1
Buenos Aires, March 13, 2023
LETTER FROM THE CHAIRMAN
To the shareholders,
On behalf of the Board, I am pleased to present the Annual Report of Grupo Supervielle S.A. for
the year ended December 31, 2022.
The macroeconomic context in which the economies developed during the year under review
was featured by a slowdown in the global economy, from 6.2% in 2021 to 3.4% in 2022,
according to International Monetary Fund (IMF) estimates, a trend that is in line with the
increase in the Gross Domestic Product (GDP) of 2.7% for developed countries and 3.9% for
emerging countries, with inflationary levels that forced most Central Banks to implement more
contractionary monetary policies.
Regarding the Argentine economy, according to the data published by the Instituto Nacional de
Estadísticas y Censos [Argentine Institute of Statistics and Census] (INDEC) as of November 2022,
the Argentine economy recorded an accumulated year-on-year growth of 5.9%. However, since
September there has been a certain slowdown in activity due to the lack of production supplies,
high interest rates and high inflation. The trade balance accumulated a surplus of US$6,923
million, a positive balance that reflects the rise in energy prices due to the increase in the price
of commodities, which improved exports, but also had an impact on the acceleration of
domestic inflation. In this framework, the Government and the IMF entered into an Extended
Facilities Agreement (EFF) to finance payments of the Stand By Agreement executed in 2018.
During the fiscal year under consideration, certain regulations established by the BCRA that
impacted on the performance of the financial system remained in force, to wit: those related to
the minimum interest rate for time deposits to be paid by financial institutions, the Línea de
Financiamiento de Inversión Productiva [Financing Facility for Productive Investment (LFIP)],
which remained the main tool to channel credit to Micro, Small and Medium Enterprises
[MSMEs] under more favorable conditions, and the maximum interest rates for credit card
financing. At year-end, the deposits and loans to GDP ratio was 23.6% and 8.2%, as compared
to 24.7% and 9.6%, respectively, in 2021. Interest rates recorded a strong adjustment: BADLAR
closed the year 35.6 percentage points above 2021 and the LELIQ rate increased by 37 points.
The financial system’s liquidity and solvency remained high.
Grupo Supervielle closed 2022 with inflation-adjusted net loss attributable to owners of the
controlling company for $4,388 million, comprehensive loss attributable to owners for $5,717
million, assets for $697,436 million, loans and other financing for $233,726 million, deposits for
$547,517 million and attributable net equity for $92,841 million. Return on equity was -4.5%,
measured in real terms.
Our result in 2022 was particularly impacted by the business of our subsidiary IUDÚ Compañía
Financiera, featured since the beginning of the year by a negative evolution that prompted our
decision to move forward with a merger with Banco Supervielle. The resizing of the business
2
implied staff reduction and the transfer of the entire portfolio and customers to capture
operating efficiencies without abandoning the segment.
Additionally, our results for the year were impacted by several factors, such as: low demand for
credit from the private sector, which is at historic lows and Central Bank regulations on the
volumes and prices of bank assets and liabilities, which together have put significant pressure
on the financial margin. Higher expenses were incurred in the acceleration of the company’s
strategy, which we also relied on to establish a clear path towards profitability in 2023 and which
we began to implement this year.
Regarding Banco Supervielle, our main subsidiary, during 2022 we carried out initiatives focused
on our six key pillars: improving customer experience, increasing customer acquisition,
expanding digital adoption, continuing to capture operating efficiencies, reducing the cost of
funding, and maintaining a good asset quality.
In the first place, the aforementioned transfer of customers and back-office from IUDÚ to Banco
Supervielle was completed in the fourth quarter of 2022 and will end up in a formal merger
between the two entities, taking advantage of the operating efficiencies of the consumer
finance company and offering customers a seamless omnichannel experience to access to Banco
Supervielle’s wide array of financial products and services.
In the second place, we gained traction in the transformation of our branch network, boosting
productivity with a more modern and efficient infrastructure, greater self-management areas,
and the implementation of virtual branches, so that our customers can operate anywhere and
we can efficiently broaden our outreach. This process also had an impact on the reduction in
operating expenses: to date 27 branches were closed, including 18 transferred due to the
termination of our financial agent business for the government of the province of San Luis, and
we are awaiting authorization from the Central Bank to proceed with other closures already
requested.
In addition to the above initiatives, we focused on driving franchise and income growth. During
2022, we acquired the largest number of new retail customers, totaling 92,000 registrations up
by 6% as compared to the previous year, excluding public sector customers in the province of
San Luis transferred to the new financial agent. Furthermore, we recorded a greater digital
adoption, both in terms of users and products sold: at the end of 2022 digital users accounted
for 53% of our customer base (vs 38% in 2021) and we increased the sale of digital products in
personal loans, insurance, bonds and investments in mutual funds.
On the other hand, the volume of Corporate and SME customers recorded a significant year-on-
year 13% increase, with 3,600 registrations and an increase in transactionality and product
cross-selling.
Despite the challenging context, we are also making progress in improvement of asset quality
and funding, two other pillars of our strategy. Regarding assets, we ended the year with a non-
performing portfolio ratio of 3.7%, below previous year levels. Regarding funding, our initiatives
to capture greater available income from our customers continued evolving positively based on
higher transaction volumes with our customers with commercial activity. Additionally, the share
of demand deposits of corporate customers increased to 2% in December 2022 from 1.8% in
December 2021.
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The insurance segment continued to operate through Supervielle Seguros and Supervielle
Productores Asesores de Seguros. In 2022, this business continued to consolidate the existing
insurance operation while expanding its product offering and advancing the deployment of
digital sales of car insurance through Banco Supervielle's app and online banking through
integration with 123Seguros. In 2022, insurance policies sold to individuals grew by 15% as
compared to 2021, with a 145% increase in digital sales, while sales penetration to corporate
customers increased by 40%, from 4% to 7%, representing an attractive growth opportunity.
SAM, our mutual fund manager, closed the year with an average of $119,266 million in managed
funds and a 1.81% market share. It´s worth noting a growth of 59% in the number of retail
investors, driven by improvements implemented in the Online Banking channel experience and
the launch of new products such as Inversión Rápida, a simple and agile – two clicks - alternative
means to invest and redeem funds invested in the FCI Premier Renta Corto Plazo.
Our online broker, IOL invertironline, increased the number of active customers by 7%, reaching
117 thousand by year-end. During 2022 an average of 8,000 monthly accounts were opened,
totaling 417,000 authorized accounts by year-end. During the year, IOL launched a Mobile App,
continued to adapt its platform to improve the user experience, and developed new products
that are simpler and easier to operate.
Development of our strategic pillars also takes into account the company's commitment to
employees, customers and communities to sustainable growth, protecting the environment and
acting in a socially responsible manner. In this regard, the Sustainability Strategy of Grupo
Supervielle guides our decisions with an impact on economy, the environment and people
through three pillars and specific objectives in line with the business model. Additionally, in
December 2022 our Board of Directors approved the Sustainability Policy that establishes basic
principles and provides a general framework for sustainable management of all our subsidiaries.
During the reporting year we continued working to meet the ESG targets for 2022, 2023 and
2024. In the environmental pillar, we reduced our carbon footprint by 29% as compared to the
previous period and increased the number of companies evaluated under the Environmental
and Social Risk Policy. In the social pillar, we provided diverse financial training sessions to over
6,600 people. Additionally, we internally trained 100 senior executives under the Diversity,
Equity and Inclusion (DEI) awareness plan. In the corporate governance pillar, we remained in
the BYMA Sustainability Index for the fifth consecutive year. In addition, we issued GSS (Green,
Social and Sustainable) Bonds as we undertook 6 transactions acting as dealer, arranger and
collateral agent of negotiable obligations and a financial trust.
In terms of sustainability, I would also like to highlight that during the current year we are
presenting our first Integrated Report that reflects how our organization aligns corporate
strategy and business results with environmental, social and governance indicators to create
sustainable value.
BCRA’s Relevamiento de Expectativas de Mercado as of February 2023 anticipates a Gross
Domestic Product similar to that of 2022. In turn, the inflation rate is expected to accelerate and
reach 99.9% in 2023 and the nominal exchange rate is expected to end at $330.47, which implies
a depreciation of 91.1% year-on-year.
Beyond the short term, the financial services industry in Argentina will continue to face
important macroeconomic and regulatory challenges that we, as local entities, must take into
account and anticipate.
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On behalf of the Board of Directors, I would like to close by expressing my gratitude to our
teams, suppliers, shareholders and especially our customers, who are always at the center of
all our decisions, for their support and trust.
Julio Patricio Supervielle
Chairman
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LIST OF OFFICERS
Board of Directors
Chairman
Julio Patricio Supervielle
First Vice-Chairman
Emérico Alejandro Stengel
Second Vice-Chairman
Atilio María Dell‘Oro Maini
Directors
Laurence Nicole Mengin de Loyer
Eduardo Pablo Braun
José María Orlando
Hugo Enrique Santiago Basso
Eduardo Pablo Braun and José María Orlando are “independent” directors pursuant to the
provisions established by the Rules of the Argentine Securities and Exchange Commission.
Laurence Mengin de Loyer is a Non-Independent Director pursuant to the CNV Rules while she
is an Independent Director pursuant to Rule 10A-3 of the Exchange Act.
Members of the Statutory Audit Committee
Statutory Auditors
Enrique José Barreiro
Carlos Alfredo Ojeda
María Valeria Del Bono Lonardi
Alternate Statutory Auditors
Roberto Aníbal Boggiano
Carlos Enrique Lose
Jorge Antonio Bermúdez
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Certifying Accountant for the Financial Statements for the Fiscal Year ended 12/31/2022
Santiago José Mignone (regular member) - Price Waterhouse & Co. S.R.L.
Maria Mercedes Baño (alternate member) - Price Waterhouse & Co. S.R.L.
Corporate Areas reporting to the CEO
CFO
Mariano Biglia
Chief of Legal Affairs and AML
Sergio Gabriel Gabai
CHRO – Chief of Human Resources
Casandra Giuliani
Chief Officer of Technology
Sergio Mazzitello
Corporate Areas reporting to the Board of Directors
CRO
Javier Conigliaro
Head of Internal Audit
Sergio Gustavo Vázquez
Chief Compliance Officer
Moira Almar
Chief Executive Officers of Grupo Supervielle Subsidiaries
Banco Supervielle
Emérico Alejandro Stengel
Supervielle Seguros
Diego Federico Squartini
IOL invertironline
Diego Pizzulli
IUDÚ Compañía Financiera
Martín Zarich (Deputy CEO)1
1 Pending approval by the Central Bank of Argentina
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TABLE OF CONTENTS
I. ABOUT GRUPO SUPERVIELLE ......................................................................................................... 10
II. KEY INDICATORS .............................................................................................................................. 11
III. ANNUAL REPORT ............................................................................................................................ 14
A. EVOLUTION OF THE ECONOMY AND OF THE FINANCIAL SYSTEM ........................ 14
A.1. Macroeconomic Context in 2022 ........................................................................ 14
A.2. The Financial System in 2022 .............................................................................. 16
A.3. Insurance Market ......................................................................................................... 16
A.4. The Mutual Fund Industry in 2022 ............................................................................... 17
A.5. 2023 Outlook ................................................................................................................ 18
B. EVOLUTION OF GRUPO SUPERVIELLE ......................................................................... 18
B.1. Evolution of Supervielle Ecosystem ................................................................... 18
B.2. Awards and Indexes ............................................................................................... 19
B.3. Evolution of Operations ........................................................................................ 20
B.3.1.5. Business Segments ............................................................................................ 24
Individuals Experience – Personal and Business Banking ...................................... 25
Business Experience ....................................................................................................... 27
Treasury and Finance ..................................................................................................... 30
B.4. Human Resources Management and Organizational Development ............................. 35
B.5. Sustainability ........................................................................................................... 41
C. BOARD OF DIRECTORS, STRUCTURE AND INTERNAL CONTROL .......................................... 42
Board of Directors ............................................................................................................... 42
C.1. Board Committees .................................................................................................. 44
C.2. Compensation Policy for the Board of Directors and Senior Management
............................................................................................................................................. 46
Compliance ....................................................................................................................... 48
D. RISK GOVERNANCE ......................................................................................................... 49
Risk Management in Banco Supervielle ............................................................................... 51
E. SHARE STRUCTURE – SHAREHOLDERS – SHARE BEHAVIOR ................................................ 59
F. DIVIDENDS PAID AND RECEIVED .......................................................................................... 61
G. ANALYSIS OF INCOME STATEMENT EVOLUTION ...................................................... 62
IV. COMPLIANCE WITH THE CODE OF CORPORATE GOVERNANCE ........................................................... 71
A) DUTIES OF THE BOARD .................................................................................................... 71
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B) CHAIRMAN OF THE BOARD OF DIRECTORS AND CORPORATE SECRETARY ...................... 75
C) BOARD COMPOSITION, APPOINTMENT AND SUCCESSION ............................................. 77
D) COMPENSATION .............................................................................................................. 78
E) CONTROL ENVIRONMENT ............................................................................................... 78
F)
ETHICS, INTEGRITY AND COMPLIANCE ............................................................................ 83
G) SHAREHOLDERS AND STAKEHOLDERS ............................................................................. 86
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I. ABOUT GRUPO SUPERVIELLE
Grupo Supervielle is a corporation [sociedad
anónima] organized in Argentina in 1979
that operates as a financial services holding
company and whose shares have been
listed on and traded in Bolsas y Mercados
Argentinos (BYMA) and in the New York
Stock Exchange (NYSE) since May 19, 2016.
last months of 2022. Finally, the two other
operating companies of the holding are
Bolsillo Digital S.A.U., a company that in
2022 provided facilitator services through
its Boldi brand and Sofital S.A.F.e I.I., a
company whose main activity is the holding
of stakes in the same companies of Grupo
Supervielle.
We are a financial and non-financial services
platform with more than 130 years in the
Argentine financial system and with a
in certain
leading competitive position
market segments which are strategic for the
company. Our customer-centric philosophy
is focused on agility as a key part of our
work culture, generating profitable value
propositions
digital
adoption.
promoting
and
Grupo Supervielle is made up of Banco
Supervielle S.A., the 8th largest private bank
in Argentina in terms of loans and the 11th
largest taking into account public banks;
Supervielle Seguros S.A., an
insurance
company; Supervielle Productores Asesores
insurance broker;
de Seguros S.A., an
Supervielle Asset Management, a mutual
fund management company; Supervielle
Agente de Negociación S.A.U., a brokerage
firm offering services to institutional and
corporate customers; Invertironline S.A.U.,
a broker specialized in on line trading; Portal
Integral de Inversiones S.A.U., a platform
that offers online content related to
financial investments; Espacio Cordial de
Servicios S.A., an entity offering non-
financial retail, assistance, services and
tourism products; and Micro Lending S.A.U.
(MILA), a company specialized in car loan
financing. The subsidiaries that are part of
the consumer division
IUDU Compañía
Financiera S.A. and Tarjeta Automática S.A.
entered into a merger agreement with
Banco Supervielle S.A. following transfer of
their customer and loan portfolio during the
Supervielle’s financial services philosophy
focuses on the balance between human
bonds and technology based on its values -
agile, friendly and simple- and is intended to
encourage customers’ dreams. This is what
makes us pioneers and referents in terms of
technological progress in the Argentine
banking
sector, always centered on
transforming and facilitating our customer
experience. To that end, we provide an
omnichannel
strategy
throughout Argentina, with a 165-branch
network, virtual points of service, social
media and +3000 people trained to provide
relevant, prompt and effective solutions to
the needs of each customer. We also offer
products and services through our IOL
invertironline platform
customers
country-wide.
management
to
through 165 branches,
As of December 31, 2022, our infrastructure
is supported by a strategic national
presence
its
innovative virtual branch tool deployed in
2023 in addition to a network of 348 ATMs,
206 self-service terminals and 317 cardless
integrated
less ATMs with
and pin
biometrics mostly located at the bank’s 24-
hour self-management spaces (Espacio 24).
We also offer solutions through our digital
channels, apps and solutions developed for
different business segments, to customers
located throughout the country as well as
the IOL Invertironline platform.
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As of December 31, 2022, we had $697,436
million in assets according to Generally
Accepted Accounting Principles issued by
the Central Bank of Argentina, 1.8 million
active customers and 3,814 employees.
II. KEY INDICATORS
During 2022, we continued executing the strategic pillars key to our strategy designed to create
long-term value and improve ROE while operating in an increasingly adverse macroeconomic
environment, with inflation at the highest level in decades and loan demand at historic lows.
We closed the year with inflation-adjusted net loss attributable to owners of the controlling
company for $4,388 million, comprehensive loss attributable to owners for $5,717 million,
assets for $697,436 million, loans and other financing for $233,726 million, deposits for
$547,517 million and attributable shareholder´s equity for $92,841 million.
Return on equity was -4.5%, measured in real terms. Our results for the year were impacted by
several factors, including: low demand for credit from the private sector, which is at historic
lows; Central Bank regulations on the volumes and prices of assets and liabilities, which together
have put significant pressure on the financial margin; higher expenses incurred in the
acceleration of our strategy to capture operating efficiencies; and fundamentally a strong
negative result from our consumer finance segment in 2022, which we developed through IUDÚ
and finally resulted in the merger of that business with the Bank, which is an important source
of efficiency going forward to 2023.
KEY INDICATORS AND CHANGES IN EQUITY
In millions of Pesos
Net income for the year attributable to owners of the
controlling company
Comprehensive income (loss) for the year attributable to
owners of the controlling company
Assets
Liabilities
Loans and financing
Deposits
Total Shareholders’ Equity
Shareholder´s Equity attributable to the owners of the
controlling company
Dec 2022
Dec 2021 % Change
(4,388)
(3,935)
11.5%
(5,717)
(4,131)
38.4%
697,436
760,516
(8.3%)
604,522
660,003
(8.4%)
233,726
297,568
(21.5%)
547,517
561,897
(2.6%)
92,914
100,513
(7.6%)
92,841
100,433
(7.6%)
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Shareholder´s equity attributable to non-controlling interests
74
80
(7.7%)
ROAE(1)
ROAE – Comprehensive income
ROAA(2)
ROAA – Comprehensive income
Net Income from Services / (Net Income from Services +
Gross Financial Margin)(3)
(4.5%)
(3.8%)
(5.8%)
(0.6%)
(4.0%)
(0.5%)
(0.8%)
(0.5%)
18.0%
20.3%
Net Income from Services / Administrative Expenses(3)
26.1%
30.7%
Non-Performing Loans / Total Loans
Allowances / Non- Performing Loans
3.7%
4.3%
135.9%
143.9%
1. Net income for the year attributable to owners of the controlling company divided by average
shareholders' equity, calculated on a daily basis.
2. Net income for the year attributable to owners of the controlling company divided by average
assets, calculated on a daily basis.
3.
Includes income from insurance activities
Private Sector Loans and Financing
In a year featured by 94.8% inflation levels and a low loan demand, at year-end, total gross
financing to the private sector amounted to $242,484, 23% lower in real terms as compared
to the previous year.
The Bank ended 2022 with a market share in total loans of 2.9%, being the 11th bank in terms
of loans among the total banks in the system and the 8th among private banks.
The following table shows the composition of loans and other financing to the non- financial
Private Sector:
(in millions of pesos)
Loans and Other Financing
Overdrafts
Promissory Notes
Mortgage Loans
Car Loans
Personal Loans
As of
December
31, 2022
As of
December
31, 2021
% Change
13,969
9,803
75,246
105,270
24,193
27,386
7,483
7,218
(42%)
(29%)
(12%)
4%
36,107
56,057
(36%)
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Credit Cards
Other
Leasing
Total
Deposits
49,511
59,841
25,197
36,228
10,779
11,996
242,484
313,800
(17%)
(30%)
(10%)
(23%)
At year-end, total deposits amounted to $547,517 million, 3% lower in real terms as compared
to the previous year. The Bank ended 2022 with a market share in total private sector deposits
of 2.9%.
The following table shows the composition of total deposits:
(in millions of pesos)
Deposits
Non-financial public sector
Financial sector
Non-financial private sector and foreign residents
Checking accounts
Savings Accounts
Time Deposits
Other
Total
Pesos
Foreign Currency
As of
December
31, 2022
As of
December
31, 2021
% Change
27,843
101
519,572
229,410
92,353
150,745
47,065
547,517
492,557
54,960
22,353
76
539,468
246,849
120,135
152,219
20,265
561,897
505,751
56,145
25%
33%
(4%)
(7%)
(23%)
(1%)
132%
(3%)
(3%)
(2%)
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III. ANNUAL REPORT
A. EVOLUTION OF THE ECONOMY AND OF THE FINANCIAL SYSTEM
A.1. Macroeconomic Context in 2022
i) International Scenario
The year under review was featured by a
slowdown in the global economy, from
6.2% in 2021 to 3.4% in 2022, according to
International Monetary
(IMF)
estimates, a trend that is in line with the
increase in the Gross Domestic Product
(GDP) of 2.7% for developed countries and
3.9% for emerging countries.
Fund
to
In fact, all countries recorded inflation levels
not seen since the 1980s, which forced most
Central Banks
implement more
contractionary monetary policies. The US
Federal Reserve raised the benchmark
interest rate range from 0 - 0.25% to 4 -
4.5%, as did the European Central Bank
(ECB) and the Bank of England (BoE), which
depreciated most currencies during the first
half of the year.
The context’s volatility can be measured
through the price of commodities. On the
one hand, the war between Russia and
Ukraine caused a 32.4% increase from
December 2021 to May 2022. However, in
line with the strengthening of the US dollar
worldwide and the accelerated pace of
interest rate hikes by the Federal Reserve,
commodities began to fall, ending the year
with an increase of 14.1% as compared to
2021 and 27.2% taking into account the
average for each year.
Global financial markets were impacted by
interest rate hikes and once again reflected
a heterogeneous behavior worldwide,
although in general terms stocks fell by an
accumulated 26.7% as of September 2022,
recovering thereafter and growing 9.4% in
the last three months of the reporting fiscal
year, according to the MSCI index.
ii) Local Scenario
included November-,
recorded
economy
According to the data published by the
Instituto Nacional de Estadísticas y Censos
[Argentine
Institute of Statistics and
Census] (INDEC) -which, at the closing of
the
this report,
Argentine
an
accumulated year-on-year growth of 5.9%,
a trend observed for the second year in a
row, after
three years of recession.
However, since September there has been a
certain slowdown in activity due to the lack
of production supplies, high interest rates
and high inflation.
In line with the increase in the level of
activity, employment rates increased with
respect to December 2021 and total salaries
showed an accumulated growth of 61.2% as
of September. During 2022 the trade
balance accumulated a surplus of US$6,923
million, a positive balance that nevertheless
implies a decrease with respect to the
previous fiscal year, when an accumulated
US$14,750 million was recorded. This
reflects the rise in energy prices and the
aforementioned increase in the price of
commodities, which improved exports, but
also had an impact on the acceleration of
domestic inflation. In this framework, the
Government and the IMF entered into an
Extended Fund Facility Agreement (EFF) to
finance payments of
the Stand By
Agreement executed in 2018.
14
Regarding the level of gross international
reserves, an accumulated US$4,936 million
was recorded and the year closed with a
stock of US$44,598 million. The Central
Bank of Argentina (BCRA) was a net seller of
reserves, which was overcompensated by
IMF disbursements (US$4,700 million net of
payments) and the positive flow coming
from the soybean dollar in September and
December, when
the BCRA bought
US$4,966 million and US$1,988 million,
respectively.
The exchange rate throughout the year was
stable under a scheme of controlled
depreciations implemented by the BCRA,
which for most of the year was below
monthly inflation rates, with November and
December as the only exceptions. The
nominal exchange rate ended 2022 at
$177.13, which meant an annual increase of
$74.38 or a devaluation of the peso of
approximately 72.4%. The blue-chip swap
rate (the difference between the quotation
of Argentine shares in pesos and in US
dollars) reached 160% above the official
exchange rate in July and ended the year
with a 90% gap.
Monetary and Fiscal Policy
Although the BCRA increased the yield on
the monetary policy interest rate (interest
.
rate on liquidity bills [Leliqs]) from 38% to
75%, rounding up 37 percentage points,
interest rates actually remained negative
for most of the year, being positive against
inflation only in November and December.
In 2022, the primary deficit without
represented
revenues
extraordinary
approximately 2.4% of the GDP (below the
IMF target of 2.5%), while the financial
deficit was 4.2%. During the year, the fiscal
improved due to placements of
front
primary issues and higher revenues from
export withholdings related to the export
incentive program ("soybean dollar"), which
boosted exports at a higher exchange rate
and, therefore, higher export taxes.
The headline inflation index (measured
through the Consumer Price Index) showed
an increase of 94.8%, the highest since 1990
while core inflation (which excludes the
effect of regulated and seasonal goods
prices) stood at 90.6%, an increase of 43.9
and 35.7 percentage points, respectively, as
compared to inflation in 2021.
Finally, during the period, the monetary
base grew by $1.5 trillion (1.8% of the GDP)
and the BCRA issued $6.5 trillion (7.7% of
the GDP), mostly absorbed by
the
placement of Leliqs and Repo Transactions.
15
A.2. The Financial System in 2022
the
institutions,
Certain regulations established by the BCRA
that impacted on the performance of the
financial system remained in force during
2022, to wit: those related to the minimum
interest rate for time deposits to be paid by
financial
Línea de
Inversión Productiva
Financiamiento de
Productive
[Financing
Investment (LFIP)], which remained the
main tool to channel credit to Micro, Small
and Medium Enterprises [MSMEs] under
the
more
maximum interest rates for credit card
financing.
conditions, and
favorable
Facility
for
At the end of the year, the deposits and
loans to GDP ratio was 23.6% and 8.2%, as
compared to 24.7% and 9.6%, respectively,
in 2021. Total private sector deposits in the
financial system increased by 83.6%, closing
at $16,268,977 million, which represents a
4.6% drop in real terms. On the other hand,
total loans to the private sector ended at
$6,926,708 million, an average year-on-year
increase of 64.6% (-14.5% in real terms).
A.3. Insurance Market
There are 190 insurance companies in
Argentina (as of September 30, 2022), 17 of
which are engaged in Retirement Insurance,
35 exclusively in Life Insurance (including
Group, Individual, Pension, Health, Personal
Accident and Funeral), 12 specialized in
Occupational Risks and 5
in Public
Passenger Transportation. The remaining
121 companies are engaged
in other
property and casualty insurance operations
or "mixed" operations covering both
property and personal insurance. Finally,
the local market is also made up of 16
reinsurance companies, 11 of which are
domestic and 5 are branches of foreign
companies.
a
rates
recorded
strong
Interest
adjustment: BADLAR closed the year 35.6
percentage points above 2021 (68.3% in
2022 vs. 32.6% in 2021) and the LELIQ rate
increased by 37 points, a positive yield in
real terms in the last two months of the
year, one of the IMF's demands to the
Government. Likewise, the monetary entity
increased by 38 points the minimum
guaranteed rates for retail time deposits
under $10,000,000 (from 37% to 75%).
liquidity
The financial system’s liquidity and solvency
remained high. The
indicator
(including not only cash, but also BCRA
instruments and National Treasury bonds
eligible to pay reserve requirements) for
banks as a whole reached 71.6%, 5.3 points
higher than the previous year and the
highest in the last 20 years. The sector's
regulatory capital payment ratio totaled
28.7% of
risk-weighted assets as of
September.
the
fiscal year 2021,
The industry's activity is measured in terms
of premiums written net of cancellations.
During
latest
information available as of the date of this
report, the total insurance market recorded
more than $1,090 billion, 95% of which
came from insurers and 5% from reinsurers.
Although this represents a nominal growth
of 48% over the previous year, such
evolution could not offset the inflationary
increase, resulting in a real market decrease
of 1.73%. Nevertheless, the sector reached
3.02% of the GDP in 2021, which evidences
its importance for the Argentine economy.
This includes insurance and reinsurance
activity at local level and remained the same
as the previous year, with a -0.01% change.
16
By type, about 85% of policies corresponds
to Property and Casualty Insurance and the
rest to Personal Insurance. Motor Vehicle
insurance, which accounts for 46% of total
led the Property and Casualty
policies
Insurance
by
Occupational Risks, with 27%. The Group
Life and Credit Life lines account for 49% of
the total Personal Insurance policies.
segment,
followed
Finally, to complete the big picture of the
insurance market, the brokerage segment is
made up of 44,556
insurance and
reinsurance brokers who have to meet a
series of requirements to manage the
insurance contracted through them.
A.4. The Mutual Fund Industry in 2022
In December 2022, the monthly average of
(T+1) and with the same return as the
managed funds recorded an actual drop of
Badlar rate: they represent 9% of the
6% as compared to December 2021.
Considering sector players, managers of
banking groups fell by 5%, representing 66%
of the market, while independent managers
fell by 8%, with a 34% share. In this context,
the
institutional
investors
segment
recorded the worst performance, with 25%
in December 2022 as compared to 40% of
managed funds in December 2021.
sector and their actual annual change
fell 16%. They are managed by the
group of bank managers that represent
70% of the market.
• Funds with a lower market share: Short-
term local fixed income funds in pesos
with the same return as the Badlar (9%
of the sector); SMEs and Infrastructure
(5%); Foreign Fixed and Mixed Income
Funds (5%); Local Fixed and Mixed
The sector is comprised of the following
Income Funds in US dollars (2%) and
products, by volume of managed funds:
Variable Income and Total Return (3%).
• Money Market funds for immediate
liquidity: they represent 53% of the
sector and recorded an actual increase
of 2% during the year and are managed
by managers of banking groups that
represent 88% of the market.
• Medium-term local fixed and mixed
income funds in pesos: they account for
23% of the sector and are managed by
independent managers who represent
59% of the market.
• Short-term local fixed income funds in
pesos, which offer liquidity in 24 hours
Major customers in the aggregate insurance
industry are companies which grew to 58%
in December 2022, from 47% in December
2020, with investments in Money Market
funds. Likewise, the customers with the
highest actual annual growth are the ACDIs
(Agentes de Colocación y Distribución
Integral), who act on behalf of their own
-estimated at 7.5 million-,
customers
reaching a share of 11% at the end of 2022
as compared to 6% in December 2020.
Finally, individual customers grew by 1%,
concentrating 6% of managed funds.
17
A.5. 2023 Outlook
According to the latest IMF estimates, the
international
trade and
the drop
in
world economy is expected to grow 2.9% in
commodity prices - estimated at 6.2%,
2023 and specifically 1.2% in advanced
excluding oil - could have a negative impact
economies
and
4.0%
in
emerging
on the local economy.
economies. The main risks of this outlook
point to the possibility that Central Banks
will have to further tighten monetary policy
at a very high cost
in activity and
employment and that inflation continues
beyond 2023 or 2024, when a slowdown is
expected and COVID-19 is anticipated to
resurface and impact on the development
of economies.
According to economic consulting firms
participating in the BCRA’s Relevamiento de
Expectativas de Mercado as of February
2023 an economic growth rate is expected
of 0%. The inflation rate is also expected to
accelerate by a few percentage points to
99.9% year-on-year and
the nominal
exchange rate is expected to end the year at
$330.47, a depreciation of 91.1% year-on-
year.
According to IMF estimates, major trading
partners will grow in 2023. However, high
interest
rates,
the
slowdown
in
In fact, Argentina’s macroeconomy is in line
with the IMF and its targets for 2023, which
include a fiscal commitment equal to 1.9%
of the GDP, accumulated reserves for US$
4.8 billion and a limit on BCRA’s aid to the
Treasury of 0.6% of the GDP in terms of
financing through Temporary Advances. It is
clear
these
commitments may be impacted by a variety
of factors such as the drought that affected
the wheat crop at the end of 2022 or the
volume of spending
in a presidential
election year, especially considering that
the review of the IMF targets will not take
place until March 2024.
fulfilment of
that
the
With regard to the financial system, it is
expected that the current high level of
liquidity and a greater demand for loans will
help accelerate the savings channeling
process, sustain the economic recovery and
increase the credit penetration to GDP
ratio, which are currently at lower levels
than those recorded during the 1999-2002
crisis.
B. EVOLUTION OF GRUPO SUPERVIELLE
B.1. Evolution of Supervielle Ecosystem
Grupo Supervielle is a platform that offers financial and non-financial services to more than 2
million customers.
18
During 2022, we continued to expand our ecosystem and accelerate transformation initiatives
in all our customer service channels, moving towards the omnichannel concept and merging
with certain strategic partners as in the case of 123seguros and Sidom through APIs.
Our ecosystem as of December 31, 2022 consisted of:
B.2. Awards and Indexes
Banco Supervielle was elected the “Best
Financial Institution of Mendoza 2022”
the
other
fourth year
among
This
is
that Banco
leading
Supervielle,
organizations in the province, is awarded
this recognition by the Asociación de
Ejecutivos de Mendoza (AEM), an entity
that gathers more than 200 executives and
company owners
from all productive
sectors. This event, which is one of the most
relevant of the year, is attended by various
professionals,
local
authorities such as the Governor and
ministers.
the media
and
Sustainability Index
In March 2023, BYMA (Bolsas y Mercados
Argentinos) together with the IDB (Inter-
American Development Bank) and with the
the Earth
academic endorsement of
Institute of Columbia University, presented
the fourth rebalanced Sustainability Index,
Supervielle
following which, Grupo
continues
the BYMA
to be part of
Sustainability Index for the fifth consecutive
year since its launching in December 2018.
The Index is non-commercial in nature and
evaluates the performance of the most
liquid issuers listed on BYMA (members of
the Merval index in recent years), in the
four ESG-D pillars, based on the information
reported and available to the general
public. The methodology
is based on
IndexAmericas and the data collection is
carried out by Refinitiv.
The index identifies and highlights leading
companies
Social,
Sustainable Development and Corporate
Governance (ESG-D).
Environmental,
in
19
Eikon Awards
Within the framework of the 25th edition
of the awards that recognize excellence in
institutional communication in Argentina,
B.3. Evolution of Operations
B.3.1. Banco Supervielle
Regulatory Environment 2022
In 2022 the main regulations established by
the BCRA in 2020 such as those related to
time deposit rates, credit cards and limit on
the number of subsidized credit facilities,
which affect the financial margin, continued
in force. Besides the Leliq rates and repo
transactions with the Central Bank of
B.3.1.1. Customer-Centric
Our customers are at the center of our
strategy so we can anticipate their needs
and offer more timely solutions. This
principle
is the engine of our digital
transformation and our omnichannel
model, a paradigm shift that today allows us
to provide a more efficient service while
remaining close to our customers.
Customer Satisfaction
surveys
through
The success of our strategy depends on the
satisfaction of our customers. That is why
we use several indices that allow us to learn
about,
and polls,
customers’ opinions
regarding waiting
times, our trouble shooting ability to solve
problems, the level of satisfaction after a
specific interaction or the experience with
digital transformation processes, among
other.
During 2022, we recorded an increased
individual banking,
competitiveness of
based on registrations in the Identité and
Renta Masiva segments, as well as an
in
two
Banco Supervielle's initiatives received an
Internal
award
"Talento
Communication,
the
Influencers
Supervielle" program, and
Campaign, for the "Mujer financiera" cycle.
categories:
for
Argentina were mostly negative in real
terms although they strongly increased as
from May. This regulatory scenario strongly
impacted on spreads, that were also
affected by a reduced demand for credit.
increased general satisfaction of our
business customers
their different
segments.
in
Complaint Management
implemented the
During the year we
remote self-management of 100% of all
complaints, 58% of which were self-
managed, with one third of cases being
solved without the participation of the
organization’s teams.
In addition, self-
management of applications was made
available, also remotely, up from 6% to 77%.
facilitated
streamlining
System
the
management of tickets received during the
period under analysis: we received a total of
62,225 complaints, a 25% increase in the
service rate as compared to 2021. Likewise,
with a view to reducing incidents, we
applied the Root Cause Analysis, both to
solve the specific complaint and to anlayze
the cause and find a general pattern so as to
improve customer experience.
20
B.3.1.2. Digital and Cultural Transformation
The digital transformation that we are
carrying out prompted us to adopt agility as
a fundamental principle of our work culture,
with the mission of focusing on customers.
To ensure the success of this model, we
continued simplifying the cognitive work of
each team and enhancing their value
contribution. Thus, in 2022 we evolved the
Digital Transformation Governance Model,
focusing on 3 main agents:
Steerco
Transformation Table
Digital Transformation CoE
the
defines
ambition
It
for
transformation, assesses the impact of
long-term corporate strategic decisions,
and makes medium- and long-term
strategic replanning decisions.
A multidisciplinary team focused on
short-term
strategy,
business
design principles and monitoring.
the
from
It arises
synergy
between the Agility CoE and the
Agile
Transformation Office
(ATO), with 5 pillars: Practices and
Processes, Metrics, Planning,
Capacities and Mindset and
Business Agility.
Digital
Transformation
The
CoE
standardizes the way of working and
framework,
defines a methodological
together with a set of metrics
for
continuous improvement. In addition, we
carried out the Operations Agility initiative,
with the aim of generating synergies
between business squads and operations
teams to positively impact on delivery of
value and customer experience. This
initiative also intends to consolidate a single
team mindset and determine the best
integration of Operations
the
Operating Model.
into
Evolution of the Operating Model
In July 2022 we implemented the third wave
of digital transformation with the support of
Amazon Web Services (AWS) to launch the
Product
Initiative,
Innovation Program
seeking to scale towards a customer-centric
organization based on a product culture
that leads to high-impact solutions and
proposals. Additionally, we created the new
Everyday Banking & Payment experience,
which arises from the
integration and
evolution of Payment Methods Experience
and Service Model Tribe.
Third Wave of Digital Transformation
Three pillars of the Product Innovation Program that we carry out together with AWS (Amazon Web Services).
Product
Acceleration
Innovation
We evolved towards a
product-oriented Operating
Model, with the purpose of
placing the customer at the
center and making decisions
faster.
We focus on the real problem through
learning and testing solutions that ensure
the construction of products and services
that attract our customers.
We generate and promote
different programs, mechanisms
and tools to scale the cultural
and organizational change we
are aiming at.
21
Technology Department
implementing
In 2022 we continued
initiatives to generate
transformational
new experiences for our customers, such as
the evolution of digital channels through
the
implementation of video calls and
extended office hours, the ability to self-
reduce
manage
implementation
the 7x24x365
times,
incident and event management related to
the bank's assets, the implementation of
the soft token for safer transactions, the
application of the Core system and the
implementation of more than 300 APIs, to
strengthen our digital
expand
databases
and
to
capabilities, improve time-to-market and be
more competitive.
We continued on our path to the cloud,
both in the migration of apps and in the
creation of new solutions, integrating them
in a shared responsibility model mainly with
AWS. At year-end we had 109 Apps in the
cloud, which represents 47% of the total,
with the intent to reach 70% in 2023 and
100% in 2024. On the other hand, we have
Cloud Native solutions, we are evolving the
and
Cloud
designing our future Cloud Operational
Model.
Transformation
program
B.3.1.3. Closeness and Continuous Improvement of our Service Channels
We are continuously transforming to offer a
service, with an
24/7 omnichannel
infrastructure reaching the entire Argentine
territory and providing solutions to our
financial needs with an
customers'
improved service level.
Three years ago we designed "Human
Banking", a hybrid face-to-face and virtual
service model aimed at developing different
improve access to Banco
solutions to
thus becoming
services,
Supervielle's
market benchmarks. and improving the
experience of
in-person and digital
transactions.
Distribution Network
in 19 branches
In 2022 we consolidated our transformation
plan
reaching 45
implementations since its inception. The
purpose of this plan is two-fold: on the one
hand, to increase our presence in the SME
segment by including services to small and
medium-sized
service
companies
branches that until now were exclusively
dedicated to the senior citizens segment
and, on the other hand, to continue
in
implementing Espacio 24, where our
customers can make cash withdrawals and
deposits during and after banking hours.
Likewise, we continued
improving the
Espacio 24 experience:
• We installed 51 new Cajas Rápidas,
reaching 266 in Espacio 24 and totaling
317 in all branches. The machine allows
customers to manage balance inquiries,
request personal loans and withdraw
cash using customers’ fingerprints.
• We implemented a video call assistance
module to communicate with our
employees through an online sign
which
language
strengthens our
inclusion
efforts.
interpreter,
financial
• We
implemented a
to
replenish machines and thus ensure
their optimal operation.
corridor
• We set up separation panels between
teller counters for greater safety and
comfort.
We Transformed our Network
During the period under review, the
transformation of our distribution network
22
gained traction thanks to the process of
consolidation and resizing of 47 branches to
boost productivity:
Within this framework, the transfer of our
financial agent business for the government
of the province of San Luis comprised 18
branches, with their respective ATMs and
self-service terminals, while we continued
serving our robust franchise of local private
sector customers with a more efficient
model that combines five branches and
virtual service.
In the search of greater operating leverage,
we also consolidated other branches in our
network without
geographic
locations.
leaving
Our network includes:
• 156 branches, with “Espacio 24”
machines available 24 hours a day
• 348 ATMs
• 206 self-service terminals
• 317 Cajas Rápidas with biometric
in 124
identification, distributed
branches
Digital Experience
The use of digital channels is consolidating
rapidly: four years ago, 19% of Banco
Supervielle's customers carried out their
financial transactions virtually; currently the
proportion grew to 50%. In particular, and
based on the actions developed during the
to optimize customers’ digital
period
the
experience, Mobile has become
transactional channel of choice, based on:
• Ease of operation and security.
• Mobile preference for user experience.
•
Implementation of the App as a
payment wallet (QR).
• Points of contact with executives to
create a human and digital ecosystem.
Our App for individuals incorporated the e-
wallet through MODO, allowing payments
to be made with QR codes through credit
and debit cards and bank account debits.
Virtual Banking: Anytime Customized
Service
One of the most innovative launches of the
year was Virtual Banking, which combines
different digital channels, with the close and
inclusive service of more than 100 especially
trained executives. In 2022 we scaled our
format nation-wide,
Virtual Banking
reaching areas where we do not have a
physical presence, which is available from
Monday to Friday with extended service
hours. Virtual Banking offers the following
channels:
• Video call: We provide 100% virtual
service through an executive who
answers queries, solves complaints or
receives loan applications. The option is
available both in Cajas Rápidas and in
Online Individuals and Business Banking
and in our apps for Individuals and
Senior Citizens.
• Human Chat: FAQs are answered
through a Chat Bot and customers are
referred to personalized service
if
required. In 2022 we evolved this
channel with a mix of Artificial
Intelligence and Language provided by
(AWS)
an Amazon Web Services
solution.
• Online Banking and Mobile Banking: We
continued improving the experience of
our online and mobile banking users for
friendlier and safer interactions.
23
B.3.1.4. Information Security
At Grupo Supervielle we have in place an
Information Security Policy that applies to
all our subsidiaries. The different companies
also adopted the standards prepared by the
Cybersecurity COE.
in
risks,
practices,
line with
procedures
for
Regarding Banco Supervielle, the Security
Department is responsible for the strategy,
and
policies,
structure,
organizational
the
identification,
assessment,
analysis,
measurement, mitigation and monitoring of
the
cybersecurity
provisions of the Central Bank of Argentina
(BCRA) for the protection of IT assets and
the management of operational and
technological risks. With this management
framework, we work together with the
different areas of our organization to
conduct a continuous analysis of potential
failures, vulnerabilities or latent risks that
may impact on our processes and products.
During 2022 we focused on the review and
adjustment of policies on information and
data processing, data securitization and
cloud processes, sensitive data protection
and data classification, among other. In
partnership with the Data Governance area,
we advanced with key protocols, such as the
B.3.1.5. Business Segments
For a better customer relation, Banco
Supervielle organized
its segments as
follows: Individuals Experience, Business
Experience and Every Day Banking and
Payments Experience, the latter for the
purpose of optimizing distribution and sales
channels.
The face-to-face commercial management
is
of the aforementioned experiences
incident response plan, and completed
sensitive data protection and data
classification procedures. In this regard, at
Banco Supervielle we developed a set of
data classification policies to assign a level
of criticality to the data and security
measures to be considered, in order to
protect the information we handle and
guarantee proper treatment.
a
the
security of
In order to provide information to all our
customers on
the
transactions they carry out through our
digital and automatic channels, in 2022 we
launched
communication
strong
campaign, renewing content design and
updating the security warning in social
media, virtual scam methodologies, cases of
social engineering and phishing and fake
implemented through
accounts. It was
monthly mailings, audiovisual content and
tutorials on Facebook, Instagram, Twitter,
"Te
LinkedIn and YouTube,
acompañamos" cycle, dedicated to the
most vulnerable customer segment, and on
the website of Banco Supervielle, where we
added a blog about cybersecurity, a
telephone line for fraud victims and related
banners which also appeared in our Apps.
in our
through
carried out
Individuals and
Business Banking and Corporate Banking, as
the case may be, and is supplemented by
non-face-to-face channels, such as Virtual
Banking, Online Individuals and Business
Banking, Mobile Apps and Contact Center.
24
Individuals Experience – Personal and Business Banking
Through this experience, we serve the individual customers with no commercial activity that
make up the Individuals and Business banking segment:
Individuals
Experience
Individuals and
Business Banking
Identité
High-income or ABC1 individuals.
Renta Masiva
Senior Citizens
Individuals with no commercial activity who do
not belong to the Identité segment.
Senior citizens who collect their pension and
other customers who receive social benefits.
Consumer Finance
Customers that belonged to IUDÚ until the
third quarter of 2022.
During the reporting period, we recorded a growth in the customer base, where digital
channels played a leading role:
Customer Base
Digital Onboarding
Digital Adoption
• Growth for the second
consecutive year, even taking
into account the transfer of 84
thousand customers from the
financial agent business for the
government of the province of
San Luis.
• 100 thousand new customers
(126% more than in 2021)
• 8 thousand new accounts thanks
to the implementation of Mobile
onboarding
• 53% digital customers (38% in
December 2021)
• 57% of digital registrations (40%
in 2021)
• 50% of complaints solved (31%
in 2021)
Identité and Renta Masiva Segments
In 2022 we
leveraged new customer
acquisition, with 30,000 registrations in
Identité and 9,000 registrations in Renta
Masiva, and we grew in competitive Net
Promoter Score (NPS) for the second year in
a row.
Banking
Everyday
To improve the service of both segments,
we focused on achieving an end-to-end
Payment
digital
experience with wallet usability, including
payments and transfers on the MODO app,
personal loans, credit cards, car loans, car
insurance, time deposits, Plan Sueldo,
recharges and access to omnichannel
services. Likewise, we consolidated the
referral program, where the points reward
system was replaced by a welcome
cashback on debit cards, thus providing
greater attraction for customer acquisition.
In terms of products and services, both
in the placement of
segments grew
personal loans, with a 0.25% increase in
market share, obtained 75,000 new fixed-
term investors (40% more than in 2021),
increased four times in terms of orders and
volume operations of bonds (mainly, from
the MEP Mobile dollar) and for the second
consecutive year grew in mutual funds,
reaching 1.40% of the market share.
Senior Citizens Segment
At the end of this fiscal year, the Senior
Citizens segment included a total of 960,000
are
customers,
beneficiaries of retirement and pensions at
Banco Supervielle, which represents an
of which
661,000
25
approximate market share of 9.1%. In 2022,
we developed new channels for attracting
senior citizens and launched Previsional, the
referral program for this segment, to
sustain Banco Supervielle's leadership in the
segment, which currently pays more than 1
million ANSES benefits monthly, taking into
account retirement, pensions and social
plans.
In order to evolve our service model, we
provided branch structures with greater
simplicity and agility in their service flow,
i.e. 95% of the customers now collect their
pension through our ATMs and Cajas
Rápidas. In this regard, digital adoption
grew from 23% in 2021 to 41% in 2022,
mainly driven by the restoration of the
Proof of Life requirement, which can now
also be done through Virtual Banking. Along
the same lines, we have been holding talks
with the Civil Registry of Córdoba to
facilitate this process for our customers in
the region. In addition, we launched the
service payment functionality in the Senior
Products and Services
Citizens App and we supported the funding
strategy
customer
to
transactionality.
increase
Finally, we continued working to strengthen
financial education in the segment, through
the virtual training of the "Hacelo Vos"
program, the face-to-face meetings at
pensioners centers to strengthen the use of
digital tools and the meetings of the "Te
acompañamos"
other
cycle,
initiatives.
among
Former IUDÚ Customers
In September 2022, migration began of
customers and the personal loan and credit
card portfolio
IUDÚ Compañía
from
Financiera to Banco Supervielle and was
completed during the fourth quarter, with
the discontinuation of the IUDÚ App.
At year-end we had more than 192
thousand
value
customers with
proposition according to the segment and
all the Bank’s channels at their disposal.
a
fiscal year we continued
During this
developing our offer of products and
services.
times the operation of bonds in terms of
customers, orders and volume as compared
to 2021.
Deposits
The development of our digital channels led
to a much more agile and simpler bank-
customer relationship.
Investment Products
to
the
unify
During the period under analysis, we began
to develop the Personal Finance Manager
product,
investment
perspective and deploy new experiences
and products. We launched MEP Dollar,
together with IOL invertironline for the
purchase of bonds in pesos that may be
later sold in US dollars, which positioned us
at the forefront for making this operation
available on Mobile and increased three
We created a new experience called
"Inversión Rápida" for the short-term T0
Premier Fund, becoming the first bank to
offer 24-hour operations during business
days, a competitive value proposition
compared to wallets and Alycs. In addition,
for the second year in a row our market
share grew, reaching 1.46%, and we
multiplied the number of interest holders
several times in relation to the average of
recent years.
These innovations led to an increase in the
cross-sell of investment products by 40% as
compared to 2021, which shows that
invest through Banco
customers who
their
Supervielle
increase
times
six
26
transactional balances, and consolidated
the necessary capacities to scale in 2023
with a comprehensive, personalized vision
of the investment portfolio.
Loans
We have dynamic processes and efficient
loan
tools whereby we offer a wide
portfolio with improved credit rating times.
In 2022 we
launched a consumption
quantification product, both for Online
Banking and Mobile, which we will continue
scaling in 2023.
Insurance
In 2022, the insurance business grew by
15% compared to 2021, with a 145%
Business Experience
increase in digital sales, which currently
represents almost half (46%) of the total
volume. We streamlined the Guarantee for
Tenants process, which boosted the digital
channel, concentrating 63% of sales, and we
sold 2,885 car
insurance policies, 43%
through digital channels.
Likewise, during this period we improved
the value proposition through discounts, we
promoted new products that offer better
opportunities, such as Home and Protected
Technology, and we moved forward in the
integration with our partner 123 Seguro,
including the companies Sura, Experta and
San Cristóbal.
In 2022, we defined new turnover thresholds to reorganize the commercial customer portfolio
and optimized our customer service model, focusing on the Business Experience, which
includes segments and sub-segments of Individuals and Business Banking and Corporate
Banking, as appropriate:
Individuals and
Business Banking
Business
Experience
Entrepreneurs and
SMEs
Individuals with commercial activity and
entrepreneurs, with a turnover up to $300
million.
SMEs
Small and medium-sized companies with a
turnover from $300 to $3 billion.
Corporate banking
Medium and Large companies and Corporate customers with a turnover
that exceeds $3 billion annually.
Entrepreneurs, SMEs and Subsegments
During the reporting period, we added
more than 3,200 new customers, including
people with commercial activity and small
and medium-sized companies, reaching a
5.31% market share.
28% of these new acquisitions were
managed digitally and in 2022 we continued
improving onboarding and the end-to-end
experience of this channel. Thus, we
reduced the onboarding time to an average
of 14 days in December 2022, as compared
to 21 days in December 2021.
In addition, during this year we added all
credit policies into the onboarding rating
engine, including franchise and professional
policies, thus becoming the only bank with
100% digital onboarding for Individuals and
Companies with credit rating. Additionally,
we created an onboarding support team
and clarified messages to streamline the
experience,
customer
increasing
satisfaction to 4.7 (from 4.5 in 2021).
27
For digital acquisition, we leveraged on
exclusive value propositions and credit
lines, in synergy with sub-segments and
partnership with B2B companies. We were
also present in traditional and digital media
with global campaigns and we participated
in events aimed at entrepreneurs and small
and medium-sized companies.
As regards the commercial management
model, we continued focusing on increasing
thus obtaining a
the cross-sell rate,
comprehensive view of each customer
through our Plan Sueldo, Comex [Foreign
Trade], Cash Management and Leasing
products. We also continued promoting our
strategic
Education,
Franchise,
Transportation and Health subsegments
and we launched Professionals, aimed at
accountants,
customs
forwarders.
lawyers
and
Corporate Banking
In order to respond to the daily operational
and transactional needs of companies, we
Products and Services
fiscal year we continued
During this
developing our offer of products and
services.
Loans
Our commercial loans and subsidized credit
Families and Individuals
Food and beverages
Agriculture
Wine industry
Electricity/gas/water/waste
Construction
Car parts/dealers
Transportation
Chemicals and Plastics
Pharmaceutical
in
synergy with
teams
specialized
in
worked
commercial
Leasing, Cash
Management, Foreign Trade, Plan Sueldo,
Insurance and Investments, leveraged on a
branch structure that enables coverage in
the most densely populated industrial and
commercial areas.
In 2022 we decided to
implement a
selective development focused on value
propositions for different areas, such as
specialized solutions for wine production
and its value chain, with loans for harvest
and haulage and leasing for barrels.
In order to preserve a healthy credit
portfolio and maintain delinquency at
adequate levels, we strengthened our work
on financial risk indicators, such as the
RAROC, which measures
risk-adjusted
return.
In this regard, we followed a
moderate policy of credit appetite and we
in the placement of
sought efficiency
capital, generating profits for becoming our
customers’ bank of choice.
facilities for investment meet the needs of
the different business segments and are
available
face-to-face and digital
channels
in
Balance
(millions of pesos)
Share
121,477
21,468
19,974
10,532
10,568
8,767
7,632
6,395
5,686
4,401
46.4%
8.2%
7.6%
4.0%
4.0%
3.3%
2.9%
2.4%
2.2%
1.7%
28
Machinery and equipment
Health
Oil/gas/mining
IT/Communications
Other
During the year under review we carried out
a more active management of the Non-
MSMEs portfolio, promoting special loan
facilities in line with the segment’s needs.
Together with a product reengineering to
improved
streamline onboarding, we
discounting,
commercial
overdrafts and unsecured loans.
document
With the aim of achieving a 100% digital
experience, in the fourth quarter we made
adjustments to the Supervielle Cheques
App: we optimized the reading of physical
checks, we added the Echeq discounting
function and we improved user experience
regarding
digital
transactions reached 77% at the end of
December 2022, 7 points above the same
period of the previous year.
usability.
Thus,
3,967
3,939
3,631
3,771
29,706
261,914
1.5%
1.5%
1.4%
1.4%
11.3%
100.0%
Foreign Trade
During the reporting period, we increased
the flow of operations, reaching record
market share levels, both in exports and
imports, of 4.25% and 3.82%
in two
quarters of the year.
Regarding innovations to improve customer
management, we added the Sidom customs
payment button for exports, a digital tool
that streamlines and simplifies transactions.
Likewise, we launched the first edition of
the “Supervielle Exporta” award, aimed at
recognizing export competitiveness of our
COMEX customers and also promoting
new markets
internationalization
through the participation in the Barcelona
Business Week (Spain).
in
Plan Sueldo
Cash Management
2022 we
strengthened process
In
automation
through Online Business
Banking (OBE). In this line, and in order to
continue encouraging onboarding, at the
time of registration an automatic email is
sent both to the business and to the
employee, informing of the possibility of
managing our products from any device.
Thus, business customers enjoy a better
experience when opening salary accounts,
uploading payrolls and making payments.
These user experience improvements led to
a market share increase of the private
sector employees registered in Plan Sueldo,
from 2.48% in December 2021 to 2.63% in
December 2022.
Our collection and payment services are
aimed at funding cross-sell products and
offer differentiated value propositions
according to customers’ expectations and
needs.
In order to generate innovative proposals
for our customers, in 2022 we introduced a
supplier payment service that allows 1,000
records to be managed in just 3 clicks, from
the Online Business Banking (OBE) platform.
In addition, we began the migration of
collection and payment services to the
cloud, in partnership with AWS and IBM, to
obtain unlimited processing capacity. We
for massive
also developed
that
management of Echeq batches
operated
significantly
quantity and volume.
increased
functions
the
29
Regarding collection services, Cobranza Ágil
Supervielle continues growing supported by
a digital payment button, we have new Self-
Service Terminals in our branch network
and we gained capillarity thanks to a service
agreement with Pago Fácil whereby over
7,000 access points were made available to
our customers.
Leasing
The Financial and Operational Leasing and
Sale & Lease Back products are marketed
Car Segment
Since 2022, Banco Supervielle is in charge of
the Car segment, due to the merger with
the IUDÚ's consumer finance portfolio,
individuals and
providing services
businesses
in the retail and wholesale
markets of the automotive sector.
to
the
and
business
During the reporting year, we strengthened
the
commercial
relationship with our customers (dealers),
based on reciprocity and relationship.
Within this framework, loan placement
grew 300% in nominal terms as compared
to 2021, while the number of loans placed
grew 141%.
through our commercial officers and the
Branch Network which offer specialized
service and advice to promote the use of
this Capital Assets financing tool. With this
model we maintained our market position,
reaching a 12.45% market share.
Additionally, we continued promoting
product transformation to migrate to a
more agile and digital
implementation
process, together with a more efficient
asset management and better access to
information for our customers.
partner with
We entered into a strategic agreement as
an
financial
international company engaged
in the
purchase and sale of second-hand cars. This
agreement accounted for part of the
increase of car loans.
Kavak,
Looking ahead to the next fiscal year, we
will focus on expanding our financing offer
through branches and digital channels,
while we will continue building strategic
alliances supported by financial assistance..
Treasury and Finance
This segment
implements financial risk
management policies and provides liquidity
to Individuals and Business Banking and
Corporate Banking. It also manages Trading
Desk transactions and credit facilities for
treasury
Banco Supervielle, distributes
products, manages the Capital Market
business and develops businesses with
financial and non-financial wholesale
customers.
Trading
Desk
Institutional Sales
Transactions
and
In 2022 we maintained a significant share in
total institutional deposits, as well as in
transactions
in government bonds and
derivatives, both for our own portfolio as
well as for third parties. In this line, we
increased the placement of corporate debt
with
issuances
corporate debt
throughout the year, as compared to 42 in
2021. Likewise, we continued improving the
development of algorithmic trading to
increase the strategies applied.
80
Correspondent Banking
We maintained relations with
foreign
commercial and multilateral banks related
to both the management of correspondent
accounts and the financing of Comex
30
operations and
guarantees and letters of credit.
the management of
and agro-industrial activities, with 45
operations.
Capital Market
We provide financial advisory services to
optimize financial resources and capital
structure, both for customers of Banco
Supervielle and of Grupo Supervielle and its
subsidiaries. We focus on the arrangement
and placement of Negotiable Obligations,
and
structuring of
Syndicated Loans,
IPOs, Private Equity
Transactions and Mergers and Acquisitions
(M&A).
Financial
Trusts
During 2022 we carried out 88 transactions
(100% more than in 2021) for a total
amount of approximately $180 billion, 70 of
which were Negotiable Obligations and 18
Financial Trusts. Thus, we consolidated as
one of the most active banks in the local
market. In addition, the most active sector
was that related to agricultural, livestock
On the other hand, although we continued
supporting large companies and frequent
issuers, more than 54% of the Capital
Market issuances were made by SMEs,
Supervielle's
which
commitment to this segment.
shows
Banco
Banco Supervielle continued promoting the
(Green, Social and
issuance of GSS
Sustainable) Bonds. During the year under
review we carried out 6 GSS transactions,
acting as dealer of
the negotiable
obligations issued under the General CNV
Regime, dealer of a Financial Trust, dealer of
negotiable obligations issued under the
SME Unsecured Scheme and, finally, as
arranger, dealer and Collateral Agent in the
issuance of the largest CNV Secured SME
Negotiable Obligations in the history of the
Argentine Capital Market.
B.3.2. Consumer Finance Segment: IUDÚ Compañía Financiera
through
The consumer finance business was carried
out mainly
IUDÚ Compañía
IUDÚ Compañía Financiera
Financiera.
(IUDÚ) started operations in August 2011,
when Grupo Supervielle acquired GE
Money, the financial services division of
General Electric. The shareholders of IUDÚ
Compañía Financiera are Banco Supervielle
S.A. and Grupo Supervielle S.A.
During 2021 IUDÚ launched new services
and products through a 100% digital
onboarding
cutting-edge
app with
technology, available at Google Play and
App Store and enables users to easily create
a digital account with CBU [Standardized
Bank Code] and have access to a virtual VISA
debit card, apply for personal loans and
credit cards, make all kinds of transactions
through the mobile phone and pay with a
QR code through the MODO app. This
proposal was expected to continue in 2022,
offering new products.
the year,
throughout
the
However,
macroeconomic
was
increasingly adverse, with inflation at the
highest level in decades and loan demand at
historic lows.
environment
Within this framework, it was decided to
migrate the entire IUDÚ portfolio to Banco
Supervielle
to generate an efficient
operation leading to significant savings in
structural expenses, without neglecting the
service for the consumer finance company's
customers. The IUDU app was closed after
migration of customers and the portfolio in
the fourth quarter of 2022, and IUDÚ
customers have become
then
customers of Banco Supervielle, with access
to the wide array of products and access
channels.
since
Consequently in December 2022, a merger
agreement was entered into with Banco
Supervielle S.A. as merging company and
31
IUDÚ Compañía Financiera S.A. and Tarjeta
Automática S.A. as merged companies,
effective in 2023. These agreements are
relevant
subject
shareholders’ meetings and by regulatory
authorities.
to approval by
the
Espacio Cordial de Servicios
We are engaged in the sale of goods and
services related to
insurance, tourism,
health care services, security and other
contemplated in the bylaws of this business
unit. We have direct service channels
throughout the country at the Banco
Supervielle Service Branches. In the Services
category, we continued marketing prepaid
Microlending S.A.U. (Mila)
This company, within the Car segment,
promotes the origination of car loans for the
purchase of cars through greater efficiency
and capillarity of the commercial network,
B.3.3. Insurance Segment
Upon closing of the reporting period, over
192 thousand customers originated by
IUDU were active customers of Banco
Supervielle, with a total portfolio of $13,700
million.
health services through telephone and
online channels, with a strong strategy in
social media and aiming at the development
of digital self-management products.
During 2022, over 97,000 service plans were
sold for over $1,423 million.
new financial products and the use of
Supervielle
synergies within Grupo
companies.
Our specialized companies seek to consolidate our Insurance business and expand product
offering to cover all our customers’ needs.
Supervielle Seguros S.A.
insurance,
We are engaged in the sale of a wide range
of
Life, Home,
including
Protected Technology, Personal Accidents,
Broken Bones, Pets, Bicycle and Multi-Peril.
These products may be accessed through
any of our marketing channels, both in-
includes the
person and digital, which
distribution network of Banco Supervielle,
Credit Related
insurance, and more
recently, the sales channel of Supervielle
Productores Asesores de Seguros.
Since 2020 we have been carrying out a
digital transformation process focused on
building capabilities in the Systems area and
to customer
in
the areas dedicated
Banco
the
experience, which in 2022 included the
deployment of sale of Car
Insurance
through
Supervielle`s Online
implementation of SAP
Banking,
systems, the design and implementation of
digital sales strategies, the development of
insights,
projects based on customer
generation of support content for our
commercial team and for social media and
a new identity for the company. Likewise,
our IT Department continued developing
the
the APIs
functionalities
the
business in digital channels.
implementing
to boost
strategy,
required
32
At year-end, we reported 455,000 current
policies with individual customers and more
than 3,000 with Business customers.
Supervielle Productores Asesores de Seguros S.A.
large-sized
The Company, established in 2019, aims at
expanding the product offer to Business
customers of Grupo Supervielle, with a
focus on entrepreneurs, SMEs and medium
offering
and
companies,
products
such as Occupational Risk
Insurance, Fleet, Sureties and All Risk,
among other. Certain products from the
Individuals segment are also marketed,
such as Car Insurance.
Throughout these first years an experienced
and skilled team consolidated and we
acquired the technological tools that will
enable us to provide excellent service both
customers.
to
Recently, we included a team of insurance
experts in each region, with the aim of
advising and generating synergies to detect
new business opportunities.
internal and external
B.3.4. Supervielle Asset Management (SAM)
We provide mutual fund services designed
to offer a wide variety of options in relation
to investment objectives and risk profiles.
These funds are placed mainly by Banco
Supervielle, through its branch network,
Centro Integral de Inversiones (Call Center)
and, mainly through Online Banking. Our
fund
portfolio manages the PREMIER
family:
• 1 Money Market fund (Premier Renta
Corto Plazo en Pesos)
• 2 Argentina Short-Term Fixed Income
Funds in pesos (Premier Renta Plus,
Premier Renta Fija Ahorro)
• 6 Argentina Fixed Income and Mixed
Income funds in pesos (Premier Renta
Fija Crecimiento, Premier Capital,
Premier
Premier
Commodities,
Inversión, Premier Balanceado and
Premier Renta Mixta)
• 2 Argentina fixed income funds in US
dollars (Premier Renta Mixta en dólares
and Premier Performance).
• 1 variable income fund (Premier Renta
Variable)
• 1
investment fund
in SME assets
(Premier FCI Abierto Pymes)
• 1 Fixed Income Latam fund (Premier
Global Dólares)
• 1 closed fund (Adblick Ganadería).
In December 2022, the average of managed
funds amounted to $119,266 million, with a
market share of 1.81%.
Regarding the evolution of the business
during the year under review, although the
volume of funds managed for our corporate
and institutional customers recorded a drop
in real terms, the individual segment grew
both in number of customers (+59%) and
managed funds (+24%), reaching a 5%
share as regards total number of investors.
That was driven by promotion actions and
improvements in the Online Individuals
Banking experience, through which 99% of
operations were channeled as of December,
exceeding two times the year-on-year rate.
Regarding our product portfolio, at year-
end we launched Inversión Rápida, a simple
and agile way to invest and redeem the
funds invested in the FCI Premier Renta
Corto Plazo, with only 2 clicks. Said funds
are immediately credited any time during
33
business days. We are the first bank to
provide this solution, which we intend to
expand 24x7.
In 2023 we will continue
customer experience,
improving
including greater
B.3.5. IOL invertironline
Our specialized online trading platform
seeks to become the most valued and
its agile, transparent and
chosen for
innovative development.
In 2022 we focused on the challenges and
opportunities of our business at local level.
We adapted our platform to improve user
experience and we presented new products
that are much simpler and easier to
operate, such as the one-click sale of Mep
Dollar, which was implemented in addition
to the one-click purchase created in 2021,
and the Portafolio Simple offer of CEDEARs
packages created by market professionals
that may be acquired in a few steps. We also
launched our Mobile App, which is already
installed on +77k devices and has a 4.4-star
rating in the store. During the reporting
period, an average of 8,000 accounts were
opened per month, totaling 117,000 active
customers
authorized
accounts at year-end.
417,000
and
IOL Academy (Portal Integral de Inversiones
S.A.U.)
B.3.6. Bolsillo Digital
With the aim of cooperating with the cash
use reduction and promoting financial
inclusion of merchants, professionals, SMEs
and entrepreneurs, Banco Supervielle
created Bolsillo Digital, a fintech that
operates under the brand "Boldi" which, in
2022 provided services focused on the
“Payment Methods Aggregator" business.
However, the changes in the fintech sector
and the lack of scale of the business
prompted a change in the multiple digital
time flexibility and training on investments
in the Argentine capital market.
With the courses we offer at the academy,
we aim at an increasingly personalized
learning and provide support in discussion
fora and seminars. Likewise, we participate
in
initiatives aimed at strengthening
financial education of high school students
in the country.
the
Among
year achievements, we
improved the Python aplicado a finanzas,
Bitcoin and Cryptocurrency I, II, III courses,
with emphasis on student support, and we
reduced the average completion time from
90.2 to 42.3 days. In addition, within the
framework of our commercial strategy, we
significantly increased sales with Hot Sales
and Black Friday deals and we focused on
the
offer diversification by
membership
provides
unlimited access to more than 90% of the
courses. Furthermore, we participated in
training
educational
establishments to raise financial awareness
in teenagers 14 to 16 years old.
launching
that
program
sessions
at
attacker strategy within the Supervielle
ecosystem. Within this framework, at the
beginning of 2023 we entered into an
agreement with UALÁ Bis for referral of
Boldi users so that they can continue to
benefit from the contracted service through
the Mpos readers acquired. Once this
agreement was implemented, the Boldi App
as a digital attacker in the aggregator
segment ceased operating.
.
34
B.3.7. Supervielle Agente de Negociación S.A.U.
customers.
In 2023 we will continue
developing our business customer portfolio
in synergy with the companies that make up
Grupo Supervielle.
During the year under review, we focused
on providing brokerage services to third
parties, with emphasis on private debt
products, participating as dealer of
negotiable obligations and developing the
Pagaré Bursátil product for institutional
B.3.8. Other Companies
Sofital
Sofital is mainly a holding company.
B.4. Human Resources Management and Organizational Development
Grupo Supervielle is an ecosystem formed by businesses and business units with a total
3,814 employees with diversity at its core. All subsidiaries work in synergy searching for
talent opportunities among the different companies.
Business Unit
HeadCount
Women
Men
Banco Supervielle
3,334
1,638
IUDÚ Compañía Financiera y
Tarjeta Automatica
Espacio Cordial de Servicios
IOL invertironline
Mila Micro Lending Argentina
Supervielle Asset
Management
Supervielle Broker de
Serguros
Supervielle Seguros
Other
Total
33
100
132
38
11
25
135
6
13
61
49
13
3
13
71
2
3,814
1,863
49%
39%
61%
37%
34%
27%
52%
53%
33%
49%
1,696
20
39
83
25
8
12
64
4
1,951
51%
61%
39%
63%
66%
73%
48%
47%
67%
51%
At Grupo Supervielle we give priority to the
development of the people who make up
our teams, as a key driver to accompany the
cultural transformation of the organization.
As part of our ESG strategy, we promote a
diverse and inclusive work culture that
35
and
each
individual
their
values
contribution, without discrimination of any
kind and with full respect for current
legislation and human rights. In line with
our Sustainability Policy, we promote:
• Working conditions that comply with
applicable laws and regulations.
• Respect for diversity and prohibition of
employment discrimination for reasons
of gender, race, age, ethnic origin,
religion, nationality, disability or any
other cause.
• Equal opportunities
gender-
balanced teams in all functions and
responsibilities.
and
• Policies and practices
remuneration, working
for hiring,
conditions,
Banco Supervielle
Talent Attraction and Retention
In 2022 we continued promoting our
Employer Branding strategy, with the aim of
into Grupo
incorporating more talent
Supervielle. We also developed a set of
initiatives to promote the professional
growth of our teams, focused on the
development of new skills and promoting
innovation as a hallmark of our work
culture.
We continued giving priority to our teams:
in 2022 we covered 70 searches internally,
generating opportunities to
learn and
develop new skills.
Employer Branding
level grew
LinkedIn continues to be the main platform
for promoting our employer brand. Our
loyalty
from 8% to 11%,
exceeding our initial goal of 10%, and we
ranked fourth among banks in terms of
loyalty on LinkedIn, boosting our value
proposition focused on transformation,
closeness and community.
Critical
Transformation
Talent
to
Accompany
training, promotion and termination of
employment based solely on
job
requirements, without discrimination
of any kind.
• Access to training and professional
development opportunities to increase
employability, in an equitable and non-
discriminatory manner.
• Respect for human and labor rights,
including freedom of association and
collective bargaining.
• Work environment that complies with
•
health and safety laws.
Protection of privacy and personal data
of our employees.
• Corporate volunteering development.
At Banco Supervielle we are undergoing our
third digital transformation wave, within a
culture framework in which the customer
continues to be at the center of all our
decisions. We aim for a
horizontal
organizational
structures model, with
interdisciplinary teams focused on agile
methodologies and adding value to each
interaction.
To that end, in 2022 we optimized our
search and recruitment processes to cover
key positions:
• 61% of the new hires were digital
information technology
profiles and
experts.
• we reduced the time of our external
searches, without affecting quality.
• we completed our value proposition
with benefits to accompany remote
studies and work.
Pulse Survey
At Banco Supervielle we
continued
measuring our pulse. In 2022, in addition to
Leadership and Wellness, we added
Engagement to our internal survey, so as to
better understand the level of identification
36
of our teams with the organization and thus
design new action plans focused on talent
retention.
Throughout the year we carried out three
listening sessions. To measure Engagement
we asked those who participated in the
survey to rate some statements such as: "I
want
to continue working at Banco
Supervielle"; “I would recommend a friend
to work at Supervielle”; “I am proud to work
at Banco Supervielle”; "My motivation for
working at Supervielle leads me to give
more than what is expected of me."
April
August
December
Engagement: 85.9
Engagement: 86.8 (+0.9)
Engagement: 88.9 (+2)
Leadership: 84.2% (+0.9)
Leadership: 86.1% (+1.9)
Leadership: 86.8 (+0.6)
Wellness: 79% (-0.8)
Wellness: 81% (+2)
Wellness: 82.9 (+1.9)
New Hires and Terminations
As part of the company's strategy, in 2022
internal
we continued deepening our
transformation process towards a new work
model capable of empowering teams and
while
streamlining
operating
increasingly adverse
in an
macroeconomic environment.
decision-making,
factors
internal and external
These
prompted a resizing of the business, which
included the transfer of customers and
back-office from IUDÚ to Banco Supervielle.
During the year, the transfer took place of
our
the
government of the Province of San Luis,
which impact on our staff structure.
financial agent business
for
Training
learning
Ongoing
for our
transformation process; we give priority to
the updating of training plans .
key
is
Virtual Campus
In 2022 we updated and organized the
contents of our Virtual Campus, which has
become a powerful training tool for all
Banco Supervielle employees.
to
redesign
internal
We began
processes related to the requests for
training and consolidated the campus
the
reporting system so as to strengthen the
Academies offer, as part of our third
transformation wave, and thus accompany
each area of the organization in the process:
• We launched the first level of our
academies related to strategic skills:
customer centric experience, digital
marketing,
technology
information
architecture, cybersecurity, agility, data
and advanced analytics.
the
developed
• We
track
“Soy
Supervielle”, to align all the proposals
for behavioral skills
for each of
Supervielle’s competencies. We also
designed some additional training, such
"Mentalidad de Crecimiento”
as
y
[Growth Mindset],
and
Productividad”
Productivity],
con
resultados" [Conversations with results]
and "Cómo lograr acuerdos en equipo”
[How to achieve agreements as a
team"], among other.
[Wellness
"Conversaciones
"Bienestar
• We
included technical content for
technology profiles and platforms for
training behavioral skills.
Development
Management
and
Performance
At Banco Supervielle we are committed to
developing the potential of our people and
to rewarding their efforts .
37
Banco Supervielle’s Performance Model
the organizational
For
transformation
started some years ago to be successful we
must embrace new behaviors and actions
that empower more and better leaders.
Therefore, we continued implementing our
Performance Model, which has two main
elements: the "what", related with the goals
for people and teams, and the "how",
focused on skills related to Supervielle
competencies required to achieve said
goals. Likewise, the model also includes
360°
receive
performance feedback of all employees in
the organization, throughout the year, with
a view to creating action plans in line with
our strategic pillars.
to give and
feedback
We continued stressing the importance of
having clear goals.
In 2022, we had a 92% level of goal
achievement, a 6% increase as compared to
2021.
Conversations were organized between
leaders and employees and among teams.
In the first instance, 69% of the staff made
comments
in the tool regarding the
conversations held on competencies, and
74% did so in the second instance.
A total of 2,279 feedbacks were delivered,
352 requested, 283 only senders and 755
only receivers. In addition, we organized the
feedback week (from July 11 to 17), with the
support of a communication campaign,
receiving in 7 days the same number of
feedbacks as those received in one month.
New Leadership Model
In order to continue strengthening our
performance, in 2022 we introduced “Soy
Líder Supervielle”, a model that looks for
transformational, humane,
inspirational,
and developmental leaders. The model is
based on 3 key pillars, People Leadership,
Business Leadership and Self-Leadership, in
order to promote the development of skills
that enhance through practice the expected
behaviors, not only of all leaders, but also of
each person. To present the model we
conducted a live show with Eduardo Braun,
Board Member of Grupo Supervielle, called
"Empodero mi Equipo" [I empower my
team] and we launched a new training on
the virtual campus for all the staff.
Diversity and Equal Opportunities
In 2021 we formed a multidisciplinary
Diversity, Equity and Inclusion (DEI) team
with the aim of raising awareness on these
issues. With this vision, in the year under
review we began
the
employee training plan with a focus on
leaders:
implement
to
• 100 senior executives were trained in
Inclusive Leadership.
• 100% of the Human Resources team
received comprehensive training
in
Diversity, Equity and Inclusion, so that
they were prepared to disseminate the
topic in their daily work.
• 1 workshop was held with
the
Communication areas to introduce a
diversity perspective in contents.
• Various meetings were held with the
Recruitment areas of Grupo Supervielle
introduce a diversity
companies to
perspective in the internal search and
promotion process.
Likewise, we continued participating in the
gender commissions of ADEBA and the
Sustainable Finance Protocol.
In 2023 we will focus on specific actions for
the four defined pillars (Gender Equity,
Disability, Psychological Safety and Equal
Opportunities), such as the mentoring
program for women or the new internal
search process, among other.
Benefits
We have a wide range of benefits that
contribute to the health, wellness and
economy of the people who work at Grupo
Supervielle and their families, in all the
regions where we carry out our activities.
38
We Take Care of our Health
Our employees have access to a corporate
health plan and emergency medical
coverage. Likewise, during the period under
review, we continued implementing various
actions related to health, such as the flu
vaccination campaign, online medical
consultation, workshops on stretching,
mindfulness, healthy cooking and talks
delivered by specialists on topics such as
breast cancer prevention, among other.
We Support our Families
Childbirth allowance, baby layette, and
lactation rooms are available for all our
employees, as well as the delivery of school
kits
for school-aged children of our
employees.
the year under
During
review, we
implemented a special benefit: a day off on
our employees' children’s birthday (up to 12
years of age) and to attend the graduation
from university or similar of our employees
and their children.
Parental Leave and Family Projects
In order to accompany our employees in the
lives, our
important moments of their
employees are entitled to parental leave,
that may be extended for a longer period.
At Banco Supervielle we offer leaves for
family projects, we extended the adoption
leave and improved the extended parental
leave.
We Promote our Wellness
In furtherance of our employee´s wellness,
we continued promoting team sports, in
addition to the Gympass benefit and
discounts in gyms and sports clubs. We also
have benefits that provide a better work-life
balance, such as the birthday day off.
In 2022, Banco Supervielle implemented a
number of benefits that provide flexibility
to work hours, such as remote working from
anywhere in the world for a month, or the
flex scheme after the return from vacations
with shorter work hours. In addition, we
launched a new vacation policy with a
minimum of 15 business days, weekends
and holidays excluded, at any time of the
year. At IOL, Supervielle Seguros and Broker
de Seguros our employees have one Friday
off per month.
We strengthen our Economy
Our employees enjoy benefits that help
strengthen their financial management,
such as Black and Signature credit cards,
discounts in safe deposit boxes, special
rates for personal loans, the best prices for
at
insurance
www.invertironline.com.
account
free
and
a
Discounts
We have agreements with certain brands so
that employees can enjoy significant
discounts on groceries, technology, hotels,
online newspapers, and entertainment. Our
employees also have discounts in different
educational establishments, and people
who work at IOL can also take English or
Portuguese group classes free of charge,
benefit from special prices in courses for
training and professional development, and
access to the IOL Academy Campus for free.
Talks and Training on Finance
We organized meetings where leaders from
specialized areas trained employees, from
new hires to leaders in charge of teams, to
provide financial guidance and contribute
to strengthening their personal finances.
Among them, we highlight the training on
staff and payroll management for managers
and middle managers (351 participants) and
paycheck information for new hires.
Remuneration
We constantly review the salary structure in
order to reward performance and retain
talent. In this review we always consider
labor market trends so as to maintain our
competitiveness and we take business
Stakeholders
account.
needs
into
39
(employees and unions) do not participate
in the salary adjustment process.
Our companies
to collective
bargaining agreements establish equal base
salaries both for men and women.
subject
In particular, at Banco Supervielle we
conduct two salary reviews per year
(compensation window) to analyze and
job promotions and salary
determine
In
adjustments for the entire payroll.
addition, throughout the year we carried
out
salary
competitiveness of critical digital positions,
in order to proactively define updates and
guarantee retention of key talent.
several analyses of
the
Internal Comunications and Events
During 2022 we maintained our internal
communications
to
Workplace, our main meeting and
information channel.
thanks
active
Eikon Awards
Within the framework of the 25th edition of
the Eikon Awards, that recognize excellence
in institutional communication in Argentina,
we received awards in two categories:
Internal communication, with our “Talento
Supervielle” program, and
Influencers
campaign, with our “Mujer Financiera”
cycle.
Podcasts que transforman
With our internal program "Podcasts que
inspiring
transforman" we
experiences of our people: their vision on
leadership, team empowerment and other
stories.
shared
OOPS!
We continued to promote the culture of
learning through trial and error. In 2022 we
held the fourth edition of "OOPS!" with
presentations by people
the
organization and special guests.
from
LinkedIn record
We continued to grow in social media. This
year we hit the milestone of 200,000
followers on LinkedIn.
Mujer Financiera
For the second year in a row, we presented
"Mujer Financiera" to generate value
content on financial inclusion.
Talento Supervielle
In 2022 we carried out a new edition of our
three
Talento Supervielle show, with
categories: multi-talent,
and
singing
dancing. Those who participated did so on
behalf and for the benefit of three NGOs:
Fundación Anpuy, Amigos de la Patagonia
and Casa Rafael
Prode Supervielle
Last year Argentina won the World Cup
again. At Supervielle we joined the passion
for soccer and organized our own betting,
and the winners received several prizes.
Influencers
to
We continued promoting our influencers
program,
democratize
created
teams
communication and make our
protagonists. We provided participants with
different training, material and consultation
channels through the Virtual Campus and
Workplace.
In addition, we organized
events every six months with the aim of
reviewing good practices and thinking
about future actions.
Today we have more than 300 influencers
distributed as follows:
• Central
these
areas:
Interested
in
communication,
influencers
generate content and news about non-
commercial areas, such as Technology,
Products, Marketing, Risks, Audit,
Human Resources.
• Service branches: Chosen together with
the managers of each branch, these
influencers promote actions such as the
use of communication channels and are
40
referents
development tools.
in terms of
learning and
• Divisions: They guide and coordinate
influencers of each division,
the
"cascade"
a
according
communication model
that allows
relevant information to be adequately
transmitted to all the people that make
up the branch network.
to
Volunteering
Our volunteering programs are based on
four pillars: Education, Childhood, Senior
IOL invertironline
Citizens and Environment. The aim is to
strengthen the social commitment of our
teams and have a positive impact on the
communities in which we operate, with a
long-term vision.
Likewise, we have in place the "Capitanes"
from our
program, where volunteers
organization can propose and develop their
own community projects together with
NGOs.
During 2022 the IOL’s People Department
implelemted certain benefits, such as
“Licencias Mapadres” [Parental Leave] and
“IOLERFLEX”, with a view to improving work
life balance.
Besides, as this is a first remote company,
some communication platforms were
implemented, such as Workplace, aimed at
consolidating work teams and maintaining a
fluid communication.
B.5. Sustainability
Grupo Supervielle's sustainability strategy
guides our decisions that have an impact on
the economy, the environment and people
through three main lines of action and
specific
their
integration with the business model.
objectives
aimed
at
approved
Supervielle
In December 2022 the Board of Directors of
Grupo
the
Sustainability Policy that establishes basic
principles
general
framework for sustainable management of
all our subsidiaries. Within this framework,
we continued working to meet ESG goals for
2022, 2023 and 2024.
provides
and
a
In the environmental pillar, we reduced our
carbon footprint by 29% compared to the
previous period and increased the number
companies evaluated under
of
Environmental and Social Risk Policy.
the
In the social pillar, we provided financial
training sessions to 6,600 people and we
internally trained 100 senior executives
under the Diversity, Equity and Inclusion
(DEI) awareness plan.
Finally, in the corporate governance pillar,
we remained in the BYMA Sustainability
Index for the fifth consecutive year.
During the reporting period we once again
issued GSS (Green, Social and Sustainable)
Bonds as we undertook 6 transactions
acting as dealer, arranger and collateral
agent of negotiable obligations and a
financial trust.
41
C. BOARD OF DIRECTORS, STRUCTURE AND INTERNAL CONTROL
Board of Directors
The Board’s responsibility is to promote and review the general business and risk policies and
strategies and to control that measures are taken at management level to identify, monitor and
mitigate the assumed risks. The Board’s duty is to manage Grupo Supervielle businesses and
approve general policies and strategies.
The Board of Grupo Supervielle is made up of three to nine directors. The Shareholders' Meeting
may also appoint the same number or less of alternate Directors.
At present, the Board of Directors is made up of seven members, and there are no alternate
directors.
Chairman
Julio Patricio Supervielle
1st. Vice-chairman
Emérico Alejandro Stengel
2nd. Vice-chairman
Atilio María Dell’Oro Maini
Directors
Eduardo Pablo Braun
Laurence Nicole Mengin de Loyer
José María Orlando
Hugo Enrique Santiago Basso
Eduardo Pablo Braun and José María Orlando are “independent” directors pursuant to the
provisions established by the Rules of the Argentine Securities and Exchange Commission.
Laurence Mengin de Loyer is a Non-Independent Director pursuant to the CNV Rules while she
is an Independent Director pursuant to Rule 10A-3 of the Exchange Act.
The Board of Directors carries out yearly performance self-assessments in line with the
guidelines and criteria of the Nominations and Remuneration Committee and the Ethics,
Compliance & Corporate Governance Committee.
The report corresponding to the 2022 self-assessment was submitted to the Nominations and
Remuneration Committee for consideration, and included information regarding the Board of
Directors’ structure, culture, information and resources, processes and dynamics and a self-
assessment of each director on their performance in the Board and in the committee of which
they are members.
Statutory Audit Committee
The Statutory Audit Committee is in charge of supervising and monitoring that the company’s
management of Grupo Supervielle S.A. is carried out according to law.
42
Statutory auditors are appointed by the Ordinary Shareholders' Meeting for a term of one year
and may be re-elected. Alternate statutory auditors take office in case of temporary or
permanent absence of statutory auditors.
As of this date, the Statutory Audit Committee is made up as follows:
Statutory Auditors
Enrique José Barreiro
Carlos Alfredo Ojeda
María Valeria Del Bono Lonardi
Alternate Statutory Auditors
Carlos Enrique Lose
Roberto Aníbal Boggiano
Jorge Antonio Bermúdez
Corporate Governance
stringent
standards of
The Corporate Governance Code adopted
by Grupo Supervielle seeks to reflect the
best corporate governance practices based
complete
on
information, efficiency, control, ethics,
investor protection, equal treatment of
investors and corporate transparency, so as
to create and preserve value for the entity,
its shareholders, customers, employees and
the general public.
The Corporate Governance Code adheres to
the guidelines of the Rules of the Argentine
Securities and Exchange Commission (CNV
Rules).
Grupo Supervielle has also adopted a Code
of Ethics
the main
that establishes
guidelines of professional performance and
moral conduct for all employees within the
Company and in their relationship with
suppliers and other stakeholders.
Rights of Minority Shareholders
For Grupo Supervielle, it is important that
minority shareholders have an active
participation
Shareholders’
Meetings. Grupo Supervielle’s commitment
is to ensure that minority shareholders
their
at
on
exercise their rights. Therefore, there are no
restrictions
their
whatsoever
participation at Shareholders’ Meetings.
introduce
The Board of Directors may
voting recommendations and/or notify
shareholders of any motion proposed for
consideration at the Shareholders’ Meeting.
and
(OECD),
Securities
In order to strengthen our corporate
governance practices, during 2022 we
reviewed the recommendations issued by
the Organization for Economic Cooperation
and Development
the Basel
Committee on Banking Supervision, the
International Finance Corporation (IFC) , the
Argentine
Exchange
Commission (CNV) and the Central Bank of
Argentina (BCRA) to assess their level of
implementation at Banco Supervielle. The
analysis yielded a satisfactory result, since
around 97% of the recommendations issued
been
by
implemented in the Company. Likewise, the
Ethics,
Corporate
Governance Committee proposed actions
to follow regarding the recommendations
that are not currently implemented.
organizations
Compliance
have
said
and
43
C.1. Board Committees
C.1.1. Audit Committee
The audit committee has no executive
duties and acts pursuant to the provisions
of the by-laws, the Internal Rules and the
applicable laws, in particular the Capital
Markets Law, the Rules of the Argentine
Securities and Exchange Commission, the
rules of the U.S. Securities and Exchange
Commission, the governance standards of
the New York Stock Exchange,
the
resolutions of the Superintendence of
Insurance, the standards of Bolsas y
Mercados Argentinos S.A., the Minimum
Internal Control Rules of the Central Bank of
Argentina and the resolutions of the
Financial Information Unit, among other
control agencies.
is
The Audit Committee
in charge of
assisting the Board in the supervision of
financial statements and the control of
compliance with the policies, processes,
procedures and rules set forth by Grupo
Supervielle S.A. and its subsidiaries.
The Audit Committee is made up of three
directors, two of which are independent
directors pursuant to the criteria of the
Argentine
Exchange
Commission.
Securities
and
C.1.2. Anti-Money Laundering and Terrorist Financing Committee (AML and TF)
and
in
Terrorist
of
Grupo Supervielle has an Anti-Money
Financing
Laundering
Committee
verifying
charge
compliance with current regulations on
anti-money
terrorist
financing applicable directly and at
level, to ensure that Grupo
subsidiary
Supervielle and its subsidiaries have an
adequate compliance level in line with the
best practices in that matter.
laundering
and
The Anti-Money Laundering and Terrorist
Financing Committee is made up of two
directors (one of whom is the Compliance
Officer with UIF and Chairman of the
Committee and the other is the alternate
compliance officer) and the Chief of
Prevention of Money Laundering and
Terrorist Financing area.
C.1.3. Risk Management Committee
The Risk Management Committee is in
charge of dealing at institutional level with
strategies and policies applicable to the
management of credit, market, interest
rate, liquidity, operational and any other
risks that may affect Grupo Supervielle and
its subsidiaries and of submitting to the
Board of Directors, for approval, the
strategy and policy documents on risk
management. Besides, it is in charge of
defining the risk appetite and tolerance
levels of Grupo Supervielle at consolidated
level and of approving and monitoring the
threshold and
limit structure for risk
management. It must also evaluate the
capital adequacy ratio, analyzing the Annual
Capital Self-Assessment Report (IAC), and
define the policy and methodological
44
framework for stress tests as part of the risk
management of Grupo Supervielle.
The Risk Management Committee is made
up of at least two directors, the CEO, the
CFO and the CRO.
C.1.4. Ethics, Compliance & Corporate Governance Committee
The Ethics, Compliance & Corporate
Governance Committee is a body of Grupo
Supervielle, the decisions of which are also
applicable to all its subsidiaries, and is in
charge of assisting the Board of Directors in
the adoption of
the best corporate
governance practices to maximize the
growth capacity of Grupo Supervielle and its
value
to
subsidiaries
prevent
and
destruction. It is also in charge of assisting
the Board of Directors in the supervision of
the ethics & compliance program.
It is made up of at least two directors, the
Chief Compliance Officer, the Chief of Legal
Affairs and AML, the CRO, the Head of
Internal Audit and the Head of Corporate
Affairs.
C.1.5. Nominations and Remuneration Committee
The Nominations
and Remuneration
Committee is a body of Grupo Supervielle,
the decisions of which are also applicable to
all its subsidiaries, and is in charge of
assisting the Board of Directors in matters
related to the appointment of Directors and
senior management and succession plans;
compensation policies
the Board
members and senior management and
in human
in general, and
employees
for
C.1.6. Disclosure Committee
The Disclosure Committee is a body of
Grupo Supervielle, the decisions of which
are also applicable to all its subsidiaries, in
charge of ensuring the timeliness, quality
relevant
and
information of Grupo Supervielle S.A. and
its subsidiaries that must be disclosed to
holders of company securities and the
markets where those securities are listed.
transparency
the
of
training
resources,
and performance
assessment policies (including bonuses and
variable compensation).
This Committee is made up of at least three
non-executive directors. The chairman of
the Committee must be an independent
director pursuant to the criteria of the
Exchange
Argentine
Committee.
Securities
and
It is made up of at least three directors of
Grupo Supervielle (including the Chairman
of the Audit Committee), the CEO, the CFO,
the Investor Relations Officer, the Chief of
Legal Affairs and AML, the Head of Internal
Audit and the company’s accountant.
C.1.7. Cybersecurity Committee
The Cybersecurity Committee’s main
objective is to assess and implement the
policies proposed as regards information
security and, in particular, cybersecurity,
including the definitions of risk appetite and
information security risk map. In addition,
45
the Cybersecurity Committee must see to
the compliance of such policies, including
the contingency plan for cybersecurity
events.
the CEO of Banco Supervielle, the Head of
Technology and
the CIOs of Grupo
Supervielle’s companies, the CRO and the
CISOs of Grupo Supervielle’s companies.
The Cybersecurity Committee is made up of
two directors, the CEO of Grupo Supervielle,
C.1.8. Committee for the Analysis of Operations with Related Parties
The Committee
the Analysis of
for
Operations with Related Parties is a body of
Grupo Supervielle with consultation and
supervision powers in charge of monitoring
that transactions among affiliates are in line
with the Related Parties Transactions Policy
and sees that they are carried out in a
transparent way and pursuant to the
provisions of applicable regulations.
It is made up of at least one director (which
must be the Chairman of the Ethics,
Compliance and Corporate Governance
Committee), the CEO, the CEO of the
affiliate involved in the transaction, the
Chief of Legal Affairs, the Chief Compliance
Officer, the CRO and the Chief Financial
Officer.
C.2. Compensation Policy for the Board of Directors and Senior
Management
for
The members of the Board of Directors and
of the Statutory Audit Committee receive a
compensation
their performance
pursuant to the provisions of the Argentine
Companies Law and the rules of the
Argentine
Exchange
Commission.
Securities
and
The
total compensation of Directors
determined or approved by the Ordinary
Shareholders’ Meeting pursuant to Section
234 of the Argentine Companies Law,
cannot exceed the limits established by the
CNV and by Section 261 of the Argentine
Companies Law.
If the performance by any Director of
technical and administrative tasks justifies
payment of compensation in excess of the
amounts established by the CNV, said
payments may only be made if they are
expressly agreed by the Shareholders’
Meeting, to which end the matter must be
included in the agenda of the Ordinary
Shareholders’ Meeting.
to
total of compensations paid
The
Directors of Grupo Supervielle, paid, or
accrued for by Grupo Supervielle S.A. or its
subsidiaries,
to
$668,566,606.52.
amounted
in 2022
Policies and process to determine the compensation of the Board of Directors and
Senior Management
and Remuneration
The Nominations
Committee is in charge of approving all
incentive systems and of determining fixed
compensation policies and performance
assessment
Senior
Management and other members of the
systems
the
for
46
staff, excluding the members of the Board
of Directors. The most relevant features of
the system are:
• Design
and
structure
of
remunerations. We seek to strike an
adequate balance between obtaining
results and managing risks in general, so
recognize
as
to
employees’
the
to
achievement of individual, unit and
company goals in an environment of
healthy competition and merit and
performance-based payment.
remunerate and
contribution
in
risks
considering
determined
• Measures which take into account
the
future
current and
compensation process. The variable
component of the compensation of
Grupo Supervielle senior management
is
the
achievement of individual objectives,
those of their business units and the
goals of the organization, as well as the
achievement of specific goals aimed at
keeping the different risks within the
desired thresholds, such as credit risk,
which includes delinquency; ratio of
non-performing portfolio and loan loss
provisions, strategic risk, in connection
with any deviations from the main
Rate
Liquidity,
performance variables of the entity’s
finances vis-a-vis the annual plan, as
well as adjustment thereof, and the
Market,
and
Securitization Risk, in connection with
the achievement of profitability targets.
Profitability
the
applicable policies in the financial area,
which are monitored by the Assets and
Liabilities Committee (ALCO).
is determined by
that
Likewise,
• Performance based compensation.
Each department has a variable
scheme
remuneration
links
payment
the achievement of
to
individual goals, with an impact on the
calculation of remuneration, and of
company or business unit goals, which
are used to adjust the variable incentive
amount.
variable
remuneration schemes for risk takers
contemplate degrees of compliance
with respect to the established risk
appetite.
Incentive for Long-Term Performance.
A
incentive for
certain senior executives of the Banking
business unit was established, linked to
the achievement of strategic goals for
2022, 2023 and 2024, which consists of
a retirement insurance policy .
long-term payment
the
•
47
Compliance
Compliance Operating Model
During 2022, the Compliance Department
continued with the implementation of the
compliance operating model
the
different Grupo Supervielle companies.
in
Said model establishes the tasks of the
the
Compliance
Department
implementation
of
and
compliance and also the guidelines of
conduct and obligations for all companies
and their employees.
supervision
in
Compliance
Throughout the year, different training
activities were carried out to publicize the
policies and procedures approved by the
and
Corporate
Ethics,
Governance
Follow-up
Committee.
meetings were also held with Compliance
referents to assess the culture of integrity in
related companies, identifying strengths
and weaknesses in model implementation
and developing action plans to fix the
concerns raised.
Regulatory Compliance
with
The Compliance Department is in charge of
240
compliance
monitoring
regulations issued by regulatory authorities,
and works together with the business to see
to the effective implementation of said
regulations. A monthly follow up is carried
out of the regulations
in process of
implementation to verify progress thereof.
Culture of Integrity and Training
The Compliance Department developed
various training courses, through in-person
through
or e-learning
publications
in order to
in Workplace
promote the ethical behaviors outlined in
our Code of Ethics.
sessions and
During the year 96% of our employees
received e-learning courses on the Code of
Ethics and 77% on the Integrity Program for
the Prevention of Corrupt Practices.
In addition, a Compliance Guide was
published in Workplace with the duties
in our corporate policies,
established
together with
asked
"frequently
questions" protocol as a follow-up guide for
our employees.
a
Transformation of the Branch Network
As regards the transformation of the Branch
the Compliance Department
Network,
acted as liaison with the regulator in order
to effectively implement this model and to
comply with the regulations of the Central
the
Bank of Argentina applicable
expansion of financial entities.
to
Upon termination of Banco Supervielle's
agreement as Financial Agent for the
Province of San Luis and the transfer of such
branches, the Compliance Department
acted as liaison between Banco de la Nación
Argentina as recipient and the regulatory
agency to ensure the effective transfer of
the
branches and
regulations in force.
compliance with
Diversity, Equity and Inclusion
The Compliance Department actively
participated in the development of the
Diversity, Equity and
(DEI)
strategy, as part of the interdisciplinary
team formed to implement said strategy.
Inclusion
Several actions were carried out, such as
campaigns and the
awareness-raising
comprehensive diversity training program
for the HR and Communications teams and
Leaders of Grupo Supervielle.
Work was also done on the adoption of
equitable practices that promote equal
opportunities and generate a safe work
a sense of
environment that offers
belonging and inclusion.
48
Integrity Program for the Prevention
of Corrupt Practices
During 2022 we carried out a review that
yielded positive results on aspects that
make up our integrity program as compared
to current regulations.
Corporate Governance
In order to strengthen our corporate
governance practices in line with the best
local and international practices, during
2022 we reviewed the recommendations
issued by the Organization for Economic
Cooperation and Development (OECD), the
Basel Committee on Banking Supervision,
the International Finance Corporation (IFC)
, the Argentine Securities and Exchange
Commission (CNV) and the Central Bank of
Argentina (BCRA) to assess their level of
implementation at Banco Supervielle. The
analysis yielded a satisfactory result, since
around 97% of the recommendations issued
been
by
implemented in the Company. Likewise, the
Ethics,
Corporate
Governance Committee proposed actions
to follow regarding the recommendations
that are not currently implemented.
organizations
Compliance
have
said
and
Ethics & Values Line
At the Compliance Department we dealt
with 46 complaints received through the
Ethics Line.
All the complaints were investigated and
managed by different areas, establishing
action plans ranging from reinforcement of
the persons
values and coaching
reported, to their dismissal, if appropriate.
to
In addition, a new video was released on
Workplace together with the HR area about
the Ethics Line and the situations that may
and should be reported, highlighting the
confidential treatment of complaints and
the importance of using the channel to
ensure safe and transparent work spaces
for everyone.
Product Governance
In order to launch products and services
with the best quality standards and
appropriate to our customer segments, the
Product, Service and Channel Approval
Committee approved the launching of 4
products/services/channels.
D. RISK GOVERNANCE
Our highest governing body promotes a risk
culture based on a robust corporate
structure for decision-making and on the
technical and professional expertise of the
relevant areas. During the year under
review, the Board of Directors approved a
line of defense policy establishing the
responsibility of all employees
in risk
management:
49
inclusion. During the reporting period, our
highest governing body approved the
implementation of the diversity, equity, and
inclusion training plan for all employees,
with special focus on the organization's
leaders.
This model expedites the communication of
all critical concerns from the committees to
the Board of Directors, our highest
governing body, including those related to
environmental,
corporate
social
governance (ESG) factors and associated
risks. Likewise, the Board of Directors
reviews strategic issues related to human
resources and diversity, equity and
and
Risk Governance
for
Supervielle
implemented
Pursuant to the guidelines set forth by the
Central Bank of Argentina
risk
management and corporate governance,
Banco
a
comprehensive risk management program
which introduces the new local regulations
and the guidelines recommended by the
Basel Committee on Banking Supervision.
The Board of Directors of Grupo Supervielle
defined a Corporate Governance model to
ensure the correct alignment of the
management of the business units with a
control and risks environment according to
international standards. Thus, at Grupo
Supervielle
the organizational
structure is defined as follows:
a) The CFO (Chief Financial Officer) of
Grupo Supervielle, reports directly to the
level,
CEO of Grupo Supervielle, to ensure an
adequate management control framework
and to carry out all the duties related to
information that, as a public company, it
must provide to current and prospective
shareholders.
b) The CRO (Chief Risk Officer) of Grupo
Supervielle,
the Risk
Management Department, reports directly
to the Board of Directors of Grupo
Supervielle, and in turn to the Board of
Directors of Banco Supervielle, since
he/she is also the CRO of Banco Supervielle.
Thus, business management is separated
from risk management, in line with the
principle of good corporate governance.
charge of
in
50
The risk governance structure is completed with the Board Committees and the Senior
Management that act in this area.
Risk Management in Banco Supervielle
Risk Management Corporate Principles
Comprehensive risk management at Banco Supervielle is based on five main pillars:
Pillar I -
Independence between risks
control and business and
management functions.
Pillar II - Risk control and management
highly
corporate
in
a
integrated
professional
structure.
Pillar III - Decision making by a multi-
member body with a high
involvement of the Board of
Senior
Directors
Management.
and
Pillar IV - Risks
in
line with the Risk
Appetite, defined by the Board,
which
constantly
monitored.
are
three
Risks management based
Pillar V -
on
lines of defense and a
comprehensive vision at Grupo Supervielle
level.
2022 Risks Management Highlights
The 2022 risks management highlights were the following:
Credit Risk (standalone balance sheet of Banco Supervielle)
suffers
Credit Risk is the possibility that Banco
Supervielle
and/or
impairment of its assets as a result of non-
performance by debtors or counterparties
of credit agreements. Any event that
losses
implies an impairment of the current value
of credits granted is considered a credit risk,
irrespective of whether there is or not an
actual
the
counterparty.
non-performance
by
51
it
The Bank has customer scoring models
intended to determine the maximum risk
limits which
is willing to assume,
establishing credit facilities, the contract
terms and the guarantees to be posted. To
such end, the Entity uses Scoring Models
and Rating Models to manage the Credit
Risk and obtain an objective score for each
customer, which is then associated with a
probability of default (PD). These models
are used for decisions related to credit
granting and the associated limits, and later
for credit pricing. Such models and their cut
off are key for loan granting policies.
Banco Supervielle reports are reviewed by
the Risk Management Committee and the
Board of Directors. Such reports analyze the
credit risk and the entity’s evolution in
terms of exposure at different granularity
levels
(Commercial Banking, Segments,
Teams, Products, etc.)
Regarding Risk Appetite, Banco Supervielle
has a Drill Down indicators approach, to wit:
Non
NPL
Performing Portfolio Coverage Ratio and
Cost of Risk.
(Non-Performing
Loan),
economic
Likewise, in 2020 the entity developed a
portfolio limits scheme linked to individual
and
concentration,
group
concentration of the main debtors, supplier
value chain, economic activities, facility risk
foreign currency exposure and
rating,
exposure
social
activities with
environmental risk.
to
In addition to the aforementioned models,
Banco Supervielle has developed RAROC
Management
and
Measurement
methodologies to monitor the risk-return
ratio of its businesses.
Supervielle
Throughout 2022, Banco
continued working on the development of
scoring and rating models, studying new
Machine Learning methodologies at the
time of development. A summarized rating
model was developed which seeks to
evaluate the behavior of SMEs by means of
algorithms that reduce the intervention of
qualitative variables. Work began on the
development of an income predictor that
uses
of
customers, in order to achieve greater
predictability and thus be more effective in
the granting of products.
transactional
information
During 2022 we continued with the
quarterly
model
of
them within
performance,
predictive metrics
line with best
practices.
monitoring
keep
in
to
As part of the continuous review of Credit
Policies, requirements were updated for
granting products
in the Plan Sueldo,
Mercado Abierto and Previsional segments,
maintaining policies in line with the defined
risk appetite and the strategic objectives of
the organization.
As
for Entrepreneurs and SMEs, we
continued strengthening self-management
in order to provide a better response time
within the accepted risk thresholds and to
attract customers by generating efficiency
in the granting process. At the same time,
massive scoring policies were implemented
to rate most of the portfolio.
in
by
cross
defining
Additionally, the Credit Risk team began to
the process of digital
participate
transformation of Individuals and Business
segments,
KPIs,
participating in the ceremonies of agile
methodologies together with the squads
implementing a scheme of agile
and
approvals with
of
different
authorization, according to the risk level
associated with the policy that needs to be
modified or created.
levels
Analyses carried out by the Risk Intelligence
Department were also implemented to
improve various processes
such as:
collection from individual customers, policy
modification, etc.
52
loss methodology
The expected credit
under IFRS 9 continued to be implemented,
focusing on improvements on parameter
estimate methodologies (PD, EAD and LGD),
aligning parameter definitions to the credit
process. In addition, work was done in the
automation of the forward looking model,
to test multiple models and then select the
best fitted to the macroeconomic variables,
thus achieving a better prospective view.
Validation continued of the plan in force
related to different models implemented,
obtaining a positive result for all models
validated by an independent third party.
Finally, the Social Environmental Risk Policy
was redefined in the credit analysis of our
portfolio, adopting an updated approach to
environmental risks and climate change.
and
Among the changes included, we expanded
the universe of companies under analysis -
introducing the SME segment to the already
existing Medium
Large-sized
Companies segment. Likewise, the whole
portfolio was classified according
to
environmental impact criteria, based on the
economic
carried out by
customers. Among the most significant
changes, caps on specific activities were
ruled out in order to establish a 5% risk
appetite for hazardous activities, pursuant
to the classification of economic activities
with environmental
impact mentioned
above. This metric is an additional module
of Portfolio Limits.
activities
Loans to SMEs, Medium and Large Sized Companies, Financial Institutions and
Public Sector
2022 Highlights include: 1) improvement of
portfolio quality
through permanent
monitoring, and 2) credit advice provided to
the Corporate Capital Markets area in the
assessment of capital market transactions
and positioning as a leading player in the
Guaranteed SMEs Negotiable Obligations
segment.
Individual Credit Recovery Squad
During 2022 we actively worked on loan
portfolio, open market and recovery of
non-performing loans.
Special campaigns were
launched for
customers in financial distress, offering
refinancing and special
restructuring,
for advanced delinquency,
reductions
compliance with BCRA
always
in
support
regulations and
customers in such complex times so that
customer experience
is always at the
center.
seeking
to
Mortgages were dealt with on a case by
case basis, thus mortgage delinquency
rates remained stable.
The work done by the legal audit team
allowed us to improve the processes and
quality in the management of external
suppliers.
in
The Emerix core, developed by the agile
squad under the same name, was key to
portfolio management, providing high
flexibility
the creation of special
campaigns. It also generated evolutionary
improvements on its refinancing simulator,
such as the Virtual HUB for customer
refinancing, other modules for agreements
improve
and
management efficiency and transparency.
reductions,
which
53
c)
Non-Financial Risks
Special Risks
In 2022 the fraud management area was
included in the Special Risks Department.
The team worked on three objectives, with
positive results:
a) control of corporate delinquency
and surveillance of high-risk credit
assets,
b) recovery of sensitive credits, and
Financial Risks
that
implementation of an engine for
fraud prediction
includes
Machine Learning models. We
achieved positive results at all
levels, hiring a 24x7 Customer
Service, exclusively
fraud
reports.
for
Banco Supervielle includes in this group the
following types of risks:
conditions that result in an alteration of
financial risk exposure.
•
and Risk of
Liquidity Risk
Concentration of Funding Sources
Interest Rate Risk
•
• Market Risk (price, exchange rate,
interest rate and options).
• Securitization Risk (integrating the
securitization activity and the
interest rate and credit risks
involved).
The Risk Management Committee delegates
the responsibility for
implementing the
policies and strategies related to these risks
to the Assets and Liabilities Committee
(ALCO), composed of senior management
staff and representatives of the business
units in which financial risk arises. This
appropriate
committee
interdisciplinary
an
expeditious treatment of changes in market
environment
provides
the
for
During 2022, the Financial Risk Management
Department, which deals with all the
aforementioned risks, participated in the
design of tools and reports to support the
decisions to meet the objectives of the
Financial Planning Department and the
Trading desk, with active participation in the
ALCO Committee. During the year work was
focused on the automation of processes to
gain agility in the production and delivery of
daily reports, especially on the market (VaR
and P&L calculation), financial margin, rate
mismatch and evolution of LCR. To this end,
processes were automated with the use of
robots and of Python programming
language.
Liquidity Risk
Banco Supervielle developed a system to
manage Liquidity Risk which includes risk
appetite and defines the risk levels and
types the bank is willing to assume to carry
out the budget plan without relevant
deviations, even under stress conditions.
Core metrics used
management include:
for
liquidity
risk
•
Ratio
Coverage
Liquidity
(LCR):
measures the high-quality liquid assets
to total net cash outflows ratio during a
30-day period. Banco Supervielle
calculates this ratio on a daily basis.
• Net Stable Funding Ratio
(NSFR):
measures Banco Supervielle’s capacity,
at standalone and consolidated level, to
finance its activities with sufficiently
54
stable sources to mitigate the risk of
future stress situations deriving from its
funding. Banco Supervielle calculates
this ratio on a daily basis.
Additionally, daily monitoring is carried out
on follow-up metrics by the Assets and
Such
Liabilities
indicators intend to disaggregate the main
Committee
(ALCO).
Interest Rate Risk
This type of risk is the potential impact of
fluctuations in the interest rate prevailing in
the market on the interest margin and the
bank’s economic value.
analysis
presents
a
the balance
interest
Banco Supervielle uses the interest rate gap
analysis to manage the interest rate risk.
basic
This
sheet
representation of
structure and detects
rate
concentrations at different time periods.
The gap accumulated during the first ninety
days draws special attention as it is the
holding period used for assessing the
interest rate risk exposure, and due to its
importance to assess the actions that may
modify the balance sheet structure.
The management of balance sheet interest
rate risk seeks to maintain the bank’s
exposure in line with the risk appetite
profile accepted by the Board in case of
interest rate movements in the market.
With this goal in mind, interest rate risk
management depends on the monitoring of
two metrics:
• MVE – VaR Approach: measures the
the estimated
difference between
the market
economic value with
interest curve
and the estimated
economic value with the interest rate
curve arising from the simulation of
different stress scenarios. This is the
approach used by the entity to calculate
the economic capital arising from this
risk.
trend
changes
LCR components through the assessment of
the entity’s liquidity and warning about
possible
that might
jeopardize the guidelines on risk appetite.
With the monitoring indicators dashboard,
the Committee assesses the availability of
liquid assets in case of an outflow of more
volatile deposits.
• NIM – EaR Approach: measures the
change
in expected accruals for a
specified term (12 months) in case of a
shift of the interest curve originated in
a
stress
scenarios.
simulation of different
the
the
publication
Following
of
Communication “A” 6397, the Central Bank
of Argentina described the guidelines
applicable to the interest rate risk in the
investment portfolio. The rules make a
distinction between
impact of
fluctuations in the interest rate levels on the
underlying value of assets, liabilities and the
entity’s off-balance sheet items (economic
value or MVE) on the one hand, and the
alterations that might be caused by such
rate movements on income and expense
sensitive to them, affecting the net interest
income (NII). As aforesaid, this same
criterion was used by Banco Supervielle at
standalone and consolidated level so that
the new rules implied a readjustment of the
the proposed
management model
measurement methodology, maintaining
certain criteria and including others.
to
use
Supervielle must
the
Banco
Standardized Framework described in para.
5.4. of Communication “A” 6397 to measure
the impact of six fluctuation scenarios on
the economic value of equity (∆EVE) of
entities. These scenarios include parallel up
in market
and parallel down changes
interest
or
curves,
steepening of such curves, as well as short
flattening
rate
55
“Financial
rules on
term rate up or down. A market rate base
curve is considered for every significant
currency of each entity’s balance sheet. As
Banco Supervielle belongs to Group “A” of
financial
institutions, pursuant to the
classification provided for in para. 4.1. of
the
Institution
and
Authorities,”
consolidated level it must use an internal
measurement system (IMS) for the net
interest margin (∆NIM) measurement. As
Banco Supervielle is for the moment not
identified by the Central Bank of Argentina
as a domestic systematically
important
bank (D-SIB), it is not bound to have its own
internal measurement system (IMS) for the
standalone
at
Market Risk
Banco Supervielle defines Market Risk as
the risk from deviations in the trading
portfolio value as a result of market
fluctuations during the period required to
settle portfolio positions.
The measurement, control and follow up by
the Financial Risk Management Department
encompasses transactions with a risk of loss
of the entity’s equity, at consolidated and
standalone level, as a result of changes in
market factors. This risk derives from the
changes in the risk factors under analysis
(interest rate risk, exchange rate risk, equity
risk and options risk), as well as liquidity risk
of the different products and markets in
which the entity operates.
to
Due
its business profile, Banco
Supervielle is the entity with the greatest
exposure to this risk, while IUDÚ Compañía
Financiera has a much lower exposure,
more associated with the entity’s liquidity
management.
In order to measure risk of the different
positions and establish a structure of limits
for management and
and
control purposes, Banco Supervielle uses
the diversified VaR (value at risk) model,
thresholds
economic
measurement.
value
of
equity
(∆EVE)
Irrespective of regulatory provisions, Banco
Supervielle has been working with internal
measurement systems (IMS) to measure
the impact of rate changes, both on the
economic value of equity (∆EVE) and on net
interest margin (∆NIM). Development of
these systems included the establishment
of assumptions for the determination of the
maturity of different items of assets and
liabilities that do not have a defined
maturity or with implied or explicit behavior
options.
conditions
which is the maximum expected loss in the
value of a financial assets portfolio in
normal market
a
determined time horizon and subject to a
specified level of confidence. On this basis,
indicators are defined to detect the level in
which a potential market risk may be
identified so as to take preventive action.
over
As regards market risk, focus is on the
trading portfolio managed by the Trading
Desk, although a more stringent control is
liquidity
carried out which
management positions. Thus, regarding a
more comprehensive trading portfolio,
controls are limited to the risk exposure
assumed, as per the VaR methodology, in
relation to the Regulatory Capital (RC).
includes
The approved strategies and policies for
trading portfolio operation are reflected in
the Uniform Risks Map, which explains in
detail the transactions that the Trading
Desk is authorized to carry out a well as the
control framework applicable to the entity’s
risk appetite. Thus, limitations are set on
financial
the
of
the
instruments, maximum VaR on
diversified
loss
portfolio, maximum
admissible before implementation of a stop
position
certain
56
loss policy and conditions that could give
rise to the implementation of a stop gain
strategy.
is
supplemented by action plans that must be
implemented when
limits are
exceeded.
scheme
control
those
This
To contribute to the assumed risk analysis
with alternative measurement metrics
capable of mitigating the usual criticism on
the VaR methodology, Banco Supervielle
recognizes the change in market conditions
Stress Test
In compliance with the “guidelines for risk
management in Financial Institutions”
established by the BCRA, Banco Supervielle
developed a stress test program within the
framework
risks
the
management. Such program evolved with
and
the new upgrades
methodologies used to that end.
Entity’s
tools
to
of
Stress tests show the risk profile of an
Entity and its resilience to internal and/or
external disturbances.
Said tests are used together with other risk
management tools in the decision-making
process.
Stress tests are defined as the assessment
of the economic/financial situation of the
Entity vis-a-vis various adverse yet possible
scenarios in order to know and analyze the
Bank’s capacity to face those scenarios and
their associated impact.
Economic Capital
entities
In compliance with the guidelines for
risk management
financial
the Central Bank of
established by
Argentina, Banco Supervielle developed an
internal, integrated and global process to
in VaR
on risk exposure through an adjustment of
volatilities used
calculation.
According to the methodology used, returns
on assets recorded on most recent dates
have a greater impact on the calculation of
volatilities. Concurrently, the entity makes
an assumed risk measurement and follow-
up with an Expected Shortfall methodology,
thus analyzing the universe of unexpected
losses in the distribution tail beyond the
critical point indicated by the VaR.
Stress tests are mainly important to:
• Provide a prospective risk assessment;
• Overcome model and historical data
limitations;
• Support
external
and
internal
communication;
• Establish capital and liquidity planning
procedures;
• Determine risk tolerance levels;
• Develop
risk
and
in possible stress
contingency
mitigation plans
situations.
Regarding the sovereign debt market, in
the Financial Risk Management
2022
Department conducted Management Stress
Tests, to analyze the impact of different
What If scenarios and thus assist in the
decision-making process regarding the level
of risk appetite to be assumed.
assess the economic capital sufficiency
based on risk capital, and annually prepares
the Capital Self-Assessment Report (CSR).
57
Results as of December 31, 2022 are distributed as follows:
Economic capital is that required to cover
the entity’s expected and unexpected losses
originating in all the risks to which the entity
is exposed. Therefore, economic capital
estimates are used to determine the capital
or own resources Banco Supervielle would
require to cover such losses.
The risks on which Banco Supervielle
established methodologies
the
calculation of economic capital and its
weighting as of December 2022 are as
follows:
for
58
E. SHARE STRUCTURE – SHAREHOLDERS – SHARE BEHAVIOR
Since May 19, 2016, Grupo Supervielle Class B shares are traded on BYMA (formerly MERVAL)
and MAE under the ticker “SUPV.” The ADSs of Grupo Supervielle, which represent 5 Class B
shares each, are traded on the New York Stock Exchange (NYSE) under the ticker “SUPV.”
As of December 31, 2022 the share structure of the company was as follows:
Controlling Shareholder
Class B shares-Floating
Class B shares held by the company's
treasury
ADRs (expressed in Class B shares)
Class A Shares
Class B Shares
Total
61,738,188
98,684,713
160,422,901
66,956,214
66,956,214
12,310,611
12,310,611
213,755,485
213,755,485
Total
61,738,188
394,984,144
456,722,322
Each share of our common stock represents
the same economic interests, except for
holders of our Class A shares who are
entitled to five votes per share, while
holders of Class B shares are entitled to one
vote per share.
1. As of December 31, 2022
2. Voting rights excludes for the calculation 12,310,611 Class B Shares as of December 31, 2022,
held by the Company´s treasury. These shares were repurchased by the Company under the
current buyback program. As today the Company holds these shares in the treasury portfolio.
59
Repurchase of Own Shares
During the year under review, the Board of
Directors approved a program for the
acquisition of own shares, in line with the
provisions of section 64 of Law No. 26831
and the rules of the Argentine Securities
and Exchange Commission (CNV), taking
into account the national and international
macroeconomic context, the high volatility
of the capital markets and the sharp
the value of Grupo
deterioration
Supervielle's shares associated with the
increase in Argentine risk.
in
In this regard, the Program constitutes a
viable and efficient alternative to apply
excess cash position for the benefit of
Grupo Supervielle and its shareholders,
given that at the time of its launch the
Company had the liquidity necessary and
that an adequate level of solvency was
maintained
the
transaction. Over 60% of the program had
been implemented at the end of the year,
reaching 86% at the date of issuance of this
report.
carrying out
after
The repurchase of shares represents the
continued confidence and the conviction of
the Board of Directors and Management in
the execution of our strategic priorities and
in the valuation of the Company.
Evolution of share price and volume of Grupo Supervielle traded on BYMA during 2022:
60
Evolution of ADS price and volume of Grupo Supervielle traded on the NYSE during 2022:
F. DIVIDENDS PAID AND RECEIVED
As a general rule, each year, the Board of
Directors favors the efficient use of capital
in its capital distribution recommendation
the Shareholders’ Meeting.
made at
Therefore, the Board may recommend
reinvesting profits when
investment
opportunities exist or distributing dividends
when there is excess capital.
During 2022, as resolved by the Ordinary
and Extraordinary General Shareholders'
Meeting of April 27, 2022 and after the
partial release of other reserves established
for the distribution of dividends approved
by the Board of Directors on May 5, 2022,
pursuant to the provisions of General
Resolution No. 777/2018 of the CNV, which
establishes that "the distribution of profits
shall be made in the currency of the date of
the shareholders' meeting by using the
price index corresponding to the month
prior to such meeting,” a cash dividend was
paid in the amount of $293,080,487.62
available as of May 17, 2022. The
aforementioned dividend was intended to
set off the obligation to pay the personal
assets tax on shares and interests and the
withholdings on dividends and similar
profits so as to recover the tax amount
without detriment to the Company. The
to
amount
64.170388331% of the capital stock of
$456,722,322 and to $0.64170388331 for
each
and
$3.20851941655 per ADS.
distributed was
outstanding
equal
share
Additionally, in 2022, the company received
the
its
subsidiaries:
dividends
following
from
61
Dividends received from subsidiaries
Date
Supervielle Seguros S.A.
Supervielle Asset Management
Supervielle Agente de Negociación
Sofital
Total
April
November
April
April
May
Dividend
($)
475,433,246
190,312,674
603,526,076
75,000,000
60,072,877
1,404,344,873
G. ANALYSIS OF INCOME STATEMENT EVOLUTION
Consolidated Income Statement
(in thousands of Pesos)
Interest income
Interest expense
Net Interest income
Fee income
Fee expense
As of
December 31,
2022
As of
December 31,
2021
252,907,000
201,456,029
(165,506,340)
(117,848,917)
87,400,660
83,607,112
30,339,068
32,462,798
(10,723,155)
(9,896,431)
Income from Insurance Activities
4,526,372
4,424,232
% Change
25.5%
40.4%
4.5%
(6.5%)
8.4%
2.3%
Net fee income
Subtotal
Net income (loss) from financial instruments measured at
fair value through profit or loss
Result from derecognition of assets measured at
amortized cost
24,142,285
26,990,599
(10.6%)
111,542,945
110,597,711
19,082,195
19,732,349
0.9%
(3.3%)
491,837
495,139
(0.7%)
Exchange rate differences on gold and foreign currency
2,742,959
1,933,094
41.9%
Financial income and holding gains (losses)
22,316,991
22,160,582
Other operating income
8,928,430
8,337,101
0.7%
7.1%
62
Result from exposure to changes in the purchasing power
of the currency
(17,795,343)
(14,813,710)
20.1%
3.3%
8.1%
(4.5%)
22.6%
15.4%
148.4%
148.4%
Loan loss Provisions
Net operating income
Benefits to staff
Administration expenses
(13,440,269)
(18,283,050)
(26.5%)
111,552,754
107,998,634
53,892,546
49,850,151
28,562,821
29,911,619
Depreciation and impairment of assets
10,098,597
8,233,781
Other operating expenses
Operating income (loss)
26,629,705
23,075,453
(7,630,915)
(3,072,370)
Income before tax on continuing business activities
(7,630,915)
(3,072,370)
Income tax on continuing business activities
(3,238,505)
866,444
(473.8%)
Net Income (loss) for the year
Net income (loss) for the year attributable to the owners
of the controlling company
Net income (loss) for the year attributable to non-
controlling interests
(4,392,410)
(3,938,814)
(4,387,575)
(3,934,696)
11.5%
11.5%
(4,835)
(4,118)
17.4%
Other comprehensive income (loss)
(1,331,228)
(196,852)
(1,329,856)
(196,624)
576.3%
576.3%
Other comprehensive income attributable to non-
controlling interests
Other comprehensive income attributable to non-
controlling interests
(1,372)
(228)
501.8%
Comprehensive Income (loss) for the year
(5,723,638)
(4,135,666)
Comprehensive income for the year attributable to the
owners of the controlling company
(5,717,431)
(4,131,320)
38.4%
38.4%
Comprehensive income for the year attributable to non-
controlling interests
(6,207)
(4,346)
42.8%
63
Standalone Information
Standalone Comprehensive Income (loss) Statement (in thousands of pesos)
2022
2021
% Change
As of December 31, 2022:
Interest income
Interest expense
Net interest income
1,182,637
367
(3)
(46,872)
1,182,634
(46,505)
n.r.
n.r.
n.r
Net income (loss) from financial instruments measured at fair value through
profit or loss
440,075
345,885
27.2%
Result from derecognition of assets measured at amortized cost
(6,046)
(46,035)
(86.9%)
Exchange rate differences on gold and foreign currency
310,769
255,354
21.7%
Other operating income
934,454
765,892
22.0%
Result from exposure to changes in the purchasing power of the currency
Net operating income
Benefits to staff
Administration expenses
Depreciation and impairment of assets
Other operating expenses
Operating income (loss)
(2,427,936)
(1,188,053)
104.4%
433,950
86,538
401.5%
47,752
70,925
(32.7%)
373,555
552,872
(32.4%)
203,001
182,622
11.2%
59,157
57,340
3.2%
(249,515)
(777,221)
(67.9%)
Income (loss) from subsidiaries, associates and joint businesses
(4,037,045) (3,019,539)
33.7%
Income before tax on continuing business activities
(4,286,560) (3,796,760)
12.9%
Income tax on continuing business activities
101,015
137,936
(26.8%)
Net income (loss) for the year
Other comprehensive income (loss)
(4,387,575) (3,934,696)
11.5%
(1,355,336)
(265,548)
410.4%
Income taxes from other comprehensive income
25,480
14,460
76.2%
Comprehensive income for the year
(5,717,431) (4,185,784)
36.6%
64
Consolidated Cash Flow
(in thousands of Pesos)
As of
December 31,
2022
As of
December,
2021
Cash flow from operating activities
1,557,004
16,553,973
Cash flow from investment activities
(7,035,494)
(9,378,675)
Cash flow from financing activities
(12,572,458)
(24,472,681)
Effect of exchange rate change
Total cash flow change
15,549,289
21,182,288
(2,501,659)
3,884,905
During the year ended December 31, 2022,
the net loss attributable to owners of the
controlling entity amounted to $4,387.6
million, an increase of $452.9 million as
compared to the loss of $3,934.7 million in
2021, originated in a decrease of $1,017.5
million in the result of investments in
related entities.
Income by Business
(in thousands of Pesos)
12/31/2022
12/31/2021
% Change
Income from interests in Banco Supervielle S.A.
(4,398,413)
(1,809,341)
Income from interests in IUDU Compañía
Financiera S.A.
(180,336)
(2,418,153)
143.1%
(92.5%)
Income from interests in Tarjeta Automática S.A.
(357,811)
(574,860)
(37.8%)
Income from interests in Supervielle Asset
Management S.A.
Income from interests in Espacio Cordial de
Servicios S.A.
894,340
981,417
(8.9%)
(490,485)
(58,644)
736.4%
Income from interests in Supervielle Seguros S.A.
831,879
1,037,451
(19.8%)
Income from interests in Sofital S.A.F. e I.I.
Income from interests in Micro Lending S.A.U.
Income from interests in InvertirOnline S.A.U. e
InvertirOnline.Com Argentina S.A.U.
(203,786)
103,554
(214,281)
38,608
(627.8%)
122,046
(93,625)
(15.2%)
128.9%
Income from interests in FF Fintech
59,885
(125,106)
(147.9%)
65
Income from interests in Bolsillo Digital S.A.U.
(70,026)
(100.0%)
Income from interests in Supervielle Agente de
Negociación S.A.
Income from interests in Supervielle Productores
Asesores de Seguros S.A.
19,231
2,729
604.7%
253
(38,972)
(100.6%)
Income from interests in Dólar IOL S.A.U.
Income from interests in IOL Holding S.A.
(9,795)
(91,280)
(9,461)
(3,602)
3.5%
2434.1%
Total
(4,037,045)
(3,019,539)
33.7%
Administration Expenses
The administration expenses of Grupo
Supervielle S.A. as of December 31, 2022
and 2021 were:
Items
(In thousands of Pesos)
Banking expenses
Professional fees
Fees of directors and statutory auditors
Taxes, charges and assessments
Insurance
Office expenses and services
Other expenses
Total
Total as of
12/31/2022
Total as of
12/31/2021
520
113,528
187,352
21,025
209
7,888
43,033
373,555
1,028
100,817
369,883
14,439
576
14,772
51,357
552,872
66
Benefits to Staff
The benefits to staff of Grupo Supervielle
S.A. as of December 31, 2022 and 2021
were:
Items
(in thousands of Pesos)
Staff expenses
Total
Total as of
12/31/2022
Total as of
12/31/2021
47,752
47,752
70,925
70,925
Net income from financial instruments measured at fair value through profit or
loss
Items
(in thousands of Pesos)
Interest from Time Deposits
Income from holding of mutual funds
Total
12/31/2022
12/31/2021
91,538
348,537
440,075
77,732
268,153
345,885
Financial income (expense) and holding
gains (losses) provided by assets mainly
consist of revaluation of, and interest on,
time deposits in Financial Instruments and
not allocated
income from temporary
investments in liquidity funds.
Other Income and Expense
On December 1, 2008 and on January 16,
2010, Grupo Supervielle entered into a
services contract with Banco Supervielle for
the provision of financial, strategic and
commercial advisory services for the search
and generation of new businesses and
expansion of existing businesses.
In addition, Grupo Supervielle entered into
similar agreements with Tarjeta Automática
S.A., Supervielle Asset Management S.A.
and Sofital S.A.F. e I.I., effective as from
January 1, 2009, with IUDÚ Compañía
Financiera S.A. effective as from August 1,
2011 and with Espacio Cordial de Servicios
S.A. effective as from December 26, 2013.
As of December 31, 2022 and 2021, the
income for such services amounted to
$569,203
thousand
$490,463
thousand, respectively.
and
and
S.A.
In 2013, Grupo Supervielle S.A. entered into
agreements with Espacio Cordial de
Servicios
IUDÚ Compañía
Financiera S.A. to grant licenses to use
certain brands on behalf of the Company
with the intent to promote the marketing of
goods and services provided by the
67
companies,
which
aforementioned
agreements were amended on January 2,
2020. These agreements resulted in an
the Company of $3,047
income
for
thousand and $3,420 thousand as of
December 31, 2022 and 2021, respectively.
Income Tax
As of December 31, 2022, the Company
recorded a charge for
income tax of
$101,015 thousand on its taxable assets,
mainly derived from financial income on the
investment portfolio. Income from interests
in other companies is not considered for
determination of the taxable income (it is
paid at company level) and dividends are
exempt.
Regulatory Capital
The table below presents the consolidated minimum capital position of Banco Supervielle.
Consolidated information
CAPITAL PAYMENT
Tier 1 (a) Capital
Millions of $
Change
12/31/2022
12/31/2021
Amount
%
77,620
43,019
34,601
80.4%
Tier 1 (b) Capital Deductible Items
(25,063)
(12,158)
(12,905)
106.1%
Supplementary Shareholders' Equity (Tier 2
Capital)
CAPITAL REQUIREMENT
2,600
55,157
1,564
32,425
1,036
22,732
66.2%
70.1%
Requirement for Credit Risk
25,103
15,028
10,075
67.00%
Requirement for Operational Risk
Requirement for Market Risk
EXCESS CAPITAL
Basic Shareholders' Equity (a) - (b)
8,146
1,694
34,943
20,214
52,556
4806
965
20,799
11,626
30,860
3340
729
69.50%
75.50%
14,144
68.00%
8,588
73.87%
21,696
70.30%
RISK WEIGHTED ASSETS
428,238
255,610
172,628
67.54%
68
Pro forma consolidated Tier 1 capital ratio of Grupo Supervielle amounted to 13.0% as of
December 31, 2022. This ratio includes $3,052 million which the Company maintains as liquidity
excess and could be applied to the growth of its business and its subsidiaries.
Share Repurchase Program
On
July 20, 2022 Grupo Supervielle
approved a program for the acquisition of
its own shares. The Company decided to
move forward with the Program taking into
account the national and
international
macroeconomic context, the high volatility
of the capital markets at that time and the
strong deterioration in the value of Grupo
Supervielle's shares associated with the
in Argentine risk. Supervielle
increase
considered that the share price at that time
did not reflect the real value of the
Company's assets or its future potential,
and that implementing the Program was a
viable and efficient alternative to apply the
Company's excess cash position at that
time, for the benefit of the Company and its
shareholders.
repurchase
represented the continued confidence and
share
The
the conviction of the Board of Directors and
management
in the execution of our
strategic priorities and in the valuation of
the Company. The Company had the
liquidity necessary to perform the own
shares acquisition program and was
level of
persuaded that an adequate
solvency would be maintained after
carrying out the transaction.
Under the share repurchase program,
Grupo Supervielle acquired 11,093,572
Class B Shares in ByMA and 591,384 ADSs in
NYSE, 86.3% of the program being carried
out which represents 3.076% of the capital
stock. The amount invested totaled $1,725
million.
69
Proposed Loss Allocation
The loss for fiscal year 2022 amounted to
$4,387,575 thousand which, added to an
income adjustment from previous years for
$(3,541,465) thousand, totals $(7,929,040)
thousand, and the Board proposed that it
follows: $5,164,443
be allocated as
thousand to other reserves, $1,035,973
thousand to the statutory reserve and
$1,728,624 thousand to additional paid-in
capital.
If the above proposal is approved by the
Shareholders' Meeting, the shareholders'
equity of Grupo Supervielle S.A. will be as
follows:
Capital Stock
Capital Adjustment
Additional paid-in capital
Treasury stock
Comprehensive adjustment of
stock
treasury
Other Reserves
Cost of treasury stock
Other Comprehensive Income
Total Shareholders’ Equity
12/31/ 2022
Thousands of $
444,411
8,794,281
83,121,325
12,311
820,226
1,383,270
(1,383,270)
1,031,432
92,840,716
70
IV. COMPLIANCE WITH THE CODE OF CORPORATE GOVERNANCE
GRUPO SUPERVIELLE S.A.
COMPLIANCE WITH THE CODE OF CORPORATE GOVERNANCE
AS OF DECEMBER 31, 2022
A) DUTIES OF THE BOARD
1. The Board creates an ethical work culture and sets the company’s vision, mission, and
values
The Board of Directors of Grupo Supervielle
complies with this duty, and sets the
company’s vision, mission, and values, and
implements an ethical and good faith
the regulatory
line with
conduct,
requirements applicable
to corporate
executives.
in
Those values are included in the Code of
Ethics approved by the Board, which sets
the basic principles and practices of good
corporate governance as well as the
legal
defense of honesty, ethics, and
provisions applicable to the Company’s
businesses. The Code of Ethics is published
in the Company’s website:
https://www.gruposupervielle.com/Spanis
h/nuestro-enfoque/gobierno-
corporativo/default.aspx
for
In addition, the Company has an Ethics,
Compliance and Corporate Governance
Committee which provides
these
matters and which is formed by 2 Board
members. The Committee’s duties and
responsibilities are published
the
Company’s website:
https://www.gruposupervielle.com/Spanis
h/nuestro-enfoque/gobierno-
corporativo/default.aspx#comites
in
2. The Board sets the general corporate strategy and approves the strategic plan to be
developed by the management. In so doing, the Board considers environmental, social, and
corporate governance factors. The Board uses key performance indicators to supervise its
implementation, in furtherance of the best interests of the Company and its shareholders.
The Board complies with this duty and
defines the strategic objectives of the
Company which are communicated to
Senior Management for implementation,
who, in turn, inform the different business
areas of the Company of the scope and
goals, so
is aligned
accordingly.
the staff
that
For application of this duty, the Board
approves the annual Budget considering the
macroeconomic scenario, the different
variables, the business challenges, and
corporate
environmental,
social, and
governance factors, and carries out a
quarterly performance assessment.
In
particular,
the Company has a Risk
Management Committee which, among
other duties, is in charge of monitoring risk
indicators corresponding to the Social-
Environmental Risk. The Risk Management
Committee is made up of at least 2 Board
members and other Senior Management. In
addition, as stated below, the Company
regularly publishes a Sustainability Report
that is structured on the basis of our values:
leadership,
simplicity,
innovation,
efficiency, commitment, and respect. These
71
development.
values confer a unique identity to the
Supervielle organization and guide the
relationship with
the community of
customers,
suppliers, employees, and
peers. Grupo Supervielle aligns its vision to
the expectations and needs of
its
stakeholders. The materiality analysis
becomes a key process to identify such
expectations and to develop action plans,
objectives and strategies that promote
sustainable
The
Sustainability Report includes indicators,
measurements and
follow-up data on
economic factors (ethical and transparency
standards; profitability and economic
sustainability; commitment to customers;
market positioning of our value proposition;
in the
generation of economic value
environment;
of
financial
factors
disadvantaged groups);
(quality employment, education
and
training of people; diversity and equal
non-
gender
opportunities;
discrimination; management of labor and
to manage
union
good
employee health
chain
community
management; human rights assessment;
development of products and services
and
relations;
inclusion
social
relations; capacity
safety;
value
equity;
designed to provide a social benefit); and
environmental
(resource optimization;
effluent and waste management and
reduction; credit evaluation policies and
procedures with environmental and social
criteria).
into account Grupo
The Budget takes
Supervielle’s objectives and establishes
specific goals and metrics for each of the
subsidiaries.
performance
The aim of this follow-up is to assess
business
and make
corrections to ensure that the objectives
in the annual budget are
established
achieved. It includes the position of each
portfolio,
income,
a breakdown of
expenses, and other items for each of the
companies of Grupo Supervielle and for
Grupo Supervielle at consolidated level.
is submitted by Senior
This analysis
Management to the Board on a quarterly
basis, and includes the results for the period
at consolidated level of Grupo Supervielle,
and monitors the key indicators and the
general and specific situation of each
subsidiary.
3. The Board supervises senior Management and sees that an adequate internal control system
is developed, implemented, and maintained in line with clear reporting guidelines.
The Board complies with this duty.
Grupo Supervielle promotes an effective
risk management framework based on the
three lines of defense model. It is essential
that all employees know their role, their
specific functions, the risks involved in their
activity and/or decisions and how to
mitigate them. The three lines of defense
model aims at defining the role of the
organization’s employees
identifying,
managing, and effectively facing business
three essential
risks.
aspects: risk ownership, risk oversight and
control, and independent risk assurance.
It distinguishes
in
The three lines of defense model has the
following functions:
the
is
and
responsible
for
design
First line of defense. It is the owner of the
risk
It
processes.
management
and
implementation of the
internal control
system. It is made up of business executives,
including Experience Leaders, Tribe Leaders
and Product Owners (POs), COEs for Digital
Marketing and CX-UX (Customer and User
IT Architecture, Advanced
Experience),
Analytics
Digital
and
Transformation.
Data
and
Second line of defense. It is in charge of
overseeing effective risk management and
control. It proposes policies in line with the
best practices and risk appetite thresholds
and performs regular monitoring. It
is
composed of the areas that carry out
(Risk, Compliance,
support
functions
72
Cybersecurity, AML, and the Cybersecurity
COE, among other).
Third line of defense. It is in charge of
assessing the efficiency of the first and
second defense barriers of the organization.
It performs independent assurance of risk
quality and control.
is
in charge of analyzing whether
It
procedures and policies are adequate and
complied with, whether risks are well
assessed and whether the organization
operates within the appetite parameters
set by the Board. It includes the Internal
Audit.
4. The Board designs the corporate governance structures and practices, appoints the officer
responsible of their implementation, monitors their effectiveness and suggests changes
when required.
The Board complies with this duty. The
Code of Corporate Governance of Grupo
Supervielle sets forth the guidelines for
performance
the organization,
particularly the Board and the Senior
Management
the corporate
regarding
object, the relationship with shareholders,
investors, suppliers, and stakeholders.
for all
standards
The Code stipulates the conduct guidelines
and corporate governance practices of
Grupo Supervielle, which are based on
stringent
complete
information, efficiency, control, ethics,
investor protection, equal treatment to
investors and corporate transparency, so as
to create and preserve value for the
Company, the shareholders, customers,
employees and the public in general.
of
The Board is in charge of the creation,
dissemination, and update of the Code of
Corporate Governance.
in
is
the Company’s website:
The Code of Corporate Governance
published
https://www.gruposupervielle.com/Spanis
h/nuestro-enfoque/gobierno-
corporativo/default.aspx#marco-de-
referencia
turn,
corporate
an Ethics,
the Company's
scheme has
In
governance
Compliance and Corporate Governance
Committee whose function is to assist the
Board of Directors in the adoption of the
best
corporate
of
governance, aimed at maximizing the
growth capacity of Grupo Supervielle and its
practices
good
controlled companies and preventing the
destruction of value.
functions,
Among other
the Ethics,
Compliance and Corporate Governance
Committee must: (I) prepare and submit to
the consideration of the Board of Directors
for its approval the Code of Corporate
Governance and the codes, policies and
procedures related to Ethics & Compliance
issues that shall aim at a progressive
convergence
international
towards
standards of ethics, compliance and
corporate governance by Grupo Supervielle
and its controlled companies; (ii) propose to
the Board of Directors an agenda related to
ethics and compliance issues; (iii) define
policies and procedures related to ethics
and compliance; (iv) promote, follow up and
supervise compliance with the Code of
Corporate Governance and the codes,
policies and procedures related to Ethics &
Compliance and report to the Board of
Directors any deviation that may occur and
it deems
make the recommendations
appropriate; (v) submit to the Board of
Directors the Annual Report on compliance
with the Code of Corporate Governance; (vi)
take cognizance of the rules issued by the
Exchange
Argentine
Commission
de
Valores), the Inspección General de Justicia,
Insurance of
the Superintendence of
Argentina, and,
in general, any other
controlling agency and of the effects that
the application of such rules may have on
the corporate governance practices of
Grupo
make
recommendations to the Board of Directors
(Comisión Nacional
Supervielle;
Securities
and
(vii)
73
in
of
of
the
the
regulations
recommendations of
regarding the adoption of the provisions
contained in RG 797/2019 of the Argentine
Securities and Exchange Commission
regarding
Corporate
Code
Governance, in Communications A 5201
and A 7100 of the Central Bank of Argentina
and
the
Superintendence of Insurance of Argentina
that may be applicable; (viii) be informed of
the
the Basel
Committee and make recommendations to
the Board of Directors for their gradual and
progressive adoption; (ix) review the results
of the inspections of the Central Bank of
Argentina and other regulatory agencies
and take into account the comments of
independent auditors related to ethics,
compliance and corporate governance
issues; (x) report the Board of Directors on
and
corporate
compliance issues it deems relevant, as well
as on incidents and complaints; (xi) propose
to the Board of Directors possible changes
governance,
ethics
to internal regulations of Committees in
order to improve the execution of their
objectives and functions; (xii) propose to
the Board of Directors policies and
procedures for the evaluation and self-
evaluation of the Board of Directors and its
members and of the Board Committees;
(xiii) define policies and guidelines related
to parties related to Grupo Supervielle; (xiv)
regularly review the Code of Ethics and the
Code of Corporate Governance in force; (xv)
exercise such other powers as are assigned
to the Committee by the Board of Directors.
The duties and responsibilities of the Ethics,
Compliance and Corporate Governance
Committee are published in the Company’s
website:
https://www.gruposupervielle.com/Spanis
h/nuestro-enfoque/gobierno-
corporativo/default.aspx#comites
5. The members of the Board have sufficient time to perform their duties in a professional and
efficient manner. The Board and its committees have clearly stated rules applicable to their
operations and organization, which are communicated through the company’s webpage.
The Board complies with this duty. The
Directors devote the necessary time and
efforts to regularly monitor the matters
related to the Company’s management.
Likewise, the Board of Directors does not
consider it inconvenient for directors and
statutory auditors to perform duties as such
in other entities, as long as this does not
interfere with the fulfilment of the duties
inherent in their positions in the Company's
bodies.
In this respect, the Board of
Directors considers that the experience
provided by
is extremely
its members
for the management of the
positive
Company. At the annual shareholders'
meeting, the shareholders endeavor to
ensure that the members elected for the
Board of Directors are highly reputed and
competent persons with national and
international experience from the most
varied fields of the business and public
sector.
The Board and the Board’s Committees
receive disaggregated data on matters that
are submitted for their consideration with
due anticipation to the holding of meetings,
so that they can analyze said data
thoroughly and be prepared to make
efficient decisions.
if deemed
The Board may decide,
legally
convenient and necessary or
applicable, to create Board committees,
determine their composition, duties, and
scope, and approve their internal rules in
line with the powers vested by the by-laws
and the law. Currently the Board has the
following committees:
• Audit Committee
• Ethics, Compliance and Corporate
Governance Committee
• Risk Management Committee
• Nominations
Committee
and
Remuneration
74
• Cybersecurity Committee
• Anti-Money Laundering and Terrorist
Financing Committee
• Disclosure Committee
• Committee
for
Operations with Related Parties
the Analysis of
Each committee has its own internal rules
and reports to the Board on a regular basis.
The Company informs the shareholders of
the composition of each committee.
responsibilities are
Their
published on the Company's website:
https://www.gruposupervielle.com/Spanis
h/nuestro-enfoque/gobierno-
corporativo/default.aspx#comites.
roles and
B) CHAIRMAN OF THE BOARD OF DIRECTORS AND CORPORATE SECRETARY
6. The Chairman of the Board of Directors is in charge of conducting the Board meetings, drafting
the agenda, jointly with the other members, and ensuring that the directors receive with due
anticipation the necessary materials to be adequately informed so as to have an efficient
participation at meetings. Chairmen of the committees have the same responsibilities at their
respective meetings.
The Board complies with this duty.
the
compliance with
The President of the Company is in charge,
among other, of ensuring the effective
operation of the Board of Directors,
the
securing
procedures, governance rules, and of
organizing and coordinating the distribution
of tasks among the members of the Board.
For these functions, he is assisted by the
Secretary of the Board of Directors, who is
responsible, among other duties,
for
coordinating board meetings, delivering the
agenda and
to be
considered by the Board at the respective
meeting,
communication
between the Board of Directors and senior
Management to answer any queries that
may be necessary on the Company's
management
issues, ensuring that the
Board complies with the legal requirements
for its operation, including the existence of
a quorum to hold its meetings, and that a
is maintained throughout the
quorum
the
meeting. He
coordinating
information
coordinates
also
the
the annual
implementation of
self-
assessment of the members of the Board
and its committees, reporting the results to
the Chairman and the Board of Directors; he
prepares the minutes of the meetings of the
Board and its committees, coordinates the
organization of the shareholders' meetings
and prepares the minutes; assists in the
shareholders,
communication
among
senior
members of
the
Management;
performance of
its
committees complies with the law and the
Bylaws.
the Board and
that
the Board and
ensures
The Board’s agenda allows the directors
enough time to make an efficient decision-
making process, based on high quality and
thorough debates and analysis.
The chairmen of the Board’s Committees
have the same responsibilities for their
meetings and are assisted by a secretary of
the Committee.
7. The Chairman of the Board of Directors monitors the adequate internal operation of the
Board through the implementation of formal annual assessment processes.
The Board complies with this duty.
75
requirement of
implementation of the self-
With the
assessment,
the Board of Directors'
operation, efficiency and fulfillment of its
duties are regularly monitored, as well as its
performance, all of which are best
corporate governance practices. Likewise, it
is a
the Corporate
Governance Panel of ByMA -of which the
Company
a
recommendation of the CNV and the NYSE
Listing Regulations. This implies controlling
and ensuring compliance with its duties;
performance; foresight and organization; it
also includes following the OECD, G20
Principles and international best practices
governance.
in
a member,
corporate
and
is
To this end, notwithstanding the fact that
the evaluation of the Board of Directors'
performance is the responsibility of the
Shareholders' Meeting
in
Annual
accordance with the provisions of the
Companies Law, the Company's Board of
Directors is assisted by the Nominations and
Remuneration Committee and the Ethics,
Compliance and Corporate Governance
Committee. These Committees develop the
criteria and guidelines for the Board's self-
assessment process and review them
annually.
The roles and responsibilities of the
Nominations and Remuneration Committee
and the Ethics, Compliance and Corporate
Governance Committee are published on
the Company's website:
https://www.gruposupervielle.com/Spanis
h/nuestro-enfoque/gobierno-
corporativo/default.aspx#comites.
8. The Chairman creates a positive and constructive work environment for all the members of
the Board and ensures that they receive continued training to be updated and prepared to
perform their duties.
The Board complies with this duty.
The Chairman creates a positive and
constructive work environment,
and
promotes debate and active participation of
the Board’s members.
The Board designs and implements on a
yearly basis a training program for directors
and approves the training programs for
senior Management, together with the
Nominations and Remuneration Committee
and the Chief of Human Resources.
Training policies set forth the general
guidelines for training plans, based on the
business objectives, and are constantly
reviewed to ensure that they satisfy the
needs of the organization.
9. The Corporate Secretary assists the Chairman of the Board in their duties and in the
communication among shareholders, Board members and senior Management.
The Board complies with this duty by
appointing a Board’s Secretary, who assists
the Chairman in the development of their
duties. At present, a member of the Board
of Directors acts as Secretary.
The mission of the Board’s Secretary is to
provide for the adequate development of
the Board’s Meetings and the Shareholders’
Meetings, particularly:
(I) provide any
required information to the members of the
Board and the shareholders, (ii) supervise
the adequate registration of the corporate
documents, (iii) assist the Chairman of the
Board in the preparation and compliance
with the agenda for Board’s meetings and
Shareholders’ meetings, (iv) distribute to
the directors the relevant information in
connection with the Board’s meetings and
the documents to be considered thereat, (v)
distribute among the shareholders the
relevant information in connection with the
Shareholders’ meetings and the documents
to be considered
(vi) keep
adequate records of these meetings in the
books of minutes; and (vii) keep an
adequate record of the work papers of the
Board and of the presentations made by the
thereat;
76
executives of Grupo Supervielle and by
independent advisors.
10. The Chairman of the Board ensures that all the members of the Board participate in the
debate and approval of a succession plan of the company’s CEO.
The Board complies with this duty, and, to
such effect, it relies on the Nominations and
Remuneration Committee.
This Committee analyses
the Human
Resources Strategic Plan and submits to the
Board’s consideration and approval the
proposals for the appointment of the CEO,
the COO, senior and other executives.
and
Besides,
Remuneration Committee designs
the
succession plans, which are regularly
reviewed by the Board.
Nominations
the
C) BOARD COMPOSITION, APPOINTMENT AND SUCCESSION
The Board complies with this duty. The
Shareholders' Meeting
the
in
are
directors who
accordance with the requirements of Law
26.831 and the CNV Rules. At present, the
appoints
independent
Company’s Board of Directors is made up of
7 members, 2 of whom are independent
directors, in compliance with the criteria of
the Argentine Securities and Exchange
Commission.
12. The Company has an Appointments Committee made up of at least three (3) members and
presided over by an independent director. If the Chairman of the Board presides over the
Appointments Committee, they must not participate in the appointment of their own
successor.
The Board complies with this duty.
While the Shareholders' Meeting appoints
the members of the Board of Directors, the
Board provides a non-binding opinion on
the profile of candidates for the Board. The
Board ensures that decisions on the
nomination and selection of its members
are made objectively and unbiased as
regards senior Management or their future
colleagues on the Board. Therefore, the
Nominations Committee, which assists the
Board of Directors in this task, promotes the
better
and
operation,
independence of the Directors.
objectivity,
In this regard, Grupo Supervielle has a
Nominations and Remuneration Committee
made up of 4 directors, 3 of whom are non-
executive, and is chaired by an independent
director. The Chairman of the Board of
Directors does not chair the Nominations
and Remuneration Committee.
13. The Board, through its Appointments Committee, prepares a succession plan for its
members that is used as a guide for the preselection process of candidates to cover
vacancies, and considers the non-binding recommendations of its members, the CEO, and
the shareholders.
The Board complies with this duty. In line
with the provisions of its Internal Rules, the
Nominations and Remuneration Committee
of Grupo Supervielle assists the Board in the
appointment of directors and senior
Management and prepares their succession
plan.
In turn, Grupo Supervielle promotes an
equality culture, doing away with any type
of discrimination and inequality based on
identity, disability,
age, gender, gender
sexual
or
race,
orientation. In such framework, specific
strategies and action plans are developed to
ethnicity,
religion,
77
identify and guarantee the removal of any
hindrances that may be faced by women, on
joining, participating, and being promoted
in,
regarding
compensation and recognition.
Company,
and
the
Currently, there is a woman on the Board of
Directors of Grupo Supervielle. It
is a
requirement of
the ByMA Corporate
Governance Panel – of which the Company
is gender
is a member - that there
representation in the Board of Directors.
14. The Board implements an induction program for newly appointed members
The Board complies with this duty. The
Nominations and Remuneration Committee
of Grupo Supervielle, by delegation of the
Board, coordinates the induction process
for the newly appointed members of the
Board and Senior Management.
D) COMPENSATION
15. The Company has a Compensations Committee made up of at least three (3) members, who
are independent or non-executive directors.
During the year under consideration, the
Board partially complied with this. The
Nominations and Remuneration Committee
of Grupo Supervielle is made up of 4
members of the Board, 3 of whom are non-
executive, and is chaired by an independent
director.
16. The Board, through the Compensations Committee, sets forth a compensation policy for the
CEO and the members of the Board of Directors.
The Board complies with this duty. Pursuant
to the provisions of its Internal Rules, the
Nominations and Remuneration Committee
is in charge, among other, of assisting the
Board in the preparation of principles,
parameters and guidelines related to the
compensation policies applicable to Board
members, Senior Management and the
staff in general, including fee schemes, fixed
and variable wages and incentive plans,
retirement plans and related benefits, as
the case may be, in line with the applicable
regulatory provisions.
E) CONTROL ENVIRONMENT
addition,
the Nominations
In
and
Remuneration Committee is in charge of
assessing on a yearly basis the economic
incentives scheme for Senior Management,
which may be prepared by an independent
firm. The Committee works jointly with the
Risk Management Committee
the
incentives to the staff,
assessment of
generated by the economic
incentives
scheme.
in
17. The Board determines the company’s risk appetite and monitors and ensures the existence
of a risk management system that identifies, assesses, decides the course of action and
monitors the risks to which the Company is exposed, including – among other, the
environmental and social risks and those associated with its business in the short and long
term.
78
The Board complies with this duty. Within
its corporate governance structure, the
Board of Grupo Supervielle has a Risk
Management Committee which is in charge
of: (I) dealing at institutional level with
strategies and policies applicable to the
management of credit risk, market risk,
interest rate risk, liquidity risk, operational
risk, and any other risks that may affect the
Company and its subsidiaries pursuant to
applicable
the best
regulations and
practices, and verifying that they are
adequately
implemented and complied
with; (ii) submitting to the Board’s approval
documents related to the risk management
strategies and policies, which are reviewed
on a yearly basis
their
applicability; (iii) defining risk appetite and
risk tolerance levels of Grupo Supervielle at
level and the global risk
consolidated
profile, which must be approved by the
Board; (iv) approving the risk management
threshold and limit structure and becoming
acquainted with the evolution of the
respective
regularly
monitoring the different risks to which the
Company is exposed and the application of
strategies and policies defined for the
management of said risks; (vi) evaluating
the capital adequacy vis-a-vis the risk profile
of Grupo Supervielle, and analyzing the
Annual Capital Self-Assessment Report prior
to ensure
indicators;
(v)
out
contingency
that enable
individual
to the approval by the Board; (vii) defining
the policy and methodological framework
for stress tests within risk management and
approving scenarios
the
and
of
carrying
comprehensive stress tests, evaluating
results and making recommendations on
(viii)
applicable
plans;
designing efficient
information channels
and systems to keep the Board duly
informed on risk management; and (ix)
approving the methodological framework
and developments applicable
the
quantitative models used to manage the
different risks and models for calculation of
the economic capital for every risk, among
other.
to
The Risk Management Committee holds
monthly meetings, and the minutes of these
meetings are submitted to the Board’s
consideration.
The Company has a Chief Risk Officer, who
reports to the Board. The duties and
responsibilities of the Risk Management
Committee are published in the Company’s
website:
https://www.gruposupervielle.com/Spanis
h/nuestro-enfoque/gobierno-
corporativo/default.aspx#comites.
18. The Board monitors and reviews the effectiveness of independent internal audits and
provides the resources required for the implementation of a risk-based annual audit plan,
and provides for a direct reporting line to the Audit Committee.
The Board complies with this duty. Grupo
Supervielle has an Audit Committee made
up of 3 directors, two of whom are
independent,
the
the Argentine
criteria established by
Securities and Exchange Commission. (See
Practice 20).
in compliance with
This body is in charge of assisting the Board
in the supervision of accounting statements
and of verifying the enforcement of policies,
procedures, proceedings and rules of the
Company and its subsidiaries.
systems
supervises
verifies
internal
As regards the supervision of
controls, the Audit Committee: (i) verifies
that the Company has adequate internal
its
and
control
the
(ii)
implementation;
implementation of
the administrative
accounting system and of the reliability of
that
financial
and of
information, or of other significant facts
that are submitted to the Argentine
Securities and Exchange Commission and
in compliance with the
the markets,
applicable reporting scheme; (iii) verifies
that the Company has adequate rules and
its
procedures
supervises
system
and
the
79
implementation; (iv) verifies and assesses
the performance of the Internal Audit,
providing
the necessary human and
economic resources and approving the
Annual Audit Plan and any additional ad-hoc
audits; (v) follows up on the enforcement of
the audit work plan and issues an opinion
upon presentation and publication of the
financial statements; (vi) issues an opinion
on the appointment or replacement of the
Head of Internal Audit; and (vii) analyzes the
financial statements of the Company and of
its subsidiaries, among other functions,
prior to their submission to the Board of
Directors and with the necessary depth to
verify their reasonableness, reliability and
clarity. In addition, the Audit Committee
supervises the enforcement of the risk
management reporting policies of the
Company.
The Audit Committee holds monthly
these
meetings and
the
are
meetings
consideration of the Company’s Board.
the minutes of
to
submitted
The Company has a Head of Internal Audit,
who reports to the Audit Committee.
This area has the resources, time, and
knowledge to constitute a third line of
defense behind internal controls (first line)
and risk management and compliance
(second line). To this end, it has a direct
reporting line to the Audit Committee and
human and budgetary
in
accordance with the size of the Company
and the complexity of its businesses.
resources
19. The internal auditor or the members of the internal audit area are independent and highly
qualified.
The Board complies with this duty. Pursuant
to the provisions of its by-laws, the Internal
Audit area is part of the organizational
structure of Grupo Supervielle, and reports
to the Audit Committee.
Internal auditors are independent officers
and are in charge of auditing the different
areas and activities of Grupo Supervielle
and of reporting on its adequate operation,
and,
of making
recommendations intended to protect the
company’s property, optimize available
resources, and promote compliance with
laws, rules, and regulations.
applicable,
if
responsible
The Board and the Audit Committee are
the
directly
for ensuring
the
independence and objectivity of
Internal Audit area. To that end, internal
auditors must be free of interferences
regarding
scope,
schedule, and
procedures,
content of reports. In such framework, the
Audit Committee has unrestricted access to
of Grupo
all
information and
Supervielle and to all
for
necessary
documents
audit
frequency,
Senior Management
selection,
deemed
fulfillment of their duties.
Moreover,
internal auditors have no
responsibility or power over any of the
audited activities or the employees working
on them.
Therefore, internal auditors
cannot exert internal controls, or develop
implement systems, or
procedures, or
prepare records, or participate in other
activities that may affect their opinion. Each
business unit is responsible for their audits.
and
communication
In the performance of their duties, internal
auditors must show the highest level of
professional objectivity during collection,
evaluation,
of
information on the matter under review,
and must take care not to be unduly
influenced by third party opinions or by
their own interests at the time of issuing
their opinion. Any circumstance that might
compromise
or
objectivity of internal auditors must be
communicated
immediate
superiors, who will take such actions as are
necessary for the case.
independence
their
the
to
80
20. The Board has an Audit Committee that acts based on rules. The majority of its members
and its Chairman are independent directors. The CEO is not a member. The majority of its
members have professional expertise in finance and accounting.
of
the
Committee)
complies with this duty.
The Board
Pursuant to Law 26.831, the Company has
an Audit Committee made up of three
directors, two of whom (including the
Chairman
are
independent in accordance with the criteria
established by the Argentine Securities and
Exchange Commission (CNV), although all of
them are independent pursuant to the rules
of
the US Securities and Exchange
Commission (which apply to the Company
because it is listed on the New York Stock
Exchange, NYSE).
to
the
administration
All the directors that make up the Audit
in
Committee have special expertise
relation
and
management of large companies, finance,
banking, financial institutions and/or in
accounting and auditing matters. Pursuant
to Section 407 of the Sarbanes-Oxley Act
the Board of Directors appointed one of the
members of the Audit Committee as a
"financial expert" as set forth therein.
The members of the audit committee, at
their first meeting following the Board
meeting that elected them, shall appoint a
chairperson from among their number,
who, in the event of tie in the vote on
matters submitted to the committee for
consideration, shall have a double vote. The
decisions of the audit committee shall be
recorded in a special corporate book and
signed by all members of the committee
who were present at
the meeting.
According to Article 17, Chapter III, Title II of
the CNV Rules, the audit committee shall
hold at
least one regularly scheduled
meeting every three months.
The Audit Committee is governed by its
Internal Rules, which set out its duties and
powers and main operating rules. The
the
include
Committee's Rules
all
functions
responsibilities, powers and
assigned
the
applicable legal and regulatory provisions,
the Committee by
to
the
reasonableness,
taking into account its status as a local listed
company and as a foreign company listed in
the United States.
In this regard, our Audit Committee
performs, among other, the following
duties and tasks:
- monitors the sufficiency, adequacy, and
effectiveness of internal control systems to
ensure
reliability,
sufficiency and clarity of the consolidated
financial statements, financial information
and consolidated financial statements and
information;
- takes cognizance of complaints about
accounting, internal controls over financial
reporting and auditing matters received
through the applicable procedures.
- provides full disclosure to the market of
transactions where there may be a conflict
of interest with members of the Issuer's
various corporate bodies or controlling
shareholders;
- provides advice on the Board's proposal
for
independent
auditors, ensures
independence,
analyses the different services they provide,
reviews their plans, and assesses their
performance, and renders an opinion on
them when the Company issues its financial
statements;
- ensures that the Code of Ethics and
Internal Codes of Conduct regulations
comply with the rules and regulations in
force;
- takes cognizance of internal audit policies
to ensure that they are complete and up to
date and approves them for submission to
the Board of Directors for consideration and
approval;
- takes cognizance of Grupo Supervielle's
financial,
and
supervises
operational
compliance with the policies designed to
mitigate them;
- advises on the reasonableness of directors'
and officers' fees and stock option plans
proposed by the Board of Directors;
the appointment of
reputational,
legal,
risks,
their
and
81
- issues reasoned opinions on related party
transactions under certain circumstances
and reports such opinions to regulatory
agencies as required by the CNV;
- verifies compliance with any applicable
rules of conduct;
- oversees the maintenance of adequate
internal controls by each of Grupo
Supervielle's subsidiaries to minimize risk by
consolidating
the best practices with
respect to each of the businesses;
legal
- advises on compliance with
requirements and on the reasonableness of
the conditions for the issuance of shares or
securities convertible into shares, in cases
increase with exclusion or
of capital
limitation of pre-emptive rights;
- issues a report prior to any resolution of
the Board of Directors to repurchase shares
in the Company;
- at least once a year and upon the
presentation of the Company's annual
balance sheet, issues a report to the Board
and shareholders on its performance; and
- performs all tasks set out in its rules, the
Company's by-laws, laws, and regulations.
In addition, the Audit Committee is required
to prepare an annual work plan and submit
it to the Board of Directors and the
Statutory Audit Committee. Directors,
members of the statutory audit committee
and independent auditors, if so, required by
the Committee, must attend the meetings,
provide
and
information.
cooperate
fully
and
The Annual Performance Report issued the
Committee when the Company publishes its
financial statements describes the tasks
performed
the
Committee's Internal Rules and its annual
Performance Plan.
The Committee's
performance reports can be found on the
CNV website (Audit Committee Minutes).
compliance with
in
The Audit Committee has the right to
engage experts and advisors to assist them
in their tasks and has full access to the
information and documentation deemed
necessary.
The Chief Executive Officer is not a member
of the Audit Committee.
in
The rules of the Audit Committee are
the Company’s website:
published
https://www.gruposupervielle.com/Spanis
h/nuestro-enfoque/gobierno-
corporativo/default.aspx#comites.
21. The Board, with the opinion of the Audit Committee, approves the selection and monitoring
policy of independent auditors, which determines the indicators to be considered for making
a recommendation to the shareholders’ meetings regarding the replacement or not of the
independent auditor.
the
that
The Board of Directors complies with this
duty, as the Audit Committee Rules
establish
Committee's
responsibilities
include analyzing and
evaluating the planning and performance of
independent auditors, issuing an opinion on
this matter when the annual financial
statements are presented and published,
and ensuring their independence.
Annually, when the Committee issues its
Performance Report,
the Committee
describes the tasks performed and gives an
opinion on the independent audit, giving its
opinion on the planning and performance of
the independent audit.
The Committee
is also responsible for
expressing an opinion on proposals made by
the Board of Directors on the appointment
of
independent auditors. The opinion
should contain as a minimum:
• An assessment of the background
considered.
• The reasons for continuity or change of
•
the auditor.
In the event of removal or appointment
of a new
independent auditor, a
detailed account of any discrepancies
that may have existed with regard to
the Company's financial statements.
82
issue the aforementioned
In order to
opinion, the Audit Committee takes into
account the grounds described
in the
Performance Report
in relation to the
assessment of independent auditors.
The Annual Performance Reports of the
Committee and the opinions issued by the
Committee in relation to the proposal of the
the
Board
of Directors
regarding
appointment of independent auditors are
published on the CNV website, within the
Audit Committee Minutes.
the
turn,
Shareholders' Meeting
In
considers the appointment of independent
auditors who will report on the financial
statements for each year, as well as their
fees.
F) ETHICS, INTEGRITY AND COMPLIANCE
22. The Board approves a Code of Ethics and Conduct that embodies the ethical and integrity
values and principles and the corporate culture. The Code of Ethics and Conduct is
communicated and applies to all directors, executives, and employees of the Company.
The Board complies with this duty.
Grupo Supervielle has a Code of Ethics
approved by the Board of Directors, based
on a set of essential values that distinguish
and identify Grupo Supervielle and that
must be respected by its members in their
daily actions with customers, suppliers,
employees, and control entities.
This Code applies to all employees of Grupo
Supervielle and its subsidiaries, including
temporary hires, or those under trial period,
members of
independent
the Board,
advisors, suppliers and any third parties
who, by reason of their relationship with
Grupo
the
reputation of the company or any of its
subsidiaries.
Supervielle, may
affect
Ethical values are a distinctive element of
Grupo Supervielle and must be respected by
its members in their daily activities with
stakeholders. Employees are required to
have: (i) leadership to be market referents;
(ii) innovation to challenge boundaries and
seek new solutions for customers; (iii)
commitment to offer sustainable solutions
to
the demands of customers and
stakeholders; (iv) respect towards others,
listening and understanding customers’
needs and promoting constructive personal
and business relationships; (v) efficiency to
add value and give prompt quality
responsible and
responses, making a
sustainable use of available resources, and
(vi) capacity to make customers’ life easier,
respecting their time, operating robust and
simple processes and making decisions that
take customers into account.
In addition, the Code of Ethics sets forth a
framework of ethics and transparency that
enables the building of long term and trust-
based relationships with stakeholders. The
code promotes a culture of integrity and
compliance with regulations and best
practices, with the aim of promoting the
and
a
development of
competitive commercial environment.
sustainable
The Code of Ethics sets forth: (i) the
promotion of equal opportunities and
nondiscrimination; (ii) the provision of a
safe and healthy work environment; (iii) the
respectful, honest and
promotion of
committed relations with stakeholders; (iv)
fair treatment among employees and with
customers, suppliers and the community in
general, and (v) transparency and respect
regarding
arrangements made with
customers so as to provide a quality service.
The Code of Ethics also sets guidelines for
specific situations, such as:
(i) non-
disclosure of customer and proprietary
information and prohibition to use said
information to obtain a personal benefit; (ii)
guidelines for cases of conflict of interests;
83
(iii) a corporate gift policy; (iv) guidelines for
a kind
relationship with government
officers, customers, suppliers, competitors
and the Company and for the provision of
agile and quality services; (v) compliance
with applicable regulations and policies; (vi)
anti-money
terrorist
financing guidelines and (vii) guidelines for
hiring employees.
laundering
and
The Code of Ethics is published in the
Company’s website:
https://www.gruposupervielle.com/Spanis
h/nuestro-enfoque/gobierno-
corporativo/default.aspx.
Grupo Supervielle makes available to all its
employees, customers, and suppliers an
Ethics Line, which is outsourced. It is an
anonymous and independent information
service to communicate any irregular event
affecting the interests of the Company and
its subsidiaries. The Ethics Line seeks to
channel information related to behavior
values,
inconsistent with
corporate
independence,
the
guaranteeing
confidentiality, and anonymity of the
reporting persons, and prohibiting any type
of retaliation or negative consequence to
the employees who make such reports.
Telephone No. 0800-777-7813
Web: https://eticagruposupervielle.linease
ticas.com/
Username: Supervielle
Password: supervielle
During the year under consideration, a total
of 46 complaints were received at Grupo
Supervielle’s level, 35 of which are related
to Banco Supervielle and 10 to IUDÚ and 1
to Supervielle Seguros. The complaints
dealt with three main topics: mistreatment,
customer claims for poor service and other
irregular conducts. All complaints were duly
dealt with and investigated through the
corresponding channels, and applicable
correction and/or penalty actions were
taken.
There were no complaints on matters
related to audits or financial statements.
23. The Board establishes and regularly reviews an Ethics and Integrity Program, based on risks,
size and economic capacity of the Company. The Senior Management openly support the
plan, and appoint an internal executive to develop, coordinate, supervise and regularly
assess the program’s efficiency. The program provides for: (i) regular training to directors,
executives and employees on topics related to ethics, integrity and compliance; (ii) internal
channels to report anomalies, which are open to third parties and are duly communicated;
(iii) a protection policy to prevent retaliation against those who make reports; and an
internal investigation system that respects the rights of the investigated parties and imposes
effective penalties for the violation of the Code of Ethics and Conduct; (iv) integrity policies
in bidding processes; (v) mechanisms for regular risk analysis, monitoring of third party or
business partners commercial record (including due diligence to verify any anomalies,
misconducts or the existence of vulnerabilities during mergers and acquisitions), including
suppliers, distributors, service providers, agents and brokers.
is
to
committed
The Board complies with this duty. Grupo
Supervielle
the
implementation of a culture of integrity that
laws,
promotes strict compliance with
regulations,
internal codes, and good
practices applicable to the industry. Grupo
Supervielle requires that its employees act
with honesty and transparency in their
relationship with the Public Administration
so as to prevent any act that could be
construed as bribery, influence peddling or
any form of corruption, and has zero
tolerance towards this kind of conducts.
To that end, Grupo Supervielle has in place
an Integrity Program for the Prevention of
Corrupt Practices which consists of a set of
internal
actions, mechanisms,
and
integrity,
procedures for promotion of
84
and
aimed
control,
at
supervision,
preventing, detecting, and fixing anomalies
and preventing punishable
conducts
pursuant to the aforementioned rules. It is
made up as follows:
(i)
(ii)
(iii)
Integrity Policies to prevent crimes
improper conducts: set of
and
policies and procedures applicable
to all directors, executives and
employees
the
that
performance of their tasks so as to
prevent
internal
regulations are embodied in the
Code of Ethics, Gifts and Travel
Policy and the Donation Policy.
crimes.
guide
Said
Guidelines of conduct with third
parties: in the relationship with
public agencies transparency and
accountability are key elements for
the promotion of
integrity and
prevention of corrupt practices.
Therefore, the Integrity Program
sets specific rules and procedures
in bidding
to prevent crimes
administrative
processes,
contracts or in any other interaction
with the public administration. In
turn, prior to the hiring of services
from third parties to act on behalf
of Grupo Supervielle, the business
area carries out a due diligence so
as to become acquainted with its
prevent
intermediaries
improper conducts by those acting
on its behalf.
and
in
Training: The Company has in place
an ongoing anti-corruption training
program addressed to directors,
executives, and employees. The
program is implemented through
the
in
coordination with the Chief Human
Resources Officer, and attendance
is mandatory for all employees.
Compliance
Officer
(iv)
Internal Investigations and Ethics
Line: The Compliance Department
policies
internal
promote
laws
to
internal
may
investigations on a specific issue or
report.
In those cases, certain
records, books, and accounts may
be audited or investigated so as to
prevent and detect violations of
and
anti-corruption
ensure
and
procedures,
compliance with this Program and
other
and
procedures. All employees must
cooperate if so required. The Ethics
Line is available to all employees
and suppliers of Grupo Supervielle,
and may be used to report any
alleged violation of that policy. That
report shall give rise to an internal
investigation that must guarantee
the rights of
investigated
parties, which shall result on the
imposition of applicable penalties.
Retaliation against employees that
make such reports in good faith is
forbidden; the right to defense of
the reported party is guaranteed.
Besides,
investigations
regarding alleged fraudulent acts
are conducted by the Chief Risk
Officer through a special unit to
address these cases.
internal
the
The Board of Directors is in charge of
reviewing and modifying the
Integrity
Program for the Prevention of Corrupt
Practices, with the recommendation of the
Ethics,
Corporate
Governance Committee.
Compliance
and
The Compliance Department is in charge of
the interpretation, control and supervision
of the policy and is responsible for ensuring
its effective compliance. It carries out the
regular risk analysis for the consequent
adaptation of the Integrity Program for the
Prevention of Corrupt Practices, as well as
the continuous monitoring and evaluation
of its effectiveness. The Compliance Officer
the
is
internally
and
development,
supervision of the Integrity Program.
coordination,
responsible
for
85
24. The Board ensures the existence of formal mechanisms to prevent and deal with conflicts of
interest. In the case of transactions with related parties, the Board approves a policy that
sets forth the role of each corporate body and defines how to identify, manage, and
communicate transactions that are harmful for the Company or for certain investors only.
The Conflict of Interest Policy supplements
laws, rules and regulations on values related
to disclosure and negotiation, and to
policies and procedures established in other
corporate governance documents of the
Company. In particular, the Rules of the
Audit Committee and the Code of Ethics
provide additional information regarding
the procedures
review disclosure,
to
conduct and preparation of reports on non-
compliance.
is addressed
It applies to Grupo Supervielle S.A. and its
subsidiaries, and
to all
members of the Board, the Statutory Audit
Committee, Senior Management, and
employees regardless of their employment
terms.
if an employee
The Policy sets forth the obligation of
reporting parties to report those facts that
might give rise to a conflict of interest as
soon as possible to their
immediate
superior and to the Compliance Officer so as
to be removed from that position that
creates the conflict of interest.
Besides,
is also a
shareholder, manager, director or senior
executive of a competitor or supplier of
Grupo Supervielle, they must promptly
report this fact to the Compliance Officer,
who shall evaluate the situation jointly with
Executives,
Committee.
the
managers, professionals, and technicians
carrying out activities not related to Grupo
Supervielle must reveal all the details
related to that fact to the Compliance
Officer. Current or potential conflicts of
interest involving controlling shareholders,
the Board members, the Statutory Audit
Committee members, and the Senior
Management must be reported to the
Chairman of the Board, the Chairman of the
Audit
G) SHAREHOLDERS AND STAKEHOLDERS
Audit Committee and the Chairman of the
Ethics,
Corporate
Governance Committee.
Compliance
and
The Policy sets forth that those persons that
do not avoid or duly report conflicts of
interest affecting or likely to affect them will
be liable for direct and indirect damages to
the Company arising from their conduct and
shall be subject to penalties pursuant to
applicable laws and the contracts in force.
Parties,
Related
Besides, the Board of Directors of Grupo
Supervielle approved a Policy of Operations
Connected
with
Counterparties and Related Persons that
regulates the conditions for the approval of
operations with related parties, pursuant to
the provisions of the Argentine Securities
and Exchange Commission , as applicable,
and the rules of the US Securities and
Exchange Commission.
The aforementioned Policy is intended to
ensure that said transactions be carried out
with transparency, fairness, and objectivity,
under terms and conditions in line with
applicable
in
financial statements, and be in line with
good corporate governance practices.
laws, be clearly reported
Counterparties
Besides, Grupo Supervielle has a Committee
for the Analysis of Operations with Related
Parties,
and Related
Persons, which is governed by Internal Rules
and has consultancy and supervision
powers to apply the corresponding Policy in
order to ensure the transparency of these
transactions and that they are carried out
pursuant to the conditions set forth in
applicable regulations.
86
25. Financial and non-financial information is disclosed on the Company’s website, which may
be accessed by all investors. The website has a special area for consideration of investment
inquiries.
The Board complies with this duty. Grupo
website
Supervielle’s
www.gruposupervielle.com
is a public
website and is updated on a regular basis
with relevant corporate information, as
follows:
•
Institutional information: includes the
history of the Company, a description of
its businesses, the composition of the
leadership team and the recognitions
and awards obtained.
sets out
strategy, defines
• Commitment: describes the company's
purpose and general strategy. This
section also
the ESG
(environmental, social, and corporate
governance)
the
materiality matrix and
includes the
Sustainability Reports existing to date.
With regard to Corporate Governance,
the Corporate Bylaws, the composition,
and résumés of the members of the
information on
Board of Directors,
sustainability, and the shareholding
structure of the company and the Code
of Corporate Governance are made
available. The main corporate policies
are also
included together with a
description of the duties of the Board of
the
committees
Directors'
and
risk
and policies
strategies
for
section
management.
also
This
in terms of
describes our Culture
work
and
diversity
methodologies,
internal
communication, and volunteering.
• The Sustainability report and related
the
is published on
inclusion,
training,
information
Company's website:
https://www.gruposupervielle.com/Sp
anish/nuestro-enfoque/estrategia-de-
esg2/#reportes-de-sustentabilidad
•
information on
Investors: provides
shareholding
performance,
share
structure,
information
financial
including quarterly results, results and
annual reports and 20-F Form, among
other reports, regulatory filings with the
Argentine Securities and Exchange
Commission and the US Securities and
Exchange Commission, calendar of
corporate events, presentations, and
other developments.
• Developments and investor education:
information of interest is presented,
and educational tools are available for
investor convenience.
On the other hand, Grupo Supervielle
constantly promotes contact with investors.
In order to reflect the intrinsic value of the
Company, the Board of Directors has
explicitly established an active
investor
relations policy. In order to achieve this
objective, we try to provide truthful,
reliable, and consistent information. For
such reasons, multiple tasks are carried out
in order to generate fluid communication
with investors. When engaging with their
shareholders, Grupo Supervielle's teams
follow the same principles that have been
(i) easy
for all stakeholders:
defined
accessibility;
to
legitimate concerns; (iii) transparency in the
commitments assumed; and (iv) disclosure
of relevant information.
response
timely
(ii)
In addition, the Company, on a quarterly
basis, reports about its performance to the
in general, the corporate
Shareholders
bodies and the control authority.
87
The Company’s website has a direct line to contact the Investors Relations Department and the
members of the team through the following e-mail:
IR-GrupoSupervielle@gruposupervielle.com.ar.
26. The Board must ensure that there is a procedure for identification and classification of
stakeholders and a channel to communicate with them.
The Board complies with this duty. In 2021
Grupo Supervielle issued the consolidated
2021 Sustainability Report, which includes
data and indicators of the Company and its
subsidiaries and provides for a procedure
identification and classification of
for
stakeholders
the
that
Stakeholders Involvement Plan.
included
in
is
Involvement with a wide
range of
stakeholders enables Grupo Supervielle to
clearly identify who they are and classify
them according to their level of influence,
impact, risk, size, closeness, among other.
The aim is to have a better understanding of
the social and environmental impacts of
commercial activities, including the indirect
from projects and
impacts derived
businesses that are financed. This has an
effect on risk mitigation, crisis anticipation,
and eventually, provides tools to solve them
efficiently.
Considering the size of their operations and
diversity of stakeholders, Grupo Supervielle
involvement
decentralized
adopts
approach. This means that different teams
of Grupo Supervielle must interact regularly
a
with their stakeholders in matters of mutual
interest to explore possible associations and
seek opportunities to create value.
teams
As to involvement with their stakeholders,
Grupo Supervielle
the
principles of easy accessibility, timely
concerns,
response
transparency in the commitments assumed,
and disclosure of relevant information.
legitimate
follow
to
To identify their stakeholders, the relevant
teams use the interaction and business
impact criteria, classify their profiles and
design adequate communication channels
for each of them. Said communication
channels must enable reception, analysis,
and timely response to inquiries, and are
additional to the public information that
stakeholders may obtain through the
website www.gruposupervielle.com.
The 2021 Sustainability Report, prepared
following GRI (Global Reporting Initiative)
Standards, reports on the Company’s
Stakeholders and
the communication
channel for their adequate service.
27. Prior to the holding of Shareholders’ Meetings, the Board delivers to the shareholders, a
“provisional information package” to allow them – through a formal communication
channel- to make non-binding comments and
issue opinions dissenting with the
recommendations made by the Board. At the time of delivery of the final package, the Board
must expressly refer to the comments received, as deemed necessary.
88
The Board of Grupo Supervielle makes
recommendations as regards votes and/or
informs shareholders of any proposals of
motions prior
the holding of
Shareholders’ Meetings.
to
To that end, the Board prepares a document
with vote recommendations and motion
proposals made by other shareholders and
issues a document – prepared by the
Disclosure Committee and later approved
by the Board – which is published as a
relevant fact in the Financial Information
Highway of the Argentine Securities and
Exchange Commission and as a relevant
filing in the US Securities and Exchange
Commission and in the Company’s website.
information
is disclosed
This
to all
shareholders at the same time, respecting
the principle of symmetric information, and
contains disaggregated and complete
the
information on each
Shareholders’ Meeting agenda.
item of
to
the
The Company is implementing a procedure
for holding of Shareholders’ meetings as per
CNV Rules, ensuring that said meetings are
held in safe and transparent conditions,
guaranteeing respect, equal treatment and
free accessibility for all participants, and
that the documents to be submitted for
consideration of the Shareholders are made
legally
them within
available
established term.
Although there are yet no plans regarding a
formal communication channel to receive
non-binding comments and issue opinions
dissenting with those of the Board, the
Company has adequate means (website and
contact data) which may be used to channel
any said comments and opinions through
the
Relations Department.
Comments received and the corresponding
to all
answers must be disclosed
shareholders through publication as a
relevant fact in the Financial Information
Highway and as a relevant filing in the US
Securities and Exchange Commission and in
the Company’s website
Investor
According to the company’s by-laws, shareholders may receive information packages for
28.
Shareholders’ Meetings through virtual means and participate in said meetings through
electronic communication means enabling the simultaneous transmission of sound, images, and
words, thus ensuring the principle of equal treatment of participants.
The Board complies with this duty.
During the year under consideration, the
Company amended its bylaws to regulate
the holding of remote virtual meetings, in
accordance with the requirements of
implies the
applicable regulations. This
for shareholders to receive
possibility
information packages online prior
to
Shareholders’ Meetings, in printed form
through other physical channels
and
provided for this purpose.
The Dividend Distribution Policy is in line with the strategy and clearly sets forth the
29.
criteria, frequency, and terms for any dividend distribution.
89
The Board complies with this duty.
Grupo Supervielle has a specific policy on
distribution of dividends, which are
declared and paid to the extent that funds
are legally available, and as determined by
the
Annual
Shareholders` Meeting.
shareholders
the
at
regarding
recommendation
Prior to the Shareholders’ Meeting, the
Board makes a
to
shareholders
dividend
distribution and payment, which will
depend on a number of factors, including,
without limitation, operating results, cash
flows, financial condition, capital levels,
and
legal
regulatory
investment
requirement,
opportunities and acquisitions, in line with
the Company-defined strategy.
requirements,
contractual
As a general rule, the Board makes
recommendations in favor of an efficient
the Board will
i.e.,
use of capital,
recommend reinvestment profits when
investment opportunities,
there
are
whether organic or
inorganic, or will
recommend a dividend distribution when
there is capital surplus.
In accordance with the Companies Law N°
19550, the CNV Rules, as supplemented and
amended, and
the bylaws of Grupo
Supervielle, at the end of each fiscal year,
the liquid and realized profits are allocated
as follows: (i) 5% until reaching 20% of the
subscribed capital to the statutory reserve
fund, (ii) to the remuneration of the Board
of Directors and the Statutory Audit
Committee, (iii) to the payment of dividends
on preferred shares, giving priority to
unpaid cumulative dividends and (iv) the
balance, in whole or in part, to additional
participation of preferred shares and
dividends on common shares or to optional
or contingency reserve fund or to a new
account or as otherwise determined by the
Shareholders' Meeting.
the
In accordance with CNV Rules, cash
dividends must be paid to shareholders
within 30 calendar days of the approval of
respective
their distribution by
shareholders' meeting. In the case of stock
dividends, or stock and cash dividends, the
shares and cash must be made available to
shareholders within three months from the
date of the notice of the authorization of
the public offer for the shares to be
distributed.
receive
Shareholders are entitled
to
dividends and other claims,
if any.
Dividends are distributed pro rata according
to the number of shares held by each
holder. The shareholders' right to claim
payment of dividends expires three years
after the date on which they were made
available to the shareholders, and the
amount not claimed within this period is
considered as extraordinary profit of the
Company.