Financial Statements in International Standards 4Q15

Transcrição

Financial Statements in International Standards 4Q15
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS
12/31/2015
SUL AMÉRICA S/A
Capital Stock
Shares Number
(units)
Capital Stock
Common
Preferred
Total
Treasury Stock
Common
Preferred
Total
Current Year
12/31/2015
512,362,664
509,842,829
1,022,205,493
6,538,091
13,076,183
19,614,274
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015
SUL AMÉRICA S/A
CASH DIVIDENDS
EVENT
APPROVAL
TYPE
DATE OF PAYMENT
TYPE OF SHARE
AMOUNT PER SHARE
Board of Directors Meeting
03/31/2015
Dividends
04/17/2015
Common share
Board of Directors Meeting
03/31/2015
Dividends
04/17/2015
Preferred share
0.06217
0.06217
Board of Directors Meeting
04/29/2015
Dividends
05/15/2015
Common share
0.01200
Board of Directors Meeting
04/29/2015
Dividends
05/15/2015
Preferred share
0.01200
Board of Directors Meeting
07/30/2015
Dividends
08/17/2015
Common share
0.01200
Board of Directors Meeting
07/30/2015
Dividends
08/17/2015
Preferred share
0.01200
Board of Directors Meeting
10/29/2015
Dividends
11/16/2015
Common share
0.01200
Board of Directors Meeting
10/29/2015
Dividends
11/16/2015
Preferred share
0.01200
Board of Directors Meeting
12/16/2015
Interest on Shareholders' Equity
4/18/2016
Common share
0.06982
Board of Directors Meeting
12/16/2015
Interest on Shareholders' Equity
4/18/2016
Preferred share
0.06982
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Assets
(in thousands of Reais)
Code
Description
1
Total Assets
1.01
Current Assets
1.01.01
Last Year - 12/31/2015
Penultimate - 12/31/2014
Before Penultimate - 12/31/2013
5,634,062
5,093,201
4,133,457
468,417
452,613
393,710
Cash and Cash Equivalents
611
27
149
1.01.01.01
Cash and Banks
611
27
149
1.01.01.02
Cash Equivalents
-
1.01.02
Marketable Securities
223,889
1.01.02.01
Marketable Securities Valued at Fair Value
1.01.02.01.01
Securities Trading
1.01.02.01.02
Securities Available for Sale
-
-
268,259
183,626
223,889
268,259
183,626
223,889
228,713
33,928
39,546
149,698
-
1.01.02.02
Marketable Securities Accounted for Amortized Cost
-
-
1.01.02.02.01
Securities Held to Maturity
-
-
-
1.01.03
Accounts Receivable
170,855
157,222
1.01.03.01
Customers
170,855
157,222
152,021
1.01.03.01.01
Receivables
170,855
157,222
152,021
152,021
1.01.03.02
Other Accounts Receivable
-
-
1.01.04
Inventories
-
-
-
1.01.05
Biological Assets
-
-
-
1.01.06
Tax Recoverable
72,867
27,105
57,914
1.01.06.01
Current Tax Recoverable
72,867
27,105
57,914
1.01.07
Prepaid Expenses
-
-
-
1.01.08
Other Current Assets
195
-
-
1.01.08.01
Non-current Assets for Sale
-
-
1.01.08.02
Assets of Discontinued Operations
-
-
-
1.01.08.03
Other
195
-
-
1.01.08.03.01
Reinsurance assets
-
-
1.01.08.03.02
Deferred Acquisition Costs
-
-
-
1.01.08.03.03
Other
195
-
-
1.02
Non-current Assets
1.02.01
Long-term Assets
5,165,645
4,640,588
3,739,747
1,449
45,841
1.02.01.01
6,260
Marketable Securities Valued at Fair Value
-
-
-
1.02.01.01.01
Securities Trading
-
-
-
1.02.01.01.02
Securities Available for Sale
-
-
1.02.01.02
Marketable Securities Accounted for Amortized Cost
-
9
10
1.02.01.02.01
Securities Held to Maturity
-
9
10
1.02.01.03
Accounts Receivable
-
-
-
1.02.01.03.01
Customers
-
-
-
-
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Assets
(in thousands of Reais)
Code
Description
1.02.01.03.02
Other
Last Year - 12/31/2015
-
Penultimate - 12/31/2014
-
Before Penultimate - 12/31/2013
-
1.02.01.04
Inventories
-
-
-
1.02.01.05
Biological Assets
-
-
-
1.02.01.06
Deffered Tax
-
44,481
4,980
1.02.01.06.01
Income Tax and Social Contribution
-
44,481
4,980
1.02.01.07
Prepaid Expenses
-
-
-
1.02.01.08
Loans to Related Parties
-
-
-
1.02.01.08.01
Loans to Affiliates
-
-
-
1.02.01.08.02
Loans to Subsidiaries
-
-
-
1.02.01.08.03
Credits with Controllers
-
-
-
1.02.01.08.04
Loans to Others Related Parties
-
-
-
1.02.01.09
Others Non-Current Assets
1,449
1,351
1,270
1.02.01.09.01
Non-current Assets for Sale
-
-
-
1.02.01.09.02
Assets of Discontinued Operations
-
-
-
1.02.01.09.03
Judicial deposits
1,449
1,351
1,270
1.02.01.09.04
Reinsurance assets
-
-
-
1.02.01.09.05
Deferred Acquisition Costs
-
-
-
1.02.01.09.06
Other
-
-
1.02.02
Investments
5,164,183
4,594,687
3,733,281
1.02.02.01
Equity in Associated Companies
5,164,183
4,594,687
3,733,281
1.02.02.01.01
Investments in Affiliates
1,999,821
1,787,569
1,453,769
3,164,362
2,807,118
2,279,512
1.02.02.01.02
Investments in Subsidiaries
1.02.02.01.03
Investments in Jointly Controlled
-
-
-
1.02.02.01.04
Others Equity in Associated Companies
-
-
-
1.02.02.02
Properties for Investiments
-
-
-
1.02.02.02.01
Property for Rent
-
-
-
1.02.02.02.02
(-) Depreciation
-
-
-
1.02.03
Property and Equipment
11
22
34
1.02.03.01
Property and Equipment in Operation
11
22
34
1.02.03.02
Property and Equipment Leased
-
-
-
1.02.03.03
Property and Equipment in Progress
-
-
-
1.02.04
Intangible Assets
2
38
172
1.02.04.01
Intangible Assets
2
38
172
1.02.04.01.01
Concession
-
-
-
1.02.04.01.02
Trademarks and Patents
-
-
-
1.02.04.01.03
Goodwill
-
-
-
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Assets
(in thousands of Reais)
Last Year - 12/31/2015
Penultimate - 12/31/2014
Code
Description
1.02.04.01.04
Software
1.02.04.01.05
Expenditure Organization, Implementation and Installation
-
-
-
1.02.04.01.06
(-) Amortization
-
-
-
1.02.04.02
Goodwill
-
-
-
2
Before Penultimate - 12/31/2013
38
172
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Liabilities
(in thousands of Reais)
Last Year - 12/31/2015
Before Penultimate - 12/31/2013
Code
Description
2
Total Liabilities and Shareholders' Equity
Penultimate - 12/31/2014
2.01
Current Liabilities
2.01.01
Social Obligations and Labor
-
-
-
2.01.01.01
Social Obligations
-
-
-
5,634,062
5,093,201
4,133,457
360,402
310,804
94,664
2.01.01.02
Payroll
-
-
-
2.01.01.02.01
Labor Contingencies
-
-
-
2.01.02
Suppliers
-
-
-
2.01.02.01
National Suppliers
-
-
-
2.01.02.02
International Suppliers
-
-
-
2.01.03
Tax
254
14,231
13,088
2.01.03.01
Federal Tax
245
14,231
13,088
2.01.03.01.01
Income Tax and Social Contribution Payable
-
2.01.03.01.02
PIS / COFINS Payable
2.01.03.01.05
Other Taxes and Contributions
2.01.03.01.06
Third-party Income Tax
1,134
18
17
12,958
12,954
136
69
62
92
70
54
2.01.03.02
State Tax
2.01.03.03
Municipal Tax
2.01.03.03.01
Services Rendered Tax Payable
2.01.04
Loans and Financing
217,798
2.01.04.01
Loans and Financing
20,117
-
2.01.04.01.01
Loans and Financing - Local Currency
20,117
-
-
2.01.04.01.02
Loans and Financing - Foreign Currency
-
-
-
2.01.04.02
Debentures
2.01.04.03
Financing for Lease
2.01.05
Other Obligations
2.01.05.01
Related Party Liabilities
2.01.05.01.01
Debts with Affiliates
9
9
197,681
142,350
-
-
-
-
-
-
201,479
20,023
-
201,479
20,023
-
-
95,094
61,553
1
8
-
-
-
-
2.01.05.01.02
Debts with Subsidiaries
-
-
2.01.05.01.03
Debts with Controllers
-
-
2.01.05.01.04
Other Debts with Related Parties
2.01.05.02
-
1
8
Other
142,349
95,086
61,553
-
2.01.05.02.01
Dividends and Interest on Capital Payable
141,080
94,765
61,132
2.01.05.02.02
Minimum Mandatory Dividend Payable
-
-
-
2.01.05.02.03
Obligations for stock incentive
-
-
-
2.01.05.02.04
Accounts Payable
143
142
255
2.01.05.02.05
Other Accounts Payable
1,126
179
166
2.01.06
Provisions
-
-
-
2.01.06.01
Provisions Tax, Social Security, Labor and Civil
-
-
-
2.01.06.01.01
Tax Contingencies
-
-
-
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Liabilities
(in thousands of Reais)
Code
Description
2.01.06.01.02
Labor Contingencies and Social Security
Last Year - 12/31/2015
-
Penultimate - 12/31/2014
-
Before Penultimate - 12/31/2013
-
2.01.06.01.03
Provisions for Employee Benefits
-
-
-
2.01.06.01.04
Civil Contingencies
-
-
-
2.01.06.02
Other
-
-
-
2.01.06.02.01
Warranties Provision
-
-
-
2.01.06.02.02
Restructuring Provision
-
-
-
2.01.06.02.03
Provision for Environmental Liabilities and Desactivation
-
-
-
2.01.07
Liabilities Non-Current Assets of the Sale and Discontinued
-
-
-
2.01.07.01
Liabilities Non-Current Assets on Sale
-
-
-
2.01.07.02
Liabilities of Discontinued Operations Assets
-
-
2.02
Non-Current Liabilities
-
861,881
836,568
500,794
835,145
499,074
2.02.01
Loans and Financing
860,491
2.02.01.01
Loans and Financing
180,000
-
-
2.02.01.01.01
Loans and Financing - Local Currency
180,000
-
-
2.02.01.01.02
Loans and Financing - Foreign Currency
2.02.01.02
Debentures
-
2.02.01.03
Financing for Lease
-
-
-
2.02.02
Other Obligations
-
-
373
-
680,491
835,145
499,074
2.02.02.01
Related Party Liabilities
-
-
2.02.02.01.01
Debts with Affiliates
-
-
-
2.02.02.01.02
Debts with Subsidiaries
-
-
-
2.02.02.01.03
Debts with Controllers
-
-
-
2.02.02.01.04
Other Debts with Related Parties
-
-
-
2.02.02.02
Other
-
-
373
2.02.02.02.01
Obligations for stock incentive
-
-
-
2.02.02.02.02
Future Capital Increase
-
-
-
2.02.02.02.03
Accounts Payable
-
-
373
2.02.02.02.04
Other Accounts Payable
-
-
-
2.02.02.02.05
Other
-
-
-
2.02.03
Deferred Taxes
104
178
2.02.03.01
Income Tax and Social Contribution
104
178
2.02.04
Provisions
1,286
1,245
1,347
2.02.04.01
Provisions Tax, Social Security, Labor and Civil
1,286
1,245
1,347
2.02.04.01.01
Tax Contingencies
1,286
1,245
1,347
2.02.04.01.02
Labor Contingencies and Social Security
-
-
-
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Liabilities
(in thousands of Reais)
Penultimate - 12/31/2014
Last Year - 12/31/2015
Before Penultimate - 12/31/2013
Code
Description
2.02.04.01.03
Provisions for Employee Benefits
-
-
2.02.04.01.04
Civil Contingencies
-
-
-
2.02.04.02
Other
-
-
-
2.02.04.02.01
Warranties Provision
-
-
-
2.02.04.02.02
Restructuring Provision
-
-
-
2.02.04.02.03
Provision for Environmental Liabilities and Desactivation
-
-
-
2.02.04.02.04
Technical reserves - Insurance
-
-
-
2.02.05
Liabilities Non-Current Assets of the Sale and Discontinued
-
-
-
2.02.05.01
Liabilities Non-Current Assets on Sale
-
-
-
2.02.05.02
Liabilities of Discontinued Operations Assets
-
-
-
-
2.02.06
Unearned Profits and Revenue
-
-
-
2.02.06.01
Unearned Profits
-
-
-
2.02.06.02
Unearned Revenue
-
-
-
2.02.06.03
Grants Investment
-
-
-
2.03
Shareholders' Equity
4,411,779
3,945,829
3,537,999
2.03.01
Capital
2,319,882
2,319,882
2,319,882
2.03.02
Capital Reserves
262,486
261,172
256,393
2.03.02.01
Goodwill on Issue of Shares
328,137
327,608
331,952
25,995
25,995
25,995
-
-
-
36,721
31,154
26,720
(88,454)
(83,672)
(80,366)
-
-
-
(39,913)
(39,913)
(47,908)
2.03.02.02
Special Reserve Goodwill
2.03.02.03
Sale of the Warrant
2.03.02.04
Options Granted
2.03.02.05
Treasury Stock
2.03.02.06
Future Capital Increase
2.03.02.07
Transactions capital - goodwill and negative goodwill
2.03.03
Revaluation Reserves
2.03.04
Profit Reserves
2.03.04.01
Legal Reserve
2.03.04.02
Statutory Reserve
1,947,823
1,426,147
1,030,967
149,119
111,867
84,350
1,798,704
1,288,139
923,796
2.03.04.03
Contingency Reserve
-
-
-
2.03.04.04
Unrealized Profit Reserve
-
-
-
2.03.04.05
Retained Profits
-
-
-
2.03.04.06
Special Reserve Unpaid Dividends
-
-
-
2.03.04.07
Tax Incentive Reserve
-
-
-
2.03.04.08
Additional Proposed Dividend
-
26,141
22,821
2.03.04.09
Treasury Stock
-
-
-
2.03.05
Profits / Losses
-
-
-
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Liabilities
(in thousands of Reais)
Code
Description
2.03.06
Equity Adjustment
Last Year - 12/31/2015
Penultimate - 12/31/2014
2.03.07
Cumulative Translation Adjustments
-
-
-
2.03.08
Other Comprehensive Income
-
-
-
2.03.09
Participation of Non-controlling Shareholders
-
-
-
(118,412)
Before Penultimate - 12/31/2013
(61,372)
(69,243)
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Income Statements
(in thousands of Reais)
Code
Description
3.01
Revenue from Sales and Services
Last Year - 12/31/2015
-
Penultimate - 12/31/2014
-
Before Penultimate - 12/31/2013
-
3.01.01
Net premiums - Insurance
-
-
-
3.01.02
Other Operating Income - Insurance
-
-
-
3.01.03
Premiums, retained contributions and net asset management fee - Private pension
-
-
-
3.01.04
Other Operating Income - Private pension
-
-
-
3.01.05
Saving bonds
-
-
-
3.01.06
ASO
-
-
-
3.01.07
Asset management
-
-
-
3.01.08
Other Operating Income
-
-
-
3.01.09
Changes in Technical Reserves - Insurance
-
-
-
3.01.10
Changes in Technical Reserves - Private pension
-
-
-
3.02
Cost of Products and Services Sold
-
-
-
3.02.01
Claims - Insurance
-
-
-
3.02.02
Acquisition Costs - Insurance
-
-
-
3.02.03
Other Operating Expenses - Insurance
-
-
-
3.02.04
Claims - Private Pension
-
-
-
3.02.05
Acquisition Costs - Private Pension
-
-
-
3.02.06
Other Operating Expenses - Private Pension
-
-
-
3.02.07
Saving bonds
-
-
-
3.02.08
ASO
-
-
-
3.02.09
Asset management
-
-
-
3.02.10
Other Operating Expenses
-
-
-
3.03
Gross Profit
-
-
-
3.04
Operating Income/Expenses
3.04.01
Selling Expenses
3.04.02
851,542
629,663
509,450
-
-
-
General and Administrative Expenses
(33,383)
(34,333)
(30,300)
3.04.02.01
Administrative Expenses
(33,383)
(34,333)
(30,300)
3.04.03
Impairment of Assets
-
-
-
3.04.04
Other Operating Income
8,281
-
-
8,281
-
-
-
-
3.04.04.01
Equity Income (Expense Net)
3.04.05
Other Operating Expenses
3.04.06
Equity interest
3.05
Income Before Income Taxes and Financial
3.06
Investment Income
-
876,644
663,996
539,750
851,542
629,663
509,450
(116,166)
(68,220)
(25,363)
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Income Statements
(in thousands of Reais)
Code
Description
3.06.01
Investment Income
3.06.02
Investment Expenses
Last Year - 12/31/2015
Penultimate - 12/31/2014
Before Penultimate - 12/31/2013
25,471
73,266
48,514
(141,637)
(141,486)
(73,877)
735,376
561,443
484,087
3.07
Income Before Income Tax, Social Contribution and Profit Sharing
3.08
Income Tax and Social Contribution on Profit
(1,079)
(5,861)
3.08.01
Current
(1,046)
(1,136)
(18)
3.08.02
Deffered
(33)
(4,725)
(31)
3.09
Net Profit from Continuing Operations
3.10
Net Profit from Discontinued Operations
-
-
-
3.10.01
Net Income / Loss from Discontinued Operations
-
-
-
3.10.02
Gains / losses on Net Assets of Discontinued Operations
3.11
Net Income
734,297
734,297
555,582
555,582
(49)
484,038
484,038
3.99
Earnings per Share
-
-
-
3.99.01
Basic Earnings per Share
-
-
-
3.99.01.01
For Preferred Share
0.73200
0.55320
0.55670
3.99.01.02
For Common Share
0.73220
0.55370
0.46710
3.99.02
Diluted Earnings per Share
3.99.02.01
For Preferred Share
0.71900
0.54180
0.54250
3.99.02.02
For Common Share
0.72580
0.54800
0.46210
-
-
-
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Comprehensive Income
(in thousands of Reais)
Code
Description
4.01
Net Income Company - Period
Last Year - 12/31/2015
734,297
Penultimate - 12/31/2014
Before Penultimate - 12/31/2013
4.02
Other Components of Comprehensive Income
(57,040)
7,871
(104,845)
(313)
325
(170)
555,582
484,038
4.02.01
Gains and (losses) not realized in financial assets available for sale
4.02.02
Unrealized losses on cash flow hedge, net of gains
-
-
-
4.02.03
Realized gains on cash flow hedge, net of losses
-
-
-
4.02.04
Income tax and social contribution related to components of other comprehensive income
106
4.02.05
Gains and (losses) of Change in Ownership Interest
4.02.06
Other comprehensive income of investees companies recognized by equity method
(56,784)
(49)
4.03
Comprehensive Income for the Period
677,257
(110)
(1,903)
9,559
563,453
58
(101)
(104,632)
379,193
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Statements of Cash Flow - Indirect Method
(in thousands of Reais)
Before Penultimate - 12/31/2013
Code
Description
6.01
Net cash by Operating Activities
106,683
(93,927)
6.01.01
Cash generated by operating activities
(29,023)
(66,723)
(37,282)
6.01.01.01
Net income before tax and social contribution
735,376
561,443
484,087
6.01.01.02
Depreciation and amortization
6.01.01.03
Interest and inflation adjustment of issued debentures
Penultimate - 12/31/2014
Last Year - 12/31/2015
171,203
47
147
146
126,380
39,914
20,467
-
17,491
6.01.01.04
Equity loss in associated companies
-
6.01.01.05
Interest and inflation adjustments on REFIS - tax refinance
-
6.01.01.06
Interest and inflation adjustments on judicial deposits and lawsuits
6.01.01.07
Stock options
6.01.01.08
Positive equity interest
9
16
86
43
69
27
134
(876,644)
(663,996)
3
(557,241)
6.01.01.09
Writeoff on sale of investments
-
-
6.01.01.10
Gain on sale of investments or fixed assets
(8,005)
-
-
6.01.01.11
Interest and inflation adjustment on tax credit offset
(6,192)
(4,417)
(2,703)
6.01.01.12
Interest and inflation adjustment on judicial deposits
(98)
-
(61)
6.01.01.13
Other
-
-
444
-
6.01.02
Change in assets and liabilities
135,706
(27,204)
208,485
6.01.02.01
Change in marketable securities
44,066
(84,306)
101,639
6.01.02.02
Change in receivables
(172,312)
21,978
18,213
6.01.02.03
Change in taxes
(13,643)
56,868
2,236
6.01.02.04
Change in reinsurance assets
-
-
6.01.02.05
Change in judicial deposits
(98)
6.01.02.06
Dividends and interest on equity received
6.01.02.07
Change in salvages for sale
6.01.02.08
Change in other assets/liabilities
6.01.02.09
Change in deferred Acquisition costs
6.01.02.10
Change deferred taxes assets
6.01.02.11
Change in accounts payable
6.01.02.12
Change in loans and financing
6.01.02.13
interest Paid
6.01.02.14
Change in deferred taxes
6.01.02.15
Change in insurance and reinsurance liabilities
6.01.02.16
Change in technical reserves - Insurance
6.01.02.17
Changes in accrued liabilities for lawsuits
6.01.02.18
Change in other provisions
6.01.02.19
Income tax and social contribution paid
6.01.02.20
Withholding income tax on dividends received
6.01.03
Others
6.02
Net cash by Investing Activities
6.02.01
Increase in capital
6.02.02
Purchase of equity interest
6.02.03
Selling of equity interest
6.02.04
Purchase of fixed assets and intangible assets
470,752
(858)
72,198
102
124,553
-
-
-
-
-
-
-
43,402
(45,362)
(195)
(86,082)
(4,513)
(113,552)
(74)
33
41
-
648
1
(872)
52,054
24,979
(74,441)
(41,437)
178
-
-
-
-
-
(102)
-
(52)
-
-
-
-
(32,119)
(26,059)
(20,877)
-
-
-
(1)
25,868
(275,342)
-
(98,125)
-
-
(177,217)
-
23,732
-
-
-
(3)
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Statements of Cash Flow - Indirect Method
(in thousands of Reais)
Code
Description
6.02.05
Selling of fixed assets and intangible assets
6.02.20
Other net proceeds and (payments)
6.03
Net Cash by Financing Activities
Last Year - 12/31/2015
-
2,136
-
(131,967)
369,147
500,000
6.03.01
Loans end credit lines
200,000
6.03.02
Amortization of loans
(166,650)
6.03.03
Capital increase - Receiving
6.03.04
Decrease capital - Payment
6.03.05
Purchase of shares to hold them in treasury
6.03.06
Selling of shares in treasury
6.03.07
Options granted exercised
6.03.08
Repurchase of shares in market
6.03.09
Dividends and interest on equity paid
Before Penultimate - 12/31/2013
Penultimate - 12/31/2014
-
-
2
(171,121)
-
-
-
-
-
-
-
-
(49,155)
(40,903)
(17,492)
36,324
33,253
15,723
4,289
(3,203)
(1,225)
-
-
(156,775)
-
(119,892)
(168,064)
(108)
(60)
6.03.10
Refis - tax refinance
-
6.03.20
Other net proceeds and (payments)
-
-
6.04
Foreign Exchange on Cash and Equivalents
-
-
(3)
-
6.05
Increase/(Decrease) in Cash and Cash Equivalents
584
(122)
6.05.01
Cash and Cash Equivalents at Beginning of Period
27
149
81
68
6.05.02
Cash and Cash Equivalents at End of Period
611
27
149
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Statement of Changes in Shareholders' Equity - 01/01/2015 to 12/31/2015
(in thousands of Reais)
Capital Reserves,
Granted Options and
Treasury Stock
Capital
Profit reserves
Code
Description
5.01
Opening Balance
5.02
Prior Year Adjustments
-
-
5.02.01
Changes in Accounting Practices
-
-
5.03
Adjustments Balance
5.04
Capital Transactions with Partens
-
1,314
5.04.01
Capital Increase
-
-
5.04.02
Stock Issue Expenses
-
5.04.03
Recognized Granted Options
5.04.04
5.04.05
2,319,882
(61,372)
-
-
-
-
-
-
-
(61,372)
(26,141)
-
-
(24,827)
-
-
-
-
-
-
-
-
-
-
9,856
-
-
-
9,856
Treasury Stock Acquired
-
(49,155)
-
-
-
(49,155)
Treasury Shares Sold
-
40,613
-
-
-
40,613
5.04.06
Dividends
-
-
-
-
-
-
5.04.07
Interest on Shareholders' Equity
-
-
-
-
-
-
5.04.08
Additional Dividends Proposed
-
-
(26,141)
-
-
(26,141)
5.04.09
Options Granted Exercised
-
-
-
-
-
-
5.04.10
Reversion of Estatutary Reserve
-
-
-
-
-
-
5.04.11
Intermediaries Dividends
-
-
-
-
-
-
5.04.12
Transactions Capital - Goodwill
-
-
-
-
-
-
5.04.13
Mandatory dividends
-
-
-
-
-
-
5.04.14
Transactions capital - negative goodwill
-
-
-
-
-
5.05
Total Comprehensive Income
-
-
(10,751)
745,048
5.05.01
Net Income
-
-
-
5.05.02
Other Comprehensive Income
-
-
(10,751)
5.05.02.01
Financial Instruments Adjustments
-
-
-
5.05.02.02
Taxes of Financial Instruments Adjustments
-
-
5.05.02.03
Comprehensive Income of Equity Affiliates
-
-
5.05.02.04
Convergion Adjustments
-
-
-
5.05.02.05
Tax Adjustments of Conversion Period
-
-
-
5.05.02.06
Non-controlling Interest
-
-
-
-
261,172
1,426,147
Equity
-
2,319,882
261,172
Other
Comprehensive
Income
Net Income
(Losses)
1,426,147
3,945,829
3,945,829
-
(57,040)
677,257
734,297
-
734,297
10,751
(57,040)
(57,040)
-
(313)
(313)
-
-
106
-
-
106
(56,784)
(56,784)
-
-
-
-
-
-
-
-
5.05.02.07
Reversion of Estatutary Reserve
-
-
-
-
-
5.05.02.08
Gains and (losses) of Change in Ownership Interest
-
-
-
-
(49)
(49)
5.05.02.09
Others adjustments
-
-
(10,751)
10,751
-
-
5.05.03
Reclassification to Results
-
-
-
-
-
-
5.05.03.01
Financial Instruments Adjustments
-
-
-
-
-
-
5.06
Changes in Shareholders' Equity
-
-
558,568
(745,048)
-
5.06.01
Increase of Capital Reserves
-
-
558,568
(558,568)
-
-
5.06.02
Recognitional of Revaluation Reserves
-
-
-
-
-
-
5.06.03
Taxes on Recognitional of Revaluation Reserves
-
-
-
-
-
-
5.06.04
Intermediaries Dividends
-
-
-
(36,117)
-
(36,117)
5.06.05
Additional Dividends Proposed
-
-
-
-
-
-
5.06.06
Mandatory dividends
-
-
-
(80,365)
-
(80,365)
(69,998)
5.06.07
Interest on Shareholders' Equity
-
-
-
(69,998)
-
5.06.08
Realized on Reserves
-
-
-
-
-
5.07
Final Balance
2,319,882
262,486
1,947,823
-
(118,412)
(186,480)
4,411,779
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Statement of Changes in Shareholders' Equity - 01/01/2014 to 12/31/2014
(in thousands of Reais)
Capital Reserves,
Granted Options and
Treasury Stock
Code
Description
5.01
Opening Balance
5.02
Prior Year Adjustments
-
-
5.02.01
Changes in Accounting Practices
-
-
Capital
2,319,882
Profit reserves
256,393
1,030,967
Other
Comprehensive
Income
Net Income
(Losses)
Equity
-
(69,243)
-
-
-
3,537,999
-
-
-
-
-
5.03
Adjustments Balance
-
(69,243)
5.04
Capital Transactions with Partens
-
4,779
(22,821)
-
-
(18,042)
5.04.01
Capital Increase
-
-
-
-
-
-
5.04.02
Stock Issue Expenses
-
-
-
-
-
-
5.04.03
Recognized Granted Options
-
7,637
-
-
-
7,637
5.04.04
Treasury Stock Acquired
-
(40,903)
-
-
-
(40,903)
5.04.05
Treasury Shares Sold
-
33,253
-
-
-
33,253
5.04.06
Dividends
-
-
-
-
-
-
5.04.07
Interest on Shareholders' Equity
-
-
-
-
-
-
5.04.08
Additional Dividends Proposed
-
-
(22,821)
-
-
(22,821)
5.04.09
Options Granted Exercised
-
(3,203)
-
-
-
(3,203)
5.04.10
Reversion of Estatutary Reserve
-
-
-
-
-
-
5.04.11
Intermediaries Dividends
-
-
-
-
-
-
5.04.12
Transactions Capital - Goodwill
-
-
-
-
-
-
2,319,882
256,393
1,030,967
3,537,999
5.04.13
Mandatory dividends
-
-
-
-
-
-
5.04.14
Transactions capital - negative goodwill
-
7,995
-
-
-
7,995
5.05
Total Comprehensive Income
-
-
6,898
550,336
7,871
565,105
5.05.01
Net Income
-
-
-
555,582
-
555,582
5.05.02
Other Comprehensive Income
-
-
6,898
(5,246)
5.05.02.01
Financial Instruments Adjustments
-
-
-
-
325
325
5.05.02.02
Taxes of Financial Instruments Adjustments
-
-
-
-
(110)
(110)
5.05.02.03
Comprehensive Income of Equity Affiliates
-
-
-
-
9,559
5.05.02.04
Convergion Adjustments
-
-
-
-
-
-
5.05.02.05
Tax Adjustments of Conversion Period
-
-
-
-
-
-
5.05.02.06
Non-controlling Interest
-
-
-
-
-
-
5.05.02.07
Reversion of Estatutary Reserve
-
-
-
-
-
-
5.05.02.08
Gains and (losses) of Change in Ownership Interest
-
-
-
-
(1,903)
(1,903)
1,652
7,871
9,523
9,559
5.05.02.09
Others adjustments
-
-
6,898
(5,246)
-
5.05.03
Reclassification to Results
-
-
-
-
-
-
5.05.03.01
Financial Instruments Adjustments
-
-
-
-
-
-
5.06
Changes in Shareholders' Equity
-
-
411,103
(550,336)
-
5.06.01
Increase of Capital Reserves
-
-
384,962
(384,962)
-
5.06.02
Recognitional of Revaluation Reserves
-
-
-
-
-
-
5.06.03
Taxes on Recognitional of Revaluation Reserves
-
-
-
-
-
-
5.06.04
Intermediaries Dividends
-
-
-
(36,146)
-
(36,146)
5.06.05
Additional Dividends Proposed
-
-
26,141
(26,141)
-
-
5.06.06
Mandatory dividends
-
-
-
(36,187)
-
(36,187)
(66,900)
5.06.07
Interest on Shareholders' Equity
-
-
-
(66,900)
-
5.06.08
Realized on Reserves
-
-
-
-
-
5.07
Final Balance
-
(61,372)
2,319,882
261,172
1,426,147
(139,233)
-
3,945,829
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Statement of Changes in Shareholders' Equity - 01/01/2013 to 12/31/2013
(in thousands of Reais)
Capital Reserves,
Granted Options and
Treasury Stock
Code
Description
5.01
Opening Balance
5.02
Prior Year Adjustments
-
-
5.02.01
Changes in Accounting Practices
-
-
5.03
Adjustments Balance
1,319,882
294,715
5.04
Capital Transactions with Partens
1,000,000
5.04.01
Capital Increase
1,000,000
5.04.02
Stock Issue Expenses
-
-
5.04.03
Recognized Granted Options
-
Capital
1,319,882
Profit reserves
294,715
1,695,162
Other
Comprehensive
Income
Net Income
(Losses)
Equity
-
35,602
-
-
-
3,345,361
-
-
-
1,695,162
-
35,602
(38,322)
(1,022,954)
-
-
(61,276)
-
(1,000,000)
-
-
-
-
-
-
-
5,657
-
-
-
5,657
3,345,361
5.04.04
Treasury Stock Acquired
-
(17,492)
-
-
-
(17,492)
5.04.05
Treasury Shares Sold
-
15,723
-
-
-
15,723
5.04.06
Dividends
-
-
-
-
-
-
5.04.07
Interest on Shareholders' Equity
-
-
-
-
-
-
5.04.08
Additional Dividends Proposed
-
-
(22,954)
-
-
(22,954)
5.04.09
Options Granted Exercised
-
(1,225)
-
-
-
(1,225)
5.04.10
Reversal of Reserve for Business Expansion
-
-
-
-
-
-
5.04.11
Intermediaries Dividends
-
-
-
-
-
-
5.04.12
Transactions Capital - Goodwill
-
(40,985)
-
-
-
(40,985)
5.04.13
Mandatory dividends
-
-
-
-
-
-
5.04.14
Interest on Shareholders' Equity
-
-
-
-
-
5.05
Total Comprehensive Income
-
-
3,853
480,429
5.05.01
Net Income
-
-
-
484,038
5.05.02
Other Comprehensive Income
-
-
3,853
5.05.02.01
Financial Instruments Adjustments
-
-
-
5.05.02.02
Taxes of Financial Instruments Adjustments
-
-
-
5.05.02.03
Comprehensive Income of Equity Affiliates
-
-
-
-
(3,609)
(104,845)
-
379,437
484,038
(104,845)
(104,601)
-
(170)
(170)
-
58
(104,632)
58
(104,632)
5.05.02.04
Convergion Adjustments
-
-
-
-
-
-
5.05.02.05
Tax Adjustments of Conversion Period
-
-
-
-
-
-
5.05.02.06
Non-controlling Interest
-
-
-
-
-
-
5.05.02.07
Reversion of Estatutary Reserve
-
-
-
-
-
-
5.05.02.08
Gains and (losses) of Change in Ownership Interest
-
-
-
-
5.05.02.09
Others adjustments
-
-
3,853
(3,609)
-
244
5.05.03
Reclassification to Results
-
-
-
-
-
-
5.05.03.01
Financial Instruments Adjustments
-
-
-
-
-
5.06
Changes in Shareholders' Equity
-
-
354,906
(480,429)
-
5.06.01
Increase of Capital Reserves
-
-
332,085
(332,085)
-
-
5.06.02
Recognitional of Revaluation Reserves
-
-
-
-
-
-
5.06.03
Taxes on Recognitional of Revaluation Reserves
-
-
-
-
-
-
5.06.04
Intermediaries Dividends
-
-
-
(36,118)
-
(36,118)
5.06.05
Additional Dividends Proposed
-
-
22,821
(22,821)
-
-
5.06.06
Mandatory dividends
-
-
-
(4,405)
-
(4,405)
(85,000)
(101)
5.06.07
Interest on Shareholders' Equity
-
-
-
(85,000)
-
5.06.08
Realized on Reserves
-
-
-
-
-
5.07
Final Balance
-
(69,243)
2,319,882
256,393
1,030,967
(101)
(125,523)
3,537,999
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Statement of Added Value
(in thousands of Reais)
Code
Description
7.01
Revenues
7.01.01
Sales of Goods, Products and Services
7.01.02
Other Revenues
7.01.02.01
Changes in Technical Reserves - Insurance
Penultimate - 12/31/2014
Last Year - 12/31/2015
Before Penultimate - 12/31/2013
8,298
-
-
-
-
-
8,298
-
-
-
-
-
7.01.02.02
Changes in Technical Reserves - Private pension
-
-
-
7.01.02.03
Profit from sale of permanent assets
7,151
-
-
7.01.02.04
Other
1,147
-
-
7.01.03
Revenue for the Construction of Owned Assets
-
-
-
7.01.04
Provision for Doubtful Accounts - Reversion / (Constitution)
7.02
Input Purchase from Third-Parties
7.02.01
Cost Products, Goods and Services Sold
7.02.02
Materials-Energy-Services-Other Third Party
-
-
-
(8,266)
(58,714)
(40,600)
-
-
-
(8,266)
(58,714)
(40,600)
-
7.02.03
Loss/ Assets Value Recuperation
-
-
7.02.04
Other
-
-
-
7.03
Gross Added Value
(58,714)
(40,600)
32
7.04
Retentions
(47)
(146)
(146)
7.04.01
Depreciation, Amortization and Depletion
(47)
(146)
(146)
7.04.02
Other
-
7.05
Net Added Value Produced
(15)
-
-
(58,860)
(40,746)
7.06
Added Value Received/ Ceded in Transfer
887,078
736,765
588,252
7.06.01
Equity interest
876,644
663,996
539,750
7.06.02
Investment Income
10,664
73,181
48,452
7.06.03
Other
7.06.03.01
Net of Reinsurance Ceded Operation
(230)
(412)
50
-
-
-
7.06.03.02
Net of Coinsurance Ceded Operation
-
-
7.06.03.03
Exchange Variation - Loans and Commitments Receivable
-
-
-
7.06.03.04
Monetary and Exchange Variation - Insurance and Private Pension
-
-
-
7.06.03.05
Monetary Variation - Judicial Deposits
7.06.03.06
Other
131
81
61
(361)
(493)
(11)
7.07
Added Value to be Distributed
887,063
677,905
547,506
7.08
Distribution of Added Value
887,063
677,905
547,506
7.08.01
Personnel
4,545
4,168
3,035
7.08.01.01
Direct Remuneration
4,489
4,044
2,990
7.08.01.02
Benefits
56
124
45
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Company / Statement of Added Value
(in thousands of Reais)
Code
Description
7.08.01.03
F.G.T.S
Last Year - 12/31/2015
-
Penultimate - 12/31/2014
-
7.08.01.04
Other
-
-
-
7.08.02
Taxes, Fees and Contributions
21,916
24,000
13,970
7.08.02.01
Federal
21,875
23,654
13,837
7.08.02.02
State
-
-
-
7.08.02.03
Municipal
346
133
41
Before Penultimate - 12/31/2013
-
7.08.03
Interest on Shareholders'
126,305
94,155
46,463
7.08.03.01
Interest
125,578
93,286
45,445
7.08.03.02
Rentals
228
214
204
7.08.03.03
Other
499
655
814
734,297
555,582
484,038
70,000
66,900
85,000
7.08.04
Return of Capital
7.08.04.01
Interest on Shareholders' Equity
7.08.04.02
Dividends
116,480
98,474
63,344
7.08.04.03
Retained Earnings (Accumulated Deficit)
547,817
390,208
335,694
7.08.05
Other
-
-
-
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Assets
(in thousands of Reais)
Code
Description
1
Total Assets
Last Year - 12/31/2015
20,047,606
18,510,274
16,512,992
1.01
Current Assets
14,254,549
13,287,768
11,620,662
1.01.01
Cash and Cash Equivalents
784,617
322,196
671,030
1.01.01.01
Cash and Banks
53,584
92,811
93,960
1.01.01.02
Cash Equivalents
731,033
229,385
577,070
1.01.02
Marketable Securities
10,471,906
9,671,370
7,862,546
1.01.02.01
Marketable Securities Valued at Fair Value
10,429,565
9,505,246
7,860,218
1.01.02.01.01
Securities Trading
5,383,413
4,673,050
3,697,511
1.01.02.01.02
Securities Available for Sale
5,046,152
4,832,196
4,162,707
1.01.02.02
Marketable Securities Accounted for Amortized Cost
42,341
166,124
2,328
1.01.02.02.01
Securities Held to Maturity
42,341
166,124
2,328
1.01.03
Accounts Receivable
2,141,467
2,233,244
2,088,738
1.01.03.01
Customers
2,141,467
2,233,244
2,088,738
1.01.03.01.01
Receivables
2,141,467
2,233,244
2,088,738
1.01.03.02
Other Accounts Receivable
-
-
-
1.01.04
Inventories
-
-
-
1.01.05
Biological Assets
-
-
1.01.06
Tax Recoverable
122,448
71,695
117,498
1.01.06.01
Current Tax Recoverable
122,448
71,695
117,498
1.01.07
Prepaid Expenses
1.01.08
Other Current Assets
1.01.08.01
Non-current Assets for Sale
1.01.08.02
Assets of Discontinued Operations
1.01.08.03
Other
Penultimate - 12/31/2014
-
Before Penultimate - 12/31/2013
-
-
-
734,111
989,263
880,850
62,624
48,204
36,460
-
-
671,487
941,059
844,390
1.01.08.03.01
Reinsurance assets
1.01.08.03.02
Deferred Acquisition Costs
57,682
350,607
309,501
595,960
576,765
514,282
1.01.08.03.03
Other
17,845
13,687
20,607
1.02
Non-current Assets
5,793,057
5,222,506
4,892,330
5,439,400
1.02.01
Long-term Assets
4,898,892
4,586,338
1.02.01.01
Marketable Securities Valued at Fair Value
-
334
331
1.02.01.01.01
Securities Trading
-
-
-
1.02.01.01.02
Securities Available for Sale
-
334
331
1.02.01.02
Marketable Securities Accounted for Amortized Cost
1,305,604
1,220,660
1,327,628
1.02.01.02.01
Securities Held to Maturity
1,305,604
1,220,660
1,327,628
1.02.01.03
Accounts Receivable
567,439
18,917
24,624
1.02.01.03.01
Customers
567,439
18,917
24,624
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Assets
(in thousands of Reais)
Code
Description
1.02.01.03.02
Other
Last Year - 12/31/2015
-
Penultimate - 12/31/2014
-
-
1.02.01.04
Inventories
-
-
-
1.02.01.05
Biological Assets
1.02.01.06
Deffered Taxes
-
Before Penultimate - 12/31/2013
-
709,796
-
669,814
582,005
1.02.01.06.01
Income Tax and Social Contribution
575,513
504,862
473,500
1.02.01.06.02
Recoverable Taxes and Contributions - PIS/ COFINS
125,750
111,724
101,358
7,147
1.02.01.06.03
Recoverable Taxes and Contributions - OTHERS
8,533
53,228
1.02.01.06.04
(-) Allowance for Doubtful Accounts
-
-
-
1.02.01.07
Prepaid Expenses
-
-
-
1.02.01.08
Loans to Related Parties
-
-
-
1.02.01.08.01
Loans to Affiliates
-
-
-
1.02.01.08.02
Loans to Subsidiaries
-
-
-
1.02.01.08.03
Credits with Controllers
-
-
-
1.02.01.08.04
Loans to Others Related Parties
1.02.01.09
Others Non-Current Assets
1.02.01.09.01
Non-current Assets for Sale
-
-
1.02.01.09.02
Assets of Discontinued Operations
-
-
1.02.01.09.03
Judicial deposits
1.02.01.09.04
Reinsurance assets
1.02.01.09.05
Deferred Acquisition Costs
1.02.01.09.06
Other
1.02.02
-
-
2,856,561
-
2,989,167
2,651,750
-
2,427,851
2,627,996
2,317,232
69,117
123,410
122,882
358,397
236,622
205,519
1,196
1,139
6,117
Investments
73,583
82,616
76,282
1.02.02.01
Equity in Associated Companies
66,677
75,050
65,447
1.02.02.01.01
Investments in Affiliates
64,594
73,252
63,656
-
1.02.02.01.02
Investments in Subsidiaries
-
-
1.02.02.01.03
Investments in Jointly Controlled
-
-
-
1.02.02.01.04
Others Equity in Associated Companies
2,083
1,798
1,791
1.02.02.02
Properties for Investiments
6,906
7,566
10,835
1.02.02.02.01
Property for Rent
6,906
7,566
10,835
1.02.02.02.02
(-) Depreciation
-
-
-
1.02.03
Property and Equipment
82,935
60,623
54,052
1.02.03.01
Property and Equipment in Operation
82,935
60,623
54,052
1.02.03.02
Property and Equipment Leased
-
-
-
1.02.03.03
Property and Equipment in Progress
-
-
1.02.04
Intangible Assets
197,139
180,375
175,658
150,360
133,596
128,879
1.02.04.01
Intangible Assets
1.02.04.01.01
Concession
1.02.04.01.02
Trademarks and Patents
1.02.04.01.03
Goodwill
-
-
3
150,357
3
133,593
3
-
1.02.04.01.04
Software
1.02.04.01.05
Other intangibles
-
-
128,876
-
1.02.04.01.06
(-) Amortization
-
-
-
1.02.04.02
Goodwill
46,779
46,779
46,779
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Liabilities
(in thousands of Reais)
Code
Description
2
Total Liabilities and Shareholders' Equity
2.01
Current Liabilities
2.01.01
Social Obligations and Labor
2.01.01.01
Last Year - 12/31/2015
Penultimate - 12/31/2014
Before Penultimate - 12/31/2013
20,047,606
18,510,274
16,512,992
8,048,038
7,802,431
7,064,336
46,909
41,985
38,460
Social Obligations
-
-
-
2.01.01.02
Labor obligations
46,909
41,985
38,460
2.01.01.02.01
Labor Contingencies
46,909
41,985
38,460
2.01.02
Suppliers
-
-
-
2.01.02.01
National Suppliers
-
-
-
2.01.02.02
International Suppliers
-
-
-
2.01.03
Tax
337,545
308,749
303,182
2.01.03.01
Federal Tax
303,364
282,188
281,932
2.01.03.01.01
Income Tax and Social Contribution Payable
103,362
63,897
46,143
2.01.03.01.02
PIS / COFINS Payable
23,045
44,987
37,687
2.01.03.01.03
Financial Transactions Tax
66,250
57,454
58,633
2.01.03.01.04
REFIS Payable
67,035
82,780
105,958
2.01.03.01.05
Other Taxes and Contributions
28,855
20,092
19,205
2.01.03.01.06
Third-party Income Tax
14,817
12,978
14,306
2.01.03.02
State Tax
-
-
-
2.01.03.03
Municipal Tax
34,181
26,561
21,250
2.01.03.03.01
Services Rendered Tax Payable
34,181
26,561
21,250
2.01.04
Loans and Financing
217,798
201,479
20,095
2.01.04.01
Loans and Financing
20,117
-
-
2.01.04.01.01
Loans and Financing - Local Currency
20,117
-
-
2.01.04.01.02
Loans and Financing - Foreign Currency
2.01.04.02
Debentures
2.01.04.03
Financing for Lease
2.01.05
Other Obligations
197,681
-
201,479
-
20,095
-
1,481,159
1,573,626
1,591,379
2.01.05.01
Related Party Liabilities
14,813
17,673
12,140
2.01.05.01.01
Debts with Affiliates
-
-
-
2.01.05.01.02
Debts with Subsidiaries
-
-
-
2.01.05.01.03
Debts with Controllers
-
-
-
2.01.05.01.04
Other Debts with Related Parties
2.01.05.02
Other
14,813
17,673
12,140
1,466,346
1,555,953
1,579,239
142,294
96,228
63,570
2.01.05.02.01
Dividends and Interest on Capital Payable
2.01.05.02.02
Minimum Mandatory Dividend Payable
-
-
-
2.01.05.02.03
Obligations for Share-based Payment
-
-
-
2.01.05.02.04
Accounts Payable
162,155
125,736
2.01.05.02.05
Other Accounts Payable
110,191
67,531
86,147
2.01.05.02.06
Insurance and reinsurance liabilities
381,231
556,338
545,640
2.01.05.02.07
Saving bonds
626,032
670,967
790,373
2.01.05.02.08
Managed health
28,978
39,048
25,479
2.01.05.02.09
Other
15,465
105
51
2.01.06
Provisions
5,964,627
5,676,592
5,111,220
93,909
86,470
93,645
-
-
-
8,039
9,665
7,135
2.01.06.01
Provisions Tax, Social Security, Labor and Civil
2.01.06.01.01
Tax Contingencies
2.01.06.01.02
Labor Contingencies and Social Security
67,979
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Liabilities
(in thousands of Reais)
Code
Description
2.01.06.01.03
Provisions for Employee Benefits
2.01.06.01.04
Civil Contingencies
Last Year - 12/31/2015
Before Penultimate - 12/31/2013
Penultimate - 12/31/2014
-
-
-
85,870
76,805
86,510
5,870,718
5,590,122
5,017,575
2.01.06.02
Other
2.01.06.02.01
Warranties Provision
-
-
-
2.01.06.02.02
Restructuring Provision
-
-
-
2.01.06.02.03
Provision for Environmental Liabilities and Desactivation
2.01.06.02.04
Technical reserves - Insurance
5,870,718
5,590,122
5,017,575
2.01.07
Liabilities Non-Current Assets of the Sale and Discontinued
-
-
-
2.01.07.01
Liabilities Non-Current Assets on Sale
-
-
-
2.01.07.02
Liabilities of Discontinued Operations Assets
-
-
2.02
Non-Current Liabilities
-
7,568,697
6,742,269
5,874,103
835,145
499,074
2.02.01
Loans and Financing
860,491
2.02.01.01
Loans and Financing
180,000
-
-
2.02.01.01.01
Loans and Financing - Local Currency
180,000
-
-
2.02.01.01.02
Loans and Financing - Foreign Currency
2.02.01.02
Debentures
2.02.01.03
Financing for Lease
2.02.02
Other Obligations
680,491
128,838
835,145
47,918
499,074
122,955
2.02.02.01
Related Party Liabilities
-
-
2.02.02.01.01
Debts with Affiliates
-
-
-
2.02.02.01.02
Debts with Subsidiaries
-
-
-
2.02.02.01.03
Debts with Controllers
-
-
-
2.02.02.01.04
Other Debts with Related Parties
-
-
2.02.02.02
Other
128,838
47,918
-
122,955
2.02.02.02.01
Obligations for stock incentive
-
-
-
2.02.02.02.02
Future Capital Increase
-
-
-
21,227
30,039
63,521
7,746
17,500
56,566
99,847
85
2,592
18
294
276
104
1,243
276
2.02.02.02.03
Accounts payable
2.02.02.02.04
Other Accounts Payable
2.02.02.02.05
Insurance and reinsurance liabilities
2.02.02.02.06
Other
2.02.03
Deferred taxes
2.02.03.01
Income Tax and Social Contribution
104
1,243
276
2.02.04
Provisions
6,579,264
5,857,963
5,251,798
2.02.04.01
Provisions Tax, Social Security, Labor and Civil
1,976,983
1,806,498
1,629,457
2.02.04.01.01
Tax Contingencies
1,657,490
1,515,610
1,381,980
2.02.04.01.02
Labor contingencies and Social Security
67,513
59,183
48,009
2.02.04.01.03
Provisions for Employee Benefits
-
-
-
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Liabilities
(in thousands of Reais)
Penultimate - 12/31/2014
Description
2.02.04.01.04
Civil Contingencies
2.02.04.01.05
Other
2.02.04.02
Other
2.02.04.02.01
Warranties Provision
-
-
2.02.04.02.02
Restructuring Provision
-
-
-
2.02.04.02.03
Provision for Environmental Liabilities and Desactivation
-
-
-
2.02.04.02.04
Technical reserves - Insurance
2.02.05
Liabilities Non-Current Assets of the Sale and Discontinued
-
-
-
2.02.05.01
Liabilities Non-Current Assets on Sale
-
-
-
2.02.05.02
Liabilities of Discontinued Operations Assets
-
-
-
2.02.06
Unearned Profits and Revenue
-
-
-
2.02.06.01
Unearned Profits
-
-
-
2.02.06.02
Unearned Revenue
-
-
-
2.02.06.03
Grants Investment
-
-
2.03
Shareholders' Equity
4,430,871
3,965,574
3,574,553
2.03.01
Capital
2,319,882
2,319,882
2,319,882
2.03.02
Capital Reserves
262,486
261,172
256,393
2.03.02.01
Goodwill on Issue of Shares
328,137
327,608
331,952
25,995
25,995
25,995
-
-
-
36,721
31,154
26,720
(88,454)
(83,672)
(80,366)
-
-
-
(39,913)
(39,913)
(47,908)
2.03.02.02
Special Reserve Goodwill
2.03.02.03
Sale of the Warrant
2.03.02.04
Options Granted
2.03.02.05
Treasury Stock
2.03.02.06
Future Capital Increase
2.03.02.07
Transactions capital - goodwill
2.03.03
Revaluation Reserves
2.03.04
Profit Reserves
2.03.04.01
Legal Reserve
2.03.04.02
Statutory Reserve
Last Year - 12/31/2015
Before Penultimate - 12/31/2013
Code
251,980
4,602,281
4,602,281
1,947,823
231,705
4,051,465
4,051,465
1,426,147
199,468
3,622,341
-
3,622,341
-
1,030,967
149,119
111,867
84,350
1,798,704
1,288,139
923,796
2.03.04.03
Contingency Reserve
-
-
2.03.04.04
Unrealized Profit Reserve
-
-
-
2.03.04.05
Retained Profits
-
-
-
2.03.04.06
Special Reserve Unpaid Dividends
-
-
-
2.03.04.07
Tax Incentive Reserve
-
-
-
2.03.04.08
Additional Proposed Dividend
-
26,141
22,821
2.03.04.09
Treasury Stock
-
-
-
2.03.05
Profits / Losses
-
-
-
2.03.06
Equity Adjustment
(61,372)
(69,243)
(118,412)
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Liabilities
(in thousands of Reais)
Code
Description
2.03.07
Cumulative Translation Adjustments
Last Year - 12/31/2015
-
Penultimate - 12/31/2014
-
Before Penultimate - 12/31/2013
-
2.03.08
Other Comprehensive Income
-
-
-
2.03.09
Participation of Non-controlling Shareholders
19,092
19,745
36,554
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Income Statements
(in thousands of Reais)
Code
Description
3.01
Revenue from Sales and Services
15,064,382
13,500,128
11,875,297
3.01.01
Net premiums - Insurance
14,993,593
13,204,793
11,864,814
3.01.02
Other Operating Income - Insurance
3.01.03
Premiums, retained contributions and net asset management fee - Private pension
3.01.04
Other Operating Income - Private pension
1,161
657
723
3.01.05
Saving bonds
54,381
276,398
82,058
3.01.06
ASO
32,926
30,997
28,539
3.01.07
Asset management
39,475
42,209
44,868
3.01.08
Other Operating Income
3.01.09
Changes in Technical Reserves - Insurance
3.01.10
Changes in Technical Reserves - Private pension
(427,256)
(491,167)
(413,235)
3.02
Cost of Products and Services Sold
(13,383,452)
(12,055,493)
(10,544,171)
3.02.01
Claims - Insurance
(11,136,689)
(9,899,643)
(8,811,384)
3.02.02
Acquisition Costs - Insurance
(1,645,285)
(1,478,983)
(1,292,353)
3.02.03
Other Operating Expenses - Insurance
(484,883)
(379,272)
(330,810)
3.02.04
Claims - Private Pension
(34,124)
(22,017)
(25,297)
3.02.05
Acquisition Costs - Private Pension
(21,994)
(21,786)
(18,175)
3.02.06
Other Operating Expenses - Private Pension
3.02.07
Saving bonds
3.02.08
3.02.09
3.02.10
Other Operating Expenses
3.03
Gross Profit
Last Year - 12/31/2015
Penultimate - 12/31/2014
Before Penultimate - 12/31/2013
20,123
25,285
16,590
508,699
525,466
472,267
96,379
40,142
30,473
(255,099)
(154,652)
(251,800)
(9,449)
(1,201)
(955)
(31,753)
(231,076)
(45,935)
ASO
(7,601)
(6,421)
(4,535)
Asset management
(3,614)
(2,800)
(3,477)
(8,060)
(12,294)
(11,250)
1,680,930
1,444,635
1,331,126
(1,380,556)
(1,242,047)
(1,050,889)
3.04
Operating Income/Expenses
3.04.01
Selling Expenses
3.04.02
General and Administrative Expenses
(1,473,057)
(1,284,491)
(1,093,380)
3.04.02.01
Administrative Expenses
(1,473,057)
(1,284,491)
(1,093,380)
3.04.03
Impairment of Assets
3.04.04
-
-
-
-
-
-
Other Operating Income
59,715
7,087
16,295
3.04.04.01
Equity Income (Expense Net)
59,715
7,087
16,295
3.04.05
Other Operating Expenses
-
-
-
3.04.06
Equity interest
32,786
35,357
26,196
3.05
Income Before Income Taxes and Financial
300,374
202,588
280,237
3.06
Investment Income
820,755
668,058
474,189
3.06.01
Investment Income
2,520,548
1,893,358
1,494,104
3.06.02
Investment Expenses
(1,699,793)
(1,225,300)
(1,019,915)
3.07
Income Before Income Tax, Social Contribution and Profit Sharing
3.08
Income Tax and Social Contribution on Profit
1,121,129
(383,457)
870,646
754,426
(307,939)
(262,991)
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Income Statements
(in thousands of Reais)
Code
Description
3.08.01
Current
(465,262)
(322,557)
3.08.02
Deffered
81,805
14,618
10,780
3.09
Net Profit from Continuing Operations
737,672
562,707
491,435
Last Year - 12/31/2015
Before Penultimate - 12/31/2013
Penultimate - 12/31/2014
(273,771)
3.10
Net Profit from Discontinued Operations
-
-
3.10.01
Net Income / Loss from Discontinued Operations
-
-
-
3.10.02
Gains / losses on Net Assets of Discontinued Operations
-
-
-
3.11
Net Income
737,672
562,707
491,435
3.11.01
Atributable to Owners of the Company
734,297
555,582
484,038
3.11.02
Atributable to Non-Controlling Interest
3,375
7,125
7,397
3.99
Earnings per Share
-
-
-
3.99.01
Basic Earnings per Share
-
-
3.99.01.01
For Preferred Share
0.73200
0.55320
0.55670
3.99.01.02
For Common Share
0.73220
0.55370
0.46710
3.99.02
Diluted Earnings per Share
3.99.02.01
For Preferred Share
0.71900
0.54180
0.54250
3.99.02.02
For Common Share
0.72580
0.54800
0.46210
-
-
-
-
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Comprehensive Income
(in thousands of Reais)
Code
Description
4.01
Net Income Company - Period
Last Year - 12/31/2015
737,672
4.02
Other Components of Comprehensive Income
(59,503)
4.02.01
Unrealized actuarial losses on defined benefit pension plan, net of gains
4.02.02
Gains and (losses) not realized in financial assets available for sale
4.02.03
4.02.04
4.02.05
Income tax and social contribution related to components of other comprehensive income
4.02.06
Gains and (losses) of Change in Ownership Interest
Before Penultimate - 12/31/2013
Penultimate - 12/31/2014
562,707
8,845
491,435
(111,705)
(2,171)
1,947
(47,307)
(5,150)
Unrealized losses on cash flow hedge, net of gains
-
-
-
Realized gains on cash flow hedge, net of losses
-
-
-
19,806
1,297
47,038
-
-
-
(4,368)
(114,815)
4.02.07
Other comprehensive income of investees companies recognized by equity method
(29,831)
10,751
(39,560)
4.03
Comprehensive Income for the Period
678,169
571,552
379,730
4.03.01
Awarded to Owners of the Company
677,257
563,453
379,193
4.03.02
Awarded to Non-Controlling Interest
912
8,099
537
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Statements of Cash Flow - Indirect Method
(in thousands of Reais)
Code
Description
6.01
Net cash by Operating Activities
6.01.01
Cash generated by operating activities
6.01.01.01
Net income before tax and social contribution
6.01.01.02
Depreciation and amortization
6.01.01.03
Interest and inflation adjustment of issued debentures
6.01.01.04
Equity loss in associated companies
6.01.01.05
Interest and inflation adjustments on REFIS - tax refinance
6.01.01.06
Interest and inflation adjustments on judicial deposits and lawsuits
6.01.01.07
Stock options
6.01.01.08
Positive equity interest
Last Year - 12/31/2015
Penultimate - 12/31/2014
586,809
Before Penultimate - 12/31/2013
(605,184)
69,200
1,178,609
900,678
780,385
1,121,129
870,646
754,426
51,727
48,302
41,991
126,380
39,914
20,467
-
-
7,282
694
5,607
7,297
196,155
134,809
113,163
9,855
7,637
5,657
(33,480)
(35,357)
(26,196)
6.01.01.09
Writeoff on sale of investments
6.01.01.10
Gain on sale of investments or fixed assets
-
-
-
(81,821)
-
(15,721)
6.01.01.11
Interest and inflation adjustment on tax credit offset
(13,946)
(7,005)
(5,393)
6.01.01.12
Interest and inflation adjustment on judicial deposits
(205,787)
(163,569)
(117,252)
6.01.01.13
Other
6.01.02
Change in assets and liabilities
(591,800)
(1,505,862)
(711,185)
6.01.02.01
Change in marketable securities
(948,788)
(1,707,010)
(656,781)
6.01.02.02
Change in receivables
6.01.02.03
421
(306)
1,946
25,034
299,271
(204,151)
Change in taxes
(50,753)
45,803
(35,442)
6.01.02.04
Change in reinsurance assets
347,218
(41,634)
(56,162)
6.01.02.05
Change in judicial deposits
(76,312)
(516,049)
(549,364)
6.01.02.06
Dividends and interest on equity received
6.01.02.07
Change in salvages for sale
6.01.02.08
Change in other assets/liabilities
6.01.02.09
Change in deferred Acquisition costs
17,395
37,263
-
(14,420)
(11,744)
1,608
14,020
(23,987)
(361)
(140,970)
(93,586)
(146,136)
6.01.02.10
Change deferred taxes assets
(40,666)
(87,809)
132,032
6.01.02.11
Change in accounts payable
(49,090)
(187,957)
601,388
6.01.02.12
Change in loans and financing
(4,513)
53,601
24,833
6.01.02.13
interest Paid
(113,552)
(74,441)
(41,437)
6.01.02.14
Change in deferred taxes
(2,204)
(63,576)
(132,593)
6.01.02.15
Change in insurance and reinsurance liabilities
(76,099)
8,191
188,625
6.01.02.16
Change in technical reserves - Insurance
813,837
1,001,671
345,548
6.01.02.17
Changes in accrued liabilities for lawsuits
131,630
178,457
86,328
6.01.02.18
Change in other provisions
6.01.02.19
Income tax and social contribution paid
6.01.02.20
Withholding income tax on dividends received
-
-
6.01.03
Others
-
-
6.02
Net cash by Investing Activities
24,681
(86,794)
(91)
(423,476)
(322,326)
6.02.01
Increase in capital
(735)
(363)
6.02.02
Purchase of equity interest
(21,367)
(31,621)
(403)
(268,717)
(188,735)
(175,431)
6.02.03
Selling of equity interest
127,784
-
-
6.02.04
Purchase of fixed assets and intangible assets
(86,234)
(60,422)
(29,788)
6.02.05
Selling of fixed assets and intangible assets
5,233
5,666
16,487
6.02.20
Other net proceeds and (payments)
6.03
Net Cash by Financing Activities
(149,010)
(54)
343,144
(3)
(186,916)
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Statements of Cash Flow - Indirect Method
(in thousands of Reais)
Code
Description
6.03.01
Loans end credit lines
Last Year - 12/31/2015
200,000
Penultimate - 12/31/2014
6.03.02
Amortization of loans
(170,314)
6.03.03
Capital increase - Receiving
6.03.04
Decrease capital - Payment
6.03.05
Purchase of shares to hold them in treasury
Before Penultimate - 12/31/2013
500,000
-
(1,619)
-
-
-
-
-
-
-
(49,155)
(40,903)
(17,492)
36,324
33,253
15,723
4,289
(3,203)
(1,225)
-
-
6.03.06
Selling of shares in treasury
6.03.07
Options granted exercised
6.03.08
Repurchase of shares in market
6.03.09
Dividends and interest on equity paid
6.03.10
Refis - tax refinance
6.03.20
Other net proceeds and (payments)
-
6.04
Foreign Exchange on Cash and Equivalents
-
-
(156,775)
(121,844)
(168,064)
(13,379)
(22,293)
(15,885)
(247)
-
27
-
6.05
Increase/(Decrease) in Cash and Cash Equivalents
462,480
(348,834)
6.05.01
Cash and Cash Equivalents at Beginning of Period
322,137
671,030
(306,451)
977,481
6.05.02
Cash and Cash Equivalents at End of Period
784,617
322,196
671,030
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Statement of Changes in Shareholders' Equity - 01/01/2015 to 12/31/2015
(in thousands of Reais)
Capital Reserves,
Granted Options
and Treasury
Stock
Capital
Net Income
(Losses)
Profit
reserves
Other
Comprehens
ive Income Equity
Participation of
Consolidated
Minority
Equity
Shareholders
Code
Account Description
5.01
Opening Balance
-
(61,372)
5.02
Prior Year Adjustments
-
-
-
-
-
-
-
5.02.01
Changes in Accounting Practices
-
-
-
-
-
-
-
5.03
Adjustments Balance
-
(61,372)
2,319,882
2,319,882
261,172
261,172
1,426,147
1,426,147
3,945,829
3,945,829
19,745
19,745
3,965,574
3,965,574
5.04
Capital Transactions with Partens
-
1,314
(26,141)
-
-
(24,827)
(1,565)
(26,392)
5.04.01
Capital Increase
-
-
-
-
-
-
-
-
5.04.02
Stock Issue Expenses
-
-
-
-
-
-
-
-
5.04.03
Recognized Granted Options
-
9,856
-
-
-
9,856
-
9,856
5.04.04
Treasury Stock Acquired
-
(49,155)
-
-
-
(49,155)
-
(49,155)
5.04.05
Treasury Shares Sold
-
40,613
-
-
-
40,613
-
40,613
5.04.06
Dividends
-
-
-
-
-
-
-
-
5.04.07
Interest on Shareholders' Equity
-
-
-
-
-
-
-
-
5.04.08
Additional Dividends Proposed
-
-
(26,141)
-
-
(26,141)
(1,565)
(27,706)
5.04.09
Options Granted Exercised
-
-
-
-
-
-
-
-
5.04.10
Reversion of Estatutary Reserve
-
-
-
-
-
-
-
-
5.04.11
Intermediaries Dividends
-
-
-
-
-
-
-
-
5.04.12
Transactions Capital - Goodwill
-
-
-
-
-
-
-
-
5.04.13
Mandatory dividends
-
-
-
-
-
-
-
-
5.04.14
Transactions Capital - Negative Goodwill
-
-
-
-
-
-
-
-
5.04.15
Non-controlling Interest
-
-
-
5.05
Total Comprehensive Income
-
-
(10,751)
745,048
5.05.01
Net Income
-
-
-
5.05.02
Other Comprehensive Income
-
-
(10,751)
5.05.02.01
Financial Instruments Adjustments
-
-
-
5.05.02.02
Taxes of Financial Instruments Adjustments
-
-
5.05.02.03
Comprehensive Income of Equity Affiliates
-
-
5.05.02.04
Convergion Adjustments
-
-
-
5.05.02.05
Tax Adjustments of Conversion Period
-
-
-
5.05.02.06
Non-controlling Interest
-
-
-
5.05.02.07
Reversion of Estatutary Reserve
-
-
-
5.05.02.08
Gains and (losses) of Change in Ownership Interest
-
-
5.05.02.09
Others adjustments
-
-
5.05.03
Reclassification to Results
-
-
5.05.03.01
Financial Instruments Adjustments
-
-
5.06
Changes in Shareholders' Equity
-
-
558,568
(745,048)
-
5.06.01
Increase of Capital Reserves
-
-
558,568
(558,568)
-
-
-
-
5.06.02
Recognitional of Revaluation Reserves
-
-
-
-
-
-
-
-
5.06.03
Taxes on Recognitional of Revaluation Reserves
-
-
-
-
-
-
-
-
5.06.04
Intermediaries Dividends
-
-
-
(36,117)
-
(36,117)
-
(36,117)
-
-
-
(57,040)
677,257
734,297
-
10,751
(57,040)
-
-
-
-
-
-
-
912
678,169
734,297
3,375
737,672
(57,040)
(2,463)
(59,503)
(313)
(313)
(1,567)
(1,880)
106
106
636
(56,784)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(49)
(49)
166
117
(10,751)
10,751
-
-
(21)
(21)
-
-
-
-
-
-
-
-
-
-
-
(186,480)
(1,677)
742
(56,784)
-
(58,461)
(186,480)
5.06.05
Additional Dividends Proposed
-
-
-
-
-
-
-
-
5.06.06
Mandatory dividends
-
-
-
(80,365)
-
(80,365)
-
(80,365)
5.06.07
Interest on Shareholders' Equity
-
-
-
(69,998)
-
(69,998)
-
(69,998)
5.06.08
Realized on Reserves
-
-
-
-
-
-
-
-
5.06.09
Others adjustments
-
-
-
-
-
-
-
-
5.07
Final Balance
2,319,882
262,486
1,947,823
-
(118,412)
4,411,779
19,092
4,430,871
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Statement of Changes in Shareholders' Equity - 01/01/2014 to 12/31/2014
(in thousands of Reais)
Capital Reserves,
Granted Options
and Treasury
Stock
Capital
Profit
reserves
Net Income
(Losses)
Other
Comprehens
ive Income Equity
Participation of
Minority
Consolidated
Shareholders
Equity
Code
Account Description
5.01
Opening Balance
-
(69,243)
5.02
Prior Year Adjustments
-
-
-
-
-
-
-
-
5.02.01
Changes in Accounting Practices
-
-
-
-
-
-
-
-
5.03
Adjustments Balance
-
(69,243)
5.04
Capital Transactions with Partens
-
4,779
(22,821)
-
-
(18,042)
(23,857)
(41,899)
5.04.01
Capital Increase
-
-
-
-
-
-
-
-
5.04.02
Stock Issue Expenses
-
-
-
-
-
-
-
-
5.04.03
Recognized Granted Options
-
7,637
-
-
-
7,637
-
7,637
5.04.04
Treasury Stock Acquired
-
(40,903)
-
-
-
(40,903)
-
(40,903)
5.04.05
Treasury Shares Sold
-
33,253
-
-
-
33,253
-
33,253
5.04.06
Dividends
-
-
-
-
-
-
-
-
5.04.07
Interest on Shareholders' Equity
-
-
-
-
-
-
-
-
5.04.08
Additional Dividends Proposed
-
-
(22,821)
-
-
(22,821)
-
(22,821)
5.04.09
Options Granted Exercised
-
(3,203)
-
-
-
(3,203)
-
(3,203)
5.04.10
Reversion of Estatutary Reserve
-
-
-
-
-
-
-
-
5.04.11
Intermediaries Dividends
-
-
-
-
-
-
-
-
5.04.12
Transactions Capital - Goodwill
-
-
-
-
-
-
-
-
2,319,882
2,319,882
256,393
256,393
1,030,967
1,030,967
3,537,999
3,537,999
36,554
36,554
3,574,553
3,574,553
5.04.13
Mandatory dividends
-
-
-
-
-
-
-
-
5.04.14
Transactions capital - negative goodwill
-
7,995
-
-
-
7,995
-
7,995
5.04.15
Non-controlling Interest
-
-
-
-
5.05
Total Comprehensive Income
-
-
6,898
550,336
555,582
-
5.05.01
Net Income
-
-
-
5.05.02
Other Comprehensive Income
-
-
6,898
(5,246)
5.05.02.01
Financial Instruments Adjustments
-
-
-
5.05.02.02
Taxes of Financial Instruments Adjustments
-
-
5.05.02.03
Comprehensive Income of Equity Affiliates
-
5.05.02.04
Convergion Adjustments
5.05.02.05
Tax Adjustments of Conversion Period
5.05.02.06
(23,857)
(23,857)
7,871
-
565,105
8,099
573,204
-
555,582
7,125
562,707
7,871
9,523
974
10,497
-
325
325
(9)
-
-
(110)
(110)
87
-
-
-
9,559
9,559
1,269
10,828
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Non-controlling Interest
-
-
-
-
-
-
-
-
5.05.02.07
Reversion of Estatutary Reserve
-
-
-
-
-
-
-
5.05.02.08
Interim Dividends/Intermediaries
-
-
-
-
(1,903)
(1,903)
(163)
(2,066)
5.05.02.09
Others adjustments
-
-
6,898
(5,246)
-
1,652
(210)
1,442
5.05.03
Reclassification to Results
-
-
-
-
-
-
-
5.05.03.01
Financial Instruments Adjustments
-
-
-
-
-
-
-
5.06
Changes in Shareholders' Equity
-
-
411,103
(550,336)
-
5.06.01
Increase of Capital Reserves
-
-
384,962
(384,962)
-
-
-
5.06.02
Recognitional of Revaluation Reserves
-
-
-
-
-
-
-
-
5.06.03
Taxes on Recognitional of Revaluation Reserves
-
-
-
-
-
-
-
(36,146)
(139,233)
(1,051)
316
(23)
-
(140,284)
-
5.06.04
Intermediaries Dividends
-
-
-
(36,146)
-
(36,146)
-
5.06.05
Additional Dividends Proposed
-
-
26,141
(26,141)
-
-
-
-
5.06.06
Mandatory dividends
-
-
-
(36,187)
-
(36,187)
(1,051)
(37,238)
(66,900)
5.06.07
Interest on Shareholders' Equity
-
-
-
(66,900)
-
(66,900)
-
5.06.08
Realized on Reserves
-
-
-
-
-
-
-
5.07
Final Balance
-
(61,372)
2,319,882
261,172
1,426,147
3,945,829
19,745
3,965,574
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Statement of Changes in Shareholders' Equity - 01/01/2013 to 12/31/2013
(in thousands of Reais)
Capital Reserves,
Granted Options
and Treasury
Stock
Capital
Profit
reserves
Net Income
(Losses)
Participation of
Minority
Consolidated
Shareholders
Equity
Other
Comprehens
ive Income Equity
Code
Account Description
5.01
Opening Balance
-
35,602
5.02
Prior Year Adjustments
-
-
-
-
-
-
-
5.02.01
Changes in Accounting Practices
-
-
-
-
-
-
-
5.03
Adjustments Balance
1,319,882
294,715
1,695,162
-
35,602
5.04
Capital Transactions with Partens
1,000,000
(38,322)
(1,022,954)
-
-
(61,276)
36,017
5.04.01
Capital Increase
1,000,000
-
(1,000,000)
-
-
-
-
-
5.04.02
Stock Issue Expenses
-
-
-
-
-
1,319,882
294,715
1,695,162
-
-
-
3,345,361
3,345,361
-
-
3,345,361
3,345,361
(25,259)
5.04.03
Recognized Granted Options
-
5,657
-
-
-
5,657
-
5,657
5.04.04
Treasury Stock Acquired
-
(17,492)
-
-
-
(17,492)
-
(17,492)
5.04.05
Treasury Shares Sold
-
15,723
-
-
-
15,723
-
15,723
5.04.06
Dividends
-
-
-
-
-
-
-
-
5.04.07
Interest on Shareholders' Equity
-
-
-
-
-
-
-
-
5.04.08
Additional Dividends Proposed
-
-
(22,954)
-
-
(22,954)
-
(22,954)
(1,225)
5.04.09
Options Granted Exercised
-
(1,225)
-
-
-
(1,225)
-
5.04.10
Reversion of Estatutary Reserve
-
-
-
-
-
-
-
-
5.04.11
Interim Dividends/Intermediaries
-
-
-
-
-
-
-
-
5.04.12
Transactions Capital - Goodwill
-
(40,985)
-
-
-
(40,985)
(7,286)
(48,271)
5.04.13
Mandatory dividends
-
-
-
-
-
-
-
-
5.04.14
Interest on Shareholders' Equity
-
-
-
-
-
-
-
-
5.04.15
Non-controlling Interest
-
-
-
-
-
-
43,303
43,303
5.05
Total Comprehensive Income
-
-
3,853
480,429
5.05.01
Net Income
-
-
-
484,038
(104,845)
-
379,437
537
379,974
484,038
7,397
491,435
5.05.02
Other Comprehensive Income
-
-
3,853
(3,609)
(104,845)
(104,601)
(6,860)
(111,461)
5.05.02.01
Financial Instruments Adjustments
-
-
-
-
(170)
(170)
(685)
(855)
5.05.02.02
Taxes of Financial Instruments Adjustments
-
-
-
-
58
58
497
5.05.02.03
Comprehensive Income of Equity Affiliates
-
-
-
-
5.05.02.04
Convergion Adjustments
-
-
-
-
-
-
-
-
5.05.02.05
Tax Adjustments of Conversion Period
-
-
-
-
-
-
-
-
5.05.02.06
Non-controlling Interest
-
-
-
-
-
-
-
-
5.05.02.07
Reversion of Estatutary Reserve
-
-
-
-
-
-
-
-
5.05.02.08
Gains and (losses) of Change in Ownership Interest
-
-
-
-
5.05.02.09
Others adjustments
-
-
3,853
(3,609)
5.05.03
Reclassification to Results
-
-
-
5.05.03.01
Financial Instruments Adjustments
-
-
-
5.06
Changes in Shareholders' Equity
-
-
354,906
(480,429)
5.06.01
Increase of Capital Reserves
-
-
332,085
(332,085)
5.06.02
Recognitional of Revaluation Reserves
-
-
-
5.06.03
Taxes on Recognitional of Revaluation Reserves
-
-
5.06.04
Intermediaries Interim Dividends
-
-
5.06.05
Additional Dividends Proposed
-
5.06.06
Mandatory dividends
-
(104,632)
(101)
(104,632)
(101)
(6,115)
-
-
244
-
-
-
-
-
-
-
-
-
(125,523)
(557)
-
(101)
(313)
(125,523)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(36,118)
-
(36,118)
-
(36,118)
-
22,821
(22,821)
-
-
-
-
-
-
(4,405)
-
(4,405)
-
(4,405)
(85,000)
5.06.07
Interest on Shareholders' Equity
-
-
-
(85,000)
-
(85,000)
-
5.06.08
Realized on Reserves
-
-
-
-
-
-
-
5.07
Final Balance
-
(69,243)
2,319,882
555
(110,747)
256,393
1,030,967
3,537,999
36,554
3,574,553
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Statement of Added Value
(in thousands of Reais)
Code
Description
7.01
Revenues
15,767,800
Penultimate - 12/31/2014
14,156,746
12,535,839
7.01.01
Sales of Goods, Products and Services
16,551,985
14,852,097
13,264,199
Last Year - 12/31/2015
Before Penultimate - 12/31/2013
7.01.02
Other Revenues
(682,356)
(645,819)
7.01.02.01
Changes in Technical Reserves - Insurance
(255,099)
(154,652)
(665,035)
(251,800)
7.01.02.02
Changes in Technical Reserves - Private pension
(427,257)
(491,167)
(413,235)
7.01.02.03
Profit from sale of permanent assets
-
-
-
7.01.02.04
Other
-
-
-
7.01.03
Revenue for the Construction of Owned Assets
7.01.04
Provision for doubtful accounts - Reversion/ (Constitution)
(101,829)
-
-
(49,532)
(63,325)
7.02
Input Purchase from Third-Parties
(14,821,191)
(13,387,065)
(11,872,833)
7.02.01
Cost Products, Goods and Services Sold
(11,525,062)
(10,261,952)
(9,154,950)
7.02.02
Materials-Energy-Services-Other Third Party
(2,579,960)
(2,520,423)
(2,117,271)
7.02.03
Loss/ Assets Value Recuperation
(597,189)
(501,168)
(553,817)
7.02.04
Other
(118,980)
(103,522)
(46,795)
7.03
Gross Added Value
946,609
769,681
663,006
7.04
Retentions
(51,727)
(46,220)
(41,991)
7.04.01
Depreciation, Amortization and Depletion
(51,727)
(46,220)
(41,991)
7.04.02
Other
-
-
7.05
Net Added Value Produced
7.06
Added Value Received/ Ceded in Transfer
7.06.01
Equity interest
7.06.02
Investment Income
-
894,882
723,461
621,015
1,712,486
1,346,241
1,101,038
32,786
35,357
26,196
2,104,078
1,561,317
1,218,411
7.06.03
Other
(424,378)
(250,433)
7.06.03.01
Net of Reinsurance Ceded Operation
(31,374)
10,825
(2,903)
7.06.03.02
Net of Coinsurance Ceded Operation
(8,956)
(28,816)
(63,929)
7.06.03.03
Exchange Variation - Loans and Commitments Receivable
7.06.03.04
Monetary and Exchange Variation - Insurance and Private Pension
111
-
(143,569)
-
(737,418)
(477,034)
(286,217)
121,773
7.06.03.05
Monetary Variation - Judicial Deposits
207,148
155,054
7.06.03.06
Other
146,111
89,538
87,707
7.07
Added Value to be Distributed
2,607,368
2,069,702
1,722,053
1,722,053
7.08
Distribution of Added Value
2,607,368
2,069,702
7.08.01
Personnel
584,317
514,383
452,525
7.08.01.01
Direct Remuneration
459,568
409,346
358,472
7.08.01.02
Benefits
103,627
86,244
77,078
7.08.01.03
F.G.T.S
21,122
18,793
16,975
7.08.01.04
Other
-
-
7.08.02
Taxes, Fees and Contributions
1,017,660
802,060
640,269
7.08.02.01
Federal
1,009,277
792,321
632,787
7.08.02.02
State
12
32
30
7.08.02.03
Municipal
8,371
9,707
7,452
-
7.08.03
Interest on shareholders'
267,719
190,552
137,824
7.08.03.01
Interest
175,859
124,014
75,624
7.08.03.02
Rentals
74,315
57,852
55,670
7.08.03.03
Other
17,545
8,686
6,530
(Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP -
12/31/2015 SUL AMÉRICA S/A
Financial Statements Consolidated / Statement of Added Value
(in thousands of Reais)
Code
Description
7.08.04
Return of Capital
7.08.04.01
Interest on shareholders' Equity
7.08.04.02
Last Year - 12/31/2015
Before Penultimate - 12/31/2013
Penultimate - 12/31/2014
737,672
562,707
70,000
66,900
491,435
85,000
Dividends
116,480
98,474
63,344
7.08.04.03
Retained Earnings (accumulated deficit)
547,817
390,978
336,367
7.08.04.04
Non-controlling Interest on Retained Earnings
3,375
6,355
6,724
7.08.05
Other
-
-
-
MANAGEMENT REPORT
Shareholders,
We submit for your review the financial statements of Sul América S.A.
(“Company”) and its subsidiaries for the fiscal year ended 12/31/2015,
accompanied by the respective Notes to Financial Statements and Independent
Auditors Report, and the Audit Committee Report.
In this report, Sul América S.A. is hereinafter referred to as “Company,” and
“SulAmérica” is used to refer to Sul América S.A. and its subsidiaries, collectively.
1. Economic scenario
The Brazilian economy underwent adjustments in 2015, aiming to correct the
imbalances from previous years, which were basically the result of credit and fiscal
expansion. Thus, economic policy shifted to focus on the realignment of prices, the
reduction of interventions in the foreign exchange market and, mostly, a fiscal
adjustment aiming to stabilize the public debt.
Although the designed economic policy was in the right direction, the lack of
political support for the proposed measures stood in the way of the required fiscal
adjustment. The prospect of increasing fiscal deficits, which fueled the expansion of
public debt, raised the risk perception of the Brazilian economy. Consequently, the
country lost its investment-grade ratings after being downgraded by rating
agencies, while the Brazilian Real has depreciated.
The Brazilian economy plunged into a confidence crisis, reducing investments and
consumption, and consequently rising unemployment. The official inflation rate
finished the year at 10.7%, mostly reflecting the change in administered prices,
which rose by 18.1%, while other prices increased by 8.7%, due to the exchange
rate depreciation in the period.
Market estimates forecast a GDP contraction of 4.0% in 2015 while the job market
shrunk as 1.8 million jobs were cut in the formal segment of the economy. The
average unemployment rate ended 2015 at 7.0%, in comparison to 4.8% in 2014.
On the other hand, some adjustments to improve the fundamentals of the Brazilian
economy have been made. The Central Bank is determined to work so inflationary
pressures seen in 2015 do not impact 2016 and 2017. During the year, the Central
Bank increased the benchmark interest rate (SELIC) in 250 BPS to 14.25%
(11.75% at the end of 2014). In the external sector, the exchange rate
depreciation led the trade balance to close 2015 with a surplus of nearly US$20
billion, while the current account deficit decreased to US$60 billion, from US$104
billion in 2014. On the fiscal front, efforts continue to seek surpluses that will
stabilize the public debt in the long run, in order to recover the recently lost
investment-grade rating.
The improvement in economic fundamentals is an important step towards recovery
from the current scenario in the following months and years. Restoring confidence
among economic agents is a necessary condition for overcoming this recession and
putting the economy back on a solid growth path.
2. Main consolidated financial information
SulAmérica is restating its comparative financial statements as a result of changes
in disclosure and accounting practices. More details can be found on note 2.2 from
the Notes to Financial Statements, an integral part of the 2015 Financial
Statements.
Operating Revenue
Insurance
Health
Property and casualty
Life
Other
Private Pension
Savings Bonds
Administrative Service Only
Asset Management
Other
Total Operating Revenue (R$ million)
Operating Expenses
Insurance
Claims
Acquisition Cost
Other
Private Pension
Savings Bonds
Administrative Service Only
Asset Management
Other
Total Operating Expenses (R$ million)
Other Results (R$ million)
Gross operating margin
General and administrative expenses
Net investment income
Net income
Net Income after Non-controlling interest
Ratios
Loss ratio (% earned premiums)
Acquisition cost ratio (% earned premiums)
Gross margin (% retained premiums)
2015
15,013.7
10,869.1
3,738.8
403.6
2.2
509.9
54.4
32.9
39.5
96.4
15,746.7
2014
13,230.1
9,529.6
3,308.5
394.5
(2.5)
526.1
276.4
31.0
42.2
40.1
14,145.9

13.5%
14.1%
13.0%
2.3%
NA
-3.1%
-80.3%
6.2%
-6.5%
140.1%
11.3%
2015
(13,266.9)
(11,136.7)
(1,645.3)
(484.9)
(65.6)
(31.8)
(7.6)
(3.6)
(8.1)
(13,383.5)
2014
(11,757.9)
(9,899.6)
(1,479.0)
(379.3)
(45.0)
(231.1)
(6.4)
(2.8)
(12.3)
(12,055.5)

12.8%
12.5%
11.2%
27.8%
45.7%
-86.3%
18.4%
29.1%
-34.4%
11.0%
2015
1,680.9
(1,473.1)
820.8
737.7
734.3
2014
1,444.6
(1,284.5)
668.1
562.7
555.6

16.4%
14.7%
22.9%
31.1%
32.2%
2015
74.6%
11.0%
14.3%
2014
74.9%
11.2%
13.9%

-0.27
-0.16
0.43
SulAmérica’s recurring net income in 2015, presented on the table below, excludes,
mainly, the effects of the sale of the large risks portfolio to AXA and the sale of the
mortgage insurance portfolio/market policies to PAN Seguros.
Supplementary Information
Net Income after Non-controlling interest
Non-Recurring Items
2015
734.3
(50.5)
2014
555.6
-

32.2%
-
Recurring Net Income attributable to Owners of the
Company
683.8
555.6
23.1%
3. Overview
SulAmérica ended the year of 2015 with solid financial performance and strong
operational growth. Operating revenues totaled R$15.7 billion, reinforcing
SulAmérica’s position as the largest independent insurer in Brazil. Reported net
income for the year was R$ 734.3 million, a 32.2% growth over 2014. Recurring
net income, that excludes R$50.5 million due to the non-recurring effects described
in item 2 of this document, was R$683.8 million in 2015, a 23.1% growth over
2014.
The overall good performance can be attributed to the business model adopted by
the group and our commercial expansion strategy, which have been implemented
without compromising our adequate insurance underwriting policies focused on
profitability. In addition, our private pension business, savings bonds operations,
successful investment portfolio management strategy, and permanent attention to
operational efficiency contributed to the growth of our results. Despite the
macroeconomic challenges observed during the year, our results indicate that
SulAmérica is well-positioned to continue capturing opportunities in markets where
the Company operates.
SulAmérica’s insurance operations generated a total of R$15.1 billion in insurance
premiums in 2015, representing an increase of 13.9% compared to the previous
year. The health and dental insurance segment expanded 14.1% compared to
2014, benefitting from the accelerated expansion of the SME (Small and Medium
Enterprises) and dental insurance portfolio. The results achieved by health and
dental segment were driven by high client retention levels, a record volume of new
sales, and also by the price readjustments cycle. SulAmérica announced the
formation of a joint venture in March with Healthways (NASDAQ: HWAY), the USbased global well-being improvement leader, holding 49% of the Brazilian
subsidiary. Through this initiative, the Company further develops its mark in the
supplemental health industry and reinforces its role in the active development of
comprehensive well-being products and solutions, which are value-added for clients
and promote structural improvements in the composition of health risks.
Additionally, in the property and casualty insurance segment, the premiums grew
by 13.0%, mainly due to the growth of 9.6% of insured fleet, reaching 1.7 million
vehicles. The result for this segment was driven by the strong brand recognition, an
extensive broker network, and the launching of innovative products and services in
the Brazilian market.
In December, as the Company obtained the necessary approvals, SulAmérica
concluded the sale of its large risks portfolio to AXA Corporation for the overall
value of R$135.2 million, and the sale of the mortgage insurance portfolio for
R$59.9 million, to PAN Seguros. Both transactions not only reflect market
opportunities, but also allow the Company to maintain its focus on activities that it
believes it is better positioned to operate and serve its clients and brokers. Aligned
with the relationship kept with AXA for many years, the Company signed a
commercial cooperation agreement through which it will contribute with its
distribution capacity to sell and renew large risk policies within this portfolio, taking
advantage of the relationship established with brokers and policyholders in this
segment. The massified portfolio, comprised of comprehensive coverage policies for
residences, condominiums and small and large businesses, will be maintained by
the Company. These two transactions affected after-tax net income by R$52.1
million.
The strong operating performance presented overall by the Company results in
16.4% of growth in gross operating margin, which demonstrate the strength of the
Company’s business model and commercial expansion strategy, supported by the
insurance broker network and distribution partnership.
Investment income grew expressively (+22.9%) during the year compared to
2014, mainly due to the higher benchmark interest rate (Selic) and also to the
performance related to the inflation-linked portfolio.
Additionally, during the year, the divestment of properties owned by some of the
Company’s subsidiaries contributed to the net income of the period.
4. Business Units Performance
4.1 Health and Dental Insurance
Health and dental premiums grew 14.1%, totaling R$10.9 billion, with group plans
performance being the highlight. Within the group plan, the SMEs (small and
medium enterprises) and dental portfolios were the highlights for this segment.
The good performance for this segment was due to successful initiatives regarding
portfolio retention and new sales performance, which largely offset the effects from
the economic slowdown.
During the year, the Company accelerated investments in claims management
programs such as medical second opinions, and direct purchase and distribution of
special drugs and materials. These programs are at different stages of maturation.
In health management, the wellness programs were intensified in order to increase
the penetration of these activities in client companies. The medical loss ratio for the
segment was 80.5%, result of the investments in claims management actions,
wellness promotion programs, and the positive effects of the price readjustments
that started in the second half of 2015. In March 2015, the Company announced a
joint venture with Healthways Brasil. The goal of the partnership is to actively
participate in the value chain of relevant activities for the health segment, develop
different and innovative products in this field, and offer state-of-the-art solutions in
quality of life, education and health promotion to our customers, further
contributing to establish a new dynamic in claims management in the private health
industry
Administrative Services Only – ASO: Billings from ASO plans grew 6.2% compared
to 2014, with a 3.9% expansion of members in the annual comparison.
4.2 Property and Casualty Insurance
Property and Casualty segment premiums grew 13.0% in 2015, benefitted by an
expansion of 9.6% of the insured fleet and an effective underwriting policy. The
segment’s loss ratio worsened 70 BPS to 60.0%.
4.3 Life and Personal Accident Insurance
Segment premiums increased by 2.3% in the annual comparison, reflecting the
Company’s repositioning strategy, which included the non-renewal of unprofitable
policies, the launch of new products, a new distribution and client prospect
structure, expansion, and the enhancement of operational processes. As a result,
the loss ratio reached 46.6% for the year.
4.4 Private Pension
Pension contributions decreased 3.1% for the year, reflecting the economic
slowdown. On the other hand the private pension reserves reached an expressive
growth of 16.9%, reaching the important milestone of more than R$5.3 billion,
resulted by the net positive inflows captured by the Company and good
performance posted by the exclusive pension funds.
4.5 Savings Bonds
The Company continues implementing structural initiatives such as the
improvement of processes, investments in technology, partnerships in strategic
regions, and greater participation in underpenetrated markets. The segment
maintains its focus on the Rental Guarantee and Incentive products. The decline
observed in collections can be explained mainly by the suspension of popular
product sales. Reserves totaled R$626.0 million at the end of 2015.
4.6 Asset Management
SulAmérica Investimentos, our asset management business, finished the year with
a record of R$30.3 billion in AuM, an increase of 6.8% compared to 2014, due to an
increase of 15.5% in the proprietary portfolio, and 1.5% in the third-party portfolio.
5. Sales and Marketing
SulAmérica commercializes a broad portfolio of products and services, which are
distributed through an extensive independent broker network and coordinated by
the Company’s commercial area. The group invests in support for its partners,
improving and amplifying its presence in major cities around the country.
In 2015, SulAmérica’s training program for brokers promoted approximately 6.7
thousand trainings, at 90 branches of the group in Brazil, which reached the
milestone of more than 40 thousand people trained, addressing topics about
products and processes at SulAmérica.
During the year, SulAmérica expanded its commercial strategy to underpenetrated
regions, promoted events and awards for brokers and maintained its sponsorship of
the following radio stations: SulAmérica Trânsito, in São Paulo, and SulAmérica
Paradiso, in Rio de Janeiro. These initiatives aim at strengthening brand awareness
in all regions of the country.
6. Human Resources
In 2015, based on the Company’s mission, vision, values and competencies,
SulAmérica invested in leadership development to mobilize and engage its teams.
During the year, the Company consolidated the process of performance
management, aligned with the delivery of results, meritocracy, and organizational
competencies. With respect to teams, an important priority was the focus on
organizational competencies training through remote platforms and in person,
reinforcing the successful model of UniverSAS, SulAmericas’s corporate university.
Aside from this process, SulAmérica improved its mechanisms for leadership
succession planning, with the intention to promote an adequate model for transition
within the organization.
With these initiatives and a structured communication plan, the Company
strengthened its core competencies and deliverables and elevated once again the
level of engagement between the collaborators, a key driver of the sustainability of
its results.
7. Sustainability
Sustainability management at SulAmérica is focused on three drivers: integration of
environmental, social and governance (ESG) issues to products and services,
stakeholders engagement and social investment management.
The integration of ESG issues had important evolution in 2015, with the
Environmental Policy approval and participation in the development process of
products and services. The Environmental Policy provides clear and direct
guidelines for the Company’s actions together with its value chain and is being
gradually implemented in all business units. Furthermore, all products and services
developed by the Company are tested to see if they are in line with the
Environmental Policy, which ensures a practical action aligned with the
commitments made by SulAmérica.
In addition to the approval of the Stakeholders Engagement Policy in 2014, the
Company developed a project for the engagement of a group with 10 health
providers about public policies to fight cancer and support disabled and elderly
people.
Regarding social investment management, SulAmérica supported seven
organizations in social projects development, totaling 356,296 direct and indirect
beneficiaries. Around 215 employees participated in full-day civic and social
responsibility events, the so-called Dia da Cidadania, providing more than 7
thousand complimentary services for residents of local underserved communities
within the close proximity of the Company’s main offices in Rio de Janeiro and São
Paulo.
For the seventh consecutive year, the Company was recognized by the importance
it has dedicated to sustainability, being the first and only insurer to be included in
the portfolio of the Corporate Sustainability Index (ISE) of the BM&FBovespa. Since
2008, SulAmérica publishes its annual report in accordance with the Global
Reporting Initiative (GRI) guidelines and in 2014 the Company adopted GRI version
G4.
In order to reinforce its commitment to sustainability, SulAmérica became a
signatory of several voluntary commitments such as the Principles for Responsible
Investment (PRI), the UN Global Compact and the Principles for Sustainable
Insurance, UNEP FI (Finance Initiative of the United Nations Program for the
Environment).
8. Capital Markets and corporate governance
Aside from being part of the Corporate Sustainability Index - ISE, the Company’s
units are also traded on the Brazil Index - IBrX, which represents the 100 securities
with the highest negotiability index on the BM&FBovespa, the Financials Index IFNC, MidLarge Cap Index - MLCX, Special Tag-Along Index - ITAG, Differentiated
Corporate Governance Index – IGCX, Corporate Governance Trade Index – IGCT,
Brazil Broad-Based Index – IBRA and Value Index – IVBX2.
In 2015, the units of Sul América S.A. (BM&FBovespa: SULA11) rose 48.6%, while
the Ibovespa declined by 13.3%. The Company’s units closed the year at R$18.61,
with a market value of R$6.3 billion as of 12/31/2015. The average daily trading
volume of the units was R$16.7 million, an increase of 18.0% relative to 2014.
Units (SULA11) performance – Since IPO
R$ 400.00
SULA11
Ibov
IBrX
R$ 350.00
R$ 300.00
308.11
R$ 250.00
R$ 200.00
R$ 150.00
91.54
R$ 100.00
R$ 50.00
71.76
40
30
20
10
12/4
8/4
10/4
6/4
2/4
4/4
12/4
8/4
10/4
6/4
2/4
4/4
12/4
8/4
10/4
6/4
2/4
4/4
12/4
8/4
10/4
6/4
2/4
4/4
12/4
8/4
10/4
6/4
2/4
4/4
12/4
8/4
10/4
6/4
2/4
4/4
12/4
8/4
10/4
6/4
2/4
4/4
12/4
8/4
10/4
6/4
2/4
4/4
12/4
0
10/4
Volume
(R$ million)
R$ 0.00
*100 basis as of 10/04/2007
Source: Bloomberg
9. Investments
In 12/31/2015, the Company maintained its direct investments in the following
companies: Sul América Companhia Nacional de Seguros in the amount of R$949.8
million, Sul América Companhia de Seguro Saúde in the amount of R$1.0 billion
and Saepar Serviços e Participações S.A. in the amount of R$3.2 billion.
Additionally, the Company maintained an indirect investment through Sul América
Capitalização S.A. - SULACAP in Caixa Capitalização S.A. in the amount of R$60.2
million.
On March 11, 2015, the Company released a material fact statement informing to
the market that its indirect subsidiary Sul América Serviços de Saúde
S.A. ("Sulamed") has partnered with Healthways, Inc., with the purpose of
fostering the development of the Brazilian market for health and well-being
management services, activities that the companies will jointly operate through
Healthways Brasil Serviços de Consultoria Ltda. (“Healthways Brasil”), which capital
will be held in the proportion of 49% by Sulamed and 51% by Healthways
International,
S.A.R.L.
("Healthways
International"), a
subsidiary
of Healthways. The transaction was completed on March 11, 2015 with the cash
contribution from Sulamed in the amount of R$4,345, including goodwill of
R$1,106, recorded in investments assets corresponding to 4,344 shares, each
having a par value of R$1. Thus in 12/31/2015, Company also maintained an
indirect investment through Sul América Serviços de Saúde S.A. in Healthways
Brasil, in the amount of R$4.4 million.
10. Net income for the Year and Proposed Allocation
Management submitted to the Shareholders’ Meeting a proposal for the distribution
of net income that included the payment of dividends, which corresponds to 25% of
total adjusted net income in the fiscal year, as shown below:
Proposed Allocation
(in R$ million)
Net income
Distribution of adjustments from previous years and other (note 2.2)
Net income after other adjustments
Recognition of legal reserve (5%)
Adjusted net income
Mandatory dividends
25% of the adjusted net income
(-) Interim dividends
(-) Interest on shareholders’ equity (after taxes)
Total mandatory dividends
Additional dividends
Total proposed dividends
Constitution of statutory reserves
2015
734.3
10.8
745.0
(37.3)
707.8
2014
555.6
(5.2)
550.3
(27.5)
522.8
176.9
36.1
60.5
80.4
0.0
80.4
521.3
130.7
36.1
58.4
36.2
26.1
62.3
357.4
11. Shareholders’ Agreement
Sul América S.A. is part of following shareholders agreements:
With International Finance Corporation, on 5/16/2013, which has the right, among
others, to appoint one member of the Board of Directors of the Company and
conditions for the sale of shares issued by the Company.
With Swiss Re Direct Investments Company LTD, on December 2, 2013, which has
the right, among others, to appoint one member of the Board of Directors of the
Company and conditions for the sale of shares issued by the Company.
12. Arbitration Chamber
The Company, its shareholders and its directors and officers are bound to
arbitration at the Market Arbitration Chamber, in accordance with Article 47 of its
bylaws.
13. Compliance with the CVM Instruction No. 381 of January 14, 2003
On 10/28/2014, Sul América S.A. and its subsidiaries engaged Deloitte Touche
Tohmatsu to provide independent audit services in connection with the audit of its
financial statements (individual and consolidated) for five years. This contract is in
effect until 03/31/2020 related to 2019.
The Company and its subsidiaries did not engage Deloitte to perform other services
other than audit during 2015.
SulAmérica and its group of companies have a policy on related party transactions,
available on the website www.sulamerica.com.br/ir. During the year ended on
12/31/2015 the Company and its subsidiaries did not have related party
transactions with the independent auditors.
Deloitte, the external auditors of the Company, understands that they are
independent from the Company and from the controlling group and there is no nonaudit related service contract that conflicts with this independence.
The Company informs that, due to the mandatory auditor rotation established by
the CVM Instruction 308/99, as altered, the Board of Directors, in a meeting which
occurred on 10/30/2014, approved the hiring of Deloitte Touche Tohmatsu
Auditores Independentes for the provision of independent auditing services for the
Company and its direct and indirect subsidiaries during the period of five years,
from the first quarter of 2015, in substitution of KPMG Auditores Independentes,
whose services conclude with the audit of the Consolidated Financial Statements of
the Company for the fiscal year ended on 12/31/2014.
14. Declaration of the Statutory Officers
The statutory officers of Sul América S.A., a publicly held company with authorized
capital and headquarters in the City of Rio de Janeiro, inscribed in the roll of
corporate taxpayers CNPJ/MF under number 29.978.814/0001-87, in accordance
with Items V and VI, Paragraph 1, Article 25 of CVM Instruction 480 dated
December 7, 2009, have reviewed, discussed and are in agreement with the
Company's financial statements for the fiscal year ended 12/31/2015, and the
restatement of the Quarterly Financial Statements (ITRs) of 2015, according
required by CVM’s Official Letter Nº001/2015, detailed on the explanatory note 2.2,
as well as with the opinions expressed in the Company’s independent auditors
report from Deloitte Touche Tohmatsu Auditores Independentes, regarding these
statements.
We express gratitude to all of our clients, brokers, business partners, regulators,
and our shareholders. Finally, we also are also grateful for the commitment of our
employees and their important contribution to the achieved results.
Rio de Janeiro, February 23, 2016.
THE MANAGEMENT
(A free translation from the original in Portuguese into English)
Sul América S.A. and Subsidiaries
Notes to the financial statements as of December 31, 2015 and 2014 and as of January 1,
2014
(In thousands of Brazilian Reais – R$, except as otherwise stated)
1.
General Information
SUL AMÉRICA S.A. is a publicly-held corporation that is domiciled in Brazil and
headquartered in Rio de Janeiro, at Rua Beatriz Larragoiti Lucas, 121, Cidade Nova. The
Company operates, through its subsidiaries and associates, in the segments of
health(health and dental insurance, health and dental administrative services only plans,
and healthcare well-being solutions), property and casualty insurance, life insurance and
private pension, savings bonds, and asset management. Its Units (stock certificates, each
comprising one common share and two preferred shares) are listed in the Level 2 of
Differentiated Corporate Governance Practices of the Securities, Commodities and Futures
Exchange (BM&FBOVESPA) under the ticker symbol “SULA11”.
Sul América S.A. is controlled by Sulasapar Participações S.A. (SULASAPAR), a closely-held
corporation that is domiciled in Brazil and headquartered in Rio de Janeiro, which holds
50.90% of the common shares, and 0.01% of the preferred shares, that in aggregate
represent, 25.68% of the total capital of the Company, not including the treasury shares.
In the accompanying financial statements, Sul América S.A. is hereinafter individually
referred to as “Company”, whereas “SulAmérica” is used in connection with Sul América
S.A., its subsidiaries and the investment funds of which these companies are the sole
unitholders, which are collectively referred to as “Exclusive Funds”, as described in Note 4.
The statement of financial position as of January 1, 2014 and the financial statements for
the year ended December 31, 2014, , restated according to Note 2.2, were audited by
KPMG Auditores Independentes, and the financial statements for the year ended as of
December 31, 2015 were audited by Deloitte Touche Tohmatsu Auditores Independentes.
The change of auditors was made to comply with the regulatoty rules.
1.1.
Completion of the disposal of the large risks portfolio and agreement with AXA
Corporate Solutions Brasil and América Latina Resseguros S.A.
On May 21, 2015, the Company released a material fact statement informing that it entered
on that date, together with its subsidiaries Saepar Serviços e Participações S.A. (SAEPAR)
and Sul América Companhia Nacional de Seguros (SALIC), into a Contract for the Purchase
and Sale of Shares (the “Contract”) with AXA Corporate Solutions Brasil and América Latina
Resseguros S.A. (AXA), aiming at the disposal to AXA of 100% of the shares of the
subsidiary Sul América Companhia de Seguros Gerais (SASG), which, as a result of the
corporate restructuring conducted in such context, started to comprise SulAmérica’s large
risks portfolio of the property and casualty segment.
Also in the context of that transaction, SulAmérica, by means of its subsidiary SAEPAR, shall
provide to AXA certain services related to the operation of the large risks portfolio for an
initial period of 12 months.
On December 28, 2015, the Company disclosed a notice to the market complementary to
the above-mentioned material fact, with the purpose of informing that, as it has
implemented all conditions precedent established in the Contract, including the regulatory
approvals, the transaction was effectively closed for the overall value R$135,252, received
on the same date, being subject to certain adjustments provided in the Contract.
In 2015, the net income generated by the large risks portfolio, plus the profit of SASG,
amounted to R$14,590. The proceeds from the sale of the portfolio, recorded in SulAmérica,
1
(A free translation from the original in Portuguese into English)
in the line item “Equity interests and other income” amounted to R$35,518 (R$23,441 net
of taxes).
1.2.
Cession and partial transfer of the mortgage insurance portfolio to Pan Seguros
S.A.
On July 8, 2015, the Company disclosed a notice to the market informing that the SALIC
entered with Pan Seguros S.A. (PAN), on that date, into a contract for cession and partial
transfer of the portfolio of mortgage insurance portfolio in market policies (Seguro
Habitacional em Apólices de Mercado), comprising the policies contracted by Caixa
Econômica Federal, which serves as a representative for the respective insured members.
On December 29, 2015, the Company disclosed a complementary notice to the market,
aimed at informing that the transfer of the policies to PAN was completed. With the
completion of the transaction, it was paid to SALIC, in cash and on such date, the amount of
R$59,858, being still subject to certain adjustments provided in the contract.
In 2015, the net income of the portfolio amounted to R$12,649. The proceeds from the sale
of the portfolio, recorded in the line item “Other operating income of insurance” amounted
to R$52,354 (R$28,795 net of taxes).
1.3
Change in the dividend distribution policy
On December 10, 2015, the Board of Directors of the Company approved the change in the
dividend distribution policy, discontinuing the fixed distribution of interim and/or quarterly
interim dividends, and starting to distribute 25% of annual adjusted net income, equivalent
to the mandatory minimum dividends. The new policy shall already be adopted for 2015,
regarding the dividends to be paid in 2016, by the respective resolution at the Shareholders’
Meeting.
1.4
Issue of Bank Credit Note (CCB)
On December 29, 2015, the Company entered into a credit transaction with Banco do Brasil
S.A. in the volume of R$ 200,000 and interest rate at 111% of CDI for a total period of
three years. The interests shall be paid quarterly and the principal in three annual
installments, the first one of 10% of principal on December 10, 2016, the second one of
10% of principal on December 10, 2017, and the third one of 80% of principal on December
10, 2018. The transaction does not have collaterals.
2.
Presentation of financial information
2.1.
Basis of preparation of financial statements and statement of compliance with the
IFRS and CPC standards
The consolidated and individual financial statements were prepared in accordance with the
International Financial Reporting Standards (IFRS) issued by the International Accounting
Standards Board (IASB), and also in accordance with the accounting practices adopted in
Brazil (BR GAAP).
BR GAAP comprises the Brazilian Corporate and the pronouncements, interpretation and
guidelines issued by the Accounting Pronouncements Committee (CPC), approved by the
Brazilian Securities and Exchange Commission (CVM), effective at the date of publication of
the accompanying financial statements.
2
(A free translation from the original in Portuguese into English)
The consolidated and individual financial statements are being presented together, once
there is no difference between the equity and the profit or loss attributable to the
shareholders of the Company.
The Board of Directors decided in favor of issuing the accompanying financial statements in
the meeting held on 02/23/2016.
2.2.
Restatement
SulAmérica is restating these comparative financial statements in view of the adjustments
arising from the change in disclosure (Note 2.2.1) and accounting (Note 2.2.2) practices.
The following table shows the comparisons for indicated periods.
Financial statements as of December 31, 2014
Originally Reported
Assets
Current
Cash and cash equivalents
Marketable securities
452,613
27
268,259
Accounts receivable
Accounts receivable
184,327
152,353
Deferred tax assets
Other current assets
Non-current
Long-term assets
Marketable securities
Accounts receivable
Deferred tax assets
27,105
4,869
4,674,730
45,841
9
45,832
44,481
Judicial deposits
Investments
Property and equipment
Intangible assets
Total assets
1,351
4,628,829
22
38
5,127,343
Obligations payable
Taxes and social charges payable
Loans and financing
Taxes and contributions
Other accounts payable
Non-current
Accounts payable
Obligations payable
Deferred taxes
Loans and financing
Equity
Capital
Capital reserves
Equity adjustments
(-) Treasury shares
Earnings reserves
Total liabilities and equity
310,804
310,804
94,915
138
201,479
14,093
179
836,568
836,568
1,245
178
835,145
3,979,971
2,319,882
385,829
(57,464)
(83,672)
1,415,396
5,127,343
(1)
(1)
(3)
(3)
(1)
(16,510)
(17,823)
(68,220)
657,088
554,535
(5,861)
548,674
Assets
Current
Cash and cash equivalents
Marketable securities
27,105
4,640,588
Taxes
Non-current
9
(44,481)
44,481
(7)
(7)
(34,142)
109,325
(94,915)
(138)
(9)
(9)
(9)
(14,093)
(179)
(9)
(9)
(1,245)
(178)
178
(18)
(14)
(14)
1,245
(18)
(17,823)
17,823
44,481
1,351
4,594,687
22
38
5,093,201
(50)
Marketable securities
Deferred tax assets
Judicial deposits
Investments
Property and equipment
Intangible assets
Total assets
Company
Restated
Liabilities
310,804
Current
109,325
Accounts payable
201,479
Loans and financing
836,568
(40,985)
(3,908)
(50)
(52)
10,751
(53)
Changes of policy
Disclosure
Originally Reported
Profit or Loss
Administrative expenses
Tax expenses
Investment income (expenses)
Equity interest and other income
Income before taxes and contributions
Income tax and social contribution
Net income for the year
157,222
(152,353)
27,105
(27,105)
(4,869)
Restated
452,613
27
268,259
157,222
Changes of policy
Disclosure
Acounting
Originally Reported
Liabilities
Current
Accounts payable
Company
Changes of policy
Disclosure
Acounting
178
835,145
1,245
3,945,829
2,319,882
344,844
(61,372)
(83,672)
1,426,147
5,093,201
Non-current
Deferred taxes and contributions
Loans and financing
Provisions for legal claims
Equity
Capital
Capital reserves
Equity adjustments
(-) Treasury shares
Earnings reserves
Total liabilities and equity
Company
Acounting
Restated
(39)
(39)
(34,333)
6,908
(50)
6,908
(54)
(68,220)
663,996
561,443
(5,861)
555,582
Profit or Loss
Administrative expenses
Tax expenses
Investment income (expenses)
Equity interest and other income
Income before taxes and contributions
Income tax and social contribution
Net income for the year
3
(A free translation from the original in Portuguese into English)
Originally Reported
Assets
Current
Cash and cash equivalents
Marketable securities
Receivables from insurance, reinsurance and private
pension operations
Premiums receivable
Insurance companies
Reinsurance companies
Other operating assets
Receivables from savings bonds operations
Disclosure
13,287,768
322,196
9,671,370
322,196
9,671,370
Assets
Current
Cash and cash
equivalents
Marketable securities
2,233,244
71,695
350,607
48,204
Receivables
Taxes
Reinsurance assets
Salvage for sale
2,023,049
1,205,028
34,206
27,696
756,119
81,296
310,972
Accounts receivable
Accounts receivable
Deferred tax assets
Other current assets
Other assets
Prepaid expenses
Deferred acquisition costs
294,888
120,150
71,695
103,043
52,605
21,225
576,765
Reinsurance and retrocession assets - technical reserves
Accounts receivable
Deferred tax assets
Judicial deposits
Other accounts receivable
Prepaid expenses
Deferred acquisition costs
Investments
Property and equipment
Intangible assets
Total assets
Restated
13,354,366
Reinsurance and retrocession assets - technical reserves
Non-current
Long-term assets
Marketable securities
Receivables from insurance and reinsurance operations
Premiums receivable
Reinsurance companies
Consolidated
Changes of policy
Acounting
5,362,416
4,877,870
1,220,994
1,140
538
602
120,875
3,295,167
648,792
2,627,996
18,379
3,072
236,622
226,666
60,623
197,257
18,716,782
(1,205,028)
(34,206)
(27,696)
(756,119)
(81,296)
2,299,842
71,695
39,635
48,204
(1)
(1)
(2)
(1)
(1)
(1)
(3)
(2) e (4)
(4)
(66,598)
(56)
(120,150)
(71,695)
(103,043)
(52,605)
(21,225)
(1)
(3)
(1)
(4)
(4)
13,687
(4)
1,220,994
Marketable securities
(538)
(602)
18,917
2,627,996
2,535
(5)
(6)
(5)
(8)
(6)
18,917
2,627,996
123,410
Receivables
Judicial deposits
Reinsurance assets
(648,792)
(2,627,996)
(18,379)
(3,072)
(7)
(8)
(5)
(6)
1,139
648,792
(6)
(7)
236,622
1,139
669,814
82,616
60,623
180,375
18,510,274
576,765
13,687
5,222,506
21,022
(144,050)
(47) e (48)
(42) e (43)
(16,882)
(44) e (45)
Deferred acquisition costs
Other
Non-current
Deferred acquisition costs
Other
Taxes
Investments
Property and equipment
Intangible assets
Total assets
4
(A free translation from the original in Portuguese into English)
Originally Reported
Liabilities
Current
Accounts payable
Obligations payable
Taxes and social charges payable
Labor liabilities
Loans and financing
Taxes and contributions
Other accounts payable
Payables for insurance and
reinsurance operations
Refundable premiums
Insurance companies
Reinsurance companies
Insurance and reinsurance brokers
Other operation payables
Third-party deposits
Technical reserves - insurance
Technical reserves - savings bonds
Technical reserves - private pension
Other payables
Labor provisions
Civil provisions
Diverse payables
Non-current
Accounts payable
Obligations payable
Deferred taxes
Loans and financing
Other accounts payable
Payables for insurance and
reinsurance operations
Insurance and reinsurance brokers
Technical reserves - insurance
Technical reserves - private pension
Other payables
Tax provisions
Labor provisions
Civil provisions
Diverse debts
Equity
Capital
Capital reserves
Equity adjustments
(-) Treasury shares
Earnings reserves
Non-controlling interests
Total liabilities and equity
Disclosure
7,869,029
864,266
304,744
121,939
41,986
201,479
108,914
85,204
555,361
2,677
71,417
102,153
117,074
262,040
101,739
4,596,319
670,967
993,802
86,575
9,665
76,805
105
6,846,101
2,106,452
1,252,564
1,243
835,145
17,500
85
85
476,734
3,574,731
687,805
342,709
63,640
281,456
294
4,001,652
2,319,882
385,829
(57,464)
(83,672)
1,415,396
21,681
18,716,782
Changes of policy
Consolidated
Acounting
7,802,431
1,372,803
(304,744)
(121,939)
(41,986)
(9) e (10)
(9)
(9)
(9)
(108,914)
(85,204)
618,051
(9)
(9)
(10)
(2,677)
(71,417)
(102,153)
(117,074)
(262,040)
(101,739)
993,802
(670,967)
(993,802)
(61,713)
(56)
(56)
(10)
(10)
(10)
(10)
(9) e (10)
(10)
(11)
(9)
(11)
86,470
(9,665)
(76,805)
(105)
105
(12)
(12)
(12)
(13)
(13)
47,540
(1,252,564)
(1,243)
(15)
(15)
(14)
1,243
(17,500)
(14)
(15)
85
(85)
3,574,731
(3,574,731)
(16)
(16)
(17)
(17)
1,910,329
(342,709)
(63,640)
(281,456)
294
(294)
(4,885)
(15) e (18)
(18)
(18)
(18)
(19)
(19)
1,367,917
Loans and financing
556,338
Insurance and reinsurance liabilities
86,470
105
6,742,269
47,539
835,145
1,243
85
(46)
(49)
(53)
10,751
(1,936)
(52)
(51)
Technical reserves of insurance
Provisions for legal claims
Other
Non-current
Accounts payable
Loans and financing
Deferred taxes and contributions
Insurance and reinsurance liabilities
4,051,465
Technical reserves of insurance
1,806,498
Provisions for legal claims
294
(40,985)
(3,908)
Accounts payable
201,479
5,590,122
(103,832)
Restated
Liabilities
Current
3,965,574
2,319,882
344,844
(61,372)
(83,672)
1,426,147
19,745
18,510,274
Other
Equity
Capital
Capital reserves
Equity adjustments
(-) Treasury shares
Earnings reserves
Non-controlling interests
Total liabilities and equity
5
(A free translation from the original in Portuguese into English)
Originally Reported
Profit or Loss
Insurance operations
Written premiums
Changes in technical reserves
Earned premiums
Incurred claims
Benefit expenses
Acquisition costs
Other operating income and expenses
Other operating income
Other operating expenses
Savings bonds operations
Income from savings bonds
administration
Acquisition cost
Other operating income and expenses
Private pension operations
Premiums and income from retained
contributions
Premiums and income from contributions
Changes in technical reserves
Asset management fee
Benefit and redemption expenses
Benefit expenses
Change in IBNR reserve
Acquisition costs
Other operating income and expenses
Other operating income
Other operating expenses
Net operating income from ASO business
Net operating income from asset
management
Administrative expenses
Tax expenses
Investment income (expenses)
Equity interest and other income
13,204,793
25,285
(20)
(21)
13,230,078
13,204,793
25,285
526,123
525,466
657
276,398
30,997
42,209
40,142
(22)
(23)
(24)
(25)
(26)
(27)
525,466
657
276,398
30,997
42,209
40,142
(154,652)
(491,167)
(28)
(29)
(9,899,643)
(1,478,983)
(379,272)
(30)
(31)
(32)
(22,017)
(21,786)
(1,201)
(231,076)
(6,421)
(2,800)
(12,294)
(33)
(34)
(35)
(36)
(37)
(38)
(32)
13,369,331
(154,652)
13,214,679
(9,877,110)
(22,533)
(1,478,983)
(350,116)
41,450
(391,566)
58,382
(13,369,331)
154,652
(20)
(28)
9,877,110
22,533
1,478,983
(30)
(30)
(31)
(41,450)
391,566
(21) e (27)
(32)
281,918
(223,476)
(60)
(8,233)
(281,918)
223,476
60
(24)
(36)
(24) e (36)
(489,635)
491,167
(37,614)
22,017
(22)
(29)
(22)
(33)
21,786
(34)
489,635
489,635
(491,167)
37,614
(22,017)
(22,061)
44
(21,786)
(512)
689
(1,201)
29,306
(689)
1,201
(29,306)
(23)
(35)
(25) e (37)
43,779
(43,779)
(26) e (38)
(1,216,613)
(70,872)
(235,408)
658,261
42,444
235,408
(42,444)
(27) e (39)
(20),(21) (24),
(25), (26), (27)
e (39)
7,087
35,357
Income before taxes and contributions
Income tax and social contribution
Net income for the year
Net income for the year attributed
Owners of the Company
Non-controlling interest
Consolidated
Changes of policy
Acounting
Disclosure
857,855
(302,826)
555,029
548,674
6,355
-
(40)
(645,819)
(154,652)
(491,167)
(12,055,493)
(11,757,898)
(9,899,643)
(1,478,983)
(379,272)
(45,004)
(22,017)
(21,786)
(1,201)
(231,076)
(6,421)
(2,800)
(12,294)
2,994
(45)
1,444,635
(1,284,491)
9,797
(46)
668,058
(40)
(40)
7,087
35,357
(5,113)
7,678
6,908
770
(47) e (48)
870,646
(307,939)
562,707
555,582
7,125
Restated
Profit or Loss
Insurance
Net premiums
Other operating income
Private pension
Premiums, income and
management fee, net
Other operating income
Savings bonds
ASO business
Asset management
Other operating income
Changes in technical reserves
of insurance and private pension
Insurance
Private pension
Operating expenses
Insurance
Claims
Acquisition costs
Other operating expenses
Private pension
Benefit expenses
Acquisition costs
Other operating expenses
Savings bonds
ASO business
Asset management
Other operating expenses
Gross operating margin
Administrative expenses
Investment income (expenses)
Equity interest and other
income
Equity interest
Income before taxes and
contributions
Income tax and social contribution
Net income for the year
Net income for the year
attributed
Owners of the Company
Non-controlling interest
6
(A free translation from the original in Portuguese into English)
Statement of financial position as of January 1, 2014
Assets
Current
Cash and cash equivalents
Marketable securities
Accounts receivable
Accounts receivable
Deferred tax assets
Other current assets
Non-current
Long-term assets
Marketable securities
Accounts receivable
Deferred tax assets
Judicial deposits
Investments
Property and equipment
Intangible assets
Total assets
393,710
149
183,626
209,935
151,859
57,914
162
3,778,496
6,260
10
6,250
4,980
Obligations payable
Taxes and social charges payable
Loans and financing
Taxes and contributions
Other accounts payable
Non-current
Accounts payable
Obligations payable
Loans and financing
Other debts
Equity
Capital
Capital reserves
Equity adjustments
(-) Treasury shares
Earnings reserves
Total liabilities and equity
Originally Reported
Assets
Current
Cash and cash equivalents
Marketable securities
Receivables from insurance, reinsurance and private
pension operations
Premiums receivable
Insurance companies
Reinsurance companies
Other operating assets
Receivables from savings bonds operations
94,664
94,664
61,387
116
20,023
12,972
166
500,794
500,794
3,739,747
(7)
(7)
(38,749)
74,641
(61,387)
(116)
(9)
(9)
(9)
(12,972)
(166)
(9)
(9)
1,585
499,074
135
3,576,748
2,319,882
377,744
(67,626)
(80,366)
1,027,114
4,172,206
373
(1,585)
5,032,108
4,560,211
1,327,959
613
92
521
120,300
2,897,642
555,878
2,317,232
24,532
24
8,154
205,519
221,963
54,421
195,513
16,658,223
Non-current
1,347
(135)
Marketable securities
Deferred tax assets
Judicial deposits
Investments
Property and equipment
Intangible assets
Company
Liabilities
Current
Accounts payable
20,023
Loans and financing
Non-current
373
Accounts payable
499,074
1,347
(18)
(18)
(40,985)
(1,617)
(50)
(52)
3,853
(53)
Restated
74,641
500,794
(14)
(18) e (14)
Disclosure
356,400
118,112
117,498
120,790
42,124
25,545
514,282
Taxes
4,980
1,270
3,733,281
34
172
4,133,457
(50)
3,537,999
2,319,882
336,759
(69,243)
(80,366)
1,030,967
4,133,457
Loans and financing
Provisions for legal claims
Equity
Capital
Capital reserves
Equity adjustments
(-) Treasury shares
Earnings reserves
Total liabilities and equity
Consolidated
Changes of policy
Acounting
11,626,115
671,030
7,862,546
1,663,255
1,094,060
48,685
21,949
498,561
213,983
Assets
Current
Cash and cash equivalents
Marketable securities
57,914
94,664
Accounts receivable
Accounts receivable
Deferred tax assets
Other current assets
Other assets
Prepaid expenses
Deferred acquisition costs
Investments
Property and equipment
Intangible assets
Total assets
(1)
(3)
(3)
(1)
393,710
149
183,626
152,021
Changes of policy
Disclosure
Acounting
276,950
Reinsurance and retrocession assets - technical reserves
Accounts receivable
Deferred tax assets
Judicial deposits
Other accounts receivable
Other assets
Prepaid expenses
Deferred acquisition costs
(1)
(4,980)
4,980
1,270
3,772,030
34
172
4,172,206
Reinsurance and retrocession assets - technical reserves
Non-current
Long-term assets
Marketable securities
Receivables from insurance and reinsurance operations
Premiums receivable
Reinsurance companies
152,021
(151,859)
57,914
(57,914)
(162)
Restated
10
Originally Reported
Liabilities
Current
Accounts payable
Company
Changes of policy
Disclosure
Acounting
Originally Reported
11,620,662
671,030
7,862,546
(1,094,060)
(48,685)
(21,949)
(498,561)
(213,983)
2,094,191
117,498
32,551
36,460
(1)
(1)
(2)
(1)
(1)
(1)
(3)
(2) e (4)
(4)
(118,112)
(117,498)
(120,790)
(42,124)
(25,545)
(1)
(3)
(1)
(4)
20,607
(4)
(92)
(521)
24,624
2,317,232
2,582
(5)
(6)
(5)
(8)
(6)
(555,878)
(2,317,232)
(24,532)
(24)
(8,154)
(7)
(8)
(5)
(6)
(6)
6,117
555,878
(6)
(7)
(5,453)
(56)
2,088,738
117,498
309,501
36,460
514,282
20,607
4,892,330
26,127
(145,681)
(369)
(19,855)
(47) e (48)
(42) e (43)
(43)
(44) e (45)
Restated
Assets
Current
Cash and cash equivalents
Marketable securities
Receivables
Taxes
Reinsurance assets
Salvage for sale
Deferred acquisition costs
Other
Non-current
1,327,959
Marketable securities
24,624
2,317,232
122,882
Receivables
Judicial deposits
Reinsurance assets
205,519
6,117
582,005
76,282
54,052
175,658
16,512,992
Deferred acquisition costs
Other
Taxes
Investments
Property and equipment
Intangible assets
Total assets
7
(A free translation from the original in Portuguese into English)
Originally Reported
Liabilities
Current
Accounts payable
Obligations payable
Taxes and social charges payable
Labor liabilities
Loans and financing
Taxes and contributions
Other accounts payable
Payables for insurance and reinsurance operations
Refundable premiums
Insurance companies
Reinsurance companies
Insurance and reinsurance brokers
Other operation payables
Third-party deposits
Technical reserves - insurance
Technical reserves - savings bonds
Technical reserves - private pension
Other payables
Labor provisions
Civil provisions
Diverse payables
Non-current
Accounts payable
Obligations payable
Deferred taxes
Loans and financing
Other accounts payable
Payables for insurance and reinsurance operations
Refundable premiums
Insurance and reinsurance brokers
Technical reserves - insurance
Technical reserves - private pension
Other payables
Tax provisions
Labor provisions
Civil provisions
Diverse debts
Equity
Capital
Capital reserves
Equity adjustments
(-) Treasury shares
Earnings reserves
Non-controlling interests
Total liabilities and equity
2.2.1.
Disclosure
7,069,789
592,256
238,189
113,368
38,460
20,095
83,857
98,287
531,678
10,486
89,801
92,753
104,321
234,317
44,211
4,125,816
790,373
891,759
93,696
7,135
86,510
51
5,970,136
1,704,042
1,156,498
276
499,074
48,194
2,592
2,579
13
459,938
3,162,403
640,885
342,406
52,053
246,426
276
3,618,298
2,319,882
377,744
(67,626)
(80,366)
1,027,114
41,550
16,658,223
Consolidated
Changes of policy
Acounting
7,064,336
1,388,013
(238,189)
(113,368)
(38,460)
(83,857)
(98,287)
550,410
(10,486)
(89,801)
(92,753)
(104,321)
(234,317)
(44,211)
891,759
(790,373)
(891,759)
(9) e (10)
(9)
(9)
(9)
(9)
(9)
(10)
(56)
(12)
(12)
(12)
(13)
(13)
120,087
(1,156,498)
(276)
(15)
(15)
(14)
276
(48,194)
(2,592)
2,592
(2,579)
(13)
3,162,403
(3,162,403)
(14)
(15)
(16)
(16)
(4,770)
(56)
545,640
5,017,575
93,645
51
5,874,103
(96,033)
(46)
(49)
(53)
3,853
(4,996)
(52)
(51)
Loans and financing
Insurance and reinsurance liabilities
Technical reserves of insurance
Provisions for legal claims
Other
Non-current
Accounts payable
499,074
276
Loans and financing
Deferred taxes and contributions
Insurance and reinsurance liabilities
3,622,341
Technical reserves of insurance
1,629,457
Provisions for legal claims
276
(40,985)
(1,617)
Accounts payable
120,087
2,592
(17)
(17)
(15) e (18)
(18)
(18)
(18)
(19)
(19)
1,387,330
20,095
(10)
(10)
(10)
(10)
(9) e (10)
(10)
(11)
(9)
(11)
93,645
(7,135)
(86,510)
(51)
51
1,725,490
(342,406)
(52,053)
(246,426)
(683)
Restated
Liabilities
Current
3,574,553
2,319,882
336,759
(69,243)
(80,366)
1,030,967
36,554
16,512,992
Other
Equity
Capital
Capital reserves
Equity adjustments
(-) Treasury shares
Earnings reserves
Non-controlling interests
Total liabilities and equity
Changes in disclosure practices
SulAmérica is presenting these financial statements in a new format, more closely aligned
with the standards recommended to similar companies. The changes in relation to
compared periods are as follows:
(1)
Receivables - Current
The amounts comprising the “Receivables” account were reported in a portion of the subaccounts of the “Receivables from insurance,
reinsurance and private pension operations” and “Accounts receivable – other operating assets” accounts, and the “Receivables from
savings bonds operations” account.
(2) and (4)
Reinsurance assets, Salvage for sale and Other - Current
The amounts comprising the “Reinsurance assets” account were reported in a portion of “Prepaid expenses” and a subaccount of
“Receivables from insurance, reinsurance and private pension operations”.
The amounts comprising the “Salvage for sale” account were reported in a portion of the “Other assets” account.
The amounts comprising the “Other” account (current assets) were reported in a portion of “Other assets” and Prepaid expenses”
accounts..
(5)
Receivables– Non-current
The amounts comprising the “Receivables” account were reported in a portion of the subaccounts of the “Receivables from insurance,
reinsurance and private pension operations” and “Accounts receivable” accounts.
(6)
Reinsurance assets and Other – Non-current
The amounts comprising the “Reinsurance assets” and “Other” accounts were reported in a portion of the “Receivables from
insurance, reinsurance and private pension operations” accounts, and the totality of the “Prepaid expenses” and “Other assets”
accounts.
(9)
Accounts payable - current
8
(A free translation from the original in Portuguese into English)
The amounts comprising the “Accounts payable” account were reported in a portion of the “Accounts payable” and “Payables for
insurance and reinsurance operations” accounts, and the “Technical reserves - savings bonds” account.
(10)
Insurance and reinsurance liabilities - current
The amounts comprising the “Insurance and reinsurance liabilities” account were reported in a portion of the “Payables for insurance
and reinsurance operations” account, and the totality of the “Third-party deposits” account.
(12)
Provisions for legal claims - current
The amounts comprising the “Provisions for legal claims” account were reported in a portion of the “Other payables” account.
(15)
Accounts payable – non-current
The amounts comprising the “Accounts payable” account were reported in a portion of the account of the former financial statement,
with similar name (Accounts payable).
(18)
Provisions for legal claims – non-current
The amount comprising the “Provisions for legal claims” was reported in a portion of line item “Accounts payable - Obligations
payable” and the totality of the “Other payables” account.
(20)
Net operating income of insurance – Net premiums
The amounts comprising the “Net premiums” account were reported in the “Insurance operations – written premiums” account, and a
portion of the “Tax expenses” account.
(21)
Net operating income of insurance – Other operating income
The amounts comprising the “Other operating income” account were reported in the “Insurance operations – other operating income
and expenses - other operating income”, “Incurred claims – Recovery for claims” and “Tax expenses” accounts.
(22)
Net operating income of private pension – Premiums, income and management fee, net
The amounts comprising the “Premiums, income and management fee, net” account were reported in the “Private pension operations
– Premiums and income from retained contributions”, “Private pension operations – asset management fee” accounts and a portion of
the “Tax expenses” account.
(23)
Net operating income of private pension – Other operating income
The amounts comprising the “Other operating income” account were reported in “Private pension operations – other operating income
and expenses - other operating income” account and a portion of the “Tax expenses” account.
(24)
Net operating income of savings bonds
The amounts comprising the “Savings bonds” accounts were reported in the “Savings bonds operations – other operating income and
expenses” and “Tax expenses” accounts, and the totality of the “Savings bonds operations – Income from savings bonds
administration” account.
(25)
Net operating income of ASO business
The amounts comprising the “Health - ASO” account were reported in a portion of the “ASO business” and “Tax expenses” accounts.
(26)
Net operating income of asset management
The amounts comprising the “Asset management” account were reported in a portion of the “Net operating income from asset
management” and “Tax expenses” account.
(27)
Net operating income - Other
The amounts comprising the “Other operating income” account were reported in a portion of the “Other operating income and
expenses”, “Administrative expenses – Recovery of expenses” and “Tax expenses” accounts.
(30)
Operating expenses of insurance - Claims
The amounts comprising the “Claims” account were reported in the totality of the “Incurred claims” and “Benefit expenses” accounts.
(36)
Operating expenses of savings bonds
The amounts comprising the “Savings bonds” account were reported in the totality of the “Savings bonds operations – acquisition
cost” account and a portion of the “Savings bonds operations – other operating income and expenses” account.
(37)
Operating expenses of ASO business
The amounts comprising the “Operating expenses of ASO business” account were reported in a portion of the “Net operating income
from “ASO business” account.
(39)
Administrative expenses
The amount recorded in line item “Tax expenses” were partially reclassified into the line item “Administrative expenses”.
9
(A free translation from the original in Portuguese into English)
2.2.2.
Changes in accounting practices
Acquisition of Sul América Capitalização S.A. – SULACAP (SULACAP)
The acquisition of the totality of interests held by Saspar Participações S.A. (SASPAR) in the
capital of SULACAP, equivalent to 83.27% of its capital and voting capital, by the subsidiary
Sul América Santa Cruz Participações S.A. (SANTA CRUZ), for the base price of R$149
million, which could be increased by up to R$136 million, was approved on April 10, 2013 at
the Extraordinary Shareholders’ Meeting of the Company.
The acquisition was completed on April 25, 2013 (closing date), and the transaction was
recorded in the subsidiary SANTA CRUZ and in the quarterly financial information (ITR) and
annual financial statements of SASA as business combination, as provided in the CPC 15 –
Business Combination, according to what the Management understood to be the essence of
the transaction.
On July 23, 2013, the Company made a technical consultation to the Brazilian Securities
and Exchange Commission (CVM) aimed at ratifying its understanding regarding the
accounting for the transaction. Later on, the CVM, by means of Letter/CVM/SEP/GEA-No.
001/2015, of January 2, 2015, in reply to the technical consultation made by the Company,
although recognizing that the treatment as business combination would be reasonable,
understood that specific aspects related to the transaction would not permit such treatment
and determined that the Company restated the quarterly financial information for 2015 and
the financial statements as of December 31, 2014.
On January 19, 2015 SulAmérica applied for reconsideration by the CVM Joint Committee,
which, in the meeting of November 24, 2015, reaffirmed the decision of its technical
areas, the application for reconsideration being made public in the meeting minutes
released on December 24, 2015, and notified to the Company on January 6, 2016.
The following adjustments were made:
(42)
Write-off of R$125,492 (R$75,295 net of taxes) related to investment surplus;
(43)
Write-off of R$21,024, recognized on the acquisition date, (R$12,616 net of taxes) which corresponded to real estate surplus. In
2014, there was the sale of a portion of this real estate and respective surplus. The reflection of this write-off amounts to R$2,466
(of which R$1,631 in 2014 and R$835 in 2013);
Description
Write-off of investment surplus
Write-off of real estate surplus
Write-off of real estate surplus
Total
Note
(a)
(b)
(b)
12/31/2014
(125,492)
(21,024)
2,466
(144,050)
01/01/2014
(125,492)
(21,024)
835
(145,681)
(44)
Write-off of goodwill determined by the business combination method, corresponding to R$4,545;
(45)
Write-off of R$17,327 (R$10,396 net of taxes), recognized on the acquisition date, related to intangible assets determined on the
client portfolio of “lease surety bond” product (R$6,419) and customer relationship in the “incentive” portfolio (R$10,908).
Additionally, from the acquisition date to the end of 2014, it was reversed to the amortization of these respective assets the
amount of R$4,990 (of which R$2,994 in 2014 and R$1,996 in 2013, of which R$2,018 of depreciation, R$1 of reversal of
impairment, and R$21 of write-off of surplus);
Description
Write-off of goodwill
Write-off of intangible assets
Write-off of amortization
Total
(46)
Note
(c)
(d)
(d)
12/31/2014
(4,545)
(17,327)
4,990
(16,882)
01/01/2014
(4,545)
(17,327)
2,017
(19,855)
Write-off of R$90,910 related to contingent liabilities, recognized on the acquisition date. In January 2014, the write-off of
contingent liabilities in the amount of R$1,998 related to these cases was reversed. Additionally, until the end of 2014, it was
reversed the adjustment for inflation related to these contingent liabilities in the amount of R$14,920 (of which R$9,797 in 2014
and R$5,123 in 2013), recognized in profit or loss for the year;
10
(A free translation from the original in Portuguese into English)
Description
Write-off of contingent liabilities
Write-off in January 2014
Write-off of adjustment for inflation
Total
Note
(e)
(e)
(e)
12/31/2014
(90,910)
1,998
(14,920)
(103,832)
01/01/2014
(90,910)
(5,123)
(96,033)
(47)
Write-off of deferred taxes recognized on the acquisition date, in the amount of R$65,538, related to the adjustments informed in
items (42), (43) and (45) of R$50,198, R$8,408 and R$6,932, respectively, and later reversals of the write-offs of deferred taxes in
2014, related to these items, in the amount of R$2,983 (R$1,988 in 2014 and R$995 in 2013). Additionally, in 2014 and 2013, with
the disposal and write-off of the real estate surplus there was an impact on profit or loss in line item “income tax and social
contribution” of R$8 and (R$188), respectively;
(48)
Write-off of R$36,364, on the acquisition date, related to deferred taxes on the amount mentioned in item (46). Additionally,
deferred tax assets were reversed in the amount of R$5,169 (of which R$3,117 in 2014 and R$2,052 in 2013) which had been
recorded in view of the adjustment for inflation of lawsuits;
Description
Write-off of contingent liabilities
Write-off in January 2014
Adjustment for inflation
Reversal
Total
Note
(f)
(g)
(g)
(g)
12/31/2014
65,538
(2,983)
(36,364)
(5,169)
21,022
01/01/2014
65,538
(995)
(36,364)
(2,052)
26,127
(49)
Accounting record of the difference between the acquisition price and the equity value of SULACAP as capital transaction in equity;
(50)
In the Company, there was the recognition of the amount reflected by equity interest of the effects of the reversal of business
combination;
(51)
As of December 31, 2014, the adjustment of R$1,936 (R$4,996 as of January 1, 2014) was made, related to the recalculation of
the non-controlling interests after the write-off of the effects of business combination and respective impacts of the transaction on
the profit or loss for 2014 and 2013;
(52)
Net amount related to the effect of the reversal of the business combination entries, as of December 31, 2014 and January 1,
2014;
(53)
Reversal of the gain and loss on the acquisition of non-controlling interests;
(54)
Net income for the period related to the adjustments of the business combination reversal (controlling and non-controlling interest).
The non-controlling interests stood at 5.61% as of December 31, 2015 and December 31, 2014 (12.75% as of January 1, 2014).
The amount corresponding to such interests as of December 31, 2015 is R$19,894 (R$19,745 as of December 31, 2014 and
R$36,554 as of January 1, 2014).
(55)
Statement of value added
In the Company statement, in 2014, there was an increase of R$6,908 in the line of Equity interest.
In the consolidated statement, in 2014 there was an increase of R$ 5,113 in the line of Taxes, fees and contributions – Federal, and
a reduction of R$9,797 in the line of Inflation and Exchange Rate Adjustment – Insurance and private pension, and R$ 2,994 in
Depreciation, amortization and depletion.
In both Company and consolidated statements, these increases/reductions were made in view of the adjustments made in the
accounting records related to the SULACAP acquisition.
Allowance for Doubtful Debts
SulAmérica recorded in the statement of financial position the allowance for doubtful
accounts for insurance, coinsurance, reinsurance, IOF and commission at net amount.
SulAmérica changed its accounting practice of reporting and started to make the accounting
records of the allowance for doubtful accounts in the statement of financial position at gross
amounts, keeping the record and reporting at net amount in profit or loss in line item
“Administrative expenses”, as required by the regulatory body.
The following adjustments were made:
(56)
The allowance for doubtful accounts, which was previously accounted for at net amount, started to be recorded at gross amount,
taking into account that as of December 31, 2014, R$66,598 (R$5,453 as of January 1, 2014) is related to insurance, R$29,589 to
coinsurance, R$23,468 to reinsurance, R$4,885 (R$683 as of January 1, 2014) to IOF and R$8,656 (R$4,770 as of January 1,
2014) to commission. The effect on profit or loss did not suffer any change.
11
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Description
Insurance and reinsurance liabilities
Coinsurance
Reinsurance
Commission
Total
12/31/2014
01/01/2014
(29,589)
(23,468)
(8,656)
(61,713)
(683)
(4,770)
(5,453)
Statement of cash flows
As part of the new model of financial statements, SulAmérica started to adopt the indirect
method, centralized the changes in marketable securities and transferred the judicial
deposits from cash of investing activities to the cash of operating activities.
In view of this fact, R$105,850 in sales of marketable securities, net of purchases, in the
Company’s balance, and R$536,597 related to purchases, net of sales, in the consolidated
balance were transferred from cash of investing activities to cash of operating activities in
the statement as of December 31, 2014.
Judicial deposits of R$777 in the Company balance and R$205,285 in the consolidated
balance were transferred from cash of investing activities to cash of operating activities.
2.3.
Basis of measurement
The individual and consolidated financial statements were prepared based on the historical
cost, except for actuarial liability of the remaining single-life post-employment benefits and
indemnity to executives program, which was determined under the Projected Unit Credit
Method, and the following items which were recognized in the statements of financial
position at fair value:
•
•
•
•
2.4.
Derivative financial instruments (Note 6);
Cash and Cash equivalents (Note 7);
Securities at fair value through profit or loss (Note 8); and
Available-for-sale financial instruments (Note 8).
Functional and Reporting currency
The activities of SulAmérica are carried out in an environment that adopts the Real (R$) as
functional and reporting currency, and, accordingly, the accompanying individual and
consolidated financial statements are expressed in this same currency.
3.
Significant accounting policies
The accounting practices described below have been applied consistently in all periods
presented in the financial statements.
3.1.
Summary accounting practices
3.1.1.
Profit or loss
Profit or loss is determined on accrual basis of accounting and considers the following:
• Insurance premiums are recognized over the risk coverage of the underlying policies.
Insurance premiums related to insured risks, which policies are not yet written, are
recognized based on actuarial estimates;
• The contributions to private pension plans and the premiums of life insurance with
survivorship coverage (VGBL) are recognized when effectively received. The participant’s
rights of such plans are reflected by the recognition of technical reserves as contra-entry
to profit or loss for the year;
12
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•
Commissions from insurance, insurance agency services, costs directly related to
soliciting insurance contracts (INSS on brokerage commission, risk inspection, sales
performance bonus, third-party costs and personnel expenses), recorded as deferred
acquisition costs, amortized based on the insurance contract period (12 months for the
most part), except the agency services related to group health insurance and private
pension, which are amortized over the average period the policyholders remain in the
portfolio (maximum of 120 months for health and 40 months for private pension). The
commissions related to insured risks, which policies are not yet written, are estimated
based on actuarial notes; and
• Claims comprising estimated indemnities and expenses to be incurred with claim
adjustment, regarding those that may be individually directly allocated (Allocated Loss
Adjustment Expenses - ALAE), as well as the other related expenses but which mat not
be directly allocated (Unallocated Loss Adjustment Expenses - ULAE).
3.1.2.
Statement of financial position
•
Receivables and payables falling due after 12 months are recorded in non-current assets
and liabilities, respectively, except marketable securities, which are classified according
to the expectation of realization;
•
Transactions in foreign currency are translated into the functional currency at the
exchange rate prevailing on the transaction date. Assets or liabilities denominated in
foreign currencies are translated into the functional currency at the exchange rate
prevailing at the reporting date of financial statements;
•
Assets and liabilities subject to monetary variation are adjusted based on indexes as
provided for by the or agreement or based on our historical experience; and
•
Deferred tax assets are not adjusted to present value.
3.2.
Financial instruments
3.2.1.
Measured at fair value through profit or loss
Securities
Securities acquired for the purpose of being actively and frequently traded are recognized at
fair value and classified in current assets. The earnings, gains and losses on these securities
are recognized in profit or loss.
Specific securities may be classified into this category, even though they are not frequently
traded, taking into account the investment strategy and according to the risk management
of SulAmérica.
Derivatives
These are classified in current assets as “Receivables“or current liabilities as “Accounts
payable”, being composed of options and futures contracts.
3.2.2.
Available-for-sale securities
Securities that cannot be classified as “securities at fair value through profit or loss”, “loans
and receivables” or “held-to-maturity securities” are classified into “available for sale” and
recognized at cost, plus income earned in the year, recorded in profit or loss and adjusted
to corresponding fair values. Unrealized gains and losses are reported in a separate equity
13
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account, net of their related tax effects and, when realized or when there is impairment, are
appropriated to profit or loss as a contra entry to a separate equity account.
3.2.3.
Held-to-maturity securities
Securities for which SulAmérica has the intent and financial condition to maintain in portfolio
to maturity are stated at cost, plus income earned through the period, which is recorded in
profit or loss.
3.2.4.
Loans and receivables
Loans and receivables are financial assets represented by premium receivable and other
accounts receivable, initially measured at fair value, plus transaction costs. These financial
assets are measured at the amortized cost, adjusted for impairment, when applicable.
3.3.
Savings bonds
Savings bonds, negotiated by SULACAP are regulated by the Superintendence of Private
Insurance (SUSEP). In the accompanying financial statements, these bonds are classified
into financial instruments, according to CPC 38 and IAS 39.
The asset is recognized in “Accounts receivable” in current and is composed of amounts
receivable of savings bonds recorded at cost, and adjusted by fixed rates, and categorized
as “loans and receivables”.
The liability is recorded in “Accounts payable” in current and refers to commitments related
to draws and redemptions. The reserve for redemptions is calculated for each active or
suspended bond over the expected term until its redemption, as provided for in the general
conditions of the bond, or expiration, according to the legal terms. The reserve for draws is
calculated to cover the premiums arising from draws already made and those not yet made.
In the accompanying consolidated financial statements, the revenues from amounts
receivables of bonds, consideration of amounts recorded in assets, and the expenses arising
from reserves for redemptions and draws, recorded in liabilities, are compared and offset.
The final product of savings bonds operations is recorded in profit or loss for the year, under
operating income and expenses, in line item “Savings bonds”, related to the remuneration
that SULACAP receives for the management of savings bonds.
3.4.
Judicial deposits
Gains on and inflation adjustment of judicial deposits are recognized in profit or loss, in line
item “Investment income”.
3.5.
Intangible assets
3.5.1.
Intangible assets with finite and indefinite useful life
Intangible assets are initially recorded at cost of acquisition or amount determined by
means of technical evaluation. SulAmérica has intangible assets with finite and indefinite
useful life.
Intangible assets with finite useful life are amortized throughout their economic useful lives
and evaluated in relation to impairment loss whenever there is indication of loss of
economic value of the asset. SulAmérica adopts the straight-line method in the amortization
of its assets with finite useful life. The amortization period and method for these intangible
assets are reviewed at least at the end of each year. Changes in the estimated useful life or
expected consumption of future economic benefits of these assets are recorded by means of
14
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changes in the amortization period or method, as the case may be, being treated as
changes in accounting estimates. The amortization of intangible assets with finite life is
recognized in line item “Administrative expenses”, in profit or loss.
The evaluation of intangible assets with indefinite useful life is annually reviewed, and they
can be reclassified into finite useful life, prospectively, in case such evaluation leads to this
conclusion. Intangible assets with indefinite useful life are not amortized, but are annually
tested for impairment loss, as described in Note 3.8.
Gains and losses resulting from the derecognition of an intangible asset are measured as
the difference between the net disposal proceeds and the residual carrying value of the
asset, net of impairment, being recognized in equity interests and other income, in the
moment the asset is derecognized.
3.5.2.
Goodwill in acquisitions of subsidiaries
Goodwill represents the consideration paid in excess of the net fair value of the assets
acquired on the respective acquisition date, based on the expected generation of future
profit. Goodwill is recorded in investment, in the Company statements, and in intangible
assets, in the consolidated financial statements, and in case of upstream mergers. Goodwill
does not have finite useful life, and, therefore, is not amortized and has its recoverable
value annually tested or whenever there are indications of possible impairment, as
described in Note 3.8. In the case of sale of subsidiary or associate that gives rise to
goodwill in its acquisition, such goodwill is considered in the determination of the
transaction gains and losses. See Note 14.
3.6.
Loans and financing
These comprise debentures and one credit transaction (Bank Credit Note - CCB), initially
recognized at their contractual amounts, deducted of the respective transaction costs, and
adjusted according to the agreed-upon interest rates.
3.7.
Ownership interests
Ownership interests are initially recognized in investments at fair value, adjusted for
impairment, with take into account the following:
• In the individual financial statements, the ownership interests in subsidiaries and
associates, and in the consolidated financial statements, the ownership interests in
associates are measured under equity;
• The goodwill arising from acquisition, which economic rationale is the expected future
profitability, is classified into intangible assets in the consolidated financial statements
and in investments in individual financial statements; and
• Goodwill or discount arising from acquisition of the shares of subsidiary of noncontrolling
interests (capital transaction) is recorded in equity.
3.8.
Impairment
3.8.1.
Financial assets (including receivables)
Financial assets not measured at fair value through profit or loss have their recoverable
value evaluated whenever there are indications of loss. On the other hand, financial assets
measured at fair value are impaired after the initial recognition of the asset in case it shows
a negative effect on the projected future cash flows.
15
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3.8.2.
Non-financial assets
Non-financial asset impairment is recorded when the residual carrying amount exceeds the
recoverable amount, which is the higher between the estimated costs to sell and the value
in use, determined by the present value of estimated future cash flows as a result of the use
of the asset or the cash-generating unit.
The recoverability of assets is reviewed at least annually. The impairment losses of
intangible assets with finite and indefinite useful lives, when applicable, are recorded in the
line item “Equity interests”, in profit or loss for the year.
There is no asset as of the reporting dates of the accompanying financial statements with
impairment losses and no record of losses in profit or loss for the years 2015 and 2014.
3.9.
Current and deferred income and social contribution taxes
The accrued liabilities for current and deferred income and social contribution taxes are
recognized at the effective rates at the reporting date of financial statements.
The recognition of deferred income and social contribution tax in assets is made based on
the Management’s expectation about the realization of future taxable profit and certain
temporary differences, which expectations are based on estimates prepared and approved
for periods of up to eight years.
For the purposes of
assets and liabilities
when there is legally
taxes on profit levied
3.10.
reporting in the financial statements, the current and deferred tax
are offset, respecting the individuality of the entities of SulAmérica,
enforceable right to offset the recognized amounts, and are related to
by the same tax authority.
Technical reserves for insurance contracts
Technical reserves are recognized in the operating subsidiaries according to the rules
established by the Superintendence of Private Insurance (SUSEP) and National Regulatory
Agency for Private Health Insurance and Plans (ANS), as the case may be, and are adjusted
in the consolidated financial statements regarding the following aspects:
• The amounts related to directly and indirectly allocated loss expenses, respectively
known as Allocated Loss and Adjustment Expenses (ALAE) and Unallocated Loss and
Adjustment Expenses (ULAE) are recorded in the Outstanding Claims Reserve and in the
Incurred But Not Reported (IBNR) Reserve;
• Keeping, in the consolidated statements, of the Contribution Deficiency Reserve to cover
possible deficiencies in the mortality expectancy;
• The writings carried out in advance are not considered written premiums and,
accordingly, do not affect the Unearned Premium Reserve;
• The other costs directly related to the process of soliciting insurance contracts (INSS on
brokerage commission, risk inspection, sales performance bonus, third-party costs and
personnel expenses) are deferred on straight-line basis, over the average period of
insurance contracts;
• The Incurred But Not Reported Reserve for lawsuits is not recorded in the subsidiaries
regulated by the ANS, as established by this regulatory body. In the consolidated
financial statements, the reserve is recorded according to its own methodology and
assumptions;
16
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• The Unearned Premium or Contribution Reserve is calculated in the subsidiaries regulated
by the ANS, as established by the rules. In the consolidated financial statements, the
reserve is recalculated and recorded according to the SUSEP’s methodology, aiming at
unifying the accounting practice; and
• The Liability Adequacy Test in the consolidated financial statements follows the best
practices considered by the Management in relation to assumptions and methodology.
Any possible inadequacy confirmed by the test is recorded in the Supplementary
Coverage Reserve.
3.10.1. Unearned Premium Reserve
For contracts that provide risk coverage for private pension and health insurance, property
and casualty insurance, and life insurance and private pension, the unearned premium
reserve is stated using the pro rata die method, based on premiums or contributions,
multiplied by the contract period to be elapsed and divided by the total risk coverage
period.
3.10.2. Unearned Premium Reserve Related to Risks in Force Associated with Policy / Invoice
Not Written
For the contracts providing risk coverage for private pension, property and casualty
insurance, and life insurance and private pension, the unearned premium reserve is
recognized for determining the portion of premiums not yet earned, related to policies not
yet written, but which risks are already insured. For property and casualty insurance
contracts, it is calculated using the expected late payment factor, determined every six
months, based on the historical weighted average between the unearned premium reserve
related to risks written after the inception of the period and the recorded unearned premium
reserve. For some life insurance and private pension lines, which individual risks are insured
until the following month, the late payment factor is applied and calculated based on the
monthly written premium and not on the recorded unearned premium reserve.
3.10.3. Outstanding Claims Reserve
Administrative proceedings
The outstanding claims reserve is recognized to cover amounts payable for claims already
reported until the reporting date of the financial statements comprising the following:
• For the property and casualty and life insurance and private pension segments,
outstanding claims reserve is calculated using the reported claims until the reporting
date, plus the Allocated Loss Adjustment Expense (ALAE). After the outstanding claims
reserve is calculated on individual bases, by reported claim, an additional amount is
recorded based on the total claim estimate, a methodology known as the IBNP. After
determined, the adjustment amount is classified proportionally, a portion as outstanding
claims reserve and another as Incurred But Not Reported (IBNR) Reserve, as described in
Note 3.10.5;
• For the health segment, the Outstanding Claims Reserve is recognized at the amount of
the service providers bills and requested reimbursements, plus the ALAE, calculated
based on the reported claims, and;
• The expenses related to claim adjustment management that are not individually allocated
(ULAE).
17
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Lawsuits
The outstanding claims reserve related to lawsuits are estimated and recorded based on the
opinion of the internal legal department, independent legal counsel and management,
considering the respective loss estimate. In the case of lawsuits considered similar,
recurring and related to business, the outstanding claims reserve takes into account factors
calculated by likelihood of loss, based on the ratio of amounts spent in settled lawsuits over
recent months to their corresponding history of risk exposure estimates. For lawsuits with
singular and relevant characteristics, the outstanding claims reserve for lawsuits
corresponds to 110% of the loss estimate for cases with probable likelihood of loss.
In all cases, the reserves are periodically revaluated according to their progress and
adjusted by the Brazilian Extended Consumer Price Index (IPCA) and interest of 9.36% per
year based on the history of interest payment observed.
The reserves and the attorney fee awards in civil lawsuits related to contractual claim
indemnities are recorded under the line item “Technical Reserves – Insurance” in current
and non-current liabilities. The corresponding judicial deposits are recorded in line item
“Judicial Deposits”, in non-current assets, and may be monetarily adjusted by the
Referential Rate (TR) or SELIC (base rate), and interest of 6% per year, according to the
prevailing legislation.
3.10.4. Incurred but not reported reserve (IBNR)
Administrative proceedings
The incurred but not reported reserve is recognized to cover claims incurred but yet not
reported until the reporting date of financial statements and considers:
• For insurance relating to the property and casualty insurance and life insurance and
private pension lines, the IBNR reserve is recognized based on the final estimate of
claims incurred but not yet reported. IBNR reserve is calculated based on statistical and
actuarial methods, known as run-off triangles, that consider the history of monthly
and/or quarterly figures of claim reports to make a future projection per period of
incurrence. Such history is traced based on the number of claims as well as on involved
amount of claims, depending on the characteristics of contract lines, and always seeking
the most adjustable methodology. Depending on the insurance line, the observed history
period ranges from 60 to 140 months. Besides the calculated amount, an additional
amount is recorded related to the estimate for development of claims after reporting
based on the methodology known as IBNP, which considers the total claim estimate
obtained by statistical and actuarial methods similar to the IBNR; and
• For the health insurance line, the incurred but not reported reserve (IBNR) is calculated
based on the Incurred But Not Paid (IBNP) subtracted from outstanding claims reserve.
In order to determine the IBNP, the final estimate of incurred but not yet paid claims is
calculated based on monthly run-off triangles, which consider the historical development
of claims paid over the past 36 months, plus the allocated loss adjustment expenses
(ALAE), in order to make a future projection per period of incurrence.
The unallocated loss adjustment expenses (ULAE) of incurred but not reported (IBNR) are
calculated for all lines of insurance and private pension subsidiaries.
18
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Lawsuits
The incurred but not reported (IBNR) reserve related to lawsuits is set up to cover claims
incurred but still without summons that, based on past experience, give rise to financial
disbursement at the judicial level. The reserve is unrelated to the fact that these claims
have been denied on technical basis by such subsidiaries, or have not been reported yet
because the insured or third-party decided to directly file a lawsuit without requesting an
indemnity to the Company first.
For the lines of property and casualty insurance, and life insurance and private pension, the
IBNR reserve for lawsuits is calculated based on the method known as run-off triangles,
considering the six-month period development of summons of legal claims to make a future
projection for each period of incurrence. Such development is made by quantity of claims,
being subsequently multiplied by the average claim value.
For the health line, the calculation methodology is based on the quantity of denials observed
as of the calculation base date, percentage of return of cases that have been
administratively denied, and the recorded average value of legal claims.
3.10.5. Mathematical Reserve for Benefits to be Granted
The mathematical reserve for benefits to be granted is related to private pension of life
insurance with survivorship coverage and individual life insurance contracts and comprises
the commitments taken with participants/policyholders while the event that generates the
benefit does not occur. The mathematical reserve for benefits to be granted is calculated
based on the financial movements of each participant. Allocation to current and non-current
liabilities is based on the projected cash flow of benefits payable for the next years, which
considers actuarial assumptions, such as mortality table, cancellation rates, and retirement
age.
3.10.6. Mathematical Reserve for Benefits Granted
The mathematical reserve for benefits granted is related to private pension, life insurance
with survivorship coverage, and health insurance, corresponding to the amount of benefits
which generating event has occurred and been reported.
The mathematical reserve for benefits granted related to private pension and life insurance
with survivorship coverage is calculated based on the expected future benefits discounted at
the interest rates of contracts to the reporting date of the financial statements, and
estimated based on contracted guarantees of mortality table.
The mathematical reserve for benefits granted for health insurance lines is recorded to the
guarantee existing in some contracts of the benefits of premium redemption, granted to the
beneficiary’s dependents over the term set in each policy (maximum of 5 years) in view of
the death of the policyholder. The reserve is calculated based on the estimated future
claims of beneficiaries discounted taking into account the life expectancy of beneficiaries
and interests at 6% per year.
3.10.7. Contribution Deficiency Reserve
For private pension contracts, this reserve is aimed at covering possible deficiencies in the
mortality expectancy of the mathematical reserve for benefits to be granted and
mathematical reserve for benefits granted. Such deficiencies are determined through
calculations that take into consideration the projection of inflows of contribution and
outflows of benefits. In order to prepare the projections, assumptions are considered, the
most important of which are the mortality of participants, calculated based on the BR-EMS
mortality table and the expected time the participant remains in the portfolio. The reserve is
19
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set up when the balance of reserves is insufficient to meet the value of projected inflow and
outflow of funds discounted to present value by the contractual rate of each policy, at the
calculation date.
3.11.
Liability Adequacy Test (LAT)
The CPC 11/IFRS 4 standard requires insurance companies and health maintenance
organizations that issue contracts, classified into insurance contracts analyze the adequacy
of liabilities recorded at each disclosure date of financial statements through a minimum
adequacy test. This test shall be carried out based on current realistic actuarial assumptions
about the future cash flows. These current estimates for cash flows consider all risks
assumed through the base date of the test, gross of reinsurance.
The maintenance expenses directly related to the operation are taken into account in the
assumptions. The monthly result of the realistic cash flow is brought to present value.
The LAT result is determined by the difference between the amount of the current estimates
for cash flows and the carrying balance of the technical reserve as of the reporting date,
less the deferred acquisition costs and the intangible assets directly related to technical
reserves.
When applicable, the deficiencies found in the LAT are recorded in the Supplementary
Coverage Reserve (PCC), with contra-entry in profit or loss.
LAT calculation result
For contracts of private pension and life insurance with survivorship coverage (VGBL), the
LAT result is determined by the difference between the current cash flow estimates and the
recorded balance of the mathematical reserve for benefits granted, mathematical reserve
for benefits to be granted, reserve for related expenses, and contribution deficiency reserve.
The survivorship estimate used is the BR-EMS mortality table, and for the estimates of the
conversion into single-life annuity, cancellation and redemption, the realistic assumptions
are used. The cash flows are discounted by the internal rate of return of related assets. The
LAT result shows a sufficiency of reserves, accordingly, there is no need of recognizing an
additional amount.
For some life insurance contracts that have a representative for the respective insured
members and without re-adjustment of premiums per age range, the cash flows of claims
and future expenses deducted from the corresponding future premiums were discounted to
present value using the risk-free Term Structure of Estimated Interest Rates. The
calculation results in the recognition of a Supplementary Coverage Reserve for prior
periods, and this need still exists, the balance of the Supplementary Coverage Reserve as of
December 31, 2015 amounting to R$47,105 (R$48,000 in 2014).
For individual life insurance contracts, the cash flows of claims and future expenses are
discounted to present value using the risk-free Term Structure of Estimated Interest Rates.
The future premiums are not deducted from the flow once this portfolio is redeemed. The
calculation results in the recognition of the Supplementary Coverage Reserve, in prior
periods, and this need still exists, the balance of the Supplementary Coverage Reserve as of
December 31, 2015 amounting to R$4,839 (R$6,633 in 2014).
For the other insurance operations, the LAT is also performed and indicated the adequacy of
reserves, and, accordingly, there was no need for recognizing an additional amount.
20
(A free translation from the original in Portuguese into English)
3.12.
Accrued liabilities for lawsuits
The Company and its subsidiaries recognize provisions to cover future expenditures arising
from civil lawsuits, labor claims and tax proceedings. The amounts are recognized based on
the individual analysis of the estimated loss and the risk level classification (probable,
possible or remote), carried out by the internal legal department, independent legal counsel
and the management of the Company and its subsidiaries.
3.12.1. Civil and labor
In the case of civil lawsuits, which claims are considered similar and usual, that is, lawsuits
which plaintiff is a client of the Company or of its subsidiaries, and which claim is recurring
and related to the business, in addition to the estimated amount and risk level classification,
the accrued amounts are recognized based on the application of statistical percentages
calculated based on the analysis of amounts spent with lawsuits settled over the past 60
months, and their corresponding history of risk exposure estimates. The calculation also
takes into account the nature of lawsuits, the respective loss estimate, the financial
expenditure and the related insurance line, when applicable.
The rules for making the above accruals also apply to labor claims, whose plaintiff is a
former employee or former service provider of SulAmérica.
In all cases, the accruals are periodically revaluated according to the lawsuit progresses and
monthly adjusted by the IPCA, in the case of civil lawsuits, or by the TR, in the case of labor
claims, both with the levy of interests at 9.36% per year.
The provisions for lawsuits and attorney fee awards in civil lawsuits not related to
contractual claim indemnity, and labor claims, are recorded under the line item “Provisions
for Lawsuits” in current and noncurrent liabilities.
The corresponding judicial deposits are recorded as “Judicial Deposits” in non-current
assets, in its own line item, and are monetarily adjusted by the TR and interest of 6% per
year, regarding the civil and labor judicial deposits, and by the country’s base rate (SELIC)
regarding the private pension judicial deposits, according to the prevailing legislation.
3.12.2. Tax
Accrued liabilities for lawsuits related to tax, contribution and other tax liabilities, which are
being challenged in court, are periodically reviewed and monthly adjusted by the SELIC,
pursuant to the prevailing legislation, and are recorded based on the opinion of the
independent legal counsel and Management regarding the probable outcome of lawsuits.
The accrued liabilities are recorded when Management considers that it is probable that an
outflow of funds will occur until the settlement of the lawsuits and such amount may be
reasonably estimated. The amounts referring to challenges related to the illegality or
unconstitutionality of taxes, contributions and other tax liabilities are accrued
notwithstanding the evaluation regarding the likelihood of success, and, accordingly, the
amounts are fully recognized in the financial statements, under “Accounts Payable”. The
amounts related to other existing obligations in relation to which the outflow of funds is
probable, are recorded in “Provisions for Tax Obligations”, in non-current liabilities. The
corresponding judicial deposits are recorded under own line item, in non-current assets, and
are adjusted by the SELIC, pursuant to the prevailing legislation.
3.13. Post-employment benefits
Benefits comprise the Defined Contribution Plan, through the PGBL Pension Plan, the Single
Life Annuity, and the Indemnity to Executives Program, Health and Life Insurance.
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(A free translation from the original in Portuguese into English)
PGBL costs are recognized in statement of profit or loss at the amount of contributions
made. The commitments with single-life annuity and indemnity to executives program,
health and life insurance are provisioned on accrual basis, based on actuarial calculations,
according to the Projected Unit Credit Method and other actuarial assumptions.
3.14.
Stock Option Plan
The Company adopts a stock option plan in which the respective fair values are calculated
upon grant, and according to the approved methodology. The accounting record is made on
the grant date, in the heading “Administrative Expenses”, with the corresponding increase in
Equity, in the heading “Capital Reserves”, during the period the beneficiaries become vested
in the units (see note 21.2).
3.15.
Dividends
Dividends are recognized in financial statements upon their effective distribution or when
their distribution is approved by shareholders, whichever occurs first. When the Board of
Directors approves the annual financial statements, it submits to the Shareholders’ Meeting
its proposal for distribution of profit for the year. The amount of dividends proposed by the
Board of Directors is recorded in the accounts under equity and only a portion corresponding
to mandatory dividends is recognized in liabilities in the annual financial statements.
3.16.
Earnings per share
Earnings per share are calculated based on net income for the year attributable to
shareholders and takes into consideration the weighted average of the shares outstanding
over the year and the methodologies for calculation named “basic” and “diluted”.
The calculation of the weighted average of common and preferred shares takes the following
into consideration:
• The calculation based on the daily average;
• The weighted average of common and preferred shares, deducted from the number of
total shares held in treasury; and
• The amounts of grants and cancellations issued in connection with the stock incentives of
the Company, during the year, in the adjustment to the weighted average.
3.17.
Operating segments
The presentation per business segments (Note 23) takes into consideration the structure
used by the Management for analyzing the profit or loss in order to make decisions, creating
and presenting segments in internal reports with characteristics, risks and returns similar to
each other, and the relevance of this information. The business segments recognized by the
Management are as follows:
Health
The segment is formed by administrative services only of health and dental insurance plans,
which are divided into “group” and “individual”.
The group one comprises the health insurance and plan, and also the dental plan. It is a
segment targeted at small, medium and large-sized companies. The available products have
differentiated conditions in order to meet the profile of each company.
The individual one is targeted at individuals and has standard characteristics.
22
(A free translation from the original in Portuguese into English)
Property and casualty
The “Property and Casualty” segment is formed by automobile, massified and mortgage
insurance. Until the end of the year, it included a large risks portfolio and the market policy
of Caixa Econômica Federal, but these portfolios were disposed, according to Notes 1.1 and
1.2.
The main insurance of this segment is the automobile one, which ensures to the
policyholder indemnity for loss incurred arising from the events covered by the policy. The
several types of indemnity, services and benefits vary according to the policyholder profile
and contract terms.
On December 28, 2015, SulAmérica carried out the disposal of the large risks portfolio and
started to only operate, in the property and casualty line, in the automobile, massified and
mortgage segments. See Note 1.1.
Life and private pension
The life and private pension segment is formed by life insurance and private pension.
Life insurance is composed of individual and group life lines, and individual and group
accidents lines. The total coverage and premiums paid vary according to the profile and
objective of each individual or group of policyholders.
Private pension is a product in which the client chooses a profile with which it has
identification (moderate, aggressive and conservative) and makes contribution payments,
based on the amount she/he wishes to have at retirement. Benefit payment types are
negotiated upon retirement.
Savings bonds
The savings bonds segment is composed of fund accumulation products and is not treated
as insurance products in the accompanying financial statements, according to Note 3.3.
These products are recognized according to the following types: incentive, traditional and
popular.
• Traditional:
These comprise savings bonds that provide bondholders with accumulation in which they
are immediately entitled to participate in periodical draws and redemption.
• Incentive:
These are those in which sale is made in connection with a promotional event in which
the underwriter acquires the bonds and fully or partially cedes the right to draw.
• Popular:
These are represented by savings bonds which are mainly aimed at entitling bondholders
the participation in draws. The sale of this type is temporarily suspended by SulAmérica.
Management and administration of assets and other
Profit or loss from investment operations, performed by the subsidiaries SAMI and SAGA,
and the expenses and income allocated to the corporate supporting units.
23
(A free translation from the original in Portuguese into English)
3.18.
Statements of value added
The statements of value added were prepared in accordance with CPC 09 – Statement of
Value Added, and are an integral part of these consolidated financial statements (which
under the IFRS represent supplementary information) and individual financial statements
(which under the BR GAAP are mandatory to publicly-held companies).
3.19.
Classification of contracts
SulAmérica analyzes its contracts through a structured process, trying to identify the
essence of each transaction and component existing in these contracts, which rules require
differentiated accounting treatment to the contract in some cases, such as the embedded
derivatives, the components of deposit and discretionary interest, provided for in the CPC
11/IFRS4 standard, so that the appropriate accounting record or each contract and
components is made.
Insurance contracts are those in which the insurer accepts a significant insurance risk from
the policyholder, agreeing to provide the beneficiary a compensation in case of an
uncertain, specific and adverse future event. Reinsurance contracts are also included in this
context. These contracts are recorded according to the CPC 11/IFRS 4 standard in the
accompanying financial statements. The financial instruments do not transfer significant
insurance risk and are recorded according to the CPC 38/IAS 39 standard, which is the case
of savings bonds products.
The assets acquired as capital lease are being recorded in assets, being normally
depreciated according to the useful life of each asset. Regarding the contracts classified as
operating lease, SulAmérica monthly records the contract installments in profit or loss,
being treated as rent, as set out by the CPC 06/IAS17 standard.
3.20.
Estimates
The preparation of the individual and consolidated financial statements in accordance with
the IFRS and the CPCs requires the Management to make judgments, estimates and
assumptions that affect the application of accounting practices and the recording of assets,
liabilities, income and expenses, as well as the disclosure of information on the financial
statements data. Actual results may differ from the estimates. The main estimates related
to the financial statements refer to the recording of liabilities related to claims, the period
for deferring certain acquisition costs, the likelihoods of favorable outcomes in lawsuits, and
the probable amount of disbursement reflected in accrued liabilities for lawsuits, the
calculation of the fair value of financial instruments and other balances subject to this
valuation.
Estimates and assumptions are reviewed on an ongoing basis, and the possible effects are
recognized in profit or loss for the year in which the reviews are made.
Additional information on estimates is in the following notes:
• Fair value of cash equivalents (Note 7);
• Fair value of marketable securities at fair value through profit or loss and available for
sale securities (Notes 6 and 8);
• Tax credits and debits (Note 10);
• Deferred acquisition costs (Note 12);
• Outstanding claims reserve and IBNR (Note 19);
• Tax obligations (Note 20.2.1); and
• Provisions for tax obligations (Note 20.2.2).
24
(A free translation from the original in Portuguese into English)
3.21.
Issued and revised standards
3.21.1. International Standards (IFRS) and the Accounting Pronouncements Committee
(CPC)
Application of new and revised standards that did not produce effect or material
effect on the financial statements
The new and revised standards which application began as of January 1, 2015 are shown as
follows. The application of these standards did not have material impact on the disclosed
amounts in the current or previous periods.
•
•
•
Modifications to the IAS 19 (CPC 33) – Employee benefits;
Modifications to the IFRS – 2010-2012 Annual improvements cycle; and
Modifications to the IFRS – 2011-2013 Annual improvements cycle.
New and revised standards and interpretations already issued but not effective yet
as of December 31, 2015
SulAmérica has not adopted the new or revised IFRS below, already issued and not yet
effective:
IFRS 9 – Financial Instruments – Effect beginning on January 1, 2018;
IFRS 16 - Leases – Effect beginning on January 1, 2019;
Modifications to IAS 27 – Option of using the equity method in the separate financial
statements – Effect beginning on January 1, 2016;
• Modifications to the IFRS – 2012 – 2014 Annual improvements cycle – Effect beginning on
January 1, 2016; and
• Modifications to IAS 1 – Clarifications about the process of judging financial statements
disclosures – Effect beginning on January 1, 2016.
•
•
•
CPC has not yet issued equivalent pronouncements on some of the above-mentioned IFRS,
with effective dates in 2018 and 2019, but there is expectation that it does it before the
mandatory effective date. The early adoption of the IFRS is conditioned to the prior
approval by means of regulatory act by the CFC.
SulAmérica has not early adopted such changes in its financial statements as of December
31, 2015. None of these standards is expected to produce a material effect on the financial
statements, except for IFRS 9, which may modify the classification and measurement of
financial assets.
3.21.2. Agência Nacional de Saúde Suplementar (ANS)
• Normative Resolution 390:
This standard was issued by ANS on December 2, 2015, with effect beginning on January 1,
2016, and decide about chart of accounts and disclosure in general.
SulAmérica considered the norm and found that the material impact is the compulsory
disclosure for companies regulated by ANS, three new notes: results by segment, tax by
accrual of tax debt (IN 20) and goodwill on acquisition portfolios.
SulAmérica is adapting its process to generate the notes and will meet the regulatory
requirements within required.
25
(A free translation from the original in Portuguese into English)
4.
Consolidation
4.1.
Non-controlling interests
In accordance with IAS 27 and ICPC 09, acquisition of non-controlling interest is recorded as
an equity transaction and the goodwill or discount arising from such acquisition is accounted
for in equity.
The gains or losses arising from changes in non-controlling interests are also recognized in
equity.
4.2.
Subsidiaries
The financial statements of subsidiaries are included in the consolidated financial statements
from the acquisition date of controlling interests or upon authorization from the relevant
regulatory authority, if applicable, and until the date control ceases.
4.3.
Practices adopted in consolidation
(a) Elimination of intercompany balances between the Company and its subsidiaries,
included in the consolidated financial statements, as well as of the accounts maintained
between subsidiaries;
(b) Elimination of the Company’s investments in subsidiaries, included in the consolidated
financial statements; and
(c) Some subsidiaries prepare their financial statements in accordance with the practices
established by the authorities that regulate their activities (SUSEP, ANS and the
Brazilian Central Bank - BACEN). Some of these practices are adjusted for consolidation
purposes, in order to eliminate the effect arising from the adoption of practices that are
not uniform between the consolidated companies and correction of some practices set
out by the regulating authorities and considered by the management non-compliant
with the IFRS.
4.4.
Consolidated companies
The consolidated financial statements include information on the Company, its subsidiaries,
listed below:
Company
Sul América Companhia Nacional de Seguros - (SALIC)
Saepar Serviços e Participações S.A. - (SAEPAR)
Sul América Saúde Companhia de Seguros - (SULASAÚDE )
Sul América Seguros de Pessoas e Previdência S.A. - (SULASEG)
Sul América Companhia de Seguro Saúde - (CIA. SAÚDE)
Sul América Companhia de Seguros Gerais - (SASG) (Note 1.1)
Sul América Investimentos Distribuidora de Títulos e Valores
Mobiliários S.A. - (SAMI) (I)
Sul América Investimentos Gestora de Recursos S.A. (SAGA) (I)
Cival Reinsurance Company Ltd.
Sul América Santa Cruz Participações S.A. - (SANTA CRUZ)
Sul América Serviços de Saúde S.A. - (SULAMED)
Sul América Odontológico S.A. - (SULODONTO)
Sul América Capitalização S.A. - SULACAP - (SULACAP)
Ownership interest (%)
in total capital
2015
Direct
Indirect
24.72
75.28
100.00
100.00
100.00
29.53
70.47
0.00
Ownership interest
(%) in total capital
2014
Direct
Indirect
24.84
75.16
100.00
100.00
100.00
29.53
70.47
100.00
Main activities
P&C
Holding
Health Insurance
Insurance
Health Insurance
P&C
Headquarters
Rio de Janeiro
Rio de Janeiro
Rio de Janeiro
Rio de Janeiro
Rio de Janeiro
Rio de Janeiro
Asset Management
São Paulo
-
100.00
-
100.00
Asset Management
Reinsurance (inactive)
Holding
Health Maintenance
Organization (HMO)
Dental Insurance
Saving Bonds
São Paulo
Ilhas Cayman
Rio de Janeiro
-
100.00
100.00
100.00
-
100.00
100.00
São Paulo
-
100.00
-
100.00
São Paulo
Rio de Janeiro
-
100.00
94.39
-
100.00
94.39
26
(A free translation from the original in Portuguese into English)
(I)
Sul América Investimentos Gestora de Recursos S.A. (SAGA)
On January 5, 2015, the subsidiaries SAMI and CIA SAÚDE formed a corporation named Sul
América Investimentos Gestora de Recursos S.A. (SAGA), with capital amounting to R$1,
comprising 1,000 registered common shares, with no par value, of which 90% is held by
SAMI and 10% by CIA SAÚDE. SAGA is engaged in the administration and management of
investment funds and securities portfolios, organized in Brazil or abroad, being able to hold
interests in other companies. On March 24, 2015, the increase in the capital of SAGA was
approved in the amount of R$50 with the issue of 50,000 new registered common shares,
with no par value, of which 45,000 common shares were subscribed and paid-up by SAMI
and 5,000 common shares were subscribed and paid-up by CIA SAÚDE. Additionally, on
April 22, 2015, a new increase in the capital of SAGA was approved in the amount of R$248
with issue of 248,000 new registered common shares, with no par value, of which 223,200
common shares were subscribed and paid-up by SAMI and 24,800 common shares were
subscribed and paid-up by CIA SAÚDE. On April 30, 2015, another increase in the capital of
SAGA was approved in the amount of R$709 with issue of 708,996 new registered common
shares, with no par value, of which 638,096 were common shares subscribed and paid-up
by SAMI with assets, and 70,900 common shares were subscribed and paid-up by CIA
SAÚDE on May 8, 2015. Finally, on May 15, 2015, a capital increase was approved in the
amount of R$700 with issue of 700,000 new registered common shares, with no par value,
of which 630,000 were common shares subscribed and paid-up by SAMI and 70,000 were
common shares subscribed and paid-up by CIA SAÚDE.
27
(A free translation from the original in Portuguese into English)
4.5.
Exclusive investment funds
The financial statements of investments funds in which the Company and its subsidiaries are
the sole unitholders are consolidated from the date when control is obtained until such
control ceases.
The following table shows the investment funds in which the subsidiaries are the sole
unitholders and were thus included in the consolidated financial statements:
Unitholders
Salic
Salic
Santa Cruz
Santa Cruz
Santa Cruz (*)
Sasa
Sulacap
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Sulaseg
Grupo SASA (**)
(a)
Exclusive funds
Sul América Cambial Fundo de Investimento
Sicredi - Fundo de Investimento Sulamérica Crédito Privado Referenciado DI
Sasa Fundo de Investimento em Cotas de FI Multimercado
Participações Cash Fundo de Investimento Renda Fixa
Fundo de Investimento Sasa Equities Multimercado com Investimento no exterior
Sul América Badejoii Fundo de Investimento Multimercado
Sulacap Masterii FI Renda Fixa
Sul América Especial Fundo de Investimento Renda Fixa
Titanium Sas Fundo de Investimento Multimercado
Sul América Sap Grupal Fundo de Investimento Multimercado
Sulamerica Mix 49 Fundo de Investimento Multimercado
Sulamerica Mix 30 Fundo de Investimento Multimercado
Sulamerica Mix 15 Fundo de Investimento Multimercado
Sul América Sap Concedidos Fundo de Investimento Renda Fixa
Sulamerica Mix 15 IV Fundo de Investimento Multimercado
Sulamerica Fix 100 V Fundo de Investimento Renda Fixa
Sulamerica Fix 100 Fundo de Investimento Renda Fixa
Sulaprevi Concedidos Fundo de Investimento Renda Fixa
Sas Fundo de Investimento Renda Fixa
Sulamerica Mix 20 Fundo de Investimento Multimercado
Sulamerica Fix 100 IV Fundo de Investimento Renda Fixa
Sulamerica Mix 30 IV Fundo de Investimento Multimercado
Sulamerica Mix 40 Fundo de Investimento Multimercado
Sulamerica Mix 49 I Fundo de Investimento Multimercado
Sulamerica Fix 100 II Fundo de Investimento Renda Fixa
Sulamerica Fix 100 VI Fundo de Investimento Renda Fixa
Sulaprevi Individual Fundo de Investimento Renda Fixa
Sul América Empresas Auto Fundo de Investimento Renda Fixa
Sulamerica Proteção Fundo de Investimento Renda Fixa
Sulamérica Multicarteira Prev Fundo de Investimento Multimercado
Sulamérica Albatroz Fundo de Investimento Multimercado
Sul América Lfa Prev Ficfi Multimercado
Sulamérica Ti Prev Fundo de Investimento Em Cotas de Fundos de Investimento Multimercado
Sul América Prestige Prev Fundo De Investimento Renda Fixa
Sulamérica Ti 35 Prev Ficfi Multimercado
Nbf Sul América F11 Prev Ficfi Multimercado
Ra Ficfi Multimercado
Sul América Effectus Prev Fi Multimercado
Sulamérica Prestige Total Prev Fundo de Investimento Multimercado
Sulamérica Equipe Prev FI Multimercado
Sulamérica Nest Prev Fundo de Investimento Multimercado
Geração Futuro Programado 49 Previdência Ficfi Multimercado
Sul América Future Fundo de Investimento Multimercado
Sulamérica Hematita Fundo de Investimento Multimercado
Sulamérica Prestige Inflatie Ficifi
Sulamérica Sage Prev Fundo de Investimento Multimercado
Dlm Sul Prev Fim
Sulamérica Mix 15 III Ficfi Multimercado
Sulamérica Mix 30 III Ficfi Multimercado
Sulamérica Mix 49 III Ficfi Multimercado
Sulamérica Mix 49 IV Ficfi Multimercado
Sulamérica Fix 100 III Ficifi Renda Fixa
Sulamérica Multicarteira Prev I Ficfi Multimercado
Sulamérica Prestige Inflatie I Ficifi Renda Fixa
Lacan Sdb Prev Fim
Sulamérica Mix 49 VII Ficfi Multimercado
Sulamérica Fix 100 VII Ficifi Renda Fixa
Sulamérica Mix 15 VII Ficfi Multimercado
Sulamérica Mix 30 VII Ficfi Multimercado
Taler Sulamérica Prev FI Renda Fixa Crédito Privado
Sulamérica Prestige Strategie Ficifi Renda Fixa Crédito Privado
Magliano Sulamérica Prev Fundo De Investimento Renda Fixa
Sulamérica Mix 30 V Ficfi Multimercado
Sulamérica Mix 15 V Ficfi Multimercado
Sulamérica Multicarteira Prev Ii Ficfi Multimercado
Sulamérica Voo Livre Prev Fundo De Investimento Multimercado
Sulamérica Shell Prev 49 Fundo De Investimento Multimercado
Sulamérica Shell Prev Fundo De Investimento Renda Fixa
Sulamérica Trust Ficfi Multimercado Previdenciário Crédito Privado
Grupal Cash Fundo De Investimento Renda Fixa
CNPJ
10.399.849/0001-33
11.451.972/0001-19
08.637.022/0001-79
09.637.456/0001-31
08.516.201/0001-58
05.508.529/0001-34
03.707.168/0001-20
02.127.428/0001-25
02.474.265/0001-57
02.498.201/0001-96
02.811.681/0001-01
02.811.761/0001-59
02.812.005/0001-44
03.004.427/0001-56
03.077.193/0001-77
03.077.322/0001-27
03.077.330/0001-73
03.181.085/0001-40
03.182.384/0001-07
03.307.621/0001-00
04.056.135/0001-20
04.061.652/0001-97
04.484.351/0001-76
04.616.035/0001-00
04.738.195/0001-22
04.738.201/0001-41
05.508.431/0001-87
05.549.144/0001-15
07.911.460/0001-10
08.702.303/0001-68
09.411.684/0001-99
09.598.788/0001-54
10.383.755/0001-76
10.394.850/0001-75
10.896.023/0001-80
11.306.059/0001-29
11.306.087/0001-46
11.314.728/0001-04
13.255.292/0001-55
13.255.297/0001-88
13.255.303/0001-05
13.255.308/0001-20
13.255.321/0001-89
13.255.324/0001-12
13.768.597/0001-60
13.823.011/0001-13
17.717.438/0001-98
17.797.410/0001-08
17.797.436/0001-56
17.797.519/0001-45
17.797.524/0001-58
17.797.527/0001-91
17.797.561/0001-66
17.797.568/0001-88
18.421.870/0001-08
18.421.893/0001-04
19.040.239/0001-13
19.040.255/0001-06
19.040.404/0001-37
19.358.628/0001-91
19.959.552/0001-50
22.759.959/0001-48
17.797.444/0001-00
17.797.418/0001-74
17.797.565/0001-44
20.889.498/0001-00
20.789.994/0001-84
20.789.951/0001-07
23.216.775/0001-02
08.648.673/0001-64
Label
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(b)
(b)
(b)
(b)
(b)
(b)
(b)
(b)
(b)
(b)
Exclusive funds that are included in the consolidated financial statements as of the reporting dates December 31, 2015 and December 31,
2014; and
Exclusive funds that are included in the consolidated financial statements only as of the reporting date December 31, 2015 and.
(*)
As of December 31, 2014, this investment fund was exclusive to SASA; and
28
(A free translation from the original in Portuguese into English)
(**)
5.
The unitholders of this investment fund are the companies SULASAÚDE, SULASEG, SALIC, CIA SAÚDE, SULAMED, SULODONTO, and
SULACAP.
Risk management
The risk management process (Enterprise Risk Management – ERM) of SulAmérica has the
purpose of supporting the attainment of the strategic goals of the organization. This
procedure is based on the identification of potential events that may affect the profit or loss
expected for the following periods and management of such risks ensuring appropriate
capital to support the operations under unexpected scenarios, according to the risk appetite
in effect.
The methodology developed for the corporate risk management process uses as benchmark
the best international practices, including the pronouncements issued by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO) and the procedures defined
in Solvency II. This process goes through integrated and continuous stages as follows:
•
•
•
•
Risk identification: process of identifying and prioritizing risks that may affect the shortterm or long-term results set,
Risk quantification: the prioritized risks are quantified by means of specific modeling
involving the likelihood of occurrence and their possible impacts,
Risk response: according to the results of the quantification process and aligned with
the risk appetite in effect, risk-response action plans are devised, and
Monitoring and reporting: the information on each risk and respective risk-response
action plans are monitored and managed by means of indicators and reports by the
corporate risk area, which reports such information to the Risk Committee (CoR), Audit
Committee and Board of Directors, according to a pre-established frequency or
whenever deemed necessary.
Additionally, SulAmérica monthly determines for each of its subsidiaries the sufficiency of
the Adjusted Equity in relation to the required regulatory capital. In order to complement
this evaluation and according to the best risk management practices, SulAmérica has its
own internal models to determine the economic capital for its main business lines and risk
type, thus considering its own risk-based capital estimate regardless of the regulatory
capital.
The Board of Directors is responsible for performing the risk management oversight duties
of the organization, approving the risk appetite recommended by the CoR. The process is
performed with integration between the three lines of defense of the organization, as
described below:
First Line of defense
•
•
Risk owners: responsible for providing inputs to the corporate risk area in the ERM
stages. Besides monitoring the risks maintaining efficient internal controls, oversee and
propose action plans to mitigate them.
Business units: areas of the company which have risks inherent in their operations.
Second Line of Defense
• Risk Committee: responsible for the decisions related to all stages of the ERM process,
besides monitoring the risk limits and tolerance, set in the risk appetite in effect.
• Corporate risks area: performs the ERM process stages, prioritizes risks, models the
impacts on quantification and provides reports for risk management. Recommends these
activities to the CoR.
• Compliance: responsible for monitoring and reporting the company’s situation in view of
the regulatory and internal limits.
29
(A free translation from the original in Portuguese into English)
•
Information Security Area: responsible for identifying, monitoring and managing action
plans related to the risks associated with the flows and exchanges of data containing
information which use shall be restricted to the Company/
Third Line of Defense
• Audit Committee: has the role of evaluating the ERM process between the lines of
defense by checking the fulfillment of the protocols established by the effective policies.
• Internal audit of risks: provides evaluations of the effectiveness of the governance and
the ERM process, including how the first and second lines of defense achieve the goals of
risk management and controls.
The ERM process comprises all types of corporate risks to which SulAmérica is subject.
SulAmérica developed its own risk dictionary to standardize the risk language throughout
the organization with the following categories: strategic risks, underwriting risks, market
risks, credit risks, operational risks, and legal risks (including compliance risk).
The analyses and information contained in the following sections aim at briefly introducing
the management process of each risk category, explaining how each of the categories
impact the Company’s businesses and the procedures adopted for controlling and mitigating
them.
5.1.
Strategic risks
These arise from the risk of losses due to failures in the strategies adopted by SulAmérica
and include the sustainability risk.
Today, SulAmérica relies on specific areas focused on the management of strategic plans,
responsible for monitoring the market share and the image of the organization in the
market. Besides monitoring variables of impact on the strategies adopted by SulAmérica,
the Vice-Presidency of Planning and Marketing is focused on preparing action plans aimed at
mitigating potential strategic risks that may affect the expected results related to the
initiatives.
It is the Sustainability Committee’s duty to coordinate the actions related to the treatment
of social and environmental and sustainability risks that in its evaluation may impair the
results of the Company in short or long term at a quantity in excess of the limits set in the
risk appetite in effect.
Present throughout the national territory, SulAmérica diversifies its businesses in relation to
risk concentration in a same product or region. In case SulAmérica marketed products of
only one business line and region in the country, its results would be totally dependent on
the success of the results of such line and region. With a multiline strategy, whether by own
or partnered sales, SulAmérica diversifies its revenue and composition of profit or loss
creating an environment with lower concentration risk.
As of December 31, 2015, SulAmérica recorded a total sales revenue of recurring business
of R$15,819,677 (R$14,260,802 in 2014), comprising the following proportions:
30
(A free translation from the original in Portuguese into English)
Operating revenue
2015
Revenue
%
10,989,007
69.47%
3,775,331
23.86%
412,674
2.61%
509,945
3.22%
51,514
0.33%
37,767
0.24%
43,439
0.27%
15,819,677 100.00%
Health
Property and casualty
Life
Private pension
Saving bonds
ASO
Asset management
Total
Revenue
9,610,220
3,363,065
396,046
527,249
281,918
35,725
46,579
14,260,802
2014
%
67.38%
23.58%
2.78%
3.70%
1.98%
0.25%
0.33%
100.00%
The portfolio composition remains practically unchanged, except for the share of Savings
Bonds, which reduced in 2015 as the Company suspended the sale of the Popular product.
Such revenue does not include Other Operating Income.
The following table shows the regional distribution of such revenue:
Region
Health
Southeast
South
Northeast
North
Midwest
Total
81.01%
1.29%
11.78%
2.96%
2.96%
100.00%
Region
Health
Southeast
South
Northeast
North
Midwest
Total
81.31%
1.41%
11.29%
3.10%
2.89%
100.00%
Property and
Casulaty
63.48%
1.45%
10.96%
7.64%
16.47%
100.00%
Property and
Casulaty
62.68%
1.46%
11.02%
8.18%
16.66%
100.00%
Life and private
pension
65.34%
2.02%
8.93%
3.67%
20.04%
100.00%
Life and private
pension
68.28%
1.56%
7.29%
3.23%
19.64%
100.00%
Saving
Bonds
67.06%
0.36%
5.59%
7.85%
19.14%
100.00%
Saving
Bonds
62.61%
0.13%
10.43%
5.47%
21.36%
100.00%
Consolidated
2015
Other
62.87%
2.11%
14.56%
2.79%
17.67%
100.00%
Consolidated
2014
Other
63.61%
1.99%
14.66%
2.74%
17.00%
100.00%
The change in the share of each region is not significant year on year. The concentration in
the Southeastern region occurs naturally because this is where the Brazilian economic hub
is located.
5.2.
Underwriting risks
Underwriting risks arise from deviations in pricing or recognition of technical reserves.
In SulAmérica, such risks may be materialized in different ways, depending on the product.
Life and Private Pension Products have their pricing risks and reserve associated with
deviations from mortality/life expectancies of participants in view of the observed amounts.
In the Savings Bonds products marketed by SulAmérica, the underwriting risk arises from
the likelihood of loss associated with the sales of draw series.
Additionally to the business lines of Investments, SulAmérica does not consider the
underwriting risks involved in the operation.
In Health, particularly for the individual segment in which the premium adjustments are
authorized by the ANS, the risks arising from pricing may be posed by the premium
adjustments authorized by the regulatory body that are insufficient, or that do not reflect
the initial plan pricing expectation.
31
(A free translation from the original in Portuguese into English)
For the other Health products and business lines, including the property and casualty,
SulAmérica has greater flexibility in managing the adjustments of its contracts.
Besides the pricing risks mentioned above, there is the risk of inadequacy of the recognized
technical reserves, which may be materialized in any of the business lines of SulAmérica.
5.2.1.
Pricing risks
Nowadays, SulAmérica has specific pricing actuarial models for each of its products,
providing accuracy in determining the prices for each customer in view of the estimated
contractual commitments and expenses employed in the marketing and management of
contracts.
In order to promote a set of viability and risk analyses before taking decisions on the
investments in products and partnerships, and in periodic follow up of products, SulAmérica
has the Procedure for Evaluation and Review of Products (PARP). This process is evaluated
taking into account the following aspects:
•
Price and Underwriting
Aiming at the return of the targets set;
•
Fraud Risk
Exposure to fraud and/or money laundering risks;
•
Marketing
Viability of meeting sales estimates, analyses of product scope and competitiveness,
distribution channels, and price/acceptance policy;
•
Compliance
Money laundering risks and reputation risks (corruption) – related to illicit activities;
•
Accounting
Implications for the accounting for results and whether the rules on tax calculations are
correct;
•
Financial
Evaluation of the product impacts on the following areas: cash generation, unrestricted
cash, control over investments, purchase, accounts payable, accounts receivable,
collection and treasury;
•
Legal
Evaluation of the legal-regulatory aspects;
•
Strategic
Alignment with the effective and future strategy – including competitive, bidding and
strategic positioning aspects – of SulAmérica;
•
Corporate Risks
Impacts on the corporate risk ratings and add evaluation of the risks prioritized by the
Company;
•
Sustainability
32
(A free translation from the original in Portuguese into English)
Evaluation regarding the alignment with the Sustainability Policy, Principles for
Sustainable Insurance (PSI), Strategic Sustainability Initiative and IFC exclusion list;
and
•
Customer View
Evaluation regarding the Customer View.
The opinion on these aspects is issued by the following areas of the Company: Actuarial,
Internal Audit, Marketing, Compliance, Accounting, Financial, Legal, Strategic Planning,
Corporate Risk, Sustainability and Customer View.
Additionally, SulAmérica relies on specific actions in each business line for mitigating
underwriting risks, and continuous improvement in the selection of the portfolio of its
policyholders. Among these actions, the following should be highlighted:
•
•
•
•
•
•
•
Bonus programs;
Specialized service centers for claims;
Cost-efficiency processes;
Preventative pre-payment audits;
Optimization of the service providers network;
Saúde ativa programs; and
Detailed inspection in policy underwriting.
For insurance with higher individual risks and portfolios with lower forecasting capacity or
exposed to catastrophes, the Company uses reinsurance contracts, mitigating the risk of big
unexpected losses in contracts and transferring such risks to reinsurers, assuming, in the
face of it, the credit risks of such partners. The purchase of reinsurance follows a specific
policy established by the CoR.
One of the ways to measure possible impacts on profit or loss and equity, arising from
underwriting risks, is the sensitivity analysis of the variables that may be affected by the
product underwriting process, inadequacy of prices or even insufficiency of technical
reserves.
The following sensitivity analyses aim at simulating the possible impacts of such fluctuations
on the profit or loss or equity of health, property and casualty, life and private pension
businesses, before and after the purchase of reinsurance. The measurement variables
chosen to represent the following possible fluctuation are: loss ratio, administrative
expenses and acquisition costs.
Consolidated
2015
Assumptions
5% increase in
claims
5% increase in
administrative
expenses
5% increase in
acquisition costs
5% decrease in
claims
5% decrease in
administrative
expenses
5% decrease in
acquisition costs
Gross of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
Health
Net of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
Gross of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
Property and casuality
Net of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
Gross of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
Life and private pension
Net of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
(411,091)
(246,654)
(411,091)
(246,654)
(100,081)
(60,049)
(98,803)
(59,282)
(8,781)
(5,269)
(8,214)
(4,929)
(30,999)
(18,599)
(30,999)
(18,599)
(25,890)
(15,534)
(25,890)
(15,534)
(3,488)
(2,093)
(3,488)
(2,093)
(34,297)
(20,578)
(34,297)
(20,578)
(41,628)
(24,977)
(41,628)
(24,977)
(6,115)
(3,669)
(6,115)
(3,669)
411,091
246,654
411,091
246,654
100,081
60,049
98,803
59,282
8,781
5,269
8,214
4,929
30,999
18,599
30,999
18,599
25,890
15,534
25,890
15,534
3,488
2,093
3,488
2,093
34,297
20,578
34,297
20,578
41,628
24,977
41,628
24,977
6,115
3,669
6,115
3,669
33
(A free translation from the original in Portuguese into English)
Consolidated
2014
Assumptions
5% increase in
claims
5% increase in
administrative
expenses
5% increase in
acquisition costs
5% decrease in
claims
5% decrease in
administrative
expenses
5% decrease in
acquisition costs
Gross of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
Health
Net of reinsurance
Income
before
tax
Income after
tax & impact
on equity
Property and casuality
Net of reinsurance
Gross of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
Income
before
tax
Income after
tax & impact
on equity
Gross of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
Life and private pension
Net of reinsurance
Income
Income
after tax &
before
impact on
tax
equity
(362,656)
(217,594)
(362.656)
(217,594)
(91,593)
(54,956)
(90,000)
(54,000)
(7,849)
(4,709)
(7,581)
(4,548)
(26,595)
(15,957)
(26.595)
(15,957)
(23,515)
(14,109)
(23,515)
(14,109)
(3,094)
(1,856)
(3,094)
(1,856)
(29,788)
(17,873)
(29.788)
(17,873)
(37,708)
(22,625)
(37,708)
(22,625)
(6,403)
(3,842)
(6,403)
(3,842)
362,656
217,594
362.656
217,594
91,593
54,956
90,000
54,000
7,849
4,709
7,581
4,548
26,595
15,957
26.595
15,957
23,515
14,109
23,515
14,109
3,094
1,856
3,094
1,856
29,788
17,873
29.788
17,873
37,708
22,625
37,708
22,625
6,403
3,842
6,403
3,842
The analysis demonstrated above reflects the impacts of reasonable and possible changes in
the factors of Health, Property and Casualty, and Life and Private Pension that were
presented did not undergo alteration in relation to the previous year, despite the sale of the
Large Risks portfolio in December. This occurred as besides the operation has reduced only
in the last month of the year, the share of the large risks portfolio in the property and
casualty businesses is small as compared to that of auto businesses.
Likewise, the profit or loss of private pension operations may be different from SulAmérica’s
expectations in case of unexpected fluctuations in significant variable. The following table
shows the sensitivity analysis in the Contribution Deficiency Reserve, which aims at
covering possible deficiencies in the mortality expectancies regarding the assumptions of
redemption, mortality, conversion into income, and cancellation. The sensitivity analyses
are based on the Contribution Deficiency Reserve, because the impact on this reserve is
more significant, given the fact that it is based on the present value of future cash flow,
while the impact on the other variables of the profit or loss for the year would not be
substantial, as private pension has long-term characteristic. The possible impacts on
administrative expenses are measured in the Reserve for Related Expenses and in profit or
loss.
Assumptions
5% increase in administrative expenses
5% decrease in administrative expenses
5% increase in redemptions
5% decrease in redemptions
5% increase in mortality
5% decrease in mortality
Increase by 5% in the conversion into income
Decrease by 5% in the conversion into income
5% increase in rescission
5% decrease in rescission
Assumptions
5% increase in administrative expenses
5% decrease in administrative expenses
5% increase in redemptions
5% decrease in redemptions
5% increase in mortality
5% decrease in mortality
Increase by 5% in the conversion into income
Decrease by 5% in the conversion into income
5% increase in rescission
5% decrease in rescission
Income before tax
(2,945)
2,945
623
(645)
7,709
(9,786)
(2,192)
2,192
227
(238)
Consolidated
2015
Income after tax & impact on equity
(1,767)
1,767
374
(387)
4,625
(5,872)
(1,315)
1,315
136
(143)
Income before tax
(2,731)
2,731
578
(598)
7,150
(9,077)
(2,033)
2,033
210
(221)
Consolidated
2014
Income after tax & impact on equity
(1,638)
1,638
347
(359)
4,290
(5,446)
(1,220)
1,220
126
(132)
34
(A free translation from the original in Portuguese into English)
The above-demonstrated analysis reflects that the impacts of changes in reasonable and
possible scenarios on the factors presented for private pension did not underwent significant
changes in relation to the previous year.
5.2.2.
Risks of inadequacy of technical reserves
The management of the technical reserves recognized for payment of indemnifiable events
is a continuous process coordinated by the corporate actuarial department by means of
specific and internationally-renowned methodologies, adjusted to the characteristics of each
product, customer behavior and administrative and legal claims adjustment processes.
As support to the methodologies adopted in the calculation of reserves and understanding of
the size of the risks involved in the process, SulAmérica relies on several techniques aimed
at revising assumptions and calculation procedures that may lead to failures in the decisionmaking process, among which the following should be highlighted:
•
Tests of consistency of the methodologies for recognizing reserves;
•
Prospective evaluation regarding the adequacy of technical reserves; and
•
Controls through statistical models to evaluate discrepancies in the periodic reserve
fluctuations.
The development of the recorded reserves for claims is shown in the following table, where
it is noted the change, through the reporting date of the accompanying financial
statements, in claims incurred in relation to the respective reserve recorded in previous
years. The top of the table shows the development of the reserve over the years following
the reserve recognition. The bottom of the table shows the segregation within the updated
claim amounts between payments and cases still pending.
Administrative
Consolidated
Year
Recognized claims
reserve
Effect of financial
discount
Claims reserve
without financial
discount
Cumulative estimate
for claims:
At the end of the year
After one year
After two years
After three years
After four years
After five years
After six years
After seven years
After eight years
After nine years
After ten years
Cumulative estimate
for claims through
2015
Cumulative
payments through
2015
Liability recognized
in 2015
2005
2006
2007
872.49
1,087.27
(16.66)
In millions of R$
2014
2015
2008
2009
2010
2011
2012
2013
1,139.15
1,255.25
1,443.79
1,433.20
1,696.24
1,748.81
2,058.24
2,386.44
2,467.07
(15.88)
(16.42)
(21.53)
(37.40)
(35.37)
(43.47)
(32.89)
(39.82)
(46.93)
(39.85)
889.15
1,103.15
1,155.57
1,276.77
1,481.18
1,468.57
1,739.71
1,781.70
2,098.06
2,433.37
2,506.92
-
-
-
-
-
-
-
-
-
-
-
889.15
971.80
1,044.53
1,066.20
986.14
996.34
1,016.55
1,026.60
1,031.20
1,027.58
1,041.94
1,103.15
1,209.43
1,195.46
1,157.92
1,170.99
1,172.00
1,187.12
1,192.18
1,194.20
1,206.39
-
1,155.57
1,133.18
1,086.36
1,108.49
1,147.47
1,147.48
1,153.63
1,155.75
1,169.56
-
1,276.77
1,337.20
1,346.58
1,387.57
1,380.81
1,390.33
1,391.18
1,399.43
-
1,481.18
1,532.52
1,565.17
1,553.03
1,561.14
1,564.91
1,576.07
-
1,468.57
1,574.90
1,557.50
1,569.10
1,570.27
1,583.72
-
1,739.71
1,712.61
1,802.40
1,810.30
1,806.62
-
1,781.70
1,893.13
1,932.03
1,953.11
-
2,098.06
2,200.30
2,205.76
-
2,433.37
2,446.62
-
2,506.92
-
1,041.94
1,206.39
1,169.56
1,399.43
1,576.07
1,583.72
1,806.62
1,953.11
2,205.76
2,446.62
2,506.92
1,039.12
1,202.70
1,165.41
1,394.19
1,566.97
1,572.48
1,764.41
1,879.30
2,111.69
2,255.33
-
2.82
3.69
4.15
5.25
9.10
11.24
42.21
73.81
94.07
191.29
2,506.92
As of December 31, 2015, the development in administrative claims basically does not
consider, R$14.3 million (R$13.4 million in 2014) in ULAE, R$9.9 million (R$7.4 million in
2014) in Incurred But Not Reported Reserve of SULODONTO, R$8.6 million (R$8.4 million in
2014) in claims of individual life, R$15.7 million (R$12.4 million in 2014) in retrocession and
35
(A free translation from the original in Portuguese into English)
R$4.8 million in 2014 in claims of DPVAT operation. These items are not segregated by
incurrence, and, therefore, it is not possible to follow the development of claims. However,
they are amounts with small significance in the total universe of claims, as seen in the
above table.
Legal
The development of the recorded reserves for claims is shown in the following table, where
it is noted the development, through the reporting date of the accompanying financial
statements, of reported claims in relation to the respective reserve recorded in previous
years. The top of the table shows the development of the reserve over the years following
the reserve recognition. The bottom of the table shows the segregation within the updated
claim amounts between payments and cases still pending.
Consolidated
Year
Recognized claims reserve
Claims reserve without financial discount
Cumulative estimate for claims:
At the end of the year
After one year
After two years
After three years
After four years
After five years
After six years
After seven years
Cumulative estimate for claims through 2015
Cumulative payments through 2015
Liability recognized in 2015
2008
443.87
443.87
2009
400.73
400.73
2010
593.64
593.64
2011
545.38
545.38
2012
453.64
453.64
2013
485.98
485.98
In millions of R$
2014
2015
498.70
313.69
498.70
313.69
443.87
440.72
597.97
632.47
605.05
634.00
661.39
675.03
675.03
588.30
86.73
400.73
576.88
614.43
584.33
618.37
649.48
670.38
670.38
572.43
97.95
593.64
589.48
561.50
602.25
633.05
665.70
665.70
547.40
118.30
545.38
501.50
558.17
598.49
638.49
638.49
490.17
148.32
453.64
498.51
540.30
582.24
582.24
408.45
173.79
485.98
524.55
584.97
584.97
366.43
218.54
498.70
571.50
571.50
305.94
265.56
313.69
313.69
313.69
As of December 31, 2015, the change in legal claims basically does not consider R$97.6
million (R$106 million in 2014) of legal claims incurred but not cited reported (IBNR) and
R$6.7 million (R$6.9 million in 2014) of outstanding claims reserve of life insurance. These
items are not segregated by incurrence, and, therefore, it is not possible to follow the
development of claims. However, they are amounts with small significance in the total
universe of claims, as seen in the above table.
As it can be noted, the reserve balance showed reduction in relation to 2014, because of the
sale of SALIC’S large risks portfolio in December 2015. The development of legal claims
reserves is partly justified by the adjustment for inflation and interests on the reserve
record date through the reporting date of the accompanying financial statements.
5.3.
Market risk
Market risks arise from the possibility of occurring losses arising from macroeconomic
fluctuations that may impact the value of the assets or liabilities of the organization in
different ways.
The management of SulAmérica’s investments is performed by means of a specific policy
approved by the Investments Committee. This policy establishes the strategic guidelines
that should be observed in financial asset management, including limits, restrictions and
diversification rules aiming at an allocation that provides an appropriate profitability volume
and ensures SulAmérica’s capacity to fulfill its obligations. This policy contains provisions
that establish some criteria that the management of each portfolio should consider, among
which are:
•
•
Profitability targets;
Risk limits;
36
(A free translation from the original in Portuguese into English)
•
•
Maximum terms for asset allocation; and
Required minimum liquidity;
Such policy gives priority to the decision-making regarding the investment of funds based
on Asset and Liability Management studies, considering the particularities of each
commitment assumed under the contracts, as well as the expectations on the timing of
settlement and possibility of variation in the indemnifiable amounts in view of the changes
in the macroeconomic environment. The ALM process is performed together with the
Corporate Risks and Financial Management areas, and is monitored by the CoR.
Permanently, the Investment Committee follows-up the allocation and performance of
assets based on its strategies, including the ALM portfolio, in order to enable periodic review
and rebalancing. In this sense, the Investment Committee has the following duties:
•
•
•
•
•
Promote the adoption of the best practices in the control of investment risks by the
SulAmérica;
Periodically review the Investments Policy, approved by the Board of Directors of the
SulAmérica, recommending to the Board of Directors a proposal for amendment, if
applicable;
Follow-up and oversee the performance and fulfillment of Investments Policy;
Expressly authorize the acquisition of securities which does not have “investment grade”
rating in national scale (when available); and
Approve the accounting classification of assets as held to maturity.
On a daily basis and according to the Investments Policy, the Value at Risk (VaR) is
determined and stress tests are performed in the investments portfolio to observe whether
the adopted strategy is within the market risk appetite set. The VaR limits and stress tests
are annually reviewed and defined according to the risk appetite of SulAmérica. The results
obtained for the VaR period and Stress test can be seen in Note 8.3.
As a result of the ALM process, the distribution of investments per index as of December 31,
2015 and 2014 is shown, contemplating the balances deposited in checking account, the
resale commitments, and accounts payable and receivable of exclusive investment funds:
Investment Allocation
Index
SELIC/CDI
IGPM
IPCA
Fixed rate
Shares
Other (b)
Total
(a)
(b)
(a)
2015
5,983,647
1,126,578
860,147
439,176
28,101
45,874
8,483,522
Consolidated
2014
4,869,791
1,021,968
1,103,281
551,957
52,569
155,155
7,754,721
The amounts related to the PGBL and VGBL pension plan operations are not included in the table because they do not pose market risk.
The “other” category, shown in 2015 and 2014, comprises equity investments assets and foreign exchange exposure.
There was no significant change between periods in investment distribution. Most of it is still
in assets indexed for interest rates, with nearly 71% of concentration as of December 31,
2015 (63% in 2014).
The amount of R$4.0 billion (R$3.3 billion in 2014) related to the PGBL and VGBL pension
plan products in the benefit accumulation period were not taken into account, because the
market risk (including liquidity risk) taken by these investments is not SulAmérica’s
responsibility but of the participants. Neither was taken into account the amount of R$14.6
million (R$12.1 million in 2014) related to the PGBL and VGBL pension plan products in
benefit grant period because we consider not significant the market risk corresponding to
this portion immaterial.
37
(A free translation from the original in Portuguese into English)
Today, SulAmérica has a portion of its revenue from property and casualty segment stated
in US dollars. This portion is represented in the following table:
National currency
Foreign currency
2015
Property and Casualty
3,825,385
99.2%
30,885
0.8%
2014
Property and Casualty
3,431,575
99.1%
29,796
0.9%
The portion of premiums written in foreign currency neither shows significant change
between periods nor is substantial in the face of the premiums written in domestic currency.
From December 2015, with the sale of the large risks portfolio, SulAmérica should no longer
have new substantial premiums written in foreign currency in its portfolio.
5.3.1.
Residual exposure
The foreign exchange exposure, as well as derivatives, is only used for hedge. The following
table shows the residual exposure to foreign exchange, equity investment and inflation risk.
The sensitivity of securities and inflation exposures are shown in Note 8.3.
Exposure to foreign exchange risk, equity securities and inflation (a)
Dollar (b) - R$ thousands
Equity investments - R$ thousands
Indexed for inflation - R$ thousands
2015
20,985
28,101
128,739
Consolidated
2014
20,128
52,569
70,444
(a)
The amounts related to the PGBL and VGBL pension plan operations are not included in the table because they do not pose market risk.
(b)
Include derivatives.
The foreign exchange risk exposure was substantially reduced, whereas the inflation
exposure was considerably high in the year. The justification of this inversion was caused by
a change in portfolio concentration.
The previously presented amounts are recognized, however, there are pending cases of
special legal claims (non-ordinary) in US dollars which likelihood of favorable outcome is
considered “possible”, so they do not have a recorded reserve, according to the legal
requirement. As of December 31, 2015, these claims amount to R$42,114 (R$1,515,505 in
2014) and the corresponding reinsurance is R$40,948 (R$1,400,933 in 2014), which
represents a residual risk of R$1,166 (R$114,572 in 2014).
During 2015, there was the reclassification of a legal dispute of other property and casualty
amounting to R$1,515,505, with reinsurance of R$1,400,933, from “possible” to “remote”
likelihood of loss, based on the conclusions of the engineering expert report, which
supported the Management estimate.
5.3.2
Liquidity risk
Arising from the possibility of lack of readily available funds to timely fulfill the
commitments taken by SulAmérica in view of the mismatch between the payment and
receipt flows.
SulAmérica Investment Policy provides for minimum amounts that shall be invested in highliquidity assets to mitigate the risk of non-payment of claims and benefits. The SulAmérica’s
companies perform daily cash projections and stress tests to detect in advance any
abnormal situation, having a daily control over liquidity risk.
38
(A free translation from the original in Portuguese into English)
The following table shows the expectations on maturities and payments of the main
financial assets and liabilities and insurance as of December 31, 2015 and 2014.
Without
maturity
Description
Financial instruments
Marketable securities
Fair value through profit or loss
Loans and financing (a)
Loans and financing
Marketable securities
At Fair value through profit or loss
Available for sale
Held to maturity
Insurance and reinsurance
Technical reserves
Reinsurance assets
Insurance and private pension liabilities
(b)
Description
Financial instruments
Cash equivalents
Marketable securities
At Fair value through profit or loss
Available for sale
Held to maturity
Loans and financing
Cost value
197,937
197,937
328,108
328,108
423,426
423,426
1,599
1,599
593,421
593,421
30
30
178,793
178,793
223,889
223,889
1,523,748
1,523,748
Without
maturity
Up to 1
year
From 1 to
2 years
From 2 to
5 years
From 5 to
10 years
Cost value
25,710
25,710
152,675
152,675
-
278,981
278,981
150
150
263,088
263,088
12,798
10,071
2,727
655,242
655,242
76,968
40,462
36,506
219,051
219,051
268,301
229,068
39,233
1,416,362
1,416,362
Up to 1
year
From 1 to
2 years
From 2 to
5 years
From 5 to
10 years
Over 10
years
Cost
value
-
-
-
-
-
-
394,798
581,438
554,503
961,528
3,054,931
2,173,378
860,003
Company
2015
Fair value
Gain or
(loss)
Carrying amount
223,889
223,889
-
-
223,889
223,889
1,078,289
1,078,289
Company
2014
Fair value
Gain or
(loss)
Carrying amount
268,259
228,713
39,546
-
(42)
(355)
313
-
268,259
228,713
39,546
1,036,624
1,036,624
Consolidated
2015
Fair value
Gain or
(loss)
Others
394,798
-
-
394,798
8,185,781
8,168,570
(17,211)
-
8,088,258
Carrying amount
581,158
23,139
78,669
358,476
656,751
338
1,698,531
1,698,665
134
-
1,698,665
280
531,364
622,875
2,696,455
1,256,774
36,062
5,143,810
5,046,153
(97,657)
-
5,046,153
-
-
259,984
-
259,853
823,603
1,343,440
1,423,752
80,312
-
1,343,440
1,220,212
234
-
-
-
1,220,446
-
-
-
1,220,446
-
328,108
328,108
45,808
626,032
423,426
423,426
2,838
-
593,421
593,421
8,073
-
178,793
178,793
10,316
-
-
1,523,748
1,523,748
67,035
-
-
-
-
1,078,289
1,078,289
67,035
626,032
-
5,019,318
98,399
413,843
286,700
272,391
-
-
-
251,615
6,342,266
-
39,443
64,999
1,767
1,248
-
-
-
-
-
107,457
-
5,058,761
163,398
415,610
287,948
272,391
-
-
-
251,615
6,449,723
From 1 to
2 years
From 2 to
5 years
From 5 to
10 years
Fair value
Gain or
(loss)
Others
Over 10
years
Cost
value
Consolidated
2014
Without
maturity
Up to 1
year
-
178,171
-
-
-
-
178,171
178,171
-
-
178,171
1,037,395
851,156
485,979
2,368,849
2,096,340
785,559
7,625,278
7,731,792
106,514
-
7,574,598
Carrying amount
1,036,989
90,064
20,458
122,861
89,543
334
1,360,249
1,360,045
(204)
-
1,360,045
406
597,032
465,521
2,011,880
1,775,453
32,713
4,883,005
4,832,529
(50,476)
-
4,832,529
1,539,218
157,194
-
164,060
-
234,108
231,344
752,512
1,382,024
1,138,430
538
-
-
-
1,138,968
-
278,981
263,088
655,242
219,051
-
1,416,362
-
278,981
263,088
655,242
219,051
-
1,416,362
52,739
10,452
7,595
11,994
-
82,780
-
Premiums receivable
Loans and financing (a)
From 5 to
10 years
Without
maturity
Premiums receivable
Loans and financing (a)
Loans and financing
Tax refinance – REFIS
Saving bonds provisions
From 2 to
5 years
24,323
24,323
-
Description
Financial instruments
Marketable securities
Fair value through profit or loss
Available for sale
Loans and financing (a)
Loans and financing
Description
Financial instruments
Cash equivalents
Up to 1 year
From 1 to
2 years
Tax refinance – REFIS
1,382,024
1,138,968
-
-
-
1,036,624
-
-
1,036,624
-
-
-
82,780
Saving bonds provisions
-
670,967
-
-
-
-
-
-
-
-
670,967
Insurance and reinsurance
Technical reserves
-
4,599,715
200,767
306,397
278,893
328,606
-
-
-
136,937
5,851,315
(c)
Reinsurance assets
Insurance and private pension liabilities
-
310,972
21,883
57,374
36,735
-
-
-
-
4,883
431,847
-
4,910,687
222,650
363,771
315,628
328,606
-
-
-
141,820
6,283,162
(a)
Loans and financing are stated at contractual amounts not discounted, as required in item 39 (a) of CPC 40.
(b)
In 2015, the column “Other” mainly
mathematical reserve for benefits to be
In 2014, the column “Other” mainly
mathematical reserve for benefits to be
(c)
comprises the following items: R$198,081 of Other Technical Reserves, R$14,937 of the
granted, and R$14,233 of unallocated loss adjustment expense (ULAE).
comprises the following items: R$92,583 of Other Technical Reserves, R$15,010 of the
granted, R$13,451 of unallocated loss adjustment expense (ULAE).
The criterion for presentation of financial instruments adopted in the table by age was the
maturity date of these assets. However, a significant part of the financial instruments shown
have ready liquidity, although they are distributed among several ranges in the table in
view of their maturity, their totality being sufficient to meet the obligations on the expected
dates.
39
(A free translation from the original in Portuguese into English)
5.4.
Credit risk
Credit risks are related to the possibility of debtors failing to fulfill the terms of a contract or
failing to fulfill them under the terms upon which they were agreed.
These risks may be materialized and may significantly affect the profit or loss of SulAmérica
in case the private credit issuers do not fulfill the payments on the expected dates or the
reinsurers with whom SulAmérica operates are in breach of the contracts regarding the
payments of reinsured claims.
In relation to the monitoring of default of its policyholders and business partners,
SulAmérica performs the impairment of premiums receivable according to the best practices
and current legislation (see additional information in Note 9).
5.4.1
Private security investments
SulAmérica considers in its Investments Policy specific limits for getting private credit,
besides the structure of a Credit Committee that assesses the risk of each issuer before
contracting, adopting its own methodology. The following tables show the rating of
investments by risk category, totaling 95.04% in 2015 (97.61% in 2014), allocated to
government securities (sovereign risk) or to other assets with the lower risk rating possible,
according to the rating agencies Fitch, S&P and Moody’s (AAA grade).
Consolidated
Description
Fixed income securities – government
Sovereign Risk
Fixed income securities – private
AAA
AA+ to AAA+ to ABBB
Other
Non-exclusive investment fund (a)
Other
Total
(a)
2015
6,762,414
6,762,414
1,370,473
1,300,263
67,235
1,979
996
350,635
350,042
593
8,483,522
2014
6,204,298
6,204,298
1,385,497
1,365,486
20,011
164,926
162,065
2,861
7,754,721
Non-exclusive investment fund containing public securities, corporate bonds, stocks and other alternative investments, without directly associated rating.
There was no significant change in the concentration of investments by risk rating. Although
SulAmérica shows as of December 31, 2015 a higher volume of assets in investments with
rating ranging from AA+ to A-, the concentration is greater in government securities.
5.4.2
Reinsurance contracts
For purchasing reinsurance, SulAmérica has specific policy approved by the Risk Committee
and monitored by the Corporate Risks management area, which establishes an effective
flow for purchasing, based on the final approvals of the CoR. As requirements, the policy
encompasses criteria for broker qualification, setting credit risk limits based on the risk
ratings of reinsurers and other requirements regarding the strictness of terms in the
purchase flow, and concentration and placement criteria.
The broker qualification process follows criteria aimed at evaluating different views of the
commissioned ones based on the following evaluations:
• Legal qualification;
• Qualification of the corporate compliance and sustainability framework;
• Qualification of credit risk; and
40
(A free translation from the original in Portuguese into English)
• Past experience of operationalization of Reinsurance contracts by the broker firm.
Besides the requirements established by the effective legislation for placing reinsurance
risks, aimed at internally controlling the exposure to credit risk, SulAmérica sets credit
exposure limits based on the risk ratings of each reinsurer, thus ensuring a low credit risk in
reinsurance contracts.
These limits were set considering both the setting of the exposure by risk rating as well as
the individual exposure with each Reinsurer, so that these are determined through the
definition of specific internal ratings for local Reinsurers and eventual and admitted
Reinsurers. These ratings were defined based on the equivalences generated based on risk
rating tables provided by the agencies Fitch, S&P, Moody’s and A.M Best.
The following tables show the exposure with reinsurers per risk rating and business line. In
view of the above-described reinsurance placement policy, SulAmérica limits its placements
to reinsurers which risk ratings are above or equal to A- and brAA-, respectively, for
eventual or admitted and local reinsurers. Possible placements that do not follow these
requirements should be directly approved by the CoR.
Type
Property and casualty
Life and private pension
Total
Type
Local
Local
Local
Local
Local
Local
Local
Eventual
Eventual
Eventual
Eventual
Admitted
Admitted
Admitted
Admitted
Total (a)
(a)
2015
129,412
27,371
156,783
Rating
AA
A+
AAAA
Below A
No rating
AA
A+
AAAA
A+
AA-
Exposure
62,583
2,183
775
3,818
3,867
821
267
1,690
1,501
11,533
67,745
156,783
2015
%
39.92%
1.39%
0.00%
0.49%
0.00%
2.44%
2.47%
0.52%
0.17%
0.00%
1.08%
0.96%
0.00%
7.36%
43.20%
100.00%
Consolidated
2014
496,861
20,120
516,981
Consolidated
2014
Exposure
%
302,404
58.49%
2,505
0.48%
1,950
0.38%
3,980
0.77%
9
0.00%
3,901
0.75%
3,602
0.70%
2,357
0.46%
74
0.01%
69,908
13.52%
191
0.04%
653
0.13%
32
0.01%
16,789
3.25%
108,626
21.01%
516,981 100.00%
The reduction in the risk exposure of reinsurers is impacted by the sale of the large risks portfolio, as explained in Note 1.1.
Local reinsurer
Reinsurer headquartered in Brazil, organized as a corporation, whose sole objective is to
carry out reinsurance and retrocession operations;
Admitted reinsurer
Reinsurer headquartered abroad with a representative office in Brazil that meets the
provisions of the prevailing legislation, applicable to reinsurance and retrocession
operations, and has been registered as such with the Superintendence of Private Insurance
(SUSEP) to carry out reinsurance and retrocession operations; and
Eventual reinsurer
Foreign reinsurance company headquartered abroad without a representative office in Brazil
that meets the provisions of the prevailing legislation, applicable to reinsurance and
retrocession operations, and has been registered as such with SUSEP to carry out
reinsurance and retrocession operations.
41
(A free translation from the original in Portuguese into English)
As of December 31, 2015, R$121,419 (R$1,629,265 in 2014) is exposed to reinsurers
related to non-ordinary legal claims (special cases) where the likelihood of favorable
outcome is “possible”.
In 2015, there was the reclassification favorable to SulAmérica of a legal claim of other
property and casualty in the amount of R$1,515,505, with reinsurance of R$1,400,933,
from “possible” to “remote” likelihood of loss, based on the attorney’s opinion, supported by
the conclusions of the engineering expert report.
5.5.
Operational risks
Operational risk is defined as the likelihood of losses resulting from failure, deficiency or
inadequacy of internal processes, personnel and systems, or external events that may
cause damages to SulAmérica.
The management of operational risk is a continuous improvement process, in order to
follow-up the development of the business dynamics and minimize the existence of gaps
that may compromise the quality of this process. So the operational risk management is
performed in line with the ERM process of SulAmérica focused on the identification,
evaluation and response to risks that breach the risk appetite set by the board.
The process for identifying operational risks is carried out by mapping the organizational
processes. After mapping each process, the operational risks associated with each process
are identified. Such risks are quantified by adopting a specific methodology, generating
action plans in the cases in which SulAmérica deems necessary.
5.6.
Legal and compliance risks
These comprise risk of losses resulting from breach of Laws and/or regulation. The legal risk
may arise from fines, penalties or indemnities from actions of oversight and control bodies,
as well as losses arising from unfavorable decision in lawsuits.
5.6.1
Legal risk management
With a corporative perspective, the legal department of the organization together with its
service providers review all contracts signed by SulAmérica in order to mitigate the legal
risk of contracts, in addition to providing feedback on lawsuits involving the organization.
The legal area also contributes to projects for improving management of legal claims in
addition to suggestions on how to avoid legal risks in our operations.
Additionally, the actuarial area uses a specific methodology of payment history for
calculating the legal provision based on the past relation observed between the cost of the
lawsuit settled and the estimates of attorneys for the amount payable if we received an
unfavorable outcome (risk exposure). This methodology is aimed at covering the costs of
lawsuits in which SulAmérica is a defendant or accused from the recording date of the
lawsuit in SulAmérica’s system until the effective payment.
The change in the provision for lawsuits may be observed in item 5.3.2.
42
(A free translation from the original in Portuguese into English)
5.6.2.
Compliance risk management
SulAmérica has a compliance framework, in order to make its activities compliant to the
provisions of the regulatory and inspection bodies, through a solid culture of internal
controls, high standards of integrity and ethics excellence and adherence to the legislation.
This objective of this framework is to act with impartiality in the compliance risk
management and monitoring, contributing to the compliance with laws and regulation
applicable to the business, by raising awareness about a business conduct that is legal,
ethic and transparent, that favors the interests of employees, customers, shareholders and
partners, prevents and detects breaches of laws and regulations by identifying and
managing compliance risk, and that facilitates the defense of positions related to the
organization’s compliance before regulatory bodies.
Additionally, SulAmérica relies on an internal audit area responsible for planning and
coordinating the preventative audit works (operational and systems). It is also responsible
for ensuring the existence of appropriate operational and systemic internal controls that
enable the identification and management of the risks present in the day-to-day activities of
SulAmérica, as well as the adherence to the rules and legislation in effect.
5.7.
Capital management
SulAmérica monthly determines, for each subsidiary, the sufficiency of the Adjusted Equity
(PLA) in relation to the required regulatory capital. During 2015 and 2014, the PLA of
subsidiaries were always sufficient in relation to the minimum capital required by the
regulatory authorities.
Additionally, SulAmérica has its own internal models to determine the economic capital for
the main business lines and risk, thus considering its own risk-based capital estimate
regardless of the regulatory capital. By means of these internal models, metrics of return on
capital to assist business management and management performance are monthly
obtained.
6.
Derivative financial instruments
6.1.
Hedge
All transactions related to these instruments are traded and registered with the
BM&FBOVESPA or organized over-the-counter market. In subsidiaries that have insurance
and private pension operations, the maintenance of derivative financial instruments, which
can be held through exclusive investment funds, has the sole purpose of hedging the
exchange variations and interest rate fluctuations. In the case of exclusive funds of PGBL
and VGBL plans, in addition to interest rate futures contracts, SULASEG also uses Bovespa
Index and dollar futures contracts, in compliance with the investment policy of such funds.
The gains and losses arising from these futures contracts do not produce any impact on
profit or loss or equity of such subsidiary, because they are reflected at equal amount in the
technical reserves for private pensions.
The criterion for determining the fair value of derivative financial instruments is the
discounted cash flow method using the rates released by BM&FBOVESPA.
6.2.
Summary chart of exposure to derivative financial instruments
As of December 31, 2014, the Company recorded R$50,000 in options contracts (call
spread) whose underlying asset was the preferred shares of Petrobrás, tied to the Hedged
43
(A free translation from the original in Portuguese into English)
Capital operation, which premium paid on July 4, 2014 amounted to R$4,648. This
transaction expired on July 1, 2015.
The derivative financial instruments of SulAmérica, including futures contracts related to the
PGBL and VGBL funds, are measured at fair value through profit or loss and are shown
below:
Description
Future contracts
Sales commitment
Indexes
Option contracts
Holder - call option
Call option spread - Petrobras
Description
Future contracts
Purchase commitment
Interest rate - real (R$)
Foreign currencies
Indexes
Sales commitment
Interest rate - real (R$)
Indexes
Call option spread - Petrobras
Maturity
Notional amount
2015
2014
Fair value
2015
2014
Amount receivable
/ received
2015
2014
Company
Amount payable /
paid
2015
2014
2015
-
29,774
-
29,774
-
403
-
-
2015
-
50,000
-
246
-
-
-
-
Maturity
2016/2025
2016
2016
2016/2025
2016
2015
Notional amount
2015
2014
1,306,200
204,121
11,449
99,400
13,423
-
Fair value
2015
2014
Amount receivable /
received
2015
2014
Consolidated
Amount payable / paid
2015
2014
704,400
116,724
26,998
444,093
204,121
11,449
380,020
116,724
26,998
856
3,912
60
365
-
2,232
2,440
-
892,400
29,774
50,000
68,618
13,423
-
720,421
29,774
246
70
-
896
403
-
58
-
-
The amounts receivable and payable on futures contracts are accounted for in line items
“Receivables” in Current Assets and “Accounts payable” in Current Liabilities.
6.2.1.
Margins offered as guarantee
As of December 31, 2015 and 2014, total margins offered to guarantee transactions of
futures and option contracts, recorded in exclusive investment funds, including PGBL and
VGBL funds, and classified into securities measured at fair value through profit or loss, are
comprised as follows:
Assets
LFT
LFT
Total
Assets
LFT
LFT
LFT
LFT
LFT
LFT
LFT
LFT
LFT
LTN
LTN
NTN-B
Total
Maturity
March/2020
September/2020
Maturity
September/2016
September/2017
March/2018
September/2018
March/2019
March/2020
September/2020
March/2021
September/2021
April/2016
January/2017
May/2045
Quantity
700
350
1,050
Company
2014
Amount
4,558
2,278
6,836
Quantity
280
40
2,574
1,048
5,196
3,835
1,208
1,240
2,061
20
295
300
18,097
Consolidated
2015
Amount
2,072
296
19,029
7,745
38,383
28,306
8,912
9,144
15,192
19
253
683
130,034
44
(A free translation from the original in Portuguese into English)
Assets
LFT
LFT
LFT
LFT
LFT
LFT
LFT
LFT
LFT
LTN
LTN
NTN-B
Total
LFT:
LTN:
NTN-B:
Maturity
March/2015
September/2015
September/2016
September/2017
March/2018
September/2018
March/2019
March/2020
September/2020
April/2015
January/2017
May/2045
Quantity
3,327
45
280
12
2,074
880
4,380
3,679
751
350
800
300
16,878
Consolidated
2014
Amount
21,747
294
1,828
78
13,527
5,737
28,544
23,955
4,888
340
621
706
102,265
Financial Treasury Bills
National Treasury Bills
National Treasury Notes – B Series
6.2.2.
Sensitivity analysis of the exposure to derivatives
The sensitivity analysis aims at showing the changes in market variables in the financial
instruments of SulAmérica. As the derivative contracts of PGBL and VGBL investment funds
do not pose risk to SulAmérica, their positions did not go through sensitivity analysis. The
sensitivity analyses shown below were made by using assumptions and presuppositions in
relation to future events. Estimated scenarios show each scenario’s impact on profit or loss
in an instant portfolio position on December 31, 2015. Despite of the periodical review of
estimates and assumptions, the settlement of transactions involving these estimates may
result in amounts different from those estimated because of the subjectivity inherent in the
process adopted in the preparation of these analyses. As the market is lively, these
positions change continuously, therefore, they do not necessarily reflect the portrayed
position.
The sensitivity analyses of derivative financial instruments were prepared based on
scenarios considered “probable”, “possible” and “remote”. The scenario considered
“probable” was the current one which based the determination of fair value of transactions,
whereas the “possible” and “remote” ones were constructed by applying adverse variations
at 25% and 50%, respectively, on current positions, considering the risks involved in each
type of transaction. Variations at 25% and 50% correspond to the minimum variations
established in CVM rules.
Sensitivity analysis of derivative instruments
Operation
Future indexes
Net value of adjustments
Risk
Decline in
Ibovespa
Derivative
Sell – Ibovespa
Index
Asset
Future DI at
BM&F
Probable
scenario
Possible
scenario
Company
2014
Remote
scenario
-
(7,443)
(7,443)
(14,887)
(14,887)
Consolidated
Sensitivity analysis of of derivative instruments for hedging purposes
Operation
Future index
Equity
Net value of adjustments
Risk
Increase in
Ibovespa
Decline in
Ibovespa
Derivative
Sell – Ibovespa
Index
-
Asset
Future at
BM&F
Liquid
position
Probable
scenario
Possible
scenario
2015
Remote
scenario
-
(3,180)
(6,360)
-
3,330
150
(6,510)
150
45
(A free translation from the original in Portuguese into English)
Sensitivity analysis of of derivative instruments for hedging purposes
Operation
Future dollar
Account payable
Net value of adjustments
Risk
US dollar
depreciation
US dollar
appreciation
Derivative
Net purchase in
dollars
-
Asset
Future dollar
at BM&F
Account
payable
Probable
scenario
Possible
scenario
Consolidated
2015
Remote
scenario
-
(9,255)
(18,511)
-
9,255
-
(18,511)
-
Consolidated
Sensitivity analysis of of derivative instruments for hedging purposes
Operation
Risk
Derivative
Future indexes
Increase in DDI
interest rates
Future indexes
Net value of adjustments
Decline in DDI
-
Asset
Future DDI
at BM&F
Liquid
position
Sensitivity analysis of derivative instruments
Operation
Future indexes
Equity securities
Net value of adjustments
Risk
Increase in
Ibovespa
Decline in Ibovespa
Derivative
Sell – Ibovespa
Index
-
Asset
Future DI at
BM&F
Liquid
position
Probable
scenario
Possible
scenario
2015
Remote
scenario
-
(39,446)
(86)
-
39,371
(75)
(86)
-
Probable
scenario
Possible
scenario
Consolidated
2014
Remote
scenario
-
(7,443)
(14,887)
-
7,713
270
15,157
270
Consolidated
Sensitivity analysis of of derivative instruments for hedging purposes
Operation
Future dollar
Account payable
Net value of adjustments
Risk
Derivative
US dollar
Depreciation
US dollar
Appreciation
Net purchase in
dollars
-
Asset
Future
dollar and
DDI at
BM&F
Account
payable
Probable
scenario
Possible
scenario
2014
Remote
scenario
-
(1,334)
(2,668)
-
1,334
-
2,668
-
The other derivatives, which were not included in the tables above, do not exert material
impact on profit or loss.
7.
Cash and cash equivalents
The balances of cash and cash equivalents are measured at fair value through profit or loss
and are as shown below:
Description
Banks
Cash equivalents (a)
Total
(a)
2015
611
611
Companhia
2014
27
27
2015
53,584
731,033
784,617
Consolidado
2014
92,811
229,385
322,196
Cash equivalents include one-day resale agreements backed by Fixed income securities - Government, with daily liquidity. This
securities interest close to the SELIC (base) rate and are subject to an insignificant risk of change in value.
46
(A free translation from the original in Portuguese into English)
8.
Marketable securities
8.1.
Breakdown of marketable securities
The following table shows the breakdown of marketable securities and their respective accounting classifications,
yield and market values, and contracted average rates:
Description
Investment fund quotas
Non-exclusive investment fund quotas
Exclusive investment fund quotas
Financial treasury bills
Resale commitments
Other
Subtotal
Total percentage - accounting
Total
Current
Description
Fixed income securities – private
Financial bills
Fixed income securities – government
Financial treasury bills
Investment fund quotas
Non-exclusive investment fund quotas
Exclusive investment fund quotas
Financial treasury bills
National treasury bills fixed rate
Investment fund quotas - fixed income
Investment fund quotas - stocks
Resale commitments
Other
Subtotal
Percentage in marketable securities
Other
Total
Current
Non-current
Fair value through profit
or loss
Securities
calculated
Fair value /
based on
Carrying
the curve
amount
223,889
223,889
24,319
24,319
199,570
199,570
1,629
1,629
197,937
197,937
4
4
223,889
223,889
100.00%
Fair value through profit or
loss
Securities
calculated
Fair value /
based on
Carrying
the curve
amount
229,068
228,713
1,660
1,660
227,408
227,053
50,683
50,677
47,521
47,172
5,233
5,233
18,201
18,201
105,154
105,154
616
616
229,068
228,713
85.26%
Company
2015
Available for sale
Securities
calculated
Fair value /
based on
Carrying
the curve
amount
0.00%
Average
interest
rate
SELIC
SELIC
Total
223,889
24,319
199,570
1,629
197,937
4
223,889
100.00%
223,889
223,889
Company
2014
Available for sale
Securities
calculated
Fair value /
based on
Carrying
the curve
amount
36,473
36,787
36,473
36,787
2,760
2,759
2,760
2,759
-
-
39,233
39,546
14.74%
Average
interest
rate
115%CDI
SELIC
SELIC
10.98%p.a.
SELIC
Total
36,787
36,787
2,759
2,759
228,713
1,660
227,053
50,677
47,172
5,233
18,201
105,154
616
268,259
100.00%
9
268,268
268,259
9
47
(A free translation from the original in Portuguese into English)
Description
Fixed income securities – private
Bank certificates of deposit
Floating rate - CDI
Time deposit with special guarantee of FGC
(deposit guarantee fund)
Floating rate - CDI
Debentures
Fixed rate
Floating rate - CDI
Floating rate - IPCA
Financial bills
Other
Impairment
Fixed income securities – government
Financial treasury bills
National treasury bills
Fixed rate
Agricultural debt securities
National treasury notes
F series - fixed rate
B series - floating rate - IPCA
C series - floating rate - IGPM
Equity securities
Stocks
Impairment
Investment fund quotas
Investment fund quotas - fixed income
Investment fund quotas - stocks
Subtotal
Fair value through profit or
loss
Securities
calculated
Fair value /
based on the
Carrying
curve
amount
1,616,231
1,624,724
Consolidated
2015
Available for sale
Held to maturity
Securities
calculated based
on the curve
1,270,972
Fair value /
Carrying
amount
1,283,832
Carrying
amount
-
Fair value
-
Average
interest rate
Total
2,908,556
24,535
24,555
6,073
6,073
-
-
106.99%CDI
30,628
42,072
42,072
2,147
2,146
-
-
115.44%CDI
44,218
5,644
147,214
5,534
146,768
29,764
29,774
-
-
5,534
176,542
67,189
1,329,239
338
2,996,048
2,213,976
59,846
1,345,949
331
(331)
2,959,354
2,213,936
17,238
1,215,750
3,872,558
2,715,738
15,631
1,230,208
3,762,195
2,715,524
1,343,440
-
1,423,752
-
10.93% p.a
105.41%CDI
IPCA + 5.84%
p.a.
110.86%CDI
179,413
172,159
302,044
285,677
-
-
994
943
-
-
467,901
448,682
174,921
147,755
133,764
123,634
679,855
613,239
216,862
215,487
143,734
143,734
655,601
627,627
27,974
5,411,614
143,734
143,734
655,601
627,627
27,974
5,383,413
45.73%
278
278
5,143,808
125
392
(267)
5,046,152
42.86%
1,126,578
1,343,440
11.41%
1,208,265
1,423,752
Other
Total
Current
Non-current
SELIC
75,477
2,576,157
331
(331)
8,064,989
4,929,460
12.98% p.a
TR +9.57%
p.a.
457,836
14.39% p.a.
IPCA +
5.07% p.a.
IGPM +
7.88% p.a.
596,437
943
953,735
1,126,578
143,859
144,126
(267)
655,601
627,627
27,974
11,773,005
100.00%
4,505
11,777,510
10,471,906
1,305,604
Consolidated
12/31/2014
Description
Fixed income securities – private
Bank certificates of deposit
Floating rate - CDI
Floating rate - IPCA
Time deposit with special guarantee of FGC
(deposit guarantee fund)
Floating rate - CDI
Floating rate - IPCA
Debentures
Fixed rate
Floating rate - CDI
Floating rate - IPCA
Financial bills
Promissory notes
Other
Fixed income securities – government
Financial treasury bills
National treasury bills
Fixed rate
Agricultural debt securities
National treasury notes
F series - fixed rate
B series - floating rate - IPCA
C series - floating rate - IGPM
Equity securities
Stocks
Other
Impairment
Investment fund quotas
Investment fund quotas - fixed income
Investment fund quotas - stocks
Subtotal
Percentage in marketable securities
Other
Total
Current
Non-current
Fair value through profit or
loss
Securities
Fair value /
calculated
Carrying
based on the
amount
curve
1,200,372
1,201,244
Available for sale
Securities
calculated based
on the curve
1,307,758
Held to maturity
Fair value /
Carrying
amount
1,316,634
Carrying
amount
-
Fair value
-
64,503
64,537
8,889
8,877
-
-
-
-
160,761
163,867
-
-
101,572
102,109
84,546
84,702
-
-
6,543
6,655
-
-
-
-
5,083
110,167
4,919
110,260
18,872
18,902
-
-
58,223
827,735
26,212
334
2,254,778
1,504,111
53,377
832,841
26,212
334
2,239,360
1,503,739
15,591
998,289
20,810
3,574,841
2,471,500
14,436
1,005,039
20,811
3,515,663
2,470,360
1,382,307
-
1,539,507
-
232,223
231,041
334,161
328,197
-
-
5,807
5,791
-
-
-
-
437,012
428,424
173,751
166,593
-
-
75,625
70,365
595,429
550,513
360,339
363,617
154,575
154,575
1,077,872
1,025,544
52,328
4,687,597
154,574
154,574
1,077,872
1,025,544
52,328
4,673,050
42.92%
406
286
120
4,883,005
233
501
120
(388)
4,832,530
44.38%
1,021,968
1,382,307
12.70%
1,175,890
1,539,507
Average
interest
rate
104.17%CDI
IPCA +
7.97%p.a.
Total
2,517,878
73,414
163,867
109.25%CDI
IPCA +
5.7%p.a.
186,811
10.93%p.a.
104.45%CDI
IPCA +
5%p.a.
109.43%CDI
105.55%CDI
4,919
129,162
SELIC
6,655
67,813
1,837,880
47,023
334
7,137,330
3,974,099
10.71%p.a.
TR +
10.88%p.a.
559,238
11.84%p.a.
IPCA +
5.08%p.a.
IGPM +
7.87%p.a.
595,017
5,791
981,217
1,021,968
154,807
155,075
120
(388)
1,077,872
1,025,544
52,328
10,887,887
100.00%
4,477
10,892,364
9,671,370
1,220,994
48
(A free translation from the original in Portuguese into English)
8.2.
Changes in marketable securities
The breakdown of year-on-year changes in marketable securities is shown below:
Balance as of 01/01/2014
Marketable securities
Yield - redemption
Principal - redemption
Investment income
Other net proceeds and (payments)
Fair value adjustment
Balance as of 12/31/2014
At fair value
through profit or
loss
33,928
11,038,526
(33,327)
(10,823,626)
11,760
1,452
228,713
Balance as of 12/31/2014
Marketable securities
Yield - redemption
Principal - redemption
Investment income
Other net proceeds and (payments)
Fair value adjustment
Balance as of 12/31/2015
At fair value
through profit or
loss
228,713
3,168,531
(18,275)
(3,157,879)
2,599
200
223,889
Balance as of 01/01/2014
Marketable securities
Yield - redemption
Principal - redemption
Investment income
Other net proceeds and (payments)
Fair value adjustment
Balance as of 12/31/2014
At fair value
through profit
or loss
3,697,511
14,149,641
(960,555)
(12,626,434)
403,300
9,587
4,673,050
Balance as of 12/31/2014
Marketable securities
Yield - redemption
Principal - redemption
Investment income
Other net proceeds and (payments)
Fair value adjustment
Disposal of SASG - Write-off marketable securities (a)
Balance as of 12/31/2015
At fair value
through profit
or loss
4,673,050
14,966,287
(427,706)
(14,385,485)
578,595
(12,079)
(9,249)
5,383,413
Company
Available for sale
149,698
196,756
(14,147)
(302,606)
9,520
325
39,546
Total
183,626
11,235,282
(47,474)
(11,126,232)
21,280
1,452
325
268,259
Company
Available for sale
39,546
4,695
(3,797)
(41,164)
1,033
(313)
-
Total
268,259
3,173,226
(22,072)
(3,199,043)
3,632
200
(313)
223,889
Consolidated
Available for
sale
4,163,038
4,025,985
(337,199)
(3,489,094)
474,950
(5,150)
4,832,530
Held to maturity
1,325,446
(97,439)
(294)
154,594
1,382,307
Total
9,185,995
18,175,626
(1,395,193)
(16,115,822)
1,032,844
9,587
(5,150)
10,887,887
Consolidated
Available for
sale
4,832,530
2,788,095
(541,255)
(2,449,806)
670,041
(47,307)
(206,146)
5,046,152
Held to maturity
1,382,307
(97,687)
(171,053)
229,873
1,343,440
Total
10,887,887
17,754,382
(1,066,648)
(17,006,344)
1,478,509
(12,079)
(47,307)
(215,395)
11,773,005
(a) Completion of the disposal of the large risks portfolio as reported in Note 1.1.
8.3.
Sensitivity analysis of marketable securities
The risk metrics adopted in the preparation of sensitivity analyses of marketable securities
are:
(i) The VaR Parametric uses a confidence level at 95% and more weighting to latest
returns. The VaR concept has the objective of quantifying the expected loss over a fixed
term at a confidence interval. It is named Parametric VaR because it uses two
parameters for quantification: volatility and correlation. The maturity and duration
49
(A free translation from the original in Portuguese into English)
terms in which each asset may be allocated are also analyzed. The investment portfolio
is monitored daily in order to ensure that the thresholds and requirements set are
observed; and
(ii) DV01 (dollar-value or value for one basis-point), which is conveniently and widely used
for assessing the market risk of fixed income assets by verifying the amount of change
in market value (ΔP) should the interest rate vary one basis point (that is, 0.01%).
The adopted methodologies do not consider the amounts of the balances related to the
PGBL and VGBL, because the funds are in exclusive funds for participants and regulated by
liquidity rules established in the rules of each fund.
The following tables show the calculation of expected gain or loss on profit or loss and
equity of one day using the VaR methodology and the gain or loss from the one basis point
(i.e., 0.01%) in the interest rate using the DV01 methodology.
Risk factors
Fixed Income
Floating income
Other
Total
Risk factors
Fixed income
IPCA
Reference rate
Floating income
Other
Total
VaR 95%
424
1,434
(1)
(38)
230
2,049
2015
DV01=0,01%
26
145
238
409
2015
Company
2014
VaR 95%
-
VaR 95%
34
7
7
840
(3)
871
VaR 95%
1,329
2,766
(2)
(14)
186
4,265
Consolidated
2014
DV01=0,01%
83
253
(1)
335
The CDI and SELIC-linked assets do not show DV01 because the effective duration is only
one business day. In relation to VaR, such risk factors did not show significant results
because of its low volatility (lower than R$1).
The negative VaR amounts shown above mainly result from the correlation between some
risk factors, generated by the diversification of the investments portfolio of the Company.
The residual risk in the consolidated statement is represented by the exposure to inflation,
which calculated using the VaR methodology, amounted to R$181 (R$705 in 2014) as of
December 31, 2015. For this calculation, the financial assets and liabilities adjusted by
inflation were compared. This calculation does not apply to the Company.
8.4.
Criteria adopted to estimate market values
The assets held in the portfolio or exclusive investment funds are valued at market value,
using the prices traded in active markets and indexes disclosed by the Brazilian Financial
and Capital Markets Association (ANBIMA) and BM&FBOVESPA, except for held-to-maturity
securities, which are adjusted based on indexes and rates agreed upon at purchase.
These financial instruments were classified into hierarchical levels of measurement at
market value, as follows:
50
(A free translation from the original in Portuguese into English)
(i) Level 1:
Traded prices (not adjusted) in active markets for identical assets and liabilities;
(ii) Level 2:
Information, except traded prices (included in Level 1), observable for the asset or
liability, directly (prices) or indirectly (price variation); and
(iii)Level 3:
Assumptions that are not based on market observable data (non-observable information.
Models based on own methodologies) for assets or liabilities.
Level 1
Equity securities
Calculated based on the closing price on the last day they were traded in the month.
Fixed income securities - Government:
Calculated based on the unit price lists for the secondary market disclosed by ANBIMA;
Level 2
Derivative financial instruments – Futures option contracts
Calculated based on the prices and rates disclosed by BM&FBOVESPA;
Bank Certificates of Deposit (CDB) and Financial Bills (LF)
Calculated according to redemption characteristics: (i) CDBs with early redemption clause at
a fixed rate: calculated based on the agreed rate of the operation; (ii) CDBs without early
redemption clause and with early redemption clause at market rate: calculated based on the
curve from Interbank Deposit (DI) futures released by BMF&FBOVESPA, and, for credit
spread, the set formed by CDB and financial bills operations of managed portfolios/funds in
which the custodian bank provides asset pricing services;
Time Deposit with Special Guarantee (DPGE)
These are fixed- and variable-return securities linked to CDI, Selic or inflation indexes,
calculated taking into consideration the market rate of the index and credit spread, formed
by the set of DPGE operations of managed portfolios/funds in which the custodian bank
provides asset pricing service;
Debentures
Calculated based on the unit price lists (for government securities) for the secondary
market disclosed by ANBIMA, or, in case it does not exist, by the criteria established by the
custodian bank, according to the pricing standards set forth in its mark to market
guidelines;
Issue of Bank Credit Note (CCB)
Calculated based on the flow of payments intended for use discounted at the curve from
interest rate futures on the BM&FBOVESPA and SulAmérica's credit spread or companies
with a similar risk profile.
51
(A free translation from the original in Portuguese into English)
Investment fund units
Calculated in accordance with the mark to market criteria established by the Manager of
each Fund, expressed in the disclosed unit value, except for held-to-maturity securities,
which are calculated based on the agreed-upon indexes, plus interest incurred.
The assets allocated to exclusive investment funds are shown according to the hierarchy
levels classified above.
The receivables and payables balances of consolidated exclusive funds, recorded in current,
approximate to their realizable and payable values, respectively, due to their short-term
maturities.
Description
Financial assets
Marketable securities
Fair value through profit or loss
Available for sale
Total
Financial liabilities
Loans and financing
Total
Description
Financial assets
Marketable securities
Fair value through profit or loss
Available for sale
Total
Financial liabilities
Loans and financing
Total
Description
Financial assets
Cash equivalents
Marketable securities
Fair value through profit or loss
Available for sale
Held to maturity
Total
Financial liabilities
Loans and financing
Total
Description
Financial assets
Cash equivalents
Marketable securities
Fair value through profit or loss
Available for sale
Held to maturity
Call option spread - Petrobras
Total
Financial liabilities
Loans and financing
Total
Level 1
Level 2
Company
2015
Total
199,566
199,566
24,323
24,323
223,889
223,889
-
1,076,053
1,076,053
1,076,053
1,076,053
Level 1
Level 2
Company
2014
Total
203,003
2,759
205,762
25,710
36,787
62,497
228,713
39,546
268,259
-
1,040,450
1,040,450
1,040,450
1,040,450
Level 1
Level 2
Consolidated
2015
Total
-
731,033
731,033
3,103,088
3,762,320
1,423,752
8,289,160
2,280,325
1,283,832
4,295,190
5,383,413
5,046,152
1,423,752
12,584,350
-
1,076,053
1,076,053
1,076,053
1,076,053
Level 1
Level 2
Consolidated
2014
Total
-
229,385
229,385
2,393,934
3,515,896
1,539,507
7,449,337
2,279,116
1,316,634
246
3,825,381
4,673,050
4,832,530
1,539,507
246
11,274,718
-
1,040,450
1,040,450
1,040,450
1,040,450
52
(A free translation from the original in Portuguese into English)
9.
Receivables
As of December 31, 2015, the Company’s receivables amounted to R$170,300 (R$157,222
in 2014), and basically comprised interest on equity and dividends receivable from
subsidiaries, detailed in Note 21.1.
As follows, the receivables of 12/31/2015 and 2014 presented in the consolidated financial
statements:
Consolidated
Description
Note
2015
2014
Insurance
2,278,967
2,043,108
Premiums receivable
9.1.1
1,220,554
1,138,968
Insurance companies
19,248
34,206
Obter operating income
9.1.2
1,039,165
869,934
Private pension
126
7,749
Saving bonds
17.1
22,346
81,296
ASO receivables
9.2
48,542
58,084
Other (a)
358,925
61,924
Total
2,708,906
2,252,161
Current
2,141,467
2,233,244
Non-current
567,439
18,917
(a)
Refers, basically, INSS process that, on August 8, 2015, the Company obtained a favorable decision with receivable expectation of the
judicial deposit in the next 12 months.
9.1
Insurances
9.1.1
Premiums receivable
Changes in premiums receivable
Premiums receivable are measured at amortized cost, and consist of direct written
premiums and accepted coinsurance, as well as retrocession operations. For the health
segment, the billing is monthly, whereas for the property and casualty segment the
recorded average installment, as of December 31, 2015 is five months (four months as of
December 31, 2014), the latter being influenced by the auto portfolio. The balances related
to the health and property and casualty lines in aggregate account for approximately 97%
(96% as of December 31, 2014) as of December 31, 2015, of the premiums receivable by
SulAmérica. The change in premiums receivable at the indicated dates is as follows:
Balance as of 01/01/2014
Written premiums, net of cancellations / recognition
RVNE
Receipts / reversal
Balance as of 12/31/2014
Current
Non-current
Balance as of 12/31/2014
Written premiums, net of cancellations / recognition
RVNE
Receipts / reversal
Valuation of the large risks portfolio (a)
Balance as of 12/31/2015
Current
Non-current
(a)
Premiums
1,214,348
14,038,949
34,054
(13,927,211)
1,360,140
Premiums
1,360,140
15,973,189
8,911
(15,779,375)
(75,476)
1,487,389
Impairment
(125,649)
(162,384)
66,861
(221,172)
Impairment
(221,172)
(178,668)
126,965
6.040
(266,835)
Consolidated
Total
1,088,699
13,876,565
34,054
(13,860,350)
1,138,968
1,138,430
538
Consolidated
Total
1,138,968
15,794,521
8,911
(15,652,410)
(69.436)
1,220,554
1,220,211
343
Completion of the evaluation of the large risks portfolio as described in note 1.1.
53
(A free translation from the original in Portuguese into English)
Premiums receivable by maturity
The breakdown of premiums receivable by maturity is as follows:
Consolidated
Description
Falling due
Falling due from 1 to 30 days
Falling due from 31 to 60 days
Falling due from 61 to 180 days
Falling due from 181 to 365 days
Falling due after 365 days
Total
Impairment
Falling due total
2015
2014
460,480
166,829
271,315
27,326
343
926,293
(9,564)
916,729
469,253
146,814
230,772
27,273
538
874,650
(5,995)
868,655
Overdue
Overdue from 1 to 30 days
Overdue from 31 to 60 days
Overdue from 61 to 180 days
Overdue from 181 to 365 days
Overdue after 365 days (a)
Total
Impairment
Overdue total
146,107
25,887
50,956
48,919
289,227
561,096
(257,271)
303,825
147,060
17,198
41,718
132,132
147,382
485,490
(215,177)
270,313
Total premiums receivable
Total Impairment (b)
Total
1,487,389
(266,835)
1,220,554
1,360,140
(221,172)
1,138,968
(a)
(b)
Among the premiums over 365 days past due, the main amount is R$59,293, related to premiums receivable from other property and
casualty insurance policy in the amount of R$95,293, with 99.4% of ceded reinsurance. SulAmérica receive a portion of the amount and
was negotiating the receipt of the remaining balance. In January 2016, this outstanding amount was fully received;
The impairment is analyzed based on premiums due and falling due of expired risk, net of commissions, IOF (tax on financial
transactions) and judicial deposits, and, when applicable, coinsurance and reinsurance. The accounting is performed in the statement of
financial position at gross amounts, and in the statement of profit or loss at net amount, reflecting the essence of the final result of the
entire receipt process. The credit risk analysis of companies is made based on a chart that shows the score (risk rating) for likelihood of
loss, whereas that of individuals is made based on the history of recovery percentage of premiums due. The premiums with risks to
expire are usually cancelled after 32 and 60 days past due, depending of the insurance line.
9.1.2
Other operating receivables
Description
Amount receivables of FCVS - SFH (a)
Principal
Impairment
Prepayment of claims (b)
Restricted bank accounts ( c )
Other
Total
Current
Non-current
(a)
2015
Consolidated
2014
907,348
(97,551)
102,400
80,610
46,358
1,039,165
489,011
550,154
684,891
(53,516)
102,000
97,548
39,011
869,934
851,555
18,379
As of December 31, 2015, the account balance includes an portion of R$907,349 (R$684,891 in 2014) corresponding to the
balance receivable from the Wage Variation Compensation Fund (Fundo de Compensação de Variações Salariais or FCVS)
related to the mortgage insurance of the Housing Financial System (Sistema Financeiro da Habitação or SH/SFH), of which
R$392,541 (R$684,891 as of December 31, 2014) in current assets and R$514,807 in non-current assets. The impairment of
these amounts is R$97,551 (R$53,516 in 2014) calculated based on assumptions that take into account the history of
operating losses, of which R$32,541 (R$53,516 as of December 31, 2014) in current assets and R$65,010 in non-current
assets.
In 2015, SulAmérica disbursed R$463,949 in SH/SFH-related lawsuits, and was reimbursed with R$267,869 by the FCVS,
through its subsidiary SALIC.
The SH/SFH had been originally introduced by article 14 of Act 4,380/1964 and, since 1967, it has been guaranteed by the
FCVS. The insurance companies act only as representatives of the FCVS in lawsuits which subject matter is the SH/SFH, being
entitled to them the reimbursement of the expenses incurred from their defense in such lawsuits.
54
(A free translation from the original in Portuguese into English)
In October 2013, the FCVS Administrator Board issued Resolution No. 357/2013 in which it determined the suspension of the
reimbursement for amounts owed to insurance companies until the applicable legislation was reviewed.
The latest rules (Provisional Measure (MP) No. 633 of 12/26/2013, approved as Act No. 13.000 on 6/18/2014, CCFCVS
Resolution No. 364 of 3/28/2014) corroborate the responsibility of FCVS and of Caixa Econômica Federal (CEF) for the
assumption of all lawsuits which subject matter is the SH/SFH. More recently, the Office of Attorney-General of the National
Treasury (PGFN) issued the Opinions PGFN/CAF No. 1842/2014, PGFN/CRJ No. 1949/2014 and PGFN/CAF No. 2022/2014, in
which it recognizes the role of insurance companies as representative of the FCVS. As consequence of the instructions
contained in the aforementioned opinions, the Administrator Board issued Resolution No. 378 of 12/17/2014, revoking the
CCFCVS Resolution No. 357/2013 and determining CEF to resume the analyses of the application for reimbursement for
expenses and indemnity made by the insurance companies, arising from lawsuits that meet the same criteria of Resolution
No. 364/2014 and the corresponding reimbursement flow.
9.2
(b)
Refers to the advance payment of claim related to reinsurance operation. There is a contra-entry related to the advance
payment received from reinsurers, recorded in line item “Insurance and reinsurance liabilities”, in the amount of R$99,400 as
of December 31, 2015 and 2014.
(c)
Refer to restricted funds in bank accounts and investment funds related to lawsuits.
Consideration receivable – ASO
Plans in which SulAmérica pays the health service and have doctors and hospital costs fully
reimbursed by customers, recorded as revenue of the operation only the administration fee.
The consideration receivable related to this transaction are:
Description
Falling due
Falling due from 1 to 30 days
Total
Impairment
Falling due total
Overdue
Overdue from 1 to 30 days
Overdue from 31 to 60 days
Overdue from 61 to 180 days
Overdue from 181 to 365 days
Overdue after 365 days
Total
Impairment
Overdue total
Total premiums receivable
Total Impairment
Total
10.
2015
Consolidated
2014
25,580
25,580
25,580
35,591
35,591
35,591
19,826
2,608
541
33
95
23,103
(141)
22,962
48,683
(141)
48,542
20,239
2,042
289
13
53
22,636
(143)
22,493
58,227
(143)
58,084
Taxes
Tax credits, net of tax debits, are as follows. Note 10.2 shows the amounts of companies
that in the determination of the net balance found tax debits.
10.1.
Tax credits
Description
Tax loss carryforwards / recoverable taxes
Deferred tax assets
Deferred tax liabilities
Total
Current
Non-current
Note
10.3
10.4
10.4
2015
72,867
72,867
72,867
-
Company
2014
71,586
71,586
27,105
44,481
2015
130,981
1,040,219
(338,956)
832,244
122,448
709,796
Consolidated
2014
124,923
899,258
(282,672)
741,509
71,695
669,814
The Act No. 13.169/2015 which was published on October 7, 2015, increased the rate of the
Social Contribution income tax (CSLL) payable by financial institutions and insurance and
savings bonds companies, from 15% to 20% for the period from September 1, 2015 to
December 31, 2018. Besides affecting the CSLL expenses for four months in 2015, this
increase also affects the long-term credits and debits related to this tax, which shall be
realized during this period. Therefore, the subsidiaries operating in the insurance, health,
private pension, savings bonds and asset management areas recorded in 2015 a
55
(A free translation from the original in Portuguese into English)
consolidated total of tax credits and debits in amount of R$27,348 and R$10,580,
respectively, related to the 5% increase, which impacted the profit or loss.
10.2.
Tax debits that cannot be offset
As of December 31, 2015 and 2014, the Company and SASG (according to Note 1.1, it is no
longer of SulAmérica, but comprises the balance for 2014 only) recognized tax debit
balances in excess of the tax credit balances of the same nature and jurisdiction, and that,
accordingly, are recorded in non-current liabilities, under “Deferred taxes and
contributions”.
Description
Deferred tax liabilities
Total
Non-current
10.3.
Company
2014
(178)
(178)
(178)
2015
(104)
(104)
(104)
2015
(104)
(104)
(104)
Consolidated
2014
(1,243)
(1,243)
(1,243)
Tax loss carryforwards / recoverable taxes
Description
Corporate income tax - IRPJ
Social Contribution on Net Income - CSLL
Other
Total
Current
Non-current
Description
Corporate income tax - IRPJ
Social Contribution on Net Income - CSLL
Others
Total
Current
Description
Corporate income tax - IRPJ
Social Contribution on Net Income - CSLL
Social Contribution on Revenues - COFINS
Contribution to the Social Integration Program - PIS
Social Security Contribution - INSS
Others
Total
Current
Non-current
Description
Corporate income tax - IRPJ
Social Contribution on Net Income - CSLL
Social Contribution on Revenues - COFINS
Contribution to the Social Integration Program - PIS
Social Security Contribution - INSS
Others
Total
Current
Non-current
(a)
Nota
10.4
Balance as of
01/01/2014
57,871
5
38
57,914
Balance as of
12/31/2014
71,543
5
38
71,586
Balance as of
01/01/2014
100,060
12,942
7,134
1,439
2,362
708
124,645
Balance as of
12/31/2014
102,170
8,371
8,559
3,623
1,488
712
124,923
Additions
83,709
83,709
Inflation and
interest
adjustments
4,775
4,775
Additions
47,515
4,728
4
52,247
Inflation and
interest
adjustments
6,192
6,192
Additions
169,483
28,815
5,803
3,169
1,329
11
208,610
Inflation and
interest
adjustments
5,741
271
11
2
6,025
Additions
141,286
24,621
3,623
844
358
209
170,941
Inflation and
interest
adjustments
8,645
5,118
11
152
20
13,946
Company
Payments /
write-offs
(74,812)
(74,812)
Balance as of
12/31/2014
71,543
5
38
71,586
27,105
44,481
Company
Payments /
write-offs
(57,141)
(13)
(4)
(57,158)
Balance as of
12/31/2015
68,109
4,720
38
72,867
72,867
Consolidated
Payments /
write-offs
(173,114)
(33,657)
(4,389)
(987)
(2,203)
(7)
(214,357)
Payments /
write-offs
(146,759)
(21,132)
(7,494)
(1,462)
(1,477)
(317)
(178,641)
Disposal
of Sasg
Company
(a)
(26)
(161)
(1)
(188)
Balance as of
12/31/2014
102,170
8,371
8,559
3,623
1,488
712
124,923
71,695
53,228
Consolidated
Balance as of
12/31/2015
105,316
16,978
4,538
3,156
369
624
130,981
122,448
8,533
Completion of the disposal of the large risks portfolio, as reported in Note 1.1.
56
(A free translation from the original in Portuguese into English)
10.4.
Change in tax credits and debits
The bases of deferred taxes and social contributions and respective changes over the years
are as follows.
Description
Adjustment loss to fair value
Social contribution tax loss carryforwards
Total deferred tax assets
Tax debit related to inflation adjustments on judicial deposits
Gains from fair value adjustment
Total tax debits
Total tax credits net of tax debits
Description
Tax debit related to inflation adjustment on judicial deposits
Adjustment earning to fair value
Total tax debits
Total tax debits net of tax credits
Description
Accrued liabilities for contingencies and tax liabilities
Impairment
Nondeductible provisions
Policy cost
Profit sharing
Actuarial losses on defined benefit pension plan
Loss from fair value adjustment
Others
Deferred tax on temporary differences total
Social contribution tax loss carryforwards
PIS and COFINS tax credit on IBNR reserve
Total deferred tax assets
Tax debit related to inflation adjustment on judicial deposits
Gains from fair value adjustment
Others
Total tax debits
Balance as of
01/01/2014
4
5,020
5,024
(44)
(44)
4,980
Balance as of
12/31/2014
(71)
(107)
(178)
(178)
Balance as of
01/01/2014
476,648
81,063
24,700
2,144
5,793
6,903
19,796
(7,819)
609,228
103,473
101,358
814,059
(219,806)
(8,554)
(11,117)
(239,477)
Recognition
(5,020)
(5,020)
(27)
(220)
(247)
(5,267)
Recognition
(33)
(17)
(50)
(50)
Recognition
139,722
22,632
20,719
4,421
1,882
24,719
(36)
214,059
35,121
28,625
277,805
(49,053)
(2,962)
(52,015)
Realization
(4)
(4)
113
113
109
Company
Balance as of
12/31/2014
(71)
(107)
(178)
(178)
Realization
124
124
124
Company
Balance as of
12/31/2015
(104)
(104)
(104)
Realization
(75,566)
(3,829)
(20,066)
(2,144)
(6,260)
(3,294)
(24,140)
(135,299)
(39,048)
(18,259)
(192,606)
3,381
4,196
7,577
Total debits offset taxes (note 10.1)
Total debits non offset taxes (note 10.2)
Description
Accrued liabilities for contingencies and tax liabilities
Impairment
Nondeductible provisions
Profit sharing
Actuarial losses on defined benefit pension plan
Loss from fair value adjustment
Others
Deferred tax on temporary differences total
Social contribution tax loss carryforwards
PIS and COFINS tax credit on IBNR reserve (a)
Total deferred tax assets
Tax debit related to inflation adjustment on judicial deposits
Gains from fair value adjustment
Others
Total tax debits
Total debits offset taxes (note 10.1)
Total debits non offset taxes (note 10.2)
Consolidated
Balance as of
12/31/2014
540,804
99,866
25,353
3,954
5,491
20,375
(7,855)
687,988
99,546
111,724
899,258
(265,478)
(7,320)
(11,117)
(283,915)
(282,672)
(1,243)
Balance as of
12/31/2014
540,804
99,866
25,353
3,954
5,491
20,375
(7,855)
687,988
99,546
111,724
899,258
(265,478)
(7,320)
(11,117)
(283,915)
Constitution
102,496
57,316
35,495
12,995
868
33,855
1,774
244,799
60
42,290
287,149
(52,436)
(704)
(22,022)
(75,162)
Realization
(43,490)
(14,403)
(32,189)
(4,241)
(14,919)
(991)
(110,233)
(7,691)
(28,264)
(146,188)
(725)
691
20,051
20,017
Consolidated
Balance as of
12/31/2015
599,810
142,779
28,659
12,708
6,359
39,311
(7,072)
822,554
91,915
125,750
1,040,219
(318,639)
(7,333)
(13,088)
(339,060)
(338,956)
(104)
(a) Realization of R$4,603 for the transfer of the portfolio of large risks by fission.
57
(A free translation from the original in Portuguese into English)
In 2015, the cumulative tax losses and income and social contribution tax loss
carryforwards are comprised of the following:
Year
1994
1999
2000
2001
2003
2004
2005
2006
2007
2008
2009
2011
2012
2013
Offset balances
Income tax
13,565
5,209
14,795
33,569
Company
Social
contribution
1,738
852
1,599
11,305
2,616
26,767
965
5,289
14,798
65,929
Income tax
59,340
36,650
13,565
14
40,618
14,795
2,548
167,530
Consolidated
Social
contribution
1,738
852
1,599
11,402
2,616
17,827
73,653
36,976
35,804
965
37,139
15,013
3,962
239,546
As of December 31, 2015, the expected realization by year of deferred tax assets of income
tax loss and consolidated social contribution tax loss carryforwards is as follows:
Year
2016
2017
2018
2019
2020
2021 to 2022
Total
Income tax
18%
16%
20%
25%
21%
0%
100%
Consolidated
Social
contribution
20%
13%
15%
19%
19%
14%
100%
In the Company, there is no expectation about the realization of its deferred tax assets of
income tax losses and social contribution tax loss carryforwards in view of the tax result
recorded thus far and estimated for the coming periods, and, accordingly, it does not have
deferred tax assets of this nature recorded in line item “Taxes”, in Note 10.4.
On a consolidated basis, the realization of deferred tax assets for temporary differences
mainly related to accrued liabilities for contingencies and tax obligations are not presented
in the chart above, because they depend on the final and unappealable decision on these
lawsuits and settlement date. Notwithstanding this fact, the budget of future results
approved by the Board of Directors of subsidiaries fully include the realization of deferred
tax assets recorded based on temporary differences, with the exception of the figures
presented in the tables below.
The bases and taxes not recognized, because there is no expectation on the realization of
these amounts within the terms provided for by the regulatory bodies as of December 31,
2015, are as follows:
Description
Tax loss and income
Social contribution tax loss carryforwards (a)
Temporary differences of IRPJ
Temporary differences of CSLL (b)
Total
Bases
33,569
65,929
3,625
383
103,506
Company
Unrecognized
deferred tax assets
8,392
5,934
906
34
15,266
Bases
33,569
65,929
335,944
62,360
497,802
Consolidated
Unrecognized deferred
tax assets
8,392
5,934
83,986
7,308
105,620
(a) Tax rate of 9%; and
(b) Tax rate of 9% and 15%.
58
(A free translation from the original in Portuguese into English)
Increase of social contribution
With the enactment of Law 13,169 / 15, which increased the rate of social contribution from
15% to 20%, the social contribution tax credits that do not have expectations of realization
until 12/31/2018 were provided, as follows:
Description
Social contribution tax loss carryforwards
Temporary differences of CSLL
Total
11.
Bases
-
Company
Unrecognized
deferred tax assets
-
Bases
73,341
381,604
454,945
Consolidated
Unrecognized deferred
tax assets
3,667
19,080
22,747
Reinsurance assets
The balances shown refer to the assets related to the responsibilities of reinsurers for the
technical reserves of SulAmérica. The technical reserves are recorded in liabilities, gross of
reinsurance, being recorded in assets the expectations of credit associated with reinsurers.
Description
Reinsurance assets and retrocession - Technical reserves
Reinsurance companies
No proporcional reinsurance
Total of reinsurance assets
Current
Non-current
11.1.
Consolidated
2014
431,847
28,298
13,872
474,017
350,607
123,410
2015
107,457
19,130
212
126,799
57,682
69,117
Reinsurance and retrocession assets – technical reserves
Description
Property and casualty
Life and private pension
Total
Current
Non-current
(a)
Note
11.1
11.2
Unearned premium reserve
(a)
2015
2014
19,432
49,122
864
239
20,296
49,361
18,143
39,390
2,153
9,971
Reserve for claims and IBNR
reserve and others (a)
2015
2014
81,165
376,395
5,996
6,091
87,161
382,486
21,300
271,582
65,861
110,904
Consolidated
2015
100,597
6,860
107,457
39,443
68,014
Total
2014
425,517
6,330
431,847
310,972
120,875
Credits associated with reinsurers
11.1.1. Change in the unearned premium reserve - reinsurance
Balance as of 01/01/2014
Issuance/RVNE
Cancellation
Amortization
Balance as of 12/31/2014
(a)
Property and
casualty (a)
62,579
194,451
(108,308)
(99,600)
49,122
Life and private
pension (a)
236
390
(36)
(351)
239
Consolidated
Total
62,815
194,841
(108,344)
(99,951)
49,361
Credits associated with reinsurers
Balance as of 12/31/2014
Issuance/RVNE
Cancellation
Amortization
Inflation/ interest adjustments
Disposal of the large risks portfolio (b)
Balance as of 12/31/2015
Property and
casualty (a)
49,122
170,510
(72,659)
(87,849)
(48)
(39,644)
19,432
Life and private
pension (a)
239
1,053
(13)
(415)
864
Consolidated
Total
49,361
171,563
(72,672)
(88,264)
(48)
(39,644)
20,296
59
(A free translation from the original in Portuguese into English)
(a)
(b)
Credits associated with reinsurers
Completion of the disposal of the large risks portfolio as described in note 1.1.
11.1.2. Change in outstanding claims reserve / IBNR - reinsurance
Balance as of 01/01/2014
Additions/write-off
Inflation/ interest adjustments
Changes in IBNR
Balance as of 12/31/2014
(a)
Life and private
pension (a)
6.091
(821)
989
(263)
5.996
Total
334,435
23,642
17,360
7,049
382,486
Consolidated
Total
382.486
14.719,00
(11.225,00)
(5.487)
(284.244)
(9.088)
87.161
Operations with reinsurance companies
Description
IRB Brasil Re (IRB) - Bank account (a)
Claim advance
Recovery of damages
Premiums net of commissions
Interest on premiums
Salvage and recoveries
Impairment
Others
Total
Current
Non-current
12.
Property and
casualty (a)
376.395
15.540
(12.214)
(5.224)
(284.244)
(9.088)
81.165
Consolidated
Credits associated with reinsurers
Completion of the disposal of the large risks portfolio as described in note 1.1.
Cession and partial transfer of the mortgage insurance portfolio, as reported in Note 1.2.
11.2.
(a)
Life and private
pension (a)
4,839
(1,894)
244
2,902
6,091
Credits associated with reinsurers
Balance as of 12/31/2014
Additions/write-off
Inflation/ interest adjustments
Changes in IBNR
Disposal of the large risks portfolio (b)
Partial sale and transfer of the mortgage insurance portfolio (c)
Balance as of 12/31/2015
(a)
(b)
(c)
Property and
casualty (a)
329,596
25,536
17,116
4,147
376,395
2015
156
23,651
(6,051)
1,374
19,130
18,027
1,103
Assets
2014
156
34,788
(7,561)
915
28,298
27,696
602
2015
6
(75)
7,305
2
154
7,392
7,392
-
Consolidated
Liabilities
2014
6
15,232
62,288
23
1,136
78,685
78,685
-
It refers to transactions with the IRB related to premiums, claims, salvage and recoveries.
Deferred acquisition costs
Balance as of 01/01/2014
Generated acquisition cost
Amortization
Cancellation
RVNE
Balance as of 12/31/2014
Current
Non-current
Direct insurance and
net of coinsurance
ceded
696,737
1,064,861
(908,582)
(73,553)
6,543
786,006
Consolidated
Accepted
coinsurance
9,237
10,546
(8,146)
(1,296)
10,341
Private
pension
13,827
12,823
(9,610)
17,040
Total
719,801
1,088,230
(926,338)
(74,849)
6,543
813,387
576,765
236,622
60
(A free translation from the original in Portuguese into English)
Balance as of 12/31/2014
Generated acquisition cost
Amortization
Cancellation
RVNE
Disposal of the large risks portfolio (a)
Balance as of 12/31/2015
Current
Non-current
(a)
Direct insurance and
net of coinsurance
ceded
786,006
1,207,711
(983,013)
(74,546)
1,083
(10,460)
926,781
Consolidated
Accepted
coinsurance
10,341
13,378
(13,270)
(1,677)
(498)
8,274
Private
pension
17,040
12,943
(10,504)
(177)
19,302
Total
813,387
1,234,032
(1,006,787)
(76,400)
1,083
(10,958)
954,357
595,960
358,397
Completion of the disposal of the large risks portfolio as described in note 1.1.
13.
Investments
13.1.
Company – Equity Interests and Goodwill
Balance as of 01/01/2014
Change in business combination (note 2.2)
Balance as of 01/01/2014
Capital increase (b) (c) (d)
Capital gain and/or loss (g)
Dividends and interest on capital
Equity interest (a)
Transactions capital - negative goodwill (e)
Equity adjustment - reflex effects (f)
Other adjustments
Balance as of 12/31/2014
Capital increase (b) (c) (d)
Investment aquisition – (i)
Split-off - Note (1.1) (h)
Capital gain and/or loss (g)
Dividends and interest on capital
Equity interest (a)
Sale of indirect subsidiary - Note 1.1
Equity adjustment - reflex effects (f)
Gains and (losses) not realized in financial assets available for sale
Unrealized actuarial losses on defined benefit pension plan, net of gains
Capital gain
Balance as of 12/31/2015
Description
Assets
Liabilities
Equity
Net revenue
Net income
Equity interest (%)
Carrying amount of investment
Goodwill
Number of common shares
Number of preferred shares
Description
Assets
Liabilities
Equity
Net revenue
Net income
Equity interest (%)
Carrying amount of investment
Goodwill
Number of common shares
Number of preferred shares
SALIC
686,460
(6,185)
680,275
93,921
(1,597)
(34,798)
117,965
1,255
2,301
271
859,593
7,861
(17,090)
180
(42,585)
151,568
(9,704)
(9,446)
(297)
39
949,823
SAEPAR
2,300,642
(21,130)
2,279,512
233,561
(107,512)
390,236
4,379
6,037
905
2,807,118
24,942
83
(158,837)
523,266
(32,210)
(31,259)
(914)
(37)
3,164,362
SALIC
7,906,383
4,072,659
3,833,724
3,632,016
611,790
24.72%
947,854
1,969
112
-
SALIC
7,785,718
4,332,377
3,453,341
3,353,013
485,986
24.84%
857,624
1,969
113
-
CIA. SAÚDE
784,928
(11,434)
773,494
39,689
(306)
(44,754)
155,795
2,361
1,221
476
927,976
25,574
(312)
(89,407)
201,037
(14,870)
(14,671)
(79)
(120)
1,049,998
SAEPAR
3,310,207
145,845
3,164,362
51,637
523,266
100.00%
3,164,362
3,988
-
SAEPAR
2,921,564
114,446
2,807,118
27,959
392,090
100%
2,807,118
3,954
-
CIA. SASG
14,954
773
(15,727)
-
CIA. SAÚDE
7,265,084
3,709,711
3,555,373
10,389,669
680,728
29.53%
1,049,998
18,296,286
4,682,540
CIA. SAÚDE
6,209,368
3,067,210
3,142,158
8,610,210
529,017
29.53%
927,976
17,865,869
4,531,536
Total
3,772,030
(38,749)
3,733,281
367,171
(1,903)
(187,064)
663,996
7,995
9,559
1,652
4,594,687
58,377
14,954
(17,090)
(49)
(290,829)
876,644
(15,727)
(56,784)
(55,376)
(1,290)
(118)
5,164,183
Company
2015
Total
5,162,214
1,969
Company
2014
Total
4,592,718
1,969
(a)
The equity interest recorded in the Company’s profit or loss comprises the adjustments to the equity of its investees as a result of the
harmonization of accounting policies, when necessary;
(b)
On March 31, 2014 and April 15, 2015, the Company increased the capital of SALIC with dividends and interest on equity in the amount of
R$20,429 and R$7,861, respectively, and on July 30, 2014, September 30, 2014 and December 29, 2014 in the amounts of R$28,461,
R$7,262 and R$37,769, respectively, in cash;
(c)
The Company increased the capital of SAEPAR in cash in the amounts of R$29 on April 30, 2014, R$99,144 on July 30, 2014 and R$62,988
on September 30, 2014. Additionally, there was an increase in capital on April 30, 2014 and April 15, 2015 with interest on equity
amounting to R$71,400 and R$24,942, respectively;
61
(A free translation from the original in Portuguese into English)
(d)
The Company increased the capital of CIA SAÚDE with cash on July 30, 2014 in the amount of R$11,813 and on September 30, 2014 in the
amount of R$27,876. Additionally, there was a capital increase on September 30, 2015 with interest on equity amounting to R$25,574;
(e)
On September 30, 2014, the indirect subsidiary SANTA CRUZ, parent company of SULACAP, acquired 25 shares from non-controlling
interests in the amount of R$14,961 at a discount of R$7,995, recognized in the line item “Discount in capital transaction” in equity;
(f)
Refer to amounts of subsidiaries, which affect the parent company upstream, in the moment of the recognition of the equity interest.
Comprisig of: (1) unrealized gains and/or losses of financial assets classified into available for sale, which affect the equity of subsidiaries;
(2) gains and/or losses recorded because of the change in the equity interest in companies in which the subsidiaries invest, and (3)
actuarial gains and/or losses related to defined benefit plans of the management members of subsidiaries, recorded according to the
provisions of CPC 33 – Employee Benefits;
(g)
Refer to capital gains and/or losses of the direct investments of the Company, where the change in investment occurred disproportionally,
changing the equity interest of the Company in the investee; and
(h)
On November 30, 2015, the Company reduced the investment in SALIC, by means of the partial spin-off, according to the expert report
prepared by the audit firm Acal Auditores Independentes S/S in the corresponding a book value in amount R$17,090.
(i)
On November 30, 2015, there was a partial spin-off of SALIC and part of the portion of their equity was merged into SASG. In view of this
transaction, the Company started to participate on SASG equity.
13.2.
Consolidated
Description
Equity interests
Original amount
Goodwill
Real estate investments
Other
Total
2015
2014
63,488
1,106
6,906
2,083
73,583
73,252
7,566
1,798
82,616
13.2.1. Equity interests
The following investments in associates are shown in the consolidated financial statements:
Balance as of 01/01/2014
Equity interest
Equity adjustment - Gains and (losses) not realized in financial assets available for sale
Dividends
Balance as of 12/31/2014
Acquisition of investment
Goodwill
Capital increase
Equity interest
Equity adjustment - Gains and (losses) not realized in financial assets available for sale
Addicional dividends
Balance as of 12/31/2015
Description
Assets
Liabilities
Equity
Net revenue
Net income
Equity interest (%)
Carrying amount of investment
Goodwill
Number of common shares/quotas
Description
Assets
Liabilities
Equity
Net revenue
Net income
Equity interest (%)
Carrying amount of investment
Number of common shares
(a)
Caixa
Capitalização S.A.
- CAIXACAP
63,656
35,357
10,751
(36,512)
73,252
33,480
(29,831)
(16,693)
60,208
Caixa
Capitalização S.A.
- CAIXACAP
3,139,064
2,893,316
245,748
87,258
136,649
24.50%
60,208
1,960
Healthways Brasil
Servicos de
Consultoria LTDA
3,239
1,106
735
(694)
4,386
Healthways Brasil
Servicos de
Consultoria LTDA (a)
8,744
2,050
6,694
13,805
(1,391)
49.00%
3,280
1,106
5,080
Caixa
Capitalização S.A.
- CAIXACAP
3,255,690
2,956,701
298,989
1,111,525
144,313
24.50%
73,252
1,960
Total
63,656
35,357
10,751
(36,512)
73,252
3,239
1,106
735
32,786
(29,831)
(16,693)
64,594
2015
Total
63,488
1,106
2014
Total
73,252
Healthways: on March 11, 2015, the Company released a material fact statement informing to the market that its indirect subsidiary Sul
América Serviços de Saúde S.A. (Sulamed) has partnered with Healthways, Inc. (NASDAQ:HWAY), the world’s largest independent health
and well-being solution provider, headquartered in Tennessee, in the USA (Healthways), with the purpose of fostering the development of
62
(A free translation from the original in Portuguese into English)
the Brazilian market for health and well-being management services, activities that the companies will jointly operate through Healthways
Brasil Serviços de Consultoria Ltda. (Healthways Brasil), with its headquarters in the city and state of São Paulo, which capital will be held
in the proportion of 49% by Sulamed and 51% by Healthways International, S.A.R.L. (Healthways International), a subsidiary of
Healthways. The transaction was completed on March 11, 2015 with the cash contribution from Sulamed in the amount of R$4,345,
including goodwill of R$1,106, recorded in investments assets corresponding to 4,344 shares, each having a par value of R$1.
14.
Intangible assets
As of December 31, 2015, the Intangible Assets of the Company amounted to R$2 (R$38 in
2014). In the consolidated financial statements, the Intangible Assets is represented as
shown in the following table:
Cost
Balance as of 01/01/2014
Additions
Write-offs
Transfer
Balance as of 12/31/2014
Accumulated depreciation
Balance as of 01/01/2014
Write-offs
Amortization
Transfers
Other
Balance as of 12/31/2014
Residual balance as of 12/31/2015
Estimated economic life
Cost
Balance as of 12/31/2014
Additions
Write-offs
Transfers
Other
Balance as of 12/31/2015
Accumulated depreciation
Balance as of 12/31/2014
Write-offs
Amortization
Transfers
Other
Balance as of 12/31/2015
Residual balance as of 12/31/2015
Estimated economic life
Consolidated
Software development
and license costs
Goodwill
Other
Total
226,352
39,398
(1,297)
(11,853)
252,600
46,779
46,779
3
3
273,134
39,398
(1,297)
(11,853)
299,382
(97,476)
371
(33,758)
11,853
3
(119,007)
133,593
5 e 10 anos
46,779
3
(97,476)
371
(33,758)
11,853
3
(119,007)
180,375
Consolidated
Software development
and license costs
Goodwill
Other
Total
252,600
53,690
(496)
(44,625)
(19)
261,150
46,779
46,779
3
3
299,382
53,690
(496)
(44,625)
(19)
307,932
(119,007)
415
(36,864)
44,625
38
(110,793)
150,357
5 e 10 anos
46,779
3
(119,007)
415
(36,864)
44,625
38
(110,793)
197,139
(a) Software development and license costs
Mainly represent expenditures with the development of technology infrastructure, applications, improvements in the website of the group
companies, development of own systems, and expenditures with the acquisition of software licenses used in operations.
(b) Goodwill
Recognized goodwill refers to amounts recognized in excess of the fair value in the acquisition of control of companies.
All of the research and development costs that cannot be capitalized were recognized in profit
or loss for the year, in line item “Administrative expenses”.
63
(A free translation from the original in Portuguese into English)
15.
Accounts payable
Description
Accounts payable
Labor liabilities
Taxes and contributions payable
Saving bonds
Managed health
Other accounts payable
Total
Current
Non-current
15.1.
2015
141,224
254
1,126
142,604
142,604
-
Company
2014
94,915
14,231
179
109,325
109,325
-
2015
392,711
46,909
270,510
626,032
28,978
132,750
1,497,890
1,468,917
28,973
Consolidated
2014
334,783
41,985
225,969
670,967
39,048
102,704
1,415,456
1,367,917
47,539
2015
141,080
144
141,224
141,224
-
Company
2014
94,765
150
94,915
94,915
-
2015
67,035
142,294
61,814
121,568
392,711
371,484
21,227
Consolidated
2014
82,780
96,228
48,100
107,675
334,783
304,744
30,039
Obligations payable
Description
Tax refinancing programe (REFIS and PAES) (a)
Dividends and interest on shareholder's equity payable
Profit sharing
Other
Total
Current
Non-current
(a)
Notes
15.1
15.2
17.2
15.3
Special Installment Payment (PAES) and Tax Refinance (REFIS)
PAES
On July 31, 2003, the Company and its subsidiaries SALIC, CIA. SAÚDE (acquirer of Sul
América Seguro Saúde S.A. - SAÚDE), SANTA CRUZ (acquirer of Executivos S.A. –
Administração e Promoção de Seguros – EXECUTIVOS, and Sul América Investimentos e
Participações S.A. - SAIPA), SULACAP and SASG (disposed according to Note 1.1.), joined
the Special Installment Payment (PAES) to pay the amounts related to COFINS, IRPJ, social
contribution on net income (CSLL), Fundo de Investimento Social (FINSOCIAL) (contribution
on revenue), temporary contribution on banking transactions (CPMF), and social security
contribution (INSS) in installments, which were at either administrative and/or judicial
levels. The total amount of obligations on the adherence date, included in the PAES, was R$
286,667 (net of the 50% fine reduction estimated at R$ 20,840). The payment has been
made in 180 equal and monthly installments, according to the amount and periods provided
for in the prevailing legislation, with the final payment due by June 30, 2018, adjusted by
the variation in the long-term interest rate (TJLP).
In September and November 2014, according to the PGFN/RFB Joint Ordinance No. 15 of
August 22, 2014, SulAmérica (SANTA CRUZ and the Company) adhered to the early
settlement with the use of a portion of the tax loss and social contribution tax loss
carryforwards. The legislation established that to adhere to the early settlement, companies
should pay 30% of the total debt balance in cash. This paid amount was R$3,992 in SANTA
CRUZ and R$120 in the Company.
REFIS
In November 2009, its subsidiary SULACAP (acquired in April 2013) joined REFIS,
established by Act No. 11.941/2009, in order to pay the principal amounts related to
COFINS, CSLL and IRPJ in installments, which were at either administrative and/or judicial
levels. The total amount of obligations on the adherence date was R$20,411, net of the
reduction of expected benefits. The installment payment condition establishes payment in
up to 180 equal and monthly installments, monthly adjusted based on the SELIC rate
variation.
In December 2013, the subsidiaries SULACAP, CIA. SAÚDE, SULASEG and SALIC joined the
latest version of REFIS, established by Act No. 12.865/2013, in order to pay in 30
64
(A free translation from the original in Portuguese into English)
installments and with judicial deposit the amounts related to CSLL, IRPJ, INSS and the fines
imposed by ANS and refund to the Unified Health System (SUS), which were at either
administrative and/or judicial levels. The total amount of obligations on the adherence date
was R$66,338, net of the reduction of expected benefits, which includes the amount of
R$14,204, recorded in current liabilities that shall be paid by the conversion into income of
the INSS-related judicial deposits and fines imposed by the ANS, and reimbursement to the
Unified Health System (SUS).
In July 2014, the subsidiaries SANTA CRUZ, SALIC and CIA SAÚDE adhered to the
reopening of the REFIS established by Act No. 12.973, aimed at paying in cash and with
deposits of amounts related to the IRPJ and CSLL, which were being disputed in the
administrative and/or legal level. The total amount of R$ 8,347 included on the adherence
date (net of reduction of expected benefits) shall be paid by means of the conversion into
income of the recorded judicial deposits.
In November 2014, the subsidiaries SALIC, SULASAÚDE and SULACAP adhered to the
reopening of REFIS established by Act No. 13.043, aimed at paying in 30 installments and
with deposit amounts related to the IRPJ, CSLL and IRRF, which were being disputed in
administrative and/or legal level. The total amount of obligations on the adherence date,
included in this REFIS, was R$ 4,394 (net of reduction of expected benefits), in which it is
included the amount of R$ 3,351, recorded in current liabilities, which shall be paid through
conversion into income of recorded judicial deposits.
As of December 31, 2015, the obligations are recognized in “Accounts payable”, of which
R$45,808 (R$52,739 in 2014) in current liabilities and R$21,227 (R$30,041 in 2014) in
noncurrent liabilities.
15.2.
Taxes and contributions
Description
Corporate income tax - IRPJ
Withholding income tax
Financial operations tax - IOF
Service tax - ISS
Social contribution on net income - CSLL
PIS and COFINS
Other
Total
Current
15.3.
2015
92
9
17
136
254
254
Company
2014
828
70
306
12,958
69
14,231
14,231
2015
60,182
14,817
66,250
34,181
43,180
23,045
28,855
270,510
270,510
Consolidated
2014
43,835
12,978
57,454
26,561
20,062
44,987
20,092
225,969
225,969
2015
53
1,073
1,126
1,126
-
Company
2014
10
8
161
179
179
-
2015
41,102
32,313
59,335
132,750
125,004
7,746
Consolidated
2014
16,526
46,783
39,395
102,704
85,204
17,500
Other accounts payable
Description
Accounts payable - suppliers
Securities payable
Diverse accounts payable
Total
Current
Non-current
65
(A free translation from the original in Portuguese into English)
16.
Loans and financing
The breakdown of the balances of loans, financing and debentures of the Company and their
main characteristics are as follows:
Description
CCB – Banco do Brasil (a)
Debentures (b)
Acquisition costs
Total
Current
Non-current
2015
200,117
884,510
(6,338)
1,078,289
217,798
860,491
Company
2014
1,039,251
(2,627)
1,036,624
201,479
835,145
2015
200,117
884,510
(6,338)
1,078,289
217,798
860,491
Consolidated
2014
1,039,251
(2,627)
1,036,624
201,479
835,145
(a) Band Credit Note (CCB) – Banco do Brasil
Characteristics
Amount of securities
Issue date
Final maturity
Inflation adjustment
Interests
Interest payment
Amortization
Collateral
CCB
Banco do Brasil
200,000.00
December 30, 2015
December 10, 2018
Without adjustment
111.0% CDI
three-month periods
10% in the first year, 10% in the second year and 80% in maturity
No collaterals
(b) Debentures
Characteristics
Convertibility
Sort
Type and form
1st Issue
1st Series
Simple nonconvertible debentures
Unsecured
Registered and book debentures,
without issue of certificates or receipts
Amount of securities
50,000 simple debentures
Face value
Issue date
Initial maturity
Final maturity
Inflation adjustment
Interests
Interest payment
10
February 6, 2012
February 6, 2015
February 6, 2017
Without adjustment
CDI+1.15% p.a.
Six-month periods
Amortization
In three annual installments
Amortization dates
Renegotiation
2015, 2016 and 2017
None
Early redemption
Only through the voluntary early
redemption offer
Voluntary Early Redemption
Offer
The Company can perform it at any
time
3rd Issue
1st Series
2nd Series
Simple nonconvertible debentures
Unsecured
Registered and book debentures, without issue of certificates or
receipts
37,000 simple
13,000 simple debentures
debentures
10
10
May 16, 2014
May 16, 2014
May 15, 2017
May 15, 2020
May 15, 2019
May 15, 2022
Without adjustment
IPCA
108.25% CDI
IPCA+7.41% p.a.
Six-month periods
Annual
In three annual
In three annual installments
installments
2017, 2018 and 2019
2020, 2021 and 2022
None
None
Only through the
Only through the voluntary early
voluntary early
redemption offer
redemption offer
The Company can
The Company can perform it at any
perform it at any time
time
On December 31, 2015, the value of the debentures is composed of the first issue - single
series of R$353,104 (R$524,505 as of 2014), third issue - first series of R $376,788
(R$375,353 as of 2014) and third issue - second series of R$154,618 (R$139,393 as of
2014), totaling R$884,510 (R$1,039,251 as of 2014).
On February 6, 2015, the Company amortized the first installment of principal of the first
debenture issue in the amount of R$166,650.
Fair value
As of December 31, 2015, the market value, according to the unit price (PU) in the
secondary market, released by the Brazilian Financial and Capital Markets Association
(ANBIMA), of the first debenture issue was R$353,533 at an indicative rate of CDI +
0.93%p.a. (R$526,091 and CDI + 0.84%p.a. in 2014). For the first series of the third
66
(A free translation from the original in Portuguese into English)
debenture issue, the unit market value was R$375,682 and indicative rate of 109.23% CDI
(R$375,477 and indicative rate of 108.14% CDI in 2014). For the second series of the third
debenture issue the market value was R$146,721 and indicative rate of IPCA + 8.71%p.a.
(R$138,882 and indicative rate of IPCA + 7.49%p.a. in 2014). The fair value of the CCB
approximates its curve value given the proximity to its issue.
The amounts are classified into level 2 in the fair value hierarchy of financial instruments.
Covenants
Under the debt acceleration clauses contained in the debenture indentures and bank credit
note contract, the Company is required to maintain certain financial rates within previously
set limits (financial covenants). The following table shows the financial covenants with which
the Company is required to comply.
Description of covenants
Financial ratio I – Net financial debt
Financial ratio II – Cash inflow
Financial ratio III – Cash inflow
Net financial debt:
Cash generation:
Required ratio
Equal to or lower than twice the cash inflow
Equal to or above four times the net financial income
Equal to or above zero
financial obligations less cash, cash equivalents, and marketable securities, net of the technical reserves to be
covered;
profit or loss before taxes on profit less depreciation, amortization and depletion.
All the required financial rates were properly complied with as of December 31, 2015, and
December 31, 2014. For the CCB contract, the financial rates shall be determined as of
March 31, 2016.
17.
Savings bonds
The savings bonds operation is considered in the accompanying financial statements as
financial instruments, according to the CPC 38/IAS 38. The amounts that correspond to the
operation are as follows:
Description
Receivables
Provision
Draws
Redemption
Other
17.1
Note
17.1
17.2
2015
22,346
626,032
63,448
552,580
10,004
Consolidated
2014
81,296
670,967
50,932
614,049
5,986
Receivables by maturity
Description
Falling due
Falling due from 01 to 30 days
Falling due from 31 to 60 days
Total
Impairment
Total falling due
Overdue
Overdue from 01 to 30 days
Overdue from 31 to 60 days
Overdue after 60 days
Total
Impairment
Overdue total
Total
2015
Consolidated
2014
16,087
5,505
21,592
21,592
64,795
16,501
81,296
81,296
482
165
440
1,087
(333)
754
22,346
81,296
67
(A free translation from the original in Portuguese into English)
17.2
Changes in reserves
Reserve for
redemption
736,958
1,482,725
(1,635,382)
(3,399)
(2,055)
(3,813)
39,015
614,049
Balance as of 01/01/2014
Increase
Payment
Early redemption
Expired/ penalties
Reversal
Inflation/interest adjustment
Balance as of 12/31/2014
Other
Total
Current
Reserve for
redemption
614,049
686,855
(780,128)
(2,621)
(822)
(5,869)
41,116
552,580
Balance as of 12/31/2014
Increase
Payment
Early redemption
Expired/ penalties
Reversal
Inflation/interest adjustment
Balance as of 12/31/2015
Other
Total
Current
18.
Consolidated
Reserve for draws
49,776
599,744
(598,120)
(1,487)
(394)
1,413
50,932
Total
786,734
2,082,469
(2,233,502)
(3,399)
(3,542)
(4,207)
40,428
664,981
5,986
670,967
670,967
Consolidated
Reserve for draws
50,932
106,375
(92,870)
(1,551)
(735)
1,297
63,448
Total
664,981
793,230
(872,998)
(2,621)
(2,373)
(6,604)
42,413
616,028
10,004
626,032
626,032
Liabilities of insurance and reinsurance
Description
Insurance
Refund premiums
Insurance companies
Insurance brokers
Other operating debits
Third-party deposits
Subtotal
Reinsurance
Reinsurance companies
Other operating debts (a)
Subtotal
Total from insurance and reinsurance liabilities
Current
Non-current
Notes
18.1
9.1.2 (b)
18.2
11.2
2015
Consolidated
2014
1,929
21,386
118,430
144,898
87,643
374,286
2,677
41,828
108,503
123,591
101,739
378,338
7,392
99,400
106,792
481,078
381,231
99,847
78,685
99,400
178,085
556,423
556,338
85
(a) Refers to the advance received from reinsurers, according to Note 9.1.2. (b).
18.1.
Insurance brokers
Description
Direct insurance and retrocession
Direct insurance - RVNE
Accepted coinsurance
Other
Total
Current
Non-current
2015
88,846
25,152
3,336
1,096
118,430
118,383
47
Consolidated
2014
78,703
25,757
3,136
907
108,503
108,418
85
68
(A free translation from the original in Portuguese into English)
18.2.
Third-party deposits
Third-party deposits are amounts collected by banks and reported to SulAmérica, the
policies of which are in the writing process or the premium installments received of which
are in the adjustment or identification process. The adjustment process is applicable to bills
received at diverging amounts or data.
Description
1 to 30 days
31 to 60 days
61 to 120 days
121 to 180 days
181 to 365 days
Over 365 days (a)
Total
(a)
19.
Direct
premium
17,570
4,732
3,735
3,172
3,843
43,384
76,436
Coinsurance
242
8
60
439
3,942
4,691
Saving
bonds
2,299
999
920
305
977
1,016
6,516
Total
19,869
5,973
4,663
3,537
5,259
48,342
87,643
Direct
premium
66,979
3,126
4,171
3,315
4,821
4,936
87,348
Coinsurance
341
207
63
865
4,306
5,782
Savings
bonds
5,926
1,244
497
115
750
77
8,609
Consolidated
2014
Total
72,905
4,711
4,875
3,493
6,436
9,319
101,739
In December 2014, an installment in the amount of R$ 36,000 was received, corresponding to a bill in the total amount of R$ 95,293,
related to an insurance of the other property and casualty portfolio with reinsurance at 99.4% of total premium. In January 2016, the
remaining portion was received and the total amount was written off in the “Thirdparty deposits” account.
Technical reserves for insurance
Description
Technical Reserve
Insurance
Health
Property and casualty
Life and private pension
Private Pension
Total of technical reserve
Current
Non-current
19.1.
2015
Note
19.1
19.2
19.3
19.5
2015
Consolidated
2014
5,132,759
2,159,232
2,624,303
349,224
5,340,240
10,472,999
5,870,718
4,602,281
5,073,053
1,854,342
2,849,621
369,090
4,568,534
9,641,587
5,590,122
4,051,465
Health line
Balance as of 01/01/2014
Issuance
Payments/ write-offs / cancellations
Earned premium
Reported / changes
inflation adjustment / interest
Changes in IBNR
Balance as of 12/31/2014
Current
Non-current
Balance as of 12/31/2014
Issuance
Payments/ write-offs / cancellations
Earned premium
Reported / changes
Inflation adjustment / interest
Changes in IBNR
Balance as of 12/31/2015
Current
Non-current
Unearned premium
reserve
174,025
10,170,708
(10,137,901)
206,832
Unearned premium
reserve
206,832
11,138,341
(11,103,697)
241,476
Reserve for claims and
IBNR reserve
1,329,585
(7,366,860)
7,503,688
5,939
141,014
1,613,366
Mathematical
reserve for
benefit granted
33,136
1,008
34,144
Reserve for claims and
IBNR reserve
1,613,366
(8,387,899)
8,543,524
5,777
104,127
1,878,895
Mathematical
reserve for
benefit granted
34,144
4,717
38,861
Consolidated
Total
1,854,342
1,813,415
40,927
Consolidated
Total
2,159,232
2,124,555
34,677
69
(A free translation from the original in Portuguese into English)
19.2.
Property and casualty line
Balance as of 01/01/2014
Issuance
Payments/write-offs / cancellations
Earned premium
Reported / changes
Inflation adjustment / interest
Changes in IBNR
Balance as of 12/31/2014
Other
Total
Current
Non-current
Balance as of 12/31/2014
Issuance
Payments/write-offs / cancellations
Earned premium
Reported / changes
Inflation adjustment/ interest
Changes in IBNR
Disposal of the large risks portfolio (a)
Partial sale and transfer of the mortgage insurance portfolio (b)
Balance as of 12/31/2015
Current
Non-current
Unearned premium
reserve
1,535,580
3,650,853
(277,034)
(3,252,559)
1,656,840
Reserve for claims and IBNR
reserve
1,107,051
(2,075,085)
2,095,251
35,007
30,466
1,192,690
Unearned premium
reserve
1,656,840
4,100,644
(308,735)
(3,559,200)
1,110
(80,629)
1,810,030
Reserve for claims and IBNR
reserve
1,192,690
(2,352,963)
2,376,315
70,829
(6,653)
(423,961)
(41,984)
814,273
(a)
Completion of the disposal of the large risks portfolio, as reported in Note 1.1.
(b)
Cession and partial transfer of the mortgage insurance portfolio, as reported in Note 1.2.
19.3.
Consolidated
Total
2,849,530
91
2,849,621
2,578,966
270,655
Consolidated
Total
2,624,303
2,400,785
223,518
Life and private pension line
The information on the technical reserves for life and private pension line, without private
pension, is shown separately in Note 19.5, in view of its specificities:
Balance as of 01/01/2014
Issuance
Payments/ write-offs / cancellations
Earned premium
Reported / changes
Inflation adjustments / interest
Changes in IBNR
Balance as of 12/31/2014
Other
Total
Current
Non-current
Unearned premium
reserve
73,186
518,226
(109,794)
(423,381)
58,237
Reserve for claims and
IBNR reserve
265,723
(398,104)
361,648
10,588
1,355
241,210
Mathematical
reserve for
benefits to be
granted
14,932
78
15,010
Consolidated
Total
314,457
54,633
369,090
203,938
165,152
70
(A free translation from the original in Portuguese into English)
Unearned premium
reserve
58,237
499,442
(87,656)
(428,086)
41,937
Balance as of 12/31/2014
Issuance
Payments/ write-offs / cancellations
Earned premium
Reported / changes
Inflation adjustments / interest
Changes in IBNR
Balance as of 12/31/2015
Other
Total
Current
Non-current
Reserve for claims and
IBNR reserve
241,210
(467,952)
448,093
18,273
781
240,405
Mathematical
reserve for
benefits to be
granted
15,010
(73)
14,937
Consolidated
Total
297,279
51,945
349,224
195,574
153,650
19.4. Claims disputed in court
As of December 31, 2015 and 2014, the Outstanding Claims Reserve comprises claims that
are being disputed in court, principally related to denial of coverage for non-fulfillment of
contract conditions, related mainly to the auto and life lines, and the position shown below
does not include the IBNR reserve for legal claims, which is recorded in a separate IBNR line
item.
Consolidated
Consolidated
Health
Health
2015
Description
Up to 2 years
2 to 5 years
5 to 10 years
Over 10 years
Total Health
Quantity
644
671
203
65
1,583
Open balance
6,806
13,323
8,413
1,759
30,301
Accrued amount
6,208
11,970
7,807
1,643
27,628
2015
Quantity
1,166
1,168
202
74
2,610
Open balance
12,374
23,344
5,698
2,134
43,550
Property and
casualty (a)
Property and
casualty
2015
Description
Up to 2 years
2 to 5 years
5 to 10 years
Over 10 years
Subtotal
DPVAT
Total Property
and casualty
Description
Up to 2 years
2 to 5 years
5 to 10 years
Over 10 years
Total Life and
private pension
Total
(a)
Accrued amount
8,827
17,314
4,133
1,680
31,954
2015
Quantity
2,028
1,536
626
279
4,469
-
Open balance
92,933
110,480
67,107
57,725
328,245
-
Accrued amount
45,826
60,172
39,320
36,851
182,169
-
Quantity
2,505
1,716
904
355
5,480
622
Open balance
110,914
122,915
251,634
90,505
575,968
7,900
Accrued amount
50,319
54,373
208,648
49,806
363,146
2,728
4,469
328,245
182,169
6,102
583,868
365,874
Life and private
pension
Life and private
pension
2015
2015
Quantity
1,165
915
365
138
Open balance
99,588
100,177
45,196
31,497
Accrued amount
32,119
39,690
23,069
15,733
Quantity
1,149
902
401
135
Open balance
71,627
86,910
48,797
22,406
Accrued amount
35,307
40,960
22,276
11,933
2,583
276,458
110,611
2,587
229,740
110,476
8,635
635,004
320,408
11,299
857,158
508,304
In view of the disposal of the portfolio of large risks and DPVAT, we obtained reductions in the reserve amount of R$188,882 and
R$2,658, respectively.
71
(A free translation from the original in Portuguese into English)
As of December 31, 2015, the amount being disputed in special civil lawsuits with likelihood
of loss considered to be “possible” is R$175,150 (R$1,814,724 in 2014), with reinsurance of
R$121,419 (R$1,629,265 in 2014), which represents a residual value of R$53,730
(R$185,459 in 2014).
In 2015, there was a reclassification which was favorable to SulAmérica, of an other
property and casualty legal claim in the amount of R$1,515,505, with reinsurance of
R$1,400,933, from “possible” to “remote”, based on the legal counsel’s opinion supported
by the conclusions of the expert engineering examination report.
19.5.
Private pension
Balance as of 01/01/2014
Recognition / (reversal)
Incoming portability
Outgoing portability
Redemptions
Benefits
Transfers
Inflation / interest adjustment
Balance as of 12/31/2014
Other
Total
Current
Non-current
Balance as of 12/31/2014
Recognition / (reversal)
Incoming portability
Outgoing portability
Redemptions
Benefits
Transfers
Inflation / interest adjustment
Balance as of 12/31/2015
Other
Total
Current
Non-current
19.6.
Mathematical reserve for
benefits to be granted
3,557,550
485,635
189,379
(279,600)
(233,858)
(15,188)
331,496
4,035,414
Mathematical reserve for
benefit granted
366,012
8,568
(53,297)
15,188
33,929
370,400
Contribution
deficiency reserve
120,516
20,982
9,436
150,934
Mathematical reserve for
benefits to be granted
4,035,414
465,501
337,229
(249,823)
(316,660)
(26,467)
516,099
4,761,293
Mathematical reserve for
benefit granted
370,400
6,815
(58,920)
26,467
60,226
404,988
Contribution
deficiency reserve
150,934
(15,846)
24,765
159,853
Consolidated
Total
4,556,748
11,786
4,568,534
993,803
3,574,731
Consolidated
Total
5,326,134
14,106
5,340,240
1,149,804
4,190,436
Guarantee of technical reserves
This note shows the technical reserves recognized in the subsidiaries regulated by SUSEP
and the ANS, without the adjustments of the accounting practices recorded in the
accompanying financial information. The objective is to show the regulatory obligation of
companies, from a consolidated perspective.
The assets offered as guarantee are recorded at clearing houses for custody in technical
reserve account. In the case of companies regulated by SUSEP, the inspection body
authorizes the insurance company to perform unrestricted trading each quarter. In the case
of companies regulated by the ANS, these assets may only traded with the prior
authorization from the ANS.
72
(A free translation from the original in Portuguese into English)
The technical reserves net of reducing items and assets offered as guarantee are as follows:
Description
Technical reserves to be covered, net of reducing assets
Fixed income securities – government
Fixed income securities – private
Equity securities
Other
Assets pledged as collateral
Assets pledged in excess
2015
9,742,926
7,064,535
2,765,573
143,734
613,167
10,587,009
844,083
Consolidated
2014
8,915,791
6,764,725
2,374,700
154,574
523,811
9,817,810
902,019
20.
Judicial deposits, provisions for lawsuits, tax obligations and contingent liabilities
20.1.
Judicial deposits
Description
Tax:
Income tax
Total
Non-current
Description
Tax:
COFINS
PIS
Social contribution
Income tax
INSS (a)
Other
Subtotal
Labor
Civil lawsuits
Total
Non-current
a)
2015
Company
2014
1,449
1,449
1,449
1,351
1,351
1,351
2015
Consolidated
2014
489,662
357,396
474,151
192,946
413,443
24,308
1,951,906
130,978
344,967
2,427,851
2,427,851
457,536
333,344
382,090
187,077
780,286
29,134
2,169,467
126,865
331,664
2,627,996
2,627,996
The change basically refers to the transfer to “Receivables”, in current assets, in the amount of R$276,457 related to the medical
INSS proceeding in which the subsidiary CIA SAÚDE obtained on August 14, 2015 a favorable decision in the proceeding records and
the withdrawal of the judicial deposit is expected to be made in the following 12 months.
20.2.
Changes in provisions for lawsuits and tax obligations
As of December 31, 2015, the Company is party to lawsuits and has tax obligations
amounting to R$1.286 (R$1,245 in 2014).
In the consolidated balance, the position is as follows:
Description
Labor
Current
Non-current
Civil lawsuits and other
Civil lawsuits
Others
Legal fees
Subtotal
Current
Non-current
Tax: (a)
PIS
COFINS
IRPJ
CSLL
INSS
Others tax claims
Legal fees
Subtotal
Non-current
Total
Current
Non-current
Consolidated
Balance as of
12/31/2014
68,848
9,665
59,183
Balance as of
01/01/2014
55,144
Additions
14,816
Inflation adjustment and
interest
6,718
Payments /
write-offs
(7,830)
245,434
15,543
25,001
285,978
80,981
10,835
10,227
102,043
37,184
(1,410)
216
35,990
(98,949)
(7,973)
(8,579)
(115,501)
264,650
16,995
26,865
308,510
76,805
231,705
226,478
381,674
145,928
283,799
258,507
38,072
47,522
1,381,980
1,291
7,653
6
58,899
17,490
376
4,610
90,325
15,047
24,174
10,959
25,167
16,062
1,940
760
94,109
(30)
(14,241)
(9,446)
(20,328)
(5)
(2,977)
(3,777)
(50,804)
242,786
399,260
147,447
347,537
292,054
37,411
49,115
1,515,610
1,515,610
1,892,968
86,470
1,806,498
73
(A free translation from the original in Portuguese into English)
Inflation
adjustment and
interest
6,527
Balance as of
Description
12/31/2014
Additions
Labor
68,848
9,886
Current
Non-current
Civil lawsuits and other
Civil lawsuits
264,650
103,125
49,629
Others
16,995
11,362
3,299
Legal fees
26,865
13,912
311
Subtotal
308,510
128,399
53,239
Current
Non-current
Tax:
PIS
242,786
204
18,505
COFINS
399,260
29,382
Income tax
147,447
6,007
12,085
Social contribution
347,537
81,717
57,314
INSS
292,054
10,472
21,240
Others tax claims
37,411
152
1,770
Legal fees
49,115
6,408
2,620
Subtotal
1,515,610
104,960
142,916
Non-current
Total
Current
Non-current
(a) Completion of the disposal of the large risks portfolio, as reported in Note 1.1.
20.2.1.
Consolidated
Payments /
write-offs
(9,709)
Disposal
of large
risks
portfolio
(a)
-
Disposal
of portfolio
of policies
SF / AM
-
(126,864)
(3,890)
(11,352)
(142,106)
(8,846)
(889)
(9,735)
(413)
(44)
(457)
281,281
27,766
28,803
337,850
85,870
251,980
(2)
(398)
(13,904)
(51,661)
(7,360)
(16,318)
(9,448)
(99,091)
(1,661)
(1,253)
(1,191)
(2,003)
(493)
(304)
(6,905)
-
259,832
426,991
150,444
432,904
315,913
23,015
48,391
1,657,490
1,657,490
2,070,892
93,909
1,976,983
Balance as of
12/31/2015
75,552
8,039
67,513
Tax obligations
As of December 31, 2015 and 2014, the main lawsuits arising from tax obligations, already
including the acquired companies in the process of SULACAP purchase, are as follows:
COFINS
The subsidiaries that have insurance and private pension operations, SALIC, SULASEG,
SASG (disposed according to Note 1.1), CIA. SAÚDE and SAÚDE, acquired by CIA. SAÚDE,
are challenging in court the increase in the COFINS rate by 1% (Act No. 10.684 of May 30,
2003) levied on revenue from insurance and private pension operations. SAÚDE, (merged
by CIA. SAÚDE), is also challenging the levy of COFINS to insurance companies (rate at
3%) on revenue from insurance operations and other revenues.
The attorneys handling these lawsuits believe that loss is probable in relation to the claim
about the rate increase by 1% on insurance and private pension operations (in case of
SAÚDE, acquired by CIA. SAÚDE, the levy of 3% of COFINS on insurance operations as
well) and possible in relation to other revenues. The amounts challenged are deposited in
court.
Decree 8,426, of April 1, 2015, introduced the rate of 4.00% of contribution to COFINS, for
companies which are under the non-cumulative regime, levied on investment income, which
were exempt from taxes until them. In view of this, the company and the subsidiaries
SAEPAR and SANTA CRUZ applied for writ of mandamus and sought injunction so that they
are not submitted to such contributions on investment income. At present, the companies
are collecting the contributions. The attorneys in charge of the cause consider that the
chances of loss are possible.
PIS
The insurance, private pension and savings bonds subsidiaries are challenging in court the
legality of the PIS contribution levied at the rate of 0.75% on gross revenue, established by
Constitutional Amendments n.º 1/1994, 10/1996 and 17/1997. The amounts challenged are
fully deposited in court.
74
(A free translation from the original in Portuguese into English)
Accordingly, we wrote off R$ 55,235, and initiated the necessary procedures to withdraw
the judicial deposits.
Decree No. 8,426, of April 1, 2015, established the rate of 0.65% of contribution to
COFINS, for companies that are under the non-cumulative regime, levied on investment
income, which have been exempt from taxation until then. In view of this fact, the company
and subsidiaries SAEPAR and SANTA CRUZ applied for a writ of mandamus and sought
injunction so that they are not submitted to such contributions on investment income. At
present, the companies have been collecting the contributions. The attorneys handling this
case consider that the chances of loss are possible.
IRPJ
As of January 1, 1997, social contribution charges are no longer deductible from the
corporate income tax base. In view of this change, the Company and its subsidiaries have
been challenging the procedure, having obtained an injunction with judicial deposits,
guaranteeing the deductibility of the contribution from the income tax base. The attorneys
handling this case believe that loss is probable. In May 2013, the STF declared
unconstitutional the legal provision that barred the deduction of CSLL from the IRPJ tax
basis. So, after this decision, the Company started to pay the IRPJ considering the nondeductibility of the CSLL. The challenged amounts are deposited in court and provisioned at
their total amounts.
The widespread repercussion of the issue at the STF (RE 582.525/SP) was acknowledged, in
which the constitutionality of the bar imposed by Article 1 Act 9,316/1996 was recognized,
some companies had unfavorable final and unappealable decisions in the proceedings that
disputed this matter.
In the first quarter of 2015, with the publication of the decision in the records of the Writ of
Mandamus No. 200361000173851, denying the request made by SULAMED and
EXECUTIVOS (merged by SANTA CRUZ), the provisions of R$1,912 and R$872 was writtenoff and the judicial deposits were converted into income as of February 04, 2015.
CSLL
From January 1997 to December 1998, insurance companies are required to pay social
contribution income tax of 18%, which was the rate applicable to financial institutions,
violating the principle of isonomy. The subsidiaries that have insurance operations obtained
an injunction to pay social contribution at 8%, making judicial deposits for the rate
difference from the 18% required, the liability being fully accrued. The attorneys handling
this case believe that loss is probable.
With the publication of Act No. 11.727/2008, the finance, insurance, private pension and
savings bonds subsidiaries had their social contribution tax rate increased from May 2008
from 9% to 15%. In relation to this matter, the insurance and private pension subsidiaries
and the subsidiary SAMI started to challenge the constitutionality of this increase in the rate
by applying for a writ of mandamus, and accruing and making judicial deposit regarding the
challenged amounts. The attorneys handling this case believe that loss is possible.
Additionally, with the issue of article 72, III of the Temporary Constitutional Provisions Act
(ADCT), with wording provided by the Constitutional Amendment No. 10/1996, the
subsidiaries became subject to the collection of CSLL at the rate of 30%. Accordingly, the
companies GERLING, whose current name is SASG (disposed according to Note 1.1), Sul
América Terrestres, Marítimos e Acidentes – Cia. de Seguros, merged by SALIC, SALIC, Sul
América Bandeirantes Seguros S.A., merged by SANTA CRUZ, Sul América Distribuidora de
Títulos e Valores Mobiliários S.A., merged by SANTA CRUZ, Sul América Previdência Privada
75
(A free translation from the original in Portuguese into English)
S.A., merged by CIA. SAÚDE and SULACAP, applied for the writ of mandamus No.
96.0006174-2, which asserted the right of not being subject to the provisions of the
Constitutional Amendment No. 10/1996 over the period from January 1, 1996 to July 6,
1996.
On January 14, 2015, SALIC recovered R$ 173, and SANTA CRUZ, R$ 75 on January 26,
2015. In May 2015, the companies SALIC and SANTA CRUZ had the outstanding balance of
these proceedings converted into income, and the provisions of R$ 22,070 in SALIC and R$
9,202 in SANTA CRUZ were written-off. On November 18, 2015, CIA SAÚDE raised the
amount of R$314, and made the reversal of the provision at the same amount, being left
the conversion into income the remaining balance. The other plaintiffs are waiting for the
conversion into income of the unfavorable portion, according to the final and unappealable
decision.
20.2.2. Provision for lawsuits
The main lawsuits related to accrued liabilities for contingencies as of December 31, 2015
and 2014, already contemplating the merged companies in the purchase process of
SULACAP, are as follows:
INSS
The subsidiaries that have insurance, private pension and saving bonds operations are
challenging in court and making related judicial deposits regarding the social security
contribution on compensation paid to insurance brokers, established by Complementary Act
No. 84/1996 and amended by Act No. 9.876/1999, at the rate of 20% plus 2.5%, based on
the understanding that insurance brokerage services are not provided to insurance
companies, but to policyholders, thus not being subject to the contribution set forth in item
III, Article 22, of Act No. 8.212/1991. The amounts being disputed in court have their
mandatory payment suspended and they were accrued in judicial deposit until May 2015.
The attorneys handling these cases believe that loss is probable in the proceedings related
to social security contribution levied on compensation paid to brokers.
In June 2015, CIA SAÚDE, SALIC, SULACAP and SULASEG decided to pay INSS on
payments made to brokers and to discontinue judicial deposits related to this dispute.
20.2.3. Contingent liabilities
As of December 31, 2015, the total amount being disputed in tax proceedings whose
likelihood of loss is classified as “possible” by the attorneys handling these lawsuits is
R$1,619,910 (R$1,445,898 in 2014), of which R$674,557 (R$575,778 in 2014) is accrued
because it basically refers to legal obligations. The portion not accrued, totaling R$945,353
(R$870,120 in 2014) consists mainly of tax assessment notices issued against the
subsidiaries CIA. SAÚDE and SALIC, in which the following are being challenged: (i) the
deductibility of goodwill amortization arising from the acquisition of the subsidiaries SLT
Participações S.A. and STA Participações S.A., respectively, in the calendar years 2005,
2006 and 2007; (ii) the non-approval of the offset of taxes at the administrative level; and
(iii) the disallowance of tax losses and income and social contribution tax loss
carryforwards.
As of December 31, 2015, the total amount being disputed in civil lawsuits and labor claims
with a likelihood of loss is classified as “possible” by the attorneys handling these lawsuits is
R$103,065 (R$39,180 in 2014) and R$36,886 (R$30,472 in 2014),
76
(A free translation from the original in Portuguese into English)
21.
Related parties
The main asset and liability balances related to related party transactions, as well as
transactions that influenced the profit or loss for the year, are related to transactions of the
Company with its direct and indirect companies, related companies and key management
personnel.
21.1.
Transactions
The main transactions are:
Company
Description
Sulasapar Participações S.A. (a) (b)
Sul América Capitalização S.A. –
SULACAP (d)
SAEPAR Serviços e Participações S.A.
(a) (b)(c)
Sul América Companhia de Seguro
Saúde (a) (c) (d)
Sul América Investimentos Distribuidora
de Títulos e Valores Mobiliários S.A. (c)
(d) (e)
Sul America Investimentos Gestora De
Recursos S.A. (e)
Sul América Seguros de Pessoas e
Previdência S.A. (c) (d)
Sul América Companhia Nacional de
Seguros (a) (b) (c) (d)
Intenational Finance Corporation (a) (b)
Swiss Re Direct Investments Company
Ltd. (a) (b)
Other shareholders (a) (b)
Total
(a)
(b)
(c)
(d)
(e)
Type
Shareholder
Indirect subsidiary
Direct subsidiary
Indirect subsidiary
Shareholder
Sulasa Participações S.A.
Sul América Santa Cruz
Participações S.A.
2015
275
Sul América S.A.
Sul América Companhia Nacional
de Seguros
110,981
17,171
1,260
Indirect subsidiary
Affiliated company
Sul América Companhia de Seguro
Saúde
Sul América Investimentos
Distribuidora de Títulos e Valores
Mobiliários S.A.
Sul América Companhia de Seguro
Saúde
Saepar Serviços e Participações
S.A.
Other
Affiliated company
Other
Other
Other
Indirect subsidiary
Indirect subsidiary
Indirect subsidiary
Assets
2014
-
2015
35,922
Liabilities
2014
23,896
-
-
-
-
-
91,985
-
-
-
-
21,365
-
-
-
-
2,757
-
8
(12)
(221)
2015
-
Expenses
2014
-
-
-
-
-
(2)
-
1,755
2,189
-
-
-
-
38,781
-
38,272
-
11,903
8,159
-
-
170,223
156,568
21,260
71,996
141,081
14,142
48,568
94,773
(14)
(221)
Amount related to the dividends distributable to or receivable from shareholders, holders of interests or partners;
Amount related to interest on equity distributable to or receivable from shareholders, holders of interests or partners;
Amount related to intercompany transactions in current accounts basically related to insurance operations and refund of administrative
expenses, which are settled in the month subsequent to that of the transaction;
Amount related to the refund of the subsidiaries that paid their executives by means of the stock option plan of the Company; and
Amount related to the management fee at 0.25% on the portfolio of managed assets, which settlement is performed monthly.
Consolidated
Description
Sulasapar Participações S.A. (a) (b)
Nova Ação Participações S.A. (e)
ING Securities Investment & Trust Co.,
LTD (c)
J.H. Gouvea Vieira Escritório de Advocacia
(d)
Gouvea Vieira Advocacia (d)
Gouvea Vieira Advogados Associados (d)
Caixa Capitalização S.A. (a)
Intenational Finance Corporation (a) (b)
Swiss Re Direct Investments Company
Ltd. (a) (b)
Swiss Reinsurance America Corporation
(g)
Swiss Reinsurance Company (g)
Swiss Re Brasil Resseguros S.A. (g)
Healthways Brasil Serv. De Consultoria
Ltda (f)
Other shareholders (a) (b)
Total
(a)
(b)
(c)
(d)
(e)
(f)
(g)
Type
Shareholder
Assets
2014
-
2015
35,922
Liabilities
2014
23,896
2015
-
Expenses
2014
-
Shareholder
Sulasa Participações S.A.
Sulasapar Participações
S.A.
2015
-
-
7
-
-
-
-
-
Other
ING Groep N.V.
-
-
-
-
-
301
-
-
Other
Other
-
-
-
-
-
-
(3,742)
(3,001)
Other
Other
Associated
company
Affiliated company
Other
Other
Caixa Seguros Participações
Securitárias Ltda.
Other
-
-
-
-
-
-
(368)
(2,922)
(697)
(6,391)
7,461
8,164
-
-
-
-
-
-
-
-
11,903
8,159
-
-
-
-
Affiliated company
Other
-
-
21,260
14,142
-
-
-
-
Affiliated company
Other
27,744
34,662
14,574
14,606
318
9,509
(6,917)
(6,217)
Affiliated company
Affiliated company
Associated
company
Other
Other
Other
Healthways International,
S.À.R.L
Other
1,040
4,438
233
3,066
2,051
2
7,963
(4,639)
(15,842)
Affiliated company
2015
-
Income
2014
-
-
-
-
-
-
-
(4,629)
-
36,245
47,264
73,208
157,107
50,032
113,901
2,369
17,775
(23,217)
(32,148)
Amount related to dividends distributable to or receivable from shareholders, holders of interests or partners;
Amount related to interest on equity distributable to or receivable from shareholders, holders of interests or partners;
Amount related to the financial advisory aimed at identifying prospect investments in Brazil;
Amount related to advisory services provided and follow-up of lawsuits of civil, labor and tax nature. These contracts are renewed
annually and terminated monthly;
Amount related to the apportionment of the expenses related to the use of operational systems and administrative structure;
Amount related to the provision of healthcare services and solutions; and
Amount related to reinsurance operation.
In 2015, the Company settled interim dividends of 2015, mandatory dividends, and interest
on equity for 2014 in the total amount of R$156,775 (R$119,892 in 2014), of which
R$39,881 (R$31,888 in 2014) was distributed to SULASAPAR, R$23,603 (R$11,449 in 2014)
to Swiss Re Direct Investments Compay Ltd., R$13,086 (R$9,359 in 2014) to International
Finance Corporation, R$7,333 in 2014 to ING Insurance International and R$80,205
(R$59,863 in 2014) went to the other associated companies and individuals. The Company
77
(A free translation from the original in Portuguese into English)
received dividends and interest on equity in 2015 in the amount of R$180,448 (R$72,198 in
2014), of which R$95,129 (R$6,316 in 2014) was received from SAEPAR, R$25,414
(R$2,175 in 2014) from SALIC and R$59,905 (R$63,707 in 2014) from CIA. SAÚDE.
In 2015, in the consolidated reporting, dividends of R$17,395 (R$37,263 in 2014) were
received from Caixa Capitalização S.A.
21.2.
Compensation of management members
SulAmérica’s Management is composed of members of the Boards of Directors and
Executive Officers of the Company and its subsidiaries, and members of the advisory
committees of the Board of Directors. Management compensation expenses, paid and
payable, are shown below. The charts also include expenses related to stock option plan of
the Company.
Accounts payable
2015
2014
Expenses
2015
2014
Accounts payable
2015
2014
Expenses
2015
2014
Company
Short-term benefits for
management
Stock option plan
Total
68
61
-
68
61
(4,957)
(4,151)
(27)
(134)
(4,984)
(4,285)
Consolidated
Short-term benefits
for management
Post-employment
benefits
Stock option
plan
52,182
45,337
8,291
13,686
28,553
60,473
87,576
(80,429)
(83,376)
(3,376)
(3,351)
(9,855)
(7,637)
(93,660)
(94,364)
Total
21.2.1. Stock option plan
The characteristics of the stock option plan of simple and bonus shares are as follows:
Simple Option Plan
The Simple Option Plan of the Company was introduced in 2008 and discontinued in 2012,
however, there are still programs in effect. For the programs issued in 2010, the Company
adopted the Black-Scholes methodology whereas for the programs issued in 2011 and 2012
the Company adopted the binomial methodology to adjust the fair value of stock options.
The simple options have one-year grace period and executives are vested in the options
(vesting date) one year after the grace period ends, in the proportion of 33%, 33% and
34% each year, and extension of the period for two additional years, totaling five years,
when the non-exercised options expire.
The changes in the balance of simple options are summarized below:
Simple options
Balance of options outstanding as of 01/01/2014
Balance of simple options exercisable as of 01/01/2014
Simple options exercised over the period
Simple options forfeited over the period
Balance of options outstanding as of 12/31/2014
Balance of simple options exercisable as of 12/31/2014
Simple options exercised over the period
Balance of simple options outstanding on 12/31/2015
Balance of simple options exercisable as of 12/31/2015
Units
4,541,794
3,128,744
(1,820,119)
(41,290)
2,680,385
2,266,512
(2,436,748)
243,637
243,637
Company and consolidated
Weighted average
Unit options (quantity)
exercise price
Common
Preferred
(in Reais)
4,541,794
9,083,588
14.06
3,128,744
6,257,488
13.78
(1,820,119)
(3,640,238)
12.96
(41,290)
(82,580)
14.29
2,680,385
5,360,770
14.80
2,266,512
4,533,024
14.97
(2,436,748)
(4,873,496)
14.28
243,637
487,274
15.95
243,637
487,274
15.95
78
(A free translation from the original in Portuguese into English)
The weighted average fair value of issued options, net of cancellation, is R$3.71 as of
December 31, 2015 (R$3.40 in 2014), and was determined based on the methodology
corresponding to the issue year, considering the following assumptions:
Description
Expected average volatility
Expected average dividend
Average risk-free interest rate
2015
33,27%
4.00%
11,89%
2014
35.59%
4.05%
10.45%
Simple options are vested 3 years after the grant date at the ratio of 1/3 of total granted
per year. The maximum exercise period is five years counted as from the grant date.
Bonus option plan
The Bonus Option Plan was introduced in 2011, and in this plan the executive opts for
joining the Plan and uses a portion of her/his net bonus. For each acquired share, the
executive shall receive an amount of shares in consideration.
Executives are entitled to exercise stock options (vesting date) from the third year, in the
proportion of 33%, 33% and 34% each year, and extension of the period for one additional
year, totaling 6 years, when the incentives in shares which are not exercised expire.
On April 1, 2015, the Board of Directors approved the 2015 Program, according to which
1,175,900 bonus options were granted, in exchange for the acquisition of 372.700 restricted
units at discount on market price on the acquisition date.
The changes in the balance of bonus options are summarized below:
Units
Company and consolidated
Weighted average
Unit options (quantity)
exercise price (b)
Common
Preferred
(in Reais)
1,102,642
2,205,284
N/A
1,293,150
2,586,300
N/A
(21,322)
(42,644)
N/A
(27,594)
(55,188)
N/A
2,346,876
4,693,752
N/A
6,231
12,462
1,175,900
2,351,800
N/A
(124,315)
(248,630)
N/A
(372,894)
(745,788)
N/A
1,912
3,824
N/A
3,027,479
6,054,958
N/A
39,007
78,014
N/A
1,102,642
Balance of bonus options outstanding as of 01/01/2014
1,293,150
Bonus options granted over the period
(21,322)
Bonus Options exercised over the period
(27,594)
Bonus options forfeited over the period
2,346,876
Balance of bonus options outstanding as of 12/31/2014
6,231
Balance of bonus options exercisable as of 12/31/2014
1,175,900
Bonus options granted over the period
(124,315)
Bonus Options exercised over the period
(372,894)
Bonus options forfeited over the period
1,912
Bonus and other shareholding changes (a)
3,027,479
Balance of bonus options outstanding as of 12/31/2015
39,007
Balance of bonus options exercisable as of 12/31/2015
(a)
All Bonus options outstanding (exercisable contracts or in grace period) from March 30, 2012, were adjusted at 0.0173619981%, which
amount was added to the number of existing plan options; the adjustment was made in 7/2015,
(b)
The weighted average exercise price of bonus options is restricted by the holding of acquired Restricted Units, the grace period of which is
fixed.
The expense, based on the fair value of the option on the respective dates of the grant
contracts, corresponding to the Stock Option Plan of the Company in 2015 was R$9,856
(R$7,637 in 2014) of which R$27 (R$134 in 2014) related to the executives of the Company
and R$9,828 (R$7,503 in 2014) of its subsidiaries which indemnified SulAmérica for the
participation of its executives in stock option plan, and are recorded in line item
“Administrative Expenses”, as a contra-entry to “Capital Reserves”.
In 2015, the amount reimbursed by subsidiaries to the Company was R$16,431, related to
the expenses for the grant contracts of their respective management members.
The minimum and maximum exercise prices of simple and bonus options outstanding as of
December 31, 2015 are R$13.69 and R$22.96, respectively (R$13.29 and R$17.28 in
79
(A free translation from the original in Portuguese into English)
2014). The remaining weighted average contractual period is 0.64 years (1.46 year in
2014) while that of bonus option is 4.54 years (4.67 years in 2014).
Total
Closing
Closing
Closing
Closing
balance
balance
balance
balance
(a)
of
of
of
of
simple
simple
simple
simple
and
and
and
and
bonus
bonus
bonus
bonus
options
options
options
options
outstanding in 12/31/2014
exercible in 12/31/2014
outstanding in 12/31/2015
exercible in 12/31/2015
Unit
Units
5,027,261
2,272,743
3,271,116
282,644
Company and consolidated
Weighted
average
exercise
options (quantity)
price (a)
Common
Preferred
(in Reais)
5,027,261
10,054,522
N/A
2,272,743
4,545,486
N/A
3,271,116
6,542,232
N/A
282,644
565,288
N/A
The weighted average exercise price of bonus options is restricted by the holding of acquired Restricted Units, the grace period of
which is fixed.
As of December 31, 2015, the total outstanding simple and bonus options is 3,271,116
(5,027,261 in 2014) and the total simple and bonus options exercisable is 282,644
(2,272,743 in 2014).
22.
Equity
22.1.
Capital
As of December 31, 2015 and 2014, as approved by the Extraordinary Shareholders’
Meeting, held together with the Annual Shareholder’s Meeting on April 4, 2013, the
Company’s capital amounts to R$2,319,882, and is represented by paid-in registered
common and preferred shares, with no par value.
The change in shares is as follows:
Date
01/01/2014
12/31/2014
12/31/2015
Description
Shares
Treasury shares (see note 22.4)
Total
Buyback (sale) of treasury shares and other changes
Total
Buyback (sale) of treasury shares and other changes
Total
Common
512,362,664
(6,297,600)
506,065,064
(283,468)
505,781,596
42,977
505,824,573
Company and consolidated
Preferred
Total
509,842,829
1,022,205,493
(12,595,201)
(18,892,801)
497,247,628
1,003,312,692
(566,936)
(850,404)
496,680,692
1,002,462,288
85,954
128,931
496,766,646
1,002,591,219
The positions in shares in 2015 and 2014:
Date
2014
2015
Description
Shares
Treasury shares (see note 22.4)
Total
Shares
Treasury shares (see note 22.4)
Total
Common
512,362,664
(6,581,068)
505,781,596
512,362,664
(6,538,091)
505,824,573
Company and consolidated
Preferred
Total
509,842,829
1,022,205,493
(13,162,137)
(19,743,205)
496,680,692
1,002,462,288
509,842,829
1,022,205,493
(13,076,183)
(19,614,274)
496,766,646
1,002,591,219
22.1.1. Authorized capital
The Company’s capital may be increased, in excess of the existing shares, up to the limit of
450 million new common and/or preferred shares, observing the legal limit for each share
type, upon resolution of its Board of Directors that will define the type and class of shares to
be issued, the issue price and placement conditions, regardless of the capital increases
resolved at Shareholders’ Meetings.
22.2.
Reserves
22.2.1 Legal reserve
The reserve is recorded at 5% of net income for each year, in compliance with Article 193 of
Act No. 6.404/1976, amended by Act No. 10.303/2001, up to the limit of 20% of capital
80
(A free translation from the original in Portuguese into English)
stock. The recognition of legal reserve shall not be required for years when the balance plus
the capital reserve amount is in excess of 30% of capital stock.
22.2.2. Statutory reserve
The reserve for business expansion is recorded up to 71.25% of net income for each year,
after allocation to Legal Reserve and Dividends, in compliance with Article 199 of Act No.
6.404/1976, amended by Act No. 10.303/2001, with the purpose of the following:
(i)
(ii)
(iii)
guarantee funds for investments in permanent assets;
increase working capital, aiming at providing operational conditions adequate to the
carry out of the corporate purpose; and
fund the redemption, reimbursement or acquisition of the Company’s shares.
The recognition of statutory reserve may be waived by resolution at Shareholders’ Meeting
in the event of additional dividends to the mandatory minimum. Once the limit set in Article
199 of Act No. 6.404/1976 is reached, the Shareholders’ Meeting, upon proposal from
management bodies, shall resolve on the respective use: capitalization or distribution of
dividends to shareholders.
22.3.
Equity adjustment
The line item “Equity adjustment” considers, pursuant to the prevailing legislation, the
effects arising from the criteria for recording and valuing marketable securities classified
into available-for-sale securities, related to own securities and securities of its subsidiaries,
the actuarial gains and losses of the defined benefit plan of its subsidiaries, net of the
corresponding tax effects, and the gains and losses arising from the change in the
ownership interest.
22.4.
Treasury shares
Treasury shares are acquired through repurchase programs approved by the Board of
Directors of the Company. The current program was approved on February 27, 2014 for the
repurchase of up to 1,500,000 units, equivalent to 1,500,000 common shares and
3,000,000 preferred shares, corresponding to 0.6% of the units in free float and
approximately 0.4% of total shares issued by the Company on January 31, 2014.
The repurchase programs adopted by the Company are aimed at purchasing securities to
hold them in treasury and use them in the Company’s stock option plan. The transaction
also meets the interests of the Company, in view of its prospects for growth and
profitability, as well as the existence of available reserves.
Roll forward of treasury stocks
Treasury stocks as of 01/01/2014
Buyback shares on stock market - Repurchase program
Shares sold – master stock option plan
Shares acquired – master stock option plan
Disposal of shares in the year – share bonus
Acquired of shares in the year – share bonus
Treasury stocks as of 12/31/2014
Shares sold – master stock option plan
Shares acquired – master stock option plan
Disposal of shares in the year – share bonus
Acquired of shares in the year – share bonus
Treasury stocks as of 12/31/2015 (a)
(a)
Number of shares
(in units)
6,297,600
650,000
(1,820,119)
1,820,119
(430,522)
63,990
6,581,068
(2,561,063)
2,561,063
(497,015)
454,038
6,538,091
ON
6,297,600
650,000
(1,820,119)
1,820,119
(430,522)
63,990
6,581,068
(2,561,063)
2,561,063
(497,015)
454,038
6,538,091
Company and consolidated
Weighted average
PN
price (in reais)
12,595,201
20.48
1,300,000
11.88
(3,640,238)
13.89
3,640,238
17.10
(861,044)
16.25
127,980
13.29
13,162,137
20.74
(5,122,126)
15.61
5,122,126
17.24
(994,030)
14.21
908,076
17.41
13,076,183
21.64
The Units, repurchased for holding them in treasury, are each broken down in one common share and two preferred shares, representing
as of December 31, 2015, 6,538,091 (6,581,068 in 2014) common shares and 13,076,183 (13,162,137 in 2014) preferred shares.
The repurchase and sale of treasury shares, made in 2015, amounted to R$49,155 and
R$40,613 respectively (R$40,903 and R$33,253 in 2014). These repurchases and sales
were recorded in line items “Treasury shares” and “Capital reserves”, and the minimum cost
81
(A free translation from the original in Portuguese into English)
to repurchase units in 2015, was R$13.69 (R$13.29 in 2014) and the maximum cost was
R$22.96 (R$17.28 in 2014). The market value of units, calculated based on the last price as
of 2015, is R$18.61 (R$12.91 in 2014).
22.5.
Dividend distribution policy
22.5.1. Mandatory dividends
The Bylaws ensures shareholders the distribution of a mandatory dividend equivalent to
25% of the annual adjusted net income, according to the effective legislation.
22.5.2. Additional dividends
Additional dividends are those proposed above the minimum mandatory for a year and
approved for payment by the Annual Shareholders’ Meeting in the following year.
22.5.3. Interim dividends
On April 19, 2012, the Company’s Management approved a new dividend distribution policy
which consists of distributing, based on the quarterly statements of financial position,
interim dividends, which may be paid as interest on equity and shall always be credited and
considered as prepayment of mandatory dividend. According to Note 1.3, the company
adopted a new dividend distribution policy, in which it discontinued the fixed distribution of
interim dividends, already adopted for 2015, on dividends to be paid in 2016.
In 2015 and 2014, interim dividends were distributed, charged to the profit determined in
the statement of financial position for each quarter, at R$0.012 per common or preferred
share of the Company not represented by Unit, totaling approximately R$12,000 in each
quarter. Interest on equity was also declared on the gross amount of R$69,998 in 2015
(R$66,900 in 2014) corresponding to R$0.0698162866 in 2015 (R$0.06670546 in 2014)
per common or preferred share of the Company not represented by unit, and
R$0.2094488598 (R$0.200116488 in 2014) per each unit.
22.6.
Distribution of profit
As of December 31, 2015 and 2014, the distribution of profit of the Company is as follows:
Description
Income before tax and social contribution
( - ) Taxes
Net income
Prior year adjustment appropriation and other adjustments (note 2.2)
Net income after compensation
Increase in legal reserve (5%)
Adjusted net income
Mandatory dividends
25% of adjusted net income (a)
( - ) Prepaid dividends to be included in mandatory dividends (b)
( - ) Interest on capital net, to be included in mandatory dividends (c )
Gross
Income tax
Total mandatory dividends (d) = (a) - (b) - (c )
Additional dividends (e)
Total proposed dividends (d) + (e)
Allocation:
Increase in statutory reserve
2015
735,376
(1,079)
734,297
10,751
745,048
(37,252)
707,796
Company
2014
561,443
(5,861)
555,582
(5,246)
550,336
(27,517)
522,819
176,948
36,117
60,466
69,998
(9,532)
80,365
80,365
130,705
36,146
58,372
66,900
(8,528)
36,187
26,141
62,328
521,316
357,445
The amount of additional dividends proposed and not paid, in excess of the mandatory
minimum, is not recognized in the financial statements as liability but in a separate account
in equity.
82
(A free translation from the original in Portuguese into English)
22.7.
Earnings per share
Earnings per common and preferred share take into consideration not only common and
preferred shares in free float, but also the potential issues and cancellations (diluting and
anti-diluting), arising from the Stock Option Plan.
As the earnings per share attributable to controlling shareholders of the Company is equal to
that of SulAmérica, only one set of information is presented as follows.
Description
Net income for the period attributed to shares
Number of outstanding shares
Weighted average number of shares in treasury
Weighted average number of outstanding shares- basic
Earnings per share - basic (a) (in R$)
Adjustment:
Weighted average of grants and cancellation in connection
with the Stock Option Plan of the company for the period
Weighted average number of outstanding shares - diluted
Earnings per share - diluted (b) (in R$)
Common
370,466
512,362,664
(6,414,200)
505,948,464
0.7322
Preferred
363,831
509,842,829
(12,828,400)
497,014,429
0.7320
2015
Total
734,297
1,022,205,493
(19,242,600)
1,002,962,893
0.7321
Common
280,313
512,362,664
(6,127,206)
506,235,458
0.5537
Company and Consolidated
2014
Preferred
Total
275,269
555,582
509,842,829
1,022,205,493
(12,254,413)
(18,381,619)
497,588,416
1,003,823,874
0.5532
0.5535
4,500,757
9,001,513
13,502,270
5,255,869
10,511,738
15,767,607
510,449,221
0.7258
506,015,942
0.7190
1,016,465,163
0.7224
511,491,327
0.5480
508,100,154
0.5418
1,019,591,481
0.5449
(a)
Basic
Basic earnings per share is calculated based on the division of the net income
attributable to shareholders by the weighted average number of common and
preferred shares in free float for the year, less the weighted average treasury stock.
(b)
Diluted
Diluted earnings per share is calculated based on the division of the profit attributable
to shareholders by the adjusted weighted average number of common and preferred
shares in free float for the year, less the weighted average treasury stock.
The adjustment to the weighted average takes into consideration the number of vesting and
forfeitures according to the Stock Option Plan of the Company, for the period.
23.
Operating segments
23.1.
Statement of profit or loss by segment
SulAmérica’s business segments are identified according to its executive organizational
structure, divided into Business Units (BU), separated by nature and specificity of each
segment of insurance and the reported assets and liabilities are technical reserves required
by regulatory bodies and their respective pledged assets, as required by the Law.
This information is mainly used by the Executive Committee of SulAmérica, its main
executives and shareholders, to assess the performance of business units, manage capital,
funds and compensation of employees and executives.
83
(A free translation from the original in Portuguese into English)
As of December 31, 2015 and 2014, SulAmérica has the following profit or loss by business
units, as shown below:
Description
Operating revenue
Insurance
Net premiums
Other
Private pension
Premiums, retained contributions and net
asset management fee
Other
Saving bonds, ASO, asset managment
Other
Change in technical reserves
Insurance
Private pension
Operating expenses
Insurance
Claims
Acquisition costs
Other
Private pension
Benefit expenses
Acquisition costs
Other
Saving bonds, ASO, asset managment,
Other
Gross operating margin
General and administrative expenses
Net investment income
Equity interest income
Net non-operating income
Income before income tax and social
contribution
Income tax and social contribution
Income after income tax and social
contribution
Owners of the Company
Non-controlling Interest
Net income
Description
Operating revenue
Insurance
Net premiums
Other
Private pension
Premiums, retained contributions and net
asset management fee
Other
Saving bonds, ASO, asset managment
Other
Change in technical reserves
Insurance
Private pension
Operating expenses
Insurance
Claims
Acquisition costs
Other
Private pension
Benefit expenses
Acquisition costs
Other
Saving bonds, ASO, asset managment,
Other
Gross operating margin
General and administrative expenses
Net investment income
Equity interest income
Net non-operating income
Income before income tax and social
contribution
Income tax and social contribution
Income after income tax and social
contribution
Owners of the Company
Non-controlling Interest
Net income
Health
Property and
casualty
10,902,004
10,869,081
10,869,064
17
-
3,782,823
3,738,798
3,726,649
12,149
-
Life and
private
pension
913,478
403,618
397,880
5,738
509,860
32,923
(39,448)
(39,448)
-
44,025
(236,138)
(236,138)
-
(9,792,045)
(9,784,444)
(8,811,009)
(685,932)
(287,503)
-
Consolidated
2015
Savings
bonds
Asset
Management
Other
Total
56,906
23
23
-
58,334
-
33,192
2,196
2,196
-
15,746,737
15,013,716
14,993,593
20,123
509,860
508,699
1,161
(406,766)
20,487
(427,253)
56,883
-
58,334
-
(21,358)
52,354
(3)
(3)
508,699
1,161
126,782
96,376
(682,355)
(255,099)
(427,256)
(3,114,321)
(3,106,261)
(2,123,744)
(836,138)
(146,379)
-
(441,337)
(375,770)
(201,936)
(122,833)
(51,001)
(65,567)
(34,124)
(21,994)
(9,449)
(31,753)
-
(3,614)
-
(382)
(382)
(382)
-
(13,383,452)
(13,266,857)
(11,136,689)
(1,645,285)
(484,883)
(65,567)
(34,124)
(21,994)
(9,449)
(7,601)
1,070,511
(639,170)
376,761
(694)
14,437
(8,060)
432,364
(592,820)
319,257
4,854
65,375
(136,506)
43,305
1,292
(31,753)
25,153
(70,170)
65,132
33,480
1,723
(3,614)
54,720
(33,969)
(24)
-
32,807
(422)
16,324
37,409
(51,028)
1,680,930
(1,473,057)
820,755
32,786
59,715
821,850
(291,150)
163,743
(57,958)
(26,535)
9,392
55,319
(7,730)
20,634
(5,448)
86,118
(30,563)
1,121,129
(383,457)
530,700
530,700
530,700
105,785
105,785
105,785
(17,143)
(17,143)
(17,143)
47,589
44,214
3,375
47,589
15,186
15,186
15,186
55,555
55,555
55,555
737,672
734,297
3,375
737,672
Consolidated
2014
Savings
bonds
Asset
Management
Other
Total
3,348,766
3,308,624
3,300,160
8,464
-
Life and
private
pension
923,203
397,080
385,375
11,705
526,123
279,103
-
59,628
-
(20,944)
-
14,145,947
13,230,078
13,204,793
25,285
526,123
31,817
(33,814)
(33,814)
(8,626,712)
(8,620,403)
(7,799,798)
(595,764)
(224,841)
-
40,142
(133,370)
(133,370)
(2,775,476)
(2,763,182)
(1,916,116)
(754,150)
(92,916)
-
525,466
657
(478,635)
12,532
(491,167)
(414,592)
(369,588)
(183,729)
(129,069)
(56,790)
(45,004)
(22,017)
(21,786)
(1,201)
279,103
(231,187)
-
59,628
(2,715)
-
(20,944)
(4,811)
(4,725)
(4,725)
-
525,466
657
349,604
40,142
(645,819)
(154,652)
(491,167)
(12,055,493)
(11,757,898)
(9,899,643)
(1,478,983)
(379,272)
(45,004)
(22,017)
(21,786)
(1,201)
(6,309)
895,665
(561,333)
268,490
4,191
(12,294)
439,920
(511,963)
252,312
1,396
29,976
(128,245)
58,857
394
(231,187)
47,916
(59,827)
70,674
35,357
816
(2,715)
56,913
(30,056)
310
-
(86)
(25,755)
6,933
17,415
290
(252,591)
1,444,635
(1,284,491)
668,058
35,357
7,087
607,013
(223,568)
181,665
(66,902)
(39,018)
14,370
94,936
(22,346)
27,167
(10,006)
(1,117)
513
870,646
(307,939)
383,445
383,445
383,445
114,763
114,763
114,763
(24,648)
(24,648)
(24,648)
72,590
65,465
7,125
72,590
17,161
17,161
17,161
(604)
(604)
(604)
562,707
555,582
7,125
562,707
Health
Property and
casualty
9,556,191
9,524,374
9,519,258
5,116
-
84
(A free translation from the original in Portuguese into English)
23.2.
Loss ratio, acquisition cost and gross margin
The following ratios are calculated based on the profit or loss by business unit:
Description
Loss ratio (a)
Acquisition cost (b)
Gross margin (c)
Health
80.47%
6.26%
13.27%
Description
Loss ratio (a)
Acquisition cost (b)
Gross margin (c)
Health
81.45%
6.22%
12.33%
Property and casualty
60.02%
23.63%
16.35%
Property and casualty
59.33%
23.35%
17.32%
Life and private pension
46.60%
28.36%
25.04%
Consolidated
2015
Total
74.64%
11.03%
14.33%
Life and private pension
44.97%
31.59%
23.44%
Consolidated
2014
Total
74.91%
11.19%
13.90%
The calculated rates represent the following:
(a) Claims incurred by earned premiums;
(b) Acquisition cost by earned premiums; and
(c) Gross margins by earned premiums.
23.3.
Written premiums of insurance by region
Written premiums of insurance by region are as follows:
Region
Southeast
South
Northeast
North
Midwest
Total
Region
Southeast
South
Northeast
North
Midwest
Total
23.4.
Health
8,515,483
269,554
1,616,533
71,734
515,703
10,989,007
Health
7,428,397
236,021
1,402,786
58,798
484,218
9,610,220
Property and casualty
2,368,192
620,583
432,356
42,115
312,085
3,775,331
Property and casualty
2,107,375
553,575
382,726
41,777
277,612
3,363,065
Life and private pension
238,077
113,067
36,057
9,513
15,960
412,674
Consolidated
2015
Total
11,121,752
1,003,204
2,084,946
123,362
843,748
15,177,012
Life and private pension
224,499
114,876
27,824
6,206
22,641
396,046
Consolidated
2014
Total
9,760,271
904,472
1,813,336
106,781
784,471
13,369,331
Main assets and liabilities by segment
The following table shows the technical reserves balances which are different from those
shown in the financial statements of subsidiaries, according to Note 19.5. In this table, the
technical reserves include the accounting practices equalization adjustments required for
the consolidated financial statements.
85
(A free translation from the original in Portuguese into English)
Description
Assets
Fixed income securities – government
Fixed income securities – private
Equity securities
Other
Receivables assignment
Judicial deposits
Special deposits / retained reserve - IRB
Reinsurance assets and retrocession Technical reserves
Deferred acquisition cost offset of Unearned
Premium Reserve
Subtotal -Assets by segment
Other assets not allocated
Total
Liabilities
Technical reserves - Insurance, private
pension and capitalization (a)
Unearned Premium or Contribution Reserve
Subtotal-Liabilities by segment
Other liabilities not allocated
Total
Description
Assets
Fixed income securities – government
Fixed income securities – private
Equity securities
Other
Receivable assignment
Judicial deposits
Special deposits / retained reserve - IRB
Reinsurance assets and retrocession Technical reserves
Deferred acquisition cost offset of
Unearned Premium Reserve
Subtotal -Assets by segment
Other assets not allocated
Total
Liabilities
Technical reserves - Insurance, private
pension and capitalization (a)
Unearned Premium or Contribution
Reserve
Subtotal-Liabilities by segment
Other liabilities not allocated
Total
Consolidated
2015
Health
Property and
casualty
Life and private
pension
Savings
bonds
1,654,225
521,677
21,228
-
1,411,735
296,190
80,179
710,220
22,219
1,308
3,422,503
1,662,637
143,734
456,227
18,173
262
576,072
285,069
1,149
-
7,064,535
2,765,573
143,734
558,783
710,220
40,392
1,570
-
81,202
5,983
-
87,185
Total
-
276,000
-
-
276,000
2,197,130
2,879,053
5,709,519
862,290
11,647,992
8,399,614
20,047,606
-
2,159,232
2,624,303
5,689,464
626,032
11,099,031
(241,476)
1,917,756
2,624,303
5,689,464
626,032
(241,476)
10,857,555
9,190,051
20,047,606
Consolidated
2014
Health
Property and
casualty
Life and private
pension
Savings
bonds
1,214,746
653,348
72,622
-
1,511,179
253,057
130,867
633,406
21,130
1,308
3,493,760
1,244,613
154,574
147,985
16,203
262
545,040
223,682
85,386
-
6,764,725
2,374,700
154,574
436,860
633,406
37,333
1,570
-
376,478
6,089
-
382,567
Total
-
224,191
-
-
224,191
1,940,716
3,151,616
5,063,486
854,108
11,009,926
7,500,348
18,510,274
1,854,342
2,849,621
4,937,623
670,967
10,312,553
2,849,621
4,937,623
670,967
10,105,721
8,404,553
18,510,274
(206,832)
1,647,510
(206,832)
(a)
The legislation of guarantee of technical reserves adopted by the regulatory bodies provides the use of some rights of the subsidiaries
to reduce the coverage need; and
(b)
In the health companies, the ANS does not require the restriction of assets to cover the Unearned Premium or Contribution Reserve.
Additionally, the legislation on coverage of technical reserves of regulatory bodies provides the use of some rights of the subsidiaries to
reduce the coverage need, such as: receivables rights, reinsurance assets, and other.
86
(A free translation from the original in Portuguese into English)
24.
Operating revenue of insurance – net premiums
Description
Net premiums
Insurance premiums
Reinsurance ceded
Coinsurance ceded
Ceded to consortiums and funds
DPVAT (mandatory third-party liability for vehicles owners)
Contribution for risk coverage
Total
Sales tax
PIS
COFINS
ISS
Total
Net insurance premiums
25.
fees
Consolidated
2014
15.305.403
(141.440)
(13.035)
(7.485)
14.969
18.600
15.177.012
13.492.808
(136.196)
(20.153)
(14.764)
29.525
18.111
13.369.331
(25.840)
(155.834)
(1.745)
(183.419)
14.993.593
(22.548)
(140.812)
(1.178)
(164.538)
13.204.793
Operating revenue of private pension – net premium, income and management
Description
Premiums, retained contributions and net asset management fee
Retained contributions
Asset management fee
Total
Sales tax
PIS
COFINS
Total
Net of private pension contribution
26.
2015
2015
Consolidated
2014
469,871
40,074
509,945
489,635
37,614
527,249
(174)
(1,072)
(1,246)
508,699
(250)
(1,533)
(1,783)
525,466
Change in technical reserves for insurance and private pension
Description
Insurance
Unearned premium reserve
Additional provisions for premiums and contributions
Mathematical reserve for benefits granted
Other
Total - Insurance
Private pension
Mathematical reserve for benefits granted
Mathematical reserve for benefits to be granted
Contribution deficiency reserve
Other
Total - Private pension
27.
Operating expenses of insurance
27.1.
Claims
Description
Claims
Direct claims
Claims recoverable
Changes in IBNR reserves
Salvage and recoveries
Retained benefits
Consortiums and funds
Assistance service
Total claims
2015
Consolidated
2014
(253,684)
2,688
(4,643)
540
(255,099)
(150,767)
(2,225)
(1,086)
(574)
(154,652)
(224,967)
(216,645)
15,846
(1,490)
(427,256)
(262,208)
(208,156)
(20,981)
178
(491,167)
2015
Consolidated
2014
(11,367,650)
84,347
(98,351)
276,241
(24,937)
(5,831)
(508)
(11,136,689)
(10,050,637)
108,839
(165,786)
242,553
(23,512)
(10,747)
(353)
(9,899,643)
87
(A free translation from the original in Portuguese into English)
27.2.
Acquisition cost
Description
Commissions
Change in deferred acquisition costs
Recovery of commissions
Other acquisition costs
Total of acquisition costs
27.3.
2015
(1,694,218)
51,287
21,789
(24,143)
(1,645,285)
Consolidated
2014
(1,486,835)
(1,776)
25,452
(15,824)
(1,478,983)
Other operating expenses
Description
Recognition of lawsuits and other insurance operations
Insurance operation expenses
Pro-labore
Technical services
Change in the recoverable amount of premiums and taxes receivable (a)
Collection expenses
Insurance management fee
Total
Consolidated
2014
(106,800)
(58,193)
(141,952)
(8,894)
(49,532)
(9,786)
(4,115)
(379,272)
2015
(147,568)
(56,947)
(144,756)
(19,729)
(101,496)
(12,009)
(2,378)
(484,883)
(a) The increase basically refers to the recording of impairment of the FCVS receivable balance, according to Note 9.1.2.
28.
Operating expenses of private pension
28.1
Benefit expenses and redemption
Description
Claims
Benefit and redemption
Changes in IBNR reserves
Total Claims
28.2
(33,282)
(842)
(34,124)
(22,061)
44
(22,017)
2015
Consolidated
2014
(13,710)
(8,284)
(21,994)
(12,349)
(9,437)
(21,786)
Profit of loss from savings bonds operations
Description
Operating revenue
Revenue from administrative charges of saving bonds certificates (a)
Sales tax
PIS
COFINS
Total
Other operating income
Total of revenues
Operating expense
Acquisition cost
Other operating expenses
Total of expenses
Net of saving bonds operating
(a)
Consolidated
2014
Acquisition costs
Description
Acquisition costs
Commissions
Change in deferred acquisition costs
Total of acquisiton costs
29.
2015
2015
Consolidated
2014
51,514
281,918
(433)
(2,556)
(2,989)
5,856
54,381
(1,125)
(11,956)
(13,081)
7,541
276,378
(25,706)
(6,047)
(31,753)
22,628
(223,476)
(7,600)
(231,076)
45,302
The reduction refers to the SulAmérica’s spontaneous suspension of the “popular” product sale
88
(A free translation from the original in Portuguese into English)
30.
Profit or loss from health plans operations
Description
Operating revenue
Services revenue
Sales tax
PIS
COFINS
ISS
Total
Operating expenses
Cost of service
Medical audit
Other
Total
Total - ASO
31.
37,767
35,725
(543)
(3,341)
(957)
32,926
(540)
(3,259)
(931)
30,995
(3,184)
(2,291)
(2,126)
(7,601)
25,325
(3,517)
(1,376)
(1,528)
(6,421)
24,574
2015
Consolidated
2014
42,375
1,064
45,413
1,166
(407)
(2,303)
(1,254)
39,475
(433)
(2,662)
(1,276)
42,208
(656)
(2,683)
(275)
(3,614)
35,861
(703)
(1,907)
(190)
(2,800)
39,408
Administrative expenses
Description
Personnel expenses
Stock option plan
Outside services
Rentals and operations
Legal publications
Tax expenses
Other
Total
Description
Personnel expenses (a)
Stock option plan
Outside services
Rentals and operations
DPVAT administrative expenses
Recovery of expenses (b)
Other
Profit sharing
Tax expenses
Total
(a)
Consolidated
2014
Asset management
Descrição
Operating revenue
Administration fee
Performance fee
Sales tax
PIS
COFINS
ISS
Total
Operating expenses
Commissions and brokerage
Custody and controllership
Other
Total
Total - Asset Management
32.
2015
2015
(5,289)
(27)
(5,381)
(832)
(792)
(20,252)
(810)
(33,383)
2015
(606,582)
(9,855)
(359,855)
(256,215)
(357)
5,622
(118,828)
(64,573)
(62,414)
(1,473,057)
Company
2014
(4,836)
(134)
(8,190)
(1,652)
(1,032)
(17,823)
(666)
(34,333)
Consolidated
2014
(542,301)
(7,637)
(311,373)
(227,163)
(472)
3,503
(105,705)
(50,025)
(43,318)
(1,284,491)
The employee benefits, included in this line item, are mainly represented by:
89
(A free translation from the original in Portuguese into English)
Description
Salaries and wages
Payroll taxes
Severance costs
Food and transportation allowance
Health and dental insurance
Private pension
Other
Total
(b)
2015
(294,188)
(98,258)
(26,251)
(66,652)
(17,330)
(5,846)
(13,688)
(522,213)
Consolidated
2014
(258,544)
(85,906)
(26,305)
(51,916)
(14,273)
(4,705)
(13,083)
(454,732)
Includes the recovery of expenses from the shared use by third parties of SulAmérica’s operational systems and administrative structure,
which is settled monthly.
33.
Investment income and expenses
The breakdown of investment income and expenses, including the respective accounting
classification, is shown in the following table
33.1.
Investment income and expenses by type
Description
Marketable securities
At fair value through profit or loss
Available for sale
Interest and adjustment for inflation of issued debentures
Interest and inflation adjustment on judicial deposits and accrued
liabilities for lawsuits
Other
Total
2015
3.632
2.599
1.033
(125.461)
Company
2014
21.280
11.760
9.520
(93.225)
44
5.619
(116.166)
3.725
(68.220)
Description
Marketable securities
At fair value through profit or loss
Available for sale
Held to maturity
Interest and inflation adjustment of issued debentures
Insurance operations - private pension and VGBL
Insurance operations - other
Interest and inflation adjustment on judicial deposits, reserve for
claims, taxes and contributions liabilities and lawsuits
Late payment interest
Other
Total
2015
1,478,509
578,595
670,041
229,873
(125,461)
(603,143)
105,681
Consolidated
2014
1,032,844
403,300
474,950
154,594
(93,225)
(376,276)
104,318
(32,172)
(1,809)
(850)
820,755
(6,827)
(2,426)
9,650
668,058
2015
18,065
818
216
131
6,241
25,471
Company
2014
58,874
6,492
3,363
81
4,456
73,266
2015
1,251,477
179,966
613,994
23,841
191,384
207,148
52,738
2,520,548
Consolidated
2014
956,128
144,888
433,308
13
150,809
155,054
53,158
1,893,358
33.2.
Investment income
Description
Appreciation of investment fund quotas
Fixed income securities - private
Fixed income securities - government
Monetary variation and interest on judicial deposits
Other
Total
Description
Appreciation of investment fund quotas
Fixed income securities - private
Fixed income securities - government
Equity securities
Insurance operations
Interest and inflation adjustment on judicial deposits
Other
Total
90
(A free translation from the original in Portuguese into English)
33.3.
Investment expenses
Description
Devaluation of investment fund quotas and fixed and variable income securities
private and government
Interest and inflation adjustment of issued debentures
Inflation and interest on provision for legal claims, fiscal obligations and
lawsuits
Inflation adjustment and exchange rate changes on loans and swap
Late payment interest
Other
Total
Description
Insurance operations
Devaluation of investment fund quotas and fixed and variable income
securities private and government
Interest and inflation adjustment of issued debentures
Inflation and interest on provisions for legal claims, fiscal obligations and
lawsuits
inflation and interest adjustment on technical reserves - private pension
operations and VGBL
Inflation adjustment and exchange rate changes on loans and swap
Late payment interest
Other
Total
34.
2015
Company
2014
(15.467)
(125.461)
(47.449)
(93.225)
(87)
(117)
(505)
(141.637)
(84)
(10)
(718)
(141.486)
2015
(85,703)
Consolidated
2014
(46,491)
(590,769)
(125,461)
(501,493)
(93,225)
(239,320)
(161,881)
(603,143)
(117)
(1,809)
(53,471)
(1,699,793)
(376,276)
(121)
(2,426)
(43,387)
(1,225,300)
Equity interest and other income
In 2015, the line item basically comprises the net proceeds of the disposal of the large risks
portfolio in the amount of R$35,518 and the sale of the group’s real estate in the amount of
R$13,074 (R$5,131 in 2014).
35.
Statement of income tax and social contribution calculation
Income tax and social contribution, calculated based on statutory rates, are reconciled to
the amounts recorded in the statements of profit or loss, as follows:
Description
Net income before accrued liabilities for income tax and social contribution
Income tax and social contribution expenses at statutory rates
Current:
Additions:
Interest on capital
Nondectuctible reserves
Accrued liabilities for lawsuits and tax and contributions liabilities
Non-deductible expenses
Other additions
Subtotal
Deductions:
Share of profit
Inflation adjustment on judicial deposits
Subtotal
Tax loss carryforwards:
Allowance
Tax incentive reduction
Expenses on current income tax and social contribution
Deferred:
Reversal of deferred tax assets on income tax and social contribution loss
Recognition / (reversal) of deferred tax assets on temporary differences
Tax debit related to inflation adjustment on judicial deposits
Recognition of contingent liabilities
Recognition / (reversal) of impairment
Expenses on deferred income tax and social contribution
Expenses on income tax and social contribution
Effective rate
Combined effective rate
Income tax
735,376
(183,844)
2015
Social
contribution
735,376
(66,184)
Income tax
561,443
(140,361)
Company
2014
Social
contribution
561,443
(50,530)
(36,031)
(2)
(10)
(144)
(193)
(36,380)
(12,971)
(1)
(4)
(52)
(78)
(13,106)
(26,706)
(11)
(134)
(1)
(26,852)
(9,614)
(4)
(48)
(9)
(9,675)
219,161
24
219,185
78,898
9
78,907
165,999
20
166,019
59,760
7
59,767
253
32
(754)
91
(292)
365
(829)
131
(307)
(347)
10
(24)
337
(24)
(778)
0.11%
(125)
(4)
(9)
129
(9)
(301)
0.04%
0.15%
(365)
11
(20)
2
(3,056)
(3,428)
(4,257)
0.76%
(131)
4
(7)
39
(1,202)
(1,297)
(1,604)
0.29%
1.05%
91
(A free translation from the original in Portuguese into English)
Description
Net income before accrued liabilities for income tax and social contribution
Income tax and social contribution expenses at statutory rates
Social contribution rate difference (a)
Current:
Additions:
Accrued liabilities for lawsuits and tax and contributions liabilities
Non-deductible expenses
Impairment
Charges on profit sharing
Nondectuctible reserves
Other
Subtotal
Deductions:
Inflation adjusment on judicial deposits
Interest on capital
Cost of policies
Share of profit
Reversal of non-deductible provisions
Others
Subtotal
Tax loss carryforwards:
Recognition (b)
Allowance (b)
Subtotal
Tax incentive reduction
Expenses on current income tax and social contribution
Deferred:
Recognition/ (reversal) of deferred tax assets on income tax and social contribution loss
Recognition of deferred tax assets on temporary differences
Tax debit related to inflation adjustment of judicial deposits
Recognition / (reversal) of contingent liabilities
Recognition / (reversal) of impairment
Expenses on deferred income tax and social contribution
Expenses on income tax and social contribution
Effective rate
Combined effective rate
Income tax
1,121,129
(280,282)
-
2015
Social
contribution
1,121,129
(224,226)
55,159
Income tax
870,646
(217,662)
-
Consolidated
2014
Social
contribution
870,646
(130,597)
6,206
(35,990)
(15,187)
(25,517)
(4,086)
(3,722)
(84,502)
(27,558)
(9,212)
(19,960)
(3,292)
(985)
(61,007)
(33,589)
(12,869)
(12,039)
(8,278)
(2,622)
(69,397)
(21,797)
(6,240)
(7,193)
(4,957)
(40,187)
30,617
17,500
8,196
1,581
57,894
23,172
6,300
6,633
1,460
37,565
30,832
16,725
1,340
8,839
1,698
59,434
18,096
6,021
804
5,304
997
5,368
36,590
7,091
7,091
21,109
(278,690)
5,937
5,937
(186,572)
(40)
7,016
6,976
13,753
(206,896)
(24)
12,351
12,327
(115,661)
(7,187)
51,451
(16,908)
9,382
36,738
(241,952)
21.58%
2,686
78,526
(20,113)
(16,032)
45,067
(141,505)
12.62%
34.20%
(7,095)
48,018
(28,956)
2
706
12,675
(194,221)
21.31%
(12,403)
30,838
(16,990)
39
459
1,943
(113,718)
13.06%
35.37%
(a)
Refers to the difference in the social contribution rate between financial and equivalent companies (20% - 15% up to August 31, 2015)
and non-financial subsidiaries (9%); and
(b)
The recognized amounts refer to the group companies that recorded loss for the year, and the offsets were made by companies that
recorded profit, based on the limits provided for in the Law.
36.
Income tax and social contribution on the adjustments directly allocated to equity
Description
Tax base
Income tax
Social contribution
Total
Net
Description
Tax base
Income tax
Social contribution
Total
Net
Financial assets available
for sale
(313)
78
28
106
(207)
Financial assets
available for sale
325
(81)
(29)
(110)
215
Company
2015
Total
(313)
78
28
106
(207)
Company
2014
Total
325
(81)
(29)
(110)
215
92
(A free translation from the original in Portuguese into English)
Description
Tax base
Income tax
Social contribution
Rate difference (a)
Total
Net
Description
Tax base
Income tax
Social contribution
Rate difference (a)
Total
Net
(a)
37.
Financial assets
available for sale
(47,307)
11,827
7,096
14
18,937
(28,370)
Financial assets
available for sale
(5,150)
1,288
773
15
2,076
(3,074)
Defined benefit
pension plan
(2,171)
543
326
869
(1,302)
Defined benefit
pension plan
1,947
(487)
(292)
(779)
1,168
Consolidated
2015
Total
(49,478)
12,370
7,422
14
19,806
(29,672)
Consolidated
2014
Total
(3,203)
801
481
15
1,297
(1,906)
Refers to the difference in the social contribution rate between financial and equivalent companies (20% - 15% up to August 31, 2015)
and non-financial subsidiaries (9%).
Rental agreement
Rio de Janeiro
On December 17, 2007, SALIC entered into a rental agreement for a property in Rio de
Janeiro. The rental period is 10 years, from April 18, 2009, and can be extended to an
additional 60-month period. During this period, SALIC has agreed to pay 10 annual rents of
R$13,712, adjusted annually or after the shortest period established by the accumulated
IGP-M variation, released by Fundação Getúlio Vargas, which as of December 31, 2015
corresponds to R$22,185 (R$21,505 in 2014). This rental agreement contains covenants
that restrict the capacity of SALIC and the landlord of unilaterally terminating the
agreement. The voluntary unilateral termination will give rise to the payment of indemnity
to the other party, according to the conditions established in the agreement.
São Paulo
On December 4, 2011, SALIC, CIA. SAÚDE. SAÚDE and SULASEG renewed the rental
agreement of the property in São Paulo, for a 60-month period, that would expire on
December 3, 2016. During this period, the companies undertake to pay a monthly rent of
R$ 1,821, adjusted annually by the accumulated IGP-M variation. As a result of the early
termination of the rental agreement on November 30, 2015, a fine of R$1,125 was imposed.
On July 4, 2013, CIA. SAÚDE signed a rental contract of the new headquarters of
SulAmérica in São Paulo. The rental period is ten years, counted as from June 15, 2015,
which can be automatically renewed for five-year periods in three consecutive cycles.
During the contract period, CIA SAÚDE undertakes to pay a monthly rent of R$2,267,
adjusted annually by the accumulated IGP-M variation. The payment of the first rent
occurred on August 5, 2015, related to the period from June 15, 2015 to July 31, 2015,
already including the IGP-M variation since January 1, 2013. The Lease and the contract
have provisions that impede landlords to unilaterally terminate the rental contract;
however, CIA SAÚDE has this right, provided that the fine is paid.
38.
Other information - Insurance
As of December 31, 2015, SulAmérica had coverage against property damages of
R$584,313 (R$379,360 in 2014), general liability of R$39,600 (same amount in 2014) and
rental loss, electrical damage and glass breakage of R$59,432 (R$49,557 in 2014), totaling
coverage of R$683,345 (R$468,517 in 2014).
93
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
1.
Other Informations
Sul América S.A. is a holding company that mainly invests in companies that operates in the
health and private pension segment, we have adjusted the annual consolidated information
for purposes of improving its presentation. In view of the fact that the disclosure format of
annual information of holding companies established by the Empresas.Net System differs
from the previously mentioned publication format, we present a comparison and the
consolidated statement of operations and the consolidated statement of income for the year
ended December 31, 2015.
1.1. Comparison between the publication format required from companies that operate
insurance and private pension and CVM/ITR publication models
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
1.2. Statements of Financial Position and Statements of Income Required
Companies that Operate Insurance, Private Pension and Saving bonds
from
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
2.
Arbitration Chamber
The Company, its shareholders and managers are bound by arbitration of the Market’s
Arbitration Chamber, as provided for by Article 47 of its Bylaws.
2.1. Appendix III – Shareholders owning more than 5% of common or preferred shares
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
2.2. Appendix IV – Controlling shareholders, management and free float position
3.
Compliance with CVM Instruction No. 381 of January 14, 2003
On October 28, 2014, Sul América S.A. and its subsidiaries engaged Deloitte Touche Tohmatsu
to provide independent audit services in connection with the audit of its financial statements
(individual and consolidated) for five years. The Company did not engage Deloitte to perform
other services other than audit.
The group of companies to which the Company belongs has a policy on related parties,
available on the website www.sulamerica.com.br, which allows the follow-up and monitoring of
related parties, and service providers such as the independent auditors, so that they remain
independent and no conflict of interest nor loss of objectivity arises. During the year ended
December 31, 2015 the Company and its subsidiaries did not have related parties with the
independent auditors.
Deloitte, our independent auditors, understands that it is an entity independent of the
Company and of the group to which the latter belongs, and there is not any contract of
services other than audit, until this moment, that breaks this independency relationship, even
in view of its “not recurring” characteristics.
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
4. Summary report on the activities of the Statutory Audit Committee for the year
ended December 31, 2015
According to the Internal Regulations of the Audit Committee of Sul América S.A. (“Company”)
(“Committee”), and with due regard for CVM Instruction No. 308 of May 14, 1999, as
amended, the Committee members hereby present their Annual Summary Report regarding
the fiscal year ended December 31, 2015.
COMMITTEE ACTIVITIES:
The Committee held eight (8) meetings relating to the year 2015, during which the following
works were developed:
a) It revised the independent auditors’ work plan for 2015 and considered it appropriate;
b) It supervised, through meetings and reports, the activities of the independent auditors
aiming at analyzing (i) their independence; (ii) the quality of the services provided; and
(iii) the adequacy of the services provided considering the Company’s needs;
c) It supervised, through meetings and reports, the activities of the Company’s internal
controls area, and discussed with management and the independent auditors the efficacy
and adequacy of the internal controls, having considered the risk monitoring process
reported by the Company’s internal controls area as satisfactory;
d) Through meetings and reports, it became aware of the process of preparation of the
Company’s financial statements, having revised the analyses and assumptions used by
management and confirmed by the independent auditors for a discussion of the Company’s
quarterly information (ITRs) and financial statements for the year ended December 31,
2015;
e) It assessed and monitored, together with management and the independent auditors, the
adequacy of the transactions held between the Company and related parties, as well as
their respective disclosures;
f) It held meetings and discussions with the officer in charge of the internal audit and approved
the internal audit’s work plan for year 2015, having monitored the results and being informed
of the audit’s reports and recommendations.
Finally, after a meeting with Deloitte Touche Tohmatsu Auditores Independentes and becoming
aware of the independent auditors’ opinion about the financial statements for the year ended
December 31, 2015, the committee was satisfied with the information and clarifications
provided, and recommended their approval by the Company’s Board of Directors. It also had a
meeting with the auditors to discuss the Company’s quarterly financial information (ITRs), and
immediately recommended its consideration by the Board of Directors.
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
In the course of the works, there were no significant divergences between the Company’s
management, the independent auditors and the Committee regarding said financial
information.
Rio de Janeiro, February 22, 2016.
_________________________
Carlos José da Silva Azevedo
Chairman
__________________________
______
Pierre Claude Perrenoud
Member
________________________________
Domingos Carelli Netto
Member
_________________________
Christopher John Minter
Member
__________________________
Jorge Augusto Hirs Saab
Member
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
(Convenience Translation into English from the Original Previously Issued in Portuguese)
INDEPENDENT AUDITOR’S REPORT
To the Shareholders, Directors and Management of
Sul América S.A.
Rio de Janeiro - RJ
We have audited the accompanying individual and consolidated financial statements of Sul América
S.A. (“Company”), identified as Parent and Consolidated, respectively, which comprise the balance
sheet as of December 31, 2015, and the statement of income, statement of comprehensive income,
statement of changes in equity and statement of cash flows for the year then ended, and a summary
of significant accounting policies and other explanatory information.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these individual and
consolidated financial statements in accordance with accounting practices adopted in Brazil and
International Financial Reporting Standards (IFRS), issued by the International Accounting
Standards Board - IASB, and for such internal control as Management determines is necessary to
enable the preparation of financial statements that are free from material misstatement, whether due
to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We
conducted our audit in accordance with Brazilian and International Standards on Auditing. Those
standards require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing selected procedures to obtain audit evidence about the amounts and
disclosures in the financial statements. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatements of the financial statements, whether
due to fraud or error. In making those risk assessments, the auditor considers internal control relevant
to the Company’s preparation and fair presentation of the financial statements in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the Company’s internal control. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of accounting estimates made by
Management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion.
Opinion
In our opinion, the individual and consolidated financial statements present fairly, in all material
respects, the individual and consolidated financial position of Sul América S.A. as of December 31,
2015, and its individual and consolidated financial performance and its individual and consolidated
cash flows for the year then ended in accordance with accounting practices adopted in Brazil and
International Financial Reporting Standards (IFRS), issued by the International Accounting
Standards Board - IASB.
Other Matters
Statements of value added
We have also audited the individual and consolidated statements of value added (“DVA”), for the
year ended December 31, 2015, prepared under the responsibility of the Company’s management,
the presentation of which is required by the Brazilian Corporate Law for publicly-traded companies
and as supplemental information for IFRS, which does not require the presentation of a DVA.
These statements were subject to the same auditing procedures described above and, in our opinion,
are fairly presented, in all material respects, in relation to the financial statements taken as a whole.
Audit of the corresponding values for the financial statements for the year ended December 31,
2014
The corresponding information relating to the individual and consolidated financial statements for
the year ended December 31, 2014, presented for comparative purposes, restated as a result of the
matters described in Note 2.2, were audited by other independent auditor who issued an unqualified
audit report, dated February 23, 2016.
The accompanying financial statements have been translated into English for the convenience of
readers outside Brazil.
Rio de Janeiro, February 23, 2016
DELOITTE TOUCHE TOHMATSU
Auditores Independentes
Roberto Paulo Kenedi
Engagement Partner
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
Statement of Directors on the Financial Statements
The statutory officers of Sul América S.A., a publicly held company with authorized
capital with head offices located in the city of Rio de Janeiro, registered in the roll of
corporate taxpayers (CNPJ/MF) under number 29.978.814/0001-87, in accordance
with Item VI, Paragraph 1, Article 25 of CVM Instruction 480 dated December 7,
2009, have reviewed, discussed and are in agreement with the Company's financial
statements for the period ended on December 31, 2015.
Convenience translation into English from the original previously issued in Portuguese)
FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A
OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY
Statement of Directors on the Report of Independent Auditors
The statutory officers of Sul América S.A., a publicly held company with authorized
capital with head offices located in the city of Rio de Janeiro, registered in the roll of
corporate taxpayers (CNPJ/MF) under number 29.978.814/0001-87, in accordance
with Item V, Paragraph 1, Article 25 of CVM Instruction 480 dated December 7,
2009, have reviewed, discussed and are in agreement with the opinions expressed
in the report of the independent auditors of the Company, Deloitte Touche
Tohmatsu Auditores Independentes, regarding the Company's financial statements
for the period ended on December 31, 2015.

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