Annual Report to the General Meeting of Shareholders
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Annual Report to the General Meeting of Shareholders Report for 2015 Bank of Jerusalem Ltd. and its Consolidated Companies Contents Design: “Shachar Shoshana” Studio of the “Scorpio 88” Group Printed in The Old City Print Shop, Jerusalem. Annual Report for 2015 - Table of Contents A. Remarks by the Chairman of the Board of Directors 5 B. Report of the Board of Directors and Management 15 C. Certifications Regarding Internal Control over Financial Reporting 106 D. Auditor's Opinion 115 E. Audited Annual Financial Statements 119 F. Corporate Governance - Additional Details and Annexes to the Annual Report 287 Remarks by the Chairman of the Board Dear Shareholders, On behalf of the Board of Directors and myself, I am honored to present you with the Board of Directors’ Report and Financial Statements of Bank of Jerusalem for 2015. In 2015, the Bank continued implementing its multi-annual strategic plan, while meeting its business goals, and achieving a return on equity rate of 6.3% for its shareholders. The Global Economy The particularly stormy weather which appeared in the end of 2015 symbolized the storm which took place at the start of the year in stock exchanges around the world, which suffered sharp declines in all markets, and in all branches. It was a particularly dramatic year for the global economy, characterized by several significant changes, including the decline of oil prices, which fell to their lowest levels since the 2008 crisis, the first interest rate hike in the United States in eight years, and the downturn in the Chinese economy, which can be included among the factors which caused markets to crash in early 2016. The economic recession in Russia continues, while Greek has been rescued, for now, from its debt crisis. In summary, 2015 was similar to other recent years in reflecting a disappointing picture of global growth, even though the central banks continued injecting liquidity into the markets and adopted an expansionary monetary policy. The Economic Environment in Israel Last year will be remembered as a relatively quiet year in the Israeli economy. The basic indicators, including unemployment, inflation, balance of payments and budget, did not surprise for the worse. 2015 was characterized by full employment and a near-zero rate of price increases; the consumer price index for 2015 was negative, and declined by 1.0 percentage points, while the Shekel remained stable, with full control over government spending. 2015 was also characterized by low growth rates relative to growth potential, and a continued downtrend in growth. The GDP growth rate in Israel this year amounted to 2.3% only, while the growth rate of GDP per capita amounted to 0.3% only. The Israeli economy is currently in a state of deflation, and for the first time in many years, we are witnessing negative inflation over two consecutive years. These figures are alarming, and raise concerns of a recession. On the other hand, several positive trends can also be seen in the Israeli economy, including a budget deficit of 2.15% - lower than the planned target, a high growth rate in the Israeli IT industry, a high rate of savings, as well as gas reserves which will guarantee our energy security and low energy prices in the future. The decreased scope of public debt of the Israeli government, which has been continuing for approximately ten years, Israel's debt to GDP ratio, which serves as a highly important indicator of the state's fiscal and financial stability, and a very important factor influencing its credit rating, has been continuously decreasing over the last decade, and in 2015 amounted to 65% of GDP, as compared to over 90% in 2005. The current level of private debt in Israel compared to GDP, according to data recently published by the Bank of Israel, was low by international standards, which strengthened the economy's stability. Remarks by the Chairman of the Board of Directors 5 The Banking System in Israel The banking system continues to demonstrate stability and reasonable profitability, in consideration of the uncertainty caused by the series of regulatory changes and structural reforms which are intended to increase competition in the banking services segment in general, and competition between banks over the household segment in particular. Measures implemented for this purpose included the establishment of the Strum Committee - the "Committee on increasing competitiveness in common banking and financial services in Israel", which recently published an interim report detailing its recommendations, including a recommendation to work towards diversifying the credit sources which are available to households and medium sized businesses, with the aim of reducing credit costs by creating competition between banking and extra-banking credit sources, and a recommendation to separate the credit card companies from the banks. The Commissioner of Banks also revealed an ambitious program to increase competition in the system, including, inter alia, the separation of credit card companies from the two large banks, the issuance of a permit to the banks allowing them to distribute insurance products, providing the option for credit card companies to enter the retail credit market, the establishment of a consumer credit database, the application of deposit insurance, and many easements pertaining to online services. The banks were also required to submit to the Bank of Israel a multi-annual plan for increased operational efficiency. The planned structural changes and reforms, which are intended to increase competition, pose many more challenges to the banking system, while also allowing it to develop various new business opportunities. These developments, along with the global boom in the "fintech" industry, is proof of the change and momentum in the financial technological services industry, which continues gaining momentum every day, while creating challenges and opportunities for the banking system, along with expansion of the financial arena, and increased scopes of financial activity in the economy. Bank of Jerusalem - Results and Developments in 2015 During the year, the Bank successfully dealt with the implementation of the multi-annual strategic plan, while maintaining an adequate rate of profitability, despite the changing market conditions and the low interest rate environment. At the same time, management continued implementing the Bank's increased efficiency and development processes. The Bank's net profit for 2015 amounted to a total of NIS 48.6 million, while the return on equity rate amounted to 6.3%, in accordance with the Bank's risk appetite, and in accordance with the expectations in light of changing market conditions, including increased competition in the banking system. The rate of the increase in income for 2015 amounted to 2.6%, while the rate of the increase in operating expenses amounted to 3.8%. The net balances of the Bank's credit to the public portfolio amounted, as of the end of the year, to approximately NIS 10 billion, reflecting a growth rate of 3.4% in 2015. The Bank's credit portfolio is a high-quality portfolio characterized by significant distribution. The share of retail credit out of the entire portfolio amounts to 85%, most of which is housing credit backed by real estate properties. Along with the significant distribution, the quality of the Bank's credit portfolio is also reflected in the rate of the annual provision for credit losses, which amounted, in 2015, to 0.41%. In 2015, the Bank continued to increase and strengthen its capital base, and at year end, the ratio of total capital to risk components amounted to 13.4%, while the leveraging ratio amounted to approximately 5.2%. Bank of Jerusalem - Developments and trends in the last 5 years The main data are as follows: Report for 2015 - Bank of Jerusalem Ltd. and its Consolidated Companies 6 2015 2010 NIS Millions Change in percent Total balance sheet 14,220 10,126 + 40.4% Credit to the public, net 9,889 8,037 + 23.0% Public deposits 11,019 7,408 + 48.7% Capital 784* 633 + 23.9% Total income 477 250 + 90.0% Total expenses 366 203 + 80.2% Net profit 49 34 + 44.1% Return on equity 6.3% 5.5% 0.8 + percentage points Efficiency ratio 77.0% 81.2% 4.2 - percentage points Tier 1 capital adequacy ratio 9.7% 9.1% 0.6 + percentage points Number of positions 600 476 + 26.0% * After a dividend distribution in the total amount of NIS 73.5 million during the aforementioned five year period. Data regarding the Bank's development throughout the last five years indicate an increase in activity at a rate of 40.4%, which led to an impressive increase in income, at a rate of 90%, as well as in net profit - an increase from NIS 34 million at the end of 2010, to NIS 49 million at the end of 2015, reflecting an increase of 44.1%, and an increase in the return on equity rate, from 5.5% at the end of 2010, to 6.3% at the end of 2015. This impressive development reflects the implementation of the Bank's multi-annual strategy, including focusing on retail activity, which constitutes the basis for Bank of Jerusalem's status as a unique retail bank. In parallel with the growth, in 2015 the Bank continued implementing the increased efficiency process, which resulted in an improvement in the efficiency ratio, from 81.2% at the end of 2010, to 77.0% at the end of 2015. Remarks by the Chairman of the Board of Directors 7 Business Strategy The Bank's strategic plan is focused on controlled retail growth alongside growth of the customer base and the mix of products and services offered to households, as well as diversification and distribution of the Bank's retail operating segments.