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Sagicor Financial Company Ltd.Stability The greatest house is nothing without its foundation. In a world where even the slightest financial tremors reverberate around the globe, Sagicor is built on solid ground. It is our responsibility to those we serve, to our shareholders, and to ourselves to take every measure to protect our future, and to ensure that we stay strong, secure and stable through whatever comes our way. To be a great company, committed to improving the lives of people in the communities in which we operate. ConTenTs 2012 Annual Report 3 Plan Strengthen SuPPort overview Chairman’s statement Financial Highlights 6 10 12 Corporate & social Responsibility Human Capital Report 16 24 Provide adviSe lead operating & Financial Review 30 Board of Directors 44 Corporate Governance 50 accomPliSh Protect contribute executive Management 62 Index to the Financial statements Financial statements notes 68 72 77 shareholder Information 182 communicate Advisors & Bankers offices 192 193 Sagicor Financial Corporation Plan The road ahead is not set. It is up to us to plan it. 6 2012 Annual Report oveRvIew Sagicor is synonymous with world-class financial services. Our vision is “To be a great company committed to improving the lives of people in the communities in which we operate.” With a proud history dating back to 1840, Sagicor is a dynamic, indigenous Group which has been redefining financial services in the Caribbean, building a strong base from which it has expanded into the international financial services market. Sagicor now operates in 22 countries in the Caribbean, Latin America, the UK and the US. In 2002, after 162 years as the Barbados Mutual Life Assurance Society, the company demutualised with the overwhelming support of its policyholders, and Sagicor Financial Corporation was formed as a publicly listed holding company. Sagicor, the new company name, means “wise judgment” and reflects a new vision for financial advice and services. For 170 years, we have worked to help families by providing the assurance and peace of mind needed, especially during their most challenging times. This will never change. Our name and identity draw on the strength, stability and financial prudence that are our heritage, but this identity also represents the freedom that wise financial thinking can bring to our Customers throughout their lives. Through a wide range of financial products and services, Sagicor offers “wise judgment” throughout the entire life cycle – whether it is the purchase of a new home, planning a child’s future and higher education, retirement, or simply providing security for loved ones. Sagicor will meet financial needs now and for the future. Sagicor’s objective is to continue to create a leading international financial services group which provides world class products and services to Customers, while generating excellent returns for Shareholders. The six key strategic areas that inform our current strategic plan are: • • Profitability Liquidity • Capital Management • Human Resource Management • Information Technology Management • Corporate Communications, Corporate Social Responsibility and Marketing Management Sagicor Financial Corporation Strengthen Every day we move forward, we become that much stronger. 2012 Annual Report CHAIRMAn’s sTATeMenT 10 stephen Mcnamara Chairman The Sagicor Group recorded net income from continuing operations of US$ 74.1 million for the year to December 31, 2012, a modest reduction from US$ 75.7 million achieved for the previous year. Net income from continuing operations attributable to shareholders improved to US$ 52.4 million from the corresponding amount of US$ 44.8 million for 2011. Earnings per common share from continuing operations totalled US 16.8¢ and represents a return on common shareholders’ equity of 9.5%. These results are very encouraging and provide shareholders with a reasonable level of return. The Group’s financial statements in 2012 have been presented with continuing operations being separated from the discontinued Sagicor Europe operations. In December 2012, the Board and Management made the determination that the Sagicor Europe operations, comprising our Sagicor at Lloyd’s insurance business, would be divested and the Group would realise its value through a sale of the business. In accordance with International Financial Reporting Standards, the assets and liabilities associated with Sagicor Europe are presented separately in the statement of financial position, and the revenues, benefits, expenses and cash flows are also separated in the financial statements with the 2011 comparative amounts presented likewise. Revenue from continuing operations totalled US$ 1,064.4 million and increased from the comparative amount of US$ 944.5 million for 2011. This growth of 13% in revenue is attributable to increased net premiums of US$ 60.5 million, increased investment income of US$ 17.5 million and increased other revenue of US$ 42.0 million. Other revenues in 2012 benefited from one-off items, notably a gain on the recapture of a previously reinsured block of policies. Total benefits incurred from continuing operations totalled US$ 639.4 million as compared to US$ 541.8 million in 2011. The increase in benefits arose from an increase of US$ 38.1 million in policy benefits and more significantly from an increase in future policy benefits of US$ 62.0 million. The increase in future benefits has been impacted by the reducing yields on investment income in 2012 compared to 2011, as future benefits have to be set aside now to offset lower expected investment income in the future. Sagicor Financial Corporation 2012 Annual Report 11 Total expenses from continuing operations amounted to US$ 326.5 million, an increase of US$ 21.3 million or 7.0% over the prior year. As indicated in a foregoing paragraph, the Sagicor Europe results have been classified as discontinued. These operations had another disappointing year, with the incidence of large losses and catastrophe loss movements being recorded, resulting in an operating loss of US$ 15.6 million. Though this is an improvement over the operating loss of US$ 43.2 million incurred in 2011, the result is still disappointing. After including taxation, finance, currency exchange and impairment charges, the net loss associated with this business totalled US$ 42.0 million (2011 - US$ 43.9 million). Sagicor is currently engaged in a sale process with prospective buyers and we anticipate a sale of the business in the very near future. Overall, after including discontinued operations, the net income attributable to shareholders was US$ 10.4 million in 2012 and US$ 1.0 million in 2011. In the consolidated statement of financial position, assets amounted to US$ 5.5 billion. Of this US$ 4.8 billion is attributable to continuing operations and the remaining US$ $0.7 billion is associated with the discontinued operation. Total liabilities are recorded at US$ 4.7 billion, of which US$ 4.1 billion is attributable to continuing operations and the remaining US$ $0.6 billion is associated with the discontinued operation. Total equity was US$ 818.6 million as of December 31, 2012 (2011 - US$ 797.5 million). Sagicor’s debt to equity ratio was 29.5% as of December 31, 2012 (2011 - 29.2%). Subsequent to the end of the year, the Government of Jamaica (GOJ) announced the National Debt Exchange (NDX) programme. This is a programme where government debt securities are exchanged for replacement securities with a lower interest rate and longer tenor, to enable the GOJ to reduce its debt service levels and facilitate an agreement with the International Monetary Fund and for international lenders to provide funding for the further development of Jamaica. Sagicor’s Jamaican operations have agreed to participate in this programme. The NDX announcement led to a downgrade of the Government of Jamaica’s credit rating by Standard and Poor’s (S&P) and consequently to a downgrade of the Sagicor Group’s credit rating to BB+. These developments illustrate the continuing fiscal and economic challenges faced by many countries in the Caribbean. The NDX programme is not expected to significantly impact the long-term profitability of the Sagicor Group Also subsequent to the end of the year, Sagicor completed the acquisition of the traditional life insurance policies of British American Insurance Company Limited in the Eastern Caribbean. These policies number approximately 17,500 and we welcome these Policyholders as Sagicor’s newest Customers. As the Group moves to complete the disposal of its Sagicor Europe operations, the Board and Management will focus exclusively on maintaining the good results achieved for the continuing operations and enhancing them even through these challenging economic conditions. The Board has declared half-yearly dividends of US 3.25¢ per preference share and US 2.0¢ per common share payable on May 15. On behalf of the Board of Sagicor, I wish to thank our Policyholders and Clients for their continued support. Stephen McNamara Chairman April 2, 2013. Sagicor Financial Corporation 12 2012 Annual Report FInAnCIAl HIGHlIGHTs Amounts in US$ millions unless otherwise stated NET INCOME 1 DIVIDENDS SHAREHOLDER RETURNS 60 45 30 15 0 15 10 5 0 BOOK VALUE PER SHARE Amounts in US cents 300 200 100 0 2012 2011 2012 2011 2012 2011 1 from continuing operations NET INCOME 100 75 50 25 0 1500 1000 500 0 2011 Earnings per share 1 16.8¢ 15.1¢ 9.5% 8.2% 2012 Return on shareholder’s equity 1 GROUP RESULTS 1 REVENUE BENEFITS 1000 500 0 2012 2011 2012 2011 2012 1 from continuing operations Income before taxes Total comprehensive income 2011 2012 99 58 2011 98 75 Sagicor Financial Corporation 2012 Annual Report 13 Amounts in US$ millions unless otherwise stated GROUP FINANCIAL POSITION ASSETS OPERATING LIABILITIES EQUITY & DEBT CAPITAL 6,000 5,000 4,000 5,000 4,000 3,000 1,500 1000 500 0 2012 2011 2012 2011 2012 2011 2012 2011 Debt to Equity 29.5% 29.2% 253% 229% MCCSR SAGICOR LIFE INC - NET INCOME SAGICOR JAMAICA- NET INCOME SAGICOR USA - NET INCOME SEGMENT RESULTS 40 20 0 100 50 0 20 10 0 2012 2011 2012 2011 2012 2011 Revenue Assets 2012 340 2011 328 1,610 1,488 Revenue Assets 2012 448 2011 433 1,893 1,864 Revenue Assets 2012 236 2011 143 1,219 1,102 Sagicor Financial Corporation SuPPort We all depend on each other for support. Without one another, we are truly alone. 16 2012 Annual Report CoRpoRATe soCIAl ResponsIBIlITy Sagicor’s view of the importance of corporate social responsibility is summarised in its vision - “To be a great company, committed to improving the lives of people in the communities in which we operate.” During 2012, the Sagicor Group of Companies continued to play an active part in its various communities around the world. In the area of health, SLIC continued its support of the Phoenix Children’s Hospital with its corporate donation, and staff members volunteered to answer phones during the annual Radio-thon fundraiser. Funds raised go directly to critical programmes and services to patients and their families. United states of America In the United States of America, it was another busy year of volunteerism and community involvement for Sagicor Life Insurance Company (SLIC). Their primary focus was on sports, youth, health and education in Florida. 1 In 2012 Sagicor sponsored football, men’s and women’s basketball and baseball programmes at the Arizona State University (ASU). ASU is one of the largest universities in the nation, with over 73,000 students. The Muscular Dystrophy Association was the recipient of funds raised during the Sagicor-sponsored 12th Annual Taste of the Town in October 2012. This event showcases signature dishes from some of the finest restaurants in the Scottsdale area, complemented with fine wine and live music. Proceeds benefit more than 2,400 Arizona families affected by neuromuscular diseases. Sagicor staff members in Scottsdale, Arizona participated in the Relay for Life Walk by the American Cancer Society, raising money through donations for those participating in the Walk. They also supported their local Salvation Army and its Hydration Station Initiative by donating over 30,000 bottles of water to the cause. An initial supply of water was purchased by SLIC to get the collection started. However, the vast majority of the water was purchased and donated by staff members. Equally impressive was the decision by staff members to rent a truck, load the water, and deliver it to the Salvation Army for final distribution. The Salvation Army’s Hydration Stations are set up at a number of street locations during the summer, providing some of the neediest with water so that they can stay hydrated during the hot weather. SLIC continued its sponsorship of the NFL’s Arizona Cardinals in 2012. The community outreach programme with the Cardinals focused on three initiatives: the Annual Holiday Food Drive, the Hometown Huddle Football Camps and the Reading with Big Red programme. Each year, prior to the Thanksgiving holiday, Sagicor and the Arizona Cardinals sponsor a Food Drive to benefit 1. Sagicor signage at an Arizona State University (ASU) basketball game. 2 2. Bart Catmull, President and COO of Sagicor Life Insurance Company, presents a donation to the Phoenix Children’s Hospital at their annual telethon. Sagicor Financial Corporation 2012 Annual Report 17 the St. Mary’s Food Bank Alliance. Sagicor staff members volunteer to collect non-perishable goods at a Cardinal home game from fans donating items as they go into the stadium. The Hometown Huddle programme brings Cardinal players and Sagicor volunteers together to provide a day of exercise and fun for children. In 2012, the Hometown Huddle was held at the Wilson Elementary School, and over 100 children participated. The Reading with Big Red programme involves a Cardinal football player, the Cardinals mascot, Big Red, and Sagicor volunteers. The purpose of the programme is to promote reading. The selected school in 2012 was the Wilson Elementary School in Phoenix, Arizona. Wilson Elementary serves some of the most disadvantaged children in the Phoenix area. SLIC adopted a class at the school and provided a holiday party and gifts for the entire class. Habitat for Humanity is dedicated to eliminating sub-standard housing. The organisation utilises volunteers from the community, corporations and educational institutions to build homes for those in need. In 2012, Sagicor staff members volunteered for several Habitat for Humanity projects. Sagicor staff members gave their time and efforts, working side-by-side with the future homeowners to complete Habitat home projects throughout the year. In the Metropolitan Phoenix area, SLIC partnered with the Boys & Girls Club, providing volunteers throughout the year to work with children. The Boys & Girls Club provides programmes and guidance to children with the ultimate goal of helping them to reach their full potential as productive, caring and responsible citizens. In Tampa, Florida, SLIC and its staff members sponsored and volunteered for several projects. Staff participated and solicited donations for the fourth consecutive year in the Arthritis Walk-a-thon. Sagicor was a Silver Sponsor for the event in 2012, and Bart Catmull (President and COO) served as the Corporate Honorary Chair. He gave the keynote speech at the kick-off luncheon, and welcomed the participants on the day of the event. For the third consecutive year, SLIC was the premium sponsor of the Lowry Park Zoo’s two annual 5K runs, with all proceeds going to Sagicor Career Agents with participants at the 7th Annual Zoo Zoom Run. support the Zoo. The runs have grown both in the number of runners participating and in the amount of money raised each year. In 2012, Sagicor increased its sponsorship of the Zoo by not only sponsoring the runs, the “Zoo Zoom Run” in the Spring and the “Zoo Run Run” in Fall, but also by sponsoring the Malayan Tiger Exhibit. Malayan Tigers are considered to be a critically endangered species and the Zoo has a fabulous exhibit highlighting these beautiful animals. Visitors at the Zoo will now see the Sagicor logo on the sign at the exhibit as they read about and see the Malayan Tigers. 2012 marked the fifth year of SLIC’s sponsorship of the University of South Florida (USF) football and basketball programmes. Sagicor was also involved with USF Business Department, working with the Department and their graduate students in conducting “real world” marketing research projects. Sagicor continued its support of All Children’s Hospital through its partnership with the Tampa Bay Rays Major League Baseball team and participated in the hospital’s Annual Telethon. During the season, Tampa Bay Rays players, along with Sagicor staff, conducted a series of visits to the hospital during which Players autographed Sagicor/Rays baseball shaped pillows. In addition to making a donation to the Hospital’s largest fundraiser for the fourth consecutive year, SLIC staff volunteered to answer phones during the Telethon. SLIC added another element to the Rays’ partnership with a sponsorship called Sagicor’s Tuesday Champion. At every Tuesday’s home game, Sagicor hosted a child from the Make-A-Wish Children’s Dream Fund for a special day at the ballpark as the Tuesday Champion. Tuesday’s Sagicor Financial Corporation 18 2012 Annual Report Finalists at the 18th Tower Hamlets Schools’ Public Speaking Competition at Lloyd’s Old Library, with Sagicor at Lloyd’s Paul Marden, Head of Marketing (far right). United Kingdom Sagicor at Lloyd’s (SaL) again signed up to Lloyd’s community programme as part of its corporate social responsibility policy. SaL staff were also heavily involved in volunteering to make their local community stronger. Right next door to Lloyd’s is a square mile of the most diverse of communities in East London. Like many city areas, it has more than its fair share of socio-economic challenges, ranging from children who need help with literacy and numeracy, to young teenagers struggling to find work, and run-down areas that need to be revitalised. Champion is an opportunity for children battling life-threatening illnesses to enjoy a once-in-a-lifetime experience, interacting on the field with players during batting practice, receiving a bat and a ball to be used to get autographs from the players, and throwing the first pitch of the game. With their families in attendance, many of the children selected came straight from the hospital to the game. SaL is involved with a number of initiatives in East London. In partnership with the Globe Primary School’s Words & Numbers, SaL staff members volunteer as reading and number partners, in an effort to improve the children’s literacy and numeracy skills. They spend their lunchtime working with individual children to make numbers fun, and helping them develop their reading abilities. The class adopted by the SLIC staff in Tampa was the 3rd grade class of Booker T. Washington. For the past three years, they have helped finance and provide assistance for the end-of-the-school-year Carnival, and hosted a holiday party for the entire class at the Lowry Park Zoo. SLIC, along with other companies in the area, partnered with Hillsborough County Education Foundation to collect school supplies for the 2012 school year. The Tampa office divided into teams, and were very competitive to see which one could collect the most supplies. The Hillsborough Education Foundation serves students, teachers and schools by bridging the gap between student needs and public funding. In March 2012, SLIC opened its newest U.S. office in Plantation, Florida. Shortly thereafter, it launched its community involvement with a donation to the Miami Children’s Hospital by sponsoring six bunkers for the Hospital’s Annual Golf Invitational. SLIC also funded two other programmes associated with the Hospital: the ‘Kids with Cancer Outing’ and Vital Flights, an organisation that works closely with the Hospital to provide air transportation to critically ill children receiving treatments at medical facilities away from their homes. SaL continues to grow its partnership with the Globe, helping to manage and make donations towards stalls for the Summer and Christmas Fayres. Paul Marden, SaL’s Head of Marketing, Communications and Corporate Social Responsibility, is now one of the Governors of the Globe Primary School, helping to continue the good work taking place there as part of the Lloyd’s Mentoring Scheme. SaL staff have also partnered with students from Cambridge Heath Sixth Form College in Tower Hamlets to help them through what is a very challenging time. Using their knowledge and experience, the volunteers arrange to meet with students on a monthly basis to advise them on exam techniques, university choices, the world of work and more. Passing on our passion for sports, SaL volunteers will again be participating in the Lloyd’s Community Programme supporting Tower Hamlets School Sports Partnership (THSSP) Annual Spring and Summer Games. THSSP trains young people to organise and administer after-school sports clubs. There are currently 32 clubs, covering all primary schools in Tower Hamlets, with up to 1,200 children attending the clubs each week. Sagicor Financial Corporation 2012 Annual Report 19 Sagicor Life Advisor, Eural Baptiste (center), presenting a donation towards the Youth Internship Programme, to Mr. Leslie Emanuel, Executive Director of DPINAC Inc., and Ms. Damisha Boyer. The Spring and Summer Games attract over 800 children, between the ages of 8-10 years from the various clubs. During the Games, they have the opportunity to take part in competitive tournaments, including Athletics, Cricket, Football, Tag-Rugby, Badminton and Fencing, and to try out new sports including Judo, Ultimate Frisbee, Golf and Skateboarding. Still in the area of sports, SaL continued to sponsor their Annual Sporting Lunch to raise funds for the ‘Willow Foundation’, a charity dedicated to bringing special days to the seriously ill who are between the ages of 16 and 40 years who live in the United Kingdom. The Caribbean 2012 marked a new chapter in Sagicor Life Inc’s (SLI)efforts to sensitise Caribbean citizens about the threat of Chronic Non-communicable Disease (CNCDs). In Barbados and the Eastern Caribbean, CNCDs account for approximately 77% of deaths each year. Sagicor Life Inc is committed to supporting and implementing strategies which can help decrease the number of reported cases of CNCDs across the region and their resulting negative social and economic effects. SLI, represented by Mr. J. Edward Clarke, COO of SLI and General Manager Barbados Operations, and the Healthy Caribbean Coalition (HCC), represented by Professor Trevor Hassell, President of the HCC formalised a Memorandum of Understanding (MOU) during a signing ceremony at the United Nations Development Programme Headquarters. Under the MOU, Sagicor Life Inc will make an annual contribution to HCC until 2015. This much-needed contribution will enable the regional organisation to establish a Secretariat to manage programmes for the prevention and management of chronic diseases among Caribbean people. In addition, HCC has made a commitment to prepare and implement a Caribbean Civil Society Action Plan for tackling CNCD, over the next four years. As a testament to its commitment to reducing the level of CNCD in the region, SLI also signed a three-year Memorandum of Understanding for the establishment of a new research and teaching position in Health Economics at the Chronic Disease Research Centre (CDRC) at the Cave Hill Campus of the University of the West Indies. The research that will be conducted will help determine the economic and financial impact of CNCDs as well as provide insight for governments and non-governmental organisations which are currently striving to find solutions to the issues caused by the rise in CNCDs, across the region. In a continuing effort to bring positive change and awareness in the community, SLI made a contribution to the Disabled Peoples’ International North America and the Caribbean Incorporated (DPINAC Inc.) in late 2012. With seed financial support from SLI, The DPINAC Inc. will launch a Youth Internship Programme aimed at exposing young persons between the ages of 21 - 25 without disabilities, to the issues facing persons with disabilities. The objectives of the programme are to create a core of young persons without disabilities who: • Are trained in and sensitised to the issues of disability • Can become activists in mainstream society for and on behalf of persons with disabilities and the movement of persons with disabilities in general • Are trained in research, communication and organisational management skills Sagicor Financial Corporation 20 2012 Annual Report • Are sensitised to the operations of Disabled Peoples’ International (DPI) and its regions including DPINAC Inc., and the disability movement in general. The first candidate of the Youth Internship Program is Miss Damisha Boyer, a 22-year-old female undergraduate student of the University of the West Indies, majoring in Economics and Management, who has already participated in a voluntary one-month orientation process from July 2, 2012. The importance of leading healthy, active lifestyles cannot be overstated. Regular exercise and a healthy diet can help in the management and prevention of many chronic non-communicable diseases affecting the region today. It is fitting, therefore, that young people should lead the way. As a company that values and supports initiatives which promote healthy living, SLI has been pleased to lend its support, over the past twenty one years, as title sponsor of the Annual OECS Swimming Championships. In 2012, the Championships were held in Antigua & Barbuda. During the weekend event, junior athletes from across the region were given a chance to hone their skills as they competed against their OECS counterparts. It is hoped that the OECS Championships will not only provide a training ground for future champions, but that the experience will also cultivate sportsmanship and regional integration. Each year, the standard of the event has been raised as the number of talented swimmers qualifying increases. This is especially evident in Antigua & Barbuda, where there has been a proliferation in the number of swim clubs. For the past seventeen years, SLI has continued its support of youth development initiatives in St. Vincent, through its work with the Coast Guard Youth Development Programme. Executed in partnership with the St. Vincent and the Grenadines Coast Guard, the programme is designed to cultivate well-rounded young people, between the ages of 14 and 18. The 2012 programme consisted of three phases and provided training for 125 participants to prepare them for the many challenges of life, as well as a greater appreciation for the role of the Coast Guard and the many skills it entails. Sagicor Life Agency Manager, Stanley Browne, presenting a Certificate of Completion to a graduate of the St Vincent and the Grenadines Coast Guard Programme. 2012 was the fourteenth year of the Sigma Corporate Run organised by Sagicor Investments, the largest 5k road race in the region, with over 16,000 participants. Sagicor Investments, together with Sagicor Life Jamaica (SLJ), raised funds for Chain of Hope Jamaica, in support of the Bustamante Hospital for Children’s Cardiac Unit, the 2012 beneficiary of the Sigma Corporate Run. Sagicor Bank continued its support in the area of sports with sponsorship of three Tennis tournaments, the Davis Cup, the All Jamaica Junior Tennis Tournament and the Junior Classic Tournament. The tournaments have grown significantly since Sagicor Bank’s alliance in 2009. Participants have gone on to represent themselves and Jamaica at both the regional and international levels. Sagicor Bank and Investments continued its drive to assist students at the University Level with bursaries to both the University of Technology and the University of the West Indies. In addition, SLJ gave 14 scholarships to Grade Six Achievement Test (GSAT) students and 16 prizes to the Champion Boy and Girl from the Jamaica Teachers’ Association/Sagicor Primary and Junior High Athletic Championships. On entering high school the latter will receive full scholarships. Sagicor Financial Corporation 2012 Annual Report 21 GEM, an acronym for Greatness Exists in Me, is a local pantomime designed to develop both the confidence and talent of young people. This is in keeping with Sagicor’s Vision and the reason why SLJ ensured that approximately 350 students from the inner-city and children’s homes across the island were exposed to the GEM Pantomime. At Sagicor, we believe that students develop overall performance skills, improve personal confidence and master the ability to focus on outcomes when they are actively involved in sports. One such event which has provided this kind of opportunity in Trinidad & Tobago is the 10th Sagicor Junior Tennis Tournament. The event attracted approximately 150 young tennis enthusiasts. Corporate Initiatives The Sagicor West Indies Cricket High Performance Centre (Sagicor HPC) continues to be the single largest investment by the Sagicor Group of Companies. Based at the 3Ws Oval of the Cave Hill Campus of the University of the West Indies, the Sagicor HPC provides a unique educational and training facility, designed to create well-rounded, multi-skilled young cricketers. It offers support in physical, technical, psychological and lifestyle areas of the game, and players follow a programme specifically tailored to their individual needs. The results from the Sagicor HPC programme continue to be lauded as a step in the right direction for revitalising the performance of West Indies cricket. In 2012, the Sagicor Visionaries’ Challenge was conceptualised by Sagicor and the Caribbean Science Foundation (CSF), in partnership with the Caribbean Examinations Council (CXC). The aim of both Sagicor and the CSF is to improve the lives of the people in the communities in which they are based. All three organisations share the belief that, through the integration and application of Science, Technology, Engineering and Maths (STEM), communities will facilitate nationwide education and foster the care needed to bring about sustainable Caribbean communities. This was the thinking behind the Sagicor Visionaries Challenge. Following the decision by the Sagicor Group to partner with the CSF and the CXC, Trinidad and Tobago undertook a National STEM Awareness Campaign in the twin-island Republic. Its purpose was threefold - to stimulate excitement primarily in the education system and, by extension, the general public of Trinidad and Tobago and Sagicor’s Staff, to the wonderful world of Science, Technology, Engineering and Mathematics; to make STEM, a common acronym in the vocabulary of youths, parents and teachers and to show how STEM will lead to sustainability by changing lives for the better. The campaign was a resounding success. During 2012, the Sagicor Visionaries’ Challenge engaged secondary school students and teachers in 12 countries; Anguilla, Antigua & Barbuda, Belize, Barbados, Dominica, Grenada, Guyana, Jamaica, St. Kitts & Nevis, St. Lucia, St. Vincent & the Grenadines and Trinidad & Tobago. This competition was formally launched in January 2013 and over 170 projects were submitted. It required students to work with a teacher at their institution to identify a problem facing their school or community, and using STEM, develop effective, innovative and sustainable solutions to the problem identified. Participation in the Challenge is intended to: • Ignite an interest in innovation among youth, through STEM, to help build and integrate sustainable communities throughout the Caribbean. • Integrate knowledge gained from formal and informal education to enable tomorrow’s leaders to build a more sustainable Caribbean. • Encourage and boost institutional capacity in STEM in secondary schools within the region. In addition to creating a forum within which secondary school children in the region can identify challenges in their community, and providing a solution using STEM subjects, we are, essentially, creating and nurturing innovative scientists for tomorrow’s Caribbean. However, the ultimate goal is to assist with the diversification of the economies of the region by harnessing Science and Technology for economic development, and to help raise the standard of living. Sagicor Financial Corporation 1 2 3 1. 2. 3. 4. 5. Sagicor Life’s Chaguanas Branch Manager, Joel Martinez, and Sagicor Advisor/ Head Umpire, Colleen De Gannes, at the Opening of the 10th Tournament with Tournament officials and participants. Sagicor staff and Tampa Bay Rays Players visiting the All Children’s Hospital during the Rays Kids Spirits programme. Sagicor Marketing Staff at the Divali Nagar Cultural Centre at the Divali Holy Hindu Festival celebrations. Sagicor at Lloyd’s staff participating in a fund-raising event. Sagicor signage at the hockey arena for the Tampa Bay Lightning NHL team. 4 5 6 7 8 9 6. 7. 8. Sagicor Life Jamaica’s Suzette Shaw-Reid, (back, 2nd from right) welcoming students, school representatives and parents of Faith Tabernacle, one of the schools of the Sagicor Adopt-a-School Programme. (L-R) Robert Trestrail, EVP and GM, SLI, Trinidad and Tobago; Dr. Didacus Jules, CEO and Registrar, CXC; Mr. Richard Kellman, COO, Sagicor Financial Corporation; Dr. the Hon. Cardinal Warde, Interim Executive Director, CSF, and Prof. of Electrical Engineering, M.I.T. at the STEM National Awareness Campaign Launch. Representatives from the winning Portland Team receiving the Champions Trophy at the JTA/Sagicor Athletic Championships, from Sagicor Life Jamaica’s (l-r) Willard Brown, Vice President, and Dr. Adolph Cameron, General Secretary of the Jamaica Teacher’s Association. 9. Participants at The Sagicor Shape Up Extravaganza, Barbados. 24 2012 Annual Report HUMAn CApITAl RepoRT employee engagement The LOMA Employee Opinion Surveys regularly measure employee morale and obtain feedback on engagement, leadership, rewards and recognition along with quality of life issues. In the past year, Group companies reported overall improvements in survey results in spite of declines reported in international trend data. Participation rates increased across Group companies, indicating higher levels of trust in the administration of these surveys. Employee satisfaction scores across Group companies range from 70% to 76%. Sagicor Life Jamaica Limited reported 75.7% satisfaction, notably the highest satisfaction levels experienced by that company since the commencement of the survey in 2005. Year-on-year score improvements range from 0.8% to 2.5%. Sagicor Life Inc reported an average score of 72%, an overall improvement of 2.5%. Sagicor Bank and Sagicor Investments Jamaica Limited reported a result of 70.4%, an increase of 1.0% over 2011’s rating. In Sagicor USA, there was 98% participation by administrative staff, and 57% by sales agents, with the survey showing overall morale levels for Sagicor USA to be very high, and employees indicating that they were empowered to make necessary decisions. In 2012, Group companies maintained a focus on employee engagement and initiatives to improve productivity and the delivery of services to employee stakeholders. One of the key initiatives was the effort to improve the health of the staff populations, employee wellbeing, productivity, attendance at work, and the global initiative to manage the cost of providing health care. Projects in Group companies were multi- faceted and included: 1. Educational sessions for staff about the impact of lifestyle choices on the incidents of chronic non-communicable diseases (CNCDs). 2. Health screenings and monitoring of key indicators for CNCDs such as high blood pressure, cholesterol and BMI to encourage adoption of a healthy lifestyle. 3. A series of fun-based activity challenges that included a Million Step Competition in Barbados, during which 240 employees in 48 teams, each with the daily target of 10,000 steps. amassed over 153,000,000 steps. private and public sector stakeholders to share details of the programme and report on its success. In addition, the Company reported very high levels of staff motivation and engagement. The programme precipitated a new group of team leaders who took responsibility for co-ordinating team activities and data collection, as well as motivating team members to achieve astounding results. Biometric data was collected and analysed by an external company. Many participants saw improved blood sugar, cholesterol and blood pressure readings, and achieved weight loss. Other initiatives in this area included participation in local fitness competitions. Sagicor General Insurance staff teams achieved a second place ranking in a Fat Loss Challenge, and SLI earned a fourth place position for consistent use of and participation in programmes at a local gym. Sagicor USA implemented a new wellness program to engage and educate staff on health and nutrition, introducing a number of themed events, the most significant of which was a 10-week online program aimed at decreasing the risk of developing metabolic syndrome, a combination of medical disorders that, when occurring together, increase the risk of developing cardiovascular disease and diabetes, and other chronic health conditions. The Sagilympics staged by Sagicor Life Jamaica as part of a week of activities saw houses (teams) compete in an Olympics-styled Sports Day. The annual calendars of employee events included: 1. Annual themed motivational seminars with local, regional and international speakers. 2. Annual awards functions that recognised outstanding achievements. 3. Preventative Health Educational Programmes, “epic walks”, hikes and competitions to encourage employees to be more active. 4. Retirement and other special functions, including Christmas functions, and the Sagicor Family Day, featuring a fun day at a Diamondback’s Baseball Game in Scottsdale and an Employee Appreciation Week which included team-building events. The results of these programmes were quite remarkable, and in Barbados generated significant national interest and requests from both The Sagicor Group of Companies facilitated and supported staff who volunteered for charitable programs including the “Breakfast Club” in Barbados which provides breakfast for children from impoverished Sagicor Financial Corporation 2012 Annual Report 25 communities, a Christmas Angels Project providing gifts to children with special needs annually, and a Children’s Christmas Party facilitated by the Employee Sports Club. In Jamaica, staff actively participated in the fundraising initiatives for victims of Hurricane Sandy and for the Sickle Cell Support Club in Jamaica. In the USA, fundraisers are held each month, where employees make a U.S. $5.00 monthly donation for the privilege of wearing casual dress on Fridays. All donations are matched by the company, with proceeds donated to charity organisations in the community. Recognition and Rewards The outstanding performances of our Sales teams and Administrative Staff were celebrated at awards functions. In Barbados, Sagicor Life Inc celebrated the achievements of Janice Mullin-Sargeant, who won the President’s Trophy for Top Producer. Eural Baptiste of Antigua, won this award in the Eastern Caribbean region, and Albert Lyon won the Sagicor Trophy for top producer at Sagicor Life Jamaica. Abel Simpson in Belize topped the sales team in the Sagicor Capital Life territories, and in Trinidad and Tobago, Denzil Supersad won Advisor of the Year. These awards are keenly competed for each year, generating tremendous interest and excitement across the sales teams in our Units, Agencies and Branches. Sagicorians are employee and citizen role models who demonstrate sound knowledge of our business and wise judgment; they should be creative and pioneering, and accomplish a significant assignment during the calendar year. In addition, they must demonstrate good business ethics and community involvement. For the first time, the Sagicorian Award was presented in two categories – Most Outstanding Employee of the Year and Most Outstanding Manager of the Year. Six employees, recognised by Group companies in 2012 for their outstanding contributions, competed for the Sagicorian Award. They were Andrew Gutierrez, Employee of the Year, Sagicor Life Insurance Company - USA; Roslyn Ann Dennie, Employee of the Year, Sagicor General - Trinidad and Tobago; Fabian Broomes, Employee of the Year, Sagicor Life Inc – Barbados; Sheldon Watson, Employee of the Year, Sagicor Life Jamaica; Trisha Davis, Manager of the Year, Sagicor Life Inc – Trinidad and Tobago and Sandra Kellman, Manager of the Year, Sagicor Life Inc - Barbados. In a historic first for this program, there was a tie for the coveted Sagicorian Award. Sheldon Watson, a Pre-Underwriter in our New Business Department at Sagicor Life Jamaica, and Fabian Broomes, a Systems Administrator in our Shared Services Information Technology Department in Sagicor Life Inc in Barbados, tied for this award for 2012. Sandra Kellman - Manager in the Reinsurance and New Business Department, Sagicor Life Inc - Barbados was awarded the Sagicorian Award as the most outstanding Manager in the Sagicor Group for 2012. Sheldon Watson Fabian Broomes Sandra Kellman Tricia De Gannes Sagicor Financial Corporation 26 2012 Annual Report Tricia De Gannes - an employee in our Sagicor Life Inc operations in Trinidad and Tobago was recognized as the employee who made the most outstanding contribution in the Group for 2012. subsidiary companies from January 1, 2013. The Defined Benefit Plan in Sagicor Life Inc, which provides pension benefits for employees of Sagicor Financial Corporation, Sagicor Life Inc and associated companies, is now closed to new entrants. strategic Rewards and Benefits Group Companies carefully monitored the competitive positioning and effectiveness of compensation and benefits for best practice, using survey data and benchmarking against local, regional and international data. equity programs On December 31, 2012, the Employee Share Ownership Plan, approved by Shareholders in December 2005, came of age. Twenty nine (29) employees (retirees and former employees) who left in good standing in Barbados, Trinidad and Tobago, Belize and St. Lucia were beneficiaries of the first awards. The ESOP is an Equity based incentive program for employees other than executives. pension Benefits Sagicor Life Inc complied with the requirements of the New Occupational Pensions Benefits legislation in Barbados, and implemented the strategic decision to introduce a new Defined Contribution plan for all new administrative employees of SLI and service delivery The Human Resources Departments across the Group continued to improve the delivery of services through the strategic implementation of technology solutions for compensation administration, with the roll-out of Payroll Web, a secure and confidential website to access pay slips. This system has reduced paper usage and decreased the payroll man hours associated with printing, batching and distributing pay slips, while improving the security associated with the distribution process. Group companies will fully implement the functions of Payroll Web system and Workforce – a time and attendance system that provides a desktop log in and portal for staff and management to manage time and attendance. Sagicor USA implemented “Workforce Now”, which merged the EZ Labor Timekeeping with Pay Expert Payroll Processing, enabling employees to access their time keeping, vacation and sick benefits, paystubs and W-2 forms all in one central location. At Sagicor Life Jamaica, as the first step in the launch of a Human Resources Self-Service Portal to further improve HR’s customer service levels, a new online system for administering leave benefits was launched in April 2012, significantly reducing costs and time spent on leave administration. SLJ, having entered Sagicor Success for consideration in the Human Resource Management Association of Jamaica’s 2012 HR Innovation Award Competition, was awarded 3rd Place for the most innovative initiative of 2012. Janice Mullin-Sargeant Albert Lyon Denzil Supersad Sagicor Financial Corporation The implementation of EASi Admin, an Equity Administration solution selected to enhance the administration of the Executive Long Term Incentive Program and the Employee Share Ownership Plan, will be completed in 2013. Mugs to eliminate and reduce the use of styrofoam cups. Tote Bags, with the Sagicor logo, were provided to staff to reduce the use of plastic and paper bags. In addition, all new-hire information kits are now paperless and provided on line. Training and Development Industrial Relations 2012 Annual Report 27 Group Companies maintained harmonious relationships with trade unions in Barbados, St. Lucia and Jamaica during this period. Group Companies commissioned executive development programs tailored specifically for senior and emerging leaders in the financial services industry. In the USA, Sagicor USA completed an onsite management training session with Barry Deutsch, Co-Author of “You’re Not the Person I Hired – A CEO’s Survival Guide to Hiring Top Talent” with follow-up plans to implement this new approach using the Client Services Department as a pilot. Anti-Money Laundering, Information Security and Code of Business Conduct and Ethics, Fraud Awareness, Sexual Harassment and Industrial Relations courses continued in 2012, using workshops and e-learning formats that provide 24-hour access to training materials. These programmes provided training to meet regulatory requirements in several countries; for international best practices for the security of client and company information; and to sensitise employees to their obligations under Sagicor’s Code of Business Practice and Ethics. The Company supports industry-specific programs leading to designations such as FLMI (Fellow, Life Management Institute), FFSI (Fellow, Financial Services Institute), FALU (Fellow, Academy of Life Underwriting) and FHIAS (Fellow, Health Insurance Advanced Studies). Programmes for other business skills such as Business Communications, Supervisory Management, Performance Management, Mentoring and Coaching, continue annually, using a blend of internal facilitators and external business and academic schools. Group Companies also provided significant support to employees pursuing professional accounting, actuarial and investment programmes as part of employee development and for succession planning. Going Green Sagicor Life Insurance Company USA continued efforts to support a “going green” initiative, by providing employees with Sagicor Bistro Sagicor Financial Corporation Provide Nothing brightens the present like knowing that we have provided for the future. 2012 Annual Report opeRATInG AnD FInAnCIAl RevIew 30 oveRvIew Economic environment The Sagicor Group is a leading provider of insurance products and related services in the Caribbean region. It also provides insurance products in the USA and UK and banking services in some Caribbean countries. The main insurance lines are life insurance, annuities and pension management, health insurance and property and casualty insurance. The customer base is predominately individuals but certain lines are marketed to employers to provide employee benefits and to commercial enterprises to provide property and casualty products. eXTeRnAl envIRonMenT The external environment impacts the operating and financial performance of the Sagicor Group. Economic factors, such as economic growth, employment levels and disposable income impact the levels of new and of renewal of life insurance and annuity products offered by the Group. Interest rates and investment yields affect the level of savings and investment returns offered within life insurance, annuities and banking products, and ultimately the profit margins that the Group can generate from these product lines. The health and mortality of insured customers and beneficiaries impact the levels of death, disability and health benefits the Group is required to meet. Property and casualty insurance products offer policyholders financial protection against loss of or damage to property, against accidents, and against liability to third parties. The Group’s operating units are all regulated by insurance, banking and securities regulations. The Group therefore has to meet certain statutory and reporting requirements to governments and government agencies. The major developed economies of the world continued to experience economic challenges during 2012. In the United States of America (USA), annual economic growth for 2012 was estimated at 2.2%. Unemployment remained relatively high ending the year at 7.8% and interest rates continued to be held at very low levels. In Europe, annual economic growth for 2012 was very marginal or negative, with the German economy achieving an estimated 0.7% growth and the United Kingdom an estimated -0.1% growth. Countries with commodity driven or export led economies such as the ‘BRICS’ continued to generate positive economic growth, albeit at lower rates than in the preceding two years. In the Caribbean region, the performance of economies has been generally weak with very low real GDP growth being experienced in Barbados, Jamaica and Trinidad & Tobago. Unemployment levels remain relatively high. Most governments face fiscal challenges and the Government of Jamaica has been seeking to conclude an agreement with the International Monetary Fund (IMF) for support and to facilitate new investment by international lenders. Interest rates in Trinidad & Tobago have declined to near historic levels. The long-term yield on Government of Trinidad & Tobago debt instruments was approximately 4.2% as of December 31, 2012, falling from approximately 5.4% one year earlier. Currency exchange rates have remained stable except for the Jamaica dollar which declined by 7.4% during 2012 when compared to the US dollar. Insurance Regulation While there has been no significant legislative change in the insurance sphere in the Caribbean, governments and regulators either have initiated or are contemplating enhancements to insurance regulation as a response to the recent failure of insurance subsidiaries of CL Financial in the region. In the United Kingdom, the deadline for Solvency II has been moved to January 1, 2015. However, Lloyd’s of London has proceeded with a programme of implementation, with significant milestones achieved during 2012. Sagicor Financial Corporation 2012 Annual Report 31 GRoUp ResUlTs Revenues in 2012 surpassed US$ 1 billion by US$ 64 million and also surpassed the 2011 total by US$ 119 million. Commensurate with the growth in revenue, insurance and other benefits also increased in 2012 to a total of US$ 639 million as compared to a total of US$ 542 million in 2011. Expenses and taxes also increased and reached US$ 351 million in 2012 as compared to a total of US$ 327 million in 2011. Net income from continuing operations totalled US$ 74 million in 2012 and US$ 76 million in 2011. ConsolIDATeD InCoMe 1 - $ millions 2012 Revenue Benefits Expenses & taxes net income Other comprehensive income Total comprehensive income 1 from continuing operations 1,064 (639) (351) 74 (16) 58 2011 945 (542) (327) 76 (1) 75 Other comprehensive income recorded a net loss of US$ 16 million in 2012 as compared to a loss of US$ 1 million in 2011. In December 2012, the Board and Management made a decision to dispose of Sagicor Europe, which owns the Sagicor at Lloyd’s operations. Since the future value of these operations would be realised through sale and not through trading, in accordance with International Financial Reporting Standards, the results of Sagicor Europe have been separated from the Group’s continuing operations and presented as a discontinued operation. The results of the Group’s continuing operations are further analysed under the next several sub-headings. The results of the discontinued operation are discussed and analysed in the penultimate section. Shareholder returns The Group’s net income and comprehensive income are allocated to the equity owners of the respective Group companies in accordance with their results. As some Group companies have minority shareholders, particularly in the Sagicor Jamaica operating segment, the Group’s net income is allocated accordingly between holders of Sagicor’s common shares and the minority interest shareholders. There is also an allocation to Sagicor Life Inc policyholders who hold participating policies, an arrangement which was established on the demutualisation of Sagicor Life Inc. For 2012, US$ 52 million of net income from continuing operations was allocated to the holders of common shares of Sagicor Financial Corporation, which corresponded to earnings per share of US 16.8 cents. The comparative amounts for 2011 were US$ 45 million of net income and US 15.1 cents per share. The respective annual returns on shareholders’ equity were 9.5% for 2012 and 8.2% for 2011. Dividends declared to shareholders in respect of 2012 totalled US$ 12 million and represented US 4 cents per share. The same amounts were declared for 2011. CoMMon sHAReHolDeR ReTURns 1 2012 Net income - $ millions Dividends - $ millions Earnings per share - cents Dividends per share - cents Return on equity - % 52 12 16.8 4.0 9.5 1 from continuing operations except for dividends. 2011 45 12 15.1 4.0 8.2 Sagicor Financial Corporation 32 2012 Annual Report Revenue The sources of the Group’s revenue are insurance premiums from customers, investment income arising from investments held, fee income and other revenues. The following table summarises the main items of revenue. RevenUe - $ millions 2012 2011 Net insurance premiums: Life and annuity Health Property & casualty Net investment income Fees and other revenues 511 136 18 665 295 104 1,064 459 129 17 605 278 62 945 Premium revenue from life insurance and annuity was US$ 511 million and represented 77% of total premium revenue. The comparative amounts for 2011 were US$ 459 million and 76%. The Group markets a range of life and annuity products, most of which are long-term contracts for which a monthly premium is paid by the customer. For some long-term contracts a single premium (usually a lump sum) is paid at the beginning of the contract. There are also annual renewable contracts which are marketed largely to employers to provide coverage to their employees on a group basis. The Group markets annual renewable health insurance contracts to employers and associations. These provide benefits against medical costs incurred by insured persons. Premium revenue from health insurance totalled US$ 136 million, an increase of US$ 7 million over the 2011 total. The Group also markets property and casualty insurance contracts in the Caribbean region. These are marketed to individuals and commercial enterprises. Premium revenue from these classes of insurance totalled US$ 18 million, a modest increase of US$ 1 million when compared to 2011. Income is generated from the investments made by the Group. The annual yields achieved on financial investments were as follows. InTeResT yIelDs Debt securities Mortgage loans Policy loans 2012 7.1% 7.6% 8.1% 2011 7.6% 8.1% 8.1% Finance loans & finance leases 10.2% 11.5% Securities purchased for resale Deposits 5.1% 2.4% 6.2% 2.9% Income from fees and other revenues totalled US$ 104 million. Compared to 2011, this was an increase of US$ 42 million, of which US$ 34 million related to non-recurring transactions and US$ 8 million related to transactions of a recurring nature. The non-recurring transactions include a gain of US$ 32 million on the recapture of a reinsurance contract (a gain of US$ 21 million after income tax is deducted). The gain arose due to a difference in methods for valuation of the insurance liabilities which were reinsured. Benefits The following table summarises the expense incurred by the Group in providing benefits. Sagicor Financial Corporation 2012 Annual Report 33 BeneFITs - $ millions Net insurance benefits: Life and annuity Health Property and casualty Interest expense 2012 2011 457 106 8 571 68 639 365 97 9 471 71 542 Insurance benefits comprise amounts payable to policyholders and beneficiaries in accordance with the contract terms of insurance policies issued or assumed by the Group. Interest payable to investment contract-holders or financial institutions which have placed funds with the Group are treated as interest benefits. Current life insurance and annuity benefits are recognised on the notification of death, disability or critical illness of an insured person, on the maturity or surrender of a policy, on the declaration of a policy bonus or dividend, or an annuity payment date. Future life insurance and annuity benefits are recognised in the financial statements on in- force long-term insurance contracts based on reserving methodologies adopted by the Group in accordance with established actuarial practice. Life and annuity benefits totalled US$ 457 million in 2012, of which US$ 278 million related to current benefits and US$ 179 million related to future benefits. The corresponding amounts for 2011 were a total of US$ 365 million, of which US$ 248 million were for current benefits and US$ 117 million were in respect of future benefits. The amount of future benefits recorded in the statement of income is a function of the policy contracts in-force and of the appropriate actuarial assumptions which are made to value them. For 2012, the growth and maturing of policy contracts was the principal reason for the increase but the continued low interest rates in the USA also contributed to the need to increase the future benefits. Health, property and casualty insurance benefits are recognised either on the notification or settlement (for short notification periods) of a claim from policyholders. In addition, incurred but not reported (IBNR) benefits are recognised in accordance with established or expected trends for claims incurred. Total health insurance benefits were US$ 106 million representing an overall claims to premium ratio of 78%. The comparative 2011 amounts were US$ 97 million and an overall claims to premium ratio of 75%. Property and casualty claims amounted to US$ 8 million in 2012, a reduction of US$ 1 million from the 2011 comparative figure. The interest returns the Group has provided to investment contract- holders and financial institutions which have advanced funds are summarised in the following table. InTeResT yIelDs Investment contracts Other funding instruments Customer deposits Securities sold for repurchase Expenses and taxes 2012 7.2% 2.6% 3.8% 5.4% 2011 8.3% 2.8% 4.2% 5.3% Expenses and taxes totalled US$ 351 million for 2012 and US$ 327 million for 2011. Expenses of administration represent the largest expense category and totalled US$ 192 million in 2012 and US$ 178 million in 2011. The expense for commissions represents compensation and benefits payable to insurance agents and brokers who generate new and renewal premium revenue for the Group. Commissions totalled US$ 89 million for 2012 and US$ 84 million for 2011. Sagicor Financial Corporation 34 2012 Annual Report GRoUp FInAnCIAl posITIon Sagicor’s activities of issuing insurance contracts, of accepting funds from depositors, of banking and securities dealing, result in the Group receiving significant funds which are held as liabilities and are invested in a variety of assets. The Group’s sources of capital are equity contributions from shareholders, retained earnings and reserves, and borrowings. The table below summarises the consolidated financial position of Sagicor as of December 31, 2012 and 2011. sTATeMenT oF FInAnCIAl posITIon - $ millions 2012 2011 Assets Liabilities arising from operations Borrowings Equity 5,549 4,489 241 819 5,549 5,364 4,334 232 798 5,364 eXpenses & TAXes - $ millions Administrative expenses Commissions Finance costs, depreciation and amortisation Premium, asset and income taxes 2012 192 89 34 36 351 2011 178 84 34 31 327 The Group is subject to a variety of direct taxes, with premium and income taxes comprising the main types of tax. Taxes are incurred in the jurisdiction in which the income is generated. Premium tax is customarily a percentage of gross premium revenue, while income tax is usually either a percentage of investment income or a percentage of profits. Comprehensive income Gains and losses recorded within other comprehensive income arise from fair value changes of certain classes of assets and from the retranslation of foreign currency operations. For 2012, fair value changes in assets accounted for a net gain of US$ 2 million and the retranslation of foreign currency operations accounted for a loss of US$ 18 million. The latter arose entirely from the depreciation of the Jamaica dollar. The corresponding amounts for 2011 were a gain of US$ 3 million arising from fair value changes in assets and a loss of US$ 4 million from the retranslation of foreign currency operations. Combining net income and other comprehensive income, the result is total comprehensive income. Summarising the Group’s results from continuing operations, total comprehensive income was US$ 58 million for 2012 and US$ 75 million for 2011. Sagicor Financial Corporation 2012 Annual Report 35 Assets Invested assets and cash balances as of December 31 are summarised in the table below. InvesTMenTs & CAsH - $ millions Debt securities Mortgage loans Policy loans Finance loans and finance leases Securities purchased for re-sale Deposits Cash Investment property and other items 1 continuing operations 20121 3,124 2011 3,107 264 125 155 20 136 184 369 273 125 158 12 295 185 277 4,377 4,432 Debt securities are the largest class of invested assets, and represented 71% of total investments and cash as of December 31, 2012 (70% as of December 31, 2011). These securities are very suitable instruments to back long-term insurance liabilities because of their medium to long term duration, the regular interest payments received, and the relatively lower credit risk. Debt instruments are issued primarily by Governments, state sponsored agencies and corporate entities. The Group acquires and holds these instruments usually in the country where the funding arose. The Group also invests in debt instruments of short duration as a way of earning investment returns with minimal risk and of providing opportunities for investment contract-holders to earn safe returns. Other invested assets are spread across various assets classes such as mortgages, loans, deposits and property. In conducting its operations, the Group acquires or holds other assets such as property, plant and equipment, and insurance related and other receivables and balances. As of December 31, the Group held US$ 706 million in assets classified as discontinued. The majority of these assets will be disposed of on the completion of sale of the Sagicor at Lloyd’s operations. Liabilities arising from operations The Group issues life insurance and annuity contracts either to individuals or to employers in respect of their employees (groups). Insurance liabilities are summarised in the table below. InsURAnCe lIABIlITIes - $ millions Future benefits - individual contracts Future benefits - group contracts Current benefits and other payables 1 continuing operations 2012 1 1,657 384 219 2,260 2011 1,525 352 881 2,758 Future benefits represents amounts recognised at the date of the financial statements for liabilities not yet due. These liabilities may become due in the near, medium or long-term and are estimated using established actuarial techniques. Current benefits and other payables represent amounts which are currently due and are in the course of settlement. These include benefits in respect of all classes of insurance written - life, annuity, health, property and casualty. The Group’s liabilities which arise from issuing investment contracts, accepting deposits and funding are in the next table. Sagicor Financial Corporation 36 2012 Annual Report FInAnCIAl lIABIlITIes - $ millions 2012 2011 Investment contracts Securities sold for re-purchase Customer deposits Other funding instruments and other items 346 591 207 294 316 613 197 273 The amounts recognised in the statement of financial position in respect of these instruments are summarised in the next table. eQUITy & BoRRowInGs - $ millions 2012 2011 Common shareholders’ equity Preference shareholders’ balances Minority interest shareholders’ balances 1,438 1,399 7.5% senior notes due 2016 Participating accounts & other Classified as: Equity Borrowings 578 117 227 146 (8) 578 117 188 145 2 1,060 1,030 819 241 798 232 1,060 1,030 Investment contracts are issued to pension funds and as savings vehicles to provide returns to contract holders. Securities sold for re- purchase provide specific security to depositors who place funds with the Group for investment return. Deposits and other funding provide monies to the Group to invest in loans and related securities. Other liabilities include general provisions, accruals and payables which arise in the ordinary course of business. As of December 31, the Group held US$ 631 million in liabilities classified as discontinued. These will either be transferred or settled on the completion of sale of the Sagicor at Lloyd’s operations. Capital The Group has issued equity and debt instruments to provide capital for its operations. These instruments are common shares, preference shares and notes payable. 301 million common shares of Sagicor Financial Corporation are outstanding and are tradable on the Barbados, Trinidad & Tobago and London stock exchanges. 120 million convertible redeemable 5 year 6.5% preference shares were issued by the Company in 2011 and these are also tradable on the Barbados and Trinidad & Tobago stock exchanges. Common shares of certain subsidiaries are held by minority interests primarily in Jamaica where those shares are tradable on the local stock exchange. In 2006, a subsidiary issued 150 million 10 year 7.5% notes payable. Participating accounts were established by a subsidiary to provide additional policyholder protection on participating policies which pay policy bonuses and dividends. A measure of financial stability is the debt (borrowings) to equity ratio which for the Sagicor Group was 29.5% as of December 31, 2012 and 29.1% as of December 31, 2011. A measure used to determine the capital adequacy of a life insurance Group, which is the predominant activity within Sagicor, is the Canadian Minimum Continuing Capital and Surplus Requirement (MCCSR). The consolidated MCCSR ratio for the Sagicor Group was 253% as of December 31, 2012 and 229%, as of December 31, 2011, both of which are significantly in excess of the minimum recommended ratio of 150%. These ratios include risk factors for the potential credit default of debt instruments of Caribbean Governments held by life insurance subsidiaries. Sagicor Financial Corporation 2012 Annual Report 37 SAGICOR GROUP SUMMARY ORGANISATIONAL CHART SAGICOR FINANCIAL CORPORATION - HOLDING COMPANY & GROUP FINANCING SAGICOR LIFE - LIFE & HEALTH INSURANCE SAGICOR JAMAICA SAGICOR USA OTHER OPERATING COMPANIES SAGICOR EUROPE (discontinued operation) BARBADOS, EASTERN CARIBBEAN & DUTCH ISLANDS, CENTRAL AMERICA TRINIDAD & TOBAGO SAGICOR LIFE - LIFE & HEALTH INSURANCE SAGICOR INVESTMENTS JAMAICA - INVESTMENT & BANKING SAGICOR LIFE - LIFE INSURANCE SAGICOR GENERAL - P&C INSURANCE INVESTMENT, FINANCE & REAL ESTATE ENTITIES SAGICOR AT LLOYD’S - P&C INSURANCE JAMAICA & CAYMAN ISLANDS JAMAICA U.S.A. BARBADOS, TRINIDAD & TOBAGO, EASTERN CARIBBEAN BARBADOS, TRINIDAD & TOBAGO, EASTERN CARIBBEAN U.K. & WORLDWIDE Sagicor Financial Corporation 38 2012 Annual Report opeRATInG seGMenTs sAGICoR lIFe InC The Group’s principal reportable operating segments, as defined by International Financial Reporting Standards, are Sagicor Life Inc, Sagicor Jamaica, Sagicor USA, and Sagicor Europe. The performance of these segments in 2012 is discussed under the following sub-headings and under discontinued operation. Sagicor Life Inc Segment The Sagicor Life Inc segment consists of the life insurance subsidiaries which conduct business in Barbados, Trinidad and Tobago, the Eastern and Dutch Caribbean islands, Belize, Bahamas and Panama. The main activities of this segment are the provision of life insurance, annuities, health insurance, pension investment and pension administration services. In 2012, this segment generated revenue of US$ 340 million. This was an increase of US$ 12 million over the previous year. The main revenue component was premium income which totalled US$ 239 million. Investment income totalled US$ 82 million while other items totalled US$ 19 million. Benefits totalled US$ 212 million, increasing by US$ 21 million over the previous year’s total. Current insurance benefits were US$ 156 million while amounts recognised for future insurance benefits were US$ 41 million. The latter amount represented an increase of US$ 18 million over the 2011 total and consequently was mainly of normal increases arising from the growth and maturing of in-force policy contracts. InCoMe - $ millions Revenue Benefits Expenses and taxes Segment income Segment income attributable to shareholders FInAnCIAl posITIon - $ millions Assets Liabilities Net assets 2012 340 (212) (108) 20 33 2012 1,610 2011 328 (191) (106) 31 33 2011 1,488 (1,219) (1,146) 391 342 Net segment income for the year was US$ 20 million as compared to US$ 31 million for the prior year. The increase recorded for future benefits adversely affected the performance of the participating accounts which recorded a net loss of US$ 13 million in 2012 (net loss of US$ 2 million in 2011). Consequently, the net income attributable to shareholders for the segment totalled US$ 33 million in both 2012 and 2011. Financial investments comprised 71% of segment assets and policy liabilities comprised 92% of segment liabilities at the end of 2012. Total expenses and taxes in 2012 were marginally above that recorded in 2011. Sagicor Jamaica Segment This segment comprises subsidiaries in Jamaica and Cayman Islands conducting insurance, banking and investment management. Prior to its rebranding to Sagicor in December 2012, the banking and investment management subsidiaries operated under the Pan Caribbean Financial Services brand. The principal products of the segment are the provision of life, critical illness and health insurance, annuities, pension administration, investment management, securities dealing and commercial banking. Sagicor Financial Corporation 2012 Annual Report 39 Financial investments comprised 86% of the segment’s assets at the end of 2012. The liabilities of this segment were distributed 37% to policy liabilities and 58% to deposit and security liabilities at the end of 2012. Sagicor USA Segment This segment consists of the USA operations of Sagicor which market life insurance and annuity products to individuals. Segment revenue totalled US$ 236 million in 2012, increasing by US$ 93 million over the 2011 total. Premium revenue recorded in 2012 was US$ 147 million and exceeded the 2011 total by US$ 45 million. New premium written in this segment is predominately single premium annuities and life contracts. Investment income for 2012 totalled US$ 52 million, a significant increase over the US$ 39 million recorded in 2011. This increase is a result of investment gains of US$ 8 million recorded in 2012. Other revenues included one-time gains on the recapture of insurance liabilities previously reinsured and on the acquisition of the PEMCO life insurance business based in Washington State. These gains arose from the difference between the Group’s actuarial measurement basis and the USA statutory measurement basis which was used for both the recapture and the acquisition. The gain on the recapture was US$ 32 million which was subject to income tax at 35%, and the acquisition gain was an after tax US$ 2 million. This segment generated revenue of US$ 448 million in 2012, an increase of US$ 15 million over the 2011 total. The main revenue component was premium income which totalled US$ 260 million in 2012 and increased by US$ 7 million over the prior year. Investment income totalled US$ 153 million while other revenues increased by US$ 10 million from the previous year. Foreign exchange gains in 2012 contributed to this increase. Benefits totalled US$ 247 million. Sagicor Jamaica experienced an increase of US$ 15 million in current insurance benefits while future insurance benefits and interest benefits declined. Expenses and taxes incurred totalled US$ 133 million in 2012, increasing by US$ 7 million over the prior year. The increase is attributed mainly to expenses of administration. sAGICoR JAMAICA InCoMe - $ millions Revenue Benefits Expenses and taxes Segment income Segment income attributable to shareholders FInAnCIAl posITIon - $ millions Assets Liabilities Net assets 2012 448 (247) (133) 68 36 2012 1,893 2011 433 (240) (126) 67 38 2011 1,488 (1,515) (1,146) 378 342 Net segment income for the year was US$ 68 million, marginally above the total of US$ 67 million recorded for 2011. As the Sagicor Jamaica segment is owned 51% by the Group (59% up to July 2012), the resulting net income attributable to shareholders was US$ 36 million in 2012 and US$ 38 million in 2011. Sagicor Financial Corporation 40 2012 Annual Report sAGICoR UsA InCoMe - $ millions Revenue Benefits Expenses and taxes Segment income Segment income attributable to shareholders FInAnCIAl posITIon - $ millions Assets Liabilities Net assets 2012 236 (170) (48) 18 18 2012 1,219 (1,031) 188 2011 143 (98) (39) 6 6 2011 1,102 (931) 171 Commensurate with the growth in premium revenue, total benefits increased to US$ 170 million in 2012 from US$ 98 million in 2011. Current insurance benefits totalled US$ 80 million in 2012, increasing from US$ 59 million in 2011. The expense for future insurance benefits in 2012 totalled US$ 84 million, increasing from US$ 34 million in 2011. The 2012 expense for future insurance benefits reflects both the growth and maturing of in-force contracts and the continued lower interest rates in the USA. Expenses and taxes totalled US$ 48 million in 2012 as compared to US$39 million in 2011. An increase in income taxes US$ 5 million was the main contributor with the income tax on the recapture gain being the major source of the tax increase. Administrative and commissions expenses also increased in 2012, commensurate with the growth in premium revenue. As of December 31, 2012, financial investments comprised 94% of the segment assets and policy liabilities comprised 81% of the segment liabilities. DIsConTInUeD opeRATIon The discontinued operation comprises the Sagicor at Lloyd’s business and consists primarily of property and casualty insurance business written through Lloyd’s of London Syndicate 1206. The Lloyd’s of London franchise enables the syndicate to write international business outside of the United Kingdom. As stated in a foregoing section, the Group has made a decision to dispose of these operations. Disposal is expected during 2013. In accordance with International Financial Reporting Standards, the discontinued operation is defined as the Sagicor Europe operating segment plus all directly associated Head Office balances. In addition, as a discontinued operation, the overall carrying value of the net assets in the statement of financial position has been reduced to the estimated amount recoverable on disposal. Compared to 2011, the Sagicor at Lloyd’s operating results in 2012 improved considerably with a reduction in the operating loss by US$ 27 million. The 2011 results included significant amounts of catastrophe and non-catastrophe claims losses. The operating loss in 2012 of US$ 16 million reflected the tail effects from the international treaty property and motor insurance lines which were being wound down. In our 2011 Performance Review, we indicated that these insurance lines were the cause of the 2011 operating loss and that they had been placed in run off. The tail effects, attributable to the run off lines, consisted of some shortfall in expected premium income and some adverse claims development. Net income of the segment for 2012 was US$ 18 million, well above the US$ 6 million recorded for 2011. With respect to the active lines of insurance, the property and personal accident lines performed well, while the liability lines under-performed as a number of large claims were recorded. Sagicor Financial Corporation 2012 Annual Report 41 The assets of the discontinued operation totalled US$ 706 million, and comprised principally of financial investments, reinsurance recoveries and premium receivables. The liabilities of the discontinued operation totalled US$ 631 million and comprised principally of claims outstanding, claims incurred but not reported and the provision for unearned premium. looKInG FoRwARD The near-term outlook is for modest world economic growth. Growth in the major developed economies of North America, Europe and Japan will be fairly low and in some instances there will be further setback from recent years’ performance. The ‘BRICS’ and other commodity driven economies should continue to experience moderate to good growth not dissimilar to that experienced in 2012. In the Caribbean region, no significant improvement in economic performance is expected and governments will continue to face fiscal challenges. The Government of Jamaica has introduced a National Debt Exchange (NDX) programme and is expected to secure an IMF agreement and new international funding for development. At Sagicor, our focus in 2013 is to complete the sale of the Sagicor at Lloyd’s business, to integrate further and to be more productive with our expense structures. Sagicor will experience some initial downside from the NDX, but this should have no lasting impact as the programme is part of a package to strengthen the Jamaica economy. We will continue with our business development strategies which call for further penetration of our markets and providing customers with superior financial solutions. The results from continuing operations in 2011 and 2012 have been reasonably good and provide us with the strong platform to take Sagicor forward. In the statement of income, revenues, benefits and expenses have all declined from 2011 levels due to the decision to place certain lines in run-off. DIsConTInUeD opeRATIon InCoMe - $ millions Revenue Benefits Expenses Net operating loss Non-operating charges and expenses Net loss FInAnCIAl posITIon - $ millions Assets Liabilities Net assets 2012 323 (200) (139) (16) (26) (42) 2012 706 (631) 75 2011 411 (287) (167) (43) (1) (44) The main components of non-operating charges and expenses were income tax expense (US$ 5 million) , finance costs (US$ 10 million) and a provision for loss on disposal of the discontinued operation (US$ 10 million). The income tax expense included a charge of US$ 8 million to adjust the deferred tax asset to its deemed recoverable amount. Finance costs primarily consisted of the costs of providing reinsurance financing for capital purposes. The loss on disposal was an estimate based on the status of the bid offers received at the issue date of the financial statements. It recognised the costs of disposal and the indication from the bids received that compensation would exclude certain items recognised within the assets and liabilities being sold. The overall loss from the discontinued operation was therefore US$ 42 million in 2012. The comparative loss for 2011 was US$ 44 million. Sagicor Financial Corporation adviSe The wisest person is the one who knows to take good advice. 44 2012 Annual Report BoARD oF DIReCToRs sTepHen MCnAMARA, 62, was appointed Non-Executive Chairman on January 1, 2010, having formerly served as Vice-Chairman since June 2007. He has been an independent Director since December 2002, and is a citizen of St Lucia and Ireland. He is a British-trained Attorney-at-law, and is the Senior Partner of McNamara & Company, Attorneys-at-Law of St Lucia. Mr McNamara was elected to the Board of Sagicor Life Inc in 1997. He is Chairman of the Group’s main operating subsidiary, Sagicor Life Inc, and also of Sagicor Capital Life Insurance Company Limited, Sagicor USA, and Sagicor Finance Inc. He serves as a Director of a number of other subsidiaries within the Group. AnDRew AleonG, 52, has been an independent Director since June 2005, and is a citizen of Trinidad and Tobago. He holds an MBA from the Richard Ivey School of Business, University of Western Ontario, Canada. Mr Aleong is Group Managing Director of the Albrosco Group of Companies, Trinidad and Tobago, and has served the Trinidad and Tobago manufacturing industry for over 20 years. He is a former President of the Trinidad and Tobago Manufacturers’ Association. Mr Aleong also serves as a Director of a number of private companies. He was elected a Director of Sagicor Life Inc in 2005, and is also a Director of Sagicor Capital Life and a number of other subsidiaries within the Group. pRoFessoR sIR HIlARy BeCKles, K.A, 57, has been an independent Director since June 2005, and is a citizen of Barbados. Sir Hilary earned his PhD from Hull University, United Kingdom, and received an Honorary Doctorate of Letters from the same University in 2003. He has served as the Head of the History Department and Dean of the Faculty of Humanities, University of the West Indies. In 1998, he was appointed Pro-Vice-Chancellor for Undergraduate Studies and, in 2002, the Principal of Cave Hill Campus. Sir Hilary has published widely on Caribbean economic history, cricket history and culture and higher education, and serves on the Editorial Boards of several academic journals. He has lectured in Africa, Asia, Europe and the Americas. He was elected a Director of Sagicor Life Inc in 2005, and is also a Director of Sagicor Life Jamaica and a number of other subsidiaries within the Group. Sagicor Financial Corporation 2012 Annual Report 45 peTeR ClARKe, 58, has been an independent Director since June 2010, and is a citizen of Trinidad and Tobago. He obtained a Bachelor of Arts degree from Yale University and a Law degree from Downing College, Cambridge University. He was called to the Bar as a member of Grays Inn, London, in 1979 and to the Bar of Trinidad and Tobago in 1980. Mr Clarke is a Financial Consultant, who formerly practised as a Barrister-at-Law before embarking on a 22-year career in stockbroking. From 1984 to 2000, he was the Managing Director of Money Managers Limited, and Chief Executive of West Indies Stockbrokers Limited from 2001 until his retirement in 2005. Mr Clarke is a Director of a number of companies in Trinidad and Tobago, including the Trinidad and Tobago Stock Exchange. He is also a member of the University of the West Indies Development and Endowment Fund, and the Finance Council of the Roman Catholic Archdiocese of Port of Spain. From 2002 to 2005, he was a Director of the Trinidad and Tobago Chamber of Industry and Commerce. Mr Clarke also serves as a Director of Sagicor Life Inc, Sagicor Life Jamaica Limited, Sagicor Investments Jamaica Limited (formerly Pan Caribbean Financial Services) and Sagicor Bank Jamaica Limited (formerly Pan Caribbean Bank). DR JeAnnIne CoMMA, 62, has been an independent Director since June 2007, and is Chairman of the Human Resources Committee. She is a citizen of Trinidad and Tobago. She holds a PhD from George Washington University, Washington, DC, USA, and is also a graduate of the University of the Virgin Islands. Dr Comma is CEO/ Director of the Cave Hill School of Business of the University of the West Indies, where she specialises in organisational development, strategy and leadership development. She has made significant contributions to the sustainable development of human capital within the regional business community. Dr Comma has extensive experience in Leadership Development, Organisational Strategic Planning and Change Management. She has also taught at the undergraduate and graduate levels at George Washington University, Howard University, Washington, DC, and the University of the West Indies. She is a member of The American Society for Training and Development and the Commonwealth Association of Public Administration and Management (CAPAM). Dr Comma was elected a Director of Sagicor Life Inc in 2006, and is also a Director of Sagicor Capital Life. JoyCe DeAR, 69, has been an independent Director since August 2006, and is a citizen of Barbados. She is a Fellow of the Association of Chartered Certified Accountants of the United Kingdom, and holds an MBA from the University of Warwick. She is also a Member of the Hospitality Financial and Technology Professionals. She was, until 2004, a Partner in the Assurance and Business Advisory Services Division of PricewaterhouseCoopers in Barbados. Mrs Dear has over 31 years’ experience in rendering audit and financial services to a wide variety of industries, including public companies, tourism and hospitality entities, manufacturing companies, statutory corporations and international funding agencies/government-financed programmes and projects. Mrs Dear was the PricewaterhouseCoopers Industry Lead Partner for the public service assignments, and is a past President of the Institute of Chartered Accountants of Barbados. She is a former Director of a general insurance company in Barbados. Mrs Dear was elected a Director of Sagicor Life Inc in 2010, and is also a Director of a number of other subsidiaries within the Group, including Globe Finance Inc, where she serves as Vice-Chair of the Board. Sagicor Financial Corporation 46 2012 Annual Report MARJoRIe FyFFe-CAMpBell, 61, has been an independent Director since June 2005, and is a citizen of Jamaica. She holds an MSc in Accounting from the University of the West Indies, and is a Member of the Institute of Chartered Accountants of Jamaica and of the Hospitality, Financial and Technology Professionals. She is a former President and Chief Executive Officer of the Urban Development Corporation, Jamaica, a large property-owning company that manages several entities such as hotels, attractions, a maintenance company, a water supply company, a shopping centre, a conference centre and a golf course. Mrs Fyffe-Campbell is a part-time Lecturer in Financial and Management Accounting at the Mona School of Business of the University of the West Indies, where she is also pursuing a Doctorate in Business Administration with emphasis on corporate governance. She was elected a Director of Sagicor Life Jamaica in 2002, and is also a Director of other subsidiaries within the Group. RICHARD KellMAn, 61, was elected as a Director in June 2009, and was appointed Group Chief Operating Officer on November 1, 2009. He is a citizen of Guyana and of the United Kingdom. He holds a BSc in Statistics from University College, London University, and is a Fellow of the Institute of Actuaries and an Associate of the Society of Actuaries. He has also attended training programmes at Harvard Business School and has completed other financial, investment and management training courses. Mr Kellman is a financial services professional with wide knowledge regionally in the areas of finance, pensions, insurance and investments. He has business experience at Board level, and is a former CEO of a quoted diversified Group with interests in insurance, banking and real estate. He has also held senior actuarial positions and served on several boards. MonIsH DUTT, 54, is a citizen of India and a permanent resident of the United States of America. He holds an MBA with a concentration in Finance from the London Business School, London University, and a BA in Economics from the University of Delhi. He is a Fellow of the Institute of Chartered Accountants, London, England. Currently a Consultant on Emerging Markets, Mr Dutt is a seasoned investment professional who, for the 25 years preceding 2011, was employed with the International Finance Corporation (IFC), a member of the World Bank Group. While at IFC, he held various positions, the most recent of which was Chief Credit Officer for Global Financial Institutions & Private Equity Funds. He was formerly the Head of IFC’s Private Equity Advisory Group, the Head of the Baltics, Central Europe, Turkey and Balkans Group, Principal Investment Officer for Asia, Senior Investment Officer for Central & Eastern Europe, and an Investment Officer for Africa, Latin America and Asia. Mr Dutt has extensive experience evaluating investment proposals in financial institutions and private equity funds globally, structuring investments, tracking global investment portfolios, and providing quality control guidance to private equity fund investments. Mr Dutt has also represented IFC on boards of investee companies. Sagicor Financial Corporation 2012 Annual Report 47 wIllIAM lUCIe-sMITH, 61, has been an independent Director since June 2005, and is a citizen of Trinidad and Tobago. He holds an MA from Oxford University and is a Chartered Accountant. He is a retired Senior Partner of PricewaterhouseCoopers, Trinidad and Tobago, where he headed the Corporate Finance and Recoveries Divisions, specialising in all aspects of business valuations, privatisation, mergers and acquisitions and corporate taxation. Mr Lucie-Smith has been a Special Advisor to the Trinidad and Tobago Government and Central Bank on divestment, and has served on several national committees, such as the Rampersad Committee to Review the Reorganisation and Rationalisation of State Enterprises of Trinidad and Tobago, and the Daly Committee on Corporate Insolvency and Company Law with Special Reference to Severance Pay. He was elected a Director of Sagicor Life Inc in 2005, and is also a Director of Sagicor USA, Sagicor at Lloyd’s and a number of other subsidiaries within the Group. DoDRIDGe MIlleR, 55, was appointed Group President and Chief Executive Officer in July 2002, and has been a Director since December 2002. A citizen of Barbados, Mr Miller is a Fellow of the Association of Chartered Certified Accountants (ACCA), and obtained his MBA from the University of Wales and Manchester Business School. He holds an LLM in Corporate and Commercial Law from the University of the West Indies and, in October 2008, he was conferred with an Honorary Doctor of Laws degree by the University of the West Indies. He has more than 30 years’ experience in the banking, insurance and financial services industries. Prior to his appointment as Group President and Chief Executive Officer, he held the positions of Treasurer and Vice President – Finance and Investments, Deputy Chief Executive Officer and Chief Operating Officer. Mr Miller joined the Group in 1989. He is the Chairman of Sagicor at Lloyd’s, and is also a Director of Sagicor Life Inc, Sagicor USA, Sagicor Life Jamaica, Sagicor Investments Jamaica Limited (formerly Pan Caribbean Financial Services) and a number of other subsidiaries within the Group. JoHn sHeTTle, JR, 58, has been an independent Director since June 2008, and is a citizen of the United States of America. He received his undergraduate degree from Washington & Lee University, and holds an MBA from the Sellinger School of Business at Loyola College, Maryland. Mr Shettle is an Operating Partner of Stone Point Capital, a private equity firm in the global financial services industry. He has over 20 years’ experience in senior management positions in the property/casualty, health and insurance- related services industry. More recently, he served as Senior Advisor to Lightyear Capital, a private equity firm, and President and Chief Executive Officer of the Victor O Schinnerer Company. Prior to that, he was the Chief Executive Officer of Tred Avon Capital Advisors, Inc, a firm providing advisory services to companies and private equity firms focused on the insurance sector. He has held senior management positions at Securitas Capital, Swiss Reinsurance Company and Frederick, the Maryland-based AVEMCO Corporation (NYSE). Mr Shettle is also a Director of Sagicor USA and a number of subsidiaries within the Group. Sagicor Financial Corporation lead A true leader gives not orders, but directions. 50 2012 Annual Report CoRpoRATe GoveRnAnCe Directors’ Interests Directors’ interests as at December 31, 2012 and as at the record date, May 2, 2013, are as follows: shares as at 31-Dec-12 shares as at 2-May-13 Common shares preference shares Common shares preference shares Stephen McNamara Andrew Aleong Professor Sir Hilary Beckles Peter Clarke Dr Jeannine Comma Joyce Dear Monish Dutt Marjorie Fyffe-Campbell Richard Kellman William Lucie-Smith Dodridge Miller John Shettle, Jr Beneficial 21,500 518,358 9,579 10,000 11,523 26,000 1,000 25,643 12,921 80,000 1,097,704 1,000 non- Beneficial Beneficial non- Beneficial 0 0 0 0 0 0 0 0 0 0 0 0 0 50,000 0 50,000 5,000 100,000 0 0 150,000 200,000 15,000 0 0 0 0 0 0 0 0 0 0 0 0 0 Beneficial 21,500 518,358 9,579 10,000 11,523 26,000 1,000 32,604 12,921 80,000 1,097,704 1,000 non- Beneficial Beneficial non- Beneficial 0 0 0 0 0 0 0 0 0 0 0 0 0 55,000 0 50,000 5,000 100,000 0 0 150,000 200,000 15,000 0 0 0 0 0 0 0 0 0 0 0 0 0 Restricted stock Grants stock options As at 31-Dec-12 As at 2-May-13 As at 31-Dec-12 As at 2-May-13 vested Unvested vested Unvested vested exercised Unvested vested exercised Unvested Richard Kellman 17,034 167,213 17,034 167,213 35,065 Dodridge Miller 502,595 705,745 502,595 705,745 1,052,764 0 0 199,772 35,065 858,149 1,052,764 0 0 199,772 858,149 Sagicor Financial Corporation 2012 Annual Report 51 Corporate Governance Report 1 Board Composition and structure The maximum number of Directors permitted by the Restated Articles of Incorporation of the Company is 12, and the minimum is 7. The Board of Directors presently consists of 12 Members, 10 of whom are independent Non-Executive Directors. The remaining 2 are the Group President and Chief Executive Officer, and the Group Chief Operating Officer. Biographical information on the Directors and details of their interests in the Company as at December 31, 2012 and as at the record date, May 2, 2013, are set out earlier in this Report. Non-Executive Directors do not participate in performance-based incentive plans, and their remuneration consists solely of cash. The Board Chairman and Directors are paid fees, and Committee Chairmen and Members are paid an additional fee for each Committee on which they serve. Executives who are Directors are not paid fees. All fees have been approved by Shareholders. The Board of Directors considers that the quality, skills and experience of Directors enhances the Board’s effectiveness and the collective Board is required to have the core set of skills identified in the Board Core Competency Matrix below. Sagicor Financial Corporation a r a m a N c M n e h p e t S g n o e l A w e r d n A s e l k c e B y r a l i H r i S f o r P a m m o C e n n n a e J i r D e k r a l C r e t e P r a e D e c y o J t t u D h s i n o M l l e b p m a C - e f f y F e i r o j r a M h t i m S - e i c u L m a i l l i W n a m l l e K d r a h c i R r e l l i M e g d i r d o D . r J , e l t t e h S n h o J 52 2012 Annual Report Directors’ Skills and Experience General Management International Business Finance/Accounting Corporate Finance, Mergers & Acquisitions strategic Marketing Corporate law Banking Asset Management Insurance Human Resource Management property Management and Development Regulatory Risk Management Information Technology other: education Sagicor Financial Corporation 2012 Annual Report 53 In addition, individual Directors must also possess specific knowledge and experience commensurate with the business requirements of the Company and are also expected to have a style of operation which comprises: (a) high personal standards consistent with the Company’s Code of Business Conduct and Ethics commitment to business leadership (b) courage to express and defend a position (c) decisiveness and willingness to be held accountable (d) effective intervention and decision-making style (e) (f) willingness to contribute to team synergy (g) mature and thoughtful perspective on business. The Company is also mindful that the Board must reflect the business, social, economic and cultural jurisdictions from which the Company draws customer patronage, and that Directors must have sufficient time available to devote to performance of their Board duties. Finally, Directors are required to undergo annually a rigorous self assessment of their independence to ensure that they do not put themselves in positions where their personal interests conflict or may be perceived to conflict with the interests of the Company. All Directors have satisfied the 2012 independence self assessment. 2 Rotation and Re-election of Directors The Company’s Bylaws provide that at least one-third, or the number nearest thereto, of the Directors must retire every year, but a Director shall not be required to retire unless he has been in office for three years. Peter E Clarke, Dr L Jeannine Comma, Joyce E Dear and Dodridge D Miller will retire at the Tenth Annual Meeting, and all being qualified, have offered themselves for re-election. Profiles of the nominees are contained in the Management Proxy Circular accompanying the Notice of the Meeting. The Board recommends that all the nominees be re- elected. In making this recommendation, the Board has been guided by the nomination process overseen by the Corporate Governance and Ethics Committee which requires a review of the core competency requirements of the Board as a whole; the skills and experience of each nominee; their independence as defined by our Corporate Governance Policy; and their performance as Directors, including their willingness and ability to devote the time necessary to fulfil their role as Directors. 3 Board Responsibilities 3.1 Board of Directors The Board of Directors is collectively responsible for providing entrepreneurial leadership, guidance and oversight to the Company within a framework of prudent and effective controls that enable risk to be assessed and managed, with a view to maximising shareholder wealth within the bounds of law and community standards of ethical behaviour. The Board’s six main responsibilities, which it executes through decision-making and oversight, are strategic planning, enterprise risk management, executive succession planning and performance evaluation, Shareholder communications and public disclosures, internal controls, and Corporate Governance. The respective roles of the Chairman of the Board, the Board, Committee Chairmen, Committees and Management are clearly defined. The Group CEO and the Executive Committee (Excom) are responsible for the day-to-day management of the Group. Their role is to formulate and implement strategy, operational plans, policies, procedures and budgets, monitor operating and financial performance, assess and control risk, prioritise and allocate resources and monitor competitive and environmental forces in each area of operation. The roles of functional Group Executives, who form part of Excom, are also specifically defined. 3.2 Board Committees The four Committees of the Board - Audit, Corporate Governance and Ethics, Human Resources, and Investment and Risk - play an integral role in the governance process, in that they assist the Board with the proper discharge of its functions by providing an opportunity for more in-depth discussions on areas not reserved specifically for the Board. The mandates of all the Committees comply with best practice. The mandate of the Audit Committee is to oversee the external audit process, and manage all aspects of the relationship with the External Auditors. The Committee is also required to review the annual audit plan, interim and audited financial statements, and international Sagicor Financial Corporation 54 2012 Annual Report financial reporting standards having a significant impact on the financial statements. It also reviews actuarial reports and recommendations. The Committee oversees the Internal Audit function, reviewing Internal Audit’s assessment of the adequacy and effectiveness of the Group’s internal controls, compliance with legal, statutory, regulatory and other requirements, and management of risk. The Committee’s composition meets the independence and skill requirements of the Group’s Corporate Governance Policy and remained unchanged in 2012. The majority of the Members are financially literate, and three Members, William Lucie-Smith, Joyce Dear and Marjorie Fyffe-Campbell, all Chartered Accountants, have recent and relevant accounting expertise. The current Members are William Lucie-Smith (appointed a Member on August 24, 2005 and Chairman on June 28, 2006), Andrew Aleong (appointed a Member on June 28, 2006), Joyce Dear (appointed a Member on August 11, 2006), Marjorie Fyffe-Campbell (appointed a Member on September 11, 2008) and Dr Jeannine Comma (appointed a Member on September 11, 2008). The role of the Corporate Governance and ethics Committee is principally to develop and recommend to the Board policies and procedures to establish and maintain best practice standards of Corporate Governance and Corporate Ethics. It also manages the process for Director succession, Director performance, the operation of the President, the composition of Board and Committees, Shareholder communications, and corporate image. The Committee’s composition meets the independence requirements of the Group’s Corporate Governance Policy and remained unchanged in 2012. The current Members are Stephen McNamara (appointed a Member on March 9, 2004 and Chairman on February 17, 2010), Professor Sir Hilary Beckles (appointed a Member on March 18, 2009), Marjorie Fyffe- Campbell (appointed a Member on March 18, 2009) and John Shettle, Jr (appointed a Member on August 18, 2010). The mandate of the Human Resources Committee is to advise the Board with respect to compensation policies, programs and plans, human resources policies and practices to attain the Company’s strategic goals, executive management recruitment, succession plans, performance evaluation and compensation. The Committee’s composition meets the independence requirements of the Group’s Corporate Governance Policy. The current Members are Dr Jeannine Comma (appointed a Member on September 18, 2007, and Chairman on August 24, 2011), Stephen McNamara (appointed a Member on August 18, 2010), and Andrew Aleong (appointed a Member on March 23, 2012). Professor Sir Hilary Beckles demitted office as a Committee Member during the year. The Investment and Risk Committee is charged with ensuring generally that the Group manages risk within its defined philosophy and appetite, and in compliance with policy risk parameters. Its specific mandate is to ensure that an appropriate enterprise risk management framework is implemented throughout the Group, approve risk policies and risk undertakings and exposures reserved for Board decision. It continually monitors exposures relating to certain risks. Committee Members are required to understand the enterprise’s significant inherent risks and the policies and controls used by Management to assess, manage and report these risks. The Committee regularly reviews the Group risk profile, and assesses Management’s plans for ensuring financial stability and capital soundness. The Committee’s composition meets the independence requirements of the Group’s Corporate Governance Policy and remained unchanged in 2012. The current Members are Stephen McNamara (appointed a Member on November 26, 2003 and Chairman on February 17, 2010), Andrew Aleong (appointed a Member on March 18, 2009), John Shettle, Jr (appointed a Member on March 18, 2009), and Peter Clarke (appointed a Member on August 18, 2010). 4 Board evaluation In 2012, the Board undertook its annual performance evaluation to assess the effectiveness of the Board’s performance as a whole. The evaluation took the form of a self-assessment and peer review questionnaire, and an evaluation of the Corporate Governance system as a whole. Findings continue to reveal ongoing opportunities for the enhancement of our Corporate Governance practices. The Corporate Governance and Ethics Committee continued to manage Director independence and potential conflicts of interest, and the Committee concluded that Directors continued to meet the independence requirements under our Corporate Governance Policy. 5 Director orientation and on-going Director education New Director, Monish Dutt, was given an orientation to the Company which took the form of a documentation package for reference and Sagicor Financial Corporation 2012 Annual Report 55 various interviews. During the year, on-going Director education was planned in the areas of incentive-based compensation but was postponed and will now form part of the 2013 program. The Board is committed to continuing these sessions to ensure Director effectiveness by enhancing Director knowledge. 6 Board operations During 2012, Management engaged the Board of Directors (BOD) 9 times, either in formal meetings or by requests for round-robin decisions in between meetings. The Audit Committee (AC) met 5 times; the Corporate Governance and Ethics Committee (CGC) met 4 times; the Human Resources Committee (HRC) met 4 times; and the Investment and Risk Committee (IRC) met 3 times. Directors’ record of attendance was as follows: Stephen McNamara Andrew Aleong Prof Sir Hilary Beckles Peter Clarke Dr Jeannine Comma Joyce Dear Monish Dutt Marjorie Fyffe- Campbell Richard Kellman William Lucie-Smith Dodridge Miller BoD 9 of 9 9 of 9 9 of 9 9 of 9 9 of 9 9 of 9 5 of 5 9 of 9 9 of 9 9 of 9 9 of 9 AC 5 of 5 4 of 5 5 of 5 CGC 4 of 4 4 of 4 HRC 4 of 4 3 of 3 2 of 2 4 of 4 IRC 3 of 3 2 of 3 3 of 3 5 of 5 3 of 4 5 of 5 Total 20 of 20 19 of 20 15 of 15 12 of 12 17 of 18 14 of 14 5 of 5 17 of 18 9 of 9 14 of 14 9 of 9 % 100 95 100 100 94 100 100 94 100 100 100 Sagicor Financial Corporation 56 2012 Annual Report The Board manages an annual schedule of critical agenda items designed to ensure that it fulfils its recurring obligations, and that Board- reserved items are routinely considered. The principal business at Board meetings in 2012 was to: • consider and approve the Group strategic plan, capital plan and projections for the period 2013 to 2015; • review periodically the Group capital and liquidity plan, strategic and business development initiatives forming part of the Strategic Plan, and other key initiatives; • examining the implications of changes to International Financial Reporting Standards; • approving the 2012 Internal Audit Plan, reviewing Internal Audit reports and monitoring Management action on open Internal Audit items; • reviewing compliance with various financial covenants; • reviewing reports on pending material litigation and claims, and pending regulatory issues; • reviewing regulatory compliance and other compliance reports; • assessing the adequacy of the Committee’s mandate and evaluating • receive and consider periodic reports and presentations from its effectiveness in fulfilling the same. Management on the performance of various subsidiaries within the Group and the Group on a consolidated basis; • review and approve unaudited interim and audited annual consolidated financial statements; • approve interim and final dividends; • review and approve actuarial reports of the Appointed Actuary; and • receive reports on work being carried out by Board Committees, and Corporate Governance and ethics Committee Report: The Committee’s principal business during 2012 included: • reviewing Board and Director core competencies and identifying gaps to inform the nomination process; • overseeing Director nominations, Board Committee, subsidiary and consider and approve their recommendations as required. outside Board appointments; • overseeing the management of independence requirements and 7 Committee operations conflicts of interest; Audit Committee Report: The 2012 activities of the Audit Committee included: • reviewing the adequacy of Director and Officer liability insurance cover; • overseeing the Director self and peer performance evaluation process; • reviewing and approving the external audit plan and timetable; • evaluating the performance of the External Auditors for Group entities and approving their audit fees; • monitoring Director attendance; • reviewing investor relations plans and programs; • conducting its annual review of the adequacy of the Code of • reviewing the External Auditors’ 2011 Management Letter and Business Conduct and Ethics; Report on the 2011 audit; • generally monitoring the operation of Corporate Governance • approving the 2012 Audit Engagement Letter; • generally reviewing the circumstances and conditions under which a policies and practices; and • assessing the adequacy of the Committee’s mandate and evaluating rotation of External Auditors should be considered; its effectiveness in fulfilling the same. • reviewing and recommending for approval by the Board interim and annual audited financial statements; • making dividend recommendations to the Board; • reviewing actuarial reports of the Appointed Actuary; • reviewing reports of the External Auditors on key audit issues; • reviewing the financial performance of the Group and key subsidiaries; Human Resources Committee Report: During 2012, the Human Resources Committee: • reviewed executive performance, compensation and terms of engagement; • monitored succession planning and leadership and development plans at the executive level; Sagicor Financial Corporation 2012 Annual Report 57 • granted awards to qualified participants under the annual cash incentive plan, long-term incentive plan (LTI) and employee share ownership plan (ESOP) based on performance against established benchmarks; • reviewed aspects of the rules of the Company’s annual long-term incentive plans; • reviewed ESOP financial statements; • reviewed plans for corporate re-structuring and reorganisation; and • assessed the adequacy of the Committee’s mandate and evaluated its effectiveness in fulfilling the same. Investment and Risk Committee Report: In 2012, the Investment and Risk Committee’s work included monitoring key risks to which the Group is exposed, including: • reviewing in detail interest rate, credit, liquidity and foreign exchange risk dashboards for the Company as a whole, and for its major subsidiaries; • monitoring of risk exposures and reviewing mitigation strategies designed to manage risk, and generally overseeing the enterprise risk management process; • reviewing investment performance as required; and • assessment of the adequacy of the Committee’s mandate and an evaluation of its effectiveness in fulfilling the same. 8 enterprise Risk Management The Group’s enterprise risk management framework comprises articulation of risk philosophy and appetite, risk structures and processes, risk policies and a regime of monitoring risk exposures, both at the enterprise and subsidiary levels. The Group’s activities of issuing insurance contracts, accepting funds from depositors, and investing insurance premium and deposit receipts in a variety of financial and other assets expose the Group to various insurance, financial and operational risks. Insurance risks include pricing, claims and lapse risks. Financial risks include credit, liquidity, interest rate and market risks. Operational risks include fraud, damage to physical assets, improper business practices, improper employment practices, business interruption and system failures, and execution and process errors. Exposure and sensitivity to financial and insurance risks are disclosed in Notes 41 and 42 respectively to the 2012 audited financial statements contained in this Annual Report. 9 Internal Audit The mission of Group Internal Audit is to provide independent, objective assurance and consulting services designed to add value and improve the organisation’s operations by utilising an appropriate risk- based audit methodology across the Group. It helps the organisation accomplish its objectives by bringing a systematic, disciplined approach to the evaluation and improvement of risk management, control, and governance processes. The scope of work of Internal Audit is to determine whether the organisation’s network of risk management, controls, and governance processes, as designed and represented by Management, is adequate and functioning in a manner to ensure, among other things, that risks are appropriately identified and managed, and that employees’ actions are in compliance with policies, standards, procedures, applicable laws and regulations. The work of Internal Audit also seeks to give assurance that resources are acquired economically, used efficiently, and adequately protected, and that quality and continuous improvement are fostered in the organisation’s control process, and significant legislative or regulatory issues impacting the organisation are recognised and addressed appropriately. 10 Compliance Sagicor continues to strengthen and streamline its compliance function in response to the increasing complexity of regulatory and other risks, with the Audit Committee continuing to exercise oversight of all aspects of compliance. The Group Compliance Committee’s mandate is to ensure that compliance is managed on a formal and proactive basis as opposed to an ad hoc and reactive basis, is governed by appropriate policy, and is implemented and administered in accordance with policy. The Committee is also charged with ensuring that risk management practices are developed, implemented and administered for identifying, assessing, managing, reporting and monitoring compliance risk, and with lending value-added support for the administration of and compliance with Sagicor’s Code of Business Conduct and Ethics. The Committee, whose membership includes the Group Chief Compliance Officer as Chair, and Sagicor Financial Corporation 58 2012 Annual Report the Chief Compliance Officer of each major operating subsidiary, the Group Chief Risk Officer and Group General Counsel, continued to be active in 2012. 11 Code of Business Conduct and ethics Sagicor’s Code of Business Conduct and Ethics (which codifies our corporate value system embracing legal, moral and ethical conduct, accountability, corporate social responsibility and leadership) requires Directors, Management, Staff and Advisors to acknowledge, on an annual basis, that they have read the Code, and whether or not they are in compliance. Mechanisms through which code violations can be reported and channelled to the appropriate parties operated satisfactorily, including widely available anonymous whistle-blowing facilities. These enabled Management to take timely corrective action. The Corporate Governance and Ethics Committee carried out its annual review of the Code to ensure its adequacy. 12 Investor Relations and Communications During 2012, the Company continued to execute its investor relations communications program with quarterly briefings to the Media, Analysts and Brokers. The Company continues to ensure that price-sensitive information is released across markets at the same time, and to manage its Insider Trading Policy as an integral part of the Code of Business Conduct and Ethics. The annual Shareholders’ briefing was held in Trinidad, where the majority of Shareholders reside, for the benefit of Shareholders who are unable to travel to Barbados for the Annual Meeting of Shareholders. By Order of the Board of Directors. Sandra Osborne, QC Corporate Secretary May 24, 2013. Sagicor Financial Corporation accomPliSh Perhaps the greatest part of reaching a goal is choosing the next one. 62 2012 Annual Report eXeCUTIve MAnAGeMenT DoDRIDGe D. MIlleR FCCA, MBA, LLM, LLD (Hon) Group President and Chief Executive Officer Dodridge Miller was appointed Group President and Chief Executive Officer in July 2002, and has been a Director since December 2002. A citizen of Barbados, Mr Miller is a Fellow of the Association of Chartered Certified Accountants (ACCA), and obtained his MBA from the University of Wales and Manchester Business School. He holds an LLM in Corporate and Commercial Law from the University of the West Indies and, in October 2008, he was conferred with an Honorary Doctor of Laws degree by the University of the West Indies. He has more than 30 years’ experience in the banking, insurance and financial services industries. Prior to his appointment as Group President and Chief Executive Officer, he held the positions of Treasurer and Vice President – Finance and Investments, Deputy Chief Executive Officer and Chief Operating Officer. Mr Miller joined the Group in 1989. He is the Chairman of Sagicor at Lloyd’s, and is also a Director of Sagicor Life Inc, Sagicor USA, Sagicor Life Jamaica, Sagicor Investments Jamaica Limited (formerly PanCaribbean Financial Services) and a number of other subsidiaries within the Group. RICHARD M. KellMAn BSc, FIA, ASA Group Chief Operating Officer Richard Kellman was elected as a Director in June 2009, and was appointed Group Chief Operating Officer on November 1, 2009. He is a citizen of Guyana and of the United Kingdom. He holds a BSc in Statistics from University College, London University, and is a Fellow of the Institute of Actuaries and an Associate of the Society of Actuaries. He has also attended training programmes at Harvard Business School and has completed other financial, investment and management training courses. Mr Kellman is a financial services professional with wide knowledge regionally in the areas of finance, pensions, insurance and investments. He has business experience at Board level, and is a former CEO of a quoted diversified Group with interests in insurance, banking and real estate. He has also held senior actuarial positions and served on several boards. RICHARD Byles BSc, MSc President and Chief Executive Officer, Sagicor Life Jamaica Limited Richard Byles was appointed President and CEO of Sagicor Life Jamaica Limited, a member of the Sagicor Group, in March 2004. He is Chairman of the Board of Sagicor Investments Jamaica Limited (formerly PanCaribbean Financial Services), Sagicor Property Services Limited, Sagicor Reinsurance Limited (Cayman), Sagicor Insurance Managers (Cayman) and Desnoes and Geddes. He also serves on the boards of several subsidiary and associated companies as well as Air Jamaica and RBA Limited. He has earned valuable experience within the financial sector, spanning the areas of Life, Health and General Insurance, Asset and Investment Management, Banking, Pension Administration, Property Development and Reinsurance Management. Mr Byles holds a BSc in Economics from the University of the West Indies and an MSc in National Development from the University of Bradford, England. Sagicor Financial Corporation 2012 Annual Report 63 DR. M. pATRICIA Downes-GRAnT BA, MA ,MBA, DBA President and Chief Executive Officer, Sagicor Life Inc Dr Patricia Downes-Grant was appointed President and Chief Executive Officer of Sagicor Life Inc on January 1, 2006, having served as Group Chief Operating Officer since July 1, 2002. She joined Sagicor in 1991, and held several senior positions, including those of Vice President, (Investments), and Treasurer and Executive Vice President (Finance and Investments) before being appointed Chief Executive Officer. She holds an MBA in Finance, an MA in Economics, and a Doctorate in Business Administration Finance. Prior to joining Sagicor, Dr Downes-Grant was a Senior Manager in the Management Consulting and Insolvency Division of Coopers & Lybrand (now PricewaterhouseCoopers). Dr Downes-Grant has also had significant work experience in Development Banking. She is a former Chairman of the Barbados Stock Exchange and Barbados Central Securities Depository, and a Director of several companies within the Sagicor Group and within the private sector of Barbados. J. AnDRew GAllAGHeR FSA, FCIA Chief Risk Officer Andrew Gallagher was appointed to the position of Chief Risk Officer for the Group in 2007. He joined Sagicor in August 1997, and previously held the position of Resident Actuary. He holds a Bachelor of Mathematics degree from the University of Waterloo, is both a Fellow of the Canadian Institute of Actuaries and a Fellow of the Society of Actuaries, and is a Chartered Enterprise Risk Analyst. Prior to joining Sagicor, Mr Gallagher worked with Eckler Partners in Toronto in their financial institutions practice. He has over 25 years of experience in the industry. MAXIne MAClURe BSc, MEd, MBA Executive Vice President, Corporate Services and Chief Compliance Officer Maxine MacLure was appointed Executive Vice President, Corporate Services, Sagicor Financial Corporation in February 2007. Prior to this, she served as President and CEO, Sagicor USA, from March 2004. Ms MacLure joined Sagicor in December 2001 as President and CEO of Life of Jamaica (LOJ). Before joining Sagicor, Ms MacLure was General Manager of Insurance for FINSAC in Jamaica, where she ran a 2-year insurance reform project sponsored by the Inter-American Development Bank and the Jamaican Government. She also spent 7 years as a senior Financial Sector Regulator in Canada, and 11 years in banking in Canada & the UK. Ms MacLure has an MBA from the Richard Ivey School of Business at the University of Western Ontario, Canada, a Masters degree in Education from Western Washington University in the United States, and a BSc from the University of Manitoba, Canada, with a major in Mathematics. Sagicor Financial Corporation 64 2012 Annual Report pHIlIp n.w. osBoRne BSc, ACA, FCA Chief Financial Officer Mr Osborne was appointed Chief Financial Officer in 2003. He has held senior finance positions in the life insurance sector for over 20 years, having joined Life of Barbados Limited (then a Barbados-based life insurer) in 1989. Subsequently in 1996, he was appointed a Director of Life of Barbados and remained so through its acquisition by and its eventual amalgamation with Sagicor Life Inc. He is currently a Director of Globe Finance Inc., Barbados Farms Ltd, and Sagicor at Lloyd’s Ltd and its affiliates, which are all subsidiaries in the Sagicor Group, and of Almond Resorts Inc. and TD Reinsurance (Barbados) Inc. Mr Osborne is a UK-trained chartered accountant, and has worked in professional accounting firms in London and Barbados over a ten-year period. He also holds a BSc in Mathematics with Computer Science from the University of London. Mr Osborne is a citizen of Barbados. sAnDRA osBoRne SCM, QC, BSc, LLB, FCIS Executive Vice President, General Counsel and Secretary Sandra Osborne was appointed General Counsel and Secretary for the Sagicor Group in April 1989. An Attorney- at-Law and Chartered Secretary, Ms Osborne has 30 years’ experience in the legal field, having previously practiced as a Crown Counsel and at the private Bar in civil practice in Barbados. For the last 20 years, her focus has been in the corporate area, both as Corporate Counsel and Corporate Secretary. She has also contributed to legislative reform in Barbados in the area of securities. Ms Osborne holds a BSc (Hons) in Political Science and an LLB (Hons), both from the University of the West Indies, and a Certificate in Legal Education from the Hugh Wooding Law School, Council of Legal Education, Trinidad. She is also a Fellow of the Institute of Chartered Secretaries and Administrators in Canada and has completed an Executive Development Programme at Kellogg Graduate School of Management, Northwestern University, United States. She was appointed a Queen’s Counsel of Barbados in 2007. RAvI RAMBARRAn BSc, MSc, FIA President and Chief Executive Officer, Sagicor International Ravi Rambarran joined Sagicor in 2006, and he is President and Chief Executive Officer of Sagicor International. His work experience includes Pensions Actuary of Life of Jamaica (LOJ), Appointed Actuary of Global Life Bahamas and Global Life Cayman, Chief Financial and Chief Investment Officer of LOJ, Managing Director of NCB Capital Markets and West Indian Trust Company, part-time Lecturer in Actuarial Science at the University of the West Indies, and running his own actuarial practice. Prior to joining LOJ, Mr Rambarran was a Consulting Actuary with Aon Group and the HSBC Group in the United Kingdom. Mr Rambarran has a BSc(Hons) in Actuarial Science from City University, London, and an MSc in Finance from the University of London. Mr Rambarran was awarded an Open Mathematics Scholarship by the Government of Trinidad and Tobago, and is also a Fellow of the Institute of Actuaries. Sagicor Financial Corporation MelBA sMITH BA Vice President, Corporate Communications Melba Smith was appointed Vice President, Corporate Communications, for the Sagicor Group in January 2002. Prior to joining Sagicor, she was the General Manager of the Caribbean Broadcasting Corporation. During her 7-year tenure, she managed television, radio and cable services. She was also a Board member of the Caribbean Broadcasting Union and became that Institution’s first female President in 2000. She was elected Caribbean Representative on the Board of the Commonwealth Broadcasters Association. Mrs Smith, a graduate of the University of the West Indies, holds a BA (Hons), and a Post-Graduate diploma in Mass Communications, and is a member of the International Association of Business Communicators. Over the last 25 years, Mrs Smith has worked in all areas of Mass Communication and, in addition, has gained valuable experience and expertise in the areas of Communication, Public Relations and Management. 2012 Annual Report 65 Sagicor Financial Corporation Protect In order to achieve what we want, we must first protect what we have. 68 2012 Annual Report InDeX To THe FInAnCIAl sTATeMenTs AnD noTes Page Page Independent Auditors’ Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 70 9 Financial Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 113 Appointed Actuary’s Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 71 10 Reinsurance Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 115 Consolidated Financial Statements: 11 Income Tax Assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 115 Statement of Financial Position . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 72 12 Miscellaneous Assets and Receivables. . . . . . . . . . . . . . . . . . . . . . . . 115 Statement of Income. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 73 13 Actuarial Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 116 Statement of Comprehensive Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 74 14 Other Insurance Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 119 Statement of Changes in Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 75 15 Investment Contract Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 120 Statement of Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 76 16 Notes and Loans Payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 120 Notes to the Financial Statements: 17 Deposit and Security Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121 1 Incorporation and Principal Activities . . . . . . . . . . . . . . . . . . . . . . . . . 77 18 Provisions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121 2 Accounting Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 77 19 Income Tax Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 121 3 Critical Accounting Estimates and Judgements. . . . . . . . . . . . . . . . . . 96 20 Accounts Payable and Accrued Liabilities . . . . . . . . . . . . . . . . . . . . . 122 4 5 6 7 8 Segments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 99 21 Common and Preference Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . 122 Investment Property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 109 22 Reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 124 Investment In Associated Companies . . . . . . . . . . . . . . . . . . . . . . . . 109 23 Participating Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125 Property, Plant and Equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 110 24 Premium Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 125 Intangible Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .111 25 Net Investment Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 126 Sagicor Financial Corporation Page Page 2012 Annual Report 69 26 Fees and Other Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 127 43 Insurance Risk - Life, Annuity & Health Contracts . . . . . . . . . . . . . . 170 27 Policy Benefits & Change in Actuarial Liabilities . . . . . . . . . . . . . . . . 127 44 Fiduciary Risk. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 175 28 Interest Expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 127 45 Statutory Restrictions on Assets. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 175 29 Employee Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 128 46 Capital Management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 175 30 Equity Compensation Benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 128 47 Events after December 31, 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 178 31 Employee Retirement Benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 131 32 Income Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 134 33 Deferred Income Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 135 34 Earnings per Common Share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 136 35 Other Comprehensive Income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 137 36 Cash Flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 138 37 Subsidiary Acquisition and Ownership Changes . . . . . . . . . . . . . . . . 139 38 Discontinued Operation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 140 39 Contingent Liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 145 40 Related Party Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 146 41 Financial Risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 146 42 Insurance Risk - Property & Casualty Contracts . . . . . . . . . . . . . . . . 165 Sagicor Financial Corporation 70 2012 Annual Report AUDIToR’s RepoRT Sagicor Financial Corporation ACTUARy’s RepoRT 2012 Annual Report 71 Sagicor Financial Corporation CONSOLIDATED STATEMENT OF FINANCIAL POSITION Sagicor Financial Corporation 72 Amounts expressed in US$000 As of December 31, 2012 ConsolIDATeD sTATeMenT oF FInAnCIAl posITIon As of December 31, 2012 sagicor Financial Corporation Amounts expressed in Us $000 Note 2012 2011 Note 2012 2011 ASSETS Investment property Property, plant and equipment Investment in associated companies Intangible assets Financial investments Reinsurance assets Income tax assets Miscellaneous assets and receivables Cash resources 5 7 6 8 9 10 11 12 Assets of discontinued operation 38 115,224 145,818 36,559 79,612 122,185 137,017 33,683 120,787 4,041,326 4,092,166 102,686 33,073 105,329 183,996 705,732 331,309 41,706 300,558 184,662 - LIABILITIES Actuarial liabilities Other insurance liabilities Investment contract liabilities Total policy liabilities Notes and loans payable Deposit and security liabilities Provisions Income tax liabilities Accounts payable and accrued liabilities Liabilities of discontinued operation Total assets 5,549,355 5,364,073 Total liabilities These financial statements have been approved for issue by the Board of Directors on April 2, 2013. EQUITY Share capital Reserves Retained earnings Total shareholders’ equity Participating accounts Minority interest in subsidiaries Total equity 13 14 15 16 17 18 19 20 38 21 22 23 2,040,907 1,876,477 187,199 346,196 2,574,302 241,556 1,092,429 43,413 33,613 114,425 630,977 788,680 315,559 2,980,716 232,530 1,083,565 44,172 31,170 194,387 - 4,730,715 4,566,540 296,058 16,411 289,136 601,605 (10,333) 227,368 818,640 296,048 20,865 290,222 607,135 2,201 188,197 797,533 Director Director Total equity and liabilities 5,549,355 5,364,073 Sagicor Financial Corporation 2 Sagicor Financial Corporation CONSOLIDATED STATEMENT OF INCOME Sagicor Financial Corporation sagicor Financial Corporation Amounts expressed in US$000 Year ended December 31, 2012 Amounts expressed in Us $000 ConsolIDATeD sTATeMenT oF InCoMe year ended December 31, 2012 73 REVENUE Premium revenue Reinsurance premium expense Net premium revenue Net investment income Fees and other revenue Total revenue BENEFITS Policy benefits and change in actuarial liabilities Policy benefits and change in actuarial liabilities reinsured Net policy benefits and change in actuarial liabilities Interest expense Total benefits EXPENSES Administrative expenses Commissions and related compensation Premium and asset taxes Finance costs Depreciation and amortisation Total expenses INCOME BEFORE TAXES Income taxes NET INCOME FROM CONTINUING OPERATIONS Note 2012 2011 (1) Note 2012 2011 (1) 24 24 25 26 27 27 28 757,223 (92,220) 665,003 295,148 104,253 1,064,404 691,208 (86,658) 604,550 277,696 62,247 944,493 599,758 503,100 (28,840) (32,332) 570,918 68,465 639,383 470,768 70,995 541,763 192,131 177,874 88,626 11,956 17,897 15,901 84,232 9,448 15,930 17,694 Net income from continuing operations Net loss from discontinued operation 38 NET INCOME FOR THE YEAR Net income/(loss) is attributable to: Common shareholders: From continuing operations From discontinued operation Participating policyholders Minority interests Basic earnings per common share: 34 From continuing operations From discontinued operation Fully diluted earnings per common share: 34 From continuing operations From discontinued operation 74,060 (42,034) 32,026 52,408 (42,034) 10,374 (12,525) 34,177 32,026 75,715 (43,872) 31,843 44,845 (43,872) 973 (1,878) 32,748 31,843 16.8 cents 15.1 cents (13.9) cents (14.9) cents 2.9 cents 0.2 cents 16.8 cents 15.1 cents (13.9) cents (14.9) cents 2.9 cents 0.2 cents 326,511 305,178 (1) Restated to reflect Sagicor Europe as discontinued. 32 98,510 (24,450) 74,060 97,552 (21,837) 75,715 3 Sagicor Financial Corporation Sagicor Financial Corporation 74 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Sagicor Financial Corporation ConsolIDATeD sTATeMenT oF CoMpReHensIve InCoMe Year ended December 31, 2012 Amounts expressed in US$000 year ended December 31, 2012 sagicor Financial Corporation Amounts expressed in Us $000 OTHER COMPREHENSIVE INCOME Note 2012 2011 (1) TOTAL COMPREHENSIVE INCOME Note 2012 2011 (1) Items net of tax that may be reclassified subsequently to income: 35 Available for sale assets: Unrealised gains arising on revaluation Gains transferred to income Net change in actuarial liabilities Retranslation of foreign currency operations Other items 38,023 (13,128) (22,278) (18,121) (19) 16,313 (5,015) (11,459) (3,435) - (15,523) (3,596) Items net of tax that will not be reclassified subsequently to income: 35 Unrealised (losses) / gains arising on revaluation of owner occupied property (156) 3,009 OTHER COMPREHENSIVE INCOME FROM CONTINUING OPERATIONS (15,679) (587) Other comprehensive income from discontinued operation 38 144 OTHER COMPREHENSIVE INCOME FOR THE YEAR (15,535) 2,282 1,695 Net income Other comprehensive income TOTAL COMPREHENSIVE INCOME FOR THE YEAR 32,026 (15,535) 16,491 31,843 1,695 33,538 Total comprehensive income is attributable to: Common shareholders: From continuing operations From discontinued operation Participating policyholders Minority interests 45,676 (41,890) 3,786 (12,286) 24,991 16,491 45,275 (41,590) 3,685 (1,893) 31,746 33,538 Basic total comprehensive earnings per common share from continuing operations 34 14.6 cents 15.2 cents (1) Restated to reflect Sagicor Europe as discontinued. Sagicor Financial Corporation 4 Sagicor Financial Corporation ConsolIDATeD sTATeMenT oF CHAnGes In eQUITy year ended December 31, 2012 75 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Sagicor Financial Corporation Amounts expressed in US$000 Year ended December 31, 2012 sagicor Financial Corporation Amounts expressed in Us $000 Year ended December 31, 2012 Balance, beginning of year Total comprehensive income from continuing operations Total comprehensive income from discontinued operation Transactions with holders of equity instruments: Movements in treasury shares Changes in reserve for equity compensation benefits Changes in ownership of subsidiaries (note 37) Dividends declared (note 21.3) Transfers and other movements Balance, end of year Year ended December 31, 2011 Balance, beginning of year Total comprehensive income from continuing operations Total comprehensive income from discontinued operation Transactions with holders of equity instruments: Allotments of common shares Movements in treasury shares Allocation to preference share reserve Changes in reserve for equity compensation benefits Dividends declared (note 21.3) Transfers and other movements Balance, end of year Share Capital (note 21) Reserves (note 22) Retained Earnings Total Shareholders’ Equity Participating Accounts (note 23) Minority Interests Total Equity 296,048 20,865 290,222 607,135 2,201 188,197 797,533 (6,713) 52,389 45,676 (12,286) 24,991 144 (42,034) (41,890) - 4,494 1,028 - - 4,862 10 4,494 5,890 - (19,835) (19,835) - - - - - - - (41) 27,351 58,381 (41,890) 10 4,453 33,241 (13,264) (33,099) (3,407) 16,411 3,532 125 (248) 134 11 289,136 601,605 (10,333) 227,368 818,640 277,172 (14,406) 302,786 44,845 565,552 45,275 4,347 168,942 (1,893) 31,746 430 2,282 - - 31,309 2,047 (43,872) (41,590) - - - - 19,799 (923) 31,309 2,047 738,841 75,128 (41,590) 19,799 (923) 31,309 1,997 - - - - (50) - - - - - - - (14,328) (14,328) (13,489) (27,817) (797) 791 (6) (253) 1,048 789 296,048 20,865 290,222 607,135 2,201 188,197 797,533 - - 10 - - - - 296,058 - - 19,799 (923) - - - - 5 Sagicor Financial Corporation Sagicor Financial Corporation 76CONSOLIDATED STATEMENT OF CASH FLOWS Sagicor Financial Corporation sagicor Financial Corporation Amounts expressed in Us $000 Amounts expressed in US$000 Year ended December 31, 2012 ConsolIDATeD sTATeMenT oF CAsH Flows year ended December 31, 2012 OPERATING ACTIVITIES Income before taxes 98,510 Adjustments for non-cash items, interest and dividends 36.1 (46,444) 97,552 (48,646) FINANCING ACTIVITIES Allotment of common shares Movement in treasury shares - (249) 19,799 (1,358) Note 2012 2011 (1) Note 2012 2011 (1) Interest and dividends received Interest paid Income taxes paid Net increase in investments and operating assets Net increase in operating liabilities Recapture of reinsurance contract held Net cash flows - operating activities 36.1 36.1 13.2 256,676 241,919 (81,080) (20,130) (83,326) (19,823) (198,930) (293,604) 13,984 3,826 26,412 109,568 - 3,640 INVESTING ACTIVITIES Property, plant and equipment, net 36.2 (19,843) (12,470) Investment in associated companies, net Intangible assets, net Acquisition of subsidiary, net of cash and cash equivalents 37 1,005 (2,025) (9,461) 1,655 (3,394) - Net cash flows - investing activities (30,324) (14,209) Allotment of preference shares 21.2 - 115,906 Shares issued to minority interests Change in ownership of subsidiaries Other notes and loans payable, net Dividends paid to common shareholders Dividends paid to preference shareholders Dividends paid to minority interests Net cash flows - financing activities 37 36.3 (38) 35,416 2,055 (11,846) (7,790) (12,130) 5,418 197 - (32,797) (11,589) (2,544) (13,489) 74,125 Effects of exchange rate changes (593) (5,032) NET CHANGE IN CASH AND CASH EQUIVALENTS - CONTINUING OPERATIONS Net change in cash and cash equivalents - discontinued operation 913 58,524 38 (52,008) (72,933) Cash and cash equivalents, beginning of year 264,659 CASH AND CASH EQUIVALENTS, END OF YEAR 36.4 213,564 279,068 264,659 (1) Restated to reflect Sagicor Europe as discontinued Sagicor Financial Corporation 6 Sagicor Financial Corporation Notes to the Financial Statements Sagicor Financial Corporation 77 77 Year ended December 31, 2012 Amounts expressed in US$000 1 INCORPORATION AND PRINCIPAL ACTIVITIES 2 ACCOUNTING POLICIES Sagicor Financial Corporation was incorporated on December 6, 2002 under the Companies Act of Barbados as a public limited liability holding company. On December 6, 2002, Sagicor Life Inc was formed following its conversion from The Barbados Mutual Life Assurance Society (The Society). On December 30, 2002, Sagicor Financial Corporation allotted common shares to the eligible policyholders of The Society and became the holding company of Sagicor Life Inc. The principal accounting policies adopted in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to the years presented, unless otherwise stated. 2.1 Basis of preparation Sagicor and its subsidiaries ‘the Group’ operate across the Caribbean, in the United States of America (USA) and in the United Kingdom (UK). Details of the Sagicor’s holdings and operations are set out in note 4. These consolidated financial statements are prepared in accordance with and comply with International Financial Reporting Standards (IFRS). The principal activities of the Sagicor Group are as follows: • • • • Life and health insurance Annuities and pension administration services Property and casualty insurance Banking, investment management and other financial services For ease of reference, when the term “insurer” is used in the following notes, it refers to either one or more Group subsidiaries that engages in insurance activities. The Group has adopted accounting policies for the computation of actuarial liabilities of life insurance and annuity contracts which comply with the Canadian Asset Liability Method (CALM). As no specific guidance is provided by IFRS for computing actuarial liabilities, management has judged that CALM should continue to be applied. The adoption of IFRS 4 – Insurance Contracts, permits the Group to continue with this accounting policy, with the modification required by IFRS 4 that rights under reinsurance contracts are measured separately. The consolidated financial statements are prepared under the historical cost convention except as modified by the revaluation of investment property, owner-occupied property, available for sale investment securities, financial assets and liabilities held at fair value through income, actuarial liabilities and associated reinsurance assets. The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas when assumptions and estimates are significant to the consolidated financial statements, are disclosed in note 3. All amounts in these financial statements are shown in thousands of United States dollars, unless otherwise stated. 7 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 78Notes to the Financial Statements Sagicor Financial Corporation 78 Amounts expressed in US$000 Year ended December 31, 2012 2.1 Basis of preparation (continued) 2.2 Basis of consolidation (a) Amendments to IFRS (a) Subsidiaries There are no new or amended standards which are effective for the 2012 financial year which have a significant impact on the presentation, measurement or disclosure in the Group’s financial statements. Amended standards which are effective for the 2012 financial year that have no significant impact on the Group’s financial statements are listed in the following table. IFRS Subject of amendment Subsidiaries are entities over which the Group has the power to govern the financial and operating policies generally accompanying a majority voting interest. Subsidiaries are consolidated from the date on which control is transferred to the Group, and are de-consolidated from the date on which control ceases. All material intra-group balances, transactions and gains are eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the accounting policies adopted by the Group. IFRS 7 – Financial Instruments: Disclosures Disclosures - Transfers of Financial Assets The amendments will assist users of financial statements to evaluate the risk exposures relating to transfers of assets and the effect of those risks on an entity’s financial position. Disclosure requirements are set out respectively for transferred assets that are not de-recognised entirely or that are de-recognised entirely. The Group uses the acquisition method of accounting when control over entities and insurance businesses is obtained by the Group. The cost of an acquisition is measured as the fair value of the identifiable assets given, the equity instruments issued and the liabilities incurred or assumed at the date of exchange. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date irrespective of the extent of any minority interest. The Group has voluntarily adopted the following amendment ahead of the required date for adoption. IFRS Subject of amendment Adopted by the Group from IAS 1 – Presentation of Financial Statements Presentation of Items of Other Comprehensive Income 2011 The excess of the cost of the acquisition, the minority interest recognised and the fair value of any previously held equity interest in the acquiree, over the fair value of the of the net identifiable assets acquired is recorded as goodwill. If there is no excess and there is a shortfall, the Group reassesses the net identifiable assets acquired. If after reassessment, a shortfall remains, the acquisition is deemed to be a bargain purchase and the shortfall is recognised in income as a gain on acquisition. Subsequent ownership changes in a subsidiary, without loss of control, are accounted for as transactions between owners in the statement of changes in equity. Minority interest balances represent the equity in a subsidiary not attributable to Sagicor’s interests. On an acquisition by acquisition basis, the Group recognises at the date of acquisition the components of any minority interest in the acquiree either at fair value or at the proportionate share of the acquiree’s net identifiable assets. The latter option is only available if the minority interest component is entitled to a proportionate share of net identifiable assets of the acquiree in the event of liquidation. For certain components of minority interests, other IFRS may override the fair value option. Sagicor Financial Corporation 8 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 79 79 Year ended December 31, 2012 Amounts expressed in US$000 2.2 Basis of consolidation (continued) 2.2 Basis of consolidation (continued) Minority interest balances are subsequently re-measured by the minority’s proportionate share of changes in equity after the date of acquisition. (d) Divestitures (b) Discontinued operation The Group has agreed to sell Sagicor Europe Limited including its subsidiary Sagicor at Lloyd's Limited and its interest in Lloyd's of London syndicate 1206. The sale will result in the closure of the Sagicor Europe operating segment and therefore meets the criteria of a discontinued operation. Consequently, the associated assets and liabilities have been classified separately in the statement of financial position and the income, comprehensive income and cash flows have been classified as discontinued operations with the 2011 comparatives restated accordingly. The net assets of the discontinued operation are carried in balance sheet at the lower of carrying value and fair value less costs to sell. If the latter is less than the former, an impairment is recorded in the consolidated financial statements and is applied to the goodwill and intangible assets which form part of the discontinued operation's assets. (c) Investment in associated companies The investments in associated companies, which are not majority-owned or controlled but where significant influence exists, are included in these consolidated financial statements under the equity method of accounting. Investments in associated companies are originally recorded at cost and include intangible assets identified on acquisition. Accounting policies of associates have been changed where necessary to ensure consistency with the accounting policies adopted by the Group. The Group recognises in income its share of associated companies’ post acquisition income and its share of the amortisation and impairment of intangible assets which were identified on acquisition. Unrealised gains or losses on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates. The Group recognises in other comprehensive income, its share of associated companies’ post acquisition other comprehensive income. On the disposal of or loss of control of a subsidiary, the Group de-recognises the related assets, liabilities, minority interest and associated goodwill of the subsidiary. The Group reclassifies its share of balances of the subsidiary previously recognised in other comprehensive income either to income or to retained earnings as appropriate. The gain (or loss) on divestiture recorded in income is the excess (or shortfall) of the fair value of the consideration received over the de-recognised and reclassified balances. (e) Pension and investment funds Insurers have issued deposit administration and unit linked contracts in which the full return of the assets supporting these contracts accrue directly to the contract-holders. As these contracts are not operated under separate legal trusts, they have been consolidated in these financial statements. The Group manages a number of segregated pension funds, mutual funds and unit trusts. These funds are segregated and investment returns on these funds accrue directly to unit-holders. Consequently the assets, liabilities and activity of these funds are not included in these consolidated financial statements unless the Group has a significant holding in the fund. Where a significant holding exists, the Group consolidates the assets, liabilities and activity of the fund and accounts for any non-controlling interest as a financial liability. (f) Employees share ownership plan (ESOP) The Company has established an ESOP Trust which either acquires Company shares on the open market, or is allotted new shares by the Company. The Trust holds the shares on behalf of employees until the employees’ retirement or termination from the Group. Until distribution to employees, shares held by the Trust are accounted for as treasury shares. All dividends received by the Trust shall be applied towards the purchase of additional Company shares. 9 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 80 Notes to the Financial Statements Sagicor Financial Corporation 80 Amounts expressed in US$000 Year ended December 31, 2012 2.3 Foreign currency translation (a) Functional and presentational currency Items included in the financial statements of each reporting unit of the Group are measured using the currency of the primary economic environment in which the entity operates (the functional currency). A reporting unit may be an individual subsidiary, a branch of a subsidiary or an intermediate holding company group of subsidiaries. 2.3 Foreign currency translation (continued) On consolidation, exchange differences arising from the translation of the net investment in foreign entities are recorded in other comprehensive income. On the disposal or loss of control of a foreign entity, such exchange differences are transferred to income. Goodwill and other intangible assets recognised on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity, and are translated at the rate ruling on December 31. The consolidated financial statements are presented in thousands of United States dollars, which is the Group’s presentational currency. (c) Transactions and balances (b) Reporting units Income, other comprehensive income, movements in equity and cash flows are translated The results and financial position of reporting units that have a functional currency other than the Group’s presentational currency are translated as follows: (i) at average exchange rates for the year. (ii) (iii) Assets and liabilities are translated at the exchange rates ruling on December 31. Resulting exchange differences are recognised in other comprehensive income. Currencies which are pegged to the United States dollar are converted at the pegged rates. Currencies which float are converted to the United States dollar by reference to the average of buying and selling rates quoted by the respective central banks or in the case of pounds sterling, according to prevailing market rates. Exchange rates of the other principal operating currencies to the United States dollar were as follows: Foreign currency transactions are translated into the functional currency at the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses, which result from the settlement of foreign currency transactions and from the re-translation of monetary assets and liabilities denominated in foreign currencies, are recognised in the income statement. Non-monetary assets and liabilities, primarily deferred policy acquisition costs and unearned premiums, are maintained at the transaction rates of exchange. The foregoing exchange gains and losses which are recognised in the income statement are included in other revenue. Exchange differences on the re-translation of the fair value of non-monetary items such as equities held at fair value through income are reported as part of the fair value gain or loss. Exchange differences on the re-translation of the fair value of non-monetary items such as equities held as available for sale are reported as part of the fair value gain or loss in other comprehensive income. 2012 closing 2012 average 2011 closing 2011 average 2.4 Segments Barbados dollar Eastern Caribbean dollar Jamaica dollar 2.0000 2.7000 92.6766 Trinidad & Tobago dollar 6.3814 Pound sterling 0.61850 2.0000 2.7000 88.4376 6.4030 0.63056 2.0000 2.7000 86.3356 6.4094 0.6468 2.0000 2.7000 85.8396 6.4018 0.62112 The The Reportable operating segments have been defined on the basis of performance and resource allocation decisions of the Group’s Chief Executive Officer. Sagicor Financial Corporation 10 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 81 81 Year ended December 31, 2012 Amounts expressed in US$000 2.5 Investment property 2.6 Property, plant and equipment (continued) Investment property consists of freehold lands and freehold properties which are held for rental income and/or capital appreciation. Investment property is recorded initially at cost. In subsequent financial years, investment property is recorded at fair values determined by independent valuers, with the appreciation or depreciation in value being taken to investment income. Investment property includes property held under partnership and joint venture arrangements with third parties which are accounted for under the proportionate consolidation basis. Transfers to or from investment property are recorded when there is a change in use of the property. Transfers to owner-occupied property or to real estate developed for resale are recorded at the fair value at the date of change in use. Transfers from owner-occupied property are recorded at their fair value and any difference with carrying value at the date of change in use is dealt with in accordance with note 2.6. Investment property may include property of which a portion is held for rental to third parties and the other portion is occupied by the Group. In such circumstances, the property is accounted for as an investment property if the Group’s occupancy level is not significant in relation to the total available occupancy. Otherwise, it is accounted for as an owner-occupied. Rental income is recognised on an accruals basis. 2.6 Property, plant and equipment On disposal of owner-occupied property, the amount included in the fair value reserve is transferred to retained earnings. Owner-occupied property includes property held under partnership and joint venture arrangements with third parties which are accounted for under the proportionate consolidation basis. The Group, as lessor, enters into operating leases with third parties to lease assets. Operating leases are leases in which the Group maintains substantially the risks of ownership and the associated assets are recorded as property, plant and equipment. Income from operating leases is recognised on the straight-line basis over the term of the lease. Depreciation is calculated on the straight-line method to write down the cost or fair value of property, plant and equipment to residual value over the estimated useful life. Estimated useful lives are reviewed annually and are as follows. Asset Buildings Estimated useful life 40 to 50 years Furnishings and leasehold improvements 10 years or lease term Computer and office equipment Vehicles Leased equipment and vehicles 3 to 10 years 4 to 5 years 5 to 6 years Property, plant and equipment are recorded initially at cost. Subsequent expenditure is capitalised when it will result in future economic benefits to the Group. Lands are not depreciated. Owner-occupied property is re-valued at least every three years to its fair value as determined by independent valuers. Revaluation of a property may be conducted more frequently if circumstances indicate that a significant change in fair value has occurred. Movements in fair value are reported in other comprehensive income, unless there is a cumulative depreciation in respect of an individual property, which is then recorded in income. Accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the asset. The carrying amount of an asset is written down immediately through the depreciation account if the carrying amount is greater than its estimated recoverable amount. Gains or losses recognised in income on the disposal of property, plant and equipment are determined by comparing the net sale proceeds to the carrying value. 11 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 82 Notes to the Financial Statements Sagicor Financial Corporation 82 Amounts expressed in US$000 Year ended December 31, 2012 2.7 Intangible assets (a) Goodwill 2.7 Intangible assets (continued) The estimated useful lives of recognised intangible assets are as follows: Goodwill (defined in note 2.2(a)) arising from an acquisition of a subsidiary or insurance business is allocated to appropriate cash generating units which are defined by the Group’s operating segments. Goodwill arising in a reportable operating segment is allocated to that segment. Goodwill arising in a Group entity, which is not within a reportable operating segment, is allocated to that entity’s own operations, or, if that entity is managed in conjunction with another Group entity, to their combined operations. Goodwill arising from an investment in an associate is included in the carrying value of the investment. Class of intangible asset Asset Estimated useful life Customer related Customer relationships 4 - 20 years Broker relationships 10 years Marketing related Trade names Contract based Technology based Syndicate capacity Licences Software 4 – 10 years Indefinite 15 years 2 – 10 years Goodwill is tested annually for impairment and is carried at cost less accumulated impairment. On disposal of a subsidiary or insurance business, the associated goodwill is de-recognised and is included in the gain or loss on disposal. On the disposal of a subsidiary or insurance business forming part of a reportable operating segment, the proportion of goodwill disposed is the proportion of the fair value of the asset disposed to the total fair value of the operating segment. 2.8 Financial assets a) Classification (b) Other intangible assets Other intangible assets identified on acquisition are recognised only if future economic benefits attributable to the asset will flow to the Group and if the fair value of the asset can be measured reliably. In addition, for the purposes of recognition, the intangible asset must be separable from the business being acquired or must arise from contractual or legal rights. Intangible assets acquired in a business combination are initially recognised at their fair value. Other intangible assets, which have been acquired directly, are recorded initially at cost. On acquisition, the useful life of the asset is estimated. If the estimated useful life is definite, then the cost of the asset is amortised over its life, and is tested for impairment when there is evidence of same. If the estimated useful life is indefinite, the asset is tested annually for impairment. . Sagicor Financial Corporation The Group classifies its financial assets into four categories: • • • • held to maturity financial assets; available for sale financial assets; financial assets at fair value through income; loans and receivables. Management determines the appropriate classification of these assets on initial recognition. Held to maturity financial assets are non-derivative financial instruments with fixed or determinable payments and fixed maturities that management has both the intent and ability to hold to maturity. Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. 12 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 83 83 Year ended December 31, 2012 Amounts expressed in US$000 2.8 Financial assets (continued) 2.8 Financial assets (continued) Financial assets in the category at fair value through income comprise designated assets or held for trading assets. These are set out below. • Assets designated by management on acquisition form part of managed portfolios whose performance is evaluated on a fair value basis in accordance with documented investment strategies. They comprise investment portfolios backing deposit administration and unit linked policy contracts for which the full return on the portfolios accrue to the contract-holders. • Held for trading securities are acquired principally for the purpose of selling in the short-term or if they form part of a portfolio of financial assets in which there is evidence of short-term profit taking. Derivatives are also classified as held for trading unless designated as hedges. Available for sale financial assets are non-derivative financial instruments intended to be held for an indefinite period of time and which may be sold in response to liquidity needs or changes in interest rates, exchange rates and equity prices. (b) Recognition and measurement Purchases and sales of financial investments are recognised on the trade date. Interest income arising on investments is accrued using the effective yield method. Dividends are recorded in revenue when due. Held to maturity assets, loans and receivables are carried at amortised cost less provision for impairment. Financial assets in the category at fair value through income are measured initially at fair value and are subsequently re-measured at their fair value based on quoted prices or internal valuation techniques. Realised and unrealised gains and losses are recorded as net gains in investment income. Interest and dividend income are recorded under their respective heads in investment income. Financial assets in the available for sale category are measured initially at fair value and are subsequently re-measured at their fair value based on quoted prices or internal valuation techniques. Unrealised gains and losses, net of deferred income taxes, are reported in other comprehensive income. Either on the disposal of the asset or if the asset is determined to be impaired, the previously recorded unrealised gain or loss is transferred to investment income. Discounts and premiums on available for sale securities are amortised using the effective yield method. (c) Fair value Fair value amounts represent estimates of the consideration that would be agreed upon between knowledgeable, willing parties who are under no compulsion to act and is best evidenced by a quoted market value, if one exists. The estimated fair values of financial assets are based on quoted bid prices of securities as at December 31 where available. (d) Impaired financial assets A financial asset is considered impaired if its carrying amount exceeds its estimated recoverable amount. An impairment loss for assets carried at amortised cost is calculated as the difference between the carrying amount and the present value of expected future cash flows discounted at the original effective interest rate. The carrying value of impaired financial assets is reduced by impairment losses. The recoverable amount for an available for sale security is its fair value. 13 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 84 Notes to the Financial Statements Sagicor Financial Corporation 84 Amounts expressed in US$000 Year ended December 31, 2012 2.8 Financial assets (continued) 2.8 Financial assets (continued) For an available for sale equity security or investment in an associated company, an impairment loss is recognised in income if there has been a significant or prolonged decline in its fair value below its cost. Determination of what is significant or prolonged requires judgement which includes consideration of the volatility of the fair value, and the financial condition and financial viability of the investee. In this context, management considers a 40% decline in fair value below cost to be significant. Any subsequent increase in fair value occurring after the recognition of an impairment loss is reported in other comprehensive income. For an available for sale security other than an equity security, if the Group assesses that there is objective evidence that the security is impaired, an impairment loss is recognised for the amount by which the instrument’s amortised cost exceeds its fair value. If in a subsequent period the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed, and the amount of the reversal is recognised in revenue. (e) Securities purchased for re-sale Securities purchased under agreements to resell are recognised initially at fair value and are subsequently stated at amortised cost. Securities purchased for re-sale are treated as collateralised financing transactions. The difference between the purchase and resale price is treated as interest and is accrued over the life of the agreements using the effective yield method. (f) Finance leases The Group, as lessor, enters into finance leases with third parties to lease assets. Finance leases are leases in which the Group has transferred substantially the risks of ownership to the lessee. The finance lease, net of unearned finance income, is recorded as a receivable and the finance income is recognised over the term of the lease using the effective yield method. (g) Derivative financial instruments and hedging activities Derivatives are financial instruments that derive their value from the price of underlying items such as equities, bonds, interest rates, foreign exchange, credit spreads, commodities or other indices. Derivatives enable users to increase, reduce or alter exposure to credit or market risk. The Group transacts derivatives for three primary purposes: to create risk management solutions for customers, for proprietary trading purposes, and to manage its own exposure to credit and market risk. Derivative financial instruments are initially recognised at fair value on the date a derivative contract is entered into, and subsequently are re-measured at their fair value at each financial statement date. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged. Fair values are obtained from quoted market prices, discounted cash flow models and option pricing models as appropriate. The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as risk management objectives and strategies for undertaking various hedging transactions. The Group also documents its assessments, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of hedged items. For cash flow hedges, gains and losses relating to the effective portion of changes in the fair value of derivatives are initially recognised in other comprehensive income, and are transferred to the statement of income when the forecast cash flows affect income. The gain or loss relating to the ineffective portion is recognised immediately in the statement of income. Gains and losses from changes in the fair value of derivatives that do not qualify for hedge accounting are included in income. Sagicor Financial Corporation 14 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 85 85 Year ended December 31, 2012 Amounts expressed in US$000 2.8 Financial assets (continued) 2.10 Impairment of non-financial assets (h) Embedded derivatives The Group holds certain bonds and preferred equity securities that contain options to convert into common shares of the issuer. These options are considered embedded derivatives. If the measurement of an embedded derivative can be separated from its host contract, the embedded derivative is carried at current market value and is presented with its related host contract. Unrealised gains and losses are recorded as investment income. If the measurement of an embedded derivative cannot be separated from its host contract, the full contract is accounted for as a financial asset at fair value through income. (i) Financial assets held in trust under modified coinsurance arrangements These assets are held in trust for a reinsurer and are in respect of policy liabilities ceded to the reinsurer. The assets are recognised in the financial statements along with a corresponding account payable to the reinsurer. The income statement includes the interest income from these assets and a corresponding interest expense due to the reinsurer. 2.9 Real estate developed or held for resale Lands being made ready for resale along with the cost of infrastructural works are classified as real estate held for resale and are stated at the lower of carrying value and fair value less costs to sell. Real estate acquired through foreclosure is classified as real estate held for resale and is stated at the lower of carrying value and fair value less costs to sell. Gains and losses realised on the sale of real estate are included in revenue at the time of sale. The Group’s policy for the potential impairment of property, plant, equipment and, intangible assets is set out below. Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and its value in use. 2.11 Policy contracts (a) Classification The Group issues policy contracts that transfer insurance risk and / or financial risk from the policyholder The Group defines insurance risk as an insured event that could cause an insurer to pay significant additional benefits in a scenario that has a discernable effect on the economics of the transaction. Insurance contracts transfer insurance risk and may also transfer financial risk. Once a contract has been classified as an insurance contract, it remains an insurance contract for its duration, even if the insurance risk reduces significantly over time. Investment contracts transfer financial risk and no significant insurance risk. Financial risk includes credit risk, liquidity risk and market risk. A reinsurance contract is an insurance contract in which an insurance entity cedes assumed risks to another insurance entity. 15 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 86 Notes to the Financial Statements Sagicor Financial Corporation 86 Year ended December 31, 2012 Amounts expressed in US$000 2.11 Policy contracts (continued) 2.11 Policy contracts (continued) A number of insurance contracts contain a discretionary participation feature. A discretionary participation feature entitles the holder to receive, supplementary to the main benefit, additional benefits or bonuses: • • • that are likely to be a significant portion of the total contractual benefits; whose amount or timing is contractually at the discretion of management; and that are contractually based on • • • the performance of a specified pool of contracts; investment returns on a specified pool of assets held by the insurer; or the profit or loss of a fund or insurer issuing the contract. Policy bonuses and policy dividends constitute discretionary participation features which the Group classifies as liabilities. Residual gains in the participating accounts constitute discretionary participation features which the Group classifies as equity (see also note 2.21). (b) Recognition and measurement (i) Property and casualty insurance contracts Property and casualty insurance contracts are generally one year renewable contracts issued by the insurer covering insurance risks over property, motor, accident and liability. Property insurance contracts provide coverage for the risk of property damage or of loss of property. Commercial property, homeowners’ property, motor and certain marine property are common types of risks covered. For commercial policyholders insurance may include coverage for loss of earnings arising from the inability to use property which has been damaged or lost. Casualty insurance contracts provide coverage for the risk of causing physical harm or financial loss to third parties. Personal accident, employers’ liability, public liability, product liability and professional indemnity are common types of casualty insurance. Premium revenue is recognised as earned on a pro-rated basis over the term of the respective policy coverage. If alternative insurance risk exposure patterns have been established over the term of the policy coverage, then premium revenue is recognised in accordance with the risk exposure. The provision for unearned premiums represents the portion of premiums written relating to the unexpired terms of coverage. Claims and loss adjustment expenses are recorded as incurred. Claim reserves are established for both reported and un-reported claims. Claim reserves represent estimates of future payments of claims and related expenses less anticipated recoveries with respect to insured events that have occurred up to the date of the financial statements. The claim reserve is discounted for separate reserving classes of insurance where the expected average interval between the dates of incurral and settlement is at least 4 years (defined as long-tail claims). The claim reserve is not discounted for other reserving classes of insurance. For each reserving class, claims data is aggregated separately to which particular statistical techniques and common estimation factors are applied. For example, direct motor is divided into sub-classes, injury and property damage. Injury claims are discounted because they satisfy the criteria of being long-tail claims, while property damage claims are not discounted. An insurer may obtain reinsurance coverage for its property and casualty insurance risks. The reinsurance ceded premium is expensed on a pro-rata basis over the term of the respective policy coverage or of the reinsurance contract as appropriate. Reinsurance claim recoveries are established at the time of the recording of the claim liability and are computed on a basis which is consistent with the computation of the claim liability. Profit sharing commission due to the Group is accrued as commission income when there is reasonable certainty of earned profit. the financial statements, commissions, premium Commissions and premium taxes payable are recognised on the same basis as premiums earned. At the date of taxes and acquisition-related administrative expenses attributable to unearned premiums are recorded as deferred policy acquisition costs. Profit sharing commission payable by the Group arises from contracts between an insurer and a broker; it is accrued on an aggregate basis and it is adjusted to actual in respect of each individual contract when due. Sagicor Financial Corporation 16 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 87 87 Year ended December 31, 2012 Amounts expressed in US$000 2.11 Policy contracts (continued) (ii) Health insurance contracts Health insurance contracts are generally one year renewable contracts issued by the insurer covering insurance risks for medical expenses of insured persons. Premium revenue is recognised when due for contracts where the premium is billed monthly. For contracts where the premium is billed annually or semi-annually, premium revenue is recognised as earned on a pro-rata basis over the term of the respective policy coverage. The provision for unearned premiums represents the portion of premiums written relating to the unexpired terms of coverage. Claims are recorded on settlement. Reserves are recorded as described in note 2.13. An insurer may obtain reinsurance coverage for its health insurance risks. The reinsurance ceded premium is expensed on a pro-rata basis over the term of the respective policy coverage or of the reinsurance contract as appropriate. Commissions and premium taxes payable are recognised on the same basis as premiums earned. (iii) Long-term traditional insurance contracts Long-term traditional insurance contracts are generally issued for fixed terms of five years or more, or for the remaining life of the insured. Benefits are typically a death, disability or critical illness benefit, a cash value on termination and/or a monthly annuity. Annuities are generally payable until the death of the beneficiaries with a proviso for a minimum number of payments. Some of these contracts have a discretionary participation feature in the form of regular bonuses or dividends. Other benefits such as disability and waiver of premium on disability may also be included in these contracts. Some contracts may allow for the advance of policy loans to the policyholder and may also allow for dividend withdrawals by the policyholder during the life of the contract. Premium revenue is recognised when due. Typically, premiums are fixed and are required to be paid within the due period for payment. If premiums are unpaid, either the contract may terminate, an automatic premium loan may settle the premium, or the contract may continue at a reduced value. 2.11 Policy contracts (continued) Policy benefits are recognised on the notification of death, disability or critical illness, on the termination or maturity date of the contract, on the declaration of a cash bonus or dividend or on the annuity payment date. Policy loans advanced are recorded as loans and receivables in the financial statements and are secured by the cash values of the respective policies. Policy bonuses may be “non-cash” and utilised to purchase additional amounts of insurance coverage. Accumulated cash bonuses and dividends are recorded as interest bearing policy balances. Reserves for future policy liabilities are recorded as described in note 2.12. An insurer may obtain reinsurance coverage for death benefit insurance risks. Typically, coverage is obtained for individual coverage exceeding prescribed limits. The reinsurance premium is expensed when due, which generally coincides with when the policy premium is due. Reinsurance claim recoveries are established at the time of claim notification. Commissions and premium taxes payable are recognised on the same basis as earned premiums. (iv) Long-term universal life and unit linked insurance contracts Universal life and unit linked insurance contracts are generally issued for fixed terms or for the remaining life of the insured. Benefits are typically a death, disability or critical illness benefit, a cash value on termination and/or a monthly annuity. Annuities are generally payable until the death of the beneficiaries with a proviso for a minimum number of payments. Benefits may include amounts for disability or waiver of premium on disability. Universal life and unit linked contracts have either an interest bearing investment account or unit linked investment accounts. Either gross premiums or gross premiums net of allowances are deposited to the investment accounts. Investment returns are credited to the investment accounts and expenses, not included in the aforementioned allowances, are debited to the investment accounts. Interest bearing investment accounts may include provisions for minimum guaranteed returns or returns based on specified investment indices. Allowances and expense charges are in respect of applicable commissions, cost of insurance, administrative expenses and premium taxes. Fund withdrawals may be permitted. 17 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 88 Notes to the Financial Statements Sagicor Financial Corporation 88 Amounts expressed in US$000 Year ended December 31, 2012 2.11 Policy contracts (continued) 2.11 Policy contracts (continued) Premium revenue is recognised when received and consists of all monies received from the policyholders. Typically, premiums are fixed at the inception of the contract or periodically thereafter but additional non-recurring premiums may be paid. Policy benefits are recognised on the notification of death, disability or critical illness, on the receipt of a withdrawal request, on the termination or maturity date of the contract, or on the annuity payment date. Reserves for future policy liabilities are recorded as described in note 2.12. An insurer may obtain reinsurance coverage for death benefit insurance risks. Typically, coverage is obtained for individual coverage exceeding prescribed limits. The reinsurance premium is expensed when due, which generally coincides with when the policy premium is due. Reinsurance claims recoveries are established at the time of claim notification. Commissions and premium taxes payable are generally recognised only on settlement of premiums. Reinsurance contracts held by an insurer are recognised and measured in a similar manner to the originating insurance contracts and in accordance with the contract terms. Reinsurance premium ceded and reinsurance recoveries on claims are offset against premium revenue and policy benefits in the income statement. The benefits to which an insurer is entitled under its reinsurance contracts held are recognised as reinsurance assets or receivables. Reinsurance assets and receivables are assessed for impairment. If there is evidence that the asset or receivable is impaired, the impairment is recorded in the statement of income. The obligations of an insurer under reinsurance contracts held are included in accounts payable and accrued liabilities and in actuarial liabilities. Policy liabilities include blocks of life and annuity policies ceded to reinsurers on coinsurance or modified coinsurance bases. The Group records as a receivable the reinsurer’s share of the insurer’s liabilities on these policies. (v) Reinsurance contracts assumed Reinsurance balances are measured consistently with the insurance liabilities to which they relate. Reinsurance contracts assumed by an insurer are accounted for in a similar manner as if the insurer has assumed the risk direct from a policyholder. (vii) Deposit administration and other investment contracts Reinsurance contracts assumed include blocks of life and annuity policies assumed from third party insurers. In some instances, the Group also administers these policies. Deposit administration contracts are issued by an insurer to registered pension schemes for the deposit of pension plan assets with the insurer. (vi) Reinsurance contracts held As noted in sections (i) to (iv) above, an insurer may obtain reinsurance coverage for insurance risks underwritten. The Group cedes insurance premiums and risk in the normal course of business in order to limit the potential for losses arising from its exposures. Reinsurance does not relieve the originating insurer of its liability. Deposit administration liabilities are recognised initially at fair value and are subsequently stated at: • amortised cost where the insurer is obligated to provide investment returns to the pension scheme in the form of interest; • fair value through income where the insurer is obligated to provide investment returns to the pension scheme in direct proportion to the investment returns on specified blocks of assets. Deposit administration contributions are recorded directly as liabilities. Withdrawals are deducted directly from the liability. The interest or investment return provided is recorded as an interest expense. Sagicor Financial Corporation 18 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 89 89 Year ended December 31, 2012 Amounts expressed in US$000 2.11 Policy contracts (continued) In addition, the Group may provide pension administration services to the pension schemes. The Group earns fee income for both pension administration and investment services. Other investment contracts are recognised initially at fair value and are subsequently stated at amortised cost and are accounted for in the same manner as deposit administration contracts which are similarly classified. (c) Embedded derivatives Certain insurance contracts contain embedded derivatives which are options whose value may vary in response to changes in interest rates or other market variables. The Group does not separately measure embedded derivatives that are closely related to the host insurance contract or that meet the definition of an insurance contract. Options to surrender an insurance contract for a fixed amount are also not measured separately. In these cases, the entire contract liability is measured as set out in note 2.12. (d) Liability adequacy tests At the date of the financial statements, liability adequacy tests are performed by each insurer to ensure the adequacy of insurance contract liabilities, using current estimates of the related expected future cash flows. If a test indicates that the carrying value of insurance contract liabilities is inadequate, then the liabilities are adjusted to correct the deficiency. The deficiency is included in the income statement under benefits. 2.12 Actuarial liabilities (a) Life insurance and annuity contracts The Canadian Asset Liability Method (CALM) is used for the determination of actuarial liabilities of long-term insurance contracts. These liabilities consist of the amounts that, together with future premiums and investment income, are required to provide for future policy benefits, expenses and taxes on insurance and annuity contracts. 2.12 Actuarial liabilities (continued) The process of calculating life insurance and annuity actuarial liabilities for future policy benefits necessarily involves the use of estimates concerning such factors as mortality and morbidity rates, future investment yields, future expense levels and persistency, including reasonable margins for adverse deviations. As experience unfolds, these provisions for adverse deviations will be included in future income to the extent they are no longer required to cover adverse experience. Assumptions used to project benefits, expenses and taxes are based on insurer and industry experience and are updated annually. CALM is based on an explicit projection of cash flows using best estimate assumptions for each material cash flow item and contingency. Investment returns are based on projected investment income using the current asset portfolios and projected re-investment strategies. Each assumption is adjusted by a margin for adverse deviation. Under CALM, assets of each insurer are selected to back its actuarial liabilities. Changes in the carrying value of these assets may generate corresponding changes in the carrying amount of the associated actuarial liabilities. These assets include available for sale securities, whose changes in carrying value are recorded in other comprehensive income. The fair value reserve for actuarial liabilities has been established in the statement of equity for the accumulation of the related amounts recorded in other comprehensive income. Certain life insurance policies issued by the insurer contain equity linked policy side funds. The investment returns on these unitised funds accrue directly to the policies with the insurer assuming no credit risk. Investments held in these side funds are accounted for as financial assets at fair value through income and unit values of each fund are determined by dividing the value of the assets in the fund at the date of the financial statements by the number of units in the fund. The resulting liability is included in actuarial liabilities. (b) Health insurance contracts The actuarial liabilities of health insurance policies are estimated in respect of claims that have been incurred but not yet reported or settled. 19 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 90 Notes to the Financial Statements Sagicor Financial Corporation 90 Year ended December 31, 2012 Amounts expressed in US$000 2.13 Financial liabilities During the ordinary course of business, the Group issues investment contracts or otherwise assumes financial liabilities that expose the Group to financial risk. The recognition and measurement of the Group’s principal types of financial liabilities are disclosed in note 2.11(b) (vii) and in the following paragraphs. (a) Securities sold for re-purchase Securities sold under agreements to repurchase are recognised initially at fair value and are subsequently stated at amortised cost. Securities sold for re-purchase are treated as collateralised financing transactions. The difference between the sale and re-purchase price is treated as interest and is accrued over the life of the agreements using the effective yield method. (b) Deposit liabilities Deposits are recognised initially at fair value and are subsequently stated at amortised cost using the effective yield method. (c) Loans and other debt obligations Loans and other debt obligations are recognised initially at fair value, being their issue proceeds, net of transaction costs incurred. Subsequently, obligations are stated at amortised cost and any difference between net proceeds and the redemption value is recognised in the income statement over the period of the loan obligations using the effective yield method. Obligations undertaken for the purposes of financing operations and capital support are classified as notes or loans payable and the associated cost is classified as finance costs. Loan obligations undertaken for the purposes of providing funds for on-lending, leasing or portfolio investments are classified as deposit and security liabilities and the associated cost is included in interest expense. 2.13 Financial liabilities (continued) (d) Fair value Fair value amounts represent estimates of the consideration that would currently be agreed upon between knowledgeable, willing parties who are under no compulsion to act and is best evidenced by a quoted market value, if one exists. The estimated fair values of financial liabilities are based on market values of quoted securities as at December 31 where available. 2.14 Provisions Provisions are recognised when the Group has a legal or constructive obligation, as a result of past events, if it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made. 2.15 Presentation of current and non-current assets and liabilities In note 41.2, the maturity profiles of financial and insurance assets and liabilities are identified. For other assets and liabilities, balances presented in notes 5 to 8, 10 to 12, 14, 18, 19, 31 and 33 are non-current unless otherwise stated in those notes. 2.16 Interest income and expenses Interest income and expenses are recognised in the income statement for all interest bearing instruments on an accrual basis using the effective yield method based on the initial transaction price. Interest includes coupon interest and accrued discount and premium on financial instruments. 2.17 Fees and other revenue Fees and non-insurance commission income are recognised on an accrual basis when the service has been provided. Fees and commissions arising from negotiating or participating in the negotiation of a transaction for a third party are recognised on completion of the underlying transaction. Portfolio and other management advisory and service fees are recognised based on the applicable service contracts, usually on a time-apportionate basis. Asset management fees related to investment funds are recognised rateably over the period in which the service is provided. Performance linked fees or fee components are recognised when the performance criteria are fulfilled. Other revenue is recognised on an accrual basis when the related service has been provided. Sagicor Financial Corporation 20 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 91 91 Year ended December 31, 2012 Amounts expressed in US$000 2.18 Employee benefits (a) Pension benefits 2.18 Employee benefits (continued) (c) Profit sharing and bonus plans Group companies have various pension schemes in place for their employees. Some schemes are defined benefit plans and others are defined contribution plans. The liability in respect of defined benefit plans is the present value of the defined benefit obligation at December 31 minus the fair value of plan assets, together with adjustments for unrecognised actuarial gains or losses and past service costs. The defined benefit obligation is computed using the projected unit credit method. The present value of the defined benefit obligation is determined by the estimated future cash outflows using appropriate interest rates for the maturity dates and location of the related liability. Actuarial gains and losses arising from experience adjustments, changes in actuarial assumptions, and amendments to pension plans are charged or credited to the income statement over the average service lives of the related employees. Past service costs are charged to the income statement on a straight line basis over the average period until the benefits become vested. Past service costs are recognised immediately if the benefits vest immediately. For defined contribution plans, the Group pays contributions to the pension schemes on a mandatory or contractual basis. Once paid, the Group has no further payment obligations. The regular contributions constitute net periodic costs for the year in which they are due and as such are included in expenses in the income statement. (b) Other retirement benefits Certain Group subsidiaries provide supplementary health, dental and life insurance benefits to qualifying employees upon retirement. The entitlement to these benefits is usually based on the employee remaining in service up to retirement age and the completion of a minimum service period. The expected costs of these benefits are accrued over the period of employment, using an accounting methodology similar to that for defined benefit pension plans. The Group recognises a liability and an expense for bonuses and profit sharing, based on various profit and other objectives of the Group as a whole or of individual subsidiaries. An accrual is recognised where there are contractual obligations or where past practice has created a constructive obligation. (d) Equity compensation benefits The Group has a number of share-based compensation plans in place for administrative, sales and managerial staff. (i) Equity-settled share-based transactions with staff The services received in an equity-settled transaction with staff are measured at the fair value of the equity instruments granted. The fair value of those equity instruments is measured at grant date. If the equity instruments granted vest immediately and the individual is not required to complete a further period of service before becoming entitled to those instruments, the services received are recognised in full on grant date in the income statement for the period, with a corresponding increase in equity. Where the equity instruments do not vest until the individual has completed a further period of service, the services received are expensed in the income statement during the vesting period, with a corresponding increase in the reserve for equity compensation benefits or in minority interest. Non-market vesting conditions are included in assumptions about the number of instruments that are expected to vest. At each reporting financial statement date, the Group revises its estimates of the number of instruments that are expected to vest based on the non-marketing vesting conditions and adjusts the expense accordingly. Amounts held in the reserve for equity compensation benefits are transferred to share capital or minority interest either on the distribution of share grants or on the exercise of share options. 21 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 92 Notes to the Financial Statements Sagicor Financial Corporation 92 Year ended December 31, 2012 Amounts expressed in US$000 2.18 Employee benefits (continued) The grant by the Company of its equity instruments to employees of Group subsidiaries is treated as a capital contribution in the financial statements of the subsidiary. The full expense relating to the grant is recorded in the subsidiary’s income statement. (ii) Cash-settled share-based transactions with staff 2.19 Taxes (a) Premium taxes Insurers are subject to tax on premium revenues generated in certain jurisdictions. The principal rates of tax are summarised in the following table. The services received in a cash-settled transaction with staff and the liability to pay for those services, are recognised at fair value as the individual renders services. Until the liability is settled, the fair value of the liability is re-measured at the date of the financial statements and at the date of settlement, with any changes in fair value recognised in income during that period. (iii) Measurement of the fair value of equity instruments granted Premium tax rates Barbados Jamaica Trinidad and Tobago The equity instruments granted consist either of grants of, or options to purchase, common shares of listed entities within the Group. For common shares granted, the listed price prevailing on the grant date determines the fair value. For options granted, the fair value is determined by reference to the Black-Scholes valuation model, which incorporates factors and assumptions that knowledgeable, willing market participants would consider in setting the price of the equity instruments. (e) Termination benefits Termination benefits are payable whenever an employee’s employment is terminated before the normal retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises termination benefits when it is demonstrably committed to either terminate the employment of current employees according to a detailed formal plan without the possibility of withdrawal or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than twelve months after the date of the financial statements are discounted to present value. Life insurance and non-registered annuities Health insurance 3% - 6% 3% 15% 4% Nil 25% Nil Property and casualty insurance 3% - 5% Nil 25% Nil United States of America 0.75% - 3.5% (b) Asset tax During 2012, the Government of Jamaica introduced an asset tax on the total assets of financial institutions and securities dealers in Jamaica. (c) Income taxes The Group is subject to taxes on income in the jurisdictions in which business operations are conducted. Rates of taxation in the principal jurisdictions for income year 2012 are set out in the next table. . Sagicor Financial Corporation 22 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 93 93 Year ended December 31, 2012 Amounts expressed in US$000 2.19 Taxes (continued) Income tax rates Barbados Jamaica Trinidad and Tobago United Kingdom United States of America (i) Current income taxes Life insurance and non-registered annuities 5% of gross investment income 15% of investment income 15% - 25% of investment income 24.5% of net income 34% - 35% of net income Registered annuities Other lines of business Nil Nil Nil n/a 34% - 35% of net income 25% of net income 15% - 33.33% of net income 25% of net income 24.5% of net income 35% of net income Current tax is the expected tax payable on the taxable income for the year, using the tax rates in effect for the year. Adjustments to tax payable from prior years are also included in current tax. (ii) Deferred income taxes Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred income taxes are computed at tax rates that are expected to apply to the period when the asset is realised or the liability settled. Deferred tax assets are only recognised when it is probable that taxable profits will be available against which the asset may be utilised. Deferred income tax assets and liabilities are offset when there is a legally enforceable right to do so. Deferred tax, related to fair value re-measurement of available for sale investments and cash flow hedges which are recorded in other comprehensive income, is recorded in other comprehensive income and is subsequently recognised in income together with the deferred gain or loss. 2.20 Common and preference shares (continued) (a) Common shares In exchange for consideration received, the Company has issued common shares that are classified as equity. Incremental costs directly attributable to the issue of common shares are recorded in share capital as a deduction from the share issue proceeds. Where a Group entity purchases the Company’s common shares, the consideration paid, including any directly attributable cost, is deducted from share capital and is recorded as treasury shares. Where such shares are subsequently sold to a third party, the deduction from share capital is reversed, and any difference with net consideration received is recorded in retained earnings. (b) Preference shares On July 18, 2011, the Company issued convertible redeemable preference shares that are accounted for as a compound financial instrument. The shares are contractually redeemable on July 18, 2016 if the shareholder has not opted to convert the shares prior to this date. Dividends may be declared semi-annually by the Company’s directors. The redemption value is recognised as a contractual liability, and is measured initially at its discounted fair value. The discount rate reflects (i) the rate of interest applicable to a similar liability with a contractual dividend rate, and (ii) the interest premium required by the shareholder for an instrument with a non-contractual dividend. The liability component is disclosed in note 16. The preference shareholders’ rights to receive dividends is recognised within shareholders’ equity, and is measured initially as the residual fair value of the preference shares in their totality after deducting the liability for the redemptive value. The equity component is initially recorded as a preference share reserve in note 22. Incremental costs directly attributable to the issue of the preference shares are allocated between the liability for the redemption value and the equity reserve in proportion to their initial carrying amounts. After initial recognition, the liability component is accreted to its ultimate redemption value using the effective interest yield method, with the accretion being recorded as a finance cost in the statement of income. After initial recognition, the preference share reserve is transferred to retained earnings pro- rata to the dividends declared over the period to redemption. 23 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 94 Notes to the Financial Statements Sagicor Financial Corporation 94 Amounts expressed in US$000 Year ended December 31, 2012 2.20 Common and preference shares (continued) 2.21 Participating accounts (continued) On the initial recognition of the preference shares, the conversion feature of the instrument was deemed to have no value. Subsequently, when a number of preference shares are converted to common shares, the associated liability for redemption will be extinguished and consequently will be transferred to the share capital account for common shares. Additionally at conversion, the proportion of the preference share reserve attributable to the converted number of preference shares will also be transferred to the share capital account for common shares. In summary, the total transfer to the share capital account for common shares will approximate the original consideration for the converted number of preference shares less attributable issue costs. (c) Dividends On the declaration by the Company’s directors of common or preference share dividends payable, the total value of the dividend is recorded as an appropriation of retained earnings. 2.21 Participating accounts (a) “Closed” participating account For participating policies of Sagicor Life Inc in force at de-mutualisation, Sagicor Life Inc established a closed participating account in order to protect the guaranteed benefits and future policy dividends, bonuses and other non-guaranteed benefits of the afore-mentioned policies. The rules of this account require that premiums, benefits, actuarial reserve movements, investment returns, expenses and taxes, attributable to the said policies, are recorded in a closed participating fund. Policy dividends and bonuses of the said policies are paid from the participating fund on a basis substantially the same as prior to de-mutualisation. Distributable profits of the closed participating account are distributed to the participating policies in the form of declared bonuses and dividends. Undistributed profits remain in the participating account for the benefit of participating policyholders. The participating account also includes an ancillary fund comprising the required provisions for adverse deviations as determined in the computation of actuarial liabilities of the said policies. Changes in the ancillary fund are not recorded in the participating account, but are borne by the general operations of Sagicor Life Inc. (b) “Open” participating account Sagicor Life Inc also established an open participating account for participating policies it issues after de-mutualisation. The rules of this account require that premiums, benefits, actuarial reserve movements, investment returns, expenses and taxes, attributable to the said policies are recorded in an open participating account. The open participating account was established at de-mutualisation. On February 1, 2005, Sagicor Life Inc amalgamated with Life of Barbados Limited, and participating policies of the latter were transferred to the open participating account. Accordingly, the liabilities of these participating policies and matching assets were transferred to the open participating account. The liabilities transferred included an ancillary fund comprising the provisions for adverse deviations on the transferred policies. Changes in the ancillary fund are not recorded in the participating account, but are borne by the general operations of Sagicor Life Inc. Additional assets to support the profit distribution to shareholders (see below) were also transferred to the account. Distributable profits of the open participating account are shared between participating policies and shareholders in a ratio of 90:10. Profits are distributed to the participating policies in the form of declared bonuses and dividends. Profits which are distributed to shareholders are included in the allocation of Group net income to shareholders. Undistributed profits / (losses) remain in the participating account in equity. (c) Financial statement presentation The assets and liabilities of the participating accounts are included but not presented separately in the financial statements. The revenues, benefits and expenses of the participating accounts are also included but not presented separately in the financial statements. However, the overall surplus of assets held in the participating funds over the associated liabilities is presented in equity as the participating accounts. The overall net income and other comprehensive income that are attributable to the participating funds are disclosed as allocations. Sagicor Financial Corporation 24 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 2.21 Participating accounts (continued) The initial allocation of additional assets to the participating funds is recognised in equity as a transfer from retained earnings to the participating accounts. Returns of additional assets from the participating funds are accounted for similarly. 2.22 Statutory reserves Statutory reserves are established when regulatory accounting requirements result in lower distributable profits or when an appropriation of retained earnings is required or permitted by law to protect policyholders, insureds or depositors. 2.23 Cash Flows The following classifications apply to the cash flow statement. Cash flows from operating activities consist of cash flows arising from revenues, benefits, expenses, taxes, operating assets and operating liabilities. Cash flows from investing activities consist of cash flows arising from long-term assets to be utilised in the business and in respect of changes in subsidiary holdings, insurance business and associated company investments. Cash flows from financing activities consist of cash flows arising from the issue, redemption and exchange of equity instruments and notes and loans payable and from equity dividends payable to holders of such instruments. Cash and cash equivalents comprise: • cash balances, • call deposits, • other liquid balances with maturities of three months or less from the acquisition date, • less bank overdrafts which are repayable on demand, • less other borrowings from financial institutions made for the purpose of meeting cash commitments and which have maturities of three months or less from origination. Cash equivalents are subject to an insignificant risk of change in value. 95 95 2.24 Future accounting developments and reporting changes Certain new standards and amendments to existing standards have been issued but are not effective for the periods covered by these financial statements. The changes in standards and interpretations which may have a significant effect on future presentation, measurement or disclosure of the Group’s Financial Statements are summarised in the following tables. IFRS (Effective Date) Subject / Comments IFRS 7 – Financial Instruments: Disclosures IAS 32 - Financial Instruments Presentation (January 1, 2014) IFRS 9 – Financial Instruments (January 1, 2015) Offsetting Financial Assets and Financial Liabilities These amendments clarify the presentation of certain offsetting requirements and amend the disclosure to include information on the effect of netting arrangements. Classification and measurement of financial instruments IFRS 9 uses a single approach to determine whether a financial asset is measured at amortised cost or fair value. The determination is based on how an entity manages its financial instruments and the contractual cash flow characteristics of the financial assets. IFRS 9 has amended the treatment, applicable to financial liabilities designated at fair value, of changes in own credit risk. Such changes are to be recorded in other comprehensive income unless part of a hedging relationship. This standard does not address changes contemplated by the International Accounting Standards Board with respect to: • • impairment methodology for financial assets hedge accounting Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 96Notes to the Financial Statements Sagicor Financial Corporation 96 Amounts expressed in US$000 Year ended December 31, 2012 2.24 Future accounting developments and reporting changes (continued) 2.24 Future accounting developments and reporting changes (continued) IFRS (Effective date) Subject / Comments IFRS (Effective Date) Subject / Comments Measurement The option which allows the deferral of actuarial gains and losses within the 10% corridor is withdrawn. On adoption of the revised standard, unrecognised actuarial losses and gains will be taken to retained earnings. Service costs and net interest on the net defined benefit balance are to be included in income, while re-measurements of the net defined benefit balance are to be included in other comprehensive income. IFRS 10 – Consolidated Financial Statements IFRS 11 – Joint Arrangements IFRS 12 – Disclosure of Interests in Other Entities (January 1, 2013) IFRS 13 - Fair Value Measurement (January 1, 2013) Consolidation and Interests in Other Entities These new standards partially or wholly replace IAS 27, IAS 28 and IAS 31 and: IAS 19 – Employee Benefits (January 1, 2013) for requirements Refine the definition of control over entities and consequently define interests that require consolidation. joint Introduce new accounting arrangements. Require enhanced disclosures about both consolidated and unconsolidated entities so that users of financial statements may evaluate the basis of control, restrictions on assets and from involvements with unconsolidated entities and non- controlling interests’ involvement in consolidated entities. risk exposures liabilities, • • • Fair Value 3 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS The development of estimates and the exercise of judgment in applying accounting policies may have a material impact on the Group’s reported assets, liabilities, income and other comprehensive income. The items which may have the most effect on the Group’s financial statements are set out below. The standard defines fair value, sets out a framework for measuring fair value and requires disclosures about fair value measurements. 3.1 Impairment of financial assets The standard applies to financial and non-financial assets and liabilities that are measured at fair value. The fair value hierarchy concept defined in IFRS 7 has been transferred to and enhanced by this standard. The standard summarises the main valuation techniques which should be applied. Additional disclosures are required to support the Levels 1 to 3 classifications. Disclosures are also categorised according to assets / liabilities which are recurring and which are non-recurring. An available for sale debt security, a loan or a receivable is considered impaired when management determines that it is probable that all amounts due according to the original contract terms will not be collected. This determination is made after considering the payment history of the borrower, the discounted value of collateral and guarantees, and the financial condition and financial viability of the borrower. The determination of impairment may either be considered by individual asset or by a grouping of assets with similar relevant characteristics. ((( Sagicor Financial Corporation 26 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 97 97 Year ended December 31, 2012 Amounts expressed in US$000 3.2 Recognition and measurement of intangible assets 3.4 Valuation of actuarial liabilities The recognition and measurement of intangible assets, other than goodwill, in a business combination involve the utilisation of valuation techniques which may be very sensitive to the underlying assumptions utilised. These intangibles may be marketing related, customer related, contract based or technology based. For significant amounts of intangibles arising from a business combination, the Group utilises independent professional advisors to assist management in determining the recognition and measurement of these assets. 3.3 Impairment of intangible assets (a) Goodwill The assessment of goodwill impairment involves the determination of the fair value of the cash generating business units to which the goodwill has been allocated. Determination of fair value involves the estimation of future cash flows or of income after tax of these business units and the expected returns to providers of capital to the business units and / or to the Group as a whole. The Group updates its business unit financial projections annually and applies discounted cash flow or earnings multiple models to these projections to determine if there is any impairment of goodwill. The assessment of whether goodwill is impaired can be highly sensitive to the inputs of cash flows, income after tax, discount rate, growth rate or capital multiple, which are used in the computation. Further details of the inputs used are set out in note 8.2. (b) Other intangible assets The assessment of impairment of other intangible assets involves the determination of the intangible’s fair value or value in use. In the absence of an active market for an intangible, its fair value may need to be estimated. In determining an intangible’s value in use, estimates are required of future cash flows generated as a result of holding the asset. (a) Canadian asset liability method (CALM) The objective of the valuation of policy liabilities is to determine the amount of the insurer’s assets that, in the opinion of the Appointed Actuary (AA) and taking into account the other pertinent items in the financial statements, will be sufficient without being excessive to provide for the policy liabilities over their respective terms. The amounts set aside for future benefits are dependent on the timing of future asset and liability cash flows. The actuarial liabilities are determined by the amount of assets required to ensure that sufficient monies are available to mature the policy liabilities as they become due, even under adverse economic circumstances. The AA identifies the current economic scenario and the existing investment portfolio as at the date of the actuarial valuation. The investments required to support the policy liabilities are then determined under a variety of future interest rate environments using scenario testing. The total policy liability is determined as the amount of assets required to ensure that sufficient monies are available to meet the liabilities as they become due under the “worst case” economic scenario, that is, the scenario that produces the highest investment requirement. The CALM methodology produces the total reserve requirement for each CALM fund. In general, the CALM methodology is used to determine the net overall actuarial liabilities required by the insurer. Policy premium method (PPM) equivalents are used to determine the amount of reinsurance balances in the reserve, the distribution of the total reserve by country (for statutory reporting), and the distribution of the reserve by policy. PPM equivalents and other approximations to CALM have also been used in calculating certain components in the actuarial liabilities. (b) Best estimate reserve assumptions & provisions for adverse deviations Actuarial liabilities include two major components: a best estimate reserve and a provision for adverse deviations. The latter provision is established in recognition of the uncertainty in computing best estimate reserves, to allow for possible deterioration in experience and to provide greater comfort that reserves are adequate to pay future benefits. 27 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 98Notes to the Financial Statements Sagicor Financial Corporation 98 Amounts expressed in US$000 Year ended December 31, 2012 3.4 Valuation of actuarial liabilities (continued) 3.5 Estimation of property and casualty claim liabilities (continued) For the respective reserve assumptions for mortality and morbidity, lapse, future investment yields, operating expenses and taxes, best estimate reserve assumptions are determined where appropriate. The assumption for operating expenses and taxes is in some instances split by participating, non- participating and universal life / unit linked business. Provisions for adverse deviations are established in accordance with the risk profiles of the business, and are, as far as is practicable, standardised across geographical areas. Provisions are determined within a specific range established by the Canadian Standards of Practice. The principal assumptions and margins used in the determination of actuarial liabilities are summarised in note 13.3. However, the liability resulting from the application of these assumptions can never be definitive as to the ultimate timing or the amount of benefits payable and is therefore subject to future re-assessment. 3.5 Property and casualty insurance contracts (a) Policy benefits payable The estimation of the ultimate liability arising from claims incurred under property and casualty insurance contracts is subject to several sources of uncertainty that need to be considered in determining the amount that the insurer will ultimately pay for such claims. Reserving for claims payable, involves the use of statistical techniques of estimation. These techniques generally involve projecting from past experience, the development of claims over time to form a view of the likely ultimate claims to be experienced, having regard to variations in business written and the underlying terms and conditions. Claim liabilities are based on estimates due to the fact that the ultimate disposition of claims incurred prior to the date of the financial statements, whether reported or not, is subject to the outcome of events that may not yet have occurred. Significant delays are experienced in the notification and settlement of certain types of claims, particularly in respect of casualty contracts. Events which may affect the ultimate outcome of claims include inter alia, jury decisions, court interpretations, legislative changes and changes in the medical condition of claimants. Any estimate of future losses is subject to the inherent uncertainties in predicting the course of future events. The two most critical assumptions made to determine claim liabilities are that the past is a reasonable predictor of the likely level of claims development and that the statistical estimation models used are fair reflections of the likely level of ultimate claims to be incurred. Consequently, the amounts recorded in respect of unpaid losses may change significantly in the short term. The Group utilises a variety of standard actuarial reserving methods, including claims development, expected claims ratio, Bornhuetter-Ferguson and frequency-severity methodologies, to estimate claim liabilities. The Group also engages independent actuaries either to assist in making or to confirm the claim liabilities recognised in the statement of financial position. The ultimate liability arising from claims incurred under property and casualty insurance contracts may be mitigated by recovery arising from reinsurance contracts held. (b) Premium income Sagicor at Lloyd’s insurance syndicate 1206 writes a significant proportion of its premium by delegated authority to insurance intermediaries. Due to delays in the notification of complete and accurate premium income written, the premium income earned and the associated reinsurance, claims expense and commission balances may have to be estimated. Accordingly, premium income written has to be re-assessed in future periods and adjustments made to earned premium, reinsurance, claims expense and commissions. 3.6 Carrying value of the net assets of discontinued operation The assessment of fair value less costs to sell of the discontinued operation is subject to uncertainty. the discontinued operation is a Lloyd's of London property and casualty insurance syndicate including the distribution capability, the renewal rights of the existing insurance business, and the managing agency platform. The Group has initiated an auction process, inviting interested and credible bidders. The auction process is at an advanced stage and bidders have submitted non-binding indicative offers to acquire the business. The fair value less costs to sell of the discontinued operation has been determined based on the terms of sale offered and from the outstanding bids received. It is however possible that the ultimate sale may result in a quantum of consideration which is significantly different from the current assessment. Sagicor Financial Corporation . 28 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 99 99 Year ended December 31, 2012 Amounts expressed in US$000 4 SEGMENTS 4 SEGMENTS (continued) The management structure of Sagicor consists of the parent company Board of Directors, the Group Chief Executive Officer (CEO), subsidiary company Boards of Directors and subsidiary company CEOs. For the parent company and principal subsidiaries, there are executive management committees made up of senior management who advise the respective CEOs. The principal subsidiaries have a full management governance structure, a consequence of their being regulated insurance and financial services entities and of the range and diversity of their products and services. Sagicor Life Inc Sagicor Life Inc Segment Companies Principal Activities The Group CEO serves as Board Chairman or as a Board Member of the principal subsidiaries and is the Group’s Chief Operating decision maker. Through subsidiary company reporting, the Group CEO obtains details of company performance and of resource allocation needs. Summarisation of planning and results and prioritisation of resource allocation is done at the parent company level where strategic decisions are taken. Sagicor Capital Life Insurance Company Limited (1) Sagicor Life Aruba NV Country of Incorporation Effective Shareholders’ Interest Barbados 100% Barbados 100% Aruba 100% Life and health insurance, annuities and pension administration services Life and health insurance, annuities and pension administration services Life and health insurance, annuities and pension administration services In accordance with the relevant financial reporting standard, the Group has determined that there are four principal subsidiary Groups which represent the reportable operating segments of Sagicor. These segments and other Group companies are set out in the following sections. Capital Life Insurance Company Bahamas Limited Life insurance The Bahamas 100% (a) Sagicor Life Inc These comprise Group subsidiaries conducting life, health and annuity insurance business, and pension administration services in (i) Barbados, Eastern Caribbean, Dutch Caribbean, Bahamas and Central America and (ii) Trinidad and Tobago. As these two segments are broadly similar in products, services, distribution, administrative and regulatory environment, they are presented on an aggregated basis in these financial statements. The companies are set out in the following two tables. Sagicor Panamá, SA Life and health insurance Nationwide Insurance Company Limited Life insurance Panamá Trinidad & Tobago Associated Companies RGM Limited Property ownership and management Trinidad & Tobago FamGuard Corporation Limited Investment holding company Bahamas 100% 100% 33% 20% Principal operating company: Family Guardian Insurance Company Limited Life and health insurance and annuities Bahamas 20% Primo Holding Limited Property investment Barbados 38% (1) Re-domiciled in Barbados on December 30, 2011; formerly incorporated in The Bahamas. 29 Sagicor Financial Corporation . Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 100 Notes to the Financial Statements Sagicor Financial Corporation 100 Amounts expressed in US$000 Year ended December 31, 2012 4 SEGMENTS (continued) (b) Sagicor Life Jamaica This segment comprises Group subsidiaries conducting life, health, annuity, property and casualty insurance business, and pension administration services and financial services in Jamaica and Cayman Islands. The companies comprising this segment are as follows. Sagicor Life Jamaica Segment Companies Principal Activities Country of Incorporation Effective Shareholders’ Interest Sagicor Life Jamaica Limited Life and health insurance and annuities Jamaica 51% (1) Sagicor Life of the Cayman Islands Limited Sagicor Pooled Investment Funds Limited Life insurance The Cayman Islands Pension fund management Jamaica Employee Benefits Administrator Limited Pension administration services Sagicor Re Insurance Limited Property and casualty insurance Jamaica The Cayman Islands Sagicor Insurance Brokers Limited Sagicor International Administrators Limited Insurance brokerage Jamaica Insurance brokerage Jamaica Sagicor Insurance Managers Limited Captive insurance management services The Cayman Islands 51% (1) 51% (1) 51% (1) 51% (1) 51% (1) 51% (1) 51% (1) Sagicor Investments Jamaica Limited (formerly Pan Caribbean Financial Services Limited) Investment banking Jamaica 44% (2) 4 SEGMENTS (continued) Sagicor Life Jamaica Segment Companies (continued) Sagicor Bank Jamaica Limited (formerly PanCaribbeanBank Limited) Sagicor Property Services Limited Principal Activities Country of Incorporation Effective Shareholders’ Interest Commercial banking Jamaica 44% (2) Property management Jamaica 51% (1) LOJ Holdings Limited Insurance holding company Jamaica 100% (1) 59% prior to July 13, 2012. (2) 51% prior to July 13, 2012. Through majority ownership of Sagicor Life Jamaica, the Group exercises control over these subsidiaries. (c) Sagicor Life USA This segment comprises Sagicor’s life insurance operations in the USA and comprises the following. Sagicor USA Segment Companies Principal Activities Country of Incorporation Effective Shareholders’ Interest Sagicor Life Insurance Company Life insurance and annuities USA - Texas 100% Sagicor USA Inc Insurance holding company USA - Delaware 100% Sagicor Financial Corporation . 30 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 101 101 Year ended December 31, 2012 Amounts expressed in US$000 4 SEGMENTS (continued) (d) Sagicor Europe 4 SEGMENTS (continued) (e) Head office function and other operating companies This segment comprises the Sagicor at Lloyd’s insurance operations in the UK. As of December 31, 2012, this segment has been classified as a discontinued operation (see note 38). These comprise the following: Sagicor Europe Segment Companies Principal Activities Country of Incorporation Effective Shareholders’ Interest Sagicor at Lloyd’s Limited Managing agent of Lloyd’s of London insurance syndicates UK – England & Wales Sagicor Corporate Capital Limited (2) Property and casualty insurance Sagicor Cayman Reinsurance Company Limited Property and casualty reinsurance Sagicor Corporate Capital Two Limited (3) Life insurance Sagicor Syndicate Services Limited Property and casualty insurance agency Sagicor Underwriting Limited Sagicor Syndicate Holdings Limited Property and casualty insurance agency Service company UK– England & Wales The Cayman Islands UK– England & Wales UK– England & Wales UK– England & Wales UK– England & Wales Sagicor Claims Management Inc Property and casualty insurance claims management USA - California Sagicor Europe Limited Insurance holding company The Cayman Islands (1) Effective voting interest is 93% (2011 - 86%). Refer to note 38. (2) Lloyd’s of London corporate underwriting member participating in Syndicate 1206 (3) Lloyd’s of London corporate underwriting member participating in Syndicate 44 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) 100% (1) Other Group Companies Principal Activities Country of Incorporation Effective Shareholders’ Interest Sagicor Financial Corporation Sagicor General Insurance Inc Sagicor Finance Inc Sagicor Asset Management (T&T) Limited Sagicor Asset Management Inc Group parent company Barbados 100% Property and casualty insurance Loan and lease financing, and deposit taking Barbados St. Lucia 53% 70% Investment management Trinidad & Tobago 100% Investment management Barbados 100% Barbados Farms Limited Farming and real estate development Barbados 77% Mutual fund holding company Barbados 100% Sagicor Funds Incorporated Globe Finance Inc Loan and lease financing, and deposit taking The Mutual Financial Services Inc Financial services holding company Sagicor Finance Limited Group financing vehicle Barbados Barbados The Cayman Islands 51% 73% 100% 31 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 102 Notes to the Financial Statements Sagicor Financial Corporation 102 Amounts expressed in US$000 Year ended December 31, 2012 4.1 Statement of income by segment 2012 Net premium revenue Interest income Other investment income Fees and other revenues Inter-segment revenues Net policy benefits Net change in actuarial liabilities Interest expense Administrative expenses Commissions and premium and asset taxes Finance costs Depreciation and amortisation Inter-segment expenses Segment income / (loss) before taxes Income taxes Segment income before undernoted items Group finance costs (1) Net income/(loss) from continuing operations Net income/(loss) attributable to shareholders from continuing operations Total comprehensive income/(loss) to shareholders from continuing operations attributable Sagicor Life Inc Sagicor Life Jamaica Sagicor USA Head office and other Adjustments Total 239,444 69,022 12,851 11,116 7,344 339,777 155,863 41,519 13,610 61,265 37,298 - 5,081 345 259,630 132,095 20,703 34,117 1,267 447,812 148,032 52,872 46,369 74,555 42,494 - 5,475 770 147,435 44,654 7,353 36,099 - 235,541 80,457 84,150 5,182 24,647 12,429 - 1,544 756 314,981 370,567 209,165 24,796 (4,716) 20,080 - 20,080 32,605 77,245 (9,670) 67,575 - 67,575 35,736 26,376 (8,420) 17,956 - 17,956 17,956 18,494 8,807 (313) 22,952 23,172 73,112 8,025 - 3,304 30,858 8,361 (243) 3,801 8,809 62,915 10,197 (1,644) 8,553 (18,158) (9,605) (11,943) - - (24) (31) (31,783) (31,838) - - - 806 - 18,140 - (10,680) 8,266 (40,104) - (40,104) 18,158 (21,946) (21,946) 665,003 254,578 40,570 104,253 - 1,064,404 392,377 178,541 68,465 192,131 100,582 17,897 15,901 - 965,894 98,510 (24,450) 74,060 - 74,060 52,408 35,659 27,340 16,489 (11,811) (22,001) 45,676 Sagicor Financial Corporation 32 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 103 103 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 104 104 Year ended December 31, 2012 Amounts expressed in US$000 4.1 Statement of income by segment (continued) 4.2 Variations in segment income (continued) (1) Group finance costs represent costs of borrowings and facilities initiated at Group level. These include finance costs relating to the Sagicor 2016 senior notes, the Company’s preference shares and a bank loan (repaid in 2011). Where material, these costs have been removed from the individual segment which benefits from these borrowings and facilities. (iv) Foreign exchange gains and losses Movements in foreign exchange rates may generate significant exchange gains or losses when the foreign currency denominated monetary assets and liabilities are re-translated at the date of the financial statements. (v) Movements in actuarial liabilities arising from changes in assumptions The change in actuarial liabilities for the year includes the effects arising from changes in assumptions. The principal assumptions in computing the actuarial liabilities on life and annuity contracts relate to mortality and morbidity, lapse, investment yields, asset default and operating expenses and taxes. Because the process of changes in assumptions is applied to all affected insurance contracts, changes in assumptions may have a significant effect in the period in which they are recorded. 4.2 Variations in segment income Variations in segment income may arise from non-recurring or other significant factors. The most common factors contributing to variations in segment income are as follows. (i) Investment gains Fair value investment gains are recognised on: - the revaluation of investment property; - the revaluation of debt and equity securities classified as at fair value through income; - the disposal of debt and equity securities classified as available for sale or loans and receivables. Therefore, significant gains and losses may be triggered by changes in market prices and / or by decisions to dispose of investments. (ii) Allowances for impairment of financial investments Significant impairment losses may be triggered by changes in market prices and economic conditions. (iii) Gain on recapture of reinsurance contract held Insurers within the Group may cede certain insurance risks and supporting assets to reinsurers. On the recapture of the risks ceded under a reinsurance contract, the associated assets and liabilities recaptured are measured in accordance with the Group's accounting policies and any difference arising is recorded in income. The resulting gain or loss can be significant. Sagicor Financial Corporation 34 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 105 105 Year ended December 31, 2012 Amounts expressed in US$000 4.2 Variations in segment income (continued) The table below summarises by segment the individual line items within income from continuing operations which are impacted by the foregoing factors Variations in income by segment Sagicor Life Inc Sagicor Life Jamaica Sagicor USA Head Office and Other Total 2012 Investment gains / (losses) Allowances for impairment of financial investments Gain on recapture of reinsurance contract held Foreign exchange gains / (losses) (Decrease) / increase in actuarial liabilities arising from changes in assumptions 2011 Investment gains / (losses) Allowances for impairment of financial investments Foreign exchange gains / (losses) 6,112 20,118 184 - (228) (6,535) 4,689 4,714 152 381 - 6,940 (2,377) 30,614 10,033 930 8,421 1,162 32,155 - 15,224 (2,160) 188 - (Decrease) / increase in actuarial liabilities arising from changes in assumptions (12,508) (4,304) 5,373 (145) 337 - (34) - 1,790 558 - - 34,506 2,064 32,155 6,678 6,312 34,933 15,493 1,082 (11,439) 35 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 106 Notes to the Financial Statements Sagicor Financial Corporation 106 Amounts expressed in US$000 Year ended December 31, 2012 4.3 Other comprehensive income Variations in other comprehensive income may arise also from non-recurring or other significant factors. The most common are as follows. (i) Unrealised investment gains Fair value investment gains are recognised on the revaluation of debt and equity securities classified as available for sale. Therefore, significant gains and losses may be triggered by changes in market prices. (ii) Changes in actuarial liabilities Changes in unrealised investment gains identified in (i) above may also generate significant changes in actuarial liabilities as a result of the use of asset liability matching in the liability estimation process. (iii) Foreign exchange gains and losses Movements in foreign exchange rates may generate significant exchange gains or losses on the re-translation of the financial statements of foreign currency reporting units. The table below summarises by segment the individual line items within other comprehensive income from continuing operations which are impacted by the foregoing factors. Variations in other comprehensive income by segment Sagicor Life Inc Sagicor Life Jamaica Sagicor USA Head Office and other Adjustments Total 2012 Unrealised investment gains / (losses) Changes in actuarial liabilities Retranslation of foreign currency operations 2011 Unrealised investment gains / (losses) Changes in actuarial liabilities Retranslation of foreign currency operations 6,893 (1,786) 84 (197) 1,691 (422) 9,574 - (18,158) 663 - (2,258) 21,414 (20,492) - 16,119 (13,150) - 142 - 8 (272) - (38) - - (55) - - (717) 38,023 (22,278) (18,121) 16,313 (11,459) (3,435) Sagicor Financial Corporation 36 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 107 107 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 108Notes to the Financial Statements Sagicor Financial Corporation 108 Amounts expressed in US$000 Year ended December 31, 2012 4.5 Additions to non-current assets by segment 4.7 Geographical areas Segment operations include certain non-current assets comprising investment property, property, plant and equipment, investment in associated companies and intangible assets. Additions to these categories for the year are as follows: The Group operates in certain geographical areas which are determined by the location of the subsidiary or branch initiating the business. Sagicor Life Inc Sagicor Life Jamaica Sagicor USA Head office and other 2012 9,153 6,162 1,259 7,398 (1) 2011 10,996 4,068 1,788 5,511 23,972 22,363 (1) Excludes asset additions totalling $3,154 in respect of the operation classified as discontinued in 2012. 4.6 Products and services Total external revenues relating to the Group’s products and services are summarised as follows: Group operations in geographical areas include certain non-current assets comprising investment property, property, plant and equipment, investment in associated companies and intangible assets. Total external revenues and non-current assets by geographical area are summarised in the following table. Barbados Jamaica Trinidad & Tobago Other Caribbean USA External revenue Non-current assets 2012 2011 2012 (1) 2011 138,593 407,110 132,967 150,092 235,642 1,064,404 141,760 410,413 120,370 129,310 142,640 944,493 190,765 180,325 81,715 72,471 29,132 3,130 90,861 62,933 42,318 3,434 377,213 379,871 2012 2011 (1) Excludes assets totalling 33,801 in respect of the operation classified as discontinued in 2012. Life, health and annuity insurance contracts issued to individuals 653,619 545,511 Life, health and annuity insurance and pension administration contracts issued to groups Property and casualty insurance Banking, investment management and other financial services Farming and unallocated revenues 257,691 253,627 32,380 101,368 19,346 36,444 99,251 9,660 1,064,404 944,493 Sagicor Financial Corporation 38 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 109 109 Year ended December 31, 2012 Amounts expressed in US$000 5 INVESTMENT PROPERTY 6 INVESTMENT IN ASSOCIATED COMPANIES Investment property is carried at fair value as determined by independent valuers using internationally recognised valuation techniques. Direct sales comparisons, when such data is available, and income capitalisation methods, when appropriate, are included in the assessment of fair values. For some tracts of land which are currently un-developed or which are leased to third parties, the fair value may reflect the potential for development within a reasonable period of time. The movement in investment property for the year is as follows: Balance, beginning of year Additions at cost Transfer to property, plant and equipment Disposals and divestitures Change in fair values Effects of exchange rate changes Balance, end of year 2012 2011 122,185 119,169 356 (1,500) (1,630) (2,536) (1,651) 4,344 - (251) (796) (281) 115,224 122,185 Investment property includes $27,159 (2011 - $16,206) which represents the Group’s proportionate interest in joint ventures summarised in the following table. The movements in the investment in associated companies during the year and the aggregate balances and results of associated companies are summarised in the following table. Movement during the year: Investment, beginning of year Dividends received Share of: Income before taxes Amortisation of intangible assets identified on acquisition Income taxes Other comprehensive income / (loss) Effects of exchange rate changes Investment, end of year Aggregate balances and results of associates: Total assets Total liabilities Total revenue Net income for the year 2012 2011 33,683 (1,005) 32,929 (1,655) 3,808 (177) (271) 417 104 2,997 (177) (176) (121) (114) 36,559 33,683 484,996 335,540 135,126 13,945 370,164 241,895 132,562 10,314 Description of property Percentage ownership Country Barbados Freehold lands Freehold office buildings Trinidad & Tobago Freehold office building 50% 10% - 50% 60% Pension Funds managed by the Group own the remaining 50% interests of freehold lands in Barbados, and a 33% interest in a freehold office building in Barbados. 39 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 110Notes to the Financial Statements Sagicor Financial Corporation 110 Year ended December 31, 2012 Amounts expressed in US$000 7 PROPERTY, PLANT AND EQUIPMENT Owner-occupied properties Land Land & buildings 2012 Office furnishings, equipment & vehicles Operating lease vehicles & equipment Owner-occupied properties Land Land & buildings 2011 Office furnishings, equipment & vehicles Operating lease vehicles & equipment Total 137,017 21,853 1,500 (504) 19 (76) 35,694 - - - - - 26,268 14,677 - (504) 19 - 9,359 4,736 - - - - (207) (1,396) (1,603) (21) - - (196) 2,831 (7,174) (557) - (544) (2,413) (10,478) 2 - (1,170) (544) - - - Total 131,407 14,947 - (1,189) - - 24,339 10,202 - (1,189) (237) - 8,915 4,081 - - - - (99) (1,210) (1,333) - - 3,352 (6,683) (65) - (2,427) - - (9,945) (222) - 62,459 664 - - 237 - (3) 521 (835) (157) - Net book value, beginning of year 38,504 Additions at cost Transfer from investment property Transfer to intangible assets (note 8) Other transfers Transfers (to) real estate developed or held for sale Disposals and divestitures (Depreciation) / appreciation in fair values Depreciation charge Effects of exchange rate changes Transfer to assets of discontinued operation - - - - (76) - - - - - 62,886 2,440 1,500 - - - - (196) (891) (615) Net book value, end of year 38,428 65,124 31,978 10,288 145,818 38,504 62,886 26,268 9,359 137,017 Represented by: Cost or valuation 38,428 66,327 96,981 15,607 217,343 38,504 63,606 85,897 15,734 203,741 Accumulated depreciation - (1,203) (65,003) (5,319) (71,525) - (720) (59,629) (6,375) (66,724) 38,428 65,124 31,978 10,288 145,818 38,504 62,886 26,268 9,359 137,017 Owner occupied property is carried at fair value as determined by independent valuers using internationally recognised valuation techniques. Direct sales comparisons, when such data is available, and income capitalisation methods, when appropriate, are included in the assessment of fair values. Lands are largely utilised for farming operations. In determining the fair value of lands, their potential for development within a reasonable period is assessed, and if such potential exists, the fair value reflects that potential. Land and buildings consist largely of occupied office buildings. Sagicor Financial Corporation 40 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 111 111 Year ended December 31, 2012 Amounts expressed in US$000 8 INTANGIBLE ASSETS 8.1 Analysis of intangible assets and changes for the year 2012 Goodwill Customer & broker relationships Syndicate capacity & licences Software Total Goodwill 2011 Customer & broker relationships Syndicate capacity & licences Software Total Net book value, beginning of year 57,743 29,203 20,034 120,787 57,948 32,569 20,331 Additions at cost Transfer from property, plant and equipment (note 7) Amortisation and impairment Disposals and divestitures Effects of exchange rate changes Transfer to assets of discontinued operation - - - (1,473) (1,502) (4,430) - - (3,040) - (1,392) - - (46) - 916 13,807 3,584 504 (3,810) (33) 89 3,584 504 (6,896) (1,506) (1,889) (3,970) (20,904) (5,668) (34,972) - - - - (205) - - - (3,130) - (236) - - - (49) - (248) - 12,531 6,226 1,189 123,379 6,226 1,189 (6,006) (9,185) - (133) - - (822) - Net book value, end of year 50,338 20,801 Represented by: Cost or valuation Accumulated depreciation 8.2 Impairment of intangible assets 52,151 37,237 (1,813) (16,436) 50,338 20,801 - - - - 8,473 79,612 57,743 29,203 20,034 13,807 120,787 33,685 123,073 59,556 46,567 20,231 39,169 165,523 (25,212) (43,461) (1,813) (17,364) (197) (25,362) (44,736) 8,473 79,612 57,743 29,203 20,034 13,807 120,787 Goodwill arises from past acquisitions and is allocated to cash generating units (CGUs). Syndicate capacity is the only other intangible asset with an indefinite useful life. Goodwill and syndicate capacity are tested annually for impairment. The recoverable amount of a CGU or an intangible asset with an indefinite useful life is determined as the higher of its value in use or its fair value less costs to sell. Annually, the management of each operating segment or other operating company prepares financial projections for the next three years. Cash flows are extracted from these projections and are extrapolated to a terminal value. For those CGU’s where the fair value less costs to sell methodology is used, the financial projections are used as inputs to determine maintainable earnings over time. The Group uses external data or obtains independent professional advice in order to select the relevant discount factors, growth factors and earnings multiples which are to be applied to the relevant cash flows and earnings. 41 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 112Notes to the Financial Statements Sagicor Financial Corporation 112 Amounts expressed in US$000 Year ended December 31, 2012 8.2 Impairment of intangible assets (continued) The Group initially determines after tax earnings multiples and discount rates to assess impairment, and then determines the pre-tax factors using an iterative method. The carrying values of goodwill and syndicate capacity and the impairment test factors used were as follows: 2012 Goodwill 2011 Goodwill & syndicate capacity Carrying value After tax earnings multiple Pre tax earnings multiple After tax discount factor Pre tax discount factor Residual growth rate Carrying value After tax earnings multiple Pre tax earnings multiple After tax discount factor Pre tax discount factor Residual growth rate Segment: Sagicor Life Inc 27,120 10.7, 17.3 8.91, 14.05 Sagicor Life Jamaica 18,349 Sagicor Europe Other companies - 4,869 50,338 7.40 n/a n/a 6.28 n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a 13.5%, 11.3% 15.4%, 13.2% 4.9%, 4.2% 27,077 10.1, 14.5 8.69, 12.34 21,561 23,774 4,869 77,281 7.40 n/a n/a 6.25 n/a n/a n/a n/a n/a n/a n/a n/a 11.8% 12.3% 2.5% 13.5%, 11.3% 15.2%, 13.2% 4.9%, 4.2% Sensitivity In recent years, the professional advisors have indicated a range of capital multiples in their report and the Group has selected the mid-point of the range. From 2012, the Group has moved from this practice and adopted the highest multiple in the range for the Sagicor Life Inc segment as management believes that this choice better represents the requirements of investors who are located in the countries where the operating segment conducts its business. The results are set out for the Sagicor Life Inc segment in the table below. For the Sagicor Life Jamaica segment, the Group maintained the selection of the mid-point of the range and the sensitivity to changes in multiples and after tax earnings is set out in the table below. Sagicor Life Inc segment Sagicor Life Jamaica segment After tax earnings multiples 10.7, 17.3 9.9, 16.3 9.3, 15.3 Reduction in forecast earnings Range of applicable multiples After tax earnings multiples 7.4 n/a Excess of recoverable amount Impairment 40,509 n/a 9,972 (680) 580 (17,031) Excess of recoverable amount (of 51% interest) 62,473 Impairment (of 51% interest) n/a 5.93 10% nil nil 5.50 10% n/a (13,256) Sagicor Financial Corporation 42 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 113 113 Year ended December 31, 2012 Amounts expressed in US$000 9 FINANCIAL INVESTMENTS 9.1 Analysis of financial investments 2012 2011 Carrying value Fair value Carrying value Fair value Held to maturity securities: Debt securities 20,004 21,835 19,874 21,776 9.1 Analysis of financial investments (continued) Non-derivative financial assets at fair value through income comprise: Assets designated at fair value upon initial recognition 242,523 183,878 2012 2011 Debt securities comprise: Government and government-guaranteed debt securities 1,622,960 1,808,509 Available for sale securities: Debt securities Equity securities 2,020,084 2,020,084 2,056,457 2,056,457 80,361 80,361 77,532 77,532 2,100,445 2,100,445 2,133,989 2,133,989 Collateralised mortgage obligations Corporate debt securities Other securities 196,103 161,999 1,237,510 1,072,238 67,349 64,194 3,123,922 3,106,940 Financial assets at fair value through income: Debt securities Equity securities Derivative financial instruments (note 41.6) Mortgage loans Securities purchased for re-sale 116,941 116,941 113,732 113,732 85,193 52,081 40,212 177 85,193 52,081 40,212 177 28,980 15,201 40,674 492 28,980 15,201 40,674 492 Debt securities include $8,417 (2011 - $7,818) that contain options to convert to common shares of the issuer. Corporate debt securities include $17,977 (2011 - $20,451) in bonds issued by an associated company. 294,604 294,604 199,079 199,079 Equity securities include $6,688 (2011 - $6,311) in mutual funds managed by the Group. Loans and receivables: Debt securities Mortgage loans Policy loans 966,893 996,087 916,877 962,761 224,140 224,673 232,306 232,832 125,297 137,324 124,626 134,856 Finance loans and finance leases 154,708 163,270 158,450 160,558 Securities purchased for re-sale 19,357 19,357 11,590 11,590 Deposits 135,878 135,878 295,375 295,375 Total financial investments 4,041,326 4,093,473 4,092,166 4,152,816 1,626,273 1,676,589 1,739,224 1,797,972 9.2 Pledged assets Debt securities include $nil (2011 - $20,040) and policy loans include $nil (2011 - $20,671) in assets held in trust for a reinsurer (note 20). The income from these assets accrued to the reinsurer. Debt and equity securities include $100,261 (2011 - $111,891) as collateral for loans payable and other funding instruments. 43 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 114 Notes to the Financial Statements Sagicor Financial Corporation 114 Amounts expressed in US$000 Year ended December 31, 2012 9.2 Pledged assets (continued) 9.4 Reclassification of financial investments Collateral for the obligation to the Federal Home Loan Bank of Dallas (FHLB) which is included in other funding instruments (note 17), consists of an equity holding in the FHLB with a market value of $6,353 (2011 - $5,984), and mortgages and mortgage backed securities having a total market value of $146,733 (2011 - $131,258). Debt securities are pledged as collateral under repurchase agreements with customers and other financial institutions and for security relating to overdraft and other facilities with other financial institutions. As of December 31, 2012, these pledged assets totalled $679,872 (2011 - $682,479). Of these assets pledged as security, $42,551 (2011 – $90,705) represents collateral for securities sold under agreements to repurchase in instances when the transferee has the right by contract or by custom to sell or re-pledge the collateral. As of December 31, 2011, deposits include $46,624 pledged as collateral for a letter of credit facility (note 39). 9.3 Returns accruing to the benefit of contract-holders Financial investments include the following amounts for which the full income and capital returns accrue to the holders of unit linked policy and deposit administration contracts. Debt securities Equity securities Mortgage loans Securities purchased for re-sale 2012 2011 72,414 106,058 77,045 40,212 177 25,576 40,674 492 In 2008, the Group reclassified certain securities from the available for sale classification to the loans and receivables classification. The assets reclassified were primarily: • • Government of Jamaica debt securities with a maturity date of 2018 and after, which are held to back long-term insurance liabilities; and Non-agency collateralised mortgage obligations in the USA. The reclassifications were made because the markets for these securities were considered by management to have become inactive. The following disclosures are in respect of these reclassified assets. 2012 2011 Carrying value Fair value Carrying value Fair value Government debt securities maturing after September 2018 53,033 53,642 56,403 50,642 Other debt securities 6,357 6,898 11,755 12,663 59,390 60,540 68,158 63,305 Cumulative net fair value loss, beginning of year Net fair value gains / (losses) subsequent to restatement 189,848 172,800 Disposals Effect of exchange rate changes 2012 2011 (11,449) 6,984 (42) (276) (4,885) (7,555) 945 46 Sagicor Financial Corporation 44 Cumulative net fair value loss, end of year (4,783) (11,449) Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 10 REINSURANCE ASSETS Reinsurers’ share of: Actuarial liabilities (note 13.1) Policy benefits payable (note 14.2) Provision for unearned premiums (note 14.3) Other items Notes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US$000 115 115 9.4 Reclassification of financial investments (continued) 12 MISCELLANEOUS ASSETS AND RECEIVABLES The net fair value gain or loss subsequent to restatement approximates the fair value gain or loss that would have been recorded in total comprehensive income had the reclassification not been made. The disposal amount represents the net loss that would have been reclassified from other comprehensive income to income on disposal. Pension plan assets (note 31) Real estate developed or held for resale Deferred policy acquisition costs Prepaid and deferred expenses Premiums receivable 2012 2011 Other assets and accounts receivable 2012 2011 2,615 17,234 6,025 8,663 35,712 35,080 105,329 3,356 15,468 62,115 29,733 150,225 39,661 300,558 56,683 25,080 20,323 600 169,159 115,801 41,608 4,741 102,686 331,309 Other accounts receivable include $9,315 (2011 – $4,705) due from managed funds. (a) Real estate developed or held for resale Real estate developed for resale includes $8,418 (2011 - $7,703) which is expected to be realised within one year of the financial statements date. The provision for unearned premiums and other items are expected to mature within one year of the financial statements date. (b) Deferred policy acquisition costs 11 INCOME TAX ASSETS Deferred income tax assets (note 33) Income and withholding taxes recoverable 2012 2011 1,674 31,399 33,073 17,803 23,903 41,706 Income and withholding taxes recoverable are expected to be recovered within one year of the financial statements date. Deferred policy acquisitions costs are expected to mature within one year of the financial statements date. The movement in these balances for the year was as follows: Gross amount Balance, beginning of year Expensed Additions Effect of exchange rate changes Transfer to assets of discontinued operation Balance, end of year 2012 62,115 (108,554) 93,889 2,276 (43,701) 6,025 2011 60,486 (131,726) 134,070 (715) - 62,115 45 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 116 116 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 117 117 Year ended December 31, 2012 Amounts expressed in US$000 13.2 Movement in actuarial liabilities (continued) (a) Recapture of reinsurance contract held During the year, Sagicor Life Insurance Company recaptured the 62.5% share of a block of life insurance and annuity contracts it had previously ceded to ScottishRe Life Corporation. In return for the recapture of insurance liabilities, SLIC received assets which included financial investments held in trust under the terms of the reinsurance contract. The effects of this transaction in the financial statements are set out below. Assets acquired on recapture of reinsurance contract Cash and cash equivalents Financial investments Adjustments to net insurance assets on recognition of the recapture: Reinsurers' share of actuarial liabilities Amounts due to reinsurers Other liabilities Gain on recapture of reinsurance contract (note 26) Income tax expense Gain on recapture of reinsurance contract, net of income tax 2012 3,826 94,231 98,057 (101,105) 38,226 (3,023) (65,902) 32,155 (11,254) 20,901 The gain on recapture reflects the difference in the pricing of the reinsurance contract on a USA statutory insurance basis and the measurement of reinsured liabilities in accordance with note 2.12. As a result, the assets transferred on the recapture exceeded carrying value of the reinsured liabilities. 13.3 Assumptions – life insurance and annuity contracts (a) Process used to set actuarial assumptions and margins for adverse deviations At each date for valuation of actuarial liabilities, the Appointed Actuary (AA) of each insurer reviews the assumptions made at the last valuation date. The AA tests the validity of each assumption by reference to current data, and where appropriate, changes the assumptions for the current valuation. A similar process of review and assessment is conducted in the determination of margins for adverse deviations. Any recent changes in actuarial standards and practice are also incorporated in the current valuation. (b) Assumptions for mortality and morbidity Mortality rates are related to the incidence of death in the insured population. Morbidity rates are related to the incidence of sickness and disability in the insured population. Annually, insurers update studies of recent mortality experience. The resulting experience is compared to external mortality studies including the Canadian Institute of Actuaries (CIA) 1997 - 2004 tables. Appropriate modification factors are selected and applied to underwritten and non- underwritten business respectively. Annuitant mortality is determined by reference to CIA tables or to other established scales. Assumptions for morbidity are determined after taking into account insurer and industry experience and established guidelines from Actuarial Institutes. (c) Assumptions for lapse Policyholders may allow their policies to lapse prior to the maturity date either by choosing not to pay premiums or by surrendering their policy for its cash value. Lapse studies are updated annually by insurers to determine the persistency of the most recent period. Assumptions for lapse experience are generally based on five-year averages. 47 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 118Notes to the Financial Statements Sagicor Financial Corporation 118 Year ended December 31, 2012 Amounts expressed in US$000 13.3 Assumptions – life insurance and annuity contracts (d) Assumptions for investment yields Returns on existing variable rate securities, shares, investment property and policy loans are linked to the current economic scenario. Yields on reinvested assets are also tied to the current economic scenario. Returns are however assumed to decrease and it is assumed that at the end of twenty years from the valuation date, all investments, except policy loans, are reinvested in long-term, default free government bonds. The ultimate rate of return is the assumed rate that will ultimately be earned on long-term government bonds. It is established for each geographic area and is summarised in the following table. Ultimate rate of return 2012 2011 Barbados Jamaica Trinidad & Tobago Other Caribbean USA 5.25% 5.0% 5.0% 5.25% 7.0% 5.0% 4.5% - 5.5% 5.0% - 5.5% 2.95% 4.0% (e) Assumptions for operating expenses and taxes Policy acquisition and policy maintenance expense costs for the long-term business of each insurer are measured and monitored using internal expense studies. Policy maintenance expense costs are reflected in the actuarial valuation after adjusting for expected inflation. Costs are updated annually and are applied on a per policy basis. Taxes reflect assumptions for future premium taxes and income taxes levied directly on investment income (see note 32). For income taxes levied on net income, actuarial liabilities are adjusted for policy related recognised deferred tax assets and liabilities. 13.3 Assumptions – life insurance and annuity contracts (continued) (f) Asset defaults The AA of each insurer includes a provision for asset default in the modelling of the cash flows. The provision is based on industry and Group experience and includes specific margins, where appropriate, for assets backing the actuarial liabilities, e.g. for investment property, equity securities, debt securities, mortgage loans and deposits. (g) Margins for adverse deviations Margins for adverse deviations are determined for the assumptions in the actuarial valuations. The application of these margins resulted in provisions for adverse deviations being included in the actuarial liabilities as set out in the following table. Provisions for adverse deviations 2012 2011 Mortality and morbidity Lapse Investment yields and asset default Operating expenses and taxes Other 79,456 55,994 76,613 19,005 3,472 67,813 48,553 67,814 18,511 - 234,540 202,691 13.4 Assumptions – health insurance contracts The outstanding liabilities for health insurance claims incurred but not yet reported and for claims reported but not yet paid are determined by statistical methods using expected loss ratios which have been derived from recent historical data. No material claim settlements are anticipated after one year from the date of the financial statements. Sagicor Financial Corporation 48 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 119 119 Year ended December 31, 2012 Amounts expressed in US$000 14 OTHER INSURANCE LIABILITIES 14.2 Policy benefits payable (continued) 14.1 Analysis of other insurance liabilities Dividends on deposit and other policy balances Policy benefits payable Provision for unearned premiums 14.2 Policy benefits payable 2012 2011 70,032 83,814 33,353 187,199 69,726 494,198 224,756 788,680 Gross liability Reinsurers’ share 2012 2011 2012 2011 Movement for the year: Balance, beginning of year 494,198 355,395 115,801 57,907 Policy benefits assumed on acquisition 39 - - - Policy benefits incurred 654,443 764,429 68,053 121,966 Policy benefits paid (629,362) (620,742) (64,140) (61,549) Recapture of reinsurance contract held - - (932) - Effect of exchange rate changes 5,448 (4,884) 2,473 (2,523) Transfers to discontinued operation (440,952) - (96,175) - Gross liability Reinsurers’ share Balance, end of year 83,814 494,198 25,080 115,801 2012 2011 2012 2011 Analysis of policy benefits payable: Life insurance and annuity benefits 58,450 55,396 Health claims 2,632 3,021 Property and casualty claims: Notified outstanding claims 14,698 262,506 Claims incurred but not reported 8,034 173,275 9,744 3,257 8,321 3,758 9,930 2,025 66,500 37,346 14.3 Provision for unearned premiums Gross liability Reinsurers’ share 2012 2011 2012 2011 Analysis of the provision: Property and casualty insurance 32,378 223,889 20,323 41,608 83,814 494,198 25,080 115,801 Health insurance 975 867 - - Claims discount included in property and casualty claims payable Discount rate percentages (1) - - 16,154 0.1 – 3.7 - - 2,089 0.1 – 3.7 (1) The discount rates reflect the achievable yield over 10 years of the insurer’s investment portfolio. 33,353 224,756 20,323 41,608 The provision for unearned premiums is expected to mature within a year of the financial statements’ date. 49 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 120 Notes to the Financial Statements Sagicor Financial Corporation 120 Amounts expressed in US$000 Year ended December 31, 2012 14.3 Provision for unearned premiums (continued) 16 NOTES AND LOANS PAYABLE Gross liability Reinsurers’ share 2012 2011 2012 2011 Movement for the year: 2012 2011 Carrying value Fair value Carrying value Fair value Balance, beginning of year 224,756 240,138 41,608 40,909 7.5% senior notes due 2016 145,865 156,245 145,217 156,017 Premiums written Premium revenue 377,410 519,399 105,014 119,478 (421,261) (532,787) (108,176) (118,486) 6.5% convertible redeemable preference shares due 2016 93,636 99,696 87,313 90,072 Effect of exchange rate changes 7,907 (1,994) 909 Transfers to discontinued operation (155,459) - (19,032) (293) - Balance, end of year 33,353 224,756 20,323 41,608 15 INVESTMENT CONTRACT LIABILITIES At amortised cost: Deposit administration liabilities Other investment contracts At fair value through income: Unit linked deposit administration liabilities 2012 2011 Carrying value Fair value Carrying value Fair value 119,589 122,523 242,112 119,589 113,434 113,434 128,079 109,125 111,744 247,668 222,559 225,178 104,084 104,084 93,000 93,000 346,196 351,752 315,559 318,178 Finance lease payable 2,055 2,055 - - 241,556 257,996 232,530 246,089 The Group issued ten year $150,000 senior notes which are repayable in 2016. The notes carry a 7.5% rate of interest fixed for the period and interest is payable semi-annually. The notes are traded and are listed on the Luxembourg Euro MTF Market. Financial covenants in respect of these notes are summarised in note 46.3(b). Details of the 6.5% convertible redeemable preference shares due 2016 are set out in note 21.2. The initial liability for their redemption value was $87,586 and issue costs were $2,989. The initial fair value of the subscription proceeds was determined by discounting the ultimate redemption value ($120,000), at a rate of 6.5% for 5 years. The discount rate was determined as the estimated interest rate of 5.71% for 5 year borrowings, plus a premium of 0.79% attributable to the non-contractual nature of the dividends. The subsequent finance cost recognised is the amortisation of the difference between the ultimate redemption value and the initial carrying value, calculated on an effective interest method for the 5 years to maturity. Sagicor Financial Corporation 50 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 121 121 Year ended December 31, 2012 Amounts expressed in US$000 17 DEPOSIT AND SECURITY LIABILITIES 18 PROVISIONS 2012 2011 Carrying value Fair value Carrying value Fair value 245,675 198,008 591,064 1,954 250,822 210,228 591,654 1,954 261,524 194,104 612,981 3,657 268,825 187,871 602,735 3,657 1,036,701 1,054,658 1,072,266 1,063,088 Pension plans and other retirement benefits (note 31) Cash-settled compensation benefits Other provisions 19 INCOME TAX LIABILITIES At amortised cost: Other funding instruments Customer deposits Securities sold for re-purchase Bank overdrafts At fair value through income: Structured products 9,216 9,216 Derivative financial instruments (note 41.6) 46,512 46,512 3,184 8,115 3,184 8,115 Deferred income tax liabilities (note 33) 55,728 55,728 11,299 11,299 Income taxes payable 2012 2011 43,168 - 245 37,429 6,677 66 43,413 44,172 2012 2011 26,373 7,240 33,613 22,705 8,465 31,170 Income taxes payable are expected to be settled within a year of the financial statements’ date. 1,092,429 1,110,386 1,083,565 1,074,387 Other funding instruments consist of loans from banks and other financial institutions and include balances of $131,009 (2011 - $130,307) due to the Federal Home Loan Bank of Dallas (FHLB). The Group participates in the FHLB program in which funds received from the Bank are invested in mortgages and mortgage backed securities. Structured products are offered by a banking subsidiary. A structured product is a pre-packaged investment strategy created to meet specific needs that cannot be met from the standardised financial instruments available in the market. Structured products can be used as an alternative to a direct investment, as part of the asset allocation process to reduce risk exposure of a portfolio, or to capitalize on current market trends. Collateral for other funding instruments and securities sold under agreements to resell is set out in note 9.2. 51 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 122Notes to the Financial Statements Sagicor Financial Corporation 122 Amounts expressed in US$000 Year ended December 31, 2012 20 ACCOUNTS PAYABLE AND ACCRUED LIABILITIES 21 COMMON AND PREFERENCE SHARES 2012 2011 The Company is authorised to issue: Amounts due to policyholders (1) Amounts due to reinsurers Amounts due to managed funds Other accounts payable and accrued liabilities 16,191 15,995 1,349 80,890 25,537 66,975 875 101,000 • an unlimited number of common shares, • an unlimited number of preference shares, and • an unlimited number of convertible redeemable preference shares. In each case the shares are without nominal or par value. (1) Includes $nil (2011 - $40,711) in respect of assets held in trust (see note 9.2). 114,425 194,387 21.1 Common shares 2012 2011 Number in 000’s Share capital Number in 000’s Share capital Issued and fully paid: Balance, beginning of year 303,917 301,600 291,341 281,801 Allotments arising from: Share issue (1) - - 12,576 19,799 Balance, end of year 303,917 301,600 303,917 301,600 Treasury shares: Shares held for LTI and ESOP, end of year (note 30.1) (3,028) (5,542) (2,966) (5,552) Total 300,889 296,058 300,951 296,048 The common shares are listed on the Barbados, Trinidad & Tobago and London stock exchanges. (1) Share issue at US $1.63 or Barbados $3.26 per share on July 18, 2011. Price protection rights in relation to the new share issue are disclosed in note 46.3(c). Sagicor Financial Corporation 52 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 123 123 Year ended December 31, 2012 Amounts expressed in US$000 21.2 Convertible redeemable preference shares 21.3 Dividends (continued) On July 18, 2011, the Company issued 120,000,000 convertible redeemable preference shares with the following features: • • Annual dividend rate of 6.5%, dividends to be declared by the Company’s directors’ and payable Issue price of US $1.00 or Barbados $2.00 per share; half yearly on May 15 and November 15; • Convertible into common shares at a ratio of 1.98 preference shares to 1.00 common shares, conversion to be at the option of the shareholder and exercisable on May 16 or November 16 in any year prior to the redemption date; • Redeemable on July 18, 2016 at issue price, if not converted before. The subscription consideration was $120,000 and after deducting issue costs, the net consideration totalled $115,906. The preference shares are accounted for as a compound financial instrument (see note 2.20(b)) and at issue date were recognised in the statement of financial position as a financial liability of $84,597 (note 16) and as equity of $31,309 (note 22). The preference shares are listed on the Barbados and Trinidad & Tobago stock exchanges. Put option rights in respect of the preference shares are disclosed in note 46.3(c). 21.3 Dividends The dividends declared paid during the year in respect of the Company’s convertible redeemable preference shares and common shares are set out in the following table. Dividends declared and paid: Preference shares Common shares 2012 2011 Per share Total Per share Total 6.50 ¢ 4.0 ¢ 7,800 2.12 ¢ (1) 12,035 4.0 ¢ 19,835 2,544 11,784 14,328 (1) Prorated amount from issue date to November 15. The dividends declared after the date of the financial statements in respect of the Company’s convertible redeemable preference shares and common shares are set out in the following table. 2012 2011 Per share Total Per share Total Dividends proposed: Preference shares - May 15 Common shares - final for current year 3.25 ¢ 2.0 ¢ 3,900 3.25 ¢ 6,018 2.0 ¢ 9,918 3,900 6,019 9,919 21.4 Restrictions on common share dividends On June 2, 2011, the Company’s Articles of Incorporation were amended to impose the following limitations on the payment of common share dividends. (i) (ii) For any 6 month period that the convertible redeemable preference shares are not paid, dividends on common shares shall be suspended for that period plus the next 6 month period, and the Company shall not repurchase any of its common shares, except when pursuant to the LTI pan and ESOP. The Company shall not pay any dividends on its common shares, in respect of the 2011 financial year or thereafter, or repurchase any of its common shares, other than a repurchase pursuant to the LTI plan and ESOP, if the cumulative amount of such dividends and repurchases after July 31, 2011 would exceed 50% of the cumulative amount of Group net income from January 1, 2011. 53 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 124 124 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 125 125 Year ended December 31, 2012 Amounts expressed in US$000 23 PARTICIPATING ACCOUNTS 24 PREMIUM REVENUE The movements in the participating accounts during the year and the amounts in the financial statements relating to participating accounts were as follows: Closed participating account Open participating account 2012 2011 2012 2011 Life insurance Annuity Health insurance Movement for the year: Property and casualty insurance 66,157 63,227 Balance, beginning of year 4,147 6,585 (1,946) (2,238) 757,223 691,208 Total comprehensive income / (loss) (1,874) (2,438) (10,412) 545 Return of transfer to support profit distribution to shareholders - - (248) (253) Balance, end of year 2,273 4,147 (12,606) (1,946) Financial statement amounts: Assets Liabilities Revenues Benefits Expenses Income taxes 101,164 100,520 241,414 246,167 98,891 13,263 13,180 1,766 258 96,373 254,020 248,113 9,380 10,179 1,477 154 31,343 36,005 5,288 634 30,007 22,927 5,948 580 Gross premium Ceded to reinsurers 2012 2011 2012 2011 362,563 353,467 38,910 36,897 187,684 142,043 140,819 132,471 361 5,164 47,785 92,220 322 3,369 46,070 86,658 55 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 126Notes to the Financial Statements Sagicor Financial Corporation 126 Amounts expressed in US$000 Year ended December 31, 2012 25 NET INVESTMENT INCOME 25 NET INVESTMENT INCOME (continued) 2012 2011 Further details of interest income and investment gains are set out in the following table. Investment income: Interest income Dividend income Rental income from investment property Net investment gains Share of operating income of associated companies Other investment income Investment expenses: Allowances for impairment losses Direct operating expenses of investment property Other direct investment expenses 254,578 249,310 2,297 5,437 3,071 5,380 34,506 34,933 3,808 128 2,997 727 300,754 296,418 2,064 1,607 1,935 5,606 15,493 1,702 1,527 18,722 Net investment income 295,148 277,696 The Group operates across both active and inactive financial markets. The financial investments placed in both types of market support the insurance and operating financial liabilities of the Group. Because the type of financial market is incidental and not by choice, the Group manages its financial investments by the type of financial instrument (i.e. debt securities, equity securities, mortgage loans etc). Therefore, the income from financial instruments is presented consistently with management practice, rather than by accounting classification. The capital and income returns of most investments designated at fair value through income accrue to the holders of unit linked policy and deposit administration contracts which do not affect net income of the Group. Interest income: (1) Debt securities Mortgage loans Policy loans Finance loans and finance leases Securities purchased for re-sale Deposits Other balances Net investment gains / (losses): Debt securities Equity securities Investment property Other financial instruments 2012 2011 206,502 195,752 19,611 8,878 15,145 781 3,670 (9) 22,302 7,998 16,494 1,228 5,452 84 254,578 249,310 29,471 5,871 (2,489) 1,653 34,506 26,322 13,824 (839) (4,374) 34,933 (1) Includes $1,922 (2011 - $1,750) from an associated company. Sagicor Financial Corporation 56 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 127 127 Year ended December 31, 2012 Amounts expressed in US$000 26 FEES AND OTHER REVENUE 28 INTEREST EXPENSE 2012 2011 2012 2011 Insurance contracts Investment contracts Other funding instruments Customer deposits Securities sold for re-purchase Other items 2,810 17,992 6,513 7,297 31,774 2,079 68,465 3,934 19,262 6,822 7,366 30,803 2,808 70,995 The Group manages its interest-bearing obligations by the type of obligation (i.e. investment contracts, securities etc). Therefore, the interest expense is presented consistently with management practice, rather than by accounting classification. The capital and income returns of most financial liabilities designated at fair value through income accrue directly from the capital and income returns of financial assets designated at fair value through income. Therefore, the related interest expense does not affect the net income of the Group. Fee income – assets under administration Fee income – deposit administration and policy funds Commission income on insurance and reinsurance contracts Gain on recapture of reinsurance contract held (note 13.2(a)) Other fees and commission income Foreign exchange gains Other operating and miscellaneous income Gain arising on acquisition of insurance business (note 37) 14,590 1,090 14,086 32,155 15,813 6,678 17,472 2,369 15,838 1,282 15,627 - 15,011 1,082 13,407 - 104,253 62,247 27 POLICY BENEFITS AND CHANGE IN ACTUARIAL LIABILITIES Gross benefit Ceded to reinsurers 2012 2011 2012 2011 Life insurance benefits 180,560 163,664 17,717 17,893 Annuity benefits Health insurance claims Property and casualty claims 124,207 111,810 109,740 16,218 99,877 20,612 9,363 3,076 8,192 Total policy benefits 430,725 395,963 38,348 9,894 2,480 11,463 41,730 Change in actuarial liabilities 169,033 107,137 (9,508) (9,398) Total policy benefits and change in actuarial liabilities 599,758 503,100 28,840 32,332 57 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 128 Notes to the Financial Statements Sagicor Financial Corporation 128 Amounts expressed in US$000 Year ended December 31, 2012 29 EMPLOYEE COSTS 30.1 The Company (continued) Included in administrative expenses, commissions and related compensation are the following: The movement in restricted share grants during the year is as follows: 2012 2011 2012 2011 Administrative staff salaries, directors’ fees and short-term benefits 82,101 77,021 Employer contributions to social security schemes Equity-settled compensation benefits (note 30.1 to 30.3) Employer contribution to defined contribution pension schemes Costs – defined retirement benefits (note 31 (b)) 6,345 5,783 662 10,589 105,480 5,789 4,045 537 9,208 96,600 30 EQUITY COMPENSATION BENEFITS 30.1 The Company Effective December 31, 2005, the Company introduced a Long Term Incentive (LTI) plan for designated executives of the Sagicor Group and an Employee Share Ownership Plan (ESOP) for permanent administrative employees and sales agents of the Group. A total of 26,555,274 common shares of the Company (or 10% of shares then in issue) have been set aside for the purposes of the LTI plan and the ESOP. (a) LTI plan – restricted share grants Restricted share grants have been granted to designated key management of the Group. Share grants may vest over a four year period beginning at the grant date. The vesting of share grants is conditional upon the relative profitability of the Group as compared to a number of peer companies. Relative profitability is measured with reference to the financial year preceding the vesting date. Number of grants ‘000 Weighted average price Number of grants ‘000 Weighted Average price Balance, beginning of year 1,413 US$1.44 752 US$1.45 Grants issued Grants vested 1,521 US$1.09 1,101 US$1.44 (316) US$1.27 (440) US$1.45 Balance, end of year 2,618 US$1.25 1,413 US$1.44 Grants issued may be satisfied out of new shares issued by the Company or by shares acquired in the market. The shares acquired in the market and distributed during the year were as follows: 2012 2011 Number in 000’s $000 Number in 000’s $000 Balance, beginning of year Shares acquired Shares distributed Balance, end of year 16 300 (204) 112 24 249 (181) 92 - 317 (301) 16 - 459 (435) 24 Sagicor Financial Corporation 58 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 129 129 Year ended December 31, 2012 Amounts expressed in US$000 30.1 The Company (continued) (b) LTI plan – share options Share options have been granted to designated key management of the Group during the year. Up to 2008, options were granted at the fair market price of the Company shares at the time that the option is granted. From 2009, options are granted at the fair market price of the Company shares prevailing one year before the option is granted. Options vest over four years, 25% each on the first four anniversaries of the grant date. Options are exercisable up to 10 years from the grant date. The movement in share options for the year and details of the share options and assumptions used in determining their pricing are as follows: 2012 2011 Number of options ‘000 Weighted average exercise price Number of options ‘000 Weighted average exercise price Balance, beginning of year Options granted Options lapsed/forfeited Balance, end of year 9,899 1,538 US $1.92 US $1.53 (182) US $1.94 11,255 US $1.86 Exercisable at the end of the year 6,419 US $2.06 Share price at grant date US $1.48 – 2.50 Fair value of options at grant date US $0.39 – 0.69 Expected volatility Expected life Expected dividend yield Risk-free interest rate 19.3% - 35.8% 7.0 years 2.6% - 3.1% 4.8% – 6.8% 7,342 2,557 - 9,899 4,658 US $2.07 US $1.48 - US $1.92 US $2.13 US $1.48 – 2.50 US $0.39 – 0.69 19.3% - 35.8% 7.0 years 2.8% - 3.1% 4.8% – 6.8% 30.1 The Company (continued) The expected volatility of options is based on statistical analysis of monthly share prices over the 7 years prior to grant date. (c) ESOP From 2006, the Company approved awards under the ESOP in respect of permanent administrative employees and sales agents of the Company and certain subsidiaries. The ESOP is administered by Trustees under a discretionary trust. The amount awarded is used by the Trustees to acquire company shares. Administrative employees and sales agents are required to serve a qualifying period of five years from the award date in order to qualify as a beneficiary. Shares are distributed to beneficiaries upon their retirement or termination of employment. During 2012, the rules were amended so that vesting will take place in four equal annual instalments commencing one year after the award. The change will come into effect during 2013. The shares acquired by the Trustees during the year were as follows: 2012 2011 Number in 000’s $000 Number in 000’s $000 Balance, beginning of year 2,950 5,528 2,381 4,629 Shares acquired Shares distributed - (34) - (78) 569 - 899 - Balance, end of year 2,916 5,450 2,950 5,528 30.2 Sagicor Life Jamaica Limited (a) Long-term incentive plan Effective May 1, 2003, Sagicor Life Jamaica instituted a share based long-term incentive plan for senior executives. 150,000,000 ordinary shares (or 5% of the authorised share capital at that date) have been set aside for the plan. 59 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 130Notes to the Financial Statements Sagicor Financial Corporation 130 Amounts expressed in US$000 Year ended December 31, 2012 30.2 Sagicor Life Jamaica Limited (continued) 30.2 Sagicor Life Jamaica Limited (continued) Sagicor Life Jamaica introduced a new Long Term Incentive (LTI) plan effective January 2007, which replaced the previous Stock Option plan. Under the LTI plan, stock options are granted each year following the measurement year. Stock options vest in 4 equal installments beginning the first December 31 following the grant date and for the next three December 31 dates thereafter (25% per year). Options are not exercisable after the expiration of 7 years from the date of grant. The number of stock options in each stock option award is calculated based on the LTI opportunity via stock options (percentage of applicable salary) divided by the Black-Scholes value of a stock option on Sagicor Life Jamaica stock on March 31 of the measurement year. The exercise price of the options is the closing bid price on March 31 of the measurement year. Under the previous Stock Option plan, options were granted on December 31 of each year. The strike price was the closing bid price on the grant date. The number of stock options in each stock option award was calculated based on a percentage of applicable salary divided by the strike price. Options were exercisable beginning one year from the date of grant and had a contractual term of six years from the date of grant. Details of the share options outstanding are set out in the following table. J$ represents Jamaica $. 2012 2011 Number of options ‘000 Weighted average exercise price Number of options ‘000 Weighted average exercise price 48,122 7,968 (8,165) (3,335) 44,590 25,821 J$6.18 J$7.52 J$5.98 J$6.99 J$6.39 J$6.49 40,917 17,393 (6,937) (3,251) 48,122 25,494 J$6.23 J$6.51 J$6.44 J$8.10 J$6.18 J$6.56 Balance, beginning of year Options granted Options exercised Options lapsed/forfeited Balance, end of year Exercisable at the end of the year Sagicor Financial Corporation Further details of share options and the assumptions used in determining their pricing are as follows: 2012 2011 Fair value of options outstanding J$44,590,000 J$48,122,000 Share price at grant date J$4.20 – 7.92 J$4.20 – 9.00 Exercise price J$4.20 – 7.92 J$4.20 – 9.00 Standard deviation of expected share price returns 25.0% 39.0% Remaining contractual term Risk-free interest rate 1 - 6 years 1 - 6 years 7.65% 12.6% The expected volatility is based on statistical analysis of daily share prices over three years. (b) Employee share purchase plan Sagicor Life Jamaica has in place a share purchase plan which enables its administrative and sales staff to purchase shares at a discount. The proceeds from shares issued under this plan totalled $748 (2011 – $719). 30.3 Sagicor Investments Jamaica Limited Sagicor Investments Jamaica offers share options to employees who have completed the minimum eligibility period of employment. Options are conditional on the employee completing a minimum service period of one year. Options are forfeited if the employee leaves Sagicor Investments Jamaica before the options vest. Options vest over four years at 25% on each anniversary date of the grant. 60 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 131 131 Year ended December 31, 2012 Amounts expressed in US$000 30.3 Sagicor Investments Jamaica Limited (continued) 31 EMPLOYEE RETIREMENT BENEFITS The movement in share options are set out in the following table. J$ represents Jamaica $. 2012 2011 Number of options ‘000 Weighted average exercise price Number of options ‘000 Weighted average exercise price 12,956 3,808 J$16.54 J$21.44 11,393 3,138 J$16.01 J$18.00 (1,605) J$15.68 (1,275) J$14.68 Balance, beginning of year Options granted Options exercised Options lapsed / forfeited (680) J$17.92 (300) J$21.75 Balance, end of year 14,479 J$17.76 12,956 J$16.54 Exercisable at the end of the year 8,384 J$17.36 6,935 J$17.41 Certain Group subsidiaries have contributory defined benefit pension schemes in place for eligible administrative staff. Some subsidiaries also offer medical and life insurance benefits that contribute to the health care and life insurance coverage of retirees and beneficiaries. (a) Amounts recognised in the financial statements Fair value of retirement plan assets Present value of funded retirement obligations Present value of unfunded retirement obligations Unrecognised actuarial losses Other 2012 2011 108,240 105,127 (123,460) (109,083) (15,220) (40,839) 16,178 (672) (3,956) (38,635) 8,518 - Amounts recognised in the financial statements (40,553) (34,073) Further details of share options and the assumptions used in determining their pricing are as follows: Represented by: 2012 2011 Amounts held on deposit by the Group as deposit administration contracts Fair value of options outstanding J$ 14,479,000 J$ 12,956,000 Share price at grant date J$ 12.20 – 26.48 J$ 13.00 – 21.05 Exercise price J$ 12.20 – 26.48 J$ 12.20 – 20.50 Standard deviation of expected share price returns Weighted average remaining contractual term 39.7% 3 years 30.0% 3 years Risk-free interest rate 7.73% - 13.24% 11.54% - 13.24% The expected volatility is based on statistical analysis of daily share prices over one year. Other recognised liabilities Total recognised liabilities (note 18) Recognised assets (note 12) (28,075) (25,101) (15,093) (43,168) 2,615 (12,328) (37,429) 3,356 (40,553) (34,073) 61 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 132 Notes to the Financial Statements Sagicor Financial Corporation 132 Year ended December 31, 2012 Amounts expressed in US$000 31 EMPLOYEE RETIREMENT BENEFITS (continued) 31 EMPLOYEE RETIREMENT BENEFITS (continued) The net benefit defined obligation and experience adjustments for the last 5 years are as follows: (c) Retirement plan assets Present value of retirement obligations 2012 2011 2010 2009 2008 Movement in retirement plan assets 2012 2011 (164,299) (147,718) (134,913) (110,952) (107,289) Plan assets, beginning of year 105,127 94,059 Fair value of plan assets 108,240 105,127 94,059 81,062 75,883 Expected return on plan assets Net obligation (56,059) (42,591) (40,854) (29,890) (31,406) Actuarial gains and losses Experience adjustment on: Plan liabilities Plan assets 555 257 3,216 (1,252) 2,394 (759) (2,238) (811) (9,565) 9,952 (b) Amounts recognised in the income statement Current service cost Interest cost Net actuarial (gains) / losses recognised during the year Past service cost Curtailment gain Expected return on retirement plan assets Total cost 2012 2011 5,689 12,102 457 1,718 474 (9,851) 10,589 5,492 11,705 247 1,703 39 (9,978) 9,208 The actual return on retirement plan assets was $8,439 (2011 – $11,835). Contributions made by the Group Contributions made by plan participants Benefits paid Other Effects of exchange rate changes 9,851 (1,431) 5,296 3,050 (6,256) (1,412) (5,985) 9,978 439 3,981 3,625 (5,969) (370) (616) Plan assets, end of year 108,240 105,127 For the next financial year, the total employer contributions are estimated at $5,832 (2011 - $5,231). Distribution of the plan assets 2012 2011 Equity unit linked pension funds under management Other assets Total plan assets 102,246 5,994 97,977 7,150 108,240 105,127 Sagicor Financial Corporation 62 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 133 133 Year ended December 31, 2012 Amounts expressed in US$000 31 EMPLOYEE RETIREMENT BENEFITS (continued) 31 EMPLOYEE RETIREMENT BENEFITS (continued) (d) Movement in retirement obligations (e) Principal assumptions Retirement obligations, beginning of year 147,718 134,913 Pension benefits Barbados Jamaica Trinidad 2012 2011 The principal actuarial assumptions by geographic area used for 2012 were as follows: Other Caribbean Current service cost Interest cost Contributions made by employees Actuarial gains and losses Benefits paid Past service cost Curtailments Other Effects of exchange rate changes Retirement obligations, end of year 7,168 12,102 3,037 6,135 (7,340) 1,718 474 (157) (6,556) 6,912 11,705 2,814 (3,457) (7,048) 1,703 39 845 (708) Discount rate 7.75% - 7.80% 10.50% 5.50% 4.25% - 7.80% Expected return on plan assets 7.75% - 7.80% 9.50% 5.50% 4.25% - 7.80% Future salary increases 3.00% - 6.50% 7.00% 4.00% 2.00% - 5.50% Future pension increases 2.50% 2.00% 1.00% 0.25%-2.50% Future changes in National Insurance Scheme Ceilings 3.50% - 4.00% 3.50% Other retirement benefits Barbados Jamaica 164,299 147,718 Discount rate 7.75% 10.50% Pension plans have purchased annuities from insurers in the Group to pay benefits to plan retirees. These obligations are included in actuarial liabilities in the statement of financial position and are excluded from the table above. Expected return on plan assets Future salary increases - - Long term increase in health costs 4.25% 9.50% 7.00% 8.00% The effect of a change of 1% in the assumption for long-term increase in health costs as of December 31, 2012 is estimated as follows: Revised service cost Revised interest cost Revised accumulated retirement benefit Effect of 1% decrease Effect of 1% increase 435 854 8,986 676 1,169 12,052 63 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 134Notes to the Financial Statements Sagicor Financial Corporation 134 Amounts expressed in US$000 Year ended December 31, 2012 32 INCOME TAXES 32 INCOME TAXES (continued) Group companies operating in Caribbean countries are largely taxed according to the taxation rules of the country where the operations are carried out. The principal rates of taxation are summarised in note 2.19(c). The income tax expense and the income subject to taxation in the statement of income are set out in the following table. Income tax on the total income subject to taxation differs from the theoretical amount that would arise is as follows: 2012 2011 Income tax expense: Current tax Deferred tax Share of tax of associated companies Sources of income subject to tax: Investment income subject to direct taxation Net income subject to direct taxation Total income subject to taxation 2012 2011 Total income subject to taxation 179,641 171,371 16,015 8,164 271 24,450 106,764 72,877 179,641 19,451 2,210 176 21,837 112,831 58,540 171,371 Taxation at the applicable rates on income subject to tax 38,428 35,689 Adjustments to current tax for items not subject to / allowed for tax (21,399) (19,791) Other current tax adjustments Adjustments for current tax of prior periods Movement in unrecognised deferred tax asset Deferred tax relating to the origination of temporary differences Deferred tax relating to changes in tax rates or new taxes Deferred tax that arises from the write down / (reversal of a write down) of a tax asset Other taxes (255) 68 (275) 23 5,464 6,185 (16) (15) 377 (5) (277) (1,300) 2,795 24,450 591 21,837 In addition to the above, the income tax on items in other comprehensive income is set out in note 35. Sagicor Financial Corporation 64 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 135 135 Year ended December 31, 2012 Amounts expressed in US$000 33 DEFERRED INCOME TAXES 33 DEFERRED INCOME TAXES (continued) 2012 2011 Analysis of deferred income tax liabilities 2012 2011 Analysis of deferred income tax assets: Pensions and other retirement benefits Unrealised losses on financial investments Unused tax losses Off-settable tax liabilities in respect of policy liability timing differences and other items 490 - 1,453 1,093 522 16,238 Accelerated tax depreciation Policy liabilities taxable in the future Pensions and other retirement benefits Accrued interest (953) (1,101) Unrealised gains on financial investments Other items Total deferred income tax assets (note 11) Deferred income tax assets to be recovered within one year 684 1,674 1,473 1,051 17,803 1,533 Off-settable tax assets in respect of unused tax losses and other items Other items Total (note 19) 2,370 28,923 33 1,549 28,306 - 1,293 1,707 23,558 23,265 (31,130) (35,264) 1,326 26,373 3,142 22,705 Deferred income tax liabilities to be settled within one year 9,978 9,223 Unrecognised tax balances: Tax losses Potential deferred income tax assets Expiry period for unrecognised tax losses: 2012 2013 2014 2015 2016 2017 After 2017 No specified expiry date 169,366 43,174 150,481 38,440 - 2,601 9,181 14,370 18,807 21,078 94,324 9,005 1,262 2,592 9,178 14,382 18,836 19,496 75,743 8,992 169,366 150,481 65 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 136 Notes to the Financial Statements Sagicor Financial Corporation 136 Year ended December 31, 2012 Amounts expressed in US$000 34 EARNINGS PER COMMON SHARE 34 EARNINGS PER COMMON SHARE (continued) The basic earnings per common share is computed by dividing earnings attributable to common shareholders by the weighted average number of shares in issue during the year, after deducting treasury shares. Earnings attributable to common shareholders recognise the impact on net income of the Company’s convertible redeemable preference shares (note 21.2). The table below derives the adjusted earnings attributable to common shareholders, the adjusted weighted average number of common shares, and the fully diluted earnings per common share. 2012 2011 The table below derives the earnings attributable to common shareholders and the basic earnings per common share. Earnings attributable to common shareholders 8,836 471 Net income attributable to common shareholders Finance costs attributable to preference share subscription Amortisation of issue expenses allocated to preference share reserve Preference share dividends declared Earnings attributable to common shareholders 2012 2011 10,374 6,483 973 2,114 Weighted average number of shares in issue in thousands 301,690 294,768 LTI restricted share grants ESOP shares 1,113 2,930 897 2,302 Adjusted weighted average number of shares in issue 305,733 297,967 (221) (72) Fully diluted earnings per common share 2.9 ¢ 0.2 ¢ (7,800) (2,544) 8,836 471 Attributable to: Continuing operations Discontinued operation 16.8 ¢ (13.9) ¢ 15.1 ¢ (14.9) ¢ Weighted average number of shares in issue in thousands 301,690 294,768 Basic earnings per common share 2.9 ¢ 0.2 ¢ By substituting net income with total comprehensive income, the amounts deriving basic total comprehensive earnings per common share from continuing operations are set out below. Attributable to: Continuing operations Discontinued operation 16.8 ¢ (13.9) ¢ 15.1 ¢ (14.9) ¢ The computation of diluted earnings per common share recognises the dilutive impact of LTI share grants and share options (note 30.1), ESOP shares grants (note 30.1), and the convertible redeemable preference shares. In computing diluted earnings per share, the income attributable to common shareholders is adjusted by the dilutive impact of the convertible preference shares and the weighted average number of common shares is adjusted by the dilutive impacts of the aforementioned share grants, options and preference shares. 2012 2011 Total comprehensive income attributable to common shareholders 45,676 45,275 Total comprehensive earnings attributable to common shareholders 44,138 44,771 Weighted average number of shares in issue in thousands 301,690 294,768 Basic total comprehensive earnings per common share from continuing operations 14.6¢ 15.2 ¢ Sagicor Financial Corporation 66 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 137 137 Year ended December 31, 2012 Amounts expressed in US$000 35 OTHER COMPREHENSIVE INCOME The following additional information is provided in respect of items in other comprehensive income (OCI) from continuing operations. OCI tax expense 20112 After tax OCI is attributable to Shareholders Participating policyholders Minority interests Total OCI tax expense 2011 After tax OCI is attributable to Shareholders Participating policyholders Minority interests Total Items that may be reclassified subsequently to income: Available for sale assets: Unrealised gains / (losses) arising on revaluation (9,596) 32,919 1,251 3,853 38,023 (8,419) 15,034 530 749 16,313 (Gains) / losses transferred to income 3,246 (9,087) - (4,041) (13,128) (2,011) (3,532) - (1,483) (5,015) Net change in actuarial liabilities 11,035 (21,027) (1,251) - (22,278) 7,080 (10,929) Retranslation of foreign currency operations Other items - (19) (9,681) (19) 4,666 (6,895) 239 - 239 (8,679) (18,121) - (19) - - (2,425) - (8,867) (15,523) (3,350) (1,852) (530) (15) - (15) - (11,459) (995) (3,435) - - (1,729) (3,596) Items that will not be reclassified subsequently to income: Unrealised gains / (losses) arising on revaluation of owner occupied property 41 163 - (319) (156) (345) 2,282 - 727 3,009 4,707 (6,732) 239 (9,186) (15,679) (3,695) 430 (15) (1,002) (587) 67 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 138Notes to the Financial Statements Sagicor Financial Corporation 138 Amounts expressed in US$000 Year ended December 31, 2012 36 CASH FLOWS 36.1 Operating activities 36.1 Operating activities (continued) The gross changes in investment property, debt securities and equity securities are as follows. 2012 2011 2012 2011 Adjustments for non-cash items, interest and dividends: Interest and dividend income Net investment gains Net increase in actuarial liabilities Gain on recapture of insurance portfolio Interest expense and finance costs Depreciation and amortisation Increase in provision for unearned premiums Other items Net increase in investments and operating assets: Investment property Debt securities Equity securities Mortgage loans Policy loans Finance loans and finance leases Securities purchased for re-sale Deposits Other assets and receivables (256,875) (252,381) (34,506) 178,541 (32,155) 86,362 15,901 212 (3,924) (46,444) (34,933) 116,535 - 86,925 17,694 1,335 16,179 (48,646) 1,274 (375) (142,401) (356,190) (50,219) 6,995 (913) 2,893 (3,413) (5,513) (7,633) 309 20,432 (2,098) (14,802) 740 59,384 (1,004) (198,930) (293,604) Investment property: Disbursements Disposal proceeds Debt securities: Disbursements Disposal proceeds Equity securities: Disbursements Disposal proceeds Net increase in operating liabilities: Insurance liabilities Investment contract liabilities Other funding instruments Deposits Securities sold for re-purchase Other liabilities and payables (356) 1,630 1,274 (626) 251 (375) (915,967) (1,470,776) 773,566 1,114,586 (142,401) (356,190) (116,964) 66,745 (50,219) 4,251 37,631 (13,591) 15,528 (27,019) (2,816) 13,984 (73,130) 73,439 309 2,797 21,501 31,221 20,713 46,869 (13,533) 109,568 Sagicor Financial Corporation 68 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 139 139 Year ended December 31, 2012 Amounts expressed in US$000 37 SUBSIDIARY ACQUISITION AND OWNERSHIP CHANGES On July 13, 2012, the Group sold an interest in Sagicor Life Jamaica Limited totalling 8% to the major minority shareholder, 0.2% to the Sagicor Life Jamaica LTI plan and an insignificant amount of shares to the market of the Jamaica Stock Exchange. The net proceeds on sale totalled $35,416 representing cash consideration, and gave rise to a net gain to shareholders of $4,862 which has been booked to retained earnings, and net movements in shareholders' equity reserves of $1,028. On September 28, 2012, Sagicor Life Insurance Company (SLIC) completed its acquisition of PEMCO Life Insurance Company (PEMCO Life), a life insurance company based in the State of Washington, USA. The fair values of the net assets acquired, the purchase consideration, and the gain arising on acquisition are set out below. 36.2 Investing activities Property, plant and equipment: Purchases Disposal proceeds 36.3 Financing activities Other notes and loans payable: Proceeds Repayments 2012 2011 (21,591) (14,625) 1,748 2,155 (19,843) (12,470) 2012 2011 2,055 - 2,055 - (32,797) (32,797) Net assets acquired: Financial investments Miscellaneous assets and receivables 36.4 Cash and cash equivalents Cash resources Call deposits and other liquid balances Bank overdrafts Other short-term borrowings Cash and cash equivalents of discontinued operation (note 38) 2012 2011 Cash resources Policy liabilities 183,996 126,568 Income tax liabilities 44,382 (1,954) 99,181 (3,657) (31,927) (15,527) 19,067 213,564 58,094 264,659 Accounts payable and accrued liabilities Total net assets Share of net assets acquired Purchase consideration and related costs Gain arising on acquisition (note 26) Fair Value Acquiree's carrying value 8,825 2,405 769 (5,724) - (114) 6,161 8,994 122 769 2,321 (1,868) (108) 10,230 10,230 (7,861) 2,369 69 Sagicor Financial Corporation The gain on acquisition reflects the pricing of the transaction which valued the insurance liabilities on a USA statutory insurance basis. The fair value of the insurance liabilities acquired have been determined consistently with the Company's accounting policies as set out in note 2.12. PEMCO Life was merged with SLIC effective December 31, 2012. Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 140Notes to the Financial Statements Sagicor Financial Corporation 140 Amounts expressed in US$000 Year ended December 31, 2012 38 DISCONTINUED OPERATION 38 Discontinued operation (continued) The operations of the Sagicor Europe operating segment are presented as discontinued operations in these financial statements. The assets and liabilities held for sale of the discontinued operation are as follows: Financial investments include $48,918 in deposits which are pledged as collateral for a letter of credit facility (note 39). Of the balances in the foregoing table, only financial investment debt securities totalling $188,425 are carried at fair value. These are classified as Level 1 financial instruments (see note 41.5(b)). Included in insurance liabilities are property and casualty benefits payable of $440,952 and provision for unearned property and casualty premium of $155,459. The corresponding reinsurers' share of property and casualty policy benefits payable totalling $96,175 and reinsurers' share of unearned property and casualty premium totalling $19,032 are both included in reinsurance assets. The non-current assets of the discontinued operation totalled $35,515 (2011 - $33,801) and the additions to non-current assets for the year ended December 31, 2012 totalled $1,821 (2011 -$3,154). Assets Property, plant and equipment Intangible assets Financial investments Reinsurance assets Income tax assets Miscellaneous assets and receivables Cash resources Liabilities Insurance liabilities Provisions Accounts payable and accrued liabilities 2012 544 24,727 346,735 116,653 12,037 186,319 18,717 705,732 603,807 3,271 23,899 630,977 Sagicor Financial Corporation 70 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 141 141 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 142 142 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 143 143 Year ended December 31, 2012 Amounts expressed in US$000 38 Discontinued operation (continued) 38 Discontinued operation (continued) (a) Insurance risks of discontinued operation The principal activity of the discontinued operation is the participation in property and casualty insurance business at a Lloyd's of London syndicate. In addition to the insurance risks outlined in note 42, Sagicor Europe's syndicate at Lloyd's is subject to risk management standards which reflect the insurance, financial and operational risks pertinent to the business and how they are identified, quantified, measured, assessed and managed. The risk management process has the following features: • The use of appropriate and reliable tools, including risk indicators, risk and control self assessments and stress and scenario testing. • Executive Directors, management and staff are accountable for managing risk in line with established roles and responsibilities. • Compliance with relevant legislation, regulatory requirements, guidance and codes of practice. • Assurance that the syndicates are managing all significant risks. Insurance and other risks are recorded within the risk register with the prime risks stresses to calculate the syndicate’s capital requirements. The Corporation of Lloyd’s oversees the operations of all syndicates. Lloyd’s uses various tools to control and monitor insurance risk, including: • Setting guidelines for catastrophe exposure and reinsurance usage, • Setting realistic disaster scenarios to assist in the measurement and management of catastrophe exposures at syndicate level, • Establishing and monitoring underwriting standards, including claims and exposure management principles, • Reviewing annual underwriting year business plans and determining appropriate capital requirements. In the submission of annual plans, consideration is given to cycle management, historical and projected performance, reinsurance ceded, syndicate specific issues and franchise guidelines. The key risks assessed are: • Exposures (premium and loss ratios), • Catastrophe losses and realistic disaster scenarios, • Claims reserves. Syndicates submit quarterly returns and performance is benchmarked against plan. The preparation and submission of the 2013 annual plan incorporated a transition to Solvency II standards. Milestones were established by Lloyd's for the transition and involved developing Solvency II compliant models to document and measure risks. (b) Capital adequacy of discontinued operation The Financial Services Authority (FSA) Lloyd’s sourcebook requires Lloyd’s syndicates to comply with an Individual Capital Adequacy Standards regime. A key objective of the regime is that syndicate management focuses on risk management and there is a clearly defined link between risk and capital setting. Sagicor at Lloyd’s has adopted an approach whereby risks which are identified as having a material effect on the capital requirements are documented within a risk register, are shown as prime risks. It is recognised that this register is dependent on both the identification and subsequent analysis of individual risks by management. The risk register is subject to regular review and is updated to reflect the changes in the syndicate’s risk profile. The risk classes comprise insurance, credit, market, liquidity, Group and operational risks. The Individual Capital Assessment (ICA) is calculated using “stress and scenario” methodology for prime risk categories except for reserving risk where a stochastic model is used. Prime risks have been correlated to minimise potential aggregation of risks. 73 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 144Notes to the Financial Statements Sagicor Financial Corporation 144 Amounts expressed in US$000 Year ended December 31, 2012 38 Discontinued operation (continued) 38 Discontinued operation (continued) Each year, an ICA is prepared based on a one year event horizon and capital requirements are based on the 99.5% confidence level over the next year. The ICA provides for all losses modelled to ultimate. An overall ICA number is computed. To this is added a premium and the resulting total, known as the Funds at Lloyd’s requirement (FaL) is placed at the disposal of Lloyd’s of London. The FaL may consist of cash, securities, banker’s irrevocable standby letters of credit or reinsurance financing. The FaL is put into effect before the start of the underwriting year and remains in place until the underwriting year closes and its profits are distributed or its losses are assumed by the participating member. An underwriting year is normally held open for a period of three years. The 2013 underwriting year incorporated a transition to Solvency II and included the development of a Solvency Capital Requirement. The FaL requirements for the Syndicates at the beginning of each underwriting are as follows: Financial covenants in respect of the banker's letters of credit facility are summarised in the following table. Covenant Description Tangible net worth (1) The Sagicor Group is required to maintain a tangible net worth greater than $250,000 at all times, such covenant to be tested annually. As of December 31, 2012 and 2011, the Group satisfied this requirement. Interest coverage ratio (1) Financial strength (2) The Sagicor Group is required to maintain an interest coverage ratio of at least 5:1 at all times, such covenant to be tested annually. For the years ended December 31, 2012 and 2011, the Group’s interest coverage ratio was 5.5:1 and 4.8:1 respectively. Sagicor Life Inc is required to maintain minimum financial strength ratings of BBB- from Standard & Poor’s and of B+ from A.M. Best. Sagicor Life Inc has maintained the required financial strength ratings for the year and up to the date of issue of these financial statements. The covenant described in note 46.3(b) is incorporated into the letter of credit facility. Underwriting year 2013 - £000 2012 - £000 2011 - £000 Permitted liens FaL requirement: Syndicate 1206 Syndicate 44 Represented by: Banker’s letters of credit Financial investments Reinsurance financing Solvency surplus 164,878 4,910 169,788 52,100 36,551 82,498 - 152,004 5,199 157,203 52,100 31,619 78,750 238 137,241 4,438 141,679 52,100 31,622 78,750 - 171,149 162,707 162,472 (1) As defined in the letter of credit agreement. Failure to satisfy these covenants may result in an event of default in which case the bank may cancel the facility; the facility currently has a four year notice period with Lloyd’s of London. (2) There is a further requirement of no material adverse change in the financial condition of Sagicor Life Inc. Failure to satisfy the ratings and / or material adverse change criteria may result in the bank requiring the Group to fully collateralise the facility. Sagicor Financial Corporation 74 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 145 145 Year ended December 31, 2012 Amounts expressed in US$000 39 CONTINGENT LIABILITIES Guarantee and financial facilities at the date of the financial statements for which no provision has been made in these financial statements include the following: Customer guarantees and letters of credit (1) (2) Letter of credit facility 2012 2011 8,994 84,236 93,230 12,495 80,550 93,045 (1) There are equal and offsetting claims against customers in the event of a call on the above commitments for customer guarantees and letters of credit. (2) Collateral for this facility totalled $48,918 (2011 - $46,624) and the associated financial covenants are disclosed in note 38(b). (a) Legal proceedings During the normal course of business, the Group is subject to legal actions which may affect the reported amounts of liabilities, benefits and expenses. Management considers that any liability from these actions, for which provision has not been already made, will not be material. (b) Tax assessments The Group is also subject to tax assessments during the normal course of business. Adequate provision has been made for all assessments received to date and for tax liabilities accruing in accordance with management’s understanding of tax regulations. Potential tax assessments may be received by the Group which are in addition to accrued tax liabilities. No provisions have been made in these financial statements for such potential tax assessments. 39 CONTINGENT LIABILITIES (continued) (c) Insurance contracts The Group develops and markets insurance products under various types of insurance contracts. The design of these products is consistent with international best practice and reflects the current thinking at the time of development. The Group keeps its products under review to ensure that they meet both policyholder and company expectations. One such insurance product is the universal life product which was developed and launched in 1987 in Jamaica. The design of a Universal Life policy is such that on realistic assumptions, the fund value built-up from premiums paid and from investment earnings is required in later years to pay the administrative costs and mortality charges. A review of the Universal Life portfolio in 2004 revealed that approximately 17,000 policies were affected by fund values which were insufficient to cover these costs through the life of the policies. Once the issue was recognised, the Group initiated discussion with the Regulators, the Financial Services Commission (FSC), as a result of which the affected policyholders were given the opportunity to reduce their existing coverage under the policies or to increase the premiums at their expense. Approximately 95% of these policyholders agreed to adjustments to their policies. The Group estimates that less than 1% of the affected policyholders have filed complaints with the FSC, which carried out investigations and made a submission to the Group. The FSC suggested a number of alternatives to remedy the issue. The Group remains in discussions with the FSC on the matter; however to date, no final decision has been agreed. The cost, if any, of resolving this issue cannot be quantified at this time. Further, over the past few years, the Group improved the review process for Universal Life policies. Where a policy has insufficient funds, the policyholder is given a number of options to improve the fund. These include reducing the coverage, increasing the premium or converting to another plan. The improvements to the Universal Life policy review process and corrective measures taken by policyholders have significantly reduced any exposure. 75 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 146Notes to the Financial Statements Sagicor Financial Corporation 146 Amounts expressed in US$000 Year ended December 31, 2012 40 RELATED PARTY TRANSACTIONS 41 FINANCIAL RISK Certain related party transactions and balances are included in notes 5, 9, 12, 20, 26, 30 and 44 of the financial statements. Key management transactions and balances Key management comprises directors and senior management of the Company and of Group subsidiaries. Key management includes those persons at or above the level of Vice President or its equivalent. Compensation of and loans to these individuals are summarised in the following tables: Compensation 2012 2011 Salaries, directors’ fees and other short-term benefits Equity-settled compensation benefits Pension and other retirement benefits 19,044 4,247 2,688 25,979 16,186 4,541 1,580 22,307 The Group’s activities of issuing insurance contracts, of accepting funds from depositors, of investing insurance premium and deposit receipts in a variety of financial and other assets, banking and dealing in securities, exposes the Group to various insurance and financial risks. Financial risks include credit default, liquidity and market risks. Market risks arise from changes in interest rates, equity prices, currency exchange rates or other market factors. The principal insurance risks are identified in notes 42 and 43. The overriding objective of the Group’s risk management framework is to enhance its capital base through competitive earnings growth and to protect capital against inherent business risks. This means that the Group accepts certain levels of risk in order to generate returns, and the Group manages the levels of risk assumed through enterprise wide risk management policies and procedures. Identified risks are assessed as to their potential financial impact and as to their likelihood of occurrence. The amounts disclosed in this note and in notes 42 and 43, exclude amounts in the statement of financial position classified as assets of discontinued operation and as liabilities of discontinued operation. Balance, beginning of year Advances Repayments Effects of exchange rate changes Transfer to assets of discontinued operation Balance, end of year Mortgage loans Other loans Total loans 3,964 1,333 (324) 2 - 4,975 424 854 (839) (16) (3) 420 4,388 2,187 (1,163) (14) (3) 5,395 Interest rates prevailing during the year 5% - 8.25% 5% - 17.7% Sagicor Financial Corporation 76 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 147 147 Year ended December 31, 2012 Amounts expressed in US$000 41.1 Credit risk 41.1 Credit risk (continued) Credit risk is the exposure that the counterparty to a financial instrument is unable to meet an obligation, thereby causing a financial loss to the Group. Credit risks are primarily associated with financial investments and reinsurance contracts held. Credit risk from financial investments is minimised through holding a diversified portfolio of investments, purchasing securities and advancing loans only after careful assessment of the borrower, obtaining collateral before advancing loans, and placing deposits with financial institutions with a strong capital base. Limits may be placed on the amount of risk accepted in relation to one borrower. The Group applies this rating scale to three categories of exposures: • Investment portfolios, comprising debt securities, deposits, securities purchased for re-sale, and cash balances; • Lending portfolios, comprising mortgage, policy and finance loans and finance leases; • Reinsurance exposures, comprising reinsurance assets for life, annuity and health insurance (see note 43.3) or realistic disaster scenarios for property and casualty insurance (see note 42.3). The 3 default grades are used for lending portfolios while investment portfolios and reinsurance exposures use one default grade: 8. The Group has developed an internal credit rating standard. The internal rating is a 10 point scale which allows for distinctions in risk characteristics and is referenced to the rating scales of international credit rating agencies. The scale is set out in the following table. The maximum exposures of the Group to credit risk without taking into account any collateral or any credit enhancements are set out in the following table. Category Sagicor Risk Rating Investment grade Non- investment grade Watch Default 1 2 3 4 5 6 7 8 9 Classification S&P Moody’s Fitch AM Best Minimal risk AAA, AA Aaa, Aa AAA, AA aaa, aa Low risk A Moderate risk BBB Acceptable risk Average risk BB B A Baa Ba B A BBB BB B a bbb bb b Special mention Substandard Doubtful C D C C 10 Loss c d C DDD DD D Investment portfolios Lending portfolios Reinsurance assets Other financial assets 2012 2011 $000 % $000 % 3,463,330 544,357 82,363 122,873 81.6 12.8 1.9 2.9 3,599,059 556,056 289,701 205,087 76.9 11.9 6.2 4.3 Total financial statement exposures 4,212,923 99.2 4,649,903 99.3 Loan commitments Total off financial statement exposures 21,073 8,993 30,066 0.5 0.3 0.8 17,465 12,495 29,960 0.4 0.3 0.7 Total 4,242,989 100.0% 4,679,863 4,6799,808 100.0% The amounts in respect of customer guarantees and letters of credit represent"potential claims against" customers in the event of a call on customer guarantees and letters of"credit issued by the Group. Higher risk CCC, CC Caa, Ca CCC, CC ccc, cc Customer guarantees and letters of credit 55""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""" """""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""#$%&'()"*&+$+'&$,"-().()$/&(+ " Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 148 Notes to the Financial Statements Sagicor Financial Corporation 148 Amounts expressed in US$000 Year ended December 31, 2012 41.1 Credit risk (continued) The Group’s largest exposures to individual counterparty credit risks as of December 31, 2012 and 2011 are set out below. The individual ratings reflect the rating of the counterparty listed below, while the amounts include exposures with subsidiaries of the counterparty. 41.1 Credit risk (continued) (a) Investment portfolios The results of the risk rating of investment portfolios are as follows: Sagicor Risk Rating 2012 Sagicor Risk Rating 2011 Investment portfolios Risk Rating Classification 2012 2011 Exposure $000 Exposure % Exposure $000 Exposure % Investment portfolios: Government of Jamaica Government of Trinidad and Tobago Government of Barbados The Bank of Nova Scotia Government of USA The Federal National Mortgage Association The Federal Home Loan Mortgage Corporation CIBC Lending portfolios: Value Assets International S.A. and Egret Limited Reinsurance assets: Scottish Re (U.S.) Inc (1) Washington National Insurance Company (2) 5 2 4 1 1 1 1 2 4 7 5 964,133 135,768 281,570 67,213 31,760 86,054 64,689 46,638 5 2 3 1 1 1 1 2 1,122,561 143,613 182,740 130,307 102,452 72,394 58,174 61,897 52,546 4 54,247 - 49,284 7 5 104,112 53,238 (1) The reinsurance asset held in the name of Scottish Re was secured by assets held in trust by a third party and by the Group (see note 9.2). The total assets held in trust amount to $nil (2011 - $147,782). In 2012, the reinsurance contract was recaptured (see note 13.2(a)). (2) The reinsurance asset arises from reinsurance assumed on a block of life insurance policies . 1 2 3 4 5 6 7 8 Minimal risk Low risk Moderate risk Acceptable risk 472,923 640,588 688,242 450,759 Average risk 1,136,269 Higher risk Special mention Substandard 39,772 3,103 4,247 TOTAL RATED EXPOSURES 3,435,903 UN-RATED EXPOSURES 27,427 14% 18% 20% 13% 33% 1% 0% 0% 99% 1% 638,481 679,735 764,604 179,571 1,297,212 16,712 4,055 4,903 18% 19% 21% 5% 36% 1% 0% 0% 3,585,273 100% 13,786 0% TOTAL 3,463,330 100% 3,599,059 100% Investment portfolio assets are mostly unsecured except for securities purchased under agreement to resell for which title to the securities is transferred to the Group for the duration of each agreement. #$%&'()"*&+$+'&$,"-().()$/&(+" " " 56" Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 149 149 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 150 Notes to the Financial Statements Sagicor Financial Corporation 150 Amounts expressed in US$000 Year ended December 31, 2012 41.1 Credit risk (continued) 41.1 Credit risk (continued) Mortgage loans less than 90 to 180 days past due and finance loans and finance leases less than 90 days past due are not assessed for impairment unless other information is available to indicate the contrary. The assessment for impairment includes a review of the collateral. If the past due period is less than the trigger for impairment review, the collateral is not normally reviewed and re-assessed. Accumulated allowances for impairment reflect the Group’s assessment of total individually impaired assets at the date of the financial statements. The following tables set out the carrying values of debt securities, mortgage loans, finance loans and finance leases, analysed by past due or impairment status. Debt securities Mortgage loans Finance loans & leases 2012 Neither past due nor impaired 3,107,172 173,060 116,082 Past due up to 3 months, but not impaired 11,927 56,458 33,820 Past due up to 12 months, but not impaired Past due up to 5 years, but not impaired Past due over 5 years, but not impaired 250 174 39 9,516 5,763 6,731 104 - - Total past due but not impaired 12,390 78,468 33,924 Impaired assets Total carrying value 4,360 12,824 4,702 3,123,922 264,352 154,708 Accumulated allowances on impaired assets Accrued interest on impaired assets 2,492 20 2,704 398 3,143 90 Debt securities Mortgage loans Finance loans & leases 2011 Neither past due nor impaired 3,060,640 184,501 126,485 Past due up to 3 months, but not impaired Past due up to 12 months, but not impaired Past due up to 5 years, but not impaired Past due over 5 years, but not impaired 34,233 470 3,082 31 53,269 11,438 7,121 5,473 23,333 1,403 5 - Total past due but not impaired 37,816 77,301 24,741 Impaired assets Total carrying value 8,484 11,178 7,224 3,106,940 272,980 158,450 Accumulated allowances on impaired assets Accrued interest on impaired assets 9,961 52 2,486 309 3,764 77 The Group is also exposed to impaired premiums receivable. Property and casualty insurers frequently provide settlement terms to customers and intermediaries which extend up to 3 months. However, under the terms of insurance contracts, insurers can usually lapse an insurance policy for non-payment of premium, or if there is a claim, recover any unpaid premiums from the claim proceeds. (d) Repossessed assets The Group may foreclose on overdue mortgage loans and finance loans and finance leases by repossessing the pledged asset. The pledged asset may consist of real estate, equipment or vehicles which the Group will seek to dispose of by sale. In some instances, the Group may provide re-financing to a new purchaser on customary terms. Sagicor Financial Corporation 80 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 151 151 Year ended December 31, 2012 Amounts expressed in US$000 41.1 Credit risk (continued) (e) Renegotiated assets 41.2 Liquidity risk (continued) (a) Insurance liabilities The Group may renegotiate the terms of any financial investment to facilitate borrowers in financial difficulty. Arrangements to waive, adjust or postpone scheduled amounts due may be entered into. The Group classifies these amounts as past due, unless the original agreement is formally revised, modified or substituted. The Group’s monetary insurance liabilities mature in periods which are summarised in the following table. Amounts are stated at their carrying values recognised in the financial statements and are analysed by their expected due periods, which have been estimated by actuarial or other statistical methods. 41.2 Liquidity risk Liquidity risk is the exposure that the Group may encounter difficulty in meeting obligations associated with financial or insurance liabilities that are settled by cash or by another financial asset. Liquidity risk also arises when excess funds accumulate resulting in the loss of opportunity to increase investment returns. 2012 Expected discounted cash flows Maturing within 1 year Maturing 1 to 5 years Maturing after 5 years Total Asset liability matching is a tool used by the Group to mitigate liquidity risks particularly in operations with significant maturing short-term liabilities. For long-term insurance contracts, the Group has adopted a policy of investing in assets with cash flow characteristics that closely match the cash flow characteristics of its policy liabilities. The primary purpose of this matching is to ensure that cash flows from these assets are synchronised with the timing and the amounts of payments that must be paid to policyholders. Group companies monitor cash inflows and outflows in each operating currency. Through experience and monitoring, the Group is able to maintain sufficient liquid resources to meet current obligations. Investment property may be held to back insurance liabilities. As these assets are relatively illiquid, the insurers hold less than 5% of their total assets in investment property. Actuarial liabilities 123,584 415,676 1,501,647 2,040,907 Other insurance liabilities 85,276 13,177 55,393 153,846 Total 2011 208,860 428,853 1,557,040 2,194,753 Actuarial liabilities 105,910 354,577 1,415,990 1,876,477 Other insurance liabilities 272,061 188,662 103,201 563,924 Total 377,971 543,239 1,519,191 2,440,401 81 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 152 152 Notes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US$000 41.2 Liquidity risk (continued) (b) Financial liabilities and commitments Contractual cash flow obligations of the Group in respect of its financial liabilities and commitments are summarised in the following table. Amounts are analysed by their earliest contractual maturity dates and consist of the contractual un-discounted cash flows. Where the interest rate of an instrument for a future period has not been determined as of the date of the financial statements, it is assumed that the interest rate then prevailing continues until final maturity. 2012 - Contractual un-discounted cash flows 2011 - Contractual un-discounted cash flows On demand or within 1 year 1 to 5 years After 5 years Total On demand or within 1 year 1 to 5 years After 5 years Total Financial liabilities: Investment contract liabilities Notes and loans payable Deposit and security liabilities: Other funding instruments Customer deposits Structured products Securities sold for re-purchase Derivative financial instruments Bank overdrafts Accounts payable and accrued liabilities 292,711 11,972 197,734 160,947 2,018 601,348 21,706 1,954 120,479 34,865 299,589 47,736 35,654 8,525 342 25,719 - - 20,375 - 9,965 14,882 - - - - 347,951 311,561 255,435 211,483 10,543 601,690 47,425 1,954 280,669 11,250 213,949 159,067 - 618,036 5,211 3,657 987 121,466 163,936 30,877 308,963 51,066 35,020 1,055 128 2,608 - 5,628 Total financial liabilities 1,410,869 452,430 46,209 1,909,508 1,455,775 435,345 Off financial statement commitments: Loan commitments Non-cancellable operating lease and rental payments Guarantees, acceptances and other financial facilities Total off financial statements commitments 6,402 5,895 4,133 16,430 13,835 12,678 4,506 31,019 836 6,511 355 7,702 21,073 25,084 8,994 55,151 13,024 3,858 7,277 24,159 3,296 7,703 4,831 15,830 10,261 - 15,755 14,894 3,162 - 296 - 28,842 73,210 1,145 7,569 387 9,101 321,807 320,213 280,770 208,981 4,217 618,164 8,115 3,657 198,406 1,964,330 17,465 19,130 12,495 49,090 Total 1,427,299 483,449 53,911 1,964,659 1,479,934 451,175 82,311 2,013,420 Sagicor Financial Corporation 82 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 153 153 Year ended December 31, 2012 Amounts expressed in US$000 41.2 Liquidity risk (continued) (c) Financial and insurance assets The contractual maturity periods of monetary financial assets and the expected maturity periods of monetary insurance assets are summarised in the following table. Amounts are stated at their carrying values recognised in the financial statements. For this disclosure, monetary insurance assets comprise policy loans and reinsurance assets. Debt securities Mortgage loans Policy loans Finance loans and finance leases Securities purchased for re-sale Deposits Derivative financial instruments Reinsurance assets: share of actuarial liabilities Reinsurance assets: other Premiums receivable Other assets and accounts receivable Cash resources Total 2012 – Contractual or expected discounted cash flows 2011 – Contractual or expected discounted cash flows Maturing within 1 year Maturing 1 to 5 years Maturing after 5 years Total Maturing within 1 year Maturing 1 to 5 years Maturing after 5 years Total 304,367 894,282 1,925,273 3,123,922 421,159 879,013 1,806,768 3,106,940 22,428 14,759 68,233 19,497 134,423 27,683 6,422 21,614 35,712 34,382 183,996 34,910 14,219 57,550 37 371 24,398 17,327 3,830 - 377 - 207,014 96,319 28,925 - 1,084 - 32,934 236 - 321 - 264,352 125,297 154,708 19,534 135,878 52,081 56,683 25,680 35,712 35,080 183,996 19,878 6,482 65,511 12,082 282,538 7,234 15,118 56,035 150,225 36,588 184,662 47,570 14,241 54,177 - 11,842 7,671 51,030 51,639 - 2,753 - 205,532 103,903 38,762 - 995 296 103,011 12,868 - 320 - 272,980 124,626 158,450 12,082 295,375 15,201 169,159 120,542 150,225 39,661 184,662 873,516 1,047,301 2,292,106 4,212,923 1,257,512 1,119,936 2,272,455 4,649,903 83 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 154 Notes to the Financial Statements Sagicor Financial Corporation 154 Amounts expressed in US$000 Year ended December 31, 2012 41.3 Interest rate risk 41.3 Interest rate risk (continued) The Group is exposed to interest rate risks. Cash flow interest rate risk is the risk that future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Fair value interest rate risk is the risk that the fair value of a financial instrument will fluctuate because of changes in market interest rates. The occurrence of an adverse change in interest rates on invested assets may result in financial loss to the Group in fulfilling the contractual returns on insurance and financial liabilities. The Group manages its interest rate risk by a number of measures, including where feasible the selection of assets which best match the maturity of liabilities, the offering of investment contracts which match the maturity profile of assets, the re-pricing of interest rates on loans receivable, policy contracts and financial liabilities in response to market changes. In certain Caribbean markets, where availability of suitable investments is often a challenge, the Group holds many of its fixed rate debt securities to maturity and therefore mitigates the transient interest rate changes in these markets. The return on investments may be variable, fixed for a term or fixed to maturity. On reinvestment of a matured investment, the returns available on the new investment may be significantly different from the returns formerly achieved. This is known as reinvestment risk. Guaranteed minimum returns exist within cash values of long term traditional insurance contracts, long term universal life insurance contracts, annuity options, deposit administration liabilities and policy funds on deposit. Where the returns credited exceed the guaranteed minima, the insurer usually has the option to adjust the return from period to period. For other financial liabilities, returns are usually contractual and may only be adjusted on contract renewal or contract re-pricing. The Group is therefore exposed to the effects of fluctuations in the prevailing levels of market interest rates on its financial position and cash flows. Interest margins may increase or decrease as a result of such changes. Interest rate changes may also result in losses if asset and liability cash flows are not closely matched with respect to timing and amount. The Group is exposed to risk under embedded derivatives contained in a host insurance contract. These risks include exposures to investment returns which may produce losses to the insurer arising from the following contract features: • minimum annuity rates which are guaranteed to be applied at some future date; • minimum guaranteed death benefits which are applicable when the performance of an interest bearing or unit linked fund falls below expectations; • minimum guaranteed returns in respect of cash values and universal life investment accounts. Sagicor Financial Corporation 84 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 155 155 Year ended December 31, 2012 Amounts expressed in US$000 41.3 Interest rate risk (continued) The table following summarises the exposures to interest rates on the Group’s monetary insurance and financial liabilities (excluding actuarial liabilities which are disclosed in note 43). It includes liabilities at carrying amounts, categorised by the earlier of contractual re-pricing or maturity dates. Insurance liabilities are categorised by their expected maturities. Total 153,846 346,196 241,556 245,675 198,008 9,216 46,512 1,954 Exposure within 1 year Exposure 1 to 5 years 2012 Exposure after 5 years Not exposed to interest 42,473 292,524 4,979 33,822 55,393 19,788 51,001 62 664 243,827 - (2,935) Exposure within 1 year Exposure 1 to 5 years 2011 Exposure after 5 years Not exposed to interest 237,565 279,237 5,062 27,895 54,660 266,637 8,357 70 - 236,553 - (4,023) Other insurance liabilities Investment contract liabilities Notes and loans payable Deposit and security liabilities: Other funding instruments Customer deposits Structured products Securities sold for re-purchase 197,426 157,514 - 585,923 42,236 31,715 5,708 318 5,724 7,970 - - - - - 289 809 3,508 4,823 3,369 - 591,064 609,043 204,615 154,203 - - 3,657 18 42,657 30,938 - 116 - - - 11,477 7,973 - - - - - 2,775 990 3,184 3,822 8,115 - 109,017 114,425 194,369 194,387 Derivative financial instruments - 43,143 Bank overdrafts Accounts payable and accrued liabilities 1,954 5,408 - - Total 1,283,886 405,748 88,875 169,943 1,948,452 1,488,338 343,221 82,467 475,939 2,389,965 85 Sagicor Financial Corporation Total 563,924 315,559 232,530 261,524 194,104 3,184 612,981 8,115 3,657 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 156Notes to the Financial Statements Sagicor Financial Corporation 156 Amounts expressed in US$000 Year ended December 31, 2012 41.3 Interest rate risk (continued) The table following summarises the exposures to interest rate and reinvestment risks of the Group’s monetary insurance and financial assets. Assets are stated at carrying amounts, categorised by the earlier of contractual re-pricing or maturity dates. Reinsurance assets and policy loans are categorised by their expected maturities. Exposure within 1 year Exposure 1 to 5 years 2012 Exposure after 5 years Not exposed to interest Total Exposure within 1 year Exposure 1 to 5 years 2011 Exposure after 5 years Not exposed to interest Total 542,794 764,741 1,766,182 50,205 3,123,922 666,613 779,874 1,604,613 55,840 3,106,940 26,498 92,925 13,643 54,248 19,472 133,522 - - 137 1,777 97,020 - 30,698 13,993 57,140 - 371 45,695 - - 264 - 136,495 93,949 42,209 - 759 - 236 - - - - 139,056 165,554 4,234 3,712 1,111 264,352 125,297 154,708 62 19,534 - 79,786 5,653 66,883 12,017 - 46,907 14,496 53,959 - 1,226 6,386 25,444 35,575 33,039 86,976 135,878 277,498 11,811 52,081 25,680 35,712 35,080 2,829 34,835 715 415 183,996 119,042 - 94 - 359 - - 106,512 106,512 142,052 100,858 36,423 - 670 - 4,564 - 17 - 4,235 3,619 1,185 272,980 124,626 158,450 65 12,082 5,396 295,375 12,372 81,049 15,201 120,542 149,510 150,225 38,870 65,620 39,661 184,662 982,036 912,902 2,039,830 387,026 4,321,794 1,266,286 907,500 1,889,197 524,273 4,587,256 Debt securities Equity securities Mortgage loans Policy loans Finance loans and leases Securities purchased for re-sale Deposits Derivative financial instruments Reinsurance assets: other Premiums receivable Other assets and accounts receivable Cash resources Total Sagicor Financial Corporation 86 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 157 157 Year ended December 31, 2012 Amounts expressed in US$000 41.3 Interest rate risk (continued) 41.3 Interest rate risk (continued) The table below summarises the average interest yields on financial assets and liabilities held during the year in respect of continuing operations. Sagicor Investments Jamaica Limited and Sagicor Bank Jamaica Limited Financial assets: Debt securities Mortgage loans Policy loans Finance loans and finance leases Securities purchased for re-sale Deposits Financial liabilities Investment contract liabilities Notes and loans payable Other funding instruments Deposits Securities sold for re-purchase 2012 2011 7.1% 7.6% 8.1% 10.2% 5.1% 2.4% 7.2% 7.9% 2.6% 3.8% 5.4% 7.6% 8.1% 8.1% 11.5% 6.2% 2.9% 8.3% 8.6% 2.8% 4.2% 5.3% a) Sensitivity Sensitivity to interest rate risk is considered by operating subsidiaries. The effects of changes in interest rates of assets backing actuarial liabilities are disclosed in note 43.4. The Group’s property and casualty operations are not exposed to a significant degree of interest rate risk, since the majority of its interest bearing"instruments has short-term maturities. The sensitivity of the Group’s principal operating subsidiaries engaged in banking, investment management and other financial services are considered"in the following paragraphs.""" The following table indicates the sensitivity to a reasonable possible change in interest rates, with all other variables held constant, on net income and total comprehensive income (TCI) of the above companies which operate in Jamaica. The sensitivity of income is the effect of the assumed changes in interest rates on income based on floating rate debt securities and financial liabilities. The sensitivity of TCI is calculated by revaluing fixed rate available-for-sale financial assets for the effects of the assumed changes in interest rates. The correlation of a number of variables will have an impact on market risk. It should be noted that movements in these variables are non-linear and are assessed individually. 2012 2011 Change in Effect on interest rate JMD USD net income Effect on TCI Change in Effect on interest rate JMD USD net income Effect on TCI - 1% - 0.5% (2,930) 5,712 - 1% - 0.5% 2,413 8,727 + 4% + 2.5% 12,400 (15,865) + 1% + 0.5% (2,413) (9,071) 41.4 Foreign exchange risk The Group is exposed to foreign exchange risk as a result of fluctuations in exchange rates since its financial assets and liabilities are denominated in a number of different currencies. In order to manage the risk associated with movements in currency exchange rates, the Group seeks to maintain investments and cash in each operating currency, which are sufficient to match liabilities denominated in the same currency. Exceptions are made to invest amounts in United States dollar assets which are held to back liabilities in Caribbean currencies. Management considers that these assets diversify the range of investments available in the Caribbean, and in the long-term are likely to either maintain capital value and/or provide satisfactory returns. Assets and liabilities by currency are summarised in the following tables. " 65""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""" """""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""""#$%&'()"*&+$+'&$,"-().()$/&(+ " Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 158 Notes to the Financial Statements Sagicor Financial Corporation 158 Amounts expressed in US$000 Year ended December 31, 2012 41.4 Foreign exchange risk (continued) 2012 US$ 000 equivalents of balances denominated in Barbados $ Jamaica $ Trinidad $ Eastern Caribbean $ US $ Other Currencies Total ASSETS Financial investments(1) Reinsurance assets Receivables (1) Cash resources Other assets (2) Total assets of continuing operations LIABILITIES Actuarial liabilities Other insurance liabilities(1) Investment contracts Notes and loans payable Deposit and security liabilities Provisions Accounts payable and accruals Other liabilities (2) Total liabilities of continuing operations Net position 454,135 650,945 298,187 105,539 2,135,364 231,602 3,875,772 6,739 9,818 11,398 482,090 210,765 692,855 1,097 31,091 12,423 695,556 212,306 907,862 406,386 316,058 64,951 34,969 16,199 65,719 15,739 30,288 634,251 14,367 648,618 44,237 20,080 74,214 - 300,716 11,046 24,681 746,795 7,501 754,296 153,566 10,023 8,984 34,713 351,907 90,688 442,595 286,238 25,472 109,957 - 2,174 8,902 11,522 444,265 19,799 464,064 1,843 8,290 5,694 121,366 29,551 150,917 43,626 8,901 39,525 - 10,261 1,145 8,271 59,492 5,851 95,700 2,296,407 76,631 2,373,038 905,565 26,477 79,848 225,357 654,747 734 33,786 3,169 6,758 24,068 265,597 10,759 276,356 82,363 70,792 183,996 4,212,923 630,700 4,843,623 83,034 2,040,907 7,965 7,683 - 153,846 346,196 241,556 58,812 1,092,429 5,847 5,877 43,413 114,425 111,729 1,926,514 169,218 4,032,772 2,615 20,965 114,344 1,947,479 (21,469) 36,573 425,559 1,719 170,937 105,419 66,966 4,099,738 743,885 (1) Monetary balances (2) Non-monetary balances, income tax balances and retirement plan assets Sagicor Financial Corporation 88 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 159 159 Year ended December 31, 2012 Amounts expressed in US$000 41.4 Foreign exchange risk (continued) 2011 ASSETS Financial investments(1) Reinsurance assets Receivables (1) Cash resources Other assets (2) Total assets LIABILITIES Actuarial liabilities Other insurance liabilities (1) Investment contracts Notes and loans payable Deposit and security liabilities Provisions Accounts payable and accruals Other liabilities (2) Total liabilities Net position Barbados $ Jamaica $ Trinidad $ Eastern Caribbean $ UK £ US $ Other Currencies Total US$ 000 equivalents of balances denominated in 370,443 786,116 309,268 106,598 5,637 17,047 10,106 403,233 212,963 616,196 1,129 24,372 9,557 821,174 158,255 979,429 10,215 9,364 34,868 363,715 83,145 446,860 396,429 306,089 264,960 64,067 34,254 13,078 58,299 13,248 6,601 585,976 14,824 600,800 15,396 20,260 73,461 - 377,336 9,857 41,698 828,701 13,850 842,551 136,878 25,328 98,988 - 3,215 7,443 11,168 411,102 18,880 429,982 16,878 2,077 8,044 5,303 122,022 29,679 151,701 41,373 9,496 35,208 - 10,046 807 6,792 103,722 3,442 107,164 44,537 67,514 69,918 49,183 29,960 216,575 109,259 325,834 2,854 181,124 - - 9,558 6,677 20,486 220,699 76,825 297,524 28,310 2,053,524 292,191 3,985,654 195,317 54,481 60,963 2,364,285 96,002 2,460,287 789,036 143,756 66,782 219,452 614,214 433 83,995 1,917,668 85,592 2,003,260 457,027 5,408 27,395 33,905 358,899 24,867 383,766 75,736 119,893 6,866 - 10,897 5,707 23,647 242,746 42,513 285,259 98,507 289,701 189,886 184,662 4,649,903 714,170 5,364,073 1,876,477 563,924 315,559 232,530 1,083,565 44,172 194,387 4,310,614 255,926 4,566,540 797,533 (1) Monetary balances (2) Non-monetary balances, income tax balances and retirement plan assets 89 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 160 Notes to the Financial Statements Sagicor Financial Corporation 160 Amounts expressed in US$000 Year ended December 31, 2012 41.4 Foreign exchange risk (continued) 41.4 Foreign exchange risk (continued) (a) Sensitivity JMD currency risk The Group is exposed to currency risk in its operating currencies whose values have noticeably fluctuated against the United States dollar (USD). The effect of a 10% depreciation in the JMD relative to the USD arising from JMD reporting units as of December 31, 2012 and for the year then ended are considered in the following table. The exposure to currency risk may result in three types of risk, namely: • Currency risk relating to the future cash flows of monetary balances This occurs when a monetary balance is denominated in a currency other than the functional currency of the reporting unit to which it belongs. In this instance, a change in currency exchange rates results in the monetary balances being retranslated at the date of the financial statements and the exchange gain or loss is taken to income (note 26). • Currency risk of reported results of foreign operations This occurs when a reporting unit’s functional currency depreciates or appreciates in value when retranslated to the USD, which is the Group’s presentational currency. In this instance, the conversion of the reporting unit’s results at a different rate of exchange results in either less or more income being consolidated in the Group’s income statement. • Currency risk of the Group’s investment in foreign operations This occurs when a reporting unit’s functional currency depreciates or appreciates in value when retranslated to the USD, which is the Group’s presentational currency. In this instance, the conversion of the reporting unit’s assets and liabilities at a different rate of exchange results in a currency loss or gain which is recorded in the currency translation reserve (note 22). If the reporting unit was disposed of, either wholly or in part, then the corresponding accumulated loss or gain in the currency translation reserve would be transferred to income or retained earnings. Amounts denominated in JMD USD Total amounts Effect of a 10% depreciation Financial position: Assets Liabilities Net position Represented by: 905,900 754,131 151,769 783,469 1,689,369 566,418 1,320,549 217,051 368,820 Currency risk of the Group’s investment in foreign operations Income statement: Revenue Benefits Expenses Income taxes Net income Represented by: 315,945 52,189 368,134 (169,475) (18,342) (187,817) (128,061) (6,092) (134,153) (9,761) - 8,648 27,755 (9,761) 36,403 Currency risk relating to the future cash flows of monetary balances Currency risk of reported results of foreign operations (90,590) (75,413) (15,177) (15,177) (8,849) 16,948 12,806 976 21,881 22,745 (864) 21,881 The operating currency whose value noticeably fluctuate against the USD is the Jamaica dollar (JMD). The theoretical impact of JMD currency risk on reported results and of the Group’s investment in foreign operations is considered in the following section. A 10% appreciation in the JMD relative to the USD would have equal and opposite effects to those disclosed above. Sagicor Financial Corporation 90 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US$000 161 161 41.5 Fair value of financial instruments 41.5 Fair value of financial instruments (continued) (a) Financial instruments carried at amortised cost (ii) Level 2 – inputs that are observable for the instrument, either directly or indirectly The carrying values of the Group’s non-traded financial assets and financial liabilities carried at amortised cost approximate their fair value, except as disclosed in notes 9, 15, 16 and 17. In estimating the fair value of non-traded financial assets, the Group uses a variety of methods such as obtaining dealer quotes and using discounted cash flow techniques. Where discounted cash flow techniques are used, estimated future cash flows are discounted at market derived rates for government securities in the same country of issue as the security; for non-government securities, an interest spread is added to the derived rate for a similar government security rate according to the perceived additional risk of the non-government security. A financial instrument is classified as Level 2 if: • • The fair value is derived from quoted prices of similar instruments which would be classified as Level 1; or The fair value is determined from quoted prices that are observable but there is no data available to substantiate frequent market trading of the instrument. The techniques and methods described in 41.5 (a) for non traded financial assets and liabilities may also be used in determining the fair value of Level 2 instruments. In assessing the fair value of non-traded financial liabilities, the Group uses a variety of methods including obtaining dealer quotes for specific or similar instruments and the use of internally developed pricing models, such as the use of discounted cash flows. If the non-traded liability is backed by a pool of assets, then its value is equivalent to the value of the underlying assets. Certain of the Group’s policy liabilities are unit linked, i.e. derive their value from a pool of assets which are carried at fair value. The Group assigns a fair value hierarchy of Level 2 to the contract liability if the liability represents the unadjusted fair value of the underlying pool of assets. (iii) Level 3 – inputs for the instrument that are not based on observable market data. (b) Financial instruments carried at fair value Financial instruments carried at fair value in the financial statements are measured according to a fair value hierarchy which reflects the significance of market inputs in the valuation. This hierarchy is described and discussed in sections (i) to (iii) below. (i) Level 1 – unadjusted quoted prices in active markets for identical instruments. A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange or other independent source, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. The Group considers that market transactions should occur with sufficient frequency that is appropriate for the particular market, when measured over a continuous period preceding the date of the financial statements. If there is no data available to substantiate the frequency of market transactions of a financial instrument, then the instrument is not classified as Level 1. A financial instrument is classified as Level 3 if: • • The fair value is derived from quoted prices of similar instruments that are observable and which would be classified as Level 2; or The fair value is derived from inputs that are not based on observable market data. Level 3 available for sale securities comprise primarily of corporate and government agency debt instruments issued in the Caribbean, with significant amounts in Jamaica and Trinidad. The fair values of these instruments have been derived from December 31 market yields of government instruments of similar durations in the country of issue of the instruments. Level 3 assets designated include mortgage loans and securities purchased for re-sale for which the full income return and capital returns accrue to holders of unit linked policy and deposit administration contracts. These assets are valued with inputs other than observable market data. The techniques and methods described in 41.5 (a) for non traded financial assets and liabilities may also used in determining the fair value of Level 3 instruments. 91 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 162 162 Notes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US$000 41.5 Fair value of financial instruments (continued) The following tables present the financial assets and financial liabilities carried at fair value by level of the fair value hierarchy. Available for sale securities: Debt securities Equity securities Investments at fair value through income: Debt securities Equity securities Derivative financial instruments Mortgage loans Securities purchased for re-sale Total assets Total assets by percentage Policy liabilities: Unit linked deposit administration liabilities Deposit and security liabilities: Structured products Derivative financial instruments Total liabilities Total liabilities by percentage Sagicor Financial Corporation 2012 2011 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total 294,056 39,863 333,919 23,161 6,678 - - - 1,690,840 31,516 1,722,356 93,780 70,907 45,892 - - 29,839 210,579 363,758 1,932,935 15% 81% 35,188 8,982 44,170 2,020,084 80,361 2,100,445 - 116,941 7,608 6,189 40,212 177 54,186 98,356 4% 85,193 52,081 40,212 177 294,604 2,395,049 100% 470,805 49,717 520,522 19,205 14,742 - - - 1,548,210 19,170 1,567,380 88,030 10,834 6,894 - - 33,947 105,758 37,442 8,645 46,087 6,497 3,404 8,307 40,674 492 59,374 2,056,457 77,532 2,133,989 113,732 28,980 15,201 40,674 492 199,079 554,469 1,673,138 105,461 2,333,068 24% 72% 4% 100% - - - - - 0% 104,084 - 104,084 - 46,512 46,512 150,596 94% 9,216 - 9,216 9,216 6% 9,216 46,512 55,728 159,812 100% - - 1,291 1,291 1,291 1% 93,000 - 93,000 - 6,824 6,824 99,824 96% 3,184 - 3,184 3,184 3% 3,184 8,115 11,299 104,299 100% 92 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 163 163 Year ended December 31, 2012 Amounts expressed in US$000 41.5 Fair value of financial instruments (continued) Balances totalling $10,018 have been transferred from Level 1 to Level 2 in 2012. There have been no other material transfers between Level 1 and Level 2 instruments during 2012 and 2011. For Level 3 instruments, reasonable changes in inputs which could be applied to the valuation of available for sale instruments would affect other comprehensive income. Reasonable changes in inputs which could be applied to the valuations of Level 3 instruments designated at fair value are largely offset in income, since the changes in fair value are borne by contract holders. The following table presents the movements in Level 3 instruments for the year. 2012 Available for sale securities Investments at fair value through income Derivative instruments Total assets 2011 Total assets 2012 2011 Structured products Total liabilities Total liabilities 46,087 2,663 - 2 51,067 15,633 - - 8,307 3,612 - - - 2 - 50 105,461 117,932 3,184 3,184 5,655 21,908 31,513 - - Balance, beginning of year Additions Issues Transfers in Fair value changes recorded in income Fair value changes recorded in other comprehensive income Settlements Effect of exchange rate changes Balance, end of year Fair value changes recorded in income for instruments held at end of year Disposals and divestitures (5,232) (18,389) (7,579) (31,200) (40,681) 3,203 165 2,042 5,410 (3,427) 41 - - 41 713 - (2,594) 44,170 - (479) 47,997 - (193) 6,189 - (3,266) - (639) 98,356 105,461 6,250 6,250 - - - - - - - - - - (218) 9,216 (218) 9,216 - - - - - - (2,427) (44) 3,184 - (230) - (230) 360 - - - 93 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 164 Notes to the Financial Statements Sagicor Financial Corporation 164 Amounts expressed in US$000 Year ended December 31, 2012 41.5 Fair value of financial instruments (continued) 41.6 Derivative financial instruments and hedging activities (continued) (c) Equity price risk The Group is exposed to equity price risk arising from changes in the market values of its equity securities. The Group mitigates this risk by establishing overall limits of equity holdings for each investment portfolio and by maintaining diversified holdings within each portfolio of equity securities. (c) Sensitivity The sensitivity to fair value changes in equity securities arises from those instruments classified as available for sale. There is no significant sensitivity to those instruments classified at fair value through income, since fair value changes are borne by policy contract holders. Derivatives are carried at fair value and presented in the financial statements as separate assets and liabilities. Asset values represent the cost to the Group of replacing all transactions with a fair value in the Group’s favour assuming that all relevant counterparties default at the same time, and that transactions can be replaced instantaneously. Liability values represent the cost to the Group counterparties of replacing all their transactions with the Group with a fair value in their favour if the Group were to default. Derivative assets and liabilities on different transactions are only set off if the transactions are with the same counterparty, a legal right of set-off exists and the cash flows are intended to be settled on a net basis. The contract or notional amounts of derivatives and their fair values are set out below. The effects of an across the board 20% change in equity prices of the Group’s available for sale equity securities as of December 31, 2011 on total comprehensive income before tax (TCIBT) are as follows. 2012 Available for sale equities Carrying value 20% change on TCIBT Listed on Caribbean stock exchanges and markets Listed on US stock exchanges and markets Listed on other exchanges and markets 24,279 35,801 20,281 80,361 4,856 7,160 4,056 16,072 41.6 Derivative financial instruments and hedging activities The Group's derivative activities give rise to open positions in portfolios of derivatives. These positions are managed to ensure that they remain within acceptable risk levels, with matching deals being utilised to achieve this where necessary. When entering into derivative transactions, the Group employs its credit risk management procedures to assess and approve potential credit exposures. Derivatives held for trading: Currency forwards Cross currency swap Equity indexed options 2011 Derivatives held for trading: Currency forwards Exchange traded funds – short sale Foreign exchange collar option Equity indexed options Interest rate swap Contract / notional amount Fair value Assets Liabilities 2,644 42,643 2,775 2,644 42,643 43,394 120,040 6,663 474 165,327 52,081 46,512 275 1,292 - 75,380 20,008 96,955 6,573 - 298 5,799 2,829 6,503 1,291 - 321 - 15,201 8,115 Sagicor Financial Corporation 94 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 165 165 Year ended December 31, 2012 Amounts expressed in US$000 41.6 Derivative financial instruments and hedging activities (continued) 41.6 Derivative financial instruments and hedging activities (continued) (i) Currency forwards and swaps Currency forwards represent commitments to buy and sell foreign currencies on a gross basis at future dates at specified prices. The credit risk is evaluated for each contract and is collateralised where deemed necessary. The currency forward contracts are settled on a gross basis. Inforce at December 31, 2012 is a contract to buy US dollars and sell Euros which expires in November 2014. (ii) Cross currency swap For certain universal life and annuity insurance contracts, an insurer has purchased custom call options that are selected to materially replicate the policy benefits that are associated with the equity indexed components within the policy contract. These options are appropriate to reduce or minimise the risk of movements in specific equity markets. Credit risk that the insurer has regarding the options is mitigated by ensuring that the counterparty is sufficiently capitalized. Both the asset and the associated actuarial liability are valued at fair market value on a consistent basis, with the change in values being reflected in the income statement. The valuations combine external valuations with internal calculations. A Group company entered into a currency swap with an initial notional principal amount of Euro 45 million maturing in February 2015. Under the terms of this swap, the Group company pays Euro at a rate of 5% and receives 4.26% in US dollars on the notional principal amount. 42 INSURANCE RISK – PROPERTY & CASUALTY CONTRACTS The Group company obtains principal and interest in Euros on a promissory note included in debt securities classified as financial assets at fair value through income in note 9 . Property and casualty insurers in the Group are exposed to insurance risks such as underwriting, claims, availability of reinsurance and claims liability estimation, and to credit risk in respect of reinsurance counterparties. (iii) Equity indexed options The Group has purchased equity indexed options in respect of structured products and in respect of life and annuity insurance contracts. For certain structured product contracts with customers (note 17), equity indexed options give the holder the ability to participate in the upward movement of an equity index while being protected from downward risk. The Group is exposed to credit risk on purchased options only, and only to the extent of the carrying amount, which is their fair value. Sagicor General Insurance is the principal insurer within the Group's continuing operations that issues property and casualty insurance contracts. It operates mainly in Barbados and Trinidad and Tobago and has experienced management, supported by external professional expertise, which manages all aspects of insurance risk. The principal insurance risks affecting property and casualty contracts are disclosed below. These apply to both direct insurance written and reinsurance assumed by insurers. 95 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 166 Notes to the Financial Statements Sagicor Financial Corporation 166 Amounts expressed in US$000 Year ended December 31, 2012 42.1 Underwriting risk 42.2 Claims risk Risks are priced to achieve an adequate return on capital on the insurer’s business as a whole. This return is expressed as a premium target return. Budgeted expenses and reinsurance costs are included in the pricing process. Various pricing methodologies are used and are generally applied by class of insurance. The principal methodologies are: • Benchmark exposure rates, • Historic experience. All methods produce a technical price, which is compared against the market to establish a price margin. Pricing techniques are subject to constant review from independent pricing audits, claims patterns, underwriters’ input, market developments and actuarial best practice. There are minimum pricing margins for each class of business. Annually, the overall risk appetite is reviewed and approved. The risk appetite is defined as the maximum loss the insurer is willing to incur from a single event or proximate cause. Risks are only underwritten if they fall within the risk appetite. Individual risks are assessed for their contribution to aggregate exposures by nature of risk, by geography, by correlation with other risks, before acceptance. Underwriting a risk may include specific tests and enquiries which determine the insurer’s assessment of the risk. Insurers may also establish deductibles, exclusions, and coverage limits which will limit the potential losses incurred. Inaccurate pricing or inappropriate underwriting of insurance contracts, which may arise from poor pricing or lack of underwriting control, can lead to either financial loss or reputational damage to the insurer. Incurred claims are triggered by an event and may be categorised as: • attritional losses, which are expected to be of reasonable frequency and are less than established threshold amounts; • large losses, which are expected to be relatively infrequent, are greater than established • threshold amounts; catastrophic losses, which are an aggregation of losses arising from one incident or proximate cause, affecting one or more classes of insurance. These losses are infrequent and are generally very substantial. The insurer records claims based on submissions made by claimants. In certain instances, the insurer obtains additional information from loss adjustors, medical reports and other specialist sources. However, the possibility exists that claim submissions are either fraudulent or are not covered under the terms of the policy. The initial claim recorded may only be an estimate, which has to be refined over time until final settlement occurs. In addition, from the pricing methodology used for risks, it is assumed that at any particular date, there are claims incurred but not reported (IBNR). Claims risk is the risk that incurred claims may exceed expected losses. Claims risk may arise from • • • • invalid claim submissions; the frequency of incurred claims; the severity of incurred claims; the development of incurred claims. Claims risk may be concentrated in geographic locations, altering the risk profile of the insurer. The most significant exposure for this type of risk arises where a single event could result in a large number of claims. The concentration of insurance risk may be illustrated by the distribution of premium revenue by geographical location and by type of risks assumed. This is set out in the following table. Sagicor Financial Corporation 96 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 167 167 Year ended December 31, 2012 Amounts expressed in US$000 42.2 Claims risk (continued) 42.3 Reinsurance risk Region Barbados 2012 premium Gross Net Property Motor Accident & liability 14,286 1,381 6,054 2,819 Trinidad and Tobago Gross 14,151 16,154 Other Caribbean Total Net Gross Net Gross Net 854 6,018 355 8,019 802 388 34,455 23,010 2,590 11,226 Total 23,044 5,654 35,776 11,737 7,337 981 66,157 18,372 2,704 1,454 5,471 2,864 517 238 8,692 4,556 Concentration of risk is mitigated through risk selection, line sizes, event limits, quota share reinsurance and excess of loss reinsurance. The Group assesses its exposures by modelling realistic disaster scenarios of potential catastrophic events. Claims arising from wind storms, earthquakes and floods and events triggering multi coverage corporate liability claims are considered to be the potential sources of catastrophic losses arising from insurance risks. To limit the potential loss for single policy claims and for aggregations of catastrophe claims, the insurer may cede certain levels of risk to a reinsurer. Reinsurance however does not discharge the insurer’s liability. Reinsurance risk is the risk that reinsurance is not available to mitigate the potential loss on an insurance policy. The risk may arise from • • • the credit risk of holding a recovery from a reinsurer; the unavailability of reinsurance cover in the market at adequate levels or prices, the failure of a reinsurance layer upon the occurrence of a catastrophic event. The Group selects reinsurers which have well established capability to meet their contractual obligations and which generally have a Sagicor credit risk rating of 1 or 2. Insurers also place reinsurance coverage with various reinsurers to limit their exposure to any one reinsurer. The reinsurance programmes are negotiated annually with reinsurers for coverage generally over a 12 month period. It is done by class of insurance, though for some classes there is aggregation of classes and / or subdivision of classes by the location of risk. For its property risks, insurers use quota share and excess of loss catastrophe reinsurance treaties to obtain reinsurance cover. Catastrophe reinsurance is obtained for multiple claims arising from one event or occurring within a specified time period. However, treaty limits may apply and may expose the insurer to further claim exposure. Under some treaties, when treaty limits are reached, the insurer may be required to pay an additional premium to reinstate the reinsurance coverage. Excess of loss catastrophe reinsurance treaties typically cover up to four separate catastrophic events per year. A realistic disaster scenarios modelled for 2012 is presented below and results in estimated gross and net losses. Amounts are stated in currency 000’s. For other insurance risks, insurers limit their exposure by event or per person by excess of loss or quota share treaties. A Barbados and St. Lucia windstorm having a 250 year return period. $396,673 $7,500 Gross loss Net loss The occurrence of one or more catastrophic events in any year may have a material impact on the reported net income of the Group. Retention limits represent the level of risk retained by the insurer. Coverage in excess of these limits is ceded to reinsurers up to the treaty limit. Claim amounts in excess of reinsurance treaty limits revert to the insurer. Principal features of retention programs used by Sagicor General are summarised in the following tables. However, these arrangements are not exhaustive and do not represent a complete schedule of all reinsurance arrangements for each line of insurance business written. 97 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 168 Notes to the Financial Statements Sagicor Financial Corporation 168 Amounts expressed in US$000 Year ended December 31, 2012 42.3 Reinsurance risk (continued) 42.3 Reinsurance risk (continued) SAGICOR GENERAL The reinsurance recoveries derived from the foregoing are assigned internal credit ratings as follows: Type of risk Retention by insurers - currency amounts in thousands Property • maximum retention of $4,500 for a single event; • maximum retention of $7,500 for a catastrophic event; • quota share retention to maximum of 30% in respect of treaty limits; • quota share retention is further reduced to a maximum of $750 per event. Motor and liability • maximum retention of $750 for a single event; • quota share retention a maximum of 50% in respect of treaty limits; • treaty limits apply. Miscellaneous accident • maximum retention of $75 for a single event; • treaty limits apply. Engineering business • maximum retention of $250 for a single risk; • treaty limits apply for material damage and for liability claims. Property, motor, and engineering • catastrophic excess of loss reinsurance cover is available per event for amounts in excess of treaty limits; treaty limits apply to catastrophic excess of loss coverage. • The effects of reinsurance ceded are disclosed in notes 14, 24 and 27. Information on reinsurance balances are disclosed in notes 10, 20 and 41. In order to assess the potential reinsurance recoveries on the occurrence of a catastrophic insurance event, the Sagicor credit risk ratings of the reinsurance recoverable are assessed using the following realistic disaster scenario: • Hurricane with a 250 year return period affecting Barbados and St. Lucia and an earthquake with a 250 year return period affecting Trinidad within a 24 hour period. Risk Rating Classification Exposure $000 Exposure % 1 2 3 4 5 6 7 8 Minimal risk Low risk Moderate risk Acceptable risk Average risk Higher risk Special mention Substandard 297,972 420,783 - - - - - - 41% 59% 0% 0% 0% 0% 0% 0% TOTAL 718,755 100% 42.4 Estimation of claim liabilities Due to the inherent uncertainties in estimating claim liabilities described above and in note 3.5, the development of an insurer’s claims in the course of settlement provides a measure of its ability to estimate the ultimate value of claims incurred. In the following tables, estimates of total ultimate claims incurred and recoverable from reinsurers for each year are provided at successive year ends. The most recent estimate is then reconciled to the recognised liability. The disclosures are by accident year. Accident year is the financial period in which the claim is incurred. . Sagicor Financial Corporation 98 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 169 169 Year ended December 31, 2012 Amounts expressed in US$000 42.4 Estimation of claim liabilities (continued) SAGICOR GENERAL - BY ACCIDENT YEAR Prior years (1) 2008 2009 2010 2011 2012 Total Estimate of gross claims incurred as of December 31 One year later Two years later Three years later Four years later Most recent year Cumulative payments to date Gross liability recognised Net favourable (unfavourable) development Estimate of reinsurers’ share as of December 31 One year later Two years later Three years later Four years later Most recent year Cumulative receipts to date - - - - - - - 4,079 - - - - - - - - Total recoverable recognised from reinsurers 2,083 Net (favourable) unfavourable development - (1) Claims development of prior years is not included. 16,952 16,239 16,087 16,136 16,395 16,395 15,338 15,030 15,174 16,008 18,290 17,812 17,539 17,956 17,355 16,008 17,539 17,355 (14,637) (13,259) (14,238) (13,256) 1,758 557 9,410 9,523 9,378 9,392 9,517 9,517 (8,535) 982 (107) 2,749 (670) 8,209 8,022 7,997 8,380 8,380 (7,020) 1,360 (171) 3,301 751 10,667 10,366 10,272 10,272 (8,154) 2,118 395 4,099 601 9,579 8,975 8,975 (6,994) 1,981 604 16,078 84,614 16,078 (9,407) 6,671 - 83,375 (64,797) 22,657 1,239 8,230 46,095 8,230 (4,748) 3,482 - 45,374 (35,451) 12,006 721 99 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 170 170 Notes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US$000 42.5 Sensitivity of incurred claims 43.1 Contracts without investment returns (continued) The impact on claims expense of incurring a maximum likely loss from a catastrophic insurance event is disclosed in the table of realistic disaster scenarios in the foregoing note 42.2. The impact on gross claims from continuing operations of increasing the total claims liability by 5% for un-reinsured losses is illustrated in the following table. (a) Product design and pricing risk Product design and pricing risk arises from poorly designed or inadequately priced contracts and can lead to both financial loss and reputational damage to the insurer. 2012 2011 Claims liability 5% increase in liability Claims liability 5% increase in liability Risks are priced to achieve an adequate return on capital on the insurer’s business as a whole. In determining the pricing of an insurance contract, the insurer considers the nature and amount of the risk assumed, and recent experience and industry statistics of the benefits payable. Pricing inadequacy may arise either from the use of inadequate experience and statistical data in deriving pricing factors or from market softening conditions. Direct property Direct motor Direct accident and liability Reinsurance assumed 900 15,896 5,517 419 45 795 276 21 2,797 14,652 5,813 83 140 733 291 4 22,732 1,137 23,345 1,168 The underwriting process has established pricing guidelines, and may include specific medical tests and enquiries which determine the insurer’s assessment of the risk. Insurers may also establish deductibles and coverage limits for health risks which will limit the potential claims incurred. Term life and critical illness risks have limitations of insured amounts. The pricing of a contract therefore consists of establishing appropriate premium rates, deductibles and coverage limits. (b) Mortality and morbidity risk 43 INSURANCE RISK – LIFE, ANNUITY & HEALTH CONTRACTS Insurers are exposed to insurance risks such as product design and pricing, mortality and morbidity, lapse, expense, reinsurance, and actuarial liability estimation in respect of life, annuity and health contracts. Disclosure of these risks is set out in the following sections. 43.1 Contracts without investment returns These contracts are principally term life, critical illness and health insurance. Individual term life and critical illness products are generally long-term contracts while group term life and health insurance products are generally one year renewable. The principal insurance risks associated with these contracts are product design and pricing and mortality and morbidity. Mortality risk is the risk that worsening mortality rates will result in an increase of death claims. Morbidity is the incidence of disease or illness and the associated risk is that of increased disability and medical claims. Insurance claims are triggered by the incurrence of a medical claim, the diagnosis of a critical illness or by death of the person insured. For contracts providing death benefits, higher mortality rates would result in an increase in death claims. The Group annually reviews its mortality experience and compares it to industry mortality tables. This review may result in future adjustments to the pricing or re-pricing of these contracts. Critical illness claims arise from the diagnosis of a specific illness incurred by the policy beneficiary. The Group annually reviews its critical illness claims experience and compares it to industry statistics. This review may result in future adjustments to the pricing or re-pricing of these contracts. The concentration risks of term life and critical illness contracts are included in the related disclosure on other long-term contracts in note 43.2(b). Sagicor Financial Corporation 100 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 171 171 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 172 172 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 173 173 Year ended December 31, 2012 Amounts expressed in US$000 43.3 Reinsurance risk 43.4 Sensitivity arising from the valuation of actuarial liabilities (continued) To limit its exposure of potential loss on an insurance policy, the insurer may cede certain levels of risk to a reinsurer. The Group selects reinsurers which have well established capability to meet their contractual obligations and for new business a Sagicor credit risk rating of 1 or 2 is usually selected. Reinsurance ceded does not discharge the insurer’s liability and failure by a reinsurer to honour its commitments could result in losses to the Group. Insurers have limited their exposure per person by excess of loss or quota share treaties. Retention limits represent the level of risk retained by the insurer. Coverage in excess of these limits is ceded to reinsurers up to the treaty limit. The principal features of retention programs used by insurers are summarised in the following table. Type of insurance contract Retention by insurers - currency amounts in thousands Health insurance contracts with individuals Retention per individual to a maximum of $75 Health insurance contracts with groups Retention per individual to a maximum of $75 Life insurance contracts with individuals Retention per individual life to a maximum of $500 Life insurance contracts with groups Retention per individual life to a maximum of $378 43.4 Sensitivity arising from the valuation of actuarial liabilities The estimation of actuarial liabilities is sensitive to a number of assumptions. Changes in those assumptions could have a significant effect on the valuation results which are discussed below. The valuation of actuarial liabilities of life insurance and annuity contracts is sensitive to: • • • • the economic scenario used in CALM, the investments allocated to back the liabilities, the underlying assumptions used (note 13.3 (b) to (f)), and the margins for adverse deviations (note 13.3 (g)). Under the CALM methodology, the AA is required to test the actuarial liability under 9 economic scenarios. These tests have been done and the results of the valuation provide adequately for liabilities derived from the worst of these different scenarios. The scenarios developed and tested by insurers were as follows. Sensitivity Scenario Worsening rate of lapse High interest rate Low interest rate Worsening mortality and morbidity Sagicor Life Inc segment Sagicor Life Jamaica segment Sagicor USA segment Lapse rates were either doubled or halved, and the more adverse result was selected. rates were Lapse doubled. Assumed increases in the investment portfolio yield rates of 0.25% per year for 5 years, with the rates remaining constant thereafter. Assumed decreases in investment portfolio yield rates of 0.25% per year for 5 years, with the rates remaining constant thereafter. increases in Assumed the investment portfolio yield rates of 0.5% for 10 years. A 1% increase was applied to the investment portfolio rate. Assumed decreases in investment portfolio yield rates of 0.5% per year for 10 years. A 1% decrease was applied to the investment portfolio rate. Mortality and morbidity rates for insurance and critical illness products were increased by 3% of the base rate per year for 5 years. For annuity products, decreased by 3% of the base rate for 5 years. the mortality rates were life insurance For products only, the base assumed rates were increased annually by 3% cumulatively over the next 5 years. Higher expenses Policy unit maintenance expense rates were increased by 5% per year for 5 years above those reflected in the base scenario. 103 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 174 Notes to the Financial Statements Sagicor Financial Corporation 174 Year ended December 31, 2012 Amounts expressed in US$000 43.4 Sensitivity arising from the valuation of actuarial liabilities (continued) 43.5 Dynamic capital adequacy testing (DCAT) The following table represents the estimated sensitivity of each of the above scenarios to net actuarial liabilities for insurers by segment. Correlations that may exist between scenario assumptions were not explicitly taken into account. Sagicor Life Inc segment Sagicor Life Jamaica segment Sagicor USA segment 2012 2011 2012 2011 2012 2011 Base net actuarial liability 823,715 785,729 424,308 403,926 723,137 508,715 Scenario increase in liability increase in liability increase in liability Worsening rate of lapse 79,214 64,660 45,106 44,540 19,077 16,881 High interest rate (124,698) (94,935) (81,408) (75,447) (41,925) (28,115) Low interest rate 160,513 132,801 120,139 111,371 48,167 32,223 Worsening mortality / morbidity 25,937 25,538 27,030 27,997 14,618 8,048 Higher expenses 26,811 26,164 18,136 19,936 4,812 2,784 DCAT is a technique used by the Group to assess the adequacy of the insurer’s financial position and financial condition in the light of different future economic and policy experience scenarios. DCAT assesses the impact over the next 5 years on the insurer’s financial position and financial condition under specific scenarios. The financial position of an insurer is reflected by the amounts of assets, liabilities and equity in the financial statements at a given date. The financial position therefore relies on the valuation assumptions used for establishing the actuarial liabilities being adequate to measure future adverse deviations in experience. The financial position does not offer any indication of an insurer’s ability to execute its business plan. The financial condition of an insurer at a particular date is its prospective ability at that date to meet its future obligations, especially obligations to policyholders, those to whom it owes benefits and to its shareholders. The financial condition analysis examines both an insurer’s ability to execute its business plan and to absorb adverse experience beyond that provided for when its actuarial liabilities are established. The purpose of the DCAT is • • • to develop an understanding of the sensitivity of the total equity of the insurer and future financial condition to changes in various experience factors and management policies; to alert management to material, plausible and imminent threats to the insurer’s solvency; and to describe possible courses of action to address these threats. Full DCAT is conducted periodically by some insurers within the Group. . Sagicor Financial Corporation 104 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 175 175 Year ended December 31, 2012 Amounts expressed in US$000 44 FIDUCIARY RISK 46 CAPITAL MANAGEMENT The Group provides investment management and pension administration services to investment and pension funds which involve the Group making allocation, purchase and sale decisions in relation to a wide range of investments. These assets are held in a fiduciary capacity and are not included in these financial statements. These services give rise to fiduciary risk that may expose the Group to claims for mal-administration or under-performance of these funds. In the ordinary course of business, the Group manages assets of pension funds, mutual funds and unit trusts which are not included in the Group’s financial statements. The investments and cash under administration are summarised in the following table. 2012 2011 The Group's objectives when managing capital, which is a broader concept than equity in the statement of financial position, are: • • • • • To comply with capital requirements established by insurance, banking and other financial intermediary regulatory authorities; To comply with internationally recognised capital requirements for insurance, where local regulations do not meet these international standards; To safeguard its ability as a going concern to continue to provide benefits and returns to policyholders, depositors, note-holders and shareholders; To provide adequate returns to shareholders; To maintain a strong capital base to support the future development of Group operations. Pension and insurance fund assets 1,318,748 1,247,709 46.1 Capital resources Mutual fund, unit trust and other investment fund assets 439,731 364,749 The principal capital resources of the Group are as follows: 1,758,479 1,612,458 45 STATUTORY RESTRICTIONS ON ASSETS Insurers are registered to conduct insurance business under legislation in place in each relevant jurisdiction. This legislation may prescribe a number of requirements with respect to deposits, investment of funds and solvency for the protection of policyholders. In general, these requirements do not restrict the ability of the insurer to trade investments. Banking subsidiaries may also be required to hold deposits with Central Banks which regulate the conduct of banking operations. Shareholders’ equity Minority interest Notes and loans payable 2012 2011 601,605 227,368 241,556 607,135 188,197 232,530 Total financial statement capital resources 1,070,529 1,027,862 Letter of credit facilities, net of collateral assets Total off financial statement resources 35,318 35,318 33,926 33,926 To satisfy the above requirements, invested assets and cash totalling $1,371,876 (2011 - $1,361,659) have been deposited with regulators or are held in trust to the order of regulators. Total capital resources 1,105,847 1,061,788 In some countries where the Group operates, there are exchange controls or other restrictions on the remittance of funds out of those countries. The Group deploys its capital resources through its operating activities. These operating activities are carried out by subsidiary companies which are either insurance entities or provide other financial services. The capital is deployed in such a manner as to ensure that subsidiaries have adequate and sufficient capital resources to carry out their activities and to meet regulatory requirements. 105 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 176 Notes to the Financial Statements Sagicor Financial Corporation 176 Amounts expressed in US$000 Year ended December 31, 2012 46.2 Capital adequacy 46.2 Capital adequacy (continued) The capital adequacy of the principal operating subsidiaries is discussed in this section. That of the discontinued operation is discussed in note 38 (b). (i) Sagicor Life Jamaica (a) Life insurers Capital adequacy is managed at the operating company level. It is calculated by the Appointed Actuary and reviewed by executive management, the audit committee and the board of directors. In addition, the Group seeks to maintain internal capital adequacy at levels higher than the regulatory or internationally recognised requirements. To assist in evaluating the current business and strategy opportunities, a risk-based capital approach is a core measure of financial performance. The risk-based assessment measure which has been adopted is the Canadian Minimum Continuing Surplus and Capital Requirement (MCCSR) standard. The minimum standard recommended by the Canadian regulators for companies is an MCCSR of 150%. A number of jurisdictions in the Caribbean region have no internationally recognised capital adequacy requirements, and in accordance with its objectives for managing capital, the Group has adopted the Canadian MCCSR standard. Jamaica and the USA have recognised capital adequacy standards. The consolidated MCCSR for the Sagicor Group as of December 31 has been estimated as 250% (2011 – 269%). This is the principal standard of capital adequacy used to assess the overall strength of the Sagicor Group. However, because of the variations in capital adequacy standards across jurisdictions, the consolidated result should be regarded as applicable to the Group as a whole and not necessarily applicable to each individual segment, insurance subsidiary or insurance subsidiary branch. Sagicor Life Jamaica is governed by the Jamaican MCCSR regime which requires an insurer to maintain a minimum ratio of 150%. For the years ended December 31, 2012 and 2011, this ratio was 163% and 160% respectively. (ii) Sagicor Life Insurance Company (USA) A risk-based capital (RBC) formula and model were adopted by the National Association of Insurance Commissioners (NAIC) of the United States. RBC is designed to assess minimum capital requirements and raise the level of protection that statutory surplus provides for policyholder obligations. The RBC formula for life insurance companies measures four major areas of risk: (i) underwriting, which encompasses the risk of adverse loss developments and property and casualty insurance product mix; (ii) declines in asset values arising from credit risk; (iii) declines in asset values arising from investment risks, including concentrations; and (iv) off-balance sheet risk arising from adverse experience from non-controlled assets such as reinsurance guarantees for affiliates or other contingent liabilities and reserve and premium growth. If an insurer's statutory surplus is lower than required by the RBC calculation, it will be subject to varying degrees of regulatory action, depending on the level of capital inadequacy. The RBC methodology provides for four levels of regulatory action. The extent of regulatory intervention and action increases as the ratio of surplus to RBC falls. The least severe regulatory action is the "Company Action Level" (as defined by the NAIC) which requires an insurer to submit a plan of corrective actions to the regulator if surplus falls below 200% of the RBC amount. Sagicor Life Insurance Company looks to maintain at least 300% of the Company Action Level, and has maintained these ratios as of December 31, 2012 and 2011 respectively. Sagicor Financial Corporation 106 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 177 177 Year ended December 31, 2012 Amounts expressed in US$000 46.2 Capital adequacy (continued) 46.3 Financial covenants (continued) (b) Sagicor Investments Jamaica Limited and Sagicor Bank Jamaica Limited (b) 7.5% senior notes due 2016 Capital adequacy and the use of regulatory capital are monitored monthly by management employing techniques based on the guidelines developed by the Financial Services Commission (FSC), the Bank of Jamaica (BOJ), Basel II and the Risk Management and Compliance Unit. The required information is filed with the respective Regulatory Authorities at stipulated intervals. The BOJ and the FSC require each regulated entity to hold the minimum level of regulatory capital, and to maintain a minimum ratio of total regulatory capital to the risk-weighted assets. The risk-weighted assets are measured by means of a hierarchy of five risk weights classified according to the nature of each asset and counterparty, taking into account any eligible collateral or guarantees. A similar treatment is adopted for off financial statements exposure, with some adjustments to reflect the more contingent nature of the potential losses. The table below summarises the capital adequacy ratios. During 2012 and 2011, all applicable externally imposed capital requirements were complied with. Sagicor Investments Jamaica Sagicor Bank Jamaica 2012 2011 2012 2011 17% 10% 21% 10% 21% 10% 26% 10% Actual capital base to risk weighted assets Required capital base to risk weighted assets 46.3 Financial covenants (a) Letter of credit facilities Financial covenants relating to letter of credit facilities are discussed in note 38(b). Under an indenture entered into by the Group on the issue of the senior notes (see note 16), the Group has to comply with a permitted lien covenant, which will not allow the Company nor any of its subsidiaries to directly or indirectly, incur or permit to exist any lien to secure any indebtedness or any guarantee of indebtedness, other than permitted liens, without effectively providing that the senior notes are secured equitably and rateably with (or, if the obligation to be secured by the lien is subordinated in right of payment to the senior notes, prior to) the obligations so secured for so long as such obligations are so secured. Permitted liens are liens existing on the date of issue of the senior notes, certain liens which would arise in the course of normal business, and other liens whose outstanding principal amounts in aggregate outstanding principal amount do not exceed 10% of the consolidated net tangible assets (as is defined in the indenture). As of December 31, 2012 and 2011, the Group satisfied this requirement. (c) International Finance Corporation (IFC) On March 31, 2011, the Company entered into subscription and policy agreements with IFC, regarding the latter’s participation in the issue of new common and convertible redeemable preference shares. Pursuant to the aforementioned agreements, on July 18, 2011, 12,269,938 common shares and 78,339,530 convertible redeemable preference shares were issued to IFC. The financial covenants included in these agreements are summarised as follows. (i) Price protection rights IFC has been granted price protection rights to in relation to the common shares held. If within a 2 year period of the subscription date, the Company issues or sells any shares, except as pursuant to any employee stock incentive plan, at a price less than Barbados $3.26 per share, the Company shall compensate IFC by the issue to IFC of additionally fully-paid true-up shares to place IFC in the position as if it had subscribed at the lower price. 107 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 178Notes to the Financial Statements Sagicor Financial Corporation 178 Amounts expressed in US$000 Year ended December 31, 2012 46.3 Financial covenants (continued) (ii) Put option IFC has been granted the right to require the Company to purchase IFC’s holding of convertible redeemable preference shares in the event that the Company is in breach of any of the policy reporting or IFC policy covenants. The Company may nominate a third party to purchase the shares. The purchase must take place within 10 and 60 days of the date of notice. If the Company either fails to purchase or does not arrange a third party purchase, IFC may sell the shares to a third party and the Company is required to pay a late payment charge of 6.5% per annum. 47 EVENTS AFTER DECEMBER 31, 2012 47.1 The Jamaica National Debt Exchange (NDX) programme On February 12, 2013, the Government of Jamaica (GOJ) announced a public invitation to participate in its National Debt Exchange (NDX) programme in respect of specific debt instruments. The NDX involves the voluntary exchange of the majority of existing GOJ domestic debt instruments for new debt instruments having longer maturities and lower coupon rates. Group companies Sagicor Life Jamaica (SLJ), Sagicor Investments Jamaica Limited (SIJ) and Sagicor Bank Jamaica Limited (SBJ) have agreed to participate in the programme. The financial impact of the exchange on total comprehensive income in 2013 and beyond is dependent on how the market prices the new notes. Assuming the fair value of the new notes is at par, there would be a negative impact on total comprehensive income. The NDX programme also had a negative impact on SLJ’s the investment yield assumption used to compute the December 31, 2012 actuarial liabilities and therefore on the SLJ segment income for 2012. 47.1 The Jamaica National Debt Exchange (NDX) programme (continued) Details of the debt instruments exchanged initially by the Group are summarised in the following table. Face value of instruments exchanged: 542,145 80,840 JMD denominated instruments USD denominated instruments Reduction in average coupon interest rates: SLJ SIJ and SBJ 12.49% to 11.49% 6.75% to 5.25% 8.28% to 7.66% 7.05% to 5.25% Increase in average durations: SLJ SIJ and SBJ 6.44 to 7.33 years 9.12 to 9.13 years 0.74 to 1.55 years 1.66 to 5.84 years The face values of debt instruments exchanged by the Group in respect of funds under management totalled $430,904. Subsequent to the initial exchange, the Group exchanged additional selected securities with a face value of approximately $32,000. 47.2 Credit risk ratings and letter of credit facilities Consequent to the announcement of the Jamaica NDX programme, the Sagicor risk rating for GOJ debt instruments held has been amended from 5 to 6 (details in note 41.1) . Consequent to the change in rating of GOJ instruments, the Standard and Poor's financial strength credit rating for Sagicor Life Inc has been amended from BBB- to BB+. As a consequence, the Group is required to fully collateralize the letter of credit facility set out in note 38(b). The Company has requested and the bank has agreed to grant an extension for full collateralization until June 30, 2013 on the basis that the Company is in the process of completing the sale of Sagicor Europe Limited. Sagicor Financial Corporation 108 Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 Notes to the Financial Statements Sagicor Financial Corporation 179 179 Year ended December 31, 2012 Amounts expressed in US$000 47.3 BAICO Eastern Caribbean Insurance Portfolio 47.3 BAICO Eastern Caribbean Insurance Portfolio (continued) Sagicor Life Inc acquired the British American Insurance Company Limited (BAICO) Eastern Caribbean insurance portfolio. As consideration for the transfer, Sagicor paid BAICO a sum of $9,490, representing the Life Business Consideration of $5,600 and the value of regular policy loans within the transferred insurance portfolio. On June 29, 2012, the Judicial Managers of BAICO together with the Governments of the Eastern Caribbean Currency Union (ECCU) entered into an agreement to sell the traditional life insurance business of BAICO to Sagicor Life Inc. The insurance portfolio being acquired by Sagicor is made up of group pensions and the following traditional life policies issued by BAICO in Anguilla, Antigua, Dominica, Grenada, Montserrat, Saint Lucia, St Kitts & Nevis, and St Vincent and the Grenadines: • Universal Life policies • Term Life • Whole Life • Endowment • Home Service Life. Approximately 17,500 policyholders will benefit from this agreement in which all valid and inforce life policies as at the effective date transfer to Sagicor without any amendment or change to the respective policy, allowing policyholders to benefit from the terms they historically agreed with BAICO. All necessary approvals for the scheme of transfer from the relevant Courts and insurance regulators in The Bahamas (where BAICO is incorporated) and throughout the ECCU countries have been received and the entire business described above was formally transferred to Sagicor Life Inc. on March 15, 2013. A recapitalisation amount representing cash equivalent to the actuarial liability for future policy benefits of the policies transferred has been established under the terms of the transfer agreement. The recapitalisation amount, which has been met by a combination of funding from BAICO and the ECCU governments, is estimated at $38,000 has been transferred to Sagicor together with the insurance policies. The obligation to pay certain unpaid amounts to policyholders under these policies (being claims, maturities, surrenders and bonuses) has been assumed by Sagicor with the transfer of the insurance portfolio, and the ECCU Governments have agreed to arrange funding for the payment of these in accordance with the terms of the policies. The payment of claims will be subject to the claimant meeting the requirements of the policy terms, and signing an appropriate release. The ECCU Governments are mindful that, during the three year period from 2009 to 2012, due to the uncertainty about BAICO’s future, many policyholders may have stopped paying their premiums. In many cases, this will have resulted in them allowing their policies to lapse. The governments propose to assist holders of lapsed Home Service Life, Whole Life, Endowment and Universal Life policies by either settling forfeited policy benefits or assisting with the reinstatement of policies. Sagicor Life Inc. is a registered insurer in all of the ECCU countries involved in the transaction. Sagicor has demonstrated its commitment to the ECCU region by: • Agreeing to set up an ECCU Consultative Committee, to play an oversight role (including compliance, anti-money laundering, capital adequacy and corporate governance) in relation to the performance of the Business; • Placing its ECCU business into a separate ECCU-based entity within 12 months of completion of the transaction; and • Committing to listing at least 25% of the shares of the ECCU Entity on the Eastern Caribbean Securities Exchange within two years of its commencement of operations. 109 Sagicor Financial Corporation Sagicor Financial CorporationNotes to the Financial Statements Sagicor Financial Corporation Year ended December 31, 2012 Amounts expressed in US $000 contribute Every contribution moves us forward, no matter its size. 182 2012 Annual Report sHAReHolDeR InFoRMATIon DIvIDenDs An interim dividend of US 2 cents per common share, approved for the half-year ended June 30, 2012, was paid on November 15, 2012 to the holders of common shares, including depositary interest holders, whose names were registered on the books of the Company at the close of business on October 22, 2012. A final common dividend of US 2 cents per common share, payable on May 15, 2013, was approved for the financial year ended December 31, 2012 to the holders of common shares, including depositary interest holders, whose names were registered on the books of the Company at the close of business on April 15, 2013. The total dividend on common shares for the 2012 financial year amounted to US 4 cents per share. An interim dividend of US 3.25 cents per convertible redeemable preference share was paid on November 15, 2012 to the holders of convertible redeemable preference shares, whose names were registered on the books of the Company at the close of business on October 22, 2012. A final dividend of US 3.25 cents per convertible redeemable preference share, payable on May 15, 2013, was approved for the financial year ended December 31, 2013 to the holders of convertible redeemable preference shares, whose names were registered on the books of the Company at the close of business on April 15, 2013. The total convertible redeemable preference dividend for the 2012 financial year amounted to US 6.50 cents per share. sHARes The following Shareholders own more than 5% and 3% respectively of the capital of the Company as at December 31, 2012: International Finance Corporation: National Insurance Board, Barbados: Republic Bank Limited – 1162: Common Shares Convertible Redeemable Preference Shares Number of Shares Percentage Number of Shares Percentage 12,269,938 18,950,000 10,998,300 4.04% 6.24% 3.62% 78,339,530 10,000,000 4,000,000 65.28% 8.33% 3.33% The total number of issued shares as at December 31, 2012 and as at December 31, 2011 is set out below. No new shares were issued in 2012. Common Shares Convertible Redeemable Preference Shares As at 31-Dec-12 As at 31-Dec-11 As at 31-Dec-12 As at 31-Dec-11 303,917,020 303,917,020 120,000,000 120,000,000 Sagicor Financial Corporation 2012 Annual Report 183 lonG TeRM InCenTIve plAn (lTI) The Tables below show grants of restricted stock and stock options as at December 31, 2012 under the LTI for Executives. Award Year Value attributable to Stock Grant Awards Made and in Effect Vested Not Vested Restricted stock As of December 31, 2012 2006 – 2008 US$ 1.98, 2.01, 2.50 2009 2010 2011 2012 US$ 1.58, 2.50 US$ 1.60 US$ 1.48 US$ 1.53 1,314,920 1,094,845 1,039,089 1,130,448 1,486,080 6,065,382 1,314,920 1,064,185 641,547 284,455 142,053 3,447,160 0 30,660 397,542 845,993 1,344,027 2,618,222 Allocated for settlement of tax Total converted to shares Vested in 2012 0 1,628 77,726 94,246 142,053 315,653 (99,478) 216,175 Sagicor Financial Corporation 184 2012 Annual Report Award Year Exercise Price of Stock Option Awards Made and in Effect stock options As of December 31, 2012 Vested Exercised Not Exercised Not Vested 2006 2007 2008 2009 2010 2011 2012 US$ 1.98 US$ 2.01 US$ 2.50 US$ 2.50 US$ 1.60 US$ 1.48 US$ 1.53 771,037 771,037 120,443 650,594 1,757,294 1,757,294 72,839 1,684,455 1,224,471 1,224,471 1,493,607 1,120,206 2,176,442 1,088,223 2,605,003 1,420,462 651,256 0 0 0 0 0 0 0 0 0 373,401 1,224,471 1,120,206 1,088,223 1,088,219 651,256 1,953,747 0 1,420,462 Vested in 2012 0 0 306,117 373,402 544,111 651,256 0 11,448,316 6,612,487 193,282 6,419,205 4,835,829 1,874,886 Sagicor Financial Corporation 2012 Annual Report 185 AnAlysIs oF CoMMon sHAReHolDInG Common Shareholders by Size of Holding number of Common shareholders by size of Holding as at December 31, 2012 (with 2011 Comparison) Size of Holding Number of Shareholders Percentage of Shareholders Total Shares Held Percentage of Shares Held 1 - 1,000 2012 6,383 2011 6,491 1,001 - 2,500 15,285 15,439 2,501 - 5,000 5,001 - 10,000 10,001 - 25,000 25,001 - 100,000 100,001 - 1,000,000 1,000,001 & above 7,161 4,148 2,997 707 225 22 7,252 4,180 3,045 701 223 21 2012 17.28 41.39 19.39 11.23 8.12 1.91 0.61 0.06 2011 17.38 41.33 19.42 11.19 8.15 1.88 0.60 0.06 2012 2011 2012 2011 3,871,773 3,943,827 25,365,443 25,623,946 24,863,373 25,176,454 29,640,145 29,874,915 43,181,562 43,882,707 33,569,614 33,306,340 63,776,716 63,785,367 79,648,394 78,323,464 1.27 8.35 8.18 9.75 14.21 11.05 20.98 26.21 1.30 8.43 8.28 9.83 14.44 10.96 20.99 25.77 Total 36,928 37,352 100.00 100.00 303,917,020 303,917,020 100.00 100.00 Sagicor Financial Corporation 186 2012 Annual Report Common Shareholders by Country of Residence number of Common shareholders by Country of Residence and by Type as at December 31, 2012 Country Directors, Management, Staff, Advisors Companies Individuals Total Trinidad and Tobago Barbados Eastern Caribbean Other Caribbean Other Total Shareholders % Shareholders % Shareholders % Shareholders % 109 189 25 14 21 358 0.30 0.51 0.07 0.04 0.06 0.97 713 276 35 43 8 1,075 1.93 0.75 0.09 0.12 0.02 2.91 15,331 11,675 7,150 167 1,172 41.52 31.62 19.36 0.45 3.17 16,153 12,140 7,210 224 1,201 43.74 32.87 19.52 0.61 3.25 35,495 96.12 36,928 100.00 number of Common shareholders by Country of Residence and by Type as at December 31, 2011 Country Directors, Management, Staff, Advisors Companies Individuals Total Trinidad and Tobago Barbados Eastern Caribbean Other Caribbean Other Total Shareholders % Shareholders % Shareholders % Shareholders % 82 172 27 15 14 310 0.22 0.46 0.07 0.04 0.04 0.83 720 264 55 62 45 1,146 1.93 0.71 0.15 0.17 0.12 3.07 15,568 11,895 7,218 163 1,052 41.68 31.85 19.32 0.44 2.82 16,370 12,331 7,300 240 1,111 43.83 33.01 19.54 0.64 2.97 35,896 96.10 37,352 100.00 Common Shares held by Country of Residence Sagicor Financial Corporation 2012 Annual Report 187 number of Common shares Held by Country of Residence and by Type as at December 31, 2012 Country Directors, Management, Staff, Advisors Companies Individuals Total Trinidad and Tobago Barbados Eastern Caribbean Other Caribbean Other Total Shares 2,037,688 9,141,668 64,528 1,530,253 576,286 13,350,423 % 0.67 3.01 0.02 0.50 0.19 4.39 Shares % Shares % Shares % 72,878,227 23.98 78,514,045 25.83 153,429,960 50.48 40,818,555 13.43 55,506,507 18.26 105,466,730 34.70 487,215 3,899,762 12,966,494 0.16 1.28 4.27 20,196,355 598,245 4,701,192 6.65 0.20 1.55 20,748,098 6,028,260 18,243,972 6.83 1.98 6.00 131,050,253 43.12 159,516,344 52.49 303,917,020 100.00 number of Common shares Held by Country of Residence and by Type as at December 31, 2011 Country Directors, Management, Staff, Advisors Companies Individuals Total Trinidad and Tobago Barbados Eastern Caribbean Other Caribbean Other Total Shares 1,776,247 3,814,925 79,783 539,905 422,326 6,633,186 % 0.58 1.26 0.03 0.18 0.14 2.18 Shares % Shares % Shares 71,562,431 23.55 78,752,220 25.91 152,090,898 41,430,546 13.63 61,220,581 20.14 106,466,052 580,875 4,490,028 13,358,668 0.19 1.48 4.40 20,510,383 1,086,618 4,291,484 6.75 0.36 1.41 21,171,041 6,116,551 18,072,478 % 50.04 35.03 6.97 2.01 5.95 131,422,548 43.24 165,861,286 54.57 303,917,020 100.00 Sagicor Financial Corporation 188 2012 Annual Report AnAlysIs oF ConveRTIBle ReDeeMABle pReFeRenCe sHAReHolDInG Preference Shareholders by Size of Holding number of preference shareholders by size of Holding as at December 31, 2012 (with 2011 Comparison) Size of Holding 1 - 1,000 1,001 - 2,500 2,501 - 5,000 5,001 - 10,000 10,001 - 25,000 25,001 - 100,000 100,001 - 1,000,000 1,000,001 & above Number of Shareholders 2012 2011 416 189 262 106 69 67 33 7 417 190 264 108 71 73 34 417 1,163 Percentage of Shareholders Total Shares Held Percentage of Shares Held 2012 36.21 16.45 22.80 9.23 6.01 5.83 2.87 0.61 2011 35.86 16.34 22.70 9.29 6.10 6.28 2.92 0.52 2012 2011 2012 2011 227,809 227,809 378,404 380,904 1,205,810 1,214,810 919,598 939,598 1,259,995 1,309,995 4,069,549 4,398,549 13,224,000 13,940,000 98,714,835 97,588,335 0.19 0.32 1.00 0.77 1.05 3.39 11.02 82.26 0.19 0.32 1.01 0.78 1.09 3.67 11.62 81.32 100.00 100.00 120,000,000 120,000,000 100.00 100.00 Total 1,149 Preference Shareholders by Country of Residence number of preference shareholders by Country of Residence and by Type as at December 31, 2012 Country Directors, Management, Staff, Advisors Companies Individuals Total Shareholders % Shareholders % Shareholders % Shareholders % USA Trinidad and Tobago Barbados Total 0 13 41 54 0 1.13 3.57 4.70 1 71 43 0.09 6.18 3.74 115 10.01 1 413 566 980 0.09 35.94 49.26 85.29 2 497 650 0.17 43.26 56.57 1,149 100.00 Sagicor Financial Corporation 2012 Annual Report 189 number of preference shareholders by Country of Residence and by Type as at December 31, 2011 Country Directors, Management, Staff, Advisors Companies Individuals Total Shareholders % Shareholders % Shareholders % Shareholders % USA Trinidad and Tobago Barbados Total 0 11 36 47 0.00 0.95 3.10 4.04 1 63 41 0.09 5.42 3.53 0 435 576 105 9.03 1,011 0.00 37.40 49.53 86.93 1 509 653 0.09 43.77 56.15 1,163 100.00 Preference Shares held by Country of Residence number of preference shares Held by Country of Residence and by Type as at December 31, 2012 Country Directors, Management, Staff, Advisors Companies Individuals Total USA Trinidad and Tobago Barbados Total Shares % Shares % Shares 0 0 78,339,530 65.28 1,000 615,000 2,273,848 2,888,848 0.51 1.89 2.41 14,381,007 11.98 4,779,704 19,490,770 16.24 119,141 112,211,307 93.51 4,899,845 % 0.00 3.98 0.10 4.08 Shares % 78,340,530 65.28 19,775,711 16.48 21,883,759 18.24 120,000,000 100.00 number of preference shares Held by Country of Residence and by Type as at December 31, 2011 Country Directors, Management, Staff, Advisors Companies Individuals Total USA Trinidad and Tobago Barbados Total Shares 0 663,000 360,348 1,023,348 % 0.00 0.55 0.30 0.85 Shares % Shares 78,339,530 65.28 0 12,496,307 10.41 7,200,404 18,761,240 15.63 2,179,171 109,597,077 91.33 9,379,575 % 0.00 6.00 1.82 7.82 Shares % 78,339,530 65.28 20,359,711 16.97 21,300,759 17.75 120,000,000 100.00 Sagicor Financial Corporation communicate Listening and speaking are invaluable skills, but only when used together. 192 2012 Annual Report ADvIsoRs AnD BAnKeRs AppoInTeD ACTUARy Sylvain Goulet, FCIA, FSA, MAAA, Affiliate Member of the (British) Institute of Actuaries and Affiliate Member of the Caribbean Actuarial Association AUDIToRs PricewaterhouseCoopers SRL leGAl ADvIsoRs Allen & Overy LLP, New York, USA Allen & Overy LLP, London, United Kingdom Carrington & Sealy, Barbados Patterson K H Cheltenham, QC, LLM, Barbados Barry L V Gale, QC, LLB (Hons), Barbados Hobsons, Trinidad and Tobago Shutts & Bowen LLP, Florida, USA BAnKeRs First Citizens Bank (Barbados) Limited CIBC FirstCaribbean International Bank Limited RBC Royal Bank (Trinidad & Tobago) Limited RBC Royal Bank (Barbados) Limited The Bank of Nova Scotia Sagicor Financial Corporation 2012 Annual Report 193 oFFICes sagicor Corporate Head office sAGICoR FInAnCIAl CoRpoRATIon Cecil F de Caires Building Wildey, St Michael Barbados Tel: (246) 467-7500 Fax: (246) 436-8829 Email: info@sagicor.com Website: www.sagicor.com subsidiaries sAGICoR lIFe InC Sagicor Financial Centre Lower Collymore Rock St Michael, Barbados Tel: (246) 467-7500 Fax: (246) 436-8829 Email: info@sagicor.com Sagicor Life Inc Branch Offices Barbados 1st Avenue, Belleville St Michael Tel: (246) 467-7700 Fax: (246) 429-4148 Email: info@sagicor.com Antigua Sagicor Financial Centre #9 Factory Road, St John’s Tel: (268) 480-5550 Fax: (268) 480-5520 Email: info_antigua@sagicor.com Grenada Young Street St George’s Tel: (473) 440-1223 Fax: (473) 440-4169 Email: info_grenada@sagicor.com st lucia Sagicor Financial Centre Choc Estate, Castries Tel: (758) 452-3169 Fax: (758) 450-3787 Email: info_stlucia@sagicor.com Trinidad and Tobago Sagicor Financial Centre 16 Queen’s Park West, Port of Spain Tel: (868) 628-1636/7/8 Fax: (868) 628-1639 Email: comments@sagicor.com Sagicor Life Inc Agencies Anguilla Malliouhana Insurance Co Ltd Caribbean Commercial Centre The Valley Tel: (264) 497-3712 Fax: (264) 497-3710 Dominica WillCher Services Inc 44 Hillsborough Street Corner Hillsborough & Independence Streets Roseau Tel: (767) 440-2562 Fax: (767) 440-2563 Email: info_dominica@sagicor.com Guyana Hand-in-Hand Mutual Life Assurance Company Limited Lots 1, 2 and 3, Avenue of the Republic Georgetown Tel: (592) 251861 Fax: (592) 251867 Montserrat Administered by Antigua Branch st Kitts Sagicor Life Inc C/o The St Kitts Nevis Anguilla Trading and Development Co. Ltd Central Street, Basseterre Tel: (869) 465-9476 Fax: (869) 465 6437 st vincent Incorporated Agencies Limited Frenches Kingstown Tel: (784) 456-1159 Fax: (784) 456-2232 sAGICoR GeneRAl InsURAnCe InC Beckwith Place, Lower Broad Street Bridgetown, Barbados Tel: (246) 431-2800 Fax: (246) 426-0752 Email: sgi-info@sagicorgeneral.com Sagicor General Insurance Branch Offices Barbados Mall Internationale Haggatt Hall St Michael Tel: (246) 431-2886 Fax: (246) 426-8245 Sagicor Financial Corporation 194 2012 Annual Report Sagicor Financial Centre Lower Collymore Rock St Michael Tel: (246) 467-7650 Fax: (246) 428-6269 Building #2 Chelston Park Culloden Road St Michael Tel: (246) 431-2886 Antigua Sagicor Life Inc Sagicor Financial Centre 9 Factory Road PO Box 666 St Johns Tel: (268) 480-5500 Fax: (268) 480-5520 Trinidad and Tobago 122 St Vincent Street Port of Spain Tel: (868) 628-1636/7/8 Fax: (868) 628-1639 Sagicor General Insurance Agencies HHv whitchurch & Company limited Old Street PO Box 771 Roseau Dominica Tel: (767) 448-2181 Fax: (767) 448-5787 willCher services Inc 44 Hillsborough Street Corner Hillsborough & Independence Streets Roseau Dominica Tel: (767) 440-2562 Fax: (767) 440-2563 Je Maxwell & Company limited PO Box GGM507 Bridge Street Castries St Lucia Tel: (758) 451-7829 Fax: (758) 451-7271 GloBe FInAnCe InC 6 Rendezvous Court, Rendezvous Main Road Christ Church, Barbados Tel: (246) 426-4755 Fax: (246) 426-4772 Website: www.globefinanceinc.com sAGICoR FUnDs InCoRpoRATeD Cecil F de Caires Building Wildey, St Michael, Barbados Tel: (246) 467-7500 Fax: (246) 436-8829 Email: info@sagicor.com sAGICoR AsseT MAnAGeMenT InC Cecil F de Caires Building Wildey, St Michael, Barbados Tel: (246) 467-7500 Fax: (246) 426-1153 Email: info@sagicor.com sAGICoR FInAnCe InC Sagicor Financial Centre Choc Estate, Castries Tel: (758) 452-4272 Fax: (758) 452-4279 sAGICoR AsseT MAnAGeMenT (TRInIDAD AnD ToBAGo) lIMITeD Sagicor Financial Centre 16 Queen’s Park West, Port of Spain Tel: (868) 628-1636/7/8 Fax: (868) 628-1639 nATIonwIDe InsURAnCe CoMpAny lIMITeD Sagicor Financial Centre 16 Queen’s Park West Port of Spain, Trinidad Tel: (868) 628-1636 Fax: (868) 628-1639 Email: comments@sagicor.com BARBADos FARMs lIMITeD Bulkeley St George Barbados Tel: (246) 427-5299 Fax: (246) 437-8873 sAGICoR pAnAMA sA Ave Samuel Lewis y Calle Santa Rita Edificio Plaza Obarrio 3er Piso Oficina 201 Panama City, Panama Tel: (507) 223-1511 Fax: (507) 264-1949 Email: capital1@sinfo.net Sagicor Financial Corporation 2012 Annual Report 195 sAGICoR CApITAl lIFe InsURAnCe CoMpAny lIMITeD Sagicor Financial Centre Lower Collymore Rock St Michael Barbados Tel: (246) 467-7500 Fax: (246) 436-8829 Sagicor Capital Life Branch Offices Belize The Insurance Centre 212 North Front Street Belize City Tel: (501) 223-3147 Fax: (501) 223-7390 Email: capitalbe@btl.net Curaçao Schottegatweg Oost #11 Tel: (599) 9 736-8558 Fax: (599) 9 736-8575 Email: capital.life@curinfo.an Sagicor Capital Life Agencies Curaçao Guillen Insurance Consultants PO Box 4929 Kaya E, Salas No 34 Tel: (599) 9 461-2081 Fax: (599) 9 461-1675 Email: chris-guillen@betlinks.an Haiti Cabinet d’Assurance Fritz de Catalogne Angles Rues de Peuple et des Miracles Port-au-Prince Tel: (509) 226695 Fax: (509) 230827 Email: capital@compa.net st Maarten C/o Charlisa NV, Walter Nisbeth Road #99B Phillipsburg Tel: (599) 542-2070 Fax: (599) 542-3079 Email: capital@sintmaarten.net eMployee BeneFITs ADMInIsTRAToRs lTD 28-48 Barbados Avenue Kingston 5, Jamaica Tel: (876) 929-8920(-9) Fax: (876) 960-1927 Website: www.sagicorjamaica.com CApITAl lIFe InsURAnCe CoMpAny BAHAMAs lIMITeD C/o Family Guardian Insurance Company Limited East Bay & Shirley Street PO Box SS-6232 Nassau, NP Bahamas Tel: (242) 393-4000 Fax: (242) 393-1100 Email: info@familyguardian.com sAGICoR lIFe ARUBA nv Fergusonstraat #106 AHMO Plaza Building, Suites 1 and 2 Oranjestad, Aruba Tel: (297) 823967 Fax: (297) 826004 Email: calico@setarnet.aw Lyder Insurance Consultants Seroe Blanco 56A Tel: (297) 582-6133 loJ HolDInGs lTD 28-48 Barbados Avenue Kingston 5, Jamaica Tel: (876) 929-8920(-9) Fax: (876) 960-1927 sAGICoR lIFe JAMAICA lIMITeD 28-48 Barbados Avenue Kingston 5, Jamaica Tel: (876) 929-8920(-9) Fax: (876) 960-1927 Website: www.sagicorjamaica.com sAGICoR lIFe oF THe CAyMAn IslAnDs lIMITeD Global House, 198 North Church Street George Town, Grand Cayman Cayman Islands Tel: (345) 949-8211 Fax: (345) 949-8262 Email: global@candw.ky sAGICoR InsURAnCe MAnAGeRs lIMITeD 1st Floor Harbour Place 103 South Church Street George Town Grand Cayman Tel: (345)-949-7028 Fax: (345)-949-7457 sAGICoR pRopeRTy MAnAGeMenT seRvICes lTD 78a Hagley Park Road, Kingston 10, Jamaica Tel: (876) 929-9182-6 Fax: (876) 929-9187 sAGICoR Re InsURAnCe lTD Global House, 198 North Church Street George Town, Grand Cayman Cayman Islands Tel: (345) 949-8211 Fax: (345) 949-8262 Email: global@candw.ky Sagicor Financial Corporation 196 2012 Annual Report HeAlTH CoRpoRATIon JAMAICA lTD sAGICoR InsURAnCe BRoKeRs lIMITeD sAGICoR JAMAICA InvesTMenTs lIMITeD Pan Caribbean Building 60 Knutsford Boulevard Kingston 5, Jamaica Tel: (876) 929-5583-4 Fax: (876) 926-4385 Email: options@gopancaribbean.com Website: www.gopancaribbean.com sAGICoR BAnK JAMAICA lIMITeD sAGICoR UsA, InC 4010 W. Boy Scout Blvd, Suite 800 Tampa, Florida 33607, USA Tel: (813)-287-1602 Fax: (813)-287-7420 sAGICoR lIFe InsURAnCe CoMpAny 4010 W. Boy Scout Blvd, Suite 800 Tampa, Florida 33607, USA Tel: (813) 287-1602 Fax: (813) 287-7420 4343 N. Scottsdale Road, Suite 300 Scottsdale, Arizona, 85251 USA Tel: 1-800-531-5067 Fax: (345) 949-8262 Website: www.sagicorlifeusa.com sAGICoR eURope lIMITeD Maples Corporate Services Limited Ugland House South Church Street George Town, Grand Cayman Cayman Islands sAGICoR CAyMAn ReInsURAnCe, lTD Maples Corporate Services Limited Ugland House South Church Street George Town, Grand Cayman Cayman Islands sAGICoR AT lloyD’s lIMITeD 1 Great Tower Street London United Kingdom EC3R 5AA Tel: +44 (0)20 3003 6800 Fax: +44 (0)20 3003 6999 Email: info@sagicor.eu Website: www.sagicor.eu sAGICoR FInAnCe lIMITeD Maples Corporate Services Limited Ugland House South Church Street George Town, Grand Cayman Cayman Islands Associated Companies FAMGUARD CoRpoRATIon lIMITeD East Bay & Shirley Street PO Box SS-6232 Nassau, NP Bahamas Tel: (242) 396 4000 Fax: (242) 393 1100 Website: www.famguardbahamas.com sAGICoR synDICATe HolDInGs lIMITeD sAGICoR synDICATe seRvICes lIMITeD sAGICoR ClAIMs MAnAGeMenT InC sAGICoR CoRpoRATe CApITAl lIMITeD sAGICoR CopoRATe CApITAl Two lIMITeD RGM lTD Albion Plaza Energy Centre, 22-24 Victoria Avenue, Port of Spain, Trinidad Tel: (868) 625-6505 ext. 26 Fax: (868) 624-7607 Mobile: (868) 678-3181 Direct: (868) 624-6975 Email: gpd@rgm.co.tt lloyD’s synDICATe 1206 lloyD’s synDICATe 44 sAGICoR UnDeRwRITInG lIMITeD 1 Great Tower Street London United Kingdom EC3R 5AA Tel: +44 (0)20 3003 6969 Fax: +44 (0)20 3003 6997 Email: sul@sagicor.eu Website: www.sagicorunderwriting.com Sagicor Financial Corporation Cover Design: GREY Layout and Artwork: GENESIS Graphics Pre-Press and Printing: COT Media Group
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