatch of the
duration of assets and liabilities.
A decrease in corporate bond yields will increase the liabilities, although this
will be partially offset by an increase in the value of bond holdings.
The Group faces inflation risk, since the liabilities are either directly (through
increases in pensions) or indirectly (through wage increases) exposed to
inflation risks. Investments to ensure inflation-linked returns (i.e. real
returns through investments such as equities, index-linked bonds and assets
whose return increase with increasing inflation) could be used for better
match with the expected increases in liabilities.
The liabilities are calculated using a discount rate set with reference to
corporate bond yields; if assets underperform this yield, a deficit will be
created.
The major categories of plan assets as a percentage of total plan assets are as follows:
Equity securities
Debt securities
Loans and advances to banks
2017
2016
48%
42%
10%
46%
44%
10%
100%
100%
The assets held by the funded plans include equity securities issued by the Company, the fair value of which is
as at 31 December 2017 €2,137 thousand (2016: equity securities issued by BOC PCL of fair value €2,433
thousand).
The Group expects to make additional contributions to defined benefit plans of €3,055 thousand during 2018.
At the end of the reporting period, the average duration of the defined benefit obligation was 19.3 years.
85
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
14.
Staff costs (continued)
Retirement benefit plan costs (continued)
Principal actuarial assumptions used in the actuarial valuations
The present value of the defined benefit obligations of the retirement plans is estimated annually using the
Projected Unit Credit Method of actuarial valuation, carried out by independent actuaries. The principal
actuarial assumptions used for the valuations of the retirement plans of the Group during 2017 and 2016 are
set out below:
Cyprus
Greece
UK
1.58%-1.68%
1.30%-1.90%
Life expectancy for pensioners at age 65
n/a
2017
Discount rate
Inflation rate
Future salary increases
Rate of pension increase
Life expectancy for pensioners at age 60
2016
Discount rate
Inflation rate
Future salary increases
Rate of pension increase
Life expectancy for pensioners at age 60
1.75%
2.25%
2.00%
23.5 years M
29.6 years F
1.75%
2.00%
2.00%
23.5 years M
29.6 years F
1.56%-1.83%
1.50%-2.00%
1.75%
2.00%
n/a
n/a
n/a
1.75%
2.00%
n/a
n/a
n/a
2.55%
3.20%
n/a
3.00%
n/a
23.0 years M
24.5 years F
2.70%
3.30%
n/a
3.15%
n/a
23.9 years M
25.4 years F
Life expectancy for pensioners at age 65
n/a
The discount rate used in the actuarial valuations reflects the rate at which liabilities could effectively be settled
and is set by reference to market yields at the reporting date in high quality corporate bonds of suitable
maturity and currency. For the Group’s plans in the Eurozone (Cyprus and Greece) which comprise 17% of the
defined benefit obligations, the Group adopted a full yield curve approach using AA- rated corporate bond data
from the iBoxx Euro Corporates AA10+ index. For the Group’s plan in the UK which comprises 83% of the
defined benefit obligations, the Group adopted a full yield curve approach using the discount rate that has been
set based on the yields on AA- rated corporate bonds with duration consistent with the scheme’s liabilities.
Under this approach, each future liability payment is discounted by a different discount rate that reflects its
exact timing.
To develop the assumptions relating to the expected rates of return on plan assets, the Group, in consultation
with its actuaries, uses forward-looking assumptions for each asset class reflecting market conditions and
future expectations at the reporting date. Adjustments are made annually to the expected rate of return
assumption based on revised expectations of future investment performance of asset classes, changes to local
legislation that may affect investment strategy, as well as changes to the target strategic asset allocation.
A quantitative sensitivity analysis for significant assumptions as at 31 December 2017 and 2016 is presented
below.
86
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
14.
Staff costs (continued)
Retirement benefit plan costs (continued)
Principal actuarial assumptions used in the actuarial valuations (continued)
Variable
Discount rate
Inflation growth rate
Salary growth rate
Pension growth rate
2017
2016
Change
+0.5%
Change
-0.5%
Change
+0.5%
Change
-0.5%
-11.4%
12.3%
-10.0%
10.9%
9.6%
1.1%
0.1%
-8.9%
-1.0%
-0.1%
8.7%
0.8%
0.8%
-8.0%
-0.7%
-0.7%
Plus 1 year Minus 1 year
Plus 1 year Minus 1 year
Life expectancy
-1.5%
1.9%
-1.3%
1.7%
The above sensitivity analysis (with the exception of the inflation sensitivity) is based on a change in one
assumption while holding all other assumptions constant. In practice this is unlikely to occur and some changes
of the assumptions may be correlated. The inflation sensitivity above includes changes to any inflation-linked
benefit increases. When calculating the sensitivity of the defined benefit obligation to significant assumptions,
the same method has been applied as when calculating the pension liability recognised on the consolidated
balance sheet. The methods and types of assumptions used in preparing the sensitivity analysis did not change
compared to previous years.
15.
Other operating expenses
Repairs and maintenance of property and equipment and stock of
property
Other property-related costs
Operating lease rentals for property and equipment
Consultancy and other professional services fees
Insurance
Advertising and marketing
Depreciation of property and equipment (Note 25)
Amortisation of intangible assets (Note 26)
Communication expenses
2017
€000
2016
€000
23,850
21,705
17,590
10,408
19,912
8,203
18,518
11,930
9,404
8,739
14,728
10,512
13,972
10,697
17,502
11,558
7,263
8,118
Provisions for pending litigation, claims and regulatory matters (Note 34)
97,537
17,840
Printing and stationery
Local cash transfer expenses
Contribution to depositor protection scheme
Other operating expenses
Advisory and other restructuring costs
87
2,964
3,056
245
3,485
2,848
329
36,823
30,888
269,179
171,445
28,800
51,542
297,979
222,987
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
15.
Other operating expenses (continued)
Advisory and other restructuring costs comprise mainly: (a) fees of external advisors in relation to: (i) customer
loan restructuring activities which are not part of the effective interest rate, (ii) the listing on the London Stock
Exchange, (iii) disposal of operations and non-core assets and (b) litigation provisions related to the operations
of Laiki Bank acquired in 2013.
The special tax levy on credit institutions in Cyprus (the Special Levy) is imposed on the level of deposits as at
the end of the previous quarter, at the rate of 0.0375% per quarter. Following an amendment of the Imposition
of Special Credit Institution Tax Law in 2017, the Single Resolution Fund contribution which is charged annually
by the Single Resolution Board, is offset by the Special Levy up to the level of the total annual Special Levy
charge.
Consultancy and other professional services fees and advisory and other restructuring costs include fees
(including taxes) to the independent auditors of the Group, for audit and other professional services provided
both in Cyprus and overseas, as follows:
2017
€000
2016
€000
Audit of the financial statements of the Group and its subsidiaries
2,570
2,615
Other audit-related services
Tax services
Services related to the listing on the London Stock Exchange
Other services
407
462
114
499
4,052
423
598
4,879
1,032
9,547
16.
Provisions for impairment of financial and non-financial instruments
Provisions net of reversals of provisions for impairment of loans and
advances to customers and other customer credit losses
Loans and advances to customers (Note 44)
Financial guarantees and commitments (Note 34)
Impairment/(reversal of impairment) of other financial instruments
Available-for-sale equity securities
Available-for-sale mutual funds
Loans and advances to banks
Other receivables
Deposits by banks
2017
€000
2016
€000
937,939
439,761
14,987
(6,152)
952,926
433,609
63
-
839
56
7,775
13,820
(1,379)
(3,869)
-
447
6,459
11,293
88
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
16.
Provisions for impairment of financial and non-financial instruments (continued)
Impairment of non-financial instruments
Property held for own use (Note 25)
Stock of property (Note 27)
17.
Income tax
Current tax:
- Cyprus
- overseas
Cyprus special defence contribution
Deferred tax
Prior years’ tax adjustments
Other tax charges
2017
€000
2016
€000
8,470
50,502
58,972
-
36,220
36,220
2017
€000
2016
€000
3,174
1,827
175
67,158
2,917
1,430
4,776
1,986
212
6,657
2,668
2,086
76,681
18,385
The Group’s share of income tax charge from associates for 2017 amounts to €1,129 thousand (2016: €1,244
thousand).
The increase in the deferred tax charge is primarily due to the reduction of the level of deferred tax asset by
€62 million following increase in provision for impairment of loans and advances to customers and evaluation of
the recoverability assessment of the deferred tax asset balance.
The reconciliation between the income tax expense and the (loss)/profit before tax as estimated using the
current income tax rates is set out below:
(Loss)/profit before tax
Income tax at the normal tax rates in Cyprus
Income tax effect of:
- expenses not deductible for income tax purposes
income not subject to income tax
-
- differences between overseas income tax rates and Cyprus income tax
rates
- reversal of previously recognised deferred tax asset
- losses on which deferred tax was not recognised
Prior years’ tax adjustments
Other tax charges
89
2017
€000
(477,644)
(59,529)
2016
€000
85,616
10,916
22,054
14,255
(10,825)
(21,566)
10,213
66,858
43,563
72,334
2,917
1,430
6,428
3,598
-
13,631
2,668
2,086
76,681
18,385
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
17.
Income tax (continued)
Income tax in Cyprus is calculated at the rate of 12.5% on taxable income (2016: 12.5%).
For life insurance business there is a minimum income tax charge of 1.5% on gross premiums. Special defence
contribution is payable on rental income at a rate of 3% (2016: 3%) and on interest income from activities
outside the ordinary course of business at a rate of 30% (2016: 30%).
The Group’s profits from overseas operations are taxed at the rates prevailing in the respective countries, which
for 2017 were: Greece 29% (2016: 29%), Romania 16% (2016: 16%), Russia 20% (2016: 20%), UK 20%
until 31 March 2017 and 19% thereafter (2016: 20%).
The Group is subject to income taxes in the various jurisdictions it operates and the calculation of the Group’s
income tax charge and provisions for income tax necessarily involves a degree of estimation and judgement.
There are transactions and calculations for which the ultimate income tax treatment is uncertain and cannot be
determined until resolution has been reached with the relevant tax authority. The Group has a number of open
income tax returns with various income tax authorities and liabilities relating to these open and judgemental
matters, which are based on estimates of whether additional income taxes will be due. In case the final income
tax outcome of these matters is different from the amounts that were initially recorded, such differences will
impact the current and deferred income tax assets and liabilities in the period in which such determination is
made.
The accumulated income tax losses are presented in the table below:
2017
Expiring within 5 years
Expiring by the end of 2028
2016
Expiring within 5 years
Total income
tax losses
Income tax
losses for
which a
deferred tax
asset was
recognised
Income tax
losses for
which no
deferred tax
asset was
recognised
€000
€000
€000
2,761,640
-
2,761,640
7,378,801
3,067,936
4,310,865
10,140,441
3,067,936
7,072,505
4,675,399
266,800
4,408,599
Expiring between 6 and 10 years
16,306
-
16,306
Expiring by the end of 2028
7,378,801
3,336,000
4,042,801
12,070,506
3,602,800
8,467,706
The majority of the deferred tax asset relates to the Laiki Bank income tax losses transferred to BOC PCL as a
result of the acquisition of certain operations on 29 March 2013. The income tax losses were transferred under
‘The Resolution of Credit and Other Institutions Law’ which states that any accumulated tax losses of the
transferring credit institution at the time of the transfer, are transferred to the acquiring credit institution and
may be used by it for a period of up to 15 years from the end of the year during which the transfer took place.
In the case of the BOC PCL’s acquisition of certain operations of Laiki Bank, these tax losses can be utilised up
to 2028. The income tax losses transferred are still subject to review and agreement with the income tax
authorities in Cyprus. The deferred tax asset recognised on these specific losses can be set off against the
future profits of BOC PCL by 2028 at an income tax rate of 12.5%.
Recognition of deferred tax assets on unutilised income tax losses is supported by management’s business
forecasts, taking into account available information and making various assumptions on future growth rates of
customer loans, deposits, funding evolution, loan impairment and pricing, and considering the recoverability of
the deferred tax assets within their expiry period.
90
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
17.
Income tax (continued)
Τhe Group performed its assessment for the recoverability of its deferred tax asset as at 31 December 2017
taking into account the Group’s actual performance, the key objectives of the Group’s strategy as well as the
macroeconomic environment in Cyprus, and the detailed financial projections up to the end of 2020 which had
been also used to roll out assumptions thereafter until year 2028. The key assumptions, amongst others,
include the following:
New loan originations and repayments
Loan and deposit interest income/expense evolution
Funding structure and associated cost
Diversified income streams
Level of operating expenses
Level of NPEs (new defaults, curing, cost of risk)
The financial projections have taken into account the key objectives of the Group’s strategy which are set out
below:
Further improve the funding structure
Focus on the core Cyprus market and the UK operations
Achieve a lean operating model
Materially reduce the level of delinquent loans
Maintain an appropriate capital position by internally generating capital
Deliver value to shareholders and other stakeholders
Based on the above, management has concluded that the deferred tax asset of €383,498 thousand for the
Group as at 31 December 2017 is recoverable.
The income tax losses relate to the same jurisdiction to which the deferred tax asset relates.
Deferred tax
The net deferred tax assets arise from:
Difference between capital allowances and depreciation
(7,938)
(7,794)
2017
€000
2016
€000
Property revaluation
Investment revaluation and stock of property
Unutilised income tax losses carried forward
Value of in-force life insurance business
Other temporary differences
Net deferred tax assets
(17,545)
(17,038)
(3,807)
(3,807)
383,492
450,350
(15,093)
(14,750)
(1,724)
(1,895)
337,385
405,066
91
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
17.
Income tax (continued)
Deferred tax (continued)
Deferred tax assets
Deferred tax liabilities
Net deferred tax assets
The table below sets out the geographical analysis of the deferred tax assets:
Cyprus
United Kingdom
Deferred tax assets
Deferred tax liabilities
Net deferred tax assets
The movement of the net deferred tax assets is set out below:
1 January
2017
€000
2016
€000
383,498
450,441
(46,113)
(45,375)
337,385
405,066
2017
€000
2016
€000
383,498
450,356
-
85
383,498
450,441
(46,113)
(45,375)
337,385
405,066
2017
€000
2016
€000
405,066
415,724
Deferred tax recognised in the consolidated income statement
(67,158)
Acquisition of subsidiary (Note 51.3.1)
-
(6,657)
(3,807)
Deferred tax recognised in the consolidated statement of
comprehensive income
Foreign exchange adjustments
31 December
(522)
219
(1)
(413)
337,385
405,066
The Group offsets income tax assets and liabilities if and only if, it has a legally enforceable right to set off
current income tax assets and current income tax liabilities.
92
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
17.
Income tax (continued)
Deferred tax (continued)
The analysis of the net deferred tax expense recognised in the consolidated income statement is set out below:
Difference between capital allowances and depreciation
Investment revaluation
Reversal of previously recognised deferred tax assets
Value of in-force life insurance business
Other temporary differences
2017
€000
2016
€000
150
-
66,858
343
(193)
67,158
207
(90)
3,598
479
2,463
6,657
The analysis of the net deferred tax recognised in the consolidated statement of comprehensive income is set
out below:
2017
€000
2016
€000
Timing differences on property revaluation – (expense)/income
(522)
219
18.
Earnings per share
Basic and diluted (losses)/earnings per share attributable to the
owners of the Company/BOC PCL
(Loss)/profit for the year attributable to the owners of the
Company/BOC PCL (€ thousand)
Weighted average number of shares in issue during the year, excluding
treasury shares (thousand)
2017
2016
(551,852)
63,656
446,057
446,106
Basic and diluted (losses)/earnings per share (€ cent)
(123.7)
14.3
The comparative figure for weighted average number of shares has been adjusted to reflect the introduction of
the Company as the new holding company of the Group (Note 2.1).
93
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
19.
Cash, balances with central banks and loans and advances to banks
Cash
Balances with central banks
Cash and balances with central banks
2017
€000
2016
€000
143,905
132,594
3,250,029
1,373,802
3,393,934
1,506,396
Loans and advances to banks
1,192,633
1,087,837
Balances with central banks include obligatory deposits for liquidity purposes as at 31 December 2017 which
amount to €153,733 thousand (2016: €142,697 thousand).
The credit rating analysis of balances with central banks and loans and advances to banks by independent
credit rating agencies is set out in Note 44.
Loans and advances to banks earn interest based on the interbank rate of the relevant term and currency.
20.
Investments
Investments
Investments at fair value through profit or loss
Investments available-for-sale
Investments classified as loans and receivables
2017
€000
2016
€000
51,467
43,016
639,168
262,789
48,658
68,074
739,293
373,879
The amounts pledged as collateral under repurchase agreements with banks are shown below:
Investments pledged as collateral
Investments available-for-sale
2017
€000
2016
€000
290,129
299,765
All investments pledged as collateral under repurchase agreements can be sold or repledged by the
counterparty.
The maximum exposure to credit risk for debt securities is disclosed in Note 44 and the debt securities’ price
risk sensitivity analysis is disclosed in Note 45.
94
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
20.
Investments (continued)
Investments at fair value through profit or loss
Trading investments
Other investments at
fair value through profit
or loss
Total
2017
€000
2016
€000
2017
€000
2016
€000
2017
€000
2016
€000
Debt securities
Equity securities
Mutual funds
536
2,644
8,795
476
-
10,426
536
10,902
2,601
4,541
4,030
7,185
9,396
34,951
16,087
43,746
11,975
12,473
39,492
30,543
51,467
6,631
25,483
43,016
Debt securities
Cyprus government
Listed on the Cyprus
Stock Exchange
Listed on other stock
exchanges
Equity securities
Listed on the Cyprus
Stock Exchange
Listed on other stock
exchanges
Unlisted
Mutual funds
Listed on other stock
exchanges
Unlisted
536
-
536
536
476
1
475
476
-
-
-
-
10,426
536
10,902
10,426
-
10,427
-
10,426
536
536
475
10,902
1,965
2,159
3,945
3,102
5,910
5,261
679
-
442
-
-
596
-
928
679
596
442
928
2,644
2,601
4,541
4,030
7,185
6,631
8,795
8,800
-
-
8,795
8,800
-
596
34,951
16,087
34,951
8,795
9,396
34,951
16,087
43,746
16,683
25,483
The debt securities classified as other investments at fair value through profit or loss were originally classified
as such, to eliminate an accounting mismatch with derivatives used to economically hedge these instruments.
The unlisted mutual funds classified as other investments at fair value through profit or loss relate to
investments whose underlying assets are listed on stock exchanges and are therefore presented in Level 1
hierarchy in Note 22.
95
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
20.
Investments (continued)
Investments available-for-sale
Debt securities
Equity securities (including preference shares)
Mutual funds
Debt securities
Cyprus government
French government
Other governments
Banks and other corporations
Listed on the Cyprus Stock Exchange
Listed on other stock exchanges
Unlisted
Geographic dispersion by country of issuer
Cyprus
France
Other European Union countries
European Financial Stability Facility and European Investment Fund
Supranational organisations
Other countries
Equity securities
Listed on the Cyprus Stock Exchange
Listed on other stock exchanges
Unlisted
2017
€000
2016
€000
901,734
540,592
27,176
21,683
387
279
929,297
562,554
451,071
178,520
281,979
287,324
22,462
146,222
41,887
32,861
901,734
540,592
451,071
178,520
450,163
362,072
500
-
901,734
540,592
451,571
178,520
281,979
287,324
75,573
11,443
9,058
22,980
11,823
9,365
72,110
30,580
901,734
540,592
5,750
546
20,880
27,176
4,883
430
16,370
21,683
At 31 December 2017 and 2016 there were no available-for-sale investments in debt securities which have
been determined to be individually impaired.
Available-for-sale mutual funds are mainly unlisted and issued in other countries.
96
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
20.
Investments (continued)
Investments classified as loans and receivables
Debt securities
Cyprus government
Listed on the Cyprus Stock Exchange
Geographic dispersion by country of issuer
2017
€000
2016
€000
48,658
68,074
48,658
68,074
48,658
68,074
Cyprus
48,658
68,074
At 31 December 2017 the total loans and receivables have been determined to be individually impaired (2016:
€49,185 thousand).
Reclassification of investments
Reclassification of available-for-sale investments to loans and receivables
On 1 October 2008 and 30 June 2011 the Group reclassified certain available-for-sale debt securities to
investments classified as loans and receivables, in view of the fact that there was no active market for these
debt securities and the Group had the intention and ability to hold these securities in the foreseeable future.
97
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
20.
Investments (continued)
Reclassification of investments (continued)
The tables below present the debt securities reclassified by the Group, by date of reclassification.
31 December
2017
31 December
2016
Year 2017
Reclassification
date
Carrying and
fair value on
reclassification
date
Carrying
value
Fair value
Carrying
value
Fair value
Additional
profit in the
consolidated
income
statement had
the debt
securities not
been
reclassified
Additional gain
in other
comprehensive
income had the
debt securities
not been
reclassified
Effective
interest rate on
reclassification
date
€000
€000
€000
€000
€000
€000
€000
Reclassification of
available-for-sale
investments to:
- loans and receivables
1 October 2008
49,800
48,658
55,104
49,185
50,329
-
6,446
4.6%-4.7%
98
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
20.
Investments (continued)
Reclassification of investments (continued)
31 December
2016
31 December
2015
Year 2016
Reclassification
date
Carrying and
fair value on
reclassification
date
Carrying
value
Fair value
Carrying
value
Fair value
Additional
profit in the
consolidated
income
statement had
the debt
securities not
been
reclassified
Additional gain
in other
comprehensive
income had the
debt securities
not been
reclassified
Effective
interest rate on
reclassification
date
€000
€000
€000
€000
€000
€000
€000
Reclassification of
available-for-sale
investments to:
- loans and receivables
1 October 2008
49,800
49,185
50,329
48,021
50,232
-
1,144
4.6%-4.7%
99
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
21.
Derivative financial instruments
The contract amount and fair value of the derivative financial instruments is set out below:
Contract
amount
2017
Fair value
Assets
Liabilities
Contract
amount
2016
Fair value
Assets
Liabilities
€000
€000
€000
€000
€000
€000
33,259
99
114
43,820
794
589
Trading
derivatives
Forward exchange
rate contracts
Currency swaps
1,419,915
1,103
14,082
1,774,916
15,875
Interest rate swaps
69,022
Currency options
396
216
18
873
402
230,874
7,986
480
85
8,215
1,901
198
1,522,592
1,436
15,471
2,057,596
17,234
10,903
Derivatives
qualifying for
hedge accounting
Fair value hedges
- interest rate swaps
Net investments
– forward exchange
rate contracts
1,171,424
16,315
35,420
418,293
87
37,463
61,012
276
1
178,605
3,514
259
Total
2,755,028
18,027
50,892
2,654,494
20,835
48,625
1,232,436
16,591
35,421
596,898
3,601
37,722
The use of derivatives is an integral part of the Group’s activities. Derivatives are used to manage the Group’s
own exposure to fluctuations in interest rates, exchange rates and equity price indices. Derivatives are also
sold to customers as risk management products.
Forward exchange rate contracts are irrevocable agreements to buy or sell a specified quantity of foreign
currency on a specified future date at an agreed rate.
Currency swaps include simple currency swaps and cross-currency swaps. Simple currency swaps involve the
exchange of two currencies at the current market rate and the commitment to re-exchange them at a specified
rate upon maturity of the swap. Cross-currency swaps are interest rate swaps in which the cash flows are in
different currencies.
Interest rate swaps are contractual agreements between two parties to exchange fixed rate and floating rate
interest, by means of periodic payments, based upon a notional principal amount and the interest rates defined
in the contract.
Currency options are contracts that grant the holder the right, but not the obligation, to buy or sell currency at
a specified exchange rate during a specified period of time.
100
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
21.
Derivative financial instruments (continued)
Interest rate, currency and equity options provide the buyer with the right but not the obligation, to either
purchase or sell the underlying values at a specified price or level on or before a specified date.
Interest rate caps/floors protect the holder from fluctuations of interest rates above or below a specified
interest rate for a specified period of time.
The credit exposure of derivative financial instruments represents the cost to replace these contracts at the
reporting date. The exposure arising from these transactions is managed as part of the Group’s credit risk
management process for credit facilities granted to customers and financial institutions.
The contract amount of certain types of derivative financial instruments provides a basis for comparison with
other instruments recognised on the consolidated balance sheet, but does not necessarily indicate the amounts
of future cash flows involved or the current fair value of the instruments and, consequently, does not indicate
the Group’s exposure to credit or market risk.
The fair value of the derivatives can be either positive (asset) or negative (liability) as a result of fluctuations in
market interest rates, foreign exchange rates or equity price indices, in accordance with the terms of the
relevant contract. The aggregate net fair value of derivatives may fluctuate significantly over time.
Hedge accounting
The Group applies fair value hedge accounting using derivatives when the required criteria for hedge accounting
are met. The Group also uses derivatives for economic hedging (hedging the changes in interest rates,
exchange rates or other risks) which do not meet the criteria for hedge accounting. As a result, these
derivatives are accounted for as trading derivatives and the gains or losses arising from revaluation are
recognised in the consolidated income statement.
Changes in the fair value of derivatives designated as fair value hedges and the fair value of the item in relation
to the risk being hedged are recognised in the consolidated income statement.
Fair value hedges
The Group uses interest rate swaps to hedge the interest rate risk arising as a result of the possible adverse
movement in the fair value of fixed rate available-for-sale debt securities and fixed rate customer loans and
deposits.
Hedges of net investments
The Group’s consolidated balance sheet is affected by foreign exchange differences between the Euro and all
non-Euro functional currencies of overseas subsidiaries and branches and other foreign operations. The Group
hedges its structural currency risk when it considers that the cost of such hedging is within an acceptable range
(in relation to the underlying risk). This hedging is effected by financing with borrowings in the same currency
as the functional currency of the overseas subsidiaries and branches, as well as overseas associates and joint
ventures and forward exchange rate contracts.
As at 31 December 2017, deposits and forward exchange rate contracts amounting to €142,273 thousand and
€61,012 thousand respectively (2016: €100,756 thousand and €178,605 thousand respectively) have been
designated as hedging instruments and have given rise to a loss of €1,166 thousand (2016: gain of €53,408
thousand) which was recognised in the ‘Foreign currency translation reserve’ in the consolidated statement of
comprehensive income, against the profit or loss from the retranslation of the net assets of the overseas
subsidiaries and branches.
101
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
22.
Fair value measurement
The following table presents the carrying value and fair value of the Group’s financial assets and liabilities.
Financial assets
2017
2016
Carrying
value
Fair value
€000
€000
Carrying
value
€000
Fair value
€000
Cash and balances with central banks
3,393,934
3,393,934
1,506,396
1,506,396
Loans and advances to banks
1,192,633
1,191,617
1,087,837
1,092,964
Investments at fair value through profit
or loss
51,467
51,467
43,016
43,016
Investments available-for-sale
929,297
929,297
562,554
562,554
Investments classified as loans and
receivables
48,658
55,104
68,074
69,451
Derivative financial assets
18,027
18,027
20,835
20,835
Loans and advances to customers
14,602,454
15,385,385
15,649,401
16,791,164
Life insurance business assets
attributable to policyholders
504,848
504,848
485,633
485,633
Other assets
107,875
107,875
131,811
131,811
20,849,193
21,637,554
19,555,557
20,703,824
Financial liabilities
Funding from central banks and deposits
by banks
1,425,308
1,425,308
1,284,800
1,284,800
Repurchase agreements
257,322
281,951
257,367
292,752
Derivative financial liabilities
50,892
50,892
48,625
48,625
Customer deposits
17,849,919
17,875,239
16,509,741
16,492,715
Subordinated loan stock
302,288
334,783
-
-
Other liabilities
176,646
176,646
168,422
168,422
20,062,375
20,144,819
18,268,955
18,287,314
The fair value of financial assets and liabilities in the above table is as at the reporting date and does not
represent any expectations about their future value.
The Group uses the following hierarchy for determining and disclosing fair value:
Level 1: investments valued using quoted prices in active markets.
Level 2: investments valued using models for which all inputs that have a significant effect on fair value are
market observable.
Level 3: investments valued using models for which inputs that have a significant effect on fair value are not
based on observable market data.
For assets and liabilities that are recognised in the Consolidated Financial Statements at fair value, the Group
determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation at
the end of each reporting period.
102
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
22.
Fair value measurement (continued)
The following is a description of the determination of fair value for financial instruments and non-financial
assets which are recorded at fair value on a recurring and on a non-recurring basis and for financial instruments
and non-financial assets which are not measured at fair value but for which fair value is disclosed, using
valuation techniques. These incorporate the Group’s estimate of assumptions that a market participant would
make when valuing the instruments.
Derivative financial instruments
Derivative financial instruments valued using a valuation technique with market observable inputs are mainly
interest rate swaps, currency swaps, currency rate options, forward foreign exchange rate contracts, equity
options and interest rate collars. The most frequently applied valuation techniques include forward pricing and
swap models, using present value calculations. The models incorporate various inputs including the credit
quality of counterparties, foreign exchange spot and forward rates and interest rate curves.
Credit Valuation Adjustments (CVA) and Debit Valuation Adjustments (DVA)
The CVA and DVA are incorporated into derivative valuations to reflect the impact on fair value of counterparty
risk and BOC PCL’s own credit quality respectively.
The Group calculates the CVA by applying the PD of the counterparty, conditional on the non-default of the
Group, to the Group’s expected positive exposure to the counterparty and multiplying the result by the loss
expected in the event of default. Conversely, the Group calculates the DVA by applying its own PD, conditional
on the non-default of the counterparty, to the expected positive exposure of the counterparty to Group and
multiplying the result by the loss expected in the event of default. Both calculations are performed over the life
of the potential exposure.
The expected exposure of derivatives is calculated as per the CRR and takes into account the netting
agreements where they exist. A standard LGD assumption in line with industry norms is adopted. Alternative
LGD assumptions may be adopted when both the nature of the exposure and the available data support this.
The Group does not hold any significant derivative instruments which are valued using a valuation technique
with significant non-market observable inputs.
Investments available-for-sale and other investments at fair value through profit or loss
Available-for-sale investments and other investments at fair value through profit or loss which are valued using
a valuation technique or pricing models, primarily consist of unquoted equity securities and debt securities.
These assets are valued using valuation models which sometimes only incorporate market observable data and
at other times use both observable and non-observable data. The rest of the investments are valued using
quoted prices in active markets.
Loans and advances to customers
The fair value of loans and advances to customers is based on the present value of expected future cash flows.
Future cash flows have been based on the future expected loss rate per loan portfolio, taking into account
expectations for the credit quality of the borrowers. The discount rate includes components that capture the
risk free rate per currency, funding cost, servicing cost and the cost of capital, considering the risk weight of
each loan.
Customer deposits
The fair value of customer deposits is determined by calculating the present value of future cash flows. The
discount rate takes into account current market rates and the credit profile of BOC PCL. The fair value of
deposits repayable on demand and deposits protected by the Deposit Protection Guarantee Scheme are
approximated by their carrying values.
Repurchase agreements
Repurchase agreements are collateralised bank takings. Given that the collateral provided by the Group is
greater than the amount borrowed, the fair value calculation of these repurchase agreements only takes into
account the time value of money.
103
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
22.
Fair value measurement (continued)
Loans and advances to banks
Loans and advances to banks with maturity over one year are discounted using an appropriate risk free rate
plus the credit spread of each counterparty. For short-term lending, the fair value is approximated by the
carrying value.
Deposits by banks
Since almost all deposits by banks are very short-term, the fair value is an approximation of the carrying value.
Subordinated loan stock
The current issue of BOC PCL is liquid with quoted prices in an active market. The fair value of the capital loan
stock issued by Bank of Cyprus UK Ltd is determined using market observable models (Level 2).
Investment properties
The fair value of investment properties is determined using valuations performed by external, accredited,
independent valuers and internal accredited valuers. Further information on the techniques applied is disclosed
in the remainder of this note.
Property and equipment
The freehold land and buildings consist of offices and other commercial properties. The fair value of the
properties is determined using valuations performed by external, accredited, independent valuers and internal
accredited valuers. Further information on the techniques applied is disclosed in the remainder of this note.
Model inputs for valuation
Observable inputs to the models for the valuation of unquoted equity and debt securities include, where
applicable, current and expected market interest rates, market expected default rates, market implied country
and counterparty credit risk and market liquidity discounts.
104
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
22.
Fair value measurement (continued)
Model inputs for valuation (continued)
The following table presents the fair value measurement hierarchy of the Group’s assets and liabilities recorded
at fair value or for which fair value is disclosed, by level of the fair value hierarchy:
2017
Assets measured at fair value
Investment properties
Residential
Offices and other commercial properties
Manufacturing and industrial properties
Hotels
Land (fields and plots)
Investment properties held for sale
Offices and other commercial properties
Freehold property
Offices and other commercial properties
Trading derivatives
Forward exchange rate contracts
Currency swaps
Interest rate swaps
Currency options
Derivatives qualifying for hedge accounting
Fair value hedges-interest rate swaps
Net investments-forward exchange rate
contracts
Investments at fair value through profit or loss
Trading investments
Other investments at fair value through profit or
loss
Investments available-for-sale
Other financial assets not measured at fair
value
Loans and advances to banks
Loans and receivables-investments
Loans and advances to customers
Level 1
€000
Level 2
€000
Level 3
€000
Total
€000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
11,345
38,896
50,241
907,360
957,601
-
-
-
-
-
-
-
338
2,752
477
2,124
13,955
19,646
338
2,752
477
2,124
13,955
19,646
6,500
6,500
16,332
239,559
255,891
99
1,103
216
18
1,436
16,315
276
16,591
-
500
500
42
-
-
-
-
-
-
-
-
630
96
726
99
1,103
216
18
1,436
16,315
276
16,591
11,975
39,492
51,467
21,895
929,297
34,901
288,326
1,280,828
-
-
-
-
1,191,617
55,104
-
-
1,191,617
55,104
-
15,385,385 15,385,385
1,246,721
15,385,385 16,632,106
For available-for-sale equity securities categorised as Level 3, for one investment with a carrying amount of
€11,228 thousand, a change in the conversion factor by 10% would result in a change in the value of the equity
securities by €1,123 thousand.
For additional disclosures on sensitivity analysis of equity securities refer to Note 45.
105
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
22.
Fair value measurement (continued)
Model inputs for valuation (continued)
2017
Liabilities measured at fair value
Trading derivatives
Forward exchange rate contracts
Currency swaps
Interest rate swaps
Currency options
Derivatives qualifying for hedge accounting
Fair value hedges-interest rate swaps
Net investments-forward exchange rate
contracts
Other financial liabilities not measured at
fair value
Deposits by banks
Repurchase agreements
Customer deposits
Subordinated loan stock
Level 1
Level 2
Level 3
€000
€000
€000
Total
€000
-
-
-
-
-
-
-
-
-
-
-
-
114
14,082
873
402
15,471
35,420
1
35,421
50,892
495,308
281,951
-
-
-
-
-
-
-
-
-
-
114
14,082
873
402
15,471
35,420
1
35,421
50,892
495,308
281,951
-
17,875,239 17,875,239
300,980
33,803
-
334,783
300,980
811,062
17,875,239 18,987,281
106
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
22.
Fair value measurement (continued)
Model inputs for valuation (continued)
2016
Assets measured at fair value
Investment properties
Offices and other commercial properties
Manufacturing and industrial
Land (fields and plots)
Investment properties held for sale
Offices and other commercial properties
Hotels
Freehold property
Offices and other commercial properties
Trading derivatives
Forward exchange rate contracts
Currency swaps
Interest rate swaps
Currency options
Derivatives qualifying for hedge accounting
Fair value hedges-interest rate swaps
Net investments-forward exchange rate
contracts
Level 1
€000
Level 2
€000
Level 3
€000
Total
€000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
346
-
346
20,548
2,791
14,720
38,059
3,071
7,994
20,548
2,791
14,720
38,059
3,417
7,994
11,065
11,411
10,340
246,215
256,555
794
15,875
480
85
17,234
87
3,514
3,601
11,176
-
-
-
-
-
-
-
-
686
178
864
794
15,875
480
85
17,234
87
3,514
3,601
12,473
30,543
43,016
Investments at fair value through profit or loss
Trading investments
Other investments at fair value through profit or
loss
11,787
-
19,189
11,176
Investments available-for-sale
Other financial assets not measured at fair
value
Loans and advances to banks
Loans and receivables-investments
Loans and advances to customers
30,976
545,898
576,874
41
16,615
562,554
42,738
312,818
932,430
-
-
-
-
1,092,964
69,451
-
-
1,092,964
69,451
-
16,791,164 16,791,164
1,162,415
16,791,164 17,953,579
For available-for-sale equity securities categorised as Level 3, for one investment with a carrying amount of
€8,740 thousand, a change in the conversion factor by 10% would result in a change in the value of the equity
securities by €874 thousand.
For additional disclosures on sensitivity analysis of equity securities refer to Note 45.
107
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
22.
Fair value measurement (continued)
Model inputs for valuation (continued)
2016
Liabilities measured at fair value
Trading derivatives
Forward exchange rate contracts
Currency swaps
Interest rate swaps
Currency options
Derivatives qualifying for hedge accounting
Fair value hedges-interest rate swaps
Net investments-forward exchange rate
contracts
Other financial liabilities not measured at
fair value
Deposits by banks
Repurchase agreements
Customer deposits
Level 1
Level 2
Level 3
€000
€000
€000
Total
€000
-
-
-
-
-
-
-
-
-
-
-
-
-
589
8,215
1,901
198
10,903
37,463
259
37,722
48,625
434,786
292,752
-
-
-
-
-
-
-
-
-
-
-
589
8,215
1,901
198
10,903
37,463
259
37,722
48,625
434,786
292,752
-
16,492,715 16,492,715
727,538
16,492,715 17,220,253
The cash and balances with central banks and the funding from central banks are financial instruments whose
carrying value is a reasonable approximation of fair value, because they are mostly short-term in nature or are
repriced to current market rates frequently. Other assets and other liabilities are of a financial nature and their
carrying value is a close approximation of fair value. Disclosures for life insurance business assets attributable
to policyholders by level are disclosed in Note 24.
During the years 2017 and 2016 there were no significant transfers between Level 1 and Level 2.
108
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
22.
Fair value measurement (continued)
Movements in Level 3 financial instruments measured at fair value
Transfers from Level 3 to Level 2 occur when the market for some securities becomes more liquid, which eliminates the need for the previously required significant
unobservable valuation inputs. Following a transfer to Level 2 the instruments are valued using valuation models incorporating observable market inputs. Transfers into
Level 3 reflect changes in market conditions as a result of which instruments become less liquid. Therefore, the Group requires significant unobservable inputs to
calculate their fair value.
The movement in Level 3 assets which are measured at fair value is presented below:
2017
2016
Investment
properties
Investment
properties
held for sale
Own use
properties
Financial
instruments
Investment
properties
Investment
properties
held for
sale
Own use
properties
Own use
properties
held for sale
Financial
instruments
€000
€000
€000
€000
€000
€000
€000
€000
€000
1 January
Additions
Acquisition of subsidiary (Note 51.3.1)
38,059
11,065
246,215
17,479
34,628
15,018
227,945
25,400
4,273
-
-
-
724
-
2,114
-
-
-
2,107
19,952
10
-
55,253
13,867
-
Disposals
(12,248)
(10,864)
(689)
(612)
(3,480)
(395)
-
-
-
(6,500)
6,500
Transfers from investment properties to own
use properties
Transfers from/(to) stock of property
(Note 27)
Transfers (to)/from non-current assets held
for sale
Net gains from fair value changes recognised
in the consolidated statement of other
comprehensive income
Depreciation charge for the year
Impairment charge for the year (Note 16)
Revaluation (losses)/gains
Foreign exchange adjustments
31 December
-
-
-
(3,309)
(234)
19,646
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,482
(442)
-
-
-
-
2,740
5,738
(2,652)
(8,470)
-
-
-
-
-
-
(1,371)
-
-
(2,404)
-
-
(25,410)
(51,937)
-
-
-
-
-
-
-
-
-
-
-
-
485
-
-
-
(189)
17,479
1,280
-
-
395
129
-
(201)
(78)
(631)
447
(31)
(14)
6,500
239,559
22,621
38,059
11,065
246,215
109
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
Annual Financial Report 2015
22.
Fair value measurement (continued)
Valuation policy and sensitivity analysis
Investment properties, investment properties held for sale and own use properties
The valuation technique mainly applied by the Group is the market comparable approach, adjusted for market
and property specific conditions. In certain cases, the Group also utilises the income capitalisation approach.
The key inputs used for the valuations of the investment properties, investment properties held for sale and
own use properties are presented in the tables below.
110
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
22.
Fair value measurement (continued)
Valuation policy and sensitivity analysis (continued)
Analysis of investment properties and investment properties held for sale
Type and country
2017
Residential
€000
Estimated
rental
value per
m2 per
annum
Rent
growth per
annum
Estimated
building cost
per m2
Yield
Estimated fair
value per m2
Estimated
land value
per m2
Land
Building
area
Age of
building
m2
m2
Years
Russia
338
n/a
n/a
€225-€2,326
n/a
€51-€2,326
€9-€11
570-1,573
102-384
7
Offices and other
commercial
properties
Cyprus
Russia
Manufacturing
and industrial
Russia
Hotels
Russia
Land (fields and
plots)
Cyprus
Total
8,830
€54-€353
422
9,252
n/a
n/a
n/a
n/a
4%-6%
€1,339-€7,059
€1,053
1,591
68-4,788
14-34
€210-€410
n/a
€88-€124
€9-€73
2,588-2,773 649-1,644
8
477
n/a
n/a
€20-€176
n/a
€7-€176
€5-€24
5,220-29,538 304-8,874
8-29
2,124
n/a
n/a
€361
n/a
€361
n/a
n/a
5,946
12
13,955
26,146
n/a
n/a €1,000-€1,200
n/a
n/a €279-€1,028
2,316-21,053
n/a
n/a
111
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
22.
Fair value measurement (continued)
Valuation policy and sensitivity analysis (continued)
Analysis of own use properties
Estimated
rental
value per
m2 per
annum
Type and country
2017
Offices and other
commercial
properties
€000
Cyprus
Romania
UK
Total
Rent
growth per
annum
Estimated
building cost
per m2
Yield
Estimated fair
value per m2
Estimated
land value
per m2
Land
Building
area
Age of
building
€821-€1,895 5%-6%
€19-€6,557
€70-€3,381
390-598,767 122-11,109
11-77
m2
m2
Years
n/a
n/a
660
2,284
10
173-1,740
173-1,689
Refurnished
in 2009
236,268
€26-€277
3,291
n/a
n/a
n/a
n/a
9%
n/a
16,332
€214-€777
0%-6%
n/a 5%-7% €3,260-€16,959
255,891
112
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
22.
Fair value measurement (continued)
Valuation policy and sensitivity analysis (continued)
Analysis of investment properties and investment properties held for sale
Estimated
rental
value per
m2 per
annum
Type and country
2016
Offices and other
commercial
properties
€000
Rent
growth per
annum
Estimated
building cost
per m2
Yield
Estimated fair
value per m2
Estimated
land value
per m2
Land
Building
area
Age of
building
m2
m2
Years
Cyprus
UK
Russia
Manufacturing
and industrial
Russia
Hotels
23,266
€54-€353
n/a
€821-€1,130
4%-6%
€1,060-€7,059 €80-€1,053
1,591-30,001
68-7,078
6-33
346
353
23,965
€97
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
€133
n/a
n/a
n/a
304
2,773
1,644
87
13
2,791
n/a
n/a
n/a
n/a
€55-€380
€10-€282
570-3,639
259-998
6-9
Romania
7,994
n/a
n/a
n/a
9%
n/a
n/a
10,337
16,642
42
Land (fields and
plots)
Cyprus
Total
14,720
49,470
n/a
n/a
€900
n/a
n/a
€272-€750
4,627-21,053
n/a
n/a
113
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
22.
Fair value measurement (continued)
Valuation policy and sensitivity analysis (continued)
Analysis of own use properties
Estimated
rental
value per
m2 per
annum
Type and country
2016
Offices and other
commercial
properties
€000
Rent
growth per
annum
Estimated
building cost
per m2
Yield
Estimated fair
value per m2
Estimated
land value
per m2
Land
Building
area
Age of
building
m2
m2
Years
Cyprus
Romania
UK
Total
242,792
€27-€434
3,423
n/a
n/a
n/a
n/a
9%
n/a
€588-€2,102 5%-6%
€566-€8,860 €139-€3,381
390-53,155
94-10,985
n/a
n/a
660
2,284
173-1,740
173-1,689
9-37
9
Re-furnished
in 2009
10,340
€141-€524
0%-6%
n/a
5%-7% €2,460-€12,715
256,555
114
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
22.
Fair value measurement (continued)
Valuation policy and sensitivity analysis (continued)
Sensitivity analysis
Most of the Group’s property valuations have been classified as Level 3. Significant increases/decreases in
estimated values per square meter for properties valued with the comparable approach or significant
increases/decreases in estimated rental values or yields for properties valued with the income capitalisation
approach would result in a significantly higher/lower fair value of the properties.
23.
Loans and advances to customers
2017
€000
2016
€000
Gross loans and advances to customers
18,086,230
19,201,642
Provisions for impairment of loans and advances to customers
(Note 44)
(3,483,776)
(3,552,241)
14,602,454
15,649,401
Loans and advances to customers pledged as collateral are disclosed in Note 46.
Additional analysis and information regarding credit risk and analysis of the provisions for impairment of loans
and advances to customers are set out in Note 44.
24.
Life insurance business assets attributable to policyholders
Equity securities
Debt securities
Mutual funds
Mortgages and other loans
Bank deposits
Property
2017
€000
2016
€000
1,171
8,298
60,847
56,389
402,240
367,096
1,139
1,489
39,451
52,361
504,848
485,633
13,830
13,900
518,678
499,533
Financial assets of life insurance business attributable to policyholders are classified as investments at fair value
through profit or loss.
In addition to the above assets, the life insurance subsidiary of the Group holds shares of the Company, as part
of the assets attributable to policyholders with a carrying value as at 31 December 2017 of €350 thousand
(2016: €404 thousand). Such shares are presented in the Consolidated Financial Statements as treasury
shares (Note 35).
115
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
24.
Life insurance business assets attributable to policyholders (continued)
The analysis of the financial assets of life insurance business attributable to policyholders measured at fair
value by level, is presented below:
2017
Equity securities
Debt securities
Mutual funds
Mortgages and other loans
2016
Equity securities
Debt securities
Mutual funds
Mortgages and other loans
Level 1
Level 2
Level 3
€000
€000
€000
Total
€000
1,171
-
34,282
26,565
401,384
1,139
-
-
-
-
1,171
60,847
856
402,240
-
1,139
437,976
26,565
856
465,397
7,090
-
1,208
31,886
24,503
367,096
1,489
-
-
-
-
-
8,298
56,389
367,096
1,489
407,561
24,503
1,208
433,272
Bank deposits are financial instruments whose carrying amount is a reasonable approximation of fair value,
because they are short-term in nature or are repriced to current market rates frequently.
The movement of financial assets classified as Level 3 is presented below:
1 January
Unrealised losses recognised in the consolidated income statement
31 December
2017
€000
2016
€000
1,208
(352)
856
1,436
(228)
1,208
During years 2017 and 2016 there were no significant transfers between Level 1 and Level 2.
116
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
25.
Property and equipment
2017
Property
Equipment
€000
€000
Total
€000
Net book value at 1 January
258,552
22,341
280,893
Additions
Revaluation
Transfers from stock of property (Note 27)
Transfers from investment property (Note 22)
Disposals and write-offs
1,843
9,319
129
395
(35)
8,456
10,299
-
-
-
9,319
129
395
(242)
(277)
Depreciation charge for the year
(3,983)
(7,947)
(11,930)
Impairment charge for the year
(8,470)
-
(8,470)
Foreign exchange adjustments
(390)
(154)
(544)
Net book value at 31 December
257,360
22,454
279,814
1 January 2017
Cost or valuation
Accumulated depreciation
Net book value
31 December 2017
Cost or valuation
Accumulated depreciation
Net book value
298,743
152,838
451,581
(40,191)
(130,497)
(170,688)
258,552
22,341
280,893
293,664
149,263
442,927
(36,304)
(126,809)
(163,113)
257,360
22,454
279,814
117
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
25.
Property and equipment (continued)
2016
Property
Equipment
€000
€000
Total
€000
Net book value at 1 January
242,941
21,392
264,333
Acquisition of subsidiary (Note 51.3.1)
Additions
Transfers to stock of property (Note 27)
Transfers from intangible assets (Note 26)
Disposals and write-offs
Disposal of subsidiary (Note 51.4.1)
19,952
2,572
(1,371)
-
(80)
-
356
20,308
9,524
12,096
-
(1,371)
456
(184)
(952)
456
(264)
(952)
Depreciation charge for the year
(3,692)
(7,866)
(11,558)
Foreign exchange adjustments
(1,770)
(385)
(2,155)
Net book value at 31 December
258,552
22,341
280,893
1 January 2016
Cost or valuation
Accumulated depreciation
Net book value
31 December 2016
Cost or valuation
Accumulated depreciation
Net book value
The net book value of the Group’s property comprises:
Freehold property
Improvements on leasehold property
278,285
147,602
425,887
(35,344)
(126,210)
(161,554)
242,941
21,392
264,333
298,743
152,838
451,581
(40,191)
(130,497)
(170,688)
258,552
22,341
280,893
2017
€000
2016
€000
255,891
256,555
1,469
1,997
257,360
258,552
Freehold property includes land amounting to €92,471 thousand (2016: €92,818 thousand) for which no
depreciation is charged.
118
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
25.
Property and equipment (continued)
The Group’s policy is to revalue its properties periodically (between 3 to 5 years) but more frequent
revaluations may be performed where there are significant and volatile movements in values. The Group
performed revaluations as at 31 December 2017. As a result, a net gain on revaluation of €9,319 thousand
(2016: nil) was recognised in the consolidated statement of comprehensive income and an impairment loss of
€8,470 thousand (2016: nil) was recognised in the consolidated income statement for the year ended 31
December 2017. The valuations at year end were carried out by independent qualified valuers, on the basis of
market value using observable prices and/or recent market transactions depending on the location of the
property. Details on valuation techniques and inputs are presented in Note 22.
As at 31 December 2017 and 2016 there are charges against freehold property of the Group with carrying value
€20,850 thousand (2016: €21,134 thousand).
The net book value of freehold property, on a cost less accumulated depreciation basis, as at 31 December
2017 would have amounted to €194,446 thousand (2016: €190,241 thousand).
26.
Intangible assets
2017
Computer
software
In-force life
insurance
business
Total
€000
€000
€000
Net book value at 1 January
28,959
118,004
146,963
Additions
Increase in value of in-force life insurance business
(Note 12)
Disposals and write-offs
Amortisation charge for the year
Foreign exchange adjustments
25,723
-
25,723
-
2,743
2,743
(22)
(9,404)
(51)
-
-
-
(22)
(9,404)
(51)
Net book value at 31 December
45,205
120,747
165,952
1 January 2017
Cost
144,898
118,004
262,902
Accumulated amortisation and impairment
(115,939)
-
(115,939)
Net book value
28,959
118,004
146,963
31 December 2017
Cost
169,612
120,747
290,359
Accumulated amortisation and impairment
(124,407)
-
(124,407)
Net book value
45,205
120,747
165,952
119
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
26.
Intangible assets (continued)
2016
Computer
software
In-force life
insurance
business
Total
€000
€000
€000
Net book value at 1 January
20,464
113,324
133,788
Additions
Transfers to equipment (Note 25)
Increase in value of in-force life insurance business
(Note 12)
Disposals and write-offs
Amortisation charge for the year
Foreign exchange adjustments
16,363
(456)
-
-
16,363
(456)
-
4,680
4,680
(13)
(7,263)
(136)
-
-
-
(13)
(7,263)
(136)
Net book value at 31 December
28,959
118,004
146,963
1 January 2016
Cost
130,151
113,324
243,475
Accumulated amortisation and impairment
(109,687)
-
(109,687)
Net book value
20,464
113,324
133,788
31 December 2016
Cost
144,898
118,004
262,902
Accumulated amortisation and impairment
(115,939)
-
(115,939)
Net book value
28,959
118,004
146,963
Valuation of in-force life insurance business
The actuarial assumptions made to determine the value of in-force life insurance business relate to future
mortality, redemptions, level of administration and selling expenses and investment returns. The main
assumptions used in determining the value of the in-force business are:
Discount rate (after tax)
Return on investments
Expense inflation
2017
2016
10.0%
10.0%
5.0%
4.0%
5.0%
4.0%
120
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
27.
Stock of property
The carrying value of stock is determined as the lower of cost and net realisable value. Impairment is
recognised if the net realisable value is below cost. During 2017 an impairment loss of €50,502 thousand
(2016: €36,220 thousand) was recognised in ‘Impairment of non-financial instruments’ in the consolidated
income statement. At 31 December 2017, stock of €418,559 thousand (2016: €608,985 thousand) is carried at
net realisable value which is the fair value less costs to sell.
The stock of property includes residential properties, offices and other commercial properties, manufacturing
and industrial properties, hotels, land (fields and plots) and properties under construction. There is no stock of
property pledged as collateral for central bank funding facilities under Eurosystem monetary policy operations
and ELA (2016: €22,055 thousand).
The carrying value of the stock of property is analysed in the tables below:
Net book value at 1 January
Acquisition of subsidiaries (Note 51.3)
Additions
Disposals
Transfers (to)/from own use properties (Note 25)
Impairment (Note 16)
Foreign exchange adjustments
Net book value at 31 December
2017
€000
2016
€000
1,427,272
515,858
-
75,632
523,061
1,010,059
(257,662)
(139,316)
(129)
1,371
(50,502)
(36,220)
(618)
(112)
1,641,422
1,427,272
Additions during 2017 include cost of construction of €3,404 thousand (2016: nil).
Analysis by type and country
Cyprus
Greece
Romania
2017
Residential properties
Offices and other commercial properties
Manufacturing and industrial properties
Hotels
Land (fields and plots)
Properties under construction
Total
€000
€000
€000
€000
146,214
288,282
112,890
77,820
836,543
56,992
29,057
38,882
33,427
493
6,402
-
189
175,460
9,138
336,302
498
146,815
-
78,313
4,595
847,540
-
56,992
Total
1,518,741
108,261
14,420
1,641,422
121
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
27.
Stock of property (continued)
Analysis by type and country
Cyprus
Greece
Romania
2016
€000
€000
€000
Total
€000
Residential properties
90,308
Offices and other commercial properties
256,152
Manufacturing and industrial properties
Hotels
Land (fields and plots)
Properties under construction
81,572
74,578
739,058
791
36,810
55,676
53,735
544
5,732
-
9,641
136,759
12,340
324,168
511
135,818
-
75,122
9,824
754,614
-
791
Total
1,242,459
152,497
32,316
1,427,272
28.
Prepayments, accrued income and other assets
Receivables relating to disposal of operations
Reinsurers’ share of insurance contract liabilities (Note 32)
Taxes refundable
Debtors
Prepaid expenses
Retirement benefit plan assets (Note 14)
Other assets
2017
€000
2016
€000
36,282
48,000
25,647
24,121
1,391
-
57,056
49,973
33,582
24,571
1,765
668
93,066
102,296
228,507
269,911
As at 31 December 2017 and 2016, the receivables relating to disposal of operations related to the disposal of
the Ukrainian operations during 2014. In 2017 the settlement terms of the deferred consideration, the related
interest rate and the collaterals were amended. The deferred consideration is due to be paid to the Group
under a repayment programme which has been extended from June 2019 to December 2022. The receivable is
fully secured.
During 2017, a reversal of impairment of €1,379 thousand was recognised in relation to other assets (2016:
reversal of impairment loss of €3,869 thousand) (Note 16).
29.
Non-current assets held for sale
Non-current assets held for sale:
- investment properties
2017
€000
2016
€000
6,500
11,411
122
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
29.
Non-current assets held for sale (continued)
Investment properties
The investment properties classified as held for sale are properties which management is committed to sell and
has proceeded with an active programme to complete this plan. The disposals are expected to take place
within 12 months from the date of classification. Investment properties classified as held for sale are measured
at fair value. The results of the fair value changes are presented within ‘Net (losses)/gains from revaluation
and disposal of investment properties’ in the consolidated income statement and are within the Cyprus
operating segment for investment properties in Cyprus and in the Other countries operating segment for Greek,
UK and Romanian investment properties. An analysis of investment properties held for sale by country and key
valuation inputs are disclosed in Note 22.
30.
Funding from central banks
Funding from central banks comprises funding from the ECB under Eurosystem monetary policy operations and
ELA from the CBC, as set out in the table below:
Emergency Liquidity Assistance (ELA)
Main Refinancing Operations (MRO)
Longer-Term Refinancing Operations (LTRO)
2017
€000
2016
€000
-
200,014
100,000
-
-
50,000
Targeted Longer-Term Refinancing Operations (TLTRO)
830,000
600,000
930,000
850,014
In December 2016, BOC PCL borrowed an amount of €600 million through the new series of TLTRO (TLTRO II)
announced by the ECB in March 2016 and an amount of €50 million through the LTRO. In March 2017, the €50
million borrowed through the LTRO matured and €40 million was re-borrowed, which matured in June 2017 and
was re-borrowed through a new LTRO. This was repaid in September 2017. In March 2017, BOC PCL raised an
additional €230 million funding from ECB, through TLTRO II. In April 2017, an additional €40 million was
borrowed through the MRO of which €10 million was repaid in May 2017 and the remaining €30 million was
repaid in August 2017. In December 2017 an amount of €100 million was borrowed through the MRO.
As at 31 December 2017, ECB funding was at €930 million of which €100 million was from the weekly MRO and
€830 million was from the 4-year TLTRO II.
The interest rate applied to TLTRO II will be fixed for each operation at the rate applied in the MRO prevailing at
the time of allotment and is subject to a lower rate for counterparties whose eligible net lending in the pre-
specified period exceeds their benchmark. This lower rate will be linked to the interest rate on the deposit
facility prevailing at the time of the allotment of each operation.
ELA funding was repaid in full by BOC PCL on 5 January 2017.
Details on encumbered assets related to the above funding facilities are disclosed in Note 46.
123
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
31.
Customer deposits
By type of deposit
Demand
Savings
Time or notice
By geographical area
Cyprus
United Kingdom
Romania
By currency
Euro
US Dollar
British Pound
Russian Rouble
Romanian Lei
Swiss Franc
Other currencies
By customer sector
2017
Corporate
SMEs
Retail
Restructuring
– Corporate
– SMEs
Recoveries
International banking services
Wealth management
2016
Corporate
SMEs
Retail
Restructuring
– Corporate
– SMEs
Recoveries
International banking services
Wealth management
2017
€000
2016
€000
6,313,244
1,536,576
10,000,099
17,849,919
6,182,096
1,061,786
9,265,859
16,509,741
15,982,905
1,867,014
-
17,849,919
15,043,362
1,464,651
1,728
16,509,741
13,829,991
1,743,513
2,110,265
49,788
42
14,943
101,377
17,849,919
12,397,828
2,201,980
1,690,118
92,472
1,669
18,087
107,587
16,509,741
Romania
Total
€000
€000
1,559,263
-
867,476
-
- 10,306,361
145,084
-
40,743
-
6,615
-
4,163,384
-
760,993
-
- 17,849,919
Cyprus
€000
1,529,521
665,940
8,670,625
145,084
40,743
6,615
4,163,384
760,993
15,982,905
United
Kingdom
€000
29,742
201,536
1,635,736
-
-
-
-
-
1,867,014
1,184,681
566,172
7,778,136
53,457
204,166
1,207,028
1,446
178
104
1,239,584
770,516
8,985,268
192,442
27,685
11,176
4,494,755
788,315
-
-
-
-
-
-
-
-
-
-
192,442
27,685
11,176
4,494,755
788,315
15,043,362
1,464,651
1,728 16,509,741
Deposits by geographical area are based on the originator country of the deposit.
124
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
32.
Insurance liabilities
2017
Reinsurers’
share
Net
Gross
2016
Reinsurers’
share
€000
€000
€000
€000
Net
€000
Gross
€000
546,887
(27,608)
519,279
530,075
(28,379)
501,696
24,151
(8,879)
15,272
22,690
(8,605)
14,085
Life insurance
Life insurance
contract liabilities
General insurance
Provision for
unearned premiums
Other liabilities
Claims outstanding
34,076
(11,513)
22,563
31,009
(12,989)
18,020
Unexpired risks
reserve
Equalisation reserve
General insurance
contract liabilities
314
20
-
-
314
20
204
19
-
-
204
19
58,561
(20,392)
38,169
53,922
(21,594)
32,328
605,448
(48,000)
557,448
583,997
(49,973)
534,024
Reinsurance balances receivable are included in ‘Prepayments, accrued income and other assets’ (Note 28).
Life insurance contract liabilities
The movement of life insurance contract liabilities and reinsurance assets during the year is analysed as
follows:
Gross
€000
2017
Reinsurers’
share
€000
Net
€000
Gross
€000
2016
Reinsurers’
share
€000
Net
€000
1 January
530,075
(28,379)
501,696
510,729
(30,396)
480,333
New business
Change in existing
business
31 December
9,367
(1,173)
8,194
8,389
(1,150)
7,239
7,445
1,944
9,389
10,957
3,167
14,124
546,887
(27,608)
519,279
530,075
(28,379)
501,696
General insurance contract liabilities
The movement in general insurance contract liabilities and reinsurance assets for the year is analysed as
follows:
Gross
2017
Reinsurers’
share
Net
Gross
2016
Reinsurers’
share
Net
€000
€000
€000
€000
€000
€000
Premium income
65,701
(29,246)
22,690
(8,605)
14,085
36,455
24,029
60,215
(11,533)
(27,544)
12,496
32,671
Earned premiums
(64,240)
28,972
(35,268)
(61,554)
30,472
(31,082)
31 December
24,151
(8,879)
15,272
22,690
(8,605)
14,085
125
Liabilities for
unearned
premiums
1 January
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
32.
Insurance liabilities (continued)
General insurance contract liabilities (continued)
The provisions for unearned insurance and reinsurance premiums represent the portion of premiums that relate
to risks that have not yet expired at the reporting date.
Claims outstanding
€000
Gross
2017
Reinsurers’
share
€000
Net
€000
Gross
€000
2016
Reinsurers’
share
€000
Net
€000
1 January
Amount paid for
claims settled in the
period
Increase in liabilities
arising from claims
31 December
Reported claims
Incurred but not
reported
31,009
(12,989)
18,020
32,083
(14,834)
17,249
(27,017)
13,643
(13,374)
(25,864)
12,004
(13,860)
30,084
(12,167)
17,917
24,790
(10,159)
14,631
34,076
(11,513)
32,202
(10,704)
22,563
21,498
31,009
(12,989)
29,188
(12,178)
18,020
17,010
1,874
(809)
1,065
1,821
(811)
1,010
34,076
(11,513)
22,563
31,009
(12,989)
18,020
33.
Subordinated loan stock
Subordinated Tier 2 Capital Note
Subordinated Tier 2 Capital Loan
Contractual interest rate
2017
€000
2016
€000
9.25% up to 19 January
2022
8.00% up to
21 December 2022
268,485
33,803
302,288
-
-
-
BOC PCL maintains a Euro Medium Term Note (ΕΜΤΝ) Programme with an aggregate nominal amount up to
€4,000 million.
In January 2017, BOC PCL issued a €250 million unsecured and subordinated Tier 2 Capital Note (Note) under
BOC PCL’s EMTN Programme. The Note was priced at par with a coupon of 9.25% per annum payable annually
up to 19 January 2022 and then a rate at the then prevailing 5-year swap rate plus a margin of 9.176% per
annum up to 19 January 2027, payable annually. The Note matures on 19 January 2027. BOC PCL has the
option to redeem the Note early on 19 January 2022, subject to applicable regulatory consents.
The Note is listed on the Luxembourg Stock Exchange’s Euro Multilateral Trading Facility (MTF) market.
In December 2017, Bank of Cyprus UK Ltd, a 100% subsidiary of BOC PCL issued a £30 million unsecured and
subordinated Tier 2 Capital Loan (Loan), priced at par. The Loan has a coupon of 8.00% up to 21 December
2022 and then a rate at the then prevailing 5-year swap rate plus a margin of 6.99% per annum, up to 21
December 2027, payable semi-annually, in June and December. The Loan matures on 21 December 2027.
Bank of Cyprus UK Ltd has the option to redeem the Loan early on 21 December 2022, subject to meeting the
notice conditions.
126
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
34.
Accruals, deferred income and other liabilities
2017
€000
2016
€000
Income tax payable and related provisions
Special defence contribution payable
Retirement benefit plans liabilities (Note 14)
25,467
5,891
10,037
Provisions for pending litigation, claims and regulatory matters (Note 39)
133,318
Provisions for financial guarantees and commitments (Notes 16 and 39)
Liabilities for investment-linked contracts under administration
Accrued expenses and other provisions
Deferred income
Items in the course of settlement
Other liabilities
51,987
7,873
60,078
9,439
72,241
68,271
25,599
5,719
22,776
48,882
38,196
5,458
58,761
7,379
49,522
73,633
444,602
335,925
Provisions for pending litigation, claims and regulatory matters
The movement for the year in the provisions for pending litigation, claims and regulatory matters is as follows:
1 January
Increase of provisions (Note 15)
Utilisation of provisions
Release of provisions (Note 15)
Foreign exchange adjustments
31 December
2017
€000
48,882
98,757
(12,640)
(1,220)
(461)
133,318
2016
€000
34,749
30,890
(7,931)
(7,924)
(902)
48,882
The provisions for pending litigation, claims and regulatory matters are analysed as follows:
Pending litigation or claims
Regulatory matters
31 December
2017
€000
62,646
70,672
133,318
2016
€000
25,234
23,648
48,882
The increase of provisions for regulatory matters during the six months ended 31 December 2017 mainly
relates to increase in provision recognised on UK regulatory matters as detailed in Note 39.2.2. The increase of
provisions for pending litigation and claims during the six months ended 31 December 2017 mainly relates to
increase in provision recognised on investigations and litigations relating to securities issued by BOC PCL as
detailed in Note 39.2.1.
The increase of provisions during the year 2016 of €22,966 thousand includes an amount of €5,126 thousand
which is classified in advisory and other restructuring costs in other operating expenses (Note 15).
The provisions for pending litigation, claims and regulatory matters do not include insurance claims arising in
the ordinary course of business of the Group’s insurance subsidiaries as these are included in ‘Insurance
liabilities’ (Note 32).
Further details on the pending litigations, claims and regulatory matters are disclosed in Note 39.
127
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
35.
Share capital
Company
2017
BOC PCL
2016
Number of
shares
(thousand)
€000
Number of
shares
(thousand)
€000
Authorised
Ordinary shares of €0.10 each
10,000,000
1,000,000
47,677,593
4,767,759
Issued
1 January
8,922,945
892,294
8,922,945
892,294
Cancellation of shares due to reorganisation
(8,922,945)
(892,294)
446,200
44,620
446,200
44,620
8,922,945
892,294
-
-
-
-
Issue of shares
31 December
Authorised and issued share capital
2017
The Extraordinary General Meeting (EGM) of the shareholders of BOC PCL held on 13 December 2016 approved
a scheme of arrangement between the Company, BOC PCL and its shareholders. The scheme of arrangement
introduced the Company as the new holding company of the Group. Additionally the EGM authorised the
directors of BOC PCL to take all actions necessary or appropriate to carry the scheme of arrangement into
effect. The scheme of arrangement was sanctioned by the District Court of Nicosia on 21 December 2016.
Following the submission of the Court Order to the Registrar of Companies and the registration, by the latter, of
the reduction of capital, the scheme of arrangement became effective on 18 January 2017. As a result on the
same date, the authorised share capital of BOC PCL which amounted to €4,767,759,272.00 divided into
47,677,592,720 ordinary shares with a nominal value of €0.10 each was reduced to €3,875,464,818.70 divided
into 38,754,648,453.30 ordinary shares with a nominal value of €0.10 each and its issued share capital which
amounted to €892,294,453.30 divided into 8,922,944,533 ordinary shares with a nominal value of €0.10 each
was reduced to nil by cancelling all the shares comprising the issued share capital of BOC PCL (the Existing
Shares) resulting in the creation of a capital reduction reserve in the accounts of BOC PCL, equal to the
aggregate nominal value of the Existing Shares so cancelled, and which shall be retained as a non-distributable
capital reserve in accordance with the provisions of subsection (e) of section 64 of the Cyprus Companies Law,
Cap. 113 (the Reduction of Capital).
Following the reduction of the share capital of BOC PCL, the authorised share capital was increased to
€4,767,759,272 divided into 47,677,592,720 ordinary shares with a nominal value of €0.10 each through the
creation of 8,922,944,533 ordinary shares with a nominal value of €0.10 each, each of which have the same
rights and rank pari passu with the existing ordinary shares of BOC PCL. Also, the reserve arising in the books
of account of BOC PCL as a result of the cancellation of the Existing Shares was applied in paying up in full at
par 8,922,944,533 new ordinary shares with a nominal value of €0.10 each in the capital of BOC PCL, which
were issued and allotted, credited as fully paid, to the Company or its nominee(s) in accordance with the
scheme of arrangement.
As mentioned above, all of the shares comprising the issued share capital of BOC PCL were cancelled and BOC
PCL issued and allotted 8,922,944,533 new ordinary shares of nominal value €0.10 each, credited as fully paid
to the Company; and the Company issued and allotted new shares (New Shares) and procured the issue of
Depositary Interests representing New Shares, in accordance with the terms of the scheme of arrangement.
Each one New Share or one Depositary Interest represents one New Share for each individual holding of 20
Existing Shares. As a result, the Company issued 446,199,933 ordinary shares with a nominal value of €0.10
each.
2016
There were no changes to the issued share capital during the year 2016.
All issued ordinary shares carry the same rights.
128
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
35.
Share capital (continued)
Share premium reserve
2017
As a result of the implementation of the scheme of arrangement, the share premium reserve was created
amounting to the difference between the nominal value of the shares issued pursuant to the terms of the
scheme of arrangement and the net asset value of BOC PCL.
2016
The share premium reserve was maintained pursuant to the provisions of section 55 of the Cyprus Companies
Law, Cap. 113 and was not available for distribution to equity holders in the form of a dividend.
The share premium as at 31 December 2016 was created in 2014 and 2015 by the issuance of 4,167,234
thousand shares of a nominal value of €0.10 each of a subscription price of €0.24 each, and was reduced by
the relevant transaction costs of €30,794 thousand.
Reorganisation of the Group
Following the reorganisation of the Group on 18 January 2017 the Company became the sole shareholder of
BOC PCL and consequently the new parent of the Group. This transaction did not result in any change of
economic substance and hence did not have any effect on the total equity of the Group. The Group financial
results reflect the difference of €558,420 thousand in the amounts of share capital, share premium and capital
reduction reserves as an adjustment in equity.
As these Consolidated Financial Statements are a continuation of the consolidated financial statements of the
BOC group for the year ended 31 December 2016, the components of equity for the year then ended reflect the
capital structure of BOC PCL and following the reorganisation these components of equity reflect the capital
structure of the Company.
Capital reduction reserve
2016
The capital reduction reserve was maintained pursuant to the provisions of section 55 of the Cyprus Companies
Law, Cap. 113 and was not available for distribution to equity holders in the form of a dividend.
The capital reduction reserve was created upon the reduction of the nominal value of ordinary shares from
€1.00 each to €0.10 each in 2014. The reduction in capital amounted to €4,280,140 thousand, of which an
amount of €2,327,654 thousand was applied against accumulated losses and an amount of €1,952,486
thousand was credited to the capital reduction reserve.
Treasury shares of the Company
Shares of the Company held by entities controlled by the Group are deducted from equity on the purchase,
sale, issue or cancellation of such shares. No gain or loss is recognised in the consolidated income statement.
During 2016 all treasury shares other than those held by the life insurance subsidiary of the Group were
disposed of. Following the restructuring of the Group and the introduction of the Company as the new holding
company of the Group, the shares held by the life insurance subsidiary were cancelled and New Shares of the
Company were issued.
The life insurance subsidiary of the Group, as at 31 December 2017, held a total of 142 thousand ordinary
shares of the Company of a nominal value of €0.10 each (2016: 2,889 thousand ordinary shares of BOC PCL of
a nominal value of €0.10 each), as part of its financial assets which are invested for the benefit of insurance
policyholders. The cost of acquisition of these shares was €21,463 thousand (2016: €25,333 thousand).
129
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
35.
Share capital (continued)
Treasury shares of the Company (continued)
The movement in treasury shares for the years ended 31 December 2017 and 2016 are as follows:
1 January
Disposals of treasury shares
Company
BOC PCL
2017
2016
Number of
shares
(thousand)
Number of
shares
(thousand)
2,889
5,136
(45)
(5,136)
Cancellation of shares due to reorganisation (Note 2.1)
(2,844)
Change of parent company to Bank of Cyprus Holdings Public Limited
Company and issue of new shares (Note 2.1)
Change in presentation of life insurance subsidiary’s treasury shares
31 December
142
-
142
-
-
2,889
2,889
The treasury shares represent 0.03% of the total issued share capital of the Company (2016: 0.03% of the
issued share capital of BOC PCL).
The Company did not provide financial assistance permitted by section 82 of the Companies Act 2014 for the
purchase of its shares.
Share-based payments - share options
Following the incorporation of the Company and its introduction as the new holding company of the Group in
January 2017, the Long Term Incentive Plan (as approved on 24 November 2015 by the Annual General
Meeting of BOC PCL) was replaced by the Share Option Plan which operates at the level of the Company. The
Share Option Plan is identical to the Long Term Incentive Plan except that the number of shares in the
Company to be issued pursuant to an exercise of options under the Share Option Plan should not exceed
8,922,945 ordinary shares of a nominal value of €0.10 each and the exercise price was set at €5.00 per share.
The term of the options was also extended to between 4-10 years after the grant date.
No share options were granted since the date of replacement of the Long Term Incentive Plan by the Share
Option Plan at the level of the Company.
36.
Dividends
The Company and BOC PCL are currently under a regulatory dividend distribution prohibition and therefore no
dividends were declared or paid during years 2017 and 2016.
37.
Accumulated losses
For the purpose of dividend distribution, retained earnings determined at the Company level, are the only
distributable reserve.
Companies, tax resident in Cyprus, which do not distribute at least 70% of their profits after tax as defined by
the Special Defence Contribution Law during the two years after the end of the year of assessment to which the
profits refer, will be deemed to have distributed this amount as dividend. Special defence contribution at 17%
is payable on such deemed dividend distribution to the extent that the shareholders of the Company
(individuals who are domiciled in Cyprus and companies) at the end of the period of two years from the end of
the year of assessment to which the profits refer, are directly or indirectly Cyprus tax residents. Deemed
distribution does not apply in respect of profits that are directly or indirectly attributable to shareholders that
are non-Cyprus tax residents and individual shareholders who are not domiciled in Cyprus.
The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the
relevant year.
130
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
37.
Accumulated losses (continued)
This special defence contribution is paid by the company on account of the shareholders. During 2017 and 2016
no deemed dividend distribution was paid by the Company and by BOC PCL.
38.
Fiduciary transactions
The Group offers fund management and custody services that result in holding or investing financial assets on
behalf of its customers. The Group is not liable to its customers for any default by other banks or organisations.
The assets under management and custody are not included in the consolidated balance sheet of the Group
unless they are placed with the Group. Total assets under management and custody at 31 December 2017
amounted to €1,120,817 thousand (2016: €1,054,210 thousand).
39.
Contingent liabilities and commitments
As part of the services provided to its customers, the Group enters into various irrevocable commitments and
contingent liabilities. These consist of financial guarantees, letters of credit and other undrawn commitments to
lend.
Even though these obligations may not be recognised on the consolidated balance sheet, they do contain credit
risk and are therefore part of the overall credit risk exposure of the Group (Note 44).
39.1
Capital commitments
Capital commitments for the acquisition of property, equipment and intangible assets as at 31 December 2017
amount to €38,306 thousand (2016: €14,830 thousand).
39.2 Pending litigation, claims and regulatory matters
The Group in the ordinary course of business is subject to enquiries and examinations, requests for information,
audits, investigations and legal and other proceedings by regulators, governmental and other public bodies,
actual and threatened, relating to the suitability and adequacy of advice given to clients or the absence of
advice, lending and pricing practices, selling and disclosure requirements, record keeping, filings and a variety
of other matters. In addition, as a result of the deterioration of the Cypriot economy and banking sector in
2012 and the subsequent restructuring of BOC PCL in 2013 as a result of the Bail-in Decrees, BOC PCL is
subject to a large number of proceedings and investigations that either precede, or result from the events that
occurred during the period of the Bail-in Decrees. Most ongoing investigations and proceedings of significance
relate to matters arising during the period prior to the issue of the Bail-in Decrees.
Apart from what is described below, the Group considers that none of these matters is material, either
individually or in aggregate. The Group has not disclosed an estimate of the potential financial effect on its
contingent liabilities arising from these matters where it is not practicable to do so because it is too early or the
outcome is too uncertain or, in cases where it is practicable, where disclosure could prejudice conduct of the
matters. Provisions have been recognised for those cases where the Group is able to estimate probable losses.
Where an individual provision is material, the fact that a provision has been made is stated. Any provision
recognised does not constitute an admission of wrongdoing or legal liability. While the outcome of these
matters is inherently uncertain, management believes that, based on the information available to it, appropriate
provisions have been made in respect of legal proceedings and regulatory matters as at 31 December 2017 and
hence it is not believed that such matters, when concluded, will have a material impact upon the financial
position of the Group. Further information is disclosed in Note 34.
39.2.1 Pending litigation and claims
Investigations and litigation relating to securities issued by BOC PCL
A number of institutional and retail customers have filed various separate actions against BOC PCL alleging that
BOC PCL is guilty of misselling in relation to securities issued by BOC PCL between 2007 and 2011. Remedies
sought include the return of the money investors paid for these securities. Claims are currently pending before
the courts in Cyprus and in Greece, as well as the decisions and fines imposed upon BOC PCL in related matters
by Cyprus Securities and Exchange Commission (CySEC) and/or Hellenic Capital Market Commission (HCMC).
The bonds and capital securities in respect of which claims have been brought are the following: 2007 Capital
Securities, 2008 Convertible Bonds, 2009 Convertible Capital Securities (CCS) and 2011 Convertible Enhanced
Capital Securities (CECS).
131
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
39.
Contingent liabilities and commitments (continued)
39.2
Pending litigation, claims and regulatory matters (continued)
39.2.1 Pending litigation and claims (continued)
Investigations and litigation relating to securities issued by BOC PCL (continued)
BOC PCL is defending these claims, particularly with respect to institutional investors and retail purchasers who
received investment advice from independent investment advisors. In the case of retail investors, if it can be
documented that the relevant BOC PCL officers 'persuaded' them to proceed with the purchase and/or
purported to offer 'investment advice', BOC PCL may face significant difficulties. To date, a number of cases
have been tried in Greece. BOC PCL has appealed against any such cases which were not ruled in its favour.
The resolution of the claims brought in the courts of Greece is expected to take a number of years. Also a
small number of cases are being heard in Cyprus. No judgement has yet been issued. Provision has been made
based on management's best estimate of probable outflows and based on advice of legal counsel.
Bail-in related litigation
Depositors
A number of the BOC PCL's depositors, who allege that they were adversely affected by the bail-in, filed claims
against BOC PCL and other parties (such as the CBC and the Ministry of Finance of Cyprus) on the grounds that,
inter alia, the ‘Resolution Law of 2013’ and the Bail-in Decrees were in conflict with the Constitution of the
Republic of Cyprus and the European Convention on Human Rights. They are seeking damages for their alleged
losses resulting from the bail-in of their deposits. BOC PCL is defending these actions.
Shareholders
Numerous claims were filed by shareholders in 2013 (some of whom were shareholders of BOC PCL) against the
Government and the CBC before the Supreme Court in relation to the dilution of their shareholding as a result
of the recapitalisation pursuant to the Resolution Law and the Bail-in Decrees issued thereunder. These
proceedings sought the cancellation and setting aside of the Bail-in Decrees as unconstitutional and/or unlawful
and/or irregular. BOC PCL appeared in these proceedings as an interested party to support the position that the
cases should be adjudicated upon in the context of private law. The Supreme Court ruled in these cases in
October 2014 that the proceedings fall within private and public law and thus fall within the jurisdiction of the
District Courts.
As at the present date, both the Resolution Law and the Bail-in Decrees have not been annulled by a court of
law and thus remain legally valid and in effect. A number of actions for damages have been filed and are still
being filed with the District Courts of Cyprus.
Claims based on set-off
Certain claims have been filed by customers against BOC PCL alleging that the implementation of the bail-in
under the Bail-in Decrees was not carried out correctly in relation to them and, in particular, that their rights of
set-off were not properly respected. BOC PCL intends to contest such claims.
Laiki Bank depositors and shareholders
BOC PCL has been joined as a defendant with regards to certain claims which have been brought against Laiki
Bank by its depositors, shareholders and holders of debt securities. These claims have been brought on grounds
similar to the claims brought by BOC PCL’s bailed-in depositors and shareholders as described above. BOC PCL,
inter alia, maintains the position that it should not be a party to these proceedings.
Implementation of Decrees
Occasionally, other claims are brought against BOC PCL in respect of the implementation of the Decrees issued
following the adoption of the Resolution Law (as regards the way and methodology whereby such Decrees have
been implemented).
Legal position of the Group
All above claims are being vigorously disputed by the Group, in close consultation with the appropriate state
and governmental authorities. The position of the Group is that the Resolution Law and the Decrees take
precedence over all other laws. As matters now stand, both the Resolution Law and the Decrees issued
thereunder are constitutional and lawful, in that they were properly enacted and have not so far been annulled
by any court.
132
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
39.
Contingent liabilities and commitments (continued)
39.2
Pending litigation, claims and regulatory matters (continued)
39.2.1 Pending litigation and claims (continued)
Provident fund case
In December 2015, the Bank of Cyprus Employees Provident Fund (the Provident Fund) filed an action against
BOC PCL claiming €70 million allegedly owed as part of BOC PCL's contribution by virtue of an agreement with
the union dated 31 December 2011. Based on facts currently known, it is not practicable at this time for BOC
PCL to predict the resolution of this matter, including the timing or any possible impact on BOC PCL, however at
this stage the Group does not expect a material impact on its financial position.
Employment litigation
Former senior officers of BOC PCL have instituted a total of three claims for unfair dismissal and for Provident
Fund entitlements against BOC PCL and Trustees of the Provident Fund. As at the present date one case had
been dismissed as filed out of time, but the plaintiff has subsequently filed a civil action in the District Court on
the same grounds as the previous case which was filed in the Labour Disputes Court. The Group does not
consider that these cases will have a material impact upon its financial position.
Swiss Francs loans litigation in Cyprus and UK
A number of actions have been instituted against BOC PCL by borrowers who obtained loans in foreign
currencies (mainly Swiss Francs). The central allegation in these cases is that BOC PCL misled these borrowers
and/or misrepresented matters, in violation of applicable law. BOC PCL intends to contest such proceedings.
The Group does not expect that these actions will have a material impact upon its financial position.
UK property lending claims
BOC PCL is the defendant in certain proceedings alleging that BOC PCL is legally responsible for allegedly, inter
alia, advancing and misselling loans for the purchase by UK nationals of property in Cyprus. The proceedings in
the United Kingdom are currently stayed in order for the parties to have time to negotiate possible settlements.
General criminal investigations and proceedings
The Attorney General and the Cypriot Police (the Police) are conducting various investigations and inquiries
following and relating to the financial crisis which culminated in March 2013. BOC PCL is cooperating fully with
the Attorney General and the Police and is providing all information requested of it. Based on the currently
available information, the Group is of the view that any further investigations or claims resulting from these
investigations will not have a material impact on its financial position.
The Attorney General had filed a criminal case against BOC PCL and five former members of the Board of
Directors for alleged market manipulation offences referring to the non-publication in a timely manner of the
increased capital shortfall of BOC PCL in 2012. On 14 December 2017, the Court found BOC PCL and its former
Chief Executive Officer guilty only in relation to the one charge regarding market manipulation and acquitted all
accused of all remaining charges. On 5 January 2018 the Court imposed a fine of €120,000 on BOC PCL and a
prison sentence of two and a half years on Mr. Andreas Eliades. BOC PCL has filed an appeal against both the
decision and the fine imposed on it.
The Attorney General had also filed a separate criminal case against BOC PCL and six former members of the
Board of Directors of BOC PCL for alleged market manipulation offences referring to the non-disclosure of the
purchase of the Greek Government Bonds during a specified period. On 18 December 2017, the Criminal Court
dismissed the proceedings against the accused following a ruling by the Supreme Court (first instance
jurisdiction) which rendered the charges void ab initio. The Attorney General has filed an appeal against the
first instance ruling of the Supreme Court.
In January 2017 the Attorney General has filed a criminal case against a number of current and former officers
of BOC PCL relating to the reclassification of Greek Government Bonds in April 2010. No charges were instituted
against BOC PCL in this case. The hearing of this case has not yet commenced.
133
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
39.
Contingent liabilities and commitments (continued)
39.2
Pending litigation, claims and regulatory matters (continued)
39.2.2 Provisions for regulatory matters
The Hellenic Capital Market Commission (HCMC) Investigation
The HCMC is currently in the process of investigating matters concerning the Group's investment in Greek
Government Bonds from 2009 to 2011, including, inter-alia, related non-disclosure of material information in
BOC PCL's CCS and CECS and rights issue prospectus (tracking the investigation carried out by CySEC in 2013),
Greek government bonds' reclassification, ELA disclosures and allegations by some Greek Government Bond
investors regarding BOC PCL's non-compliance with Markets in Financial Instruments Directive (MiFID) in
respect of investors' direct investments in Greek Government Bonds.
A specific estimate of the outcome of the investigations or of the amount of possible fines cannot be given at
this stage, though it is not expected that any resulting liability or damages will have a material impact on the
financial position of the Group.
The Cyprus Securities and Exchange Commission (CySEC) Investigations
The only pending CySEC investigation against BOC PCL concerns possible price manipulation attributable to
BOC PCL for the period from 1 November 2009 to 30 June 2010 post the investment in Banca Transylvania.
This is now pending for decision by the CySEC’s Board. It is not expected that any resulting liability or fine will
have a material impact on the financial position of the Group.
Additionally, in late 2014 CySEC completed an investigation into the value of goodwill in CB Uniastrum Bank
LLC disclosed in the interim financial statements of the Group in 2012. In October 2016, CySEC issued a
decision, concluding that BOC PCL was in breach of certain laws regarding disclosure in accordance, inter alia,
with the Market Manipulation (Market Abuse) Law of 2005 and has imposed an administrative fine upon BOC
PCL of €25 thousand. CySEC also imposed higher fines upon certain former members of the Board of Directors
and former management of BOC PCL. BOC PCL filed a recourse before the Administrative Court against the
decisions of CySEC and the fine imposed upon BOC PCL. In March 2017, CySEC filed a legal action against BOC
PCL, claiming the amount of €25 thousand imposed as a fine.
In 2015, CySEC carried out an investigation into the reclassification of Greek Government Bonds in April 2010,
which was also completed in 2016 with no findings being communicated to BOC PCL.
On 1 December 2017 CySEC imposed a series of fines totaling €595 thousand upon BOC PCL and ten of its
former directors for failing to adequately provide for doubtful debts in 2011. The fine imposed upon BOC PCL
amounts to €15 thousand and BOC PCL has filed a recourse against the decision and fine before the
Administrative Court.
Commission for the Protection of Competition Investigation
In April 2014, following an investigation which began in 2010, the Cypriot Commission for the Protection of
Competition (the CPC) issued a statement of objections, alleging violations of Cypriot and EU competition law
relating to the activities and/or omissions in respect of card payment transactions by, among others, BOC PCL
and JCC Payment Systems Ltd (JCC), a card-processing business currently 75% owned by BOC PCL.
There was also an allegation concerning BOC PCL's arrangements with American Express, namely that such
exclusive arrangements violated Cypriot and EU competition law. On both matters, the CPC has concluded that
BOC PCL (in common with other banks and JCC) has breached the relevant provisions of the applicable law for
the protection of competition. In May 2017 the CPC imposed a fine of €18 million upon BOC PCL and BOC PCL
filed a recourse against the decision and the fine. The payment of the fine has been stayed pending the final
outcome of the recourse.
134
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
39.
Contingent liabilities and commitments (continued)
39.2
Pending litigation, claims and regulatory matters (continued)
39.2.2 Provisions for regulatory matters (continued)
UK regulatory matters
During 2016 and 2017 the BOC group recognised losses of €57,540 thousand on a conduct principle issue. The
provision outstanding as at 31 December 2017 is €46,962 thousand (2016: €17,368 thousand). The level of the
provision represents the best estimate of all probable outflows arising from customer redress based on
information available to management. Management continues to reassess the adequacy of the provision, as
well as the assumptions underlying the calculations based upon experience and other relevant factors prevailing
at the time.
39.3 Other contingent liabilities
The Group, as part of its disposal process of certain of its operations, has provided various representations,
warranties and indemnities to the buyers. These relate to, among other things, the ownership of the loans, the
validity of the liens, tax exposures and other matters agreed with the buyers. As a result, the Group may be
obliged to compensate the buyers in the event of a valid claim by the buyers with respect to the above
representations, warranties and indemnities.
A provision has been made, based on management’s best estimate of probable outflows, where it was assessed
that such an outflow is probable.
135
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
40.
Net cash flow from operating activities
(Loss)/profit before tax
Adjustments for:
Provisions for impairment of loans and advances to customers and other customer
credit losses and gain on derecognition and changes in expected cash flows
Depreciation of property and equipment
Amortisation of intangible assets
Impairment of property held for own use
Impairment of other financial instruments
Profit upon disposal of disposal groups held for sale and discontinued operations
Amortisation of discounts/premiums, catch-up adjustment on debt securities and
interest on debt securities
Loss on sale and write-offs of property and equipment and intangible assets
Net losses/(gains) on disposal of investment properties and investment properties
held for sale
Net losses/(gains) from revaluation of investment properties and investment
properties held for sale
Dividend income
Net gains on disposal of available-for-sale investments in equity securities
Net gains on disposal of available-for-sale investments and investments classified as
loans and receivables in debt securities
Share of profit from associates and joint ventures
Loss from revaluation of debt securities designated as fair value hedges
Loss on disposal/dissolution of subsidiaries
Net gains on disposal of stock of property
Impairment of stock of property
Interest on funding from central banks
Interest on subordinated loan stock
Change in value of in-force life insurance business
Change in:
Loans and advances to banks
Deposits by banks
Obligatory balances with central banks
Customer deposits
Value of in-force life insurance policies and liabilities
Loans and advances to customers
Other assets
Accrued income and prepaid expenses
Other liabilities
Accrued expenses and deferred income
Derivative financial instruments
Investments at fair value through profit or loss
Repurchase agreements
Proceeds on disposals of stock of property
Tax received/(paid)
Net cash flow from operating activities
136
2017
€000
2016
€000
(477,644)
85,616
779,483
370,294
11,930
9,404
8,470
6,459
-
11,558
7,263
-
11,293
(2,545)
(22,669)
(22,764)
208
752
3,309
(683)
67
(3,934)
(1,040)
(343)
(1,520)
(58,368)
(2,104)
(8,957)
14,150
2,187
(30,447)
50,502
28
22,258
(2,743)
362,373
60,130
60,522
(11,036)
(8,441)
(8,194)
16,466
4,101
(1,361)
36,220
29,656
-
(4,680)
460,864
53,890
193,096
(19,890)
1,340,178
2,329,060
2,306
(227,629)
28,424
374
91,673
3,377
5,075
(8,451)
(7,058)
57,958
20,039
(354)
52,698
(1,530)
(12,586)
7,769
(45)
(110,784)
280,365
140,677
1,987,636
3,163,849
5,630
(1,224)
1,993,266
3,162,625
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
40.
Net cash flow from operating activities (continued)
Non-cash transactions
2017
Acquisition of Nicosia Mall Holdings (NMH) Limited
During the year ended 31 December 2017 the Group acquired a 51% interest in the share capital of Nicosia
Mall Holdings (NMH) Limited as part of the restructuring of its debt. The acquisition did not include any cash
consideration. Further information is disclosed in Note 51.1.1.
Closure of the operations of Bank of Cyprus branch in Romania
In accordance with the Group’s strategy to exit from overseas non-core operations, the operations of the
branch in Romania are expected to be terminated, subject to the completion of deregistration formalities with
respective authorities during 2018. Most of the remaining assets and liabilities of the branch in Romania with
third parties have been transferred to others entities of the Group.
Repossession of collaterals
During the year ended 31 December 2017, the Group acquired stock of property by taking possession of
collaterals held as security for loans and advances to customers of €519,657 thousand (2016: €1,010,059
thousand) (Note 27).
2016
Acquisition of S.Z. Eliades Leisure Ltd
During the year ended 31 December 2016 the Group acquired a 70% interest in the share capital of S.Z.
Eliades Leisure Ltd in exchange for the settlement of the majority of the borrowing due from S.Z. Eliades
Leisure Ltd to the Company, as part of the restructuring of its debt. The acquisition did not include any cash
consideration. Further information is disclosed in Note 51.3.1.
Sale of shares held in Visa Europe Limited
During the year ended 31 December 2016 the Group sold its shares held in Visa Europe Limited following the
purchase of Visa Europe Limited by Visa Inc. The transaction in addition to the cash paid, involved the granting
of preferred stock in Visa Inc. with a carrying value of approximately €8 million and a deferred cash component
of a carrying value of approximately €4 million.
Closure of the operations of Bank of Cyprus (Channel Islands) Ltd
As part of the Group’s strategy of focusing on its core businesses and markets, the Group decided the closure of
the operations of Bank of Cyprus (Channel Islands) Ltd and the relocation of its business to other Group
locations mainly Cyprus and the UK.
Net cash flow from operating activities – interest and dividends
Interest paid
Interest received
Dividends received
2017
€000
2016
€000
(194,666)
(200,266)
782,476
1,018,010
683
343
588,493
818,087
137
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
40.
Net cash flow from operating activities (continued)
Changes in liabilities arising from financing activities
1 January 2017
Cash flows
Foreign exchange adjustments
Other non-cash movements
31 December 2017
41.
Cash and cash equivalents
Cash and cash equivalents comprise:
Funding from
central banks
Subordinated
loan stock
Total
€000
€000
€000
850,014
-
850,014
79,986
280,983
360,969
-
-
(680)
(680)
21,985
21,985
930,000
302,288
1,232,288
2017
€000
2016
€000
Cash and non-obligatory balances with central banks
3,240,201
1,363,699
Loans and advances to banks with original maturity less than
three months
1,040,030
867,329
4,280,231
2,231,028
Analysis of cash and balances with central banks and loans and advances to banks
2017
€000
2016
€000
Cash and non-obligatory balances with central banks
3,240,201
1,363,699
Obligatory balances with central banks
153,733
142,697
Total cash and balances with central banks (Note 19)
3,393,934
1,506,396
Loans and advances to banks with original maturity less than
three months
Other restricted loans and advances to banks
Other loans and advances to banks
1,040,030
867,329
117,273
136,398
35,330
84,110
Total loans and advances to banks (Note 19)
1,192,633
1,087,837
Restricted loans and advances to banks include collaterals under derivative transactions of €59,997 thousand
(2016: €55,017 thousand) which are not immediately available for use by the Group, but are released once the
transactions are terminated.
138
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
42.
Operating leases – The Group as lessee
The total future minimum lease payments under non-cancellable operating leases at 31 December 2017 and
2016 are presented below:
Within one year
Between one and five years
After five years
The above mainly relate to property leases for the Group’s branches and offices.
2017
€000
2016
€000
1,850
2,663
62
4,575
1,452
3,296
282
5,030
139
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
43.
Analysis of assets and liabilities by expected maturity
Less
than one
year
2017
Over one
year
2016
Total
Less than
one year
Over one
year
Total
Assets
€000
€000
€000
€000
€000
€000
Cash and balances with
central banks
Loans and advances to
banks
Derivative financial assets
3,241,396
152,538
3,393,934
1,364,949
141,447
1,506,396
1,094,918
97,715
1,192,633
953,160
134,677
1,087,837
1,495
16,532
18,027
20,590
245
20,835
Investments
39,050
990,372
1,029,422
76,415
597,229
673,644
Loans and advances to
customers
Life insurance business
assets attributable to
policyholders
Prepayments, accrued
income and other assets
3,642,968 10,959,486 14,602,454
5,546,601
10,102,800
15,649,401
20,317
498,361
518,678
19,510
480,023
499,533
98,196
130,311
228,507
110,968
158,943
269,911
Stock of property
441,800
1,199,622
1,641,422
457,104
970,168
1,427,272
Property, equipment and
intangible assets
Investment properties
Investments in associates
and joint ventures
13
445,753
445,766
21
427,835
427,856
-
-
19,646
19,646
118,113
118,113
-
-
38,059
38,059
109,339
109,339
Deferred tax assets
26,000
357,498
383,498
2,970
447,471
450,441
Non-current assets held for
sale
Liabilities
6,500
-
6,500
11,411
-
11,411
8,612,653 14,985,947 23,598,600
8,563,699
13,608,236
22,171,935
Deposits by banks
360,277
135,031
495,308
354,778
80,008
434,786
Funding from central banks
100,000
830,000
930,000
250,014
600,000
850,014
Repurchase agreements
-
257,322
257,322
-
257,367
257,367
Derivative financial liabilities
15,205
35,687
50,892
9,434
39,191
48,625
Customer deposits
4,786,907 13,063,012 17,849,919
5,367,559
11,142,182
16,509,741
Insurance liabilities
89,689
515,759
605,448
86,002
497,995
583,997
Accruals, deferred income
and other liabilities
Subordinated loan stock
Deferred tax liabilities
283,754
160,848
444,602
273,332
62,593
335,925
-
-
302,288
302,288
46,113
46,113
-
17
-
-
45,358
45,375
5,635,832 15,346,060 20,981,892
6,341,136
12,724,694 19,065,830
The main assumptions used in determining the expected maturity of assets and liabilities are set out below.
The investments are classified in the relevant time band based on expectations as to their realisation. In most
cases this is the maturity date, unless there is an indication that the maturity will be prolonged or there is an
intention to sell, roll or replace the security with a similar one. The latter would be the case where there is
secured borrowing, requiring the pledging of bonds and these bonds mature before the maturity of the secured
borrowing. The maturity of bonds is then extended to cover the period of the secured borrowing.
140
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
43.
Analysis of assets and liabilities by expected maturity (continued)
Trading investments are classified in the ‘less than one year’ time band.
Performing loans and advances to customers in Cyprus are classified based on the contractual repayment
schedule. Overdraft accounts are classified in the ‘over one year’ time band. The impaired loans as defined in
Note 44, net of specific and collective provisions, and the loans which are past due for more than 90 days, are
classified in the ‘over one year’ time band except from expected receipts which are included within time bands,
according to historic amounts of receipts in the last months.
Stock of property is classified in the relevant time band based on expectations as to its realisation.
The ELA funding which forms part of the funding from central banks has been included in the ‘less than one
year’ time band as at 31 December 2016, since it was expected to be repaid within one year. Funding under
ELA has a contractual maturity of less than one year.
A percentage of customer deposits in Cyprus maturing within one year is transferred in the ‘over one year’ time
band, based on the observed behavioural analysis. In the United Kingdom deposits are classified on the basis
of contractual maturities.
The expected maturity of all prepayments, accrued income and other assets and accruals, deferred income and
other liabilities is the same as their contractual maturity. If they don’t have a contractual maturity, the
expected maturity is based on the timing the asset is expected to be realised and the liability is expected to be
settled.
44.
Risk management – Credit risk
In the ordinary course of its business the Group is exposed to credit risk which is monitored through various
control mechanisms across all Group entities in order to prevent undue risk concentrations and to price credit
facilities and products on a risk-adjusted basis.
Credit risk is the risk that arises from the possible failure of one or more customers to meet their obligations
towards the Group.
The Credit Risk Management Department sets the Group’s credit disbursement policies and monitors
compliance with credit risk policy applicable to each business line and the quality of the Group’s loans and
advances portfolio through the timely assessment of problematic customers. The credit exposures from related
accounts are aggregated and monitored on a consolidated basis.
Credit Risk Management Department, safeguards the effective management of credit risk at all stages of the
credit cycle, monitors the quality of decisions and processes and ensures that the credit sanctioning function is
being properly managed.
The credit policies are combined with the methods used for the assessment of the customers’ creditworthiness
(credit rating and credit scoring systems).
The loan portfolio is analysed on the basis of assessments about the customers’ creditworthiness, their
economic sector of activity and the country in which they operate.
The credit risk exposure of the Group is diversified both geographically and across the various sectors of the
economy. The Credit Risk Management Department determines the prohibited/high risk/dangerous sectors of
the economy and sets out stricter policy rules for these sectors, according to their level of riskiness.
The Group’s significant judgements, estimates and assumptions regarding the determination of the level of
provisions for impairment are described in Note 5.1.
The Market Risk department assesses the credit risk relating to investments in liquid assets (mainly loans and
advances to banks and debt securities) and submits its recommendations for limits to be set for banks and
countries to the ALCO for approval.
141
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Maximum exposure to credit risk and collateral and other credit enhancements
The Group’s maximum exposure to credit risk is analysed by geographic area as follows:
On-balance sheet
Cyprus
Greece
Russia
United Kingdom
Romania
Off-balance sheet
Cyprus
Greece
United Kingdom
Romania
Total on and off-balance sheet
Cyprus
Greece
Russia
United Kingdom
Romania
2017
€000
2016
€000
17,974,887
17,067,617
46,754
57,314
27,819
40,974
2,056,334
1,602,229
64,152
165,093
20,169,946
18,933,227
2,934,269
2,738,382
72,752
112,596
31,471
16,327
848
397
3,039,340
2,867,702
20,909,156
19,805,999
119,506
169,910
27,819
40,974
2,087,805
1,618,556
65,000
165,490
23,209,286
21,800,929
142
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Maximum exposure to credit risk and collateral and other credit enhancements (continued)
The Group offers guarantee facilities to its customers under which the Group may be required to make
payments on their behalf and enters into commitments to extend credit lines to secure their liquidity needs.
Letters of credit and guarantee (including standby letters of credit) commit the Group to make payments on
behalf of customers in the event of a specific act, generally related to the import or export of goods. Such
commitments expose the Group to risks similar to those of loans and advances and are therefore monitored by
the same policies and control processes.
Loans and advances to customers
The Credit Risk Management Department determines the amount and type of collateral and other credit
enhancements required for the granting of new loans to customers.
The main types of collateral obtained by the Group are mortgages on real estate, cash collateral/blocked
deposits, bank guarantees, government guarantees, pledges of equity securities and debt instruments of public
companies, fixed and floating charges over corporate assets, assignment of life insurance policies, assignment
of rights on certain contracts and personal and corporate guarantees.
The Group’s management regularly monitors the changes in the market value of the collateral and, where
necessary, requests the pledging of additional collateral in accordance with the relevant agreement.
Other financial instruments
Collateral held as security for financial assets other than loans and advances is determined by the nature of the
financial instrument. Debt securities and other eligible bills are generally unsecured with the exception of
asset-backed securities and similar instruments, which are secured by pools of financial assets. In addition,
some debt securities are government-guaranteed.
The Group has chosen the ISDA Master Agreement for documenting its derivatives activity. It provides the
contractual framework within which dealing activity across a full range of over-the-counter (OTC) products is
conducted and contractually binds both parties to apply close-out netting across all outstanding transactions
covered by an agreement, if either party defaults. In most cases the parties execute a Credit Support Annex
(CSA) in conjunction with the ISDA Master Agreement. Under a CSA, the collateral is passed between the
parties in order to mitigate the market contingent counterparty risk inherent in their open positions.
Settlement risk arises in any situation where a payment in cash or securities is made in the expectation of a
corresponding receipt in securities or cash. The Group sets daily settlement limits for each counterparty.
Settlement risk is mitigated when transactions are effected via established payment systems or on a delivery
upon payment basis.
The table below presents the maximum exposure to credit risk, the tangible and measurable collateral and
credit enhancements held and the net exposure to credit risk, that is the exposure after taking into account the
impairment loss and tangible and measurable collateral and credit enhancements held. Personal guarantees
are an additional form of collateral, but are not included in the information below since it is impracticable to
estimate their fair value.
The fair value of the collateral presented in the tables below is capped to the carrying value of the loans and
advances to customers.
143
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Maximum exposure to credit risk and collateral and other credit enhancements (continued)
2017
Maximum
exposure to
credit risk
Fair value of collateral and credit enhancements held by the Group
Cash
Securities
Letters of
credit/
guarantee
Property
Other
Surplus
collateral
Net
collateral
Net
exposure
to credit
risk
€000
€000
€000
€000
€000
€000
€000
€000
€000
Balances with central banks (Note 19)
3,250,029
Loans and advances to banks (Note 19)
1,192,633
Trading investments - debt securities
(Note 20)
Debt securities classified as available-
for-sale and loans and receivables
(Note 20)
Derivative financial instruments
(Note 21)
Loans and advances to customers
(Note 23)
Debtors (Note 28)
Reinsurers’ share of insurance contract
liabilities (Note 28)
Other assets
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,250,029
1,192,633
536
950,392
18,027
536
950,392
18,027
14,602,454
339,050
275,111
258,848
21,803,417
747,362
(10,369,288)
13,054,500
1,547,954
24,121
48,000
83,754
-
-
-
-
-
-
-
-
37,798
-
-
-
-
-
-
-
-
-
-
24,121
48,000
(1,516)
36,282
47,472
On-balance sheet total
20,169,946
339,050
275,111
296,646
21,803,417
747,362 (10,370,804)
13,090,782
7,079,164
Contingent liabilities
Acceptances and endorsements
8,367
813
Guarantees
Commitments
768,165
85,099
-
464
-
9,817
79
(4,056)
6,653
1,714
3,736
153,756
11,405
-
-
254,460
513,705
9,372
20,258
Documentary credits
29,630
1,139
7
190
7,550
486
Undrawn formal stand-by facilities,
credit lines and other commitments to
lend
2,233,178
38,132
5,563
1,543
402,309
36,266
(19,699)
464,114
1,769,064
Off-balance sheet total
3,039,340
125,183
6,034
5,469
573,432
48,236
(23,755)
734,599
2,304,741
Total credit risk exposure
23,209,286
464,233
281,145
302,115
22,376,849
795,598 (10,394,559)
13,825,381
9,383,905
144
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Maximum exposure to credit risk and collateral and other credit enhancements (continued)
2016
Maximum
exposure to
credit risk
Fair value of collateral and credit enhancements held by the Group
Cash
Securities
Letters of
credit/
guarantee
Property
Other
Surplus
collateral
Net
collateral
Net
exposure
to credit
risk
€000
€000
€000
€000
€000
€000
€000
€000
€000
Balances with central banks (Note 19)
1,373,802
Loans and advances to banks (Note 19)
1,087,837
Trading investments - debt securities
(Note 20)
Debt securities at fair value through
profit or loss (Note 20)
Debt securities classified as available-
for-sale and loans and receivables
(Note 20)
Derivative financial instruments
(Note 21)
Loans and advances to customers
(Note 23)
Debtors (Note 28)
Reinsurers’ share of insurance contract
liabilities (Note 28)
Other assets
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,373,802
1,087,837
476
10,426
608,666
20,835
476
10,426
608,666
20,835
15,649,401
345,827
335,599
305,202
22,250,801
501,500
(9,949,923)
13,789,006
1,860,395
24,571
49,973
107,240
-
-
-
-
-
-
-
-
59,656
-
-
-
-
-
-
-
-
-
-
24,571
49,973
(967)
58,689
48,551
On-balance sheet total
18,933,227
345,827
335,599
364,858
22,250,801
501,500
(9,950,890)
13,847,695
5,085,532
Contingent liabilities
Acceptances and endorsements
7,606
375
-
-
9,524
13
(4,090)
5,822
1,784
Guarantees
Commitments
797,269
69,720
1,326
5,529
164,880
6,222
(210)
247,467
549,802
Documentary credits
27,636
10,837
15
102
8,112
297
-
19,363
8,273
Undrawn formal stand-by facilities,
credit lines and other commitments to
lend
2,035,191
31,449
1,050
2,221
329,280
16,158
(19,705)
360,453
1,674,738
Off-balance sheet total
2,867,702
112,381
2,391
7,852
511,796
22,690
(24,005)
633,105
2,234,597
Total credit risk exposure
21,800,929
458,208
337,990
372,710
22,762,597
524,190
(9,974,895)
14,480,800
7,320,129
145
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit risk concentration of loans and advances to customers
There are restrictions on loan concentrations which are imposed by the Banking Law in Cyprus, the relevant
CBC Directives and CRR. According to these restrictions, banks are prohibited from lending more than 25% of
the capital base to a single customer group. The Group’s risk appetite statement imposes stricter
concentration limits and the Group is taking actions to run down those exposures which are in excess of the
internal limits over time.
In addition to the above, the Group’s overseas subsidiaries must comply with guidelines for large exposures as
set by the regulatory authorities of the countries in which they operate.
BOC PCL categorises its loans using the following customer sectors:
Retail – all personal customers and small businesses with facilities from BOC PCL of up to €260
thousand, excluding professional property loans;
SME – any company or group of companies (including personal and housing loans to the directors or
shareholders of a company) with facilities with BOC PCL in the range of €260 thousand to €6 million
and a maximum annual credit turnover of €10 million; and
Corporate – any company or group of companies (including personal and housing loans to the
directors or shareholders of a company) with available credit lines with BOC PCL in excess of an
aggregate principal amount of €6 million or having a minimum annual credit turnover of €10 million.
In addition, Bank of Cyprus UK Ltd defines corporate loans as loans over €1 million. SME loans are loans less
than €1 million and retail loans relate to individuals.
Fair value adjustment on initial recognition
The fair value adjustment on initial recognition relates to the loans and advances to customers acquired as
part of the acquisition of certain operations of Laiki Bank in 2013 and originated credit impaired loans. In
accordance with the provisions of IFRS 3, this adjustment has decreased the gross balance of loans and
advances to customers. However, for IFRS 7 disclosure purposes as well as for credit risk monitoring, the
aforementioned adjustment is not presented within the gross balances of loans and advances.
146
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit risk concentration of loans and advances to customers (continued)
Geographical and industry concentrations of Group loans and advances to customers are presented below:
2017
Cyprus
Greece
United
Kingdom
Romania
Russia
Total
Fair value
adjustment
on initial
recognition
Gross loans
after fair
value
adjustment
on initial
recognition
By economic activity
€000
€000
€000
€000
€000
€000
€000
€000
Trade
Manufacturing
Hotels and catering
Construction
Real estate
Private individuals
Professional and other services
Other sectors
By customer sector
Corporate
SMEs
Retail
- housing
- consumer, credit cards and other
International banking services
Wealth management
1,969,360
630,101
1,283,512
2,310,057
1,760,498
6,677,670
1,181,920
1,000,434
-
-
-
-
13,859
6,468
103,808
3,398
15,003
1,339,680
214
-
338
97,992
54,616
1,231
8,925
7,416
6,208
12,236
80,930
87
9,223
35,552
49,322
2,041,466
(71,636)
1,969,830
20,567
664,552
(19,968)
644,584
-
1,393,528
(47,257)
1,346,271
11,764
2,337,455
(144,899)
2,192,556
1
-
3,196,112
(89,647)
3,106,465
6,775,963
(195,686)
6,580,277
62,325
1,308,084
(61,954)
1,246,130
-
1,037,555
(37,438)
1,000,117
16,813,552
15,555
1,621,052
160,577
143,979 18,754,715
(668,485)
18,086,230
7,100,987
15,341
1,295,710
153,694
133,701
8,699,433
(333,740)
8,365,693
3,254,742
4,097,800
2,049,335
256,554
54,134
-
-
214
-
-
238,509
6,801
10,278
3,510,330
(121,514)
3,388,816
72,856
13,977
-
-
-
82
-
-
-
-
-
-
4,170,656
(88,799)
4,081,857
2,063,608
(116,752)
1,946,856
256,554
54,134
(3,005)
(4,675)
253,549
49,459
16,813,552
15,555
1,621,052
160,577
143,979 18,754,715
(668,485)
18,086,230
147
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit risk concentration of loans and advances to customers (continued)
2017
Cyprus
Greece
United
Kingdom
Romania
Russia
Total
Fair value
adjustment
on initial
recognition
By business line
€000
€000
€000
€000
€000
€000
€000
Gross loans
after fair
value
adjustment
on initial
recognition
€000
3,321,730
15,341
1,293,304
-
-
214
238,509
72,856
13,977
Corporate
SMEs
Retail
- housing
- consumer, credit cards and other
Restructuring
- major corporate
- corporate
- SMEs
- retail housing
- retail other
Recoveries
- corporate
- SMEs
- retail housing
- retail other
International banking services
Wealth management
1,219,350
3,007,487
1,085,146
1,292,607
777,460
1,085,221
437,892
226,623
1,709,190
950,171
652,421
737,566
256,554
54,134
96,498
6,801
-
82
33,860
-
-
-
-
-
-
-
-
-
2,406
23,336
-
-
-
-
-
-
-
-
-
-
133,701
4,860,574
(83,251)
4,777,323
10,278
1,474,938
(14,566)
1,460,372
-
-
-
-
-
-
-
-
-
-
-
-
-
3,080,343
(30,274)
3,050,069
1,099,419
(14,348)
1,085,071
1,326,467
(55,850)
1,270,617
777,460
(15,303)
762,157
1,085,221
(37,096)
1,048,125
437,892
226,623
(6,319)
(8,037)
431,573
218,586
1,734,932
(179,336)
1,555,596
950,171
(69,852)
652,421
(52,206)
737,566
(94,367)
256,554
54,134
(3,005)
(4,675)
880,319
600,215
643,199
253,549
49,459
-
-
-
-
-
-
-
-
-
-
-
Restructuring major corporate business line includes customers with exposures over €100.000 thousand, whereas restructuring corporate business line includes
customers with exposures between €6.000 thousand and €100.000 thousand.
16,813,552
15,555
1,621,052
160,577
143,979
18,754,715
(668,485)
18,086,230
148
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit risk concentration of loans and advances to customers (continued)
2016
Cyprus
Greece
United
Kingdom
Romania
Russia
Total
Fair value
adjustment
on initial
recognition
Gross loans
after fair
value
adjustment
on initial
recognition
By economic activity
€000
€000
€000
€000
€000
€000
€000
€000
Trade
Manufacturing
Hotels and catering
Construction
Real estate
Private individuals
Professional and other services
Other sectors
By customer sector
Corporate
SMEs
Retail
- housing
- consumer, credit cards and other
International banking services
Wealth management
2,044,324
658,811
1,302,543
2,874,331
2,022,559
6,980,383
1,332,250
1,054,255
-
-
-
-
13,964
7,133
112,773
11,141
55,100
2,124,529
(87,576)
2,036,953
7,735
3,263
25,396
699,075
(25,734)
673,341
-
1,418,579
(62,665)
1,355,914
3,181
75,918
12,793
2,966,223
(210,436)
2,755,787
19,599
1,056,924
200,825
6,934
3,306,841
(114,140)
3,192,701
214
-
337
45,557
54,865
1,361
3,093
12,458
32,927
-
7,029,247
(227,057)
6,802,190
97,148
1,496,721
(80,501)
1,416,220
-
1,088,880
(120,344)
968,536
18,269,456
20,150
1,295,758
347,360
197,371 20,130,095
(928,453)
19,201,642
7,517,473
19,936
1,040,941
334,440
179,293
9,092,083
(481,340)
8,610,743
4,100,298
4,202,358
2,064,802
321,571
62,954
-
-
214
-
-
222,337
12,641
11,144
4,346,420
(202,240)
4,144,180
13,314
19,166
-
-
100
179
-
-
-
4,215,772
(100,509)
4,115,263
6,934
2,091,295
(135,350)
1,955,945
-
-
321,571
62,954
(3,619)
(5,395)
317,952
57,559
18,269,456
20,150
1,295,758
347,360
197,371 20,130,095
(928,453)
19,201,642
149
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit risk concentration of loans and advances to customers (continued)
2016
Cyprus
Greece
United
Kingdom
Romania
Russia
Total
Fair value
adjustment
on initial
recognition
By business line
€000
€000
€000
€000
€000
€000
€000
Gross loans
after fair
value
adjustment
on initial
recognition
€000
Corporate
SMEs
Retail
- housing
- consumer, credit cards and other
Restructuring
- major corporate
- corporate
- SMEs
Recoveries
- corporate
- SMEs
- retail housing
- retail other
International banking services
Wealth management
2,557,653
19,936
1,036,331
237,203
165,592
4,016,715
(71,064)
3,945,651
1,377,837
3,531,293
1,317,434
2,080,586
1,014,853
1,219,572
1,864,381
1,502,889
671,065
747,368
321,571
62,954
-
-
214
-
-
-
-
-
-
-
-
-
222,337
12,442
11,144
1,623,760
(29,071)
1,594,689
13,314
17,617
-
-
-
100
179
33,947
-
-
-
-
-
-
-
3,544,707
(40,640)
3,504,067
1,335,444
(26,435)
1,309,009
2,114,533
(156,190)
1,958,343
1,014,853
(22,795)
992,058
1,219,572
(50,393)
1,169,179
4,610
63,290
13,701
1,945,982
(231,291)
1,714,691
-
-
1,549
-
-
199
-
-
-
-
-
-
1,503,088
(122,776)
1,380,312
671,065
(59,869)
6,934
755,851
(108,915)
-
-
321,571
62,954
(3,619)
(5,395)
611,196
646,936
317,952
57,559
18,269,456
20,150
1,295,758
347,360
197,371
20,130,095
(928,453)
19,201,642
The loans and advances to customers in Cyprus include lending exposures to Greek entities granted by the Company in Cyprus in its normal course of business with a
carrying value of €69,616 thousand (2016: €82,154 thousand) and lending exposures in Cyprus with collaterals in Greece with a carrying value of €98,660 thousand
(2016: €106,968 thousand). Additionally as at 31 December 2017, the loans and advances to customers in Cyprus include lending exposures to Serbian entities or
with collaterals in Serbia with a carrying value of €15,000 thousand (2016: €9,700 thousand).
150
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Currency concentration of loans and advances to customers
2017
Euro
US Dollar
British Pound
Russian Rouble
Romanian Lei
Swiss Franc
Other currencies
2016
Euro
US Dollar
British Pound
Russian Rouble
Romanian Lei
Swiss Franc
Other currencies
Cyprus
Greece
United
Kingdom
Romania
Russia
Total
Fair value
adjustment
on initial
recognition
Gross loans
after fair
value
adjustment
on initial
recognition
€000
€000
€000
€000
€000
€000
€000
€000
16,000,016
15,555
16,050
159,518
16,053
16,207,192
(649,671)
15,557,521
228,660
74,707
229
-
451,883
58,057
-
-
-
-
-
-
424
1,599,844
-
-
2,128
2,606
-
92
-
967
-
-
42,550
271,634
(525)
271,109
-
1,674,643
(423)
1,674,220
85,376
85,605
967
(1)
-
85,604
967
454,011
(14,525)
439,486
60,663
(3,340)
57,323
16,813,552
15,555
1,621,052
160,577
143,979
18,754,715
(668,485)
18,086,230
17,563,760
20,150
149,235
38,907
103
-
471,167
46,284
-
-
-
-
-
-
229
490
1,276,658
-
-
7,570
10,811
345,931
16,079
17,946,149
(882,038)
17,064,111
-
88
-
1,341
-
-
73,457
223,182
(10,281)
212,901
-
1,315,653
(538)
1,315,115
107,835
107,938
1,341
(1)
-
107,937
1,341
478,737
(31,170)
447,567
57,095
(4,425)
52,670
18,269,456
20,150
1,295,758
347,360
197,371
20,130,095
(928,453)
19,201,642
151
-
-
-
-
-
-
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit quality of loans and advances to customers
The following table presents the credit quality of the Group’s loans and advances to customers:
2017
Fair value
adjustment
on initial
recognition
Gross loans
before fair
value
adjustment
on initial
recognition
Gross loans
after fair
value
adjustment
on initial
recognition
Gross loans
before fair
value
adjustment on
initial
recognition
2016
Fair value
adjustment
on initial
recognition
Gross loans
after fair value
adjustment
on initial
recognition
€000
€000
€000
€000
€000
€000
11,149,969
(140,405)
11,009,564
10,990,773
(166,185)
10,824,588
2,084,694
(29,554)
2,055,140
2,238,127
(38,743)
2,199,384
Neither past due
nor impaired
Past due but not
impaired
Impaired
5,520,052
(498,526)
5,021,526
6,901,195
(723,525)
6,177,670
18,754,715
(668,485)
18,086,230
20,130,095
(928,453)
19,201,642
Past due loans are those with delayed payments or in excess of authorised credit limits. Impaired loans are
those for which a provision for impairment has been recognised on an individual basis or for which incurred
losses exist at their initial recognition or customers in Debt Recovery.
During the year ended 31 December 2017 the total gross amount of non-contractual write-offs recorded by
the Group amounted to €466,248 thousand (2016: €517,694 thousand). The remaining gross loan balance of
these customers as at 31 December 2017 was €326,636 thousand (2016: €305,591 thousand), of which
€23,090 thousand (2016: €19,651 thousand) were past due for more than 90 days but not impaired and
€230,832 thousand (2016: €130,964 thousand) were impaired.
Loans and advances to customers that are neither past due nor impaired
The credit quality of loans and advances to customers that were neither past due nor impaired is monitored
by the Group using internal systems. The table below presents the credit risk quality of loans and advances
to customers that were neither past due nor impaired.
2017
Cyprus
United Kingdom
Romania
2016
Cyprus
Greece
United Kingdom
Romania
Russia
Grade 1
Grade 2
Grade 3
€000
€000
€000
Total
€000
7,031,123
1,384,121
1,158,512
9,573,756
1,503,234
48,975
22,812
1,575,021
978
-
214
1,192
8,535,335
1,433,096
1,181,538 11,149,969
6,127,350
1,751,332
1,802,957
9,681,639
-
-
214
214
1,187,130
53,838
10,011
1,250,979
56,857
-
348
-
693
43
57,898
43
7,371,337
1,805,518
1,813,918 10,990,773
152
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit quality of loans and advances to customers (continued)
Loans and advances to customers that are neither past due nor impaired (continued)
Loans and advances to customers that were neither past due nor in excess of their limit during the last
twelve months, are classified as Grade 1.
Loans and advances to customers that were past due or in excess of their limit for up to 30 consecutive days
during the first half of the year or for up to 15 consecutive days during the second half of the year, are
classified as Grade 2.
Loans and advances to customers that were past due or in excess of their limit for more than 30 consecutive
days during the first half of the year or for more than 15 consecutive days during the second half of the year,
are classified as Grade 3.
Loans and advances to customers that are past due but not impaired
Past due analysis:
- up to 30 days
- 31 to 90 days
- 91 to 180 days
- 181 to 365 days
- over one year
2017
€000
2016
€000
438,538
455,394
261,453
375,161
124,484
128,675
252,034
140,714
1,008,185
1,138,183
2,084,694
2,238,127
The fair value of the collateral that the Group holds (to the extent that it mitigates credit risk) in respect of
loans and advances to customers that are past due but not impaired as at 31 December 2017 is
€1,688,623 thousand (2016: €1,762,528 thousand). The fair value of the collateral is capped to the gross
carrying value of the loans and advances to customers.
Impaired loans and advances to customers
Cyprus
Greece
Russia
United Kingdom
Romania
2017
2016
Gross
loans and
advances
Fair value
of
collateral
Gross
loans and
advances
Fair value
of collateral
€000
€000
€000
€000
5,213,278
3,297,980
6,384,503
3,953,086
15,555
7,041
19,936
143,979
34,847
196,144
6,447
19,932
12,041
17,962
87,381
7,213
140,793
20,385
288,571
54,436
5,520,052
3,380,185
6,901,195
4,120,078
153
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit quality of loans and advances to customers (continued)
Impaired loans and advances to customers (continued)
The fair value of the collateral presented above has been computed based on the extent that the collateral
mitigates credit risk and has been capped to the gross carrying value of the loans and advances to customers.
Impaired:
- no arrears
- up to 30 days
- 31 to 90 days
- 91 to 180 days
- 181 to 365 days
- over one year
2017
€000
2016
€000
401,933
471,855
141,329
20,880
26,340
73,073
62,119
29,201
49,572
51,438
4,856,497
6,237,010
5,520,052
6,901,195
Provision for impairment of loans and advances to customers
The movement in provisions for impairment of loans and advances is as follows:
2017
1 January
Cyprus
€000
United
Kingdom
€000
Other
countries
€000
Total
€000
3,170,161
10,782
371,298
3,552,241
Transfer between geographical areas
23
Transfer upon acquisition of property
through a restructuring activity
Foreign exchange and other adjustments
Applied in writing off impaired loans and
advances
Interest accrued on impaired loans and
advances
Collection of loans and advances
previously written off
(12,792)
(23)
-
-
-
-
(12,792)
77,234
(183)
(7,059)
69,992
(831,708)
(117)
(138,684)
(970,509)
(97,951)
(2)
(1,406)
(99,359)
5,975
287
2
6,264
Charge for the year (Note 16)
925,161
(3,222)
16,000
937,939
31 December
3,236,103
7,522
240,151
3,483,776
Individual impairment
2,367,205
4,751
227,739
2,599,695
Collective impairment
868,898
2,771
12,412
884,081
154
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Provision for impairment of loans and advances to customers (continued)
2016
1 January
Dissolution of subsidiaries
Acquisition of subsidiary
Foreign exchange and other adjustments
Applied in writing off impaired loans and
advances
Interest accrued on impaired loans and
advances
Collection of loans and advances previously
written off
Cyprus
United
Kingdom
Other
countries
Total
€000
€000
€000
€000
3,731,750
39,394
422,289
4,193,433
-
(6,154)
(8,577)
-
-
-
(6,154)
(8,577)
113,109
(2,232)
16,725
127,602
(923,723)
(16,945)
(114,597)
(1,055,265)
(138,603)
1,872
-
-
(1,909)
(140,512)
81
1,953
Charge for the year (Note 16)
394,333
(3,281)
48,709
439,761
31 December
3,170,161
10,782
371,298
3,552,241
Individual impairment
2,779,379
7,788
370,623
3,157,790
Collective impairment
390,782
2,994
675
394,451
The above table does not include the fair value adjustments on initial recognition of loans acquired from Laiki
Bank and provisions for impairment on financial guarantees and commitments which are part of ‘Accruals,
deferred income and other liabilities’ (Note 34).
Assumptions have been made about the future changes in property values, as well as the timing for the
realisation of the collateral, taxes and expenses on the repossession and subsequent sale of the collateral as
well as any other applicable haircuts. Indexation has been used to estimate updated market values of
properties, while assumptions were made on the basis of a macroeconomic scenario for future changes in
property values. During 2017, the Group, following a reconsideration of its strategy, to more actively explore
other innovative strategic solutions to further accelerate balance sheet de-risking, has modified certain of its
provisioning assumptions and estimates.
At 31 December 2017 the weighted average haircut (including liquidity haircut and selling expenses) used in
the collective provisions calculation is c.34% (2016: average of 10% of the current market value of the
property for those collaterals for which the increase in their value is capped to zero and 10% of the projected
market value of the property for those collaterals for which their value is expected to drop).
The timing of recovery from real estate collaterals used in the collective provision calculation has been
estimated to be on average 6 years (2016: average of 3 years except for customers in Debt Recovery,
average of 6 years).
For the calculation of specific provisions, the timing of recovery of collaterals as well as the haircuts used were
based on the specific facts and circumstances of each case.
In accordance with the Loan Impairment and Provisioning Procedures Directives of 2014 and 2015 of the CBC,
the cumulative average future change in property values during the year has been capped to zero.
The above assumptions are also influenced by the ongoing regulatory dialogue BOC PCL maintains with its
lead regulator, the ECB, and other regulatory guidance and interpretations issued by various regulatory and
industry bodies such as the ECB and EBA, which provide guidance and expectations as to relevant definitions
and the treatment/classification of certain parameters/assumptions used in the estimation of provisions.
155
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Provision for impairment of loans and advances to customers (continued)
Any changes in these assumptions or difference between assumptions made and actual results could result in
significant changes in the amount of required provisions for impairment of loans and advances.
Sensitivity analysis
The Group has performed sensitivity analysis on certain of the loan impairment assumptions relating to the
loan portfolio in Cyprus with reference date 31 December 2017. The impact on the provisions for impairment
of loans and advances is presented below:
Change in provisions assumptions:
Increase/(decrease)
on provisions for
impairment of loans
and advances
€000
Increase the timing of recovery from collaterals by 1 year for all customers
120,700
Decrease the timing of recovery from collaterals by 1 year for all customers
(121,875)
Increase haircuts by 5% on all customers
Decrease haircuts by 5% on all customers
Increase the average expected recovery period by 1 year and decrease of
haircuts by 5% on all customers
Decrease the average expected recovery period by 1 year and increase
haircuts by 5% on all customers
179,447
(169,291)
(47,199)
59,748
Collateral and other credit enhancements obtained
The carrying value of assets obtained during 2017 and 2016 by taking possession of collateral held as
security, was as follows:
Residential property
Commercial and other property
2017
€000
2016
€000
77,932
85,171
444,536
1,000,533
522,468
1,085,704
The total carrying value of the assets obtained over the years by taking possession of collateral held as
security for customer loans and advances and held by the Group as at 31 December 2017 amounted to
€1,611,091 thousand (2016: €1,395,127 thousand including an amount of €3,072 thousand relating to
commercial and other property which were classified as held for sale).
The disposals of repossessed assets during 2017 amounted to €247,030 thousand (2016: €129,002
thousand).
156
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Forbearance
Forbearance measures occur in situations in which the borrower is considered to be unable to meet the terms
and conditions of the contract due to financial difficulties. Taking into consideration these difficulties, the
Group decides to modify the terms and conditions of the contract to provide the borrower the ability to service
the debt or refinance the contract, either partially or fully.
The practice of extending forbearance measures constitutes a grant of a concession whether temporarily or
permanently to that borrower. A concession may involve restructuring the contractual terms of a debt or
payment in some form other than cash, such as an arrangement whereby the borrower transfers collateral
pledged to the Group. As such, it constitutes an objective indicator that requires assessing whether
impairment is needed.
Modifications of loans and advances that do not affect payment arrangements, such as restructuring of
collateral or security arrangements are not regarded as sufficient to indicate impairment as by themselves
they do not necessarily indicate credit distress affecting payment ability.
Rescheduled loans and advances are those facilities for which the Group has modified the repayment
programme (provision of a grace period, suspension of the obligation to repay one or more instalments,
reduction in the instalment amount and/or elimination of overdue instalments relating to capital or interest)
and current accounts/overdrafts for which the credit limit has been increased with the sole purpose of
covering an excess.
For an account to qualify for rescheduling it must meet certain criteria including that the client’s business
must be considered to be viable. The extent to which the Group reschedules accounts that are eligible under
its existing policies may vary depending on its view of the prevailing economic conditions and other factors
which may change from year to year. In addition, exceptions to policies and practices may be made in
specific situations in response to legal or regulatory agreements or orders.
Forbearance activities may include measures that restructure the borrower's business (operational
restructuring) and/or measures that restructure the borrower’s financing (financial restructuring).
Restructuring options may be of a short or long-term nature or combination thereof. The Group has developed
and deployed restructuring solutions, which are suitable for the borrower and acceptable for the Group.
Short-term restructuring solutions are defined as restructured repayment solutions of duration of less than
two years. In the case of loans for the construction of commercial property and project finance, a short-term
solution may not exceed one year.
Short-term restructuring solutions can include the following:
Interest only: during a defined short-term period, only interest is paid on credit facilities and no
principal repayment is made.
Reduced payments: decrease of the amount of repayment instalments over a defined short-term period
in order to accommodate the borrower’s new cash flow position.
Arrears and/or interest capitalisation: the capitalisation of arrears and/or of accrued interest arrears to
the principal; that is forbearance of the arrears and addition of any unpaid interest to the outstanding
principal balance for repayment under a rescheduled program.
Grace period: an agreement allowing the borrower a defined delay in fulfilling the repayment obligations
usually with regard to the principal.
157
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Forbearance (continued)
Long-term restructuring solutions can include the following:
Interest rate reduction: permanent or temporary reduction of interest rate (fixed or variable) into a fair
and sustainable rate.
Extension of maturity: extension of the maturity of the loan which allows a reduction in instalment
amounts by spreading the repayments over a longer period.
Discounted Sale (Sale by agreement/assisted sale): when BOC PCL and the borrower agree to
voluntarily dispose of the secured asset(s) to partially or fully repay the debt.
Rescheduling of payments: the existing contractual repayment schedule is adjusted to a new sustainable
repayment program based on a realistic, current and forecasted, assessment of the cash flow generation
of the borrower.
Conversion of currency: the aim should be to align the currency of the debt to the currency of the cash
flows.
Alteration of contract conditions/covenants: when BOC PCL discharges the borrower of covenants or
conditions included in a loan agreement.
New loan facilities: new loan facilities may be granted during a restructuring agreement, which may
entail the pledge of additional security and in the case of inter-creditor arrangements the introduction of
covenants in order to compensate for the additional risk incurred by the Group in providing a new
financing to a distressed borrower.
Debt consolidation: the combination of multiple exposures into a single loan or limited number of loans.
Debt/asset swaps: agreement between the Group and the borrower to voluntarily dispose of the secured
asset to partially or fully repay the debt. The asset may be acquired by the Group and any residual debt
may be restructured within an appropriate repayment schedule in line with the borrower’s reassessed
repayment ability.
Partial or total debt forgiveness: this corresponds to BOC PCL forfeiting the right to legally recover part
or the whole of the amount of debt outstanding by the borrower. The Group applies the debt forgiveness
solution only as a last resort and in remote cases having taken into consideration the ability of the
borrower to repay the remaining debt in the agreed timeframe and the moral hazard.
Debt forgiveness (write-off) and restructuring: this corresponds to BOC PCL forfeiting the right to legally
recover part of the amount of debt outstanding by the borrower.
Rollover: consists of modifying the maturity date, providing for the same interest for the extended
period of time granted for repayment.
Split and freeze: the customer’s debt is split into sustainable and unsustainable parts. The sustainable
part is restructured and continues to operate. The unsustainable part is ‘frozen’ for the restructured
duration of the sustainable part. At the maturity of the restructuring, the frozen part is either forgiven
pro-rata (based on the actual repayment of the sustainable part) or restructured.
Debt/equity swaps: partial set-off of the debt and obtaining of an equivalent amount of equity by the
Group, with the remaining debt right-sized to the cash flows of the borrower to allow repayment to the
Group from repayment on the re-sized debt and from the eventual sale of the equity stake in the
business. This solution is used only in exceptional cases and only where all other efforts for restructuring
are exhausted and after ensuring compliance with the banking law.
In addition, the following solutions can be used:
a) Additional security: when additional liens on unencumbered assets are obtained as additional
security from the borrower in order to compensate for the higher risk exposure and as part of
the restructuring process.
b) Capture surplus cash: aims at securing cash flows, which may currently not be unencumbered
and/or not pledged by BOC PCL. Surplus cash may be obtained, for example, from higher cash
flows from operations, as well as from disposal of collaterals, or unencumbered assets.
Rescheduled loans and advances to customers
The below tables present the Group’s rescheduled loans and advances to customers by industry sector,
geography and credit quality classification, as well as impairment provisions and tangible collateral held for
rescheduled loans.
158
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
44. Risk management – Credit risk (continued)
Rescheduled loans and advances to customers (continued)
2017
1 January
Cyprus
Greece
Russia
€000
€000
€000
United
Kingdom
€000
Romania
€000
Total
€000
7,401,870
337
83,893
90,323
78,881
7,655,304
New loans and advances rescheduled in the year
402,521
Assets no longer classified as rescheduled
(including repayments)
(1,326,918)
Applied in writing off rescheduled loans and advances
(461,468)
Interest accrued on rescheduled loans and advances
Foreign exchange adjustments
278,858
(21,917)
-
-
-
1
-
-
89
3,424
406,034
(7,998)
(79,147)
(52,034) (1,466,097)
-
-
(2)
16
(13,076)
(474,546)
1,381
280,256
(5,300)
(1,393)
(327)
(28,937)
31 December
2016
1 January
6,272,946
338
70,595
9,886
18,249
6,372,014
8,391,624
24,865
138,376
116,232
119,185
8,790,282
New loans and advances rescheduled in the year
900,616
-
-
54,780
340
955,736
Assets no longer classified as rescheduled
(including repayments)
Applied in writing off rescheduled loans and advances
Interest accrued on rescheduled loans and advances
Foreign exchange adjustments
31 December
(1,504,769)
(97)
(77,308)
(68,305)
(42,843) (1,693,322)
(715,713)
(24,871)
326,260
3,852
7,401,870
440
-
337
-
-
(255)
557
(189)
(741,028)
2,392
329,649
22,825
(12,686)
(4)
13,987
83,893
90,323
78,881
7,655,304
The classification as rescheduled loans is discontinued when all EBA criteria for the discontinuation of the classification as forborne exposure are met. These are
set out in the ECB Guidance to Banks on Non-Performing Loans.
159
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
44. Risk management – Credit risk (continued)
Rescheduled loans and advances to customers (continued)
Credit quality
2017
Neither past due nor impaired
Past due but not impaired
Impaired
2016
Neither past due nor impaired
Past due but not impaired
Impaired
Cyprus
Greece
Russia
€000
€000
€000
United
Kingdom
€000
Romania
€000
Total
€000
3,158,894
1,218,160
1,895,892
6,272,946
4,021,923
1,212,177
2,167,770
7,401,870
-
-
338
338
-
-
337
337
-
-
70,595
5,383
2,354
2,149
79
3,164,356
-
1,220,514
18,170
1,987,144
70,595
9,886
18,249
6,372,014
-
671
83,222
85,722
85
4,107,730
2,509
2,092
225
1,215,582
78,571
2,331,992
83,893
90,323
78,881
7,655,304
160
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
44. Risk management – Credit risk (continued)
Rescheduled loans and advances to customers (continued)
Fair value of collateral
2017
Neither past due nor impaired
Past due but not impaired
Impaired
2016
Neither past due nor impaired
Past due but not impaired
Impaired
Cyprus
€000
2,818,937
1,020,063
1,437,734
5,276,734
3,772,578
1,021,347
1,828,036
6,621,961
Russia
United Kingdom
Romania
€000
€000
€000
Total
€000
-
-
14,500
14,500
-
671
47,740
48,411
5,345
2,353
1,131
8,829
85,661
2,504
1,974
93
-
2,824,375
1,022,416
9,948
1,463,313
10,041
5,310,104
80
182
3,858,319
1,024,704
22,060
1,899,810
90,139
22,322
6,782,833
The fair value of collateral presented above has been computed based on the extent that the collateral mitigates credit risk.
161
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
44. Risk management – Credit risk (continued)
Rescheduled loans and advances to customers (continued)
Credit risk concentration
2017
By economic activity
Trade
Manufacturing
Hotels and catering
Construction
Real estate
Private individuals
Professional and other services
Other sectors
By customer sector
Corporate
SMEs
Retail
- housing
- consumer, credit cards and other
International banking services
Wealth management
Cyprus
€000
607,700
201,377
429,520
1,222,591
862,508
2,221,465
359,970
367,815
6,272,946
2,923,699
1,310,652
1,430,760
552,908
53,103
1,824
Greece
€000
Russia
United Kingdom
Romania
€000
€000
€000
31,237
12,314
-
8,212
-
-
18,832
-
445
44
2,242
-
4,837
1,593
725
-
Total
€000
640,095
213,857
431,762
713
122
-
11,933
1,242,736
5,401
872,746
-
80
-
2,223,058
379,607
368,153
70,595
9,886
18,249
6,372,014
65,925
4,670
-
-
-
-
3,867
4,549
-
1,470
-
-
18,249
3,012,078
-
-
-
-
-
1,319,871
1,430,760
554,378
53,103
1,824
-
-
-
-
-
-
-
338
338
338
-
-
-
-
-
6,272,946
338
70,595
9,886
18,249
6,372,014
162
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
44. Risk management – Credit risk (continued)
Rescheduled loans and advances to customers (continued)
Credit risk concentration (continued)
2017
By business line
Corporate
SMEs
Retail
- housing
- consumer, credit cards and other
Restructuring
- major corporate
- corporate
- SMEs
- retail housing
- retail other
Recoveries
- corporate
- SMEs
- retail housing
- retail other
International banking services
Wealth management
Cyprus
€000
Greece
€000
Russia
United Kingdom
Romania
€000
€000
€000
Total
€000
795,714
344,957
958,415
290,308
934,096
624,602
739,537
301,111
122,749
569,287
226,158
171,234
139,851
53,103
1,824
338
-
-
-
-
-
-
-
-
-
-
-
-
-
-
65,925
4,670
-
-
-
-
-
-
-
-
-
-
-
-
-
3,867
4,549
-
1,470
14,637
880,481
-
-
-
354,176
958,415
291,778
-
-
-
-
-
-
-
-
-
-
-
79
934,175
-
-
-
-
624,602
739,537
301,111
122,749
3,533
572,820
-
-
-
-
-
226,158
171,234
139,851
53,103
1,824
6,272,946
338
70,595
9,886
18,249
6,372,014
163
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
44. Risk management – Credit risk (continued)
Rescheduled loans and advances to customers (continued)
Credit risk concentration (continued)
2016
By economic activity
Trade
Manufacturing
Hotels and catering
Construction
Real estate
Private individuals
Professional and other services
Other sectors
By customer sector
Corporate
SMEs
Retail
- housing
- consumer, credit cards and other
International banking services
Wealth management
Cyprus
€000
668,305
214,248
619,259
1,539,773
1,047,280
2,515,157
446,946
350,902
7,401,870
3,418,231
1,675,528
1,661,487
567,426
74,704
4,494
Greece
€000
Russia
United Kingdom
Romania
€000
€000
€000
35,229
16,347
-
8,934
-
-
23,383
-
261
-
12,139
176
69,426
996
7,325
-
Total
€000
705,419
231,858
634,647
1,624
1,263
3,249
25,175
1,574,058
47,192
1,163,898
60
-
318
2,516,213
477,654
351,557
83,893
90,323
78,881
7,655,304
78,488
5,405
74,987
14,501
77,556
3,649,599
1,265
1,696,699
-
-
-
-
-
835
-
-
-
60
-
-
1,661,487
568,321
74,704
4,494
-
-
-
-
-
-
-
337
337
337
-
-
-
-
-
7,401,870
337
83,893
90,323
78,881
7,655,304
164
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
44. Risk management – Credit risk (continued)
Rescheduled loans and advances to customers (continued)
Credit risk concentration (continued)
2016
By business line
Corporate
SMEs
Retail
- housing
- consumer, credit cards and other
Restructuring
- major corporate
- corporate
- SMEs
Recoveries
- corporate
- SMEs
- retail housing
- retail other
International banking services
Wealth management
Cyprus
€000
Greece
€000
Russia
United Kingdom
Romania
€000
€000
€000
Total
€000
711,872
464,163
1,494,123
449,107
1,371,448
790,600
815,597
544,311
395,768
167,364
118,319
74,704
4,494
337
-
-
-
-
-
-
-
-
-
-
-
-
78,488
5,405
-
-
-
-
-
-
-
-
-
-
-
74,987
14,501
-
835
-
-
-
-
-
-
-
-
-
77,391
1,265
943,075
485,334
-
60
1,494,123
450,002
165
1,371,613
-
-
-
-
-
-
-
-
790,600
815,597
544,311
395,768
167,364
118,319
74,704
4,494
7,401,870
337
83,893
90,323
78,881
7,655,304
165
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
44. Risk management – Credit risk (continued)
Rescheduled loans and advances to customers (continued)
Provisions for impairment
2017
Individual impairment
Collective impairment
2016
Individual impairment
Collective impairment
Cyprus
€000
797,975
594,075
1,392,050
899,178
200,069
1,099,247
Greece
€000
Russia
United Kingdom
Romania
€000
€000
€000
Total
€000
338
-
338
337
-
337
56,094
-
56,094
65,297
359
65,656
1,054
242
1,296
1,855
365
2,220
10,078
865,539
-
594,317
10,078
1,459,856
59,791
1,026,458
2
200,795
59,793
1,227,253
166
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit quality of Group assets exposed to credit risk other than loans and advances to customers -
analysis by rating agency designation
Balances with central banks and loans and advances to banks
Balances with central banks and loans and advances to banks are analysed by Moody’s Investors Service rating
as follows:
Aaa – Aa3
A1 – A3
Baa1 – Baa3
Ba1 – Ba3
B1 – B3
Caa - C
Unrated
Other receivables from banks
2017
€000
2016
€000
745,330
785,002
560,059
249,693
132,610
2,870,600
41,860
37,067
655
1,137,717
18,399
14,410
58,406
154,805
56,603
41,085
4,442,662
2,461,639
Band Ba1-Ba3 above includes an amount of €152,538 thousand which mainly relates to obligatory deposits for
liquidity purposes with the CBC. As at 31 December 2017, bank balances with carrying value of €33,004
thousand are impaired (2016: €78,725 thousand), with cumulative impairment loss of €24,998 thousand
(2016: €55,655 thousand).
167
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
44.
Risk management – Credit risk (continued)
Credit quality of Group assets exposed to credit risk other than loans and advances to customers -
analysis by rating agency designation (continued)
Debt securities
Investments in debt securities are analysed by Moody’s Investors Service rating, their issuer and classification,
as follows:
Aaa – Aa3
Baa1 – Baa3
Ba1 – Ba3
B1 – B3
Caa – C
Unrated
Issued by:
- Cyprus government
- other governments
- banks and other corporations
Classified as:
- trading investments
- investments at fair value through profit or loss
- available-for-sale investments
- investments classified as loans and receivables
2017
€000
2016
€000
437,857
349,565
12,306
12,507
500,265
-
-
-
500
257,495
1
-
950,928
619,568
500,265
257,496
304,441
329,211
146,222
32,861
950,928
619,568
536
476
-
10,426
901,734
540,592
48,658
68,074
950,928
619,568
168
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
45.
Risk management – Market risk
Market risk is the risk of loss from adverse changes in market prices - namely from changes in interest rates,
exchange rates and security prices. The Market Risk department is responsible for monitoring the risk resulting
from such changes with the objective to minimise the impact on earnings and capital. The department also
monitors liquidity risk and credit risk with counterparties and countries. It is also responsible for monitoring
compliance with the various market risk policies and procedures.
Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. It arises as a result of timing differences on the repricing of
assets, liabilities and off balance sheet items.
Interest rate risk is measured using interest rate sensitivity gap analysis where the difference between assets
and liabilities repricing in each time band is calculated separately for each currency.
Interest rate risk is managed through a Year 1 Interest Rate Effect (IRE) limit on the maximum reduction of net
interest income under the various interest rate shock scenarios. Limits are set as a percentage of the Group
capital and as a percentage of the net interest income (when positive) and are allocated to the various banking
units of the Group. In the case of Cyprus, there are different limits for Euro and foreign currencies.
Sensitivity analysis
The table below sets out the impact on the Group’s net interest income, over a one-year period, from
reasonably possible parallel changes in the interest rates of the main currencies:
Parallel change in interest rates
((increase)/decrease in net
interest income)
2017
+1.6% for Russian Rouble
+0.6% for Euro, US Dollar and
British Pound
+0.4% for Swiss Franc
+0.2% for Japanese Yen
+0.6% for all other currencies
-1.7% for Russian Rouble
-0.6% for Euro, US Dollar and
British Pound
-0.3% for Swiss Franc
-0.2% for Japanese Yen
-0.6% for all other currencies
2016
+2% for Russian Rouble
+1% for US Dollar
+0.5% for all other currencies
-4% for Russian Rouble
-0.5% for all other currencies
Euro
US Dollar
British
Pound
Other
currencies
Total
€000
€000
€000
€000
€000
24,280
190
13,720
605
38,795
(28,459)
(1,428)
(2,749)
(1,333)
(33,969)
17,269
15,950
5,081
(43)
38,257
(21,479)
(8,089)
(3,057)
(438)
(33,063)
169
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
45.
Risk management – Market risk (continued)
Interest rate risk (continued)
Sensitivity analysis (continued)
In addition to the above fluctuations in net interest income, interest rate changes can result in fluctuations in
the fair value of investments at fair value through profit or loss (including investments held for trading) and in
the fair value of derivative financial instruments.
The equity of the Group is also affected by changes in market interest rates. The impact on the Group’s equity
arises from changes in the fair value of fixed rate debt securities classified as available-for-sale (unless
impaired).
The sensitivity analysis is based on the assumption of a parallel shift of the yield curve. The table below sets
out the impact on the Group’s profit/loss before tax and equity as a result of reasonably possible changes in the
interest rates of the major currencies.
Change in interest rates
2017
+0.4% for Swiss Franc
+0.2% for Japanese Yen
+0.6% for all other currencies
-0.3% for Swiss Franc
-0.2% for Japanese Yen
-0.6% for all other currencies
2016
+2% for Russian Rouble
+1% for US Dollar
+0.5% for all other currencies
-4% for Russian Rouble
-0.5% for all other currencies
Currency risk
Impact on
profit/loss
before tax
Impact on
equity
€000
€000
364
(3,155)
(364)
3,155
1,347
(1,764)
(1,347)
1,734
Currency risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because
of changes in foreign exchange rates.
In order to manage currency risk, the ALCO has approved open position limits for the total foreign exchange
position limits. The foreign exchange position limits are lower than those prescribed by the CBC. These limits
are managed by Treasury and monitored daily by market risk officers in all the banking units of the Group, who
report the overnight foreign currency position of each unit to Market Risk daily.
The Group does not maintain a currency trading book.
The table below sets out the Group’s currency risk resulting from the financial instruments that it holds. The
analysis assumes reasonably possible changes in the exchange rates of major currencies against the Euro,
based mainly on historical price fluctuations. The impact on profit/loss after tax includes the change in net
interest income that arises from the change of currency rate.
The impact on equity arises from the hedging instruments that are used to hedge part of the net assets of the
subsidiaries whose functional currency is not the Euro. The net assets of foreign operations are also revalued
and affect equity, but their impact is not taken into account in the above sensitivity analysis as the above
relates only to financial instruments which have a direct impact either on profit/loss after tax or on equity.
170
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
45.
Risk management – Market risk (continued)
Currency risk (continued)
2017
US Dollar
Russian Rouble
Romanian Lei
Swiss Franc
British Pound
Japanese Yen
Other currencies
US Dollar
Russian Rouble
Romanian Lei
Swiss Franc
British Pound
Japanese Yen
Other currencies
2016
US Dollar
Russian Rouble
Romanian Lei
Swiss Franc
British Pound
Japanese Yen
Other currencies
US Dollar
Russian Rouble
Romanian Lei
Swiss Franc
British Pound
Japanese Yen
Other currencies
Change in
foreign exchange
rate
Impact on
profit/loss after
tax
Impact on
equity
%
€000
€000
1,110
2,714
(419)
3,803
868
195
(18)
(908)
(1,628)
343
(2,535)
(578)
(160)
14
1,935
2,645
-
6,629
1,017
307
173
(1,584)
(1,587)
-
(4,419)
(678)
(251)
(142)
-
22,323
(407)
-
(34,079)
-
-
-
(13,394)
333
-
22,719
-
-
-
18,828
4,459
-
(19,358)
-
-
-
(11,297)
(3,648)
-
12,905
-
-
+10
+25
+10
+20
+20
+10
+10
-10
-25
-10
-20
-20
-10
-10
+10
+25
+10
+20
+20
+10
+10
-10
-25
-10
-20
-20
-10
-10
171
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
45.
Risk management – Market risk (continued)
Price risk
Equity securities price risk
The risk of loss from changes in the price of equity securities arises when there is an unfavourable change in
the prices of equity securities held by the Group as investments.
Investments in equities are outside the Group’s risk appetite. The Group monitors the current portfolio mostly
acquired by the Group as part of the acquisition of certain operations of Laiki Bank, with the objective to
gradually liquidate all positions for which there is a market. Equity securities may also be acquired in the
context of delinquent loan workouts and are disposed of by the Group as soon as practicable.
Changes in the prices of equity securities that are classified as investments at fair value through profit or loss,
affect the results of the Group, whereas changes in the value of equity securities classified as available-for-sale
affect the equity of the Group (if not impaired).
The table below shows the impact on the profit/loss before tax and on equity of the Group from a change in the
price of the equity securities held, as a result of reasonably possible changes in the relevant stock exchange
indices.
2017
Cyprus stock exchange
Athens exchange
Other stock exchanges and non listed
Cyprus stock exchange
Athens exchange
Other stock exchanges and non listed
2016
Cyprus stock exchange
Athens exchange
Other stock exchanges and non listed
Cyprus stock exchange
Athens exchange
Other stock exchanges and non listed
Change in
index
%
Impact on
profit/loss
before tax
€000
Impact on
equity
€000
+25
+25
+20
-25
-25
-20
+25
+35
+20
-25
-35
-20
1,477
-
1,144
(1,483)
(5)
(1,390)
1,313
-
858
(1,567)
(30)
(858)
1,288
99
4,206
(1,282)
(93)
(3,960)
1,049
95
2,122
(795)
(67)
(2,122)
Debt securities price risk
Debt securities price risk is the risk of loss as a result of adverse changes in the prices of debt securities held by
the Group. Debt security prices change as the credit risk of the issuer changes and/or as the interest rate
changes for fixed rate securities. The Group invests a significant part of its liquid assets in debt securities
issued mostly by governments. The average Moody’s Investors Service rating of the debt securities portfolio of
the Group as at 31 December 2017 was Baa1 (2016: Baa1). The average rating excluding the Cyprus
Government bonds for 31 December 2017 was Aa1 (2016: Aa2).
Changes in the prices of debt securities classified as investments at fair value through profit or loss, affect the
profit or loss of the Group, whereas changes in the value of debt securities classified as available-for-sale affect
the equity of the Group (if not impaired).
172
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
45.
Risk management – Market risk (continued)
Price risk (continued)
Debt securities price risk (continued)
The table below indicates how the profit/loss before tax and equity of the Group will be affected from
reasonably possible changes in the price of the debt securities held, based on observations of changes in credit
risk over the past years.
Change in market prices
2017
+3% for A3 and above rated bonds
+10% for below A3 rated bonds
-3% for A3 and above rated bonds
-10% for below A3 rated bonds
2016
+6.5%
-6.5%
Impact on
profit/loss
before tax
Impact on
equity
€000
€000
1,385
13,038
607
45,667
(1,385)
(13,038)
(607)
(45,667)
2,861
34,776
(2,861)
(34,776)
46.
Risk management – Liquidity risk and funding
Liquidity risk is the risk that the Group is unable to fully or promptly meet current and future payment
obligations as and when they fall due. This risk includes the possibility that the Group may have to raise
funding at high cost or sell assets at a discount to fully and promptly satisfy its obligations.
It reflects the potential mismatch between incoming and outgoing payments, taking into account unexpected
delays in repayment or unexpectedly high payment outflows. Liquidity risk involves both the risk of unexpected
increases in the cost of funding of the portfolio of assets and the risk of being unable to liquidate a position in a
timely manner on reasonable terms.
In order to limit this risk, management aims to achieve diversified funding sources in addition to the Group’s
core deposit base, and has adopted a policy of managing assets with liquidity in mind and monitoring cash
flows and liquidity on a daily basis. The Group has developed internal control processes and contingency plans
for managing liquidity risk.
Management and structure
The Board of Directors sets the Group’s Liquidity Risk Appetite being the level of risk at which the Group should
operate.
The Board of Directors, through its Risk Committee, approves the Liquidity Policy Statement and reviews almost
at every meeting the liquidity position of the Group. Information on inflows/outflows is also provided.
The ALCO is responsible for setting the policies for the effective management and monitoring of liquidity across
the Group. Bank of Cyprus UK Ltd ALCO is responsible for monitoring the liquidity position of the unit and
ensuring compliance with the approved policies and regulatory requirements.
173
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
46.
Risk management – Liquidity risk and funding (continued)
Management and structure (continued)
Group Treasury is responsible for liquidity management at Group level and for overseeing the operations of
Bank of Cyprus UK Ltd, to ensure compliance with internal and regulatory liquidity policies and provide direction
as to the actions to be taken regarding liquidity needs. Every unit is responsible for managing its liquidity and
targets to finance its own needs. Group Treasury assesses on a continuous basis, and informs ALCO at regular
time intervals, the adequacy of the liquid assets and takes the necessary actions to enhance the Group’s
liquidity position.
Liquidity is also monitored daily by Market Risk, which is an independent department responsible to monitor
compliance at the level of individual units, as well as at Group level, with both internal policies and limits, and
with the limits set by the regulatory authorities in the countries where the Group operates. Market Risk reports
to ALCO the regulatory liquidity position of the various units of the Group, at least monthly. It also provides
the results of various stress tests to ALCO at least quarterly.
Liquidity is monitored and managed on an ongoing basis through:
(i)
(ii)
(iii)
Risk appetite: established Group Risk Appetite together with the appropriate limits for the management
of all risks including liquidity risk.
Liquidity policy: sets the responsibilities for managing liquidity risk as well as the framework, limits and
stress test assumptions.
Liquidity limits: a number of internal and regulatory limits are monitored on a daily, monthly and
quarterly basis. Where applicable, a traffic light system (RAG) has been introduced for the ratios, in order
to raise flags when the ratios deteriorate.
(iv) Early warning indicators: monitoring of a range of indicators for early signs of liquidity risk in the market
or specific to the Group. These are designed to immediately identify the emergence of increased liquidity
risk to maximise the time available to execute appropriate mitigating actions.
Liquidity Contingency Plan: maintenance of a Liquidity Contingency Plan (LCP) which is designed to
provide a framework where a liquidity stress could be effectively managed. The LCP provides a
communication plan and includes management actions to respond to liquidity stresses.
(v)
(vi) Recovery Plan: the Group has developed a Recovery Plan (RP). The key objectives of the RP are to set
the key Recovery and Early Warning indicators, so as to monitor these consistently and to set in advance
a range or recovery options to enable the Group to be adequately prepared to respond to stressed
conditions and restore the Group’s position.
Monitoring process
Daily
The daily monitoring of cash flows and highly liquid assets is important to safeguard and ensure the
uninterrupted operations of the Group’s activities. Market Risk prepares a report for submission to the CBC and
ECB/Single Supervisory Mechanism (SSM), indicating the opening and closing liquidity position, net customer
movements and other movements analysed by the main currencies. In addition, Group Treasury monitors daily
and intraday the customer inflows and outflows in the main currencies used by the Group.
Since May 2016, Market Risk also prepares daily stress testing for bank-specific, market wide and combined
scenarios. The requirement is to have sufficient liquidity buffer to enable BOC PCL to survive a two-week stress
period, and adequate capacity to raise funding under a three month period, under all scenarios.
The liquidity buffer is made up of: Banknotes, CBC balances (excluding the Minimum Reserve Requirements
(MRR)), nostro current accounts, money market placements up to the stress horizon, available ECB credit line
and market value net of haircut of eligible unencumbered/available bonds. Most of these are High Quality
Liquid Assets (HQLA) as per the LCR definitions and/or ECB Eligible bonds and excludes domestic issues of
Cyprus Government Bonds.
The designing of the stress tests followed best practice guidance and was based on the liquidity risk drivers
which are recognised internationally by both the Prudential Regulation Authority (PRA) and EBA SREP. The
stress tests assumptions are included in the Group Liquidity Policy which is reviewed on an annual basis and
approved by the Board. However, whenever it is considered appropriate to amend the assumptions during the
year, approval is requested by ALCO and the Board Risk Committee. The main items shocked in the different
scenarios are: deposit outflows, wholesale funding, loan repayments, off-balance sheet commitments,
marketable securities and cash collateral for derivatives and repos.
174
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
46.
Risk management – Liquidity risk and funding (continued)
Monitoring process (continued)
Weekly
Market Risk prepares a weekly report of Euro and foreign currency liquidity mismatch, which also discloses the
level of liquidity ratios which is submitted to the CBC.
Monthly
Market Risk prepares reports monitoring compliance with internal and regulatory liquidity ratios, for all banking
units and for the Group and submits them to the ALCO, the Executive Committee and the Board Risk
Committee. It also calculates the expected flows under a stress scenario and compares them with the projected
available liquidity buffer in order to calculate the survival days. The fixed deposit renewal rates and deposits by
tenor are also presented to the ALCO.
Market Risk reports the LCR and Additional Liquidity Monitoring Metrics (ALMM) to the CBC/ECB monthly.
Group Treasury prepares a liquidity report which is submitted to the ALCO on a monthly basis. The report
indicates the liquidity position of BOC PCL and the Group, data on monthly customer flows, as well as other
important developments related to liquidity.
Quarterly
The results of the stress testing scenarios prepared daily are reported to ALCO and the Board Risk Committee
quarterly. Moreover, Market Risk reports the NSFR, Leverage Ratio to the CBC/ECB quarterly and various other
liquidity reports, included in the short-term exercise of the SSM per the SREP guidelines.
Annually
The Group prepares on an annual basis its report on ILAAP.
As part of the Group’s procedures for monitoring and managing liquidity risk, there is a Group LCP for handling
liquidity difficulties. The LCP details the steps to be taken in the event that liquidity problems arise, which
escalate to a special meeting of the extended ALCO. The LCP sets out the members of this Committee and a
series of the possible actions that can be taken. This LCP, as well as the Group’s Liquidity Policy, is reviewed by
ALCO at least annually, during the ILAAP review. The ALCO submits the updated Liquidity Policy with its
recommendations to the Board through the Board Risk Committee for approval. The approved Liquidity Policy is
notified to the SSM.
Liquidity ratios
The Group LCR presented in the table below, is calculated based on the Delegated Regulation (EU) 2015/61. It
is designed to establish a minimum level of high-quality liquid assets sufficient to meet an acute stress lasting
for 30 calendar days. During 2017 the minimum requirement was 80% and increased to 100% on 1 January
2018.
The Group LCR is calculated monthly by Market Risk and sent to CBC/ECB 15 days after the month end.
Following ELA repayment in January 2017, BOC PCL has been concentrating its efforts in increasing liquid
assets and thus improving its LCR.
The Group’s LCR ratio was as follows:
End of reporting period
Average monthly ratio
Highest monthly ratio
Lowest monthly ratio
2017
%
2016
%
190
120
190
58
49
5
49
0
175
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
46.
Risk management – Liquidity risk and funding (continued)
Liquidity ratios (continued)
As at 31 December 2017, the Group is in compliance with its regulatory liquidity requirement with respect to
the LCR.
As at 31 December 2017, BOC PCL was not in compliance with all of the local regulatory liquidity requirements
(which were abolished on 1 January 2018 as per Article 412(5) of EU Regulation No 575/2013) with respect to
its operations in Cyprus. More specifically, BOC PCL was in compliance with the CBC EUR stock ratio and the
CBC EUR 0-30 days mismatch ratio, but was not in compliance with the rest of the local regulatory liquidity
requirements.
In December 2017, the CBC introduced a macroprudential measure in the form of a liquidity add-on that was
imposed on top of the LCR and which became effective on 1 January 2018. The objective of the measure is to
ensure that there will be a gradual release of the excess liquidity arising from the lower liquidity requirements
under the LCR compared to the ones under the local regulatory liquidity requirements previously in place. The
add-on applies stricter outflow and inflow rates on some of the parameters used in the calculation of the LCR
than the ones defined in the Commission Delegated Regulation (EU) 2015/61 as well as additional liquidity
requirements in the form of outflow rates on other items that are not subject to any outflow rates as per the
Regulation. The measure will be implemented in two stages. The first stage requires stricter outflow and inflow
rates which are applicable from 1 January 2018 until 30 June 2018. The second stage requires more relaxed
outflow and inflow rates compared to the initial ones, and are applicable from 1 July 2018 until 31 December
2018. Specifically, there will be a reduction of 50% of the LCR add-on rates on 1 July 2018. The additional
liquidity requirement is expected to be implemented up to 31 December 2018. The CBC may propose to modify
or extend the period of application of this macroprudential measure depending on the results of the follow-up of
the banks’ actions on how the excess liquidity is utilised. As at 31 December 2017, the Group and BOC PCL
were in compliance with the LCR add-on implemented on 1 January 2018.
As at 31 December 2017 and 2016 Bank of Cyprus UK Ltd was in compliance with its regulatory liquidity
requirements.
Main sources of funding
During the year 2017, the Group’s main sources of funding were its deposit base and central bank funding,
through the Eurosystem monetary policy operations.
ELA was fully repaid on 5 January 2017 (31 December 2016: €200 million).
The liquidity received from central banks is subject to the relevant regulations and requires qualifying assets as
collateral.
The funding via Eurosystem monetary policy operations ranges from short term to long term.
As at 31 December 2017, ECB funding was at €930 million of which €100 million was from the weekly MRO and
€830 million was from the 4-year TLTRO II.
In January 2017, BOC PCL issued a €250 million unsecured and subordinated Tier 2 Capital Note under BOC
PCL’s EMTN Programme. Further information is disclosed in Note 33.
Funding to subsidiaries
The funding provided by BOC PCL to its subsidiaries for liquidity purposes is repayable as per the terms of the
respective agreements. BOC PCL’s subsidiary Bank of Cyprus UK Ltd cannot place funds with the Group in
excess of maximum limits set by the local regulator.
Any new funding to subsidiaries requires approval from the ECB and the CBC.
The subsidiaries may proceed with dividend distributions in the form of cash to BOC PCL, provided that they are
not in breach of their regulatory capital and liquidity requirements. Certain subsidiaries have a recommendation
from their regulator to avoid any dividend distribution at this point in time.
176
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
46.
Risk management – Liquidity risk and funding (continued)
Collateral requirements
The carrying values of the Group’s encumbered assets as at 31 December 2017 and 2016 are summarised
below:
Cash and other liquid assets
Investments
Loans and advances
Property
2017
€000
2016
€000
120,525
139,975
317,167
359,813
3,137,586
2,853,511
-
93,574
3,575,278
3,446,873
Cash is mainly used to cover collateral required for (i) derivatives and repurchase transactions and (ii) trade
finance transactions and guarantees issued. It is also used as part of the supplementary assets for the covered
bond.
Investments are mainly used as collateral for repurchase transactions with commercial banks as well as
supplementary assets for the covered bond.
Loans and advances indicated as encumbered as at 31 December 2017 and 2016 are mainly used as collateral
for funding from the Central Banks (ECB, CBC and Bank of England), the covered bond and government
deposits.
As at 31 December 2017 no loans and advances to customers or property were pledged as collateral for ELA
(2016: €787 million). Loans and advances to customers include mortgage loans of a nominal amount €1,001
million (2016: €1,002 million) in Cyprus, pledged as collateral for the covered bond issued by BOC PCL in 2011
under the Covered Bond Programme. Furthermore housing loans of a nominal amount €1,273 million (2016:
€765 million) in Cyprus are pledged as collateral for the funding from the ECB (Note 30). At 31 December
2017, loans of a nominal amount of €715 million in Cyprus are pledged as collateral for deposits of the Republic
of Cyprus (2016: nil). At 31 December 2017 BOC PCL’s subsidiary Bank of Cyprus UK Ltd has pledged €161
million (2016: €244 million) of loans and advances to customers with the Funding for Lending Scheme (FLS) of
the Bank of England. As at 31 December 2017 the subsidiary had drawn down Treasury bills of €82 million
(2016: €29 million) under the FLS. These Treasury bills are not recorded on the consolidated balance sheet as
ownership remains with the Bank of England.
BOC PCL maintains a Covered Bond Programme set up under the Cyprus Covered Bonds legislation and the
Covered Bonds Directive of the CBC. Under the Covered Bond Programme, BOC PCL has in issue covered bonds
of €650 million secured by residential mortgages originated in Cyprus. The covered bonds have a maturity date
of 12 December 2018, bear interest of 3 months Euribor plus 3.25% on a quarterly basis and are traded on the
Luxemburg Bourse. The covered bonds have a Conditional Pass-Through structure. All the bonds are held by
BOC PCL. The credit rating of the covered bonds was upgraded to an investment grade rating and the covered
bond has become eligible collateral for the Eurosystem credit operations. As from 2 October 2015, it has been
placed as collateral for accessing funding from the ECB.
The credit ratings of the Republic of Cyprus by the main credit rating agencies continue to be below investment
grade. As a result, the ECB does not include Cyprus Government Bonds in its asset purchase programme, or as
eligible collateral for Eurosystem monetary operations.
177
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
46.
Risk management – Liquidity risk and funding (continued)
Analysis of financial assets and liabilities based on remaining contractual maturity
The analysis of the Group’s financial assets and liabilities based on the remaining contractual maturity at 31
December is based on undiscounted cash flows, analysed in time bands according to the number of days
remaining from 31 December to the contractual maturity date.
Financial assets
The analysis of financial assets does not include any interest receivable cash flows. Financial assets have a
much longer duration than financial liabilities and non-discounted interest receivable cash flows are higher than
non-discounted interest payable cash flows (based on remaining contractual maturity). As a result, non-
discounted cash inflows from interest receivable would have greatly exceeded non-discounted cash outflows on
interest payable, thus artificially improving liquidity.
Current accounts, overdrafts and amounts in arrears are included within the first maturity time band which
reflects their contractual maturity. All other loans and advances to customers are analysed according to their
contractual repayment schedule.
Loans and advances to banks are analysed in the time bands according to the number of days remaining from
31 December, until their contractual maturity date. Amounts placed as collateral (primarily for derivatives and
loans) are assigned to different time bands based on either their maturity (in the case of loans), or
proportionally according to the maturities of derivatives (where the collateral had no fixed maturity).
Financial assets with no contractual maturity (such as equity securities) are included in the ‘over five years’
time band, unless classified as at fair value through profit or loss, in which case they are included in the ‘up to
one month’ time band.
The investments are classified in the relevant time band according to their contractual maturity.
Financial liabilities
All financial liabilities for the repayment of which notice is required, are included in the relevant time bands as if
notice had been given on 31 December, despite the fact that the Group expects that the majority of its
customers will not demand repayment of such liabilities on the earliest possible date. Fixed deposits are
classified in time bands based on their contractual maturity. Although customers may demand repayment of
time deposits (subject to penalties depending on the type of the deposit account), the Group has the discretion
not to accept such early termination of deposits.
Subordinated loan stock is classified in the relevant time band according to the remaining contractual maturity,
ignoring the call date.
The amounts presented in the table below are not equal to the amounts presented on the balance sheet, since
the table below presents all cash flows (including interest to maturity) on an undiscounted basis.
Derivative financial instruments
Derivative financial instruments were classified according to whether the settlement of cash flows occurs on a
net or gross basis.
For net settled derivatives, after offset of receivable and payable amounts, the fair value of the derivatives is
included in financial assets or in financial liabilities in the time band corresponding to the remaining maturity of
the derivative.
Gross settled derivatives or net settled derivatives that are hedging instruments in cash flow hedges are
presented in a separate table and the corresponding cash flows are classified accordingly in the time bands
which relate to the number of days until their receipt or payment.
Commitments and contingent liabilities
The limits of loans and advances are commitments to provide credit to customers. The limits are granted for
predetermined periods and can be cancelled by the Group after giving relevant notice to the customers.
Usually the customers do not fully utilise the limits granted to them.
178
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
46.
Risk management – Liquidity risk and funding (continued)
Analysis of financial assets and liabilities based on remaining contractual maturity (continued)
2017
Financial assets
Cash and balances with
central banks
Loans and advances to
banks
Investments at fair
value through profit or
loss
Loans and advances to
customers
Fair value of net
settled derivative
assets
Non-trading
investments
On demand
and up to
one month
Between
one and
three
months
Between
three
months and
one year
Between
one and
five years
Over five
years
Total
€000
€000
€000
€000
€000
€000
3,321,403
29,667
34,371
8,493
-
3,393,934
1,053,565
4,775
3,573
110,476
20,244
1,192,633
46,389
4,541
-
47
490
51,467
4,273,947
269,251
852,799
3,933,785
5,272,672 14,602,454
1,414
69
11
16,369
164
18,027
20,464
-
10,480
609,319
337,692
977,955
Other assets
26,618
13,420
7,821
53,864
6,152
107,875
Total financial assets
8,743,800
321,723
909,055 4,732,353 5,637,414 20,344,345
Financial liabilities
Deposits by banks
196,211
140,361
26,145
460
141,554
504,731
Funding from central
banks
Repurchase
agreements
100,000
-
-
-
-
-
830,000
-
930,000
267,524
10,908
278,432
Customer deposits
9,595,209
3,173,297
4,530,788
641,855
5,320 17,946,469
Subordinated loan
stock
Fair value of net
settled derivative
liabilities
Other liabilities
Total undiscounted
financial liabilities
23,125
-
-
126,303
362,125
511,553
14,039
992
252
23,789
11,898
50,970
87,689
16,666
29,929
4,820
2,410
141,514
10,016,273 3,331,316
4,587,114 1,894,751
534,215 20,363,669
179
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
46.
Risk management – Liquidity risk and funding (continued)
Analysis of financial assets and liabilities based on remaining contractual maturity (continued)
2016
Financial assets
Cash and balances with
central banks
Loans and advances to
banks
Investments at fair
value through profit or
loss
Loans and advances to
customers
Fair value of net
settled derivative
assets
Non-trading
investments
On demand
and up to
one month
Between
one and
three
months
Between
three
months and
one year
Between
one and
five years
Over five
years
Total
€000
€000
€000
€000
€000
€000
1,446,851
26,372
29,157
4,016
-
1,506,396
871,306
13,630
14,660
172,674
15,567
1,087,837
27,971
8,740
1,686
4,069
550
43,016
6,064,296
258,139
687,253
3,627,733
5,011,980 15,649,401
17,829
2,701
59
159
87
20,835
7,941
6,453
42,008
335,288
238,938
630,628
Other assets
28,761
8,955
19,477
67,944
6,674
131,811
Total financial assets
8,464,955
324,990
794,300 4,211,883 5,273,796 19,069,924
Financial liabilities
Deposits by banks
309,922
6,312
32,731
6,704
83,812
439,481
Funding from central
banks
Repurchase
agreements
200,014
50,000
-
-
-
-
600,000
-
850,014
285,838
9,188
295,026
Customer deposits
8,750,919
3,113,258
3,396,832
1,343,667
4,193 16,608,869
Fair value of net
settled derivative
liabilities
Other liabilities
Total undiscounted
financial liabilities
7,955
1,010
53
31,687
7,504
48,209
95,719
16,430
31,974
4,591
2,296
151,010
9,364,529 3,187,010
3,461,590 2,272,487
106,993 18,392,609
180
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
46.
Risk management – Liquidity risk and funding (continued)
Analysis of financial assets and liabilities based on remaining contractual maturity (continued)
On demand
and up to
one month
Between
one and
three
months
Between
three
months and
one year
Between
one and
five years
Over five
years
Total
€000
€000
€000
€000
€000
€000
403,689
6,552
1,966
(402,221)
(6,465)
(1,956)
1,468
87
10
919,721
181,629
1,106
(933,009)
(182,582)
(1,107)
(13,288)
(953)
(1)
-
-
-
-
-
-
-
-
-
412,207
(410,642)
1,565
-
1,102,456
- (1,116,698)
-
(14,242)
2,849
4,155
1,363
-
-
8,367
132,897
134,166
242,944
167,153
91,005
768,165
2017
Gross settled
derivatives
Financial assets
Contractual amounts
receivable
Contractual amounts
payable
Financial liabilities
Contractual amounts
receivable
Contractual amounts
payable
Contingent
liabilities and
commitments
Contingent liabilities
Acceptances and
endorsements
Guarantees
Commitments
Documentary credits
3,382
5,447
17,931
505
2,365
29,630
Undrawn formal
standby facilities,
credit lines and other
commitments to lend
2,215,856
17,322
-
-
-
2,233,178
2,354,984
161,090
262,238
167,658
93,370
3,039,340
181
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
46.
Risk management – Liquidity risk and funding (continued)
Analysis of financial assets and liabilities based on remaining contractual maturity (continued)
On demand
and up to
one month
Between
one and
three
months
Between
three
months and
one year
Between
one and
five years
Over five
years
Total
€000
€000
€000
€000
€000
€000
669,186
164,669
1,531
(652,202)
(161,871)
(1,497)
16,984
2,798
34
1,060,998
188,662
1,498
(1,070,866)
(190,401)
(1,526)
(9,868)
(1,739)
(28)
-
-
-
-
-
-
-
-
-
835,386
(815,570)
19,816
- 1,251,158
- (1,262,793)
-
(11,635)
3,983
2,483
1,140
-
-
7,606
160,531
153,096
242,952
152,890
87,800
797,269
2016
Gross settled
derivatives
Financial assets
Contractual amounts
receivable
Contractual amounts
payable
Financial liabilities
Contractual amounts
receivable
Contractual amounts
payable
Contingent
liabilities and
commitments
Contingent liabilities
Acceptances and
endorsements
Guarantees
Commitments
Documentary credits
4,649
6,824
14,190
287
1,686
27,636
Undrawn formal
standby facilities,
credit lines and other
commitments to lend
2,020,254
14,937
-
-
- 2,035,191
2,189,417
177,340
258,282
153,177
89,486 2,867,702
182
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
47.
Risk management – Insurance risk
Insurance risk is the risk that an insured event under an insurance contract occurs and the uncertainty of the
amount and the timing of the resulting claim. By the very nature of an insurance contract, this risk is random
and therefore unpredictable.
For a portfolio of insurance contracts where the theory of probability is applied to pricing and provisioning, the
principal risk that the Group faces is that the actual claims and benefit payments will exceed the carrying
amount of insurance liabilities. This could occur because the frequency or severity of claims and benefits are
greater than estimated. Insurance events are random and the actual volume and cost of claims and benefits
will vary from year to year compared to the estimate established using statistical or actuarial techniques.
The above risk exposure is mitigated by the Group through the diversification across a large portfolio of
insurance contracts. The variability of risks is also reduced by careful selection and implementation of
underwriting strategy guidelines, as well as the use of reinsurance arrangements. Although the Group has
reinsurance arrangements, it is not relieved of its direct obligations to policyholders and is thus exposed to
credit risk with respect to ceded insurance, to the extent that any reinsurer is unable to meet the obligations
assumed under such reinsurance arrangements. For that reason, the creditworthiness of reinsurers is
evaluated by considering their solvency and credit rating.
Life insurance contracts
The main factors that could affect the overall frequency of claims are epidemics, major lifestyle changes and
natural disasters.
The underwriting strategy and risk assessment is designed to ensure that risks are well diversified in terms of
type of risk and level of insured benefits. This is largely achieved through the use of medical screening in order
to ensure that pricing takes account of the current medical conditions and family medical history and through
the regular review of actual claims and product pricing. The Group has the right to decline policy applications,
it can impose additional charges and it has the right to reject the payment of fraudulent claims.
The most significant risks relating to accident and health insurance contracts result from lifestyle changes and
from climate and environmental changes. The risks are mitigated by the careful use of strategic selection and
risk-taking at the underwriting stage and by thorough investigation for possible fraudulent claims.
The Group uses an analysis based on its embedded value which provides a comprehensive framework for the
evaluation and management of risks faced, the understanding of earnings volatility and operational planning.
The table below shows the sensitivity of the embedded value to assumption changes that substantially affect
the results.
Change in embedded value
Change in interest rates +0.25%
Change in expenses +10%
Change in lapsation rates +10%
Change in mortality rates +10%
2017
€000
2016
€000
271
84
(2,014)
(2,482)
(1,069)
(690)
(6,272)
(6,519)
The variables above are not linear. In each sensitivity calculation for changes in key economic variables, all
other assumptions remain unchanged except when they are directly affected by the revised economic
conditions.
Changes to key non–economic variables do not incorporate management actions that could be taken to
mitigate effects, nor do they take account of consequential changes in policyholder behaviour. In each
sensitivity calculation all other assumptions are therefore unchanged.
Some of the sensitivity scenarios shown in respect of changes to both economic and non–economic variables
may have a consequential effect on the valuation basis when a product is valued on an active basis which is
updated to reflect current economic conditions.
183
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
47.
Risk management – Insurance risk (continued)
Life insurance contracts (continued)
While the magnitude of these sensitivities will, to a large extent, reflect the size of closing embedded value,
each variable will have a different impact on different components of the embedded value. In addition, other
factors such as the intrinsic cost and time value of options and guarantees, the proportion of investments
between equities and bonds and the type of business written, including for example, the extent of with–profit
business versus non–profit business and to the extent to which the latter is invested in matching assets, will
also have a significant impact on sensitivities.
General insurance contracts
General insurance business is concentrated in Cyprus and the main claims during 2017 and 2016 related to fire
and natural forces and other damage to property, motor vehicle liability and general liability.
Risks under these policies are usually covered for a period of 12 months, with the exception of the goods in
transit class that covers shorter periods and the contractors all risks class that covers longer periods.
The liabilities for outstanding claims arising from insurance contracts issued by the Group are calculated based
on experts’ estimates and facts known at the balance sheet date. With time, these estimates are reconsidered
and any adjustments are recognised in the financial statements of the period in which they arise.
The principal assumptions underlying the estimates for each claim are based on past experience and market
trends and take into consideration claims handling costs, inflation and claim numbers for each accident year.
Also external factors that may affect the estimate of claims, such as recent court rulings and the introduction of
new legislation are taken into consideration.
The insurance contract liabilities are sensitive to changes in the above key assumptions. The sensitivity of
certain assumptions, such as the introduction of new legislation and the rulings of court cases, is very difficult
to be quantified. Furthermore, the delays that arise between the occurrence of a claim and its subsequent
notification and eventual settlement increase the uncertainty over the cost of claims at the reporting date.
The risk of a general insurance contract occurs from the uncertainty of the amount and time of presentation of
the claim. Therefore the level of risk is determined by the frequency of such claims, the severity and the
evolution of claims from one period to the next.
The main risks for the general insurance business arise from major catastrophic events like natural disasters.
These risks vary depending on location, type and nature. The variability of risks is mitigated by the
diversification of risk of loss to a large portfolio of insurance contracts, as a more diversified portfolio is less
likely to be affected by changes in any subset of the portfolio. The Group’s exposure to insurance risks from
general insurance contracts is also mitigated by the following measures: adherence to strict underwriting
policies, strict review of all claims occurring, immediate review and processing of claims to minimise the
possibility of negative developments in the future, and use of effective reinsurance arrangements in order to
minimise the impact of risks, especially for catastrophic events.
48.
Capital management
The primary objective of the Group’s capital management is to ensure compliance with the relevant regulatory
capital requirements and to maintain strong credit ratings and healthy capital adequacy ratios in order to
support its business and maximise shareholders’ value.
The Group follows the EU Regulations, primarily the CRR and CRD IV and any other decisions or circulars issued
by the regulators, ECB and CBC with respect to the capital adequacy calculations.
The Group and BOC PCL have complied with the minimum capital requirements (Pillar I and Pillar II).
The overseas banking subsidiary, Bank of Cyprus UK Ltd, complies with the minimum regulatory capital
requirements, including those set by the local regulator in the UK. The insurance subsidiaries of the Group
comply with the requirements of the Superintendent of Insurance including the minimum solvency ratios. The
regulated investment firms of the Group comply with the regulatory capital requirements of the CySEC laws and
regulations.
The Pillar 3 Disclosures Report (unaudited) of the Group required with respect to the requirements of the
Capital Requirement Regulation (EU) No 575/2013 is published on the Group’s website www.bankofcyprus.com
(Investor Relations).
184
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
49.
Related party transactions
Related parties of the Group include associates and joint ventures, key management personnel, Board of
Directors and their connected persons.
(a) Transactions with subsidiary
The Company is the holding company of the Group. The Company enters into transactions with its subsidiary in
the normal course of business. Balances and transactions between the Company and its subsidiaries are
disclosed in Note 14 of the Company’s financial statements. Transactions with the subsidiaries have been
eliminated on consolidation.
(b) Associates and joint ventures
The Group provides to and receives from its associates and joint ventures certain banking and financial
services. These are not material to the Group and all the transactions are made on normal business terms as
for comparable transactions with customers of a similar standing. Additional information is disclosed in Note 52
of these Consolidated Financial Statements.
(c) Compensation of the Board of Directors and key management personnel
The following disclosures are made in accordance with the provisions of IAS 24 Related Party Disclosures and
sections 305 and 306 of the Companies Act 2014, in respect of the compensation of the Board of Directors and
key management personnel.
Fees and emoluments of members of the Board of Directors and other key management personnel
Director emoluments
Executives
Salaries and other short term benefits
Employer’s contributions
Retirement benefit plan costs
Non-executives
Fees
Total directors’ emoluments
2017
€000
2016
€000
2,300
1,848
91
202
110
168
2,593
2,126
882
3,475
861
2,987
Other key management personnel emoluments
Salaries and other short term benefits
3,150
3,144
Termination benefits
Employer’s contributions
Retirement benefit plan costs
Total other key management personnel emoluments
Total
-
202
189
3,541
7,016
397
190
158
3,889
6,876
Fees and benefits are included for the period that they serve as members of the Board of Directors.
The retirement benefit plan costs relate to contributions paid for defined contribution plan.
The termination benefits relate to compensation paid during 2016 to members of the Executive Committee who
left the Group under the voluntary exit plan.
185
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
49.
Related party transactions (continued)
(c) Compensation of the Board of Directors and key management personnel (continued)
Fees and emoluments of members of the Board of Directors and other key management personnel
(continued)
Executive Directors
The salaries and other short term benefits of the Executive Directors are analysed as follows:
John Patrick Hourican (Chief Executive Officer)
Christodoulos Patsalides (Deputy Chief Executive Officer and Chief
Operating Officer)
2017
€000
2016
€000
2,104
1,652
196
196
2,300
1,848
The retirement benefit plan costs for 2017 amounting to €202 thousand (2016: €168 thousand) relate to: Mr
John Patrick Hourican €184 thousand (2016: €150 thousand) and Dr Christodoulos Patsalides €18 thousand
(2016: €18 thousand).
Non-executive Directors
Josef Ackermann
Wilbur L. Ross Jr.
Arne Berggren
Maksim Goldman
Michalis Spanos
Ioannis Zographakis
Marios Kalochoritis
Michael Heger
Lyn Grobler
Anat Bar-Gera
2017
€000
2016
€000
150
20
115
120
100
135
45
110
72
15
882
150
120
115
120
100
115
90
51
-
-
861
The fees of the non-executive Directors include fees as members of the Board of Directors of the Company and
its subsidiaries, as well as of committees of the Board of Directors.
Other key management personnel
The other key management personnel emoluments include the remuneration of the members of the Executive
Committee since the date of their appointment to the Committee and other members of the management team
who report directly to the Chief Executive Officer or to the Deputy Chief Executive Officer and Chief Operating
Officer.
186
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
49.
Related party transactions (continued)
(d)
Transactions with Directors and key management personnel
The table below shows the deposits and other credit balances held by the directors and their connected
persons, who were in office during the year:
Deposits as at 31 December:
- members of the Board of Directors
and other key management personnel
- connected persons
Interest expense on deposits for the year
2017
€000
2016
€000
2,737
3,088
5,825
64
2,981
3,559
6,540
69
The above table does not include year-end balances for members of the Board of Directors and their connected
persons who resigned during the year.
Interest expense is disclosed for the period during which they were members of the Board of Directors or
served as key management personnel.
Loans to Directors
The following information is presented in accordance with the Companies Act 2014. For the purposes of the
Companies Acts disclosures, ‘Directors’ means the current Board of Directors of the Company and any past
directors who were members of the Board of Directors of the Company during the relevant period.
All transactions with members of the Board of Directors and their connected persons are made on normal
business terms as for comparable transactions, including interest rates, with customers of a similar credit
standing. A number of loans and advances have been extended to other key management personnel on the
same terms as those applicable to the rest of the Group’s employees and their connected persons on the same
terms as those of customers.
Connected persons include spouses, minor children and companies in which directors/other key management
personnel, hold directly or indirectly, at least 20% of the voting shares in a general meeting, or act as
executive director or exercise control of the entities in any way.
Additional to members of the Board of Directors, related parties include entities providing key management
personnel services to the Group.
Directors: There were 12 Directors in office during the year (2016: 10 Directors), 4 of whom availed of credit
facilities (2016: 4 Directors). The balances outstanding are disclosed below.
Key management personnel: There were 13 key management personnel in office during the year (2016: 18 key
management personnel), 11 of whom availed of credit facilities (2016: 16 key management personnel). Ten of
the key management personnel who availed of credit facilities had balances outstanding at 31 December 2017
(2016:10 key management personnel).
Where no amount is shown in the tables below, this indicates a credit balance, a balance of nil, or a balance of
less than €500.
The value of arrangements at the beginning and end of the current and preceding financial years as stated
below in accordance with section 307 of the Companies Act 2014, expressed as a percentage of the net assets
of the Group at the beginning and end of the current and preceding financial years is less than 1%.
Details of transactions with key management personnel, and their connected persons where indicated, for the
years ended 31 December 2017 and 2016 are as follows:
187
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
49.
Related party transactions (continued)
(d)
Transactions with Directors and key management personnel (continued)
Loans to Directors (continued)
Current Directors
Balance as
at 1 January
Amounts
advanced
during the
year
Amounts
repaid
during the
year
Balance
as at
31
December
€000
€000
€000
€000
Aggregate
maximum
amount
outstanding
during the
year
€000
Unused
credit
facilities
€000
263
46
309
300
55
355
-
1
-
-
-
-
-
-
n/a
-
n/a
n/a
n/a
n/a
n/a
n/a
n/a
33
n/a
49
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
238
23
261
263
46
309
2
-
-
-
-
-
-
261
56
317
300
59
359
4
5
5
2
28
-
-
34
34
-
19
19
9
11
10
10
-
-
-
1
Christodoulos Patsalides
2017
Loans
Overdrafts/credit cards
2016
Loans
Overdrafts/credit cards
Michael Spanos
2017
Overdrafts/credit cards
2016
Overdrafts/credit cards
Ioannis Zographakis
2017
Overdrafts/credit cards
2016
Overdrafts/credit cards
John Patrick Hourican
2017
Overdrafts/credit cards
2016
Overdrafts/credit cards
Former Directors
Marios Kalochoritis
2016
Overdrafts/credit cards
The balances included in the table above include principal and interest. Also, amounts advanced and repaid are
not shown for overdraft and credit card facilities as these are revolving in nature. The aggregate maximum
amount outstanding includes credit card exposures at the maximum statement balance.
No other Directors had any loan facilities or overdraft/credit card balances with the Group during the year
ended 31 December 2017 (2016: nil).
No impairment charges or provisions have been recognised during the year ended 31 December 2017 and 2016
in respect of the above loans and facilities. All interest that has fallen due on these loans or facilities has been
paid.
Former Directors who resigned/retired during the year 2017 or 2016 had no other credit facilities with the
Group.
188
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
49.
Related party transactions (continued)
(d)
Transactions with Directors and key management personnel (continued)
Loans to Directors (continued)
Connected persons of the Board of Directors
The aggregate of loans to connected persons of Directors in office at 31 December 2017, as defined in section
220 of the Companies Act 2014, are as follows (aggregate of 1 person; 2016: 1 person):
Balance as
at 1 January
Amounts
advanced
during the
year
Amounts
repaid
during the
year
Balance as
at 31
December
Aggregate
maximum
amount
outstanding
during the
year
2017
€000
€000
€000
€000
€000
Persons connected to Michael
Spanos
Overdrafts/credit cards
5
n/a
n/a
2016
Persons connected to Michael
Spanos
Overdrafts/credit cards
9
n/a
n/a
1
5
6
16
The balances included in the table above include principal and interest. Also, amounts advanced and repaid are
not shown for overdraft and credit card facilities as these are revolving in nature. The aggregate maximum
amount outstanding includes credit card exposures at the maximum statement balance.
No impairment charges or provisions have been recognised during the year ended 31 December 2017 and 2016
in respect of the above loans and facilities. All interest that has fallen due on these loans or facilities has been
paid.
189
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
49.
Related party transactions (continued)
(d)
Transactions with Directors and key management personnel (continued)
Loans to Directors (continued)
Key management personnel in office during the year (and their connected persons)
2017
Loans
Overdrafts/credit cards
2016
Loans
Overdrafts/credit cards
Balance as
at 1 January
Amounts
advanced
during the
year
Amounts
repaid
during the
year
Balance as
at 31
December
Aggregate
maximum
amount
outstanding
during the
year
€000
€000
€000
€000
€000
2,565
389
2,954
3,348
523
3,871
147
n/a
55
n/a
241
n/a
365
n/a
2,549
335
2,884
2,565
389
2,954
2,692
491
3,183
3,809
831
4,640
The aggregate number of key management personnel during 2017 is 13 (2016: 18).
The balances included in the table above are aggregated and include principal and interest. Also, amounts
advanced and repaid are not shown for overdraft and credit card facilities as these are revolving in nature. The
aggregate maximum amount outstanding includes credit card exposures at the maximum statement balance.
No impairment charges or provisions have been recognised during the year ended 31 December 2017 and 2016
in respect of the above loans and facilities. All interest that has fallen due on these loans or facilities has been
paid.
190
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
49.
(d)
Related party transactions (continued)
Transactions with Directors and key management personnel (continued)
Aggregate amounts outstanding at year end and additional transactions
Loans and advances as at 31 December:
- Board of Directors
- Key management personnel
Connected persons
Interest income for the year
Insurance premium income for the year
Accruals and other liabilities as at 31
December:
- balances with entity providing key
management personnel services
Staff costs, consultancy and restructuring
expenses
2017
2016
2017
Number of persons
€000
2016
€000
10
13
10
13
263
2,473
414
3,150
85
112
309
2,502
458
3,269
112
107
6,217
3,101
17,627
11,992
The above table does not include year-end balances for members of the Board of Directors and their connected
persons who resigned during the year.
Interest income is disclosed for the period during which they were members of the Board of Directors or served
as key management personnel.
In addition to loans and advances, there were contingent liabilities and commitments in respect of members of
the Board of Directors and their connected persons, mainly in the form of documentary credits, guarantees and
commitments to lend, amounting to €76 thousand (2016: €61 thousand). There were also contingent liabilities
and commitments to other key management personnel and their connected persons amounting to €431
thousand (2016: €385 thousand).
The total unsecured amount of the loans and advances and contingent liabilities and commitments to members
of the Board of Directors, key management personnel and their connected persons (using forced-sale values for
tangible collaterals and assigning no value to other types of collaterals) at 31 December 2017 amounted to
€663 thousand (2016: €635 thousand).
At 31 December 2017 the Group has a deposit of €5,419 thousand (2016: €4,614 thousand) with Piraeus Bank
SA, in which Mr Arne Berggren is a non-executive Director. The Group has also provided certain indemnities to
Piraeus Bank SA as part of the disposal of Kyprou Leasing SA in 2015.
At 31 December 2016 the Group had an investment in Invesco Euro Short Term Bond Fund, in which Mr Wilbur
L. Ross Jr. was an executive Director. The fair value of the investment at 31 December 2016 amounted to
€4,047 thousand. Mr Ross resigned from the Board of Directors of the Company on 1 March 2017.
During the year ended 31 December 2017 premiums of €32 thousand and claims of €17 thousand were paid
between the members of the Board of Directors of the Company and their connected persons and the insurance
subsidiaries of the Group and commissions amounting to €10 thousand were received by the Group for the
provision of investment services.
Additionally, during the year ended 31 December 2017, BOC PCL has signed an agreement to rent property
owned by connected persons to the director Mr Michalis Spanos covering the period from 1 June 2017 to 31
May 2027. The monthly rental expense amounts to €4 thousand commencing from June 2018.
191
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
49.
(d)
Related party transactions (continued)
Transactions with Directors and key management personnel (continued)
Aggregate amounts outstanding at year end and additional transactions (continued)
There were no other transactions during the years ended 31 December 2017 and 2016 with connected persons
of the current members of the Board of Directors or with any members who resigned during the two years.
192
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
50.
Group companies
The main subsidiary companies and branches included in the Consolidated Financial Statements of the Group,
their registered office, their activities, and the percentage held by the Company (directly or indirectly) as at 31
December 2017 are:
Company
Bank of Cyprus Holdings Public Limited
Company
Bank of Cyprus Public Company Ltd
The Cyprus Investment and Securities
Corporation Ltd (CISCO)
General Insurance of Cyprus Ltd
EuroLife Ltd
Kermia Ltd
Kermia Properties & Investments Ltd
Cytrustees Investment Public Company Ltd
LCP Holdings and Investments Public Ltd
JCC Payment Systems Ltd
CLR Investment Fund Public Ltd
Auction Yard Ltd
BOC Secretarial Company Ltd
S.Z. Eliades Leisure Ltd
Bank of Cyprus Public Company Ltd (branch
of BOC PCL)
Bank of Cyprus UK Ltd
Bank of Cyprus Financial Services Ltd
(formerly BOC Financial Services Ltd)
BOC Asset Management Romania S.A.
(formerly Cyprus Leasing S.A.)
MC Investment Assets Management LLC
Kyprou Finance (NL) B.V.
Fortuna Astrum Ltd
Activities
Percentage
holding
(%)
Holding company
Commercial bank
Investment banking,
asset management and
brokerage
General insurance
Life insurance
Property trading and
development
Property trading and
development
Closed-end investment
company
Holding company
Card processing transaction
services
Investment company
Auction company
Secretarial services
Land development and
operation of a golf resort
Administration of guarantees
and holding of real estate
properties
Commercial bank
Financial advisory services
Collection of the existing
portfolio of receivables,
including third party collections
Problem asset management
company
Financing services
Problem asset management
company
N/A
100
100
100
100
100
100
54
67
75
20
100
100
70
N/A
100
100
100
100
100
100
Registered
office
10 Earlsfort Terrace,
Dublin 2, D02 T380,
Ireland
51 Stassinos Street,
Ayia Paraskevi,
Strovolos,
CY-2002, Nicosia
Cyprus
154 Limassol Avenue,
CY-2025, Strovolos,
Nicosia, Cyprus
2-4 Themistokli
Dervis Street,
CY-1066, Nicosia,
Cyprus
4 Evrou Street,
CY-2003, Strovolos,
Nicosia, Cyprus
51 Stassinos Street,
Ayia Paraskevi,
Strovolos,
CY-2002, Nicosia
Cyprus
154 Limassol Avenue,
CY-2025 Strovolos,
Nicosia, Cyprus
26 Vyronos Street,
CY-1096 Nicosia,
Cyprus
1 Stadiou Street,
Nisou, CY-2571
Cyprus
26 Vyronos Street,
CY-1096 Nicosia,
Cyprus
51 Stassinos Street,
Ayia Paraskevi,
Strovolos,
CY-2002, Nicosia
Cyprus
192 Alexandras
Avenue, 11521
Athens, Greece
27-31 Charlotte
Street, London, W1T
1RD, United Kingdom
Calea Dorobonti
187B, Sector 1,
Bucharest, Romania
19-1 Zvezdnyi
building, Moscow,
Russia
Strawinskylaan 3127,
1077 ZX Amsterdam,
Netherlands
Internacionalniti
Brigada 69, 11104,
Grad Beograd, Serbia
193
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
50.
Group companies (continued)
In addition to the above companies, at 31 December 2017 BOC PCL had 100% shareholding in the companies
listed below whose activity is the ownership and management of immovable property:
Cyprus: Timeland Properties Ltd, Cobhan Properties Ltd, Bramwell Properties Ltd, Birkdale Properties Ltd,
Newington Properties Ltd, Innerwick Properties Ltd, Ramendi Properties Ltd, Ligisimo Properties Ltd, Polkima
Properties Ltd, Nalmosa Properties Ltd, Smooland Properties Ltd, Emovera Properties Ltd, Estaga Properties Ltd,
Skellom Properties Ltd, Blodar Properties Ltd, Spaceglowing Properties Ltd, Threefield Properties Ltd, Ecunaland
Properties Ltd, Tebane Properties Ltd, Cranmer Properties Ltd, Vieman Ltd, Les Coraux Estates Ltd, Natakon
Company Ltd, Oceania Ltd, Dominion Industries Ltd, Ledra Estate Ltd, EuroLife Properties Ltd, Laiki Lefkothea
Center Ltd, Labancor Ltd, Steparco Ltd, Joberco Ltd, Zecomex Ltd, Domita Estates Ltd, Memdes Estates Ltd,
Pamaco Platres Complex Ltd, Vameron Properties Ltd, Thryan Properties Ltd, Otoba Properties Ltd, Edoric
Properties Ltd, Canosa Properties Ltd, Kernland Properties Ltd, Kimrar Properties Ltd, Jobelis Properties Ltd,
Melsolia Properties Ltd, Lozzaria Properties Ltd, Koralmon Properties Ltd, Petrassimo Properties Ltd, Kedonian
Properties Ltd, Lasteno Properties Ltd, Armozio Properties Ltd, Spacous Properties Ltd, Calinora Properties Ltd,
Marcozaco Properties Ltd, Soluto Properties Ltd, Solomaco Properties Ltd, Linaland Properties Ltd, Andaz
Properties Ltd, Unital Properties Ltd, Neraland Properties Ltd, Wingstreet Properties Ltd, Nolory Properties Ltd,
Lynoco Properties Ltd, Fitrus Properties Ltd, Lisbo Properties Ltd, Mantinec Properties Ltd, Syniga Properties Ltd,
Colar Properties Ltd, Irisa Properties Ltd, Bracando Properties Ltd, Provezaco Properties Ltd, Hillbay Properties
Ltd, Jungax Properties Ltd, Ofraco Properties Ltd, Forenaco Properties Ltd, Hovita Properties Ltd, Badrul
Properties Ltd, Belaland Properties Ltd, Citlali Properties Ltd, Astromeria Properties Ltd, Orzo Properties Ltd,
Basiga Properties Ltd, Regetona Properties Ltd, Arcandello Properties Ltd, Camela Properties Ltd, Subworld
Properties Ltd, Jongeling Properties Ltd, Introserve Properties Ltd, Alomco Properties Ltd, Cereas Properties Ltd,
Fareland Properties Ltd, Sindelaco Properties Ltd, Barosca Properties Ltd, Fogland Properties Ltd, Tebasco
Properties Ltd, Dolapo Properties Ltd, Homirova Properties Ltd, Valecross Properties Ltd, Altco Properties Ltd,
Forsban Properties Ltd, Marisaco Properties Ltd, Olivero Properties Ltd, Jaselo Properties Ltd, Elosa Properties
Ltd, Garveno Properties Ltd, Flona Properties Ltd, Toreva Properties Ltd, Resoma Properties Ltd, Mostero
Properties Ltd, Helal Properties Ltd, Yossi Properties Ltd, Gozala Properties Ltd, Pendalo Properties Ltd, Frontyard
Properties Ltd, Bascot Properties Ltd, Bonsova Properties Ltd, Nasebia Properties Ltd, Vanemar Properties Ltd,
Garmozy Properties Ltd, Palmco Properties Ltd, Thermano Properties Ltd, Indene Properties Ltd, Ingane
Properties Ltd, Venicous Properties Ltd, Lasmane Properties Ltd, Lorman Properties Ltd, Consoly Properties Ltd,
Eracor Properties Ltd, Alomnia Properties Ltd, Rulemon Properties Ltd, Thelemic Properties Ltd, Maledico
Properties Ltd, Dentorio Properties Ltd, Valioco Properties Ltd, Bascone Properties Ltd, Artozaco Properties Ltd,
Elizano Properties Ltd, Letimo Properties Ltd (previously K. Athienitis Kalamon Ltd), Allodica Properties Ltd,
Balasec Properties Ltd, Bendolio Properties Ltd, Carnota Properties Ltd, Desogus Properties Ltd, Diafor Properties
Ltd, Kartama Properties Ltd, Nelipo Properties Ltd, Paradexia Properties Ltd, Paramina Properties Ltd, Prosilia
Properties Ltd, Nouralia Properties Ltd, Resocot Properties Ltd, Soblano Properties Ltd, Talamon Properties Ltd,
Weinar Properties Ltd, Zemialand Properties Ltd, Asianco Properties Ltd, Barway Properties Ltd, Cimonia
Properties Ltd, Coeval Properties Ltd, Comenal Properties Ltd, Demoro Properties Ltd, Elosis Properties Ltd,
Fastflow Properties Ltd, Finacap Properties Ltd, Finevo Properties Ltd, Ganina Properties Ltd, Nicosia Mall
Property (NMP) Ltd (previously Gileco Properties Ltd), Intelamon Properties Ltd, Jomento Properties Ltd,
Kenelyne Properties Ltd, Lancast Properties Ltd, Mazima Properties Ltd, Nesia Properties Ltd, Nigora Properties
Ltd, Nivoco Properties Ltd, Pariza Properties Ltd, Primaco Properties Ltd, Riveland Properties Ltd, Rosalica
Properties Ltd, Secretsky Properties Ltd, Senadaco Properties Ltd, Tasabo Properties Ltd, Unoplan Properties Ltd,
Venetolio Properties Ltd and Zandexo Properties Ltd. The registered office of the above companies is at 51
Stassinos Street, Ayia Paraskevi, Strovolos, CY-2002, Nicosia, Cyprus, with the exception of EuroLife Properties
Ltd whose registered office is at 4 Evrou Street, Strovolos, CY-2003 Nicosia, Cyprus and Ledra Estate Ltd which
is at 2-4 Themistoklis Dervis Street, CY-1066 Nicosia, Cyprus.
194
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
50.
Group companies (continued)
Romania: Otherland Properties Dorobanti SRL, Battersee Real Estate SRL, Trecoda Real Estate SRL, Green Hills
Properties SRL, Bocaland Properties SRL, Romaland Properties SRL, Imoreth Properties SRL, Inroda Properties
SRL, Tantora Properties SRL, Zunimar Properties SRL, Allioma Properties SRL and Nikaba Properties SRL. The
registered office of the companies is at Bucharest, 42-44 George Cosbuc Street, 4th Floor, 5th District, Romania.
Further, at 31 December 2017 BOC PCL had 100% shareholding in Obafemi Holdings Ltd, Stamoland Properties
Ltd and Gosman Properties Ltd, 51% shareholding in Nicosia Mall Management (NMM) Limited (previously
Devoco Properties Limited), Nicosia Mall Finance (NMF) Limited (previously Harimo Properties Limited) and
Nicosia Mall Holdings (NMH) Limited (previously NCMH Nicosia City Mall Holdings Limited) whose main activities
are the holding of shares and other investments and the provision of services. The registered office of the
companies is at 51 Stassinos Street, Ayia Paraskevi, Strovolos, CY-2002, Nicosia, Cyprus.
At 31 December 2017 BOC PCL had 100% shareholding in the companies listed below which are reserved to
accept property:
Cyprus: Belvesi Properties Ltd, Tavoni Properties Ltd, Amary Properties Ltd, Hamura Properties Ltd, Meriaco
Properties Ltd, Flymoon Properties Ltd, Holstone Properties Ltd, Alepar Properties Ltd, Calandomo Properties
Ltd, Cramonco Properties Ltd, Bigwaive Properties Ltd, Monata Properties Ltd, Valecast Properties Ltd, Legamon
Properties Ltd, Teresan Properties Ltd, Aktilo Properties Ltd, Alezia Properties Ltd, Aparno Properties Ltd, Arleta
Properties Ltd, Asendo Properties Ltd, Azemo Properties Ltd, Domilas Properties Ltd, Dorfilo Properties Ltd,
Enelo Properties Ltd, Gylito Properties Ltd, Kuvena Properties Ltd, Lamezoco Properties Ltd, Mikosa Properties
Ltd, Noleta Properties Ltd, Nuca Properties Ltd, Odolo Properties Ltd, Orleania Properties Ltd, Prodino Properties
Ltd, Racotino Properties Ltd, Ravenica Properties Ltd, Rondemio Properties Ltd, Rouena Properties Ltd, Rylico
Properties Ltd, Sailoma Properties Ltd, Stormino Properties Ltd, Tolmeco Properties Ltd, Vatino Properties Ltd,
Virero Properties Ltd, Volparo Properties Ltd, Wiceco Properties Ltd and Zedoma Properties Ltd. The registered
office of the companies is at 51 Stassinos Street, Ayia Paraskevi, Strovolos, CY-2002, Nicosia Cyprus.
Romania: Selilar Properties SRL. Its registered office is at Bucharest, 42-44 George Cosbuc Street, 4th Floor,
5th District, Romania.
In addition, BOC PCL holds 100% of the following intermediate holding companies:
Cyprus: Otherland Properties Ltd, Pittsburg Properties Ltd, Battersee Properties Ltd, Trecoda Properties Ltd,
Bonayia Properties Ltd, Bocaland Properties Ltd, Buchuland Properties Ltd, Commonland Properties Ltd,
Romaland Properties Ltd, BC Romanoland Properties Ltd, Blindingqueen Properties Ltd, Fledgego Properties Ltd,
Janoland Properties Ltd, Loneland Properties Ltd, Unknownplan Properties Ltd, Frozenport Properties Ltd,
Imoreth Properties Ltd, Inroda Properties Ltd, Melgred Properties Ltd, Tantora Properties Ltd, Zunimar
Properties Ltd, Selilar Properties Ltd, Mirodi Properties Ltd, Nallora Properties Ltd, Nikaba Properties Ltd,
Allioma Properties Ltd, Landanafield Properties Ltd and Hydrobius Properties Ltd. The registered office of the
companies is at 51 Stassinos Street, Ayia Paraskevi, Strovolos, CY-2002, Nicosia Cyprus.
BOC PCL also holds 100% of the following companies which are inactive:
Cyprus: Laiki Bank (Nominees) Ltd, Fairford Properties Ltd, Thames Properties Ltd, Paneuropean Ltd, Philiki
Ltd, Cyprialife Ltd, Imperial Life Assurance Ltd, Philiki Management Services Ltd, Nelcon Transport Co. Ltd,
Ilera Properties Ltd, Weinco Properties Ltd, Calomland Properties Ltd, Lameland Properties Ltd, BOC Asset
Management Ltd, Renalandia Properties Ltd, Sylvesta Properties Ltd, Crolandia Properties Ltd, Iperi Properties
Ltd, Finerose Properties Ltd and Fantasio Properties Ltd. The registered office of the companies is at 51
Stassinos Street, Ayia Paraskevi, Strovolos, CY-2002, Nicosia Cyprus, except from BOC Asset Management Ltd
whose registered office is at 154 Limassol Avenue, Strovolos, CY-2025, Nicosia, Cyprus.
Greece: Kyprou Zois (branch of EuroLife Ltd), Kyprou Asfalistiki (branch of General Insurance of Cyprus Ltd),
Kyprou Commercial SA and Kyprou Properties SA whose registered office is at 192 Alexandras Avenue, 11521,
Athens, Greece.
195
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
50.
Group companies (continued)
Romania: Frozenport Properties SRL, Loneland Properties SRL and Melgred Properties SRL. The registered
office of the companies is at Bucharest, 42-44 George Cosbuc Street, 4th floor, 5th District, Romania with the
exception of Frozenport Properties SRL whose registered office is at Voluntari City, 200A Piperi Building, 1st
Floor, Judet Ilfov, Romania.
All Group companies are accounted for as subsidiaries using the full consolidation method. All companies listed
above have share capital consisting of ordinary shares.
Control over CLR Investment Fund Public Ltd (CLR) and its subsidiaries without substantial
shareholding
The Group considers that it exercises control over CLR and its subsidiaries (Europrofit Capital Investors Public
Limited, Axxel Ventures Limited and CLR Private Equity Limited) through control of the members of the Board
of Directors and is exposed to variable returns through its holding.
Dissolution and disposal of subsidiaries
As at 31 December 2017, the following subsidiaries were in the process of dissolution or in the process of being
struck off: Samarinda Navigation Co Ltd, BOC Ventures Ltd, Salecom Ltd, Diners Club (Cyprus) Ltd, Leasing
Finance LLC, Corner LLC, Omiks Finance LLC, Unknownplan Properties SRL, Bank of Cyprus (Channel Islands)
Ltd, Buchuland Properties SRL, Janoland Properties SRL, Mirodi Properties SRL, Nallora Properties SRL,
Pittsburg Properties SRL and Blindingqueen Properties SRL.
In accordance with the Group’s strategy to exit from overseas non-core operations, the operations of the
branch in Romania are expected to be terminated, subject to the completion of deregistration formalities with
respective authorities. Most of the remaining assets and liabilities of the branch in Romania with third parties
have been transferred to other entities of the Group.
Longtail Properties Ltd, Kyprou Securities SA and Tefkros Investments Ltd were dissolved during the year
ended 31 December 2017. Moonland Properties Ltd, Lepidoland Properties Ltd, Danoma Properties Ltd, Metin
Properties Ltd, Jemina Properties Ltd, Flitous Properties Ltd, Belzeco Properties Ltd, Landeed Properties Ltd,
Nabela Properties Ltd, Singleserve Properties Ltd, Consento Properties Ltd, Molla Properties Ltd, Lezanco
Properties Ltd, Balisimo Properties Ltd, Tezia Properties Ltd, Fireford Properties Ltd, Conemia Properties Ltd,
Endar Properties Ltd, Valiro Properties Ltd, Nimoland Properties Ltd, Pekiro Properties Ltd, Nerofarm Properties
Ltd, Orasmo Properties Ltd, Unduma Properties Ltd, Silen Properties Ltd, Cavadino Properties Ltd, Avolo
Properties Ltd, Vidalaco Properties Ltd, Warmbaths Properties Ltd, Bothwick Properties Ltd, Caruzoco Properties
Ltd, Threerich Properties Ltd, Hotel New Montana SRL, Commonland Properties SRL and Fledgego Properties
SRL were disposed of during the year ended 31 December 2017 as part of the Group’s strategy to dispose of
repossessed properties.
51.
Acquisitions and disposals
51.1
Acquisitions during 2017
51.1.1 Acquisition of Nicosia Mall Holdings (NMH) Limited
In the context of the loan restructuring activities, the Group acquired on 28 September 2017 a 51% interest in
the share capital of Nicosia Mall Holdings (NMH) Limited. Nicosia Mall Holdings (NMH) Limited is involved in the
construction of the Nicosia Mall. The consideration for the acquisition of 51% share in Nicosia Mall Holdings
(NMH) Limited amounts to €7,500 thousand which was used to reduce part of the outstanding facilities and
therefore the acquisition did not include any cash consideration. The transaction was considered as an
acquisition of an asset and was not treated as a business combination since the Group obtained control of an
input without any process, therefore no goodwill or gain on bargain was recognised. BOC PCL has control over
Nicosia Mall Holdings (NMH) Limited.
The non-controlling interest is measured at the proportionate share of the identifiable net assets acquired.
196
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
51.
Acquisitions and disposals (continued)
51.1
Acquisitions during 2017 (continued)
51.1.1 Acquisition of Nicosia Mall Holdings (NMH) Limited (continued)
The fair value of assets and liabilities of Nicosia Mall Holdings (NMH) Limited at the date of acquisition are
presented below:
Assets
Loans and advances to banks
Stock of property
Liabilities
Deposits by banks
Net identifiable assets acquired
€000
4,011
52,758
56,769
56,769
-
No cash and cash equivalents were acquired.
51.2
Disposals during 2017
There were no material disposals during the year ended 31 December 2017.
51.3
Acquisitions during 2016
51.3.1 Acquisition of S.Z. Eliades Leisure Ltd
In the context of its loan restructuring activities, the Group acquired on 15 June 2016 a 70% interest in the
share capital of S.Z. Eliades Leisure Ltd in exchange for the settlement of borrowings due from it of a total
gross amount of €52,335 thousand. S.Z. Eliades Leisure Ltd operates in land development and the operation of
a golf resort in Cyprus. The fair value of the consideration for the acquisition of the 70% share in S.Z. Eliades
Leisure Ltd amounts to €43,758 thousand. The acquisition did not include any cash consideration. The Group
considers that it controls S.Z. Eliades Leisure Ltd.
The non-controlling interest is measured at the proportionate share of the identifiable net assets acquired.
The fair value of assets and liabilities of S.Z. Eliades Leisure Ltd at the date of acquisition are presented below:
Assets
Property and equipment
Stock of property
Prepayments, accrued income and other assets
Liabilities
Deferred tax liability
Accruals, deferred income and other liabilities
Net identifiable assets acquired
Less non-controlling interest
Net assets acquired
No cash and cash equivalents were acquired.
197
€000
20,308
48,632
580
69,520
3,807
3,202
7,009
62,511
(18,753)
43,758
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
51.
Acquisitions and disposals (continued)
51.3
Acquisitions during 2016 (continued)
51.3.2 Acquisition of K. Athienitis Kalamon Ltd
In the context of the loan restructuring activities of the parent company of K. Athienitis Kalamon Ltd, the Group
acquired on 23 December 2016 a 100% interest in the share capital of K. Athienitis Kalamon Ltd. K. Athienitis
Kalamon Ltd operates in the development and rental of immovable property. The fair value of the consideration
for the acquisition of the 100% share in K. Athienitis Kalamon Ltd amounts to €4,204 thousand, which is also
the cash consideration paid for the acquisition of the company. Part of the consideration paid was used to
reduce the outstanding loan facilities of the parent company of K. Athienitis Kalamon Ltd. The Group considers
that it controls K. Athienitis Kalamon Ltd.
The fair value of assets and liabilities of K. Athienitis Kalamon Ltd at the date of acquisition are presented
below:
Assets
Stock of property
Prepayments, accrued income and other assets
Liabilities
Deposits by banks
Accruals, deferred income and other liabilities
Net identifiable assets acquired
No cash and cash equivalents were acquired.
51.4
Disposal during 2016
€000
27,000
2
27,002
22,198
600
22,798
4,204
51.4.1 Disposal of Kermia Hotels Ltd and adjacent land
In June 2016, the Group completed the sale of 100% of its subsidiary Kermia Hotels Ltd and adjacent land
which was classified as a disposal group held for sale.
The carrying value of assets and liabilities disposed of as at the date of their disposal are presented below:
Assets
Property and equipment
Prepayments, accrued income and other assets
Cash and cash equivalent
Liabilities
Deferred tax liability
Accruals, deferred income and other liabilities
Total net assets sold
€000
27,130
678
1,132
28,940
3,677
1,308
4,985
23,955
The cash consideration received amounts to €26,500 thousand and the disposal resulted in a gain of €2,545
thousand (Note 13).
198
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
52.
Investments in associates and joint ventures
Carrying value of the investments in associates and joint ventures
Percentage
holdings
(%)
2017
€000
2016
€000
CNP Cyprus Insurance Holdings Ltd
Interfund Investments Plc
Aris Capital Management LLC
Rosequeens Properties Limited
Rosequeens Properties SRL
Tsiros (Agios Tychon) Ltd
M.S. (Skyra) Vassas Ltd
D.J. Karapatakis & Sons Limited
Rodhagate Entertainment Ltd
Fairways Automotive Holdings Ltd
49.9
23.1
30.0
33.3
33.3
50.0
15.0
7.5
7.5
45.0
Share of pre-tax profit/(loss) from associates and joint ventures
CNP Cyprus Insurance Holdings Ltd
Interfund Investments Plc
115,770
107,172
2,343
2,167
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
118,113
109,339
2017
€000
2016
€000
8,781
176
8,957
8,228
(34)
8,194
Investments in associates
CNP Cyprus Insurance Holdings Ltd
As part of the acquisition of certain operations of Laiki Bank in 2013, 49.9% of CNP Cyprus Insurance Holdings
Ltd, the parent company of a group of insurance companies in Cyprus and Greece, was acquired by the Group.
The main financial highlights of the associate are as follows:
Total assets
Total liabilities
2017
€000
2016
€000
707,796
696,005
(475,794)
(481,234)
Net assets, including value of in-force business
232,002
214,771
199
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
52.
Investments in associates and joint ventures (continued)
Investments in associates (continued)
CNP Cyprus Insurance Holdings Ltd (continued)
CNP Cyprus Insurance Holdings Ltd holds deposits with companies within the Group amounting to €19,547
thousand. The transactions between CNP Cyprus Insurance Holdings Ltd and the Group are presented in the
table below:
Dividend income
Interest expense paid by the Group
Other expenses paid by the Group
2017
€000
2016
€000
774
139
92
6,621
197
92
Interfund Investments Plc
The Group has a 23.1% interest in Interfund Investments Plc, which is a closed-end investment company in
Cyprus, listed on the CSE. The market value of the investment is €1,804 thousand (2016: €1,399 thousand).
During the years 2017 and 2016 there were no material transactions between the Group and the associate.
Rosequeens Properties Limited and Rosequeens Properties SRL
The Group effectively owns 33.3% of the share capital of Rosequeens Properties SRL which is incorporated in
Romania and owns a shopping mall in Romania. The shareholding was acquired after BOC PCL took part in a
public auction for the settlement of customer loan balances amounting to approximately €21 million. The
Group’s share of net assets of the associate at 31 December 2017 and 2016 had nil accounting value as the net
assets of the associate had a negative balance.
Aris Capital Management LLC
The Group’s holding in Aris Capital Management LLC of 30.0% was transferred to the Group following the
acquisition of certain operations of Laiki Bank. During previous years, the Group has recognised an impairment
loss of €2,078 thousand. During the years 2017 and 2016, there were no material balances or transactions
between the Group and the associate.
M.S. (Skyra) Vassas Ltd
During the year ended 31 December 2016, in the context of its loan restructuring activities, the Group acquired
a 15.0% interest in the share capital of M.S. (Skyra) Vassas Ltd. M.S. (Skyra) Vassas Ltd is the parent
company of a group of companies (Skyra Vassas group) with operations in the production, processing and
distribution of aggregates (crushed stone and sand) and provision of other construction materials, and services
based on core products such as ready-mix concrete, asphalt and packing of aggregates. The Group considers
that it exercises significant influence over the Skyra Vassas group as the Group has the power to have
representation to the Board of Directors and to vote for matters relating to the relevant activities of the
business. The investment is considered to be fully impaired and its value is restricted to zero.
200
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Notes to the Consolidated Financial Statements
52.
Investments in associates and joint ventures (continued)
Investments in associates (continued)
D.J. Karapatakis & Sons Limited and Rodhagate Entertainment Ltd
During the year ended 31 December 2016, in the context of its loan restructuring activities, the Group acquired
a 7.5% interest in the share capital of D.J. Karapatakis & Sons Limited and Rodhagate Entertainment Ltd,
operating in leisure, tourism, film and entertainment industries in Cyprus. The Group considers that it
exercises significant influence over the two companies as the Group has the power to have representation to
the Board of Directors and to vote for matters relating to the relevant activities of the business. The
investments are considered to be fully impaired and their value is restricted to zero.
Fairways Automotive Holdings Ltd
During the year ended 31 December 2016, in the context of its loan restructuring activities, the Group acquired
a 45.0% interest in the share capital of Fairways Automotive Holdings Ltd. Fairways Automotive Holdings Ltd is
the parent company of Fairways Ltd operating in the import and trading of motor vehicles and spare parts. The
Group considers that it exercises significant influence over the company. The investment is considered to be
fully impaired and its value is restricted to zero.
Investment in joint venture
Tsiros (Agios Tychon) Ltd
The Group holds a 50.0% shareholding in Tsiros (Agios Tychon) Ltd. The shareholder agreement with the other
shareholder of Tsiros (Agios Tychon) Ltd stipulates a number of matters which require consent by both
shareholders, therefore the Group considers that it jointly controls the company. The carrying value of Tsiros
(Ayios Tychon) Ltd is restricted to zero.
The percentage holdings are in ordinary shares or membership interests.
201
BANK OF CYPRUS HOLDINGS GROUP
Notes to the Consolidated Financial Statements
Annual Financial Report 2017
53.
Country by country reporting
Article 89 of CRD IV requires banks to disclose on a consolidated basis the following information for all countries where the Group operates. The table below
provides information on the following items of the Group for year 2017:
Country
Total operating
income/
(expense)
Average
number of
employees
(Loss)/profit
before tax
Accounting
tax
expense on
(loss)/profit
Corporation
tax paid/
(refunded)
Public
subsidies
received
€000
€000
€000
€000
€000
Cyprus
Russia
United Kingdom
Romania
Greece
Netherlands
Total
854,714
459
48,286
1,421
2,478
(8)
4,034
(434,162)
5
249
20
6
-
(4,796)
4,162
(11,169)
(31,542)
(137)
5,196
1,593
1,058
243
1,330
103
2,376
1,593
1,022
225
(10,924)
78
907,350
4,314
(477,644)
9,523
(5,630)
-
-
-
-
-
-
-
The activities of Group companies by geographical area are disclosed in Note 50.
Total operating income/(expense): comprises net interest income, net fee and commission income, net foreign exchange gains, net gains on financial instrument
transactions and disposal/dissolution of subsidiaries, insurance income net of claims and commissions, net (losses)/gains from revaluation and disposal of
investment properties, net gains on disposal of stock of property and other income.
Number of employees: the number of employees has been calculated as the average number of employees, on a quarterly basis, who were employed by the Group
during the year ended 31 December 2017.
(Loss)/profit before tax: (Loss)/profit before tax represents (losses)/profits after the deduction of inter-segment revenues/(expenses).
Accounting tax expense on (loss)/profit: includes corporation tax and Cyprus special defence contribution. Deferred tax charge for the year is excluded from the
above.
Corporation tax paid/(refunded): includes actual payments made during 2017 for corporation tax (including insurance premium taxes) and Cyprus special defence
contribution.
202
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BANK OF CYPRUS HOLDINGS PUBLIC
LIMITED COMPANY
Opinion
We have audited the financial statements of Bank of Cyprus Holdings Public Limited Company (‘the Company’ or
the ‘Parent Company’) and its subsidiaries (all together, ‘the Group’) for the year ended 31 December 2017, which
comprise the Consolidated Income Statement, Consolidated and Parent Company Statement of Comprehensive
Income, Consolidated and Parent Company Balance Sheet, Consolidated and Parent Company Statement of
Changes in Equity, Consolidated and Parent Company Statement of Cash Flows and notes to the financial
statements, including the Summary of significant accounting policies set out in Note 2. The financial reporting
framework that has been applied in their preparation is Irish Law and International Financial Reporting Standards
(‘IFRS’) as adopted by the European Union and, as regards the Company financial statements, as applied in
accordance with the provisions of the Companies Act 2014.
In our opinion:
the Group financial statements give a true and fair view of the assets, liabilities and financial position of
the Group as at 31 December 2017 and of its loss for the year then ended;
the Company financial statements give a true and fair view of the assets, liabilities and financial position
of the Company as at 31 December 2017 and of its loss for the year then ended;
the Group financial statements have been properly prepared in accordance with IFRS as adopted by the
European Union;
the Company financial statements have been properly prepared in accordance with IFRS as adopted by
the European Union as applied in accordance with the provisions of the Companies Act 2014; and
the Group financial statements and Company financial statements have been properly prepared in
accordance with the requirements of the Companies Act 2014 and, as regards the Group financial
statements, Article 4 of the IAS Regulation.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (Ireland) (‘ISAs (Ireland)’) and
applicable law. Our responsibilities under those standards are further described in the Auditor's Responsibilities for
the Audit of the Financial Statements section of our report. We are independent of the Group and Company in
accordance with ethical requirements that are relevant to our audit of financial statements in Ireland, including the
Ethical Standard as applied to public interest entities issued by the Irish Auditing and Accounting Supervisory
Authority (IAASA), and we have fulfilled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Overview of our audit approach
Key audit matters
Impairment provision on loans and advances to customers including IFRS 9 transition
Legal and conduct provisions
Going concern
Recoverability of deferred tax assets
Valuation of stock of property
Materiality
Group materiality of €22m which represents 1% of Common Equity Tier 1
Key audit matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the
financial statements of the current period and include the most significant assessed risks of material misstatement
(whether or not due to fraud) that we identified, including those which had the greatest effect on: the overall audit
strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters
were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.
203
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BANK OF CYPRUS HOLDINGS PUBLIC
LIMITED COMPANY
Key audit matter
How our audit addressed the key audit matter
Impairment provision on loans and
advances to customers including IFRS 9
transition
As at 31 December 2017, gross loans and
to €18,086m (2016:
advances amounted
impairment
€19,201m) and
the
provision amounted
(2016:
€3,552m).
to €3,484m
related
The basis of the impairment provision policy is
presented in the accounting policies and
further analysed
the
consolidated financial statements.
in Note 5.1
to
significant. Management
using
judgment,
Impairment provisions are calculated on a
collective basis for portfolios of loans of similar
credit risk characteristics and on an individual
basis for loans that meet the internal definition
exercises
of
subjective
significant
assumptions, when determining both
the
timing and the amounts of the impairment
provision for loans and advances. As loans
and advances comprise a large portion of the
Group’s assets, and due to the significance of
judgment used
the
individual and collective provisions, this is
considered to be a key audit matter.
in estimating both
We have focused on the following judgments
and estimates which could give rise to material
misstatement or are potentially subject to
management bias:
completeness and
The
recognition of loss events.
timing of
of
The measurement
individually
assessed provisions, which is dependent
on the valuation of collateral, the timing of
cash flows and realisations.
The measurement
of modelled
provisions, which is dependent upon key
assumptions relating to probability of
default and recovery rates.
Refer to the accounting policies; and Note 44
of the consolidated financial statements.
The Group is required under IAS 8 to disclose
the impact of IFRS 9 adoption for accounting
periods beginning on or after 1 January 2018.
We consider this transition and disclosure to
be a key audit matter because new models
have been developed to calculate IFRS 9
impairment losses (see note 2.4.1 of the
statements) and
consolidated
financial
in respect of retail and
Impairment provisions recognised
commercial lending are determined by management using
discounted cash flow assessments and modelling techniques that
utilise customer data, historical loan performance, expected future
performance and a variety of market assumptions. We focused on
the assumptions underlying the calculation of modelled provisions
and the discounted cash flow assessments.
In obtaining sufficient audit evidence we:
Reviewed design and operating effectiveness of key controls
around the end-to-end process from classification and
performance monitoring and calculation of
impairment
provisions to the final stages of approval governance and
model validation, with consideration given to susceptibility of
controls to management override.
Reviewed
impairment methodology
to establish model
parameters and performed data integrity validation checks to
ensure that the inputs employed by the Group’s modelling
tools in the calculation of provisions are correct.
Involved our credit risk specialists within the engagement
team to test the assumptions and calculations of modelled
collective provisions. The underlying logic of data preparation,
transformation and related formulas for computing collective
provisions was assessed via a source code review of the
related IT components involved.
For non-performing loans, we tested a sample of loan reviews
and assessed the measurement of the provisions, involving
our valuation specialists to value the collateral. We examined
other cash flow assumptions where the level of provision is
not dependent on collateral values. We also assessed the
timing of estimated cash flows.
Evaluated and
management.
tested key assumptions adopted by
In respect of the disclosure of the impact of IFRS 9, we obtained
an understanding of and evaluated management’s process for the
calculation of the transition adjustment including governance over
the determination of key judgments. These included probability
weighted macroeconomic scenarios, staging criteria and forward
looking information. We also performed the following procedures:
Reviewed key technical papers prepared by management
during the transition project as part of our assessment of the
effectiveness of the implementation.
Tested the key controls developed by management for the
purpose of generating the transition adjustment for both
Impairment and Classification & Measurement.
204
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BANK OF CYPRUS HOLDINGS PUBLIC
LIMITED COMPANY
Key audit matter
judgment is required in a number of significant
areas, in particular around the calculation of
Expected Credit Loss.
How our audit addressed the key audit matter
Assessed the output of management’s Classification &
for consistency with our
Measurement workstream
understanding of the Group’s business models.
With the assistance of our internal specialists, tested key
IFRS 9 models developed by management where these were
relevant to the calculation of the transition adjustment. We
assessed the key assumptions and judgments made by
management.
Reviewed management’s rationalisation of
the overall
calculated impact of IFRS 9 on the Balance Sheet position at
1 January 2018.
We assessed the appropriateness and presentation of disclosures
with relevant accounting standards and our planned audit
procedures were completed without material exception.
In relation to provision for pending litigation, audit focus was
placed on the completeness of the exposures and the litigation
provision identified by the Group and the probability of occurrence
assigned to each case.
In relation to the provision for conduct matters, audit focus was
placed on the reliability and completeness of underlying customer
data, assumptions incorporated within the provision valuations,
and the completeness of the provisions recorded.
In obtaining sufficient audit evidence we:
Obtained detailed assessment from the Group’s internal legal
department of potential outcomes for each individual case in
excess of €200k. We ensured that this assessment was
endorsed by the Group’s external legal advisors in Cyprus
and Greece.
Reviewed with the head of the internal legal department the
list of existing and potential claims, the current progression of
existing cases with a range of related outcome possibilities
and the consequential exposure for the Group.
Reviewed lists of legal cases from each location and tested
that sufficient provision has been recorded in the Group’s
records where the exposure is assessed as probable.
Reviewed the board of directors and other committee meeting
minutes for evidence of any unidentified legal cases or
developments in current cases which may impact the
outcome.
Reviewed regulatory correspondence for the duration of the
audit period and further inquired with the compliance
department about known existing circumstances or possible
non-compliance with any regulatory requirements.
Reviewed working files and results reports for the assessment
of customer redress provisions, prepared by the Group’s
external advisors. We involved our internal specialists to
205
Legal and conduct provisions
As at 31 December 2017, provision for
litigation and conduct matters amounted to
€133m (2016: €49m).
The accounting policy
is
described in Note 2.31 and further analysed in
Note 5.11
financial
statements.
the consolidated
for provisions
to
to
legal
subject
The Group, in the ordinary course of business,
claims,
various
is
investigations and other proceedings. It also
operates in a heavily regulated environment
and needs to remain constantly alert to ensure
and
compliance with
regulations. Management reviews all existing
and potential legal and conduct provisions
based on the assessment of the probability of
economic outflow
in
conjunction with the internal compliance and
legal departments.
the Group
relevant
rules
from
The
recognition and measurement of
provisions in respect of litigation, regulatory
actions and customer remediation require a
high level of judgment. Due to the risk that the
provision for impending litigations and pending
regulatory matters may be incomplete or
inappropriately provided for, and the difficulty
in assessing and measuring the quantum from
any resulting obligations, this is considered a
key audit matter.
Refer to the Accounting policies; and Notes 34
financial
and 39 of
statements.
the consolidated
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BANK OF CYPRUS HOLDINGS PUBLIC
LIMITED COMPANY
Key audit matter
How our audit addressed the key audit matter
Going Concern
As disclosed in the Statement of Directors’
Responsibilities, Directors are required to
prepare the financial statements on a going
concern basis unless it is inappropriate to
presume that the Company will continue in
business.
The Directors have determined that the going
concern principle is appropriate and that the
Group is taking all necessary measures to
maintain its viability and the development of its
business
economic
environment. The Group was previously not in
compliance with all
regulatory
requirements with respect to its operations in
Cyprus. This is considered to be a key audit
matter.
liquidity
current
the
in
Refer to the Directors’ Report and Note 3 of
the consolidated financial statements.
Recoverability of Deferred Tax Assets
The Group has recognised deferred tax assets
of €383m (2016: €450m) in respect of tax
losses available to be carried forward to future
years. The basis of
is
presented in the accounting policies and
further analysed
the
in Note 5.7
consolidated financial statements.
recognition
the
to
The recoverability and carrying amount of the
deferred
tax assets require management
judgment and estimation in assessing the
probability, timing and sufficiency of future
taxable profits
from which deductible
tax
temporary differences and unutilised
losses can be offset, particularly when this
forecasting extends beyond
the normal
planning cycle. This in turn is based on
assess
consequential losses.
the assumptions around
response
rates and
Assessed
the disclosures made against
the relevant
accounting standards.
Our planned audit procedures were completed without material
exception.
Our audit procedures included evaluating the Directors’ going
concern assessment in order to assess whether there are events
and conditions that exist that may cast significant doubt of the
Group’s ability to continue as a going concern.
In obtaining sufficient audit evidence we:
Read regulator correspondence for evidence of changes in
the Group’s capital and liquidity requirements.
Evaluated the progress made in relation to the funding
position and compliance with minimum liquidity requirements.
Reviewed the Group’s 3 year plan approved by the Board of
Directors in December 2017.
internal valuation specialists within
Involved our
the
engagement team to review and test the inputs and
assumptions embedded in forecasts, considering whether the
overall forecasts are within a range of possible alternative
outcomes and in line with our knowledge of the business, the
operating environment in Cyprus and of the Group, the future
strategy and the past performance.
Assessed whether the Group’s disclosures in relation to going
concern adequately reflected the risks and uncertainties
inherent to the going concern assessment.
Our planned audit procedures were completed without material
exception.
In the performance of our audit procedures, focus was placed on
assessing the key judgment inputs and assumptions underlying
the profit projections such as macro-economic assumptions,
business growth rates, cost reduction and restructuring initiatives.
In obtaining sufficient audit evidence we:
Reviewed and tested the supporting calculations of the
Group’s initial 3 year plan which formed the basis of the
extended projections until 2028.
internal valuation specialists within
Involved our
the
engagement team to review and test the inputs and
assumptions embedded in forecasts, considering whether the
overall forecasts are within a range of possible alternative
outcomes and in line with our knowledge of the business, the
206
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BANK OF CYPRUS HOLDINGS PUBLIC
LIMITED COMPANY
Key audit matter
future economic
assumptions concerning
conditions,
and
legislation governing the use of historical
trading losses carried forward.
performance
business
the
light of
inherent uncertainty and
In
significant amount of judgment and estimation
required by management, we have considered
future forecasts supporting the recognition of
deferred tax assets to be a key audit matter.
Refer to the Accounting policies and Note 17
of the consolidated financial statements.
Valuation of stock of property
The Group has acquired a significant number
of properties as a result of restructuring
agreements with customers. As at 31
December 2017,
the stock of properties
amounted to €1,641m (2016: €1,427m).
The basis of the property valuation policy is
presented in the accounting policies and
further analysed
the
consolidated financial statements.
in Note 5.10
to
These properties are valued by the Group as
stock of property in accordance with IAS 2. In
light of the large volume of properties held and
the uncertainty around market conditions
when estimating the recoverable amount, we
judgment based
the
have considered
valuation inputs involved to be a key audit
matter.
Refer to the Accounting policies and Note 27
of the consolidated financial statements.
How our audit addressed the key audit matter
operating environment in Cyprus and of the Group, the future
strategy and the past performance.
Compared
the actual results with management profit
projections and obtained explanations about significant
variances to assess the accuracy of the forecasting process.
Assessed
the disclosures made against
the relevant
accounting standards.
Our planned audit procedures were completed without material
exception.
In the performance of our audit procedures, focus was placed on
assessing the key judgment inputs and assumptions underlying
the valuation of the properties held in accordance to IAS2.
In obtaining sufficient audit evidence we:
Reviewed design and operating effectiveness of key controls
around the end-to-end valuation process of stock of property.
Obtained management’s assessment of the net realisable
value (‘NRV’) and tested whether the lower of the cost and
NRV is considered as the value of the inventory as at the
reporting date, in accordance with IAS 2.
Obtained the valuation reports received by the Group from
independent external valuers for a sample of properties and
tested that the fair value used in the calculation of the NRV
was in accordance with these valuations.
For a sample of external valuation reports reviewed, we
assessed the methodology and assumptions by involving our
internal valuation specialists.
Compared disposal cost assumptions incorporated in the
Group’s calculation of the NRV to disposals that have
occurred during the year.
Performed substantive analytical
review procedures,
categorising the properties by type and district and comparing
the change in the value of each type of property and each
district over the year to the changes in Royal Institute of
Chartered Surveyors (‘RICS’) indices.
Assessed
the disclosures made against
the relevant
accounting standards.
Our planned audit procedures were completed without material
exception.
Our application of materiality
We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified
misstatements on the audit and in forming our audit opinion.
Materiality
Materiality is the magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably
be expected to influence the economic decisions of the users of the financial statements. Materiality provides a
basis for determining the nature and extent of our audit procedures.
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INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BANK OF CYPRUS HOLDINGS PUBLIC
LIMITED COMPANY
We determined materiality for the Group to be €22m (2016: €27m), which is 1% (2016: 1%) of the Group’s Common
Equity Tier 1 (‘CET1’). We believe that this provides us with the most appropriate performance metric on which to
base our materiality calculation as we consider it to be the most relevant performance measure to the stakeholders
of the Group.
The Company became the sole shareholder of Bank of Cyprus Public Company Ltd (‘BOC PCL’) on 18 January
2017 and the Group is considered to be a continuation of the predecessor BOC group. Hence, the 2016 materiality
comparatives displayed are those that were deployed for the audit of the predecessor BOC group. The basis for
calculation remains consistent.
Performance materiality
Performance materiality is the threshold for application of materiality at the individual account or balance level.
Performance materiality is set at an amount to reduce to an appropriately low level the probability that the aggregate
of uncorrected and undetected misstatements exceeds materiality.
On the basis of our risk assessments, together with our assessment of the overall control environment, our
judgment was that performance materiality should be set at 50% (2016: 50%) of our materiality, namely €11m
(2016: €14m). We have set performance materiality at this level having performed our risk assessment and due
to this being our first year as auditors for the new Group.
Reporting threshold
The reporting threshold is set as the amount below which identified misstatements are considered as being clearly
trivial.
We agreed with the Audit Committee that we would report to them all uncorrected audit differences in excess of
€1m (2016: €1m), which is set at 5% of planning materiality, as well as differences below that threshold that, in our
view, warranted reporting on qualitative grounds. Our reporting threshold amount is designated at an amount below
which misstatements would not be accumulated because we expect that the accumulation of such amounts clearly
would not have a material effect on the financial statements.
We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above
and in light of other relevant qualitative considerations in forming our opinion.
An overview of the scope of our audit report
Tailoring the scope
Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determine
our audit scope for each entity within the Group. Taken together, this enables us to form an opinion on the
consolidated financial statements. We take into account size, risk profile, the organisation of the group and
effectiveness of group-wide controls, changes in the business environment and other factors such as recent internal
audit results when assessing the level of work to be performed at each component entity.
In establishing the overall approach to the Group audit, we determined the type of work that needed to be performed
at each operating segment and business unit by us, as the Group engagement team, or by component EY auditors
operating under our instructions (‘component auditors’). Where the work was performed by component auditors,
we determined the level of involvement we needed to have in their audit work to be able to conclude whether
sufficient audit evidence had been obtained as a basis for our opinion on the consolidated financial statements as
a whole.
Having assessed the risk of material misstatement to the Group financial statements, we selected 1 full-scope and
3 specific-scope components covering locations in Cyprus, the United Kingdom and Greece, representing the
principal business units of the Group. Together with additional procedures performed at the Group level, this gave
us the evidence required for our opinion on the Group financial statements.
Of the 4 components selected, we performed full scope audit procedures of the financial information of BOC PCL
(the “full scope component”) which was selected based on its size and risk characteristics. For the remaining 3
components (“specific scope components”), we performed audit procedures on specific accounts within that
component that we considered had the potential for the greatest impact on the Group financial statements because
208
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BANK OF CYPRUS HOLDINGS PUBLIC
LIMITED COMPANY
of the size of these accounts or their risk profile. These 3 components were EuroLife Ltd, Bank of Cyprus UK Ltd
and the Greek branch of BOC PCL.
We also instructed component auditors for 5 other locations to perform specified procedures over accounts and
disclosures that were material to the Group audit.
The reporting components where we instructed or performed audit procedures accounted for 96% (2016: 120%)
of the Group’s Loss before tax, 94% (2016: 92%) of the Group’s Revenue and 99% (2016: 99%) of the Group’s
Total assets. The audit scope of these components may not have included testing of all significant accounts of the
component but will have contributed to the coverage of significant testing for the Group.
Of the remaining components, none are individually greater than 2% of the Group’s equity. For these components,
we performed other procedures to respond to any other potential risks of material misstatement to the Group
financial statements.
Conclusions relating to principal risks, going concern and viability statement
We have nothing to report in respect of the following information in the annual report, in relation to which ISAs
(Ireland) require us to report to you whether we have anything material to add or draw attention to:
the disclosures in the annual report set out on notes 44 to 47 that describe the principal risks and explain
how they are being managed or mitigated;
the directors’ confirmation set out in the Viability statement on page 12 in the annual report that they have
carried out a robust assessment of the principal risks facing the Group and the parent company, including
those that would threaten its business model, future performance, solvency or liquidity;
the directors’ statement set out on page 11 in the financial statements about whether the directors
considered it appropriate to adopt the going concern basis of accounting in preparing the financial
statements and the directors’ identification of any material uncertainties to the Group’s and the parent
Company’s ability to continue to do so over a period of at least twelve months from the date of approval
of the financial statements;
whether the directors’ statement relating to going concern required under the Listing Rules in accordance
with Listing Rule 9.8.6R (3) is materially inconsistent with our knowledge obtained in the audit; or
the directors’ explanation in the annual report as to how they have assessed the prospects of the Group
and the parent Company, over what period they have done so and why they consider that period to be
appropriate, and their statement as to whether they have a reasonable expectation that the group and the
parent company will be able to continue in operation and meet its liabilities as they fall due over the period
of their assessment, including any related disclosures drawing attention to any necessary qualifications
or assumptions.
Other information
The directors are responsible for the other information. The other information comprises the information included
in the annual report other than the financial statements and our auditor’s report thereon. Our opinion on the financial
statements does not cover the other information and, except to the extent otherwise explicitly stated in our report,
we do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to determine whether there is a material
misstatement in the financial statements or a material misstatement of the other information. If, based on the work
we have performed, we conclude that there is a material misstatement of this other information, we are required to
report that fact.
We have nothing to report in this regard.
209
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BANK OF CYPRUS HOLDINGS PUBLIC
LIMITED COMPANY
In this context, we also have nothing to report in regard to our responsibility to specifically address the following
items in the other information and to report as uncorrected material misstatements of the other information where
we conclude that those items meet the following conditions:
Fair, balanced and understandable – the statement given by the directors that they consider the annual
report and financial statements taken as a whole is fair, balanced and understandable and provides the
information necessary for shareholders to assess the group’s and the parent company’s performance,
business model and strategy, is materially inconsistent with our knowledge obtained in the audit; or
Audit committee reporting – the report does not appropriately address matters communicated by us to the
audit committee; or
Directors’ statement of compliance with the UK Corporate Governance Code – the parts of the directors’
statement required under the Listing Rules relating to the company’s compliance with the UK Corporate
Governance Code containing provisions specified for review by the auditor in accordance with Listing Rule
9.8.10R (2) do not properly disclose a departure from a relevant provision of the UK Corporate
Governance Code.
Opinions on other matters prescribed by the Companies Act 2014
Based solely on the work undertaken in the course of the audit, we report that:
in our opinion, the information given in the directors’ report is consistent with the financial statements; and
in our opinion, the directors’ report has been prepared in accordance with the Companies Act 2014.
We have obtained all the information and explanations which we consider necessary for the purposes of our audit.
In our opinion the accounting records of the Company were sufficient to permit the financial statements to be readily
and properly audited and the Company financial statements are in agreement with the accounting records.
Matters on which we are required to report by exception
Based on the knowledge and understanding of the company and its environment obtained in the course of the
audit, we have not identified material misstatements in the directors' report.
The Companies Act 2014 requires us to report to you if, in our opinion, the disclosures of directors’ remuneration
and transactions required by sections 305 to 312 of the Act are not made. We have nothing to report in this regard.
Respective responsibilities
Responsibilities of directors for the financial statements
As explained more fully in the Statement of Directors’ Responsibilities set out on page 23, the directors are
responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view,
and for such internal control as they determine is necessary to enable the preparation of financial statements that
are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the parent Company’s ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless management either intends to liquidate the Company or to cease operations,
or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance
with ISAs (Ireland) will always detect a material misstatement when it exists. Misstatements can arise from fraud
or error and are considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these financial statements.
210
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF BANK OF CYPRUS HOLDINGS PUBLIC
LIMITED COMPANY
The objectives of our audit, in respect to fraud, are; to identify and assess the risks of material misstatement of the
financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of
material misstatement due to fraud, through designing and implementing appropriate responses; and to respond
appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the
prevention and detection of fraud rests with both those charged with governance of the entity and management.
Our approach was as follows:
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Group
and have a direct impact on the preparation of the financial statements.
We assessed the susceptibility of the Group’s financial statements to material misstatement, including
how fraud might occur by holding discussions with senior management, including the Chief Executive
Officer, Chief Financial Officer, Chief Risk Officer, Head of Internal Audit and Head of Legal. We also
reviewed the Group’s fraud-related policies and mandates of different governance forums assessing fraud.
As part of our audit procedures, we were aware of the risk of fraud, especially in the areas of estimation
and those we assessed as having the risk of management override.
Based on this understanding we designed our audit procedures to identify non-compliance with such laws
and regulations. Our procedures involved inquiring of key management, reviewing the key policies and
reviewing the correspondence exchanged with the Regulators.
A further description of our responsibilities for the audit of the financial statements is located on the IAASA's website
at:
http://www.iaasa.ie/getmedia/b2389013-1cf6-458b-9b8fa98202dc9c3a/Description_of_auditors
_responsibilities_for_audit.pdf.
This description forms part of our auditor's report.
Other matters which we are required to address
We were appointed by the board of Bank of Cyprus Holdings Public Limited Company on 14 July 2016 to audit the
financial statements for the year ending 31 December 2016 and subsequent financial periods. The period of total
uninterrupted engagement including previous renewals and reappointments of the firm is 2 years.
The non-audit services prohibited by IAASA’s Ethical Standard were not provided to the company and we remain
independent of the company in conducting our audit.
Our audit opinion is consistent with the additional report to the audit committee.
The purpose of our audit work and to whom we owe our responsibilities
Our report is made solely to the Company’s members, as a body, in accordance with section 391 of the Companies
Act 2014. Our audit work has been undertaken so that we might state to the Company’s members those matters
we are required to state to them in an auditor’s report and for no other purpose. To the fullest extent permitted by
law, we do not accept or assume responsibility to anyone other than the Company and the Company’s members,
as a body, for our audit work, for this report.
Eoin MacManus
for and on behalf of
Ernst & Young Chartered Accountants and Statutory Audit Firm
Office: Dublin
Date: 26/03/2018
211
Financial Statements
212
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Financial Statements - Contents
for the year ended 31 December 2017
Contents
Statement of Comprehensive Income
Balance Sheet
Statement of Changes in Equity
Statement of Cash Flows
Page
214
215
216
217
Notes to the financial statements
218-225
213
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Statement of Comprehensive Income
for the year ended 31 December 2017
2017
For the period
from 11 July
2016 to 31
December 2016
Notes
€000
€000
Other income
Administrative and other operating expenses
Finance costs
Impairment of investment in subsidiary
Loss before income tax
Income tax
4
5
7
6
1,653
(1,602)
51
(24)
(545,358)
(545,331)
-
Loss and total comprehensive loss for the year/period
(545,331)
The notes on pages 218 to 225 form an integral part of these financial statements.
-
(20)
(20)
-
-
(20)
-
(20)
214
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Statement of Changes in Equity
for the year ended 31 December 2017
Share
capital
(Note 10)
Share
premium
(Note 10)
Accumulated
losses
(Note 11)
Total
equity
€000
€000
€000
€000
Issue of shares
Total comprehensive loss after tax for
the period
Balance at 31 December 2016
Shares repurchased and cancelled
25
-
25
(25)
-
-
-
-
Issue of new shares
44,620
2,794,358
-
(20)
(20)
-
-
25
(20)
5
(25)
2,838,978
Total comprehensive loss after tax for
the year
-
-
(545,331)
(545,331)
Balance at 31 December 2017
44,620
2,794,358
(545,351) 2,293,627
The notes on pages 218 to 225 form an integral part of these financial statements.
216
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Statement of Cash Flows
for the year ended 31 December 2017
Cash flows from operating activities
Loss before tax
Adjustments for:
Impairment of investment in subsidiary
Changes in working capital:
Receivables from related parties
Other payables
Net cash from/(used in) operating activities
Cash flows from financing activities
Issue of share capital
Net cash from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents:
At beginning of the year/period
At end of the year/period
2017
For the period
from 11 July
2016 to 31
December 2016
€000
€000
(545,331)
(20)
545,358
27
(61)
185
151
-
-
151
-
151
-
(20)
(25)
20
(25)
25
25
-
-
-
The notes on pages 218 to 225 form an integral part of these financial statements.
217
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Notes to the Financial Statements
1.
Corporate information
Bank of Cyprus Holdings Public Limited Company (the Company) was incorporated in Ireland on 11 July 2016
as a public limited company under company number 545903 in accordance with the provisions of the
Companies Act 2014 of Ireland (Companies Act 2014). The Company’s name on incorporation was Aion Cyprus
Public Limited Company and on 10 August 2016 the Company changed its name to Bank of Cyprus Holdings
Public Limited Company. Its registered office for the period from 11 July 2016 to 19 March 2017 was at
Earlsfort Centre, Earlsfort Terrace, Dublin 2, Ireland. Since 20 March 2017 the Company’s registered office is 10
Earlsfort Terrace, Dublin 2, D02 T380, Ireland. The Company owns 100% of the share capital of Bank of Cyprus
Public Company Limited (BOC PCL) whose principal activities involve the provision of banking, financial
services, insurance services and management and disposal of property predominately acquired in exchange of
debt. The Board of Directors does not expect that the Company’s activities will change in the foreseeable
future.
The Bank of Cyprus Holdings Group (the Group) comprises the Company, its subsidiary BOC PCL and the
subsidiaries of BOC PCL.
The Company was incorporated with the intention of becoming the holding company of the Group for the
purposes of the Group’s listing on London Stock Exchange (LSE). During the period from 11 July 2016 to 31
December 2016 the Company did not undertake any trading activity.
On 18 January 2017 the Company became the sole shareholder of BOC PCL, and on 19 January 2017 the
shares of the Company were admitted to listing and trading on the LSE and the Cyprus Stock Exchange (CSE).
The Company is tax resident in Cyprus.
The financial statements are available at the Company’s registered office (at 10 Earlsfort Terrace, Dublin 2, D02
T380, Ireland) and on the Group’s website www.bankofcyprus.com (Investor Relations).
Financial statements
The financial statements of Bank of Cyprus Holdings Public Limited Company for the year ended 31 December
2017 were authorised for issue by a resolution of the Board of Directors on 26 March 2018.
The financial statements have been prepared in both the English and Greek language. In case of a difference
or inconsistency between the two, the English version prevails.
2.
Summary of significant accounting policies
2.1
Basis of preparation
The financial statements have been prepared in accordance with International Financial Reporting Standards
(IFRSs) as adopted by the European Union (EU) and with those parts of the Companies Act 2014 applicable to
companies reporting under IFRSs.
Presentation of financial statements
The financial statements are presented in Euro (€) and all amounts are rounded to the nearest thousand,
except where otherwise indicated. A comma is used to separate thousands and a dot is used to separate
decimals.
2.2
Going concern
The going concern assessment of the Company is consistent with the going concern assessment of the Group, a
summary of which is presented in Note 3 of the consolidated financial statements of the Group for the year
ended 31 December 2017.
2.3
Changes in accounting policies and disclosures
The accounting policies adopted in preparing the financial statements of the Company are consistent with those
adopted in preparing the consolidated financial statements of the Group, a summary of which is presented in
Note 2 of the consolidated financial statements of the Group for the year ended 31 December 2017.
In addition the following policies are adopted:
218
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Notes to the Financial Statements
2.
2.3
Summary of significant accounting policies (continued)
Changes in accounting policies and disclosures (continued)
Investments in subsidiaries, associates and joint ventures
Investments in subsidiaries, associates and joint ventures are measured at cost less impairment.
The accounting policies adopted are consistent with those of the previous financial year, except for the adoption
of new and amended standards and interpretations as explained in Note 2.3.1 of the consolidated financial
statements of the Group for the year ended 31 December 2017.
3.
Significant accounting estimates, judgements and assumptions
The preparation of the financial statements requires the Company’s Board of Directors and management to
make judgements, estimates and assumptions that can have a material impact on the amounts recognised in
the financial statements and the accompanying disclosures, as well as the disclosures of contingent liabilities.
Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment
to the carrying amount of assets or liabilities affected in future periods. The Board of Directors has made the
following judgements and estimations:
Investments in subsidiaries
The Company periodically evaluates the recoverability of investment in subsidiary whenever indicators of
impairment are present. Indicators of impairment include such items as declines in revenues, earnings or cash
flows or material adverse changes in the economic or political stability of a particular country, which may
indicate that the carrying amount of an asset is not recoverable. If facts and circumstances indicate that
investment in subsidiary may be impaired, the estimated future undiscounted cash flows associated with this
subsidiary would be compared to their carrying amounts to determine if the impairment of the investment is
necessary.
4.
Other income
Management consultancy services (Note 14(i))
Reimbursement of expenses and fees (Note 14(i))
5.
Administrative and other operating expenses
Directors’ fees (Note 14(iii))
Consultancy and other professional fees (Note 14(ii))
Stock exchange fees
Audit fees
For the period
from 11 July
2016 to
31 December
2016
€000
-
-
-
2017
€000
940
713
1,653
For the period
from 11 July
2016 to
31 December
2016
€000
2017
€000
882
165
400
155
1,602
-
-
-
20
20
The consultancy and other professional fees above do not include any fees charged by the Company’s statutory
auditors.
The Company did not employ any staff during the year 2017 and the period from 11 July 2016 to 31 December
2016.
219
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Notes to the Financial Statements
6.
Income tax
Current tax
2017
For the period
from 11 July
2016 to
31 December
2016
€000
€000
-
-
The reconciliation between the income tax expense and the loss before tax as estimated using the current
income tax rates is set out below:
2017
For the period
from 11 July
2016 to
31 December
2016
€000
€000
(545,331)
(68,166)
-
(3)
68,258
(89)
(3)
-
-
-
3
-
-
-
-
-
Loss before tax
Income tax at the normal tax rates in Cyprus
Income tax effect of:
- expenses not deductible for income tax purposes
- income not subject to income tax
- tax effect of losses on which deferred tax was not
recognised
Income tax in Cyprus is calculated at the rate of 12.5% on taxable income (2016: 12.5%).
7.
Investment in subsidiary
1 January/11 July
Issue of shares due to reorganisation (Note 10)
Impairment of investment in subsidiary
31 December
2016
€000
2017
€000
-
2,838,978
(545,358)
2,293,620
The investment in subsidiary represents an 100% investment in the share capital of BOC PCL, a company
registered in Cyprus and its activities are presented in Note 1. Its registered office is at 51 Stassinos Street,
Ayia Paraskevi, Strovolos, P.O.Box 24884, 1398 Nicosia, Cyprus.
220
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Notes to the Financial Statements
8.
Bank balances
2017
€000
2016
€000
Cash at bank (Note 14(iv))
151
-
Cash at bank earns interest at 0.02% per annum.
Cash at bank represents cash and cash equivalents for the purpose of statement of cash flows.
9.
Receivables from related parties
Receivables from related parties (Note 14 (iv))
61
25
The above balances represent the maximum exposure to credit risk at the balance sheet date.
10.
Share capital
2017
€000
2016
€000
Authorised
Ordinary shares of €0.10
each
Deferred ordinary shares of
€1.00 each
Issued and fully paid
Ordinary shares of €0.10
each
Deferred ordinary shares of
€1.00 each
2017
2016
Number of
shares
(thousand)
€000
Number of shares
€
10,000,000
1,000,000
10,000,000,000
1,000,000,000
-
-
25,000
25,000
446,200
44,620
10
1
-
-
25,000
44,620
25,000
25,001
The Company did not provide financial assistance permitted by section 82 of the Companies Act 2014 for the
purchase of its shares.
Authorised and issued share capital
2017
The Extraordinary General Meeting (EGM) of the shareholders of BOC PCL held on 13 December 2016 approved
a scheme of arrangement between the Company, BOC PCL and its shareholders. The scheme of arrangement
introduced the Company as the new holding company of the Group. Additionally the EGM authorised the
directors of BOC PCL to take all actions necessary or appropriate to carry the scheme of arrangement into
effect. The scheme of arrangement was sanctioned by the District Court of Nicosia on 21 December 2016.
221
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Notes to the Financial Statements
10.
Share capital (continued)
Authorised and issued share capital (continued)
2017 (continued)
Following the submission of the Court Order to the Registrar of Companies and the Registration, by the latter,
of the reduction of capital, the scheme of arrangement became effective on 18 January 2017. As a result on the
same date, the authorised share capital of BOC PCL which amounted to €4,767,759,272.00 divided into
47,677,592,720 ordinary shares with a nominal value of €0.10 each was reduced to €3,875,464,818.70 divided
into 38,754,648,453.30 ordinary shares with a nominal value of €0.10 each and its issued share capital which
amounted to €892,294,453.30 divided into 8,922,944,533 ordinary shares with a nominal value of €0.10 each
was reduced to nil by cancelling all the shares comprising the issued share capital of BOC PCL (the Existing
Shares) resulting in the creation of a capital reduction reserve in the accounts of BOC PCL, equal to the
aggregate nominal value of the Existing Shares so cancelled, and which shall be retained as a non-distributable
capital reserve in accordance with the provisions of subsection (e) of section 64 of the Companies Law, Cap.
113 (the Reduction of Capital).
Following the reduction of the share capital of BOC PCL, the authorised share capital was increased to
€4,767,759,272 divided into 47,677,592,720 ordinary shares with a nominal value of €0.10 each through the
creation of 8,922,944,533 ordinary shares with a nominal value of €0.10 each, each of which have the same
rights and rank pari passu with the existing ordinary shares of BOC PCL. Also, the reserve arising in the books
of account of BOC PCL as a result of the cancellation of the Existing Shares was applied in paying up in full at
par 8,922,944,533 new ordinary shares with a nominal value of €0.10 each in the capital of BOC PCL, which
were issued and allotted, credited as fully paid, to the Company or its nominee(s) in accordance with the
scheme of arrangement.
As mentioned above, all of the shares comprising the issued share capital of BOC PCL were cancelled and BOC
PCL issued and allotted 8,922,944,533 new ordinary shares of nominal value €0.10 each, credited as fully paid
to the Company; and the Company issued and allotted New Shares and procured the issue of Depositary
Interests representing New Shares, in accordance with the terms of the scheme of arrangement. Each one New
Share or one Depositary Interest represents one New Share for each individual holding of 20 Existing Shares.
As a result, the Company issued 446,199,933 ordinary shares with a nominal value of €0.10 each.
2016
On incorporation of the Company, the Company issued 1 share of €1.00, which was converted on 4 August
2016 into 10 shares of €0.10 each. On 11 August 2016, the Company additionally issued 25,000 deferred
ordinary shares of €1.00 each, which are issued free of any pre-emption rights. As at 31 December 2016 only
the ordinary shares of €0.10 each carried voting rights.
All issued shares are fully paid.
Share premium reserve
2017
As a result of the implementation of the scheme of arrangement, the share premium reserve was created in an
amount equal to the difference between the nominal value of the shares issued pursuant to the terms of the
scheme of arrangement and the net asset value of BOC PCL.
Share-based payments-share options
On 24 November 2015, the Annual General Meeting of BOC PCL’s shareholders authorised the Board of
Directors to establish and implement a Long Term Incentive Plan and allowed BOC PCL the flexibility to increase
the ratio of variable remuneration relative to fixed remuneration up to a maximum of 100% of fixed
remuneration for members of senior management (Shareholder Resolution). The authorised Long Term
Incentive Plan involved the granting of options for the acquisition of shares to a defined group of employees of
the Group and under the current terms of the Shareholder Resolution:
(i)
the total amount of shares that may be issued and allotted under the Long Term Incentive Plan shall not
exceed 178,458,891 ordinary shares of nominal value of €0.10 each,
(ii) the exercise price shall be set at €0.25 per share,
(iii) the vested share options will only be able to be exercised three years after the grant date, and
(iv) any share options not exercised by 31 March 2026 will lapse.
222
BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Notes to the Financial Statements
10.
Share capital (continued)
Share-based payments-share options (continued)
The options would be designed to vest only if certain key performance conditions were met, including amongst
other things, the full repayment of ELA, the lifting of dividend restrictions, the cancellation of government
guarantees and the performance of eligible employees.
Following the incorporation of the Company and its introduction as the new holding company of the Group in
January 2017, the Long Term Incentive Plan was replaced by the Share Option Plan which operates at the level
of the Company. The Share Option plan is identical to the Long Term Incentive Plan except that the number of
shares in the Company to be issued pursuant to an exercise of options under the Share Option Plan should not
exceed 8,922,945 ordinary shares of a nominal value of €0.10 each and the exercise price was set at €5.00 per
share. The term of the options was also extended to between 4-10 years after the grant date.
No share options were granted since the date of replacement of the Long Term Incentive Plan by the Share
Option Plan at the level of the Company.
11.
Accumulated losses
For the purpose of dividend distribution, retained earnings determined at Company level, are the only
distributable reserve.
Companies, tax resident in Cyprus, which do not distribute at least 70% of their profits after tax as defined by
the Special Defence Contribution Law during the two years after the end of the year of assessment to which the
profits refer, will be deemed to have distributed this amount as dividend. Special defence contribution at 17%
is payable on such deemed dividend distribution to the extent that the shareholders of the Company
(individuals who are domiciled in Cyprus and companies) at the end of the period of two years from the end of
the year of assessment to which the profits refer, are directly or indirectly Cyprus tax residents. Deemed
distribution does not apply in respect of profits that are directly or indirectly attributable to shareholders that
are non-Cyprus tax residents and individual shareholders who are not domiciled in Cyprus.
The amount of this deemed dividend distribution is reduced by any actual dividend paid out of the profits of the
relevant year.
This special defence contribution is paid by the company on account of the shareholders.
During the year 2017 and the period from 11 July 2016 to 31 December 2016 no deemed dividend distribution
was paid by the Company.
12.
Other payables
Accruals
VAT payable
2017
€000
2016
€000
30
175
205
20
-
20
Other payables are due within 12 months from the balance sheet date.
13.
Fair value measurement
The fair value of the financial assets and financial liabilities approximates their carrying value.
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BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Notes to the Financial Statements
14.
Related party transactions
The following transactions were carried out with related parties:
(i)
Other income
Management consultancy services
Reimbursement of expenses and fees
For the period
from 11 July
2016 to
31 December
2016
€000
-
-
-
2017
€000
940
713
1,653
The above transactions were carried out between the Company and its subsidiary BOC PLC on an arm’s length
basis.
(ii)
Administrative and other expenses
Consultancy and other professional fees
2017
For the period
from 11 July
2016 to
31 December
2016
€000
€000
27
-
The above transactions were carried out between the Company and its subsidiary BOC PLC on an arm’s length
basis.
(iii)
Directors’ remuneration
The total directors’ fees amount to €882 thousand. These were reimbursed by BOC PCL and included in other
income above.
Fees are included for the period that Directors serve as members of the Board of Directors.
Non-executive Directors
Josef Ackermann
Wilbur L. Ross Jr.
Arne Berggren
Maksim Goldman
Michalis Spanos
Ioannis Zographakis
Marios Kalochoritis
Michael Heger
Lyn Grobler
Anat Bar-Gera
2017
Period from 11
July 2016 to
31 December
2016
€000
€000
150
20
115
120
100
135
45
110
72
15
882
-
-
-
-
-
-
-
-
-
-
-
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BANK OF CYPRUS HOLDINGS PUBLIC LIMITED COMPANY
Notes to the Financial Statements
14.
(iii)
Related party transactions (continued)
Directors’ remuneration (continued)
The fees of the non-executive Directors include fees as members of the Board of Directors of the Company, as
well as of committees of the Board of Directors.
(iv)
Year-end balances
Receivables from related parties
BOC PCL
Bank balances
BOC PCL
2017
€000
2016
€000
61
151
25
-
The receivable from related parties relates to income outstanding from management consultancy services and
reimbursement of expenses and fees. The balance at the comparative period represents the consideration
received by BOC PCL on behalf of the Company in relation to the amount of share capital issued by the
Company.
Except as disclosed above, there were no other significant transactions with related parties of the Company and
no information to be disclosed under section 307 of the Companies Act 2014 for the year 2017 and the period
from 11 July 2016 to 31 December 2016.
15.
Financial risk management
The Company is exposed to risks the most significant of which is the liquidity risk.
Liquidity risk refers to probable losses that the Company may face, in case of repayment difficulties to its cash
flow obligations. The level of operational costs is low and the Company enjoys adequate liquidity.
16.
Capital management
The Company does not have formal policies and procedures for capital risk management.
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Introduction
Good governance contributes to the long term success of a company and creates trust and engagement
between a company and its stakeholders. The Board of Directors (the ‘Board’) of the Bank of Cyprus Holdings
Plc (the ‘Company’) is committed to the highest standards of corporate governance and aims to ensure on an
ongoing basis that the Company is a modern, transparent, competitive and sustainable organisation. By
adopting best practices in corporate governance and corporate administration, the Company achieves a
dynamic and effective communication between the Board, management and shareholders, leading to the
successful implementation of its strategy.
A key objective of the governance framework of the Company together with its subsidiaries (the ‘Group’) is to
ensure compliance with applicable legal and regulatory requirements. The Company is subject to the Code of
Corporate Governance of the Cyprus Stock Exchange (the ‘CSE Code’ available on www.cse.com.cy) as well as
the Directive on Governance and Management Arrangements of the Central Bank of Cyprus (the ‘CBC Directive
on Governance’).
The Company has also elected to comply with the UK Corporate Governance Code 2016 published by the
Financial Reporting Council in the UK (the ‘UK Code’ which is available on www.frc.org.uk).
Part A
The Company has adopted both the CSE Code and the UK Code, has incorporated their provisions in the
Group’s Corporate Governance Policy and fully implements their principles. The policy together with the Board
Manual, the terms of reference of the Board committees and the practices followed by the Board and its
committees, constitute important foundations for maximising shareholder value.
Part B
The Company confirms that it has complied with the provisions of the CSE Code throughout 2017. The
Directors further consider that the Company has also complied with the provisions of the UK Code, other than
as set out herein:
From 1 March 2017, following the resignation of Mr. Wilbur Ross, to 20 November 2017 and in
anticipation of European Central Bank (‘the ECB’) approval for the appointment of Mr. James B. Lockhart,
the Nominations & Corporate Governance Committee (‘the NCGC’) comprised of only two members, one
independent and one non-independent non-executive Director. Mr Lockhart decided not to take up the
appointment in order to pursue alternate business opportunities, and Mrs Grobler was appointed to the
NCGC on 20 November 2017.
Additionally, the Human Resources & Remuneration Committee (the ‘HRRC’) for part of the year following
the resignation of Mr. Marios Kalochoritis on 27 June 2017 and until the appointment of Mrs Bar-Gera
following ECB approval on 27 October 2017, comprised of only two members, both of whom were
independent.
Details of how the Company has applied the provisions of the CSE Code throughout 2017 are set out in this
Corporate Governance Report and in the Remuneration Policy Report which follows. The narrative that follows
also covers how the Company has applied the main and supporting principles and disclosure requirements set
out in the UK Code.
The Group considers that it has a robust governance framework with a clear organisational structure, well
defined, transparent and consistent lines of responsibility and effective processes through which to identify,
manage, monitor and report risks to which it is or might be exposed. It has appropriate internal control
mechanisms, including sound administrative and accounting procedures, Information Technology (‘IT’) systems
and controls. The Company continually monitors and reviews internally, at least once a year, its governance
framework and that of its subsidiary companies (where applicable) through effective oversight.
The Directors are aware that in case they have material concerns about the overall governance of the Group,
these should be reported without delay to the Board and, if their concerns are not satisfactorily addressed, the
Directors should report these concerns to the Central Bank of Cyprus (‘CBC’).
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Introduction (continued)
Part B (continued)
The Board has delegated authority to committees of the Board to support its oversight of risk and control. The
committees are the Group Audit Committee (‘the AC’), the Group Risk Committee (‘the RC’), the NCGC, the
HRRC and the Technology Committee (‘the TC’). Details of these committees are set out in section 5 of this
report. The chairperson of each committee reports on matters discussed during committee meetings to the
subsequent scheduled meetings of the Board and minutes of these meetings are tabled at the Board as soon as
possible for noting and/or discussion, as necessary. The committee terms of reference are reviewed annually
by the relevant committees and by the Board and are available on the Group’s website www.bankofcyprus.com
or by request to the Company Secretary.
1.
Board of Directors
The authorities of the members of the Board derive from the Articles of Association of the Company, and are
specified by the CSE and UK Codes, the relevant Companies, Stock Exchange and Banking Laws and the
Directives of the CBC. The role of the Board and its committees is well described and analysed in the Board
Manual that has been fully revised to incorporate all additional responsibilities that emanate from the UK Code.
The Board is responsible for ensuring that the management maintains an appropriate system of internal
controls which provides ongoing assurance of effective operations, internal financial controls and compliance
with rules and regulations. It has the overall responsibility for the Group and approves and oversees the
implementation of the Group’s strategic objectives, risk strategy and internal governance.
1.1
The Role of the Board
The Board’s role is to provide leadership of the Group and promote the Group’s vision, values, culture and
behaviour, within a framework of prudent and effective controls, which enables risk to be assessed and
managed. The Board is collectively responsible for the long-term success of the Group; it sets the Group’s
strategic objectives, integrates sustainability into the way business is conducted, ensures that the necessary
financial and human resources are in place for the Group to meet its objectives and reviews management
performance. The Board also ensures that its obligations towards its shareholders and other stakeholders are
understood and met.
Furthermore, the Board has the responsibility to present a fair, balanced and understandable assessment of the
Company’s position and prospects, including in relation to the annual and interim financial statements and
other price-sensitive public reports and reports required by regulators and by law.
There is a clear division of responsibilities at the head of the Company between the running of the Board and
the executive responsibility for the running of the Company’s business. The day to day operations of the Group
have been delegated to management.
The Board is the decision-making body for all matters of importance because of their strategic, financial or
reputational implications or consequences. Specific decisions and matters are reserved for approval by the
Board and these are reviewed and updated regularly. Matters requiring Board approval are:
The Group’s long-term objectives and strategy.
Overall risk policy and risk management procedures.
The Group’s Risk Appetite Statement.
Annual and three-year budgets and business plans.
Capital expenditures for amounts over €20 million.
Unusual transactions.
Mergers, acquisitions and disposals of the Group’s assets for amounts over €20 million.
Intra-group guarantees, indemnities and security.
Directors’ conflicts of interest.
The selection, appointment, re-appointment of Directors of the Company and the termination of the
services of the Chief Executive Officer.
Overseeing corporate governance and the succession planning.
Promoting the appropriate culture, values and ethics of the Group.
The establishment and oversight of policies for selecting, developing and replacing senior management
and heads of internal control functions.
The Remuneration Policy.
The declaration of a Recovery Emergency Situation.
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1.
1.1
Board of Directors (continued)
The Role of the Board (continued)
The appointment, replacement, transfer or removal from office of the heads of internal control functions is
subject to Board approval. The appointment of individuals who may have a material impact on the risk profile
of the Group is also subject to Board approval. Their appropriateness for the role is monitored on an ongoing
basis.
The Board is responsible for determining the nature and extent of the principal risks the Group is willing to take
in achieving its strategic objectives and ensuring the maintenance of an effective risk management and
oversight process across the Group. The Board approves the Group Risk Appetite Statement on an annual basis
and receives regular updates on the Group’s risk environment and exposure to the Group’s material risk types
through the Risk Report reviewed monthly.
Detailed information relating to Group risk management is set out in Notes 44 to 47 of the Consolidated
Financial Statements and the Additional Risk and Capital Management Disclosures section of the 2017 Annual
Financial Report.
1.1.1
Information and Support
The Board meets on a regular basis and has a formal schedule of matters for consideration which is annually
reviewed. The Board receives regular reports and presentations from the Group Chief Executive Officer (‘Group
CEO’) and other senior management on strategy and developments in the operations of the Group. The Board
considers reports from each of the Board committees while regular reports are also provided on the Group’s risk
appetite, top and emerging risks, risk management, credit exposures and the Group’s loan portfolio, asset and
liability management, liquidity, litigation, compliance and reputational issues.
The key areas of focus in 2017 for the Board, inter alia, were:
Group strategy and long term objectives in light of the regulatory and economic environment:
Three-year financial plan.
Acquisitions and divestments.
Resolution Plan & Minimum Requirement for own funds and Eligible Liabilities (MREL).
Setting up of Shipping Centre.
Compliance with Liquidity Cover Ratio (‘LCR’).
Deposit strategy.
Issue of Tier 2 Notes for Bank Of Cyprus Public Company Ltd (‘BOC PCL’).
IT strategy.
Risk and governance:
Approval of the Group’s Risk Appetite Statement.
Approval of Internal Capital Adequacy Assessment Process (‘ICAAP’) Report.
Approval of Internal Liquidity Adequacy Assessment Process (‘ILAAP’) Report.
Discussion of International Financial Reporting Standards 9 (‘IFRS9’) implementation progress.
Review of monthly risk reports.
Action Plan to implement Supervisory Review and Evaluation Process (SREP) recommendations.
Approval of the Group Recovery Plan.
Approval of appointments to the Board and major subsidiary boards, review of corporate governance
matters and Board Performance evaluation.
Directors & Officers (D & O) liability insurance.
Budget and performance oversight:
Review of the monthly management accounts.
Approval of the annual budgets and capital plans.
Review of the performance of the Group’s business divisions, its major subsidiaries and business units
Review and approval of Group financial results (monthly, quarterly and annual).
External environment:
Review of the banking industry outlook.
Review of the political, economic and regulatory environment of Cyprus including possible effects of
Brexit on the Cyprus economy.
Investors and stakeholder perspectives.
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1.
1.1
Board of Directors (continued)
The Role of the Board (continued)
1.1.1
Information and Support (continued)
Monitoring key regulatory issues affecting the Group:
Supervisory Review and Evaluation Process (‘SREP’).
Ongoing supervisory dialogue and approval of relevant responses to the Single Supervisory
Mechanism (‘SSM’).
Discussion of new regulatory developments and requirements.
Key regulatory correspondence and related responses.
Legal issues/actions against the Group.
Review the progress of managing non-performing exposures (‘NPE’)
Major and international corporate restructurings.
NPE strategy.
Ramping-up servicing of Retail NPEs.
In early 2017 the Board approved a report on BOC UK Oversight which put forward several recommendations
for better monitoring of the BOC UK subsidiary.
1.2
Composition of the Board of Directors
As at 31 December 2017 the Board comprised of ten Directors: the Group Chairman who was independent on
appointment, two executive Directors and seven non-executive Directors. The Board has determined six of the
non-executive Directors to be independent non-executive Directors in accordance with the provisions of the UK
Code and the CSE Code. On 7 February 2017 Mrs Lyn Grobler was appointed to the Board as an independent
non-executive Director following approval by the ECB. In March 2017 the Board appointed Mr. James B.
Lockhart III, pending the approval of the ECB, to replace Mr. Wilbur L. Ross who had resigned on 1 March
2017, following his appointment as U.S. Secretary of Commerce. However, before finalisation of his
assessment, Mr. Lockhart decided not to take up the appointment in order to pursue alternate business
opportunities. On June 27 2017, Mr. Marios Kalochoritis resigned from the Board to take up an appointment as
Senior Advisor to the Group CEO. On 27 October 2017 Mrs Anat Bar-Gera was appointed to the Board as an
independent non-executive Director following approval by the ECB.
On 23 January 2018 the Board appointed two new independent non-executive Directors, Mrs Paula Hadjisotiriou
and Mrs Maria Philippou pending the approval of the ECB. The names and brief biographical details including
each Director’s background, experience and independent status are set out in section 4 of this report.
The NCGC annually reviews the structure, size, tenure and composition of the Board (including skills,
knowledge, experience, independence and diversity) to ensure that there is an appropriate mixture of skills,
experience as well as gender. This includes a review of tenure and an assessment of the skills profile of the
Board to ensure that the Board and committees comprise of Directors having an all-embracing perception of the
Group’s activities and the risks associated with them. The Committee also ensures plans are in place for the
selection, appointment and orderly succession of executive Directors and senior managers. In addition, where
any appointment or resignation will alter the overall size of the Board, a review is undertaken to ensure that the
composition remains appropriate. The Board considers its current size and composition appropriate to provide
the broad range of skills and experience necessary to govern the business effectively while enabling full and
constructive participation by all Directors given the size and operations of the Group and the time demands
placed on the Directors.
The Group carries out a review of the ongoing fitness and probity of Board and Executive Committee (ExCo)
members on an annual basis, whereby they are required to confirm any changes in their circumstances in
respect of their compliance with the CBC Directive on the Assessment of the Fitness & Probity of the members
of the management body and managers of authorised credit institutions (‘CBC Fitness & Probity Directive’).
Following the review of 2017, no changes were reported. The Board concluded that each of the Directors has
the requisite standard of fitness, probity and financial soundness to perform his/her functions effectively.
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1.
Board of Directors (continued)
1.2
Composition of the Board of Directors (continued)
Executive Directors
The Group CEO and the Group Deputy CEO & Chief Operating Officer (‘DCEO & COO’) are employees of BOC
PCL. The Group CEO’s termination of employment is subject to four months’ notice to be given by either party.
The DCEO & COO’s employment is mainly based on the provisions of the collective agreement in place, which
provides for notice or compensation by the BOC PCL based on years of service and for a four month prior
written notice by the executive director in the event of a voluntary resignation.
Non-Executive Directors
Non-executive Directors are not Company employees and do not participate in the daily management of the
Group. They are responsible for monitoring executive activity and contributing to the development of strategy.
Their role is to constructively challenge the Company’s existing strategy and contribute to the development of
new strategies, to scrutinize the performance of senior management in meeting agreed goals and objectives, to
monitor the reporting of the performance, and to satisfy themselves on the integrity of financial information
and that the systems of financial controls, compliance and risk management frameworks and the internal
control framework are robust and defensible.
1.2.1 Meetings of the Board of Directors
During 2017 the Board held 12 meetings. Further details on the number of the meetings of the Board and its
committees and attendance by individual Directors are set out below. In March 2017 the Board held an offsite
two day meeting specifically focused on strategy.
Board of Directors 1/1/2017-31/12/2017
Name
Josef Ackermann (Chairman)
Maksim Goldman (Vice Chairman)
Wilbur L. Ross (Vice-Chairman)1
Anat Bar-Gera2
Arne Berggren
Lyn Grobler3
Michael Heger
John P. Hourican
Marios Kalochoritis4
Christodoulos Patsalides
Michael Spanos
Ioannis Zographakis
Total meetings5
Board of
Directors
12/12
12/12
0/2
1/1
12/12
11/11
12/12
12/12
8/8
12/12
11/12
12/12
12
AC
HRRC
NCGC
RC
AC & RC
Joint
7/8
8/8
8/8
8
2/2
6/6
1/2
6/6
6
7/7
7/7
0/0
1/1
7
8/9
0/0
9/9
2/3
9/9
9
5/5
0/0
5/5
5/5
1/1
5/5
5
1 Resigned on 1 March 2017
2 Appointed on 27 October 2017
3 Appointed on 7 February 2017
4 Resigned on 27 June 2017
5 The number of Board meetings at BOC PCL level was 16 during the year 2017. The attendance of these meetings can be
found on page 240.
Agendas and papers are circulated in a timely manner prior to each meeting and all members of the Board are
informed in writing of forthcoming Board meetings to allow them adequate time to review the relevant
information to enable them to fully discharge their duties.
The Company Secretary is closely involved in preparing the schedule of all Board and committee meetings and
the agendas for these meetings, in conjunction with the Chairman, ensuring that relevant information is
dispatched timely to all members of the Board.
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1.
Board of Directors (continued)
1.2
Composition of the Board of Directors (continued)
1.2.1 Meetings of the Board of Directors (continued)
Under the supervision of the Chairman of the Board, the Company Secretary’s responsibilities include
facilitating the flow of information within the Board and its committees, between senior management and non-
executive Directors and between heads of internal control functions and non-executive Directors, as well as
facilitating the induction, development and evaluation of members of the Board.
All Directors have access to the advice and services of the Company Secretary and the Corporate Governance
Compliance Officer (the ‘CGCO’) who can provide relevant information related to Board procedures and the CSE
and UK Codes. Independent professional advice is also available to the Directors at the Group’s expense if and
when required. Committees of the Board have similar access and are provided with sufficient resources to
undertake their duties. All Directors have the benefit of directors’ and officers’ liability insurance in respect of
legal actions against them.
1.2.2
Term of Appointment, Retirement and Re-election of Directors
Non-executive Directors are appointed for an initial three-year term and are typically expected to serve two
three-year terms. The Board may invite Directors to serve additional periods once their performance has been
assessed as adequate. A non-executive’s term of office will not extend beyond 12 years in total and any re-
appointment beyond 6 cumulative years will be subject to rigorous review and should take into account the
need for progressive refreshing of the Board.
According to the Articles of Association of the Company, all Directors retire each year and if eligible and
assuming satisfactory performance, are subject to re-election by shareholders. The following Directors, being
eligible, offered themselves for re-election and were re-elected at the Annual General Meeting (the ‘AGM’) in
2017: Josef Ackerman, Maksim Goldman, Michael Spanos, Arne Berggren, Lyn Grobler, Michael Heger, John
Patrick Hourican, Christodoulos Patsalides and Ioannis Zographakis. Anat Bar-Gera and James B. Lockhart III
were elected to the Board effective from the date of approval of their appointment by the ECB. The names of
Directors submitted for election or re-election are accompanied by sufficient information such as biographical
details and any other relevant information in the AGM documentation to enable shareholders to take an
informed decision.
The Board may at any time appoint any person who is willing to act as Director and who fulfils the criteria as
these are determined in the Board Nominations Policy, either to fill a vacancy or as an addition to the existing
Board, but the total number of Directors should not exceed 13. Any Director so appointed is subject to election
at the AGM following his/her appointment.
1.2.3
Conflicts of interest
The Board Manual documents procedures relating to Directors’ conflicts of interest, and sets out how these are
to be identified, reported and managed to ensure that the Directors act at all times in the best interests of the
Company. The Board Manual is reviewed and revised if necessary, at least annually.
The Group’s Policy on Conflicts of Interest which applies to all employees and Directors sets out their duty to
avoid, manage and disclose actual, potential or perceived conflicts of interest. The policy is reviewed annually
and is communicated throughout the Group.
The Board has adopted a Dealing Code for transactions in the Company’s securities by Persons Discharging
Managerial Responsibilities (PDMRs). The Dealing Code complies with the European Market Abuse Regulation.
All Directors have complied with the Dealing Code during 2017. All Directors and PDMRs have been informed
about their obligations under the Dealing Code in writing.
None of the Directors had, during the year or at year end, a material interest, directly or indirectly in any
contract of significance with the Group (See Note 49 of the Consolidated Financial Statements).
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1.
Board of Directors (continued)
1.2
Composition of the Board of Directors (continued)
1.2.4
Time commitment
The Board has determined the time commitment expected of non-executive Directors to be 35-40 days per
annum. Time devoted to the Group can be considerably more when serving on Board committees.
The NCGC considers, amongst others, whether a potential Director is able to devote the requisite time and
attention to the Company’s affairs, prior to the Board’s approval of the individual’s appointment.
The CBC Fitness and Probity Directive which incorporates the provisions on the management body of credit
institutions in Article 91 of the European Capital Requirements Directive (‘CRD IV’), determines that a Director
cannot hold more than one of the following combinations:
One executive directorship with two non-executive directorships
Four non-executive directorships
Executive or non-executive directorships held within the same group, count as a single directorship.
Directorships in organisations which do not pursue predominantly commercial objectives do not count for the
purposes of the above guidelines.
BOC PCL has been classified as a ‘significant institution’ under the European Union (Capital Requirements)
Regulation 2014. The ECB which supervises BOC PCL following the European Union Regulation 468/2014 which
established the framework for cooperation within the SSM between the ECB and national competent authorities
may in exceptional cases, and taking into consideration the nature and complexity of the business of the Group,
authorise members of the Board to hold one additional directorship.
At the time of their appointment, the CBC was the relevant competent authority to grant permission to five of
the Directors to hold one additional non-executive directorship to those permitted by article 91 of the CRD IV.
During the year ended 31 December 2017, all Directors were within the directorship limits set out for
‘significant institutions’. Mr. Wilbur Ross who resigned on 1 March 2017 had held five non-executive
directorships at the time.
The Directors hold positions on the management bodies of other companies as noted in their biographical
details included in section 4 of this report. Such participation does not prevent them from devoting the
necessary time and attention to their duties as members of the Board of the Company and is within the limits
set by the CBC Fitness and Probity Directive. It was estimated that in 2017 each non-executive Director spent
at least 38 days on board-related duties. The Board considered the time commitment of all Directors and
concluded that each Director devotes the requisite time for the effective performance of his/her duties.
1.2.5 Group Chairman and Group Chief Executive Officer
The respective duties of the Chairman of the Board and the Group CEO are clearly and distinctly segregated.
The two roles are separate and they distinguish between the running of the Board and the executive
responsibility for running the Company’s business. The terms of reference of these two roles are set out in
writing in the Group Board Manual which has been approved by the Board.
The Chairman ensures the effective functioning of the Board on all aspects of its role including:
Providing leadership to the Board.
Ensuring that the Board determines the nature and extent of the significant risks the Group is willing to
embrace in the implementation of its strategy.
Ensuring that the members of the Board have sufficient time to consider strategic and other critical issues
and obtain answers to any questions or concerns they may have and are not faced with unrealistic
deadlines for decision making.
Encouraging the active participation of members of the Board.
Ensuring conflicts of interests are disclosed and members abstain from participating in the decision-
making and voting on any matter on which they may have a conflict of interest.
Ensuring that adequate time is allowed for discussion of complex or contentious or strategic issues and,
where appropriate, arranging for informal meetings beforehand to enable thorough preparation for the
Board discussion.
Promoting high standards of corporate governance.
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1.
Board of Directors (continued)
1.2
Composition of the Board of Directors (continued)
1.2.5 Group Chairman and Group Chief Executive Officer (continued)
The Chairman commits a substantial amount of time to the Group. There were no changes to the other
significant commitments of the Chairman during the year ended 31 December 2017. During the year the
Chairman and the non-executive Directors met without the executive Directors present, to discuss a range of
business matters.
The Group CEO is responsible:
To develop and present to the Board the strategy of the Group.
To execute the approved strategy.
To lead the senior management team in the day-to-day running of the business.
To make decisions on all matters affecting the operations, performance and strategy of the Group’s
business with the exception of those matters reserved for the Board.
The Group CEO’s service contract is reviewed at least every three years. The last review took place in March
2017 and his contract was extended, on 28 March 2017, from January 2018 until December 2018.
1.2.6
Senior Independent Director
The Senior Independent Director (‘SID’) is available to shareholders and Directors if they have concerns that
are not resolved through normal communication channels. He provides a sounding board for the Chairman,
providing support to the Chairman in delivering his objectives. He chairs an executive session of the non-
executive Directors to assess the performance of the Chairman as part of the annual evaluation of Board
performance provided for in the CBC Governance Directive.
1.3
Board Balance and Independence
Both the CSE Code and the UK Code provide that at least 50% of the Board, excluding the Chairman, should be
independent non-executive Directors, so that no individual or small group of individuals can dominate the
Board’s decision-taking.
The NCGC and the Board consider the independence status of each Director on appointment. In addition, the
independence status of each Director is reviewed on an annual basis to ensure that the determination regarding
independence remains appropriate.
In 2017 the Board considered the principles relating to independence contained in the CSE Code and the UK
Code, as well as the CBC Fitness and Probity Directive and concluded that the status of each Director as
determined remained appropriate. The status of each Director is presented in the biographical details in section
4 of this report.
Mr. Maksim Goldman is a senior executive of a corporation controlled by a significant shareholder in the
Company and therefore he is not considered independent by reference to the provisions of the CBC Directive on
Fitness and Probity, the CSE Code and the UK Code.
The Board comprises a majority of independent non-executive Directors to ensure that no individual or small
group can dominate its decision making. The Board considers that each non-executive Director brings
independent challenge and judgement to the workings of the Board, through their character, objectivity and
integrity.
A relevant ‘Confirmation of Independence’ based on the independence criteria of provision A.2.3 of the CSE
Code is signed annually by each of the independent non-executive Directors and is submitted to the Cyprus
Stock Exchange together with the Corporate Governance Report.
1.3.1 Appointments to the Board
The Board recognises the need to identify the best qualified and available people to serve on the Board. It is
responsible for the appointment of Directors. In accordance with the Board Nominations Policy all
appointments are made on merit against objective criteria (including skills and experience) with due regard for
the benefits of diversity on the Board. The Board plans for its own renewal with the assistance of the NCGC
which regularly reviews Board composition, tenure and succession planning.
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1.
1.3
Board of Directors (continued)
Board Balance and Independence (continued)
1.3.1 Appointments to the Board (continued)
The NCGC, prior to assessing candidates, identifies the skills and experience required for the role, assesses the
time commitment involved and, having regard to the formal assessment of the skills profile of the Board and
succession planning, recommends the nomination to the Board. The recruitment process for non-executive
Directors is supported by an experienced third party professional search firm which develops an appropriate
pool of candidates and provides independent assessments of the candidates. The Group then works with that
firm to shortlist candidates, conduct interviews/meetings (including meetings with members of the NCGC) and
complete comprehensive due diligence. In accordance with the Board Nominations Policy, the assessment
process and the due diligence process is extensive and includes self-certification confirmations of probity and
financial soundness and external checks involving a review of various publicly available sources.
The process also involves the NCGC satisfying itself as to the candidate’s ability to devote sufficient time to the
role, independence, fitness and probity and assessing and documenting its consideration of possible conflicts of
interest. The NCGC then makes recommendations to the Board.
The process described above was followed in the selection of Mrs Anat Bar-Gera in April 2017. Egon Zehnder,
an external search consultancy firm with no other connection to the Company, was engaged in respect of this
non-executive Director appointment.
Letters setting out the terms of appointment of each of the non-executive Directors, including the time
commitment expected of each of them, are available on request from the Company Secretary. Directors are
required to devote adequate time to the business of the Group, which includes attendance at regular meetings,
training sessions and briefings and preparation time for meetings. In addition, non-executive Directors are
normally required to sit on at least one committee of the Board, which involves the commitment of additional
time. Certain non-executive Directors such as the SID and committee chairpersons are required to allocate
additional time in fulfilling those roles.
1.3.2 Directors’ induction and ongoing development
Full, formal and tailored induction programmes, with particular emphasis on risk management and internal
control systems are arranged for newly appointed Directors. The programmes also entail a series of meetings
with senior executives and other Directors to enable new Directors to familiarise themselves with the business,
management and governance structure including the function of the Board and the role of the committees. The
Company Secretary under the supervision of the Chairman develops programmes based on the Director’s
individual needs. Following appointment, each Director receives a relevant package and undergoes an
induction programme.
Focused training of the Board is arranged in conjunction with scheduled Board meetings where information is
provided to ensure that Directors receive adequate insight into a particular area through presentations by
Group Businesses and briefings with senior management. Dedicated training sessions also take place on
particular issues (refer to table below for 2017 training schedule) usually identified by the Directors themselves
and the Company Secretary. A training schedule is prepared at the beginning of each year and Directors are
expected to attend accordingly.
All the members of the Board were provided on appointment with an information pack which includes, among
others, the Board Manual, key legislation, directives and regulations and the Company’s Articles of Association.
As demonstrated in the table below, during the year specialised training sessions with the contribution of
external advisors were provided, covering issues relating to the duties and responsibilities of Board members.
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1.
Board of Directors (continued)
1.3
Board Balance and Independence (continued)
1.3.2 Directors’ induction and ongoing development (continued)
Training sessions for the Board members during 2017
Name
False Assurance
AML Essentials
Market Abuse
Regulations
J. Ackermann
M. Goldman
W. L. Ross
A. Bar-Gera
A. Berggren
L. Grobler
M. Heger
J. Hourican
M. Kalochoritis
C. Patsalides
M. Spanos
Y. Zographakis
√
√
N/A
N/A
√
√
√
√
√
√
√
√
√
√
N/A
√
√
√
√
√
N/A
√
√
√
√
√
N/A
√
√
√
√
√
N/A
√
√
√
MiFID II Board
Oversight and
Obligations
√
√
N/A
√
√
√
√
√
N/A
√
√
√
The training material is distributed to all Directors regardless of attendance. In 2017 there were several e-
learning sessions relating to Anti-Money Laundering, Market Abuse Directive / Market Abuse Regulation and
MiFID II Directive.
Directors are also offered the option of attending suitable external educational courses, events or conferences
designed to provide an overview of current issues of relevance to Directors. The Company Secretary ensures
all Directors are provided with relevant information on a timely basis to enable them to consider issues for
decision-making and discharge of their oversight responsibilities. The Directors also have access to the advice
of the Group external legal advisors and to independent professional advice, at the Group’s expense, if and
when required. Board committees have similar access and are provided with sufficient resources to undertake
their duties. The Directors also receive comprehensive guidance from the Company Secretary on Board
procedures as well as guidance on duties and obligations by the CGCO.
In the performance of their roles, executive Directors develop and refresh their skills and knowledge of the
Group’s business and operations through regular interactions, meetings and briefings with senior management
and through presenting on the Group’s business to investors and analysts. They remain abreast of
developments affecting the financial services sector and banking by representing the Group’s interests at
conferences, advisory groups and other events and meetings with regulators and other authorities.
1.3.3
Board Performance Evaluation
The Board is committed to regular and at least annual evaluation of its effectiveness and that of its committees.
The internal evaluation of the performance of the Board, its committees and individual members conducted in
March 2017 by the CGCO, indicated a strong and diverse composition of experiences that could however, be
further enhanced by appointing more members with IT background and/or cybersecurity, while at the same
time striving for gender diversity. The annual Board performance evaluation report made several
recommendations and an action plan for the implementation of these recommendations was set up. The
assessment carried out through on-line questionnaires considered overall performance relative to the role of the
Board and its committees.
The outcome of the Board evaluation was considered by the NCGC and collectively discussed by the Board.
Seven recommendations were made to enhance the Board process, although they were not material to the
effectiveness of the Board. The Board accepted them and set up an action plan to incorporate those
recommendations. Further, taking into account the evaluation report, the Board concluded that it continues to
be effective and that each Director continues to make a valuable contribution to the deliberations of the Board.
The Board also concluded that all the members of the Board have appropriate qualifications, broad relevant
experience and continue to be effective and demonstrate continuing commitment to the role. The effectiveness
of each of the four principal committees was also assessed as adequate.
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1.
1.3
Board of Directors (continued)
Board Balance and Independence (continued)
1.3.3
Board Performance Evaluation (continued)
The SID led the process of evaluation of the Chairman’s performance based on a discussion during an executive
session of the non-executives (without the Chairman). The Board concluded that the Chairman continues to
lead the Board effectively, continues to make valuable contribution and demonstrates continuing commitment
to the role.
1.3.4
Loans to Directors and Other Transactions
Details of loans to Directors and other transactions with the Group are set out in Note 49 of the Consolidated
Financial Statements for the year ended 31 December 2017.
The Banking Law currently forbids the extension of any credit to independent members of the Board, but the
CBC may exempt certain exposures from time to time having regard to the exceptionally low risk arising from
the exposures concerned. Furthermore, any credit to be extended to non-independent members of the Board
must comply with the following provisions of the Law:
be approved by a resolution of the Board carried by a majority of two-thirds of the members that
participated in the relevant Board meeting and the member concerned should neither be present during
the discussion nor vote on the resolution,
the exposure granted should be on the same commercial terms as would apply to customers for similar
exposures in the ordinary course of banking practice,
the total value of exposures in respect of all members of the Board should not exceed at any time 10% of
BOC PCL’s own funds, or such other lower percentage as the CBC may determine from time to time,
the total value of any unsecured exposures granted to all members of the Board should not exceed at
any time 1% of the BOC PCL’s own funds or such other lower percentage as the CBC may determine from
time to time,
the total value of exposure to any member of the Board should not exceed at any time the amount of
€500,000 or such other lower amount as the CBC may determine from time to time, and
no financing is permitted to any executive member of the Board that does not comply with the
commercial terms or exceeds the limits that apply to all staff or such other lower amount as the CBC may
determine from time to time.
All members of the Board complied with the relevant provisions of the CSE Code and the Banking Law as at 31
December 2017.
2.
Internal Controls
The Board is responsible for the adequacy and effectiveness of the system of internal controls in the Group.
This system ensures that:
The effectiveness of the governance framework is monitored and periodically assessed and appropriate
steps are taken to timely address any deficiencies.
The appropriate compliance framework is in place.
The integrity of the accounting and financial reporting systems, including financial and operational
controls and compliance with legal and supervisory requirements and relevant standards, is adequate.
The appropriate information security framework for the protection of confidential information is in place.
The system of internal controls has been designed in accordance with the nature, scale and complexity of the
Group’s operations in order to provide reasonable but not absolute assurance against material misstatements,
errors, losses, fraud or breaches of laws and regulations.
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2.
Internal Controls (continued)
The overall internal control systems of the Group include:
A transparent organisational structure with clear reporting lines to Senior Management and the Board,
Three lines of defence model for the management of risks across the Group,
Board and Executive Committees with clear responsibilities,
Policies and procedures,
Monthly reporting by business lines to enable progress to be monitored, trends to be evaluated and
variances to be acted upon,
Monthly meetings of ExCo and Operating Committee (OpCo) to review performance,
A Code of Conduct setting out the standards expected of all officers and employees, and
A Whistleblowing Policy including processes and procedures to be followed for independent investigation
of concerns raised by staff.
The Board confirms that, through the AC and the RC, has conducted reviews for the year ended 31 December
2017, regarding the effectiveness of the Group’s internal control and information systems, as well as in relation
to the procedures used to ensure the accuracy, completeness and validity of the information provided to
investors. The reviews covered all systems of internal controls, including financial, operational and compliance
controls, as well as risk management systems. In carrying out their reviews, the AC and RC receive regular
business and operational risk assessments, regular reports from the Group Internal Audit Director, the Director
of Group Compliance and the Group Chief Risk Officer (‘GCRO’), internal and external audit reports, as well as
regulatory reports. Additionally, the Board receives a confirmation on an annual basis by the Group CEO as to
the effectiveness of compliance, risk management and information security system of internal controls.
The Board, through the AC and RC, has received confirmation that executive management has taken or is
taking the necessary actions to remedy all weaknesses identified through the operation of the Group’s
framework of internal controls.
Based on the internal audit work carried out in 2017, significant steps have been made, which further
strengthened the Group’s system of internal controls. In particular, progress was made in the NPE
management and the arrears management process, areas which pose the most important risks for the Group.
Moreover, there is still room for improvement in certain areas within the information systems and information
security environment. Overall, the Board through its committees has reviewed the effectiveness of the system
of internal controls of the Group for the year ended 31 December 2017 and confirms its effectiveness.
The Board confirms that it is not aware of any violation of the Cyprus Securities and Stock Exchange Laws and
Regulations.
The Group’s financial reporting process is controlled using documented accounting policies and procedures
supported by instructions and guidance on reporting requirements, issued to all reporting entities within the
Group in advance of each reporting period. The submission of financial information from each reporting entity
is subject to sign off by the responsible financial officer. Further analytical review procedures are performed at
Group level. The internal control system also ensures that the integrity of the accounting and financial
reporting systems, including financial and operational controls and compliance with legal and supervisory
requirements and relevant standards, is adequate.
The Group has in place an effective financial statement closing process by which transactions and events
reflected in the Group’s accounting records are processed to produce the financial statements, related
disclosures and other financial reports.
Τhe Annual Report pre its submission to the Board is reviewed and approved by the ExCo. The Board, through
the AC scrutinises and approves the financial statements, results announcements and the Annual Report and
ensures that appropriate disclosures have been made. This governance process ensures that both
management and the Board are given sufficient opportunity to challenge the Group’s financial statements and
other significant disclosures before their publication.
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2.
2.1
Internal Controls (continued)
Going concern
The Directors have made an assessment of the Group’s ability to continue as a going concern.
The conditions that existed during 2017 and the developments up to the date of approval of the Consolidated
Financial statements that have been considered in the going concern assessment include, amongst others, the
operating environment in Cyprus and of the Group (Note 4 of the Consolidated Financial Statements).
The Directors believe that the Group is taking all necessary measure to maintain its viability and the
development of its business in the current economic environment.
The Directors, taking into consideration the factors described below and the uncertainties that existed at the
reporting date, are satisfied that the Group has the resources to continue in business for a period of at least 12
months from the date of approval of the Consolidated Financial Statements and therefore the going concern
principle is appropriate for the reasons set out below.
The Common Equity Tier 1 (CET1) ratio and the total capital ratio on a transitional basis stood at 12.7%
and 14.2% respectively at 31 December 2017, higher than the minimum required ratios (Note 4.2.1 of
the Consolidated Financial Statements).
The IFRS 9 impact on a transitional and on a fully phased-in basis, after the period of transition is
complete, is expected to be manageable and within the Group’s capital plan.
The increasing level of Group customer deposits (increase of €1,340 million during 2017). Customer
deposits stood at €17,850 million at 31 December 2017.
The continuous improvement in the Group liquidity position and its liquidity ratios. Following the
repayment of Emergency Liquidity Assistance (‘ELA’) in January 2017 (2016: €200 million), the Group
achieved compliance with the Liquidity Coverage Ratio (LCR). The Group is also in compliance with the
LCR add-on, which was introduced by the CBC as a macro-prudential measure and is applicable from 1
January 2018 (Notes 4.2.3 and 46 of the Consolidated Financial Statements). As at 31 December 2017,
the Group was not in compliance with all liquidity regulatory requirements with respect to its operations
in Cyprus, however, these ratios were abolished on 1 January 2018.
The significant reduction of Group loans that are impaired or past due for more than 90 days (90+ DPD),
which have decreased by 17% during 2017 and totalled €6,905 million at 31 December 2017 and the
increase of provisions coverage to 61% compared to 54% in December 2016 (Note 4.2.2 of the
Consolidated Financial Statements).
The Cyprus government rating has been repeatedly upgraded following the consistent outperformance in
public finances and the progress achieved in the banking sector. Most recently in March 2018, S&P
Global Ratings affirmed its long-term sovereign rating at BB+, only one notch below investment grade,
and maintained its outlook to ‘positive’. Ιn October 2017, Fitch Ratings upgraded its Long-Term Issuer
Default ratings to ‘BB’ from ‘BB-’ with positive outlook. In July 2017, Moody’s Investors Service
upgraded the long-term issuer rating of the Cyprus sovereign to Ba3 from B1 to reflect Cyprus’ economic
recovery and maintained its outlook to positive. Moody’s Investors Service reiterated its credit rating and
positive outlook on the Cyprus sovereign in a February 2018 update.
BOC PCL regained access to the debt capital markets in January 2017 with the issuance of €250 million
unsecured subordinated Tier 2 Capital Note.
2.2
Group Code of Conduct and Whistleblowing Policy
The Group has set out the standards that are expected from all the employees and Directors of the Group in a
Code of Conduct along with guidance on how these standards should be applicable.
The Group also has a Whistleblowing Policy in place for all staff, including Directors, which is in accordance with
international practice. The policy is reviewed annually. Its general principles are:
Concerns in good faith, about wrongdoing or malpractice can be raised in confidence without fear of
victimisation, discrimination, disadvantage or dismissal.
Procedures for the reporting of any matters of concern are clearly provided. The persons concerned must
be able to bypass the main channels for whistleblowing if these prove inappropriate, and use the
anonymous reporting line.
Disclosures are managed in a timely, consistent and professional manner.
The appointment of the Chairman of the AC, an independent non-executive Director as a Whistleblowing
Champion with specific responsibilities.
The Board and Group CEO are committed to this policy, which encourages staff to raise concerns.
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3.
Other matters
On 18 January 2017 the Company became the sole shareholder of BOC PCL. This reorganisation was treated as
a reorganisation of an existing entity that has not changed the substance of the reporting entity. The owners of
BOC PCL before the reorganisation have the same absolute and relative interests in the net assets of the Group
immediately before and after the reorganisation, since the assets and liabilities of the Group and the BOC group
(being BOC PCL and its subsidiaries) are the same immediately before and after the reorganisation. Hence the
Group is considered a continuation of BOC group.
On 19 January 2017, the Company was admitted to listing and trading on the London Stock Exchange (‘LSE’)
and the CSE.
A common Board and committee structure applies with the same Directors sitting on the Board of Directors of
the Company and on the Board of Directors of BOC PCL and on the committees of each of the two Boards.
The table below show attendance of the Directors on the meetings of BOC PCL throughout 2017.
Board of Directors of BOC PCL 1/1/2017-31/12/2017
Board of
Directors
16/16
16/16
0/2
3/3
16/16
15/15
16/16
16/16
9/9
16/16
15/16
16/16
16
AC
HRRC
NCGC
RC
AC & RC
Joint
TC
2/2
10/11
10/10
10/10
0/2
1/1
16/19
0/3
7/7
0/1
19/19
7/7
11/11
10/10
7/7
2/2
9/9
9/9
5/6
10/10
11/12
3/3
11/11
11
10
10
19/19
19
7/7
7
9/9
9
Name
Josef Ackermann (Chairman)
Maksim Goldman (Vice Chairman)
Wilbur L. Ross (Vice-Chairman)1
Anat Bar-Gera2
Arne Berggren
Lyn Grobler3
Michael Heger
John P. Hourican
Marios Kalochoritis4
Christodoulos Patsalides
Michael Spanos
Ioannis Zographakis
Total meetings
1 Resigned on 1 March 2017
2 Appointed on 27 October 2017
3 Appointed on 7 February 2017
4 Resigned on 27 June 2017
3.1
Company Secretary
The Board appointed Mrs Katia Santis as Company Secretary.
3.2
Group Internal Auditor
The Board appointed Mr. George Zornas as Group Internal Audit Director.
3.3
Corporate Governance Compliance Officer
The Board appointed Mr. Marios Skandalis as CGCO.
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4.
4.1
Members of the Board of Directors
Non-Executive Directors
Josef Ackermann (Chairman)
Born in 1948. Dr Ackermann is the former Chairman of the Management Board and the Group Executive
Committee at Deutsche Bank. Dr Ackermann joined Deutsche Bank's Board of Managing Directors in 1996,
where he was responsible for the investment banking division. Under his leadership, this business unit
developed into one of Deutsche Bank's principal revenue sources and entered the top group of global
investment banks. Prior to Deutsche Bank, Dr Ackermann was President of Schweizerische Kreditanstalt (SKA),
today's Credit Suisse.
Dr Ackermann has held numerous board positions including sitting on the Board of Directors at Zurich
Insurance Group, Royal Dutch Shell plc, Siemens AG and EQT Holdings AB among others. Dr Ackerman also
served as Vice-Chairman of the Foundation Board of the World Economic Forum. Dr Ackermann is an Honorary
Fellow of the London Business School, was visiting professor in finance at the London School of Economics, and
was appointed honorary professor at the Johann Wolfgang Goethe University in Frankfurt. Dr Ackermann
studied economics and social sciences at the University of St. Gallen, where he earned his doctorate, and holds
an honorary doctorate from the Democritus University of Thrace in Greece.
Dr. Ackermann has extensive experience in the financial services industry, having spent more than 40 years in
various senior strategic, investment and oversight roles in Scheizerische Kreditanstalt and Deutsche Bank.
Term of Office:
External Appointment:
Appointed
to the Board of BOC PCL in November 2014
and the Board in October 2016
Independent:
On Appointment
Maksim Goldman (Vice Chairman)
Investor AB
Renova Management AG
Honorary Chairman of the St. Gallen Foundation for
International Studies
Honorary Senate Member of the Foundation Lindau
Nobel Prize winners Meetings at Lake Constance
Vice Chair and Member of the Board of Trustees of the
Conference Board
Committee Membership:
Chairman of
Governance Committee
the Nominations
and Corporate
Born in 1971. Mr. Goldman currently serves as Director of Strategic Projects at Renova where he is responsible
for coordinating the business development of various significant assets under management of the Group.
Previously, Mr. Goldman served as Deputy Chief Investment Officer of Renova Group, responsible for
implementing the investment policy and support of key mergers and acquisitions transactions. From 2005 to
2007 he worked as Vice President and International Legal Counsel of Sual-Holding, which was the management
company for OAO ‘SUAL’, the second largest aluminium company in Russia, and also participated in the creation
of UC Rusal through combination of the assets of Sual-Holding, Rusal and Glencore. From 1999 to 2005 Mr.
Goldman worked as an associate at Chadbourne & Parke LLP in New York and in Moscow. Mr. Goldman holds a
J.D. from the School of Law, University of California (Los Angeles). He also holds a Bachelor of Arts degree in
History from the University of California (Los Angeles).
Mr. Goldman has extensive experience in investments and business developments and benefits from oversight
experience in a number of external directorships.
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4.
4.1
Members of the Board of Directors (continued)
Non-Executive Directors (continued)
Maksim Goldman (Vice Chairman) (continued)
Term of Office:
Appointed
to the Board of BOC PCL in November 2014
and the Board in October 2016
External Appointment:
United Company RUSAL Plc
OAO ‘Volga’
FC ‘Ural’
Independent:
No
Committee Membership:
Member of the Risk Committee
Member of the Nominations and Corporate Governance
Committee
Arne Berggren (Chairman of the Risk Committee)
Born in 1958. Mr. Berggren has been involved in corporate and bank restructurings, working for both the
private sector as well as for international organisations since the early 90s, starting with Nordea during the
Swedish financial crisis. This was followed by bank crises management and bank restructuring assignments in
numerous countries in Latin America, Eastern Europe and Asia, and more recently during the current financial
crisis in the Baltics, Spain and Slovenia. He has been Head of Financial Restructuring and Recovery at Carnegie
Investment Bank AB and Swedbank AB and as CEO of Swedcarrier AB he led the restructuring of parts of
Swedish Rail. Mr Berggren has held numerous Board positions in the financial and corporate sector, including a
position on the Board of Directors at LBT Varlik Yönetim AS and DUTB Ldt. He is a graduate of the University of
Uppsala, Sweden.
Mr. Berggren has significant experience in corporate and bank restructurings, bank crises management and risk
management and has extensive experience in oversight from a number of directorships.
Term of Office:
Appointed
to the Board of BOC PCL in November 2014
and the Board in October 2016
External Appointment:
Eusticon AB
Pireaus Bank Group
Independent:
Yes
Anat Bar-Gera
Committee Membership:
Chairman of the Risk Committee
Member of the Audit Committee
Born in 1958. Since 2015, Mrs Bar-Gera is the Chairwoman of Cyverse, a leading Switzerland-based
cybersecurity company established with the aim of providing access to the most advanced cybersecurity
solutions coming out of Israel and the Silicon Valley. Mrs Bar-Gera is currently a member of the expert network
of the World Economic Forum and a former member of the Global Agenda Council on the future of the internet,
of the World Economic Forum. Prior to this and for more than 20 years, Mrs Bar-Gera co-founded, scaled and
exited a number of telecom and internet international companies operating primarily across Europe and Africa.
In 1988, she joined UBS in Switzerland as an Associate in the M&As department, where she initiated and
executed pan-European deals especially in the high-tech area. Mrs Bar-Gera graduated from INSEAD, France
with an MBA and from the Hebrew University, Israel, with a Bachelor of Laws (LL.B.).
Mrs Bar-Gera has significant experience in start-ups and cybersecurity and benefits from oversight experience
in a number of external directorships.
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4.
4.1
Members of the Board of Directors (continued)
Non-Executive Directors (continued)
Anat Bar-Gera (continued)
Term of Office:
Appointed to the Board of BOC PCL
and the Board in October 2017
Independent:
Yes
Lyn Grobler
External Appointment:
Cyverse AG
Swiss Mobile Data
Expert Network of the World Economic Forum
Committee Membership:
Member of the Human Resources and Remuneration
Committee
Member of the Technology Committee
Born in 1964. Mrs Grobler is an experienced executive with a strong track-record in technology and IT roles.
She was appointed Group Chief Information Officer (CIO) at Hyperion Insurance Group in 2016. Prior to this
she was Vice President and CIO Corporate Functions at BP where she led the transformation of both the
organisation and the digital landscape through introducing sustained change in process, capability and
technology, having held a variety of roles across IT and global trading over 16 years. Before BP, Mrs Grobler
managed large scale global technology projects and strategies within banking and trading based in both London
and South Africa. Mrs Grobler has been recognised as one of the 25 most influential women in UK IT and has
been shortlisted for CIO of the Year at the 2016 Women in IT awards. Mrs Grobler holds an HND in computer
systems from Durban University in South Africa.
Mrs Grobler has significant experience in IT and digital transformation and benefits from oversight experience in
a number of external directorships.
Term of Office:
Appointed to the Board of BOC PCL
and the Board in February 2017
Independent:
Yes
External Appointment:
Board Intelligence Ltd
Hyperion Services Ltd
Howden Broking Group
Committee Membership:
Chairperson of the Technology Committee
Member of the Nominations and Corporate Governance
Committee
Paula Hadjisotiriou (subject to ECB approval)
Born in 1957. Mrs Hadjisotiriou is an experienced executive with a long career in senior management roles in
financial institutions. She started her accountancy career at Howard, Wade & Jacob before moving to
Pricewaterhouse Coopers. Following a eight-year tenor at the Latsis Group of Companies as Deputy General
Manager of Internal Audit, she embarked between 1990-2015 on a career in banking, at first with Eurobank
Ergasias S.A as Group Chief Financial Officer and then with National Bank of Greece as Deputy Chief Executive
Officer & Chief Financial Officer. Currently Mrs Hadjisotiriou serves as an advisor to the Latsis Group of
Companies in the UK. Mrs Hadjisotiriou is a Chartered Accountant and a member of the Institute of Chartered
Accountants of England and Wales (ICAEW).
Mrs Hadjisotiriou has significant experience in financial institutions and benefits from oversight experience in a
number of external directorships.
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4.
4.1
Members of the Board of Directors (continued)
Non-Executive Directors (continued)
Paula Hadjisotiriou (subject to ECB approval) (continued)
Term of Office:
External Appointment:
Appointed to the Board of BOC PCL
and the Board in January 2018
(subject to ECB approval)
None
Independent:
Yes
Michael Heger
Committee Membership:
Member of the Audit Committee (subject to ECB
approval)
Member of the Risk Committee (subject to ECB
approval)
Born in 1955. Dr Heger currently serves as the general manager of finance and investment and as an
independent senior advisor for S.I.F. International Holding S.A., Luxembourg at its representative office in
Vienna. Previously, during 2009-2012 he served as general manager and chief executive officer of Metal Trade
Overseas AG in Zug, Switzerland. He began his career in 1980 as a manager in export finance and legal affairs
for Waagner-Biro AG in Vienna, Austria. Having spent two years at Waagner-Biro AG, he moved to UniCredit
Bank Austria Group, where he held various management positions from 1982 to 2002. In 2001-2002, he
served as general manager and head of structured trade finance at Bank Austria AG. From 2002-2003, he
served as the deputy general manager and head of International division for Raiffeisenlandesbank
Niederosterreich-Wien AG. Dr Heger then joined MPH Management and Participation Holding S.A., a special
purpose company for equity participation in commercial and industrial companies, financial institutions and in
property developments as well as for financial and consulting services for domestic and international clients and
commodity trading, as the general manager of finance and investment and head of the representative office
from 2004-2009. Dr Heger holds a doctorate in law from the University of Vienna and obtained a postgraduate
degree in law from the College of Europe in Bruges, Belgium.
Dr Heger has extensive banking experience having spent more than 20 years in various senior positions in
UniCredit Bank Austria Group and has considerable strategic knowledge of industrial and commercial
companies, financial institutions and property developments.
Term of Office:
External Appointment:
Appointed to
to the Board of BOC PCL in June 2016
and the Board in October 2016
None
Independent:
Yes
Committee Membership:
Member of the Audit Committee
Member of the Human Resources and Remuneration
Committee
Member of the Technology Committee
Maria Philippou (subject to ECB approval)
Born in 1975. Mrs Philippou started her career as an HR Consultant with KPMG Greece, before moving to the
Lambrakis Press Group as HR Generalist. Having spent three years with Eurobank Ergasias S.A as
Compensation & Benefits Manager, in 2006 she moved to the Coca Cola Company Group, progressing through
various roles such as Rewards Manager and HR Business & Strategic Partner to her current position as Global
Talent & Development Director. Mrs Philippou holds a degree in Business Administration from Nottingham
Trent University and a Master of Science in Human Resources Management form Brunel University.
Mrs Philippou is an experienced executive in human resources and brings valuable skills to the Board in people
management.
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4.
4.1
Members of the Board of Directors (continued)
Non-Executive Directors (continued)
Maria Philippou (subject to ECB approval) (continued)
Term of Office:
External Appointment:
Appointed to the Board of BOC PCL
and the Board in January 2018
(subject to ECB approval)
None
Independent:
Yes
Committee Membership:
Member of the Human Resources and Remuneration
Committee (subject to ECB approval)
Michael Spanos (Senior Independent Director)
Born in 1953. Mr. Spanos is Managing Director of M.S. Business Power Ltd, which provides consultancy
services on strategic and business development (since 2008). Mr. Spanos worked at Lanitis Bros Ltd from 1981
to 2008 as Marketing Manager, General Manager and Managing Director. Between 2005 and 2009, Mr. Spanos
served as Vice-Chairman of the Board of Directors of the Cyprus International Institute (Republic of Cyprus and
Harvard School of Public Health). Mr. Spanos has also served on other boards, such as Coca-Cola Içecek
(2012-2016), Heineken-Lanitis Cyprus Ltd (2005 to 2007), Lumiere TV Public Ltd (2000 to 2012), A. Petsas &
Sons Public Ltd (2000 to 2007) and CypriaLife Insurance Ltd (1995 to 2000). Mr. Spanos is a former member
of the Central Bank of Cyprus Board of Directors. Mr. Spanos holds a Master's degree in economics from North
Carolina State University.
Mr. Spanos as an experienced Managing Director and member of a number of Boards, has in-depth knowledge
of international business, management, finance and strategic development.
Term of Office:
Appointed
the Board of BOC PCL in November 2014
and the Board in October 2016
Independent:
Yes
Ioannis Zographakis
External Appointment:
M.S. Business Power Ltd
Green Dot (Cyprus) Ltd
Lanitis Bros Ltd
Committee Membership:
Chairman of the Human Resources and Remuneration
Committee
Born in 1963. Mr. Zographakis is a senior Executive with a broad and diverse international experience in the
banking industry. He has worked with Citibank for over 20 years, in the USA, UK and Greece. His line/business
positions and divisional/corporate responsibilities, have provided him with an extensive background in corporate
governance, business restructuring, re-engineering, crisis management, separation of businesses, business
strategy, profit & loss management, finance, product and segment management, operations & technology
management, and dealing with various regulatory bodies and industry related organisations. He started his
career in 1990 with Citibank in Greece as a Management Associate for Europe, Middle-East & Africa (EMEA). He
then worked as the Deputy Treasurer and Treasurer for the Consumer Bank in Greece, before moving to the
USA in 1996 as the Director of Finance for CitiMortgage. In 1997 he became the Financial Controller for
Citigroup's Consumer Finance business in the US and then he served as Chief Financial Officer for the Consumer
Assets Division. From 1998 until 2004 he worked in the Student Loan Corporation (SLC), a Citigroup subsidiary
and a New York Stock Exchange traded company. He started as the Chief Financial Officer, became the Chief
Operations Officer and in 2001 he was named the Chief Executive Officer. In 2005 he moved back to Europe as
Citibank's Consumer Lending Head for EMEA and UK Retail Bank Head.
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4.
4.1
Members of the Board of Directors (continued)
Non-Executive Directors (continued)
Ioannis Zographakis (continued)
Deciding to move closer to home in 2006, he took the position as Citibank's Retail Bank Head in Greece where
he stayed until 2011, before moving back to Cyprus consulting on financial services when requested. He has
been a Director for the Student Loan Corporation in the US, a Director for Tiresias (Greek Credit Bureau) and
the Secretary of the Audit Committee, a Director and member of the Audit Committee for Diners Club Greece,
the Vice-Chairman of the Citi Insurance Brokerage Board in Greece and the Chairman of the Investments and
Insurance Supervisory Committee in Citibank Greece. He holds an MBA from Carnegie Mellon University in the
USA and a Bachelor’s degree in civil engineering from Imperial College in London.
Mr. Zographakis has extensive experience in the banking industry, having spent more than 20 years in various
senior operational and financial roles in Citibank and on the Board of a number of financial entities.
Term of Office:
External Appointment:
Appointed
to the Board of BOC PCL in September 2013
and the Board in October 2016
None
Independent:
Yes
4.2
Executive Directors
John Patrick Hourican (Group CEO)
Committee Membership:
Chairman of the Audit Committee
Member of the Risk Committee
Member of the Technology Committee
Born in 1970. Mr. Hourican served as Chief Executive of The Royal Bank of Scotland (‘RBS’) Group’s
Investment Bank (Markets & International Banking) from October 2008 until February 2013. Between 2007
and 2008, he served on behalf of a consortium of banks (RBS, Fortis and Santander) as Chief Financial Officer
of ABN AMRO Group and as a Member of its Managing Board. He joined RBS in 1997 as a Leveraged Finance
banker. He held a variety of senior positions within RBS's wholesale banking division, notably on the division's
Board as Finance Director and Chief Operating Officer. He also ran the bank’s Leveraged Finance business in
Europe and Asia. Mr. Hourican started his career at Price Waterhouse and he is a Fellow of the Institute of
Chartered Accountants in Ireland. He is a graduate of the National University of Ireland and Dublin City
University.
Mr. Hourican is an experienced Chief Executive Officer, Finance Director and Chief Operating Officer having
served in various senior roles for over fifteen years with the RBS.
Term of Office:
Appointed
to the Board of BOC PCL in December 2013
and the Board in July 2016
External Appointment:
Atradius N.V.
Independent:
No
Committee Membership:
None
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4.
Members of the Board of Directors (continued)
Christodoulos Patsalides (DCEO & COO)
Born in 1962. From 1989 to 1996, Dr. Patsalides worked for the Central Bank of Cyprus in the management of
Government External Debt and Foreign Exchange Reserves Department. In 1996, Dr Patsalides joined the
Group where he has held a number of positions in corporate banking, treasury and private banking, among
others. From December 2013 to April 2016, Dr Patsalides served as Finance Director and was responsible for
finance, treasury, investor relations, economic research and procurement. In his current capacity as the DCEO
& COO, he is responsible for human resources, corporate affairs, central operations, legal services, organisation
and methods, information technology, business transformation and administrative operations. Dr Patsalides
holds a PhD and an MSc in economics from the London School of Economics and a BSc in economics from
Queen Mary College in London.
Dr Patsalides is an experienced financial services professional having served in a number of senior roles in the
Group including as Finance Director.
Term of Office:
Appointed
to the Board of BOC PCL in November 2014
and the Board in July 2016
Independent:
No
External Appointment:
Cyprus Anti-Cancer Society
Committee Membership:
None
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5.
Board Committees
BOCH PLC
Board of Directors
Group Nominations & Corporate
Governance Committee
Group Human Resources &
Remuneration Committee
(NCGC)
(HRRC)
Group Audit Committee
Group Risk Committee
(AC)
(RC)
Non-Executive responsibility
for leading the process for
Board appointments and for
identifying and nominating,
for approval by the Board,
candidates for appointment to
the Board and oversight of the
corporate governance
arrangements of the Group
Non-Executive responsibility for
setting the overarching
principles, parameters and
governance framework of the
Group's remuneration policy
and the remuneration of senior
executives
Non-Executive responsibility
for oversight of, and advice
to the Board on, matters
relating to financial
statements and oversight of
compliance function and
internal audit function
Non-Executive
responsibility for
oversight of and advice
to the Board on, high
level risk related matters
and risk governance
In order to exercise proper oversight of risk and control, the Board has delegated certain responsibilities to
committees of the Board. The principal committees are the AC, the RC, the NCGC and the HRRC. The key
roles of the Board committees are described above. Further information of the work of these committees
follows in the section below. The terms of reference of the committees are based on the relevant provisions of
the CSE and UK Codes and the CBC Governance Directive (where applicable) and are available on the Group’s
website (www.bankofcyprus.com) or by request to the Company Secretary. Each committee reviews its terms
of reference annually.
The overall responsibility for approving and monitoring the Group’s strategy, risk appetite and policies for
managing risks lies with the Board, which exercises this responsibility through two of its main committees,
namely the RC and the AC.
The chairperson of each committee reports on matters discussed during committee meetings to the subsequent
scheduled meetings of the Board and minutes of these meetings are tabled at the Board as soon as possible for
noting and/or discussion, as necessary. This linkage is important between the committees given that it is
impractical for independent non-executive Directors to be members of all the committees.
The Board in 2017 set up a Technology Committee to drive the digital transformation of BOC PCL. The
Committee is comprised of four non-executive members and is chaired by Mrs Lyn Grobler whose extensive
knowledge and experience in IT will be instrumental to the digital transformation of BOC PCL.
5.1
Nominations and Corporate Governance Committee
The NCGC comprised three non-executive Directors at 31 December 2017, two of whom were independent. It
is chaired by the Chairman of the Board, except when the NCGC is dealing with the appointment of a successor
to the role of chairperson, and its composition is fully compliant with the CSE Code, the UK Code and the CBC
Governance Directive.
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5.
5.1
Board Committees (continued)
Nominations and Corporate Governance Committee (continued)
Biographical details, including each member’s background, experience and independence status are set out in
section 4 of this report.
The Committee held 7 meetings in 2017. The Chairman and members of the Committee together with their
attendance at meetings are shown below. The NCGC meets annually with no management present.
Member attendance in 2017:
NCGC meetings* in 2017:
Josef Ackermann (Chairman)
Wilbur L. Ross (resigned 1 March 2017)
Maksim Goldman
Lyn Grobler (appointed 20 November 2017)
7/7
0/0
7/7
1/1
* The number of committee meetings at BOC PCL level were 10 during 2017. The attendance of these meetings can be
found on page 240.
The key responsibilities of the NCGC are set out in its terms of reference, which are available on the Group’s
website (www.bankofcyprus.com) and are reviewed annually and approved by the Board.
The role of the Committee is to ensure that the Board is comprised of members who are best able to discharge
the duties and responsibilities of Directors and to support and advise the Board in relation to:
Board recruitment (including regularly reviewing, reporting on and taking into account , when making
further appointments, the composition and effectiveness of the Board),
Vice-Chairperson, Director and CEO development (under the overall responsibility and supervision of the
Chairperson of the Board),
Chairperson development (under the overall responsibility and supervision of the SID),
The ongoing evaluation of the structure, size, composition and performance of the Board, its committees
and individual Directors, and
Succession planning for Directors and senior management.
The Committee also:
Oversees the adoption of appropriate internal policies on the assessment of the fitness & probity of
members of the Group ExCo, other Senior Managers and Heads of the Internal Control Functions, and
Keeps the Board’s governance arrangements under review and makes appropriate recommendations to
the Board to ensure that such arrangements are consistent with best corporate governance standards
and practices in place.
The Committee considered the following key matters in 2017:
The Annual Corporate Governance Report.
Potential conflicts of interest with Directors’ other appointments.
The Group Board Nominations Policy.
The Group Corporate Governance Policy.
The Group Policy on Fitness & Probity of Directors, Managers and Identified Staff.
The Group Board Diversity Policy.
The Board Manual and terms of reference of the main committees.
Governance Arrangements
Corporate Governance quarterly reports.
Compliance with the CSE Code.
Compliance with the UK Code.
Approval of the Directors’ annual training agenda.
Appointment of SpencerStuart to carry out the Board performance evaluation for 2017.
Performance appraisal of the Group CEO and the DCEO & COO.
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5.
5.1
Board Committees (continued)
Nominations and Corporate Governance Committee (continued)
Appointments and Renewals
Nominations, appointments to the Board and major subsidiary boards.
Structure, size, and composition (skills, knowledge and expertise) of the Board and Board
committees.
The independence of the non-executive members.
Board and individual member performance evaluation.
Effectiveness of performance of each committee.
Subsidiary Governance
Update of the Corporate Governance Guidelines for Group subsidiaries to align practice across the
Group.
Review of the oversight report of Bank Of Cyprus UK Ltd (‘BOC UK’).
Review of the oversight reports of major subsidiaries and representative offices.
Approval of the Framework Agreement with BOC UK which sets out the terms and understanding
between the Group and BOC UK and the responsibilities of each party.
The Chairman of the Committee reported to the Board after each meeting to ensure all Directors were fully
informed of the Committee’s activities.
5.1.1 Diversity
The non-executive Directors have diverse skills, knowledge and extensive executive and/or non-executive
experience that combine to provide independent perspective and effective board dynamics. The effectiveness
of the Board depends on ensuring the right balance of Directors with banking or financial services experience
and broader commercial experience.
Following review in 2017, the NCGC determined that the skills profile of the Board, either academically or
through professional experience was appropriate and relevant to the business of the Group including inter alia,
banking, financial services, manufacturing, audit and accounting, strategy development, insurance, risk
management, business experience, dealing with competent authorities, economics, legal and consultancy
services, IT, cybersecurity and others.
Directors bring their individual knowledge, skills and experience to bear in discussions on the major challenges
facing the Group. The Group recognises the benefits of having a diverse Board and is committed to this
respect. In reviewing Board composition and identifying suitable candidates, the NCGC considers the benefits
of all aspects of diversity including the skills identified as relevant to the business of the Group, industry
experience, nationality, gender, age and other relevant qualities in order to maintain an appropriate range and
balance of skills, experience and background on the Board.
The participation of Executives on the Board enhances the banking expertise of the Board and ensures that the
Board is provided with direct, precise and up-to-date information about significant issues concerning the Group.
During 2017, the NCGC reviewed the Board Diversity Policy (the latest version of which is available on the
Group’s website (www.bankofcyprus.com)) which aims to achieve gender diversity by 2020 with appointments
based on meritocracy. The Group having recognised the benefits of a diverse Board has set a target to achieve
and maintain 40% female representation by the end of 2020 and a plan prepared by the Company Secretary
has been approved by the NCGC describing all key intervening milestones leading to the accomplishment of this
target. Following Mrs Grobler’s appointment to the Board on 7 February 2017, the Board proceeded with the
appointment of Mrs Anat Bar-Gera on 27 October 2017. On January 23 2018, the Board appointed two new
directors, Mrs Paula Hadjisotiriou and Mrs Maria Philippou to the Board, (both subject to ECB approval) thereby
achieving diversity of 33.3%.
The Code of Conduct similarly ensures equal opportunities to all members of staff and treats diversity with
fairness and respect aiming to provide fair treatment for everyone at work.
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5.
5.2
Board Committees (continued)
Human Resources and Remuneration Committee
The Committee on 31 December 2017 comprised of 3 independent non-executive members from diverse
backgrounds to provide a balanced and independent view on remuneration matters. The HRRC is chaired by
the SID and its composition complies with the requirements of the CSE Code, the UK Code and the CBC
Directive on Governance and Management Arrangements of Credit Institutions (‘CBC Governance Directive’).
The Board considers that the Chairman of the Committee possesses appropriate knowledge and expertise on
HR and remuneration issues.
Marios Kalochoritis resigned from the Committee and the Board on 27 June 2017 and was replaced by Mrs Anat
Bar-Gera on 27 October 2017.
Biographical details, including each member’s background, experience and independence status are set out in
section 4 of this report.
The Committee held 6 meetings in 2017. The Chairman and members of the Committee together with their
attendance at meetings are shown below. The Director of Human Resources is invited to attend meetings as
appropriate.
Member attendance in 2017:
HRRC meetings* in 2017:
Michael Spanos (Chairman)
Marios Kalochoritis (resigned 27 June 2017)
Michael Heger
Anat Bar-Gera (appointed 27 October 2017)
6/6
1/2
6/6
2/2
* The number of committee meetings at BOC PCL level were 10 during 2017. The attendance of these meetings can be
found on page 240.
The key responsibilities of the HRRC are set out in its terms of reference, which are available on the Group’s
website (www.bankofcyprus.com) and are reviewed annually and approved by the Board.
The role of the Committee is:
To ensure that the Group is equipped with the human capital necessary for the achievement of its
strategic goals, whose reward will be based on personal performance and Group results.
To ensure that the Group is equipped with the organisational capital to be able to effect continuous
improvement.
To ensure that the Group is equipped with the information capital and the technology necessary to
facilitate process improvements that will create a comparative advantage in the market.
To propose adequate remuneration considered necessary to attract and retain high value-adding
professionals. Therefore, remuneration has to be satisfactory vis-a-vis peer companies.
To set the overarching principles and parameters of compensation and benefits policies across the Group
and exercise oversight for such issues.
To consider the remuneration arrangements of the executive Directors of the Group, other identified staff
and the employee Remuneration Policy bearing in mind the European Banking Authority (‘EBA’)
Guidelines on remuneration policies and practices, the CBC Governance Directive and the CSE Code.
The Committee is responsible for the development and periodic review of the Group Remuneration Policy which
is proposed to the Board for ratification. In addition, the Board, through the Committee, is ultimately
responsible for monitoring the implementation of the Group Remuneration Policy.
The Group’s aim is to align its Remuneration Policy and human resources practices, with its long term
objectives, its risk tolerance, capital and liquidity availability, the interests of its shareholders and ensure that
they are consistent with and promote sound and effective management of risk and do not encourage excessive
risk-taking.
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5.
5.2
Board Committees (continued)
Human Resources and Remuneration Committee (continued)
In developing its Remuneration Policy, the Group takes into account the provisions that are included in the CSE
Code, the CBC Directive on Governance and Management Arrangements of Credit Institutions (the ‘CBC
Governance Directive’) which came into effect in August 2014 and incorporated the requirements for
Remuneration Policies included in the European Capital Requirements Directive (‘CRD IV’) and the EBA
Guidelines on sound remuneration policies issued in December 2015, as well as regulatory restrictions pertinent
to the banking sector currently.
The remuneration of non-executive Directors is determined and approved by the Board. Neither the Chairman
nor any Director participates in decisions relating to their own personal remuneration.
The Committee reviews and approves the content of any resolutions submitted for approval at the general
meeting of the shareholders, which are prepared by the Company Secretary in cooperation with the Group’s
legal advisers in accordance with Annex 3 of the CSE Code and concern possible plans for the compensation of
members of the Board in the form of shares, share warrants or share options.
The Committee considered the following key matters in 2017:
Annual Remuneration Policy Review
Annual review and approval of the Remuneration Policy.
The performance and remuneration of Senior Management.
The remuneration of heads of control functions.
Disclosures and Governance
Review of the Remuneration Policy Report in the Annual Report.
Review of the Terms of reference of the Committee.
Human Resource Review
Review of the training plan of staff for the year.
Close monitor of the progress of the negotiations with the trade union with regards to the renewal of
the 2017 Collective Agreement and recommendation to the Board on the approval of the renewal of
2017 Collective Agreement.
Review of the 2016 Group Staff Opinions Survey results and action plans.
Review of a proposal for a Short Term Incentive Plan (‘STIP’).
Review of the Performance Appraisal statistics.
Monitor of the BOC PCL’s head count and payroll cost evolution.
The Chairman of the Committee reported to the Board after each meeting to ensure all Directors were fully
informed of the Committee’s activities.
Further information on the role of the Committee is presented in the Remuneration Policy Report, on page 261
of this report.
5.3
Audit Committee
As at 31 December 2017, the AC comprised three independent non-executive Directors. The Board considers
that the AC as a whole has a relevant mix of skills and financial/banking experience. The Board further believes
that Ioannis Zographakis can be regarded as having recent and relevant financial experience for the purposes
of the UK Code and can be regarded as an Audit Committee financial expert.
Biographical details, including each member’s background, experience and independence status are set out in
section 4 of this report.
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5.
5.3
Board Committees (continued)
Audit Committee (continued)
The Committee held 8 meetings during 2017. The Chairman and members of the Committee together with
their attendance at meetings are shown below. Arne Berggren is the Chairman of the RC and Ioannis
Zographakis is also a member of the RC. Michael Heger is also a member of the HRRC. Such common
membership facilitates effective governance across all finance and risk issues. Agendas can be aligned and
overlap of responsibilities can be avoided.
Member attendance in 2017:
AC meetings* in 2017
Ioannis Zographakis (Chairman)
Arne Berggren
Michael Heger
8/8
7/8
8/8
* The number of committee meetings at BOC PCL level were 11 during 2017. The attendance of these meetings can be
found on page 240.
The key responsibilities of the AC are set out in its terms of reference, which are available on the Group’s
website (www.bankofcyprus.com) and are reviewed annually and approved by the Board.
The role of the Committee, inter alia, is:
To oversee the system of internal controls including reviewing its effectiveness;
To monitor the integrity of the Group's financial statements and related announcements;
To monitor the effectiveness of the internal audit function;
To advise the Board on appointment of the external auditors and be responsible for oversight and
remuneration of the external auditor;
To review the Group’s and Company’s financial and accounting policies and practices;
To monitor the effectiveness of the Group's whistle-blowing procedures;
To monitor the effectiveness of the anti-money laundering function of the Company and all other aspects
of regulatory/ethics compliance;
and to make recommendations to the Board on such matters.
The role of the Committee is fundamental to ensuring the financial integrity and accuracy of the Company’s
financial reporting. Good, open relationships between the Committee, the Finance Director, the Group Internal
Audit Director and the Director of Group Compliance as well as the external auditors, are essential to adding
value to the organisation. This is achieved by holding management to account for the implementation of all
audit recommendations (internal and external) and inviting appropriate divisional directors to meetings to
explain how they are delivering the agreed actions for which they are responsible. In addition to providing
assurance within the governance and accountability structures of the Group, it is essential that the Committee
contributes, delivers results and adds value to the Group.
The AC considered the following key significant accounting and other related issues in its review of the financial
statements for the year ended 31 December 2017. In addressing these issues, the AC considered the
appropriateness of management’s judgements and estimates and where appropriate, discussed those
judgements and estimates with the external auditors:
Internal Controls and Risk Management
Annual review of the effectiveness of the Group’s internal controls.
Review of monthly audit reports and internal control issues.
Review of the Annual Audit Report of the Group Internal Audit Division and major audit findings.
Review and approval of the Group Financial Crime Compliance Department (‘FCCD’) Annual Report,
the Group FCCD Risk Management Report, the Regulatory & Ethics Compliance Department (‘RECD’)
Annual Report.
Review of the monthly reports of the FCCD and the RECD.
Review of quarterly reports of Cybercrime and Security Incident Response Plan.
Review of the Triennial Assessment of the Group’s internal control framework.
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5.3
Board Committees (continued)
Audit Committee (continued)
Year end and interim reporting.
External Reporting
Review and approval of the quarterly financial results.
Review of the provisions for impairment of loans and advances.
Review of the Group’s existing accounting policies.
Approval of new and significant changes in existing policies.
Approval of IFRS9 accounting policies.
Regular update on progress and implementation of IFRS 9 accounting matters.
Internal Auditors
Review of the Group Internal Audit Strategic Plan.
Approval of the revised Group Internal Audit charter.
Review of the independence of the Group Internal Audit Division and the Group Internal Audit
Director.
Review of Group Internal Audit Succession Planning.
Update on the Quality Assurance and Improvement Program of the Group Internal Audit Division.
Appraisal of the Group Internal Audit Director.
Compliance function
Review and approval of the FCCD Audit Plan, the FCCD Action Plan, the RECD Action Plan.
Review and approval of the Anti-Money Laundering (AML) risk appetite statement, AML Policy,
Customer Acceptance Policy and Sanctions Policy.
Consideration of major compliance issues and reports submitted to it by the Group Compliance
Division.
Review and approval of the various regulatory & ethics compliance policies.
Updated on important forthcoming regulatory developments.
Appraisal of the Director of Group Compliance.
External Auditors
Discussion of the results of the audit of the financial statements with the external auditors.
Discussion of the IFRS provisioning parameters.
Consideration of key accounting judgements and estimates.
Appointment of the external auditors.
Approval for the rotation of the statutory auditors.
Assessment of the independence of external auditors.
Approval of audit, tax compliance and other assurance fees for the year.
Approval of permissible non-audit services assigned to the auditors.
Governance
Review of revised terms of reference of the AC.
Review of group subsidiaries’ audit reports.
Approval of the Annual Corporate Governance Report.
Review of quarterly Customer Complaints Management Report.
The Committee has:
Endorsed the going concern assessment for the purposes of the basis of preparation of the financial
statements.
Reviewed and monitored the appropriateness and completeness of the published financial statements and
related announcements to shareholders of the Company and any formal announcements relating to the
Group’s financial performance, including significant financial reporting judgements and estimates made
by the Group.
Advised the Company’s Board that the Group Annual Financial Report and financial statements, taken as
a whole, is fair, balanced and understandable and provides the information necessary for shareholders to
assess the Group’s position and performance, business model and strategy.
Considered for disclosure all material relevant issues that have concerned management and the Group
statutory auditors during the year.
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5.
5.3
Board Committees (continued)
Audit Committee (continued)
Reviewed accounting policies and practices, including approval of the critical accounting policies.
Considered management’s recommendations in respect of provisions for impairment of loans and
advances and any other impairment losses and charges as reported in the Group’s financial statements.
Discussed key areas of judgements and estimates in the Group’s financial results with the external
auditors, Ernst & Young Chartered Accountants (‘EY’); particular areas for discussion included their
findings/observations as part of their audit/review of the Group’s financial statements, including inter
alia, loan provisioning and impairment policies, going concern issues and the recoverability of deferred
tax asset.
Loan impairment
The AC considered loan impairment allowances and charges, discussing with management the basis
of calculation and the reasons for significant changes. Judgements and estimates discussed included
impairment of loans and advances; interest income recognition, and the disclosures relating to
provisions and contingent liabilities for litigation and regulatory claims.
Deferred Tax assets
The Committee discussed the extent of deferred tax assets to be recognised and in particular
management’s projections for future taxable profits against which those losses may be utilised in the
future. Judgement is required to determine the amount of deferred tax assets that can be
recognised, based upon the likely timing and level of future taxable profits, together with future tax-
planning strategies.
Going concern
Further the AC considered management’s assessment of the appropriateness of preparing the
financial statements of the Group on a going concern basis. The considerations assessed by the AC
are set out in Note 3 of the Consolidated Financial Statements.
The Committee has the responsibility for examining any significant transactions in any form, carried out by the
Company and/or its subsidiary companies, where any member of the Board, CEO, senior executive officer,
Secretary, auditor or large shareholder has, directly or indirectly, any significant interest. It ensures that these
transactions are carried out within the framework of the Company’s normal commercial practices (at arm’s
length).
The Committee received regular reports from the Group Finance Director, the Group Internal Audit Director and
the Director of Group Compliance.
The Committee reviewed the adequacy of resources, qualifications and experience of staff in the Finance
Division. Reports were submitted to the Committee on internal control matters. The Group Finance Director,
the Group Internal Audit Director, the Director of Group Compliance, external auditors and other senior
executives attended the Committee’s meetings. The Committee has regular discussions with the external
auditors, the Group Internal Audit Director and the Director of Group Compliance and discusses issues without
the presence of the management.
Other responsibilities
The AC and the RC liaise closely and in joint committee meetings review the appropriateness of and
completeness of the system of internal controls. The AC is primarily responsible to review the manner and
framework in which management ensures and monitors the adequacy of the nature, extent and effectiveness of
internal controls system, including accounting control systems, thereby maintaining an effective system of
internal controls. During 2017 the joint committee had an oversight role on IFRS 9 implementation and
reviewed the results, key assumptions and methodologies and provided approvals where deemed necessary.
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5.
5.3
Board Committees (continued)
Audit Committee (continued)
The Board has delegated authority to the NCGC to draw up the Annual Corporate Governance Report, but the
AC retains its duty to review and approve the Annual Corporate Governance Report.
In addition AC has responsibility for:
Assisting the Board in meeting its obligations under relevant stock exchange listing rules and other
applicable laws and regulations.
Monitoring and reviewing the effectiveness of the Group’s internal audit function and its operations.
The Chairman of the Committee reported to the Board after each meeting to ensure all Directors were fully
informed of the Committee’s activities.
5.3.1
Internal Audit independence
The Group Internal Audit and Group Compliance Divisions report directly to the Board through the AC. They
are organisationally independent of units with executive functions and are not subordinated to any other unit of
the Company, except the Director of Group Compliance who has a dotted reporting line to the DCEO & COO, for
administration matters.
The Committee’s activities included the consideration of reports submitted by the Group Internal Audit and
Group Compliance Divisions. The Committee has satisfied itself that the Group Internal Audit Division was
effective and adequately resourced through regular meetings held with and reports provided by the Group
Internal Audit Director on internal audit issues, including the effectiveness and adequacy of resources. The
Committee received reports over the course of 2017 on the activities of the internal audit function and reviewed
its planned activities for the following year.
Management’s responses to Group Internal Audit’s findings and recommendations were reviewed and
monitored. The monthly reports issued by the Group Internal Audit Director and Director of Group Compliance
enable the Committee to focus discussion on specific areas of concern and root causes and to track remediation
progress over time.
The Committee proposes to the Board the appointment, replacement, transfer or removal of the Group Internal
Audit Director and the Director of Group Compliance. It submits a report to the Board on: a) the adequacy of
the audits carried out, the conclusions and the proposals of the Group Internal Audit, and b) subjects that are
related to the independence and smooth execution of audit work carried out by Group Internal Audit.
The independence of the two functions as well as the independence of the Group Internal Audit Director were
reviewed by the AC.
5.3.2 Arrangements relating to the external auditors
The objectivity and independence of the external auditors is safeguarded and effectiveness of the external audit
process assessed through monitoring of their relationship with the Group by the AC, including the monitoring of
the balance between audit and permissible non-audit services. The external auditors provided written
confirmation of their objectivity and independence to the Group. In addition, the external auditors do not
provide internal audit services to the Group. The AC reviews annually a detailed analysis of the audit and non-
audit fees relating to work done by the external auditors, to confirm their independence and refers this analysis
to the Board. Additionally the Committee implemented the Policy on the provision of permissible non-audit
services by the Group statutory auditors in line with the EU Directive and related regulation. The policy
provides that the auditors can be engaged to provide permissible non-audit services only if the engagement has
been pre-approved by the AC.
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5.
5.3
Board Committees (continued)
Audit Committee (continued)
5.3.2 Arrangements relating to the external auditor (continued)
The European Directive which updated the EU regulatory framework on statutory audits was enacted into
national law in May 2017 in Cyprus and in June 2016 in Ireland. The new legislation covers mandatory audit
firm rotation, additional restrictions on the provision of non-audit services, further requirements on audit
committee oversight of the performance of the audit and new requirements regarding auditor reporting. The
AC had oversight of the tender procedure of the Group for the provision of statutory audits as per the agreed
roadmap and recommended to the Board for appointment the audit firm of PricewaterhouseCoopers (‘PwC’) for
accounting periods commencing 1 January 2019.
5.4
Risk Committee
The RC is responsible for advising the Board on high-level risk related matters and risk governance and for non-
executive oversight of risk management and internal controls (other than financial reporting).
The RC on 31 December 2017 comprised three non-executive Directors most of whom independent. The Board
considers that the RC as a whole possesses adequate knowledge, skills and expertise to fully understand and
monitor the risk strategy and the risk appetite of the Group.
Biographical details, including each member’s background, experience and independence status, are set out in
section 4 of this report.
The Committee held 9 meetings during 2017. The Chairman and members of the Committee together with
their attendance at meetings are shown below.
Member attendance in 2017:
RC meetings* in 2017
Arne Berggren (Chairman)
Maksim Goldman
Marios Kalochoritis (resigned 27 June 2017)
Wilbur L Ross (resigned 1 March 2017)
Ioannis Zographakis
9/9
8/9
2/3
0/0
9/9
* The number of committee meetings at BOC PCL level were 19 during 2017. The attendance of these meetings can be
found on page 240.
To ensure coordination with the work of the AC, the Chairman of the RC, Mr. Arne Berggren, is a member of the
AC and the Chairman of the AC, Mr. Ioannis Zographakis is a member of the RC. Maksim Goldman is also a
member of the NCGC. Such common membership facilitates effective governance across all finance and risk
issues. Agendas can be aligned and overlap of responsibilities can be avoided.
The main purpose of the Committee is to review, on behalf of the Board, the aggregate risk profile of the
Group, including performance against risk appetite for all risk types and to ensure that both the risk profile and
risk appetite remain appropriate. Specifically it:
Advises the Board on risk appetite and alignment with strategy.
Monitors the effectiveness of the Group’s risk management and internal control systems except from
financial reporting and compliance internal control systems.
Monitors the Group’s risk appetite and risk profile against key performance/risk indicators as set out in
the Group’s Risk Appetite Statement.
Identifies the potential impact of key issues and themes that may impact the risk profile of the Group.
Ensures that the Group’s overall risk profile and risk appetite remain appropriate given the external
environment, any key issues and themes impacting the Group and the internal control environment.
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5.
5.4
Board Committees (continued)
Risk Committee (continued)
Seeks to identify and assess future potential risks which, by virtue of their uncertainty, of low probability
and unfamiliarity may not have been factored adequately into review by other Board Committees.
Advises the Board on alignment of remuneration with risk appetite (through advice to the Group HRRC).
Advises the Board on risks associated with proposed strategic acquisitions and disposals.
The Group, like all other financial institutions, is exposed to risks, the most significant of which are credit risk,
liquidity and funding risk, market risk, operational risk and property price risk. The Group monitors and
manages these risks through various control mechanisms and reviews the mitigating actions proposed by
management.
To ensure consistency of scope and approach by subsidiary company committees, the RC has established core
terms of reference to guide subsidiary companies when adopting terms of reference for the non-executive risk
committees. The Committee’s endorsement is required for any proposed material changes to subsidiary
company risk committee terms of reference and for appointments to such committees.
Detailed information relating to Group Risk Management is set out in Notes 44 to 47 of the Consolidated
Financial Statements and the Additional Risk and Capital Management Disclosures section of the 2017 Annual
Financial Report.
Key areas of focus for the Committee during the year were to set strategies and ensure compliance with
reference to non-performing exposures management, review risk policies where necessary to comply with the
changing regulatory environment and better support business needs and review the enhancements of the
provisioning methodology.
The Committee identified the current and potential impact of key issues and themes that have an actual or
potential impact on the Group’s risk profile and performed deep dive discussions in order to better understand
and provide guidance to the management. Deep-dive discussions for 2017 covered such matters as the
recoveries portfolio, major corporate of Recoveries and Restructuring Division (RRD) small and medium
enterprises of RRD, fraud risk management, and an analysis of the IFRS9 expected credit loss scenario impact.
The Group IFRS 9 implementation has been largely completed by 1 January 2018. The IFRS 9 project had a
formalised governance process whereby the GCRO was the project owner. The main divisions involved in the
project at the highest level were the Risk, Finance, IT and Operations. A Steering Committee was set up to
monitor the project, chaired by the Group CEO and comprising of members of the Executive Management team,
the CRO, the DCEO & COO, the Finance Director and other representatives from Risk and Finance, while the
Group Internal Audit Director participated as an observer. The Steering Committee was monitoring the
progress of the project and was reviewing the results, key assumptions policies and methodologies and
reported to the Board Risk and Audit Committees, which had an oversight role and provided approvals.
The RC undertook the following key activities in 2017:
Review of risk appetite. The Committee reviewed the alignment of risk appetite and Group strategy.
Regular reviews were undertaken of the Group’s risk profile against the key performance indicators set
out in the Risk Appetite Statement which considered the need for any adjustment to the risk appetite.
Review of the top and emerging risks.
Oversight of executive risk management. Regular reports were received from the GCRO including a risk
map which provides analysis of risk profiles for categories of risk identified in the Group Risk Appetite
Statement.
Review of Strategy Risk Assessment.
Approval/recommendation for approval of a large number of restructurings and contractual or non-
contractual write-offs.
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5.
5.4
Board Committees (continued)
Risk Committee (continued)
Framework for the implementation of ECB’s Guidance on Leveraged Transactions.
Approval/recommendation for approval of special restructuring products and solutions.
Approval and recommendation to the Board for approval of the 2017 Group Recovery Plan.
Update on Group Regulatory/Supervisory Activity.
Approval of risk-related limits.
Review of the IFRS 9 Progress Report.
Review of the Reputational Risk Report.
Update on the Assets-Liabilities Committee meetings minutes.
Review of the operational risk. The Committee received regular reports on the Group’s operational risk
management framework.
Review of risk management policies.
Review of several regulatory issues such as ECB’s guidance on NPL Exit Criteria and leveraged
transactions.
Review of regulatory communication.
Review of the terms of reference and Committee’s effectiveness. The Committee undertook a review of
its terms of reference and of its own effectiveness.
Review of risk management and internal controls. The Committee recommended to the Board the annual
reports of Risk Management, Information Security, ICAAP and ILAAP.
The Chairman of the Committee reported to the Board after each meeting to ensure all Directors were fully
informed of the Committee’s activities.
6.
Remuneration Policy Report
The Remuneration Policy Report was prepared by the Board following a proposal by the HRRC in accordance
with Annex 1 of the CSE Code and the UK Code. It is presented in the 2017 Annual Financial Report of the
Group, after the Corporate Governance Report. The Remuneration Policy Report is presented to the AGM of
shareholders for approval. Information on the remuneration of the members of the Board for the year 2017 is
disclosed in Note 49 of the Consolidated Financial Statements of the Group, as well as in the Remuneration
Policy Report.
7.
Shareholder Relations
Mrs Annita Pavlou, Manager Investor Relations Department, has been appointed by the Board as Investor
Relations Officer, responsible for the communication between shareholders and the Group since 30 August
2016. Information concerning the Group is provided to shareholders, prospective investors, brokers and
analysts in a prompt and unbiased manner free of charge.
The Group uses its website (www.bankofcyprus.com) to provide shareholders and potential investors with
recent and relevant financial information, including the annual, the mid-year financial report and quarterly
results, announcements and presentations.
The Investor Relations section of the Group’s website is updated with all announcements published on the LSE
and CSE as these are made. It also contains contact details for the Investor Relations Department.
Directors receive an investor relations update from management at all scheduled Board meetings. This update
typically includes market updates, share price and valuation analysis, updates on analysts’ reports and share
register analysis.
One of the responsibilities of the Chairman of the Board is to ensure that the views, issues and concerns of
shareholders are effectively communicated to the Board and to ensure that Directors develop an understanding
of the views of major investors. The SID, Mr. Michael Spanos, is available to shareholders if they have
concerns that are not resolved through the normal communication channels.
All shareholders of the Company are treated on an equal basis. There are no shareholders with special control
rights. Shareholders are promptly and accurately informed of any material changes regarding the Group,
including its financial condition, financial results, ownership and governance.
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7.
Shareholder Relations (continued)
Under the Irish Companies Act 2014, one or more members holding at least 3% of the issued share capital of
the Company, representing at least 3% of the total voting rights of all the members who have a right to vote at
the meeting to which the request for inclusion of the item relates, has the right to: (a) put an item on the
agenda of the AGM provided that the item has been accompanied by stated grounds justifying its inclusion or a
draft resolution to be adopted; and (b) to table a draft resolution for an item on the agenda of a general
meeting. Such a request must have been received by the Company at least 42 days prior to the relevant
meeting.
Any change or addition to the Articles of Association of the Company is only valid if approved by special
resolution at a meeting of the shareholders.
Major shareholders do not have different voting rights from those of other shareholders. As at 31 December
2017 the following were the major shareholders in Bank of Cyprus Holdings Public Limited Company:
Lamesa Investments Limited
European Bank for Reconstruction and Development
Cyprus Popular Bank Public Co Ltd
TD Asset Management
Senvest Management LLC
Osome Investments Ltd
Eaton Vance
9.27%
5.02%
4.81%
4.34%
3.67%
3.32%
3.07%
In accordance with the Company’s Constitution, at the Company’s annual general meeting in 2017:
The Directors were authorised to allot shares up to an aggregate of 147,245,978 ordinary shares of €0.10
each and a further 147,245,978 ordinary shares of €0.10 each in the case of a Rights Issue (as defined in
the notice for that general meeting). The Directors were authorised to issue and allot those shares as if
the pre-emption provisions set out in section 1022 of the Companies Act 2014 are dis-applied in respect
of:
(i) in the case of a Rights Issue, the aggregate number of ordinary shares of €0.10 each authorised to
be issued pursuant to such Rights Issue (as defined in the notice for that general meeting); and (ii)
22,309,997 ordinary shares of €0.10 otherwise that (i); and
a further 22,309,997 ordinary shares of €0.10 each for specified transactions.
the Directors were also authorised to issue, allot, grant options over or otherwise dispose of Additional
Tier 1 (“AT1 ECNs”) and ordinary shares pursuant to the conversion or exchange of AT1 ECNS provided
that this be limited to the issue, allotment, grant of options over or other disposal of ordinary shares of
an aggregate nominal amount €6,662,999 and of AT1 ECNs convertible or exchangeable into ordinary
shares up to such maximum aggregate nominal amount, and the pre-emption provisions set out in
section 1022 of the Companies Act 2014 in respect of this authority were dis-applied.
The Directors were also authorised to make purchases of up to 10% of the Company’s shares. Such
purchases may be made only at price levels which the Directors considered to be in the best interests of
the shareholders generally, after taking into account the Company’s overall financial position. In addition,
the minimum price which may be paid for such shares shall not be less than the nominal value of the
shares and the maximum price will be the higher of 105% of the average market price of such shares
and the amount stipulated by Article 5(1) of the EU Market Abuse (Buyback and Stabilisation) Regulation.
The authority conferred in each of the above resolutions expires on the earlier of close of business on the date
of the AGM of the Company to be held in 2018 or on 30 September 2018.
The AGM was held on 29 August 2017 at the Company’s headquarters. The Chairman of the Board (who is also
the Chairman of the NCGC) and the Chairmen of the AC, the RC and the HRRC were present to hear the views
of the shareholders and answer questions. As is the practice, all Directors of the Board at the time of the AGM
attended the AGM. At the 2017 AGM, separate resolutions were proposed on each substantially separate issue
and voting was conducted by poll. The results of every AGM of the Company including details of votes cast for
and against on each resolution are posted on the Group’s website www.bankofcyprus.com and released to the
London and Cyprus Stock Exchanges.
The AGM of the Company in 2018 is scheduled to be held on 28 August 2018.
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1.
Introduction
In accordance with the provisions of the CSE Code published by the CSE (4th Edition (Revised) April 2014) and in
particular Annex 1 of the CSE Code, the HRRC prepares the Annual Board of Directors’ Remuneration Policy Report
which is ratified by the Board and submitted to the shareholders’ AGM. The Board of Directors Remuneration
Policy Report for the year 2017 was ratified by the Board on 26 March 2018.
The Bank of Cyprus Group’s objective to attract, develop, motivate and retain high value professionals is
considered fundamental in achieving the goals and objectives of the Group and ensuring that the right people are
in the right roles whilst managing the Group’s remuneration strategy and policies in a manner aligned with the
Group’s shareholders.
2.
Human Resources and Remuneration Committee
The Committee’s primary role is to ensure that staff members contribute to sustainable growth by staying ahead
of challenges and opportunities.
The Group aims to review its remuneration policies and practices on an ongoing basis and amend them where
necessary, with the aim of ensuring that they are consistent with and promote sound and effective risk
management.
Every year, the Committee proposes to the Board the Annual Remuneration Policy Report as part of the Annual
Report of the Group, which is submitted to the shareholders’ AGM for approval. The Committee also reviews the
related party transactions note (Note 49) of the Consolidated Financial Statements of the Group and the
Remuneration Policy Report itself.
2.1
Terms of Reference of the Human Resources and Remuneration Committee
The role of the Committee is:
To ensure that the Group is equipped with the human capital necessary for the achievement of its strategic
goals, whose reward will be based on personal performance and Group results.
To ensure that the Group is equipped with the organisational capital to be able to effect continuous
improvement.
To ensure that the Group is equipped with the information capital and the technology necessary to facilitate
process improvements that will create a comparative advantage in the market.
To propose adequate remuneration considered necessary to attract and retain high value-adding
professionals. Therefore, remuneration has to be satisfactory vis-a-vis peer companies.
To set the overarching principles and parameters of compensation & benefits policies across the Group and
exercise oversight for such issues.
To consider the remuneration arrangements of the executive Directors of the Group, other identified staff
and the employee compensation policy bearing in mind the EBA Guidelines on remuneration policies and
practices, the CBC Governance Directive and the CSE Code.
The Committee reviews the implementation and effectiveness of the Remuneration Policy and ensures this is in
compliance with the Remuneration Framework of the CBC Governance Directive.
The Committee exercises oversight of negotiations with the labour union in Cyprus and provides guidance and
support to management. It advises the Board on the approval of the collective agreements and reviews the
framework of industrial relations and collective agreements to ensure they are relevant to best practices and
conducive to good performance.
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2.
2.1
Human Resources and Remuneration Committee (continued)
Terms of Reference of the Human Resources and Remuneration Committee (continued)
It ensures that internal control functions are involved in the design, review and implementation of the
Remuneration Policy and that staff members who are involved in the design, review and implementation of the
Remuneration Policy and practices have relevant expertise and are capable of forming independent judgement on
the suitability of the Remuneration Policy and practices, including their suitability for risk management.
The Committee reviews any voluntary retirement/separation schemes for material subsidiaries in cooperation with
the Group Human Resources Division (‘HRD’) and succession planning for all divisions and subsidiaries for Senior
Management throughout the Group.
The Committee monitors compliance with the Code of Conduct and reviews disciplinary controls and measures of
the Group as presented by HRD on an annual basis. It also reviews the annual training plan as presented by HRD
and approved by the Group CEO and ensures that it creates and/or develops the right competencies and
behaviours that are necessary for meeting the Group’s strategic priorities.
The Committee reviews and approves the content of any resolutions submitted for approval at the AGM of the
shareholders, which are prepared by the Company Secretary in cooperation with the Group’s legal advisers in
accordance with Annex 3 of the Code and concern possible plans for the compensation of members of the Board in
the form of shares, share warrants or share options.
Senior Management and other Identified Staff
The Committee reviews and approves remuneration packages of Group divisional directors, senior managers and
subsidiaries’ general managers, including salary, pension policy, option plans, and other types of compensation,
recommended by the Group CEO or by the Chairmen of the Risk and Audit Committees (in the case of the heads
of internal control functions) in consultation with the Group CEO and HRD.
The Committee also reviews the performance appraisals of Group divisional directors (except heads of internal
control functions). Senior managers and subsidiaries’ general managers’ appraisals are performed by the Group
CEO.
The Committee reviews and approves appointments, transfers and dismissals of Group divisional directors, senior
managers and subsidiaries’ general managers (except heads of internal control functions), recommended by the
Group CEO, and ensures that all contractual obligations are adhered to.
The Chairman of the Committee is available to shareholders in the AGM to answer any questions regarding the
Remuneration Policy of the Group.
3.
3.1
Governance of Group Remuneration Policy
Principles of the CSE Code of Corporate Governance
Companies should implement official and transparent procedures for developing policies concerning the
remuneration of executive Directors and fixing the remuneration of each Board member separately.
The level of remuneration should be sufficient to attract and retain talent required for the efficient operation of the
Company. Part of the remuneration of executive Directors should be determined in such a way as to link rewards
to corporate and individual performance. Resolution, or any other authority allowing, variable pay should be
linked to performance.
The Company’s Corporate Governance Report includes a statement of the Remuneration Report and relevant
criteria, as well as the total remuneration of the executive and non-executive members of the Board.
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Remuneration Policy Report for the year 2017 (continued)
3.
3.2
Governance of Group Remuneration Policy (continued)
EBA Guidelines
The EBA Guidelines aim to ensure that an institution’s remuneration policies and practices are consistent with and
promote sound and effective risk management. The Group seeks to ensure it implements remuneration policies
which are in compliance with regulatory guidelines, while at the same time operating under legal and regulatory
constraints.
In accordance with EBA guidelines for identification of those employees whose professional activities are deemed
to have a material impact on the Group’s risk profile, the Group maintains a list of these employees known as
Material Risk Takers.
4.
4.1
Remuneration
Remuneration of non-Executive Directors
The remuneration of non-executive Directors is not linked to the profitability of the Group. It is related to the
responsibilities and time devoted for Board meetings and decision-making for the governance of the Group, and
for their participation in the committees of the Board and any participation in the boards of Group subsidiary
companies. The shareholders’ AGM held on 29 August 2017 approved the same levels of remuneration as those
approved by the shareholders’ AGM on 25 October 2016 also approving remuneration for the members and
Chairperson of the Technology Committee established in February 2017.
The Committee proposes fees payable to the Chairman and the Vice Chairman, while the Chairman makes
recommendations for the remuneration of the non-executive Directors to the Board for approval by the AGM,
considering the following factors:
Τhe time allocated and effort exerted by non-executive Directors to meetings and decision-making in the
management of the Group.
Τhe undertaken level of risk.
Τhe increased compliance and reporting requirements.
Τhe requirement not to link remuneration of non-executive Directors to the profitability of the Group.
Τhe requirement that non-executive Directors do not participate in the pension schemes of the Group.
Τhe requirement not to include share options as remuneration of non-executive Directors.
Neither the Chairman nor any Director participates in decisions relating to their own personal remuneration.
The Chairman receives annual fees of €120,000, the Vice Chairman of €80,000, the SID of €70,000 and the
members of €45,000. Additionally the Group reimburses all Directors for expenses incurred in the course of their
duties.
The Chairmen of the Audit and Risk Committees receive annual fees of €45,000 each and members receive
€25,000. The Chairmen of the HRRC, the Nominations and Corporate Governance Committee (NCGC) and the
Technology Committee (TC) receive annual fees of €30,000 each. Each member of the HRRC and the TC receives
€20,000 per annum, while each member of the NCGC receives €15,000 per annum.
4.2
Remuneration and Other Benefits of Executive Directors
Executive Directors
The Committee reviews and approves the remuneration packages vis-a-vis their performance. The Group CEO
and the Group Deputy CEO & Chief Operating Officer (‘DCEO & COO’) are employees of BOC PCL.
Contracts of Employment
The employment contract of the Group CEO, Mr. John Patrick Hourican, has been extended up to 31 December
2018.
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4.
4.2
Remuneration (continued)
Remuneration and Other Benefits of Executive Directors (continued)
No amount of variable remuneration has been paid during 2017 and 2016. In line with the 2016 and 2017 SREP
decisions, the variable pay is capped at 10% of consolidated net revenues.
Service Termination Agreements
The service contract of the Group CEO includes a clause for termination, by service of four months’ notice to that
effect by the executive Director, without cause but at BOC PCL’s sole discretion. In such a case, BOC PCL shall
have the right to pay the Director, in lieu of notice for immediate termination.
The terms of employment of Dr Christodoulos Patsalides, DCEO & COO and executive member of the Board, are
mainly based on the provisions of the collective agreement in place, which provides for notice or compensation by
the BOC PCL based on years of service and for a four month prior written notice by the executive director in the
event of a voluntary resignation.
Bonus
No bonus was recommended by the Company’s Board for executive Directors for 2017.
Retirement Benefit Schemes
The Group CEO, Mr. John Patrick Hourican, and the DCEO & COO, Dr Christodoulos Patsalides, participate in a
defined contribution plan on the same basis as other employees.
The main characteristics of the retirement benefit schemes are presented in Note 14 of the Consolidated Financial
Statements for the year ended 2017.
Share Options
No share options were granted to the executive Directors during 2017.
Other Benefits
Other benefits provided to the executive Directors include medical fund contributions and life insurance. The
Group CEO is provided with other benefits related to his relocation and residence in Cyprus. The relevant costs for
the executive Directors are disclosed in Note 49 of the Consolidated Financial Statements for the year ended 2017.
The Group CEO, Mr Hourican, receives and retains fees relative to his appointment as a non-executive on the
Board of Atradius N.V. of €50,000.
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5.
Information Regarding the Remuneration of Directors for Year 2017
Remuneration
for
participation in
the Board of
Directors and
its Committees
€
Total
remuneration
for services
€
Remuneration
and benefits
from other
Group
companies
€
Remuneration
in the form of
profit and/or
bonus
distribution
€
Assessment of
the value of
benefits that
are considered
to form
remuneration
€
Total
remuneration
and benefits
€
Annual
contribution
to
retirement
benefits
€
Remuneration
for services*
€
Executive Directors
John P. Hourican
Christodoulos
Patsalides
Non-Executive
Directors
Josef Ackermann
Maksim Goldman
Wilbur L. Ross
Arne Berggren
Anat Bar-Gera
Lyn Grobler
Michael Heger
Marios Kalochoritis
Michael Spanos
Ioannis Zographakis
2,180,370
210,835
-
-
2,180,370
210,835
-
-
-
-
-
-
-
-
-
-
150,000
120,000
20,000
150,000
120,000
20,000
115,000
115,000
15,245
72,158
15,245
72,158
110,000
110,000
45,000
100,000
135,000
45,000
100,000
135,000
2,391,205
882,403
3,273,608
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,180,370
184,500
210,835
17,550
150,000
120,000
20,000
115,000
15,245
72,158
110,000
45,000
100,000
135,000
-
-
-
-
-
-
-
-
-
-
3,273,608
202,050
* Includes employers’ contributions excluding contributions to retirement benefits.
26 March 2018
265
Additional Risk and Capital Management
Disclosures
2017
266
BANK OF CYPRUS HOLDINGS GROUP Annual Financial Report 2017
Additional Risk and Capital Management Disclosures
(Unaudited)
Mid-Year Financial Report 30 June 2015
1.
Credit risk
The Central Bank of Cyprus (CBC) issued to credit institutions the Loan Impairment and Provisioning
Directives of 2014 and 2015 (Directive), which provides guidance to banks for loan impairment policy and
procedures for provisions. The purpose of this Directive is to ensure that credit institutions have in place
adequate provisioning policies and procedures for the identification of credit losses and prudent application of
International Financial Reporting Standards (IFRSs) in the preparation of their financial statements.
The Directive requires certain disclosures in relation to the loan portfolio quality, provisioning policy and levels
of provision. The disclosures required by the Directive, in addition to those presented in Notes 2 and 44 of the
Consolidated Financial Statements for the year ended 31 December 2017, are set out in the following tables.
The tables disclose Non-Performing Exposures (NPEs) based on the definitions of the European Banking
Authority (EBA) standards.
According to the EBA standards and European Central Bank’s (ECB) Guidance to Banks on Non-Performing
loans (which was published in March 2017), NPEs are defined as those exposures that satisfy one of the
following conditions:
(i)
The debtor is assessed as unlikely to pay its credit obligations in full without the realisation of the
collateral, regardless of the existence of any past due amount or of the number of days past due.
(ii) Defaulted or impaired exposures as per the approach provided in the Capital Requirements Regulation
(CRR) (Article 178).
(iii) Material exposures (as defined below) which are more than 90 days past due.
(iv) Performing forborne exposures under probation for which additional forbearance measures are
(v)
extended.
Performing forborne exposures under probation that present more than 30 days past due within the
probation period.
Exposures include all on and off balance sheet exposures, except those held for trading, and are categorised
as such for their entire amount without taking into account the existence of collateral.
The following materiality criteria are applied:
When the problematic exposures of a customer that fulfil the NPE criteria set out above are greater than
20% of the gross carrying amount of all on balance sheet exposures of that customer, then the total
customer exposure is classified as non-performing; otherwise only the problematic part of the exposure
is classified as non-performing.
Material arrears/excesses are defined as follows:
- Retail exposures:
- Loans: Arrears amount greater than €500 or number of instalments in arrears is greater than
one.
- Overdrafts: Excess amount is greater than €500 or greater than 10% of the approved limit.
- Exposures other than retail: Total customer arrears/excesses are greater than €1,000 or greater
than 10% of the total customer funded balances.
The extension of forbearance measures does not lead to the recognition of impairment or default.
NPEs may cease to be considered as non-performing only when all of the following conditions are met:
(i)
(ii) One year has passed since the forbearance measures were extended.
(iii) Following the forbearance measures and according to the post-forbearance conditions, there is no past
due amount or concerns regarding the full repayment of the exposure.
(iv) No unlikely-to-Pay criteria exist for the debtor.
(v)
The debtor has made post-forbearance payments of a not-insignificant amount of capital (different
capital thresholds exist according to the facility type).
267
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
1.
Credit risk (continued)
The tables below present the analysis of loans and advances to customers in accordance with the EBA standards.
Gross loans and advances to customers
Provision for impairment and fair value adjustment on initial
recognition
31 December 2017
General governments
Other financial corporations
Non-financial corporations
Of which: Small and Medium sized
Enterprises2
Of which: Commercial real estate2
Non-financial corporations by
sector
Construction
Wholesale and retail trade
Accommodation and food service
activities
Real estate activities
Manufacturing
Other sectors
Households
Of which: Residential mortgage
loans2
Of which: Credit for consumption2
Total on-balance sheet
Group gross
customer
loans and
advances1
Of which
NPEs
€000
88,780
387,169
10,586,922
€000
2,618
264,809
5,187,722
Of which exposures with
forbearance measures
Total exposures
with
forbearance
measures
€000
4,263
202,501
4,025,293
Of which on
NPEs
€000
2,358
180,836
2,851,028
Total provision
for impairment
and fair value
adjustment on
initial
recognition
€000
2,098
97,237
2,702,685
Of which
NPEs
€000
1,128
95,696
2,604,430
Of which exposures with
forbearance measures
Total
exposures with
forbearance
measures
€000
Of which on
NPEs
€000
1,367
41,254
1,228,304
1,061
40,532
1,181,589
8,695,078
4,843,832
3,630,398
2,661,059
2,464,383
2,378,953
1,089,330
1,049,587
8,002,352
4,153,585
3,497,693
2,431,002
2,037,490
1,952,487
1,013,916
973,244
2,303,375
1,973,382
1,743,627
876,763
1,314,939
420,392
2,768,637
648,131
1,578,458
7,691,844
1,028,638
342,666
775,636
3,348,567
2,452,419
1,700,494
893,938
495,099
222,789
518,261
172,232
400,366
1,350,241
1,287,442
500,603
480,676
5,254,483
2,294,294
1,918,345
1,277,136
732,039
684,818
307,742
292,726
1,000,327
504,304
285,386
221,049
275,873
266,760
84,288
80,526
18,754,715
8,803,716
6,684,476
4,734,716
4,152,261
3,988,696
1,771,528
1,703,858
1 Excluding loans and advances to central banks and credit institutions.
2 The analysis shown in lines ‘non financial corporations’ and ‘households’ is non-additive across categories as certain customers could be in both categories.
268
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
1.
Credit risk (continued)
31 December 2016
General governments
Other financial corporations
Non-financial corporations
Of which: Small and Medium sized
Enterprises4
Of which: Commercial real estate4
Non-financial corporations by
sector
Construction
Wholesale and retail trade
Accommodation and food service
activities
Real estate activities
Manufacturing
Other sectors
Households
Of which: Residential mortgage
loans4
Of which: Credit for consumption4
Total on-balance sheet
Gross loans and advances to customers
Provision for impairment and fair value adjustment on initial
recognition
Group gross
customer
loans and
advances3
Of which
NPEs
€000
103,626
487,262
11,590,608
€000
4,241
372,797
6,818,489
Of which exposures with
forbearance measures
Total exposures
with
forbearance
measures
€000
4,978
234,505
5,052,743
Of which on
NPEs
€000
4,073
203,512
3,738,859
Total provision
for impairment
and fair value
adjustment on
initial
recognition
€000
2,685
220,013
3,020,161
Of which
NPEs
€000
1,615
216,926
2,932,686
Of which exposures with
forbearance measures
Total
exposures with
forbearance
measures
€000
Of which on
NPEs
€000
1,861
119,703
1,211,059
1,555
119,701
1,178,127
9,398,025
6,116,979
4,306,269
3,294,185
2,642,367
2,564,855
1,030,218
998,465
8,951,533
5,535,377
4,413,488
3,252,816
2,240,852
2,168,019
1,004,617
974,143
2,921,229
2,060,864
2,242,250
1,060,451
1,334,040
705,634
2,900,224
682,641
1,691,610
7,948,599
1,438,774
394,884
976,496
3,838,722
2,803,740
1,942,888
1,009,104
445,368
262,566
664,801
165,308
473,014
1,237,835
1,168,475
334,936
317,645
5,413,446
2,601,852
2,166,098
1,469,563
603,504
551,690
192,535
179,947
1,062,416
589,843
312,853
242,723
292,588
283,181
65,865
62,917
20,130,095
11,034,249
8,095,966
5,889,332
4,480,694
4,319,702
1,667,559
1,617,028
3 Excluding loans and advances to central banks and credit institutions.
4 The analysis shown in lines ‘non financial corporations’ and ‘households’ is non-additive across categories as certain customers could be in both categories.
269
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
1.
Credit risk (continued)
The analysis of loans and advances to customers excluding loans and advances to general governments by year of origination is presented in the tables below for
balances as at 31 December 2017 and 2016.
Gross loans and advances
Loans and advances to non-financial
corporations
Loans and advances to other financial
corporations
Loans and advances to households
31 December
2017
Total gross
loans and
advances
NPEs
Provision
for
impairment
Fair value
adjustment
on initial
recognition
Total
gross loans
and
advances
NPEs
Provision
for
impairment
Fair value
adjustment
on initial
recognition
Total gross
loans and
advances
NPEs
Provision
for
impair-
ment
Fair value
adjustment
on initial
recognition
Total gross
loans and
advances
NPEs
Provision
for impair-
ment
Fair value
adjustment
on initial
recognition
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
Within 1 year
2,379,891
455,727
107,289
9,840
1,549,977
271,610
68,147
6,758
96,483
51,833
10,477
1– 2 years
2,295,840
682,395
177,521
47,878
1,555,447
523,726
132,007
44,841
16,786
1,260
860
2 – 3 years
1,367,972
355,367
104,329
22,357
936,550
242,123
78,848
21,630
6,575
4,349
849
-
-
-
733,431
132,284
28,665
3,082
723,607
157,409
44,654
3,037
424,847
108,895
24,632
727
3 – 5 years
1,232,295
533,621
224,838
45,504
688,234
277,621
130,206
26,572
86,871
61,245
27,503
9,446
457,190
194,755
67,129
9,486
5 – 7 years
1,917,537 1,084,776
454,500
103,646
1,043,082
659,485
311,725
62,497
29,465
16,023
5,703
2,722
844,990
409,268
137,072
38,427
7 – 10 years
4,852,612 2,924,240
1,215,794
227,155
2,145,083 1,557,982
773,614
128,028
107,404
98,230
17,797
1,501 2,600,125 1,268,028
424,383
97,626
More than 10
years
4,619,788 2,764,972
1,199,073
210,439
2,668,549
1,655,175
773,230
144,582
43,585
31,869
18,541
1,838 1,907,654 1,077,928
407,302
64,019
Total
18,665,935 8,801,098 3,483,344
666,819 10,586,922 5,187,722 2,267,777
434,908
387,169
264,809
81,730
15,507 7,691,844 3,348,567 1,133,837
216,404
General
governments
Total on
balance
sheet
88,780 2,618
432
1,666
18,754,715 8,803,716 3,483,776
668,485
The table includes rescheduled loans amounting to €437 million which cannot be split by origination date and are included in the ‘Within 1 year’ time band.
270
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
1.
Credit risk (continued)
Gross loans and advances
Loans and advances to non-financial
corporations
Loans and advances to other financial
corporations
Loans and advances to households
31 December
2016
Total gross
loans and
advances
NPEs
Provision
for
impairment
Fair value
adjustment
on initial
recognition
Total
gross loans
and
advances
NPEs
Provision
for
impairment
Fair value
adjustment
on initial
recognition
Total gross
loans and
advances
NPEs
Provision
for
impair-
ment
Fair value
adjustment
on initial
recognition
Total
gross
loans and
advances
NPEs
Provision
for impair-
ment
Fair value
adjustment
on initial
recognition
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
€000
Within 1 year
2,613,418
956,324
105,081
50,621
1,797,382
729,022
76,321
47,403
43,695
1,179
316
-
772,341
226,123
28,444
3,218
1– 2 years
1,717,484
572,168
86,962
29,105
1,219,786
433,754
75,491
27,943
5,365
4,786
106
-
492,333
133,628
11,365
1,162
2 – 3 years
799,077
253,268
84,858
24,802
464,035
135,966
52,981
20,453
18,857
8,132
6,370
2
316,185
109,170
25,507
4,347
3 – 5 years
1,608,809
1,038,286
347,856
99,381
983,008
688,261
251,112
65,055
93,601
68,433
30,235
11,724
532,200
281,592
66,509
22,602
5 – 7 years
3,503,311
1,874,723
610,315
161,315
1,630,886 1,026,092
420,738
91,948
46,032
37,689
20,662
5,299 1,826,393
810,942
168,915
64,068
7 – 10 years
6,428,917
4,336,616
1,605,626
406,134
3,439,414 2,558,051
1,101,876
226,763
193,260
171,045
34,657
66,445 2,796,243 1,607,520
469,093
112,926
More than 10
years
3,355,453
1,998,623
710,866
155,088
2,056,097 1,247,343
461,356
100,721
86,452
81,533
32,953
11,244 1,212,904
669,747
216,557
43,123
Total
20,026,469 11,030,008 3,551,564
926,446
11,590,608 6,818,489
2,439,875
580,286
487,262
372,797
125,299
94,714 7,948,599 3,838,722
986,390
251,446
General
governments
Total on
balance sheet
103,626
4,241
677
2,007
20,130,095 11,034,249 3,552,241
928,453
The table above includes rescheduled loans amounting to €1,049 million which cannot be split by origination date and are included in the ‘Within 1 year’ time band.
271
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
2.
Liquidity risk and funding
2.1
Encumbered and unencumbered assets
Asset encumbrance arises from collateral pledged against secured funding and other collateralised obligations.
An asset is classified as encumbered if it has been pledged as collateral against secured funding and other
collateralised obligations and, as a result, is no longer available to the Bank of Cyprus Holdings Group (the
Group) for further collateral or liquidity requirements. The total encumbered assets of the Group amounted to
€3,575,278 thousand as at 31 December 2017 (2016: €3,446,873 thousand).
An asset is classified as unencumbered if it has not been pledged as collateral against secured funding and
other collateralised obligations. Unencumbered assets are further analysed into those that are available and
can be potentially pledged and those that are not readily available to be pledged. As at 31 December 2017,
the Group held €14,876,355 thousand (2016: €12,608,521 thousand) of unencumbered assets that can be
potentially pledged and can be used to support potential liquidity funding needs and €3,690,269 thousand
(2016: €4,595,181 thousand) of unencumbered assets that are not readily available to be pledged for funding
requirements in their current form.
As at 31 December 2017 no loans and advances to customers or property were pledged as collateral for
Emergency Liquidity Assistance (ELA) (2016: €787 million). Loans and advances to customers include
mortgage loans of a nominal amount €1,001 million (2016: €1,002 million) in Cyprus, pledged as collateral for
the covered bond issued by Bank of Cyprus Public Company Ltd (BOC PCL) in 2011 under the Covered Bond
Programme. Furthermore housing loans of a nominal amount €1,273 million (2016: €765 million) in Cyprus
are pledged as collateral for the funding from the ECB (Note 30 of the consolidated financial statements for
the year ended 31 December 2017). At 31 December 2017, loans of a nominal amount of €715 million in
Cyprus are pledged as collateral for deposits of the Republic of Cyprus (2016: nil). At 31 December 2017 BOC
PCL’s subsidiary Bank of Cyprus UK Ltd has pledged €161 million (2016: €244 million) of loans and advances
to customers with the Funding for Lending Scheme (FLS) of the Bank of England. As at 31 December 2017
the subsidiary had drawn down Treasury bills of €82 million (2016: €29 million) under the FLS. These
Treasury bills are not recorded on the consolidated balance sheet as ownership remains with the Bank of
England.
The table below presents an analysis of the Group’s encumbered and unencumbered assets and the extent to
which these assets are currently pledged for funding or other purposes. The carrying amount of such assets is
disclosed below:
Total
€000
4,586,567
1,029,422
14,602,454
31 December 2017
Encumbered
Unencumbered
Pledged as
collateral
€000
which can
potentially be
pledged
€000
which are not
readily available
to be pledged
€000
Cash and bank placements
Investments
Loans and advances to customers
Non-current assets held for sale
Property
120,525
317,167
3,137,586
-
-
4,135,621
694,308
8,278,614
330,421
17,947
3,186,254
-
6,500
6,500
1,767,812
149,147
1,916,959
Total on-balance sheet
3,575,278
14,876,355
3,690,269
22,141,902
31 December 2016
Cash and bank placements
Investments
Loans and advances to customers
Non-current assets held for sale
139,975
359,813
2,853,511
-
2,092,643
298,419
8,659,324
11,065
361,615
15,412
4,136,566
2,594,233
673,644
15,649,401
346
11,411
Property
93,574
1,547,070
81,242
1,721,886
Total on-balance sheet
3,446,873
12,608,521
4,595,181
20,650,575
272
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
2.
Liquidity risk and funding (continued)
2.1
Encumbered and unencumbered assets (continued)
Encumbered assets primarily consist of loans and advances to customers and investments in debt securities
and property. These are mainly pledged for the funding facilities of the Central Banks (ECB, CBC and Bank of
England) (Note 30 of the consolidated financial statements for the year ended 31 December 2017), for the
covered bond and for deposits of the Republic of Cyprus. Investments are mainly used as collateral for
repurchase transactions with commercial banks as well as supplementary assets for the covered bond (Note
46 of the consolidated financial statements for the year ended 31 December 2017). Encumbered assets
include cash and other liquid assets placed with banks as collateral under ISDA/GMRA agreements which are
not immediately available for use by the Group but are released once the transactions are terminated. Cash is
mainly used to cover collateral required for (i) derivatives and repurchase transactions and (ii) trade finance
transactions and guarantees issued. It is also used as part of the supplementary assets for the covered bond.
Under the Covered Bond Programme, BOC PCL has in issue covered bonds of €650 million secured by
residential mortgages originated in Cyprus. The covered bonds have a maturity date of 12 December 2018,
bear interest of 3 months Euribor plus 3.25% on a quarterly basis and are traded on the Luxemburg Bourse.
The covered bonds have a Conditional Pass-Through structure. All the bonds are held by BOC PCL. The credit
rating of the covered bonds was upgraded to an investment grade rating and the covered bond has become
eligible collateral for the Eurosystem credit operations. As from 2 October 2015, it has been placed as
collateral for accessing funding from the ECB.
The credit ratings of the Republic of Cyprus by the main credit rating agencies continue to be below
investment grade. As a result, the ECB does not include Cyprus Government Bonds in its asset purchase
programme, or as eligible collateral for Eurosystem monetary operations.
Unencumbered assets which can potentially be pledged include Cyprus loans and advances which are less
than 90 days past due and are expected to be eligible for ELA funding, as well as loans of overseas
subsidiaries and branches which are available to be pledged. Customer loans of overseas subsidiaries and
branches cannot be pledged with the CBC as collateral for ELA. Moreover, for some of the overseas
subsidiaries and branches, these assets are only available to be pledged for other purposes for the needs of
the particular subsidiary/branch and not to provide liquidity to any other entity of the Group. Balances with
central banks are reported as unencumbered and can be pledged, to the extent that there is excess available
over the minimum reserve requirement. The minimum reserve requirement is reported as unencumbered not
readily available to be pledged.
Unencumbered assets that are not readily available to be pledged primarily consist of loans and advances
which are prohibited by contract or law to be encumbered or which are over 90 days past due or for which
there are pending litigations or other legal actions against the customer, a proportion of which would be
suitable for use in secured funding structures but are conservatively classified as not readily available for
collateral. Properties whose legal title has not been transferred in the name of the Company or the subsidiary
are not considered to be readily available as collateral.
Insurance assets held by Group insurance subsidiaries are not included in the table below as they are
primarily due to the insurance policyholders.
273
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
2.
Liquidity risk and funding (continued)
2.1
Encumbered and unencumbered assets (continued)
The carrying and fair value of the encumbered and unencumbered investments of the Group as at 31
December 2017 and 2016 are as follows:
31 December 2017
Carrying
value of
encumbered
investments
Fair value of
encumbered
investments
Carrying value of
unencumbered
investments
Fair value of
unencumbered
investments
€000
€000
€000
€000
Equity securities
Debt securities
1,740
1,740
315,427
315,425
76,754
635,501
76,754
641,949
Total investments
317,167
317,165
712,255
718,703
31 December 2016
Equity securities
Debt securities
1,562
1,562
358,251
358,454
52,514
261,317
52,514
262,491
Total investments
359,813
360,016
313,831
315,005
2.2
Liquidity regulation
In addition to the liquidity ratios applicable at each banking location where the Group operates, it has to
comply with provisions on the Liquidity Coverage Ratio (LCR) under CRD IV/CRR (as supplemented by the
Commission Delegated Regulation (EU) No 2015/61 which prescribes the criteria for liquid assets and methods
of calculation as from 1 October 2015 and the Commission Implementing Regulation (EU) No 2016/322 which
prescribes supervisory reporting requirements and applied from 10 September 2016). It also monitors its
position against the Net Stable Funding Ratio (NSFR) as proposed under Basel III. The LCR is designed to
promote short-term resilience of a Group’s liquidity risk profile by ensuring that it has sufficient high quality
liquid resources to survive an acute stress scenario lasting for 30 days. The NSFR has been developed to
promote a sustainable maturity structure of assets and liabilities.
The CRR requires phased-in compliance with the LCR standard as from 1 October 2015 with an initial
minimum ratio of 60%, increasing to 70% on 1 January 2016, 80% on 1 January 2017 and 100% as from 1
January 2018.
In October 2014, the Basel Committee on Banking Supervision proposed the methodology for calculating the
NSFR. It is noted that the NSFR did not become effective on 1 January 2018 as opposed to what was
expected.
As at 31 December 2017 the Group was in compliance with its regulatory liquidity requirements with respect
to the LCR. On the basis of the Commission Delegated Regulation (EU) 2015/61 the Group’s LCR as at 31
December 2017 was 190% (2016: 49%); on the basis of Basel standards the Group’s NSFR was 111% (2016:
95%). Following the full repayment of ELA funding on 5 January 2017, the Group has been concentrating its
efforts to comply with its regulatory liquidity ratios.
Furthermore, BOC PCL and Bank of Cyprus UK Ltd must comply with their local regulatory liquidity ratios. The
minimum regulatory liquidity ratios for the operations in Cyprus are set by the CBC. In September 2017, the
CBC proceeded with a partial relaxation of the regulatory liquidity requirements. On 1 January 2018, the local
regulatory liquidity requirements were abolished, in accordance with the CRR. In December 2017, the CBC
introduced a macroprudential measure in the form of a liquidity add-on that was imposed on top of the LCR
with effect on 1 January 2018. The objective of the measure is to ensure that there will be a gradual release
of the excess liquidity arising from the lower liquidity requirements under the LCR compared to the ones under
the local regulatory liquidity requirements previously in place.
274
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
2.
Liquidity risk and funding (continued)
2.2
Liquidity regulation (continued)
The LCR add-on applies stricter outflow and inflow rates on some of the parameters used in the calculation of
the LCR than those defined in the Commission Delegated Regulation (EU) 2015/61 as well as additional
liquidity requirements in the form of outflow rates on other items that are not subject to any outflow rates as
per the Regulation. The measure will be implemented in two stages. The first stage requires stricter outflow
and inflow rates which are applicable from 1 January 2018 until 30 June 2018. The second stage requires
more relaxed outflow and inflow rates compared to the initial ones, and are applicable from 1 July 2018 until
31 December 2018. Specifically, there will be a reduction of 50% of the LCR add-on rates on 1 July 2018. The
additional liquidity requirement is expected to be implemented up to 31 December 2018. The CBC may
propose to modify or extend the period of application of this macroprudential measure depending on the
results of the follow-up of the banks’ actions on how the excess liquidity is utilised. As at 31 December 2017
BOC PCL was not in compliance with all the local regulatory liquidity requirements (which were abolished on 1
January 2018 as per Article 412(5) of EU Regulation No 575/2013) with respect to its operations in Cyprus.
More specifically, BOC PCL was in compliance with the CBC EUR stock ratio and the CBC EUR 0-30 days
mismatch ratio, but was not in compliance with the rest of the local regulatory liquidity requirements. As at 31
December 2017, the Group and BOC PCL were in compliance with LCR taking into account the imposed add-on
implemented on 1 January 2018.
2.3
Liquidity reserves
31 December 2017
31 December 2016
Composition of the liquidity
reserves
Liquidity
reserves
Liquidity reserves as
per LCR Delegated
Reg (EU)
2015/61 LCR eligible
Level 1
Level 1
Level 2A
Liquidity
reserves
Liquidity
reserves of
which Delegated
Reg (EU)
2015/61 LCR
eligible Level 1
Cash and balances with central
banks
Nostro and overnight
placements with banks
Other placements with banks
€000
€000
€000
€000
€000
3,239,985 2,896,935
- 1,361,581
1,146,015
676,431
283,735
-
-
-
-
420,749
373,645
-
-
Liquid investments
Available ECB Buffer
591,565
548,706
69,782
172,333
256,325
2,151
-
-
124,998
-
Total
4,793,867 3,445,641
69,782 2,453,306
1,402,340
Investments under Liquidity Reserve are shown at market value net of haircut (as prescribed by regulators) in
order to reflect the actual liquidity value that can be obtained. Liquid investments exclude local issues of the
Cyprus Government Bonds and include off balance sheet Bank of England Treasury Bills acquired by Bank of
Cyprus UK Ltd through the encumbrance of customer loans with the Bank of England.
Under the LCR Liquidity Reserves, all Cyprus Government Bonds are eligible for inclusion as Level 1 assets
given that they are issued by a Member State in the local currency. LCR does not require liquid assets to be
eligible as collateral for central bank operations and are included at market value. Under LCR, only €52 million
of Bank of Cyprus UK Ltd liquid assets are included since this is the amount required to bring the Bank of
Cyprus UK Ltd’s LCR ratio to 100% as per Article 8(2) of the Commission Delegated Regulation (EU) 2015/61
which requires that in the case there is no free transferability of liquid assets from a third country, the
institution can only use those assets that meet the liquidity outflows of that country.
The Liquidity Reserves are managed by Group Treasury.
ELA was fully repaid on 5 January 2017. Following the full repayment of ELA on 5 January 2017, all ELA
collateralised assets have subsequently been released.
275
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
2.
Liquidity risk and funding (continued)
2.3
Liquidity reserves (continued)
As at 31 December 2017, ECB funding was at €930 million, of which €100 million was from the weekly Main
Refinancing Operations (MRO) and €830 million was from the 4-year Targeted Longer-Term Refinancing
Operations (TLTRO II).
In December 2016, BOC PCL borrowed an amount of €600 million through the new series of TLTRO (TLTRO II)
announced by the ECB in March 2016 and an amount of €50 million through the LTRO. In March 2017, the
€50 million borrowed through the LTRO matured and €40 million was re-borrowed, which matured in June
2017 and was re-borrowed through the new LTRO. This was repaid in September 2017. In March 2017, BOC
PCL raised an additional €230 million funding from ECB, through TLTRO II. In April 2017, an additional €40
million was borrowed through the MRO of which €10 million was repaid in May 2017 and the remaining €30
million was repaid in August 2017. In December 2017 an amount of €100 million was borrowed through the
MRO.
In January 2017, BOC PCL issued a €250 million unsecured and subordinated Tier 2 Capital Note (Note) under
BOC PCL’s EMTN Programme. The Note was priced at par with a coupon of 9.25% per annum payable annually
up to 19 January 2022 and then a rate at the then prevailing 5-year swap rate plus a margin of 9.176% per
annum up to 19 January 2027, payable annually. The Note matures on 19 January 2027. BOC PCL has the
option to redeem the Note early on 19 January 2022, subject to applicable regulatory consents.
In December 2017, Bank of Cyprus UK Ltd, a 100% subsidiary of BOC PCL issued a £30 million unsecured and
subordinated Tier 2 Capital Loan (Loan), priced at par. The Loan has a coupon of 8.00% up to 21 December
2022 and then a rate at the then prevailing 5-year swap rate plus a margin of 6.99% per annum, up to 21
December 2027, payable semi-annually, in June and December. The Loan matures on 21 December 2027.
Bank of Cyprus UK Ltd has the option to redeem the Loan early on 21 December 2022, subject to meeting the
notice conditions.
3.
Other risks
3.1
Operational risk
Operational risk is defined as the risk of a direct or indirect impact loss resulting from inadequate or failed
internal processes, people and systems or external events. The Group includes in this definition compliance,
legal and reputational risk.
The Group recognises that the control of operational risk is directly related to effective and efficient
management practices and high standards of corporate governance. To that effect, the management of
operational risk is geared towards maintaining a strong internal control governance framework and managing
operational risk exposures through a consistent set of management processes that drive risk identification,
assessment, control and monitoring.
The main objectives of operational risk management within the Group are: (i) the development of operational
risk awareness and culture, (ii) the provision of adequate information to the Group’s management at all levels
in relation to the operational risk profile at a Company, Unit and activity level, so as to facilitate decision
making for risk control activities, and (iii) the control of operational risk to ensure that operational losses do
not cause material damage to the Group’s franchise and that the impact on the Group’s profitability and
corporate objectives is contained.
Operational risks can arise from all business lines and from all activities carried out by the Group and are thus
diverse in nature. To enable effective management of all material operational risks, the operational risk
management framework adopted by the Group is based on the three lines of defence model, through which
risk ownership is dispersed throughout the organisation. The first line of defence comprises management and
staff who have immediate responsibility of day-to-day operational risk management and own the risk. Each
business unit owner is responsible for identifying and managing all the risks that arise from the unit’s
activities as an integral part of their first line responsibilities.
276
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
3.
Other risks (continued)
3.1
Operational risk (continued)
The second line of defence comprises the risk management function whose role is to provide operational risk
oversight and independent and objective challenge to the first line of defence, supported by other specialist
control and support functions such as the Group Compliance, Legal, Information Technology and Information
Security and Health and Safety functions. The third line of defence comprises the Internal Audit function,
which provides independent assurance over the integrity and effectiveness of the risk management framework
throughout the Group.
During 2017, further progress has been achieved towards the ongoing enhancement of Operational Risk
Management, since a new Fraud Risk Management System was deployed towards the end of the year.
Implementation of this system will take place in Phases, and Phase I involves internet and mobile banking
online transactions.
Operational risk loss events are classified and recorded in the Group’s internal loss database (a new improved
system was launched in 2016 providing for the integration of all risk-control data under the same system) to
enable risk identification, corrective action and statistical analysis. During the year ended 31 December 2017,
282 loss events with gross loss equal to or greater than €1,000 each were recorded (2016: 92).
The Group strives to continuously enhance its risk control culture and increase awareness of its employees on
operational risk issues through ongoing staff training.
The Group also maintains adequate insurance policies to cover for unexpected material operational losses.
Business resilience is treated as a priority and as such the Group places significant importance on continuously
enhancing the continuity arrangements for all markets in which the Group operates, to ensure timely recovery
in the case of events that may cause major disruptions to the business operations.
3.2
Regulatory risk
The Group’s operations are supervised by the ECB as a supervisory body for all the banks in the Eurozone
area (referred to as the Single Supervisory Mechanism, SSM). The ECB exercises its supervisory
responsibilities in cooperation with the national central banks which together constitute the Eurosystem, the
central banking system of the Eurozone. As such, in Cyprus the ECB cooperates with the CBC, as the
Company is considered as a significant credit institution for the purposes of the ECB Regulation.
The overseas subsidiaries and branches of the Group are also supervised by the ECB and the national
regulatory authorities in the countries where they operate.
In this context, the Group is exposed to a series of regulatory and legal risks:
Legislative action and regulatory measures which may materially impact the Group and the financial and
economic environment in which it operates.
The Group's business and operations are subject to substantial regulation and supervision and can be
negatively affected by its non-compliance with regulatory requirements and any adverse regulatory and
governmental developments.
The implementation of SSM recommendations as well as Supervisory Review and Evaluation Process
(SREP) prudential requirements, may impact the Group and the Group’s strategy.
The implementation of a more demanding and restrictive regulatory framework (including CRD IV/CRR)
with respect to, amongst others, capital ratios, leverage, liquidity and disclosure requirements,
notwithstanding the benefit to the financial system, poses additional risks for banks.
Changes in laws or regulations might also restrict certain types of transactions, affect the Group's
strategy and lead to modification of the customer charges for banking products or transactions.
The Group is subject to certain regulatory and legal constraints in originating new loans, managing and
restructuring existing loans and foreclosing on collateral.
The Group is exposed to tax risk and failure to manage such risk may adversely impact the Group.
277
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
3.
Other risks (continued)
3.2
Regulatory risk (continued)
The EU Bank Recovery and Resolution Directive 2014/59/EU (BRRD) establishes a framework for the recovery
and resolution of European Union (EU) credit institutions. The stated aim of the BRRD is to provide
supervisory resolution authorities, with common tools and powers to address banking crises pre-emptively in
order to ensure the continuity of the institution’s critical financial and economic functions whilst safeguarding
financial stability and minimising taxpayers’ exposure to losses. The BRRD includes the concept of loss
absorption and a minimum requirement for own funds and eligible liability (MREL).
The BRRD also has significant funding implications for credit institutions, which include the establishment of
pre-funded resolution funds of 1% of deposits covered under the EU Deposit Guarantee Schemes Directive
(DGSD) 2014/49 to be built up by 31 December 2024. The BRRD has been implemented in Cyprus.
The EU has also established a Single Resolution Mechanism (SRM), set up under the Single Resolution
Mechanism Regulation No 806/2014 as part of the European Banking Union. Under the SRM, a single
resolution process applies to all credit institutions supervised by the SSM. This process is co-ordinated by the
Single Resolution Board (SRB). The Company is subject to the supervision of the SSM and accordingly the
SRM.
The SRM Regulation is closely connected with the BRRD. For credit institutions within the SSM, the SRB
effectively takes on the role of the relevant national resolution authority established under the BRRD. The
Company is subject to the supervision of the SRB.
On 1 January 2016 the Directive 2009/138/EC of the European Parliament and of the Council and the relevant
Regulations on the taking-up and pursuit of the business of Insurance and Reinsurance (Solvency II) came in
force. Additionally on 11 April 2016 the Law on Insurance and Reinsurance Services and Other Related Issues
(Law 38(I)/2016) became effective. The new legal and regulatory framework introduced significantly
increased quantitative and qualitative requirements. The Insurance Companies Control Service (Ministry of
Finance) supervises the required capital which should be maintained by insurance companies in order to
ensure they meet the solvency requirement. Additional targets are set by the insurance subsidiaries of the
Group, EuroLife Ltd and General Insurance of Cyprus Ltd, in order to maintain sound capital ratios which can
support operational targets. The insurance subsidiaries of the Group manage their capital base by monitoring
the coverage of solvency capital requirements on a quarterly basis using high quality own funds. Both
subsidiaries are compliant with the solvency capital requirements imposed by the Insurance Companies
Control Service during 2017.
The Cyprus Investment and Securities Corporation Ltd (CISCO) and BOC Asset Management Ltd (BOCAM) are
members of the Investor Compensation Fund (ICF) which was established pursuant to Article 59(1) and (2) of
Law 144(Ι)/2007 which provides for the Provision of Investment Services, the Exercise of Investment
Activities, the Operation of Regulated Markets and other Related Matters as an investor compensation fund for
ICF clients other than credit institutions. The powers and functions of the ICF are regulated by the provisions
of the Directive 144-2007-15 of the Cyprus Securities and Exchange Commission (CySEC) for the Continuance
of the Operation and the Operation of the IF Investor Compensation Fund. Both CISCO and BOCAM are
obliged to contribute annually an amount of up to 0.1% of the eligible funds and financial instruments of the
member’s clients and to contribute when called upon by CySEC an extraordinary supplementary contribution,
if it deems that the existing means for the payment of compensation are inadequate, particularly in the event
of a liquidation procedure of a member of the ICF. The amount of the extraordinary supplementary
contribution is not designated (nor capped).
The EU Investor Compensation Schemes Directive 97/9/EC (the ICSD) requires member states to establish
Investor Compensation Schemes (ICS) to protect investors with respect to firms carrying on investment
business (which may be an investment firm or a credit institution). An ICS will typically make payouts if an
investment firm or credit institution carrying on investment business fails.
In Cyprus, the Investor Compensation Fund for Clients of Banks (the Fund) is governed by the establishment
and operation regulations of an Investor Compensation Fund for Clients of Banks Regulations of 2004 and
2007. Such a Fund is administered by the CBC. The Company is obligated to contribute annually an amount
of up to 0.001% of the eligible funds and financial instruments of the Company's clients.
278
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
3.
Other risks (continued)
3.3
Intensity of competition
The Group faces intense competition in the markets in which it operates in the Cyprus economy. Competition
primarily originates from other commercial banks, the credit co-operative sector, branches and subsidiaries of
foreign banks, and insurance companies offering savings and investment products.
Following the acquisition of the operations of Laiki Bank in 2013, the Group’s market share in total loans in
Cyprus increased significantly. The Group’s market share in deposits however, had dropped as a result of the
recapitalisation by own means as part of the economic adjustment programme. Liquidity shortages were
covered by the provision of ELA through the Eurosystem. By January 2017 the Group repaid the entire ELA as
a result of substantial deleveraging and the gradual return of deposits. Following the abolition of all capital
controls there were increasing deposit inflows in the banking system. During 2015 and 2016 the Group’s
market share in deposits increased significantly and continued to increase in 2017 as well. The Group remains
today the biggest and most systemically important local banking organisation in Cyprus.
Any intensification of competition as a result of more competitive interest rates being offered on deposits and
advances compared to those offered by the Group, may create pressure on Group profitability.
3.4
Litigation risk
The Group may, from time to time, become involved in legal or arbitration proceedings which may affect its
operations and results. Litigation risk arises from pending or potential legal proceedings against the Group
(Note 39 of the consolidated financial statements for the year ended 31 December 2017) and in the event that
legal issues are not properly dealt with, by the Group, resulting in the cancellation of contracts with customers
thus exposing the Group to legal actions against it.
3.5
Political risk
External factors which are beyond the control of the Group, such as developments in the European and the
global economy, as well as political and government actions in Cyprus can affect the operations of the Group,
its strategy and prospects, either directly or indirectly through their possible impact on the domestic economy.
Cyprus is a small open economy with a large and expanding export sector. Exports of goods and services have
been about 66% of Gross Domestic Product (GDP) in 2016 and 2017. As a result the Cyprus economy is
exposed to developments outside its borders, particularly in Russia, the UK and Greece. Cyprus is also
exposed to developments in the European Union and the Eurozone that may lead to a payments crisis or
changes in the regulatory and supervisory framework.
The exit of the UK from the EU may have consequences for both the UK and the EU and as a result Cyprus
may be affected. There are close trade and investment links between Cyprus and the UK which means that
the Cyprus economy is vulnerable to the impact on the UK economy of UK’s exit from the EU. The pound
sterling has already depreciated sharply against the euro since the Brexit referendum in June 2016. The initial
impact on the UK economy so far has been less severe than initially forecasted but the economy is slowing
down with inflation on the rise because of the currency depreciation. According to the European Commission
real GDP growth was 1.8% in 2017 and expected to slow down to 1.4% and 1.1% in 2018 and 2019
respectively. In an adverse scenario, it is very likely for real GDP to contract in 2018-2019.
A slowdown in economic activity in the UK and outright contraction in an adverse scenario, coupled with the
decline in the exchange rate of the pound against the euro, will reduce the competitiveness of Cypriot exports
to the UK. Exports of goods to the UK are about 8% of total exports of goods on average in the three years to
2016. This compares to a share of about 29% on average in the three years to 2004. Cyprus’ trade has been
increasingly diverting toward the euro area after accession to the EU.
On the services side, particularly tourism, the UK remains a significant source country. Arrivals from the UK
were 34.3% of total arrivals in 2017. This compares with a share of 36.3% in 2016 and a share near 60%
about a decade ago.
279
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
3.
Other risks (continued)
3.5
Political risk (continued)
The UK is likely to exit the EU with a free trade agreement that entails on the one hand a host of trade
barriers between it and its existing trade partners and on the other hand, the freedom to pursue free trade
with other non-EU countries including the US, Japan and also China. In the transition period however, there
will likely be economic setbacks both for the UK and the EU including Cyprus and mitigating actions will be
required for trade diversion.
Developments in other non-EU countries with which Cyprus maintains significant economic links, the
unresolved Cyprus problem, and political and social unrest or escalation of military conflict in neighbouring
countries and/or other overseas areas may adversely affect the Cyprus economy.
Russia is an important economic partner of Cyprus both in terms of tourism and international business flows.
Any developments that impact negatively on these linkages will have a negative impact on the economy and
will thus affect the Group’s operations.
The economic situation in Russia has been gradually improving driven by the stabilisation in oil prices, the
return of foreign direct investment and booms in certain sectors, for example agriculture. These factors are
helping the country pull out of recession. After dropping by 2.8% in 2015 and by 0.2% in 2016, real GDP
recovered by 1.5% in 2017 and expected to increase by 1.7% in 2018 according to the IMF. Diversification of
the economy and medium term growth are hindered by structural factors.
Cyprus is less exposed to the crisis in Greece than it was prior to its own crisis and with the risk of a
disorderly exit now remote, the outlook is considerably better.
The Greek economy recovered in 2017 growing by 1.3% following a marginal drop of 0.3% during 2016
according to provisional data from the Hellenic Statistical Authority. Real GDP is expected to increase by 2.5%
in each of 2018 and 2019 according to the European Commission’s Winter 2018 Interim European Economic
Forecast. Greece is benefiting from the broader recovery in Europe and improvements in competitiveness
achieved by structural reforms.
Greece has been receiving bailout funds in recent months without significant problems or disagreements with
its creditors. The country’s third bailout programme is set to end in August 2018 but it is not yet fully clear
what will follow with a debt to GDP ratio of 180.8% at the end of 2016 (as per Eurostat). Greece will probably
continue to need financial assistance in a form other than a bailout programme, such as for instance, a
precautionary credit line. There are still unaddressed problems in Greece’s structural economy and the reform
effort should continue after the country exits the bailout programme.
The European Union and the Eurozone remain fragmented and there are widespread disagreements regarding
the nature of future reforms. As such, the medium term will see policy inaction and the divisions at national
levels will deepen. The reform agenda includes ways to deepen financial integration, mechanisms for coping
with future crises and security and defense cooperation. Disagreements over these issues will tend to expose
the divisions across Europe. France seeks to increase spending and financial risk sharing within the EU, while
Germany focuses on a more efficient oversight of fiscal policies and the financial sectors of the member states
before risk sharing can become possible.
Italy remains a major source of uncertainty. The rise of a Eurosceptic government in the third largest
economy in the Eurozone can be a source of instability.
On monetary policy the ECB is poised to end its Quantitative Easing programme in 2018 and possibly start to
raise interest rates in 2019. The ECB has been particularly cautious in tapering its Quantitative Easing
programme and in tightening its monetary stance. But the recent acceleration in economic activity may lead
to the end of the overly accommodative policies may be coming to an end.
Given the above, the Group recognises that unforeseen political events can have negative effects on the
fulfilment of contractual relationships and obligations of its customers and other counterparties, which may
have a significant impact on the Group’s activities, operating results and position.
280
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
4.
Capital management
The primary objective of the Group’s capital management is to ensure compliance with the relevant regulatory
capital requirements and to maintain strong credit ratings and healthy capital adequacy ratios in order to
support its business and maximise shareholders’ value.
With the exception of certain specified provisions, the CRR and Capital Requirements Directive (CRD IV) came
into effect on 1 January 2014. The CRR and CRD IV transposed the new capital, liquidity and leverage
standards of Basel III into the European Union’s legal framework. CRR establishes the prudential requirements
for capital, liquidity and leverage for credit institutions and investment firms. It is directly applicable in all EU
member states. CRD IV governs access to deposit-taking activities and internal governance arrangements
including remuneration, board composition and transparency. Unlike the CRR, member states were required to
transpose the CRD IV into national laws and it allowed national regulators to impose additional capital buffer
requirements. CRR introduced significant changes in the prudential regulatory regime applicable to banks
including amended minimum capital adequacy ratios, changes to the definition of capital and the calculation of
risk weighted assets and the introduction of new measures relating to leverage, liquidity and funding. CRR
permits a transitional period for certain of the enhanced capital requirements and certain other measures,
which will be largely fully effective by 2019. In addition, the Regulation (EU) 2016/445 of the ECB on the
exercise of options and discretions available in Union law (ECB/2016/4) provides certain transitional
arrangements which supersede the national discretions unless they are stricter than the EU Regulation
2016/445.
The CET1 ratio of the Group at 31 December 2017 stands at 12.7% and the total capital ratio at 14.2% on a
transitional basis.
The minimum Pillar I total capital requirement is 8.0% and may be met, in addition to the 4.5% CET1
requirement, with up to 1.5% by Additional Tier 1 capital and with up to 2.0% by Tier 2 capital.
The Group is also subject to additional capital requirements for risks which are not covered by the Pillar I
capital requirements (Pillar II add-ons).
The Group’s minimum phased-in CET1 capital ratio requirement for 2017 was 9.50%, comprised of a 4.50%
Pillar I requirement, a 3.75% Pillar II requirement and the Capital Conservation Buffer (CCB) of 1.25%
applicable for 2017. Following the Supervisory Review and Evaluation Process (SREP) performed by the ECB in
2017 and based on the confirmation received in December 2017, the Pillar II requirement applicable from 1
January 2018, has been reduced to 3.00% from 3.75%. As a result, the Group’s minimum phased-in CET1
capital ratio has been reduced to 9.375% from 9.50%, comprising of a 4.50% Pillar I requirement, a 3.00%
Pillar II requirement and the CCB of 1.875% applicable as from 1 January 2018. The ECB has also provided
revised lower non-public guidance for an additional Pillar II CET1 buffer.
The overall Total Capital Ratio Requirement was 13.00%, comprising of a Pillar I requirement of 8.00% (of
which up to 1.50% can be in the form of Additional Tier 1 capital and up to 2.00% in the form of Tier 2
capital), a Pillar II requirement of 3.75% (in the form of CET1), and the CCB of 1.25% applicable for 2017.
Following the 2017 SREP, the overall Total Capital Ratio Requirement has been reduced to 12.875% from
13.00%, comprising of 8.00% Pillar I requirement, a 3.00% Pillar II requirement and the CCB of 1.875%
applicable as from 1 January 2018.
The minimum CET1 requirement including Pillar II, applicable for the year 2016 was determined by the ECB at
11.75% in November 2015 and included CCB on a fully loaded basis.
The above minimum ratios apply for both, BOC PCL and the Group. BOC PCL is 100% subsidiary of the
Company and its principal activities are the provision of banking, financial services and management and
disposal of property predominately acquired in exchange of debt.
The capital position of the Group and BOC PCL at 31 December 2017 exceeds both their Pillar I and their Pillar
II add-on capital requirements. However, the Pillar II add-on capital requirements are a point-in-time
assessment and therefore are subject to change over time.
Based on the provisions of the Macroprudential Oversight of Institutions Law of 2015 which came into force on
1 January 2016, the CBC is the designated Authority responsible for setting the macroprudential buffers that
derive from the CRD IV.
281
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
4.
Capital management (continued)
In accordance with the provisions of the above law, the CBC sets, on a quarterly basis, the Countercyclical
Capital buffer (CCyB) level in accordance with the methodology described in this law. The CCyB is effective as
from 1 January 2016 and is determined for all the countries in the European Economic Area (EEA) by their
local competent authorities ahead of the beginning of each quarter. The CBC has set the level of the CCyB for
Cyprus at 0% for the years of 2017 and 2016. The CCyB for the Group has been calculated at 0% for the
years 2017 and 2016.
In accordance with the provisions of this law, the CBC is also the responsible authority for the designation of
banks that are Other Systemically Important Institutions (O-SIIs) and for the setting of the O-SII buffer
requirement for these systemically important banks. The Group has been designated as an O-SII and the CBC
set the O-SII buffer for the Group at 2.0%. This buffer will be phased-in gradually, starting from 1 January
2019 at 0.5% and increasing by 0.5% every year thereafter, until being fully implemented (2.0%) on 1
January 2022.
Following the enactment of the amendments in the Cypriot Banking Law on 3 February 2017, the Capital
Conservation Buffer (CCB) is gradually phased-in at 0.625% in 2016, 1.25% in 2017, 1.875% in 2018 and is
fully implemented on 1 January 2019 at 2.5%.
The Bank Recovery and Resolution Directive (BRRD) requires that from January 2016 EU member states shall
apply the BRRD’s provisions requiring EU credit institutions and certain investment firms to maintain a
minimum requirement for own funds and eligible liabilities (MREL), subject to the provisions of the
Commission Delegated Regulation (EU) 2016/1450. Although the precise calibration and ultimate designation
of the Group’s MREL has not yet been finalised, BOC PCL is monitoring developments in this area very closely.
The Group’s overseas banking subsidiaries comply with the regulatory capital requirements of the local
regulators in the countries in which they operate. The insurance subsidiaries of the Group comply with the
requirements of the Superintendent of Insurance including the minimum solvency ratio. The regulated
investment firms of the Group comply with the regulatory capital requirements of the CySEC laws and
regulations.
282
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
4.
Capital management (continued)
4.1
Capital position
The capital position of the Group and the BOC PCL under CRD IV/CRR basis (after applying the transitional
arrangements) is presented below:
Regulatory capital
Transitional Common Equity Tier 1
(CET1)5,6
Transitional Additional Tier 1 capital
(AT1)
Tier 2 capital (T2)
Transitional
capital6
Risk weighted assets – credit risk7
regulatory
total
Risk weighted assets – market risk
Risk weighted assets – operational
risk
Total risk weighted assets
Group
BOC PCL
31 December
2017
€000
31 December
2016
€000
31 December
2017
€000
31 December
2016
€000
2,184,152
2,727,997
2,022,949
2,727,172
-
-
-
-
266,174
21,423
255,026
12,394
2,450,326
2,749,420
2,277,975
2,739,566
15,538,637
16,861,793
14,491,974
16,041,100
4,731
6,231
2,448
2,750
1,717,125
1,997,200
1,613,463
1,827,938
17,260,493
18,865,224
16,107,885
17,871,788
Transitional Common Equity Tier 1
ratio
Transitional total capital ratio
12.7
14.2
14.5
14.6
12.6
14.1
15.3
15.3
%
%
%
%
During the year ended 31 December 2017, the CET1 was negatively affected by the loss for the year and by
the phase-in of transitional adjustments, mainly deferred tax asset. The Risk-Weighted Assets (RWAs) were
positively affected by the Group’s ongoing efforts for risk-weighted assets optimisation as well as of the
increased provisioning. As a result of the above, the CET1 ratio decreased by 180 bps during the year.
Additional information on capital management can be found in the 2017 Pillar 3 Disclosures Report on the
Group’s website, www.bankofcyprus.com (Investor Relations).
5 CET1 inlcudes regulatory deductions, primarily comprising deferred tax assets and intangible assets amounting to €135,205 thousand and €88,407 thousand as at
31 December 2017 and 31 December 2016 respectively.
6 Following the Regulation (EU) 2016/445 of the ECB of 14 March 2016 on the exercise of options and discretions available in Union law (ECB/2016/4), the deferred
tax asset phase-in period reduced from 10 to 5 years, with effect as from the reporting of 31 December 2016.
7 Includes Credit Valuation Adjustmnets (CVA).
283
BANK OF CYPRUS HOLDINGS GROUP
Additional Risk and Capital Management Disclosures
(Unaudited)
Annual Financial Report 2017
5.
Internal Capital Adequacy Assessment Process (ICAAP), Internal Liquidity Assessment
Process (ILAAP), Pillar II and Supervisory Review and Evaluation Process (SREP) and ECB
2018 Stress Test
The Group prepares the ICAAP and ILAAP reports annually. Both reports for year 2016 were approved by the
Board of Directors and submitted to the SSM in April 2017. The current year ICAAP and ILAAP reports are in
progress and are expected to be finalised and submitted to the SSM by the end of April 2018.
The Group also undertakes a quarterly review of its ICAAP results considering the latest actual and forecasted
information. During the quarterly review, the Group’s risk profile and risk management policies and processes
are reviewed and any changes since the annual ICAAP exercise are taken into consideration. The ICAAP
process demonstrates that the Group has sufficient capital under both the base and stress case scenarios to
support its business and achieve its objectives having regard to its Board approved Risk Appetite and
Strategy, and to meet its regulatory capital, leverage and liquidity requirements.
A quarterly review is also performed for the ILAAP through quarterly stress tests submitted to the Assets and
Liabilities Committee (ALCO) and Board Risk Committee. The Group’s ILAAP analysis demonstrates that the
volume and capacity of liquidity resources available to the Group are adequate to support its business model,
to achieve its strategic objectives under both the business as usual and severe stress scenarios and to meet
regulatory requirements including the LCR and Net Stable Funding ratios.
The ECB, as part of its supervisory role, has been conducting the SREP and onsite inspections on the Group.
SREP is a holistic assessment of, amongst other things, the Group’s business model, internal governance and
institution-wide control arrangements, risks to capital and adequacy of capital to cover these risks and risks to
liquidity and adequacy of liquidity resources to cover these risks. The objective of the SREP is for the ECB to
form an up-to-date supervisory view of the Group’s risks and viability and to form the basis for supervisory
measures and dialogue with the Group. Additional capital and other requirements could be imposed on the
Group as a result of these supervisory processes, including a revision of the level of Pillar II add-ons as the
Pillar II add-on capital requirements are a point-in-time assessment and therefore subject to change over
time.
ECB 2018 Stress Test
The EBA in cooperation with the European Systemic Risk Board (ESRB), initiated the 2018 EU-wide stress
tests to assess the resilience of financial institutions to adverse market developments and is expected to be
completed in the fourth quarter of 2018. The Group will participate in the bi-annual ECB 2018 Stress test, as
in 2016.
284
BANK OF CYPRUS HOLDINGS GROUP
Definitions and explanations on Alternative Performance Measures Disclosures
Accumulated
provisions
Αccumulated provisions comprise (i) provisions for impairment of customer loans
and advances to customers, (ii) the fair value adjustment on initial recognition of
loans, and (iii) provisions for off-balance sheet exposures (contingent liabilities and
commitments) disclosed on the balance sheet within other liabilities.
Cost to Income ratio Cost-to-income ratio is calculated as the total staff costs and other operating
expenses (excluding advisory and other restructuring costs) divided by total
income (excluding gains/(losses) on disposals of non-core assets).
Interest earning
assets
Interest earning assets is the sum of: cash and balances with central banks, loans
and advances to banks, net loans and advances to customers, investments
(excluding equities and mutual funds) and derivatives.
Leverage ratio
The leverage ratio is calculated as the tangible total equity to total assets as
presented on the balance sheet.
Loans in arrears for
more than 90 days
(90+ DPD)
Loans in arrears for more than 90 days (90+ DPD) are defined as loans past-due
for more than 90 days and loans that are impaired (impaired loans are those (i) for
which a provision for impairment has been recognised on an individual basis or (ii)
for which incurred losses existed at their initial recognition or (iii) customers in
Debt Recovery).
Loans in arrears for
more than 90 days
(90+ DPD) ratio
Net fee and
commission income
over total income
Loans past-due for more than 90 days (as defined) divided by loans before the
deduction of accumulated provisions (as defined).
Fee and commission income less fee and commission expense divided by total
income (as defined), but excluding gains/(losses) on disposals of non-core assets.
Net Interest Margin Net interest margin is calculated as the net interest income (annualised) divided by
the average interest earning assets.
Net loans to deposit
ratio
Net loans to deposits ratio is calculated as the net loans and advances to
customers divided by customer deposits. Where applicable, loans and deposits held
for sale are added to the numerator and denominator respectively.
Non-performing
exposures (NPEs)
According to the EBA standards, a loan is considered a non-performing exposure if:
(i) the debtor is assessed as unlikely to pay its credit obligations in full without the
realisation of the collateral, regardless of the existence of any past due amount or
of the number of days past due, or (ii) the exposures are impaired i.e. in cases
where there is a specific provision, or (iii) there are material exposures which are
more than 90 days past due, or (iv) there are performing forborne exposures
under probation for which additional forbearance measures are extended, or (v)
there are performing forborne exposures under probation that present more than
30 days past due within the probation period. The NPEs are reported before the
deduction of accumulated provisions (as defined).
NPE ratio
NPE ratio is non-performing exposures (as defined) divided by loans before the
deduction of accumulated provisions (as defined).
Operating profit
return on average
assets
Provisioning charge
(cost of risk)
Operating profit return on average assets is calculated as the operating profit
divided by the average of total assets for the relevant period.
Provisioning charge (cost of risk) is calculated as the provisions for impairment of
customer loans plus the gain on derecognition of loans and advances to customers
for the year divided by average customer loans before accumulated provisions (as
defined).
285
BANK OF CYPRUS HOLDINGS GROUP
Definitions and explanations on Alternative Performance Measures Disclosures
Provisioning
coverage ratio for
90+ DPD
Provisioning
coverage ratio for
NPEs
Total income
Provisioning coverage ratio for 90+ DPD is calculated as the accumulated
provisions (as defined) divided by 90+ DPD (as defined).
Provisioning coverage ratio for NPEs is calculated as accumulated provisions (as
defined) over NPEs (as defined).
Comprises total of net interest income, net fee and commission income, net foreign
exchange gains, net gains on financial instrument transactions and disposal/dissolution
of subsidiaries, insurance income net of claims and commissions, net (losses)/gains
from revaluation and disposal of investment properties, net gains on disposal of stock
of property and other income.
286