CONSOLIDATED HALF-YEAR REPORT AS at 30 JUNE 2016. Consolidated Half-Year Report As at 30 June 2016
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CONSOLIDATED HALF-YEAR REPORT AS AT 30 JUNE 2016. Consolidated half-year report as at 30 June 2016 Banca popolare dell’Emilia Romagna Cooperative Bank with head office in Modena Via San Carlo, 8/20 Tel. 059/2021111 – Fax 059/2022033 Bank Registration no. 4932 ABI code 5387-6 Parent Company of Banca popolare dell’Emilia Romagna Banking Group Registered in the Register of Banking Group with code 5387.6, since 7 August 1992 http://www.bper.it; e-mail: [email protected] Tax code, VAT number and Business Register no. 01153230360 Modena Chamber of Commerce n° 222528 Share capital as at 31/12/2015 € 1,443,925,305.00 Member of the Interbank Deposit Guarantee Fund Ordinary shares listed on the MTA market 2 Consolidated half-year report as at 30 June 2016 Contents Contents Directors and officers of the Parent Company as at the date of approval of the page 5 Consolidated half-year report as at 30 June 2016 Group interim report on operations as at 30 June 2016 page 7 C onsolidated financial statements Consolidated balance sheet as at 30 June 2016 p age 135 Consolidated income statement as at 30 June 2016 page 136 Statement of consolidated comprehensive income page 137 Statement of changes in consolidated shareholders' equity page 138 Consolidated cash flow statement page 139 Consolidated Explanatory notes Part A - Accounting policies page 145 Part B - Information on the consolidated balance sheet page 165 Part C - Information on the consolidated income statement page 215 Part D - Consolidated comprehensive income page 237 Part E - Information on risks and related hedging policy page 239 Part F - Information on consolidated shareholders' equity page 259 Part G - Business Combinations page 273 Part H - Related-party transactions page 275 Part I - Equity-based payments page 281 Part L - Segment reporting page 285 Attachments Financial statements of the Parent Company BPER Banca Balance sheet of the Parent Company as at 30 June 2016 page 294 Income statement of the Parent Company as at 30 June 2016 page 295 Statement of changes in shareholders' equity of the Parent Company page 296 Performance of the Parent Company Results of banking activities page 297 3 Consolidated half-year report as at 30 June 2016 Contents Certifications and other reports Certification of the condensed half-year Consolidated financial statement at 30 June 2016 pursuant to art. 81-ter of CONSOB Regulation no. 11971 dated 14 May 1999 and subsequent additions and amendments page 317 Auditors' report on the review of condensed consolidated interim financial statements for the six months ended 30 June 2016 page 319 4 Consolidated half-year report as at 30 June 2016 Corporate officers Directors and officers of the Parent Company as at the date of approval of the Consolidated half-year report as at 30 June 2016 Board of Directors Chairman: Ettore Caselli Deputy chairmen: * Alberto Marri * Giosuè Boldrini * Luigi Odorici Chief Executive Officer: * Alessandro Vandelli Directors: Mara Bernardini Pietro Cassani Cristina Crotti * Pietro Ferrari Elisabetta Gualandri Costanzo Jannotti Pecci Giovampaolo Lucifero Giuseppe Lusignani Roberto Marotta Valeriana Maria Masperi Margh erita Perretti Valeria Venturelli Members of the Executive Committee Board of Statutory Auditors Chairman: Antonio Mele Acting Auditors: Carlo Baldi Diana Rizzo Francesca Sandrolini Vincenzo Tardini Substitute Auditors: Giorgia Butturi Gianluca Spinelli 5 Consolidated half-year report as at 30 June 2016 Corporate officers Board of Arbiters Members: Roberto Bernardi Cesare Busi Paolo Casarini Miranda Corradi Marcello Minutolo Substitute members: Pier Luigi Cerutti Federico Ferrari Amorotti Massimo Turchi General Management General Manager: Fabrizio Togni Deputy General Managers: Eugenio Garavini Pierpio Cerfogli Gian Enrico Venturini Claudio Battistella Manager responsible for preparing the Company's financial reports Manager responsible for preparing the Company's financial reports: Emilio Annovi Independent Auditors PricewaterhouseCoopers s.p.a. 6 Consolidated half-year report as at 30 June 2016 Group interim report on operations Group interim report on operations as at 30 June 2016 7 Consolidated half-year report as at 30 June 2016 Group interim report on operations Contents 1. Background 2. Key figures 2.1 BPER Banca Group structure as at 30 June 2016 2.2 Summary of results 2.3 Performance ratios 2.4 Summary schedules 3. Significant events and strategic transactions 3.1 Strategic transactions 3.2 The BPER Banca Group's 2015-2017 Business Plan 3.3 European Single Supervisory Mechanism (SSM) 3.4 Contributions to the Single Resolution Fund (SRF), the Deposit Guarantee Fund (DGS) and developments in the Interbank Deposit Guarantee Fund (IDGF-SV) (voluntary scheme) and Solidarity Fund 3.5 Structured finance operations, securitisations and other particular financial transactions 3.6 Other significant events 4. Summary of activities and strategic direction of the BPER Banca Group 4.1 Market positioning 4.2 Relations with customers 4.3 Commercial and service policies 4.4 Lending policies 4.5 The IT activities 4.6 Technical/property management 4.7 Human resources 4.8 Corporate Social Responsibility 5. Scope of consolidation of the BPER Banca Group 5.1 Composition of the BPER Banca Group as at 30 June 2016 5.2 Changes in the scope of consolidation 6. The BPER Banca Group's results of operations 6.1 Balance sheet aggregates 6.2 Own Funds and capital ratios 6.3 Reconciliation of consolidated net profit/shareholders' equity 6.4 Income statement aggregates 6.5 Employees 6.6 Geographical organisation 9 Consolidated half-year report as at 30 June 2016 Group interim report on operations 7. Principal risks and uncertainties 7.1 Risk management 7.2 Disclosure of exposures to sovereign debt held by listed companies 7.3 Main litigation and legal proceedings pending 8. The internal control system 8.1 Introduction 8.2 Risk management (RAF) 8.3 Development the internal control system 8.4 Levels of control envisaged by the Supervisory Authority 8.5 Control roles and duties attributed to BPER Banca Group functions 8.6 Line controls 8.7 Other control functions 9. Other information 9.1 Treasury shares 9.2 Share price performance 9.3 Shareholders 9.4 Rating at 30 June 2016 9.5 Investigations and audits 9.6 Intercompany and related-party transactions 9.7 Banco di Sardegna s.p.a. - Regulatory amendments simplifying disclosure requirements 9.8 Information on atypical, unusual or non-recurring transactions 9.9 Information on business continuity, financial risks, impairment tests and uncertainties regarding the use of estimates 9.10 Information to be provided about impairment tests, the contractual clauses that govern borrowing, the restructuring of debt and the "fair value hierarchy" 10. Significant subsequent events and outlook for operations 10.1 Subsequent events 10.2 Outlook for operations 10 Consolidated half-year report as at 30 June 2016 Group interim report on operations 1. Background According to the first-half figures, global growth seemed destined to remain below its potential also for the current year (global GDP in 2016 estimated at the beginning of June by the World Bank was 2.4% y/y); then Brexit struck. The outcome of the referendum in the UK, where the majority of the electorate voted in favour of leaving the European Union, now poses additional unknowns on a global recovery that, in the first six months of the year, showed modest expansion overall. The advanced economies were the real disappointment, where there continues to be a worrying lack of investment, while weak external demand is putting a brake on the resumption of exports. The contribution to growth from low energy prices is also proving to be surprisingly modest. These factors are then accompanied by a heightened political uncertainty and concerns about the effectiveness of monetary policies that, over time, have less and less room for manoeuvre. Analysing the main areas, in the United States, after a rather disappointing first part of the year in terms of growth (+1.1% q/q annualised growth in the first three months), the forerunners of the second quarter showed a trend in net recovery, so that the World Bank's latest estimates are now looking for growth in the USA of close to 2% y/y for the whole of 2016. Consumer spending remains positive, take-home pay is rising, and net wealth and savings are on the up. Despite some setbacks, the job market is maintaining a positive trend, still heading for full employment. The unemployment rate is falling, slowly but surely, and now stands at 4.7%. Up to now, the missing link for the labour market to be considered perfect, i.e. wage growth, has been showing encouraging signs of stabilisation during this initial part of the year. A minor weakness compared with last year's figures has been seen in the service sector, whereas manufacturing has recently recovered to more a comforting level (53.2 on the ISM Manufacturing Index in June), having been stuck under the threshold that separates expansion from contraction during the first few months of the year. The Federal Reserve, which started the year with a plan to make four rate hikes during 2016, has had to partially retrace its steps as the months go by: while still maintaining a generally positive assessment of the US economy, this Washington-based institute has, from the start of the second quarter, been taking an extremely cautious approach, dictated above all by the uncertainties caused by the continuing weakness of the world economy. Interest rates were not raised yet again at its June meeting, confirming one more time the extent to which monetary policy depends on macroeconomic data and possible international sources of risk, including the outcome of the referendum in the UK, which turned out to be real after all. In the Euro-zone, despite the slowdown in international trade and the turmoil in financial markets, GDP growth accelerated more than expected at the beginning of 2016 (0.6% q/q in the first quarter), partly as a result of unusual calendar factors and the exceptionally mild weather that boosted output in the construction industry, especially in Germany.