FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of August, 2006
Commission File Number: 001-12568
BBVA FRENCH BANK S.A.
(Translation of registrants name into English)
Reconquista 199, 1006
Buenos Aires, Argentina
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F X Form 40-F |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes No X |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes No X |
Indicate by check mark whether by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:
Yes No X |
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
BBVA French Bank S.A.
TABLE OF CONTENTS
Item |
||
1. |
Financial Statements as of June 30, 2006 together with Independent Accountants Limited Review Report |
FINANCIAL STATEMENTS AS OF JUNE 30, 2006
TOGETHER WITH INDEPENDENT
ACCOUNTANTS LIMITED REVIEW REPORT
BALANCE SHEETS AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
-Stated in thousands of pesos-
06-30-2006 | 12-31-2005 | |||
ASSETS |
||||
A. CASH AND DUE FROM BANKS |
||||
Cash |
535,770 | 479,410 | ||
Due from banks and correspondents |
1,356,450 | 1,115,140 | ||
1,892,220 | 1,594,550 | |||
B. GOVERNMENT AND PRIVATE SECURITIES |
||||
Holdings in investment accounts (Exhibit A) |
436,431 | 434,591 | ||
Holdings for trading or financial transactions (Exhibit A) |
145,058 | 211,793 | ||
Unlisted Government Securities (Exhibit A) |
834,591 | | ||
Instruments issued by the Argentine Central Bank (BCRA) (Exhibit A) |
1,994,214 | 1,655,150 | ||
Investments in listed private securities (Exhibit A) |
29 | 3,224 | ||
Less: Allowances (Exhibit J) |
15,139 | | ||
3,395,184 | 2,304,758 | |||
C. LOANS |
||||
To government sector (Exhibits B, C and D) |
2,365,023 | 3,956,725 | ||
To financial sector (Exhibits B, C and D) |
345,444 | 179,257 | ||
To non financial private sector and residents abroad (Exhibits B, C and D) |
5,070,081 | 3,772,313 | ||
Overdraft |
917,081 | 732,782 | ||
Discounted instruments |
743,730 | 560,863 | ||
Real estate mortgage |
408,420 | 394,678 | ||
Collateral Loans |
10,934 | 10,137 | ||
Consumer |
450,983 | 299,140 | ||
Credit cards |
621,130 | 534,808 | ||
Other (Note 5) |
2,053,861 | 1,357,206 | ||
Interest and listed-price differences accrued and pending collection |
44,044 | 37,301 | ||
Less: unused collections |
176,135 | 152,025 | ||
Less: Interest documented together with main obligation |
3,967 | 2,577 | ||
Less: Difference arising from purchase of portfolio |
91 | 89 | ||
Less: Allowances (Exhibit J) |
136,931 | 129,274 | ||
7,643,526 | 7,778,932 | |||
D. OTHER RECEIVABLES FROM FINANCIAL TRANSACTIONS |
||||
Argentine Central Bank (BCRA) |
296,979 | 286,154 | ||
Amounts receivable for spot and forward sales to be settled |
333,288 | 149,375 | ||
Instruments to be received for spot and forward purchases to be settled |
16,365 | 35,730 | ||
Unlisted corporate bonds (Exhibits B, C and D) |
59,613 | 78,228 | ||
Non-deliverable forward transactions balances to be settled |
182 | 281 | ||
Other receivables not covered by debtor classification regulations |
142,543 | 130,321 | ||
Other receivables covered by debtor classification regulations (Exhibits B, C and D) |
20,767 | 18,738 | ||
Interest accrued and pending collection not covered by debtor classification regulations |
136,963 | 121,104 | ||
Interest accrued and pending collection covered by debtor classification regulations (Exhibits B, C and D) |
79 | 3,014 | ||
Less: Allowances (Exhibit J) |
1,447 | 3,003 | ||
1,005,332 | 819,942 | |||
E. ASSETS SUBJECT TO FINANCIAL LEASING |
||||
Assets subject to financial leasing (Exhibits B, C and D) |
168,793 | 127,022 | ||
Less: Allowances (Exhibit J) |
2,166 | 1,432 | ||
166,627 | 125,590 | |||
F. INVESTMENTS IN OTHER COMPANIES |
||||
In financial institutions (Exhibit E) |
52,199 | 51,892 | ||
Other (Note 5.b.) (Exhibit E) |
311,531 | 294,854 | ||
Less: Allowances (Exhibit J) |
10,105 | 11,939 | ||
353,625 | 334,807 | |||
G. OTHER RECEIVABLES |
||||
Receivables from sale of property assets (Exhibits B, C and D) |
221 | 2,257 | ||
Other (Note 5.c.) |
565,524 | 490,356 | ||
Tax on minimum presumed income Tax Credit |
118,746 | 90,094 | ||
Interest accrued and pending collection on receivables from sale of property assets (Exhibits B, C, and D) |
| 41 | ||
Other accrued interest receivable |
1 | 3 | ||
Less: Allowances (Exhibit J) |
469,537 | 388,728 | ||
214,955 | 194,023 | |||
H. PREMISES AND EQUIPMENT (Exhibit F) |
361,467 | 347,444 | ||
I. OTHER ASSETS (Exhibit F) |
40,570 | 62,189 | ||
J. INTANGIBLE ASSETS (Exhibit G) |
||||
Goodwill |
22,144 | 25,459 | ||
Organization and development expenses |
482,838 | 576,496 | ||
504,982 | 601,955 | |||
K. SUSPENSE ITEMS |
3,039 | 946 | ||
TOTAL ASSETS |
15,581,527 | 14,165,136 | ||
(Contd.)
BALANCE SHEETS AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
-Stated in thousands of pesos-
06-30-2006 | 12-31-2005 | |||
LIABILITIES |
||||
L. DEPOSITS (Exhibits H and I) |
||||
Government sector |
101,158 | 102,848 | ||
Financial sector |
334,492 | 35,483 | ||
Non financial private sector and residents abroad |
11,196,980 | 10,605,615 | ||
Checking accounts |
1,962,670 | 1,863,736 | ||
Savings deposits |
3,143,921 | 2,977,089 | ||
Time deposits |
5,347,078 | 4,976,427 | ||
Investments accounts |
160,559 | 210,575 | ||
Other |
478,051 | 477,797 | ||
Interest and listed-price differences accrued payable |
104,701 | 99,991 | ||
11,632,630 | 10,743,946 | |||
M. OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS |
||||
BCRA (Exhibit I) |
107,333 | 100,745 | ||
Other |
107,333 | 100,745 | ||
Banks and International Institutions (Exhibit I) |
306,952 | 224,311 | ||
Non-subordinated corporate bonds (Exhibit I) |
270,700 | 286,486 | ||
Amounts payable for spot and forward purchases to be settled |
17,247 | 26,165 | ||
Instruments to be delivered for spot and forward sales to be settled |
365,354 | 160,725 | ||
Financing received from Argentine financial institutions (Exhibit I) |
98,216 | 72,980 | ||
Non-deliverable forward transactions balances to be settled |
474 | 150 | ||
Other (note 5.d.) (Exhibit I) |
402,038 | 357,597 | ||
Interest and listed-price differences accrued payable (Exhibit I) |
8,949 | 6,409 | ||
1,577,263 | 1,235,568 | |||
N. OTHER LIABILITIES |
||||
Other (Note 5.e.) |
138,405 | 173,392 | ||
138,405 | 173,392 | |||
O. ALLOWANCES (Exhibit J) |
369,415 | 208,388 | ||
P. SUSPENSE ITEMS |
3,403 | 2,295 | ||
TOTAL LIABILITIES |
13,721,116 | 12,363,589 | ||
STOCKHOLDERS EQUITY (as per the related statements of changes in stockholders equity) |
1,860,411 | 1,801,547 | ||
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
15,581,527 | 14,165,136 | ||
MEMORANDUM ACCOUNTS
(Translation of financial statements originally issued in Spanish - See Note 16)
-Stated in thousands of pesos-
06-30-2006 | 12-31-2005 | |||
DEBIT ACCOUNTS |
||||
Contingent |
||||
- Guarantees received |
3,532,432 | 2,980,443 | ||
- Contra contingent debit accounts |
311,420 | 325,775 | ||
3,843,852 | 3,306,218 | |||
Control |
||||
- Receivables classified as irrecoverable |
357,256 | 359,843 | ||
- Other (Note 5.f.) |
27,491,547 | 23,658,789 | ||
- Contra control debit accounts |
251,007 | 310,926 | ||
28,099,810 | 24,329,558 | |||
Derivatives |
||||
- Contra debit derivatives accounts |
296,049 | 93,161 | ||
- Notional amount of non-deliverable forward transactions |
267,621 | 46,982 | ||
563,670 | 140,143 | |||
For trustee activities |
||||
- Funds in trust |
7,612 | 10,427 | ||
7,612 | 10,427 | |||
TOTAL |
32,514,944 | 27,786,346 | ||
CREDIT ACCOUNTS |
||||
Contingent |
||||
- Credit lines granted (unused portion) covered by debtor classification regulations (Exhibits B, C and D) |
13,279 | 3,827 | ||
- Guarantees provided to the BCRA |
47,547 | 70,293 | ||
- Other guarantees given covered by debtor classification regulations (Exhibits B, C and D) |
134,428 | 171,022 | ||
- Other guarantees given non covered by debtor classification regulations |
458 | 62 | ||
- Other covered by debtor classification regulations (Exhibits B, C and D) |
115,708 | 80,571 | ||
- Contra contingent credit accounts |
3,532,432 | 2,980,443 | ||
3,843,852 | 3,306,218 | |||
Control |
||||
- Items to be credited |
200,690 | 134,517 | ||
- Other |
50,317 | 176,409 | ||
- Contra control credit accounts |
27,848,803 | 24,018,632 | ||
28,099,810 | 24,329,558 | |||
Derivatives |
||||
- Notional amount of non-deliverable forward transactions |
296,049 | 93,161 | ||
- Contra debit derivatives accounts |
267,621 | 46,982 | ||
563,670 | 140,143 | |||
For trustee activities |
||||
- Contra credit accounts for trustee activities |
7,612 | 10,427 | ||
7,612 | 10,427 | |||
TOTAL |
32,514,944 | 27,786,346 | ||
The accompanying notes 1 through 16 and exhibits A through L and N are an integral part of these statements.
STATEMENTS OF INCOME FOR THE SIX MONTH PERIODS
ENDED JUNE 30, 2006 AND 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
06-30-2006 | 06-30-2005 | |||
A. FINANCIAL INCOME |
||||
Interest on cash and due from banks |
9,927 | 11,015 | ||
Interest on loans to the financial sector |
11,045 | 3,300 | ||
Interest on overdraft |
39,587 | 15,420 | ||
Interest on discounted instruments |
22,380 | 8,236 | ||
Interest on real estate mortgage |
21,340 | 20,818 | ||
Interest on collateral loans |
634 | 459 | ||
Interest on credit card loans |
12,664 | 9,778 | ||
Interest on other loans |
83,525 | 56,229 | ||
Interest on other receivables from financial transactions |
18,869 | 3,338 | ||
Income from secured loans - Decree 1387/01 |
114,001 | 115,866 | ||
Net income from government and private securities |
157,200 | 1,279 | ||
Indexation by benchmark stabilization coefficient (CER) |
229,469 | 385,799 | ||
Other |
65,359 | 48,987 | ||
786,000 | 680,524 | |||
B. FINANCIAL EXPENSE |
||||
Interest on checking accounts |
15,691 | 7,551 | ||
Interest on savings deposits |
2,294 | 1,664 | ||
Interest on time deposits |
130,559 | 69,798 | ||
Interest on financing to the financial sector |
380 | 143 | ||
Interest on other liabilities from financial transactions |
19,270 | 11,910 | ||
Other interest |
9,589 | 40,978 | ||
Indexation by CER |
80,379 | 187,547 | ||
Other |
20,816 | 14,551 | ||
278,978 | 334,142 | |||
GROSS INTERMEDIATION MARGIN GAIN |
507,022 | 346,382 | ||
C. ALLOWANCES FOR LOAN LOSSES |
35,844 | 46,603 | ||
D. SERVICE CHARGE INCOME |
||||
Related to lending transactions |
44,741 | 34,611 | ||
Related to liability transactions |
114,866 | 92,762 | ||
Other commissions |
19,080 | 16,843 | ||
Other (Note 5.g.) |
62,769 | 52,983 | ||
241,456 | 197,199 | |||
E. SERVICE CHARGE EXPENSE |
||||
Commissions |
37,556 | 21,309 | ||
Other (Note 5.h.) |
12,144 | 9,215 | ||
49,700 | 30,524 | |||
(Contd.)
STATEMENTS OF INCOME FOR THE SIX MONTH PERIODS
ENDED JUNE 30, 2006 AND 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
06-30-2006 | 06-30-2005 | |||
F. ADMINISTRATIVE EXPENSES |
||||
Payroll expenses |
184,861 | 140,085 | ||
Fees to Bank Directors and Statutory Auditors |
135 | 114 | ||
Other professional fees |
10,534 | 9,761 | ||
Advertising and publicity |
22,416 | 13,842 | ||
Taxes |
9,304 | 7,345 | ||
Other operating expenses (Note 5.i.) |
71,724 | 67,680 | ||
Other |
23,355 | 17,678 | ||
322,329 | 256,505 | |||
NET GAIN FROM FINANCIAL TRANSACTIONS |
340,605 | 209,949 | ||
G. OTHER INCOME |
||||
Income from long-term investments |
22,088 | 13,837 | ||
Punitive interests |
217 | 131 | ||
Loans recovered and reversals of allowances |
31,639 | 36,809 | ||
Other (Note 5.j.) |
92,342 | 97,727 | ||
146,286 | 148,504 | |||
H. OTHER EXPENSE |
||||
Punitive interests and charges paid to BCRA |
444 | 41 | ||
Charge for uncollectibility of other receivables and other allowances |
259,788 | 149,953 | ||
Amortization of difference arising from judicial resolutions |
112,752 | 108,840 | ||
Other |
28,043 | 35,351 | ||
401,027 | 294,185 | |||
NET INCOME FOR THE PERIOD |
85,864 | 64,268 | ||
The accompanying notes 1 through 16 and exhibits A through L and N are an integral part of these statements.
STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
FOR THE SIX MONTH PERIODS ENDED JUNE 30, 2006 AND 2005
(Translation of financial statements originally issued in Spanish See Note 16)
Stated in thousands of pesos
2006 | 2005 | ||||||||||||||||||
Movements |
Capital |
Non capitalized contributions |
Adjustments |
Retained earnings |
Unrealized |
Unappropriated |
Total |
Total |
|||||||||||
Issuance premiums |
Legal | ||||||||||||||||||
1. Balance at beginning of fiscal year |
471,361 | 175,132 | 312,979 | 428,698 | 230,282 | 183,095 | 1,801,547 | 1,618,452 | |||||||||||
2. Adjustment to earnings of prior years |
| | | | | | | 65,891 | (4) | ||||||||||
3. Subtotal |
471,361 | 175,132 | 312,979 | 428,698 | 230,282 | 183,095 | 1,801,547 | 1,684,343 | |||||||||||
4. Shareholders meeting held on April 27, 2006: Dividends paid in cash |
| | | | | (27,000 | ) | (27,000 | ) | | |||||||||
5. Statutory Reserve |
| | | 36,619 | | (36,619 | ) | | | ||||||||||
6. Net income for the period |
| | | | | 85,864 | 85,864 | 64,268 | (3) | ||||||||||
7. Balance at the end of the period |
471,361 | 175,132 | 312,979 | 465,317 | 230,282 | 205,340 | 1,860,411 | 1,748,611 | |||||||||||
(1) | Adjustments to stockholdersequity refer to Adjustment to Capital Stock. |
(2) | Including 6,059 related to the participation on the Unrealized valuation difference booked by Rombo Cía.Financiera S.A. to be absorbed pursuant to a resolution approved by its Stockholders Meeting during fiscal year 2005. |
(3) | See Note 2.3.r) |
(4) | This reflects the adjustment of income/loss for prior years mainly as a result of tax matters for the amount of 92,098 (increase) as well as some projects recorded in the books for 26,207 (decrease). |
The accompanying notes 1 through 16 and exhibits A through L and N are an integral part of these statements.
STATEMENTS OF CASH FLOWS FOR THE SIX MONTH PERIODS
ENDED JUNE 30, 2006 AND 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
-Stated in thousands of pesos-
06-30-2006 | 06-30-2005 | |||||
CHANGES IN CASH |
||||||
Cash and due from banks at beginning of fiscal year |
1,594,550 | 1,623,083 | ||||
Increase/(Decrease) in cash and due from banks |
297,670 | (324,333 | ) | |||
Cash and due from banks at end of the period |
1,892,220 | 1,298,750 | ||||
REASONS FOR CHANGES IN CASH |
||||||
Financial income collected |
1,237,481 | 567,273 | ||||
Service charge income collected |
241,297 | 197,165 | ||||
Less: |
||||||
Financial expenses paid |
243,123 | 163,889 | ||||
Service charge expenses paid |
49,700 | 30,524 | ||||
Operating expenses paid |
326,371 | 244,611 | ||||
FUNDS PROVIDED BY ORDINARY OPERATIONS |
859,584 | 325,414 | ||||
OTHER SOURCES OF FUNDS |
||||||
Net increase in deposits (*) |
882,539 | 985,212 | ||||
Net increase in other liabilities from financial transactions (*) |
167,992 | | ||||
Net decrease in other receivables from financial transactions (**) |
28,473 | | ||||
Other sources of funds (**) |
112,498 | 33,265 | ||||
TOTAL OF SOURCES OF FUNDS |
1,191,502 | 1,018,477 | ||||
USE OF FUNDS |
||||||
Net increase in government and private securities (**) |
933,226 | 920,351 | ||||
Net increase in loans (**) |
558,275 | 408,571 | ||||
Net increases in other receivables from financial transactions(**) |
| 46,144 | ||||
Net increase in other assets (**) |
183,978 | 68,406 | ||||
Net decrease in other liabilities from financial transactions (*) |
| 93,336 | ||||
Net decrease in other liabilities (*) |
31,753 | 116,490 | ||||
Dividends paid in cash (**) |
27,000 | | ||||
Other uses of funds (*) |
19,184 | 14,926 | ||||
TOTAL USES OF FUNDS |
1,753,416 | 1,668,224 | ||||
INCREASE/(DECREASE) IN FUNDS |
297,670 | (324,333 | ) | |||
(*) Variations originated in financing activities. |
999,594 | 760,460 | ||||
(**)Variations originated in investing activities. |
(1,561,508 | ) | (1,410,207 | ) |
The accompanying notes 1 through 16 and exhibits A through L and N are an integral part of these statements.
NOTES TO THE FINANCIAL STATEMENTS AS OF JUNE 30, 2006, PRESENTED IN COMPARATIVE FORM WITH THE BALANCE SHEET AS OF DECEMBER 31, 2005, AND THE STATEMENTS OF INCOME, CHANGES IN STOCKHOLDERS EQUITY AND CASH FLOWS AS OF JUNE 30, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
(Stated in thousands of pesos)
1 | CORPORATE SITUATION AND BANKS ACTIVITIES |
1.1 | Corporate situation |
BBVA Banco Francés S.A. (BF) has its main place of business in Buenos Aires and operates a 232-branch network.
As from December, 1996, BF is part of Banco Bilbao Vizcaya Argentaria S.A. (BBVA) global strategy, which controls the bank, direct and indirectly, with 76.06% of the corporate stock as of June 30, 2006.
Part of BFs corporate stock is publicly traded and has been registered with the Buenos Aires Stock Exchange, New York Stock Exchange and Madrid Stock Exchange.
1.2 | Capital stock |
Changes in the Banks capital stock during the last 5 fiscal years are as follows:
Date of |
|||||||||
Stockholders Meeting deciding on the issuance |
Registration with the Public Registry of Commerce |
Form of placement |
Amount | Total | |||||
Capital Stock as of December 31, 1999: |
209,631 | ||||||||
08-07-2002 |
02-06-2003 | (1) | 158,497 | 368,128 | (2) | ||||
04-22-2004 |
01-25-2005 | (1) | 103,233 | 471,361 | (2) | ||||
(1) | Through public subscription of shares. |
(2) | The amount of Capital Stock is fully paid in and authorized for public offering by National Securities Commission (CNV). |
1.3 | Sale of Credilogros Cía. Financiera S.A. |
On March 9, 2005, BF, Inversora Otar S.A. and BBVA sold their aggregate shareholdings in Credilogros Cía Financiera S.A. to Banco de Servicios y Transacciones S.A. and Grupo de Servicios y Transacciones S.A. The amount of the transaction was USD 16,900,000, based on the financial statements as of December 31, 2004. Upon entering into the sale agreement, an advance payment was made for 20% of the price.
This transaction was performed on July 11, 2006 and the shareholdings in Credilogros Cía. Financiera S.A. were transferred. It originated an income of 12,979.
1
1.4 | Responsibility of stockholders |
BBVA Banco Francés S.A. is a corporation established under the laws of the Argentine Republic, and the responsibility of its stockholders is limited to the value of the paid - in shares, in accordance with Law No. 19,550. As a result, in compliance with Law No. 25,738, it is hereby informed that neither the foreign capital majority stockholders nor the local or foreign stockholders will respond, in excess of the mentioned paid-in stockholding, for the liabilities arising out of the transactions performed by the financial institution.
2 | SIGNIFICANT ACCOUNTING POLICIES |
2.1 | Restatement of the financial statements in equivalent purchasing power |
The financial statements have been taken from the Banks books of account in conformity with the standards of the BCRA.
These financial statements recognize the effects of the changes in the purchasing power of the currency through February 28, 2003, following the restatement method established by Argentine Federation of Professional Council in Economic Sciences (FACPCE) Technical Pronouncement No. 6 (modified by Technical Pronouncement No.19), using adjustment rates derived from the Internal Wholesale Price Index published by the National Institute of Statistics and Census (I.N.D.E.C.).
Accordingly to the above mentioned method, the accounting figures were restated due to the purchasing power changes through August 31, 1995. As from that date, based in the prevailing economic stability conditions and accordingly with CNV General Resolution No. 272 and BCRA Communication A 2365, the accounting figures were not restated through December 31, 2001. In view of CNV General Resolution No. 415 and BCRA Communication A 3702, the method was reinstated effective as from January 1, 2002, considering the previous accounting figures as restated as of December 31, 2001.
By Communication A 3921 of the BCRA and General Resolution No. 441/03 of the CNV, in compliance with Decree 664/03 of the Federal Executive, application of the restatement method on financial statements in equivalent purchasing power has been suspended as from March 1, 2003. Accordingly, BBVA Banco Francés S.A. applied the mentioned restatement until February 28, 2003.
2.2 | Comparative information |
As required by Communication A 4265 of the BCRA, the balance sheet and correspondent exhibits include comparative information with balances as of December 31, 2005, while the statements of income, changes in stockholders equity, and cash flows are compared with statements as of June 30, 2005.
Additionally, the financial statements, notes and exhibits for the six month period ended June 30, 2005 year have been modified due to adjustments to prior years (see note 2.3.r).
2.3 | Valuation methods |
The main valuation methods used in the preparation of the financial statements have been as follows:
a) | Foreign currency assets and liabilities: |
As of June 30, 2006 and the end of the previous fiscal year, such amounts were converted at the benchmark exchange rate of the BCRA as of the closing date of transactions on the last business day of the period or fiscal year. The exchange differences were charged to income (loss) for the period or fiscal year.
2
b) | Government and private securities: |
Government securities:
| Holdings in investment accounts: |
| Discount Bonds and GDP- linked Securities in pesos: as of June 30, 2006 and at the end of the prior fiscal year are recorded at the book value of the instruments delivered for exchange less payments received during 2004 and 2005, without exceeding the nominal cash flow amount until maturity applicable under the terms and conditions of the bonds received. |
| Federal Government Bonds in US Dollars LIBOR 2012 Compensation: |
As of June 30, 2006 and the end of the prior fiscal year they were valued based on the quotation prevailing at the end of the period or fiscal year plus outstanding coupons.
The outstanding compensation amounting to 124,560 (resulting from the redenomination into US dollars of the liabilities with the Financial and Insurance Institutions Assistance Trust Fund detailed in note 12) was valued pursuant to the same criterion and was recorded under Other receivables from financial transactions, in the line Other receivables not covered by debtor classification regulations.
| Holdings for trading or financial transactions and instruments issued by the BCRA: they were valued based on current listed prices for each security as of June 30, 2006 and at the end of the prior fiscal year. Differences in listed prices were credited/charged to income for the period or prior fiscal year. |
| Unlisted government securities: this includes the Guaranteed Bonds issued by the National Government, maturing in 2020 and received in relation to the restructuring of the Provincial Development Trust Funds indebtedness (see note 2.3.c). As of June 30, 2006 these bonds were valued at the lower of present or technical value (including adjustment and accrued interest), as established by Communication A 3911 as amended of the BCRA, less of the estimated allowance to impairment value. |
Investments in listed private securities:
| Equity and debt instruments: they were valued based on current listed prices as of June 30, 2006 and at the end of the prior fiscal year. Differences in listed prices were charged to income for the period or fiscal year. |
c) | Government loans |
Federal Government secured loans Decree No. 1387/2001:
As of June 30, 2006 and at the end of the prior fiscal year, these loans were valued at the lower of present or technical value, as established by Communication A 3911 of the BCRA.
The present value as of June 30, 2006 and at the end of the prior fiscal year was calculated by discounting the cash flows as per the relevant contracts at an annual rate of 4,47% and 4% respectively, in accordance with the provisions of the abovementioned Communication for June, 2006 and December, 2005.
3
The technical value was calculated in accordance with the swap values established by the Ministry of Economy at November 6, 2001 plus interest accrued through the end of the period, converted into pesos at rate of $ 1.40 per dollar plus CER.
The net effect of differences between the value determined for each loan (the lower of present or technical value) and their theoretical value was charged to the balancing account under Loans established by Communication A 3911.
In accordance with the abovementioned communication, the theoretical value was calculated based on the book value at February 28, 2003, net of the balancing account derived from the swap set forth by Decree 1387/01 and restated by the CER through the end of the period or fiscal year.
Provincial Governments loans and other Government loans
At the end of the prior fiscal year, these loans were valued at the lower of present or technical value (including adjustment and accrued interest), as established by Communication A 3911 of the BCRA.
The present value at the end of the prior fiscal year was calculated by discounting the estimated cash flows at an annual rate of 4% respectively, in accordance with the provisions of the abovementioned Communication for December, 2005.
As the present value determined was lower than the technical value (which agrees with the theoretical value), this difference was recognized against the balancing account under Loans established by Communication A 3911.
In accordance with the abovementioned Communication, the theoretical value was calculated based on the book value at February 28, 2003 restated by the CER through the end of the period or fiscal year.
This item includes 812,165 at the end of the prior fiscal year, corresponding to Provincial Development Trust Fund Corporate Bonds, and in exchange for which Bogar 2020 has been received during the fiscal year.
d) | Interest accrual: |
Interest has been accrued according to a compound interest formula in the periods in which it was generated, except interest on transactions in foreign currency, those whose maturity does not exceed 92 days, and adjustable assets and liabilities and loans to financial sector which were apportioned on a linear basis.
e) | Benchmark stabilization coefficient (CER): |
As of June 30, 2006 and at the end of the prior fiscal year, receivables and payables have been adjusted to the CER as follows:
| Federal government guaranteed loans have been adjusted under Resolution 50/2002 of the Ministry of Economy, which resolved that the CER effective 10 (ten) days prior to the maturity date of the related service will be considered for yield and repayments of the loans. |
| Loans to private sector and receivables from sale of assets (subject to conversion into pesos): they have been adjusted in accordance with Communication A 3507 of the BCRA and supplementary regulations, which resolved that the payments through September 30, 2002, were made under the original terms of each transaction and were booked as prepayments, where as from February 3, 2002, the principal was adjusted to the CER prevailing on June 30, 2006 and the end of the previous prior fiscal year, deducting the prepayments mentioned above as from the payment date, except those subject to the provisions of Decrees 762/02 and 1242/02, which excluded the application of that coefficient from some mortgage, pledge, personal and other lines of credit. |
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| Federal Government Secured Bonds due in 2020 and Provincial Development Trust Fund Corporate Bonds: have been adjusted under Resolution 539/2002 of the Ministry of Economy, which resolved that the CER effective 5 (five) days prior to the maturity date of the related service will be considered for yield and repayment of the bonds. |
| Deposits and other assets and liabilities: have been adjusted considering the CER prevailing as of June 30, 2006 and at the end of the prior fiscal year. |
f) | Allowance for loan losses and contingent commitments: |
For loans, other receivables from financial transactions, assets subject to financing leasing, receivables from sale of property assets and contingent commitments: the allowances have been calculated based on the Banks estimated loan loss risk in light of debtor compliance and the collaterals supporting the respective transactions, as provided by Communication A 2950 and supplemented of the BCRA.
g) | Instruments to be received and to be delivered for spot and forward transactions to be settled: |
| In foreign currency: as of June 30, 2006 and at the end of the prior fiscal year, they were valued according to the bench-mark exchange rate of the BCRA for each currency determined on the last business day of the period or fiscal year. |
| Holdings in investment accounts and for trading transactions: according to the method described in note 2.3.b.). |
h) | Amounts receivable and payable for spot and forward transactions pending settlement: |
They were valued based on the prices agreed upon for each transaction, plus related premiums accrued as of June 30, 2006 and at the end of the prior fiscal year.
i) | Unlisted Corporate Bonds: |
They were valued at acquisition cost plus income accrued but not collected as of June 30, 2006 and at the end of the prior fiscal year.
j) | Assets subject to financing leasing: |
As of June 30, 2006 and at the end of the prior fiscal year, they have been valued at the present value of unaccrued installments calculated as per the conditions agreed upon in the respective contracts, applying the imputed interest rate thereto.
k) | Investments in other companies: |
| Investments in controlled financial institutions, supplementary activities and authorized: they were valued based on the following methods: |
| Credilogros Compañía Financiera S.A., Francés Valores Sociedad de Bolsa S.A., Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A., Consolidar Cía. de Seguros de Vida S.A., Consolidar Cía. de Seguros de Retiro S.A., PSA Finance Argentina Compañía Financiera S.A. and Atuel Fideicomisos S.A.: were valued by the equity method at the end of the period or fiscal year. |
| Investments in non controlled financial institutions, supplementary activities and authorized: they were valued according to the following methods: |
| Rombo Cía. Financiera S.A. and other companies (Visa Argentina S.A., Banelco S.A. and Interbanking S.A.): were valued by applying the equity method at the end of the period or fiscal year. |
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| Bladex S.A. (included in Other - Foreign): was valued at acquisition cost in foreign currency plus the nominal value of stock dividends received, converted into pesos based on the method described in 2.3.a). |
| Other: valued at acquisition cost, without exceeding their recoverable value. |
| Other non controlled affiliates: they were valued based on the following methods: |
| Consolidar A.R.T. S.A. and BBVA Consolidar Seguros S.A.: were valued by applying the equity method at the end of the period or fiscal year. |
| Other: were valued at acquisition cost, without exceeding their recoverable value. |
l) | Premises and equipment and Other assets: |
They have been valued at acquisition cost plus increases from prior-year appraisal revaluations, restated as explained in note 2.1., less related accumulated depreciation calculated in proportion to the months of estimated useful life of items concerned (see Exhibit F).
m) | Intangible assets: |
They have been valued at acquisition cost restated as explained in note 2.1, less related accumulated depreciation calculated in proportion to the months of estimated useful life of the items concerned (see useful life assigned in Exhibit G).
This caption includes the differences arising from compliance with court-ordered measures arising from cases challenging the current rules and regulations applicable to deposits with the financial system in the framework of the provisions of Law No. 25,561, Decree No. 214/02 and supplementary provisions. The assets mentioned (calculated on the basis of the nominal difference between the exchange rate freely determined in the market and applied to the value of the deposit and the exchange rate of US$ 1= Pesos 1.40 + CER as recorded in the books at that date) is amortized in 60 monthly installments starting in April 2003 in accordance with Communication A 3916 of the Argentine Central Bank.
As of June 30, 2006 and at the end of the prior year, BF recorded assets amounting to 470,206 and 565,352, respectively to reflect the above items (after deduction of accumulated amortization for 666,719 and 554,036 respectively), under the caption Intangible Assets and in the account Organization and development expenses.
The Bank, however, notifies that such amortization is solely calculated to comply with the regulations of the BCRA and that by no means does it imply a waiver to possible compensation or recovery of the exchange difference resulting from compliance with court orders corresponding to petitions for protection of civil rights or other court action derived from the mandatory conversion of bank deposits into pesos.
In the opinion of the Banks Board of Directors and its legal advisors there exists compensation or recovery probabilities for such equity loss.
n) | Employee termination pay: |
The Bank expenses employee termination pay as disbursed.
o) | Other liabilities |
They include the debit balances non arising out of transactions relating to the supply and demand of financial resources, plus the adjustments and interest payable accrued as of June 30, 2006 or at the end of the prior fiscal year.
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p) | Allowance for other contingencies: |
It includes the estimated amounts to meet contingencies of probable occurrence that, if occurred, would give rise to a loss for the Bank.
q) | Stockholders equity accounts: |
They are restated as explained in note 2.1, except for the Capital Stock and Non capitalized contributions accounts which have been kept at original value. The adjustment resulting from the restatement is included in the Adjustment to Stockholders Equity Adjustment to Capital Stock account.
r) | Statement of Income Accounts: |
| As of June 30, 2006 and at the end of the prior fiscal year, accounts accruing monetary transactions (financial income (expense), service charge income (expense), provision for loan losses, administrative expenses, etc.) were computed on the basis of their monthly accrual at historical rates. |
| Accounts reflecting the effect on income resulting from the sale, write-off, or use of non-monetary assets were computed based on the value of such assets, as mentioned in note 2.1. |
| Income from investments in subsidiaries was computed based on such companies income adjusted as explained in note 2.1. |
| Net income for the period as recorded in the prior period reflects an adjustment of income/loss for prior years under the caption Administrative Expenses - Other Operating Expenses for 3,931 (decrease) arising from a change in the accounting criterion applied to certain projects. |
s) | Earning per share: |
As of June 30, 2006 and 2005, the Bank calculates the earning per share on the basis of 471,361,306 ordinary shares, of $ 1 par value each. The net income for the periods on those dates is as follows:
06/30/2006 | 06/30/2005 | |||
Net income for the period |
85,864 | 64,268 | ||
Earning per share for the period |
0.18 | 0.14 |
t) | Use of accounting estimates: |
The preparation of the financial statements in accordance with the standards set forth by the BCRA require the Banks Board of Directors to use assumptions and estimates that affect certain assets such as allowances for doubtful loan and certain liabilities such as provisions for other contingencies as well as the income/loss generated during the periods being reported. Final income/loss may differ from such estimates.
3 | DIFFERENCES BETWEEN BCRA ACCOUNTING STANDARDS AND ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN BUENOS AIRES CITY - ARGENTINA |
By Resolution CD No. 93/05 the Professional Council in Economic Sciences of Buenos Aires City (C.P.C.E.C.A.B.A.) adopted, with certain explanations, Technical Pronouncements Nos. 16 to 22 of the F.A.C.P.C.E. incorporating certain changes to the professional accounting valuation and disclosure standards. Furthermore, by General Resolutions No. 485/05 y 487/06, the CNV adopted, with certain amendments, those Technical Pronouncements based on the resolutions of the C.P.C.E.C.A.B.A.
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The Bank has prepared these financial statements by applying the regulations of the BCRA, which do not contemplate some of the valuation criteria incorporated to the accounting principles generally accepted in Buenos Aires City.
The main differences between the regulations of the BCRA and the accounting principles generally accepted in Buenos Aires City are detailed below.
I. | Valuation criteria |
a) | National Government Secured loans |
During the year ended on December 31, 2001, as a consequence of the provisions of Decree No.1387/01, on November 6, 2001, the Bank and its subsidiaries exchanged national government securities, bonds, treasury bills and/or unsecured loans with the National Government for a face value of US$ 3,291,795 thousands for Secured loans. At June 30, 2006 and December 31, 2005, those loans are recorded under Loans to the Public Sector amounting to 3,059,185 and 3,809,264 (consolidated amounts), respectively, in accordance with the criterion described in Note 2.3.c).
In accordance with Resolution CD No. 290/01 of the C.P.C.E.C.A.B.A., at June 30, 2006 and December 31, 2005, these assets should have been valued considering the respective quotation values of the swapped bonds at November 6, 2001, delivered in exchange. However, the recoverable values of these assets as of June 30, 2006 and at the end of the prior fiscal year exceed their book values.
b) | Government Securities and Other Credit Assistance to the Public Sector |
As of June 30, 2006 and at the end of the previous prior fiscal year, the Bank keeps other assets with the Public Sector amounting to 1,157,495 and 1,172,681, in accordance with the criterion described in notes 2.3.b), 2.3.c) and 2.3.g). In accordance with accounting principles generally accepted in Buenos Aires City, these assets are to be valued at current value and would imply a decrease in stockholders equity in approximately 173,000 and 265,000 as of June 30, 2006 and at the end of the prior fiscal year, respectively.
c) | Effects caused by court measures related to deposits (constitutional protection actions) |
As mentioned in Note 2.3.m), as of June 30, 2006 and at the end of the previous prior fiscal year, the Bank recorded assets amounting to 470,206 and 565,532 (whose original values had been 1,136,925 and 1,119,388) respectively, under Intangible Assets Organization and Development Non Deductible Expenses account corresponding to differences resulting from compliance with the court measures generated by the payment of deposits in the financial system within the framework of Law No. 25.561, Decree No. 214/02 and complementary regulations, as established by Communication A 3916 of the BCRA. In accordance with professional accounting standards currently in force, the amounts detailed above should have been covered by an allowance up to the concurrence of the balance that represents the best possible estimate of the amounts to be recovered, an amount that may not be objectively determined as of the date of issuance of these statements.
d) | Tax effects |
As already indicated in note 4.1., the Bank has received various communications from the BCRA pursuant to which that BCRA indicates that the capitalization of items arising from the application of the deferred tax method is not allowed. In accordance with current professional accounting standards, a deferred tax asset should be recognized to the extent the reversal of temporary differences generates a future decrease in the tax effectively determined. As a result, the allowances set up by the Bank in this respect, for 445,000 and 360,000 as of June 30, 2006 and at the end of the prior fiscal year, respectively, should be recovered.
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II. | Disclosure aspects |
Unrealized valuation difference
According to accounting principles generally accepted in Buenos Aires City, the amount recorded on June 30, 2006 and at the end of the previous prior fiscal year, should be recorded into unappropriated earnings account of the stockholders equity.
4 | TAX MATTERS |
4.1. | Income tax |
The Bank determined the charge for income tax by applying the effective 35% rate to taxable income estimated for each period or fiscal year considering the effect of temporary differences between accounting and taxable income. The Bank considered as temporary differences those that have a definitive reversal date in subsequent years. As of June 30, 2006 and at the end of the prior fiscal year, the Bank has estimated the existence of a net operating loss in the income tax.
On June 19, 2003, the Bank received a note from the BCRA indicating that the capitalization of items arising from the application of the deferred tax method is not allowed.
On June 26, 2003, the Banks Board of Directors, based on the opinion of its legal counsel, have responded the above mentioned note, indicating that in their opinion the rules of the BCRA do not prohibit the application of the deferred tax method generated by the recognition of temporary differences between the accounting and tax result. Subsequently, Resolution 118/03 of the Superintendent of Financial and Exchange Institutions received on October 7, 2003 confirmed the terms of the note dated June 19, 2003. Consequently, as from that date the Bank has set up an allowance for the net balance between the deferred tax assets and liabilities.
As of June 30, 2006 and at the end of the previous fiscal year, the Bank records under Other Receivables (in the Tax Advance account) a taxable deferred asset amounting 445,000 and 360,000, respectively. Such amounts are made up as follows:
2006 | 2005 | |||||
Deferred tax assets |
784,000 | 561,000 | ||||
Deferred tax liabilities |
(339,000 | ) | (201,000 | ) | ||
Net deferred assets |
445,000 | 360,000 | ||||
Allowance |
(445,000 | ) | (360,000 | ) |
As a matter of prudence, the amounts shown do not include any value given to the accumulated tax loss carryforward.
4.2. | Tax on minimum presumed income |
Tax on minimum presumed income (TOMPI) was established by Law No. 25,063 in the year ended December 31, 1998, for a ten-year term. This tax is supplementary to income tax: while the latter is levied on the taxable income for the year, TOMPI is a minimum levy determined by applying the current 1% rate on the potential income of certain productive assets. Therefore, the Banks tax obligation for each year will coincide with the highest of these taxes. The above Law provides that institutions governed by Financial Institutions Law must consider as a tax base 20% of their taxable assets, after deducting non-computable ones. However, if TOMPI exceeds income tax in a given year, the excess thereof may be computed as a payment on account of any income tax in excess of TOMPI that may occur in any of the following ten years.
9
In every year that net operating losses are offset, the tax benefit (the benefit of the effective rate on the net operating loss used) will be realized to the extent that income tax (net of the offsetting) equals or exceeds tax on minimum presumed income, but will reduced by any excess of the latter over former.
Until December 31, 2003, the Bank, to the extent the tax on minimum presumed income exceeded income tax, recorded under Other Receivables, in the Tax Advance account, a credit on the tax on minimum presumed income.
On March 8, 2004, the Argentine Central Bank required that the amounts recorded as tax on minimum presumed income for the years 2001/2002 be reverted and charged to income or to adjustment for prior years, as applicable, based on an interpretation of the Argentine Central Bank regulations.
Subsequently, on February 11, 2005, the Argentine Central Bank issued Communication A 4295 whereby it enabled, under certain rules, the accounting record of credits on Tax on Minimum Presumed Income.
Consequently, as of June 30, 2006 the Bank recorded the above asset in an amount of 132,942 (118,746 in the line Tax on minimum presumed income Tax Credit and 14,196 in the line Others Tax Advance, under Other Receivables).
4.3. | Other tax issues |
The AFIP (Argentine Public Revenue Administration) inspected open tax periods and the Bank received ex officio assessments, which were appealed before the Argentine Administrative Tax Court. Such Court, to the issuance date of these financial statements, issued and opinion on the ex officio assessment made in 1992 and 1993, partially admitting the claim of tax authorities. On June 18, 2002 the Bank decided to appeal the ruling of 1992 with the Court of Appeals, where it is being treated at present.
Furthermore, on July 18, 2003 a remedy for the review and appeal against the 1993 judgment was filed, and is currently pending. On March 8, 2006 the Court of Appeals ratified the ruling, which caused the Bank to file an ordinary appeal with the National Supreme Court. In addition, the AFIP filed an extraordinary appeal with this latter Court.
The Argentine Administrative Tax Court has also issued an opinion in respect of the appeals filed against the ex officio assessments concerning the tax on minimum presumed income for year 1999 and the income tax for years 1994, 1995 and 1998, fully upholding the claims filed and reversing the appealed resolutions. However, on April 8, 2005 the Argentine Administrative Tax Court conceded the appeal to Argentine Public Revenue Administration.
The Board of Directors and tax and legal counsel estimate that the Bank made a reasonable interpretation of effective regulations regarding the observed periods.
5 | BREAKDOWN OF MAIN ITEMS AND ACCOUNTS |
The breakdown of the items included under Other accounts which exceed 20% of the total amount of each item is as follows:
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06-30-2006 | 12-31-2005 | |||
a) LOANS |
||||
Loans granted to pre-finance and finance exports |
929,335 | 466,875 | ||
Fixed-rate financial loans |
871,304 | 744,217 | ||
Other |
253,222 | 146,114 | ||
Total |
2,053,861 | 1,357,206 | ||
b) INVESTMENTS IN OTHER COMPANIES | ||||
In other non-controlled companies- unlisted |
26,109 | 24,498 | ||
In controlled companies -supplementary activities |
266,914 | 249,743 | ||
In non-controlled companies-supplementary activities |
8,356 | 8,628 | ||
Other- unlisted |
10,152 | 11,985 | ||
Total |
311,531 | 294,854 | ||
c) OTHER RECEIVABLES | ||||
Prepayments |
30,835 | 27,054 | ||
Guarantee deposits |
21,899 | 20,262 | ||
Miscellaneous receivables |
48,776 | 46,636 | ||
Tax prepayments (1) |
460,888 | 389,534 | ||
Other |
3,126 | 6,870 | ||
Total |
565,524 | 490,356 | ||
(1) | As of June 30, 2006 and at the end of the previous fiscal year, it includes the deferred tax asset for 445,000 and 360,000 respectively (see note 4.1). |
d) OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS
Correspondents our account |
13,655 | 16,622 | ||
Collections and other operations for the account of third parties |
47,285 | 44,633 | ||
Other withholdings and collections at source |
40,097 | 39,206 | ||
Accounts payable for consumption |
76,208 | 74,190 | ||
Money orders payable |
191,475 | 148,728 | ||
Other |
33,318 | 34,218 | ||
Total |
402,038 | 357,597 | ||
e) OTHER LIABILITIES
Accrued salaries and payroll taxes |
61,517 | 82,307 | ||
Accrued taxes |
23,618 | 24,609 | ||
Miscellaneous payables |
52,753 | 64,403 | ||
Other |
517 | 2,073 | ||
Total |
138,405 | 173,392 | ||
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06-30-2006 | 12-31-2005 | |||
f) MEMORANDUM ACCOUNTS DEBIT CONTROL |
||||
Items in safekeeping |
26,332,855 | 22,664,904 | ||
Collections items |
611,119 | 528,885 | ||
Checks drawn on the Bank pending clearing |
147,108 | 105,251 | ||
Checks not yet credited |
379,984 | 341,039 | ||
Other |
20,481 | 18,710 | ||
Total |
27,491,547 | 23,658,789 | ||
06-30-2006 | 06-30-2005 | |||
g) SERVICE CHARGE INCOME | ||||
Rental of safe-deposit boxes |
6,840 | 5,363 | ||
Commissions for capital market transactions |
5,209 | 10,520 | ||
Commissions for salary payment |
2,275 | 1,868 | ||
Commissions for trust management |
1,348 | 1,648 | ||
Commissions for hiring of insurances |
17,392 | 10,630 | ||
Commissions for transportations of values |
5,966 | 3,878 | ||
Commissions for loans and guarantees |
7,064 | 4,617 | ||
Other |
16,675 | 14,459 | ||
Total |
62,769 | 52,983 | ||
h) SERVICE CHARGE EXPENSE | ||||
Turn-over tax |
9,770 | 7,360 | ||
Other |
2,374 | 1,855 | ||
Total |
12,144 | 9,215 | ||
i) ADMINISTRATIVE EXPENSES - OTHER OPERATING EXPENSES | ||||
Rent |
20,120 | 21,292 | ||
Depreciations of premises and equipment |
13,703 | 12,329 | ||
Amortizations of organization and development expenses |
3,045 | 4,697 | ||
Electric power and communications |
8,670 | 7,694 | ||
Maintenance, conservation and repair expenses |
12,720 | 10,688 | ||
Security services |
8,825 | 6,865 | ||
Other |
4,641 | 4,115 | ||
Total |
71,724 | 67,680 | ||
j) OTHER INCOME | ||||
Deferred income tax (1) |
85,000 | 94,000 | ||
Other |
7,342 | 3,727 | ||
Total |
92,342 | 97,727 | ||
(1) | Offset with a charge for the same amount in Charge for uncollectibility of other receivables and other allowances account, under Other expense item. |
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6 | RESTRICTIONS ON ASSETS |
As of June 30, 2006, there are Bank assets, which are restricted as follows:
a) | The Government and Private Securities account includes 80,288 in Federal Government bonds in US dollars LIBOR 2012 which have been frozen until final confirmation by the Argentine Minister of Economy and Production. |
b) | The Government and Private Securities account includes 46,300 in Discount Bonds in pesos allocated to the guarantee required to act as custodian of investment securities related to pension funds. |
c) | The Bank appropriated loan funds of its active portfolio in an amount of 1,234 to secure debts with the Argentine Central Bank. |
7 | CONTINGENTS |
EXPORT TAX REBATES
On December 17, 1996, the ex-BCA was notified of the lawsuit filed by the Federal State in the action styled MEOSP, Federal State vs. BCA in regard of Request for Opinion, at the Federal Administrative Court of Original Jurisdiction, Clerks Office No. 1 of the City of Buenos Aires.
At present, the proceedings are awaiting that the Federal State will amend the vices of its action, hence once this has been complied with, notifications will be resumed. Irrespective of the above, it has been agreed to suspend the legal proceedings with a view to a possible out-of-court transactions formulated by sellers, since this out-of-court settlement was dropped by sellers, the abovementioned legal proceedings were resumed. Despite the suspension of terms, the parties agreed to a pre-trial stage for the production of evidence. The court has ordered the Federal Government to resolve the defects in the claim. The National Government has just reduced its claim significantly.
In any event, the eventual contingency resulting from such situation will be assumed by the sellers of the ex-BCA under the terms of the shares sales contracts.
8 | TRANSACTIONS WITH SUBSIDIARIES AND PARENT COMPANIES (ART. 33 OF LAW No. 19,550) |
The balances as of June 30, 2006 and at the end of the prior fiscal year, for transactions performed with subsidiaries and parents companies are as follows:
Balance Sheet | Memorandum Accounts (1) | |||||||||||
Assets | Liabilities | |||||||||||
Company |
2006 | 2005 | 2006 | 2005 | 2006 | 2005 | ||||||
BBVA S.A. |
10,469 | 6,237 | 3,319 | 22,985 | 24,638 | 31,951 | ||||||
Francés Valores Sociedad de Bolsa S.A. |
5,050 | 6,093 | 6,332 | 9,405 | 5,571 | 415 | ||||||
Consolidar A.R.T. S.A. |
67 | 33 | 41,338 | 27,999 | 296,172 | 243,912 | ||||||
Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. |
36 | 88 | 12,995 | 5,289 | 63,959 | 227,274 | ||||||
Consolidar Cía. De Seguros de Retiro S.A. |
59 | 43 | 122,736 | 115,749 | 215,546 | 274,430 | ||||||
Consolidar Cía. De Seguros de Vida S.A. |
9 | 6 | 18,073 | 21,688 | 211,514 | 366,126 | ||||||
Credilogros Compañía Financiera S.A. |
16,233 | 17,629 | 948 | 8,096 | 318 | 318 | ||||||
Atuel Fideicomisos S.A. |
| | 3,231 | 4,615 | 16 | 124 | ||||||
BBVA Consolidar Seguros S.A. |
865 | 4 | 3,740 | 2,381 | 54,929 | 41,662 | ||||||
PSA Finance Argentina Cía Financiera S.A. |
57,799 | 37,292 | 250 | 531 | | | ||||||
Rombo Cía. Financiera S.A. |
127,416 | 72,323 | 952 | 721 | | | ||||||
Francés Administradora de Inversiones S.A. |
148 | 104 | 1,394 | 3,349 | 7,271 | 2,578 | ||||||
Consolidar Comercializadora S.A. |
| | 2,678 | 1,835 | 2,646 | 1,975 | ||||||
Inversora Otar S.A. |
| | 558 | 890 | 341,065 | 336,391 |
(1) | Includes Items in safekeeping, Credit lines granted (unused portion) covered by debtor classification regulations and Guaranties given covered by debtor classification regulations. |
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9 | BANK DEPOSITS GUARANTEE INSURANCE SYSTEM |
The Bank is included in the Deposit Guarantee System established by Law 24,485, Regulatory Decrees No. 540/95, No. 1,292/96 and 1,127/98 and Communication A 2337 and BCRAs complementary regulations.
Such law provided for the creation of the Company Seguros de Depósitos Sociedad Anónima (SEDESA) for purposes of managing the Deposit Guarantee Fund (DGF), whose shareholders, in accordance with the changes introduced by Decree No. 1,292/96, shall be the BCRA with one share as a minimum and the trustees of the trust created by the financial institutions in the proportion to be determined for each by the BCRA according to their contributions to the DGF.
That Company was incorporated in August 1995 and the Bank has a 12.5657% interest in its capital stock.
The Deposit Guarantee System, which is limited, compulsory and onerous, has been created for purposes of covering the bank deposit risks subsidiarily and complementarily to the deposit protection and privilege system established by the Financial Institutions Law.
The guarantee shall cover the repayment of principal disbursed plus interest accrued through the date of revoking of the authorization to operate or through the date of suspension of the institution through application of section 49 of the BCRAs Charter provided that the latter had been adopted earlier than the former without exceeding the amount of pesos thirty thousand. Regarding operations in the name of two or more people, the guarantee shall be prorated between the holders. In no event shall the total guarantee per person exceed the abovementioned amount, whatever the number of accounts and/or deposits.
10 | TRUST ACTIVITIES |
10.1. | Financial Trusts |
On January 5, 2001, the BCRAs Board of Directors issued Resolution No. 19/01, providing for the exclusion of Mercobank S.A.s (a bank organized under Argentine legislation) senior liabilities under the terms of Section 35 bis of the Financial Institutions Law, the authorization to transfer the excluded assets to BF as trustee of the Diagonal Trust, and the authorization to transfer the excluded liabilities to beneficiary banks. Also, on the mentioned date, the agreement to set up the Diagonal Trust was subscribed by Mercobank S.A. as settle and BF as trustee in relation to the exclusion of assets as provided in the resolution abovementioned. BF entrusted Atuel Fideicomisos S.A. the management of collections and the realization of the corpus assets. As of June 30, 2006, total estimated corpus assets of Diagonal Trust and Inmobal Nutrer Trust amount to 7,587 and 25 respectively, and they are recorded in memorandum debit accounts For trustee activities Funds received in trust.
10.2. | Non Financial Trusts |
BF acts as trustee in 60 non financial trusts, and in no case being personally liable for the liabilities assumed in the performance of the contract obligations; such liabilities will be satisfied with and up to the full amount of the corpus assets and the proceeds therefrom. The non financial trusts concerned were set up to secure the receivables of several creditors (beneficiaries) and the trustee was entrusted the management, care, preservation and custody of the corpus assets until (i) the requirements to show the noncompliance with the obligations by the debtor (settler) vis-à-vis the beneficiaries are met, moment at which such assets will be sold and the proceeds therefrom will be distributed (net of expenses) among all beneficiaries, the remainder (if any) being delivered to the settler, or (ii) all contract terms and conditions are complied with, in which case all the corpus assets will be returned to the settler or to whom it may indicate. The trust assets represent about 2,218 million and 4,068 million as of June 30, 2006 and at the end of the previous fiscal year, respectively, consist of cash, creditors rights, real estate and shares.
14
11 | CORPORATE BONDS |
The Ordinary Stockholders Meeting of former-Banco Francés del Río de la Plata (former-BFRP) held on September 30, 1994, authorized the creation of a five-year program for issuance and reissuance of corporate bonds, nonconvertible into shares, for an amount of up to US$ 500,000,000.
On April 27, 1999, the Ordinary and Extraordinary Stockholders Meeting decided to extend the term of the abovementioned program for five years and authorized the issuance of corporate bonds convertible into share of commons stock in the amount of up to US$ 200,000,000 either under the Banks program or otherwise.
On April 27, 2000, the Ordinary and Extraordinary Stockholders Meeting approved to increase the outstanding amount under the abovementioned program for up to US$ 1,000,000,000. The increase was authorized by CNVs Certificate No. 268 of July 18, 2000.
In addition, the abovementioned Stockholders Meeting approved the creation of a program for the issuance of non-subordinated short-term corporate notes to be issued under several classes and series up to a total amount outstanding at any given time of US$ 300,000,000; the term of the program is five years, during which corporate notes nonconvertible into shares and unsecured or guaranteed by third parties may be issued for a term of up to one year in accordance with the conditions stipulated by the Board of Directors.
On July 15, 2003, an Extraordinary Stockholders Meeting approved the setting up of a Program for the issuance and re-issuance of ordinary non-convertible Negotiable Obligations with ordinary guarantee, or such guarantees as may be decided by the Board of Directors, and unsecured Subordinated Negotiable Obligations, convertible or not into shares. During the life of the Program, which will be 5 (five) years, it shall be possible to issue and re-issue any number of series and/or classes of Negotiable Obligations as long as at all times the maximum amount in circulation after adding together all series and/or classes outstanding under the Program pending redemption does not exceed at any time US$ 300,000,000.
The following chart reflects corporate bonds in force as of June 30, 2006:
Global program amount |
Date of issuance |
Features | Face value |
Currency | Price of issue |
Nominal annual rate |
Payment of interest |
Book balance (in thousands) |
Capital Date |
|||||||||||
USD 1,000,000,000 |
11/26/2003 | Non-subordinated | 87,752,925 | USD | 100 | %(1) | Semiannual | 273,814 | 10/31/2008 | (2) |
(1) | Libor plus 150 basis points. |
(2) | Principal shall be amortized in 10 semiannually installments with maturity between April 30 and October 31 each year. |
According to the provisions of the Corporate Bond Law and to the rules of the BCRA, the proceeds from the issuance of corporate bonds are allocated to (i) granting mortgage loans to purchase and repair housing and personal loans in Argentina; (ii) granting corporate loans in Argentina earmarked for contributions to working capital; investment in physical assets located in Argentina or refinancing liabilities, or (iii) contributing to working capital, investing in physical assets located in Argentina or refinancing liabilities.
12 | FUNDING OF THE FINANCIAL AND INSURANCE INSTITUTIONS ASSISTANCE TRUST FUND (FFAEFS) |
12.1 | On November 22, 1996, the ex-BCA requested the Board of the FFAEFS for a US$ 60,000,000 loan to finance the purchase of certain assets and liabilities to be excluded from ex - Banco Caseros S.A. Such request was granted and the respective agreement was signed on December 18, 1996. |
By means of such agreement, the Bank undertook to repay the loan seven years after disbursement by the FFAEFS on December 20, 1996. On December 22, 2003, the Bank cancelled such financing, after its conversion into Argentine pesos at the exchange rate of 1 Argentine peso to each US and its adjustment by CER.
15
12.2 | On December 22, 1997, Corp Banca (CB) executed with the FFAEFS a loan for consumption agreement in the amount of US$ 30,000,000, to be reimbursed in five annual, equal and consecutive installments starting as from the disbursement date. The first one would be paid three years after such date. |
As per this agreement, CB issued subordinate corporate bonds with the authorization for public offering by the CNV and the authorization to trade on the BCBA in the terms and conditions established in the loan for consumption agreement and under Communication A 2264 of the BCRA for the amount equivalent to that effectively loaned under the loan for consumption agreement referred to above. By Resolution No. 12,384 of August 28, 1998, the CNV authorized the issuance of common, subordinate corporate bonds nonconvertible into shares for a face value of US$ 30,000,000 at an annual nominal rate equal to LIBOR plus an annual nominal rate of 4% for the first period and, thereafter, LIBOR plus an annual nominal rate of 3% with a minimum of 8,07% per annum, due December 29, 2004.
On December 29, 2004, the Bank cancelled the last installment of this corporate bonds, after its conversion into Argentine pesos at the exchange rate of 1 Argentine peso to each US dollar and its adjustment by CER.
Due to these agreements, the BF may not distribute cash dividends in amounts exceeding 50% of liquid and realized income related to each balance sheet normally prepared.
On January 10, 2003, the Federal Executive published Decree Nº 53/2003 which amended section 1 subsection j) of Decree Nº 410/02, excluding from the conversion into pesos provided for by section 1 of Decree Nº 214/02 the obligation of Public and Private Sector Companies to pay any amount of money in foreign currency owed to the NATIONAL GOVERNMENT as a result of subsidiary or other loans and guarantees originally financed by Multilateral Credit Institutions or arising from liabilities owed by the National Treasury and refinanced with external creditors.
The decision taken by the Managing Committee of the Trust Fund for Reconstruction of Companies at the meeting held on May 28, 2003 stating that only 50% of the aforementioned financing was to be converted into pesos while the difference was to be maintained in its original currency was notified by note dated June 9, 2003.
The Bank has filed a subsidiary appeal for reversal before a higher administrative authority applying for a change in the aforementioned criterion and has reiterated its position on occasion of each interest and principal payment. Upon the appeal for reversal being dismissed, the claims were filed with the hierarchical superior officer on March 16, 2004. On May 17, 2004 the grounds for the appeal before the higher administrative authority were enlarged.
On February 7, 2005, the Bank was notified of Resolution Nº 25 dated January 17, 2005 executed by the Argentine Minister of Economy and Production, which dismisses the Hierarchical Remedy filed.
On May 16, 2005, an administrative action under section 100 (D.R:1759/72, 1991 revision) was filed against Resolution No. 25 issued by the Ministry of Economy and Production, which dismissed the Hierarchical Appeal filed by the Bank. At present, the case is pending determination by the Federal Executive. This notwithstanding, in May 2005 a liability of 23,176 thousand dollars was recorded under Other Liabilities from Financial Transactions, this being the dollar amount owed estimated by the Bank in the filing mentioned above. This effect should be compensated under the terms of the compensation mechanism for financial institutions which was also recorded for 124,560 in the line Other receivables not covered by debtor classification regulations under Other receivables from financial transactions (note 2.3.b) and 77,267 for the corresponding liability to be paid to B.C.R.A. At any event, the final determination of this issue would not imply additional losses for the Bank.
16
13 | COMPLIANCE WITH CNV REQUIREMENTS |
13.1 | Compliance with the requirements to act as agent in the over-the-counter market |
As of June 30, 2006, the Banks Stockholders Equity exceeds the minimum requested to act as agent in the over-the-counter market, according to Resolution No. 368/01 and 489/06 of the CNV.
13.2 | Investment Funds custodian |
As of June 30, 2006 and at the end of the previous fiscal year, in its capacity of custodian of FBA Acciones Globales, FBA Total, FBA Renta, FBA Renta Pesos, FBA Renta Dólares, FBA Bonos, FBA Calificado, FBA Ahorro Dólares, FBA Renta Fija, FBA Ahorro Pesos, FBA Renta Corto Plazo, FBA Europa, FBA Horizonte, FBA Internacional, FBA EEUU, FBA Renta Premium, FBA Acciones Latinoamericanas, FBA Bonos Argentina, administrated by Francés Administradora de Inversiones S.A., the Bank holds certificates of deposits, shares, corporate bonds, government securities, indexes, options, tax - credit certificates and investments financial trust certificates in safekeeping in the amount of 990,358 and 777,933 respectively, all of which making up the Funds portfolio and booked in memorandum accounts Debit-Control - Other.
14 | RESTRICTION ON EARNINGS DISTRIBUTIONS |
a) | As stated in Note 12, the Bank may not distribute as dividends in cash an amount exceeding 50% of liquid and realized income related to each one of the financial statements regularly prepared. |
b) | Under BCRA Communication A 4152, the distribution of earnings must be previously approved by the BCRA. On April 27, 2006, the Argentine Central Bank authorized the distribution of cash dividends for 27 million, corresponding to the earnings for the fiscal year ended December 31, 2005. |
c) | Under BCRA Communication A 4295, in order to determine the balances to be distributed, the assets booked as Minimum presumed income tax are to be deducted from unappropriated earnings. |
d) | As stated in the Offering Memorandum of the Banks outstanding negotiable obligations, the Bank may pay dividends or other distributions only with ordinary shares. |
The Ordinary and Extraordinary Shareholders Meeting held on April 27, 2006, approved the following allocation of earnings:
| 27,000 to cash dividends, subject to the authorization of the Entitys bondholders who had FRN holdings at the time. On May 5, 2006, the Meeting of Bondholders who are holders of Series 15 under the Negotiable Obligations Program resolved to grant a waiver in favor of the Entity as regards the prohibition upon distribution of cash dividends as stated in the terms and conditions of such Series. |
In addition, pursuant to the provisions of the Argentine Central Bank, the Bank allocated 36,619 to Statutory Reserve.
15 | PUBLICATION OF THE FINANCIAL STATEMENTS |
As provided by Communication A 760, the previous intervention of the BCRA is not required for the publication of these financial statements.
17
16 | ACCOUNTING PRINCIPLES EXPLANATION ADDED FOR TRANSLATION INTO ENGLISH |
These financial statements are presented on the basis of the accounting standards of the BCRA and, except for the effect of the matter mentioned in Note 3, in accordance with accounting principles generally accepted in Buenos Aires City - Argentina. Certain accounting practices applied by the Bank that conform with the standards of the BCRA and with accounting principles generally accepted in Buenos Aires City may not conform with the generally accepted accounting principles in other countries.
The effects of the differences, if any, between generally accepted accounting principles in Buenos Aires City Argentina and the generally accepted accounting principles in the countries in which the financial statements are to be used have not been quantified. Accordingly, they are not intended to present financial position, results of operations and cash flows in accordance with generally accepted accounting principles in the countries of the users of the financial statements, other than Argentina.
18
EXHIBIT A
DETAIL OF GOVERNMENT AND PRIVATE SECURITIES
AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
Holding | ||||||||||||
Description |
Market Value |
Book as of 06-30-2006 |
Book as of 12-31-2005 |
Position Without Options |
Final Position |
|||||||
GOVERNMENT SECURITIES |
||||||||||||
Holdings in investment accounts |
||||||||||||
In pesos |
||||||||||||
Discount Bonds in pesos |
166,235 | 322,903 | 166,235 | 166,235 | ||||||||
GDP-linked Securities in pesos |
33,240 | 33,240 | 33,240 | 33,240 | ||||||||
Subtotal in pesos |
356,143 | 360,516 | 199,475 | 199,475 | ||||||||
In foreign currency |
||||||||||||
Federal Government Bonds in US dollar Libor 2012 - Compensation |
80,288 | 80,288 | 80,288 | 80,288 | ||||||||
Subtotal in foreign currency |
80,288 | 74,075 | 80,288 | 80,288 | ||||||||
Subtotal in Holdings in investment accounts |
436,431 | 434,591 | 279,763 | 279,763 | ||||||||
Holdings for trading or financial transactions |
||||||||||||
Local |
||||||||||||
In pesos |
||||||||||||
Consolidation Bonds (PRE8) |
31,397 | 31,397 | (84 | ) | (84 | ) | ||||||
Secured Bonds due 2018 |
78,801 | 78,801 | 78,801 | 78,801 | ||||||||
Discount Bonds in pesos |
9,284 | 9,284 | 9,284 | 9,284 | ||||||||
Other |
7,998 | 7,998 | 3,412 | 3,412 | ||||||||
Subtotal in pesos |
127,480 | 98,665 | 91,413 | 91,413 | ||||||||
In foreign currency |
||||||||||||
Federal Government Bonds in US dollar Libor 2012 |
14,411 | 14,411 | | | ||||||||
Discount Bonds in US dollar |
2,984 | 2,984 | 33 | 33 | ||||||||
Other |
183 | 183 | 25 | 25 | ||||||||
Subtotal in foreign currency |
17,578 | 113,128 | 58 | 58 | ||||||||
Subtotal in Holdings for trading or financial Transactions |
145,058 | 211,793 | 91,471 | 91,471 | ||||||||
Unlisted government securities |
||||||||||||
Local |
||||||||||||
In pesos |
||||||||||||
Secured Bonds due 2020 (1) |
834,591 | 834,591 | 834,591 | |||||||||
Subtotal in pesos |
834,591 | | 834,591 | 834,591 | ||||||||
Subtotal Unlisted government securities |
834,591 | | 834,591 | 834,591 | ||||||||
(1) | See nota 2.3.c) |
EXHIBIT A
(Contd.)
DETAIL OF GOVERNMENT AND PRIVATE SECURITIES
AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
Holding | ||||||||||
Description |
Market value |
Book as of |
Book as of |
Position without options |
Final Position | |||||
Instruments issued by the BCRA |
||||||||||
BCRA Bills |
||||||||||
Listed |
||||||||||
Own portfolio |
||||||||||
Argentine Central Bank Bills Indexation by CER due 07-05-06 |
144,795 | 144,795 | 144,795 | 144,795 | ||||||
Argentine Central Bank Bills due 02-21-07 |
117,165 | 117,165 | 117,165 | 117,165 | ||||||
Argentine Central Bank Bills Indexation by CER due 07-12-06 |
46,318 | 46,318 | 46,318 | 46,318 | ||||||
Argentine Central Bank Bills due 06-06-07 |
60,322 | 60,322 | 60,322 | 60,322 | ||||||
Other |
24,658 | 24,658 | 24,658 | 24,658 | ||||||
Subtotal own portfolio |
393,258 | 840,279 | 393,258 | 393,258 | ||||||
Argentine Central Bank Bills due 11-01-06 |
219,436 | 219,436 | | | ||||||
Argentina Central Bank Bills due 07-12-06 |
76,615 | 76,615 | | | ||||||
Subtotal repurchase transactions |
296,051 | 110,680 | | | ||||||
BCRA Notes |
||||||||||
Listed |
||||||||||
Own portfolio |
||||||||||
Argentine Central Bank Bills due 05-30-07 |
348,570 | 348,570 | 348,570 | 348,570 | ||||||
Argentine Central Bank Bills due 11-21-07 |
258,759 | 258,759 | 258,759 | 258,759 | ||||||
Argentine Central Bank Bills due 10-04-06 |
107,426 | 107,426 | 107,426 | 107,426 | ||||||
Argentine Central Bank Bills Indexation by CER due 12-06-06 |
96,824 | 96,824 | 96,824 | 96,824 | ||||||
Argentine Central Bank Bills Indexation by CER due 07-25-06 |
94,761 | 94,761 | 94,761 | 94,761 | ||||||
Argentine Central Bank Bills due 04-18-07 |
89,272 | 89,272 | 89,272 | 89,272 | ||||||
Argentine Central Bank Bills due 12-13-06 |
55,822 | 55,822 | 55,822 | 55,822 | ||||||
Argentine Central Bank Bills due 03-05-08 |
52,477 | 52,447 | 52,477 | 52,477 | ||||||
Argentine Central Bank Bills due 04-16-08 |
50,325 | 50,325 | 50,325 | 50,325 | ||||||
Argentine Central Bank Bills due 12-19-07 |
49,958 | 49,958 | 49,958 | 49,958 | ||||||
Argentine Central Bank Bills due 02-20-08 |
41,556 | 41,556 | 41,556 | 41,556 | ||||||
Argentine Central Bank Bills Indexation by CER due 01-23-08 |
25,392 | 25,392 | 25,392 | 25,392 | ||||||
Argentine Central Bank Bills (Badlar+2.5%) due 03-26-08 |
19,625 | 19,625 | 19,625 | 19,625 | ||||||
Other |
14,138 | 14,138 | 14,138 | 14,138 | ||||||
Subtotal BCRA Notes in pesos |
1,304,905 | 704,191 | 1,304,905 | 1,304,905 | ||||||
Subtotal instruments issued by the BCRA |
1,994,214 | 1,655,150 | 1,698,163 | 1,698,163 | ||||||
TOTAL GOVERNMENT SECURITIES |
3,410,294 | 2,301,534 | 2,903,988 | 2,903,988 | ||||||
EXHIBIT A
(Contd.)
DETAIL OF GOVERNMENT AND PRIVATE SECURITIES
AS OF JUNE, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
Holding | ||||||||||
Description |
Market value |
Book as of |
Book as of |
Position without options |
Final Position | |||||
INVESTMENTS IN LISTED PRIVATE SECURITIES |
||||||||||
Other debt instruments |
||||||||||
Local |
||||||||||
In pesos |
||||||||||
Subtotal in pesos |
| 3,124 | | | ||||||
In foreign currency |
||||||||||
Pecon Corporate Bonds |
12 | 12 | 12 | 12 | ||||||
Cablevision Corporate Bonds |
11 | 11 | 11 | 11 | ||||||
Others |
6 | 6 | 6 | 6 | ||||||
Subtotal in foreign currency |
29 | 58 | 29 | 29 | ||||||
Subtotal Other debt instruments |
29 | 3,182 | 29 | 29 | ||||||
Other Equity instruments |
||||||||||
In Foreing currency |
||||||||||
Subtotal in foreign currency |
| 42 | | | ||||||
Subtotal Equity instruments |
| 42 | | | ||||||
TOTAL INVESTMENTS IN LISTED PRIVATE SECURITIES |
29 | 3,224 | 29 | 29 | ||||||
TOTAL GOVERNMENT AND PRIVATE SECURITIES |
3,410,323 | 2,304,758 | 2,904,017 | 2,904,017 | ||||||
EXHIBIT B
CLASSIFICATION OF FINANCING FACILITIES BY CATEGORIES
AND GUARANTIES RECEIVED AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish-See Note 16)
-Stated in thousands of pesos-
06-30-2006 | 12-31-2005 | |||
COMMERCIAL PORTFOLIO |
||||
Normal performance |
||||
Preferred collaterals and counter guaranty A |
193,566 | 104,177 | ||
Preferred collaterals and counter guaranty B |
35,468 | 37,675 | ||
Without senior security or counter guaranty |
6,340,816 | 6,743,076 | ||
In potential risk |
||||
Preferred collaterals and counter guaranty B |
5,140 | 6,361 | ||
Without senior security or counter guaranty |
27,579 | 69,894 | ||
Nonperforming |
||||
Without senior security or counter guaranty |
5,350 | 5,695 | ||
With high risk of uncollectibility |
||||
Without senior security or counter guaranty |
64,806 | 59,885 | ||
Uncollectible |
||||
Without senior security or counter guaranty |
807 | 5,041 | ||
Total |
6,673,532 | 7,031,804 | ||
EXHIBIT B
(Contd.)
CLASSIFICATION OF FINANCING FACILITIES BY CATEGORIES
AND GUARANTIES RECEIVED AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish-See Note 16)
-Stated in thousands of pesos-
06-30-2006 | 12-31-2005 | |||
CONSUMER AND HOUSING PORTFOLIO |
||||
Normal performance |
||||
Preferred collaterals and counter guaranty A |
6,740 | 7,995 | ||
Preferred collaterals and counter guaranty B |
362,322 | 378,743 | ||
Without senior security or counter guaranty |
1,213,546 | 952,834 | ||
Inadequate performance |
||||
Preferred collaterals and counter guaranty B |
8,305 | 3,083 | ||
Without senior security or counter guaranty |
10,752 | 2,235 | ||
Deficient performance |
||||
Preferred collaterals and counter guaranty B |
533 | 955 | ||
Without senior security or counter guaranty |
5,008 | 3,097 | ||
Unlikely to be collected |
||||
Preferred collaterals and counter guaranty B |
1,049 | 1,599 | ||
Without senior security or counter guaranty |
5,053 | 3,622 | ||
Uncollectible |
||||
Preferred collaterals and counter guaranty B |
3,461 | 4,315 | ||
Without senior security or counter guaranty |
3,075 | 2,670 | ||
Uncollectible, classified as such under regulatory requirements |
||||
Preferred collaterals and counter guaranty B |
5 | | ||
Without senior security or counter guaranty |
55 | 63 | ||
Total |
1,619,904 | 1,361,211 | ||
General Total (1) |
8,293,436 | 8,393,015 | ||
(1) | Items included: Loans (before allowances and difference arising from purchase of portfolio); Other receivables from financial transactions: Unlisted corporate bonds, Other receivables covered by debtor classification regulations, Interest accrued and pending collection covered by debtor classification regulations; Assets subject to financial leasing (before allowances); Other receivables: Receivables from sale of goods and interest accrued on receivables from sale of goods; Contingent credit balance memorandum accounts: Credit lines granted (unused portion) covered by debtor classification regulations, Other guarantees given covered by debtor classification regulations and Other covered by debtor classification regulations. |
EXHIBIT C
FINANCING FACILITIES CONCENTRATION
AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
06-30-2006 | 12-31-2005 | |||||||||
Number of clients |
Outstanding balance |
% of total portfolio |
Outstanding balance |
% of total portfolio |
||||||
10 largest clients |
3,633,532 | 43.81 | % | 4,963,867 | 59.14 | % | ||||
50 next largest clients |
1,680,030 | 20.26 | % | 1,304,563 | 15.54 | % | ||||
100 following clients |
674,121 | 8.13 | % | 456,387 | 5.44 | % | ||||
Remaining clients |
2,305,753 | 27.80 | % | 1,668,198 | 19.88 | % | ||||
Total (1) |
8,293,436 | 100.00 | % | 8,393,015 | 100.00 | % | ||||
(1) | See (1) in Exhibit B. |
EXHIBIT D
BREAKDOWN BY FINANCING TERMS AS OF JUNE 30, 2006
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
Term remaining to maturity | |||||||||||||||||
Description |
Past-due portfolio |
1 month | 3 months | 6 months | 12 months | 24 months | More than 24 months |
Total | |||||||||
Government sector |
| 2,674 | 465 | 82,362 | 82,368 | 163,773 | 2,033,381 | 2,365,023 | |||||||||
Financial sector |
| 124,490 | 41,554 | 53,999 | 49,016 | 43,635 | 32,750 | 345,444 | |||||||||
Non financial private sector and residents abroad |
9,770 | 2,305,987 | 793,773 | 642,257 | 706,238 | 410,016 | 714,928 | 5,582,969 | |||||||||
TOTAL |
9,770 | 2,433,151 | 835,792 | 778,618 | 837,622 | 617,424 | 2,781,059 | 8,293,436 | (1) | ||||||||
(1) | See (1) in Exhibit B. |
EXHIBIT E
DETAIL OF INVESTMENTS IN OTHER COMPANIES
AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish See Note 16)
- Stated in thousands of pesos
Information about the issuer |
||||||||||||||||||||||||||
Concept |
Shares | Amount | Data from last published financial statements |
|||||||||||||||||||||||
Identification | Description |
Class | Unit face value | Votes share |
Number | 06-30-2006 | 12-31-2005 | Main business |
Fiscal year/ period-end |
Capital stock |
Stockholders equity | Net income year/ period |
||||||||||||||
FINANCIAL INSTITUTIONS, SUPPLEMENTARY AND AUTHORIZED | ||||||||||||||||||||||||||
Controlled |
||||||||||||||||||||||||||
Local |
thousand of pesos | |||||||||||||||||||||||||
33642192049 | Francés Valores Sociedad de Bolsa S.A. |
Common | $ | 500 | 1 | 12,137 | 6,793 | 8,704 | Stockholder | 06.30.2006 | 6,071 | 6,795 | 49 | |||||||||||||
30663323926 | Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. |
Common | $ | 1 | 1 | 75,842,839 | 145,136 | 141,838 | Pensions fund manager | 06.30.2006 | 140,739 | 270,810 | 13,639 | |||||||||||||
33678564139 | Consolidar Cía. De Seguros de Vida S.A. |
Common | $ | 1 | 1 | 7,383,921 | 61,858 | 54,527 | Insurance company | 06.30.2006 | 11,195 | 96,368 | 17,084 | |||||||||||||
30678574097 | Consolidar Cía. de Seguros de Retiro S.A. |
Common | $ | 1 | 1 | 25,033,832 | 36,908 | 31,167 | Insurance company | 06.30.2006 | 37,551 | 59,438 | 11,810 | |||||||||||||
30704936016 | Credilogros Compañía Financiera S.A. |
Common | $ | 1 | 1 | 39,700,000 | 27,395 | 26,986 | Financial institution | 06.30.2006 | 57,100 | 39,407 | 593 | |||||||||||||
30707847367 | PSA Finance Arg. Cía Financiera S.A. |
Common | $ | 1,000 | 1 | 9,000 | 12,597 | 12,047 | Financial institution | 06.30.2006 | 18,000 | 25,192 | 1,099 | |||||||||||||
30692274403 | Atuel Fideicomisos S.A. |
Common | $ | 1 | 1 | 13,099,869 | 16,218 | 13,507 | Trust Manager | 06.30.2006 | 13,100 | 16,220 | 2,711 | |||||||||||||
Subtotal controlled | 306,905 | 288,776 | ||||||||||||||||||||||||
Non controlled |
||||||||||||||||||||||||||
Local |
||||||||||||||||||||||||||
33707124909 | Rombo Cía. Financiera S.A. |
Common | $ | 1,000 | 1 | 8,000 | 11,431 | 12.096 | Financial Institution | 06.30.2006 | 20,000 | 28,580 | (1,661 | ) | ||||||||||||
Other |
8,358 | 8,628 | ||||||||||||||||||||||||
Foreign |
||||||||||||||||||||||||||
Other |
776 | 763 | ||||||||||||||||||||||||
Subtotal noncontrolled | 20,565 | 21,487 | ||||||||||||||||||||||||
Total in financial institutions, supplementary and authorized |
327,470 | 310,263 | ||||||||||||||||||||||||
IN OTHER COMPANIES |
||||||||||||||||||||||||||
Non controlled |
||||||||||||||||||||||||||
Local |
||||||||||||||||||||||||||
30685228501 | Consolidar ART S.A. |
Common | $ | 1 | 1 | 9,710,451 | 20,093 | 18,987 | Workers compensation | 06.30.2006 | 77,684 | 160,741 | 19,834 | |||||||||||||
30500064230 | BBVA Seguros S.A. |
Common | $ | 1 | 1 | 1,301,847 | 5,810 | 5,338 | Insurance | 06.30.2006 | 10,652 | 47,544 | 5,140 | |||||||||||||
Other |
206 | 173 | ||||||||||||||||||||||||
thousand of dollars | ||||||||||||||||||||||||||
Foreign |
||||||||||||||||||||||||||
17415001 | A.I.G. Latin American Fund |
10,105 | 11,939 | Investing | 12.31.2003 | 36,048 | 18,272 | (17,775 | ) | |||||||||||||||||
Other |
46 | 46 | ||||||||||||||||||||||||
Subtotal non controlled | 36,260 | 36,483 | ||||||||||||||||||||||||
Total in other companies | 36,260 | 36,483 | ||||||||||||||||||||||||
Total investments in other companies |
363,730 | 346,746 | ||||||||||||||||||||||||
EXHIBIT F
MOVEMENT OF PREMISES AND EQUIPMENT
AND OTHER ASSETS FOR THE SIX MONTH PERIOD ENDED
ENDED JUNE 30, 2006 AND THE FISCAL YEAR ENDED DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
Description |
Net book value at beginning of fiscal year |
Additions | Transfers | Decreases | Depreciation for the period |
Net book value at 06-30-2006 |
Net book value at 12-31-2005 | ||||||||||
Years of useful life |
Amount | ||||||||||||||||
PREMISES AND EQUIPMENT |
|||||||||||||||||
Real Estate |
298,223 | 2,515 | 9,772 | 19 | 50 | 5,216 | 305,275 | 298,223 | |||||||||
Furniture and Facilities |
24,227 | 2,254 | | | 10 | 3,128 | 23,353 | 24,227 | |||||||||
Machinery and Equipment |
23,976 | 12,948 | | | 5 | 5,177 | 31,747 | 23,976 | |||||||||
Automobiles |
1,018 | 256 | | | 5 | 182 | 1,092 | 1,018 | |||||||||
Total |
347,444 | 17,973 | 9,772 | 19 | 13,703 | 361,467 | 347,444 | ||||||||||
OTHER ASSETS |
|||||||||||||||||
Works of Art |
983 | | | | | | 983 | 983 | |||||||||
Leased assets |
9,230 | | 14 | 4,976 | 50 | 79 | 4,189 | 9,230 | |||||||||
Property taken as security for loans (1) |
| 50 | 10,724 | 1,066 | 50 | 41 | 9,667 | | |||||||||
Stationery and office supplies |
1,610 | 1,761 | | 1,537 | | | 1,834 | 1,610 | |||||||||
Other |
50,366 | 237 | (20,510 | ) | 5,797 | 50 | 399 | 23,897 | 50,366 | ||||||||
Total |
62,189 | 2,048 | (9,772 | ) | 13,376 | 519 | 40,570 | 62,189 | |||||||||
(1) | According to BCRA Communication A 4526, this account must be used to record these assets independently of being computed for the calculation of the fixed assets and other concepts relation. |
EXHIBIT G
MOVEMENT OF INTANGIBLE ASSETS FOR THE SIX MONTH PERIOD ENDED
ENDED JUNE 30, 2006 AND THE FISCAL YEAR ENDED DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
Description |
Net book |
Additions |
Decreases |
Amortization for the period |
Net book value |
Net book value | ||||||||
Years of useful life |
Amount | |||||||||||||
Goodwill |
25,459 | | | 10 | 3,315 | 22,114 | 25,459 | |||||||
Organization and Development expenses (1) |
11,144 | 4,711 | 178 | 1 & 5 | 3,045 | 12,632 | 11,144 | |||||||
Organization and development non-deductible expenses |
565,352 | 17,710 | 104 | 5 | 112,752 | 470,206 | 565,352 | |||||||
Total |
601,955 | 22,421 | 282 | 119,112 | 504,982 | 601,955 | ||||||||
(1) | This caption mainly includes costs from information technology projects and leasehold improvements. |
EXHIBIT H
CONCENTRATION OF DEPOSITS
AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
06-30-2006 | 12-31-2005 | |||||||||
Number of clients |
Outstanding Balance |
% of total portfolio |
Outstanding balance |
% of total portfolio |
||||||
10 largest clients |
1,182,657 | 10,17 | % | 1,105,846 | 10.29 | % | ||||
50 next largest clients |
2,515,638 | 21,63 | % | 1,081,430 | 10.07 | % | ||||
100 following clients |
683,445 | 5,88 | % | 765,031 | 7.12 | % | ||||
Remaining clients |
7,250,890 | 62,32 | % | 7,791,639 | 72.52 | % | ||||
TOTAL |
11,632,630 | 100.00 | % | 10,743,946 | 100.00 | % | ||||
EXHIBIT I
BREAKDOWN OF MATURITY TERMS OF DEPOSITS,
OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS AND
SUBORDINATED CORPORATE BONDS
AS OF JUNE 30, 2006
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
Terms remaining to maturity | ||||||||||||||
Description |
1 month | 3 months | 6 months | 12 months | 24 months | More than 24 months |
Total | |||||||
Deposits |
8,933,401 | 1,345,213 | 563,393 | 529,087 | 261,535 | 1 | 11,632,630 | |||||||
Other liabilities from financial transactions |
||||||||||||||
BCRA |
10,409 | 13,846 | | | 13,846 | 69,232 | 107,333 | |||||||
Banks and International Institutions |
92,783 | 124,133 | 30,436 | 39,814 | 15,343 | 10,272 | 312,781 | |||||||
Non-subordinated corporate bonds |
| | 23,960 | 41,655 | 99,994 | 108,205 | 273,814 | |||||||
Financing received from Argentine financial institutions |
98,222 | | | | | | 98,222 | |||||||
Other |
402,038 | | | | | | 402,038 | |||||||
Total |
603,452 | 137,979 | 54,396 | 81,469 | 129,183 | 187,709 | 1,194,188 | |||||||
TOTAL |
9,536,853 | 1,483,192 | 617,789 | 610,556 | 390,718 | 187,710 | 12,826,818 | |||||||
EXHIBIT J
MOVEMENT OF ALLOWANCES FOR THE SIX MONTH PERIOD ENDED
ENDED JUNE 30, 2006 AND THE FISCAL YEAR ENDED DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos
Description |
Book value at |
Increases |
Decreases | Book value | |||||||||
Reversals | Applications | 06-30-2006 | 12-31-2005 | ||||||||||
DEDUCTED FROM ASSETS |
|||||||||||||
Government securities |
|||||||||||||
- For impairment value | | 15,139 | (5) | | | 15,139 | | ||||||
Loans |
|||||||||||||
- Allowance for doubtful loans | 129,274 | 35,987 | (1) | 6,637 | 21,693 | 136,931 | 129,274 | ||||||
Other receivables from financial transactions |
|||||||||||||
- Allowance for doubtful receivables | 3,003 | 156 | (1) | 535 | 1,177 | 1,447 | 3,003 | ||||||
Assets subject to financial leasing |
|||||||||||||
- Allowance for doubtful receivables | 1,432 | 741 | (1) | | 7 | 2,166 | 1,432 | ||||||
Investments in other companies |
|||||||||||||
- For impairment value (3) | 11,939 | 202 | 2,036 | | 10,105 | 11,939 | |||||||
Other receivables |
|||||||||||||
- Allowance for doubtful receivables (2) | 388,728 | 88,349 | 796 | 6,744 | 469,537 | 388,728 | |||||||
Total |
534,376 | 140,574 | 10,004 | 29,621 | 635,325 | 534,376 | |||||||
LIABILITIES-ALLOWANCES |
|||||||||||||
- Contingents commitments (1) | 765 | 84 | 322 | | 527 | 765 | |||||||
- Other contingencies | 207,623 | 170,795 | (4) | 1,417 | 8,113 | 368,888 | 207,623 | ||||||
Total |
208,388 | 170,879 | 1,739 | 8,113 | 369,415 | 208,388 | |||||||
(1) | Recorded in compliance with the provisions of Communication A 3918, as supplemented, of the BCRA, taking into account note 2.3.f). |
(2) | Includes mainly the possible uncollectibility risks arising out of payments under protection actions on Mutual Funds and deferred tax asset (see note 4.1.) |
(3) | Recorded, to recognize the estimated impairment in AIG Latin American Funds equity as of June 30, 2006. |
(4) | Recorded to cover possible contingencies that were not considered in other accounts (civil, labor, commercial and other lawsuits) (note 2.3.p). |
(5) | Recorded in compliance with the provisions of Communication A 4084 of the BCRA. |
(6) | Includes exchange differences generated as allowances in foreign currency, booked in the Financial income-Gold and foreign currency exchange difference account, as follow: |
- Loans | 288 | |
- Other receivables from financial transactions | 11 | |
- Investments in other companies | 202 | |
- Other receivables | 181 |
EXHIBIT K
CAPITAL STRUCTURE AS OF JUNE 30, 2006
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos -
SHARES |
CAPITAL STOCK | |||||||||||||
Class |
Quantity | Votes per share |
Issued | Pending issuance or distribution |
Paid in | |||||||||
Outstanding | In portfolio | |||||||||||||
Common |
471,361,306 | 1 | 471,306 | | 55 | (1) | 471,361 | (2) |
(1) | Shares issued and available to stockholders but not as yet withdrawn. |
(2) | Fully registered with the Public Registry of Commerce (See note 1.2.) |
EXHIBIT L
FOREIGN CURRENCY BALANCES AS OF
JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
-Stated in thousands of pesos-
Accounts |
06-30-2006 | 12-31-2005 | ||||||||||||
Total of period (per type of currency) | ||||||||||||||
Total of Period |
Euro | US Dollars | Pounds Sterling |
Yen | Other | Total of fiscal year | ||||||||
ASSETS |
||||||||||||||
Cash and due from banks |
824,632 | 38,925 | 783,772 | 262 | 55 | 1,618 | 1,019,028 | |||||||
Government and private securities |
97,895 | | 97,895 | | | | 187,303 | |||||||
Loans |
1,361,020 | 5,733 | 1,355,287 | | | | 657,060 | |||||||
Other receivables from financial transactions |
251,493 | 7,115 | 243,346 | | 108 | 924 | 226,561 | |||||||
Assets subject to financial leasing |
76 | | 76 | | | | 79 | |||||||
Investments in other companies |
10,927 | | 10,927 | | | | 12,748 | |||||||
Other receivables |
18,802 | 308 | 18,494 | | | | 19,705 | |||||||
Suspense items |
240 | | 240 | | | | 97 | |||||||
TOTAL |
2,565,085 | 52,081 | 2,510,037 | 262 | 163 | 2,542 | 2,122,581 | |||||||
LIABILITIES |
||||||||||||||
Deposits |
1,579,644 | 34,095 | 1,545,549 | | | | 1,285,186 | |||||||
Other liabilities from financial transactions |
904,044 | 19,552 | 883,040 | 177 | 132 | 1,143 | 802,088 | |||||||
Other liabilities |
6,238 | 925 | 5,313 | | | | 6,181 | |||||||
Suspense items |
3 | | 3 | | | | 6 | |||||||
TOTAL |
2,489,929 | 54,572 | 2,433,905 | 177 | 132 | 1,143 | 2,093,461 | |||||||
MEMORANDUM ACCOUNTS |
||||||||||||||
Debit accounts (except contra debit accounts) |
||||||||||||||
Contingent |
461,477 | | 461,477 | | | | 69,409 | |||||||
Control |
6,256,842 | 7,684 | 6,246,431 | 3 | 1,677 | 1,047 | 6,599,699 | |||||||
Trustee activities |
25 | | 25 | | | | 4,699 | |||||||
TOTAL |
6,718,344 | 7,684 | 6,707,933 | 3 | 1,677 | 1,047 | 6,673,807 | |||||||
Credit accounts (except contra credit accounts) |
||||||||||||||
Contingent |
206,292 | | 206,292 | | | | 199,014 | |||||||
Control |
30,745 | | 30,745 | | | | 21,896 | |||||||
TOTAL |
237,037 | | 237,037 | | | | 220,910 | |||||||
EXHIBIT N
ASSISTANCE TO RELATED CLIENTS AND AFFILIATES
AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish - See Note 16)
- Stated in thousands of pesos
Status | ||||||||||||||||||||
Concept |
Normal | In potential risk / Inadequate Compliance |
Nonperforming / deficient compliance |
With high risk of uncollectibility / unlikely to be collected |
Uncollectible | Classified uncollectible as such under regulatory requirements |
Total | |||||||||||||
Not yet matured |
Past-due | Not yet matured |
Past-due | 06-30-2006 | 12-31-2005 | |||||||||||||||
1. Loans |
242,492 | | | | | | | | 242,492 | 204,582 | ||||||||||
- Overdraft | 881 | | | | | | | | 881 | 1,752 | ||||||||||
Without senior security or counter guaranty |
881 | | | | | | | | 881 | 1,752 | ||||||||||
- Discounted Instruments | 6,341 | | | | | | | | 6,341 | 9,278 | ||||||||||
Without senior security or counter guaranty |
6,341 | | | | | | | | 6,341 | 9,278 | ||||||||||
- Real Estate Mortgage and Collateral Loans | 400 | | | | | | | | 400 | 373 | ||||||||||
Other collaterals and counter guaranty B |
400 | | | | | | | | 400 | 373 | ||||||||||
- Consumer | 19 | | | | | | | | 19 | 27 | ||||||||||
Without senior security or counter guaranty |
19 | | | | | | | | 19 | 27 | ||||||||||
- Credit Cards | 475 | | | | | | | | 475 | 370 | ||||||||||
Without senior security or counter guaranty |
475 | | | | | | | | 475 | 370 | ||||||||||
- Other | 234,376 | | | | | | | | 234,376 | 192,782 | ||||||||||
Without senior security or counter guaranty |
234,376 | | | | | | | | 234,376 | 192,782 | ||||||||||
2. Other receivables from financial transactions |
4,084 | | | | | | | | 4,084 | 9,371 | ||||||||||
3. Contingent commitments |
24,608 | | | | | | | | 24,608 | 47,025 | ||||||||||
4. Investments in other companies and private securities |
141,395 | | | | | | | | 141,395 | 140,102 | ||||||||||
Total |
412,579 | | | | | | | | 412,579 | 401,080 | ||||||||||
Total Allowances |
2,254 | | | | | | | | 2,254 | 1,786 | ||||||||||
CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Art. 33 of Law No. 19,550)
(Translation of financial statements originally issued in Spanish - See Note 16 to the stand-alone Financial Statements)
-Stated in thousands of pesos-
06-30-06 | 12-31-05 | |||
A. ASSETS |
||||
CASH AND DUE FROM BANKS |
||||
Cash |
539,336 | 483,377 | ||
Due from banks and correspondents |
1,399,454 | 1,128,129 | ||
1,938,790 | 1,611,506 | |||
B. GOVERNMENT AND PRIVATE SECURITIES (Note 7) |
||||
Holdings in investment accounts |
436,431 | 435,104 | ||
Holdings for trading or financial transactions |
542,830 | 664,837 | ||
Unlisted Government Securities |
834,596 | 6 | ||
Instruments issued by the BCRA |
2,667,358 | 2,248,838 | ||
Investments in listed private securities |
241,174 | 155,849 | ||
Less: Allowances |
15,186 | 323 | ||
4,707,203 | 3,504,311 | |||
C. LOANS |
||||
To government sector (Exhibit 1) |
3,060,596 | 4,623,626 | ||
To financial sector (Exhibit 1) |
271,542 | 142,307 | ||
To non financial private sector and residents abroad (Exhibit 1) |
5,222,860 | 3,900,517 | ||
Overdraft |
917,948 | 733,514 | ||
Discounted instruments |
743,730 | 560,863 | ||
Real estate mortgage |
408,527 | 394,678 | ||
Collateral Loans |
82,312 | 60,714 | ||
Consumer |
509,231 | 355,649 | ||
Credit cards |
632,085 | 545,918 | ||
Other |
2,062,601 | 1,364,291 | ||
Interest and listed-price differences accrued and pending collection |
46,559 | 39,653 | ||
Less: Unused collections |
176,166 | 152,186 | ||
Less: Interest documented together with main obligation |
3,967 | 2,577 | ||
Less: Difference arising from purchase of portfolio |
91 | 89 | ||
Less: Allowances |
193,767 | 184,885 | ||
8,361,140 | 8,481,476 | |||
D. OTHER RECEIVABLES FROM FINANCIAL TRANSACTIONS |
||||
BCRA |
297,031 | 286,206 | ||
Amounts receivable for spot and forward sales to be settled |
344,596 | 158,120 | ||
Instruments to be received for spot and forward purchases to be settled |
16,365 | 35,730 | ||
Unlisted corporate bonds (Exhibit 1) |
59,613 | 78,228 | ||
Non-deliverable forward transactions balances to be settled |
182 | 281 | ||
Other receivables not covered by debtor classification regulations |
142,543 | 130,321 | ||
Other receivables covered by debtor classification regulations (Exhibit 1) |
23,634 | 21,538 | ||
Interest accrued and pending collection not covered by debtor classification regulations |
136,963 | 121,104 | ||
Interest accrued and pending collection covered by debtor classification regulations (Exhibit 1) |
89 | 3,020 | ||
Less: Allowances |
1,585 | 3,098 | ||
1,019,431 | 831,450 | |||
E. ASSETS SUBJECT TO FINANCIAL LEASING |
||||
Assets subject to financial leasing (Exhibit 1) |
174,533 | 131,650 | ||
Less: Allowances |
2,261 | 1,485 | ||
172,272 | 130,165 | |||
F. INVESTMENTS IN OTHER COMPANIES |
||||
In financial institutions |
12,207 | 12,859 | ||
Other |
48,747 | 49,377 | ||
Less: Allowances |
10,105 | 11,939 | ||
50,849 | 50,297 | |||
G. OTHER RECEIVABLES |
||||
Receivables from sale of property assets (Exhibit 1) |
221 | 2,257 | ||
Tax on minimum presumed income Tax Credit |
118,746 | 90,094 | ||
Other |
612,882 | 535,708 | ||
Interest accrued and pending collection on receivables from sale of property assets (Exhibit 1) |
| 41 | ||
Other accrued interest receivable |
8 | 10 | ||
Less: Allowances |
469,984 | 389,149 | ||
261,873 | 238,961 | |||
H. PREMISES AND EQUIPMENT |
388,658 | 375,797 | ||
I. OTHER ASSETS |
41,221 | 63,246 | ||
J. INTANGIBLE ASSETS |
||||
Goodwill |
22,155 | 25,459 | ||
Organization and development expenses |
528,681 | 629,877 | ||
550,836 | 655,336 | |||
K. SUSPENSE ITEMS |
3,039 | 948 | ||
L. OTHER SUBSIDIARIES´ ASSETS (Note 7) |
29,733 | 40,255 | ||
TOTAL ASSETS |
17,525,045 | 15,983,748 | ||
(Contd.)
CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Art. 33 of Law No. 19,550)
(Translation of financial statements originally issued in Spanish - See Note 16 to the stand-alone Financial Statements)
-Stated in thousands of pesos-
06-30-06 | 12-31-05 | |||
LIABILITIES |
||||
M. DEPOSITS |
||||
Government sector |
101,158 | 102,848 | ||
Financial sector |
333,549 | 27,695 | ||
Non financial private sector and residents abroad |
11,080,901 | 10,482,543 | ||
Checking accounts |
1,927,524 | 1,841,450 | ||
Savings deposits |
3,163,049 | 3,000,466 | ||
Time deposits |
5,248,014 | 4,855,393 | ||
Investments accounts |
160,559 | 210,575 | ||
Other |
447,386 | 477,880 | ||
Interest and listed-price differences accrued payable |
104,369 | 96,779 | ||
11,515,608 | 10,613,086 | |||
N. OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS |
||||
BCRA |
107,333 | 100,745 | ||
Other |
107,333 | 100,745 | ||
Banks and International Institutions |
306,952 | 224,311 | ||
Non-subordinated corporate bonds |
270,700 | 286,486 | ||
Amounts payable for spot and forward purchases to be settled |
17,247 | 26,165 | ||
Instruments to be delivered for spot and forward sales to be settled |
370,950 | 165,727 | ||
Non-deliverable forward transactions balances to be settled |
474 | 150 | ||
Financing received from Argentine financial institutions |
100,918 | 74,927 | ||
Other |
409,379 | 359,875 | ||
Interest and listedprice differences accrued payable |
8,949 | 6,409 | ||
1,592,902 | 1,244,795 | |||
O. OTHER LIABILITIES |
||||
Fees payable |
90 | 156 | ||
Other |
211,820 | 251,823 | ||
211,910 | 251,979 | |||
P. ALLOWANCES |
436,093 | 263,191 | ||
Q. SUSPENSE ITEMS |
3,406 | 2,299 | ||
R. SUBSIDIARIES OTHER LIABILITIES (Note 7) |
1,705,544 | 1,617,891 | ||
TOTAL LIABILITIES |
15,465,463 | 13,993,241 | ||
S. MINORITY INTEREST IN SUBSIDIARIES (Note 5) |
199,171 | 188,960 | ||
STOCKHOLDERS EQUITY |
1,860,411 | 1,801,547 | ||
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
17,525,045 | 15,983,748 | ||
MEMORANDUM ACCOUNTS
(Translation of financial statements originally issued in Spanish - See Note 16 to the stand-alone Financial Statements)
- Stated in thousands of pesos -
06-30-06 | 12-31-05 | |||
DEBIT ACCOUNTS |
||||
Contingent |
||||
- Guarantees received |
3,608,962 | 3,035,165 | ||
- Contra contingent debit accounts |
311,420 | 325,775 | ||
3,920,382 | 3,360,940 | |||
Control |
||||
- Receivables classified as irrecoverable |
392,187 | 393,234 | ||
- Other |
27,504,405 | 23,666,953 | ||
- Contra control debit accounts |
257,868 | 319,273 | ||
28,154,460 | 24,379,460 | |||
Derivatives |
||||
- Notional amount of non-deliverable forward transactions |
267,621 | 46,982 | ||
- Contra debit derivatives accounts |
296,049 | 93,161 | ||
563,670 | 140,143 | |||
For trustee activities |
||||
- Funds in trust |
23,497 | 29,896 | ||
23,497 | 29,896 | |||
TOTAL |
32,662,009 | 27,910,439 | ||
CREDIT ACCOUNTS |
||||
Contingent |
||||
- Credit lines granted (unused portion) covered by debtor classification regulations (Exhibit 1) |
13,279 | 3,827 | ||
- Guarantees provided to the BCRA |
47,547 | 70,293 | ||
- Other guarantees given covered by debtor classification regulations (Exhibit 1) |
134,428 | 171,022 | ||
- Other guaranties given non covered by debtor classification regulations |
458 | 62 | ||
- Other covered by debtor classification regulations (Exhibit 1) |
115,708 | 80,571 | ||
- Contra contingent credit accounts |
3,608,962 | 3,035,165 | ||
3,920,382 | 3,360,940 | |||
Control |
||||
- Items to be credited |
200,690 | 134,517 | ||
- Other |
57,178 | 184,756 | ||
- Contra control credit accounts |
27,896,592 | 24,060,187 | ||
28,154,460 | 24,379,460 | |||
Derivatives |
||||
- Notional amount of non-deliverable forward transactions |
296,049 | 93,161 | ||
- Contra debit derivatives accounts |
267,621 | 46,982 | ||
563,670 | 140,143 | |||
For trustee activities |
||||
- Contra credit accounts for trustee activities |
23,497 | 29,896 | ||
23,497 | 29,896 | |||
TOTAL |
32,622,009 | 27,910,439 | ||
The accompanying notes 1 through to 7 to the consolidated financial statements with subsidiaries and the Exhibit 1 are an integral part of these statements, which in turn are part of the stand-alone Financial Statements of BBVA Banco Francés S.A. and are to be read in conjunction therewith.
CONSOLIDATED STATEMENTS OF INCOME
FOR THE SIX MONTH PERIODS ENDED JUNE 30, 2006 AND 2005
(Art. 33 of Law No. 19,550)
(Translation of financial statements originally issued in Spanish - See Note 16 to the stand-alone Financial Statements)
- Stated in thousands of pesos -
06-30-06 | 06-30-05 | |||
A. FINANCIAL INCOME |
||||
Interest on cash and due from banks |
9,949 | 11,042 | ||
Interest on loans to the financial sector |
35,005 | 6,280 | ||
Interest on overdraft |
39,502 | 15,372 | ||
Interest on discounted instruments |
22,380 | 8,236 | ||
Interest on real estate mortgage |
21,352 | 20,837 | ||
Interest on collateral loans |
3,118 | 1,520 | ||
Interest on credit card loans |
14,103 | 11,144 | ||
Interest on other loans |
95,848 | 67,806 | ||
Interest from other receivables from financial transactions |
18,869 | 3,338 | ||
Income from secured loans - Decree 1387/01 |
183,423 | 147,687 | ||
Net income from government and private securities |
192,593 | 66,954 | ||
Indexation by CER |
229,474 | 385,807 | ||
Other |
67,557 | 49,648 | ||
933,173 | 795,671 | |||
B. FINANCIAL EXPENSE |
||||
Interest on checking accounts |
15,625 | 7,504 | ||
Interest on savings deposits |
2,253 | 1,635 | ||
Interest on time deposits |
124,776 | 64,350 | ||
Interest on financing to the financial sector |
370 | 142 | ||
Interest from other liabilities from financial transactions |
19,271 | 11,917 | ||
Other interest |
9,589 | 41,165 | ||
Indexation by CER |
80,379 | 188,449 | ||
Other |
21,650 | 17,467 | ||
273,913 | 332,629 | |||
GROSS INTERMEDIATION MARGIN GAIN |
659,260 | 463,042 | ||
C. ALLOWANCES FOR LOAN LOSSES |
39,330 | 48,961 | ||
D. SERVICE CHARGE INCOME |
||||
Related to lending transactions |
50,994 | 39,172 | ||
Related to liability transactions |
115,042 | 92,912 | ||
Other commissions |
203,161 | 157,130 | ||
Other |
63,959 | 52,959 | ||
433,156 | 342,173 | |||
E. SERVICE CHARGE EXPENSE |
||||
Commissions |
37,952 | 21,350 | ||
Other |
15,193 | 11,827 | ||
53,145 | 33,177 | |||
(Contd.)
CONSOLIDATED STATEMENTS OF INCOME
FOR THE SIX MONTH PERIODS ENDED JUNE 30, 2006 AND 2005
(Art. 33 of Law No. 19,550)
(Translation of financial statements originally issued in Spanish - See Note 16 to the stand-alone Financial Statements)
- Stated in thousands of pesos -
06-30-06 | 06-30-05 | |||||
F. ADMINISTRATIVE EXPENSES |
||||||
Payroll expenses |
232,970 | 193,829 | ||||
Fees to Bank Directors and Statutory Auditors |
173 | 142 | ||||
Other professional fees |
13,691 | 12,187 | ||||
Advertising and publicity |
23,511 | 15,721 | ||||
Taxes |
24,536 | 18,431 | ||||
Other operating expenses |
93,100 | 87,748 | ||||
Other |
53,246 | 34,873 | ||||
441,227 | 362,931 | |||||
NET GAIN FROM FINANCIAL TRANSACTIONS |
558,714 | 360,146 | ||||
RESULTS OF MINORITY INTEREST IN SUBSIDIARIES |
(10,207 | ) | (9,266 | ) | ||
G. OTHER INCOME |
||||||
Income from long-term investments |
1,860 | 2,069 | ||||
Punitive interests |
1,653 | 1,292 | ||||
Loans recovered and reversals of allowances |
32,839 | 40,131 | ||||
Other |
175,653 | 168,493 | ||||
212,005 | 211,985 | |||||
H. OTHER EXPENSE |
||||||
Punitive interests and charges paid to BCRA |
444 | 41 | ||||
Charge for uncollectibility of other receivables and other allowances |
260,244 | 151,337 | ||||
Amortization of difference arising from judicial resolutions |
112,752 | 108,840 | ||||
Other |
286,666 | 228,035 | ||||
660,106 | 488,253 | |||||
NET GAIN BEFORE INCOME TAX AND TAX ON MINIMUM PRESUMED INCOME |
100,406 | 74,612 | ||||
I. INCOME TAX AND TAX ON MINIMUM PRESUMED INCOME |
14,542 | 10,334 | ||||
NET INCOME FOR THE PERIOD |
85,864 | 64,268 | ||||
The accompanying notes 1 through 7 to the consolidated financial statements with subsidiaries and the Exhibit 1 are an integral part of these statements, which in turn are part of the stand-alone Financial Statements of BBVA Banco Francés S.A. and are to be read in conjunction therewith.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTH PERIOD ENDED JUNE 30, 2006 AND 2005
(ART. 33 OF LAW No. 19,550)
(Translation of financial statements originally issued in Spanish - See Note 16 to the stand-alone Financial Statements)
-Stated in thousands of pesos-
06-30-06 | 06-30-05 | |||||
CHANGES IN CASH |
||||||
Cash and due from banks at beginning of fiscal year |
1,611,506 | 1,666,617 | ||||
Increase/(Decrease) in cash and due from banks |
327,284 | (336,756 | ) | |||
Cash and due from banks at end of the period |
1,938,790 | 1,329,861 | ||||
REASONS OF CHANGES IN CASH |
||||||
Financial income collected |
1,307,729 | 628,877 | ||||
Service charge income collected |
433,072 | 341,784 | ||||
Less: |
||||||
Financial expense paid |
234,433 | 160,868 | ||||
Services charge expense paid |
53,145 | 33,177 | ||||
Operating expenses paid |
442,032 | 342,147 | ||||
FUNDS PROVIDED BY ORDINARY OPERATIONS |
1,011,191 | 434,469 | ||||
OTHER SOURCES OF FUNDS |
||||||
Net increase in other liabilities from financial transactions (*) |
171,841 | | ||||
Net increase in deposits (*) |
893,497 | 998,228 | ||||
Net increase in other liabilities (*) |
56,464 | 502 | ||||
Net decrease in other receivables from financial transactions (**) |
29,638 | | ||||
Other sources of funds (**) |
197,245 | 105,192 | ||||
TOTAL OF SOURCES OF FUNDS |
1,348,685 | 1,103,922 | ||||
USE OF FUNDS |
||||||
Net increase in government and private securities (**) |
1,010,299 | 966,183 | ||||
Net increase in loans (**) |
536,567 | 492,364 | ||||
Net increase in other receivables from financial transactions (**) |
| 45,639 | ||||
Net increase in other assets (**) |
180,924 | 69,953 | ||||
Net decrease in other liabilities from financial transactions (*) |
| 93,403 | ||||
Dividends paid in cash (**) |
27,000 | | ||||
Other uses of funds (*) |
277,802 | 207,605 | ||||
TOTAL USES OF FUNDS |
2,032,592 | 1,875,147 | ||||
INCREASE IN FUNDS |
327,284 | (336,756 | ) | |||
(*) Variations originated in financing activities. |
844,000 | 697,722 | ||||
(**) Variations originated in investment activities. |
(1,527,907 | ) | (1,468,947 | ) |
The accompanying notes 1 through to 7 to the consolidated financial statements with subsidiaries and the Exhibit 1 are an integral part of these statements, which in turn are part of the stand-alone Financial Statements of BBVA Banco Francés S.A. and are to be read in conjunction therewith.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
WITH SUBSIDIARIES AS OF JUNE 30, 2006 PRESENTED IN COMPARATIVE FORM WITH
THE BALANCE SHEET AS OF DECEMBER 31, 2005, AND THE STATEMENTS OF INCOME,
CHANGES IN STOCKHOLDERS EQUITY AND CASH FLOWS AS OF JUNE 30, 2005 (ART. 33 OF LAW No. 19,550)
(Translation of financial statements originally issued in Spanish - See Note 16 to the stand-alone Financial Statements)
-Stated in thousands of pesos-
1. | SIGNIFICANT ACCOUNTING POLICIES AND SUBSIDIARIES |
General rule
In accordance with the procedures set forth in BCRAs regulations and Technical Pronouncement No. 21 of the Argentine Federation of Professional Councils in Economic Sciences, BBVA Banco Francés S.A. (BF) has consolidated - line by line - its balance sheets as of June 30, 2006 and at the end of previous year and the statements of income and cash flow for the six month period ended June 30, 2006 and 2005, as per the following detail:
| As of June 30, 2006: |
a) | With the financial statements of Credilogros Cía. Financiera S.A., Francés Valores Sociedad de Bolsa S.A., Atuel Fideicomisos S.A. and its subsidiary and PSA Finance Argentina Cía. Financiera S.A., for the six month periods ended June 30, 2006 and 2005. |
b) | With the financial statements of Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A., Consolidar Cía. de Seguros de Vida S.A., and Consolidar Cía. de Seguros de Retiro S.A., for the fiscal years ended June 30, 2006 and 2005. |
| As of December 31, 2005: |
a) | With the financial statements of Credilogros Cía. Financiera S.A., Francés Valores Sociedad de Bolsa S.A, Atuel Fideicomisos S.A. and its subsidiary and PSA Finance Argentina Cía Financiera S.A., for the fiscal year ended December 31, 2005. |
b) | With the financial statements of Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A., Consolidar Cía. de Seguros de Vida S.A. and Consolidar Cía. de Seguros de Retiro S.A., for the six-month period ended December 31, 2005. |
The results of Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A., Consolidar Cía. de Seguros de Vida S.A. and Consolidar Cía. de Seguros de Retiro S.A. have been adjusted for purposes of comparison of the fiscal years of companies consolidating on the basis of a six-month period ended on June 30, 2006 and 2005.
Interests in subsidiaries as of June 30, 2006 and at the end of the prior fiscal year are listed below:
Shares | Interest percentage in | |||||||||||||
Type | Quantity | Total Capital | Possible | Votes | ||||||||||
Companies |
06/30/06 | 12/31/05 | 06/30/06 | 12/31/05 | 06/30/06 | 12/31/05 | ||||||||
Francés Valores Soc. de Bolsa S.A. |
Common | 12,137 | 12,137 | 99.9700 | 99.9700 | 99.9700 | 99.9700 | |||||||
Atuel Fideicomisos S.A. |
Common | 13,099,869 | 13,099,869 | 99.9999 | 99.9999 | 99.9999 | 99.9999 | |||||||
Consolidar A.F.J.P. S.A. |
Common | 75,842,839 | 75,842,839 | 53.8892 | 53.8892 | 53.8892 | 53.8892 | |||||||
Consolidar Cía. De Seguros de Vida S.A. |
Common | 7,383,921 | 7,383,921 | 65.9600 | 65.9600 | 65.9600 | 65.9600 | |||||||
Consolidar Cía. De Seguros de Retiro S.A. |
Common | 25,033,832 | 25,033,832 | 66.6666 | 66.6666 | 66.6666 | 66.6666 | |||||||
PSA Finance Argentina Cía Financiera S.A. |
Common | 9,000 | 9,000 | 50.0000 | 50.0000 | 50.0000 | 50.0000 | |||||||
Credilogros Cía. Financiera S.A. (*) |
Common | 39,700,000 | 39,700,000 | 69.5271 | 69.5271 | 69.5271 | 69.5271 |
(*) A | company sold on July 11, 2006 (see note 1.3. of BF) |
Total assets, liabilities, stockholders equity and subsidiaries net income balances in accordance with the criteria defined in Note 2 below, as of June 30, 2006 and the end of the previous fiscal year and net income balances as of June 30, 2006 and 2005, are listed below:
Assets | Liabilities | Stockholders Equity |
Net income/ gain-(loss) |
||||||||||||||
Companies |
06/30/06 | 12/31/05 | 06/30/06 | 12/31/05 | 06/30/06 | 12/31/05 | 06/30/06 | 06/30/05 | |||||||||
Francés Valores Soc. de Bolsa S.A. |
12,183 | 10,777 | 5,388 | 2,070 | 6,795 | 8,707 | 49 | 2,054 | |||||||||
Atuel Fideicomisos S.A. and its subsidiary |
19,999 | 17,618 | 3,779 | 4,110 | 16,220 | 13,508 | 2,711 | (4,491 | ) | ||||||||
Consolidar A.F.J.P. S.A. |
353,934 | 346,858 | 84,613 | 83,659 | 269,321 | 263,199 | 6,121 | 9,938 | |||||||||
Consolidar Cía. de Seguros de Vida S.A. |
288,347 | 275,380 | 194,565 | 192,713 | 93,782 | 82,667 | 11,114 | 3,589 | |||||||||
Consolidar Cía. de Seguros de Retiro S.A. |
1,630,596 | 1,512,356 | 1,575,237 | 1,465,608 | 55,359 | 46,748 | 8,611 | 6,899 | |||||||||
PSA Finance Argentina Cía Financiera S.A. |
87,989 | 64,638 | 62,797 | 40,545 | 25,192 | 24,093 | 1,099 | 773 | |||||||||
Credilogros Cía. Financiera S.A. (*) |
86,038 | 94,522 | 46,631 | 55,708 | 39,407 | 38,814 | 593 | 2,544 |
(*) A | company sold on July 11, 2006 (see note 1.3. of BF) |
2. | VALUATION METHODS |
2.1. | The financial statements of the subsidiaries have been prepared based on similar methods to those applied by BF for preparing its own financial statements, in connection with assets and liabilities valuation, income measurement and restatement procedure as explained in note 2 to the stand-alone financial statements of BF, except for: |
| Consolidar AFJP S.A.: the intangible assets of this subsidiary were amortized in accordance with the standards of the A.F.J.P.s Superintendence. |
| Consolidar A.F.J.P. S.A., Consolidar Cía. de Seguros de Retiro S.A. and Consolidar Cía. de Seguros de Vida S.A.: loans secured by the National Government - Decree 1387/01 held by these subsidiaries were valued in accordance with the regulations of the Superintendence of Pension Fund Administrators (A.F.J.P) and the National Superintendence of Insurance. |
| The items included under the captions Subsidiaries other assets and Subsidiaries other liabilities were valued in accordance with the regulations of the National Superintendence of Insurance. |
2.2. | Consolidar Cía de Seguros de Retiro S.A.: the Company included the balance from the technical commitments incurred with the insured in the Other Liabilities caption. The abovementioned caption includes 27,871 and 29,819 at June 30, 2006 and the end of the previous fiscal year corresponding to the regularizing account called Unaccrued secured loans valuation difference which, as established by the Superintendence of Insurance, will be settled through subsequent accrual of the regularizing accounts of secured loans. In accordance with current professional accounting standards, such amount should have been recorded as a loss for the year ended December 31, 2003. |
3. | PENSION FUND MANAGEMENT |
Consolidar AFJP manages a pension fund that as of June 30, 2006 and as of the end of the prior fiscal year amounted to 14,026 million and 12,763 million respectively.
4. | ATUEL FIDEICOMISOS S.A. |
Under its line of business, Atuel Fideicomisos S.A. acts in its capacity as a trustee for the following trusts, in no case being personally liable for the liabilities assumed; such liabilities will be satisfied out of the proceeds of the underlying assets of each such trust.
| Fideicomiso Corp. Banca: it was created by an agreement dated May 13, 1997, executed by Atuel Fideicomisos S.A. as trustee, Corp. Banca S.A. (later BBVA Banco Francés S.A.) as trustor and beneficiary, the Argentine Central Bank and Seguro de los Depósitos S.A. as beneficiaries. |
| Fideicomiso Banco Francés: it was created by an agreement dated on May 12, 2000, executed by Atuel Fideicomisos S.A. as trustee, and BBVA Banco Francés S.A. as trustor and beneficiary. As from January 1, 2002, by an assignment made by BBVA Banco Francés S.A., the beneficiary of the Trust Certificate is Banco Bilbao Vizcaya Argentaria S.A. (BBVA). |
Atuel Fideicomisos also acts as administration and collection manager for Fideicomiso Diagonal, which was created by an agreement dated January 5, 2001, executed by Mercobank S.A as trustor, BBVA Banco Francés S.A. as trustee and BBVA Banco Francés S.A and other financial institutions and Seguro de Depósitos S.A. as beneficiaries (see note 10.1. of BF).
5. | MINORITY INTEREST IN SUBSIDIARIES |
The breakdown of balances in the Minority interest in subsidiaries account is as follows:
06-30-06 | 12-31-05 | |||
Consolidar Administradora de Fondos de Jubilaciones y Pensiones S.A. |
124,185 | 121,361 | ||
Consolidar Cía. de Seguros de Vida S.A. |
31,924 | 28,140 | ||
Consolidar Cía. de Seguros de Retiro S.A. |
18,451 | 15,581 | ||
Credilogros Compañía Financiera S.A. |
12,012 | 11,828 | ||
Francés Valores Sociedad de Bolsa S.A. |
2 | 3 | ||
Atuel Fideicomisos S.A. |
2 | 1 | ||
PSA Finance Argentina Cía Financiera S.A. |
12,595 | 12,046 | ||
199,171 | 188,960 | |||
6. | RESTRICTIONS ON ASSETS |
a) | Francés Valores Sociedad de Bolsa S.A. (stock broking company) holds shares of Mercado de Valores de Buenos Aires S.A, booked in the amount of 4,840. These shares have been pledged in favor of CHUBB Argentina de Seguros S.A. in security of the contract this insurance company executed with Mercado de Valores de Buenos Aires S.A. to cover the latters guaranteeing any noncompliance of stock broking companies with their obligations. |
b) | See note 6 to the stand-alone financial statements of BF. |
7. | BREAKDOWN OF MAIN ITEMS |
Detailed below are the balances of those accounts that show significant variations in relation to the figures that arise from the financial statements of BF:
06-30-06 | 12-31-05 | |||
GOVERNMENT SECURITIES |
||||
Holdings in investment accounts |
||||
Federal Government Bonds (LIBOR 2012) - Compensation |
80,288 | 74,075 | ||
Discount Bonds in pesos |
322,903 | 360,516 | ||
GDP-linked Securities in pesos |
33,240 | | ||
Others |
| 513 | ||
Total |
436,431 | 435,104 | ||
Holdings for trading or financial transactions |
||||
Federal Government Bonds 2008 (BODEN 2008) |
24,630 | 54,723 | ||
Federal Government Bonds LIBOR 2012 |
37,710 | 52,786 | ||
Buenos Aires City Bond |
7,437 | 7,358 | ||
Federal Government Bonds LIBOR 2015 |
5,535 | 10,036 | ||
Federal Government Bonds LIBOR 2014 |
19,215 | 3,036 | ||
Discount Bonds in pesos |
257,230 | 246,447 | ||
Discount Bonds in US dollar |
2,984 | 88,122 | ||
Peso-denominated GDP-related securities |
6,031 | 40,074 | ||
Cuasipar Bonds in pesos |
7,611 | 7,033 | ||
Secured Bonds due in 2018 |
87,129 | 105,283 | ||
Federal Government Bocon PRE8 |
68,608 | 45,196 | ||
Federal Government Bonds LIBOR 2011 |
8,768 | | ||
Other |
9,942 | 4,743 | ||
Total |
542,830 | 664,837 | ||
Unlisted government securities |
||||
Secured Bonds due in 2020 |
834,591 | | ||
Tax credit certificates due in 2003/2006 |
5 | 6 | ||
Total |
834,596 | 6 | ||
Instruments issued by the BCRA |
||||
BCRA Bills (LEBAC) |
707,253 | 1,160,312 | ||
BCRA Notes (NOBAC) |
1,960,105 | 1,088,526 | ||
Total |
2,667,358 | 2,248,838 | ||
06-30-06 | 12-31-05 | |||||
Investments in listed private securities |
||||||
Edesur S.A. Corporate Bonds |
26,045 | 28,530 | ||||
Telefónica de Argentina S.A. Corporate Bonds |
9,415 | 36,280 | ||||
Telecom Personal Corporate Bonds |
8,976 | 9,206 | ||||
Camuzzi Gas Pampeana Corporate Bonds |
10,162 | | ||||
Tarjeta Naranja Trust |
4,534 | 5,775 | ||||
Acindar S.A. |
9,318 | | ||||
Telecom |
3,099 | 1,738 | ||||
Grupo Financiero Galicia S.A. |
3,038 | 3,630 | ||||
Galtrust 1 Financial Trust |
10,958 | 9,204 | ||||
Milennium Trust Financial Trust |
4,761 | | ||||
FBA Renta Pesos |
57,029 | 2,695 | ||||
Petrobrás Energía S.A. |
8,284 | 7,175 | ||||
Roble Pesos Class 1 |
6,616 | 2,406 | ||||
OPTIMUN CDB Pesos- Class B |
8,054 | 3,317 | ||||
FBA Bonos Argentina |
7,460 | | ||||
Radar Financial Trust |
4,070 | 5,526 | ||||
FBA Ahorro Pesos |
6,018 | | ||||
Rembrandt Amro Ahorro Pesos |
8,015 | 1,523 | ||||
Ishares Brasil Index |
3,694 | | ||||
Super Ahorro Pesos- Class B |
10,565 | 2,258 | ||||
Other |
31,063 | 36,586 | ||||
Total |
241,174 | 155,849 | ||||
Allowances |
(15,186 | ) | (323 | ) | ||
Total |
4,707,203 | 3,504,311 | ||||
SUBSIDIARIES OTHER ASSETS |
||||||
Premium receivables from insurance companies |
29,283 | 23,461 | ||||
Complementary Capital Insurance Company |
| 13,226 | ||||
Others related to insurance business |
450 | 3,568 | ||||
Total |
29,733 | 40,255 | ||||
SUBSIDIARIES OTHER LIABILITIES |
||||||
Insurance companies, claims in adjustment process |
99,241 | 128,339 | ||||
Fluctuation fund Consolidar Cía de Seguros de Retiro S.A. |
88,845 | 79,887 | ||||
Insurance companies, mathematical reserve |
1,454,462 | 1,367,010 | ||||
Insurance companies, reinsurers reserve |
(400 | ) | (244 | ) | ||
Difference arising from secured loans accrued valuation |
(27,871 | ) | (29,819 | ) | ||
Benefit pending of integration Resolution No. 29,796 |
(1,733 | ) | (2,203 | ) | ||
Others related to insurance business |
93,000 | 74,921 | ||||
Total |
1,705,544 | 1,617,891 | ||||
EXHIBIT 1
CONSOLIDATED CLASSIFICATION OF FINANCING FACILITIES BY
CATEGORIES AND GUARANTIES RECEIVED
AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish-See Note 16)
-Stated in thousands of pesos-
06-30-06 | 12-31-05 | |||
COMMERCIAL PORTFOLIO |
||||
Normal performance |
||||
Preferred collaterals and counter guaranty A |
193,566 | 104,177 | ||
Other collaterals and counter guaranty B |
36,098 | 38,393 | ||
Without senior security or counter guaranty |
6,964,110 | 7,374,954 | ||
In potential risk |
||||
Other collaterals and counter guaranty B |
5,140 | 6,361 | ||
Without senior security or counter guaranty |
27,579 | 70,057 | ||
Nonperforming |
||||
Without senior security or counter guaranty |
5,483 | 5,695 | ||
With high risk of uncollectibility |
||||
Without senior security or counter guaranty |
64,806 | 59,885 | ||
Uncollectible |
||||
Without senior security or counter guaranty |
807 | 5,041 | ||
Total |
7,297,589 | 7,664,563 | ||
EXHIBIT 1
(Contd.)
CONSOLIDATED CLASSIFICATION OF FINANCING FACILITIES BY
CATEGORIES AND GUARANTIES RECEIVED
AS OF JUNE 30, 2006 AND DECEMBER 31, 2005
(Translation of financial statements originally issued in Spanish-See Note 16)
-Stated in thousands of pesos-
06-30-06 | 12-31-05 | |||
CONSUMER AND HOUSING PORTFOLIO |
||||
Normal performance |
||||
Preferred collaterals and counter guaranty A |
6,740 | 7,995 | ||
Other collaterals and counter guaranty B |
436,861 | 431,652 | ||
Without senior security or counter guaranty |
1,285,610 | 1,021,207 | ||
Inadequate performance |
||||
Other collaterals and counter guaranty B |
9,081 | 3,639 | ||
Without senior security or counter guaranty |
13,387 | 5,079 | ||
Deficient performance |
||||
Other collaterals and counter guaranty B |
636 | 1,023 | ||
Without senior security or counter guaranty |
6,915 | 5,264 | ||
Unlikely to be collected |
||||
Other collaterals and counter guaranty B |
1,178 | 1,657 | ||
Without senior security or counter guaranty |
8,544 | 6,668 | ||
Uncollectible |
||||
Other collaterals and counter guaranty B |
3,479 | 4,315 | ||
Without senior security or counter guaranty |
6,356 | 5,421 | ||
Uncollectible, classified as such under regulatory requirements |
||||
Other collaterals and counter guaranty B |
34 | 13 | ||
Without senior security or counter guaranty |
93 | 108 | ||
Total |
1,778,914 | 1,494,041 | ||
General Total (1) |
9,076,503 | 9,158,604 | ||
(1) | Items included: Loans (before allowances and difference arising from purchase of portfolio); Other receivables from financial transactions: Unlisted corporate bonds, Other receivables covered by debtor classification regulations, Interest accrued and pending collection covered by debtor classification regulations; Assets subject to financial leasing (before allowances); Other receivables: Receivables from sale of goods and interest accrued on receivables from sale of goods; Contingent credit balance memorandum accounts: Credit lines granted (unused portion) covered by debtor classification regulations, Other guaranties given covered by debtor classification regulations and Other covered by debtor classification regulations. |
INDEPENDENT ACCOUNTANTS
LIMITED REVIEW REPORT
To the President and Directors of
BBVA BANCO FRANCÉS S.A.
Reconquista 199
Buenos Aires
1. | Identification of the financial statements subject to review |
We have reviewed the accompanying balance sheet of BBVA BANCO FRANCÉS S.A. as of June 30, 2006 and the related statements of income, changes in stockholders equity and cash flows for the six-month period then ended, with their notes 1 to 15 and supplemental exhibits A through L and N thereto.
We have also reviewed the consolidated balance sheet of BBVA BANCO FRANCÉS S.A. and its subsidiaries (listed in note 1 to the consolidated financial statements) as of June 30, 2006 and the related consolidated statements of income and of cash flows for the six-month period then ended, with their notes 1 to 7 and exhibit 1, presented as supplementary information.
These financial statements are the responsibility of the Banks Board of Directors. Our responsibility is to issue a limited review report on such financial statements, based on our review performed in accordance with the scope described in caption 2.
2. | Scope of the review |
We conducted our limited review in accordance with auditing standards generally accepted in Argentina for limited reviews of interim financial statements, and the Minimum Standards for External Audits for the limited review of quarterly financial statements established by the Argentine Central Bank (BCRA). This review is substantially less in scope than an audit of financial statements conducted in accordance with generally accepted standards, the objective of which is to express an opinion regarding the financial statements taken as a whole. Accordingly, we do not express an opinion on the financial statements mentioned in caption 1.
3. | Prior explanations to our limited review report |
a) | The financial statements described in caption 1 have been prepared by the Bank in accordance with the standards established by the BCRA which differ from the professional accounting standards in force in Buenos Aires City in the aspects indicated in Note 3 to such financial statements. In addition, other differences with respect to the accounting principles generally accepted in Buenos Aires City are detailed in Note 2 to the consolidated financial statements. |
b) | We have audited the Banks financial statements as of December 31, 2005 (opening balances), whose individual and consolidated balance sheets and their respective supplementary information have been presented comparatively and on which we issued our report dated February 10, 2006, to which we refer, including a favorable opinion with certain qualifications due to certain significant divergences from the accounting principles generally accepted in Buenos Aires City. |
Additionally, we have performed a limited review of the financial statements for the six month period ended June 30, 2005, including the statements of changes in stockholders equity and individual and consolidated statements of income and cash flows and their respective supplementary information, presented comparatively, and on which we issued our limited review report dated August 10, 2005, to which we refer, including observations related to: (i) the completion of the restructuring process of government securities and of assistance to the government sector; and (ii) the asset recorded related to the estimated compensation for payments to depositors made under court orders. The observation mentioned in point (i) has been resolved at the date of issuance of this report and the resolution of the observation indicated in point (ii) above is explained in note 3.I.c) to the financial statements described in caption 1.
In addition, such report mentioned the existence of certain divergences from the accounting principles generally accepted in Buenos Aires City.
4. | Limited review report |
Based on our limited review performed with the scope indicated in caption 2, which did not include all the procedures necessary to enable us to express an opinion on the financial statements referred to in caption 1, we are in a position to report that:
a) | the financial statements of BBVA BANCO FRANCÉS S.A. both individually and consolidated with its subsidiaries companies as of June 30, 2006, give consideration to all the significant facts and circumstances of which we are aware; and |
b) | we do not have any observations to mention on the referred financial statements other than those indicated under caption 3. |
As described in note 16 to the stand-alone financial statements, the effects of the differences between the accounting standards of the BCRA (which differ from the accounting principles generally accepted in Buenos Aires City Argentina for the matters mentioned in Note 3 to the financial statements), and the accounting principles generally accepted in the countries in which the accompanying financial statements are to be used have not been quantified. Accordingly, they are not intended to present the financial position in accordance with accounting principles generally accepted in the countries of the users of the financial statements, other than Argentina. This report was prepared in accordance with auditing standards generally accepted in Argentina and the Minimum Standards for External Audits established by the BCRA. The translation into English of the financial statements described in caption 1 and of this independent auditors report has been made solely for the convenience of English-speaking readers.
Buenos Aires, August 10, 2006.
DELOITTE & Co. S.R.L. |
CARLOS B. SRULEVICH |
Partner |
Deloitte refers to one or more of Deloitte Touche Tohmatsu, a Swiss Verein, its member firms and their respective subsidiaries and affiliates. As a Swiss Verein (association), neither Deloitte Touche Tohmatsu nor any of its member firms has any liability for each others acts or omissions. Each of the member firms is a separate and independent legal entity operating under the names Deloitte, Deloitte & Touche, Deloitte Touche Tohmatsu, or other related names. Services are provided by the member firms or their subsidiaries or affiliates and not by the Deloitte Touche Tohmatsu Verein.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
BBVA French Bank S.A. | ||||
Date: August 18, 2006 |
By: |
/s/ Marcelo G. Canestri | ||
Name: | Marcelo G. Canestri | |||
Title: | Chief Financial Officer |