Financial Statements As at December 31, 2017 for Kind Information & Record
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ANNUAL TOWARDS A REPORT SUSTAINABLE 2017 FUTURE LETTER OF TRANSMITTAL To All Shareholders Bangladesh Bank Bangladesh Securities and Exchange Commission Registrar of Joint Stock Companies & Firms Dhaka Stock Exchange Limited Chittagong Stock Exchange Limited Subject : Annual Report for the year ended December 31, 2017 Dear Sir (s), We are pleased to enclose a copy of the Annual Report of United Commercial Bank Limited together with the Audited Financial Statements as at December 31, 2017 for kind information & record. Sincerely Yours, ATM Tahmiduzzaman, FCS Company Secretary 01 United Commercial Bank Limited CONTENTS General information Page Vision, Mission and Core values 04 Corporate Profile 05 Five Years’ Financial Summary 07 Code of Conduct & Ethics 09 Board of Directors and Senior Management Page Board of Directors & its Committees 10 Senior Management 12 Chairman and Managing Director's Message Page Message from the Chairman 14 Managing Director & CEO's Round up 15 Corporate Governance Page Directors' Report 18 Report on Corporate Governance 37 CEO's & CFO's Declaration to the Board of Directors 51 Credit Rating 52 Report of the Audit Committee 53 Risk Management and Sustainability Analysis Page Disclosures on Risk Based Capital Adequacy (Basel III) 56 Report on Corporate Social Responsibility (CSR) 73 Report on Green Banking 76 Financial Statements of United Commercial Bank Limited Page Auditor's Report 79 Consolidated Balance Sheet 82 Consolidated Profit and Loss Account 84 Consolidated Cash Flow Statement 85 Consolidated Statement of Changes in Equity 86 Balance Sheet 87 Profit and Loss Account 89 Cash Flow Statement 90 Statement of Changes in Equity 91 Liquidity Statement 92 Notes to the Financial Statements 93 Annual Report 2017 02 Financial Statements of Offshore Banking Unit Page Balance Sheet 156 Profit and Loss Account 158 Cash Flow Statement 159 Notes to the Financial Statements 160 Directors' Report on Subsidiary Companies Page Directors’ Report on Subsidiary Companies 164 Financial Statements of UCB Capital Management Limited Page Auditor’s Report 169 Statement of Financial Position 170 Statement of Comprehensive Income 171 Statement of Cash Flow 172 Statement of Changes in Equity 173 Notes to the Financial Statements 174 Financial Statements of UCB Investment Limited Page Auditor’s Report 186 Balance Sheet 187 Profit and Loss Account 188 Cash Flow Statement 189 Statement of Changes in Equity 190 Notes to the Financial Statements 191 Supplementary Information Page Redressal of Investors' Compliant 193 Memories of Previous AGM 194 Notice of the 35th AGM 195 Proxy Form 197 03 United Commercial Bank Limited VISION, MISSION AND CORE VALUES VISION MISSION To be the Bank of first choice through To offer financial solutions that maximizing value for our clients, create, manage and increase our shareholders & employees and clients' wealth while improving the contributing to the national economy quality of life in the communities with social commitments we serve CORE VALUES We put our customers first We emphasize on professional ethics We maintain quality at all levels We believe in being a responsible corporate citizen We say what we believe in We foster participative management Annual Report 2017 04 CORPORATE PROFILE UNITED COMMERCIAL BANK Off-shore banking unit, mobile financial service (UCash), priority banking (UCB Imperial), remittance services, LIMITED (UCB) STARTED ITS credit card business and with dedicated human capital of HUMBLE JOURNEY IN MID 4,459 the bank has already made a distinct mark in the 1983 WITH A FIRM realm of private sector banking through boutique service, innovative practices, dynamic problem solving approach COMMITMENT OF THE and efficient management. The bank has very special ECONOMIC AND SOCIAL focus on import-export, agriculture, SME sector and retail DEVELOPMENT OF business with a view to lead in nationwide financial inclusion and green banking initiatives. The Bank has two BANGLADESH AND HAS BEEN wholly owned subsidiaries namely i.e. UCB Capital ABLE TO ESTABLISH ITSELF Management Limited (provides brokerage services in the AS ONE OF THE LARGEST capital market) and UCB Investment Limited (aims to carry out full-fledged merchant banking activities in PRIVATE COMMERCIAL BANKS Bangladesh). IN BANGLADESH TODAY. UCB's Board members include eminent individuals with UCB has played a pivotal role in creating, industry, financial and operational expertise. The board nourishing and establishing leading consists of 20 members including 3 independent directors entrepreneurs of the country and without and managing director. There are three committees under these very special people (entrepreneurs) the board which are Executive Committee, Audit we wouldn't have the economically strong Committee and Risk Management Committee. Bangladesh we have today. UCB is listed with Dhaka Stock Exchange Limited and Our innovative banking services has been recognized and Chittagong Stock Exchange Limited and rewarded even in the global arena. UCB has gone through the bank has been included in DS30 Index, a massive transformation in the recent past. Our formulated by world renowned S&P, transformation is reshaping the client experience. The considering the bank as one of the top 30 Board and the management of the bank clearly realize listed companies in Bangladesh. that multiple forces have reshaped the banking business in the country and UCB has to be ready to grab untapped UCB offers a wide range of banking potential of the country. Moving forward, the bank has products and financial services to clear strategy to rationalize our portfolio, managing risks corporate, SME and retail customers while accelerating the delivery of consistently strong through a variety of delivery channels and results with special focus on people, planet and profit to through its subsidiary companies. With a embrace sustainability. vast network of 178 branches along with 05 United Commercial Bank Limited CORPORATE PROFILE Registered Name United Commercial Bank Limited Legal Status Public Limited Company Date of Incorporation 26 June 1983 Date of Commencement of Business 27 June 1983 Chairman Rukhmila Zaman Vice Chairman Hajee Yunus Ahmed Chairman, Executive Committee Anisuzzaman Chowdhury Chairman, Audit Committee Akhter Matin Chaudhury, FCA (E&W), FCA, FCS Chairman, Risk Management Committee Md. Jahangir Alam Khan Managing Director A. E. Abdul Muhaimen Company Secretary ATM Tahmiduzzaman FCS Chief Financial Officer (Acting) Muhammad Hafizur Rahman, FCA, ACMA Date of Listing with DSE 30 November 1986 Date of Listing with CSE 15 November 1995 Authorized Capital BDT 15,000 million Paid up Capital BDT 10,541.31 million Total Manpower 4,459 (As on 31.12.17) Number of Branches 178 Number of ATM Booths 187 (As on 31.12.17) Syful Shamsul Alam & Co. Chartered Accountants Auditors Paramount Heights (level-6) 65/2/1, Box Culvert Road, Purana Paltan, Dhaka-1000, Bangladesh Md. Mosharrof Hossain, Advocate Tax Consultants Room No-20, 28A, Kakrail (3rd Floor) Dhaka Emerging Credit Rating Ltd. Rating Agency Shams Rangs, Level A1, A2 & A5 House 104, Park Road, Baridhara, Dhaka 1212 Registered Office Plot- CWS(A) -1 , Road - 34, Gulshan Avenue Dhaka-1212 , Bangladesh Telephone 0088 09611 999999/008802 55668070 E-mail [email protected] Website www.ucb.com.bd SWIFT UCBL BDDH Trading Symbol UCB Annual Report 2017 06 FIVE YEARS' FINANCIAL SUMMARY (Figures in million Taka except ratios and per share data) Results of operation 2017 2016 2015 2014 2013 Interest income 21,034.16 20,832.15 22,434.57 22,360.83 22,999.36 Interest expense 12,087.39 12,194.04 14,711.18 14,430.24 15,919.86 Net interest income 8,946.77 8,638.11 7,723.38 7,930.59 7,079.50 Non-interest income 8,435.50 7,703.97 7,824.62 7,278.80 5,319.08 Non-interest expenses 9,430.86 8,754.70 7,145.66 6,489.93 5,272.21 Gross Revenue 29,469.66 28,536.12 30,259.19 29,639.63 28,318.44 Gross Profit 17,382.27 16,342.08 15,548.00 15,209.39 12,398.58 Operating profit 7,951.41 7,587.38 8,402.34 8,719.46 7,126.37 Earning before interest, depreciation and tax* 6,744.42 6,474.45 8,254.73 7,571.27 6,413.71 Profit before tax 5,461.41 5,189.88 7,252.34 6,835.67 5,887.32 Net profit after tax 2,433.91 2,628.63 3,977.34 3,668.73 3,065.41 Balance Sheet Authorized capital 15,000.00 15,000.00 15,000.00 15,000.00 15,000.00 Paid up capital 10,541.31 10,541.31 10,039.34 8,366.12 8,366.12 Shareholders' equity 26,510.26 25,756.32 25,588.82 22,491.54 20,504.97 Borrowing 33,846.39 25,565.10 10,705.57 6,024.88 6,993.51 Deposits 278,195.49 257,704.30 220,866.48 211,072.06 184,896.85 Loans and advances 261,002.88 223,697.18 197,413.64 174,146.10 148,664.86 Investments 42,911.75 55,475.64 44,345.73 44,288.60 35,587.25 Fixed assets 8,344.10 8,380.18 8,586.73 8,510.00 7,957.31 Off-balance sheet exposure 197,973.80 171,169.75 150,713.79 144,554.47 67,094.06 Total assets 363,314.80 329,720.78 293,847.23 266,100.74 226,333.13 Total liabilities 336,804.54 303,964.46 268,258.41 243,609.20 205,828.17 Share Information Market price per share 23.60 21.30 21.30 29.30 25.10 No. of shares outstanding (No. in million) 1,054.13 1,054.13 1,003.93 836.61 836.61 Earnings per share (basic) 2.31 2.49 3.96 4.39 3.66 Earnings per share (restated) 2.31 2.49 3.96 3.65 3.05 Dividend (percent) 10.00 15.00 25.00 30.00 20.00 Cash Dividend (percent) 10.00 15.00 20.00 10.00 20.00 Stock Dividend (percent) - - 5.00 20.00 - Net asset value per share 25.15 24.43 25.49 26.88 24.51 Price earning ratio (times) 10.22 8.55 5.38 6.68 6.85 Dividend cover ratio (times) 2.31 1.66 1.58 1.46 1.83