(A free translation of the original version in portuguese)
Individual and Consolidated Financial Statements under BRGAAP for the years
ended December 31, 2014 and 2013, for the Six Months ended December 31, 2014
and Independent Auditor’s Report.
Banco Pine S.A.
PricewaterhouseCoopers Auditores Independentes
(A free translation of the original in Portuguese)
Banco Pine S.A. and
Subsidiaries
Independent Auditor’s Report on
Financial Statements at
December 31, 2014
(A free translation of the original in Portuguese)
Independent Auditor’s Report
To the Board of Directors and Stockholders
Banco Pine S.A.
We have audited the accompanying financial statements of Banco Pine S.A. (the “Tnstitution”) standing
alone, which comprise the balance sheet as at December 31, 2014 and the statements of operations,
changes in equity and cash flows for the year and six- month period then ended, as well as the
accompanying consolidated financial statements of Banco Pine S.A. and its subsidiaries
(“Consolidated”), which comprise the consolidated balance sheet as at December 31, 2014, and the
consolidated statements of operations, changes in equity and cash flows for the year and six-month
period then ended, and a summary of significant accounting policies and other explanatory
information.
Management’s responsibility for the
consolidated financial statements
Management is responsible for the preparation and fair presentation of these financial statements in
accordance with accounting practices adopted in Brazil, applicable to institutions authorized to operate
by the Brazilian Central Bank (BACEN), and for such internal control as management determines is
necessary to enable the preparation of financial statements that are free from material misstatement,
whether due to fraud or error.
Auditor’s responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We
conducted our audit in accordance with Brazilian and International Standards on Auditing. Those
standards require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures
in the financial statements. The procedures selected depend on the auditor’s judgment, including the
assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error. In makingthose risk assessments, the auditor considers internal control relevant to the
Institution’s preparation and fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the Institution’s internal control. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of accounting estimates made by
management, as well as evaluating the overall presentation of the financial statements.
Banco Pine S.A.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our audit opinion.
Opinion
In our opinion, the financial statements present fairly, in all material respects, the financial position of
Banco Pine S.A. standing alone and of Banco Pine S.A. and its subsidiaries as at December 31, 2014,
and the Institution’s financial performance and cash flows, as well as the consolidated financial
performance and cash flows, for the year and six- month period then ended, in accordance with
accounting practices adopted in Brazil, applicable to institutions authorized to operate by the Brazilian
Central Bank (BACEN).
Other matters
Statement of value added
We have also audited the Institution’s and the consolidated statements of value added for the year and
six-month period then ended December 31, 2014, prepared under management’s responsibility, the
presentation of which is required by Brazilian corporate legislation for listed companies. These
statements were subjected to the same audit procedures described above and, in our opinion, are fairly
presented, in all material respects, in relation to the financial statements taken as a whole.
Sáo Paulo, February 9, 2015
PricewaterhouseCoopers
Auditores Independentes
CRC 2SP000160/0-5
Edison Arisa Pereira
Contador CRC 18P127241/ 0-0
PINE
(This is a free translation of the original in Portuguese.)
BANCO PINE S/ A
Corporate Taxpayer ID (CNPJ ): 62.144,175/ 0001-20 – Publicly-held Company –
Company Registry (NIRE): 35300525515
SUMMARY OF THE AUDIT COMMITTEE REPORT
FISCAL YEAR 2014
The Audit Committee of Banco Pine S/A and its subsidiaries is a statutory body
subordinated to the Board of Directors, implemented in compliance with the
regulations of the Central Bank of Brazil (BACEN) and the Brazilian Securities and
Exchange Commission (CVM), and its regiment is available in www.pine.com/ ir
website,
The Management ¡is responsible for the preparation of the Financial Statements of
Banco Pine S/A and Banco Pine S/A and its subsidiaries – (“Consolidated”) in
accordance with the accounting practices adopted in Brazil applicable to the
institutions authorized to operate by the Central Bank of Brazil. It is also
responsibility of the Management to (i) establish procedures to ensure the quality
of the information and processes used in the preparation of the Financial
Statements, (ii) manage the operational risks of the Pine Conglomerate and (iii)
supervise internal control and compliance activities.
The independent audit company is responsible for examining the Financial
Statements and issuing the report attesting their adequacy, in all relevant aspects,
in accordance with the accounting practices adopted in Brazil applicable to
institutions authorized to operate by the Central Bank of Brazil, due to corporate
legislation and norms of the National Monetary Council and the Central Bank of
Brazil.
The internal audit company’s activities are aimed at assessing the efficiency and
effectiveness of internal controls and risk management and adherence of processes
to the norms and procedures established by the Management.
Comnmittee’s Activities in fiscal year 2014:
The main objective of the Audit Committee’s work plan for fiscal year 2014 was
analyzing the structures, operations, processes and systems inherent to the Bank’s
business, including meetings with Pine Conglomerate’s key businesses areas.
Specific meetings were held with the Independent Audit company and the Internal
Audit Department to discuss the annual plan and ¡ts execution, as well as the
monitoring of Management’s measures related to the auditors’ decisions. There
were also meetings held with the Brazilian Central Bank to discuss these annual
plans, the semi-annual closings and aspects of ¡ts regulation and standardization.
PINE
Due to these meetings the Committee had the opportunity to make suggestions to
the Board of Directors to improve controls and risk management and monitor their
effective implementation within the scheduled time limits,
In the meeting held on February 4, 2015, the Financial Statements were analyzed
for the fiscal year ended on December 31, 2014 and prepared the Summary of the
Audit Committee Report with the activities pursued in the exercise.
Internal Control System:
In accordance with the schedule and work plan defined for the fiscal year ended
December 31, 2014, the Committee acknowledged Pine Conglomerate’s processes,
methods and control and information system, evaluating quality and the
commitment of managers in their maintenance and improvement.
All of the most important activities of the Organization, including those carried out
by other companies (relevant third parties), were analyzed and related risks, as
well as the controls used to reduce said risks to a management level considered
adequate were identified. These mappings, risks and controls are stored in an
electronic data system purchased from a specialized and renowned consulting firm.
Based on the information and observations collected at its meetings, the
Committee considers Pine Conglomerate’s size and operational complexity
adequate to ¡ts internal control systems, contributing to the efficiency of its
businesses, to the adequacy of the financial reports and compliance with the rules
and regulations applicable to its transactions.
Consolidated Risk Management:
Pine Conglomerate’s Risk Management ¡s exercised in a consolidated manner by the
Vice Presidency – “Chief Risk Officer”, comprising the main risks regulated by the
Central Bank of Brazil, namely, Credit Risk, Market Risk, Liquidity Risk and
Operational Risk.
In work meetings with the Risk Management unit, this Committee had the
opportunity to acknowledge the processes, methods, systems, and main reports to
manage Market, Liquidity, Credit, and Operational risks, including the activities of
a specific Risk committee.
Independent Auditors:
The Committee held meetings with the Independent Audit Company –
PricewaterhouseCoopers (PwC) – for the approval of the Quarterly Financial
Information (ITR) and Half-yearly/ Annual Financial Statements. At these meetings
the committee discussed the Annual Audit Plan and verified the compliance with ¡ts
Independence Policy.
The recommendations in the reports on internal controls were presented and
discussed by the Committee and Action Plans to solve them were established, in
conjunction with the Internal Audit Department and the respective areas. No cases
of non-compliance with legislation, regulations and internal norms which could
jeopardize the continuity of the Organization’s businesses were reported. The
Committee considers the planning and work of the independent auditors adequate
to Pine Conglomerate’s size and operational complexity.
PINE
Internal Audit Department:
The Committee approved the structure of the Internal Audit Department and the
Annual Plan comprising all operations, risks and processes of the organization and,
through its meetings, it monitors the compliance with them. The permanent
presence of the Internal Audit area in the Committee’s meetings provides the
necessary support to the activities and response to demands.
The Internal Audit Department also contributes to meet the demands of regulatory
bodies and presents and discusses these bodies’ reports and demands in meetings
with this Committee.
Consolidated Financial Statements:
The Committee evaluated the processes to prepare the financial information,
individual and consolidated balance sheets, financial reports and explanatory notes
disclosed in conjunction with the Financial Statements. lt discussed with PwC and
the Organization’s executive officers the relevant practices used to prepare the
Financial Statements in accordance with the accounting practices adopted in Brazil
applicable to the institutions authorized to operate by the Central Bank of Brazil.
Conclusion
After carefully evaluating its responsibilities and the natural limitations arising
from the scope of ¡ts activities, the Audit Committee recommends the approval by
the Board of Directors of the Financial Statements of Banco Pine S/A and Banco
Pine S/A and its subsidiaries – Consolidated, for the semester and fiscal year ended
December 31, 2014,
Sáo Paulo, February 09, 2015
Maurízio Mauro
Chairman of the Audit Committee
Independent Member of the Board of Directors
William Pereira Pinto
Financial Specialist Member
Sérgio Machado Zica de Castro
Minority Shareholders’ Representative
BANCO PINE S.A.
Public Company
CNPJ 62.144.175/ 0001-20
STATEMENT OF THE MANAGEMENT ON THE INDEPENDENT AUDITORS REPORT
After the Company’s Financial Statements analysis, related to the period ended on December 31, 2014,
accompanied by the Management Report, the balance sheet, other parts of the Financial Statements,
the Independent Auditors Report and the Audit Committee Report, the members of the Executive
Management, pursuant to the Article 25, Paragraph 1, section V, of the CVM Instruction n%480, from
February 7, 2009, DECLARE THAT the opinion expressed in the Independent Auditors Report was
discussed, revised and agreed.
Sáo Paulo, February 09, 2015.
Members of the Executive Management
Noberto Nogueira Pinheiro J únior
Norberto Zaiet ] únior
Ulisses Marcio Alcantarilla
Gabriela Redonda Chiste
Rodrigo Esteves Pinheiro
Gustavo Gierum
Joáo Vicente Peregrino de Brito
Jefferson Dias Micelli
Luiz Eduardo Marinho da Silva Oliveira
Marco Antonio de Paulo Maciel
Welinton Gesteira Souza
Claudia Lopes
Fabio Ferraz
Rodrigo Montemor
Ivan Marc Farber
Alexandre Aoude
Ulisses Márcio Alcantarilla
César Mindof
David Gold
Rafael Ferreira Garrote Paiva
BANCO PINE S.A.
Companhia Aberta
CNPJ 62.144.175/ 0001-20
STATEMENT OF THE MANAGEMENT ON FINANCIAL STATEMENTS
After the Company’s Financial Statements analysis, related to the period ended on December 31, 2014,
accompanied by the Management Report, the balance sheet, other parts of the Financial Statements, the
Independent Auditors Report and the Audit Committee Report (“Financial Statements”), the members of
the Executive Management, pursuant to the Article 25, Paragraph 1, section VI, of the CVM Instruction
n2480, from February 7, 2009, declare that the Financial Statements were discussed, revised and agreed.
Sáo Paulo, February 09, 2015.
Members of the Executive Management
Noberto Nogueira Pinheiro J únior
Norberto Zaiet ] únior
Ulisses Marcio Alcantarilla
Gabriela Redonda Chiste
Rodrigo Esteves Pinheiro
Gustavo Gierum
Joáo Vicente Peregrino de Brito
Jefferson Dias Micelli
Luiz Eduardo Marinho da Silva Oliveira
Marco Antonio de Paulo Maciel
Welinton Gesteira Souza
Claudia Lopes
Fabio Ferraz
Rodrigo Montemor
Ivan Marc Farber
Alexandre Aoude
Ulisses Márcio Alcantarilla
César Mindof
David Gold
Rafael Ferreira Garrote Paiva
A PINE
MANAGEMENT REPORT- 2014
Pine“s Management, in accordance with the law, presents the material facts and relevant events of the year thus far for your appreciation.
This report includes the Individual and Consolidated Financial Statements for the twelve-month period ended December 31, 2014. The
information contained in this material are available on Relations Investor website of Banco Pine (www. pine.com/ ir).
Dear shareholders,
2014 was another year of important achievements and strong consistency in all business lines.
Based on a conservative and consistent strategy, we reduced throughout 2014 our growth projections and worked even more rigidly and
prudently in granting loans. We have prioritized the quality of the transactions and the increase in real collaterals in order to preserve the
liquidity and solidity of our operations, in a period marked by political and economic uncertainties.
With this strategy we maintained our expanded loan portfolio mostly stable, increasing significantly the quality of loans, up to the point in
which 95.0% of our transactions were rated between AA and C, by December. We sacrificed short-term profitability in order to further
strengthen our balance sheet and to increase liquidity, anticipating a scenario of economic contraction. Over the past three years, we have
invested in our risk models in order to make our provisions even more conservative and to protect our shareholders” equity.
Besides the improvement in the quality of the loan portfolio, this strategy also enabled the expansion of the positive liquidity gap; the
increase of 50 bps in Tier 1 BIS ratio, with total capital reaching 13.9% – 26.4% above the minimum required by the Brazilian Central Bank;
highly liquid balance sheet; and strengthening of provisions, further increasing the loan portfolio coverage ratio to around 3.0%
Also in accordance with our strategy, we reduced the cost of total funding in the last 12 months, through syndicated loans in foreign
currency, Financial Bill issuances, Agribusiness and Real Estate Letters of Credit and prepayment/ repurchase of our own bonds.
In 2015, the year that Banco Pine will complete 18 years, the conservative approach in conducting business will continue guiding our
management with the clear objective of capital preservation and with a perennial growth strategy built on solid foundations, with
continuous investments in the range of products and in human capital.
Today we are among the 13 largest banks offering credit to large companies and the 6th largest Brazilian controlled private bank (according
to the “Melhores e Maiores” ranking compiled by Exame magazine), the 16th largest bank in derivative transactions and the 2nd largest in
commodity derivatives, according to CETIP – OTC Clearing House. Once again we ranked among the first positions in the Top 5 ranking of the
Central Bank, being one of the most consistent institutions in their projections in 2014.
2015 is shaping up to be another year full of challenges and we are confident in our strategy and in our solid foundations to continue to
expand our franchise, maintaining the adequate balance between risk and return. We will continue to invest in our team and in the
complete service to our clients, increasing the portfolio of products and services and maintaining a very close relationship with each one of
them.
External Auditors
In compliance with CVM Instruction 381, of January 14, 2003, Pine reports that did not hire from the independent auditors any other services
than those related to the audit works for the period from January to December, 2014. Pine adopts the procedure of limiting the services
rendered by its independent auditors so as to ensure the auditor’s independence and objectivity pursuant to Brazilian and international
standards.
Executive Committee
Sáo Paulo, February 09, 2015.
(A free translation of the original in Portuguese)
BANCO PINE S.A. AND SUBSIDIARIES
BALANCE SHEETS ON DECEMBER 31, 2014 AND 2013
(In thousands of reais)
AE
ASSETS ETE
CURRENT ASSETS 6,258,837 6,775,528 6,531,600 6,919,289
Cash 4 173,634 147,466 179,515 157,168
Short-term interbank investments 5. 243,250 667,692 243,250 668,002
Open market investments 151,040 183,922 151,040 184,232
Interbank deposits 21,028 58,199 21,028 58,199
Foreign currency investments 71,182 425,571 71,182 425,571
Marketable securities and derivative financial instruments 1,204,709 1,804,111 1,465,128 1,918,995
Own portfolio 6. a) 766,845 1,021,113 1,027,264 1,135,997
Subject to repurchase agreements 6. a) 203,998 551,072 203,998 551,072
Derivative financial instruments 6. b) 232,588 227,376 232,588 227,376
Subject to guarantees 6. a) 1,278 4,550 1,278 4,550
Interbank accounts 631 621 631 621
Restricted deposits:
Brazilian Central Bank 631 621 631 621
Loan operations 7. 3,509,571 3,133,477 3,513,628 3,145,959
Loan operations – private sector 3,263,940 2917,156 3,268,032 2,929,833
Loan operations – public sector – 365 Ñ 365
Credit transactions subject to transfer 7.3) 371,322 305,996 371,322 305,996
(-) Allowance for loan losses (125,691) (90,040) (125,726) (90,235)
Other receivables 954,447 854,969 956,853 861,352
Foreign exchange portfolio 8. 602,367 525,129 602,367 525,129
Income receivable 33,341 26,958 33,341 26,958
Negotiation and intermediation of securities 89,051 65,415 89,051 67,008
Sundry 9. 243,627 248,971 246,033 253,761
(-) Allowance for other loan losses (13,939) (11,504) (13,939) (11,504)
Other assets 172,595 167,192 172,595 167,192
Non-operating assets 169,163 162,764 169,163 162,764
Prepaid expenses 3,432 4,428 3,432 4,428
LONG-TERM RECEIVABLES 4,101,573 3,677,856 3,895,741 3,521,586
Marketable securities and derivative financial instruments 1,749,441 799,680 1,539,565 595,750
Own portfolio 6. a) 1,314,028 402,119 1,104,152 198,189
Derivative financial instruments 6. b) 288,089 287,982 288,089 287,982
Subject to guarantees 6. a) 147,324 109,579 147,324 109,579
Loan operations 7. 1,937,716 2,374,308 1,937,716 2,416,359
Loan operations – private sector 1,920,927 2,371,032 1,920,927 2,420,402
Loan operations – public sector – 18,626 Ñ 18,626
Credit transactions subject to transfer 7.5) 62,277 60,538 62,277 60,538
(-) Allowance for loan losses (45,488) (75,888) (45,488) (83,207)
Other receivables 405,288 492,247 409,214 497,821
Income receivable 41,354 29,987 41,354 29,987
Deposits in guarantee 15. (0) (d) 40,393 206,615 40,649 207,809
Sundry 9. 324,064 256,343 327,734 260,723
(-) Allowance for other loan losses (523) (698) (523) (698)
Other assets 9,128 11,621 9,246 11,656
Prepaid expenses 9,128 11,621 9,246 11,656
PERMANENT ASSETS 83,084 139,672 19,752 103,791
Investments 64,090 113,260 – 76,509
Investments subsidiaries – Abroad 10.a) 5,344 9,047 – –
Investments in local subsidiaries 10.a) 58,746 104,213 Ñ –
Other investments 10.b) – – Ñ 76,509
Property and equipment in use 11.a) 18,255 24,984 18,746 25,619
Facilities, furniture and equipment in use 13,217 13,216 13,885 13,806
Other fixed assets in use 21,384 29,140 21,685 29,405
Accumulated depreciation (16,346) (17,372) (16,824) (17,592)
Intangible assets 11.b) 739 1,428 1,006 1,663
Expenses for acquisition and development of software 9,587 9,587 9,854 10,288
Accumulated amortization (8,848) (8,159) (8,848) (8,625)
TOTAL ASSETS 10,443,494 10,593,056 10,447,093 10,544,666
(A free translation of the original in Portuguese)
BANCO PINE S.A. AND SUBSIDIARIES
BALANCE SHEETS ON DECEMBER 31, 2014 AND 2013
(In thousands of reais)
Consolidado
LIABILITIES AND EQUITY 2014 ETE
CURRENT LIABILITIES 5,562,787 6,029,282 5,249,385 5,633,178
Deposits 12. 1,604,719 2,104,966 1,587,295 2,045,453
Demand deposits 26,683 23,332 26,621 23,260
Interbank deposits 46,871 77,846 46,871 73,665
Time deposits 1,531,165 2,003,788 1,513,803 1,948,528
Funds obtained in the open market 13. 196,521 547,579 164,869 508,792
Own portfolio 196,521 547,579 164,869 333,529
Third-party portfolio – – Ñ 175,263
Funds from acceptance and issuance of securities 1,105,977 1,301,013 1,105,977 1,301,013
Real estate letters of credit 17. a) 442,192 270,317 442,192 270,317
Agribusiness letters of credit 17. a) 530,896 410,269 530,896 410,269
Financial bills 17. a) 121,061 599,368 121,061 599,368
Securities issued abroad 17.b) 11,828 21,059 11,828 21,059
Interbank accounts 1,187 25 1,187 25
Corresponden banks 1,187 25 1,187 25
Interdepartmental accounts 74 15,072 74 15,072
Third-party funds in transit 74 15,072 74 15,072
Borrowings and onlendings 16. 1,806,009 1,389,642 1,806,009 1,389,642
Foreign borrowings 1,079,612 1,045,727 1,079,612 1,045,727
Local onlendings – official institutions 663,936 341,050 663,936 341,050
Foreign onlendings 62,461 2,865 62,461 2,865
Derivative Financial Instruments 6. b) 233,893 160,353 233,893 160,353
Derivative financial instruments 233,893 160,353 233,893 160,353
Other liabilities 614,407 510,632 350,081 212,828
Collection and payment of taxes and similar 14. a) 378 1,163 378 1,163
Foreign exchange portfolio 8. 149,894 94,959 149,894 94,959
Social and statutory payables – 6,432 Ñ 6,432
Tax and social security contributions 14.b) 6,634 20,368 10,088 25,107
Negotiation and intermediation of securities 50,763 27,602 50,763 39,922
Subordinated debt 18. 16,044 14,150 16,044 14,150
Sundry 14.0) 390,694 345,958 122,914 31,095
Liabilities for sale and transfer of financial assets 7.3) 372,113 317,327 102,098 –
Other 18,581 28,631 20,816 31,095
LONG-TERM LIABILITIES 3,539,534 3,222,867 3,856,535 3,570,581
Deposits 12. 766,181 1,159,366 727,022 1,110,748
Interbank deposits 21,709 16,093 21,664 16,053
Time deposits 744,472 1,143,273 705,358 1,094,695
Funds obtained in the open market 13. 3,672 – 3,672 –
Own portfolio 3,672 – 3,672 –
Funds from acceptance and issuance of securities 937,520 436,686 937,520 436,686
Real estate letters of credit 17. a) 122,320 10,379 122,320 10,379
Agribusiness letters of credit 17. a) 72,567 28,073 72,567 28,073
Financial bills 17. a) 568,690 138,999 568,690 138,999
Securities issued abroad 17.b) 173,943 259,235 173,943 259,235
Borrowings and onlendings 16. 1,367,953 1,107,431 1,367,953 1,107,431
Foreign borrowings 129,751 304,538 129,751 304,538
Local onlendings – official institutions 669,562 800,058 669,562 800,058
Foreign onlendings 568,640 2,835 568,640 2,835
Derivative financial instruments 6. b) 31,180 30,480 31,180 30,480
Derivative financial instruments 31,180 30,480 31,180 30,480
Other liabilities 433,028 488,904 789,188 885,236
Tax and social security contributions 14.b) 30,901 63,244 30,901 63,251
Subordinated debt 18. 317,946 346,061 317,946 346,061
Sundry 14.c) 84,181 79,599 440,341 475,924
Liabilities for sale and transfer of financial assets 7.) 62,277 60,538 Ñ –
Provision for contingent liabilities 21,068 11,922 21,068 11,922
Obligations for shares of investment funds – – 418,437 456,863
Other 836 7,139 836 7,139
RESULTADO DE EXERCÍCIOS FUTUROS 85,236 68,499 85,236 68,499
EQUITY 19. 1,255,937 1,272,408 1,255,937 1,272,408
Capital 1,112,259 – 1,112,259 1,112,259 1,112,259
Local residents 981,847 979,805 981,847 979,805
Foreign residents 130,412 132,454 130,412 132,454
Capital reserves – 14,032 Ñ 14,032
Revenue reserves 189,150 184,965 189,150 184,965
Carrying value adjustments (28,442) (16,765) (28,442) (16,765)
(-) Treasury shares (17,030) (22,083) (17,030) (22,083)
TOTAL LIABILITIES AND EQUITY 10,443,494 10,593,056 10,447,093 10,544,666
The accompanying notes are an integral part of these financial statements.
(A free translation of the original in Portuguese)
BANCO PINE S.A. AND SUBSIDIARIES
STATEMENTS OF OPERATIONS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
AND FOR THE SEMESTER ENDED ON DECEMBER 31, 2014
(In thousands of reais, except net income per share)
PINE
Consolidated
Semester UE ] Exercício
INCOME FROM FINANCIAL INTERMEDIATION 829,398
1,367,357 1,159,557 824,363 1,350,327 1,181,919
Loan operations 20.a) 418,717 777,760 554,395 419,598 781,402 568,043
Marketable securities 20.b) 163,314 344,797 254,064 157,398 324,125 262,778
Derivative financial instruments 6.b) 183,689 200,273 196,213 183,689 200,273 196,213
Foreign exchange transactions 63,678 44,527 154,885 63,678 44,527 154,885
EXPENSES FOR FINANCIAL INTERMEDIATION (718,799) (1,112,766) (911,104) (681,423) (1,028,341) (892,776)
Funds obtained in the market 20.c) (407,308) (688,936) (612,436) (408,417) (688,868) (608,015)
Borrowings and onlendings 20.d) (241,406) (281,618) (183,693) (241,406) (281,618) (183,693)
Transactions for sale or transfer of financial assets (38,291) (76,879) (16,491) – – –
Provision for loan losses (31,794) (65,333) (98,484) (31,600) (57,855) (101,068)
GROSS PROFIT FROM FINANCIAL INTERMEDIATION 110,599 254,591 248,453 142,940 321,986 289,143
OPERATING INCOME (EXPENSE) (108,759) (149,768) (38,068) (138,055) (211,229) (68,998)
Income from services rendered 20.e) 35,576 72,224 84,921 47,005 90,461 115,033
Income from bank charges 1,482 2,310 2,504 1,482 2,310 2,504
Personnel expenses 20.f) (47,438) (89,811) (86,054) (50,908) (96,556) (91,705)
Other administrative expenses 20.9) (40,674) (84,378) (91,695) (43,681) (90,024) (94,900)
Tax expenses 20.h) (4,982) (9,772) (13,321) (6,069) (11,484) (16,645)
Equity in the results of investees 10. 6,526 8,043 24,040 – – –
Other operating income 20.1) 7,961 23,034 74,044 8,240 24,898 73,513
Other operating expenses 20.) (67,210) (71,418) (32,507) (94,124) (130,834) (56,798)
OPERATING PROFIT 1,840 104,823 210,385 4,885 110,757 220,145
NON-OPERATING RESULTS 20.k) 3,718 15,024 9,252 3,727 15,034 9,252
INCOME BEFORE INCOME TAXES AND
PROFIT SHARING 5,558 119,847 219,637 8,612 125,791 229,397
INCOME TAX AND SOCIAL CONTRIBUTION 21. 35,347 13,999 (22,338) 32,796 9,121 (31,017)
Provision for current income tax 9,613 (16,987) (11,027) 7,894 (20,233) (16,913)
Provision for current social contribution 5,904 (10,512) (6,885) 5,061 (12,167) (9,438)
Deferred income tax and social contribution 19,830 41,498 (4,426) 19,841 41,521 (4,666)
PROFIT SHARING (17,066) (39,539) (35,703) (17,569) (40,605) (36,784)
NET INCOME 23,839 94,307 161,596 23,839 94,307 161,596
NUMBER OF OUTSTANDING SHARES 118,903,884 118,903,884 121,694,711 118,903,884 118,903,884 121,694,711
NET INCOME PER SHARE — IN REAIS 0.20049 0.79314 1.32788 0.20049 0.79314 1.32788
The accompanying notes are an integral part of these financial statements.
(A free translation of the original in Portuguese)
BANCO PINE S.A. AND SUBSIDIARIES
(In thousands of reais, except net income per share)
la
STATEMENTS OF COMPREHENSIVE INCOME FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Net income of the period 94,307
Available-for-sale financial assets (34,245)
Cash flow hedges (1,416)
Income tax 19,022
Other (11,803)
Comprehensive net income 65,865
161,596
(20,308)
11,230
(7,687)
144,831
187,453
(843)
343
77
187,030
The accompanying notes are an integral part of these financial statements.
(A free translation of the original in Portuguese)
BANCO PINE S.A. AND SUBSIDIARIES
STATEMENTS OF VALUE ADDED FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
(In thousands of reais)
PINE
Semester
Individual
Semester
Income
Financial intermediation
Services rendered
Bank charges
Provision for loan losses
Other
Expenses for financial intermediation
Goods and services acquired from third parties
Materials, electricity and other
Third-party services
Other
Gross value added
Depreciation and amortization
Net value added produced by the institution
Value added transferred from others
Equity in the results of investees
Total value added to be distributed
Distribution of value added
Personnel
Salaries
Benefits and training
Social charges
Profit sharing
Taxes, charges and contributions
Federal
State
Municipal
Income tax and social contribution
Remuneration of third-party capital
Rents and leased assets
Remuneration of own capital
Interest on own capital/dividends
Retained earnings
779,131
829,398
35,576
1,482
(81,794)
(65,531)
687,005
33,808
293
25,608
7,907
58,318
1,649
56,669
6,526
6,526
63,195
63,195
64,504
32,181
4,640
10,617
17,066
(30,364)
2,789
1
2,193
(85,347)
5,216
5,216
23,839
31,200
(7,361)
1,343,198
1,367,357
72,224
2,310
(65,333)
(83,360)
047,433
70,229
637
53,669
15,923
225,536
3,777
221,759
8,043
8,043
229,802
229,802
129,350
60,590
9,009
20,212
39,539
(4,227)
5,055
2
4,715
(13,999)
10,372
10,372
94,307
71,200
23,107
1,199,287
1,159,557
84,921
2,504
(88,484)
50,789
812,620
76,435
640
55,195
20,600
310,232
5,316
304,916
24,040
24,040
328,956
328,956
121,757
58,138
8,949
18,967
35,703
35,659
8,278
5
5,038
22,338
9,944
9,944
161,596
120,000
41,596
759,093
824,363
47,005
1,482
(81,600)
(82,157)
649,823
36,386
318
27,629
8,439
72,884
1,764
71,120
71,120
71,120
68,478
35,011
4,885
11,013
17,569
(26,727)
3,298
1
2,770
(82,796)
5,530
5,530
23,839
31,200
(7,361)
1,294,341
1,350,327
90,461
2,310
(67,855)
(90,902)
970,486
75,079
674
57,718
16,687
248,776
3,987
244,789
244,789
244,789
137,161
66,134
9,491
20,931
40,605
2,363
5,905
3
5,576
(9,121)
10,958
10,958
94,307
71,200
23,107
1,224,355
1,181,919
115,033
2,504
(101,068)
25,967
791,708
79,195
657
57,410
21,128
353,452
5,417
348,035
348,035
348,035
128,489
62,420
9,426
19,859
36,784
47,662
10,143
5
6,497
31,017
10,288
10,288
161,596
120,000
41,596
The accompanying notes are an integral part of these financial statements.
(A free translation of the original in Portuguese)
BANCO PINE S.A.
STATEMENT OF CHANGES IN EQUITY AS ON DECEMBER 31, 2014 AND 2013
AND FOR THE SEMESTER ENDED ON DECEMBER 31, 2014
(In thousands of reais, except dividends and interest on own capital per share)
PINE
TIE
Paid-up e] A
AT reserves Legal Statutory A CA TO
Balances on December 31, 2012 935,683 11,685 24,955 260,796 (423) (12,750) – 1,219,946
Capital increase (Note 19) 176,576 – (17,429) (127,571) – – Ñ 31,576
Other capital reserves – 2,347 Ñ – – – Ñ 2,347
Acquisition of treasury shares – Ñ Ñ – – (9,333) Ñ (9,333)
MTM available-for-sale securities – Ñ Ñ – (12,185) – Ñ (12,185)
Other carrying value adjustments – Ñ Ñ – (4,157) – Ñ (4,157)
Net income – Ñ Ñ – – – 161,596 161,596
Appropriations (Note 19):
Legal reserve – Ñ 8,080 – – – (8,080) –
Statutory reserve – Ñ Ñ 33,516 – – (33,516) –
Approval of proposed additional dividend – Ñ Ñ 81,622 – – Ñ 81,622
Payment of proposed additional dividend – Ñ Ñ (79,004) – – Ñ (79,004)
Prepaid dividends (R$0.4744 per share) – Ñ Ñ – – – (57,730) (57,730)
Interest on own capital (R$0.5117 per share) – – – – – – (62,270) (62,270)
Balances on December 31, 2013 1,112,259 14,032 15,606 169,359 (16,765) (22,083) – 1,272,408
Acquisition of treasury shares – Ñ Ñ – – (24,254) – (24,254)
Cancellation of treasury shares – (14,032) Ñ (9,874) – 29,307 – 5,401
Sale of treasury shares – Ñ Ñ 5 – – Ñ 5
MTM available-for-sale securities – Ñ Ñ – (8,100) – Ñ (8,100)
MTM Cash flow hedge – Ñ Ñ – (829) Ñ (829)
Other carrying value adjustments – Ñ Ñ – (2,748) – Ñ (2,748)
Net income – Ñ Ñ – – – 94,307 94,307
Appropriations (Note 19):
Legal reserve – Ñ 4,715 – – – (4,715) –
Statutory reserve – Ñ Ñ 18,392 – – (18,392) –
Approval of proposed additional dividend – Ñ Ñ (21,177) – – Ñ (21,177)
Payment of proposed additional dividend – Ñ Ñ 12,124 – – Ñ 12,124
Prepaid dividends (R$0.0567 per share) – Ñ Ñ – – – (6,737) (6,737)
Interest on own capital (R$0.5421 per share) – Ñ Ñ – – – (64,463) (64,463)
Balances on December 31, 2014 1,112,259 – 20,321 168,829 (28,442) (17,030) – 1,255,937
Balances on June 30, 2014 1,112,259 – 19,128 176,838 (16,948) – (21,348) – 1,269,929
Acquisition of treasury shares – Ñ Ñ – – (2,913) – (2,913)
Cancellation of treasury shares – Ñ Ñ – – 7,231 – 7,231
Sale of treasury shares – Ñ Ñ 5 – – Ñ 5
MTM available-for-sale securities – Ñ Ñ – (8,786) – Ñ (8,786)
MTM Cash flow hedge – Ñ Ñ – (805) – Ñ (805)
Other carrying value adjustments – Ñ Ñ – (1,903) – Ñ (1,903)
Net income – Ñ Ñ – – – 23,839 23,839
Appropriations (Note 19): –
Legal reserve – Ñ 1,193 – – – (1,193) –
Statutory reserve – Ñ Ñ (8,554) – – 8,554 –
Approval of proposed additional dividend – Ñ Ñ (11,584) – – Ñ (11,584)
Payment of proposed additional dividend – Ñ Ñ 12,124 – – Ñ 12,124
Interest on own capital (R$0.2624 per share) – Ñ Ñ – – – (31,200) (31,200)
Balances on December 31, 2014 1,112,259 – 20,321 168,829 (28,442) (17,030) – 1,255,937
The accompanying notes are an integral part of these financial statements.
(A free translation of the original in Portuguese)
BANCO PINE S.A. AND SUBSIDIARIES
STATEMENTS OF CASH FLOWS (DIRECT METHOD) FOR THE PERIODS ENDED DECEMBER 31, 2014 AND 2013
AND FOR THE SEMESTER ENDED ON DECEMBER 31, 2014
(In thousands of reais)
ETA
ETE
a 7 ía Semester
OPERATING ACTIVITIES
Adjusted net income 28,908 110,326 235,312 47,198 111,078 253,752
Net income for the period 23,839 94,307 161,596 23,839 94,307 161,596
Provision for loan losses 31,794 65,333 98,484 31,600 57,855 101,068
Deferred taxes (19,830) (41,498) 4,426 (19,841) (41,521) 4,666
Depreciation and amortization 1,649 3,777 5,316 1,764 3,987 5,417
Provision for contingencies (2.186) (4,259) (10,424) (2.186) (4,259) (10,424)
Equity in the results of investee (6.526) (8,043) (24,040) – – –
Profit (loss) on sale of property and equipment/investment 168 709 (46) 168 709 (46)
Adjustment to fair value of other investments – – – 11,854 – (8,525)
Changes in assets and liabilities (799,227) (434,601) 117,512 (900,511) (458,682) 239,677
(Increase) decrease in short-term interbank investments 20,109 37,501 42,615 20,109 37,500 42,615
(Increase) decrease in marketable securities (743,991) – (356,004) 1,858,580 (882,107) (495,593) 1,907,779
(Increase) decrease in loan operations 104,891 (1,765) – (1,589,281) 122,044 56,191 – (1496,382)
(Increase) decrease in other receivables 74,168 25,909 (134,061) 80,700 31,559 (140,363)
(Increase) decrease in other assets (53,601) (2,910) 12,364 (53,612) (2,992) 12,329
(Increase) decrease in interbank and interdepartmental accounts (21.453) (13,846) (6,551) (21.453) (13,846) (6,551)
(Increase) decrease in derivative financial instruments 47,703 68,920 (87,585) 47,703 68,920 (87,585)
Increase (decrease) in deposits (806,091) (893,432) (211,406) (815635) (841885) (162,795)
Increase (decrease) in purchase and sale commitments (302,183) (347,386) – (1,285,082) (301,210) (340,251) (1,323,869)
Increase (decrease) in funds from acceptance and issuance of securities 416,750 305,798 445,636 416,750 305,798 445,636
Increase (decrease) in borrowings and onlendings 307,957 676,889 640,362 307,957 220,026 978,490
Increase (decrease) in other liabilities 140,550 48,989 419,493 162,279 499,154 57,945
Increase (decrease) in deferred income 15,964 16,736 12,428 15,964 16,737 12,428
Net cash provided by operating activities (770,319) – (324,275) 352,824 (853,313) – (347,604) 493,429
INVESTING ACTIVITIES
Acquisition/sale of property and equipment in use (295) 2,932 (525) (399) 2,866 (1,259)
Investments in/ sale of intangible assets – – (138) (46) (32) (373)
Acquisition of investments – – – 8,943 – (67,984)
Disposals of investments – – – 97,032 97,032 –
Capital decrease/increase in subsidiaries 3,707 3,707 68,643 (20,523) (20,523) –
Receipt of dividends from subsidiaries – 53,507 – – – –
Net cash provided by (used in) investing activities 3,412 60,146 67,980 85,007 79,343 (69,616)
FINANCING ACTIVITIES
Capital increase – – 31,576 – – 31,576
Other capital reserves – – 2,347 – – 2,347
Sale/acquisition of treasury shares (2.913) (24,254) (9,333) (2.913) (24,254) (9,333)
Cancellation of treasury shares 7,229 5,406 – 7,229 5,406 –
Interest on own capital and dividends paid (32,276) (77,796) – (111,316) (32,276) (77,796) – (111,316)
Net cash used in financing activities (27,960) (96,644) (86,726) (27,960) (96,644) (86,726)
INCREASE IN CASH AND CASH EQUIVALENTS (794,867) – (360,773) 334,078 (796,266) (364,905) 337,087
Cash and cash equivalents at the beginning of the period 4. 1,191,561 757,474 423,396 1,198,840 767,486 430,399
Cash and cash equivalents at the end of the period 4. 396,694 396,701 757,474 402,574 402,581 767,486
The accompanying notes are an integral part of these financial statements.
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 FA PINE
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
(In thousands of resis, uness oihervise stated)
1. OPERATIONS
Banco Pine S.A. (the “Institution” or “Banco Pine”) is authorized to operate commercial, credit and financing and foreign exchange portfolios.
The Institution’s operations are conducted in the context of a group of institutions which act jointly, and certain transactions involve the co-participation or intermediation
of member companies of the Pine Financial Group. The benefits from the intercompany services and the costs for the operating and administrative structures are
absorbed, either jointiy or individually, by these companies as is most practicable and reasonable in the circumstances.
2. PRESENTATION OF FINANCIAL STATEMENTS
This presentation consists of the financial statements of Banco Pine, which include those of its Grand Cayman Branch (Individual) and the consolidated financial
statements of Banco Pine and Subsidiaries (Consolidated).
The financial statements are presented in reais (RS), which is the Institutior’s functional currency and that of its branch abroad. Unless otherwise indicated, the financial
information expressed in reais was rounded to the nearest thousand.
In compliance with Resolution 505/06, of the Brazilian Securities Commission (CVM), the Individual and Consolidated Financial Statements, as on December 31, 2014,
were authorized for issue on February 5, 2015, by the Institution’s Board of Directors, among other matters.
The consolidated financial statements consider the transactions of Banco Pine S.A., including its branch abroad, its direct and indirect subsidiaries and the special
purpose entities presented below:
TS
CS ES Capital Equity (loss)
Foreign branch
¡Grand Cayman Branch Dependencia no exterior 1,257,146 185,934 239,299 (31,941)
Subsidiaries
Pine Securiles USA LLC Corretora 6,981 13,281 5,344 (4,595)
Pine Investimentos Distribuidora de Títulos e Valores Mobilários Ltda. DTVM 163,108 13,385 46,248 4,483
Pine Assessoria e Consultoria Ltda, Consultoria 9,584 500 8,699 5713
Pine Planejamento e Senigos Ltda, Consultoria 3,949 10 3,800 1,577
Special purpose entities
Pine Crédito Privado Fundo de Invest. em Direltos Creditórios Financeiros (a) FIDO 6,453 3,805 6,405 4,899
Fundo de Investimento em Direitos Creditórios – FIDC Pine Agro (d) FIDO 607,094 502,091 606,971 85,583
TS
Business act ES A] 7 (55)
Foreign branches
¡Grand Cayman Branch Dependencia no exterior 936,238 7,028 83,206 (10,786)
Subsidiaries
Pine Securiies USA LLO Corretora 10,392 11,713 9,047 (1,412)
Pine Investimentos Distribuidora de Títulos e Valores Mobilários Ltda. DTVM 219,278 13,384 41,765 3,691
Pine Comercializadora de Energia Elétrica Ltda. (1) Consultoria 6,573 1,000 4,984 3,925
Pine Corretora de Seguros Ltda. (2) Corretora de seguros 246 500 244 “
Pine Assessoria e Consultoria Ltda. Consultoria 38,609 500 37,995 2.486
Pine Assessoria em Comerciaizagáo de Energia (3) Consultoria 41 60 41 (2)
Pine Planejamento e Senúigos Ltda, Consultoria 19,740 10 19,223 15,105
Special purpose entities
Pine Crédito Privado Fundo de Invest. em Direltos Creditórios Financeiros (a) FIDO 69,974 47,753 69,935 12,742
FIP Rio Corporate – Fundo De Investimento Em Participacoes (4) (b) FI 97,981 55,950 85,611 29,661
IRE Vil Desenvolvimento Imobilário S/A ($) (e) SPE 46,667 46,878 45,951 (615)
Fundo de Investimento em Direitos Creditórios – FIDC Pine Agro (d) FIDC 590,854 571,429 590,725 19,296
(1) The Pine Comercializadora de Energia Elética was extinguished in September 25, 2014.
(2) The Pine Corretora de Seguros was extinguished in July 22, 2014.
(8) The Pine Assessora em Comerciaizacáo de Energía was extinguished in September 15, 2014.
(4) The FIP Rio Corporate – Fundo De Investimento Em Participacoss was closed on December 16, 2013.
(5) The IRE Vil Desenvolvimento Imobilário S/A was sold in November 21, 2014.
a) Pine Crédito Privado
Since the control over receivables assigned to this receivables investment fund (FIDC) still lies with the Institution (receipt, transfer and collection) and, in essence, the
Institution is responsible for providing the guarantees to the FIDC’s investors as regards expected receivables and yield, management decided to consolidate the FIDC,
as provided for in CVM Circular 01/07.
In accordance with Article 5 of CVM Instruction 408/04, we present below the information on Pine Crédito Privado, considered in preparing the consolidated financial
statement
) Name, nature, purpose and activities of the FIDC.
Pine Crédito Privado Fundo de Investimento em Direitos Creditórios Financeiros, managed by Citibank Distribuidora de Títulos e Valores Mobiliários S/A., was
constituted as a closed fund on December 7, 2010. Distribution commenced on March 28, 2011. The Fund offered 207,000 senior shares at the unit value of RS1. The
distribution period ended on April 6, 2011. The Fund will terminate its activities in up to 180 days from the date on which the Senior Shares outstanding are redeemed in
full (54 months subsequent to the Fund’s distribution date).
The purpose of the Fund is to increase Shareholder retums, exclusively through the acquisition of financial segment Credit Rights, on business loans (working capital),
originated and assigned by Pine, which meet the Qualifying Criteria, as well as the portfolio composition and diversification indices established in the Fund regulations.
The Fund also invests its resources in Other assets.
Página 8
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Investment in the equity and results of the FIDC
In accordance with Article 24, section XV, of CVM Instruction 356, as amended by CVM Instruction 393, and Chapter 21 of the Fund Regulations, 69% of the Fund’s net
assets will comprise senior shares and 31% will comprise subordinated shares. This ratio will be calculated daily and shall be made available for consultation monthly by
the Fund’s shareholders.
i) The nature of the Institution’s involvement with the FIDC and type of exposure to loss, if any, arising from this involvement
Verification of whether the credit rights meet the assignment terms is, pursuant to the transfer agreement, the sole responsibility of the assignor (Banco Pine), without
limiting the assignee’s (Fund’s) right either directly or through third parties, to also conduct such verification.
Non-compliance with any obligation originating from the credit rights and other active components of the Fund’s portfolio, is attributed to the subordinated shares up to
the limit corresponding to the sum of their total value. Once this total has been exceeded, the default of credit rights held by the Fund is attributed to the senior shares.
The subordinated shares do not have a profitability target, however, they may benefit from any surplus yield generated by the credit rights portfolio.
In the event that the percentage of subordinated shares falls below 31% of the Fund’s equity, the Institution shall have five business days to recoup this minimum ratio,
through the subscription of new subordinated shares, and if this does not occur, the management entity shall call an Evaluation Event under the terms of the Fund
regulations. In the event the subordinated shares comprise more than 31% of the Fund’s equity, the management entity may partially amortize the subordinated shares
in the amount necessary to rebalance this ratio.
iv) Amount and nature of the receivables, payable, ion and the FIDC, assets transferred by the Institution and
rights of use over the FIDC assets.
No loans were assigned to the FIDC in the periods ended on December 31, 2014 and 2013.
Additionally, on account of its investment in subordinated shares in this Fund, on December 31, 2014, the Institution recognized income of R$4,596 (December 31, 2013
– a loss of R$837) in the “marketable securities” account.
income and expenses between the Instit
v) Total assets, liabilities and equity of the FIDC on December 31, 2014 and 2013:
2014 2013 2014 EJE
Current assets and long-term receivables 6,453 69,974. Current and long-term lía 48 39
Cash 20 12 Other liabilties 48 39
Shortterm interbank investments – 310
Marketable securities 2,340 8,715
Loan operations 4,093 60,937 Equity 6.405 69,935
Total assets 6,453 69,974 Total liabilities and equity 6,453 69,974
vi) Guarantees, sureties, mortgages or other colateral pledged in favor of the FIDC.
Banco Pine has provided no guarantee, surety, mortgage or other collateral in favor of the FIDC or its investors.
vii) Identification of the principal beneficiary or group of principal beneficiaries of the FIDC’s acti
Banco Pine ¡s the sole holder of all the subordinated shares of this Fund. The senior shares are held by different qualified investors.
b) FIP Rio Corporate
As the Institution is the sole shareholder of this Private Equity Fund (FIP), management decided to consolidate the Fund, pursuant to BACEN Resolution 2723 of May
31, 2000.
ies of the FIP
) Name, nature, purpose and al
The fund, denominated Rio Corporate Fundo de Investimentos, managed by BNY Mellon was constituted as a closed-end fund on April 18, 2013. The Fund offered
100,000 shares with a par value of RS 1.
The Fund’s objective was to provide its Shareholders the appreciation of the invested capital over the long term through investment in Portfolio Company’s shares,
whose sole purpose was the development and economic exploitation, through leasing and sale of real estate enterprise.
The fund was closed on 16 December 2014 with the sale of its real estate development (IRE VII Desenvolvimento Imobiliário S/A) generating a negative result in the
closure of R $ 506.
li) Total assets, liabilities and equity of the FIP on December 31, 2014 and 2013:
E
Current assets 97.981. Current liabilities 12,370
Cash 1 Olherliabities. 12,370
Trading securiies 97.980
Shares in investment funds 33
Privately held company shares 97,947
Equity 85,611
Total assets 97,981 Total liabilities and equity 97,981
c) IRE Vil Desenvolvimento Imobiliário S/A
Since it has control over the SPE’s activities, the Institution’s management decided to consolidate IRE VII Desenvolvimento Imobiliário S/A, in accordance with the
provisions of CVM Instruction 408/04. The company was sold in November 21, 2014 at book value.
i) Name, nature, purpose and activities of the SPE.
The company called IRE VII Real Estate Development S / A, was incorporated as a corporation on December 09, 2010. The company had a social objective
management, purchase, sale and leasing of own property or third parties; the development of real estate property developments, and participation in other companies,
as simple or corporate or shareholder. On May 16, 2013 the Bank through the FIP Rio Corporate, acquired 100% of the shares of IRE VIl Desenvolvimento Imobiliário
SIA.
The company was sold on November 21, 2014 the book value recorded in the FIP Rio Corporate.
Investment in the equity and results of the SPE
On May 16, 2013, through FIP Rio Corporate, the Institution acquired 100% of the shares of IRE VII Desenvolvimento Imobiliário Ltda.
Página 9
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Total assets, liabilities and equity of the SPE on December 31, 2013:
E
Current assets 8,945. Current liabilities 716
Cash 361 Taxand social security contributions 141
Trading securiies 8,507 Other fiablties 575
Other recelvables 77
Permanent assets 37,722 Equity 45,951
Property and equipment 37,722
Total assets 46,667. Total liabilities and equity 46,667
d) FIDC Pine Agro
Since the risks and rewards of the receivables assigned to the Fund remain with the Institution through its acquisition of 100% of the subordinated shares, management
decided to consolidate FIDC Pine Agro, as provided for in CVM Circular Letter 01/07.
i) Name, nature, purpose and activities of the FIDC
Fundo de Investimento em Direitos Creditórios Financeiros – FIDC Pine Agro, managed by Oliveira Trust Distribuidora de Títulos e Valores Mobiliários S.A., was
constituted as a closed-end fund on September 16, 2013. The Fund’s equity comprises two types of shares: Senior Shares and Subordinated Shares, in accordance
with Article 12 of CVM Instruction 356/01. The first offer of the Fund’s Senior Shares was carried out under the terms of Instruction 476/09, only for Qualified Investors
acquiring a minimum amount of R$ 1,000 (one milion reais). The Fund has no fixed duration.
Santander Brasil S.A. was contracted to render the following services for the Fund: controllership; qualified custody of portfolio assets; safekeeping of supporting
documents, and booking of the shares.
The purpose of the Fund is to provide a long-term return to Shareholders through investing in the acquisition of credit rights from (i) loan operations, originated and
granted by the assignor on either an exclusive or pooled basis, to clients in its business segments, and (ii) debentures issued by clients in its business segments,
owned by the assignor, which may have guarantees, including real guarantees, to ensure that they meet the assignment conditions and qualifying criteria, as well as the
portfolio composition and diversification indices established in the Fund regulations.
The Fund may acquire credit rights arising from and granted by assignors in the following business segments: (1) sugar and alcohol; (ii) agriculture (primary production);
(ii) food segment retailers and distributors; (iv) animal protein; (v) grain; (vi) beverages; (vii) renewable energy; (vii) trading: (ix) agricultural inputs; (x) paper and pulp;
and (xi) value-added products.
Investment in the equity and results of the FIDC
In accordance with Article 24, item XV, of CVM Instruction 356, as amended by CVM Instruction 393, and Chapter 21 of the Fund regulations, 70% of the Fund’s equity
will comprise senior shares and 30% will comprise subordinated shares. This ratio will be calculated daily and shall be made available for consultation by the Fund’s
shareholders monthly.
i), Nature of the Institution’s involvement with the FIDC and type of exposure to losses, if any, arising from this involvement
Verification of whether the credit rights meet the assignment terms ¡s, pursuant to the transfer agreement, the sole responsibility of the Custodian, without limiting the
assignee’s (Fund’s) right, either directly or through third parties, to conduct their own verification.
Non-compliance by the drawees with any obligation originating from the credit rights and other active components of the Fund’s portfolio, is attributed to the
subordinated shares up to the limit corresponding to the sum of their total value. Once this total has been exceeded, the default of credit rights held by the Fund is
attributed to the senior shares. The subordinated shares do not have a profitability target, however, they may benefit from any surplus yield generated by the credit
rights portfolio.
In the event the percentage of subordinated shares falls below 30% of the Fund’s equity, the Institution, pursuant to a request from the management entity, will have five
consecutive days to subscribe new subordinated shares to achieve the proportion equivalent to the guarantee ratio. If this does not occur within the established
deadline, the management entity will call a General Meeting of Shareholders to discuss (a) the early liquidation of the fund, or (i) extraordinary amortization
iv) Amount and nature of the receivables, payables, income and expenses between the Institution and the FIDC, assets transferred by the Institution and
rights of use over the FIDC assets.
Loans were assigned to FIDC Pine Agro in the amount of R$332,292 in the period ended on December 31, 2014 (R$377,866 on December 31, 2013).
Additionally, on account of its investment in subordinated shares in this Fund, the Institution recognized income of R$47,933 in the period ended on December 31,
2014, in the “marketable securities” account (R$12,055 in the period ended on December 31, 2013).
v) Total assets, liabilities and equity of FIDC Pine Agro on December 31, 2014:
Current assets 607,094 590,854. Current liabilities 123 129
Cash 11 839 Other labilties 123 129
Shortterm interbank investments 31,652 –
Trading securiies 260,576 189,314
Loan operations 314,822 360,320
Other recelvables 33 40,381 Equity 606,971 590,725
Total do ativo 607,094 590,854. Total liabilities and equity 607,094 590,854
vi) Guarantees, sureties, mortgages or other colateral pledged in favor of the FIDC.
Banco Pine has provided no guarantee, surety, mortgage or other collateral in favor of the Fund or its investors.
vii) Identification of the principal beneficiary or group of principal beneficiaries of the FIDC’s activities.
Banco Pine is the sole holder of all the subordinated shares of this Fund. The senior shares are held by different qualified investors.
Página 10
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 EA PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
3. SIGNIFICANT ACCOUNTING PRACTICES
The financial statements of Banco Pine are prepared and presented in accordance with the accounting practices adopted in Brazil applicable to institutions authorized to
operate by the Brazilian Central Bank (BACEN) and to corporations and by the Brazilian Securities Commission (CVM), where applicable.
The standards issued by the Brazilian Accounting Pronouncements Committee (CPC) related to the process of convergence with international accounting standards,
approved by CVM, but not yet ratified by BACEN, were not adopted in the consolidated balance sheets. The standards approved by CVM which did not conflict with the
rules of the National Monetary Council (CMN) and BACEN and those which had been ratified by BACEN were adopted for the disclosure purposes of these financial
statements.
We present below the main accounting practices used:
a) Consolidation
The balances and the results of the transactions between Banco Pine and its subsidiaries and special purpose entities were eliminated in the consolidated financial
statements. In the consolidation process of the FIDCs, the balance of the loan assignment receivables portfolio was included in the Institution’s loan operations portfolio,
with the corresponding entry of the senior shares in the “Borrowings and onlendings – local”, account, net of obligations for shares of investment funds, represented by
the shares held by this Fund.
For comparison purposes, in compliance with BACEN Circular letter 3658 of May 13, 2014, obligations for shares of investment funds were reclassified from the
“Borrowings and onlendings* account to the “Other liabilities” account in the balance sheet. The expenses generated by the obligations for shares of investment funds
were also reclassified from “expenses for borrowings and onlendings” to “Other operating expenses” in the statement of operations.
b) Determination of the results of operations
Income and expenses are recorded on the accrual basis of accounting, which establishes that these should be included in the determination of the results for the
periods in which they occur, simultaneously when correlated, irrespective of their receipt or payment.
Financial income and expenses are prorated, based substantially on the compound interest method.
Transactions with floating rates or those indexed to foreign currencies are adjusted up to the balance sheet date.
e) Cash and cash equivalents
Cash and cash equivalents comprise cash in local and foreign currencies, short-term financial investments and time deposits, with maturities at the original investment
date equal to or less than 90 days and which present an immaterial risk of change in fair value. These are used by the Institution to manage its short-term commitments.
d) Short-term interbank investments
Short=term interbank investments are presented at cost plus related earnings up to the balance sheet dates.
€) Marketable securities
In accordance with BACEN Circular 3068, the Institution’s securities are classified in the following categories: “trading securities”, “available-for-sale securities” and
“held-to-maturity securities”.
Trading securities are those acquired to be traded on a frequent and active basis. These securities are presented at cost plus related eamings up to the balance sheet
dates and adjusted based on fair value with the adjustments recorded in the corresponding income or expense account in results for the period.
The securities classified as available for sale are those for which Management has no intention to hold to maturity or which were not acquired to be traded on a frequent
and active basis. These securities are recorded at cost plus related eamings up to the balance sheet dates and are adjusted to market value against the “Carrying value
adjustments” account in equity, net of tax effects.
The securities classified as held to maturity are those which management acquires with the intention and financial ability to hold in its portfolio to maturity. These
securities are recorded at cost plus related eamings. Premium and discount, where applicable, are appropriated to results based on the term of the individual securities.
Trading securities are presented in current assets, irrespective of their maturities.
1) Derivative financial instruments
In accordance with BACEN Circular 3082/02 and Circular-Letter 3026/02, the derivative financial instruments related to transactions with options, forward transactions,
futures and swaps are recorded in compliance with the following criteria
Options: premiums paid or received are recorded in assets or liabilities, respectively, until the options are effectively exercised and recorded as a decrease or
increase in the cost of the asset or right, based on the effective exercise of the option, or as revenue or expense in the case of non-exercise;
Futures: daily adjustments are recorded in an asset or liability account and appropriated daily as revenue or expense;
Swaps: differences receivable or payable are recorded in an asset or liability account, respectively, and appropriated as revenue or expense on a pro rata basis
up to the balance sheet date;
Fonward contracts: recorded at the contract closing amount, less the difference between this amount and the spot price of the asset or right, recognizing the
revenue and expense over the term of the contract up to the balance sheet date.
Derivative financial instruments are classified in accordance with managements intention, on the commencement date of the transaction, taking into consideration if its
intention is for risk protection (“hedge”) or not. The derivative financial instruments used to hedge exposures to risk or modify the characteristics of assets and liabilities
and which are: (1) highly correlated in respect to changes in their market value in relation to the market value of the item which is being hedged, both at inception and
over the contract duration; and (ii) considered effective at reducing the risk associated with the exposure to be hedged, are classified as “hedge” in accordance with
nature:
Market risk “Hedge” – financial assets and liabilities subject to the “hedge” and their respective derivatives are accounted for at market value, with corresponding
gains or losses recognized in the income statement for the period;
Cash flow “Hedge” – the financial assets and liabilities subject to the “hedge” and their respective derivative financial instruments are accounted for at market
value, with corresponding gains or losses, net of tax effects, recognized in a separate Equity account under the title “Carrying value adjustments”. The ineffective
portion of the “hedge” is recognized directly in the income statement for the period;
Derivative financial instruments that do not meet the criteria for accounting “hedge” established by BACEN, particularly derivatives used to manage overall risk
exposure, are accounted at market value, with gains or losses recognized directly in the income statement for the period.
9) Loan operations and allowance for loan losses
The loan operations are classified, as regards risk level, based on criteria which consider current economic conditions, past experience and the specific risks related to
the transactions, the borrowers and the guarantors, in compliance with the parameters established by CMN Resolution 2682/99, which require the periodic analysis of
the portfolio and its classification into nine levels (from “AA” to *H”).
Income from loan operations past due for more than 60 days, regardless of the risk level, is only recognized as revenue on the date itis effectively received.
Página 11
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 EA PINE
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
H-rated operations (allowance recorded at 100%) remain at this level for six months, and are subsequentiy written off against the existing allowance and controlled over
a five-year period in memorandum accounts and are no longer presented in the balance sheet.
Renegotiated loans are held at the same level at which they were originally classified at the time of the renegotiation.
Renegotiated loans which had already been written off as losses and which were recorded in memorandum accounts, are H rated, and any gains arising from the
renegotiation are only recognized when actually received.
The allowance for loan losses meets the minimum requirement established by the aforementioned Resolution, as described in Note 7.
h) Write off of financial assets
As established by BACEN Resolution 3533/08, financial assets are written off when the contractual rights to the cash flow of the financial asset expire or when the
financial asset is sold or transferred.
The sale or transfer of a financial asset is currently classified as:
A transaction with substantial transfer of risks and rewards: the transferor transfers substantially all risks and rewards of ownership of the financial assets involved
in the transaction, such as (i) unconditional sale of financial assets , (ii ) sale of financial asset combined with an option to repurchase the asset at fair value at the time
of repurchase , and ( ii) sale of a financial asset combined with an option to buy or sell, the exercise of which is unlikely to occur;
A transaction with substantial retention of risks and rewards: the transferor retains substantially all risks and rewards of ownership of the financial assets involved
in the transaction, such as: (1) sale of the financial asset combined with a commitment to repurchase the same asset at a fixed price or the sale price plus any income
generated; (ii) securities loan agreements; (ii) sale of the financial asset combined with a total rate of return swap that transfers the exposure to market risk back to the
transferor ( iv ) sale of the financial asset combined with an option to buy or sell which is unlikely to be exercised; and ( v ) sale of receivables for which the seller or
transferor guarantees, by any means, to compensate the purchaser or transferee for credit losses that may occur, or whose sale has occurred in conjunction with the
acquisition of subordinated shares of the FIDC.
Transactions without transfer or substantial retention of risks and rewards: in which the transferor neither transfers nor retains substantially all the risks and
rewards of ownership of the financial asset involved in the transaction.
The allowance for loan losses complies with the guidelines established by BACEN Resolution 2682/99.
i) Prepaid expenses
These are controlled by contract and recorded in the prepaid expenses account. The expenses are appropriated to results for the period based on the corresponding
contract term and recorded in the “Other administrative expenses” account.
j) Other current assets and long-term receivables
These are stated at cost, including, where applicable, related acerued income and monetary variations, less the corresponding provisions for loss or adjustments to
realizable value.
k) Permanent assets
These assets are stated at cost and consider the following:
Investments in subsidiaries are accounted for using the equity method
Property and equipment items correspond to rights in tangible assets which are used in the Institution’s business activities, or exercised for this purpose, including
those arising from transactions which transfer the risks, benefits and control of the assets to the entity.
Depreciation of property and equipment is computed and recorded on the straight-line method at annual rates which consider the economic useful lives of the
Intangible assets correspond to the rights acquired in non-physical assets which are used in the Institution’s business or which are exercised for this purpose. The
intangible assets with identifiable useful lives are generally amortized on the straight-line method over the estimated period of economic benefi.
1) Impairment of non-financial assets
An impairment loss is recognized if the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. A cash generating unit is the smallest
identifiable group of assets that generates cash flows that are largely independent of the cash flows from other assets or groups of assets. Impairment losses are
recognized in results for the period. The non-financial asset amounts, except for deferred tax assets, are tested at least annually to determine whether there is any
indication of impairment.
m) Purchase and sale commitments
The purchase (sale) of financial assets based on a fixed price resale (repurchase) contract is recorded in the consolidated balance sheet as financing granted
(received), based on the nature of the debtor (creditor), in the “Funds obtained in the open market” account.
n) Current and long-term liabilities
These are stated at known or estimated amounts including, where applicable, accrued charges and monetary or exchange variations up to the balance sheet dates.
0) Contingent assets and liabilities and legal obligations
The recognition, measurement and disclosure of contingent assets and liabilities, and legal obligations (tax and social security) are based on the criteria defined in
Resolution 3823/09, and Circular Letter 3429/10, which approved CPC Technical Pronouncement 25, as follows:
Contingent assets: are not recorded in the financial statements, except when there is evidence which assures a high degree of confidence that they will be
realized, generally through a final and unappealable court decision
Contingent liabilities: the reserve for contingencies is determined based on the probability of an unfavorable sentence or outcome of the related litigation, as well
as the probable period of the loss. The necessary reserve is calculated based on an analysis of each process and the opinion of the legal advisors. Reserves are
recorded for processes in which the possibility of loss is deemed probable. The reserves may be changed in the future, based on the progress of each suit; When the
probability of loss is deemed possible, no provision is recorded and the related suits are merely disclosed;
Página 12
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 FA PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Legal obligations (tax and social security): these are administrative proceedings or lawsuits related to tax and social security obligations, the legality or
constitutionality of which is being contested, whose amounts, regardless of the related probability of success, are recorded at the full amount in dispute and adjusted in
accordance with the legislation in force.
p) Provision for income tax and social contribution
The provisions for income tax and social contribution are recorded at the following statutory rates: income tax – 15%, plus a 10% surcharge on taxable income
exceeding RS 120 (in the period), and social contribution – 15%. Further, deferred tax assets are recorded on temporary differences based on the assumption that the
future taxable income generated by the Institution will be sufficient to offset these assets.
In accordance with Provisional Measure (MP) 449/08, subsequently enacted into Law 11941/09, the changes in the criteria used to recognize revenue, costs and
expenses computed in determining net income, introduced by Law 11638/07 and by Articles 36 and 37 of the MP, may be ignored for purposes of calculating the taxable
income if companies elect to use the Transitional Tax System (RTT). In this case, for tax purposes, the accounting methods and criteria in force on December 31, 2007
will be followed.
9) Profit sharing
Banco Pine has its own profit sharing program (PPLR) ratified by the Bank Employees Trade Union.
The general assumptions of this program are: (a) business unit performance; (b) establishment of a fund for distribution across the organization; and (c) assessment of
the skills and the meeting of targets in the supporting areas. The related expenses were recognized in the “Profit sharing” account”.
The preparation of financial statements requires Management to make estimates and assumptions, to the best of its judgment, that affect the reported amounts of
certain assets, liabilities, revenues and expenses and other transactions, such as the fair value of assets and derivatives and the allowance for loan losses, the
establishing of the period for realizing deferred tax assets, property and equipment depreciation rates, amortization of deferred charges and reserves for contingences
and others. Actual results may differ from these estimates.
s) Net income per share
This is calculated based on the number of outstanding shares paid up at the date of the financial statements.
4. CASH AND CASH EQUIVALENTS
0
EX] 2013 EX] 2013
Cash 173,634 147,466 179,515 157,168
Short-erm interbank investments (1) 223,067 610,008 223,066 610,318
Total cash and cash equivalents 396,701 757,474 402,581 767,486
(1) These are transactions with maturiies at the original investment date equal to or less than 90 days.
5. INTERBANK INVESTMENTS
Interbank investments on December 31, 2014 and 2013, are comprised as follows:
OS
[Security/Maturity
Investments in purchase and sale commitments
‘Own portfolio position
LIN 99,240 – 99,240
NTN 1,800 – 1,800
LET 50,000 – 50,000
Subtotal 151,040 – 151,040
Total investments in purchase and sale
commitments 151,040 – 151,040
Interbank deposits
“Own portfolio
Floating rate CDI 6,330 3,798 10,128
Rural CDI – 10,900 10,900
Total interbank
deposits 6,330 14,698 21,028
Foreign currency investments
Foreign currency investments 71,182 – 71,182
Total foreign currency investments 71,182 – 71,182
Total interbank
investments 228,552 14,698 243,250
Página 13
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
OS
AMEN
Investments in purchase and sale commitments
‘Own portfolio position
LTN 121,617 – 121,617
NTN 62,305 – 62,305
Total investments in purchase and sale
commitments 183,922 – 183,922
Investments in interbank deposits
“Own portfolio
Floating rate CDI 9,264 35,144 44,408
Rural CDI – 13,791 19,791
Total investments in
Interbank deposits 9,264 48,935 58,199
Foreign currency investments
Foreign currency investments 425,571 – 425,571
Total foreign currency investments 425,571 – 425,571
Total interbank
investments 618,757 48,935 667,692
OS
PAM
Investments in purchase and sale commitments
“Own portfolio position
LTN 121,927 – 121,927
NTN 62,305 – 62,305
Total de aplicagóes em operagóes
compromissadas 184,232 – 184,232
Investments in interbank deposits
“Own portfolio
Floating rate CDI 9,264 35,144 44,408
Rural CDI – 13,791 19,791
Total investments in
Interbank deposits 9,264 48,935 58,199
Foreign currency investments
Foreign currency investments 425,571 – 425,571
Total foreign currency investments 425,571 – 425,571
Total interbank
investments 619,067 48,935 668,002
6. MARKETABLE SECURITIES AND DERIVATIVE FINANCIAL INSTRUMENTS
a) Marketable securities
The securities portfolio on December 31, 2014 and 2013 was comprised as follows:
CCT
MAS 3 o 5 years 5to 15 years
“Own portfolio:
Eurobonds – 254,239 – – – 254,239 255,616
LTN – – 10,224 139,569 – 149,793 154,088
NTN – 49,844 679,660 51,018 161,505 942,027 965,300
Debentures – 306 44,728 17,448 – 62.482 63,243
Recelvables investment fund
shares – 2,498 – 209.876 – 212,374 212,374
Subtotal – 306,887 734,612 417,911 161,505 1,620,915 1,650,621
Subject to
guarantees:
LTN – – 87,151 – – 87,151 88,136
NTN – 1,278 60,173 – – 61,451 65,005
Subtotal – 1,278 147,324 – – 148,602 153,141
Total available-for-sale
securities – 308,165 881,936 417,911 161,505 1,769,517 1,803,762
Trading securities
“Own portfolio:
LTN 49,978 40,576 – – – 90,554 90,683
NTN – 14,196 15.883 1,971 19,991 52,041 53,730
Debentures – 11,890 113,694 68,986 – 194,510 190,262
Investment fund shares (2) 101,146 – – – – 101,146 101,146
Promissory notes 21,707 – – – – 21,707 21,668
Subtotal 172,831 66,662 129,517 70,957 19,991 459,958 457,489
Página 14
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 FA PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Subject to repurchase
agreements:
LTN – 53,654 – – – 53,654 53,814
NTN – 19,058 10,079 – – 29,137 29,348
Debentures – 34,045 12,418 69,705 – 116,168 113,843
Eurobonds 5,039 – – – – 5,039 5,039
Subtotal 5,039 106,757 22,497 69,705 – 203,998 202,044
Total trading
securities 177,870 173,419 152,014 140,662 19,991 663,956 659,533
Total marketable securities 177,870 481,584 1,033,950 558,573 181,496 2,433,473 2,463,295
CCT
Security/Maturity A AS TS DS
“Own portfolio:
Eurobonds – 254,239 – – – 254,239 255,616
LTN – – 10,224 139,569 – 149,793 154,088
NTN – 49,844 679,660 51,018 161,505 942,027 965,300
Debentures – 306 44,728 17,448 – 62.482 63,243
Subtotal – 304,389 734,612 208,035 161,505 1,408,541 1,438,247
Subject to
guarantees:
LTN – – 87,151 – – 87,151 88,136
NTN – 1,278 60,173 – – 61.451 65,005
Subtotal – 1,278 147,324 – – 148,602 153,141
Total available-for-sale
securities – 305,667 881,936 208,035 161,505 1,557,143 1,591,388
Trading securities
“Own portfolio:
LET – – – 112,167 150,271 262,438 262,438
LTN 49,978 40,576 – – – 90,554 90,683
NTN – 14,196 15.883 1,971 19,991 52,041 53,730
Debentures – 11,890 113,694 68,986 – 194,510 190,262
Investment fund shares (2) 101,625 – – – – 101,625 101,625
Promissory notes 21,707 – – – – 21,707 21,668
Subtotal 173,310 66,662 129,517 183,124 170,262 722,875 720,406
Subject to repurchase
commitment:
LTN – 53,654 – – – 53,654 53,814
NTN – 19,058 10,079 – – 29,137 29,348
Debentures – 34,045 12,418 69,705 – 116,168 113,843
Eurobonds 5,039 – – – – 5,039 5,039
Subtotal 5,039 106,757 22,497 69,705 – 203,998 202,044
Total trading
securities 178,349 173,419 152,014 252,829 170,262 926,873 922,450
Total marketable securities 178,349 479,086 1,033,950 460,864 331,767 2,484,016 2,513,838
COS
Security/Maturity A AS TS DS
LTN 89,966 – – – – 89,966 89,981
NTN – 73,077 85,138 48,089 – 206,304 216,974
Debentures – – 713 – 64,249 64,962 66,976
Promissory notes – 44,686 – – – 44,686 44,459
Recelvables investment fund
shares – 20,446 183,484 – 203,930 203,930
Subtotal 89,966 117,763 106,297 231,573 64,249 609,848 622,320
Subject to
guarantees:
NTN – – 109,579 – – 109,579 117.415
Subtotal – – 109,579 – – 109,579 117,415
Total available-for-sale
securities 89,966 117,763 215,876 231,573 64,249 719,427 739,735
Trading securities (1):
“Own portfolio:
LTN 349,869 30,940 4,930 – – 385,739 385,916
NTN 8,125 46 33,707 37,788 8,305 87.971 89,758
Debentures – 9.424 51,928 88,448 – 149,800 135,546
Investment fund shares (2) 180,381 – – – – 180,381 180,381
Eurobonds 91 70 – – 9,332 9.493 9,493
Subtotal 538,466 40,480 90,565 126,236 17,637 813,384 801,094
Página 15
(A free translation of the original in Portuguese) >
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 EA PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Subject to repurchase
commitment:
LTN – 161,579 40,217 – – 201,796 202,421
NTN – 80,339 18,969 48,089 10,983 158,380 163,429
Debentures – 46,180 10,300 117,924 – 174,404 186,079
Eurobonds 132 128 2,686 – 13,546 16.492 16.492
Subtotal 132 288,226 72,172 166,013 24,529 551,072 568,421
Subject to
guarantees:
LTN – 1,074 – – – 1,074 1,079
NTN – – 3,476 – – 3,476 3,542
Subtotal – 1,074 3,476 – – 4,550 4,621
Total trading
securities 538,598 329,780 166,213 292,249 42,166 1,369,006 1,374,136
Total marketable securities 628,564 447,543 382,089 523,822 106,415 2,088,433 2,113,871
CT
¡Security/Maturity A AS TS DS
Available-for-sale securities
“Own portfolio:
LTN 89,966 – – – – 89,966 89,981
NTN – 73,077 85,138 48,089 – 206,304 216,974
Debentures – – 713 – 64,249 64,962 66,976
Promissory notes – 44,686 – – – 44,686 44,459
Subtotal 89,966 117,763 85,851 48,089 64,249 405,918 418,390
Subject to
guarantees:
NTN – – 109,579 – – 109,579 117.415
Subtotal – – 109,579 – – 109,579 117,415
Total available-for-sale
securities 89,966 117,763 195,430 48,089 64,249 515,497 535,805
Trading securities
“Own portfolio:
LET – – 30,070 8,715 147,552 186,337 186,337
LTN 349,869 30,940 4,930 – – 385,739 385,916
NTN 8,125 46 33,707 37,788 8,305 87.971 89,758
Debentures – 9.424 51,928 88,448 – 149,800 135,546
Investment fund shares (2) 108,693 – – – – 108,693, 108,693
Eurobonds 91 70 – – 9,332 9.493 9,493
CDB 235 – – – – 235 235
Subtotal 467,013 40,480 120,635 134,951 165,189 928,268 915,978
Subject to repurchase
commitment:
LTN – 161,579 40,217 – – 201,796 202,421
NIN – 80,339 18,969 48,089 10,983 158,380 163,429
Debentures – 46,180 10,300 117,924 – 174,404 186,079
Eurobonds 132 128 2,686 – 13,546 16.492 16,492
Subtotal 132 288,226 72,172 166,013 24,529 551,072 568,421
Subject to
guarantees:
LTN – 1,074 – – – 1,074 1,079
NTN – – 3,476 – – 3,476 3,542
Subtotal – 1,074 3,476 – – 4,550 4,621
Total trading
securities 467,145 329,780 196,283 300,964 189,718 1,483,890 1,489,020
Total marketable securities 557,111 447,543 391,713 349,053 253,967 1,999,387 2,024,825
(1) Securities classified in the “trading” category are stated based on their maturity dates
(2) The assels comprising these funds are mostly debentures, promissory notes and receivables certificates totaling RSS00,975 (December 31, 2013 – RS558,025) (Note 7a.).
On December 31, 2014 and 2013, there were no securities classified as “held to maturity”.
As established in Article 5 of BACEN Circular 3068/08, securities may only be reclassified on the date of the half yearly balance sheets. On December 31, 2014, no
securities were reclassified. On December 31, 2013, “available-for-sale” were reclassified to “trading securities”, in the amount of R$184,779, generating a profit of
R$1,347, in which R$808 net of tax effects, registered in “Income from marketable securities operations”.
The market values of the securities recorded in the “available-for-sale” and “trading” categories were determined based on the prices and rates practiced on December
31, 2014 and 2013, released by the Brazilian Association of Financial and Capital Market Institutions (ANIMA), the Sáo Paulo Stock, Commodities and Futures
Exchange (BM8FBOVESPA), – by the investment fund managers and by the international information agencies. The mark-to-market adjustment of the securities
recorded in the available-for-sale category resulted in a loss adjustment of R$19,601 in the Individual and Consolidated (December 31, 2013 – loss adjustment of
R$20.308 in the Individual and Consolidated), with an impact in the Institution’s equity of R$20,547 in the Individual and Consolidated (December 31, 2013 – R$ 12,185
in the Individual and Consolidated), net of tax effects. The mark-to-market adjustment of the securities recorded in the trading category resulted in an adjustment for
gain of R$4,423 in the Individual and Consolidated (December 31, 2013 – loss adjustment of R$5,130 in the Individual and Consolidated) in the statement of operations.
Página 16
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
b) Derivative financial instruments
i) Utilization policy
The growing level of corporate sophistication in a global market prompted an increase in the demand for derivative financial instruments to manage balance sheet
exposure to market risks, arising mainly from fluctuating interest and foreign exchange rates, the price of commodities and other asset prices. As a result, Banco Pine
offers its customers alternatives for mitigating market risks through appropriate instruments, as well as to meet its own needs for managing these risks.
Management
The management of portfolio risks is controlled using techniques which include the following: VaR, sensitivity, liquidity risk and stress scenarios. Based on this
information, the necessary derivative financial instruments are contracted by the treasury department, pursuant to Management previously defined market and liquidity
risk policies. Derivative transactions carried out by Banco Pine with customers are neutralized to eliminate market risks.
The sale of derivative financial instruments to customers is subject to prior credit limit approval. The credit limit approval process also considers potential stress
scenarios.
Knowing the customer, their operating sector and their risk appetite profile, as well as being able to provide information on the risks involved in the transaction and in the
terms and conditions negotiated, ensures that the relationship between the parties ¡s transparent and enables the Institution to offer customers the products which are
most appropriate to their specific needs.
The majority of the derivative contracts negotiated by the Institution with customers in Brazil, comprise swaps, forward transactions, options and futures registered at
BM8FBOVESPA or at the OTC clearing house, CETIP S.A. – Mercados Organizados. The derivative contracts traded abroad comprise futures, forward transactions,
options and swaps mainly registered at the Chicago, New York and London exchanges. We stress that although certain trades abroad are carried out over the counter
(OTC), the related risks are low in relation to the Institution’s total transactions.
The main market risk factors monitored by Banco Pine include exchange rates, local interest rate volatility (fixed, reference rate (TR), General Price Index – Market (IGP-
M) long-term interest rate (TJLP) and Extended Consumer Price Index (IPCA), exchange coupon and commodities. The Institution adopts a conservative approach,
minimizing its exposure to risk factors and to the mismatching of portfolio terms.
) Evaluation and measurement criteria, methods and assumptions used to determine fair value
The Institution uses the market reference rates released principally by (No Suggestions), Intercontinental Exchange (ICE) and Bloomberg to determine the fair value of
the derivative financial instruments. For derivatives whose prices are not directly disclosed by the exchanges, the fair values are obtained through pricing models that
use market information, determined based on the prices disclosed for assets with the greatest liquidity. Based on these prices, the Institution extracts the interest
curves and market volatilities which are used as entry data for the models. The OTC derivatives, forward contracts and securities with low liquidity are determined in this
way.
iv) Credit Deivatives
Represent, in general, a bilateral contract in which one of the parties purchases protection against the credit risk of a particular financial instrument (the risk is
transferred). The counterparty selling protection receives a remuneration that is usually paid in a linear throughout the duration of the operation mode. In the case of a
credit event (“default”), the counterparty who bought protection receive a payment, whose goal is to offset the loss on the financial instrument. In this case, the
counterparty selling protection usually receives the underlying asset in exchange for the payment.
In the year ended December 31, 2014, Pine conducted operations with client sovereign risk of the Federative Republic of Brazil, there is no open position.
v) Amounts recorded in balance sheet and memorandum accounts, segregated into the following categorie:
values, maturities, cost and fair values.
index, counterparty, trading market, notional
On December 31, 2014 and 2013, the derivative financial instrument positions are as follows:
ASSETS
Swap – difference recelvable 54,000 271,294 325,294 82,034 270,129 352,163
Forward contracis- recelvable 116,603 11,717 128,320 72,953 17.853 90,806
Premiums on unexercised options 61,985 5,078 67,063 72,389 – 72,389
Total receivable 232,588 288,089 520,677 227,376 287,982 515,358
LIABILITIES
Swap – difference payable (48,979) (18,651) (67,630) (32,138) (25464) (57,602)
Fonward contracts- payable (112,229) (6,136) (117,365) (68,043) (4,219) (72,262)
Premiums on written options (72,685) (7,393) (80,078) (60,172) (797) (60,969)
Total payable (233,893) (31,180) (265,073) (160,353) (30,480) (190,833)
Net amount (1,305) 256,909 255,604 67,023 257,502 324,525
vi) Derivative financial instruments by inde,
Amount Amount
TS AS O SAO Result
Asset position: 2,734,791 258,176 . 5,581,191 352,163 .
Interest 1,796,622 99,896 – 3,408,528 179,337 –
Currency 938,169 158,340 . 2,130,411 172770 –
Variable income – – – 42252 56 –
Liability position: 2,734,791 – (67,530) 5,581,191 . (67,602)
interest 1,840,494 – (16262) 3,583,561 – (28,160)
Currency 894,297 – (61,368) 2,047,630 – (29,442)
Not amount 258,176 (67,530) 172901 352,163 (67,602) 230,856
Página 17
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Cash flow hedg:
Asset position: – 307,208 67,118 – . – –
Interest 506,891 46,967 – – – –
Currency 340,317 20,151 – – – –
Liability position: 307,208 – – . – –
Interest 907208 – – – – –
Net amount 67,118 – (5327) . – –
“Swap” Net Amount 325,294 (67,630) 167,574 352,163 (57,602) 230,856
Forward contracts
Asset position: 4,445,385 128,320 – 6,595,674 90,806 .
Interest 2,998,948 16.497 – 4,161,379 9,789 –
Currency 1,099,287 104,934 – 2,341,952 80,384 –
Commodities 359,150 6889 – 92,343 633 –
Liability position: 4,445,385 – (117,365) 6,595,674 – (12,262)
Interest 988,819 – (765) 1,930,135 – (6.960)
Currency 3,340,310 – (115,977) 4,623,121 – (65,244)
Commodities 116,256 – (623) 42.418 – (58)
Netamount 128,320 (117,365) 25,984 90,806 (12,262) (69,919)
Options
Premium on unexercised option: 1,402,457 67,063 – 1,408,454 72,389 –
Currency 975,184 42,43 – 766,684 23,108 –
Commodities 427,273 24,820 – 641,770 49,281 –
Premiums on written options: 1,214,046 – (60,078) 1,623,553 – (60,969)
Currency 748,616 – (60,491) 980,528 – (62,363)
Commodities 465430 – (29,587) 643,025 – (28,506)
Netamount 67,063 (60,078) 27,290 72,389 (60,969) 48,163
Total receivable (payable) and gain (loss) 520,677 (265,073) 220,848 515,358 (190,833) 239,100
‘struments – futures contracts
vii) Derivative financi
Indi
pa
adjustment PS
Notional amount O Notional amount receivable
Purchase (payable) TA (payable)
Interbank market 847,513 1,172,065 1,630 2479543 2,310,329 285
Currency 1,314,669 – (24,251) 1,840,127 817,256 14,091
Commodities 134,970 528,812 – 114,363 146,149 –
Future exchange coupon 1,221,368 894,524 (10,825) 2,584,409 3,709,727 (22.419)
Exchange swap – – – – 3,207,174 9.418
Total 3,518,520 2,595,401 (33,446) (25,902) 7,018,442 10,196,635 1,375 (42,887)
vii) Derivative financial instruments by maturity
METETE
Up to 3
CA) US 3 to 12 months LTS TS O
Swap 446,985 697,007 1,156,556 338,814 1,002,637 3,641,999
Fonward contract 2,903,651 1,430,395 110,840 499 – 4,445,385
Options 1,291,590 1,163,267 161,646 – – 2,616,503
Futures 3,721,575 1,454,090 630,488 163,074 144,694 6,113,921
MES
A) US 3 to 12 months LTS TS
Swap 1,458,593 2,014,047 909,187 402,264 797,100 5,581,191
Forward contracis 4,306,823 1,998,971 289,443 1,037 – 6,595,674
Options 1,888,484 1,136,623 6,900 – – 3,032,007
Futures 6,672,138 9,180,127 972,227 204,473 186,112 17,215,077
ix) Derivative financial instruments by trading market
On December 31, 2014 and 2013, the swaps, forward contracts and options, whose notional amounts are recorded in a memorandum account are comprised as
follows:
2014
Swaps Forward contracts Futures ES
Excl 40,620 16,861 1,279,472 6,113,921 173,603 206,613 1,929,544 17,187,338
BMSFBOVESPA – – 1,074,825 5,391,463 110,300 – 1,405,587 16,954,565
Exchanges abroad 40,620 16,861 204,647 722.458 63,303 206,613 523,957 232,773
ore 3,601,379 4,428,524 1,337,031 – 5,407,588 6,389,061 1,102,463 27,739
Financial institutions 1,127,176 1,204 – – 1,609,369 230,105 – 27,739
Companies 2,474,203 4,427,320 1,337,091 – 3,798,219 6,158,956 1,102,483 –
Total 3,641,999 4,445,385 2,616,503 6,113,921 5,581,191 6,595,674 3,032,007 17,215,077
Página 18
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
x) Amount and type of guarantee margin
The margin amounts deposited in guarantee on December 31, 2014 and 2013 are comprised as follows:
Individual and Consolidated
¡Guarantee margin – Exchange clearing house – BMC
National Treasury Bils (CTN) – 1,074
National Treasury Notes (NTN) 1278 3,475
Subtotal 1,278 4,549
¡Guarantee margin – BMF8BOVESPA
“National Treasury Bis (CTN) 87.151 –
National Treasury Notes (NTN) 60,173 107,486
Subtotal 147,324 107,486
¡Guarantee margin – Other
“National Treasury Notes (NTN) – 2,094
Subtotal – 2,094
Total 148,602 114,129
xi) Cash flow hedge
The effectiveness computed for the hedge portfolio is in accordance with that established by Circular 3082, of 30/01/2002, of the BACEN.
The objective of this hedge relationship is to eliminate the exposures from funding in foreign currency and in interest rates (Libor, Coupon UF and UF), and to turn it into
local currency at a fixed interest rate, protecting the cash flows from interest payment on debt (USD and CLP) and creating steady cash flow.
During the year ended December 31, 2014 an amount of R$ 5,327 was recorded in equi relating to the mark to market of hedge (swaps) instruments on cash flow
hedges and in the amount of R$ 3,911 relating to the mark to market of the hedge object.
LS
TS Market
Hedge Instruments
Swap Contracts 907,208 1,006,405 1,001,078 (5.327)
907,208 1,006,405 1,001,078 (5,327)
Hedge Object
Marketable deb! securitles abroad 176,133 185,914 187,835 1,921
Hedges of onlendings abroad 509,693, 575,407 577,121 2,314
Subordinated debt 221,382 249,112 248,788 (324)
907,208 1,010,433 1,014,344 3,911
7. CREDIT PORTFOLIO, GUARANTEES PROVIDED AND SECURITIES WITH CREDIT RISK
We present below a summary of the loan operation portfolio information on December 31, 2014 and 2013:
a) By type of loan:
E]
Details ETE
Public sector – 18,991 – 18,991
Working capital 3,169,736 3,188,610 3,173,828 3,250,657
Resolution 3844 (previously Resolution 2770) 46,670 40,142 46,670 40,142
Overdraft account 46,559 9,930 46,559 9,930
BNDES/FINAME onlending 1,248,990 1,068,369 1,248,990 1,068,369
Payday loans 1,812 9.876 1,812 9.876
Foreign currency financing 400,172 393,554 400,172 393,554
Export financing 704,527 944,241 704,527 944,241
Subtotal – Loan operations 5,618,466 5,673,713 5,622,558 5,735,760
Debors for purchase of assets(1) 190,466 133,713 190,466 133,713
Advances on foreign exchange contracts and income receivable (2) 410,529 397,934 410,529 397,934
Noles and credits receivable(1) 89,000 114,243 89,000 114,243
Credit portfolio. 6,308,461 6,319,603 6,312,553 6,381,650
Loans for imports 15,272 51,212 15,272 51,212
¡Guarantees provided 2,969,087 2,909,197 2,969,087 2,909,197
Guarantees provided and responsibilities 2,984,359 2,960,409 2,984,359 2,960,409
Notes and credits receivable(1) 28,485 30,240 28,485 30,240
Corporate bonds (3) 500,975 558,025 500,975 558,025
Securities with credit risk 529,460 588,265 529,460 588,265
Total expanded portfolio 9,822,280 9,868,277 9,826,372 9,930,324
(1) Recorded in “Olhee recelvables – sundiy” (Note 9).
(2) Recorded in “Forcign exchange porfi” (Nate 8)
(8) Mostly debentures, promissary notes and receivables certificates in the funds” portfolio and in Banco Pine’s portal (Nate 6a).
Página 19
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
b) By maturity:
TS TS
LEC Past due (1)
Up to 3 months 1,664,660 27.25 126,758 6373 1.791.418 28.40
310 12 months 2,346,040 38.40 72,143 36.27 2,418,183 38.33
1103 years 1,544,434 25.28 – – 1,544,434 24.48
310 5 years 396,150 648 – – 396,150 6.28
51o 15 years 158,276 2.59 – – 158,276 2.51
Total credit portfolio 6,109,560 100.00 198,901 100.00 6,308,461 100.00
Up to 3 months 239,225 781 – – 233,225 7.81
310 12 months 956,148 32.04 – – 956,148 32.04
1103 years 1,080,455 36.20 – – 1,080,455 36.20
310 5 years 714,531 23.95 – – 714,591 22.95
Total guarantees provided and responsibilities 2,984,359 100.00 – – 2,984,359 100.00
Up to 3 months 21,707 4.10 – – 21,707 4.10
310 12 months 73,733 13.93 – – 73,733 13.93
1103 years 244,355 46.15 – – 244,355 46.15
310 5 years 156,140 29.49 – – 156,140 29.49
51o 15 years 33,525 6.33 – – 33,525 8.33
More than 15 years – – – – – –
Total securities with credit risk 529,460 100.00 – – 529,460 100.00
Total expanded portfolio 9,623,379 198,901 9,822,280
TS CA
Past due
Up to 3 months 1,667,910 27.28 126,758 63.73 1,794,668 28.43
310 12 months 2,346,882 38.39 72,143 36.27 2,419,025 38.32
1103 years 1,544,434 25.26 – – 1,544,434 24.47
3105 years 396,150 548 – – 396,150 628
510 15 years 158,276 2.59 – – 158,276 2.50
Total credit portfolio 6,113,652 100.00 198,901 100.00 6,312,553 100.00
Up to 3 months 233,225 781 – – 233,225 781
310 12 months 956,148 32.04 – – 956,148 32.04
1103 years 1,080,455 36.20 – – 1,080,455 36.20
3105 years 714,531 23.95 – – 714,531 23.95
Total guaranteos provided and responsibilities 2,984,359 100.00 – – 2,984,359 100.00
Up to 3 months 21,707 4.10 – – 21,707 4.10
310 12 months 73,733 13.93 – – 73,733 12:93
1103 years 244,355 4645 – – 244,355 46.15
3105 years 156,140 29.49 – – 156,140 29.49
510 15 years 33,525 633 – – 33,525 6.33
More than 15 years. – – – – – –
Total securities with credit risk 529,460 100.00 – – 529,460 100.00
Total expanded portfolio 9,627,471 198,901 9,826,372
TS
Pastdue (1)
Up to 3 months 1,427,573 2275 35,856 7921 1,463,429 23:16
310 12 months 2,298,861 36.64 9,410 20.79 2,308,271 36.53
110 3 years 1,952,929 31.13 – – 1,952,929 30.90
310 5 years 435,583 594 – – 436,583 6.89
51o 15 years 159,391 254 – – 159,391 252
Total credit portfolio 6,274,397 100.00 45266 100.00 6,319,603 100.00
Up to 3 months 409,905 13.85 – – 409,905 12.85
31o 12 months 1,112,950 37.59 – – 1,112,950 37.59
110 3 years 656,780 22:19 – – 656,780 22:19
310 5 years 694,853 2347 – – 694,853 23.47
51o 15 years 85,921 2.90 – – 85,921 2.90
Total guaranteos provided and responsibilties 2,960,409 100.00 – – 2,960,409 100.00
31o 12 months 100,289 17.05 – – 100,289 17.05
110 3 years 199,858 3295 – – 193,858 32.95
310 5 years 176,364 29.98 – – 176,364 29.98
51o 15 years 109,884 18.68 – – 109,884 18.68
More than 15 years 7870 134 – – 7870 134
Total securities with credit risk 588,265 100.00 – – 588,265 100.00
Total expanded portfolio 9,823,011 45266 9,868,277
Página 20
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
TS
Past due (1)
Up to 3 months 1,427,573 1,463,429
310 12 months 2,311,537 2,320,947
1103 years 2,002,300 31.60 – – 2,002,300 31.37
310 5 years 435,583 6.87 – – 435,583 6.83
51o 15 years 159,391 2.52 – – 159,391 2.50
Total credit portfolio 6,336,384 100.00 45,266 100.00 86,381,650 100.00
Up to 3 months 409,905 13.85 – – 409,905 13.85
310 12 months 1,112,950 37.59 – – 1,112,950 37.59
1103 years 656,780 22.19 – – 656,780 22.19
310 5 years 694,853 23.47 – – 694,853 22,47
51o 15 years 85,921 2.90 – – 85.921 2.90
Total guarantees provided and responsibilities 2,960,409 100.00 – – 2,960,409 100.00
310 12 months 100,289 17.05 – – 100,289 17.05
1103 years 193,858 32.95 – – 193,858 32.95
310 5 years 176,364 29.98 – – 176,364 29.98
51o 15 years 109,884 18.68 – – 109,884 18.68,
More than 15 years 7870 1.34 – – 7.870 1.34
Total securities with credit risk 588,265 100.00 – – 588,265 100.00
Total exp: portfolio. 9,885,058 45,266 9,930,324
(1) On December 31, 2014 there was a change of criteria related to expired contracts. PreviousIy, tho maturty was demonstrated per plot. According to the new criteria, the maturiy ls demonstrated by the total contract
c) By business activity.
CT]
ETA
Sugar and ethanol 1,392,485 1,391,668 1,392,485 1,397,413
Civi construction 1,179,345 1,388,464 1,180,187 1,395,441
Agriculture 991,748 871,830 991,748 884,798
Electric and renewable energy 974,263 891,931 974,263 891,931
Bullding and engineering – Infrastructure 773,247 846,040 773,729 853,056
Transportation and logistics 625,026 480,410 625,804 484,293
Telecommunications 437,671 349,218 438,104 358,236
Chemical and petrochemical 371,991 273,740 371,931 273,740
Vehicles and paris 366,339 437,040 366,339 437,040
Specialized services 318,972 473,851 318,972 476,545
Foreign trade 291,840 298,612 291,840 298,612
Metal products 290,568 453,883 290,568 457,250
Meat processing 265,105 164,348 265,105 164,348
Retail trade 208,379 192,940 208,379 192,940
Beverages and tobacco 215,418 235,210 215,418 236,893
Foodstufís 176.800 187,718 177,490 191,164
Water and sanitation 158,606 93,445 158,606 93,445
Construction material and decor 142,137 208,102 142,197 208,102
Financial institution 99713 103,299 100,580 107,629
Paper and pulp 90.466 95,142 90.466 95,142
Plastic and rubber 62,855 40,455 62,855 40,455
Communications and printing 53,359 – 53,359 –
Information technology 51,767 47,185 51,767 47,185
Mining 50,694 3,191 50,694 3,191
Textles and clothing 40,551 38,487 40,551 39,407
Mechanics 39,883 17,986 39,883 17,986
individuals 33,574 44,177 33,574 44,177
Lealher and footwear 31,658 – 31,658 –
Electroelectronics 23,403 10,565 23,403 10,565
Medical services 22,005 15,331 22,005 15,391
Pharmaceuticals and cosmetics 17.808 18,086 17.808 18,086
Wholesale trade 13,279 26,332 13.279 26,332
Steel products 11,385 128,015 11,385 128,015
Leisure and tourism – 41,576 – 41,576
Total expanded portfolio 9,822,280 9,868,277 9,826,372 9,930,324
d) Credit portfo!
and guarantees provided and responsabilities by risk level and provisioning:
i) Credit portfolio
Falling due Past due (1) EN
AA 692,475 – 692,475 > 693,342 – 693,342 –
A 2,001,524 – 2,001,524 10,008 2,002,695 – 2,002,695 10,014
B 2,218,487 4,595 2,223,082 22,231 2,220,107 4,595 2,224,702 22,246
c 997.456 79,645 1,077,101 32,313 997,890 79,645 1,077,535 32,327
D 97,742 5,943 103,685 10,369 97,742 5,943 103,685 10,369
E 47,396 12,928 60,324 18,097 47,396 12,928 60,324 18,097
F 40,395 34,604 74,999 37.499 40,395 34,604 74,999 37,499
6 12,576 54,580 67,156 47,009 12,576 54,580 67,156 47,009
H 1,509 6,606 8,115 8,115 1,509 6,606 8,115 8,115
Total 6,109,560 198,901 86,308,461 185,641 6,113,652 198,901 6,312,553 185,676
Página 21
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
II Aa ET E
AR 1,003,915 – 1,003,915 – 1,007,284 – 1,007,284 –
A 2,081,694 – 2,081,694 10,408 2,089,470 – 2,089,470 10,448
8 2,309,169 3,664 2,312,833 23,129 2,344,108 3,664 2,347,172 23,478
c 530,280 30,635 560,915 16,827 539,392 30,635 570,027 17,101
D 193,650 74 193,724 19,372 193,650 74 193,724 19,372
E 36,637 7.313 43,950 13,185 36.637 7,313 43,950 13,185
F 24,897 67 24,964 12,482 24,897 67 24,964 12,482
6 49,547 61 49,608 34,727 49,547 61 49,608 34,727
H 44,548 3,452 48,000 48,000 51,399 3,452 54,851 54,851
Tot 6,274,337 45,266 6,319,603 178,130 86,336,384 45,266 6,381,650 185,644
(1) On December 31, 2014 here was a change o coria rlated to expired contract. Previous), tho matuiy was demonstrated per plo. According to o now cra, tho mati ls demonstrated by tho total contract
) Guarantees provided and responsabilities
In the period ended on December 31, 2014, the balance guarantees provided and responsabilities was R$2,984 with a provision of R$3,903.
e) By concentration level of the Institution’s total expanded portfol
(PAS TN UN Amount
Largest borrower 324,584 3.30 271,299 2.75 324,583 3.30 271,299 2.73
2nd to 10th 1,310,812 13.35 1,519,180 15.39 1,310,812 13.34 1,519,180 15.30
11th to 201h 950,762 9.58 1,095,399 11.10 950,762 9.68 1,095,399 11.03
218tto SOI. 1,821,335 18.54 1,874,414 18.99 1,821,335 18.54 1,874,414 18.88
5tstto 1001h 1,656,662 16.87 1,748,250 1772 1,656,662 16.86 1,751,696 17.64
Other borrowers 3,758,125 38.26 3,359,735 34.05 3,762,218 38.28 3,418,336 24.42
Total expanded portfolio 9,822,280 100.00 9,868,277 100.00 9,826,372 100.00 9,930,324 100.00
1) Banco Pine’s total expanded credit portfolio concentration by activity sector:
Individual Consolidated
2014 2013 2014 2013
Rural 56,623 80,242 58,623 73,210
Housing – 662 – 662
Industry 4,737,279 2,028,622 4,738,194 2,041,180
Commerce 1,197,017 803,378 1,197,017 805,981
Financial Intermediation 125.414 122.443 126,104 126.774
Other services 3,249,670 6,446,337 3,252,157 6,475,924
individuals 456,277 406,593 456,277 406,593
Total expanded portfolio 9,822,280 9,868,277 9,826,372 9,930,324
9) Change in the allowances for loan losses and other loan losses, in accordance with Resolution 2682/99:
Individual Consolidated
CEA ROA E ETE
Opening balance 178,130 186,652 185,644 188,254
Additions/Reversals 65,333 98,484 57.855 101,068
Amount written off (68,867) (107,502) (58,867) (107,502)
PDD-FIDC – – – 3,328
Exchange variation (1) 1,045 496 1,044 496
Closing balance 185,641 178,130 185,676 185,644
(A) Exchange vañation on he alowance or oanlosses (PDD) of he overseas branch, clasited in he “Olhe operaing expenses” account in the statement or operations.
h) Credit recoveries
In the period ended on December 31, 2014, credits previously written off as loss were recovered in an amount of R$35,855 (December 31, 2013 – R$21,516).
i) Renegotiation of contracts
On December 31, 2014, there were renegotiated contracts in the amount of R$97,569 (December 31, 2013 – R$ 163,543). The original ratings attributed to these
contracts were maintained.
¡) Transactions for the sale or transfer of financial assets
Transactions that neither transfer nor retain substantially all risks and rewards
For the period ended on December 31, 2014, loans were assigned, without coobligation, to parties not related to the Institution in the amount of R$77,326 (R$ 26,966
for the period ended December 31, 2013). These assignments generated a net loss in relation to their face value in the amount of R$46,761 (Loss of R$ 6,805 for the
period ended December 31, 2013), without discounting the allowance for loan losses in the amount of R$38,063 (R$6,893 for the period December 31, 2013). The
results of the assignments are recorded in the “Other operating expenses” account”. Additionally, contracts previously written off as a loss in the amount of R$37,297
(R$37,587 for the period ended December 31, 2013) were assigned and these assignments generated a gain of R$8,880 (R$6,850 for the period ended December 31,
2013) registered in the income statement in the “Loan operations” account.
Página 22
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Operations that retain substanti
y all risks and rewards
Since January 2012, as required by CMN Resolution 3533/08 do CMN, operations are accounted for considering whether the risks and rewards of ownership arising
from the sale or transfer of a financial asset are, or are not retained.
In the period ended on December 31, 2014, there were operations assigned to FIDC Pine Agro in the amount of R$332.292 (December 31, 2013 – R$377.866) and
operations assigned to other financial institutions in the amount of R$101,307.
Assignments comprise the following:
EME
LO
Assigned debentures – –
Credit operalions assigned – Loans 251,294 252,085
Credit operations assigned – Financing 182,305 182,305
Total 433,599 434,390
8. FOREIGN EXCHANGE PORTFOLIO
CATAS
11.331
148,769
217,766
377,866
2013
Exchange purchases pending setlement 459,480 418,586
Rights on exchange sales 138,295 99,814
Income recelvable 4,592 6,729
Exchange sales pending setiement – –
Liabilties for exchange purchases – –
Advances on foreign exchange contracts – –
Total 602,367 525,129
9. OTHER RECEIVABLES – SUNDRY
a) Other receivables – Sundry
These are comprised as follows:
149,894
405,937
(405,937)
149,894
94,959
391,205
(391,205)
94,959
Advances and salary prepayments 75 – 75 298
Advances for payments on our behalf 5,736 – 5,736 7,159
Deferred tax assets (Note 9.b) 86,361 82,122 168,483 87,797
Debtors for purchase of assets 40,499 149,967 190,466 36,845
Income tax recoverable 1,669 67,268 68,937 –
Amounts recelvable from affilates 36 – 36 39
Notes and credits receivable 92,797 24,688 117.485 113,836
¡Sundry debtors – Brazil and abroad 16,454 19 16,473 2,997
Total 243,627 324,064 567,691 248,971
74,738
96,868
54,043
30,647
47
256,343
7,159
162,535
133,713
54,043
39
144,483
3,044
505,314
Advances and salary prepayments 103 – 103 298
Advances for payments on our behalf 5,736 – 5,736 7,159
Deferred tax assets (Note 9.b) 86,370 82,122 168,492 87,797
Debtors for purchase of assets 40,499 149,967 190,466 36,845
Income tax recoverable – 70,938 70,938 –
Notes and credits receivable 92,797 24,688 117,485 113,836
¡Sundry debtors – Brazil and abroad 20,528 19 20,547 7,826
Total 246,033 327,734 573,767 253,761
Página 23
74,742
96,868
58,418
30,647
48
260,723
7,159
162,539
133,713
58,418
144,483
7,874
514,484
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 EA PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
b) Tax credits
On December 31, 2014 and 2013, deferred tax assets and deferred tax liabilities in respect of corporate income tax (IRPJ) and social contribution on net income (CSLL)
were comprised as follows:
MM
Provision for
loan losses 35,529 21,318 56,847 42,602 25,561 68,163
Adjustment of available-for-sale securities 8,561 5,137 13,698 5,077 3,046 8,123
Adjustment of trading securiies . – – 1,284 Tn 2,055
Credits written off as a loss 29,755 14,253 38,008 25,721 15.433 41,154
Futures market – Law 11196 3,374 2,024 5,398 5,711 23,426 9,137
Provision for taxrisks and
contingent labities. 2074 1,244 3,318 3,159 1,896 5,055
Provision for profit sharing 750 450 1,200 2,875 1,725 4,600
MTM cash flow hedge 1,332 799 2,131 – – –
Provision for lawyers’ fees 209 125 334 1,599 959 2,558
Provision for tax loss abroad 15,020 9012 24,032 5,539 3,323 8,862
Provision for Resolution 3921 5.809 3,486 9,295 3,444 2,066 5,510
Other provisions 7912 4,748 12,660 4,574 2,744 7,318
Provision for bank guarantee 976 586 1,562 – – –
Total 105,301 63,182 168,483, 101,585 60,950 162,535
Provision for
loan losses 35,529 21,318 56,847 42,602 25,561 68,163
Adjustment of available-for-sale securities 8,561 5,137 13,698 5,077 3,046 8,123
Adjustment of trading securiies – – – 1,284 Tn 2,055
Credits written off as a loss 29,755 14,253 38,008 25,721 15,433 41,154
Futures market – Law 11196 3,374 2,024 5,398 5,711 3,426 9,137
Provision for taxrisks and
contingent labities. 2074 1,244 3,318 3,161 1,897 5,058
Provision for profit sharing 750 450 1,200 2,875 1,725 4,600
MTM cash flow hedge 1,332 799 2,131 – – –
Provision for lawyers’ fees 209 125 334 1,599 959 2,558
Provision for tax loss abroad 15,020 9012 24,032 5,539 3,324 8,863
Provision for Resolution 3921 5814 3,490 9,304 3,444 2,066 5,510
Other provisions 7912 4,748 12,660 4,574 2,744 7,318
Provision for bank guarantee 976 586 1,562 – – –
Total 105,306 63,186 168,492 101,587 60,952 162,539
Mark-lo-market adjustment of derivative
financial instruments 16,532 9919 26,451 45,740 27.444 73,184
Asset adjustment of judicial deposits 365 218 583 649 389 1,038
MTM / securiies for trading 1,186 7 1.897 – – –
MTM cash flow hedge object 978 586 1,564 – – –
Income from renegotiation 404 242 646 292 175 467
MTM Interbank exchange 129 78 207 – – –
Total (Note 14.b) 19,594 11,754 31,348 46,681 28,008 74,689
Activity of deferred tax assets and deferred tax liabilities
Opening balance 162,535 143,052 162,539 143,316
Additions 176,570 151,383 176,577 151,046
Reversal (170,622) (131,900) (170,624) (131,823)
Closing balance 168,483, 162,535 168,492 162,539
Opening balance 74,689 51,656 74,689 51,685
Additions 116,760 86,381 116,760 86,463
Reversal (160,101) (63,348) (160,101) (63.459)
Closing balance 31,348 74,689 31,348 74,689
Página 24
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Projected realization of deferred tax assets and deferred tax liabili
Up to 1 year 54,381 32,631 87.012 54,381 32,631 87.012
1102 years 29,868 17,921 47,789 29,868 17,921 47,789
2103 years 7,856 4,713 12,569 7,856 4713 12,569
3104 years 5.829 3,497 9,326 5,829 3.497 9,326
4105 years 1,460 876 2,336 1,460 876 2,336
5 to 10 years 5,907 3,544 9,451 5,912 2,548 9,460
Total 105,301 63,182 168,483 105,306 63,186 168,492
Up to 1 year 510 305 815
1102 years 6,837 4,102 10,939
210 3 years 3,440 2,064 5,504
3 lo 4 years 1,089 653 1,742
4105 years 49 29 78
5 to 10 years 7,569 4,601 12,270
Total 19,594 11,754 31,348
10. INVESTMENTS
a) Investments in associ
3
TO)
Pine
AS
Pine
PO)
99.990
Holding – %. 100.0000 99.9998 99.9998
Number of shares held – 10,000 892,298,000 500,000
Capital 19,281 10 13,385 500
Equity 5,344 3.800 46,248 8,699
Netincome in the period (4,595) 1577 4,483 5,713 7,178
Investment amount 5,344 3,799 46,248 8,609 64,090
Equity in the results of investee (4,595) 1577 4,483 5,713 7,178
Foreign exchange variation 892 – – – 892
Ine Pine Ass. em Ts 03 03
II AO) Assessoria Corretora (4)
Holding – %. 100.000 99.990 10.000 99.998 100.000 99.998 99.998
Number of shares held 5,000 10,000 10,000 892,298,000 77,399,000 500,000 500,000
Capital 11,713 10 60 13,384 1,000 500 500
Equity 9,047 19,223 41 41,765 4,984 37,995 244
Netincome in the period (1,412) 15,105 (12) 3,691 3,925 2.486 ” 23,794
Investment amount 9,047 19,221 4 41,765 4,984 37,995 244 113,260
Equity in the results of investee (1,412) 15,104 m 3,691 3,925 2.486 ” 23,804
Foreign exchange variation 236 – – – – – – 236
(1) On March 14, 2014, Pine Assessoria e Consultoria paid dividends to Banco Pine in the amount of R $ 35,009.
(2) On March 14, 2014, Pine Planejamento paid cvidends to Banco Pine in he amount of R $ 16,998.
(8) In the period ended on December 31, 2014, Pine Comercializadora de Energia Elética registered a loss of equivalence of R$28. On March 14, 2014 there was payment of cividens to Banco Pine in the amount of RS1,500. The company was
extinguished on September 25, 2014.
(4) in the period ended cn December 31, 2014, Pine Corretora de Seguros registered a gain of equivalence of RS2. The company was extinguished on July 22, 2014,
(6) In the period ended cn December 31, 2014, Pine Assesscria em Comercialzacáo de Energia registered a loss of equivalence of RS1. The company was extinguished on September 15, 2014.
b) Other investments
For the period ended December 31, 2013, Banco Pine had a consolidated amount of R$76,509 in the Consolidated, corresponding to the investment in land for real
estate development, which was registered in entity IRE VII Desenvolvimento Imobiliário S/A. In the consolidated balance sheet this investment was recorded in “Other
investments” account. The investment in the entity IRE VII Desenvolvimento Imobiliário S/A was sold on November 21, 2014, at book value.
11. PROPERTY AND EQUIPMENT AND INTANGIBLE ASSETS
a) Property and equipment in use
q PA] La
depreci
Facilities 20 10,237 (10,165) 72 10,644 (10.327) 317
Furniture and equipment in use 10 2,980 (1,893) 1,087 3,241 (2,002) 1,239
¡Communications system 10 1,474 (957) 517 1,477 (957) 520
Data processing system 20 914 (894) 20 1,212 (1,101) 11
Security system 10 32 (4) 8 32 (24) 8
Aircraft 10 16,293 (1,513) 14,780 16,293 (1,513) 14,780
Transport system 20 2,671 (900) 1771 2,671 (900) 1771
Total 34,601 (16,346) 18,255 35,570 (16,824) 18,746
Página 25
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
an TT E LS
depreci
Facilities (10,103) (10.177)
Furniture and equipment 10 (1,651) (1,701) 1,509
Communications system 10 (847) (848) 591
Data processing system 20 (876) (971) 206
Security system 10 e) en 1
Aircraft 10 (3211) (6211) 20,872
Transport system 20 (663) (663) 2,012
Total (17372) (17,592) 25,519
b) Intangible assets
q PO] Accumulated
Expense for acquisition and
development of software 10 9,587 (6,848) 739 9,854 (6.848) 1,006
Total 9,587 (8,848) 739 9,854 (6,848) 1,006
PO] Accumulated
Expense for acquisition and
development of software 10 9,587 (8,159) 1,428 10,288 (6,625) 1,663
Total 9,587 (8,159) 1,428 10,288 (8,625) 1,663
12. DEPOSITS
a) Analysis by maturity:
CTA]
Demand 1 Interbank Demand Time
deposits ETA PS ETA
No stated maturity – – 26,621 – y
Up to 30 days – 333,420 – – 333.420 –
31 10 60 days – 241,065 – – 239,510 –
61 10:90 days – 234,978 35,162 – 234,860 35,162
91 to 180 days – 506,068 232 – 502,898 232
181 10 360 days – 215,634 11,477 – 209,115 11,477
More than 360 days – 744,472 21,709 – 705,358 21,664
Total 26,683 2,275,637 68,580 26,621 2,219,161 68,535
Individual
Demand Interbank Demand
No stated maturity 23,332 – – 23,260 – –
Up to 30 days – 398,939 10,151 – 390,667 10,151
31 10 60 days – 225,900 24,480 – 225,554 24,480
61 10:90 days – 236,312 20,722 – 239,690 20,722
91 to 180 days – 687,228 3,123 – 669,634 3,124
181 10 360 days – 455,409 19,370 – 428,983 15,188,
More than 360 days – 1,143,273 16,093 – 1,094,695 16,053,
Total 23,332 3,147,061 93,939 23,260 3,043,223 89,718
b) Analysis by market segment:
EJ
Time Interbank Demand Time
deposits ETS PS TA
Industry, commerce and services 517,028 > 20,021 517.628 –
Related companies 56,476 45 – – –
individuals 19,869 – 379 19.869 –
Financial institutions and investment funds 6221 1,681,664 168,535 6,221 1,681,664 68,535
Total 26,683 2,275,637 68,580 26,621 2,219,161 68,535
CTA]
Demand Interbank E]
Industry, commerce and services 897,503 > 22,924 889.231 –
Related companies 95,566 4,221 – – –
individuals 53,366 – 336 53,366 –
Financial institutions and investment funds – 2,100,626 89,718 – 2,100,626 89,718
Total 23,332 3,147,061 93,939 23,260 3,043,223 89,718
Página 26
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 EH PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
13. FUNDS OBTAINED IN THE OPEN MARKET
CA
Exa Ja
Own portfolio
National Treasury Bils(LTN) 53,530 201,413
National Treasury Notes (NTN) 29,011 156,794
Debentures 113,980 175,263
Other securiles issued abroad 3,672 14,109
Total funds obtained in the open market 200,193 547,579
CEI
Own portfolio
National Treasury Bils(LTN) 21,878 201,413
National Treasury Notes (NTN) 29,011 118,007
Debentures 113.980 –
Other securiles issued abroad 3,672 14,109
Subtotal 168,541 333,529
Third-party portfolio
Debentures – 175,263
Subtotal – 175,263
Total funds obtained in the open market 168,541 508,792
14. OTHER LIABILITIES
a) Collection and payment of taxes and similas
On December 31, 2014, this balance consists of the tax on financial transactions (IOF) payable in the amount of R$378 (December 31, 2013 – R$1,663).
b) Tax and social security contributions
Taxes and contributions on.
third-party services. 161 – 161 161 – 161
Taxes and contributions on salaries 3,313 – 3,313 3,446 – 3,446
Taxes and contributions on income. – – – 2,992 – 2,932
Service tax (SS) 356 – 356 559 – 559
Withholding income tax (IRRF) 1,659 – 1,659 1,680 – 1,680
Social Integration Program (PIS) and Social Contribution on Revenues (COFINS) pays 329 – 329 494 – 494
Provision for deferred IRP. and CSLL (Note 09) 816 30,532 31,348 816 30,532 31,348
Provision for tax.risks (Note 15c and d) – 369 369 – 369 369
Total 6,634 30,901 37,535 10,088 30,901 40,989
Taxes and contributions on.
hird-party services 156 – 156 177 – 177
Taxes and contributions on salaries 3,233 – 3,233 3,356 – 3,356
Taxes and contributions on income. – – – 4,350 – 4,350
Semice tax (ISS) 533 – 533 659 – 659
Withholding income tax (IRRF) 3,839 – 3,839 3,848 – 3,848
Social Integration Program (PIS) and Social Contribution on Revenues (COFINS) pays 446 – 446 556 – 556
Provision for deferred IRPJ and CSLL (Note 09) 12,161 62,528 74,689 12,161 62,528 74,689
Provision for taxrisks (Note 150 and d) – 716 716 – 723 723
Total 20,368 63,244 83,612 25,107 63,251 88,358
c) Sundry
Provision for personnel expenses 10,246 – 10,246 11,724 – 11,724
Cashier’s checks 5,738 – 5,738 5,738 – 5,738
Provision for contingent
llablities- civl (Note 15.0) – 6,524 6,524 – 6,524 8,524
Provision for contingent
llabliies – labor (Note 15.) – 1,403 1,403 – 1,403 1,403
Other administrative expenses – 3,904 3,904 – 3,904 3,904
Obligations for the sale and transfer of financial assets 2265 836 3,101 2,880 – 2,880
Obligations for shares of investment funds 372,113 62,277 434,390 102,098 – 102,098
Sundry debtors – Brazil and abroad – – – – 418,437 418,437
Other provisions 332 – 332 474 – 474
Negotiation and intermediation of securiies – 9,237 9,237 – 9,237 9,237
Total 390,694 84,181 474,875 122,914 439,505 562,419
Página 27
(A free translation of the original in Portuguese) >
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 B
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Provision for personnel expenses 18,809 – 18,809 19,068 – 19,068
Cashier’s checks 6.910 – 6910 6,910 – 6,910
Provision for contingent
llablities- civl (Note 15.0) – 9,997 9,997 – 9,997 9,997
Provision for contingent
llabliies – labor (Note 15.) – 1,925 1,925 – 1,925 1,925
Provision – FIDC 2.231 6,394 8,625 3,254 6,394 9,648
Other administrative expenses . – – – 456,863 456,863
Liabiltes for investment fund shares 317,328 80,538 377.866 – – –
Sundry debtors – Brazil and abroad 680 745 1,425 1,863 745 2,608
Total 345,958 79,599 425,557 34,095 475,924 507,019
15. CONTINGENT ASSETS AND LIABILITIES AND LEGAL OBLIGATIONS – TAX AND SOCIAL SECURITY CONTRIBUTIONS
a) Adherence to the programs for installment payment and discharging of tax debts (REFIS/Tax Amnesty – Law 12865/2013)
On December 31, 2013, considering the terms and benefits offered by the tax settlement program enacted by the Brazilian government, through Law 12865/13, the
Institution’s management reassessed, together with its legal counsel, the convenience of participating in this program. As a result, management decided to withdraw
from specific proceedings and to settle immediately the related contingent amounts.
The balance of these proceedings totaled R$357 in the Individual and R$948 in the Consolidated, resulting in a gain of R$213 (R$64 net of tax) in the Individual and a
loss of R$140 (R$279 net of tax) in the Consolidated. These proceedings were mainly related to a PIS related challenge (1996 tax base) in Banco Pine, recorded as a
provision at the full amount in dispute. This process was settled in full with the balance of Judicial Deposits, in the amount of R$173. For the PIS suits for 1997 in the
amount of R$10, with IRPJ for 1996 of R$10 and CSLL for 1997/98 of R$571. There were no amounts recorded as a provision in Pine Investimentos DTVM. The
proceedings were partially paid with the balance of Judicial Deposits in the amount of R$138.
b) Contingent assets
There were no contingent assets on December 31, 2014 and 2013.
c) Legal obligations – tax and social security
These are legal and administrative processes related to tax and social security obligations. The main processes are as follows:
PIS: The Institution and Pine Investimentos sought an injunction designed to render ineffective the wording of Article 3, paragraph 1, of Law 9718/1998, which changed
the calculation base of PIS and COFINS so that all corporate revenues are liable to these contributions. Prior to this rule, suspended in innumerous recent decisions by
the Federal Supreme Court (STF) only revenues derived from services rendered and the sale of merchandise were liable to these contributions. The injunction filed by
Banco Pine received a partially favorable judgment and the appeal lodged by the Federal Govemment was dismissed. The favorable final and unappealable decision
was handed down on September 17, 2013.
Supported by the opinion of its legal advisors and responsible attorneys, according to whom the case ¡s settled at the STF with no possibility of any further appeal by the
National Treasury, the Institution reversed the corresponding provision for contingencies, for the period from May 2005 to October 2011, considering that it no longer
consists of a legal obligation and that no loss is probable, and recognized a net gain in the total amount of R$35,163 in the Individual and R$35,764 in the Consolidated,
for 2013, which was recorded in the “Other operating income” account and in the “Tax expenses” account.
In this respect, the Institution will file a request for proof of claim at the Brazilian Federal Revenue authority (RFB), regarding the contributions to PIS which were
overpaid during the period from May 1999 to April 2005, in the historical amount of R$3,522 in the Individual and R$3,566 in the Consolidated, which adjusted for
inflation, based on the variation in the SELIC rate up to December 31, 2014, totaled R$8,702 (R$8,336 on december 31, 2013) in the Individual and R$8,811 (R$8.588
on december 31, 2013) in the Consolidated. Based on the final and unappealable judgment and the administrative procedure filed at RFB, a corresponding tax credit
was recognized in “Other receivables – Tax recoverable”, as a counter entry to the “Other operating income” account.
COFINS: In November 2005, the STF judged as unconstitutional Article 3, paragraph 1, of Law 9718/98, which introduced the new calculation base for COFINS
determination purposes from February 1999, broadening the concept of revenue. Accordingly, the calculation base of COFINS was decreased and gave rise to the
unquestionable right to recover the amount of overpaid tax. The injunction filed against the Federal Government by the Institution claiming the right to ofíset the refund
of the incorrectly paid amount of COFINS against other current taxes was successful.
Supported by the opinion of its legal advisors and responsible attorneys, according to whom the case ¡is settled at the STF with no possibility of any further appeal by the
National Treasury, the Institution reversed the corresponding provision for contingencies, for the period from May 2005 to October 2011, considering that it no longer
consists of a legal obligation and that no loss is probable, and recognized a net gain in the total amount of R$150,510 in the Individual and R$151,357 in the
Consolidated, for 2011, which was recorded in the “Other operating income” account and in the “Tax expenses” account.
In this respect, the Institution will file a request for proof of claim at the Brazilian Federal Revenue authority (RFB), regarding COFINS which was overpaid during the
period from June 2000 to April 2005, in the historical amount of R$15,679 in the Individual and R$15,872 in the Consolidated, which adjusted for inflation, based on the
variation in the SELIC rate up to December 31, 2014, totaled R$39,444 (December 31, 2013 – R$37,744 ) in the Individual and R$39,908 (December 31, 2013 –
R$38,188) in the Consolidated. Based on the final and unappealable judgment and the administrative procedure filed at RFB, a corresponding tax credit was recognized
in “Other receivables – Tax recoverable”, as a counter entry to the “Other operating income” account.
The amounts of the legal obligations and respective judicial deposits are presented as follows:
CA
Provision Provision
PIS – – 35,382 33,007 – – 35,609 33,218
COFINS – – – 168,908 – – – 169,862
Total – – 35,382 201,915 – – 35,609 203,080
Página 28
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 EH PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
d) Contingencies classified as probable are regularly provisioned and the period ended on December 31, 2014 and 2013, are comprised as follows:
Individual
Tax coningencies. 309 716 1.301 7,740 309 723 1,530 1,769
Labor contingencies 1.403 1,925 200 57 1.403 1,925 200 576
Civil contingencias 6,524 9,997 3.010 2,385 6524 9,997 3.010 2,385
Total 8,296 12,698 501 4,700 8296 12,645 5,040 4729
e) Activity in y provisions
Tax/Legal A]
FS
Opening balance 1,925 9,997 12,638 42,056 4,665 18,298 65,019
Amount recorded (reversion) (853) (674) (8,961) (4,988) (43,005) (2,939) (9,059) (55,003)
Adjustments 6 152 488 646 1,665 199 758 2,622
Closing balance 369 1,403 6,524 8,296 716 1,925 9,997 12,638
LEA] TaxiLegal
O
Opening balance 1,925 9,997 12,645 42,591 4,665 18,298 65,554
Amount recorded (reversion) (674) (8,961) (4,995) (43,557) (2,939) (9,059) (55,555)
Adjustments 152 488 646 1,689 199 758 2,646
Closing balance 1,403 6,524 8,296 723 1,925 9,997 12,645
f) We present below the main suits and proceedings for which the likelihood of loss was deemed possible:
Labor: on December 31, 2014 and 2013, the Institution had no labor claims classified as possible losses.
Civil: on December 31, 2014 and 2013, the Institution had no civil claims classified as possible losses.
Tax: On December 31, 2014 the Institution owned tax proceedings classified as possible in the amount of R $ 19,881. On 31 December 2013 the Bank did not have tax
proceedings classified as possible.
Tax: On December 31, 2014 the Bank owned tax proceedings classified as possible in the amount of R $ 19,881. The main proceedings in the amount of RS 19,088 it is
Injunction filed against an act of Federal Revenue of Brazil Financial Institutions in Sáo Paulo, with preliminary injunction to suspend the payment of installments of
income tax and social contribution levied on the default interest and indexation. Currently this Bank has the effect of favorable ruling, made by 1st Instance Judgment.
On 31 December 2013 the Bank did not have tax proceedings classified as possible.
16. BORROWINGS AND ONLENDINGS
Ta Ao
ES PTS 15 years
Local onlendings – oficial institutions 267,357 396,579 426,512 125,200 117.850 1,333,498
Foreign onlendings 4,113 58,348 409,304 79,668 79,568 631,101
Foreign borrowings 238,896 840,716 50,065 79,686 – 1,209,363
Total 510,366 1,295,643 885,881 284,554 197,518 3,173,962
UE HE OTE Lo
3 months O 5 years 15 years
Local onlendings – oficial institutions 61,788 279,202 871,229 112,536 116,293 1,141,108
Foreign onlendings 10 2,855 2,835 – – 5,700
Foreign borrowings 425,331 620,396 234,260 – 70,278 1,350,265
Total 487,129 902,513 808,324 112,536 186,571 2,497,073
17. FUNDS FROM ACCEPTANCE AND ISSUANCE OF SECURITIES
a) Funds from exchange acceptances
UE HE
ES 12 months
Real estate letters of credit (LCI) 66,761 375,431 121,861 459 – 564,512
Agribusiness letters of credit (CA) 130,743 400,153 71.877 690 – 803,463
Financial bis (LF) – 121,061 553,833 10,818 4,039 689,751
Total 197,504 896,645 747,574 11,967 4,039 1,857,726
UE EE
3 months PTS 15 years
Real estate letters of credit (LCI) 98,167 172,150 9,969 210 – 280,696
Agribusiness letters of credit (CA) 323,626 86,643 27,912 161 – 438,342
Financial bis (LF) – 599,368 115,835 19,678 3,486 738,367
Total 421,793 858,161 153,716 20,249 3,486 1,457,405
Página 29
(A free translation of the original in Portuguese) >
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 B
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
b) Securities issued abroad
We present below an analysis of the tranches and balances adjusted at the balance sheet dates:
Individual and Consolidated
AS Interest
COTAS O 9
4,091 US$ – 2.00% a:a+ Libor Jun/2014 – 3,197
2,000 US$ 185%aa+ Libor Nov2014 – 9,392
1,044 US$ 87%aa+ Libor Jan/2017 2.892 2,551
39,333 US$ 30%aa+ Libor Jan/2014 – 7,139
23,529 US$ 4,20%aa+ Libor abr/2022 58,911 106,021
20,000 US$ 585%aa+ Libor dez/2023 53,275 –
73,000 CLP 60%aa+VarnuF Dez/2017 70,693 151,994
Total 185,771 280,294
(9 Current 11,828 21,059
Total long-term liabilities 197,599 301,353
18. SUBORDINATED DEBT
Issuance Maturity Amount TS EX E
Fixed rate notes Pública 6/1/2017 US$125.000 8,75% aa 276,360 306,900
Financial bills Privada 6/12/2021 R$45.152 141,45% do CDI 57,630 53,311
Total 339,990 360,211
(9 Current (16,04) (14,150)
Total long-term liabilities 317,946 346,061
19. EQUITY
a) Capital
Pursuant to the bylaws, subscribed and paid-up capital totals R$1,112,259 and is divided in 121,172,024 (December 31, 2013 – 123,612,756) registered shares, of
which 65,178,483 (December 31, 2013 – 65,178,483) are common shares and 55,993,541 (December 31, 2013 – 58,434,273) are preferred shares with no nominal
value. The Institution is authorized to increase its capital, without the necessity of any amendment to the bylaws, by up to a further 100,000,000 common or preferred
shares, all of which shall be nominative, book-entry shares, with no par value, by decision of the Board of Directors.
As approved at the Meeting of the Board of Directors held on October 15, 2013 and approved by the Central Bank on December 23, 2013, it was resolved: the capital
increase of R $ 967,259 to R $ 1,112,259, through the incorporation of part of balance of the legal reserve in the amount of R $ 17,429, and part of the balance of the
Statutory Reserves in the amount of R $ 127,571 to R $ 145,000, with the issuance of 12,770,443 new registered shares, of which 6,733,594 common shares and
6,036,849 preferred, passing total number of shares of 110,842,313 registered shares to 123,612,756 registered shares, being 65,178,483 common shares and
58,434,273 preferred.
As resolved at a meeting of the Board of Directors held on February 4, 2013 and ratified by the Central Bank on April 19, 2013, capital was increased in the amount of
R$31,576, through the issue of 2,211,213 registered preferred shares, with 1,887,605 shares to PROPARCO – Société de Promotion et de Participation pour la
Coopération Economique – (PROPARCO) and 323,608 shares to other shareholders, from R$935,683 to R$967,259, comprising 110,842,313 registered shares, of
which 58,444,889 are common shares and 52,397,424 are preferred shares, with no nominal value.
b) Capital reserve
The capital reserve, pursuant to the provisions of Law n*11638/07, may only be used to (i) absorb losses which are in excess of retained eamings and the revenue
increase capital; (ii) cancel treasury shares; and (iv) pay dividends on preferred shares provided that they are entitled to this benefit.
e) Revenue reserve
The Institution’s revenue reserve comprises the legal and statutory reserves. The balance of the revenue reserves may not exceed the Institution’s capital, and any
excess must be capitalized or distributed as dividends. The Institution has no other revenue reserves.
Legal reserve – Pursuant to Law 11638/07 and the bylaws, the Institution must appropriate 5% of its net income for each year to the legal reserve. The legal reserve
shall not exceed 20% of the Institution’s paid-up capital. However, the Institution may choose not to appropriate a portion of its net income to the legal reserve for the
year in which the balance of this reserve plus the capital reserves, exceeds 30% of its capital.
Statutory reserve – Pursuant to Law 11638/07, the bylaws may establish statutory reserves, provided that they specify their purpose, the percentage of net income to be
allocated thereto and the maximum amount to be maintained in each such reserve. The allocation of funds to these reserves shall not be approved to the detriment of
the mandatory dividend. The Bank established a statutory reserve of 100% ofits net income, in the amount of R$18,392, after the deduction of 5% to the legal reserve
of R$4,715, the deduction of the payment of interest on own capital of R$64,463 and dividends in the amount of R$6,737, for the Bank to maintain an operating margin
compatible with the progression of the Banks active operations.
d) Dividends and interest on own capital
Stockholders are entitled to a minimum dividend of 25% of annual net income, adjusted pursuant to Brazilian corporate legislation, subject to the approval of the General
Meeting of stockholders.
In accordance with the provisions of Law 9249/95, interest on own capital was acerued and declared, calculated based on variation of long-term interest rate (TJLP) for
the period. This interest on own capital decreased the expense for income tax and social contribution in the period ended on December 31, 2014 by R$25,785
(December 31, 2014 – R$24,908).
Página 30
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
4
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
We present below the dividends and interest on own capital related to income in the period ended on December 31, 2014:
O
Total amount
AS
Release date Payment date (gross) (gross) (net ofIR) Total amount (net)
Interest on own capital 30/12/2014 15/1/2015 0.1200 14,262 0.1020 12,123
Interest on own capital 29/9/2014 10/10/2014 0.1425 16,938 0.1211 14,397
Interest on own capital 30/6/2014 1717/2014 0.1414 16,733 0.1202 14,223
Interest on own capital 1/4/2014 14/4/2014 0.1366 16,530 0.1161 14,051
Dividends 30/6/2014 1717/2014 0.0276 3,267 – –
Dividends 1/4/2014 14/4/2014 0.0287 3,470 – –
In accordance with Circular Letter n*3516/11, the proposed additional dividend in excess of the minimum dividend, in the amount of R$12,124 (December 31, 2013 –
R$21,177) are classified in the “Revenue reserves” account.
We present below the reconciliation of dividends and interest on own capital in the periods ended on December 31, 2014 and 2013:
2014 2013
Netincome. 94,307 161,596
Legal reserve (4,715) (8,080)
Calculation base 89,592 153,516
Interest on capital 64,463 62,270
Withholding tax – IRF (15%) (0.669) (9,341)
Prepaid dividends 6,737 57,730
Amount proposed 61,531 110,660
% of calculation base 68.68% 72.08%
e) Treasury shares
In a meeting of the Board of Directors on May 6, 2014, authorization was given for the acquisition of up to 2,423,440 of the Institution’s own preferred shares to be held
in treasury for subsequent sale. Theres were repurchased 2.342.239 shares in the amount of R$17,536 at an averege cost of R$7.49. The authorization will be effective
up to November 5, 2014.
In a meeting of the Board of Directors held on March 27, 2014, approval was given for the cancellation of 2,440,732 registered preferred shares, held in treasury, with
no decrease in the amount of capital and with a decrease in share premium and the statutory reserve. These shares were acquired through a buyback program,
approved by the Board of Directors, in accordance with CVM Instruction 10, of February 14, 1980, amended by CVM Instructions 268, of November 13, 1997 and 390 of
July 8, 2003.
At a meeting of the Board of Directors on March 27, 2014, authorization was given for the acquisition of up to 852,883 of the Institution’s own preferred shares to be held
in treasury for subsequent sale, as well as the payment of variable remuneration to the Institutior’s statutory directors, under the terms of Resolution 3921/10, without
decreasing capital. Under this plan, all shares were repurchased in the amount of R$ 6,718 at an average cost of R$ 7.88.
On December 31, 2014, the Institution’s 2,268,140 own preferred shares (December 31, 2013 – 1,918,045) were held in treasury in the amount of R$ 17,030
(December 31, 2013 – R$ 22,083). The market value of these shares corresponded to R$ 14,607 (December 31, 2013 – R$ 20,197).
f) Carrying value adjustments
2]
2013
Available-for-sale financial assets (34,245) (20,308)
Marketable securlies. (34,245) (20,308)
Cash flow hedge (1,416) .
Hedged item 3911 –
Hedging instrument (6,327) –
Other (11,803) (7,688)
Income tax 19,022 11,231
Total (28,442) (16,765)
20. STATEMENT OF OPERATIONS
a) Loan operations
Individual A]
BENET TSE EN 2014 2013
Advance to depositors 242 542 442 542
Income from loans 524,183 351,364 527,825 366,175
Financing income 183,729 175,239 183,729 174,076
Financing income – foreign currency 69,406 27.250 69,406 27,250
Total 777,760 554,395 781,402 568,043
b) Income from operations with securities
E]
2014 2013 2014 2013
Income / Expense from transactions with fxed-income securies (FIDC) 52,530 11,218 – –
Income from transactions with fixedincome securiies 332,768 333,293 376,767 353,020
Expense for transactions with fxed-income securities (52,202) (90,447) (62,642) (90,242)
Income from transactions with variableincome securiies 12,029 – – –
Expense for variable-income securities (328) – – –
Total 344,797 254,064 324,125 262,778
Página 31
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 EA PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
c) Funds obtained in the market
CT]
2014 2014 EE
Expenses for interbank deposils E 8057 2197
Expenses for time deposis 326,597 330,564 274,574
Expenses for purchase and sale commitments 41,542 47,581 104,353
Expense for securiies transactions abroad 109,006 109,006 110,193
Expenses for contribution to credit guarantee fund 14,921 14,921 16,751
Expenses for agribusiness letters of credit 53,964 50,964 21216
Expenses for financial bils 88,481 88,481 05322
Expenses for real estate letters of credit 35,594 35,594 8413
Total 588,936 612,496 688,868 608,015
d) Borrowings and onlendings
Expenses for onlendings (BNDES)
Expenses for foreign onlendings – 3844 Resolution
Expenses for payables to foreign bankers 220,75 145,926
Enpenses for loans abroad 2.020 1,890
Total 261,618 189,693
€) Income trom services rendered
Consolidated
2014 2014 2013
Credit faciiy fee 16,770 15,770 29,880
Commission on guarantess 46269 46,263 41,179
Commission on intermediary services. 9,158 27266 43581
Other a 163 287
Total 72,224 90,461 115,033
f) Personnel expenses
Individual TT]
Eo EE Eo EE
Salares 50.871 50,706 54,380 50,983
Benefis 8,749 8,584 9,209 9,150
Social charges 20212 18,967 20,931 19.859
Directors” fees 1.409 1.018 141 1,035
Training 260 265 282 276
Intems. 310 354 343 402
Total 39,811 86,054 96,556 91,705
9) Other administrative expenses
Consolidated
2014 2014 2013
Water, electrici and gas 483 520 207
Rental 9,435 10,021 9291
Leased assets 937 937 997
Communications 33% 3,356 3,523
Charitable contributions 25 25 45
Maintenance and repair of assets 1,882 1,887 2279
Materials 154 154 166
Data processing. 8,356 8514 7,913
Public relations. 3.448 3515 3921
Insurance 397 414 286
Financial system services 15,093 16,800 16,374
*hird-pany services 2,685 3,588 3,975
Surveilance and securly services. 4,941 4,941 4516
Specialized technical services. 19,990 14,817 15,009
Transportation 1,008 1,026 1413
Travel 2217 2,830 2.485 3,091
Other administrative expenses 12216 16,049 12,738 16.293
Amortiztion and depreciation 3,777 5,316 3,987 5417
Total 84,378 91,695 90,024 94,900
h) Tax expenses
TT]
Eo EE Eo EE
Service tax ((SS) 2,390 4511 5.250 5,069
Social contribution on revenues(COFINS) 3.067 3411 3,720 4,486
Social integration program (PIS) 498 4377 625 4,945
Other 1,817 922 1.589 1,145
Total 9,772 19,321 11,484 16,645
Página 32
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 EA PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Other operating income
EM Consolidated
2014 2013 2014 EE
Recovery of charges and expenses 1.390 7,550 19% 1,553
Indexation – asset 1591 3,857 1,981 3,825
Adjustment of judicial deposits 9,886 9,051 9,950 9,107
Reversal of provisions for labor, cvi and tax proceedings 4,392 11244 4.400 11,274
Olher operating income – 1,602 – 1,602
Reversal of provision for derivatves 1547 6,998 2903 5,765
Reversal of provision for FIDC 3,728 39,642 3,728 40,287
Total 25,034 74,044 24,808 73,513
¡) Other operating expense:
A Consolidated
Eo EE Eo EE
Provision for labor and civil proceedings 51 373 51 203
Expense for assignment (1) 47323 7,549 47,323 7,549
Provision for FIDC: – – – 4,920
Guarantee provision 3904 – 3904 –
Expense for obligaons for shares of investment funds – – 57,415 19,361
Exchange variation 892 586 – –
Other provisions. 15,458 18,294 15,458 18.294
Olher operating expenses 3,390 5,605 6223 6,162
Total 71,418 32,507 130,894 56,798
(1) Note 7) and
In the period ended on December 31, 2014, the amount of R$15,024 in the Individual and R$15,034 in the Consolidated (December 31, 2013 – R$9,252 in the Individual
and Consolidated) corresponds mainly to the income from the sale of assets received as payment in kind for the settiement of credit transactions.
21. INCOME TAX AND SOCIAL CONTRIBUTION
Reconciliation of expenses for income tax and social contribution on net income:
CT CET
2014 2013 2014 2013
Income before income tax (IRPJ) and social contribution (CSLL)
and less prof sharing 80,308 183,934 85,186 192,613
Interest on own capital (64,463) (62,270) (64,463) (62,270)
Income before taxation 15,845 121,664 20,723 130,343
Current rate 40% 40% 40% 40%
Expected expense for IRPJ and CSLL, based on current tax rate (6.338) (48,666) (8.289) (52,137)
Permanent differences 20,337 26,328 17,410 21,120
Curreney fluctuation on investments abroad 10,527 15,434 10,527 –
Indemntiy interest income. 4,827 11,791 4,827 11,791
Different tax regimes in olher companies – – 3,955 7,483
Other adjustments 4,983 (897) (1,899) 1,846
Income tax and social contribution 13,999 (22,338) 9,121 (31,017)
22. RELATED-PARTY TRANSACTIONS
a) Management compensation
In 2012, the Institution approved the new Compensation Plan which addresses the standards and guidelines for the payment of fixed and variable compensation
applicable to the members of the Board of Directors and statutory directors and, at the discretion of the specific committee, other executive officers with important
positions and functions, in accordance with the provisions of Resolution 3921/10, of the National Monetary Council (CMN).
The new Plan has the following main objectives: (i) alignment of the Institutior’s executive compensation practices with its risk management policy; (ii) prevention of
conduct that increases risk exposure to levels above those considered prudent in the short, medium and long-term strategies adopted by the Institution; (ij) creation of
an instrument designed to attract and retain talent for the Institution’s key positions; and (iv) adaptation of the compensation policy to meet the requirements of
Resolution 3921/10.
The compensation defined in the Plan takes the following into consideration: (¡) the Institution’s current and potential risks; (i) the Institution’s overall result, in particular,
recurring realized income (net book income for the period adjusted based on unrealized results and excluding the effects of controllable non-recurring events); (ii)
capacity to generate cash flows; (iv) the economic environment in which the Institution operates and its related trends; (v) long-term sustainable financial bases and
adjustments to future payments, based on the risks assumed, fluctuation in capital costs and liquidity projections; (vi) the individual performance of the Executives
based on the target agreements entered into by each director as established in the PPLR program and filed at the Institutior’s head office; (vii) the performance of the
business unit; and (viii) the relation between the Executives’ individual performance, the business unit performance and the Institution’s overall performance.
Variable compensation is calculated as follows:
a) up to 50% of the amount established for variable compensation is paid in cash, at the same time as the PPLR payment.
b) an amount corresponding to 10% of the established variable compensation will be paid in preferred shares of the Institution at the same time as the PPLR payment.
c) the amount corresponding to the remaining 40% of variable compensation will be paid in preferred shares of the Institution, delivered to the employee at the same
time as the payment in cash. The right to dispose of these shares will be on a “Deferred” basis, increasing in line with the Executive’s level of responsibility.
The delivery of the shares related to deferred variable compensation attributable to Executives will only occur if none of the following is verified during the applicable
deferral period: (1) a significant decrease in realized recurring income;(ii) loss in the Institution or business unit, or (ii) verification of errors in accounting and/or
administrative procedures which affect the results determined during the vesting period of the variable compensation.
Página 33
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
FA PINE
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
The Institutions Compensation Committee, constituted at the General Meeting held on January 16, 2012, is responsible for (¡) presenting proposals to the board of
directors regarding the various forms of fixed and variable compensation, as well as benefits and the special recruitment and termination programs; (ii) monitoring the
implementation and operation of the Institution’s management compensation policy; (ii) annually reviewing the Institutions management compensation policy,
recommending adjustments or improvements to the board of directors; (iv) recommending to the board of directors the total amount of the executive compensation to be
submitted to the General Meeting, in accordance with Article 152 of Brazilian Corporation Law; (v) evaluating future internal and external scenarios and their possible
impact on the Institution’s management compensation policy; (vi) analyzing the Institution’s compensation policy in relation to market practices, to identify significant
differences as compared to peer companies, proposing necessary adjustments; (vii) ensuring that this compensation policy is permanently in line with the risk
management policy, the Institution’s current and expected financial position and the provisions of this resolution; and (viii) preparing annually, within a period of ninety
days as from December 31, of each year, a Compensation Committee Report, as required by CMN Resolution 3921/10.
In the period ended on December 31, 2014, variable remuneration was determined in the amount of R$29,638 (December 31, 2013 – R$24,181) and the expense for the
same period was R$12,071 (December 31, 2013 – R$8,629) in accordance with the criteria defined in the plan.
Individual and Consolidated
[Salaries and Fees of the Board of Directors and Executive Board 2014 2013
Fixed compensation 11.843 9,166
Variable compensation 29,638 24,181
Short-term benefits 5,647 5,300
Total 47,128 38,647
Short-term benefits paid to directors mainly comprise salaries and social security contributions, paid leave and sick pay, profit sharing and bonuses (when payable
within twelve months subsequent to the year-end closing) and non-monetary benefits (such as healthcare and free or subsidized goods or services).
Termination of employment agreement
The employment agreements are valid for an indefinite period. Officers are not entitled to any financial compensation when the employment relationship is terminated
either voluntarily or due to the non-fulfillment of their obligations. If the employment agreement is terminated by the Institution, the officer may receive indemnification.
During the period ended on December 31, 2014, no compensation was paid to officers who left the Institution (December 31, 2013 – R$484).
b) Related parti
The related-party transactions mainly with the companies listed in Note 2, are carried out at average amounts, terms and rates practiced in the market, effective on the
corresponding dates with commutative conditions and comprise the following:
Assets (liabilities) CTA
2014 2013 2014 2013
Marketable securities 262,917 661,192 64,559 16,034
Pine Crédito Privado – FIDC 2,340 8,715 4,597 (837)
FIP Rio Corporate – 97,980 12,030 4,816
Pine Crédito Privado – FIDC Agro 260,576 554,497 47,933 12,055
Demand deposits 109 150 – –
Pine Investimentos 43 27 – –
Pine Comercializadora de Energía Elétrica – 9 – –
Pine Corretora – 6 – –
Pine Assessoría 16 14 – –
Pine Assessoria em Comercializagáo de Energia – 9 – –
Pine Planejamento Ltda 4 9 – –
IRE Vil Desenvolvimento Imobilário Ltda – 3 – –
Administradores e familares imediatos ‘” 46 73 – –
Interbank deposits 44 4,222 (173) (460)
Pine Investimentos 44 4,222 (173) (460)
Time deposits 70,377 117,155 (6,270) (15,095)
Pine Investimentos 43,723 33,640 (4,069) (2.424)
Pine Comercializadora de Energía Elétrica – 3,883 (98) (6.830)
Pine Corretora – 230 (12) (19)
Pine Assessoria 8,968 38,487 (1.199) (2.949)
Pine Planejamento Ltda 3,786 19,293 (655) (1,136)
Pine Assessoría em Comercializacáo de Energía – 32 m 10)
IRE Vil Desenvolvimento Imobilário Ltda – 8,507 (236) (661)
Administradores e famillares imediatos ‘” 13.900 13,083, – (1,073)
Borrowings for issuance of LCA – – (38) –
IRE Vil Desenvolvimento Imobilário Ltda. – – (38) –
Funds obtained in the open market 113,980 214,051 (6,139) 4,579
Pine Investimentos 113,980 175,263 (9.050) 6,447
Pine Crédito Privado – FIDC Agro – 38,788 2.911 (1,352)
IRE VI! Desenvolvimento Imobilário S/A. – – – (516)
(1) These amounts are not consolidated.
The following table presents the direct investment in common and preferred shares, on December 31, 2014 and 2013, of stockholders with more than five percent of
total shares and of members of the Board of Directors and Executive Board.
A Total
shares shares O)
individuals 65,178,483 17,210,589 82,389,072
Board of Directors – – 63,666 0:11 63,666 0.05
Executive Officers – – 7,500,636 13.60 7,600,636 8.30
Total 65,178,483 100.00 24,874,891 44.45 90,053,374 74.35
Página 34
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Common Preferred Preferred EJ
shares shares shares EE)
Indviduals 58,444,889 100.00 15,410,863 29.41 73,855,752 66.64
Board of Directors – – 57,089 0:11 57,089 0.05
Executive Officers – – 6,276,516 11.98 6,276,518 5.66
Total 58,444,889 100.00 21,744,468 41.50 80,189,357 72.35
23. COMMITMENTS, GUARANTEES AND OTHER INFORMATION
ENTE
Sureties and guarantees 369, 2,909,197
Letter of credit 15272 51,212
Total 2,984,359 2,960,409
24. EMPLOYEE BENEFITS
The Institution makes monthly contributions to a private pension company for VGBL and PGBL plans, at the option of the participant, in an amount equivalent to 1% of
the employee’s gross salary, provided that the employee also contributes at least 1% of his/her gross salary, to supplement their social security benefits, as part of a
defined contribution plan, and this is the sole responsibility of the Institution as sponsor.
For the period ended onde December 31, 2014, the amount of this contribution was R$325 (December 31, 2013 – R$383).
25. PROFIT SHARING PROGRAM
Banco Pine has a profit sharing program (PPLR) ratified by the Bank Employees’ Trade Union.
The general assumptions of this program are: (a) business unit performance; (b) establishment of a fund for distribution across the organization; and (c) assessment of
the skills and the meeting of targets in the supporting areas. The related expenses were recognized in the “Profit sharing” account”.
26. RISK AND CAPITAL MANAGEMENT
a) Introduction and overview
Banco Pine is exposed to credit, market, liquidity and operational risks, which are continuously monitored and managed by the risk area and senior management of the
institution.
Risk management framework
Pine’s risk management structure is in accordance with the regulations in Brazil and abroad and in line with best market practices. Control of credit, market, liquidity,
operational and underwriting risk is centrally performed by an independent unit, to ensure that risks are managed according to the risk appetite and the established
policies and procedures.
The purposel of centralized control is to provide the Board and the Executives an overview of Pine’s exposures, in order to optimize and speed up corporate decision
making.
b) Credit risk
Definiti
Credit risk is the exposure to loss in the case of the total or partial default of customers or counterparties in fulfling their financial obligations with the Institution. Credit
risk management seeks to support the definition of strategies, in addition to establishing limits, including an analysis of exposure and trends, as well as the effectiveness
of the credit policy.
Credit risk management
Duties:
+ Formulate Credit Policies with all of the Institution’s units, including collateral requirements, credit assessment, risk rating and presentation of reports, legal and
documentary procedures, as well as compliance with regulatory and statutory requirements.
+ Establish the structure for approval and renewal of Credit lines. Limits are established and approved by the Credit Committee.
+ Review and assess credit risk. The Credit area evaluates all credit exposure which exceeds established limits, prior to the release of the credit lines to the customers
by the related business unit. Renewals and reviews of credit lines are subject to the same review process.
+ Limit concentration of exposure by counterparties, geographic regions and economic sectors, and by credit rating, market liquidity and country.
+ Develop and maintain the Institution’s risk classification to categorize exposure according to the degree of risk of financial loss and focus management on inherent risk
The risk classification system is used to calculate credit exposure. The current risk classification structure includes degrees of credit risk and availability of guarantees
or other tools to mitigate credit risk.
+ Offer advice, guidance and specialized techniques to promote credit risk management best practices throughout the Institution.
Credit analysis and granting:
Assess the risks involved in transactions and the customers’ ability to settle their obligations according to the contracted terms.
Credit risk controls and management:
+ Perform preventive monitoring of active customers designed to anticipate default in the portfolio of operations involving credit risk, support decisions and commercial
strategies and provide data that enable the Credit Committee and Executive Board to monitor compliance with Banco Pine’s Strategic Planning.
Special Asset Management (Credit recovery department):
+ The Institution has a specific credit recovery area which is designed to support the areas involved in the collections process, and to identify and resolve potential risks
to the Institution, seeking agile and effective solutions to minimize possible losses, to be a source of information regarding payments which are overdue or which for
some reason are no longer certain, and to promote the control over the risks which, pursuant to the policy established by the Institution, are managed by the Special
Assets Area.
Página 35
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 al PINE
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
€) Liquidity risk
Definition
Liquidity risk is associated with possible difficulties that the Institution may face in meeting its obligations as they fall due resulting from its financial liabilities.
Liquidity risk management
Liquidity risk management seeks to protect the Institution from possible market developments that generate liquidity issues. Accordingly, the Institution monitors its
portfolios with regard to maturities, volumes and the liquidity of its assets.
Daily control is carried out through reports in which the following items are monitored:
+ Maturity mismatches between payment and receipt flows Group wide.
+ Concentration of depositors and deposits with daily liquidity.
+ Projection of liquidity stress scenarios defined by the Asset-Liability Committee (ALCO).
This information is checked against the Institutior’s cash position each day and assessed each week by ALCO.
Liquidity is managed by the Market and Liquidity Risk Oversight Board, which reports to the Risk Control Oversight Board.
d) Market risk
i) Definition
Market risks are related to possible monetary losses due to fluctuations in variables that impact market prices and rates. Oscillations of financial variables such as the
price of input material and end products, inflation indices, interest rates and foreign exchange rates have the potential for causing loss in almost all companies and,
therefore, represent financial risk factors.
It can be said that the Market Risk to which an institution is exposed is mainly due to three factors: a) exposure – value at risk; b) sensitivity – the impact of price
fluctuations; and c) fluctuation – the magnitude of price variations. We stress that, among these factors, exposure and sensitivity are controllable by the Institution as
part ofits appetite for risk, while fluctuation is a market characteristic and, accordingly, out of the Institution’s control.
Market risks can be classified under different types, such as interest rate risk, foreign exchange risk, commodity price risk and share price risk. Each type represents the
risk of incurring losses due to oscillations in the corresponding variable.
ii) Market risk management
Market risk is managed in a centralized manner by an area that is independent in relation to the trading desk and which is chiefly responsible for monitoring and
analyzing market risk originating in positions assumed by the Institution vis-a-vis its appetite for risk as defined by ALCO and approved by the Board of Directors.
Market risk is managed daily by the Market and Liquidity Risk Oversight Department, which calculates the Value at Risk (VaR) and generates the Duration Gap of the
Primitive Risk Factor mismatches of assets in the Institution’s portfolio.
Amounts are compared daily to the VAR limits, exposure by Primitive Risk and Stop Loss Factors established by ALCO and approved by the Institution’s Board of
Directors.
For stress tests, scenarios considering bear and bull markets in BM8FBOVESPA, as well as changes to the interest rate curves, are used. Certain scenarios
generated by ALCO may also be used.
i) Methodologi
Fair value:
The purpose of marking to market (Fair Value) is to ensure that the pricing of assets and liabilities in the Institution’s portfolio is as transparent as possible for
shareholder protection.
Value at risk (VaR):
VaR measures the worst expected loss in a given horizon under normal market conditions in a given confidence level, that is, VaR provides a measure of market risk.
Market risk management uses VaR as a measure of the Group’s potential losses. For the calculations, the parameters used are a one-day time horizon and a 99%
confidence interval. The calculation is based on closing market prices, taken from different sources (ANBIMA, (No Suggestions), and the Brazilian Central Bank, among
others)
The VaR analysis is performed by market, vertex and risk factors associated with the interest curve, share, foreign exchange and commodity prices. If the VR limit is
surpassed, an evaluation of the operations will be performed and those that present a greater risk will be readjusted by the Treasury in order to mitigate risk and seek
alignment with the maximum exposure limit. Market liquidity will be evaluated as these operations are readjusted
iv) Sensitivity analysis
Pursuant to CVM Instruction 475/08, we present below the sensitivity analysis for all transactions involving financial instruments, which expose the Institution to risks
arising from exchange and interest rate fluctuations or any other types of exposure on December 31, 2014:
Sensitivity analysis
EN
ESO DON LSO) Remote (NM)
Fixed interest rate (PRE) Fixed interest rate vaiations 2,401 (30,106) (60,212)
General Market Price index (IGPM) IGPM coupon variations 44 (177) (853)
Price index (IPCA) IPCA coupon varations 2,385 (10,754) (21,509)
Long-term interest rate (TILP) TULP variations (4.430) 10,413, 20,825
US dollar coupon rate Exchange coupon variation (293) (2.036) (4.073)
Other currency coupon rates Exchange coupon variation 1) 68 195
Offshore rates (LIBOR + other Offshore) Otfíshore rate variations (6,769) (4.932) (9,953)
Currencies Change in exchange variation 30 (1.207) (2.413)
Total (uncorrelated sum)” (13,321) (59,870) (119,740)
Total (correlated sum)” (6,658) (68,731) (77,553)
“Uncorelated sum: sum fine resulis oblaned in the worst stress scenarios for each isk factor
*Correlated sum: the worst result of the sum of the stress test scenarios o al f the risk factors considering the correlation between thom.
Página 36
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
Scenario comprising the variation in market factors between December 31, 2014 and January 13, 2015 (variation in the fixed rate from 12.96% to 12.67% in a 1-year curve
Scenario 1 – Probable “and from 12.59% to 12.31% in a 4-year curve, variation in the US dollar from 2.6920 to 2.6485 and in the exchange coupon from 2.49% to 2.23% in a 1 year curve),
Scenario comprising a 25% shock to the market interest rate curve amounts (disclosed by BM8FBOVESPA), and lo the closing prices (US dollar and equity), as in the
Scenario II- Possible (*) folowing example:
Market rate New market rate
Curve (1 year) Shock (1 year)
Fixed mierestrale (PRE] 12 06% 25% 16-20%
General Market Price index (IGPM) 7.00% 25% 8.75%
Price index (IPCA) 5.80% 25% 7.25%
Long-erm interest rate (TULP) 7.29% 25% 9.12%
US dollar coupon rate 2.49% 25% 3.11%
Other currency coupon rate 2.12% 25% 2.65%
LIBOR – USD 0.62% 25% 0.78%
Currencies 2.6929 25% 3.3661
Scenario comprsing a 50% shock o the markel interes! rate curve values (disclosed by BMBFBOVESPA), and in the closing prices (US dollar and equiy), as in the falowing
Scenario Il Remote ()
example:
Market rate New market rate
Curve (1 year) Shock (1 year)
Fixed mierestrale (PRE] 12 06% 50% 194%
General Market Price index (IGPM) 7.00% 50% 10.50%
Price index (IPCA) 5.80% 50% 8.70%
Long-erm interest rate (TULP) 7.29% 50% 10.94%
US dollar coupon rate 2.49% 50% 23.73%
Other currency coupon rate 2.12% 50% 3.18%
LIBOR – USD 0.62% 50% 0.94%
Currencies 2.6929 50% 4.0394
“For Scenarios and , the resul ofihe high orlow siress scenario was considered o obiamn The most signiican poro losses,
e) Capital management
Capital management is an important process used by the Institution to optimize the use of capital and to achieve its strategic objectives. The ongoing enhancement of
credit, market, liquidity and operational risk management and control is essential to providing stability in financial results and to improving capital allocation.
In accordance with BACEN Resolution 3988/11, capital management is defined as an ongoing process for:
Capital monitoring and control carried out by the Institution
Assessing the need for capital to address the risks to which the Institution is subject
Planning targets and capital requirements, based on the Institutior’s strategic objectives
Capital policies and strategies are based on a forward-looking approach, anticipating the need for capital as a result of possible changes in market conditions and are
reviewed periodically by the Executive Board and Board of Directors, to ensure that they are compatible with the Institution’s strategic planning.
Financial institutions are required to permanently maintain their Required Regulatory Capital (PRE) compatible with the risks of their activities. PRE is calculated
considering, at least, the sum of the different portions of credit, market and operational risk.
In March 2013, BACEN published the rules relating to the definition of capital and regulatory capital requirements, for the purpose of implementing the recommendations
(Basel II!) issued by the Basel Committee on Banking Supervision (BCBS) in Brazil. The main objectives are as follows: (i) improve the ability of financial institutions to
absorb shocks occurring in the financial system or in other economy sectors; (i) mitigate the risk of financial sector contagion spreading to the real economy; (i) assist
in maintaining financial stability; and (iv) foster sustainable economic growth. The application of the new Basel lll rules commenced on October 1, 2013.
On December 31, 2014, the Institution’s Basel ratio was 13.90% (December 31, 2013 – 14.14%), calculated based on the consolidated financial information.
Ex 2014 2013
Tier | reference equity 1,255,893 1,220,519
Capital 1,255,893 1,220,519
Equity 1,255,997 1,272,408
(-) Prudential adjustments (2) (48) (51,889)
Tier ll reference equity 145,900 221,841
Subordinated debt 145,900 221,841
Reference equity (PR) 1,401,793 1,442,360
Risk-weighted assets – RWA. 10,088,080 10,203,251
Credit risk 9,552,500 9,311,739
Market risk 386,291 731,173
Operational risk 149,289 160,339
Basel ratio -% 13.90% 14.14%
Tier l capital 12.45% 11.96%
Capital 12.45% 11.96%
Tier ll capital 1.45% 2.17%
(1) From October 2013, reference equity is determined pursuant to CMN Resolution 4192/13 based on the consolidated financial information.
(2) Criteria used from October 2013, pursuant to CMN Resolution 4192/13.
Banco Pine, according to Circular 3477/09, discloses quarterly information related to risk management and required reference equity (PRE). The report in more detail,
structure and methodology is available on the website www.pine.com/ri.
Página 37
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 FA PIN
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
1
In October 2013, the Central Bank issued Circular No. 3678 which provides for the disclosure of information relating to risk management, the determination of the
amount of risk-weighted assets and the calculation of the Referential Equity (PR). The new circular takes effect from June 2014, when it gets repealed Circular No. 30
3477. The new publication requirements incorporate the Brazilian regulatory requirements of Pillar 3 of Basel Il and present mainly in Basel Il.
isk Management Report – Pillar 3
The content of our new Risk Management Report – Pillar 3 will be available on the website: www.pine.comíri after December 01, 2014.
9) Equity to fixed assets ratio
In accordance with BACEN Resolution n“2286/96, the equity to fixed assets ratio ¡s limited to 50.0%. On December 31, 2014, the equity to fixed assets ratio was 2.3%
(December 31, 2013 – 6.22%).
27. OTHER INFORMATION
a) Law n*12973, conversion of Provisional Measure n*627
On May 14, 2014, Provisional Measure 627 was enacted into Law 12973, changing the federal tax legislation regarding corporate income tax (IRPJ), social contribution
on net income (CSLL), social integration program (PIS) and social contribution on revenues (COFINS). Law 12973/14 addresses the following, among other matters:
+ Revocation of the Transitional Tax Regime (RTT), introduced by Law 11941, of May 27, 2009
+ Taxation of corporate entities domiciled in Brazil, related to equity increases resulting from profit sharing eamed abroad by associated and subsidiary companies, and
income earned by individuals resident in Brazil through corporate entities controlled abroad.
The Institution does not expect that Law 12973/14 will have any significant accounting effects of the financial statements of Banco Pine and its subsidiaries.
b) Insurance
The Institution’s insurance strategy is based mainly on risk concentration and materiality, and policies are contracted at amounts established by Management,
considering the nature of the business and the advice of its insurance brokers. Insurance coverage on December 31, 2014 is as follows:
ma Type of coverage Insured amount
Directors and Olffcers Liabity (D80) ivi llabity for directors and offers 50,000
Vehicles Fire, robbery and colision for 18 vehicles 2290
Buildings, machines, fumiture and fitures “Any material damage to facies, machinery and equipment 23,110
Bankers insurance Cash 300
Alrcraftinsurance Alrcraftpart guarantees 623
€) Operating lease
Banco Pine has liabilities generated by operating leases. The amounts corresponding to the commitments for leased equipment are not presented in the balance sheet,
since the related lease agreements do not include a purchase option. The cost of the lease agreements is recognized in the statement of operations in the
“Administrative expenses – leased assets” account.
Expense for leased assets
Machinery and equipment leasing 4.24% 3 937 997
Total 3 937 997
d) Fair value of financial instruments
In accordance with CVM Instruction 235, we present below a comparison between the carrying amounts of financial assets and liabilities measured at amounts other
than fair value and their corresponding fair values at the end of the period.
E Carrying value
Assets
Shortterm Interbank investments (1) 243,250 243,250
Marketable securlies and derivative financial instruments 3,004,693 3,004,693
Loan operations (ii) 5,438,322 5,436,882
Other recelvables(i) 719,999 718,480
Total financial assets 9,406,264 9,403,305
Liabilities
Demand deposit (1) 26,621 26,621
Interbank deposits (v) 68,535 68,535
Time deposits (Y) 2,210,445 2,219,161
Money market funding (1) 168,541 168,541
Funds from acceptance and issuance of securtes (v) 1,846,102 1,867,364
Borrowings and onlendings (v) 2,562,641 2,664,269
Subordinated debt (v) 106,626 112,608
Total financial liabilities 7,089,511 7,127,099
We present below the methods and assumptions used to estimate fair value:
Página 38
(A free translation of the original in Portuguese)
CONSOLIDATED BALANCE SHEETS AS ON DECEMBER 31, 2014 AND 2013 EA PINE
BANCO PINE S.A. AND SUBSIDIARIES
NOTES TO THE INDIVIDUAL AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIODS ENDED ON DECEMBER 31, 2014 AND 2013
i) The fair values of the short-term interbank investments substantially approximate their carrying amounts.
ii) The fair value of securities and derivative financial instruments and money market funding reflects their carrying amount.
iii) Loans and other receivables are stated net of allowance for doubtful accounts. The fair value of these operations represents the discounted value of expected future
cash flows. The expected cash flows are discounted at current market rates to determine fair value.
iv) The estimated fair values of the demand and interbank deposits substantially approximate their carrying amounts.
v) The estimated fair values of the time deposits and other loans which are not quoted in an active market are based on discounted cash flows, using the interest rates
for new debts with similar maturities.
e) Covenants
The Institution has credit lines with certain multilateral agencies which guarantee its loan operations. On December 31, 2014, Banco Pine was in compliance with the
related performance indices.
1) Disclosure of other services rendered by the independent auditors
In compliance with CVM Instruction 381, of January 14, 2003, in the period from January to December 2014, no services were contracted from the independent auditor
other than those related to the external audit. Banco Pine’s policy is to limit the services provided by its independent auditor to safeguard the auditor’s independence
and objectivity in conformity with Brazilian and international regulations.
Página 39
Link al archivo en CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=0090f1224519c05e589de41e2ba04192VFdwQmVFNVVRWGxOUkVGNFQwUkJlazlCUFQwPQ==&secuencia=-1&t=1682366909