Académique Documents
Professionnel Documents
Culture Documents
52 54 56 57 58 59
161
SUBSIDIARIES
34
Bao Viet General Insurance Corporation Bao Viet Life Corporation Bao Viet Fund Management Company Bao Viet Commercial Joint Stock Bank Bao Viet Securities Joint Stock Company Bao Viet Investment Joint Stock Company
Ten Highlights in 2010 Community Involvement 30A Program Investor Relations Human Resources Development and Efficient Working Environment Estabishment
38 42
2010 MESSAGE
04 06
16
Board of Directors of Bao Viet Holdings One Bao Viet - One New Foundation Bao Viet 2011-2015 Strategy Core Values of Bao Viet Organizational Structure Bao Viet Development Milestones Shareholders Strategic Partners Bao Viet Holdings Supervisory Board Governance Report
44
18
Chairmans Message Report of The Chief Executive Officer Key Performance Indicators
20 21 22 23
46
48
12
24 26 28
29
CHAIRMANS MESSAGE
Ladies and Gentlemen, In 2010, Vietnams economy and, in particular, the financialbanking sector faced many difficulties following the global financial crisis. The year was also challenging for Bao Viet due to high inflation, a trade deficit, exchange rate fluctuations and volatile investment environment. Many of our customers also experienced business constraints in this operating environment. Under the honourable leadership of the Party and the effective management of the Government - together with the efforts of the business community - inflation was restrained, economic growth was comparatively high with countries in the region, the macroeconomy was stabilized, and social welfare was maintained. Against the backdrop of a challenging economy, Bao Viets Board of Directors (BOD) carefully monitored market movements, implemented the policies of the Party and the Government, and steered the business to meet its 2010 targets, completing tasks entrusted by the General Shareholders. As a result, Bao Viet strongly overcame the obstacles to fulfill its business plan, meeting growth, revenue and profit targets. The company began to implement its One Bao Viet - One New Foundation strategy to take the business to new heights. In 2010, the total revenue of Bao Viet Holdings was VND1,259 billion, recording a growth of 36.4% which was 8.8% higher than the plan enstrusted by shareholders. Total profit before tax was VND887 billion. The return on charter capital for the year 2010 was 13.6% on charter capital of VND6.267 billion and 12.5% on the new charter capital after the right issue in early 2011. With this result, Bao Viet Holdings will pay its 2010 dividend at 12% on charter capital, higher than the initial plan of 11% that was approved at the 2010 Annual General Meeting of Shareholders. With the support and strategic and technical expertise of HSBC, Bao Viets sole foreign strategic partner, the company has continued to invest in projects that will deliver long-term growth and development, according to international standards. These projects include the establishment of a modern and transparent corporate governance system; investments in companywide technology projects to enable and drive business transformation and growth; the gradual move to a centralized management business model offering a one-stop shop; enhanced investment in people management and brand development; and the promotion of crosssubsidiary cooperation. Bao Viet is aiming to harness the sum of its strengths to provide customers with comprehensive financial-insurance products and services. The strong fluctuation in the financial, monetary and securities markets in recent years has resulted in many risks, especially credit risk, and market risk related to interest rates, inflation and exchange rates. In this context, the BOD has established a Risk Management Block, Investment Block, and Asset Liability Management Committee (ALCO). The operation of these new governance mechanisms helps Holdings to consistently administer and manage our investments through the company, enhancing risk management and improving investment efficiency. Bao Viet has also improved its financial capacity, completing a private placement to increase the ownership of its strategic partner HSBC to 18% as part of the rights issue to existing shareholders, increasing charter capital to VND6,804 billion, owners equity reached over VND10,680 billion by early 2011. This provides important financial capacity for the future development of Bao Viet. Bao Viet has also finalized a five year business development strategy (2011-2015), with the mission: To ensure the peace of mind, prosperity, and long term benefits for our customers, investors, employees, and community, and the objective: To become Vietnams leading financialinsurance group, with solid financial strength, strategically integrating into regional and international markets, focused on three pillars: insurance, banking and investment. To achieve this mission and objective, Bao Viet will complete the foundation phase of its development in 2011. Against this solid foundation and under a unified brand, Bao Viet will continue to change and develop, providing diversified financial-insurance services and products to customers. In the process, we will ensure Bao Viet continues to improve customer service quality and competitiveness, and deliver strong revenue and profit growth, to meet the expectation of shareholders, customers and employees. 2010 was an important milestone for Bao Viet as it celebrated its 45 years of establishment, receiving the Second-Rank Independence Medal from the State. Bao Viet is proud to be an insurance company with the longest history in the industry, a pioneer in business innovation and diversification. Bao Viets success since 1965 has resulted from the hard work and creativity of our employees across the generations. We are grateful for this contribution and also appreciate the valuable support from our investors, customers and partners. Bao Viet is committed to developing our business with care and effort, ensuring that the trust that shareholders and customers place in us is well earned. On behalf of the BOD of Bao Viet Holdings, I would like to wish our shareholders, customers and partners a happy, peaceful and properous year in 2011. Thank you very much. Chairman
The mission of Bao Viet is To ensure the peace of mind, prosperity, and long term benefits for our customers, investors, employees and community.
Le Quang Binh
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
05
2010 MESSAGE
General Insurance
Revenue from non-life insurance reached VND4,574 billion (+14.7% compared to 2009), accounting for 53% of Bao Viets total revenue from insurance activities. Non-life insurance profits attributable to the parent company, Bao Viet Holdings, was VND198 billion (+32%), accounting for 15.7% of the revenue at Holdings.
In this challenging environment, Bao Viets Board of Management and our employees worked tirelessly to fullfil our business plan, under the close and effective direction of the Board of Directors (BOD).
Business performance in 2010 was positive and Bao Viet Holdings met its targets. The total consolidated revenue of Holdings was VND12,863 billion (+21.8% compared to 2009); including revenues from insurance activities that reached VND8,551 billion (+12%) and revenues from financial activities that reached VND3,079 billion (+28%). The consolidated profit before tax (PBT) of Bao Viet was VND1,255 billion, from which profit after tax (PAT) amounted to VND953 billion (+6.8%).
Life Insurance
Total revenues in the life insurance business reached VND4,046 billion (+9.2% compared to 2009), accounting for 47% of the total consolidated revenue of the group. Life insurance profit transferred to the parent company was VND402 billion (+23%), accounting for 32% of the revenue at Holdings.
Revenue from the core insurance businesses amounted to 66% of the total consolidated revenue. This ratio decreased from 72% in 2009 due to the improved contribution from our banking and financial businesses.
In addition to efforts to fullfil the business plan, the key task in 2010 was to implement the strategy to build One Bao Viet One New Foundation and a new unified Bao Viet brand.
The total revenue of the parent company, Bao Viet Holdings, was VND1,259 billion, 108.8% of plan. Total PAT was VND852 billion.
Holdings revenue from financial investments was VND521 billion (+34%), accounting for 41% of the total revenue of Holdings. This strong growth was due to the additional investment capital after the private placement to HSBC.
Significant changes were implemented in the organizational model of Bao Viet Life in 2010 to improve its competitiveness. This included a restructure of the life business to a centralized management model, improvements in training and the professionalism of the distribution network; improvements in customer service quality, and the development of information technology systems to support business activities.
06
ANNUAL REPORT 2010 BAO VIET HOLDINGS
07
In 2010, the non-life insurance market grew by approximately 23% and this increased competition significantly. The new non-life insurance strategy of growth and efficiency for general insurance resulted in an industrytopping profit in Vietnam in 2010 (VND73 billion). Bao Viet has maintained its position as the market leader with 24.6% market share.
Investment
VND Billion
The total consolidated financial assets under management of Bao Viet at the end of 2010 were VND39,333 billion (+34% compared to 2009). Total financial assets under management by Bao Viet Fund Management Company was VND19,966 billion (+13.6%). The financial portfolio of Bao Viet was dominated by bonds, accounting for 50%. The proportion of investments in term deposits accounted for 40%, the proportion of investment in equities was below 10% of the total investment portfolio. In response to the volatile financial market in 2010, Bao Viet focused on improving our investment governance. This included the establishment of the Asset Liability Management Committee, and enforcing improved investment procedures at Holdings and the subsidiaries.
44,768
Total Consolidated Assets
The IT development plan is important to create the necessary technological infrastructure to transform the business model towards centralized management and a one-stop shop. This will help to enhance the professionalism of tools and faciliate improvements in customer service quality. After finishing Phase II of the Technical Support and Capability Transfer Agreement (TSCTA) between Bao Viet and HSBC Insurance (Asia-Pacific) Holdings Limited, Phase III is being carried out in a number of areas: actuary, information technology, finance, marketing and communications, risk management, human resources, insurance, and banking. This will help to improve and enhance management quality in key areas.
33%
VND Billion
12,863
Total Consolidated Revenues
VND Billion
Banking
After two years in operation, the banking business of Bao Viet has made huge progress in growing and servicing its young network. The bank's network has been expanded to 26 transaction offices. The development of Bao Viets banking business has helped to transform the company into a comprehensive financial group. The company is now able to provide customers a diversified package of financial services in the fields of insurance, banking and investment. Bao Viets banking business is growing. Revenue from banking activities has contributed 7.4% to the total consolidated revenues of the group in 2010 (+ 3.4%). Profit from banking also contributed 7% to the PAT of the parent company.
1,255
Consollidated Profit before Tax
In addition to efforts to fullfil the business plan, the key task in 2010 was to imlement the strategy to build One Bao Viet One New Foundation and a new unified Bao Viet brand.
12 billion
VND Billion
1,259
Total Revenues of Holdings
36%
VND Billion
852
VND Billion
In addition, the introduction of HSBC experts in embedded leadership roles across Bao Viet has been an important factor in improving standards, quality and excellence at Bao Viet. A new governance model, the improving quality of our workforce, and a performance-based remuneration and assessment policy are all essential elements to the future success of Bao Viet.
45 billion
and
Brand Development
To begin the process of building a unified brand, that joins up the collective value of the group, Bao Viet Holdings launched a new brand identity in January 2010.
6,804
Charter Capital of Holdings
18.7%
Bao Viet has invested around USD25 million in information technology projects. In 2010, Bao Viet introduced professional software in life insurance, securities, banking, and accounting, delivering a consistent IT infrastructure within the group. Currently, a number of key projects in the areas of non-life insurance, fund management and technology infrastructure are still being expeditiously implemented.
Bao Viet will continue to intensively and extensively carry out the brand development strategy to better serve our customers, and improve our competitiveness, transparency and trust among shareholders, employees and community.
08
ANNUAL REPORT 2010 BAO VIET HOLDINGS
09
21.8%
also focusing on macro-economic stabilization and inflation control policies; with a strong start to the economic restructuring and growth model transformation processes. This will create favorable conditions for enterprises to develop business and grow the market. There are also many market risks in 2011, especially high inflation, fluctuation in exchange rates and interest rates. Many businesses will have difficulties due to the pressure of rising input costs, high interest rates and exchange rate fluctuations. The stock market is forecast to be flat. The insurance market is forecast to grow about 12-15% in the field of life insurance and 22-25% in non-life insurance. On the basis of the 2011 economic analysis and forecast, Bao Viet will ensure we grow our business to meet business targets while continuing to invest in building a solid foundation for future development. We also must remain focused on improving competitiveness in the core areas of insurance, banking, securities, sustainably developing in these areas. The business targets and key solutions in 2011 of Bao Viet Holdings follow.
VND Billion
14,800
15%
VND Billion
Improve the Efficiency of Investment Management: Continue to build the portfolio structure of Holdings. Complete the internal legal framework on investment management and improve the professionalism and efficiency of investment activities. Bao Viet will also strengthen risk management in investment activities.
1,445
15%
VND Billion
Strengthen the Cooperation among Subsidiaries: The subsidiaries of the group will develop and harness a unified customer base, thus improving the efficiency in business cooperation and investment among them.
With the advantage of a financial-insurance group, the subsidiaries of Bao Viet are continuing to research new products, develop distribution networks, and enhance coordination and cooperation to provide comprehensive financial capability and to improve customer service.
903
6%
Modernization of the IT system: Bao Viet promotes the consolidation of a centralized and modern IT system by bringing into operation international software in life, non-life, finance, investment, and by developing customer database applications that bring into full play the strength and coordination among subsidiaries under the financial supermarket model.
Enhance Customer Service Quality: Bao Viet aims to continuously improve, standardize and professionalize customer service down to each agency and branch. We will pilot call centers in a number of member companies with a view to improving customer service quality.
Efforts in 2010 to improve corporate governance, enhance IT innovation and improve customer service have established a firm foundation for development and competitiveness. This will enable Bao Viet to successfully roll out its 2011 business plan and five-year development strategy.
Bao Viet Holdings and its subsidiaries are committed to working together to successfully implement the 2011-2015 strategic solutions. We will work tirelessly to maintain our position as the leading financial-insurance group in Vietnam.
On behalf of the Board of Management, once again I would like to wish all shareholders, customers and employees good health and happiness.
Human Resources Development: The focus on creating a professional and effective working environment will help employees to increase their productivity and creativity. Bao Viet will conduct a range of training courses to develop our people, and apply market-oriented salary and remuneration policy, developing a performance-based working culture.
Brand Development: The group will continue to build a strong and unified brand, strengthen internal and external communications capability, and conduct marketing activities to enhance the image and prestige of Bao Viet.
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
11
Developing New Products and Multi-convenience Financial Services: focus on researching and developing multi-convenience, integrated financial products across subsidiaries for the benefit of our customers.
1,255 1,243
BVHs closing price as at December 31, 2009 was VND30,600; VNIndex on December 31, 2009 was 494.8 BVHs closing price as at December 31, 2010 was VND64,500. BVHs price increased 110% whereas the market decreased from 494.8 to 484.6 at year end.
2009
2010
2009
2010
2% 7%
1%
9% 24%
2% 887
922
1,259
882
67%
36% 45% 7% 2009 2010 2009 2010
BAOVIET HOLDINGS
Items Total Revenues Profit Before Tax 2009 922 882 2010 1,259 887 Growth 337 6
VND billion
% 36% 1%
Total Revenues
4,995
Bao Viet Holdings Bao Viet Insurance Bao Viet Life Bao Viet Bank Bao Viet Securities Others Insurance Finance Banking Others
VND billion
% 16% 42%
2009
2010
2009
Total Revenues
6,124 5,324
456
600
VND billion
% 15% 32%
2009
2009
2009
2009
Total Revenues
12
ANNUAL REPORT 2010 BAO VIET HOLDINGS
13
1999 - 2006: Deputy Director of Corporate Finance Department 2006 - present: Director of Corporate Finance Department
2008 - 2010: General Manager Regional Head of Insurance Asia Pacific Present: Group General Manager, Group Head of Insurance of HSBC Holdings plc; Chairman and Chief Executive Officer of HSBC Insurance (Asia-Pacific) Holdings Limited
2003 - 2006: Director of Insurance Department Ministry of Finance 2006 - 2007: Chairman of Vietnam Insurance Corporation 2007 - present: Chairman of Bao Viet Holdings
2003 - 2006: Deputy CEO of Vietnam Insurance Corporation and CEO of Bao Viet Life Company, Member of Vietnam Insurance Corporation BOD. 2006 - 2007: CEO, Member of BOD of Vietnam Insurance Corporation 2007 - present: CEO, Member of BOD of Bao Viet Holdings
7/2004 - 12/2004: Deputy CEO of Vietnam Insurance Corporation and CEO of Bao Viet Vietnam Company 2005 - 2007: CEO of Bao Viet Vietnam Company 2008 - present: CEO of Bao Viet Insurance Corporation, Member of Bao Viet Holdings BOD
2004 - 2006: Deputy CEO of Bao Viet Life Vietnam Company 2006 - 2007: CEO of Bao Viet Life Vietnam Company 2008 - present: CEO of Bao Viet Life Corporation, Member of Bao Viet Holdings BOD
2006 - 2011: Member of the BOD, Head of Supervisory Board of State Capital Investment Corporation (SCIC) 2011 - present: Deputy CEO of State Capital Investment Corporation (SCIC)
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
17
INFORMATION TECHNOLOGY
Develop software and IT infrastructure on a national scale Develop unified customer database
BRANDING
Unify the brand identity Develop brand on the basis of the core values Support organisational change
GOVERNANCE MODEL
Ensure the benefit of shareholders, employees and community Unified and effective governance system Transparent infomation disclosure
COOPERATION
Develop the financial supermarket model Provide customers with comprehensive package of products
Mr. Alan Royal, Chief Information Technology Officer: The successful deployment of information technology systems will help Bao Viet change to a centralized management model, helping improve professionalism and effectiveness.
Mr. Phan Tien Nguyen, Chief Human Resources Officer: The introduction of a performance evaluation system in 2010 has contributed to the development of a working culture in which the evaluation for remuneration is on a performance basis.
Mr. Adrian Abbott, Chief Risk Officer: The establishment of the Risk Management Council and Asset Liability Management Committee across the group has created a consistent governance system that helps to improve the financial management of Bao Viet to international standards.
Mr. Duong Duc Chuyen, Chief Investment, Strategy Officer: In 2010, Bao Viet finalized its development strategy and defined the targets, tasks and solutions for 2011-2015. Bao Viet also completed the investment governance mechanism in Holdings and the Subsidiaries.
Mr. Le Hai Phong, Chief Financial & Real Estate Management Officer: 2010 is a significant milestone because Bao Viet has prepared a set of financial statements for the full accounting year according to the international accounting standard, IFRS, as well as Vietnamese standard, VAS.
Mr. Nguyen Thanh Hai, Chief Account: The successful implementation of the Sun Account software system at the Holdings and continuingly at the subsidiaries in 2010 will contribute to improve quality and progress of preparing financial reports as well as information management according to both IFRS and VAS
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
19
MISSION
To ensure the peace of mind, prosperity, and long term benefits for our customers, investors, employees, and community
VISION
To become Vietnams leading financialinsurance group, with solid financial strength, strategically integrating into regional and international markets, focused on three pillars: insurance, banking and investment
2012 - 2013
One-stop financial supermarket, centralized management and on-demand service.
2013 - 2015
Create revenue strong and growth in business efficiency, attain international standards for competitiveness, become the leading brand for service quality.
2011 - 2012
Integrated ment in information human resource modern processes, new technology platform, investdevelopment, management financial
unified brand, strengthened capacity, products and services delivering convenience and added values to customers.
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ANNUAL REPORT 2010
1 2 3 4 5
QUALITY
High quality in all activities and services
APPROACHABLE
Friendly and professional; caring to colleagues and customers
TEAMWORK
Cooperation between colleagues within Bao Viet; creating a strong relationship with customers and partners based on mutual trust and understanding
DYNAMIC
Always looking forward; continuous development; creating opportunities and an environment to encourage new standards, ideas and initiatives
RESPONSIBLE
Transparent and honest; responsible to community
21
BAO VIET HOLDINGS
ORGANIZATIONAL STRUCTURE
On 15 October 2010, Bao Viet proudly celebrated its 45 years anniversary as the longest running company in the insurance industry, and also a pioneer in financial services business diversification.
Supervisory Board
BOARD OF DIRECTORS
Audit Committee Risk Management Committee
Straegy and Investment Committee y ban Th lao v B nhim Remuneration and Appointment Committee
ALCO Commettee
Operations Block
Successful IPO and establishment of Bao Viet FinanceInsurance Group. On 15 October 2007, Bao Viet Holdings (Parent Company) was granted its business license
The first and only company providing life insurance products in Viet Nam
Bao Viet Investment Joint Stock Company
Investment Block
Associated Company
In 2010, Bao Viet Holdings established Investment and Risk Management Blocks in order to enhance the specialization and professionalism of these activities.
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
23
SHAREHOLDERS
Share Issues and Change of Shareholder Structure
In 2010, Bao Viet Holdings finalized the private placement to HSBC Insurance (Asia-Pacific) Holdings Limited of 53,682,474 shares. The total amount collected from the sale of shares was VND1,878.8 billion. Following the private placement, there is no change in the shares owned by shareholders other than by HSBC. However there is a resultant change in the overall ownership structure when compared with 2009:
Before the right issue Before Issue Private Placement to HSBC After Private Placement to HSBC No No. Shareholder Number of Shares % Ownership Number of Shares Amount in VND billion % Ownership 1 1 MOF 444,300,000 77.54% 444,300,000 4,443 70.89% 2 2 HSBC 59,125,161 10.32% 53,682,474 112,807,635 1,128 18.00% 3 3 SCIC 20,400,000 3.56% 20,400,000 204 3.26% 4 Others 49,201,444 7.85% 4,096,699 53,298,143 533 7.83% SCIC 20,400,000 3.26% 1,754,400 22,154,400 221 3.26% HSBC 112,807,635 18.00% 9,701,456 122,509,091 1,225 18.00% MOF 444,300,000 70.89% 38,209,800 482,509,800 4,820 70.91% Shareholders Number of Shares % ownership Public Issue with 8.6% Ratio Number of Shares Amount in VND billion % Ownership After the right Issue
Also during 2010, Bao Viet Holdings issued additional shares to existing shareholders to increase charter capital as stipulated in Resolution 03/2010/NQ-DHCD dated 17 April 2010 of the Annual General Shareholders Meeting (AGM). As a result, 53,762,355 shares were issued, accounting for 99.75% of the total shares eligible for issuance, raising a total of VND 645.1 billion.
Other
49,201,444
8.58%
49,201,444
492
7.85%
Total
573,026,605
100.0%
626,709,079
6,267
100.0%
Total
626,709,079
100%
53,762,355
680,471,434
6,804
100%
After the additional issue the shareholder structure of Bao Viet Holdings follows
No.
Shareholder
Number of Share
% Ownership
Major shareholders (Owning more than 5% of charter capital) 1 - Ministry of Finance - HSBC 2
Other shareholders
75,452,543
11.10%
(This structure is based on the closing list of shareholders attending the AGM on 21/3/2011)
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
25
STRATEGIC PARTNERS
HSBC INSURANCE (ASIA-PACIFIC) HOLDINGS LTD STATE CAPITAL INVESTMENT CORPORATION
To increase cooperation and to harness the strategic strengths of each party, Bao Viet Holdings and State Capital Investment Corporation (SCIC) signed, on 22 October 2009, a Comprehensive Strategic Cooperation Agreement with the following objectives: Use the resources and strengths of the two companies to satisfy the insurance needs of all companies receiving SCIC investment with competitive pricing and highest service quality Cooperate in investment projects; invest in financial products. Cooperate in introducing, promoting and sharing experiences in corporate governance, financial management, human resources management, and other areas of expertise of Bao Viet and SCIC. According to this Agreement, SCIC committed to carry out the obligations of a strategic investor and develop its long-term interest in Bao Viet. The implementation of the agreement provides an excellent opportunity for Bao Viet to access SCICs partners in order to maximize cooperation and business development opportunities, expand its target customer database, and evolve common business strategies in areas of mutual interest.
Mr. David Fried Group General Manager and Group Head of Insurance
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
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GOVERNANCE REPORT
The BOD collected official comments of BOD members to resolve nearly 100 issues related to the Holdings business operations including corporate governance, implementation of investment projects, instruction on the implementation of BOD resolutions, AGM and BODs decisions, leading to some notable achievements:
The Supervisory Board acts as the focal point in supervising and monitoring the content, scope and progress of 2010 financial reports preparation for Bao Viet Holdings and its subsidiaries with the co-auditors as stipulated by the Law. The Board also prepares bidding invitation for auditing services and distributes these to audit companies as approved by the AGM and cooperates with subsidiaries in choosing independent auditing companies making recommendations to the BOD for approval.
Organizational structure: the BOD agreed to establish Risk Management and Investment Blocks, to appoint Block Heads to supplement the senior leadership team of Bao Viet Holdings.
GOVERNANCE MODEL
The Governance model of Holdings has a structure whereby shareholders invest in Bao Viet Holdings the parent company. The BOD of Bao Viet Holdings was nominated by the General Shareholders Meeting to be the representative body of the shareholders. The organizational structure of Holdings includes BOD, Board of Management and functional Blocks established to manage the capital in subsidiaries, conduct the business of Holdings, and coordinate business activities in subsidiaries. Bao Viet Holdings invests capital and conducts its ownership rights in subsidiaries, joint ventures. Bao Viet Holdings sends capital representatives to subsidiaries and joint ventures to serve on the Members Council/Board of Directors (where Bao Viet invests 100% capital) or to be representatives on the Members Council/Board of Directors. Bao Viet Holdings develops internal governance regulations to ensure the efficient capital management throughout Holdings and in the subsidiaries and joint venture as stipulated in the Enterprise Law, Operation Regulations and Charters of the Holdings and subsidiaries.
The Board supervises the auditing content, scope and progress of 2010 financial statements in accordance with the Service Agreement signed with Ernst & Young Vietnam. (E&Y)
Governance mechanism: The BOD instructed the preparation and promulgation of Investment Regulations for Bao Viet Holdings, Regulations for Asset Liability Management Committee, Investment and Asset Management of Bao Viet Holdings, Risk Management of Bao Viet Holdings and other regulations on human resources management.
The Supervisory Board also reviews and examines the Holdings semi-annual financial statements, quarterly financial statements and 2010 annual financial statements as audited by E&Y.
Investment projects: The BOD made decisions on property projects, IT development projects and promoted professionalism in capital management in these projects.
The Supervisory Board holds regular discussions with the Holdings functional blocks and with the Audit Committee to gather information about BODs governance, CEOs business execution, and business processes compliance through internal audit results.
Strategy management: the BOD commissioned the preparation and development of 2011-2015 strategies for Holdings and Subsidiaries.
Increased capital to enhance financial capacity: The BOD successfully carried out two capital increases during 2010 and instructed an increase in capital of the life insurance business from VND1,000 billion to VND1,500 billion.
In monitoring the administration and execution of the duties of the BOD, CEO and senior managers of Bao Viet Holdings, the Supervisory Board has not identified any unusual or abnormal working practices or processes during 2010. The Supervisory Board and Bao Viets BOD, CEO and senior managers maintain close cooperation and working relationships for the benefit of Holdings, shareholders and for compliance with the laws, charter and internal regulations.
Provided instruction on credit rating implementation: enhanced transparency by commissioning independent and objective assessment on the management and financial capability of Bao Viet Holdings by leading enterprise credit rating companies. Strengthened the financial transparency for investors at home and abroad.
In 2010, according to the Resolution of the AGM, there was a personnel change in the Supervisory Board membership with Mr Christopher Edwards nominated by the shareholders to replace Mrs Majory Miller as a new Supervisory Board member.
Throughout 2010, the BOD has successfully performed its role in directing the implementation the Groups strategic objectives and establishing a firm foundation on which to build the 2011- 2015 development strategy.
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
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In 2010, the mechanism and operation of audit activities was finalized with the establishment of two main divisions - Life Operations Auditing and Non-Life Operations Auditing staffed by more than 22 auditors. During the year, the Internal Audit Division conducted many audits in accordance with the standards established in the HSBC Technical Support and Capability Transfer Agreement. In the coming year, audit responsibilities will include investment activities. The objective of the Committee is to gradually extend internal audit oversight across all activities to ensure effective risk management within Bao Viet.
In 2010, the Committee researched, prepared and implemented management processes and, policies for senior managers in Bao Viet Holdings; reviewed and evaluated the proposals of Holdings and subsidiaries and provided consultation on the appointment, remuneration of senior managers/leaders in Holdings and three subsidiaries.
Investment-Strategy Committee
The Investment-Strategy Committee of Bao Viet Holdings is chaired by Madam Nguyen Thi Phuc Lam - CEO of Bao Viet Holdings, and was established by the BOD on 10 June 2008 to provide consultation and advice to the BOD of Bao Viet Holdings in preparing business strategy, investment strategy and investment research and evaluation. Since its establishment, the Investment-Strategy Committee has participated in the preparation of 2011-2015 strategy; contributed ideas to the regulations on investment implementation and management; reviewed the projects and enterprises that Bao Viet invests in; taken part in Asset Liability Management Committee, Risk Management Committee. The Investment-Strategy Committee has contributed to the improvement of business efficiency and enhanced risk management in Bao Viet; supported the sustainable growth goal of Bao Viet, ensuring the rights of shareholders, investors, customers, partners, and employees as well as contributing to the state budget. Mr. Danny Lui Deputy Chief Financial Officer
In 2010, Bao Viet Holdings reported its full year financial accounts according to International Financial Reporting Standards (IFRS). This is an important initiative to support analysis and research, providing investors and partners with Bao Viets business results according to internationally recognized standards. The IFRS financial statement is reviewed and appraised periodically dusing Asset Liability Management Committee meetings.
STAKEHOLDER TRANSACTIONS
There were no significant changes (of over 10,000 shares) in the stakes of members from Board of Directors/Members Council, Board of Management, Supervisory Board and their relatives during 2010. No contracts have been signed, and no transactions have been made with the companies of the above stakeholders. Every stakeholder change or relevant transaction, under the State Securities Commission regulations, has been made public.
REPORTS OF COMMITTEES
To improve the governance efficiency of the company in accordance with international standards, the BOD established functional committees to supervise strategy, auditing, financial management, risk management, senior human resources management, and investment. The operation of these committees is as follows:
Audit Committee
The Chairman of the Audit Committee is Mr Nguyen Quoc Huy, Deputy CEO of the State Capital Investment Corporation (SCIC), and former Deputy CEO of Deloitte-VACO Vietnam. The Audit Committee coordinates and reviews the reasonableness and objectiveness of financial statements based on the audit reports of internationally renowned auditing companies. The main function of the Audit Committee is to give consultation to and support the BOD in maintaining and strengthening the internal control and ensuring compliance in the Holdings and Subsidiaries.
Remuneration-Appointment Committee
The Chairman of this Committee is Mr Nguyen Huu Tien, member of the BOD of Bao Viet Holdings, Head of Corporate Finance Department Ministry of Finance. The main task of this Committee is to prepare the senior human resources development strategy for Bao Viet Holdings and to build up the governance model and human resources strategies.
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
31
Business operation risks that are managed by the RMC of Holdings and the subsidiaries include:
Classification
Credit risk
Risks that customers or partners of Bao Viet cannot or do not want to conduct the commitment signed with Bao Viet Holdings or subsidiaries. Credit risk is under various forms including lending non refundable capital, loan certificates; bonds unpaid amount that is put as debt; government bonds the refunding as committed not to be carried out or ceased; acquisition of enterprises the invalid debt payment. Insurance risk during reinsurance process reinsurance company does not/cannot fulfil the commitment; Cross-border transaction money transfer can be freely implemented and can be banned or temporarily ceased; The holding of the pledged assets - property values drops after the decrease of credit rating.
Insurance risk
Insurance risk relates to uncertainties such as incidents, number and duration of the incidents under the insurance liability approved by insurance company.
Liquidity risk
Liquidity risk relates to the fact that Holdings and subsidiaries cannot carry out the committed debt obligations when the debt is due or can only carry out this obligation at very high cost. This is resulted from many factors, ranging from too many people withdrawing money from the bank to being unable to sell the financial tools at the right time in the market. In general, liquidity risk is managed by using necessary liquidity parameters.
Market risk
Risks related to assets or liabilities can be altered by changes in interest rates or prices. Market risk factors are interest rate risk, credit spread, exchange rate risk and owners equity risk. These risks will be controlled by market risk calculation tools such as: sensitivity limits, value risk limits, stress testing (testing method to check the stability of the system).
Operational risk
Distribution channel is critical in the business of the group; the externally reflected factors are recruitment, maintenance, execution, productivity specialization; remuneration change must be controlled under competitive condition and be consistent with business objectives
Reputation risk
The reputation of Holdings and the subsidiaries is the key factor determining success. Any financial service organization can survive or fail because of its reputation and the trust that such organization brings to clients. Maintaining the trust of customers is the prerequisite goal of the managers and can be achieved through strong financial management and the successful risk control of the managers. However, reputation can be seriously damaged by the failure to comply with relevant laws or by inappropriate behavior or comments in the mass media. It is necessary to set up a strong internal control system within the Holdings and subsidiaries to fully assess the potential impact on reputation, to minimize the risks that may undermine the reputation ranging from inability in operational and financial management to wrong decision in business operation, business strategy.
Residual value risk is the risk that has bad financial impact due to the change in value of fixed assets at the end of the term.
Strategic risk
Strategic risk is the risk that a company will not be able to recognize and appropriately respond to opportunities and/or challenges arising from market conditions change, some changes may occur in a few years as changes in economic political conditions, and requirements of customers, geographic trends, the development of legislation environment or the acts of competitors. Risks can be minimized by carefully considering the potential opportunities and challenges during the strategy planning.
SUBSIDIARIES
Sustainability risk of the company relates to sensitive environmental and/or social issues or being against the sustainable development requirements of the company. In fact, the adverse effects on the environment and society are higher than the economic benefits that it brings. Those risks may arise from the Holdings' services such as asset management, corporate finance, but in general, mostly arise from the lending operation which establishes direct links to the bad affect.
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ANNUAL REPORT 2010
SUBSIDIARIES
Operational risk is the risk of loss from errors, illegal acts, and careless mistakes, errors in processes or external objective causes. Risks hide within each business and involves many aspects. The risks related to credit, market, liquidity, insurance, pension funds, value recovery, strategies, reputation of the business are not operational risk. The purpose of operational risk management is to minimize the loss at acceptable levels, ensure consistency between risk and profit, cost and efficiency.
In 2010, Bao Viet Insurance has exceeded business plans, achieved profitability and growth targets, and invested in the development of its IT system, new products and services.
Mr. TRAN TRONG PHUC Chief Executive Officer
Bao Viet Insurance has also focused efforts during 2010 on establishing a new business and operation foundation by: Investing in the development and modernization of IT software including new systems for policy administration (InsureJ), accounting (Sun Accounts) and e-mail (Lotus Notes). These initiatives will actively support business administration and management; as well as transforming the business model to provide a specialized, centrally managed and one-stop service capability. Focusing on the development of human resources, organizational structure and human resource administration in cooperation with the common direction of Bao Viet Holdings. Developing the bancassurance distribution channel, exploring new distribution channels including e-commerce in cooperation with HSBC, and establishing a call center to enhance customer service quality and convenience. Promote the strengths in motor vehicle insurance, health and personal accident insurance, business disruption insurance, hull insurance, protection and indemnity insurance, hospital expense insurance, etc.
Bao Viet Insurance Corporation (Bao Viet Insurance) is a subsidiary where 100% charter capital is held by Bao Viet Holdings. With more than 45 years of experience in non-life insurance business, Bao Viet Insurance maintains the number one position in the Vietnamese insurance market in terms of reputation, service quality, and market share. Bao Viet Insurance has a nationwide operations network, with 66 branches, over 300 customer centers, in excess of 3,000 employees and 10,000 agents. Business lines of Bao Viet Insurance include non-life insurance, assumed and ceded reinsurance, damage certification, financial investments and other legally registered businesses.
Bao Viet Insurance also aims to maintain its position as the leading non-life insurer in the Vietnam market for the period of 2011-2015, and strives for an average annual growth rate of 16% in terms of primary premium revenue during this period. Key financial indicators
BAO VIET INSURANCE Total revenue 2009 4,295 3,987 296 219 1,013 4,636 16.41% 53.90% 97.59% 2010 4,995 4,574 415 311 1,540 5,721 15.55% 49.30% 94.17% Growth 700 587 119 92 527 1,085 -
VND Billion
Revenue from insurance businesses Revenue from financial activities Profit before tax Owner equity
4,574
Insurance Revenue
311
Profit Before Tax
2009 2010
Unit: VND Billion
2009
2010
15%
42%
Total Revenues
34
ANNUAL REPORT 2010 BAO VIET HOLDINGS
35
FINANCIAL INFORMATION CITED FROM THE FINANCIAL STATEMENTS AUDITED BY E&Y OF BAO VIET GENERAL INSURANCE CORPORATION
BALANCE SHEET AS AT 31 DECEMBER 2010
ASSET CURRENT ASSETS Cash Short-term investments Account receivables Inventories Other short-term assets NON-CURRENT ASSETS Fixed assets Long-term investments Other long-term assets TOTAL ASSETS RESOURCES LIABILITIES Short-term liabilities Reserves Other long-term payables OWNERSEQUITY Owners equity Contributed capital Retained earnings and other funds TOTAL LIABILITIES AND OWNERS EQUITY 4,180,621,301,772 1,050,913,328,325 3,117,944,873,780 11,763,099,667 1,540,037,430,709 1,540,037,430,709 1,500,000,000,000 40,037,430,709 5,720,658,732,481 3,623,201,852,257 958,272,870,093 2,656,941,256,258 7,987,725,906 1,013,100,902,393 1,013,100,902,393 1,000,000,000,000 13,100,902,393 4,636,302,754,650 As at 31 December 2010 VND 3,202,446,387,782 86,398,758,384 1,585,700,800,000 1,479,084,928,228 9,602,608,708 41,659,292,462 2,518,212,344,699 626,633,290,454 1,870,147,088,339 21,431,965,906 5,720,658,732,481 As at 31 December 2009 VND 2,252,540,829,378 104,458,309,835 703,864,000,000 1,409,444,890,826 9,160,988,407 25,612,640,310 2,383,761,925,272 569,493,784,283 1,795,585,009,882 18,683,131,107 4,636,302,754,650
Net Revenue Total Expense Insurance Operating expense Financial expense Administrative expense Other expense
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
37
2010 has been a year for Bao Viet Life to invest in high and sustainable growth, with successes made in terms of revenue and profit growth, customer service quality enhancement; transforming the business model, and developing distribution capabilities.
Mr. NGUYEN DUC TUAN Chief Executive Officer
Bao Viet Life Corporation (Bao Viet Life) is a subsidiary in which 100% charter capital is invested by Bao Viet Holdings. It was the first life insurer in the market and has now been operating for 15 years. Bao Viet Life is a leading life insurer securing a 29.2% of market share in premium revenue. Business lines of Bao Viet Life include life insurance, assumed and ceded reinsurance for life insurance, health insurance and personal accident insurance, fund management, and investment. Bao Viet Life manages 60 branches and over 500 customer centers throughout 63 cities and provinces in Vietnam. It has nearly 2,000 employees and 20,000 agents, serving more than 1.5 million customers.
increasing the professionalism and productivity within the corporation through product development, completion of the specialized business model transformation process, human resources development and investment, and enhancing agent quality and capability.
2009 5,324 730 3,704 1,615 456 1,527 17,150 23.76% 139.50% 18,000
2010 6,124 760 4,046 2,069 600 1,581 20,594 30.04% 149.30% 19,999
Growth
(%)
6,124 5,324
Revenue from insurance businesses Revenue from financial activities Profit before tax
456 600 VND Billion VND Billion
20,594
Total Assets
2010
600
Profit before Tax
2009
2010
Unit: VND Billion
2009
20%
Profit before Tax
32%
Number of agents
Total Revenues
38
ANNUAL REPORT 2010 BAO VIET HOLDINGS
39
FINANCIAL INFORMATION CITED FROM THE FINANCIAL STATEMENTS AUDITED BY E&Y OF BAO VIET LIFE CORPORATION
BALANCE SHEET AS AT 31 DECEMBER 2010
ASSET CURRENT ASSETS Cash and cash equivalent Current receivables Inventory Other current assets NON-CURRENT ASSETS Fixed assets Long-term investments Other long-term assets TOTAL ASSETS RESOURCES LIABILITIES Current liabilities Non-current liabilities Reserves OWNERS EQUITY Capital Contributed capital Retained earnings and other funds TOTAL LIABILITIES AND OWNERS EQUITY 19,013,237,040,387 3,223,082,409,255 55,137,225,716 15,735,017,405,416 1,581,012,644,669 1,580,677,438,315 1,500,000,000,000 81,012,644,669 20,593,914,478,702 15,622,647,589,106 769,764,756,044 43,951,579,032 14,808,931,254,030 1,527,433,166,152 1,527,433,166,152 1,500,000,000,000 27,433,166,152 17,150,080,755,258
As at 31 December 2010 As at 31 December 2009
VND 1,262,599,237,885 242,980,700,033 1,006,087,352,129 12,917,679,613 613,506,110 19,331,315,240,817 601,102,745,129 18,671,595,612,623 58,616,883,065 20,593,914,478,702
VND 1,200,994,662,126 403,750,624,359 786,648,681,245 10,286,029,983 309,326,539 15,949,086,093,132 551,587,362,491 15,377,320,111,741 20,178,618,900 17,150,080,755,258
From left to right Dr. Nguyen Thanh Quang - Deputy Chief Executive Officer Mr. Nguyen Duc Tuan - Chief Executive Officer Ms. Nguyen Thi Lam Hong - Deputy Chief Executive Officer Mr. Nguyen Quang Tam - Deputy Chief Executive Officer
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
41
In order to achieve the goals set by our customers in early 2010, continued development of BVF in each and every business line was paramount to our success. In particular, for investment requirements: The average interest of 2010 deposit portfolio was higher than that of the market The Portfolios were constantly balanced to best meet clients liquidity requirements Credit limits agreed with customers were strictly followed The composition of equities and bonds were actively managed to enhance the investment returns Repo activities were carried out to take advantage of market anomalies and further enhance the return of client portfolios (where applicable).
FIXED ASSETS AND LONG-TERM INVESTMENTS Fixed assets TOTAL ASSETS RESOURCES
Bao Viet Fund Management Company is striving towards its goal of international best practice in terms ng TRN TRNG PHC Tng Gim c of fund management and general investment capabilities.
LIABILITIES Current liabilities Non-current liabilities OWNERS EQUITY Capital Chartered capital Undistributed retained earnings TOTAL LIABILITIES AND OWNERS EQUITY
Bao Viet Fund Management Company (BVF) is a wholly owned subsidiary of Bao Viet Holdings. Although established as a separate subsidiary in its own right in late 2005, Bao Viet has over 15 years of experience in investment and capital markets. The current financial assets under management of BVF has increased steadily giving the company the enviable position of being one of the top two fund management companies in Vietnam by asset size. BVFs assets under management cover a wide spectrum of services for clients including the management of funds and specific mandated accounts.
Other income
Other expenses
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
43
FINANCIAL INFORMATION CITED FROM THE FINANCIAL STATEMENTS AUDITED BY E&Y OF BAO VIET COMMERCIAL JOINT STOCK BANK
BALANCE SHEET AS AT 31 DECEMBER 2010
31 December 2010 VND ASSETS Cash on hand, gold and gemstones Balances with State Bank of Vietnam (the SBV) Due from the banks Trading securities Loans and advances to customers Investment securities Fixed assets Other assets TOTAL ASSETS LIABILITIES Borrowings from the Ministry of Finance and the SBV Deposits and borrowings from other banks Customer deposits and other amounts due to customers Other liabilities TOTAL LIABILITIES OWNERS EQUITY Capital and reserves Capital Reserves 1,593,235,333,373 3,019,960,785,943 7,291,211,679,405 165,592,643,276 12,070,000,441,997 1,647,870,678,499 1,528,365,919,714 1,500,000,000,000 28,365,919,714 13,717,871,120,496 420,798,732,663 1,709,021,432,606 3,514,340,257,846 62,486,793,925 5,706,647,217,040 1,563,108,012,502 1,509,150,661,813 1,500,000,000,000 9,150,661,813 7,269,755,229,542 122,623,520,804 238,513,449,731 4,355,565,558,413 674,416,600,000 5,581,744,627,368 2,288,627,529,102 80,699,211,213 375,680,623,865 13,717,871,120,496 32,183,579,905 195,829,359,746 3,643,677,486,369 2,250,149,842,704 949,066,441,037 47,587,936,017 151,260,583,764 7,269,755,229,542 S31 December VND
Bao Viet Bank continued to make progress in consolidating the organisational structure, investing in IT systems, developing its network, strengthening its product development and growing its operational scale, targeting business efficiency and security.
Bao Viet Commercial Joint Stock Bank (BVB) is currently 52% owned by Bao Viet Holdings. Established in December 2008 with official operations commencing in January 2009, BVB applies the advanced centralized corporate governance model based on the modern IT system and core banking, which directly and constantly connects all branches/transaction offices. This ensures a high quality and timely provision of banking products and services to our customers.
Complete the organizational structure: during 2010, BVB has completed the modern banking management model where functions like revenue generation, risk management and operations are specialised; BVB has also applied centralized management; carried out direct business management by section (Corporate banking and Retail banking) Develop new products: during 2010 BVB has developed 16 new products, focused on retail products and bancassurance. BVB has become one of the banks with the biggest number of bancassurance products on the market. Develope the modern network and distribution: provide 15 outlets more in major markets, develop internet banking .
Interest and similar expenses Net interest and similar income Fees and commission income Fees and commission expenses Net gain/(loss) from fees and commission income Net gain/(loss) from foreign currencies trading Net gain/(loss) from securities trading Net gain/(loss) from securities investment Net other operating income TOTAL OPERATING INCOME OPERATING EXPENSE
VND Billion
13,718
Total Assets
growth
88%
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
45
FINANCIAL INFORMATION CITED FROM THE FINANCIAL STATEMENTS AUDITED BY E&Y OF BAO VIET SECURITIES JOINT STOCK COMPANY
BALANCE SHEET AS AT 31 DECEMBER 2010
ASSETS CURRENT ASSETS Cash and cash equivalents Short-term investments Current accounts receivable Other current assets NON-CURRENT ASSETS Fixed assets Long-term investments Other long-term assets TOTAL ASSETS LIABILITIES 31 December 2010 VND 1,103,765,229,069 290,875,831,010 634,281,294,280 175,208,255,555 3,399,848,224 514,255,891,337 14,772,009,454 486,997,610,397 12,486,271,486 1,618,021,120,406 471,985,576,730 471,924,668,999 60,907,731 1,146,035,543,677 722,339,370,000 610,253,166,720 (186,556,993,043) 1,618,021,120,406 31 December 2009 VND 1,268,338,449,109 475,807,301,959 732,992,652,378 56,500,501,323 3,037,993,449 507,656,860,022 13,926,692,554 479,936,000,000 13,794,167,468 1,775,995,309,131 537,151,954,844 537,083,701,843 68,253,001 1,238,843,354,287 722,339,370,000 610,253,166,720 (93,749,182,433) 1,775,995,309,131
2010 was the year for Bao Viet Securities to focus on strengthening the organizational structure, applying IT to meet customers demands for online trading and investment analysis; boost business development in the fields that generate stable revenue growth and enhance investment risk management.
In 2010, despite facing difficulties caused by unstable markets, the company Board of Management and employees have made encouraging successes. The revenue from underwriting and issue agent has exceeded the plan by 32%. Revenue generated from deposit and others also have exceeded the 2010 plan by 2% and 99%, respectively. Key policies that have been implemented: Focus on strengthening areas that generate sustainable revenue growth such as brokerage, investment advisory and investment banking services; Consolidate and stablize the organizational structure and enhance investment in human resources development; Provide new products and services including the BVS@Trade online trading and BVS@45 analysis to serve investors Invest in IT development
Current liabilities Non-current liabilities OWNERS EQUITY Contributed charter capital Share premium Undistributed earnings and other funds TOTAL LIABILITIES AND OWERS EQUITY
16,015,015
(798,494,400) (92,731,310,610) (92,731,310,610)
Established in 1999, Bao Viet Securities Joint Stock Company (BVSC) is the first securities joint stock company incorporated in Vietnam with the initial charter capital of VND49 billion. Today, the company charter capital has reached over VND722 billion, 59.92% of which is contributed by Bao Viet Holdings.
(1,284)
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
47
Under Baoviet Holdings strategy to develop multiple investment and financial services, Baoviet Invest Joint Stock Company (BVINVEST) was established in January 2009 and has been operating in property investment, trading, and supporting services with VND100 billion charter capital. The performance of BVINVEST in 2010 has been encouraging. Total revenue has reached VND98 billion, four times larger than that of 2009. Profit before tax has been VND3.3 billion, growing by 71% against 2009. In addition to investing in property projects and property trading, the company has carried out construction equipment and machines trading, import and export, and
Cash and cash equivalents Current account receivables Inventories Other current assets NON-CURRENT ASSETS Fixed assets Other long-term assets
completed 2010 revenue objectives despite market movements. In terms of building management, BVINVEST has absorbed and applied the advanced management techniques and
LIABILITIES Current liabilities OWNERS EQUITY Contributed chartered capital Undistributed earnings and other funds TOTAL LIABILITIES AND OWNERS EQUITY
After two years of operation, BVINVEST has improved the efficiency of Holdings property management and usage, progressively proving its prestige as a professional real estate developer and service provider.
methods to upgrade the building management quality for Baovie buildings including No. 8 Le Thai To, No. 71 Ngo Si Lien - Hanoi and No. 233 Dong Khoi Ho Chi Minh City to international standards. Looking ahead to 2011, with an aim to become one of the leading property investors in Vietnam, BVINVEST has set out the following development objectives: 200% revenue growth rates, equivalent to VND203 billion and VND27 billion profit before tax, eight times larger than that of 2010.
ITEMS
In order to achieve the above objectives, the company will implement key solutions including consolidating the organizational structure, enhancing the professionalism within the company, improving building management capacity, and focusing on the execution of real estate investment and construction projects.
Revenues from sale of goods and rendering of services Costs of goods sold and services rendered
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
49
19/1/2010
Bao Viet launches a new brand identity Bao Viet 45th anniversary
1965 2010
1 2 3
6 7 8
11/6/2010
Bao Viet Insurance increases its charter capital to VND1,500 billion
20/10/2010
Bao Viet Bank connects with Banknet to serve customers
19/6/2010
Bao Viet brand wins Top 20 famous Vietnamese brand award Bao Viet Securities launches BVS@Trade online trading
26/11/2010
17/9/2010
Bao Viet Life Chief Executive Officer receives 2010 Thanh Giong Cup
2010
Bao Viet invests VND15.5 billion in community activities in 2010
4 5
52
ANNUAL REPORT 2010
9 10
15/10/2010
Bao Viet granted the Second rank Independence Medal
2010
Bao Viet Training Center conducts training for over 3,270 participants under the learning map
53
BAO VIET HOLDINGS
COMMUNITY INVOLVEMENT
Besides pursuing its business goals, Bao Viet also demonstrates great care for the community through its corporate social responsibility activities. We also unite with the nation to resolve social issues, contributing to the common economic growth and maintaining social stability. Bao Viet community activities focus on four major areas: youth projects, care for the aged, disaster recovery, and poverty alleviation.
Bao Viet joins the 2009 Hands in Hands and donates VND25 billion to the poor
Bao Viet presents Kim Dong prizes for the school year of 2009 - 2010
Bao Viet Holdings activities on the occasion of Invalids Martyrs Day 27 July 2010
2010 highlights:
Bao Viet Senior Management attend the opening ceremony of a kindergarten in Nam Duong commune
Bao Viet sponsors Mobile Library project to improve literacy among students in Da Nang
TP ON BO
VIT
Bao Viet joins hands to recover flood impacts in the Central area
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ANNUAL REPORT 2010 BAO VIET HOLDINGS
55
30A PROGRAM IS THE KEY SOCIAL SECURITY PROGRAM OF BAO VIET HOLDINGS
Under the 30a Program of the Government, in 2010, on the basis of the project "Boarding school construction, school equipment installation within the areas of the communal secondary schools and medical centers by the Peoples Committee of Pac Nam rural district, Bac Kan province, Bao Viet has committed to donate VND5,448 billion for construction and purchasing items related to facilities including boarding house, medical center, kitchen, table, chair, etc. In Que Phong rural district, Nghe An province, Bao Viet has committed to donate VND4 billion to construct Muong Noc commune Medical center, boarding houses for secondary schools in communes including Tien Phong, Nam Giai, Nam Nhoong, Cam Muon, Quang Phong, Tri Le and Hanh Dich. To maintain the poverty alleviation commitment under the 30a Program in 2011, Bao Viet shall actively join the social security program, committing to support the poor communes all over the country. Investments in the development projects in 2011 shall be focused on health care and education with the estimated budget of VND15 billion. Our strong community and social commitments will definitely enhance the proud tradition of Bao Viet, and establish sustainable value as a leverage for future development.
INVESTOR RELATIONS
In 2010, Bao Viet has strengthened its investor relations and communications capability. Together with the input of HSBC experts, we are enhancing our ability to meet requests for information from shareholders. In addition to daily services related to shareholder certificate management, we also improved shareholder service quality in the following ways in 2010: Publishing information promptly and comprehensively, including audited quarterly financial statements to the media, announcing IFRS financial statements. Promptly advising updates and changes to Bao Viets business operations to ensure openness, transparency and professionalism. Upgrading and investing in the corporate website to better meet shareholders information requirements.
Mr. NGUYEN VAN DU Vice Chairman of Bac Kan Province Peoples Committee
Despite making certain socioeconomic improvements, Bac Kan is still among the most disadvantaged provinces in the nation. Out of the 122 communes in province, 64 have the proportion of poor households of over 25%. Two rural districts, Ba Be and Pac Nam, with the proportion of poor households of over 50% have taken part in the Rapid and Sustainable Poverty Alleviation Program under the Resolution No. 30a/2008/NQ-CP dated 28 December 2008 by the Government. In accordance with the Resolution No. 30a by the Government, Bao Viet Holdings since 2009 has extended a sincere care, efficient and realistic support to the ethnic people in Pac Nam rural district. In 2009, Bao Viet Holdings contributed VND2,050 million to rebuild 410 temporary houses (VND5 million per house), visited and donated VND183 million to landslide and flood victims in Nhan Mon and Cong Bang communes. In 2010, VND5,448 million was donated to construct a medical center, boarding schools, and purchase tables, chairs, beds for students. For 2011, Bao Viet Holdings has committed to donate VND10 billion to this rural district for national standard medical centers construction. Thanks to the priceless donation from Bao Viet Holdings, and the local governments efficient use for the right purpose, Pac Nam rural district peoples physical and mental lives have been gradually and considerably improved. The proportion of poor households of 56.15% in 2008 has reduced to 43.32% in 2010. Bac Kan Province Peoples Committee would like to express our thanks to the kind attention and support from Bao Viet Holdings shareholders, Board of Directors, Senior Management, and employees as well as HSBC executives for the past time, and hope to receive your further assistance in the future.
The publishing of the audited VAS and IFRS quarterly financial statements, together with the frequent meetings and open discussions with investors are among Bao Viets efforts to make our information open and transparent in accordance with the advanced global corporate governance standards.
The website for Bao Viet Holdings www.baoviet.com.vn - has been upgraded to make it more userfriendly and introduce a quicker, more convenient and easier way to access information. Investors can find useful information related to business performance, events, financial information, and share price.
Contact details: Public Relations Division Bao Viet Holding No. 8 Le Thai To, Hanoi
Bao Viet employees actively participated in community development programs in Pac Nam, Bac Kan province to support and encourage poor school children in their studying
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ANNUAL REPORT 2010
57
Revised reward system aimed at the performance based salary, a competitive salary system in comparison with the market, internal equality, and salary differences for people with different performance. Build up and apply the regulations and standards to establish and execute the Job Descriptions, develop the job grade system to evaluate and rate employees capacity Develop learning map system to systematically and methodically improve employees in order to meet business requirements, create a continuous learning and sharing culture within the enterprise to strengthen the resources competitive capacity. These positive changes have been contributing to the implementation of Bao Viet business strategy and group operations, creating the best working environment, enhancing the personal performance and development of all Bao Viet employees.
In 2010, Bao Viet Training Center conducted training for over 3,272 participants under the learning map. Our 2011 plan includes conducting 80 training courses, completing the learning map, and preparing necessary conditions for online training.
FINANCIAL STATEMENTS
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ANNUAL REPORT 2010
FINANCIAL STATEMENTS
Performance management system to monitor and appraise the objectives implementation and apply the performance based salary. This is regarded as an efficient tool to create the performance oriented working culture.
Training and personal development are among the priorities reflected in Bao Viets strategy for human resources development.
ANNUAL REPORT
CORPORATE INFORMATION
Bao Viet Holdings (herein referred to as the Holdings) was previously a state-owned company that was equitized and became a joint stock company pursuant to Business License approved by Hanoi Authority for Planning and Investment on 15 October 2007. The Business License was subsequently modified the first time on 29 October 2009, the second time on 18 January 2010 and the third time on 10 May 2010. Below is a summary of information extracted from the third modified Business License dated 10 May 2010: Business License Number: Registered company name: Head Offices address: Operating activities: Charter capital: Number of registered shares: Legal representative: 0100111761 Bao Viet Holdings 8 Le Thai To Street, Hoan Kiem District, Hanoi Equity investments in subsidiaries and associates; financial services and other related services under Vietnamese Laws; real estate businesses; VND 6,267,090,790,000 626,709,079 Ms. Nguyen Thi Phuc Lam - Chief Executive Officer
SIGNIFICANT EVENTS
Below are the significant events during the year ended 31 December 2010: On 18 January 2010, the Holdings issued 53,682,474 additional shares for an amount of VND 1,878,886,590,000 to HSBC Insurance (Asia Pacific) Holdings Limited (HSBC Insurance) through a private placement, which increased the shareholding of HSBC in Bao Viet Holdings from 10.31% to 18%. This share issuance to HSBC Insurance was made pursuant to the agreement between Bao Viet Holdings and HSBC Insurance and in accordance with Resolution 1527/2009/NQ-DHDCD dated 23 December 2009 of Bao Viet General Shareholders Meeting. These additionally issued shares were listed on 21 April 2010 pursuant to the approval granted by the Ho Chi Minh Stock Exchange. At the 2010 Annual General Meeting on 17 April 2010, the shareholders approved the plan to increase the Holdings charter capital to VND 6,800 billion to enable Bao Viet Holdings to pursue its strategy of increasing investment in core business sectors and continually enhancing its information system and processes in accordance with the strategy agreed at the equitization. The increase in charter capital was effected in January 2011. On 11 June 2010, Bao Viet Holdings increased its investment in Bao Viet Insurance Corporation from VND 1,000 billion to VND 1,500 billion.
The Holdings has listed its entire outstanding stocks of 626,709,079 shares, including the issuance of 53,682,474 shares through a private placement on 18 January 2010 to its strategic partner, HSBC Insurance (Asia Pacific) Holdings Limited, on the Ho Chi Minh Stock Exchange (HOSE). The listing of the additional 53,682,474 shares was approved by the HOSE on 21 April 2010. Subsidiaries and dependently accounted units of the Holdings are as follow: % directly owned 100% 100% 100%
Subsidiaries Bao Viet Insurance Corporation (Bao Viet Insurance) Bao Viet Life Corporation (Bao Viet Life) Bao Viet Fund Management Company (BVF) Bao Viet Securities Joint Stock Company (BVSC) Bao Viet Commercial Joint Stock Bank (Baoviet Bank) Bao Viet Investment Joint Stock Company (BVInvest) Bao Viet Au Lac Limited Company (BV - Au Lac)
Address 35 Hai Ba Trung Street, Hoan Kiem District, Hanoi 1 Dao Duy Anh Street, Dong Da District, Hanoi 8 Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 8 Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 8 Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 71 Ngo Sy Lien, Dong Da District, Hanoi Ha Lieu, Phuong Lieu, Que Vo District, Bac Ninh Province
Principal activities General insurance products, reinsurance, loss adjustment Life insurance products, reinsurance Management of investment funds and investment portfolios Securities trading, brokerage, portfolio management, underwriting, consulting and securities placement Banking services Real estate investment and consulting, provision of machinery and equipment Vocational driving training
59.92%
Mr. Tran Trong Phuc Mr. Nguyen Duc Tuan Mr. David Lawrence Fried Mr. Nguyen Quoc Huy
62
63
REPORT OF THE BOARD OF DIRECTORS STATEMENT OF THE BOARD OF MANAGEMENTS RESPONSIBILITY IN RESPECT OF THE SEPARATE FINANCIAL STATEMENTS
The Board of Management of Bao Viet Holdings is responsible for the separate financial statements of the financial period which give a true and fair view of the state of affairs of the Holdings as at 31 December 2010 and of its results and cash flows for the year then ended. In preparing these separate financial statements, management is required to: select suitable accounting policies and then apply them consistently; make judgments and estimates that are reasonable and prudent; state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the separate financial statements; and prepare the separate financial statements on the assumption that it will continue its operations on a going concern basis unless it is inappropriate to presume that the Holdings will continue in business. The Board of Management is responsible for ensuring that proper accounting records are kept which disclose, with reasonable accuracy at any time, the financial position of the Holdings and ensuring that the accounting records comply with the registered accounting system. It is also responsible for safeguarding the assets of the Holdings and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Board of Management has confirmed to the Board of Directors that the Holdings has complied with the above requirements in preparing the separate financial statements.
64
65
66
67
Code 300 310 312 314 315 317 318 323 330 336 400 410 411 412 416 420 440
ITEMS A. LIABILITIES I. Current liabilities 1. Trade payables 2. Statutory obligations 3. Payables to employees 4. Payables to related parties 5. Other payables 6. Bonus and welfare funds II. Non-current liabilities 1. Provisions for severance allowance B. OWNERS EQUITY I. Owners equity 1. Contributed capital 2. Shares premium 3. Foreign exchange difference 4. Undistributed profit TOTAL LIABILITIES AND OWNERS EQUITY
25 March 2011
68
69
1. CORPORATE INFORMATION
Bao Viet Holdings (herein referred to as the Holdings) was previously a state-owned company that was equitized and became a joint stock company pursuant to Business License approved by Hanoi Authority for Planning and Investment on 15 October 2007. The Business License was subsequently modified the first time on 29 October 2009, the second time on 18 January 2010 and the third time on 10 May 2010. Current Business License number of the Holdings is 0100111761 pursuant to the third modified Business License on 10 May 2010. Below is a summary of information extracted from the third modified Business License dated 10 May 2010:
Business License Number: Registered company name: Head Offices address: Operating activities: Charter capital: Number of registered shares: Legal representative:
0100111761 Bao Viet Holdings 8 Le Thai To Street, Hoan Kiem District, Ha Noi Equity investments in subsidiaries and associates; financial services and other related services under Vietnamese Laws; real estate businesses. VND 6,267,090,790,000 626,709,079 Ms. Nguyen Thi Phuc Lam - Chief Executive Officer
The Holdings has listed its entire outstanding stocks of 626,709,079 shares, including the issuance of 53,682,474 shares through a private placement on 18 January 2010 to its strategic partner, HSBC Insurance (Asia Pacific) Holdings Limited, on the Ho Chi Minh Stock Exchange (HOSE). The listing of the additional 53,682,474 shares was approved by the HOSE on 21 April 2010. The structure of the Holdings shareholdings as at 31 December 2010 is as follows: Shareholders Founding shareholders The Ministry of Finance HSBC Insurance (Asia Pacific) Holdings Limited State Capital Investment Corporation Other shareholders Total No. of shares 577,507,635 444,300,000 112,807,635 20,400,000 49,201,444 626,709,079 % 92.15% 70.89% 18.00% 3.26% 7.85% 100%
In accordance with the Annual General Meetings Resolution No. 03/2010/NQ-DHDCD dated 17 April 2010, the Holdings issued additional shares to existing shareholders to increase its charter capital in January 2011. The number of shares issued was 53,762,355, which increased the Holdings charter capital to VND 6,804,714,340,000 on 14 January 2011. These additionally issued shares were approved by the Ho Chi Minh Stock Exchange to be listed on 18 February 2011.
70
71
Subsidiaries
Address
Principal activities
100%
Bao Viet Fund Management 8 Le Thai To, Hang Trong Ward, Management of investment funds and invest100% Company (BVF) Hoan Kiem District, Hanoi ment portfolios Securities trading, brokerage, portfolio manBao Viet Securities Joint Stock 8 Le Thai To, Hang Trong Ward, agement, underwriting, consulting and securi- 59.92% Company (BVSC) Hoan Kiem District, Hanoi ties placement Bao Viet Commercial Joint Stock 8 Le Thai To, Hang Trong Ward, Banking services Bank (Baoviet Bank) Hoan Kiem District, Hanoi
52%
Bao Viet Investment Joint Stock 71 Ngo Sy Lien Street, Dong Da Real estate investment and consulting, provi55% Company (BVInvest) District, Hanoi sion of machinery and equipment Bao Viet Au Lac Limited Com- Ha Lieu, Phuong Lieu, Que Vo DisVocational driving training pany (BV - Au Lac) trict, Bac Ninh Province 60%
Dependently accounted units Bao Viet Training Centre Infrastructure Construction Project Management Unit
Address 8, Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 71 Ngo Sy Lien, Dong Da District, Hanoi
72
73
Translation of short-term mone- All unrealised foreign exchange dif- All unrealised foreign exchange differences are taken tary assets and liabilities denomi- ferences are taken to the separate to the Foreign exchange differences reserve account nated in foreign currencies. income statement. in the equity section of the balance sheet and will be reversed in the following year. Translation of long-term mon- All unrealised foreign exchange dif- - All unrealized foreign exchange gains are taken to etary liabilities denominated in ferences are taken to the separate the income statement. foreign currencies at year end. income statement. - All foreign exchange losses will be charged to the income statement. However, if the charging of all foreign exchange losses results in net loss before tax for the company, part of the exchange losses can be deferred and allocated to the income statement within the subsequent years. In any case, the total foreign exchange loss to be charged to current years income statement must be at least equivalent to the foreign exchange losses arising from the translation of the current portion of the long-term liabilities, while the remaining portion of the foreign exchange losses can be deferred in the balance sheet and allocated to the income statement within the subsequent five years.
74
75
The basis for setting up the provision is the positive difference between the investors actual capital contributions and the actual amount of owners equity in the investees financial statements at the balance sheet date. The provision amount presented in the balance sheet of the Holdings excludes the provision for devaluation of investments under the trusted investments contracts.
4.4 Receivables
Receivables comprise of trade receivables and other receivables that are initially recognized at cost and subsequently are recognized at cost less provision for impairment. Provision for impairment of receivables will be made base on their overdue ages. For receivables that are undue and owed by debtors who have become bankrupt or are undergoing dissolution procedures, are missing, have absconded, are prosecuted, detained or tried by law enforcement bodies, are serving sentences or have deceased, provision should be estimated based on the amount of expected loss. The increase or decrease to the provision balance is recorded as an administrative expense in the separate income statement. The Holdings uses the provision policy regulated by the Ministry of Finance in Circular 228/2009/TT-BTC dated 07 December 2009 (Circular 228). Details are as follows:
Listed securities
For listed securities that are carried at cost in accordance with Vietnamese Accounting Standards, if there is objective evidence that their market value is lower than book value, the provision amount is measured as the difference between the securities carrying amount and the closing market value as of the balance sheet date in accordance with the following formula given in Circular 228:
Allowance rate
30% 50% 70% 100%
Provision amount =
76
77
Other income
Revenues from irregular - activities other than turnover-generating activities are recorded to other incomes as stipulated by VAS 14 - Revenue and other income, including: Revenues from asset liquidation and sale; fines paid by customers for their contract breaches; collected insurance compensation; collected debt which had been written off and included in the preceding period expenses; payable debts now recorded as revenue increase as their owners no longer exist; collected tax amounts which now are reduced and reimbursed; and other revenues.
Interest
Revenue is recognised as interest accrues (taking into account the effective yield on the asset) unless the collectability is in doubt. Revenue from bond is recognized on an accrual basis. Interest revenue also includes the amount of amortization of any discount, premium or other difference between the initial carrying amount of a bond and its amount at maturity and allocated using straight-line method. When unpaid bond coupon interest has accrued before the acquisition of a bond, the subsequent receipt of coupon interest is allocated between pre-acquisition and post-acquisition period. Only post-acquisition bond coupon interest is recognized as revenue. Pre-acquisition bond coupon interest is deducted from the cost of the bond.
Deferred tax
Deferred tax is provided using the liability method on temporary differences at the balance sheet date between the tax base of assets and liabilities and their carrying amount for financial reporting purposes. Deferred tax liabilities are recognised for all taxable temporary differences, except:
78
79
4.12 Offsetting
Financial assets and liabilities are offset and presented on net basis on the separate balance sheet when and only when the Holdings has the intention and legal right to make payment on net basis, or the settlement of financial assets and liabilities happen at the same time.
(*) Cash equivalents comprises of term deposits at financial institutions having original maturity of not more than 3 months with interest at rates ranging from 12% to 16% per annum.
6. SHORT-TERM INVESTMENTS
31 Dec 2010 VND Short-term deposits in VND at financial institutions (**) From Bao Viet Holdings own funds From trusted investments of Bao Viet Life From trusted investments of Bao Viet Insurance From trusted investments of MOF Short-term deposits in USD at financial institutions ( VND equivalent) (**) From Bao Viet Holdings own funds Short-term portion of bonds Bao Viet Holdings own funds Total short term investments 3,740,108,825,556 59,429,557,461 59,429,557,461 3,176,729,847,461 32,373,720,000 32.373.720.000 30,320,290,000 30.320.290.000 3,088,006,000,000 483,529,105,556 136,200,000,000 3,707,735,105,556 2,116,760,503,079 416,700,000,000 106,439,496,921 447,080,000,000 3,086,980,000,000 31 Dec 2009 VND
(**) The above short-term deposits at financial institutions have maturity not more than one year and interest at rates ranging from 8.2%% p.a. to 17.5% p.a. for VND and being 1% p.a. for USD.
80
81
7. TRADE RECEIVABLES
Trade receivables represent the interest receivables from investment activities carried out by the Holdings: 31 Dec 2010 VND Interest receivables from: Investments of the Holdings own funds Investments trusted by Bao Viet Life Investments trusted by Bao Viet Insurance Investments trusted by MOF 163,777,164,785 60,177,019,242 16,529,653,845 400,833,333 240,884,671,205 71,961,976,304 27,723,341,367 6,764,865,452 2,477,568,331 108,927,751,454 31 Dec 2009 VND
Items
Cost: Balance at 31 December 2009 Additions: New purchases Newly constructed or transferred from CIP Balance at 31 December 2010 164,587,933,800 219,793,540,625 219,793,540,625 384,381,474,425 919,234,639 919,234,639 41,420,110,550 8,712,155,780 2,813,155,780 5,899,000,000 50,132,266,330 57,980,000 57,980,000 240,959,607,879 293,312,127,144 8,712,155,780 284,599,971,364 534,271,735,023
Accumulated depreciation: Balance at 31 December 2009 Depreciation for the year Balance at 31 December 2010 Net book value: Balance at 31 December 2009 Balance at 31 December 2010 140,277,266,690 351,016,145,803 57,542,542 21,199,884 29,540,823,721 85,753,102,726 16,505,039,391 19,333,587,662 15,365,740 4,589,960 186,396,038,084 456,128,626,035 24,310,667,110 9,054,661,512 33,365,328,622 861,692,097 36,342,658 898,034,755 4,433,525,169 8,594,151,734 13,027,676,903 24,915,071,159 5,883,607,509 30,798,678,668 42,614,260 10,775,780 53,390,040 54,563,569,795 23,579,539,193 78,143,108,988
9. OTHER RECEIVABLES
31 Dec 2010 VND North East Mai Linh Joint Stock Company Green Star Joint Stock Company Dat Viet Energy Investment Joint Stock Company S.S.G Group Joint Stock Company Advances to Financial Regime Drafting Divisions Petroleum Vietnam SSG Real estate JSC LG Electronic Vietnam Others 5,000,000 26,239,697 579,564,331 270,335,800 162,593,174 176,982,251 265,469,421 1,486,184,674 31 Dec 2009 VND 5,000,000 26,239,697 399,822,222 238,957,263 670,019,182
Cost: Balance at 31 December 2009 Addition New purchases Transferred from CIP Balance at 31 December 2010 Accumulated amortisation: Balance at 31 December 2009 Amortisation during the year Balance at 31 December 2010 Net book value: Balance at 31 December 2009 Balance at 31 December 2010 11,667,900,000 11,667,900,000 2,280,000,474 25,589,091,136 13,947,900,474 37,256,991,136 18,272,856,754 5,316,852,052 23,589,708,806 18,272,856,754 5,316,852,052 23,589,708,806
82
83
84
85
Bao Viet Life Bao Viet Insurance BVF BVSC Baoviet Bank BVInvest BV - Au Lac
Associates Baoviet Tourism Hotel JSC VIGEBA Long Viet Investment and Construction JSC Joint ventures Bao Viet Tokio Marine Insurance Joint Venture Company (Control right: 50%) 252.769.440.000 300.000.000.000 153.000.000.000 51% 153.000.000.000 60.000.000.000 35% 16.500.000.000
30% 45%
54.000.000.000 29.269.440.000
The Holdings bonds include government bonds with interest at rates ranging from 7.86% p.a. to 12.1% p.a. and corporate bonds with interest at rates ranging from 9.4% p.a. to 14.05% p.a.
14.4.b
Long term deposits in VND at financial institutions From Bao Viet Insurances trusted funds From Bao Viet Holdings own funds 200,000,000,000 2,000,000,000 202,000,000,000
The Holdings long term deposits in VND at financial institutions include term deposits at Bank for Investment and Development of Vietnam (BIDV) and Thanh Hoa Development Bank with interest at rates ranging from 10.5% p.a. to 11.5% p.a. and one term deposit contract at Da Nang Development Fund with interest rate at 11.3% p.a.
86
87
88
89
Total VND
8,436,424,453,248 1,878,886,590,000 852,068,230,108 (630,329,265,500) (24,233,555,354) (1,088,333,334) (1,668,684,274) 10,510,059,434,894
(*) This represents the subscription money received from existing shareholders for their exercise of right issues in January 2011.
90
91
92
93
Dividends for the year 2009 paid to MOF Additional capital contribution to the Holdings Dividends for the year 2009 paid to HSBC Insurance (Asia Pacific) Holdings Limited Additional capital contribution to the Holdings Dividends for the year 2009 paid to SCIC Additional capital contribution to the Holdings Office management fee paid to BVInvest Office rental expense payable to the Holdings Profit transfer to the Holdings Profit transfer to the Holdings
Investment portfolio management fee Office rental expense payable to the Holdings Profit transfer to the Holdings Office rental expense payable to the Holdings Office rental expense payable to the Holdings Office rental expense payable to the Holdings Office rental expense payable to the Holdings Advisory fee of organizing Shareholders General Meeting Dividend advance to the Holdings Additional capital contribution by the Holdings Additional capital contribution to Long Viet JSC
BVF Baoviet Bank BVSC VIGEBA BaoViet Resort JSC Long Viet JSC
Amounts due to and due from related parties at the balance sheet date are presented in Note 8 and Note 18 to the separate financial statements. Remuneration of members of the Board of Directors and the CEO: Current year VND Remuneration of members of the Board of Directors and the CEO 1,449,600,000 1,449,600,000 Previous year VND 1,464,320,998 1,464,320,998
94
95
In addition, some comparative information in the separate financial statements for the year ended 31 December 2009 has been represented to be in conformity with the financial statement presentation of this year.
33. RATIOS ON OVERALL FINANCIAL POSITION AND BUSINESS RESULTS OF THE HOLDINGS
Items 1. Structures of assets and capital sources 1.1 Structure of assets - Current assets/ Total assets - Long-term assets/Total assets 1.2 Structure of capital sources - Liabilities/Total capital sources - Owners equity/Total capital sources 2. Liquidity 2.1 Current ratio 2.2 Quick ratio 3. Profitability ratios 3.1 Profit margin on sales Profit before tax/ Net sales Profit after tax/ Net sales 3.2 Profit/ Total assets Profit before tax/ Total assets Profit after tax/ Total assets 3.3 Profit after tax/ Owners equity % % % 6.95 6.67 8.11 8.57 7.79 9.57 % % 73.30 70.40 98.89 89.88 Times Times 2.59 2.59 2.17 2.17 % % 17.70 82.30 18.64 81.36 % % 45.48 54.52 40.11 59.89 Unit of measurement Current year Previous year
REPORT OF THE BOARD OF DIRECTORS AUDITED CONSOLIDATED FINANCIAL STATEMENTS Independent auditors report Mr. Nguyen Thanh Hai Chief Accountant 25 March 2011 Mr. Le Hai Phong Chief Financial Officer Ms. Nguyen Thi Phuc Lam Chief Executive Officer Consolidated balance sheet Consolidated income statement Consolidated cash flow statement Notes to the consolidated financial statements
98 - 101
96
CORPORATE INFORMATION
Bao Viet Holdings (herein referred to as the Holdings) was previously a state-owned company that was equitized and became a joint stock company pursuant to Business License approved by Hanoi Authority for Planning and Investment on 15 October 2007. The Business License was subsequently modified the first time on 29 October 2009, the second time on 18 January 2010 and the third time on 10 May 2010. Below is a summary of information extracted from the third modified Business License dated 10 May 2010: Business License Number: Registered company name: Head Offices address: Operating activities: Charter capital: Number of registered shares: Legal representative: 0100111761 Bao Viet Holdings 8 Le Thai To Street, Hoan Kiem District, Hanoi Equity investments in subsidiaries and, financial services and other related services under Vietnamese Laws VND 6,267,090,790,000 626,709,079 Ms. Nguyen Thi Phuc Lam - Chief Executive Officer
SIGNIFICANT EVENTS
Below are the significant events during the year ended 31 December 2010: On 18 January 2010, the Holdings issued 53,682,474 additional shares for an amount of VND 1,878,886,590,000 to HSBC Insurance (Asia Pacific) Holdings Limited (HSBC Insurance) through a private placement, which increased the shareholding of HSBC in Bao Viet Holdings from 10.31% to 18%. This share issuance to HSBC Insurance was made pursuant to the agreement between Bao Viet Holdings and HSBC Insurance and in accordance with Resolution 1527/2009/NQ-DHDCD dated 23 December 2009 of Bao Viet General Shareholders Meeting. These additionally issued shares were listed on 21 April 2010 pursuant to the approval granted by the Ho Chi Minh Stock Exchange. At the 2010 Annual General Meeting on 17 April 2010, the shareholders approved the plan to increase the Holdings charter capital to VND 6,800 billion to enable Bao Viet Holdings to pursue its strategy of increasing investment in core business sectors and continually enhancing its information system and processes in accordance with the strategy agreed at the equitization. The increase in charter capital was effected in January 2011. On 11 June 2010, Bao Viet Holdings increased its investment in Bao Viet Insurance Corporation from VND 1,000 billion to VND 1,500 billion.
The Holdings has listed its entire outstanding stocks of 626,709,079 shares, including the issuance of 53,682,474 shares through a private placement on 18 January 2010 to its strategic partner, HSBC Insurance (Asia Pacific) Holdings Limited, on the Ho Chi Minh Stock Exchange (HOSE). The listing of the additional 53,682,474 shares was approved by the HOSE on 21 April 2010. Subsidiaries and dependently accounted units of the Holdings are as follows: % directly owned 100% 100% 100%
Subsidiaries Bao Viet Insurance Corporation (Bao Viet Insurance) Bao Viet Life Corporation (Bao Viet Life) Bao Viet Fund Management Company (BVF) Bao Viet Securities Joint Stock Company (BVSC) Bao Viet Commercial Joint Stock Bank (Baoviet Bank) Bao Viet Investment Joint Stock Company (BVInvest) Bao Viet Au Lac Limited Company (BV - Au Lac)
Address 35 Hai Ba Trung Street, Hoan Kiem District, Hanoi 1 Dao Duy Anh Street, Dong Da District, Hanoi 8 Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 8 Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 8 Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 71 Ngo Sy Lien, Dong Da District, Hanoi Ha Lieu, Phuong Lieu, Que Vo District, Bac Ninh Province
Principal activities General insurance products, reinsurance, loss adjustment Life insurance products, reinsurance Management of investment funds and investment portfolios Securities trading, brokerage, portfolio management, underwriting, consulting and securities placement Banking services Real estate investment and consulting, provision of machinery and equipment Vocational driving training
59.92%
Mr. Tran Huu Tien Mr. Tran Trong Phuc Mr. Nguyen Duc Tuan
98
99
REPORT OF THE BOARD OF DIRECTORS (continued) STATEMENT OF THE BOARD OF MANAGEMENTS RESPOSIBILITY IN RESPECT OF THE CONSOLIDATED FINANCIAL STATEMENTS
The Board of Management of Bao Viet Holdings is responsible for the consolidated financial statements of each financial year which give a true and fair view of the consolidated state of affairs of the Group and of the Groups consolidated results and consolidated cash flows for the year. In preparing those consolidated financial statements, management is required to: select suitable accounting policies and then apply them consistently; make judgments and estimates that are reasonable and prudent; state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the consolidated financial statements; and prepare the consolidated financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue its business. The Board of Management is responsible for ensuring that proper accounting records are kept which disclose, with reasonable accuracy at any time, the consolidated financial position of the Group and to ensure that the accounting records comply with the registered accounting system. It is also responsible for safeguarding the assets of the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. The Board of Management has confirmed to the Board of Directors that the Holdings has complied with the above requirements in preparing the consolidated financial statements.
The members of the Supervisory Board for the period from 1 January 2010 to the date of this report are: Name Mr. Nguyen Trung Thuc Mr. Tran Minh Thai Mr. Nguyen Ngoc Thuy Mr. Le Van Chi Mr. Christopher Edwards Ms. Marjory Miller Position Chairman Member Member Member Member Member Date of appointment 04 October 2007 04 October 2007 04 October 2007 04 October 2007 17 April 2010 04 October 2007 17 April 2010 Date of resignation
100
101
Notes
31 December 2010 VND 18,279,349,724,769 5,844,707,147,758 723,039,874,862 5,121,667,272,896 9,032,191,623,735 9,885,894,075,590 (853,702,451,855) 3,206,514,890,912 1,453,370,439,126 51,438,200,967 15,004,672,895 1,485,851,186,757 272,320,059,245 (71,469,668,078) 117,263,182,664 78,672,879,700 64,122,955,098 149,740,507 1,431,426,197 8,967,622,683 2,994,243,432 1,006,891,783 5,889,067,477,368 5,924,279,393,498 (35,211,916,130)
20,599,519,961,390 1,937,675,150,696
31 December 2009 VND 13,673,103,807,542 2,532,644,263,412 540,937,036,319 1,991,707,227,093 8,576,063,696,075 8,939,362,811,569 (363,299,115,494) 2,427,630,124,465 1,273,174,332,975 9,351,089,507 14,169,850,360 1,068,732,816,372 100,924,531,492 (38,722,496,241) 107,121,526,352 29,644,197,238 18,119,677,599 137,942,020 1,073,545,982 5,322,979,220 3,599,500,616 1,390,551,801 2,624,756,884,104 2,633,023,390,293 (8,266,506,189)
17,416,755,972,025 1,702,679,360,400 569,869,121,953 1,100,690,387,362 (530,821,265,409) 650,130,000,618 707,105,030,491 (56,975,029,873) 482,680,237,829 23,448,947,000 15,630,164,051,412 313,559,572,889 15,512,602,012,844 (195,997,534,321) 60,463,613,213 18,120,011,138 10,654,317,835 20,641,706,845 11,047,577,395 33,714,616,663,671
CURRENT ASSETS Cash and cash equivalents Cash Cash equivalents Short-term investments Short-term investments Provision for impairment of short-term investments Accounts receivables Receivables from insurance activities Trade advances Other advances Receivables from investment activities Other receivables Provision for doubtful debts Inventories Other current assets Short-term prepaid expenses Shortage of current assets waiting for resolution VAT deductible Tax and other receivables from the State Margin deposits Others LOANS AND ADVANCES TO CUSTOMERS Loans and advances to customers Provision for credit losses
NON-CURRENT ASSETS Fixed assets Tangible fixed assets Cost Accumulated depreciation Intangible fixed assets Cost Accumulated amortization Construction in progress Investment Properties Long-term investments Investments in associates and joint-ventures Other long-term investments Provision for impairment of long-term investments Other long-term assets Long-term prepaid expenses Deferred tax assets Long-term margin deposits Other long-term assets TOTAL ASSETS
5 13.1
10
11 12 13.2
14 17.2
102
103
Code 300 310 311 312 313 314 315 316 318 319 320 321 322 330 333 335 336 340 341 342 343 344 345 346 A. I. 1. 2. 3. 4. 5. 6. 7. 8. II. 1. 2. III. 1. 2. 3. IV. 1. 2. 3. 4. 5. 6.
RESOURCES LIABILITIES Current liabilities Short-term loans and borrowings Trade payables Advances from customers Statutory obligations Payables to employees Accrued expenses Other payables Bonus and welfare funds Amount due to customers Deposits from commercial banks Deposits from customers Non-current liabilities Long-term deposits, mortgage Deferred tax liabilities Provision for severance allowance Reserves Unearned premium reserve Mathematical reserve Claims reserve Catastrophe reserve Dividend reserve Equalization reserve
Notes
31 December 2009 VND 23,826,885,284,184 2,500,811,457,427 420,948,732,663 960,615,920,164 43,226,021,957 128,841,596,905 135,423,296,316 17,242,129,166 744,657,262,135 49,856,498,121 3,786,961,866,864 1,709,021,432,606 2,077,940,434,258 73,239,449,605 24,444,886,406 4,476,408,636 44,318,154,563 17,465,872,510,288 2,219,898,075,597 13,149,693,155,870 1,096,611,181,704 193,572,226,768 789,360,245,400 16,737,624,949
Code 400 410 411 412 415 416 417 418 419 420 500 440 B. I. 1. 2. 3. 4. 5. 6. 7. 8. C.
RESOURCES EQUITY Owners equity Contributed capital Share premium Foreign exchange differences reserve Statutory reserves for insurance operations Investment and development fund Financial reserve fund Other reserve Undistributed earnings MINORITY INTERESTS TOTAL LIABILITIES AND EQUITY AND MINORITY INTERESTS
Notes
31 December 2009 VND 8,538,905,644,218 8,538,905,644,218 5,730,266,050,000 1,734,745,821,197 18,387,227,948 43,521,050,471 10,222,384,015 11,699,111,508 103,568,802,818 886,495,196,261 1,348,825,735,269 33,714,616,663,671
22
15 16.1 16.2 17
18 19 20 20.1 20.2
23
1,347,529,689,387 44,767,937,163,527
17.2
8,613,670,942 44,836,771,046
21
2. 3. 4. 5. 6.
104
105
Code 35.2 35 36.1 36.2 36 37 38 38.1 38.2 38.3 39.1 39.2 39.3 40 41 42 43 44 45 46 47 48 49 50 51 52 53
ITEMS Expenses from banking activities Net operating income from banking activities Revenue from other activities Expenses from other activities Net operating income from other activities Selling expenses General and administrative expenses General and administrative expenses of insurance operation General and administrative expenses of banking operation General and administrative expenses of other operations of the Group Net operating loss from insurance operation (39.1 = 34+37+38.1) Net profit from bank operation (39.2=35+38.2) Net loss from other operation (39.3=36+38.3) Financial income Financial expenses Profit from financial activities (42 = 40+41) Other income Other expenses Net other profit (45 = 43+44) Share of the profit in associates and joint ventures Profit before tax (47 = 39.1+39.2+39.3+42+45+46) Equalisation reserve Enterprise income tax for the year Profit after tax (50 = 47+48+49) Minority interest Net profit attributable to shareholders of the Holdings (52 = 50-51) Earnings per share
Notes
106
107
ITEMS CASH FLOWS FROM OPERATING ACTIVITIES Premium received and interest income received Payment to suppliers Payment to employees Enterprise income tax paid Other cash inflows from operating activities Other cash outflows from operating activities Net cash inflows from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Purchase and construction of fixed assets Proceeds from disposals of fixed assets Loans to other entities and payments for purchase of debt instruments of other entities Repayments from borrowers and proceeds from sales of debt instruments of other entities Payments for investments in other entities Proceeds from sales of investments in other entities Interest received, coupon and distributed profits Net cash outflows from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Cash receipts from issuing shares of the Holdings Cash receipts short and long term loans Dividends paid out Cash receipts from existing shareholders for the increase in charter capital Other cash outflows from financing activities Net cash inflows from financing activities Net cash inflows during the year Cash and cash equivalents at the beginning of the year Impact of exchange rate fluctuation Cash and cash equivalents at the end of the year
1. CORPORATE INFORMATION
Bao Viet Holdings (herein referred to as the Holdings) was previously a state-owned company that was equitized and became a joint stock company pursuant to Business License approved by Hanoi Authority for Planning and Investment on 15 October 2007. The Business License was subsequently modified the first time on 29 October 2009, the second time on 18 January 2010 and the third time on 10 May 2010. Current Business License number of the Holdings is 0100111761 pursuant to the third modified Business License on 10 May 2010. Below is a summary of information extracted from the third modified Business License dated 10 May 2010: 0100111761 Bao Viet Holdings 8 Le Thai To Street, Hoan Kiem District, Hanoi Equity investments, financial services and other related services under Vietnamese Laws VND 6,267,090,790,000 626,709,079 Ms. Nguyen Thi Phuc Lam - Chief Executive Officer
Business License Number: Registered company name: Head Offices address: Operating activities: Charter capital: Number of registered shares: Legal representative:
The Holdings has listed its entire outstanding stocks of 626,709,079 shares, including the issuance of 53,682,474 shares through a private placement on 18 January 2010 to its strategic partner, HSBC Insurance (Asia Pacific) Holdings Limited, on the Ho Chi Minh Stock Exchange (HOSE). The listing of the additional 53,682,474 shares was approved by the HOSE on 21 April 2010. The structure of the Holdings shareholdings as at 31 December 2010 is as follows: No. of shares 577,507,635 444,300,000 112,807,635 20,400,000 49,201,444 626,709,079 % 92.15% 70.89% 18.00% 3.26% 7.85% 100%
1,878,886,590,000 6,260,247,375,606 (651,929,265,500) 188,350,073,855 (150,000,000) 7,675,404,773,961 3,311,284,552,351 5 2,532,644,263,412 778,331,995 5 5,844,707,147,758
Shareholders Founding shareholders The Ministry of Finance HSBC Insurance (Asia Pacific) Holdings Limited State Capital Investment Corporation Other shareholders Total
In accordance with the Annual General Meetings Resolution No. 03/2010/NQ-DHDCD dated 17 April 2010, the Holdings issued additional shares to existing shareholders to increase its charter capital in January 2011. The number of shares issued was 53,762,355, which increased the Holdings charter capital to VND 6,804,714,340,000 on 14 January 2011. These additionally issued shares were approved by the Ho Chi Minh Stock Exchange to be listed on 18 February 2011. Details of the Holdings subsidiaries, dependently accounted units and its investment in Bao Viet Securities Investment Fund (BVF1) are as follows:
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Subsidiaries Bao Viet Insurance Corporation (Bao Viet Insurance) Bao Viet Life Corporation (Bao Viet Life) Bao Viet Fund Management Company (BVF) Bao Viet Securities Joint Stock Company (BVSC) Bao Viet Commercial Joint Stock Bank (Baoviet Bank) Bao Viet Investment Joint Stock Company (BVInvest) Bao Viet Au Lac Limited Company (BV- Au Lac)
Address 35 Hai Ba Trung Street, Hoan Kiem District, Hanoi 1 Dao Duy Anh Street, Dong Da District, Hanoi 8 Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 8 Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 8 Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 71 Ngo Sy Lien Street, Dong Da District, Hanoi Ha Lieu, Phuong Lieu, Que Vo District, Bac Ninh Province
Principal activities General insurance products, reinsurance, loss adjustment Life insurance products, reinsurance Management of investment funds and investment portfolios Securities trading, brokerage, portfolio management, underwriting, consulting and securities placement Banking services Real estate investment and consulting, provision of machinery and equipment Vocational driving training
Baoviet Bank was incorporated in Vietnam on 11 December 2008 under the Establishment and Operating License No. 328/GPNHNN provided by the Governor of the State Bank of Vietnam and the Business License No. 0103034012 granted by Hanoi Authority for Planning and Investment on 24 December 2008. Baoviet Banks charter capital is VND 1,500,000,000,000. BVInvest was established on 9 January 2009 in accordance with Business License No. 0103034168 granted on 9 January 2009 by Hanoi Authority for Planning and Investment. The charter capital of BVInvest is VND 100,000,000,000. At 31 December 2010, indirect and direct investments of Bao Viet Holdings in BVInvest are as follows: Contributed capital VND Direct investment of the Holdings Indirect investment via subsidiaries Bao Viet Life Insurance Bao Viet Insurance BVSC, in which: The Holdings indirect interest Minority interest 55,000,000,000 45,000,000,000 20,000,000,000 20,000,000,000 5,000,000,000 2,995,500,000 2,004,500,000 100,000,000,000 % of charter capital VND 55% 45% 20% 20% 5% 3% 2% 100%
59.92%
Bao Viet Securities Investment Fund (BVF1) BVF1 was established as a closed-end member investment fund in Vietnam in accordance with License No. 05/UBCK-TLQTV issued by the State Securities Commission on 19 July 2006. The Fund was licensed to operate for a period of five years. BVF1 originally had a charter capital of VND 500,000,000,000, equivalent to 50,000,000 units with a par value of VND 10,000 per unit. BVF1 increased its charter capital to VND 1,000,000,000,000 on 4 March 2008, as approved in Official Letter No. 98/TB-UBCK issued by the State Securities Commission, which is equivalent to 100,000,000 units with a par value of VND 10,000 per unit. The Fund is managed by BVF, a subsidiary of the Holdings. The custodian bank of the Fund is HSBC Bank (Vietnam) Ltd. At 31 December 2010, direct and indirect holding by the Holdings in BVF1 is as follows: Contributed capital VND Direct investment of the Holdings Indirect investment via subsidiaries Bao Viet Life Insurance Bao Viet Insurance 94,190,239,694 821,659,537,741 601,214,295,907 220,445,241,834 915,849,777,435 Dependently accounted units: Dependently accounted units Bao Viet Training Centre Infrastructure Construction Project Management Unit Address 8, Le Thai To, Hang Trong Ward, Hoan Kiem District, Hanoi 71 Ngo Sy Lien, Dong Da District, Hanoi % of charter capital VND 9.42% 82.16% 60.12% 22.04% 91.58%
Bao Viet Insurance was established in accordance with Decision No. 1296/QD/BTC issued by the Ministry of Finance on 21 June 2004 and Business License No. 01/GPDC3/KDBH issued by the Ministry of Finance on the same date. On 23 November 2007, the Ministry of Finance has approved the re-establishment of Bao Viet Insurance in pursuant to the Establishment and Operating License No. 45GP/KDBH. On 11 June 2010, the Ministry of Finance has approved the increase of Bao Viet Insurances charter capital to VND 1,500,000,000,000 in pursuant to the Modified License No. 45/GPDC3/KDBH. Bao Viet Life was established in accordance with Decision No. 3668/QD/BTC issued by the Ministry of Finance on 4 December 2003. On 23 November 2007, the Ministry of Finance approved the re-establishment of Bao Viet Life in pursuant to the Establishment and Operating License No. 46/GP/KDBH. The charter capital of Bao Viet Life is VND 1,500,000,000,000. BVF was established in accordance with Decision No. 911/2005/QD/HDQT-BV on 22 August 2005 by the Groups Board of Management and operating in accordance with Business License No. 0104000256 issued on 22 August 2005 by Hanoi Authority for Planning and Investment and modified business registration No. 10/UBCK-GPDCQLQ issued on 14 December 2007 by the State Securities Commission. The charter capital of BVF is VND 50,000,000,000. BVSC is a joint stock company established in Vietnam in accordance with Incorporation License No. 4640/GP-UB dated 1 October 1999 issued by the Hanoi Peoples Committee and Business License No. 056655 issued by the Hanoi Authority for Planning and Investment on 11 October 1999 and Operating License No. 01/GPHDKD dated 26 November 1999 issued by the State Securities Commission. According to the 6th Amended Business License No. 056655 granted on 17 December 2009 by Hanoi Authority for Planning and Investment, the total value of registered securities of BVSC is VND 722,339,370,000. BV - Au Lac was established on 18 February 2009 under the License No. 2300373648 granted by Bac Ninh Authority for Planning and Investment. The charter capital of BV Au Lac is VND 60,660,000,000.
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Transaction Translation of shortterm monetary assets and liabilities denominated in foreign currencies. Translation of longterm monetary liabilities denominated in foreign currencies at year end.
All unrealized foreign exchange gains are taken to the income statement. All foreign exchange losses will be charged to the income statement. However, if the charging of all foreign exchange losses results in net loss before tax for the company, part of the exchange losses can be deferred and allocated to the income statement within the subsequent years. In any case, the total foreign exchange loss to be charged to current years income statement must be at least equivalent to the foreign exchange losses arising from the translation of the current portion of the long-term liabilities, while the remaining portion of the foreign exchange losses can be deferred in the balance sheet and allocated to the income statement within the subsequent five years.
Group 1 2 3 4 5
As the impacts of this change in accounting policy on the opening balance of 2010 are immaterial, they have been charged to this years consolidated income statements.
Loans in Substandard, Doubtful or Loss group are considered as non-performing loans. In accordance with Decision 493/2005/QD-NHNN of the State Bank of Vietnam, loan classification is made at the end of each quarter for the first three quarters and on 30 November for the last quarter each year. In accordance with Decision 493/2005/QD-NHNN, a general provision is made for credit losses which are yet to be identified during the loan classification and provision process and for the Banks potential financial difficulties due to deterioration in loan quality. As such, the Group is required to fully create and maintain a general provision at 0.75% of total loans and advances to customers; guarantees and irrevocable lending commitments and acceptance for payments which are classified from groups 1 to 4 within 5 years commencing from May 2005. The provisions are recorded in the consolidated income statement as an expense and will be used to write off any credit losses incurred. According to Decision 493/2005/Q-NHNN, at the discretion of the Groups Bad Debt Resolution Committee, the Group can write off the loans that are classified in group 5 and of which the borrower are bankrupted or liquidated (for corporate) or are deceased or missing (for individuals). Details on the loan classification and related provision as at 31 December 2010 are presented in Note 8.1 and Note 8.2.
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Investment properties are derecognised when either they have been disposed of or when the investment properties are permanently withdrawn from use and no future economic benefit is expected from its disposal. The difference between the net disposal proceeds and the carrying amount of the assets is recognised in the consolidated income statement in the year or retirement or disposal. Transfers are made to investment properties when, and only when, there is a change in use, evidenced by ending of owneroccupation, commencement of an operating lease to another party or ending of construction or development. Transfers are made from investment properties when, and only when, there is change in use, evidenced by commencement of owner-occupation or commencement of development with a view to sale.
Land use rights with indefinite terms are not amortised in accordance with Circular 203/2009/TT-BTC issued by the Minister of Finance on 20 October 2009.
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Provision amount
The basis for setting up the provision is the positive difference between the investors actual capital contributions and the actual amount of owners equity in the investees financial statements at the balance sheet date.
Provision amount
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Retrenchment benefits: the Holdings has the obligation, under Section 17 of the Labor Code, to pay an allowance to employees who are retrenched as a result of organizational restructuring or technological changes. In such cases, the Holdings shall pay to employees an allowance for loss of work equivalent to the aggregate amount of one month salary for each year of employment, but no less than two month salary. Although the obligations under Sections 17 and 42 are compulsory, the implementation of these Sections is subject to detailed guidance by the Ministry of Finance. In accordance with Circular 64/1999/TT-BTC dated 7 June 1999 and subsequently Circular 82/2003/TT-BTC dated 14 August 2003 by the MOF which superseded Circular 64, companies are required to calculate retrenchment allowance at the rate of 1-3% per annum, of the basic salary fund; and the outstanding balance of employee termination reserve which was previously created at 10% from the profit after tax and after appropriation for supplementary capital reserve in accordance with the guidance of Circular 64 should be transferred to the retrenchment allowance as allowed under Circular 82. Unemployment Insurance Fund According to the Social Insurance Law No. 71/2006/QH11 issued on 29 June 2006, and Decree 127/2008/ND-CP issued on 12 December 2008, employee and employer are required to contribute 1% each of employee basic salary to the unemployment insurance fund, with effect from 01 January 2009. Further, the Government will also contribute 1% of the basic salary of each employee to this fund. Vietnam Social Insurance Agency is responsible for the collection, distribution and management of the Fund.
Dividend Reserve: is the provision for accumulated unpaid dividends for participating policies, which is established on the variances of actual rate of return announced for participating policies and the respective nominal interest rate; and Equalisation Reserve: Annual contributions shall be made up until the time when this reserve is equal to five per cent (5%) of the premiums collected in the fiscal year of an insurer. The rate of annual contributions shall be one per cent (1%) of the before-tax profit of the issuer.
4.18 Reserves
Technical reserves are established in accordance with provisions and instructions of Circular 156/2007/TT-BTC dated 20 December 2007 issued by the Ministry of Finance providing guidelines for implementation of Decree 46/2007/ND-CP of the Government dated 27 March 2007 on financial regime applicable to insurers and insurance brokers. The Groups technical reserves include: Life insurance services Unearned premium reserve Claims reserve Mathematical reserve Dividend reserve Equalisation reserve Details on the reserve calculation method are as follows: General insurance services Unearned premium reserve Claims reserve Catastrophe reserve
For the insurance policies with period cover is more than one year, unearned premium reserve is calculated based on the daily method, following the formula: Retained premiums x Remaining day of insurance policy ------------------------------------------------------------------------------------------------Number of coverage days
Claims reserve Claims reserve includes the reserve for outstanding claims and for claims incurred but not reported. Outstanding claims reserve is established based on the estimated claim payments for each claim for which the insurer is liable, which is either notified to the insurer or requested for payment but is still unresolved at the end of the fiscal year, in accordance to the Circular 156/2007/TT-BTC; and Reserve for incurred but not reported claims for which the insurer is liable (IBNR). Circular 156 stipulates the application of a formula for calculation of IBNR which requires statistical information inputs of the past three years. However, the Groups information system in use for the mentioned period did not maintain the required statistical data. On application by the Group, the Ministry of Finance granted permission to modify the application of the formula stipulated in the Circular 156 to enable the Group to reasonably comply with the requirements of the said Circular. In this regard, the Ministry of Finance has approved the Group to use the statistic data of the reporting year only for the purpose of calculation of IBNR as per the Official Letter No.1393/BTC-QLBH dated 06 February 2009 and the Official Letter No.2250/BTC-QLBH dated 24 February 2011. On this basis, the reserve for incurred but not reported claims is established based on the following formula:
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Reserve for payment of losses which have incurred = but not yet reported for the current fiscal year
Total indemnity for claims incurred but not reported at the end of the last year Total indemnity for losses arising in the last year x
In 2010, Baoviet Bank has temporarily made 5% of its profit after tax for supplementary capital reserve and 10% of the profit after tax for financial risk reserve. The appropriation to statutory reserve of Baoviet Bank is determined by Shareholders meeting. The utilization of these statutory reserves is in accordance with guidelines as stipulated in Decree. 146.
Catastrophe reserve Catastrophe reserve is accrued annually until such reserve reaches 100% of the retained premiums of the current fiscal year and is made based on retained premiums and based on Bao Viet Insurances managements experience of historical data. On 28 December 2005, the Ministry of Finance issued Decision 100/2005/QD-BTC governing the publication of four new accounting standards, one of which is Vietnamese Accounting Standard (VAS) 19 - Insurance Contract. Following the issuance of this Standard, starting from January 2006, the provision of catastrophe reserve is no longer required since it represents possible claims under contracts that are not in existence at the reporting date. However, since the Ministry of Finance has not issued detailed guidance for the implementation of VAS 19 and in accordance with the provision set out in Decree 46/2007/ND-CP issued by the Government of Vietnam on 27 March 2007 regarding financial regulations for insurance enterprises, the Group is still providing for the catastrophe reserve at 3.5% of total retained premium for the year ended 31 December 2010 according to official letter No.1393/BTC-QLBH dated 06 February 2009 and Official letter No.727/BTC-QLBH dated 18 January 2010.
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4.23 Taxation
Current income tax Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted as at the balance sheet date. Current income tax is charged or credited to the consolidated income statement, except when it relates to items recognised directly to equity, in which case the deferred current income tax is also dealt with in equity. Current income tax assets and liabilities are offset when there is a legally enforceable right for the Group to set off current tax assets against current tax liabilities and when the Group intends to settle its current tax assets and liabilities on a net basis. As disclosed in Note 4.1, the Group adopted the VAS 10 in relation to foreign currency transactions from the year 2010. However, the Group applies Circular 130/2008/TT-BTC dated 26 December 2008 and Circular 177/2009/TT-BTC dated 10 September 2009 issued by the Ministry of Finance in calculating the taxable income relating to these transactions. Deferred tax Deferred tax is provided using the liability method on temporary differences at the balance sheet date between the tax base of assets and liabilities and their carrying amount for financial reporting purposes. Deferred tax liabilities are recognised for all taxable temporary differences, except: where the deferred tax liability arises from the initial recognition of an asset or liability in a transaction which at the time of the related transaction affects neither the accounting profit nor taxable profit or loss; and in respect of taxable temporarily differences associated with investments in subsidiaries and associates, and interests in joint ventures where timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets are recognized for all deductible temporary differences, carried forward unused tax credit and unused tax losses, to the extent that it is probable that future taxable profits will be available against which these deductible temporary differences, carried forward unused tax credit and unused tax losses can be utilized, except:
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4.26 Offsetting
Financial assets and liabilities are offset and presented on net basis on the consolidated balance sheet when and only when the Group has the intention and legal right to make payment on net basis, or the settlement of financial assets and liabilities happen at the same time.
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7. INVENTORIES
31 December 2010 VND Pre-printed certificates Materials and stationery Tools/ Equipment Work in progress (*) 13,750,685,339 8,636,859,860 2,116,641,003 92,758,996,462 31 December 2009 VND 10,177,565,405 9,488,302,527 574,125,330 86,881,533,090
5,844,707,147,758
2,532,644,263,412
Total inventories
Provision for obsolete inventories
117,263,182,664
117,263,182,664
107,121,526,352
107,121,526,352
(*) Cash equivalents comprise of term deposits at financial institutions having original maturities of no more than 3 months and interest at rates denominated in Vietnam dong ranging from 8.5% to 16.5% per annum and in US dollar with interest rate ranging from 0.2% to 1.4% per annum.
6. ACCOUNTS RECEIVABLES
31 December 2010 VND Receivables from insurance activities Gross written premium receivables Reinsurance assumed receivables Reinsurance ceded receivables Other receivables from insurance activities Receivables from co-insurers 501,744,386,049 69,830,833,871 857,276,129,659 1,264,166,676 23,254,922,871 318,134,288,531 74,315,180,815 873,267,024,099 1,122,133,839 6,335,705,691 31 December 2009 VND
(*) Work in progress represents investment properties under construction of BVInvest. These items are recorded in inventory account and will be recognized in cost of goods sold when theyre sold.
Commercial loans
In which: Short-term loans Medium-term loans Long-term loans
5,394,881,793,498
2,945,413,518,436 1,115,916,458,477 1,333,551,816,585
2,070,446,430,293
1,224,593,789,651 471,228,961,441 374,623,679,201
1,273,174,332,975
9,351,089,507 9,351,089,507
Loans and advances to credit institutions Provision for credit losses Net loans and advances to credit institutions
15,004,672,895
14,169,850,360
8,928,848,933 293,214,114,444 511,835,722,629 22,988,904,912 11,067,001,000 2,874,246,605 5,021,488,048 208,516,086,800 4,286,403,001 1,068,732,816,372
For the year ended 31 December 2010 interest rate (% per annum) Commercial loans in VND Commercial loans in foreign currency 12% - 22% 4% - 9%
272,320,059,245
3,277,984,558,990
100,924,531,492
2,466,352,620,706
(71,469,668,078) 3,206,514,890,912
(38,722,496,241) 2,427,630,124,465
(*) Other receivables as at 31 December 2010 include an amount of VND 106,761,864,000 being the money transferred to issuers to buy shares for BVSCs customers under brokerage contracts signed between BVSC and clients.
5,394,881,793,498
2,070,446,430,293
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Cost:
31 Dec 2009 New purchases Disposals 31 Dec 2010 Accumulated amortisation: 31 Dec 2009 Amortisation during the year Decrease due to disposals 619,162,684,653 2,551,361,733 (293,441,118) 621,420,605,268 7,105,055,229 5,336,369,799 (246,883,623) 86,050,244,082 83,627,611,783 169,677,855,865 48,856,611,950 20,749,827,766 707,105,030,491 86,178,973,516 (293,441,118) 792,990,562,889 56,975,029,873 26,589,542,921 (246,883,623)
384,433,381
34,827,482,749
35,211,916,130
31 Dec 2010
Net book value: 31 Dec 2009 31 Dec 2010
12,194,541,405
612,057,629,424 609,226,063,863
69,606,439,716
37,193,632,132 100,071,416,149
1,516,708,050
878,739,062 375,393,706
83,317,689,171
650,130,000,618 709,672,873,718
124,380,963,587
339,634,178,103
Details of the capital constructions in progress at 31 December 2010 are as follows: 31 December 2010
482,680,237,829
VND Buildings under construction at Bao Viet Insurance Buildings under construction at Baoviet Bank Buildings under construction at Bao Viet Life Buildings under construction at the Holdings 12,879,128,752 6,352,444,033 174,930,810,801 30,734,441,927 17,455,030,240
Net book value: 31 Dec 2009 31 Dec 2010 389,667,997,793 638,289,416,572 19,217,938,695 20,825,353,475 82,883,743,618 142,799,828,782 78,035,652,933 86,400,602,803 63,788,914 52,897,244 569,869,121,953 888,368,098,875
70,600,000 242,422,455,753
429,277,918,123
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13. INVESTMENTS
13.1 Short-term investments
Notes Term deposits at financial institutions Bonds Listed shares Other short-term investments 13.1.1 13.1.2 13.1.3 31 December 2010 VND 6,889,370,528,889 860,005,838,111 1,885,055,919,490 251,461,789,100 31 December 2009 VND 6,652,102,000,000 478,650,208,005 1,808,610,603,564 -
13.2.1
338,561,803,678
313,559,572,889
9,885,894,075,590
Provision for impairment of short-term investments (853,702,451,855)
8,939,362,811,569
(363,299,115,494)
9,032,191,623,735
8,576,063,696,075
Total long-term investments
18,402,589,538,431
15,512,602,012,844
18,741,151,342,109
15,826,161,585,733
(197,396,840,633) 18,543,754,501,476
(195,997,534,321) 15,630,164,051,412
6,889,370,528,889
6,652,102,000,000
The above short-term deposits have maturities not over one year and interest at rates ranging from 8.2% to 17.8% per annum for VND and being1% per annum for USD.
13.1.2 Bonds
Type of bonds Corporate bonds Government bonds Currency VND VND Term (years) 1-5 years 5-7 years Rate (%) 8% - 15% 7.15% - 16% 31 December 2010 VND 650,022,000,000 209,983,838,111
860,005,838,111
The Groups short-term bonds are bonds which have remaining maturity of not over one year.
338,561,803,678
313,559,572,889
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13.2.1.c Investment in Long Viet Investment and Construction Company Ltd (Long Viet) and
31 December 2010 VND Opening balance Capital recovery upon the liquidation of Quang Minh Project Increase investment in Long Viet Dividend received Share of retained profit for the year 19,797,937,689 (14,000,000,000) 24,807,000,000 4,207,206,502 34,812,144,191
Invested company Associates Bao Viet Tourism Hotel JSC VIGEBA Long Viet Investment and Construction Co. Ltd Joint ventures Bao Viet Tokio Marine Insurance Joint Venture (Control right: 50%) Bao Viet-SCIC Investment Limited Company
4,500,000,000 -
51% 50%
Closing balance
Closing balance
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13.2.3 Bonds
Type of bonds Corporate bonds Government bonds Currency VND VND Term (years) 2-20 years 2-15 years Interest rate (%) 7.2%-16% 7.7%-12.1% Value as at 31 December 2010 VND 4,159,352,934,482 10,291,193,282,758 14,450,546,217,240
These are equity investments in other entities which the Group has neither control right nor significant influence on. Hence, these are not investment in joint-ventures or associates. Breakdown of the investments by source is as follows: Breakdown of the investments by source is as follows: 31 December 2010 VND The Holdings Bao Viet Insurance Bao Viet Life Bao Viet Security Joint Stock Company Bao Viet Security Investment Fund Bao Viet Fund Management Company 962,254,966,767 60,500,000,000 88,747,960,000 92,911,383,000 105,346,105,000 14,770,461,000 39,968,333,000 1,364,499,208,767 31 December 2009 VND 638,504,280,000 103,460,559,767 226,072,777,000 400,058,558,625 125,466,565,000 24,510,621,000 39,968,333,000 1,558,041,694,392
Loans
Name of borrower Greenline Limited Company Ltd Term (years) 2 years Interest rate (%) 9.6% 31 December 2010 VND 2,106,027,200 2,106,027,200
BVInvest
Trusted loans
Name of borrower Orion Hanel Company Ltd Currency USD Trusted bank BIDV - Bac Thang Long Term 6 years Rate (%) 7.4% 31 December 2010 VND 39,279,110,166 39,279,110,166 Total loans and trusted loan 41,385,137,366
The above loans and trusted loans are overdue and borrowers have no capacity for paying back the loans. Hence, the Group has made 100% provision for credit losses for these loans.
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Taxes Value added tax Enterprise Income Tax Personal Income Tax Land lease tax Other taxes 18,042,750,720 93,170,087,183 3,939,485,398 9,817,641 13,679,455,963 128,841,596,905 295,947,115,802 272,482,308,411 71,590,043,372 2,263,656,733 29,487,645,126 671,770,769,444 287,403,399,457 318,521,037,200 67,056,801,811 2,207,299,048 37,560,114,139 712,748,651,655 26,586,467,065 47,131,358,394 8,472,726,959 66,175,326 5,606,986,950 87,863,714,694
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Current year VND Current Enterprise Income Tax Deferred Enterprise Income Tax Enterprise Income Tax Expense 272,482,308,411 2,122,672,833 274,604,981,244
The current tax payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the consolidated income statement because it excludes items of income or expenses that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Groups liability for current tax is calculated using tax rates that have been enacted by the balance sheet date. Current year VND
Profit before tax Increase adjustment on profit before tax Expenses disallowed for tax purpose Reduction adjustment on profit before tax Dividends (tax exempted) Bond interest which is subject to tax exemption Gain from foreign exchange difference Other reductions Non-taxable (loss)/profit arising from consolidation adjustments Non-taxable loss Loss transferred from last year Total adjustment on profit before tax Equalization reserve Estimated current taxable income in which: Profit taxed at 25% Profit taxed at preferential rate of 17.5% Profit taxed at 10% Profit taxed at preferential rate of 7% Adjustment according to State Investigators Total estimated tax expense EIT reduction according to Circular No. 03/2009/TT-BTC Other adjustments Tax expense charged to current year Opening balance of EIT payables Current EIT paid during the year Estimated enterprise Income Tax payables 1,051,842,920,820 21,042,296,436 7,579,376,993 272,482,308,411 (162,028,433) 272,482,308,411 93,170,087,183 (318,521,037,200) 47,131,358,394 869,652,559,502 79,364,908,893 38,551,700,247 234,000,617,951 (7,177,654,108) 285,883,677 227,108,847,520 58,758,433,893 (192,697,194,230) 93,170,087,183 1,254,901,112,464 31,906,643,605 31,906,643,605 (249,761,504,870) (133,558,710,320) (43,637,255,776) (34,922,724,364) (37,642,814,410) (112,629,466,034) 154,463,863,895 (176,020,463,404) (5,995,431,804) 1,072,885,217,256
(*) This represents the subscription money received from existing shareholders for their exercise of right issues in January 2011. (**) This relates to the dividend payable in respect of 2008 to the Ministry of Finance (the MOF) that the Holdings has been authorized to use as the MOFs contribution in the Holdings charter capital. During the year 2010, an amount of VND 458,517,600,000 was transferred to a bank account for the preparation of the MOFs contribution in the Holdings charter capital that took place in January 2011. (***) These include amounts received from customers under brokerage contracts to buy shares totaling VND 106,761,864,000.
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Term savings deposits in VND Term deposits in foreign currencies Term savings deposits in foreign currencies Margin deposits Margin deposits in VND Margin deposits in foreign currencies
Previous year interest rate per annum 3.6% 3.6% 0.6% 0.6%
10% - 14% 10.49% - 14% 0.8% - 6.02% 2.57% - 6.05% 10.49% - 14%
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21. RESERVES
UPR Reserve VND Life Insurance Balance at 31 Dec 2009 Net movement of provision Balance at 31 Dec 2010 845,499,257,711 6,282,742,289 851,782,000,000 13,149,693,155,870 798,042,718,390 13,947,735,874,260 7,640,970,100 (1,834,693,300) 5,806,276,800 789,360,245,400 117,599,952,203 906,960,197,603 16,737,624,949 5,995,431,804 22,733,056,753 14,808,931,254,030 926,086,151,386 15,735,017,405,416 Mathematical Reserve VND Claims Reserve VND Catastrophe Reserve VND Dividend Reserve VND Equalisation Reserve VND Total VND
General Insurance Balance at 31 Dec 2009 Net movement of provision Balance at 31 Dec 2010 Total balance at 31 Dec 2009 Balance at 31 Dec 2010 1,374,398,817,886 220,982,830,862 1,595,381,648,748 2,219,898,075,597 2,447,163,648,748 13,149,693,155,870 13,947,735,874,260 1,088,970,211,604 126,580,809,497 1,215,551,021,101 1,096,611,181,704 1,221,357,297,901 193,572,226,768 113,439,977,163 307,012,203,931 193,572,226,768 307,012,203,931 789,360,245,400 906,960,197,603 16,737,624,949 22,733,056,753 2,656,941,256,258 461,003,617,522 3,117,944,873,780 17,465,872,510,288 18,852,962,279,196
24. REVENUE
24.1 Gross written premium
Current year VND Life Insurance Endowment insurance Universal life 3,387,950,268,309 507,352,226,058 2,364,709,869 9,240,606,719 35,607,154,756 100,921,532,389 2,408,767,617 4,045,845,265,717 3,427,486,254,644 142,598,222,121 2,350,738,591 10,436,638,371 44,628,470,307 81,977,216,471 929,248,718 3,710,406,789,223 Previous year VND
31 Dec 2009 Additional capital contribution Profit of current year Appropriation to other reserves Dividends for the year 2009 paid to Shareholders Appropriation to bonus and welfare fund for the year 2009 Remuneration to the Board of Directors and Supervisory Board of the Holdings and subsidiaries for the year Recognition foreign exchange difference to income of the year 31 Dec 2010
5,730,266,050,000 536,824,740,000 -
1,734,745,821,197 1,342,061,850,000 -
Rider Bancassurance Total life insurance premium General Insurance Cargo Insurance
(630,329,265,500)
(630,329,265,500)
310,121,673,435 526,994,515,342 43,003,905 197,709,637,806 391,534,726,447 333,230,309,272 81,200,645,832 1,838,316,517 1,272,336,429,565 1,083,140,922,671 4,198,150,180,792 8,243,995,446,509
268,817,818,616 493,828,426,844 1,280,716,534 209,152,701,150 292,439,471,825 289,678,053,640 77,382,803,115 1,691,144,952 1,141,252,840,591 907,436,938,316 3,682,960,915,583 7,393,367,704,806
(67,199,512,505)
(67,199,512,505)
(2,772,317,981)
(2,772,317,981)
(2,311,619,948)
(2,311,619,948)
6,267,090,790,000
3,076,807,671,197
16,075,608,000
79,245,733,155
13,810,688,873
18,316,956,265
103,568,802,818
1,092,860,463,349
10,667,776,713,657
Agriculture Insurance Automobile Insurance Health & Personal Accident Insurance Total general insurance premium Total gross premium
(*) The balance of foreign exchange translation reserve of VND 16,075,608,000 as at 31 December 2010 represents the foreign exchange difference resulted from the conversion of accounting currency of Bao Viet Tokio Marine Insurance Joint Venture from USD to VND since 1 January 2008. This balance does not include the foreign exchange difference related to the application of Circular 201 in 2009, as that difference has been charged to this years consolidated income statement arising from the Groups change in accounting policy to adopt VAS 10 during the year. (**) Other reserve represents the Groups retained interest in share premium of Bao Viet Securities Joint Stock Company (BVSC) arising after consolidating the financial statements of BVSC into the Groups consolidated income statements.
144
145
24.3 Deductions
Current year VND Reinsurance premium ceded Cargo Insurance Hull- P&I Insurance Oil & Gas Insurance Aviation Insurance Engineering Insurance Fire & Other Insurance Human Insurance 1,083,576,007,876 45,600,557,199 286,400,031,710 1,077,373,187 181,396,605,802 226,464,250,181 296,816,794,625 45,820,395,172 Previous year VND 979,534,348,986 76,721,126,322 233,587,174,870 (1,409,820,503) 190,016,987,506 176,784,037,350 278,087,207,798 25,747,635,643
Oil & Gas Insurance Aviation Insurance Engineering Insurance Fire & Special Risk Insurance General Indemnity Insurance Agriculture Insurance Automobile Insurance Health & Personal Accident Insurance
2,065,444,546 2,065,444,546
1,915,407,401 1,915,407,401
Premium returns Life insurance activities General insurance activities Total deductions
Oil & Gas Insurance Aviation Insurance Engineering Insurance Fire & Other Insurance
146
147
148
149
Current year VND Interest from term deposits Interest from investments in bonds and treasury bills Loan interest Dividend income Gains from foreign exchange rate difference Gain from securities trading 1,185,626,488,564 1,292,247,734,837 138,779,643,025 172,649,771,720 85,159,812,378 202,266,719,820 2,200,325,239 3,078,930,495,583
Previous year VND 798,608,237,220 1,009,383,409,804 134,587,760,205 115,183,397,972 37,962,027,832 296,360,210,695 1,390,548,344 2,393,475,592,072
Banking operation Salaries and other staff costs Materials and office supplies Depreciation expenses Taxes and fees expenses Expenses for external service Other expenses 62,209,575,963 5,656,293,280 14,431,718,993 2,057,071,774 41,870,252,454 10,770,180,371 136,995,092,835 32,968,069,187 924,431,393 8,536,910,164 13,865,930,257 7,162,925,528 4,049,561,412 67,507,827,941
Current year VND Dividend reserves 117,599,952,203 81,604,113,636 188,219,664,922 165,930,761,116 356,479,792,648 491,802,642,676 66,777,853,343 1,468,414,780,544
Previous year VND 258,514,225,821 47,113,399,541 81,675,392,628 90,993,378,238 (636,133,369,371) 489,714,299,789 331,877,326,646
Other operations of the group Salaries and other staff costs Materials and office supplies Depreciation expenses Taxes and fees expenses Expenses for external service Provision expenses Other expenses 98,682,356,086 9,070,666,532 36,166,622,296 1,914,388,743 72,338,229,727 11,121,428,699 29,399,169,191 258,692,861,274 1,724,057,419,395 90,151,037,799 8,294,082,609 30,727,698,249 200,492,030 40,797,439,737 24,355,845,269 194,526,595,693 1,449,516,010,995
Exchange rate difference Loan interest expenses Dividend paid to policyholders Loss from trading securities Financial provision expenses/(reversal) Other financial expenses
150
151
Related parties Ministry of Finance HSBC Insurance (Asia Pacific) Holdings Limited
Transactions Dividends for the year 2009 paid to MOF Additional capital contribution to the Holdings Dividends for the year 2009 paid to HSBC Insurance (Asia Pacific) Holdings Limited Additional capital contribution to the Holdings
SCIC
Dividends for the year 2009 paid to SCIC Additional capital contribution to the Holdings
Dividend advance to the Holdings Additional capital contribution by the Holdings Additional capital contribution to Long Viet JSC
Remuneration of members of the Board of Directors and the CEO of the Holdings: Current year VND Previous year VND 1,464,320,998 1,464,320,998
Remuneration of members of the Board of Directors and the CEO of the Holdings
1,449,600,000 1,449,600,000
There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date and the date of completion of these consolidated financial statements.
152
153
The following table presents operating result of the Groups operating segments for the year ended 31 December 2010:
Unit: Million VND
For the year ended 31 December 2010 Life insurance services General insurance services Financial services Banking services Real -estate operations and other activities -
Total
Gross written premium Reinsurance premium assumed Deductions (Increase)/decrease in unearned premium reserve and mathematical reserve Commissions on reinsurance ceded Other income from insurance activities Total operating revenues Claim and maturity payment expenses Claim expenses for reinsurance assumed Deductions Claim expenses using catastrophe reserve (Increase)/ decrease in claims reserve Provision for catastrophe reserve Other operating expenses Total direct expenses for insurance activity Gross operating profit Net profit from banking activities Net profit from other activities Selling expenses General administration expenses Finance profit
8,243,995
186,624 (1,152,035) (1,025,308)
3,233,117 (2,879,287) 1,835 (380,273) (3,257,725) (24,608) (142,184) (405,863) 1,163,821 6,967
183,299 5,959 3,209,417 (1,755,427) (51,747) 391,909 (72,200) (113,440) (608,659) (2,209,564) 999,853 (926,244) 232,045 5,321
326,006 (149,837) -
183,299 5,959 6,442,534 (4,634,714) (51,747) 391,909 (70,365) (113,440) (988,932) (5,467,289) 975,245 418,632 41,919 (142,837) (1,724,057) 1,610,516 21,774
Transfer prices between business segments are set on an arms length basis in a manner similar to transactions with third parties. Segment revenue, segment expenses and segment result include transfers between business segments. Those transfers are eliminated in preparation of consolidated financial statements. Geographical segments These consolidated financial statements do not include information on geographical segments of Bao Viet Group that is engaged in providing products or services within the same economic environment and that is subject to similar risks and returns. Business segments The following tables present revenue and profit information regarding the Groups business segments for the year ended 31 December 2010 and for the year ended 31 December 2009, respectively:
Other income
523
1,411
176,692
52,298
53,709
599,544
310,975
775,936
1,017
(609,263)
1,254,901
1 Currently, the Group has not yet provided life reinsurance services.
2 Majority of this adjustment relate to dividend and profit transferred from subsidiaries, associates and joint-ventures to the Parent Company
154
155
The following table presents operating results of the Groups operating segments for the year ended 31 December 2009:
Unit: Million VND
For the year ended 31 December 2009 Life insurance services General insurance services Financial services Banking services Real -estate operations and other activities
-
The following table presents financial position of the Groups operating segments as at 31 December 2010:
Unit: Million VND
As at 31 December 2010 Life insurance services General insurance services Financial services Banking services Real -estate operations and other activities Adjustments and eliminations Total
Total
ASSETS
Gross written premium Reinsurance premium assumed Deductions (Increase)/decrease in unearned premium reserve and mathematical reserve Commissions on reinsurance ceded Other income from insurance activities Total operating revenues Claim and maturity payment expenses Claim expenses for reinsurance assumed Deductions Claim expenses using catastrophe reserve (Increase)/ decrease in claims reserve Provision for catastrophe reserve Other operating expenses Total direct expenses for insurance activity Gross operating profit Net profit from banking activities Net profit from other activities Selling expenses General administration expenses Finance profit Other income Profit in associates and joint venture Profit before tax 2,463,326 (2,424,859) (2,624) (332,530) (2,760,013) (296,687) 3,540 (122,023) (419,814) 1,289,576 1,050 455,642 146,828 5,864 2,730,099 (1,625,702) (46,247) 386,713 (102,994) (98,132) (527,834) (2,014,196) 715,903 (748,323) 245,912 5,753 219,245 145,660 (190,899) 1,357,548 (152) 1,312,157 20,410 (20,417) 5,174 16 5,183 72,776 (85,011) 9,968 (836,612) 13,058 (825,821) 146,828 5,864 3,710,407 (6,006) (1,241,075) 3,682,961 151,666 (1,030,842) (226,378) 7,393,368 151,666 (1,036,848) (1,467,453)
172,981
86,399
1,271,228
3,499,094
8,673
806,332
5,844,707
927,107
927,107
32,361
32,361
Other receivables
973,726
565,950
1,418,379
543,553
60,365
(1,314,927)
2,247,046
Financial investments
5,193,425 (4,050,561) (46,247) 386,713 -
18,741,596
3,455,848
12,097,469
3,653,044
39,968
(10,411,978)
27,575,947
155,146
185,934
464,780
39,078
43,430
888,368
210,517
398,806
44,088
41,621
14,640
709,672
Loans to customers
5,889,067
5,889,067
Other assets
(105,618) (98,132) (860,364) (4,774,209)
307,587
100,615
74,627
52,414
94,263
24,156
653,662
TOTAL ASSETS
20,593,914
5,720,659
15,370,571
13,717,871
261,339
(10,896,417)
44,767,937
LIABILITIES
Short-term liabilities
3,250,231
1,050,914
2,754,358
1,758,828
96,010
(2,689,338)
6,221,003
156,484 (80,030)
Customer deposits
10,311,172
(2,713,333)
7,597,839
Long-term liabilities
27,653
11,763
21,331
20,080
80,827
15,735,017
3,117,945
18,852,962
39
76,493
TOTAL LIABILITIES
19,012,901
4,180,622
2,775,689
12,070,000
96,010
(5,382,591)
32,752,631
OWNERS EQUITY
1,581,013
1,540,037
12,594,882
1,647,871
165,329
(6,861,356)
10,667,776
MINORITY INTERESTS
1,347,530
1,347,530
20,593,914
5,720,659
15,370,571
13,717,871
261,339
(10,896,417)
44,767,937
3 Majority of this adjustment relate to dividend and profit transferred from subsidiaries, associates and joint-ventures to the Parent Company
156
157
The following table presents financial position of the Groups operating segments as at 31 December 2009:
Unit: Million VND
As at 31 December 2009 Life insurance services General insurance services Financial services Banking services Real -estate operations and other activities Adjustments and eliminations Total
ASSETS
204,451
104,458
379,849
1,891,961
33,737
(81,812)
2,532,644
Consolidated balance sheet Foreign exchange difference reserves Retained earnings 5,566,044,904 5,566,044,904 (5,566,044,904) 5,566,044,904
947,582
947,582
21,099
303,371
324,470
Consolidated income statement Net foreign exchange gain taken to the consolidated income statement Basic earnings per share 5,566,044,904 1.527 1.518 5,566,044,904 9
Other receivables
765,550
171,600
1,064,688
128,946
16,523
(991,729)
1,155,578
Financial Investments
15,576,620
2,499,449
10,856,161
2,369,066
39,968
(7,111,588)
24,229,676
348,860
175,511
448,211
31,467
48,500
1,052,549
202,727
393,983
15,394
23,386
14,640
650,130
Loans to customers
2,809,879
(185,122)
2,624,757
VND Total lease payments under non-cancellable operating lease contracts which fall due: Within one year From one to five years 39,150,040,652 153,566,642,631 56,782,451,578 249,499,134,861
Other assets
30,774
40,349
18,776
15,050
88,474
3,808
197,231
TOTAL ASSETS
17,150,081
4,636,303
12,783,079
7,269,755
241,842
(8,366,443)
33,714,617
LIABILITIES
Short-term liabilities
24,707
7,988
21,200
5,223,362 -
(1,436,400) 19,345
3,786,962 73,240
14,808,931
2,656,941
17,465,872
TOTAL LIABILITIES
15,622,648
3,623,202
2,147,866
5,706,647
76,663
(3,350,140)
23,826,886
OWNERS EQUITY
1,527,433
1,013,101
10,635,213
1,563,108
165,179
(6,365,219)
8,538,815
17,150,081
4,636,303
12,783,079
7,269,755
241,842
1,348,916 (8,366,443)
1,348,916 33,714,617
158
159
In addition, some comparative information in the consolidated financial statements for the year ended 31 December 2009 has been represented to be in conformity with the financial statement presentation of this year.
160
This supplementary financial information is extracted from the audited consolidated financial statements of Bao Viet Holdings and its subsidiaries (the Group), which were prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board. The preparation of these IFRS financial statements is not required under Vietnamese rules or regulations but as part of the Groups restructuring and enhancing corporate governance programs in order to improve the prestige and strengthen the competitiveness in Vietnam and international markets. The disclosure of this supplementary financial information is solely on a voluntary basis. The Groups management believes the disclosure of this supplementary financial information may help the users of this annual report to better understand the Group from an internationally accepted accounting principles. A full detailed audited consolidated financial statements prepared under IFRS for the year ended 31 December 2010 is available for download in our website (www.baoviet.com.vn). Users of this annual report should refer to the full set audited consolidated financial statements to ensure the completeness and accuracy of financial information.
2010 VND
Gross premiums Less: Reinsurance premiums ceded Net written premiums Changes in unearned premium reserves Net earned premiums Commission income on reinsurance ceded Other insurance income Total revenue from insurance business Net income from banking operations Investment income Other operating income Total other revenues TOTAL OPERATING INCOME Gross benefit and claim expenses Claims expenses for reinsurance assumed Claims ceded to reinsurers Gross change in insurance contract liabilities Change in insurance contract liabilities ceded to reinsurers Net claims and benefits incurred Commission and underwriting expenses of insurance operations Other reinsurance assumed expenses Expenses on reinsurance ceded Selling expenses General and administrative expenses Financial expenses Other operating expenses Total commission and expenses TOTAL BENEFITS, CLAIMS AND OTHER EXPENSES Profit before share of profit of associates and joint ventures Share of profits of associates and joint ventures PROFIT BEFORE TAX Income tax expense PROFIT AFTER TAX 8,362,160,707,778 (1,083,576,007,876) 7,278,584,699,902 (220,982,830,862) 7,057,601,869,040 183,298,558,113 5,958,591,545 7,246,859,018,698 403,745,827,428 2,136,964,480,980 221,848,060,341 2,762,558,368,749 10,009,417,387,447 (4,898,558,394,006) (51,747,327,052) 372,222,596,603 (1,165,179,176,829) 221,988,660,835 (5,521,273,640,449) (924,160,351,685) (40,479,795,339) (24,291,615,218) (142,837,253,724) (1,815,221,814,718) (266,230,168,791) (159,466,623,297) (3,372,687,622,772) (8,893,961,263,221) 1,115,456,124,226 53,709,140,782 1,169,165,265,008 (227,581,071,801) 941,584,193,207
2009 VND
7,487,720,251,372 (979,534,348,986) 6,508,185,902,386 (215,504,405,765) 6,292,681,496,621 146,828,204,959 5,863,915,547 6,445,373,617,127 229,260,724,218 2,524,029,143,776 164,619,210,737 2,917,909,078,731 9,363,282,695,858 (4,370,233,793,548) (46,246,678,770) 366,196,782,586 (1,412,603,234,671) 21,340,944,724 (5,441,545,979,679) (812,295,263,119) (35,541,606,643) (12,526,877,265) (122,023,207,897) (1,508,025,648,804) (89,309,579,912) (62,080,670,739) (2,641,802,854,379) (8,083,348,834,058) 1,279,933,861,800 13,057,543,886 1,292,991,405,686 (235,025,704,943) 1,057,965,700,743
162
163
2010 VND Net profit attributable to: Equity holders of the parent Non-controlling interests 919,459,250,402 22,124,942,805 941,584,193,207
2009 VND
Assets Tangible fixed assets Investment properties Intangible assets Investments in associates and joint ventures 979,030,747,437 23,448,947,000 576,759,679,199 338,561,803,678 10,519,261,133,615 13,405,885,995,299 2,091,984,300,963 815,858,725,100 5,930,242,259,658 1,106,402,220,654 278,252,333,116 394,053,603,348 1,737,555,070,923 1,049,074,183,733 5,877,952,763,741 45,124,323,767,464 873,384,210,750 23,448,947,000 477,971,962,067 313,559,572,889 8,836,925,601,627 11,873,808,593,954 2,735,560,526,347 765,373,585,900 2,651,619,373,077 1,030,002,323 1,115,336,143,651 174,133,911,091 259,370,910,528 1,530,374,005,223 593,395,822,082 2,544,295,519,291 34,769,588,687,800
Fixed maturity investments Available-for-sale Loans and receivables Equity investments Available-for-sale Fair value through profit or loss Loans and advances to customers Loans and trusted loans Policy loans Deferred tax assets Insurance receivables Reinsurance assets Other assets and prepayments Cash and cash equivalents TOTAL ASSETS Shareholders Equity Contributed capital Share premium reserve Retained earnings 6,267,090,790,000 3,076,807,671,197 688,471,240,981 (22,868,249,209) 16,075,608,000 13,810,688,873 18,316,956,265 79,245,733,155 103,568,802,818 10,240,519,242,080 1,355,361,118,553 11,595,880,360,633 19,722,345,843,077 28,797,689,798 4,619,623,951,636 4,642,530,862,246 35,305,467,978 87,863,714,694 14,774,169,054 663,271,034,790 3,713,930,673,558 33,528,443,406,831 45,124,323,767,464 5,730,266,050,000 1,734,745,821,197 515,243,918,864 616,252,858,196 18,387,227,948 10,222,384,015 11,699,111,508 43,521,050,471 103,568,802,818 8,783,907,225,017 1,369,851,950,129 10,153,759,175,146 18,157,177,388,009 44,318,154,563 2,097,098,977,495 2,132,918,721,689 43,226,021,957 128,841,596,905 164,512,319,485 605,823,401,743 1,241,912,930,808 24,615,829,512,654 34,769,588,687,800
Other comprehensive income for the year Available-for-sale investments: net movement in the fair value reserve Income tax relating to components of other comprehensive income Other comprehensive income for the year, net of tax Total comprehensive income for the year, net of tax Total comprehensive income attributable to: Equity holders of the parent Non-controlling interests 280,338,142,997 8,508,718,365 1,165,450,111,352 126,086,082,472 (861,692,667,688) 208,955,335,843 (652,737,331,845) 288,846,861,362 293,635,150,900 (60,064,657,819) 233,570,493,081 1,291,536,193,824
Revaluation reserve for available-for-sale assets Foreign exchange translation reserve Investment and development fund Finance reserve fund Statutory reserve Other reserves Shareholders Equity Non-controlling interests TOTAL EQUITY Liabilities Insurance contract liabilities Severance allowance Amount due to customers Due to banks and other financial institutions Advances from customers Tax and statutory obligations Deferred tax liabilities Insurance payables Trade and other liabilities TOTAL LIABILITIES TOTAL EQUITY AND LIABILITIES
164
165
Share capital
Retained earnings
VND Balance at 1 January 2009 Profit for the year Profit appropriation to other reserves Dividends paid to shareholders Payment to Board of Directors and Supervisory Board Buy treasury shares Movement in value of Availablefor-sale investments Other increase/(decrease) 5,730,266,050,000 -
Financial reserve
Statutory reserves
Other reserve
Total
2010 VND CASH FLOWS FROM OPERATING ACTIVITIES Premium received and interest income received Payment to suppliers Payment to employees Enterprise income tax paid Other cash inflows from operating activities Other cash outflows from operating activities Net cash flows from operating activities CASH FLOWS FROM INVESTMENT ACTIVITIES Purchase of tangible fixed assets Proceeds from disposals of tangible fixed asset (244,601,678,911) 654,142,947 (10,573,069,513,692) 4,928,885,195,844 (6,007,088,767,440) 6,739,077,003,398 194,782,794,193 (4,961,360,823,661) 12,454,944,888,704 (9,981,578,704,434) (570,328,597,249) (318,521,037,200) 3,956,910,541,401 (4,922,592,129,067) 618,834,962,155
2009 VND
VND 103,568,802,818 -
Balance as at 31 December 2009 and 1 January 2010 Additional capital contribution Profit for the period Profit appropriation to other reserves Dividend paid to shareholders Profit appropriation to bonus and welfare fund Payment to BOD and Supervisory Board Movement in value of Available-for-sale investments
5,730,266,050,000 536,824,740,000 -
1,734,745,821,197 1,342,061,850,000 -
616,252,858,196 -
18,387,227,948 -
10,222,384,015 3,588,304,858 -
11,699,111,508 6,617,844,757 -
43,521,050,471 35,724,682,684 -
103,568,802,818 -
Loans to other entities and payments for purchases of debt instruments Repayments from borrowers and proceeds from sales of debt instruments Payments for investments Proceeds from sales of investments
(2,772,317,981)
(2,772,317,981)
Interest received, coupon and distributed profits Net cash outflows from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Cash receipts from issuing additional shares Cash receipts short and long term loans Dividends paid to shareholders Cash receipts from the rights issue Other cash outflows from financing activities Net cash inflows from financing activities Net cash inflows during the year Cash and cash equivalent at the beginning of the year Impact of exchange rate fluctuation Cash and cash equivalent at the end of the year
(639,121,107,405)
(639,121,107,405)
(2,311,619,948)
(2,311,619,948)
6,267,090,790,000
3,076,807,671,197
688,471,240,981
(22,868,249,209)
16,075,608,000
13,810,688,873
18,316,956,265
79,245,733,155
103,568,802,818
10,240,519,242,080
1,878,886,590,000 6,260,247,375,606 (651,929,265,500) 188,350,073,855 (150,000,000) 7,675,404,773,961 3,332,878,912,455 2,544,295,519,291 778,331,995 5,877,952,763,741
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1. RECONCILIATION OF GAAP DIFFERENCES BETWEEN VIETNAMESE ACCOUNTING STANDARDS (VAS) AND INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRS) FOR NET PROFIT AND EQUITY
(i) Net profit attributable to equity holders of the parent
2010 VND Prepared in accordance with VAS Financial assets Valuation differences and impairment adjustments Bond investments Equity investments Term deposits Insurance related balances Insurance contracts liabilities Reversal of catastrophe and equalisation reserve Impairment on direct premium and reinsurance premium receivables Other accounting balances Inventories written (off )/back to/from income statement Bonus and welfare fund written off Reversal on loan and receivables provision Fixed assets impairment and written off REPO contracts fee amortisation adjustment Adjustment on severance allowance provision Adjustment on professional expenses due to different recognition basis Deferred tax provision on above adjusting items Non-controlling interests Prepared in accordance with IFRS and reported in this supplementary financial information (4,264,192,940) (12,576,381,390) (1,313,416,041) 16,039,081,248 (44,642,173,637) 47,023,909,443 (421,438,762) 919,459,250,402 4,380,159,817 (35,048,205,891) 22,405,692,895 (1,052,152,099) (68,499,971,022) 119,435,408,967 (45,720,728,597) (33,695,792,934) 102,688,887,149 (1,838,118,035) (216,338,590,915) 86,798,827,182 91,341,721,493 (33,818,926,325) 44,344,913,420 (20,895,244,429) 952,597,195,373 2009 VND 891,754,255,672
(ii) Shareholders Equity 31 December 2010 VND Prepared in accordance with VAS Financial assets Valuation differences and impairment adjustments Bond investments Equity investments Term deposits Insurance related balances Insurance contracts liabilities Reversal of catastrophe and equalisation reserve Impairment on direct premium and reinsurance premium receivables Other accounting balances Inventories written off Fixed assets impairment and written off REPO contracts fee amortisation adjustment Adjustment on severance allowance provision Adjustment on professional expenses due to different recognition basis Deferred tax provision on above adjusting items (24,504,186,202) (86,677,923,337) (1,313,416,041) 16,039,081,248 (44,642,173,637) 259,422,927,696 (1,355,361,118,553) 10,240,519,242,080 (20,239,993,262) (74,101,541,947) 3,443,682,408 (1,369,851,950,128) 8,783,907,225,017 (382,097,730,829) 329,745,260,684 (78,444,619,212) (313,597,759,806) 210,309,851,717 (32,723,890,616) (728,649,915,711) 251,250,175,881 70,446,477,049 (136,667,006,402) 650,499,697,995 (20,895,244,429) 12,015,306,403,044 31 December 2009 VND 9,887,731,379,487
Non-controlling interests Prepared in accordance with IFRS and reported in this supplementary financial information
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2 NARRATIVE DESCRIPTION OF MATERIAL MEASUREMENT AND INCOME RECOGNITION DIFFERENCES BETWEEN VAS AND IFRS
ITEM Financial assets VAS Investments in securities and other investments are stated at their acquisition cost. Short term investments comprise the holdings of listed shares and other liquid securities, which are readily realisable and are intended to be held for not more than one year. Long term investments include listed and over-thecounter shares, government bonds, loans and trusted loans, and term deposits at banks, which are intended to be held for more than one year. Allowance for devaluation in value of all shares is created representing the excess of the acquisition cost over the market value at the reporting date. i) IFRS Financial assets designated at fair value through profit or loss is financial assets which on initial recognition are designated by the Group for measurement at fair value through profit or loss. ii) Investments intended to be held on a continuing basis are classified as available-for-sale (AFS) securities, and are initially measured at fair value plus direct and incremental transaction costs. At each balance sheet date the fair value is re-measured, with any resultant gain or loss being recognised in other comprehensive income and accumulated separately in equity in the fair value reserve until the investments are either sold or become impaired. When AFS investments are sold, cumulative gains or losses previously recognised in equity are recognised in the consolidated income statement. iii) Loans and receivables are non-derivative financial assets with fixed determinable payments that are not quoted in an active market. These investments are initially recognised at cost, being the fair value of the consideration paid for the acquisition of the investment. All transaction costs directly attributable to the acquisition are also included in the cost of the investment. After initial measurement, loans and receivables are measured at amortised cost, using the effective interest rate method. Gains and losses are recognised in the consolidated income statement when the investments are derecognised or impaired, as well as through the amortisation process.
ITEM Impairment
VAS Allowance for the diminution in value of all shares is created representing the excess of the acquisition cost over the market value at the reporting date.
IFRS Impairment is recognised on financial assets that are carried at amortised cost and on AFS financial assets whose fair value changes are recognised in other comprehensive income. Past impairment losses on AFS debt instruments (monetary assets) are reversed through income when fair value increases. For AFS equity instruments (non-monetary assets), past impairment losses are reversed through equity. An investment in an associate is stated initially at cost and is thereafter adjusted for the post-acquisition change in the Groups share of the assets of the investee. This carrying value is reduced where there is objective evidence of impairment.
Associate
Investment in an associate is not subject to impairment testing under VAS 7. Receivables are presented at the carrying amount due from customers and other debtors, along with the allowance for doubtful debts. The allowance for doubtful debts represents the estimated loss due to nonpayment arising on receivables that were outstanding at the balance sheet date, is calculated based on different ratio relating to the aging of the receivables. Fixed asset is carried at its cost less accumulated depreciation. Revaluation or write down for impairment is not allowed, unless a specific approval is received from the Ministry of Finance.
Receivables
Fixed asset is carried at its cost less accumulated depreciation and any accumulated impairment losses.
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ITEM
VAS Intangible assets are stated at cost less accumulated amortisation. Revaluation or write down for impairment is not allowed. Equalisation reserve is accrued based on net after tax profit of Bao Viet Life Corporation. The reserve for incurred but not reported claims in Bao Viet Insurance is calculated based on a specific formula agreed by the Ministry of Finance. Catastrophe reserve is accrued based on retained premiums and management judgement.
IFRS Intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment losses. Where the useful life of an intangible asset is assessed as indefinite, IAS 38 requires that the asset should not be amortised. IFRS 4 does not permit provisions for claims on contracts that are not in existence at the end of the reporting period (such as equalisation and catastrophe provisions).
Intangible assets
Full provision is made for the estimated cost of claims notified but not settled at the balance sheet date and for the estimated cost of claims incurred but not reported by that date.
Presentation
IFRS 4 does not allow offset of reinsurance assets against related insurance liabilities, or of income or expense from reinsurance contracts against the expense or income from the related insurance contracts. Therefore, the UPR assets and liability are presented gross on the statement of financial position and the consolidated income statement impact is similarly presented gross.
Income tax
VAS 17 does not address temporary differences and the deferred tax recognition in respect of business combinations, goodwill, assets carried at fair value and government grants.
Deferred tax assets and liabilities arise from deductible and taxable temporary differences respectively, being the differences between the carrying amounts of assets and liabilities for financial reporting purposes and their tax bases. Deferred tax assets also arise from unused tax losses and unused tax credits, if any. The amount of deferred tax recognised is measured based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively enacted at the balance sheet date.
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