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Full.Report.cor.
ARAB BANK (SWITZERLAND) LTD. 47 TH ANNUAL REPORT 2008 Adjusted Statements as of April 17, 2009 ARAB BANK (SWITZERLAND) LTD. 47 TH ANNUAL REPORT 2008 Arab Bank (Switzerland) Ltd. is an independent company, founded in 1962 according to Swiss law, specialized in asset management and investment counselling for a sophisticated clientele, both private and institutional. Arab Bank (Switzerland) Ltd. is a sister company of Arab Bank plc., Amman/Jordan, a leading financial institution, which has a wide network in the Arab world and the major financial centers. Head Office Branch Arab Bank (Switzerland) Ltd. Annual Report 2008 CH-8022 Zurich Phone: +41 (0)44 265 71 11 Claridenstrasse 26 Fax: +41 (0)44 265 73 30 P.O. Box 2023 [email protected] www.arabbank.ch Swift: ARBSCHZZ CH-1211 Geneva 3 Phone +41 (0)22 715 12 11 10-12 Place de Longemalle Fax +41 (0)22 715 13 11 P.O. Box 3575 [email protected] www.arabbank.ch Swift: ARBSCHZZGVA 1 TABLE OF CONTENTS Financial Statements Notes to the Financial Statements 2 Arab Bank (Switzerland) Ltd. Annual Report 2008 Board of Directors / Management / Auditors 3 Directors’ Report 4 Balance Sheet 8 Profit and Loss Statement 9 Allocation of Earnings 10 Statement of Cash Flows 11 1. Business Activities and Personnel 12 2. Accounting Policies and Valuation Principles 12 3. Information on the Balance Sheet 15 4. Information on Off-Balance Sheet Transactions 24 5. Information on the Income Statement 26 Report of the Auditors 27 BOARD OF DIRECTORS / MANAGEMENT / AUDITORS Board of Directors Management Abdel Hamid Shoman Chairman Dr. Alfred Schwarzenbach Vice-Chairman * Dr. Farouk El-Kharouf Member (until October 14, 2008) Jawdat Al-Halabi (until September 9, 2008) Sabih T. Masri Member Alois V. Meyer Member * Wahbé A. Tamari Member Management Committee Mario Di Marco CEO / General Manager (until December 31,2008) Nasri V. Malhamé CEO / General Manager (since January 1, 2009) Matthias Oettli COO / Deputy General Manager Khalil Shehadeh Managing Director, Geneva Branch David Ch. Tunbridge Managing Director, Head Private Banking Zurich Office Jean-François Binnendijk Executive Director Marianne Anderegg Executive Director Wulf Haasner Executive Director Urs Morgenthaler Executive Director Heinz Sandmeier Executive Director Peter Seemann Executive Director Erich Vettiger Executive Director Heinrich Vettiger Executive Director Dr. Frank Wettstein Executive Director Roland Wietlisbach Executive Director Christian Conzett Director Mark Eggler Director Pascal Fischer Director Manuela Grünenfelder Director Robert Holzreiter Director Thomas Joho Director Stefania Kitzmüller Director Karl Kunz Director Klaas Wiedemeijer Director Markus Winzenried Director Geneva Branch Antoine Du Pasquier Executive Director Riad El-Arab Executive Director Hassen El-May Executive Director Walid Gomaa Executive Director Christophe Lavanchy Director Mohamed Mokhtar Director Internal Audit Auditors Marcel Ming, Guido Jäger Treuhand AG, Bubikon Deloitte Ltd, Zurich * Independent Board Member according to FINMA Circular 2008/24, margin number 19 Arab Bank (Switzerland) Ltd. Annual Report 2008 3 DIRECTORS’ REPORT For many equity markets, 2008 brought the most severe losses since the thirties of the last century. Governments and central banks around the world were forced to take extraordinary measures to stem the worst excesses of the financial crises. On the back of a dramatic worsening of the economic environment, investors’ risk tolerance remained low. Safe government bonds registered robust gains, whereas commodities suffered significant declines. The US Dollar strengthened somewhat. Financial markets and economic environment The global financial crisis finally came head to head with the real economy in 2008. For the first time since many decades, the USA, Europe and Japan were in a simultaneous recession by year-end. Worldwide demand slumped dramatically. The US consumer market, which has often served as a pillar for the world economy in the past, was especially hard hit. American households were swiftly curbing their outlays in response to large losses in stock market and housing wealth and rapidly deteriorating labour market conditions. The consumer sector, which accounts for more than two thirds of the GDP, shrunk by nearly four percent in the third quarter of 2008. This was the first contraction since 1991 and the most severe one since 1980. But some important European and Japanese economic indicators also stood at their lowest level since at least a quarter of a century. Toyota, the world’s largest car maker, said that it would post the first operational loss for this financial year since 1940. The Swiss economy entered the recession in the fourth quarter, but should have expanded close to two percent in all 2008. The deterioration of the economic caused equity markets worldwide to drop significantly. Since its all-time high registered in October 2007 until the low in November 2008, the S&P 500 Index, the global bellwether, declined some 50%. The corrections in Europe and in Japan were even deeper and larger, as these markets tumbled to well over half of their original value and reached their highs already in June and March 2007 respectively. For all of 2008, the most important US stock market gauge declined by 38%, the European Stoxx Composite Index dropped by 46%, whereas the Nikkei 225 Index gave up 42%. In addition to worsening economic developments, investors were worried that the financial crisis could 4 environment not be curtailed definitively. The crisis counted numerous victims, above all in the US. No stone remained unturned in the American financial landscape: The government had to rescue the two largest mortgage providers Fannie Mae and Freddie Mac as well as the big insurer AIG. Citigroup, once the largest USA commercial bank, only managed to survive thanks to a bridge loan from the US Fed. All investment banks disappeared and numerous financial institutions had to be merged or taken over by the competition in order to prevent bankruptcy. The large US car manufacturers have become completely dependent on public help. But also single countries such as Island, Hungary, Ukraine or Ecuador were hit very hard by the financial crisis. Governments and monetary authorities around the globe did everything they could to soothe the negative impacts of the financial crisis on to the real economy. The world’s most powerful central banks lowered key interest rates vigorously. Inflation markedly eased in the second half of the year thanks to declining commodity prices. The US Fed was particularly active and cut its short-term interest rates to quasi zero percent. Since standard rate cutting simply did not seem to work as a way of reviving the economy, the US Central Bank moved to a new policy called quantitative easing. The Fed bought all sorts of securities in order to supply the banking system with the necessary liquidity. Several governments of the industrialized world became active, too, spanning a protection shield in the amount of several hundred billions Dollars or Euros over their national financial market. In addition, fiscal stimulus programs were introduced in many countries. The elevated economic and financial risks caused investors to shift more assets into safe-heaven investments. The demand for government bonds with high Financial Highlights Balance Sheet Balance sheet total Due from customers Securities and financial investments Shareholders’ equity (before profit distribution) 2008 2007 Variance (CHF million) % 1'844.1 600.8 208.1 501.8 2'092.1 548.3 308.9 500.8 - 248.0 52.5 - 100.8 1.0 - 11.9 9.6 - 32.6 0.2 Profit and Loss Statement Net interest income Results from commission and service fee activities Results from trading operations Operating expenses 22.0 21.7 2.4 - 26.6 21.7 25.0 5.0 - 23.6 0.3 - 3.3 - 2.6 - 3.0 1.4 - 13.2 - 52.0 - 12.7 Gross Profit Depreciation, valuation adjustments/provisions 13.8 - 18.5 28.6 - 1.2 - 14.8 - 51.7 - 17.3 -1’541.6 Profit before Extraordinary Items and Taxes Extraordinary income, net Taxes - 4.7 14.7 - 1.1 27.4 1.9 - 7.0 - 32.1 12.8 5.9 n/a 673.7 84.3 8.9 2'598.7 22.3 2'835.6 - 13.4 - 236.9 - 60.1 - 8.4 Net Income Fiduciary transactions Arab Bank (Switzerland) Ltd. Annual Report 2008 ratings remained very robust during all 2008. As a result, yields continued to decline significantly once again. The yield of the 10-year US Treasury declined from 4.06% at the beginning of the year to 2.21% as of December 31, 2008. The excellent performance of government bonds came as a surprise as these papers had already performed very well in 2007. In sharp contrast to government bonds, corporate paper – with the exception of companies with the highest ratings – performed poorly. Investors feared that the global economic uncertainties would cause default rates to increase sharply. Commodities were another victim of the financial crisis, which caused economic activities to slow dramatically. The oil price surged from USD 90 at the beginning of the year to its high of USD 147 per barrel in the middle of July and back to USD 46 by the end of the year, which was equivalent to a decline of nearly seventy percent. Prices of metals and agricultural goods fell significantly, too. The US Dollar was very volatile: After the US currency strengthened markedly against the Euro during most of the second half of 2008, it came under severe pressure once again in December. All in all, the US Dollar firmed somewhat during the last 12 months. But high yielding currencies were hard hit by the financial crisis and eased considerably. In sharp contrast, traditional safe heaven currencies such as the Japanese yen and the Swiss franc strengthened markedly. Comments on Profit and Loss Statement and Balance Sheet Profit and Loss Statement As a result of the economical difficulties illustrated above, the Bank’s net income decreased from CHF 22.3 million to CHF 8.9 million (-60%). Net interest income further grew by 1.4% to CHF 22.0 million, whereby the interest margin on credit and private banking business (CHF 16.0 million) more than compensated the decline on the income from Financial Investments. 2007’s increase of commission income (+7.8%) to CHF 25.0 million was more than offset by a decrease of CHF 3.3 million in 2008. The further improved lending commissions (CHF +0.4 million) could only partially compensate the lower commission income in the private banking area (CHF -3.7 million or 16%). Overall commission income diminished to CHF 21.7 million (-13.2%). Arab Bank (Switzerland) Ltd. Annual Report 2008 Due to losses on our own securities (CHF -2.6 million – trading as well as market valuation) the trading department’s contribution to the overall net income decreased to CHF 2.4 million (2007: CHF 5.0 million). Sales and revaluations of our Financial Investments led to a negative result of CHF 5.7 millon in the caption “Other Ordinary Results”. Personnel and operating expenses (CHF 26.6 million) slightly exceeded our budgeted figures 2008 and demonstrate the strong belief of the Board of Directors in a successful future (investments into private banking personnel as well as infrastructure and systems) - CHF +3 million or +12.7%. Balance Sheet The Balance Sheet declined by CHF 248.0 million mainly due to a shrinking interbank market with lower deposit volumes. Loans to customers increased by 9.6% (CHF +52.5 million). Fiduciary deposits also declined by CHF 236.9 million to an amount of CHF 2’598.7 million, whereby the lower USD rate (1.07 compared to 1.135 as of January 1, 2008) accounted for a material portion of the decrease. Outlook 2009 2009 will be another difficult year. After negative growth in the fourth quarter of 2008, major industrialized countries are expected to continue shrinking in the first and second quarter of this year. An economic turnaround can be expected in the second half of 2009 at the earliest, but visibility is very low at this point in time. In addition, recessions, which are triggered by a financial crisis such as the current one, usually last longer than the average downturn and the subsequent recovery is likely to be less dynamic. Historically, however, there has never been a recession where governments and central banks around the world have reacted so aggressively to the economic weakness. The measures undertaken to support the financial sector, the coordinated interest rate cuts as well as fiscal stimulus packages that are under way in many countries, are likely to bear fruit at some point. The GDP contraction, slumping demand, rising unemployment, frozen credit and the massive destruction of wealth (housing, equities) have caused some investors to fear a deflation or even an outright depression. The sharp decline of US inflation in 5 November by 1.7%, the steepest monthly decline ever, added to those fears. During the US Depression in the thirties of the last century, equities went down by nearly 90%, corporate earnings fell by 75%, GDP shrank by a third and the consumer price index declined by 25%. But we do not think that such a gloomy scenario is realistic today. The things that went wrong in the Crash of 1929 and in Japan in the nineties are supposed to be handled more judiciously today. The US Fed under Ben Bernanke reacted swiftly and vigorously to the financial crises and Europe followed suit. As a rule of thumb, stocks anticipate economic developments by six to nine months. The downtrend of the international equity markets, which has been in place since about the middle of 2007, correctly discounted the worsening economic environment. There is no doubt that they will anticipate an economic recovery, too. In other words, stocks usually start rising already in the middle of a recession. At this point, still very few – if any – signs of an economic improvement can be spotted. Against this background, the mediumterm perspectives for stocks are not unfavourable. But uncertainty and volatility will remain high for some time even though the worst excesses of the financial crisis seem to have run their course; up until now, credit-related losses of global financial institutions are approaching USD 1 trillion. Credit and money markets are not functioning normally yet, what is reflected by still elevated credit spreads. The banks have increased their lending standards markedly as they continue to deleverage and have not passed on the lower cost of money to their clients yet. The national interbank markets continue to lack liquidity, as commercial banks prefer to park excess funds with the central bank. Investor’s psychology is hurt and risk aversion is high. Confidence of market participants needs to be restored. This process will take time. Allocation of Profit The Board of Directors proposes to the Ordinary Annual Meeting of Shareholders that both the current balance sheet and profit and loss statement for the business year 2008 be approved. After approval of the allocation of profit and the distribution of a dividend of 30%, as proposed on page 10 of this report, shareholders’ equity will total CHF 493.8 million. Board of Directors, Auditors and Management At the Ordinary General Meeting of Shareholders on April 9, 2008 Dr. Alfred Schwarzenbach, whose tenure had expired, was re-elected as member of the Board of Directors for a term of office of four years, i.e. until the Ordinary General Meeting of Shareholders 2012. 6 Arab Bank (Switzerland) Ltd. Annual Report 2008 Mr. Jawdat Al-Halabi was elected as new member of the Board of Directors for a term of office of four years, i.e. until the Ordinary General Meeting of Shareholders 2012. Deloitte Ltd was re-appointed as the Bank’s auditors. Mr. Jawdat Al-Halabi and Dr. Farouk El-Kharouf withdrew as members of the Board of Directors as at September 9, 2008 and October 14, 2008, respectively. The tenure of Mr. Alois Meyer will expire in 2009. It is proposed to the Ordinary General Meeting of Shareholders that his appointment be renewed for another four-year term, i.e. until the Ordinary General Meeting of Shareholders 2013. It is proposed that Deloitte Ltd be re-appointed as the Bank’s auditors for a period of one year. At the end of December 2008 Mr. Mario Di Marco, CEO/General Manager left Arab Bank (Switzerland) Ltd. to pursue other areas of interest. We would like to wish Mr. Mario Di Marco continued success in his future endeavors. Mr. Nasri Victor Malhamé has taken over the responsibility as new CEO/General Manager as of January 1, 2009. We hope his knowledge and expertise will help to assure the continued success of Arab Bank (Switzerland) Ltd. The Board of Directors wishes him an exciting and prosperous career. In the past business year, the Board of Directors appointed Mrs. Marianne Anderegg, Mr. Heinz Sandmeier and Dr. Frank A. Wettstein as Executive Directors as well as Mr. Marc Eggler and Mr. Pascal Fischer as Directors at our Zurich office. Further, the Board of Directors appointed Mr. Christophe Lavanchy and Mr. Mohamed Mokhtar as Directors at our Geneva branch. We would like to thank our shareholders and clients for their trust and loyalty. They are the motivation that keeps the Board of Directors committed to providing them with the same high quality of bespoke banking services in the future as they do today. We also owe a depth of thanks to our staff for the unwavering commitment in a very difficult year. Subsequent events The Bank decided in March 2009 to evaluate ways to reimburse investors in Auriga International Fund Ltd. their respective investments - without any legal obligation. The Board of Directors Arabic material sample with birds of paradise. Woollen tapestry from Switzerland with good luck motif. Arab Bank (Switzerland) Ltd. Annual Report 2008 7 BALANCE SHEET AT DECEMBER 31, 2008 CHF 2008 2007 Variance 6 718 038 1 012 509 845 773 500 600 780 363 103 297 700 10 651 446 197 405 558 1 50 950 000 13 040 423 14 433 997 6 205 281 6 067 677 1 045 528 232 548 281 264 105 945 700 16 121 742 292 745 639 1 49 250 000 17 994 641 3 932 599 512 757 - 5 055 168 - 199 754 732 52 499 099 - 2 648 000 - 5 470 296 - 95 340 081 1 844 063 535 2 092 072 776 - 248 009 241 20 615 765 20 615 765 980 610 989 289 103 828 7 961 949 14 500 025 50 114 432 82 703 997 26 700 000 21 667 500 358 350 000 3 402 811 8 948 004 1 424 465 810 94 976 900 17 203 775 6 151 795 48 440 188 82 703 997 26 700 000 21 000 000 344 350 000 3 818 908 22 261 403 - 443 854 821 194 126 928 - 9 241 826 8 348 230 1 674 244 1 844 063 535 2 092 072 776 - 248 009 241 71 144 181 123 315 121 5 222 393 61 143 538 59 913 500 10 278 380 10 000 643 63 401 621 - 5 055 987 423 940 356 13 262 061 8 897 705 2 598 744 564 396 955 384 3 690 460 2 527 773 2 835 576 287 26 984 972 9 571 601 6 369 932 - 236 831 723 Assets Cash Money market instruments Due from banks Due from customers Mortgages Securities and precious metal trading portfolios Financial investments Participations Fixed assets Accrued income and prepaid expenses Other assets Total assets Total subordinated claims 1 700 000 - 4 954 218 10 501 398 Liabilities and shareholders’ equity Due to banks Due to customers Accrued expenses and deferred income Other liabilities Valuation adjustments and provisions Reserves for general banking risks Share capital General legal reserve Other reserves Retained earnings brought forward Net income Total liabilities and shareholders' equity 667 500 14 000 000 - 416 097 - 13 313 399 Off-balance sheet transactions Contingent liabilities Irrevocable commitments Confirmed credits Derivative instruments: Contract volume Positive replacement value Negative replacement value Fiduciary transactions 8 Arab Bank (Switzerland) Ltd. Annual Report 2008 PROFIT AND LOSS STATEMENT CHF 2008 2007 Variance 71 004 552 326 137 5 639 172 - 55 003 753 110 847 123 523 911 7 353 296 - 96 994 169 - 39 842 571 - 197 774 - 1 714 124 41 990 416 21 966 108 21 730 161 235 947 Commission income on lending activities Commission income on securities and investment transactions Commission income on other services Commission expense 2 289 238 19 333 660 1 601 990 - 1 565 772 1 893 114 22 710 509 1 703 391 - 1 319 265 396 124 - 3 376 849 - 101 401 - 246 507 Total result from commission and service fee activities 21 659 116 24 987 749 - 3 328 633 2 379 321 5 018 286 - 2 638 965 - 5 656 690 381 187 - 6 037 877 Personnel expenses Other operating expenses - 18 499 729 - 8 091 248 - 16 566 484 - 6 996 295 - 1 933 245 - 1 094 953 Total operating expenses - 26 590 977 - 23 562 779 - 3 028 198 Gross profit Depreciation and write-offs on non-current assets Valuation adjustments, provisions and losses 13 756 878 - 1 279 263 - 17 170 888 28 554 604 - 1 193 867 - 14 797 726 - 85 396 - 17 170 888 - 4 693 273 15 000 000 - 240 685 - 1 118 038 27 360 737 29 296 876 - 27 399 000 - 6 997 210 - 32 054 010 - 14 296 876 27 158 315 5 879 172 8 948 004 22 261 403 - 13 313 399 Results from interest activities: Interest and discount income Interest and dividend income on trading portfolio Interest and dividend income on financial investments Interest expense Total net interest income Results from commission and service fee activities: Result from trading operations Total other ordinary results Operating expenses: Profit before extraordinary items and taxes Extraordinary income Extraordinary expense Taxes Net income Arab Bank (Switzerland) Ltd. Annual Report 2008 9 ALLOCATION OF EARNINGS CHF Net income Retained earnings brought forward Retained earnings at the end of period 2008 2007 Variance 8 948 004 3 402 811 22 261 403 3 818 908 - 13 313 399 - 416 097 12 350 815 26 080 311 - 13 729 496 8 010 000 667 500 1 500 000 2 173 315 8 010 000 667 500 14 000 000 3 402 811 - 12 500 000 - 1 229 496 12 350 815 26 080 311 - 13 729 496 0.22500 -0.07875 0.22500 -0.07875 0.14625 0.14625 The Board of Directors proposes: Distribution of a dividend of 30 % on the share capital Allocation to legal reserve Allocation to other reserves Surplus to be carried forward to new account As stated above Upon acceptance of this proposal, the dividend will be paid as follows: To shareholders registered in the share book at March 10, 2009, per share of CHF 0.75 par value less 35% Swiss withholding tax Net per share 10 Arab Bank (Switzerland) Ltd. Annual Report 2008 STATEMENT OF CASH FLOWS CHF 1000 2008 Source of funds Application of funds 2007 Source of funds Application of funds Cash flow from operating results Net income Depreciation and write-offs on non-current assets Valuation adjustments and provisions Accrued income and prepaid expenses Accrued expenses and deferred income Dividend of preceding year 8 948 1 279 1 675 4 954 22 261 2 006 1 626 2 728 9 242 8 010 2 509 396 11 735 Real estate Fixed assets 2 501 478 37 500 Balance 2 979 Balance 6 675 Cash flow from investment activities 74 256 1 188 37 944 Cash flow from banking operations Cash flow from interbank operations Due to banks Due from banks Money market instruments Cash flow from customers operations Due to customers Due from customers Mortgages Other balance sheet items Financial investments Other assets Other liabilities 443 855 199 755 5 055 588 511 900 156 2 647 194 127 146 615 161 720 52 499 2 648 3 517 95 340 10 501 15 545 685 8 348 47 Liquidity Cash Securities and precious metal trading portfolios 5 470 7 471 Balance 3 375 26 209 Total source of funds 3 375 37 944 Total application of funds Arab Bank (Switzerland) Ltd. Annual Report 2008 513 3 375 1 625 37 944 11 NOTES TO THE FINANCIAL STATEMENTS 1. Business Activities and Personnel Arab Bank (Switzerland) Ltd. is constituted according to Swiss law as an independent company. It started operations in 1962 in Zurich and opened a branch in Geneva in June 1964. The Bank is a public company whose shareholders, presently some 22’000, are identical to those of Arab Bank plc, Amman/Jordan. As an independent sister company we draw upon a wide network of branches in the Arab world and the major world’s financial centers. The focus of the services of Arab Bank (Switzerland) Ltd. is on providing asset management and investment advisory as well as financial planning services for private and institutional clients. Arab Bank (Switzerland) Ltd. employed 85 people (fulltime positions) at the end of 2008 (previous year: 69). Private Banking The benefits of enhanced resources, systems and products put in place in 2007 were fully expected to translate into an improved positive performance in 2008. Unfortunately the stronger impact of the global financial crisis undermined these efforts with a consequent adverse effect on the bank’s Balance Sheet and Profit and Loss account. Without question 2009 will be a further challenging year, but a revised business strategy and several other new initiatives are confidently expected to counter these adverse market forces and outturn a positive performance. Representing the Arabic spirit in a Swiss Bank, Arab Bank (Switzerland) Ltd, with offices in Geneva and Zurich, remains ideally positioned to cater for and respond to the wealth management and private banking needs of its clientele. Working closely with its Group counterparts, the bank is well placed to build and sustain upon its solid reputation in a stable and secure manner. Investment Management During 2008 the Investment Management Team was confronted with very tough market circumstances. But due to the solid research process, which was further perfected during the year, the number of clients that are holding discretionary portfolios with the bank remained relatively stable and the performance of their portfolios could uphold on a decent level. The team also invented a new product to encounter the volatile markets and increased efficiency and productivity within the Department. Credit Activities The vast majority of the lending business consists of loans to private banking clients against marketable securities, deposits or other first class collateral. The Bank has continued to selectively expand the trade finance business. Operations During 2008 Arab Bank (Switzerland) Ltd. successfully introduced a new e-banking service, called “ePortfolio”. This platform makes it possible for selected clients to gain a detailed overview of their holdings, including safekeeping deposits and execute various performance analyses. As a result of the relocation of the premises in Geneva and Zurich at the end of 2007, it was imperative that time be spent during the past business year optimizing the various infrastructures. This includes IT hardware systems, for example enhanced mobile communication, as well as applications like automated reportings, among others the requirements to fulfill minimal own funds according to Basel II. 2. Accounting Policies and Valuation Principles General Principles Accounting and valuation principles are governed by the Swiss Code of Obligations, the Swiss Banking Law, the Articles of Association and the guidelines issued by the Federal Banking Commission. Accountable events are entered in the balance sheet on a trade date basis. Risk Assessment by Board of Directors The Board of Directors regularly reviews the bank’s key risk and, where necessary, takes appropriate measures. The most important valuation principles can be summarized as follows: Foreign Currency Translations Claims and commitments in foreign currencies are converted at the exchange rates prevailing on the balance sheet closing date (CHF vs USD: 1.07015, CHF vs EUR: 1.48985). Cash, Money Market Instruments These items are capitalized at nominal value. The unearned discount income on money market instruments is accrued over the term of such instruments. Claims and Liabilities in respect of Banks and Customers, Mortgage Loans These amounts are valued at their nominal value. 12 Arab Bank (Switzerland) Ltd. Annual Report 2008 Valuation adjustments are made for identifiable risks. General provisions exist for contingent risks. Lending against collateral is made within the generally accepted lending principles. These are stipulated in the internal rules and regulations. The valuation of real estate is based on market value, which is determined according to generally accepted valuation methods. Interest and commission income, which is overdue for more than 90 days, will only be booked after payment. Trading Positions in Securities and Precious Metals Trading positions are valued at market prices on the balance sheet date. Interest and dividend income from trading balances are credited to trading income. Refinancing costs are charged to trading income and credited to interest and discount income. Financial Investments Securities, acquired with the intent to hold them over the long term are carried in the balance sheet under “financial investments”. The investments are valued at the lower of cost or market. Any amounts above or below par resulting from the purchase of fixedincome securities are distributed over the residual maturity and recognized in “interest and dividend income from financial investments”. Participations The Bank’s participation was fully depreciated in the preceding years. There is no need to draw up a consolidated financial statement, as its participation may be classified as insignificant. Fixed Assets Fixed assets are depreciated completely either in the year of purchase or in accordance to generally accepted economic principles over their estimated useful life. Property is carried at cost including value-adding investments but excluding necessary or tax deductable depreciations. Valuation Adjustments and Provisions According to the principle of prudence, valuation adjustments and specific provisions are made for all identifiable risks. Amounts due at risk, that means amounts due where there is a probability that the cus- tomer cannot cover its outstanding liabilities, will be valued on an individual basis. The decrease in value will be covered by an individual value adjustment. General provisions are made for all other risks. They are based on a rating system. The position “Other provisions” is based on professional experience and may contain hidden reserves. Reserves for general banking risks are net of tax. Taxes Taxes are calculated in accordance with current tax laws and are either paid or provisioned for. Derivative Instruments The derivative financial instruments of the trading portfolio are carried at fair value. Hedging transactions are valued according to the underlying position and in accordance with the rules and regulations applicable Definition Client Assets & Net Increase/(Decrease) of Client Assets Client assets are asset values of clients, for which Arab Bank (Switzerland) Ltd. renders investment and consulting services. Custody portfolios and asset values, which are held exclusively for transaction and custodian purposes, are not included in the client assets. The same applies for loans. The net increase/ (decrease) of client assets consists of the sum of all individual money deposits and payments as well as security incoming and outgoing deliveries, whereby new loans and loan repayments are accounted for. Interest and dividends credited to clients as well as debit interest, commissions and charges debited for Bank services, are excluded from the calculation of the net increase/(decrease) of client assets, as they form part of the client performance – the same is valid for variations in client assets due to market currency and security prices. Arab Bank (Switzerland) Ltd. Annual Report 2008 Principles of Risk Management Whenever risks are taken, they are identified, measured, monitored and limited accordingly. Risk of Interest Rate Changes and Default As a rule, risks of interest rate changes are minimized by funding loans with matching maturities. Conservative lending limits have been specified for solvency, currency, country and market risks. A system for monitoring and managing these risks has been set up to ensure reliable and effective internal control. Pension Plans Arab Bank (Switzerland) Ltd. maintains own welfare schemes for its 88 staff members (including parttime employees) as well as pensioners (23 persons), disabled (3) and dependants (3). The pension plans are based on the Swiss defined contribution system (defined contribution plans in accordance with “Swiss GAAP FER 26”). The Bank carries approximately two thirds of the cost of the professional welfare schemes for all staff members. The cost carried by the bank is shown under item 5.2: Social benefits. The pension fund liabilities as well as the assets needed to cover the liabilities are separated from the Bank in legally independent foundations. Organization, management and financing of the pension plans are subject to Swiss Federal regulations and to the constitutions of the foundations as well as the currently valid rules and regulations of the pension plans. As of January 1, 2009 the “Pension Fund II” for management committee members will be integrated in the pension fund for all staff members. As a result of this the “Pension Fund II” will be converted into a welfare foundation. The purpose of this welfare foundation is the financial precaution for all staff members as well as their survivors against economical consequences of age, disability and death. Further the foundation intends to support staff members as well as their survivors in cases of financial needs due to illness, accident or unemployment. Changes in Accounting Policies and Valuation Principles No material change occurred in accounting policies and valuation principles. Basel II In line with the respective FINMA circular, information regarding Basel II can be obtained in the annual report 2008 of Arab Bank Group, www.arabbank.com. Correction of the previous Annual Accounts These financial statements replace the previous version of the financial statements for the year ended December 31, 2008 (with prior year's figures). In essence the provision for client investments in Auriga International Fund Ltd. was increased by CHF 11 000 000. Accordingly, tax expense was reduced by CHF 2 000 000. 13 Arabic ornamental decoration with weaved copper silk. Carpet sample "Satin faconné" from Switzerland around 1908 14 Arab Bank (Switzerland) Ltd. Annual Report 2008 3. Information on the Balance Sheet AT DECEMBER 31, 2008 CHF 1000 Total Mortgage collateral Other collateral Without collateral 518 141 82 639 3.1 Schedule of collateral for loans and off-balance sheet transactions Loans Due from customers Mortgages Residential real estate 600 780 103 298 Total current year 103 298 518 141 82 639 704 078 Total preceding year 105 946 488 679 59 602 654 227 Contingent liabilities Irrevocable commitments Confirmed credits 49 381 20 000 304 21 763 103 315 4 918 71 144 123 315 5 222 Total current year 69 685 129 780 199 465 Total preceding year 65 474 65 862 131 336 Total Debt Estimated Liq. Value Net Debt Individual Value Adjustm. Reporting Period 19 831 580 19 251 20 411 Previous Period 20 295 581 19 714 20 877 103 298 Off-balance sheet transactions CHF 1000 Impaired loans / Receivables Arab Bank (Switzerland) Ltd. Annual Report 2008 15 CHF 1000 2008 2007 2 895 7 756 738 15 384 10 651 16 122 3.2 Securities and precious metal trading portfolios and financial investments and participations Securities and precious metal trading portfolios Interest bearing securities and rights Unlisted Shares and similar securities and rights Total Book value CHF 1000 Fair value 2008 2007 2008 2007 Interest bearing securities and rights valued according to "Accrual Method" Shares and similar securities and rights 192 354 5 051 286 689 6 057 188 285 5 051 278 928 6 816 Total 197 405 292 746 193 336 285 744 of which securities acceptable to central banks 141 204 218 746 137 696 212 323 Domicile Activity Share Capital Interest held in % Panama Finance USD 10 000 100 Financial investments 3.3 Details of participations ABS Corporate Services Inc. 16 Arab Bank (Switzerland) Ltd. Annual Report 2008 CHF 1000 2007 2008 Real estate (bank building) Other fixed assets Total Book value end of 2008 Write-offs/Depreciation Divestiture Investments Book value end of 2007 Write-offs/Accumulated depreciation Historical cost 3.4 Schedule of fixed assets 88 862 29 264 41 062 27 814 47 800 1 450 2 501 478 51 1 228 50 250 700 118 126 68 876 49 250 2 979 1 279 50 950 Fire insurance value of real estate Fire insurance value of other fixed assets 52 429 5 900 CHF 1000 2008 2007 Other assets Other liabilities Other assets Other liabilities Total derivatives instruments Adjustment account Dividends Settlement accounts Rest of other assets and liabilities 13 262 885 8 898 4 136 1 375 91 3 691 2 528 1 091 1 492 1 041 Total 14 434 14 500 3 933 3.5 Other assets and liabilities CHF 1000 256 31 2008 215 27 6 152 2007 3.6 Disclosure of assets pledged or ceded to secure own liabilities and assets subject to ownership reservation No securities are pledged. Arab Bank (Switzerland) Ltd. Annual Report 2008 17 CHF 1000 2008 2007 1 974 2 127 172 1 940 3.7 Disclosure of liabilities to own pension plans Book value of liabilities and own employee benefit schemes Pension expense Arab Bank (Switzerland) Ltd. offers a pension plan for its staff members and a supplementary pension plan for the members of the management committee. Both are based on the Swiss defined contribution system (“Swiss GAAP FER 26”). The degree of coverage as at 31.12.2007 for the “staff members pension plan” amounted to 143.3% (144.6% in 2006) and those for the members of the management committee to 152.6% (168.7% in 2006). 3.8 Schedule of outstanding bond issues and mortgage bonds The bank did not have any transactions relating to such bonds in the current or previous year. CHF 1000 Total valuation adjustments and provisions 48 440 - 466 Reserves for general banking risks 82 704 Valuation adjustment for client investments in Auriga Investment Fund Ltd. Arab Bank (Switzerland) Ltd. Annual Report 2008 Balance end 2008 - 466 Reversals credited to income 28 340 4 100 16 000 New creation charged to income Recoveries and currency difference Change in definition of purpose Specific usage Valuation adjustments and provisions for: Loan loss (credit and country risks) Other business risks Other provisions 1) 18 Balance end 2007 3.9 Valuation adjustments and provisions/ Reserves for general banking risks -15 0001) 28 014 21 100 1 000 140 17 0001) 17 140 - 15 000 50 114 82 704 CHF 1000 2008 2007 Total share capital Dividend bearing capital Number of units nom. CHF 0.75 Total nominal value Dividend bearing capital Total nominal value Number of units nom. CHF 0.75 3.10 Capital structure 26 700 35 600 000 26 700 26 700 35 600 000 26 700 5 341 241 3 201 766 2 552 232 1 488 847 15.0% 9.0% 7.2% 4.2% 5 293 129 3 201 766 2 498 230 1 496 180 14.9% 9.0% 7.0% 4.2% Significant shareholders Social Security Corporation, Amman (Jordan) Saudi Oger Ltd., Riyadh (Kingdom of Saudi Arabia) Oger Middle East Holding SAL, Beirut (Lebanon) Family Shoman, Amman (Jordan) CHF 1000 3.11 Statement of changes in shareholders’ equity Shareholders’ equity at beginning of current year Share capital General legal reserve Other reserves Reserves for general banking risks Disposable profit 26 700 21 000 344 350 82 704 26 080 Total shareholders’ equity at beginning of current year (before profit distribution) 500 834 – Dividend 2007 + Net income current year - 8 010 8 948 Total shareholders’ equity at end of current year (before profit distribution) 501 772 Thereof: Share capital General legal reserve Other reserves Reserves for general banking risks Disposable profit 26 700 21 668 358 350 82 704 12 350 Arab Bank (Switzerland) Ltd. Annual Report 2008 19 CHF 1000 Total Due after 5 years Due within 1 to 5 years Due within 3 to 12 months Due within 3 months Redeemable by notice At sight 3.12 Maturity structure of current assets and borrowed funds Current assets Cash Money market instruments Due from banks Due from customers Mortgages Securities and precious metal trading portfolios Financial investments 6 718 6 718 1 013 845 774 600 780 103 298 10 651 197 406 1 013 712 635 376 255 67 981 17 342 137 626 1 617 3 399 11 980 24 102 9 598 10 651 5 051 9 922 45 470 131 976 4 987 Total current year 134 818 74 919 1 167 806 202 055 171 457 14 585 1 765 640 Total preceding year 73 920 68 686 1 444 940 159 638 259 124 14 588 2 020 896 112 398 74 919 Borrowed funds Due to banks Due to customers 53 345 252 397 908 632 36 402 18 634 305 980 611 289 104 Total current year 305 742 305 945 034 18 634 1 269 715 Total preceding year 120 868 180 1 368 572 29 823 1 519 443 CHF 1000 2008 2007 268 887 864 718 31 869 151 847 1 350 470 23 129 3.13 Disclosure of amounts due from and due to associated companies as well as loans and exposures to the members of the bank’s governing bodies Due from associated companies Due to associated companies Due from members of the bank´s governing bodies Amounts “due from and due to associated companies” represent the interbank business concluded with the Arab Bank Group. The position “members of the bank’s governing bodies” includes mortgages and contingent liabilities granted at usual banking conditions. 20 Arab Bank (Switzerland) Ltd. Annual Report 2008 CHF 1000 2008 Domestic Foreign 2007 Domestic Foreign 3.14 Assets and liabilities by domestic and foreign origin Assets Cash Money market instruments Due from banks Due from customers Mortgages Securities and precious metal trading portfolios Financial investments Fixed assets Accrued income and prepaid expenses Other assets 6 718 87 084 264 988 103 298 7 734 38 629 50 950 13 040 14 434 Total assets 6 205 1 013 758 689 335 793 6 068 997 183 358 740 2 917 158 777 48 346 189 541 105 946 10 912 49 364 49 250 17 995 3 933 586 875 1 257 189 481 492 1 610 581 Due to banks Due to customers Accrued expenses and deferred income Other liabilities Valuation adjustments and provisions Reserves for general banking risks Share capital General legal reserve Other reserves Retained earnings brought forward Net income 12 655 23 280 7 962 14 500 30 283 82 704 26 700 21 668 358 350 3 403 8 948 967 956 265 824 58 659 18 637 17 204 6 152 28 145 82 704 26 700 21 000 344 350 3 819 22 261 1 365 807 76 340 Total liabilities and shareholders' equity 590 453 1 253 611 629 631 1 462 442 5 209 243 381 Liabilities and shareholders’ equity Arab Bank (Switzerland) Ltd. Annual Report 2008 19 831 20 295 21 CHF 1000 2008 2007 Amount % Amount % 586 875 382 387 147 784 61 555 28 031 25 360 19 961 15 138 10 177 10 038 5 302 4 948 1 515 11 691 31.8 20.8 8.0 3.3 1.5 1.4 1.1 0.8 0.6 0.5 0.3 0.3 0.1 0.7 481 492 582 560 255 185 111 733 33 198 30 405 20 296 42 908 10 041 10 072 5 366 61 295 1 578 16 747 23.0 27.8 12.2 5.3 1.6 1.5 1.0 2.1 0.5 0.5 0.3 2.9 0.1 0.8 Jordan Bahrain Lebanon Kingdom of Saudi Arabia United Arab Emirates Egypt Other 42 782 134 774 120 403 19 504 13 676 3 869 4 255 2.3 7.3 6.5 1.1 0.7 0.2 0.2 30 214 1 510 138 193 18 846 17 354 2 910 14 333 1.4 0.1 6.6 0.9 0.8 0.1 0.7 USA / Canada 122 857 6.7 98 504 4.7 68 739 3.7 99 803 4.8 4 065 0.2 3.15 Assets by countries / country groups Europe Switzerland Germany United Kingdom France Austria Netherlands Greece Luxembourg Ireland Norway Belgium Sweden Italy Other Middle East Other American countries Far East Other countries Total assets 22 Arab Bank (Switzerland) Ltd. Annual Report 2008 239 2 204 0.1 3 465 0.1 1 844 064 100.0 2 092 073 100.0 CHF 1000 CHF USD EUR OTHER 5 833 167 1 013 674 555 295 331 545 173 72 081 80 852 49 839 83 359 8 161 2 914 2 477 13 2 391 983 84 3.16 Balance sheet by currencies Assets Cash Money market instruments Due from banks Due from customers Mortgages Securities and precious metal trading portfolios Financial investments Fixed assets Accrued income and prepaid expenses Other assets 49 298 141 238 103 298 194 492 50 950 9 583 14 434 Total balance sheet assets 569 126 984 532 156 938 133 468 Delivery claims from spot exchange deals, forward exchange deals and currency option transactions 139 750 127 889 30 719 37 995 Total assets 708 876 1 112 421 187 657 171 463 Due to banks Due to customers Accrued expenses and deferred income Other liabilities Valuation adjustments and provisions Reserves for general banking risks Share capital General legal reserve Other reserves Retained earnings brought forward Net income 59 219 19 945 3 298 14 500 30 254 82 704 26 700 21 668 358 350 3 403 8 948 775 082 202 857 3 367 69 038 26 009 1 196 77 272 40 293 101 Total liabilities and shareholders’ equity 628 989 1 001 166 96 243 117 666 78 593 111 863 90 483 53 894 707 582 1 113 029 186 726 171 560 1 294 - 608 931 - 97 Liabilities and shareholders’ equity Delivery obligations for spot exchange deals, forward exchange deals and currency option transactions Total liabilities Net positions in currencies Arab Bank (Switzerland) Ltd. Annual Report 2008 19 860 23 4. Information on Off-Balance Sheet Transactions CHF 1000 2008 2007 Variance Credit guarantees Back-up guarantees Irrevocable commitments 36 642 9 801 24 701 21 237 9 169 30 738 15 405 632 - 6 037 Total contingent liabilities 71 144 61 144 10 000 Liabilities under deferred payments 5 222 10 278 - 5 056 Total credit commitments 5 222 10 278 - 5 056 positive replacement value negative replacement value Contract volume 10 245 160 8 725 160 336 353 5 137 Shares/Indices Options (traded) 13 13 2 451 Total current year 10 418 8 898 343 941 Total preceding year 2 359 2 252 270 226 4.1 Analysis of contingent liabilities 4.2 Analysis of credit commitments CHF 1000 4.3 Analysis of outstanding derivative instruments Trading instruments Foreign exchange Forward contracts Options (OTC) Hedging instruments 24 Interest rate instruments Swaps, Options (OTC) 2 844 80 000 Total current year 2 844 80 000 Total preceding year 1 331 Arab Bank (Switzerland) Ltd. Annual Report 2008 276 126 730 CHF 1000 2008 2007 Variance Fiduciary placements with third party banks Fiduciary placements with banks of the group and affiliated banks 2 190 057 408 688 2 770 534 65 042 - 580 477 343 646 Total fiduciary transactions 2 598 745 2 835 576 - 236 831 Assets in own administrated funds Assets with administration mandate Other client assets 16 146 521 317 3 379 180 29 701 762 002 3 949 279 - 13 555 - 240 685 - 570 099 Total client assets (incl. double counts)1) 3 916 643 4 740 982 - 824 339 12 866 24 282 - 11 416 - 169 057 - 259 693 90 636 4.4 Analysis of fiduciary transactions 4.5 Client assets Thereof double counts Net change of client assets 2) Client Assets 1) Client Assets are asset values of clients, for which Arab Bank (Switzerland) Ltd. renders investment and consulting services, but without loans. 2) Sum of all individual money deposits and payments as well as security incoming and outgoing deliveries, whereby new loans and loan repayments are accounted for. Arab Bank (Switzerland) Ltd. Annual Report 2008 25 5. Information on the Profit and Loss Statement CHF 1000 2008 2007 Variance 5 012 - 2 633 4 107 911 905 - 3 544 2 379 5 018 - 2 639 Salaries Social benefits Other 14 297 3 463 740 12 830 3 236 501 1 467 227 239 Total personnel expenses 18 500 16 567 1 933 Premises expenses IT, machinery, furniture and other equipment Other operating expenses 794 3 626 3 671 1 681 2 981 2 334 - 887 645 1 337 Total other operating expenses 8 091 6 996 1 095 Extraordinary income Extraordinary expense 15 000 3) - 241 29 297 1) - 27 399 2) Total extraordinary income 14 759 1 898 5.1 Analysis of results from trading operations by business segments Foreign exchange, precious metal and banknote trading Securities trading Total income from trading 5.2 Analysis of personnel expenses 5.3 Analysis of other operating expenses 5.4 Analysis of extraordinary income 1) Hereof CHF 28.6 million realization of accumulated reserves on the sale of Zurich premises at Limmatquai 92. 2) Initial one-off depreciation on the new Zurich premises at Claridenstrasse 26. 3) Release of hidden reserves (client investments in Auriga International Fund Ltd.) 26 Arab Bank (Switzerland) Ltd. Annual Report 2008 - 14 297 - 27 158 12 861 REPORT OF THE STATUTORY AUDITOR To the Ordinary Annual Shareholders’ Meeting of Arab Bank (Switzerland) Ltd., Zurich Report on the financial statements As statutory auditor, we have audited the accompanying financial statements of Arab Bank (Switzerland) Ltd., Zurich which comprise the balance sheet, profit and loss statement, statement of cash flows and notes for the year ended December 31, 2008. Board of Directors’ Responsibility The Board of Directors is responsible for the preparation of the financial statements in accordance with the requirements of Swiss law and the company’s articles of incorporation. This responsibili- ty includes designing, implementing and maintaining an internal control system relevant to the preparation of financial statements that are free from material misstatement, whether due to fraud or error. The Board of Directors is further responsible for selecting and applying appropriate accounting policies and making accounting estimates that are reasonable in the circumstances. 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 Swiss law and Swiss Auditing Standards. Those standards require that we plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers the internal control system relevant to the entity’s preparation 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 entity’s internal control system. An Arab Bank (Switzerland) Ltd. Annual Report 2008 audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of accounting estimates made, 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 financial statements for the year ended December 31, 2008 comply with Swiss law and the company’s articles of incorporation. Report on Other Legal Requirements We confirm that we meet the legal requirements on licensing according to the Auditor Oversight Act (AOA) and independence (article 728 CO and article 11 AOA) and that there are no circumstances incompatible with our independence. In accordance with article 728a paragraph 1 item 3 CO and Swiss Auditing Standard 890, we confirm that an internal control system exists, which has been designed for the preparation of financial statements according to the instructions of the Board of Directors. We further confirm that the proposed appropriation of available earnings complies with Swiss law and the company's articles of incorporation. We recommend that the financial statements submitted to you be approved. These financial statements replace the previous version of the financial statements for the year ended December 31, 2008. The significant differences are an increase of provisions for client investments in Auriga International Fund Ltd. by CHF 11 000 000 and accordingly, a reduction of the tax expense by CHF 2 000 000. Deloitte Ltd Pavel Nemecek Licensed Audit Expert Auditor in charge Andreas Reis Licensed Audit Expert Zurich, April 17, 2009 27 Arabic material sample with symbol of eternity. Old silk sample "Ecossais" from a weaving mill in Basel around 1890. 28