Balance Sheet and Profit and Loss Account of W

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					                                                                   196
                                                   Introduction
                                                    Group Chart
                              Part A - Information on operations
                                    Part B - Accounting policies
          Part C - Information on the Consolidated Balance Sheet
                                                                                                    Balance Sheet and


Part D - Information on the Consolidated Profit and Loss Account
                                                                                                    Profit and Loss Account



                                      Part E - Other information
                                 Part F - Scope of Consolidation
                                                                                                                              Statement of Changes in




                                                        Annexes
                                                                                                                              Capital Stock and Reserves
                                                                                                                                                           to the Directors




                                                                         Information on the Parent Company
                                                                                                                                                           Powers Delegated




                                                        Reports
                              Organisation by geographical area
     Balance Sheet and
Profit and Loss Account
       Restated Accounts


       Accounts




                           197
198
INTERIM REPORT AS AT 30 JUNE 2002                                                                         INFORMATION ON THE PARENT COMPANY

                                                                                                 BALANCE SHEET AND PROFIT AND LOSS ACCOUNT


       Accounts for UniCredito Italiano S.p.A.


                       When preparing the interim report as at 30 June 2002, the accounting and reporting policies
         used for the 2001 accounts were followed.


         CONSOB Letter No. DAC/28034 of 12 April 2000 was also followed. With respect to accounting policies,
         this letter established the applicability of the so-called independence principle for the intra-year period.
         Thus, the half year was considered a separate period in which extraordinary, seasonal or cyclical
         expenses and revenues must be brought forward or deferred only if doing so is allowable in the annual
         report for the fiscal year as a whole.


         Thus, the balance sheet and profit and loss account as at 30 June 2002 do not include the portion
         of profits allocated for dividends of directly owned subsidiaries and affiliates if, and to the extent, the
         requirement of certainty as at 30 June has not been met (based on the proposal for dividend
         distribution submitted for the approval of the Shareholders’ Meeting), and is instead satisfied at the
         end of the period.


         Consequently, the balance sheet and profit and loss account for the two half-year periods were restated
         to allow for a comparable treatment of dividends as indicated above.


         As a result, the following accounts are provided:
         • Restated balance sheet and profit and loss account as at 30 June 2002 compared with those for the                                        199
           prior half-year accounts and those as at 31 December 2001;
         • The balance sheet and profit and loss account as at 30 June 2002.




         Note: Policies used for the restatement of figures on a comparable basis
               As compared to the regular accounts, the figures for the restated accounts were determined as follows:
               • For accounts as at 30 June 2002 by considering dividends of directly owned subsidiaries accrued during the period including
                 related tax charges.
               • For accounts as at 31 December 2001 restated and normal figures coincide.
               • For accounts as at 30 June 2001 by considering dividends of directly owned subsidiaries accrued during the period including
                 related tax charges.

                S.3 Project: Changes in corporate and accounting structure
                Since the resolutions of the extraordinary shareholders’ meeting of 6 May 2002 have not been finalised, the figures for the half-
                year accounts as at 30 June 2002 for UniCredito Italiano S.p.A. do not take into account the merger by absorption of Banca
                Cassa di Risparmio di Torino S.p.A.; Cassa di Risparmio di Verona, Vicenza, Belluno e Ancona Banca S.p.A.; Cassamarca Cassa
                di Risparmio di Trento e Rovereto S.p.A.; Cassa di Risparmio di Trieste Banca S.p.A.; Rolo Banca 1473 S.p.A.; and Credit
                Carimonte S.p.A. even though the effective date of this merger for accounting and tax purposes is 1 January 2002. These
                figures also do not incorporate the subsequent transfer by the Parent Company of the banking division to Credito Italiano, which
                has taken on the name of UniCredit Banca.
                As noted above (since the effective date for accounting purposes is 1 January 2002), the 2002 Accounts of UniCredit S.p.A.
                will include the profit and loss account for the 1st half year for the companies absorbed.
      Restated Company Accounts
      Balance Sheet

      Assets
                                                                            AMOUNTS AS AT
       (amounts in thousands of e)                             30.06.2002     31.12.2001     30.06.2001


      Cash and deposits with central banks and post offices       43,345         74,581         34,846
      Loans:
       - Loans to customers                                    6,189,746      5,352,868      8,100,017
       - Loans to banks                                       23,066,773     25,623,656     27,349,681
      Trading securities                                       3,780,417      3,254,399      3,764,734
      Fixed assets:
       investment securities                                  10,078,002      9,909,495      9,926,136
       Equity investments                                     11,889,948     11,606,333     10,979,928
       Intangible and tangible fixed assets                      179,042        184,314        187,697
      Other asset items                                        4,005,448      4,919,396      5,100,357
      Total assets                                            59,232,721     60,925,042     65,443,396




      Liabilities and Shareholders’ Equity

      Deposits:
       - Due to customers                                      3,612,377      4,804,545      4,598,314
       - Securities in issue                                   8,731,378      9,094,910      7,814,916
200    - Due to banks                                         24,586,855     25,686,203     33,707,722
      Specific reserves                                        1,185,769      1,229,587      1,046,447
      Other liabilities                                        3,427,528      2,727,255      2,749,026
      Loan loss reserves                                          16,527         16,527         22,982
      Subordinated debt                                        9,393,460      9,060,330      7,751,228
      Shareholders' equity:
       - Capital, reserves and retained earnings               7,808,067      7,216,804      7,216,804
       - Current period net profit                               470,760      1,088,881        535,957
      Total liabilities and shareholders’ equity              59,232,721     60,925,042     65,443,396




      Guarantees and commitments
      ITEMS


      Guarantees given                                         3,437,878      3,129,324      3,711,519
      Commitments                                              4,388,149      6,442,416      7,886,517
INTERIM REPORT AS AT 30 JUNE 2002                                           INFORMATION ON THE PARENT COMPANY

                                                                  BALANCE SHEET AND PROFIT AND LOSS ACCOUNT


  Profit and Loss Account

    Profit and Loss Account Items
                                                                             1st half
    (amounts in thousands of e)                                      2002                    2001        2001


    Net interest                                                  -94,990                -172,422    -307,607
    Dividends and other revenues                                1,139,368               1,125,794   2,345,753
      Net interest income                                       1,044,378                 953,372   2,038,146
    Net commissions                                                15,557                   8,713      17,330
    Trading profits (losses)                                      -44,311                 -20,932     -77,558
    Other net operating income                                     54,182                  67,007      96,092
      Revenues from services and other sources                     25,428                  54,788      35,864
    TOTAL REVENUES                                              1,069,806               1,008,160   2,074,010
    Payroll costs                                                 -94,673                -118,246    -200,468
    Other administrative costs                                   -109,021                 -76,807    -155,803
    Write-downs of intangible and tangible fixed assets           -10,973                 -11,662     -26,126
      Operating expenses                                         -214,667                -206,715    -382,397
    OPERATING PROFIT                                              855,139                 801,445   1,691,613
    Provisions for risks and charges                              -13,000                 -40,575     -50,464
    Net write-downs of loans and provisions
    for guarantees and commitments                                -52,493                 -35,565     -68,975
    Provisions to loan loss reserves                                    -                  -6,456           -
    Net write-downs of financial investments                     -116,931                 -19,253    -178,047
    PROFIT (LOSS) BEFORE EXTRAORDINARY ITEMS AND INCOME TAXES     672,715                 699,596   1,394,127
    Extraordinary income (loss) – net                              49,101                  40,925     145,786   201
    Earnings before taxes                                         721,816                 740,521   1,539,913
    Income tax for the period                                    -251,056                -204,564    -451,032
    NET PROFIT (LOSS) FOR THE PERIOD                              470,760                 535,957   1,088,881
      Company Accounts
      Balance Sheet as at 30 June 2002

      Assets
      (amounts in thousands of e)



        10. Cash and deposits with central banks and post offices                   43,345
        20. Treasury notes and similar securities eligible for
            Refinancing at central banks                                            699,946
        30. Loans to banks:                                                      23,066,773
            a) On demand                                            12,851,736
            b) Other loans                                          10,215,037
        40. Loans to customers:                                                   6,189,746
            Of which:
            - loans with deposits received in administration                 -            -
        50. Bonds and other debt securities:                                     12,851,069
            a) Of government issuers                                 3,969,705
            b) Of banks                                              8,220,979
                Of which:
                - own investment and trading securities                    46             -
             c) Of financial institutions                             601,574
                Of which:
                - own investment and trading securities                     -             -
             d) Of other issuers                                       58,811
        60. Shares, interests and other variable yield securities                   307,403
        70. Equity investments                                                    1,724,526
202
        80. Equity investments in Group companies                                10,165,422
        90. Intangible fixed assets                                                  14,530
             Of which:
             - Start-up costs                                                -
             - Goodwill                                                      -
      100. Tangible fixed assets                                                    164,512
      130. Other assets                                                           2,211,607
      140. Accrued income and prepaid expenses                                    1,017,851
             a) Accrued income                                        769,262
             b) Prepaid expenses                                      248,589
                Of which:
                - issue discount on securities                         10,057
      Total assets                                                               58,456,730
INTERIM REPORT AS AT 30 JUNE 2002                                   INFORMATION ON THE PARENT COMPANY

                                                              BALANCE SHEET AND PROFIT AND LOSS ACCOUNT




   Liabilities and Shareholders’ Equity
    (amounts in thousands of e)



      10. Due to banks:                                                                 24,586,854
            a) On demand                                                  6,869,385
            b) On term or with notice                                    17,717,469
      20. Due to customers:                                                              3,612,377
            a) On demand                                                  1,070,926
            b) On term or with notice                                     2,541,451
      30. Securities in issue:                                                           8,731,378
            a) Bonds                                                      4,805,609
            b) Certificates of deposit                                    3,925,326
            c) Other securities                                                443
      50. Other liabilities                                                              2,630,700
      60. Accrued liabilities and deferred income:                                         796,828
            a) Accrued liabilities                                          684,845
            b) Deferred income                                              111,983
      70. Reserve for employee severance pay                                                42,592
      80. Reserves for risks and charges:                                                  888,101
            a) Reserve for pensions and similar obligations                  18,369
            b) Taxation reserve                                             671,049
            c) Other reserves                                               198,683
      90. Loan loss reserves                                                                16,527        203
    110. Subordinated debt                                                               9,393,460
    120. Capital                                                                         2,565,550
    130.     Share premium reserve                                                       3,308,639
    140. Reserves:                                                                       1,933,780
            a) Legal reserve                                                368,367
            b) Reserve for own shares or interests                                -
            c) Statutory reserves                                           771,601
            d) Other reserves                                               793,812
    150. Revaluation reserves                                                                    -
    160. Retained earnings (losses)                                                             98
    170. Current period net profit (loss)                                                  -50,154
    Total liabilities and shareholders’ equity                                          58,456,730



   Guarantees and commitments
    (amounts in thousands of e)

    ITEMS


      10. Guarantees given                                                               3,437,878
          of which:
          - Acceptances                                                       1,081
          - Other guarantees                                              3,436,797
      20. Commitments                                                                    4,388,149
          of which:
          - For sales with repurchase obligation                                  -



                            MANAGING DIRECTOR/CEO                CHIEF ACCOUNTANT
                                     PROFUMO                          LECCACORVI
204
INTERIM REPORT AS AT 30 JUNE 2002                                                   INFORMATION ON THE PARENT COMPANY

                                                                              BALANCE SHEET AND PROFIT AND LOSS ACCOUNT



  Profit and Loss Account for 1st Half of 2002
   Profit and Loss Account
    (amounts in thousands of e)




     10. Interest income and similar revenues                                                              766,934
         of which:
         - On loans to customers                                                             94,331
         - On debt securities                                                               284,638
     20. Interest expense and similar charges                                                              861,924
         of which:
         - On amounts due to customers                                                       71,986
         - On securities in issue                                                           127,335
     30. Dividends and other revenues:                                                                     363,378
         a) On shares, interests and other variable yield securities                          3,263
         b) On equity investments                                                            13,739
         c) On equity investments in Group companies                                        346,376
     40. Commission income                                                                                  28,519
     50. Commission expense                                                                                 12,962
     60. Trading profits (losses)                                                                          -44,311
     70. Other operating income                                                                             66,677
     80. Administrative costs:                                                                             203,694
         a) Payroll costs                                                                    94,673
            of which:
            - Wages and salaries                                                             66,826                       205
            - Social security contributions                                                  22,219
            - Severance pay                                                                   4,416
            - Pensions and similar benefits                                                       -
         b) Other administrative costs                                                      109,021
     90. Write-downs of intangible and tangible fixed assets                                                10,973
    100. Provisions for risks and charges                                                                   13,000
    110. Other operating expenses                                                                           12,495
    120. Write-downs of loans and provisions for guarantees and commitments                                 61,855
    130. Write-backs of loans and provisions for guarantees and commitments                                  9,362
    140. Provisions to loan loss reserves                                                                        -
    150. Write-downs of financial investments                                                              126,395
    160. Write-backs of financial investments                                                                9,464
    170. Profit (loss) before extraordinary items and income tax                                          -103,275
    180. Extraordinary income                                                                               62,313
    190. Extraordinary charges                                                                              13,212
    200. Extraordinary income (loss) – net                                                                  49,101
    220. Income tax for the period                                                                          -4,020
    230. Current period net profit (loss)                                                                  -50,154




                            MANAGING DIRECTOR/CEO                                CHIEF ACCOUNTANT
                                  PROFUMO                                             LECCACORVI
                                                                   206
                                                   Introduction
                                                    Group Chart
                              Part A - Information on operations
                                    Part B - Accounting policies
          Part C - Information on the Consolidated Balance Sheet                                    and Loss Account

Part D - Information on the Consolidated Profit and Loss Account
                                                                                                                               and Reserves
                                                                                                    Balance Sheet and Profit




                                      Part E - Other information
                                 Part F - Scope of Consolidation
                                                                                                                                                                       to Directors




                                                        Annexes
                                                                         Information on the Parent Company
                                                                                                                                                                       Powers Delegated




                                                        Reports
                                                                                                                               Statement of Changes in Capital Stock




                              Organisation by geographical area
Statement of Changes
     in Capital Stock
        and Reserves



                        207
208
INTERIM REPORT AS AT 30 JUNE 2002                                                                INFORMATION ON THE PARENT COMPANY




        Statement of Changes in Capital Stock and Reserves
        for the First Half of 2002


                                                      Capital
                                                    made up                                                                    Total capital,
                                                   of shares                         RESERVES                                      Reserves
                                                       with a      Share                                    Revalu-                      and
                                                 par value of   premium      Legal   Statutory      Other     ation   Retained      retained
   (amounts in millions of e)                   E 0.50 each      reserve   reserve   reserves    reserves   reserve   earnings     earnings


   Balances as at 31.12.2001                        2,523.2     3,117.3    259.5       531.8      784.8           -        0.2     7,216.8
   Changes during 1st half of 2001
   Capital increase pursuant to
   Article 2443 of the Civil Code through
   the issuance of 84,670,661 common
   shares with a par value of e 0.50 each
   in exchange for the stock of Zagrebacka
   Bank d.d., Zagreb                                   42.4      191.3                                                               233.7
   Distribution of income approved by
   the ordinary shareholders’ meeting
   of 6 May 2002:
      - allocation to reserve                                              108.9       239.8         9.0                             357.7
      - to shareholders:
        28.2% of par value of
        e 2,554.7 million in common
        shares (equal to e 0.141),                                                                                                         -    209
        31.2% (i.e., the 28.2% stipulated for
        common shares plus a further
        3% allocation on the par value
        of e 10.9 million in savings shares
        (equal to e 0.156)                                                                                                                 -
      - Allocation of 1% of current period
        profit to the reserve for donations                                                                                               -
      - from retained earnings                                                                                           - 0.1        - 0.1
   Balances as at 30 June 2002                      2,565.6     3,308.6    368.4       771.6      793.8           -        0.1     7,808.1
                                                                   210
                                                   Introduction
                                                    Group Chart
                              Part A - Information on operations
                                    Part B - Accounting policies
          Part C - Information on the Consolidated Balance Sheet                                    and Loss Account

Part D - Information on the Consolidated Profit and Loss Account
                                                                                                    Balance Sheet and Profit




                                      Part E - Other information
                                 Part F - Scope of Consolidation
                                                                                                                               Statement of Changes in




                                                        Annexes
                                                                                                                               Capital Stock and Reserves




                                                                         Information on the Parent Company
                                                        Reports
                              Organisation by geographical area
                                                                                                                                                            Powers Delegated to the Directors
Powers Delegated
  to the Directors




                     211
      Powers Delegated to the Directors



      Below is a description of the powers delegated to Directors by the Board of Directors by resolution of 18
      January 1999 and by the Executive Committee by resolutions of 13 May 2002 and as subsequently
      amended and revised with resolutions on 20 June 2002 and 25 July 2002.


      By the Board of Directors:
      • To the Executive Committee, the power and authority to execute all the transactions that the Bank can
       perform pursuant to Article 4, paragraph 1 of the Articles of Association, with a number of specifications
       and restrictions concerning loans, expenses for building, purchasing and restructuring of property and
       for fitting out company buildings, the sale of property, the stipulation of property and goods leasing
       contracts and rental contracts, the appointment and administration of Personnel, the granting of
       contributions for recreational, sporting and cultural activities, bonuses for organisational schemes and
       provisions for Personnel in service and retirees, the provision of donations to bodies with social ends or
       in the public interest;
      • To the Chairman
        - The right to authorise a credit facility for the Managing Director/CEO, upon request by such officer,
         within a pre-established limit throughout the Bank’s network, for the cash payment of bank cheques
         drawn on other credit organisations.
        - Jointly with the Managing Director/CEO, the right to express the Bank’s approval, as Parent Company
212
         of the UniCredito Italiano Banking Group, of the acquisitions/disposals of equity investments by
         subsidiaries and of share issues by such subsidiaries, in both cases for amounts in excess of the
         spending power vested in the Managing Director/CEO and, at any rate, within pre-established limits;


      • To the Managing Director/CEO, in addition to the authority indicated above, to be exercised jointly with
       the Chairman regarding the transaction amounts, the following powers:
        - To authorise, at the express request of Company Representatives, a credit facility within a pre-
         established limit throughout the Bank’s network, for the cash payment of bank cheques drawn on
         other credit organisations;
        - To express the Bank’s approval, as Parent Company of the UniCredito Italiano Banking Group,
         regarding obligations upon the representatives of Banks and companies belong to banking groups, in
         relation to transactions pursuant to Article 136 of Legislative Decree No. 385 dated 1/9/1993 and for
         amounts not in excess of the pre-established limits;
        - To grant employees sole signature powers for transactions of a specified nature;
        - To represent the Bank as the holder of voting rights in the ordinary or extraordinary meetings,
         including abroad, or as a proxy for other interest holders or shareholders of those foreign companies.


      By the Executive Committee:
      • To the Chairman, the right to express his approval – in cases of urgency – of transactions in an amount
       in excess of the pre-established limits for the General Management Department/Areas, provided these
       are under predetermined limits related to loans, dealings in securities and other money market
INTERIM REPORT AS AT 30 JUNE 2002                                                   INFORMATION ON THE PARENT COMPANY

                                                                                     POWERS DELEGATED TO THE DIRECTORS




           instruments, spending powers, contributions and donations, non-performing loans, watchlist items,
           restructured loans and loans subject to restructuring, accidents and disputes;
         • To the Managing Director/CEO, the authority within pre-established limits and with the right to sub-
           delegate, in all sectors of the Bank’s activity, namely: loans, dealings in securities and other money
           market instruments, treasury activity, foreign exchange, activities relating to the determination of
           conditions, sale of property, spending powers, rights regarding contributions and donations, personnel
           administration rights, non-performing loans, watchlist items, restructured loans and loans being
           restructured, accidents and disputes.


         At its meeting of 6 May 2002, the Board of Directors also assigned to the Managing Committee (made
         up of the Chairman of the Board of Directors and the Deputy Chairmen appointed, or if there is no Deputy
         Chairman in office, made up of designated members of the Board of Directors) the duty of determining,
         in agreement with the Managing Director/CEO, the development policies and guidelines for strategic and
         operational plans to be submitted to the Board of Directors.




                                                                                                                         213

				
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