Form 6-K GRUPO FINANCIERO GALICIA For: Aug 29
FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of August, 2016
Commission File Number: 0-30852
GRUPO FINANCIERO GALICIA S.A.
(the Registrant)
Galicia Financial Group S.A.
(translation of Registrants name into English)
Tte. Gral. Juan D. Perón 430, 25th Floor
(CP1038AAJ) Buenos Aires, Argentina
(address of principal executive offices)
Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F X Form 40-F
Indicate by check mark whether by furnishing the information contained in this form, the Registrant is also thereby furnishing the information to the Securities and Exchange Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
If Yes is marked, indicate below the file number assigned to the Registrant in connection with Rule 12g3-2(b): 82-
FORM 6-K
Commission File No. 0-30852
Month Filed | Event and Summary | Exhibit No. | ||
August, 2016 | Consolidated financial results of the Registrant presented in comparative format, for the six-month period commenced January 1, 2016 and ended June 30, 2016. | 99.1 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
GRUPO FINANCIERO GALICIA S.A. | ||||||
(Registrant) | ||||||
Date: August 29, 2016 | By: | /s/ Pedro Alberto Richards | ||||
Name: Pedro Alberto Richards | ||||||
Title: Chief Executive Officer |
Exhibit 99.1
GRUPO FINANCIERO GALICIA S.A.
FINANCIAL STATEMENTS
FOR THE SIX-MONTH PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
GRUPO FINANCIERO GALICIA S.A.
FINANCIAL STATEMENTS
FOR THE SIX-MONTH PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Fiscal Year No. 18, commenced January 1, 2016
Legal Domicile: Tte. Gral. Juan D. Perón No. 430 25th floor, Buenos Aires - Argentina
Principal Line of Business: Financial and Investment Activities
Registration No. with the Corporation Control Authority (I.G.J.): 12,749
Sequential Number Corporation Control Authority: 1,671,058
Date of Registration with the Corporation Control Authority (I.G.J.):
Of Bylaws: September 30, 1999
Date of Latest Amendment to Bylaws: July 16, 2010
Date of Expiration of the Companys Bylaws: June 30, 2100
Information on the Controlling Company
Companys Name: EBA HOLDING S.A.
Principal Line of Business: Financial and Investment Activities
Interest Held by the Controlling Company in the Shareholders Equity as of 06.30.16: 21.63%
Interest held by the Controlling Company in the Votes as of 06.30.16: 57.98%
Capital Status as of 06.30.16 (Note 8 to the Financial Statements):
Figures Stated in Thousands of Pesos for Subscribed, Paid-in and Registered Shares
Shares | ||||||||||||||||||||
Amount | Type | Voting Rights per Share |
Subscribed | Paid-in | Registered | |||||||||||||||
281,221,650 |
Ordinary Class A, Face Value of 1 | 5 | 281,222 | 281,222 | 281,222 | |||||||||||||||
1,019,042,947 |
Ordinary Class B, Face Value of 1 | 1 | 1,019,043 | 1,019,043 | 1,019,043 | |||||||||||||||
1,300,264,597 |
1,300,265 | 1,300,265 | 1,300,265 |
1
GRUPO FINANCIERO GALICIA S.A.
CONSOLIDATED BALANCE SHEET
AS OF JUNE 30, 2016 AND DECEMBER 31, 2015
Figures Stated in Thousands of Pesos
Notes | 06.30.16 | 12.31.15 | ||||||||||||||||||||
Assets |
||||||||||||||||||||||
Cash and Due from Banks |
28,438,535 | 30,834,663 | ||||||||||||||||||||
Cash |
5,799,675 | 7,288,153 | ||||||||||||||||||||
Financial Institutions and Correspondents |
22,638,860 | 23,546,510 | ||||||||||||||||||||
Argentine Central Bank (B.C.R.A.) |
22,098,914 | 23,106,877 | ||||||||||||||||||||
Other Local Financial Institutions |
91,302 | 105,511 | ||||||||||||||||||||
Foreign |
448,644 | 334,122 | ||||||||||||||||||||
Government and Private Securities |
3 | 29,804,321 | 15,525,090 | |||||||||||||||||||
Holdings Recorded at Fair Market Value |
2,270,153 | 2,376,386 | ||||||||||||||||||||
Holdings Recorded at their Acquisition Cost plus the I.R.R. |
1,975,146 | 1,389,617 | ||||||||||||||||||||
Instruments Issued by the Argentine Central Bank |
25,559,022 | 11,759,087 | ||||||||||||||||||||
Loans |
4 and 5 | 109,333,878 | 98,344,731 | |||||||||||||||||||
To the Non-financial Public Sector |
17,337 | 17,705 | ||||||||||||||||||||
To the Financial Sector |
1,338,516 | 761,547 | ||||||||||||||||||||
Interbank Loans (Call Money Loans Granted) |
511,900 | 40,000 | ||||||||||||||||||||
Other Loans to Local Financial Institutions |
764,491 | 685,500 | ||||||||||||||||||||
Accrued Interest, Adjustments and Exchange Rate Differences Receivable |
62,125 | 36,047 | ||||||||||||||||||||
To the Non-financial Private Sector and Residents Abroad |
111,999,162 | 101,125,473 | ||||||||||||||||||||
Overdrafts |
7,069,439 | 8,548,542 | ||||||||||||||||||||
Promissory Notes |
21,081,781 | 22,737,166 | ||||||||||||||||||||
Mortgage Loans |
2,069,590 | 2,098,824 | ||||||||||||||||||||
Collateral Loans |
411,486 | 486,891 | ||||||||||||||||||||
Personal Loans |
11,357,947 | 9,259,159 | ||||||||||||||||||||
Credit Card Loans |
60,782,168 | 56,260,115 | ||||||||||||||||||||
Others |
8,300,962 | 924,741 | ||||||||||||||||||||
Accrued Interest, Adjustments and Exchange Rate Differences Receivable |
1,550,556 | 1,407,465 | ||||||||||||||||||||
Documented Interest |
(572,185) | (596,853) | ||||||||||||||||||||
Unallocated Collections |
(52,582) | (577) | ||||||||||||||||||||
Allowances |
6 | (4,021,137) | (3,559,994) | |||||||||||||||||||
Other Receivables Resulting from Financial Brokerage |
21,752,462 | 8,060,768 | ||||||||||||||||||||
Argentine Central Bank |
1,834,471 | 1,738,892 | ||||||||||||||||||||
Amounts Receivable for Spot and Forward Sales to be Settled |
13,460,676 | 290,795 | ||||||||||||||||||||
Securities Receivable under Spot and Forward Purchases to be Settled |
1,700,410 | 765,288 | ||||||||||||||||||||
Premiums from Bought Options |
10,942 | 41,027 | ||||||||||||||||||||
Others Not Included in the Debtor Classification Regulations |
7 | 2,168,092 | 2,093,958 | |||||||||||||||||||
Unlisted Notes |
5 | 1,436,484 | 1,639,013 | |||||||||||||||||||
Balances from Forward Transactions without Delivery of Underlying Asset to be Settled |
1.12 | 279,045 | 287,161 | |||||||||||||||||||
Others Included in the Debtor Classification Regulations |
5 | 1,049,538 | 1,393,560 | |||||||||||||||||||
Accrued Interest and Adjustments Receivable Included in the Debtor Classification Regulations |
5 | 1,517 | 783 | |||||||||||||||||||
Allowances |
(188,713) | (189,709) | ||||||||||||||||||||
Receivables from Financial Leases |
828,159 | 958,092 | ||||||||||||||||||||
Receivables from Financial Leases |
5 | 827,213 | 956,131 | |||||||||||||||||||
Accrued Interest and Adjustments Receivable |
5 | 17,301 | 20,119 | |||||||||||||||||||
Allowances |
(16,355) | (18,158) |
The accompanying Notes 1 to 38 are an integral part of these consolidated financial statements.
2
GRUPO FINANCIERO GALICIA S.A.
CONSOLIDATED BALANCE SHEET
AS OF JUNE 30, 2016 AND DECEMBER 31, 2015
Figures Stated in Thousands of Pesos
Notes | 06.30.16 | 12.31.15 | ||||||||||||||||||||||
Equity Investments |
9 | 51,774 | 51,731 | |||||||||||||||||||||
In Financial Institutions |
7,397 | 6,447 | ||||||||||||||||||||||
Others |
44,978 | 45,920 | ||||||||||||||||||||||
Allowances |
(601) | (636) | ||||||||||||||||||||||
Miscellaneous Receivables |
3,497,119 | 2,569,453 | ||||||||||||||||||||||
Receivables for Assets Sold |
5 | 15,543 | 19,651 | |||||||||||||||||||||
Minimum Presumed Income Tax Tax Credit |
1.14 | 10,237 | 10,230 | |||||||||||||||||||||
Others |
10 | 3,616,817 | 2,692,286 | |||||||||||||||||||||
Other Accrued Interest and Adjustments Receivable |
38,875 | 23,164 | ||||||||||||||||||||||
Allowances |
(184,353) | (175,878) | ||||||||||||||||||||||
Bank Premises and Equipment |
11 | 2,436,856 | 2,079,085 | |||||||||||||||||||||
Miscellaneous Assets |
12 | 1,010,429 | 820,073 | |||||||||||||||||||||
Intangible Assets |
13 | 2,175,874 | 2,025,844 | |||||||||||||||||||||
Goodwill |
10,480 | 15,316 | ||||||||||||||||||||||
Organization and Development Expenses |
2,165,394 | 2,010,528 | ||||||||||||||||||||||
Unallocated Items |
28,861 | 58,963 | ||||||||||||||||||||||
Other Assets |
14 | 491,410 | 419,510 | |||||||||||||||||||||
Total Assets |
199,849,678 | 161,748,003 |
The accompanying Notes 1 to 38 are an integral part of these consolidated financial statements.
3
GRUPO FINANCIERO GALICIA S.A.
CONSOLIDATED BALANCE SHEET
AS OF JUNE 30, 2016 AND DECEMBER 31, 2015
Figures Stated in Thousands of Pesos
Notes | 06.30.16 | 12.31.15 | ||||||||||||||||||||||
Liabilities |
||||||||||||||||||||||||
Deposits |
118,113,707 | 100,039,233 | ||||||||||||||||||||||
Non-financial Public Sector |
3,534,207 | 630,401 | ||||||||||||||||||||||
Financial Sector |
25,710 | 26,961 | ||||||||||||||||||||||
Non-financial Private Sector and Residents Abroad |
114,553,790 | 99,381,871 | ||||||||||||||||||||||
Checking Accounts |
23,742,868 | 19,121,256 | ||||||||||||||||||||||
Savings Accounts |
35,344,149 | 27,451,942 | ||||||||||||||||||||||
Time Deposits |
53,118,983 | 50,847,541 | ||||||||||||||||||||||
Investment Accounts |
107,843 | 395,189 | ||||||||||||||||||||||
Others |
932,794 | 649,174 | ||||||||||||||||||||||
Accrued Interest, Adjustments and Exchange Rate Differences Payable |
1,307,153 | 916,769 | ||||||||||||||||||||||
Other Liabilities Resulting from Financial Brokerage |
53,954,427 | 37,328,900 | ||||||||||||||||||||||
Argentine Central Bank |
14,520 | 7,033 | ||||||||||||||||||||||
Others |
14,520 | 7,033 | ||||||||||||||||||||||
Banks and International Entities |
1,715,926 | 1,262,381 | ||||||||||||||||||||||
Unsubordinated Notes |
16 | 11,017,999 | 9,261,471 | |||||||||||||||||||||
Amounts Payable for Spot and Forward Purchases to be Settled |
1,704,801 | 764,898 | ||||||||||||||||||||||
Securities to be Delivered under Spot and Forward Sales to be Settled |
14,783,716 | 294,548 | ||||||||||||||||||||||
Premiums from Options Written |
6,359 | 15,427 | ||||||||||||||||||||||
Loans from Local Financial Institutions |
2,603,943 | 1,388,903 | ||||||||||||||||||||||
Interbank Loans (Call Money Loans Received) |
- | 127,100 | ||||||||||||||||||||||
Other Loans from Local Financial Institutions |
2,500,241 | 1,244,269 | ||||||||||||||||||||||
Accrued Interest Payable |
103,702 | 17,534 | ||||||||||||||||||||||
Balances from Forward Transactions without Delivery of Underlying Asset to be Settled |
1.12 | 211,729 | 1,266,014 | |||||||||||||||||||||
Others |
17 | 21,534,124 | 22,788,958 | |||||||||||||||||||||
Accrued Interest, Adjustments and Exchange Rate Differences Payable |
16 | 361,310 | 279,267 | |||||||||||||||||||||
Miscellaneous Liabilities |
4,650,179 | 4,442,113 | ||||||||||||||||||||||
Directors and Syndics Fees |
26,993 | 38,713 | ||||||||||||||||||||||
Others |
18 | 4,623,186 | 4,403,400 | |||||||||||||||||||||
Provisions |
19 | 352,100 | 481,596 | |||||||||||||||||||||
Subordinated Notes |
16 | 3,881,183 | 3,300,516 | |||||||||||||||||||||
Unallocated Items |
76,964 | 75,436 | ||||||||||||||||||||||
Other Liabilities |
20 | 538,998 | 488,073 | |||||||||||||||||||||
Minority Interest in Controlled Companies |
1,224,076 | 1,107,315 | ||||||||||||||||||||||
Total Liabilities |
182,791,634 | 147,263,182 | ||||||||||||||||||||||
Shareholders Equity |
17,058,044 | 14,484,821 | ||||||||||||||||||||||
Total Liabilities and Shareholders Equity |
199,849,678 | 161,748,003 |
The accompanying Notes 1 to 38 are an integral part of these consolidated financial statements.
4
GRUPO FINANCIERO GALICIA S.A.
CONSOLIDATED BALANCE SHEET
AS OF JUNE 30, 2016 AND DECEMBER 31, 2015
Figures Stated in Thousands of Pesos
Memorandum Accounts | Notes | 06.30.16 | 12.31.15 | |||||||||||||||||||
Debit |
396,203,721 | 216,187,507 | ||||||||||||||||||||
Contingent |
33,958,369 | 31,302,851 | ||||||||||||||||||||
Loans Obtained (Unused Balances) |
557,689 | 193,874 | ||||||||||||||||||||
Guarantees Received |
21,517,690 | 20,115,869 | ||||||||||||||||||||
Contingencies re. Contra Items |
11,882,990 | 10,993,108 | ||||||||||||||||||||
Control |
326,972,420 | 118,516,727 | ||||||||||||||||||||
Loans Classified as Irrecoverable |
3,729,552 | 3,500,868 | ||||||||||||||||||||
Others |
21 | 320,310,899 | 105,328,149 | |||||||||||||||||||
Control re. Contra Items |
2,931,969 | 9,687,710 | ||||||||||||||||||||
Derivatives |
8 | 27,671,957 | 59,441,489 | |||||||||||||||||||
Notional Value of Call Options Bought |
140,737 | 624,951 | ||||||||||||||||||||
Notional Value of Forward Transactions without Delivery of Underlying Asset |
15,033,399 | 30,580,294 | ||||||||||||||||||||
Interest Rate Swaps |
95,000 | 60,000 | ||||||||||||||||||||
Derivatives re. Contra Items |
12,402,821 | 28,176,244 | ||||||||||||||||||||
Trust Accounts |
7,600,975 | 6,926,440 | ||||||||||||||||||||
Trust Funds |
22 | 7,600,975 | 6,926,440 | |||||||||||||||||||
Credit |
396,203,721 | 216,187,507 | ||||||||||||||||||||
Contingent |
33,958,369 | 31,302,851 | ||||||||||||||||||||
Loans Granted (Unused Balances) Included in the Debtor Classification Regulations |
5 | 7,452,433 | 6,599,546 | |||||||||||||||||||
Guarantees Granted to the Argentine Central Bank |
418,169 | 1,912 | ||||||||||||||||||||
Other Guarantees Granted Included in the Debtor Classification Regulations |
5 | 1,410,151 | 1,006,833 | |||||||||||||||||||
Other Guarantees Granted not Included in the Debtor Classification Regulations |
359,665 | 1,177,045 | ||||||||||||||||||||
Others Included in the Debtor Classification Regulations |
5 | 1,908,409 | 1,879,279 | |||||||||||||||||||
Others not Included in the Debtor Classification Regulations |
334,163 | 328,493 | ||||||||||||||||||||
Contingencies re. Contra Items |
22,075,379 | 20,309,743 | ||||||||||||||||||||
Control |
326,972,420 | 118,516,727 | ||||||||||||||||||||
Checks and Drafts to be Credited |
2,600,616 | 3,630,338 | ||||||||||||||||||||
Others |
331,353 | 6,057,372 | ||||||||||||||||||||
Control re. Contra Items |
324,040,451 | 108,829,017 | ||||||||||||||||||||
Derivatives |
8 | 27,671,957 | 59,441,489 | |||||||||||||||||||
Notional Value of Call Options Written |
154,811 | 737,832 | ||||||||||||||||||||
Notional Value of Forward Transactions without Delivery of Underlying Asset |
12,248,010 | 27,438,412 | ||||||||||||||||||||
Derivatives re. Contra Items |
15,269,136 | 31,265,245 | ||||||||||||||||||||
Trust Accounts |
7,600,975 | 6,926,440 | ||||||||||||||||||||
Trust Liabilities re. Contra Items |
7,600,975 | 6,926,440 |
The accompanying Notes 1 to 38 are an integral part of these consolidated financial statements.
5
GRUPO FINANCIERO GALICIA S.A.
CONSOLIDATED INCOME STATEMENT
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos
Notes | 06.30.16 | 06.30.15 | ||||||||||||||||||||
Financial Income |
17,890,060 | 11,388,257 | ||||||||||||||||||||
Interest on Loans to the Financial Sector |
149,207 | 22,679 | ||||||||||||||||||||
Interest on Overdrafts |
1,466,701 | 769,955 | ||||||||||||||||||||
Interest on Promissory Notes |
3,274,132 | 2,266,839 | ||||||||||||||||||||
Interest on Mortgage Loans |
255,543 | 161,679 | ||||||||||||||||||||
Interest on Collateral Loans |
44,958 | 42,717 | ||||||||||||||||||||
Interest on Credit Card Loans |
6,301,273 | 4,450,755 | ||||||||||||||||||||
Interest on Financial Leases |
149,247 | 102,966 | ||||||||||||||||||||
Interest on Other Loans |
2,297,247 | 1,522,045 | ||||||||||||||||||||
Net Income from Government and Private Securities |
3,058,512 | 1,825,021 | ||||||||||||||||||||
Interest on Other Receivables Resulting from Financial Brokerage |
53,290 | 55,434 | ||||||||||||||||||||
Net Income from Secured Loans - Decree No. 1387/01 |
4,119 | 2,120 | ||||||||||||||||||||
C.E.R. Adjustment |
1,496 | 3,867 | ||||||||||||||||||||
Exchange Rate Differences on Gold and Foreign Currency |
523,407 | 91,123 | ||||||||||||||||||||
Others |
310,928 | 71,057 | ||||||||||||||||||||
Financial Expenses |
10,537,841 | 5,967,479 | ||||||||||||||||||||
Interest on Savings Account Deposits |
2,046 | 1,356 | ||||||||||||||||||||
Interest on Time Deposits |
7,136,195 | 3,769,182 | ||||||||||||||||||||
Interest on Interbank Loans Received (Call Money Loans) |
26,325 | 18,051 | ||||||||||||||||||||
Interest on Other Loans from Financial Institutions |
67,599 | 47,627 | ||||||||||||||||||||
Net Income from Options |
22,240 | 139 | ||||||||||||||||||||
Interest on Other Liabilities Resulting From Financial Brokerage |
1,415,776 | 860,131 | ||||||||||||||||||||
Interest on Subordinated Notes |
298,517 | 173,109 | ||||||||||||||||||||
Other Interest |
31,953 | 41,612 | ||||||||||||||||||||
C.E.R. Adjustment |
1,085 | 124 | ||||||||||||||||||||
Contributions Made to Deposit Insurance Fund |
213,307 | 231,290 | ||||||||||||||||||||
Others |
1,322,798 | 824,858 | ||||||||||||||||||||
Gross Financial Brokerage Margin |
7,352,219 | 5,420,778 | ||||||||||||||||||||
Provision for Loan Losses |
1,341,437 | 1,074,740 | ||||||||||||||||||||
Income from Services |
6,994,138 | 5,196,106 | ||||||||||||||||||||
Related to Lending Transactions |
1,340,890 | 1,033,739 | ||||||||||||||||||||
Related to Borrowing Transactions |
1,153,878 | 866,940 | ||||||||||||||||||||
Other Commissions |
298,094 | 162,352 | ||||||||||||||||||||
Others |
24 | 4,201,276 | 3,133,075 | |||||||||||||||||||
Expenses from Services |
2,343,664 | 1,565,842 | ||||||||||||||||||||
Commissions |
953,347 | 670,345 | ||||||||||||||||||||
Others |
24 | 1,390,317 | 895,497 |
The accompanying Notes 1 to 38 are an integral part of these consolidated financial statements.
6
GRUPO FINANCIERO GALICIA S.A.
CONSOLIDATED INCOME STATEMENT
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos
Notes | 06.30.16 | 06.30.15 | ||||||||||||||||||||
Administrative Expenses |
8,011,582 | 5,845,833 | ||||||||||||||||||||
Personnel Expenses |
4,421,365 | 3,266,981 | ||||||||||||||||||||
Directors and Syndics Fees |
44,008 | 54,722 | ||||||||||||||||||||
Other Fees |
210,007 | 158,450 | ||||||||||||||||||||
Advertising and Publicity |
342,327 | 248,480 | ||||||||||||||||||||
Taxes |
798,791 | 548,861 | ||||||||||||||||||||
Depreciation of Bank Premises and Equipment |
11 | 132,055 | 99,823 | |||||||||||||||||||
Amortization of Organization Expenses |
13 | 377,146 | 282,359 | |||||||||||||||||||
Other Operating Expenses |
964,307 | 693,265 | ||||||||||||||||||||
Others |
721,576 | 492,892 | ||||||||||||||||||||
Net Income from Financial Brokerage |
2,649,674 | 2,130,469 | ||||||||||||||||||||
Income from Insurance Activities |
25 | 1,226,280 | 820,913 | |||||||||||||||||||
Minority Interest |
(165,055) | (148,411) | ||||||||||||||||||||
Miscellaneous Income |
756,146 | 534,683 | ||||||||||||||||||||
Net Income from Equity Investments |
75,944 | 51,634 | ||||||||||||||||||||
Penalty Interest |
215,266 | 162,078 | ||||||||||||||||||||
Loans Recovered and Allowances Reversed |
170,462 | 143,355 | ||||||||||||||||||||
Others |
24 | 294,474 | 177,616 | |||||||||||||||||||
Miscellaneous Losses |
222,888 | 221,434 | ||||||||||||||||||||
Penalty Interest and Charges in favor of the Argentine Central Bank |
3,166 | 343 | ||||||||||||||||||||
Provisions for Losses on Miscellaneous Receivables and Other Provisions |
96,750 | 123,709 | ||||||||||||||||||||
Amortization of Differences Arising from Court Resolutions |
6,290 | 2,661 | ||||||||||||||||||||
Depreciation and Losses from Miscellaneous Assets |
12 | 533 | 774 | |||||||||||||||||||
Amortization of Goodwill |
13 | 4,837 | 4,837 | |||||||||||||||||||
Others |
24 | 111,312 | 89,110 | |||||||||||||||||||
Net Income before Income Tax |
4,244,157 | 3,116,220 | ||||||||||||||||||||
Income Tax |
1.13 | 1,520,934 | 1,209,413 | |||||||||||||||||||
Net Income for the Period |
27 | 2,723,223 | 1,906,807 |
The accompanying Notes 1 to 38 are an integral part of these consolidated financial statements.
7
GRUPO FINANCIERO GALICIA S.A.
CONSOLIDATED STATEMENT OF CASH FLOWS AND CASH EQUIVALENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos
Notes | 06.30.16 | 06.30.15 | ||||||||||||||||||||
Changes in Cash and Cash Equivalents |
||||||||||||||||||||||
Cash at Beginning of Fiscal Year |
29 | 42,975,265 | 23,054,015 | |||||||||||||||||||
Cash at Period-end |
29 | 53,163,680 | 24,347,799 | |||||||||||||||||||
Net Increase in Cash (in Constant Currency) |
10,188,415 | 1,293,784 | ||||||||||||||||||||
Causes for Changes in Cash (in Constant Currency) |
||||||||||||||||||||||
Operating Activities |
||||||||||||||||||||||
Net Collections/(Payments) for: |
||||||||||||||||||||||
Government and Private Securities |
2,666,252 | (2,945,987) | ||||||||||||||||||||
Loans |
||||||||||||||||||||||
To the Financial Sector |
156,049 | 127,926 | ||||||||||||||||||||
To the Non-financial Public Sector |
(241) | 806 | ||||||||||||||||||||
To the Non-financial Private Sector and Residents Abroad |
3,299,719 | (2,503,194) | ||||||||||||||||||||
Other Receivables Resulting from Financial Brokerage |
549,460 | 942,458 | ||||||||||||||||||||
Receivables from Financial Leases |
280,749 | 135,354 | ||||||||||||||||||||
Deposits |
||||||||||||||||||||||
From the Financial Sector |
(1,251) | 14,943 | ||||||||||||||||||||
From the Non-financial Public Sector |
2,903,806 | (634,236) | ||||||||||||||||||||
From the Non-financial Private Sector and Residents Abroad |
5,835,079 | 9,140,096 | ||||||||||||||||||||
Other Liabilities Resulting from Financial Brokerage |
||||||||||||||||||||||
Financing from the Financial Sector |
||||||||||||||||||||||
Interbank Loans (Call Money Loans Received) |
(127,100) | 103,949 | ||||||||||||||||||||
Others (Except from Liabilities Included in Financing Activities) |
(3,152,426) | (431,962) | ||||||||||||||||||||
Collections related to Income from Services |
8,842,380 | 6,443,058 | ||||||||||||||||||||
Payments related to Expenses for Services |
(2,302,306) | (1,419,769) | ||||||||||||||||||||
Administrative Expenses Paid |
(8,057,585) | (5,990,554) | ||||||||||||||||||||
Payment of Organization and Development Expenses |
(531,010) | (357,430) | ||||||||||||||||||||
Collection for Penalty Interest, Net |
215,266 | 162,078 | ||||||||||||||||||||
Differences Arising from Court Resolutions Paid |
(6,290) | (2,661) | ||||||||||||||||||||
Collection of Dividends from Other Companies |
70,658 | 18,774 | ||||||||||||||||||||
Other Collections related to Miscellaneous Profits and Losses |
45,803 | 11,622 | ||||||||||||||||||||
Net Collections / (Payments) for Other Operating Activities |
||||||||||||||||||||||
Other Receivables and Miscellaneous Liabilities |
(2,433,704) | (835,011) | ||||||||||||||||||||
Other Operating Activities, Net |
49,808 | (149,180) | ||||||||||||||||||||
Income Tax and Minimum Presumed Income Tax Payment |
(1,204,296) | (1,129,872) | ||||||||||||||||||||
Net Cash Flow Provided by Operating Activities |
7,098,820 | 701,208 | ||||||||||||||||||||
Investing Activities |
||||||||||||||||||||||
Payments for Bank Premises and Equipment, Net |
(443,709) | (151,463) | ||||||||||||||||||||
Payments for Miscellaneous Assets, Net |
(214,227) | (188,622) | ||||||||||||||||||||
Collections for Equity Investments |
- | 10,044 | ||||||||||||||||||||
Net Cash Flow Used in Investing Activities |
(657,936) | (330,041) |
The accompanying Notes 1 to 38 are an integral part of these consolidated financial statements.
8
GRUPO FINANCIERO GALICIA S.A.
CONSOLIDATED STATEMENT OF CASH FLOWS AND CASH EQUIVALENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos
Notes | 06.30.16 | 06.30.15 | ||||||||||||||||||||||
Financing Activities |
||||||||||||||||||||||||
Net Collections/(Payments) for: |
||||||||||||||||||||||||
Unsubordinated Notes |
91,097 | (345,321) | ||||||||||||||||||||||
Argentine Central Bank |
||||||||||||||||||||||||
Others |
7,487 | (1,655) | ||||||||||||||||||||||
Banks and International Entities |
274,129 | 962,622 | ||||||||||||||||||||||
Subordinated Notes |
(188,931) | (116,878) | ||||||||||||||||||||||
Distribution of Dividends |
(198,300) | (136,800) | ||||||||||||||||||||||
Loans from Local Financial Institutions |
1,274,154 | 152,572 | ||||||||||||||||||||||
Net Cash Flow Provided by Financing Activities |
1,259,636 | 514,540 | ||||||||||||||||||||||
Financial Income and Holding Gain on Cash and Cash Equivalents (including Interest and Monetary Gain) |
2,487,895 | 408,077 | ||||||||||||||||||||||
Net Increase in Cash |
10,188,415 | 1,293,784 |
The accompanying Notes 1 to 38 are an integral part of these consolidated financial statements.
9
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 1. BASIS FOR THE PRESENTATION OF THE FINANCIAL STATEMENTS AND ACCOUNTING PRINCIPLES APPLIED
Grupo Financiero Galicia S.A. (the Company) was constituted on September 14, 1999, as financial services holding company organized under the laws of Argentina. The Companys main asset is its interest in Banco de Galicia y Buenos Aires S.A. (the Bank). Banco de Galicia y Buenos Aires S.A. is a private-sector bank that offers a full spectrum of financial services both to individual and corporate customers.
PRESENTATION OF CONSOLIDATED FINANCIAL STATEMENTS:
These consolidated financial statements, which stem from accounting records, have been stated in thousands of Argentine Pesos and are presented in line with the provisions of the Argentine Central Banks (B.C.R.A.) Communiqué A 3147 and certain supplementary regulations regarding financial reporting requirements for the publication of quarterly/annual financial statements, with the guidelines of Technical Pronouncements Nos. 8 and 19 of the Argentine Federation of Professional Councils in Economic Sciences (F.A.C.P.C.E.) and with the regulations of the National Securities Commission (C.N.V.) (Text amended in 2013). These financial statements include the balances corresponding to the operations carried out by Grupo Financiero Galicia S.A. and its subsidiaries.
The financial statements of Grupo Financiero Galicia S.A. have been consolidated on a line-by-line basis with those of its controlled companies, either directly or indirectly, which are detailed in Note 2.
Due to the fact that Banco de Galicia y Buenos Aires S.A. is the Companys main equity investment, a financial institution subject to the Argentine Central Bank regulations, and pursuant to the regulations of the C.N.V. (Text amended in 2013), the Company has adopted the valuation and disclosure criteria applied by Banco de Galicia y Buenos Aires S.A., which in some significant aspects differ from Argentine GAAP in force in Buenos Aires (see Note 1.15).
Furthermore, the consolidated financial statements of Sudamericana Holding S.A. were prepared in accordance with the disclosure and valuation criteria approved by the Argentine Superintendent of Insurance, which in some aspects differ from Argentine GAAP in force in Buenos Aires, particularly regarding the valuation of investments in Secured Loans and certain Government Securities, recoverable values and deferral of acquisition expenses. Nevertheless, this departure has not produced a significant effect on the Companys financial statements.
The comparative consolidated financial statements include the balances of its subsidiary abroad: Banco Galicia Uruguay S.A. (In liquidation). The conversion into Pesos of this subsidiarys accounting balances was made in accordance with the following:
i. | Assets and liabilities were converted into Pesos according to item 1.2 of this Note. |
ii. | Allotted capital has been computed for actually disbursed restated amounts. |
iii. | Retained earnings were determined as the difference between assets, liabilities and allotted capital. |
iv. | Net income for the period was determined by the difference between retained earnings at the beginning of the fiscal year and retained earnings at period-end. |
v. | Significant items arising from intercompany transactions have been eliminated from the Balance Sheet and the Income Statement. |
10
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
CONSIDERATION OF THE EFFECTS OF INFLATION:
Argentine GAAP in force in Buenos Aires provide that financial statements shall be stated in constant currency, pursuant to the provisions of Technical Pronouncements Nos. 6 and 17 of the Argentine Federation of Professional Councils in Economic Sciences (F.A.C.P.C.E.), as amended by Technical Pronouncement No. 39, approved by the Professional Council in Economic Sciences of Buenos Aires on April 16, 2014, as well as interpretation No. 8 of the F.A.C.P.C.E. Argentine GAAP provide that the adjustment for inflation shall be applied upon an inflationary context, which is present when, among other considerations, there exists an accumulated rate of inflation reaching or exceeding 100% during three years, taking into consideration, for such purpose, the domestic wholesale price index published by the Argentine Institute of Statistics and Census. The financial statements reflect the effects of the changes in purchasing power of the currency up to February 28, 2003, the adjustment for inflation having been discontinued from such date, pursuant to the provisions of Argentine G.A.A.P. in force in Buenos Aires and the requirements of Decree No. 664/03 of the Argentine National Executive Branch, Section 268 of General Resolution No. 7/05 of the Corporation Control Authority, Communiqué A 3921 of the Argentine Central Bank and General Resolution No. 441/03 of the C.N.V. Resolution M.D. No. 41/03 of the Professional Council in Economic Sciences of Buenos Aires (C.P.C.E.C.A.B.A.), which established the discontinuation of the recognition of the changes in the purchasing power of the currency, effective October 1, 2003.
Even though the controlling agencies have not issued a decision in this regard, at period-end, the conditions for the application of the adjustment for inflation would not be met. However, when reading and analyzing these financial statements one should take into consideration the existence of fluctuations in significant economic variables, which took place during the past fiscal years.
COMPARATIVE INFORMATION:
The comparative information in the Balance Sheet and the related Schedules and Notes corresponds to the end of the previous fiscal year, while that of the Income Statement, the Statement of Changes in Shareholders Equity and Statement of Cash Flows and Cash Equivalents and the related Notes corresponds to the same period of the previous fiscal year. Certain figures in the consolidated financial statements for the year ended December 31, 2015 have been reclassified for purposes of their presentation in comparative format with those for this period.
ACCOUNTING ESTIMATES:
The preparation of financial statements at a given date requires the Company to make estimates and assessments that affect the amounts of assets and liabilities reported and the disclosure of contingent assets and liabilities, as well as the income and expenses accrued for the period/fiscal year. In this regard, the Company makes estimates in order to calculate, at any given moment, the allowance for uncollectible receivables, the depreciation and amortization charges, the recoverable value of assets, the income tax charge and the provisions for contingencies, among others. Future actual results may differ from estimates and assessments made as of the date that these financial statements were prepared.
11
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
MOST RELEVANT ACCOUNTING POLICIES:
1.1. ASSETS AND LIABILITIES IN DOMESTIC CURRENCY
Monetary assets and liabilities which include, where applicable, the interest accrued at period/fiscal year-end, are stated in period-end currency and therefore require no adjustment whatsoever.
1.2. ASSETS AND LIABILITIES IN FOREIGN CURRENCY
Foreign currency assets and liabilities have been stated at the U.S. Dollar exchange rate, set by the Argentine Central Bank, in force at the close of operations on the last working day of each month.
As of June 30, 2016, December 31, 2015 and June 30, 2015, balances in U.S. Dollars were converted applying the reference exchange rate (figures stated in Pesos: $14.92, $13.005 and $9.0865, respectively) set by the Argentine Central Bank.
Assets and liabilities valued in foreign currencies other than the U.S. Dollar have been converted into the latter currency using swap rates provided by the Argentine Central Bank.
Interest receivable or payable has been accrued at period/fiscal year-end, where applicable.
1.3. GOVERNMENT AND PRIVATE SECURITIES
Argentine Central Bank regulations set forth, according to the assets most probable use, two valuation criteria for holdings of non-financial public sector debt instruments:
a. Fair Market Value: These holdings are government securities and monetary regulation instruments included in the volatilities or present values lists issued by the Argentine Central Bank.
These are recorded at the closing price for each class of securities in the corresponding markets or at their present value, plus the value of amortization and/or interest coupons due and receivable.
b. Acquisition Cost plus the I.R.R.: These include government securities and monetary regulation instruments issued by the Argentine Central Bank that are not included in the preceding item.
These holdings are recorded at their acquisition cost increased on an exponential basis according to their I.R.R. The monthly accrual is charged to income or an asset offset account, depending on the securities involved:
b.1. Government debt instruments subscribed through swap, payment or exchange by any other government debt instruments. In the case that the market value of each instrument is lower than its book value, 50% of the monthly accrual of the I.R.R. must be charged against an asset offset account. Said offset account shall be reversed by charging to income to the extent its balance exceeds the positive difference between the market value and book value.
b.2. Monetary regulation instruments issued by the Argentine Central Bank. The monthly accrual of the I.R.R. shall be charged to income.
b.3. Government securities that were not subscribed through swap with no volatility or present value informed by the Argentine Central Bank. These are recorded at the present value of cash flows discounted by the internal rate of return of instruments with similar characteristics, duration and volatility. When the book value exceeds the present value, the monthly accrual shall be recorded to an asset offset account.
Furthermore, those instruments subject to be valued at the fair market value and then decided to be valued at their acquisition cost plus the I.R.R. may be recorded in this item, when the purpose thereof is to obtain contractual cash flows. In these cases, the maximum amount to be used shall not exceed net liquid assets of 40% of deposits.
As of June 30, 2016 and December 31, 2015, taking into account the above-mentioned valuation criteria, the Company records its holdings according to the following:
1.3.1. Holdings Recorded at Fair Market Value
These holdings include trading securities that were valued according to what is stated in item a. above.
12
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
The same criterion was applied to the securities used in loans, as guarantees, transactions to be settled and repo transactions, where appropriate.
1.3.2. Holdings Recorded at their Acquisition Cost plus the I.R.R.
Holdings of government securities in Pesos and U.S. Dollars are recorded in this account, as detailed in Note 3.
The holding of such securities has been valued pursuant to the criterion stated in item b. above.
The same criterion was applied to the securities used in loans, as guarantees, transactions to be settled and repo transactions, where appropriate.
1.3.3. Instruments Issued by the Argentine Central Bank
Holdings of instruments issued by the Argentine Central Bank, which are included in the volatilities list, have been valued at their closing price in the corresponding markets. The same criterion was applied to holdings of such securities used in loans, as guarantee, transactions to be settled and repo transactions, when appropriate.
Holdings of instruments issued by the Argentine Central Bank, which are not included in the volatilities list, have been valued at their acquisition cost increased on an exponential basis according to their I.R.R. The same criterion was applied to holdings of such securities used in loans, as guarantee and in repo transactions, when appropriate.
1.4. ACCRUAL OF ADJUSTMENTS, INTEREST, EXCHANGE RATE DIFFERENCES, PREMIUMS ON FUTURE TRANSACTIONS AND VARIABLE INCOME
For foreign and local currency transactions with a principal adjustment clause, as well as for those in which rates have been prearranged for terms up to 92 days, the accrual has been recognized on a linear basis.
For local currency transactions at rates arranged for longer periods, interest has been accrued on an exponential basis.
Banco de Galicia y Buenos Aires S.A. received deposits accruing a variable-rate yield pursuant to the Argentine Central Bank regulations. The fixed-rate yield of each transaction is accrued as per the above-mentioned paragraph, while variable-rate yield is accrued by applying the portion of the agreed yield to the positive variation in the underlying assets price, which is taken as a basis for determining said variation, occurred between the original arrangement term and the end of the month (See item 1.12. of this Note).
For lending and borrowing transactions, which according to the legal and/or contractual conditions may be applicable, the adjustment by the C.E.R. has been accrued.
For lending transactions, the Company does not recognize interest accrual when debtors are classified in an irregular status.
1.5. OTHER RECEIVABLES RESULTING FROM FINANCIAL BROKERAGE
1.5.1. Mutual Fund Units
The holdings of mutual fund units have been valued pursuant to the value published by the mutual fund manager at period/fiscal year-end, less estimated selling costs, when applicable.
1.5.2. Financial Trust Debt Securities - Unlisted
Debt securities added at par have been valued at their technical value; the remaining holdings were valued at their acquisition cost increased on an exponential basis according to their I.R.R.
1.5.3. Participation Certificates in Financial Trusts - Unlisted
Participation certificates in financial trusts are valued by taking into account the share in the assets and net of liabilities, which stem from the financial statements of the respective trusts, as modified by the application of the Argentine Central Bank regulations, when applicable.
Trusts with government-sector assets as underlying assets have been valued pursuant to the valuation criteria described in item 1.3.2 of this Note. In the particular case of the Participation Certificate in Galtrust I Financial Trust, it has been recorded according to what is stated in item 1.3.b.3 of this Note.
13
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
1.5.4. Unlisted Notes and Debt Securities
These have been valued at their acquisition cost increased on an exponential basis according to their I.R.R.
As of June 30, 2016, debt securities of Banco Ciudad de Buenos Aires are recorded for a face value of $187,500, representing $192,600.
1.6. RECEIVABLES FROM FINANCIAL LEASES
These receivables are recorded at the present value of the sum of periodic installments and residual values previously established and calculated pursuant to the terms and conditions agreed upon in the corresponding financial lease agreements by applying their I.R.R.
1.7. EQUITY INVESTMENTS
The Companys equity investments in companies where it has a significant interest were valued pursuant to the equity method.
The remaining equity investments were valued at their acquisition cost plus, when applicable, uncollected cash dividends and stock dividends from capitalized profits. An allowance for impairment of value has been established on such equity investments where the book value exceeds the equity method value.
1.8. BANK PREMISES AND EQUIPMENT AND MISCELLANEOUS ASSETS
Bank Premises and Equipment and Miscellaneous Assets have been valued at their acquisition cost, restated at constant currency as mentioned in this Note, net of the corresponding accumulated depreciation.
Financial leases that mainly transfer risks and benefits inherent to the leased property are recognized at the beginning of the lease either by the cash value of the leased property or the present value of cash flows established in the financial lease, whichever is lower.
Depreciation charges are calculated following the straight-line method, at rates determined based on the useful life assigned to the assets, which is 600 months for real estate, up to 120 months for furniture and fixtures and no more than 60 months for the balance of the assets.
The updated residual value of the assets, taken as a whole, does not exceed their value-in-use at period/fiscal year-end.
1.9. INTANGIBLE ASSETS
Intangible assets have been valued at their acquisition cost, restated in constant currency, as mentioned in this Note, net of the corresponding accumulated amortization, calculated proportionally over the estimated number of months of useful life.
Amortization has been recognized on a straight-line basis over 60 months for Organization and Development Expenses.
1.10. MISCELLANEOUS LIABILITIES
1.10.1. Liabilities Customers Fidelity Program Quiero
The fair value of the points assigned to customers through the Quiero Program is estimated. Said value is assessed by means of the use of a mathematical model that takes into account certain assumptions of exchange percentages, the cost for the exchanged points based on the combination of available products and the preferences of the Banks customers, as well as the expiration term of the customers non-exchanged points. As of June 30, 2016 and December 31, 2015, the liabilities recorded under Miscellaneous Liabilities Others for its customers non-exchanged points amounted to $311,697 and $286,497, respectively.
14
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
1.11. ALLOWANCES AND PROVISIONS
1.11.1. Allowances for Loan Losses
These have been established based upon the estimated default risk of the Companys credit assistance granted through its subsidiaries, which results from an evaluation of debtors compliance with their payment obligations, their economic and financial condition, and the guarantees securing their related transactions, in line with the Argentine Central Bank regulations.
1.11.2. Severance Payments
Severance payments are directly charged to expenses.
The amounts that the Company may possibly have to pay for labor lawsuits are recorded under Liabilities Provisions for Severance Payments.
1.11.3. Liabilities Other Provisions
Provisions have been set up to cover contingent situations related to labor, commercial, legal, civil and tax issues and other miscellaneous risks that are likely to occur.
1.12. DERIVATIVES AND HEDGING TRANSACTIONS
1.12.1. Forward Purchase-Sale of Foreign Currency without Delivery of the Underlying Asset
Mercado Abierto Electrónico (M.A.E.) and Rosario Futures Exchange (RO.F.EX.) have trading environments for the closing, recording and settlement of financial forward transactions carried out among its agents. The general settlement mode for these transactions is without delivery of the traded underlying asset. Settlement is carried out on a daily basis, in Pesos, for the difference, if any, between the closing price of the underlying asset and the closing price or value of the underlying asset corresponding to the previous day, the difference in price being charged to income.
Forward purchase and sale transactions are recorded under Memorandum Accounts for the notional value traded. Accrued balances pending settlement are recorded in the category Balances from Forward Transactions without Delivery of Underlying Asset to be Settled under Other Receivables Resulting from Financial Brokerage and/or Other Liabilities Resulting from Financial Brokerage, where appropriate.
1.12.2. Interest Rate Swaps
These transactions are conducted within the environment created by the M.A.E., and the settlement thereof is carried out on a monthly basis, in Pesos, for the difference between the cash flows calculated using a variable rate (Badlar for private banks for time deposits of 30 to 35 days) and the cash flows calculated using a fixed rate, or vice versa, on the notional value agreed, the difference in price being charged to income.
Sale transactions are recorded under Memorandum Accounts for the notional value traded.
Accrued balances pending settlement are recorded in the category Balances from Interest Rate Swaps to be Settled under Other Receivables Resulting from Financial Brokerage and/or Other Liabilities Resulting from Financial Brokerage, as appropriate.
1.12.3. Call Options Bought and Written on Gold and U.S. Dollar Futures without Delivery of the Underlying Asset
These transactions have been conducted with the purpose of hedging the variable yield of the deposits received by Banco de Galicia y Buenos Aires S.A. and set forth by the Argentine Central Bank.
The deposit date, the term to exercise the option and the underlying asset are the same as those for the related deposit. Notional amounts have been computed so that the offset value of derivative instruments is similar to the variable yield of the investment. Changes in the value of the underlying asset at the time of the arrangement and at period/fiscal year-end, equivalent to the variable yield, have been recognized in income and are recorded under Other Receivables Resulting from Financial Brokerage and/or under Other Liabilities Resulting from Financial
15
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Brokerage, as appropriate. Premiums received and/or paid have been accrued on a straight-line basis during the currency of the agreement.
Call options bought and written on gold futures have been recorded under Memorandum Accounts Debit-Derivatives - Notional Value of Call Options Bought and under Memorandum Accounts Credit-Derivatives Notional Value of Call Options Written.
Banco de Galicia y Buenos Aires S.A.s management of financial risks is carried out within the limits of the policies approved by the Board of Directors in such respect. In that sense, derivative instruments carried out are means for the Company to hedge its risk exposures and/or used as a financial product to develop investment and trading strategies. In both cases, the use of these instruments is performed within the guidelines of internal policies set forth by the Bank.
1.13. INCOME TAX
Pursuant to the Argentine Central Bank regulations, at Banco de Galicia y Buenos Aires S.A. and Compañía Financiera Argentina S.A., the income tax charge is determined by applying the effective tax rate to the estimated taxable income, without considering the effect of any temporary differences between taxable and book income.
1.14. MINIMUM PRESUMED INCOME TAX
The minimum presumed income tax is determined at the effective rate of 1% of the computable assets at fiscal year-end. Since this tax is supplementary to the income tax, the Companys tax liability for each fiscal year is equal to the higher of the two taxes. However, if the minimum presumed income tax were to exceed income tax in a given fiscal year, such excess may be computed as a payment on account of the income tax that could be generated in any of the next ten fiscal years. The recognition of this right and its realization stem from the ability to generate future taxable income sufficient for offsetting purposes.
Based on the foregoing, as of June 30, 2016 and December 31, 2015, the Company had total assets of $10,237 and $10,230, respectively.
The breakdown of outstanding tax credits and their probable expiration date are detailed below:
Date of Generation
|
Tax Credit as of |
Expiration Date
| ||||||||||||||||||||
06.30.16 | 12.31.15 | |||||||||||||||||||||
2005 |
- | 76 | 2015 | |||||||||||||||||||
2006 |
148 | 148 | 2016 | |||||||||||||||||||
2007 |
319 | 319 | 2017 | |||||||||||||||||||
2008 |
363 | 363 | 2018 | |||||||||||||||||||
2009 |
583 | 583 | 2019 | |||||||||||||||||||
2010 |
1,629 | 1,629 | 2020 | |||||||||||||||||||
2011 |
1,458 | 1,458 | 2021 | |||||||||||||||||||
2012 |
1,714 | 1,714 | 2022 | |||||||||||||||||||
2013 |
1,881 | 1,881 | 2023 | |||||||||||||||||||
2014 |
2,306 | 2,306 | 2024 | |||||||||||||||||||
2015 |
4,460 | 4,460 | 2025 | |||||||||||||||||||
2016 |
1,266 | - | 2026 | |||||||||||||||||||
16,127 | 14,937 |
16
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
The Company has set up a provision for the minimum presumed income tax credit accrued during this period and the previous fiscal year, for $5,890 and $4,707, respectively, since its recovery is not likely at the issuance date of these financial statements.
1.15. DIFFERENCES BETWEEN THE ARGENTINE CENTRAL BANK REGULATIONS AND ARGENTINE GAAP IN FORCE IN BUENOS AIRES
The main differences between the valuation and disclosure criteria applied to these consolidated financial statements and Argentine GAAP in force in Buenos Aires are detailed below:
1.15.1. Accounting for Income Tax according to the Deferred Tax Method
Banco de Galicia y Buenos Aires S.A. and Compañía Financiera Argentina S.A. determine the income tax charge by applying the effective tax rate to the estimated taxable income, without considering the effect of any temporary differences between book and taxable income.
Pursuant to Argentine GAAP in force, the income tax must be recognized using the deferred tax method and, therefore, deferred tax assets or liabilities must be established based on the aforementioned temporary differences. In addition, unused tax loss carry-forwards or tax credits that may be offset against future taxable income should be recognized as deferred assets, provided that taxable income is likely to be generated.
The application of this criterion, based on projections prepared by the aforementioned subsidiaries of the Company, would determine deferred tax assets amounting to $380,406 as of June 30, 2016 and $414,758 as of December 31, 2015.
1.15.2. Valuation of Government Securities
Argentine Central Bank regulations set forth specific valuation criteria for government securities recorded at their acquisition cost plus the I.R.R., which are described in 1.3.b. of this Note. Pursuant to Argentine GAAP in force in Buenos Aires, the above-mentioned assets must be valued at their current value.
As of June 30, 2016 and December 31, 2015, the application of this criterion would determine an increase in Shareholders Equity of about $9,027 and $38,418, respectively, due to the securities held by Banco de Galicia y Buenos Aires S.A.
1.15.3. Allowances for Receivables from the Non-Financial Public Sector
Current regulations issued by the Argentine Central Bank on the establishment of allowances provide that credits against the public sector are not subject to allowances for loan losses. Pursuant to Argentine GAAP, those allowances must be estimated based on the recoverability risk of the assets.
1.15.4. Debt Securities
Had the holding of debt securities of Banco Ciudad de Buenos Aires been marked to market, Shareholders Equity would have increased by $9,798.
1.15.5. Restructured Loans and Liabilities
Restructured loans and financial obligations are valued based on the actually restructured principal amounts plus accrued interest and principal adjustments, when applicable, minus collections or payments made.
17
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Pursuant to Argentine GAAP, those restructured loans and liabilities, for which modification of original conditions imply a substitution of instruments, must be recorded on the basis of the best possible estimate of the amounts receivable or payable discounted at a market rate that reflects market evaluations on the time value of money and the specific risks of such assets and liabilities at the time of restructuring.
1.16. ADOPTION OF THE INTERNATIONAL FINANCIAL REPORTING STANDARDS (I.F.R.S.) BY THE C.N.V.
The C.N.V. has established the application of Technical Pronouncement No. 26 of the Argentine Federation of Professional Councils in Economic Sciences, which adopts the International Financial Reporting Standards issued by the I.A.S.B. (International Accounting Standards Board) for certain entities included within the public offering system, whether because of their capital or their Notes, or because they have requested to be included in such system, for financial statements corresponding to the fiscal years beginning from January 1, 2012.
The adoption of such standards is not applicable to the Company since the C.N.V., in Article 2 Section I Chapter I of Title IV: Periodic Reporting System of the C.N.V.s Pronouncements (Text amended in 2013), exempts banks, insurance companies and companies that invest in banks and insurance companies.
Due to the foregoing, and since the Company complies with the requirements described below, which are set forth in the aforementioned article, these financial statements are presented pursuant to the valuation and disclosure criteria established by the Argentine Central Bank regulations:
- | The Companys corporate purpose is exclusively related to financial and investment activities; |
- | The interest in Banco de Galicia y Buenos Aires S.A. accounts for 92.68% of the Companys assets, being the Companys main asset; |
- | 86.82% of the Companys income stems from the interest in Banco de Galicia y Buenos Aires S.A.s income; and |
- | The Company has a 100% interest in Banco de Galicia y Buenos Aires S.A., thus having control over such institution. |
In February 2014, the Argentine Central Bank decided financial institutions should comply with the I.F.R.S., and established an implementation schedule for such standards, to be effective for fiscal years starting on January 1, 2018. In accordance with the foregoing, Banco de Galicia y Buenos Aires S.A.s Board of Directors has become aware of the roadmap established by the Argentine Central Bank and has appointed a coordinator and an alternate coordinator, who shall be in charge of the compliance process. On March 20, 2015, it approved the Implementation Plan required by the regulations, which was submitted on March 27, 2015.
In compliance with the provisions of Communiqué A 5635, at the meeting held on March 31, 2016, Banco de Galicia y Buenos Aires S.A.s Board of Directors approved the second report on the progress made during the six-month period from September 2015 to March 2016. On such date, Banco de Galicia y Buenos Aires S.A.s Audit Committee approved the Special Internal Audit Report related to the Implementation Plans level of progress with regard to achieving compliance with the International Financial Reporting Standards (I.F.R.S.).
Furthermore, the reporting requirements established by the Argentine Central Banks Communiqué A 5844, as supplemented, have been met.
18
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 2. CONSOLIDATED CONTROLLED COMPANIES
The basic information regarding Grupo Financiero Galicias consolidated controlled companies is detailed as follows:
Information as of: | 06.30.16 | |||||||||||||||||||||||
Issuing Company | Direct and Indirect Holding | |||||||||||||||||||||||
Shares |
Percentage of Equity Investment Held in |
|||||||||||||||||||||||
Type | Amount | Total Capital | Possible Votes | |||||||||||||||||||||
Banco de Galicia y Buenos Aires S.A. (*) |
Ordinary | 562,326,651 | 100.00000 | 100.00000 | ||||||||||||||||||||
Cobranzas Regionales S.A. (**) |
Ordinary | 7,700 | 77.00000 | 77.00000 | ||||||||||||||||||||
Cobranzas y Servicios S.A. |
Ordinary | 475,728 | 100.00000 | 100.00000 | ||||||||||||||||||||
Compañía Financiera Argentina S.A. |
Ordinary | 557,562,500 | 100.00000 | 100.00000 | ||||||||||||||||||||
Galicia Administradora de Fondos S.A. |
Ordinary | 20,000 | 100.00000 | 100.00000 | ||||||||||||||||||||
Galicia Broker Asesores de Seguros S.A. |
Ordinary | 71,310 | 99.99439 | 99.99439 | ||||||||||||||||||||
Galicia Retiro Compañía de Seguros S.A. |
Ordinary | 7,727,271 | 99.99991 | 99.99991 | ||||||||||||||||||||
Galicia Seguros S.A. |
Ordinary | 1,830,883 | 99.99978 | 99.99978 | ||||||||||||||||||||
Galicia Valores S.A. |
Ordinary | 1,000,000 | 100.00000 | 100.00000 | ||||||||||||||||||||
Galicia Warrants S.A. |
Ordinary | 1,000,000 | 100.00000 | 100.00000 | ||||||||||||||||||||
Net Investment S.A. |
Ordinary | 12,000 | 100.00000 | 100.00000 | ||||||||||||||||||||
Procesadora Regional S.A. |
Ordinary | 12,709,967 | 78.15000 | 78.15000 | ||||||||||||||||||||
Sudamericana Holding S.A. |
Ordinary | 185,653 | 100.00000 | 100.00000 | ||||||||||||||||||||
Tarjeta Naranja S.A. (***) |
Ordinary | 1,848 | 77.00000 | 77.00000 | ||||||||||||||||||||
Tarjetas Cuyanas S.A. (***) |
Ordinary | 2,489,628 | 77.00000 | 77.00000 | ||||||||||||||||||||
Tarjetas del Mar S.A. (***) |
Ordinary | 4,787,962 | 60.00000 | 60.00000 | ||||||||||||||||||||
Tarjetas Regionales S.A. (*) |
Ordinary | 829,886,212 | 77.00000 | 77.00000 | ||||||||||||||||||||
Information as of: | 12.31.15 | |||||||||||||||||||||||
Issuing Company | Direct and Indirect Holding | |||||||||||||||||||||||
Shares | Percentage of Equity Investment Held in |
|||||||||||||||||||||||
Type | Amount | Total Capital | Possible Votes | |||||||||||||||||||||
Banco de Galicia y Buenos Aires S.A. (*) |
Ordinary | 562,326,651 | 100.00000 | 100.00000 | ||||||||||||||||||||
Banco Galicia Uruguay S.A. (In liquidation) (****) |
Ordinary | 69,099 | 100.00000 | 100.00000 | ||||||||||||||||||||
Cobranzas Regionales S.A. (**) |
Ordinary | 7,700 | 77.00000 | 77.00000 | ||||||||||||||||||||
Cobranzas y Servicios S.A. |
Ordinary | 475,728 | 100.00000 | 100.00000 | ||||||||||||||||||||
Compañía Financiera Argentina S.A. |
Ordinary | 557,562,500 | 100.00000 | 100.00000 | ||||||||||||||||||||
Galicia Administradora de Fondos S.A. |
Ordinary | 20,000 | 100.00000 | 100.00000 | ||||||||||||||||||||
Galicia Broker Asesores de Seguros S.A. |
Ordinary | 71,310 | 99.99439 | 99.99439 | ||||||||||||||||||||
Galicia Retiro Compañía de Seguros S.A. |
Ordinary | 7,727,271 | 99.99991 | 99.99991 | ||||||||||||||||||||
Galicia Seguros S.A. |
Ordinary | 1,830,883 | 99.99978 | 99.99978 | ||||||||||||||||||||
Galicia Valores S.A. |
Ordinary | 1,000,000 | 100.00000 | 100.00000 | ||||||||||||||||||||
Galicia Warrants S.A. |
Ordinary | 1,000,000 | 100.00000 | 100.00000 | ||||||||||||||||||||
Net Investment S.A. |
Ordinary | 12,000 | 100.00000 | 100.00000 | ||||||||||||||||||||
Procesadora Regional S.A. |
Ordinary | 12,709,967 | 78.15000 | 78.15000 | ||||||||||||||||||||
Sudamericana Holding S.A. |
Ordinary | 185,653 | 100.00000 | 100.00000 | ||||||||||||||||||||
Tarjeta Naranja S.A. (***) |
Ordinary | 1,848 | 77.00000 | 77.00000 | ||||||||||||||||||||
Tarjetas Cuyanas S.A. (***) |
Ordinary | 2,489,628 | 77.00000 | 77.00000 | ||||||||||||||||||||
Tarjetas del Mar S.A. (***) |
Ordinary | 4,787,962 | 60.00000 | 60.00000 | ||||||||||||||||||||
Tarjetas Regionales S.A. (*) |
Ordinary | 829,886,212 | 77.00000 | 77.00000 |
(*) Ordinary shares A and B. (**) With a F.V. of 100. (***) With a F.V. of 10. (****) With a F.V. of 1000.
19
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Information as of: | 06.30.16 | |||||||||||||||||||||||
Company | Assets | Liabilities | Shareholders Equity |
Net Income | ||||||||||||||||||||
Banco de Galicia y Buenos Aires S.A. |
173,506,792 | 157,395,348 | 16,111,444 | 2,299,272 | ||||||||||||||||||||
Cobranzas Regionales S.A. |
52,996 | 25,964 | 27,032 | 3,609 | ||||||||||||||||||||
Cobranzas y Servicios S.A. |
49,914 | 21,761 | 28,153 | 13,762 | ||||||||||||||||||||
Compañía Financiera Argentina S.A. |
4,370,643 | 3,287,297 | 1,083,346 | 133,396 | ||||||||||||||||||||
Galicia Administradora de Fondos S.A. |
107,302 | 29,642 | 77,660 | 67,776 | ||||||||||||||||||||
Galicia Broker Asesores de Seguros S.A.(*) |
21,062 | 9,833 | 11,229 | 6,926 | ||||||||||||||||||||
Galicia Retiro Compañía de Seguros S.A.(*) |
143,644 | 127,930 | 15,714 | (1,148) | ||||||||||||||||||||
Galicia Seguros S.A.(*) |
1,680,326 | 1,019,184 | 661,142 | 624,289 | ||||||||||||||||||||
Galicia Valores S.A. |
76,038 | 3,186 | 72,852 | 10,786 | ||||||||||||||||||||
Galicia Warrants S.A. |
93,949 | 56,767 | 37,182 | 10,760 | ||||||||||||||||||||
Net Investment S.A. |
237 | 1 | 236 | 25 | ||||||||||||||||||||
Procesadora Regional S.A. |
15,367 | 5,312 | 10,055 | 996 | ||||||||||||||||||||
Sudamericana Holding S.A.(*) |
1,071,110 | 14,879 | 1,056,231 | 654,261 | ||||||||||||||||||||
Tarjeta Naranja S.A. |
20,026,258 | 16,198,701 | 3,827,557 | 591,212 | ||||||||||||||||||||
Tarjetas Cuyanas S.A. |
4,690,505 | 3,841,248 | 849,257 | 101,675 | ||||||||||||||||||||
Tarjetas del Mar S.A. |
1,238,840 | 1,110,902 | 127,938 | 3,985 | ||||||||||||||||||||
Tarjetas Regionales S.A. |
5,107,305 | 7,738 | 5,099,567 | 710,712 | ||||||||||||||||||||
(*) For the fiscal year ended June 30, 2016. |
||||||||||||||||||||||||
Information as of: | 12.31.15 | 06.30.15 | ||||||||||||||||||||||
Company | Assets | Liabilities | Shareholders Equity |
Net Income | ||||||||||||||||||||
Banco de Galicia y Buenos Aires S.A. |
138,712,123 | 124,899,954 | 13,812,169 | 1,759,047 | ||||||||||||||||||||
Banco Galicia Uruguay S.A. (In liquidation) |
41,109 | 9,329 | 31,780 | (3,715) | ||||||||||||||||||||
Cobranzas Regionales S.A. |
46,918 | 23,495 | 23,423 | 3,460 | ||||||||||||||||||||
Cobranzas y Servicios S.A. |
80,565 | 14,174 | 66,391 | 12,985 | ||||||||||||||||||||
Compañía Financiera Argentina S.A. |
3,748,000 | 2,498,053 | 1,249,947 | 56,466 | ||||||||||||||||||||
Galicia Administradora de Fondos S.A. |
168,857 | 48,972 | 119,885 | 43,224 | ||||||||||||||||||||
Galicia Broker Asesores de Seguros S.A.(*) |
16,203 | 9,933 | 6,270 | 3,887 | ||||||||||||||||||||
Galicia Retiro Compañía de Seguros S.A.(*) |
128,320 | 114,029 | 14,291 | 670 | ||||||||||||||||||||
Galicia Seguros S.A.(*) |
1,261,027 | 735,915 | 525,112 | 259,650 | ||||||||||||||||||||
Galicia Valores S.A. |
111,442 | 49,376 | 62,066 | 4,386 | ||||||||||||||||||||
Galicia Warrants S.A. |
90,935 | 44,513 | 46,422 | 8,296 | ||||||||||||||||||||
Net Investment S.A. |
217 | 7 | 210 | 10 | ||||||||||||||||||||
Procesadora Regional S.A. |
13,846 | 4,787 | 9,059 | (1,950) | ||||||||||||||||||||
Sudamericana Holding S.A.(*) |
656,846 | 11,235 | 645,611 | 267,286 | ||||||||||||||||||||
Tarjeta Naranja S.A. |
18,170,348 | 14,634,003 | 3,536,345 | 514,498 | ||||||||||||||||||||
Tarjetas Cuyanas S.A. |
4,212,399 | 3,393,544 | 818,855 | 125,474 | ||||||||||||||||||||
Tarjetas del Mar S.A. |
1,116,396 | 992,443 | 123,953 | 17,024 | ||||||||||||||||||||
Tarjetas Regionales S.A. |
4,609,538 | 10,683 | 4,598,855 | 641,943 |
(*) For the fiscal year ended June 30, 2015.
The General Extraordinary Shareholders Meeting of Banco Galicia Uruguay S.A. (in liquidation) held on April 30, 2016 resolved to approve the Final Special Financial Statements and start the process of registration of the cancellation of the companys legal status with the authorities of Uruguay.
The percentage of the controlled companies Shareholders Equity owned by third parties has been disclosed in the Balance Sheet, under the Minority Interest in Consolidated Controlled Companies account.
The gain (loss) on the minority interest is disclosed in the Income Statement under Minority Interest Gain (Loss).
The minority interest percentages at period/fiscal year-end are as follows:
20
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Information as of: | 06.30.16 | 12.31.15 | ||||||||||
Cobranzas Regionales S.A. |
23.00000% | 23.00000% | ||||||||||
Galicia Broker Asesores de Seguros S.A. |
0.00561% | 0.00561% | ||||||||||
Galicia Retiro Compañía de Seguros S.A. |
0.00009% | 0.00009% | ||||||||||
Galicia Seguros S.A. |
0.00022% | 0.00022% | ||||||||||
Procesadora Regional S.A. |
21.85000% | 21.85000% | ||||||||||
Tarjeta Naranja S.A. |
23.00000% | 23.00000% | ||||||||||
Tarjetas Cuyanas S.A. |
23.00000% | 23.00000% | ||||||||||
Tarjetas del Mar S.A. |
40.00000% | 40.00000% | ||||||||||
Tarjetas Regionales S.A. |
23.00000% | 23.00000% | ||||||||||
NOTE 3. GOVERNMENT AND PRIVATE SECURITIES |
| |||||||||||
As of June 30, 2016 and December 31, 2015, holdings of government and private securities were as follows: |
||||||||||||
06.30.16 | 12.31.15 | |||||||||||
Government Securities |
||||||||||||
Holdings Recorded at Fair Market Value |
||||||||||||
Government Bonds |
2,270,153 | 2,376,386 | ||||||||||
Total Holdings Recorded at Fair Market Value |
2,270,153 | 2,376,386 | ||||||||||
Holdings Recorded at their Acquisition Cost plus the I.R.R. |
||||||||||||
Government Bonds |
1,975,146 | 1,389,617 | ||||||||||
Total Holdings Recorded at their Acquisition Cost plus the I.R.R. |
1,975,146 | 1,389,617 | ||||||||||
Instruments Issued by the Argentine Central Bank |
||||||||||||
Argentine Central Bank Bills at Fair Market Value |
2,077,855 | 6,166,440 | ||||||||||
Argentine Central Bank Bills for Repo Transactions |
13,764,123 | - | ||||||||||
Argentine Central Bank Bills at Acquisition Cost plus the I.R.R. |
9,717,044 | 5,592,647 | ||||||||||
Total Instruments Issued by the Argentine Central Bank |
25,559,022 | 11,759,087 | ||||||||||
Total Government Securities |
29,804,321 | 15,525,090 | ||||||||||
Total Government and Private Securities |
29,804,321 | 15,525,090 |
NOTE 4. LOANS
The lending activities carried out by the Companys subsidiaries are as follows:
a. Loans to the Non-financial Public Sector: They are primarily loans to the National Government and to Provincial Governments.
b. Loans to the Financial Sector: They represent loans to banks and local financial institutions.
c. Loans to the Non-financial Private Sector and Residents Abroad: They include the following types of loans:
Overdrafts: Short-term obligations issued in favor of customers.
Promissory Notes: Endorsed promissory notes, discount and factoring.
Mortgage Loans: Loans for the purchase of real estate for housing purposes, secured by such purchased real estate or commercial loans secured by real estate mortgages.
Collateral Loans: Loans in which a pledge is granted as collateral, as an integral part of the loan instrument.
Credit Card Loans: Loans granted to credit card holders.
Personal Loans: Loans to natural persons.
Others: This item primarily involves export prefinancing loans and short-term placements in banks abroad.
According to the Argentine Central Bank regulations, the loan portfolio breaks down as follows: The non-financial public sector, the financial sector and the non-financial private sector and residents abroad. Moreover, the Company must disclose the type of collateral established on the applicable loans to the non-financial private sector.
21
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
As of June 30, 2016 and December 31, 2015, the classification of the loan portfolio was as follows:
06.30.16 | 12.31.15 | |||||||||||
Non-financial Public Sector |
17,337 | 17,705 | ||||||||||
Financial Sector |
1,338,516 | 761,547 | ||||||||||
Non-financial Private Sector and Residents Abroad |
111,999,162 | 101,125,473 | ||||||||||
With Preferred Guarantees |
2,862,730 | 2,988,119 | ||||||||||
With Other Collateral |
13,604,358 | 13,189,545 | ||||||||||
With No Collateral |
95,532,074 | 84,947,809 | ||||||||||
Subtotal |
113,355,015 | 101,904,725 | ||||||||||
Allowance for Loan Losses |
(4,021,137) | (3,559,994) | ||||||||||
Total |
109,333,878 | 98,344,731 |
Said loans were granted in the normal course of transactions with standard terms, interest rates, and collateral requirements.
NOTE 5. STATEMENT OF DEBTORS STATUS
The loan portfolio classification pursuant to the loan classification criteria set forth by the Argentine Central Bank is detailed as follows:
COMMERCIAL LOAN PORTFOLIO
Classification: | Description | |||||
Normal |
Cash flow analysis shows that the customer is widely able to meet all of its financial commitments. Among the indicators that can reflect this situation, the following are worth noting: The customer shows a liquid financial situation, regularly complies with the payment of its obligations, has a qualified and honest management, has an appropriate information system, belongs to a sector of the economic activity or to a business sector that shows an acceptable future trend and is competitive with regard to the activities it conducts. |
|||||
With Special Follow-Up Under Observation |
Cash flow analysis shows, at the time of carrying out the analysis, that the customer is able to meet all of its financial commitments. However, there are possible situations that, in case they are not duly controlled or else solved, could compromise the customers future repayment capacity. |
|||||
With Special Follow-Up - Under Negotiation or under Refinancing Agreements |
This category includes those customers who, when unable to meet their financial commitments pursuant to the terms and conditions agreed, irrefutably state their intention to refinance their debt. |
|||||
With Problems |
Cash flow analysis shows that the customer is unable to meet its financial commitments in a normal manner and that, in case such problems are not solved, they could result in a loss for the financial institution. |
|||||
High Risk of Insolvency |
Cash flow analysis shows that the customer is highly unlikely to meet all of its financial commitments. |
|||||
Uncollectible |
Customers debts included in this category are considered uncollectible. Even though there is some possibility of recovering these assets under certain circumstances in the future, it is evident they are uncollectible at the time of the analysis. |
|||||
CONSUMER AND HOUSING LOAN PORTFOLIO | ||||||
Classification: | Description | |||||
Normal Performance |
This category includes customers who duly and timely comply with the payment of their commitments, or else with payment in arrears of less than 31 days. Provisional overdrafts shall be considered normal until day 61 from the granting date. |
|||||
Inadequate Performance |
This category includes customers with occasional late payments at the time of meeting their commitments, with payments in arrears of more than 31 days and up to 90 days. |
|||||
Deficient Performance |
This category includes customers who show some inability to meet their commitments, with payments in arrears of more than 90 days and up to 180 days. |
|||||
Difficult Collection |
This category includes customers with payments in arrears of more than 180 days and up to one year, or who are subject to judicial proceedings for collection, if their payments in arrears do not exceed one year. |
|||||
Uncollectible |
This category includes insolvent or bankrupt customers, with little or no possibility of collection, or with payments in arrears in excess of one year. |
22
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
The financing category includes the items with regard to which debtors should be classified, from the point of view of the debtors creditworthiness, recorded under the accounts detailed below:
06.30.16 | 12.31.15 | |||||||||||
Loans |
113,355,015 | 101,904,725 | ||||||||||
Other Receivables Resulting from Financial Brokerage |
2,487,539 | 3,033,356 | ||||||||||
Receivables from Financial Leases |
844,514 | 976,250 | ||||||||||
Miscellaneous Receivables |
15,543 | 19,651 | ||||||||||
Contingent Liabilities |
10,770,993 | 9,485,658 | ||||||||||
Total |
127,473,604 | 115,419,640 | ||||||||||
As of June 30, 2016 and December 31, 2015, the classification of debtors was as follows: |
| |||||||||||
06.30.16 | 12.31.15 | |||||||||||
COMMERCIAL LOAN PORTFOLIO |
||||||||||||
Normal |
43,423,975 | 41,555,896 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees A |
325,631 | 511,207 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
2,272,198 | 2,593,290 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
40,826,146 | 38,451,399 | ||||||||||
With Special Follow-Up Under Observation |
121,265 | 166,093 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
69,770 | 75,847 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
51,495 | 90,246 | ||||||||||
With Problems |
111,510 | 92,125 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
66,279 | 51,689 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
45,231 | 40,436 | ||||||||||
High Risk of Insolvency |
68,129 | 62,486 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
21,944 | 25,076 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
46,185 | 37,410 | ||||||||||
Uncollectible |
49,152 | 97,670 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees A |
303 | 302 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
2,853 | 2,710 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
45,996 | 94,658 | ||||||||||
Total Commercial Loan Portfolio |
43,774,031 | 41,974,270 | ||||||||||
CONSUMER AND HOUSING LOAN PORTFOLIO |
||||||||||||
Normal |
77,902,988 | 69,134,231 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees A |
59,609 | 48,497 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
1,111,868 | 1,091,184 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
76,731,511 | 67,994,550 | ||||||||||
Low Risk |
2,086,919 | 1,361,365 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees A |
213 | 571 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
16,076 | 9,620 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
2,070,630 | 1,351,174 | ||||||||||
Medium Risk |
1,267,838 | 801,461 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees A |
194 | 206 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
7,828 | 8,994 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
1,259,816 | 792,261 | ||||||||||
High Risk |
1,374,427 | 1,109,637 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees A |
369 | 232 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
5,703 | 4,920 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
1,368,355 | 1,104,485 | ||||||||||
Uncollectible |
1,061,402 | 1,033,686 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees A |
539 | 429 | ||||||||||
Backed by Preferred Guarantees and Counter-guarantees B |
15,167 | 15,297 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
1,045,696 | 1,017,960 | ||||||||||
Uncollectible due to Technical Reasons |
5,999 | 4,990 | ||||||||||
With No Preferred Guarantees or Counter-guarantees |
5,999 | 4,990 | ||||||||||
Total Commercial and Housing Loan Portfolio |
83,699,573 | 73,445,370 | ||||||||||
Grand Total |
127,473,604 | 115,419,640 |
23
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
The management and mitigation of credit risk are described in Note 35 on risk management policies.
NOTE 6. ALLOWANCES FOR LOAN LOSSES
The changes in allowances for loan losses as of June 30, 2016 and December 31, 2015 were as follows:
06.30.16 | 12.31.15 | |||||||||||||||
Balances at Beginning of Fiscal Year |
3,559,994 | 2,614,919 | ||||||||||||||
Increases |
1,294,814 | 2,147,694 | ||||||||||||||
Decreases |
833,671 | 1,202,619 | ||||||||||||||
Reversals |
18,000 | 75,148 | ||||||||||||||
Uses |
815,671 | 1,127,471 | ||||||||||||||
Balances at Period/Fiscal Year-end |
4,021,137 | 3,559,994 |
NOTE 7. OTHER RECEIVABLES RESULTING FROM FINANCIAL BROKERAGE OTHERS NOT INCLUDED IN THE DEBTOR CLASSIFICATION REGULATIONS
As of June 30, 2016 and December 31, 2015, the breakdown of the account Others Not Included in the Debtor Classification Regulations was as follows:
06.30.16 | 12.31.15 | |||||||||||||||
Unlisted Participation Certificates and Debt Securities in Financial Trusts |
1,286,588 | 1,494,565 | ||||||||||||||
Others |
881,504 | 599,393 | ||||||||||||||
Total |
2,168,092 | 2,093,958 |
NOTE 8. DERIVATIVE INSTRUMENTS
The amount of transactions conducted as of period-/fiscal year-end, net of eliminations between affiliated companies, when appropriate:
Item | Underlying Asset | Type of Settlement | Amount as of | |||||||||||||||||||
06.30.16 | 12.31.15 | |||||||||||||||||||||
Forward Purchase Sale of Foreign Currency |
||||||||||||||||||||||
Purchases |
Foreign currency | Settlement on a daily basis | 14,736,571 | 30,580,294 | ||||||||||||||||||
Sales |
Foreign currency | Settlement on a daily basis | 8,833,306 | 20,393,874 | ||||||||||||||||||
Purchases by Customers |
Foreign currency | Settlement on a daily basis | 296,828 | - | ||||||||||||||||||
Sales by Customers |
Foreign currency | Settlement on a daily basis | 3,414,704 | 7,044,538 | ||||||||||||||||||
Interest Rate Swaps |
||||||||||||||||||||||
Swaps |
Others | Settlement on a daily basis | 95,000 | 40,000 | ||||||||||||||||||
Swaps from Customers |
Others | Settlement on a daily basis | - | 20,000 | ||||||||||||||||||
Call Options Bought and Written on Dollar Futures |
||||||||||||||||||||||
Call Options Bought on Dollar |
Dollar | Settlement on a daily basis | 140,737 | 624,951 | ||||||||||||||||||
Call Options Written on Dollar |
Dollar | Settlement on a daily basis | 154,811 | 737,832 |
24
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 9. EQUITY INVESTMENTS
As of June 30, 2016 and December 31, 2015, the breakdown of Equity Investments was as follows:
06.30.16 | 12.31.15 | |||||||||||||||
In Financial Institutions, and Supplementary and Authorized Activities |
||||||||||||||||
Banco Latinoamericano de Exportaciones S.A. |
7,397 | 6,447 | ||||||||||||||
Mercado de Valores de Buenos Aires S.A. |
2,751 | 2,749 | ||||||||||||||
Prisma Medios de Pagos S.A. (Ex Visa Argentina S.A.) |
7,836 | 7,836 | ||||||||||||||
Others |
827 | 829 | ||||||||||||||
Total Equity Investments in Financial Institutions, Supplementary and Authorized Activities |
18,811 | 17,861 | ||||||||||||||
In Non-financial Institutions |
||||||||||||||||
Aguas Cordobesas S.A. |
8,911 | 8,911 | ||||||||||||||
Distrocuyo S.A. |
3,955 | 3,955 | ||||||||||||||
Electrigal S.A. |
5,455 | 5,455 | ||||||||||||||
Nova Re Compañía Argentina de Reaseguros S.A. |
13,990 | 14,956 | ||||||||||||||
Others |
1,253 | 1,229 | ||||||||||||||
Total Equity Investments in Non-financial Institutions |
33,564 | 34,506 | ||||||||||||||
Provisions |
(601) | (636) | ||||||||||||||
Total |
51,774 | 51,731 |
NOTE 10. MISCELLANEOUS RECEIVABLES - OTHERS
As of June 30, 2016 and December 31, 2015, the breakdown of Miscellaneous Receivables - Others was as follows:
06.30.16 | 12.31.15 | |||||||||||||||
Sundry Debtors |
642,968 | 391,962 | ||||||||||||||
Deposits as Collateral |
1,140,408 | 1,425,883 | ||||||||||||||
Tax Advances |
1,350,918 | 577,202 | ||||||||||||||
Payments in Advance |
434,724 | 201,865 | ||||||||||||||
Others |
47,799 | 95,374 | ||||||||||||||
Total |
3,616,817 | 2,692,286 |
NOTE 11. BANK PREMISES AND EQUIPMENT
As of June 30, 2016 and December 31, 2015, the breakdown of Bank Premises and Equipment was as follows:
06.30.16 | 12.31.15 | |||||||||||||||
Real Estate |
1,989,269 | 1,903,121 | ||||||||||||||
Furniture and Fixtures |
486,451 | 455,189 | ||||||||||||||
Machines and Equipment |
1,431,669 | 1,073,438 | ||||||||||||||
Vehicles |
26,908 | 22,413 | ||||||||||||||
Others |
20,264 | 18,499 | ||||||||||||||
Accumulated Depreciation |
(1,517,705 | ) | (1,393,575 | ) | ||||||||||||
Total |
2,436,856 | 2,079,085 |
As of June 30, 2016 and June 30, 2015, the depreciation charge amounted to $132,055 and $99,823, respectively.
25
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 12. MISCELLANEOUS ASSETS
As of June 30, 2016 and December 31, 2015, the breakdown of Miscellaneous Assets was as follows:
06.30.16 | 12.31.15 | |||||||||||||||
Work in Progress |
685,954 | 538,327 | ||||||||||||||
Advances for Purchase of Assets |
121,720 | 105,109 | ||||||||||||||
Works of Art |
1,658 | 1,619 | ||||||||||||||
Assets under Lease |
1,300 | 1,315 | ||||||||||||||
Assets Acquired through Foreclosures |
2,199 | 2,261 | ||||||||||||||
Stationery and Office Supplies |
75,915 | 53,759 | ||||||||||||||
Other Miscellaneous Assets |
121,683 | 117,683 | ||||||||||||||
Total |
1,010,429 | 820,073 |
As of June 30, 2016 and June 30, 2015, the depreciation and loss charge amounted to $533 and $774, respectively.
NOTE 13. INTANGIBLE ASSETS
As of June 30, 2016 and December 31, 2015, the breakdown of Intangible Assets was as follows:
06.30.16 | 12.31.15 | |||||||||||||||
Goodwill Net of Accumulated Amortization amounting to $38,985 and $34,149, respectively. |
10,480 | 15,316 | ||||||||||||||
Organization and Development Expenses Net of Accumulated Amortization amounting to $1,970,115 and $1,589,265, respectively. |
2,165,394 | 2,010,528 | ||||||||||||||
Total |
2,175,874 | 2,025,844 |
As of June 30, 2016 and June 30, 2015, the amortization charge amounted to $381,983 and $287,196, respectively.
NOTE 14. OTHER ASSETS
The account Other Assets includes assets related to insurance activity. As of June 30, 2016 and December 31, 2015, the breakdown of this account was as follows:
06.30.16 | 12.31.15 | |||||||||||||||
Premiums Receivable |
484,767 | 412,664 | ||||||||||||||
Receivables from Reinsurers |
3,245 | 9,735 | ||||||||||||||
Commissions Receivable |
11,992 | 5,281 | ||||||||||||||
Others |
1,676 | 1,967 | ||||||||||||||
Allowances |
(10,270) | (10,137) | ||||||||||||||
Total |
491,410 | 419,510 |
26
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 15. RESTRICTED ASSETS AND OTHER CONTINGENT LIABILITIES
Pursuant to the Argentine Central Bank regulations, Banco de Galicia y Buenos Aires S.A. shall maintain a monthly average liquidity level.
As of June 30, 2016, the balances recorded by such institution as computable items are as follows:
Item | $ | US$ | Euros(*) | |||||||||
Checking Accounts at the Argentine Central Bank |
5,500,000 | 1,105,140 | 15 | |||||||||
Special Guarantees Accounts at the Argentine Central Bank |
1,733,396 | 3,600 | - | |||||||||
Total Computable Items to Meet Minimum Cash Requirements |
7,233,396 | 1,108,740 | 15 |
(*) Stated in thousands of US$.
As from January 1, 2016, the Argentine Central Bank provided for the decrease of the cash reserve regarding deposits in foreign currency through Communiqué A 5873 and Communiqué A 5893.
As of June 30, 2016, the ability to freely dispose of certain assets corresponding to the controlled companies was restricted, as follows:
BANCO DE GALICIA Y BUENOS AIRES S.A.
a) | Cash and Government Securities |
$ | ||||
- For transactions carried out at RO.F.EX. and at M.A.E. |
293,283 | |||
- For debit / credit cards transactions |
663,804 | |||
- For attachments |
60 | |||
- Liquidity required to conduct transactions as agents at the C.N.V. |
17,111 | |||
- For the contribution to the M.A.E.s Joint Guarantee Fund (Fondo de Garantía Mancomunada) |
19,790 | |||
- For other transactions |
10,330 |
b) | Special Guarantees Accounts |
Special guarantees accounts have been opened at the Argentine Central Bank as collateral for transactions involving electronic clearing houses, checks for settling debts and other similar transactions, which, as of June 30, 2016 amounted to $1,767,251.
c) | Deposits in favor of the Argentine Central Bank |
$ | ||||
- Unavailable deposits related to foreign exchange transactions |
533 | |||
- Securities held in custody to act as register agent of book-entry mortgage securities |
1,931 |
Additionally, as of the date of preparation of these financial statements, Banco de Galicia y Buenos Aires S.A. offered face value 67,000 of the Argentine bonds with discount in Pesos due in 2033 amounting to $416,238, as security for the custody role of securities representing the investments in the Argentine Integrated Social Security Systems F.G.S.
27
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
d) | Equity Investments |
The account Equity Investments includes shares, the transfer of which is subject to the prior approval of the National or Provincial authorities, as applicable, under the terms of the concession contracts signed:
- | Electrigal S.A.: 1,222,406 non-transferable non-endorsable registered ordinary shares. |
- | Aguas Cordobesas S.A.: 900,000 class E ordinary shares. |
Banco de Galicia y Buenos Aires S.A., as a shareholder of Aguas Cordobesas S.A. and proportionally to its 10.833% interest, is jointly responsible before the Provincial State for the contractual obligations arising from the concession contract during the entire term thereof.
If any of the other shareholders fails to comply with the commitments arising from their joint responsibility, Banco de Galicia y Buenos Aires S.A. may be forced to assume the unfulfilled commitment by the grantor, but only in the proportion and to the extent of the interest held by the Bank.
e) | Contributions to Garantizar S.G.R.s Risk Fund |
Banco de Galicia y Buenos Aires S.A., in its capacity as sponsoring partner of Garantizar S.G.R.s Risk Fund, is committed to maintaining the contributions made to the fund for two (2) years. As of June 30, 2016, the Banks contribution amounts to $100,000.
f) | Guarantees Granted for Direct Obligations |
- | FMOs credit lines for $47,857. |
- | PROPARCOs credit lines for $63,305. |
- | Global Credit Program for the Micro-, Small- and Medium-sized Companies. Argentine Central Banks monetary regulation instruments were used in the amount of $9,449. |
- | Credit Programs granted to the provinces of San Juan and Mendoza. Argentine Central Banks monetary regulation instruments were used in the amount of $21,033. |
- | Regional Economies Competitiveness Program (PROCER, as per its initials in Spanish). Argentine Central Banks monetary regulation instruments were used in the amount of $43,076. |
As of June 30, 2016, the total amount of restricted assets corresponding to Banco de Galicia y Buenos Aires S.A. for the aforementioned items was $3,475,051, while as of December 31, 2015 it was $3,808,754.
COMPAÑÍA FINANCIERA ARGENTINA S.A.
As of June 30, 2016, the ability to freely dispose of the following assets is restricted, as follows:
a) | Cash and Government Securities |
$ | ||||
- For debit / credit cards transactions |
10,167 | |||
- For attachments |
473 | |||
- Liquidity required to conduct transactions as agents at the C.N.V. |
2,857 | |||
- For transactions at M.A.E. |
9,760 |
As of the date of these financial statements, attachments are fully included in a provision.
28
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
b) | Special Guarantees Accounts |
There are special guarantees accounts open at the Argentine Central Bank as collateral for transactions involving electronic clearing houses, checks for settling debts and other similar transactions, which, as of June 30, 2016 amounted to $23,210.
As June 30, 2016, the total amount of restricted assets corresponding to Compañía Financiera Argentina S.A. for the aforementioned items was $46,467, while as of December 31, 2015 it was $56,934.
GALICIA VALORES S.A.
As of June 30, 2016 and December 31, 2015, Galicia Valores S.A. holds one share of Mercado de Valores de Buenos Aires S.A., which secures an insurance policy covering transactions for $2,150.
Pursuant to the requirements set forth by the C.N.V.s General Resolution No. 622, the company maintains $3,700 and $3,225 as minimum amounts as of June 30, 2016 and December 31, 2015, respectively.
TARJETAS DEL MAR S.A.
As of June 30, 2016 and December 31, 2015, this company has paid $74 and $110, respectively, as guarantees related to certain real property lease agreements.
TARJETA NARANJA S.A.
As of June 30, 2016 and December 31, 2015, Tarjeta Naranja S.A. has been levied attachments in connection with lawsuits for $122 and $238, respectively. Furthermore, as of December 31, 2015, this company has paid $350 as guarantees regarding certain tax issues.
Also, as of June 30, 2016 and December 31, 2015, the company has paid $2,337 and $1,810, respectively, as guarantees related to certain real property lease agreements.
As of June 30, 2016 and December 31, 2015, Tarjeta Naranja S.A. has granted guarantees for $146,896 and $286,542, respectively, to Mercado a Término de Rosario S.A. (RO.F.E.X), through instruments issued by the Argentine Central Bank for hedging transactions carried out with such market.
Moreover, pursuant to the agreements entered into with financial institutions and as collateral for the loans received and the issuance of notes, Tarjeta Naranja S.A. has agreed not to dispose of any assets or levy any encumbrance thereon, for an amount higher than 25% of Tarjeta Naranja S.A.s assets in some cases, and 15% of said companys Shareholders Equity. It is worth mentioning that the above-mentioned restrictions shall not be applied for transactions carried out during the ordinary course of the companys business.
TARJETAS CUYANAS S.A.
As of December 31, 2015, Tarjetas Cuyanas S.A. had granted guarantees for $28,302 to Mercado a Término de Rosario S.A. (RO.F.E.X), which correspond to instruments issued by the Argentine Central Bank for transactions with derivative instruments conducted with such market.
Furthermore, as of such date, the company has paid $1,062 in guarantees related to certain real property lease agreements.
29
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 16. NOTES
The following is a breakdown of the Global Programs for the Issuance of Notes outstanding:
Company |
Authorized Amount (*) |
Type of Notes | Term of Program |
Date of Approval by Shareholders Meeting |
Approval by the C.N.V. | |||||||||||||||||
Grupo Financiero Galicia S.A. |
US$100,000 | Simple notes, not convertible into shares | 5 years | 03.09.09 confirmed on 08.02.12 | Resolution No. 16113 dated 04.29.09 and extended through Resolution No. 17343 dated 05.08.14. Authorization of the increase, Resolution No. 17064 dated 04.25.13 |
|||||||||||||||||
Banco de Galicia y Buenos Aires S.A. |
US$2,000,000 | Simple notes, not convertible into shares, subordinated or not, secured or unsecured. | 5 years | 09.30.03 confirmed on 04.27.06 | Resolution No. 14,708 dated 12.29.03 |
|||||||||||||||||
Banco de Galicia y Buenos Aires S.A. |
US$600,000 | Simple notes, not convertible into shares, subordinated or not, to be adjusted or not, secured or unsecured. | 5 years | 04.28.05, 04.14.10, 04.29.15 and 04.26.16 | Resolution No. 15228 dated 11.04.05 and extended through Resolution No. 16454 dated 11.11.10 and Resolution No. 17883 dated 11.20.15. Increase of the authorized amount through Resolution No. 18081 dated 06.10.16. |
|||||||||||||||||
Compañía Financiera Argentina S.A. |
US$250,000 | Simple notes, not convertible into shares | 5 years | 11.21.05, 10.08.07, 11.25.10 and 04.17.15 | Resolution No. 15440 dated 08.03.06, extended through Resolution No. 16505 dated 01.27.11 and Resolution No. 17958 dated 01.08.16. Increase of the authorized amount through Resolution No. 15848 dated 03.19.08 and Resolution No. 16505 dated 01.27.11 |
|||||||||||||||||
Tarjeta Naranja S.A. |
US$650,000 | Simple notes, not convertible into shares | 5 years | 03.08.12 | Resolution No. 16822 dated 05.23.12 and extended through Resolution No. 17676 dated 05.21.15 |
|||||||||||||||||
Tarjetas Cuyanas S.A. |
US$250,000 | Simple notes, not convertible into shares | 5 years | 03.30.10 confirmed on 04.06.10 and 02.15.13 | Resolution No. 16328 dated 05.18.10. Authorization of the increase, Resolution No. 17072 dated 05.02.13 |
|||||||||||||||||
Tarjetas del Mar S.A. |
US$75,000 | Simple notes, not convertible into shares | 5 years | 03.19.15 | Resolution No. 17969 dated 01.21.16 |
(*) Or its equivalent in any other currency.
Banco de Galicia y Buenos Aires S.A. has the following Subordinated Notes outstanding issued under the Global Program of US$2,000,000 as of the close of the period/fiscal year:
Date of Issuance |
Currency |
Residual F.V. (US$) as of 06.30.16 |
Term | Rate | Book Value(*) | Issuance Authorized by the C.N.V. | ||||||||||||||||||||||
06.30.16
|
12.31.15
|
|||||||||||||||||||||||||||
05.18.04 | US$ | 240,864 (**) | (1) | (2) | 3,881,183 | 3,300,516 | 12.29.03 and 04.27.04 |
30
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
(*) It includes principal and interest net of expenses.
(**) This amount includes US$22,653 of the capitalization of interest services due July 1, 2014, January 2, 2015, July 1, 2015 and January 1, 2016, on the account of the payment-in-kind (by means of Notes due 2019). See Note 38.
The net proceeds of the above-mentioned issue of Notes were used to refinance the foreign debt in accordance with Section 36 of the Law on Notes, the Argentine Central Bank regulations, and other applicable regulations.
(1) These Notes shall be fully amortized upon maturity on January 1, 2019, unless their principal is previously redeemed at par, plus unpaid accrued interest and additional amounts, if any, fully or partially at the issuers option at any time, since Notes due 2014 have been fully repaid. See Note 38.
(2) Interest on Notes due 2019 shall be payable in cash and in additional Notes due 2019, semi-annually in arrears on January 1 and July 1 of each year. Interest payable in cash is accrued at an annual fixed rate of 11% as of January 1, 2004 and falls due on January 1, 2019. Interest payable in kind (by means of additional Notes due 2019) shall accrue at an annual fixed rate of 5%, beginning on January 1, 2004, and shall be payable on January 1, 2014 and January 1, 2019, unless these Notes are previously redeemed. See Note 38.
The Company has the following Unsubordinated Notes outstanding issued under the other Global Programs as of the close of the period/fiscal year:
Company | Date of Placement |
Currency | Class No. |
F.V. | Type (**) | Term | Maturity Date |
Rate | Book Value(*) | Issuance | ||||||||||||||||||||||||||||||||||
Authorized | ||||||||||||||||||||||||||||||||||||||||||||
06.30.16 | 12.31.15 | by the | ||||||||||||||||||||||||||||||||||||||||||
C.N.V. | ||||||||||||||||||||||||||||||||||||||||||||
Grupo Financiero Galicia S.A. | 01.30.14 | $ | V Series II |
$78,200 | Simple | 36 months | 01.31.17 | Variable Badlar + 5.25% | 82,371 | 79,876 | 04.25.13 | |||||||||||||||||||||||||||||||||
Grupo Financiero Galicia S.A. | 10.23.14 | $ | VI Series I |
$140,155 | Simple | 18 months | 04.23.16 | Variable Badlar + 3.25% | - | 123,091 | 10.03.14 | |||||||||||||||||||||||||||||||||
Grupo Financiero Galicia S.A. | 10.23.14 | $ | VI Series II |
$109,845 | Simple | 36 months | 10.23.17 | Variable Badlar + 4.25% | 116,995 | 115,617 | 10.03.14 | |||||||||||||||||||||||||||||||||
Grupo Financiero Galicia S.A. | 07.27.15 | $ | VII | $160,000 | Simple | 24 months | 07.27.17 | (1) | 169,802 | 167,694 | 07.16.15 | |||||||||||||||||||||||||||||||||
Banco de Galicia y Bs. As. S.A. | 05.04.11 | US$ | - | US$ 300,000 |
Simple | 84 months | - | (2) | 4,407,585 | 3,839,864 | 11.04.05 and 11.11.10 | |||||||||||||||||||||||||||||||||
Compañía Financiera Argentina S.A. | 09.24.14 | $ | XII Series II |
$200,000 | Simple | 24 months | 09.24.16 | Variable Badlar + 4.00% | 151,934 | 182,899 | 09.16.14 | |||||||||||||||||||||||||||||||||
Compañía Financiera Argentina S.A. | 12.09.14 | $ | XIII Series II |
$77,375 | Simple | 24 months | 12.09.16 | Variable Badlar + 4.40% | 49,118 | 76,272 | 11.26.14 | |||||||||||||||||||||||||||||||||
Compañía Financiera Argentina S.A. | 05.05.15 | $ | XIV | $249,000 | Simple | 21 months | 02.05.17 | 27.24% fixed up to the ninth month, then variable Badlar rate + 4.25% | 249,283 | 240,531 | 04.15.15 | |||||||||||||||||||||||||||||||||
Compañía Financiera Argentina S.A. | 07.30.15 | $ | XV | $210,000 | Simple | 21 months | 04.30.17 | 27.99% fixed up to the ninth month, then variable Badlar rate + 4.50% | 168,818 | 174,031 | 07.22.15 | |||||||||||||||||||||||||||||||||
Compañía Financiera Argentina S.A. | 02.02.16 | $ | XVI | $300,000 | Simple | 21 months | 08.02.17 | Variable Badlar + 4.50% | 281,225 | - | 01.21.16 |
(*) It includes principal and interest, net of eliminations when appropriate. (**) Not convertible into shares. (1) Annual nominal 27% fixed rate during the first nine months, and variable BADLAR plus a nominal annual 4.25% rate for the following 15 months. (2) Interest agreed at an annual 8.75% rate shall be paid semiannually on May 4 and November 4 of each year until the maturity date, starting on November 4, 2011. The net proceeds from this issuance of notes was applied to investments in working capital, other loans and other uses envisaged by the provisions of the Law on Notes and the Argentine Central Bank regulations.
31
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Company | Date of Placement |
Currency | Class No. |
F.V. | Type (**) | Term | Maturity Date |
Rate | Book Value(*) | Issuance | ||||||||||||||||||||||||||||||||||
Authorized | ||||||||||||||||||||||||||||||||||||||||||||
06.30.16 | 12.31.15 | by the | ||||||||||||||||||||||||||||||||||||||||||
C.N.V. | ||||||||||||||||||||||||||||||||||||||||||||
Compañía Financiera Argentina S.A. | 05.24.16 | $ | XVII Series I |
$58,333 | Simple | 18 months | 11.24.17 | Minimum 36% fixed up to the third month, then variable Badlar rate + 4% | 60,182 | - | 05.12.16 | |||||||||||||||||||||||||||||||||
Compañía Financiera Argentina S.A. | 05.24.16 | $ | XVII Series II |
$287,500 | Simple | 36 months | 05.24.19 | Minimum 36% fixed up to the sixth month, then variable Badlar rate + 4.98% | 274,526 | - | 05.12.16 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 01.28.11 | US$ | XIII | US$ 200,000 |
Simple | 72 months | 01.28.17 | Annual Nominal Fixed at 9% | 1,046,346 | 1,816,607 | 01.14.11 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 02.26.14 | $ | XXIV Series II |
$33,500 | Simple | 1096 days | 02.26.17 | Variable Badlar + 5% | 34,722 | 34,494 | 02.14.14 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A.(2) |
04.30.14 | $ | XXV Series II |
$170,032 | Simple | 731 days | 04.30.16 | Variable Badlar + 4.15% | - | 149,925 | 04.21.14 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 07.11.14 | $ | XXVI Series II |
$161,500 | Simple | 731 days | 07.11.16 | Variable Badlar + 3.99% | 71,549 | 153,879 | 07.01.14 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 10.03.14 | $ | XXVII Series II |
$158,000 | Simple | 731 days | 10.03.16 | Variable Badlar + 3.95% | 90,502 | 128,187 | 09.19.14 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 01.22.15 | $ | XXVIII Series II |
$129,000 | Simple | 731 days | 01.22.17 | Variable Badlar + 4.50% | 100,596 | 98,594 | 01.09.15 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 04.27.15 | $ | XXIX | $334,030 | Simple | 731 days | 04.27.17 | 27.75% Mixed Rate / Badlar + 4.50% | 303,540 | 298,568 | 04.16.15 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 06.29.15 | $ | XXX | $400,000 | Simple | 731 days | 06.29.17 | 27.75% Mixed Rate / Badlar + 4.50% | 346,374 | 346,605 | 06.18.15 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 10.19.15 | $ | XXXI | $370,851 | Simple | 548 days | 04.19.17 | 27% Mixed Rate / Badlar + 4.50% | 331,175 | 338,378 | 10.07.15 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 01.20.16 | $ | XXXII | $260,811 | Simple | 639 days | 10.20.17 | Variable Badlar + 4.50% | 237,791 | (32) | 12.15.15 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 04.13.16 | $ | XXXIII Series I |
$133,092 | Simple | 548 days | 10.13.17 | Minimum 37% Rate/Badlar + 4.50% | 133,096 | - | 03.28.16 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 04.13.16 | $ | XXXIII Series II |
$366,908 | Simple | 1095 days | 04.13.19 | Minimum 37% Rate/Badlar + +5.40% | 393,283 | - | 03.28.16 |
(*) It includes principal and interest, net of eliminations when appropriate. (**) Not convertible into shares.
32
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Company | Date of Placement |
Currency | Class No. |
F.V. | Type (**) | Term | Maturity Date |
Rate | Book Value(*) | Issuance | ||||||||||||||||||||||||||||||||||
Authorized | ||||||||||||||||||||||||||||||||||||||||||||
06.30.16 | 12.31.15 | by the | ||||||||||||||||||||||||||||||||||||||||||
C.N.V. | ||||||||||||||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 06.29.16 | $ | XXXIV Series I |
$124,603 | Simple | 548 days |
12.29.17 | Minimum 32% Rate/Badlar + +3.38% | 105,214 | - | 06.21.16 | |||||||||||||||||||||||||||||||||
Tarjeta Naranja S.A. | 06.29.16 | $ | XXXIV Series II |
$475,397 | Simple | 1461 days |
06.29.20 | Minimum 32% Rate/Badlar + +4.67% | 471,789 | - | 06.21.16 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 05.16.14 | $ | XIV Series II |
$145,750 | Simple | 731 days |
05.16.16 | Variable Badlar + 4.15% | - | 116,974 | 05.07.14 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 08.01.14 | $ | XVI | $116,470 | Simple | 731 days |
08.01.16 | Variable Badlar + 3.40% | 22,192 | 100,874 | 07.22.14 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 10.31.14 | $ | XVIII | $114,000 | Simple | 731 days |
10.31.16 | Variable Badlar + 4% | 104,648 | 119,262 | 10.21.14 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 02.20.15 | $ | XIX Series II |
$75,555 | Simple | 731 days |
02.20.17 | Variable Badlar + 4.95% | 78,453 | 71,206 | 02.06.15 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 06.10.15 | $ | XX | $300,000 | Simple | 549 days |
12.10.16 | Annual Nominal Fixed at 27.90% | 305,554 | 260,952 | 06.01.15 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 08.12.15 | $ | XXI | $232,000 | Simple | 550 days |
02.12.17 | Annual Nominal Fixed at 27.50% | 177,981 | 211,150 | 07.29.15 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 11.13.15 | $ | XXII | $300,000 | Simple | 547 days |
05.13.17 | Variable Badlar + 4.25% | 291,115 | 267,050 | 11.03.15 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 03.16.16 | $ | XXIII | $242,000 | Simple | 549 days |
09.16.17 | Variable Badlar + 4.99% | 245,145 | - | 03.07.16 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 05.05.16 | $ | XXIV Series I |
$65,691 | Simple | 549 days |
11.05.17 | Variable Badlar + 4.08% | 67,462 | - | 04.22.16 | |||||||||||||||||||||||||||||||||
Tarjetas Cuyanas S.A. | 05.05.16 | $ | XXIV Series II |
$234,309 | Simple | 1095 days |
05.05.19 | Variable Badlar + 4.98% | 247,847 | - | 04.22.16 | |||||||||||||||||||||||||||||||||
Tarjetas del Mar S.A. | 02.19.16 | $ | I | $150,000 | Simple | 18 months |
08.19.17 | Variable Badlar +4.5% | 134,016 | - | 02.04.16 | |||||||||||||||||||||||||||||||||
Total | 11,352,229 | 9,512,548 |
(*) It includes principal and interest, net of eliminations when appropriate. (**) Not convertible into shares.
Furthermore, as of June 30, 2016 and December 31, 2015, Banco de Galicia y Buenos Aires S.A. holds past due Notes, the holders of which have not tendered to the restructuring offer as follows:
Date of Issuance |
Currency |
Residual F.V. (US$) as of 06.30.16 |
Type | Term | Rate | Book Value(*) | Issuance Authorized by the | |||||||||||||||||||||||||
06.30.16
|
12.31.15
|
|||||||||||||||||||||||||||||||
11.08.93 | US$ | 468 | Simple | 10 years | 9% | 16,198 | 13,846 | 10.08.93 |
(*) It includes principal and interest.
As of June 30, 2016, Banco de Galicia y Buenos S.A. recorded in its own portfolio Notes due 2018 for the amount of $91,550.
On June 24, 2016, Compañía Financiera Argentina S.A.s Board of Directors approved the partial settlement of the public offering of Class XII Series II Notes (face value of $18,000, outstanding amount of $182,000), Class XIII Series II
33
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Notes (face value of $5,138, outstanding amount of $72,237) and Class XIV Notes (face value of $21,000, outstanding amount of $228,000), due in 2016 and 2017.
On July 14, Caja de Valores cashed the settlements of the respective notes.
In addition, in July 2016, Compañía Financiera Argentina S.A.s Board of Directors approved the issuance of the Class XVIII Notes for a face value of up to $350,000. As of the date of preparation of these financial statements, the issuance process has not been completed.
On July 26, 2016, Tarjetas Cuyanas S.A. issued the Class XXV Series II Notes for an aggregate amount of $400,000. Principal shall be paid in only one installment 48 months after the issuance date. The notes shall accrue interest at a rate of 3.94% and the interest shall be payable quarterly.
NOTE 17. OTHER LIABILITIES RESULTING FROM FINANCIAL BROKERAGE - OTHERS
As of June 30, 2016 and December 31, 2015, the breakdown of Other Liabilities Resulting from Financial Brokerage - Others was as follows:
06.30.16 | 12.31.15 | |||||||
Collections and Other Transactions on Account of Third Parties |
2,166,695 | 2,487,136 | ||||||
Liabilities due to Financing of Purchases |
15,392,376 | 15,316,255 | ||||||
Other Withholdings and Additional Withholdings |
1,268,074 | 1,224,133 | ||||||
Correspondent Transactions on Our Account |
174,349 | 700,024 | ||||||
Liabilities Subject to Minimum Cash Requirements |
369,829 | 679,179 | ||||||
Miscellaneous Liabilities not Subject to Minimum Cash Requirements |
1,835,485 | 2,231,447 | ||||||
Commissions Accrued Payable |
89,720 | 52,613 | ||||||
Others |
237,596 | 98,171 | ||||||
Total |
21,534,124 | 22,788,958 |
NOTE 18. MISCELLANEOUS LIABILITIES - OTHERS
As of June 30, 2016 and December 31, 2015, the breakdown of Miscellaneous Liabilities - Others was as follows:
06.30.16 | 12.31.15 | |||||||
Sundry Creditors |
1,103,250 | 971,997 | ||||||
Taxes Payable |
2,326,964 | 2,176,865 | ||||||
Salaries and Social Security Contributions Payable |
846,588 | 961,634 | ||||||
Others |
346,384 | 292,904 | ||||||
Total |
4,623,186 | 4,403,400 |
NOTE 19. PROVISIONS
As of June 30, 2016 and December 31, 2015, the breakdown of Provisions was as follows:
06.30.16 | 12.31.15 | |||||||
Severance Payments |
33,925 | 18,999 | ||||||
Contingent Commitments |
29,321 | 26,146 | ||||||
Other Contingencies |
279,631 | 428,494 | ||||||
Differences due to Dollarization of Judicial Deposits |
9,223 | 7,957 | ||||||
Total |
352,100 | 481,596 |
34
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 20. OTHER LIABILITIES
The account Other Liabilities includes liabilities related to the insurance activity. As of June 30, 2016 and December 31, 2015, the breakdown of this account was as follows:
06.30.16 | 12.31.15 | |||||||
Debts with Insureds |
174,737 | 161,117 | ||||||
Debts with Reinsurers |
9,327 | 16,508 | ||||||
Debts with Co-insurers |
2,258 | 1,000 | ||||||
Debts with Insurance Brokers |
79,121 | 67,119 | ||||||
Statutory Reserves |
253,733 | 225,697 | ||||||
Others |
19,822 | 16,632 | ||||||
Total |
538,998 | 488,073 |
NOTE 21. MEMORANDUM ACCOUNTS CONTROL DEBIT ACCOUNTS - OTHERS
As of June 30, 2016 and December 31, 2015, the breakdown of Control Debit Accounts - Others was as follows:
06.30.16 | 12.31.15 | |||||||
Securities Held in Custody |
280,394,469 | 59,767,387 | ||||||
Values for Collection |
12,954,830 | 12,778,244 | ||||||
Security Agent Function |
22,090,915 | 19,255,569 | ||||||
Others |
4,870,685 | 13,526,949 | ||||||
Total |
320,310,899 | 105,328,149 |
NOTE 22. TRUST AND SECURITY AGENT ACTIVITIES
a) Trust Contracts for Purposes of Guaranteeing Compliance with Obligations:
Purpose: In order to guarantee compliance with contractual obligations, the parties to these agreements have agreed to deliver to Banco de Galicia y Buenos Aires S.A., as fiduciary property, amounts to be applied according to the following breakdown:
Date of Contract | Trustor | Balances of Trust Funds | Maturity Date(1) | |||||||||||||
$ | US$ | |||||||||||||||
12.07.10 |
Fondo Fiduciario Aceitero | 13,937 | - | 08.31.16 | ||||||||||||
04.29.13 |
Profertil | 278 | 116,500 | 04.30.18 | ||||||||||||
07.01.13 |
Ribeiro | 4,968 | - | 09.30.16 | ||||||||||||
10.21.13 |
Sinteplast | 5 | - | 10.27.16 | ||||||||||||
12.20.13 |
Los Cipreses | 3 | - | 12.28.16 | ||||||||||||
12.28.13 |
Citrícola Ayui | 4 | - | 01.28.17 | ||||||||||||
09.12.14 |
Coop. de Trabajadores Portuarios | 1,046 | - | 09.12.16 | ||||||||||||
12.22.14 |
Cliba | 3,872 | - | 06.22.18 | ||||||||||||
09.07.15 |
Grimoldi | 24,500 | - | 08.29.18 | ||||||||||||
09.30.15 |
Las Blondas IV and V | 111,626 | - | 11.28.18 | ||||||||||||
03.31.16 |
Barugel Azulay | 15,280 | - | 03.31.19 | ||||||||||||
04.14.16 |
Rios Belt | 98,687 | - | 04.14.19 | ||||||||||||
Total | 274,206 | 116,500 |
(1) These amounts shall be released monthly until settlement date of trustor obligations or maturity date, whichever occurs first.
35
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
b) Financial Trust Contracts:
Purpose: To administer and exercise the fiduciary ownership of the trust assets until the redemption of debt securities and participation certificates:
Date of Contract | Trust | Balances of Trust Funds | Maturity Date | |||||||||||||
$ | US$ | |||||||||||||||
10.12.05 |
Hydro I | 77 | - | 09.05.16 (2) | ||||||||||||
12.05.06 |
Faid 2011 | 12 | - | 09.30.16 (3) | ||||||||||||
12.06.06 |
Gas I | 37,342 | - | 12.31.16 (3) | ||||||||||||
09.05.07 |
Saturno VII | 2 | - | 09.30.16 (3) | ||||||||||||
05.06.08 |
Agro Nitralco II | 1,228 | - | 12.31.16 (3) | ||||||||||||
05.14.09 |
Gas II | 4,376,208 | - | 12.31.22 (3) | ||||||||||||
02.10.11 |
Cag S.A. | 81,973 | - | 09.30.16 (3) | ||||||||||||
04.25.11 |
Faid 2015 | 1,244 | - | 08.29.16 (3) | ||||||||||||
06.08.11 |
Mila III | 573 | - | 10.31.16 (3) | ||||||||||||
09.01.11 |
Mila IV | 916 | - | 06.30.17 (3) | ||||||||||||
09.14.11 |
Cag S.A. II | 64,728 | - | 09.30.16 (3) | ||||||||||||
10.07.11 |
Sursem III | 41 | - | 09.30.16 (3) | ||||||||||||
05.31.12 |
Fideicred Agro Series I | 30 | - | 09.30.16 (3) | ||||||||||||
12.27.12 |
Pla I | 109 | - | 08.31.16 (3) | ||||||||||||
04.03.13 |
Welfas I | 36 | - | 09.30.16 (3) | ||||||||||||
04.17.13 |
Sursem IV | 31 | - | 09.30.16 (3) | ||||||||||||
09.18.13 |
Don Mario Semillas Series I | 143 | - | 09.30.16 (3) | ||||||||||||
11.05.13 |
Pla II | 7,487 | - | 12.31.16 (3) | ||||||||||||
11.21.13 |
Comafi Prendas I | 4,561 | - | 09.29.18 (3) | ||||||||||||
02.13.14 |
Mila V | 13,318 | - | 05.20.20 (3) | ||||||||||||
06.06.14 |
Mila VI | 16,521 | - | 10.20.20 (3) | ||||||||||||
06.18.14 |
Red Surcos II | 65 | - | 09.30.16 (3) | ||||||||||||
07.08.14 |
Don Mario Semillas Series II | 216 | - | 09.30.16 (3) | ||||||||||||
07.24.14 |
Fideicred Atanor III | 144 | - | 09.30.16 (3) | ||||||||||||
07.22.14 |
Don Mario Semillas Series III | 204 | - | 09.30.16 (3) | ||||||||||||
07.25.14 |
Fedicred Agro Series II | 145 | - | 09.30.16 (3) | ||||||||||||
10.03.14 |
Mila VII | 19,596 | - | 01.20.21 (3) | ||||||||||||
10.22.14 |
Gleba I | 237 | - | 12.31.16 (3) | ||||||||||||
12.02.14 |
Mas Cuotas Series I | 278 | - | 05.01.17 (3) | ||||||||||||
01.13.15 |
Red Surcos III | 72,000 | - | 09.30.16 (3) | ||||||||||||
01.27.15 |
Mila VIII | 38,164 | - | 06.15.21 (3) | ||||||||||||
05.18.15 |
Mila IX | 47,005 | - | 09.15.21 (3) | ||||||||||||
12.02.14 |
Mas Cuotas Series II | 1,163 | - | 11.15.16 (3) | ||||||||||||
08.24.15 |
Mila X | 51,034 | - | 12.20.21 (3) | ||||||||||||
10.16.15 |
Gleba II | 38,926 | - | 10.31.16 (3) | ||||||||||||
10.30.15 |
Mila XI | 70,829 | - | 02.28.22 (3) | ||||||||||||
12.09.15 |
Fedicred Agro Series III | 67,525 | - | 12.31.16 (3) | ||||||||||||
01.07.16 |
Mas Cuotas Series III | 101,201 | - | 05.15.17 (3) | ||||||||||||
01.14.16 |
Mila XII | 66,713 | - | 05.31.22 (3) | ||||||||||||
02.05.16 |
Red Surcos IV | 35,965 | - | 08.31.17 (3) | ||||||||||||
05.13.16 |
Mila XIII | 17,153 | - | 09.30.22 (3) | ||||||||||||
06.15.16 |
Mas Cuotas Series IV | 353,446 | - | 05.15.17 (3) | ||||||||||||
Totals | 5,588,589 | - |
(2) These amounts shall be released monthly until redemption of debt securities. (3) Estimated date, since maturity date shall occur at the time of the distribution of all of trust assets.
c) Activities as Security Agent:
c.1) Banco de Galicia y Buenos Aires S.A. has been appointed Security Agent to custody of the National Treasurys endorsement guarantees in favor of ENARSA (Energía Argentina S.A.) that were assigned in favor of Nación
36
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Fideicomisos S.A. in its capacity as Trustee of the ENARSA-BARRAGAN and ENARSA-BRIGADIER LOPEZ financial trusts.
Said endorsement guarantees the secure payment of all obligations arising from the above-mentioned trusts.
Banco de Galicia y Buenos Aires S.A., in its capacity as Security Agent, will take custody of the documents regarding the National Treasurys endorsement guarantees and will be in charge of managing all legal and notarial proceedings with respect to the enforcement thereof.
As of June 30, 2016 and December 31, 2015, the balances recorded from these transactions amounted to US$1,364,097 and $408, respectively.
c.2) In April 2013, at the time of entering into the Contract for the Fiduciary Assignment and Trust for Guarantee Purposes Profertil S.A., Banco de Galicia y Buenos Aires S.A. was appointed security agent with regard to the Chattel Mortgage Agreement, a transaction that was completed on June 18, 2013, which additionally secures all the obligations undertaken.
As of June 30, 2016 and December 31, 2015, the balance recorded from these transactions amounts to US$116,500.
NOTE 23. ASSETS AND LIABILITIES IN FOREIGN CURRENCY
The balances of assets and liabilities in foreign currency (mainly in U.S. Dollars) as of June 30, 2016 and December 31, 2015 are detailed as follows.
Assets | 06.30.16 | 12.31.15 | ||||||
Cash and Due from Banks |
18,773,301 | 17,658,396 | ||||||
Government and Private Securities |
1,644,630 | 5,257,343 | ||||||
Loans |
11,687,689 | 3,208,454 | ||||||
Other Receivables Resulting from Financial Brokerage |
1,480,070 | 1,094,074 | ||||||
Receivables from Financial Leases |
18,676 | 21,651 | ||||||
Equity Investments |
7,568 | 6,594 | ||||||
Miscellaneous Receivables |
52,010 | 32,820 | ||||||
Unallocated Items |
1,189 | 19,191 | ||||||
Other Assets |
2,176 | 6,915 | ||||||
Total |
33,667,309 | 27,305,438 |
Liabilities | 06.30.16 | 12.31.15 | ||||||
Deposits |
21,151,836 | 14,373,198 | ||||||
Other Liabilities Resulting from Financial Brokerage |
9,409,513 | 10,054,541 | ||||||
Miscellaneous Liabilities |
33,132 | 30,625 | ||||||
Subordinated Notes |
3,881,183 | 3,300,516 | ||||||
Unallocated Items |
870 | 8,595 | ||||||
Other Liabilities |
879 | 826 | ||||||
Total |
34,477,413 | 27,768,301 |
The management and mitigation of currency risk are described in Note 35 on risk management policies.
NOTE 24. BREAKDOWN OF THE ITEMS RECORDED UNDER OTHERS IN THE INCOME STATEMENT
Income from Services | 06.30.16 | 06.30.15 | ||||||
Commissions from Cards |
2,978,799 | 2,320,822 | ||||||
Commissions from Insurance |
227,364 | 202,870 | ||||||
Others |
995,113 | 609,383 | ||||||
Total |
4,201,276 | 3,133,075 |
37
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Expenses from Services | 06.30.16 | 06.30.15 | ||||||
Turnover Tax |
456,861 | 368,800 | ||||||
Related to Credit Cards |
470,020 | 260,252 | ||||||
Others |
463,436 | 266,445 | ||||||
Total |
1,390,317 | 895,497 |
Miscellaneous Income | 06.30.16 | 06.30.15 | ||||||
Income from Sale of Bank Premises and Equipment |
2,287 | 770 | ||||||
Income from Transactions with Miscellaneous Assets |
1,230 | 203 | ||||||
Leases |
1,789 | 1,124 | ||||||
Adjustments and Interest from Miscellaneous Receivables |
169,231 | 98,073 | ||||||
Others |
119,937 | 77,446 | ||||||
Total |
294,474 | 177,616 |
Miscellaneous Losses | 06.30.16 | 06.30.15 | ||||||
Adjustment to Interest on Miscellaneous Liabilities |
976 | 198 | ||||||
Claims |
26,199 | 20,759 | ||||||
Donations |
21,599 | 16,236 | ||||||
Turnover Tax |
10,640 | 9,414 | ||||||
Charges for Administrative, Disciplinary and Criminal Penalties |
- | 1,418 | ||||||
Others |
51,898 | 41,085 | ||||||
Total |
111,312 | 89,110 |
NOTE 25. INCOME FROM INSURANCE ACTIVITIES
As of June 30, 2016 and 2015, the breakdown of Income from Insurance Activities was as follows:
06.30.16 | 06.30.15 | |||||||
Premiums and Surcharges Accrued |
1,670,128 | 1,099,225 | ||||||
Claims Accrued |
(214,214) | (151,949) | ||||||
Surrenders |
(3,195) | (772) | ||||||
Life and Ordinary Annuities |
(2,351) | (2,051) | ||||||
Underwriting and Operating Expenses |
(240,749) | (128,581) | ||||||
Other Income and Expenses |
16,661 | 5,041 | ||||||
Total |
1,226,280 | 820,913 |
NOTE 26. MINIMUM CAPITAL REQUIREMENTS
Grupo Financiero Galicia S.A. is not subject to the minimum capital requirements established by the Argentine Central Bank.
Furthermore, Grupo Financiero Galicia S.A. meets the minimum capital requirements established by the Argentine General Corporations Law, which amount to $100.
Pursuant to the Argentine Central Bank regulations, Banco de Galicia y Buenos Aires S.A. is required to maintain a minimum capital amount, which is calculated by weighing risks related to assets and to balances of bank premises and equipment, miscellaneous and intangible assets.
38
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
As required by the Argentine Central Bank regulations, as of June 30, 2016 and December 31, 2015, minimum capital requirements were as follows:
Date | Capital Required | Computable Capital |
Computable Capital as a % of the
| |||||||||
06.30.16(*) |
12,052,609 | 16,144,207 | 133.95 | |||||||||
12.31.15 |
11,062,886 | 14,071,044 | 127.19 |
(*) The capital surplus covers the increase in the additional requirement of 0.25% for the custody role of securities representing the investments in the Argentine Integrated Social Security Systems F.G.S.
The Argentine Central Bank decided that Banco de Galicia y Buenos Aires S.A. should be considered, for all purposes, a Domestic Systemically Important Bank (D-SIB). Consequently, since January 2016, the Bank is required to meet an additional capital conservation buffer apart from the minimum capital requirement, to be complied with gradually, reaching 3.5% of risk-weighted assets. The Argentine Central Bank also provided for that, since June 2015, equity investments in companies devoted to the issuance of credit, debit and similar cards shall be deducted from the Computable Regulatory Capital (R.P.C.), progressively, reaching 100% in June 2018.
NOTE 27. EARNINGS PER SHARE
Below is a breakdown of the earnings per share as of June 30, 2016 and 2015:
06.30.16 | 06.30.15 | |||||||
Income for the Period |
2,723,223 | 1,906,807 | ||||||
Outstanding Ordinary Shares Weighted Average |
1,300,265 | 1,300,265 | ||||||
Diluted Ordinary Shares Weighted Average |
1,300,265 | 1,300,265 | ||||||
Earnings per Ordinary Share (*) |
||||||||
Basic |
2.0944 | 1.4665 | ||||||
Diluted |
2.0944 | 1.4665 |
(*) Figures stated in whole numbers.
NOTE 28. RESTRICTIONS IMPOSED ON THE DISTRIBUTION OF PROFITS
The Argentine Central Bank regulations require that 20% of the profits shown in the Income Statement at fiscal year-end, plus (or less), the adjustments made in previous fiscal years and, less, if any, the loss accumulated at previous fiscal year-end, be allocated to the legal reserve.
This proportion applies regardless of the ratio of the Legal Reserve fund to Capital Stock. Should the Legal Reserve be used to absorb losses, earnings shall be distributed only if the value of the Legal Reserve reaches 20% of the Capital Stock plus the Capital Adjustment.
The Argentine Central Bank sets rules for the conditions under which financial institutions can make distributions of profits. According to these rules, profits can be distributed as long as results of operations are positive after deducting not only the Reserves, which may be legally and statutory required, but also the following items from Unappropriated Retained Earnings: The difference between the book value and the market value of public sector assets and/or debt instruments issued by the Argentine Central Bank not valued at market price, the amounts capitalized for lawsuits related to deposits and any unrecorded adjustments required by the external auditors or the Argentine Central Bank.
Moreover, in order that a financial institution be able to distribute profits, said institution must comply with the capital adequacy rule, i.e. with the calculation of minimum capital requirements and the regulatory capital.
For these purposes, this shall be done by deducting from its assets and Unappropriated Retained Earnings all the items mentioned in the paragraph above.
39
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Moreover, in such calculation, a financial institution shall not be able to compute the temporary reductions that affect minimum capital requirements, computable regulatory capital or its capital adequacy.
Since January 2016, the Argentine Central Bank determined that banks shall meet an additional capital conservation buffer apart from the minimum capital requirement equal to 3.5% of risk-weighted assets. This shall be made up only of Tier 1 Common Capital, net of deductible items. Distribution of profits shall be restricted when the Banks computable regulatory capital level and structure is within the range of the capital conservation buffer.
Distribution of profits shall require the prior authorization of the Argentine Central Banks Superintendent of Financial and Foreign Exchange Institutions, whose intervention shall have the purpose of verifying the aforementioned requirements have been fulfilled.
In addition to the aforementioned restrictions established by the Argentine Central Bank, which are applicable to Banco de Galicia y Buenos Aires S.A. and Compañía Financiera Argentina S.A., pursuant to Section 70 of the Argentine General Corporations Law, stock companies shall establish a reserve not lower than 5% of the realized and liquid profits shown in the Income Statement for the fiscal year, until 20% of the corporate capital is reached. In the event that said reserve is reduced for any reason, no profits can be distributed until its total refund.
At the Ordinary and Extraordinary Shareholders Meeting of Compañía Financiera Argentina S.A., held on April 21, 2016, the company approved the allocation of 20% of its income for the fiscal year ended December 31, 2015 as follows: $25,464 to Legal Reserve, $101,855 to a Discretionary Reserve for future distribution of profits, which would be made up of the total amount of $377,581. The amount of $300,000 is released from the accumulated reserve for the distribution of a cash dividend in proportion to the respective shareholdings, and subject to the Argentine Central Banks authorization (See Note 38).
Tarjeta Naranja S.A.s Ordinary and Extraordinary Shareholders Meeting held on March 16, 2006 decided to set the maximum limit for the distribution of dividends at 25% of the realized and liquid profits of each fiscal year. This restriction shall remain in force as long as the companys Shareholders Equity is below $300,000.
Pursuant to the Price Supplement of the Class XIII Notes, as well as in accordance with certain financial loan contracts, Tarjeta Naranja S.A. has agreed not to distribute dividends that may exceed 50% of the companys net income. This restriction also applies in the event of any excess over certain indebtedness ratios.
NOTE 29. STATEMENT OF CASH FLOWS AND CASH EQUIVALENTS
Cash and due from banks and assets held with the purpose of complying with the short-term commitments undertaken, with a high level of liquidity, easily converted into known amounts of cash, subject to insignificant changes in value and with a maturity less than six months from the date of the acquisition thereof, are considered to be cash and cash equivalents. The breakdown is as follows:
06.30.16 | 12.31.15 | 06.30.15 | 12.31.14 | |||||||||||||
Cash and Due from Banks |
28,438,535 | 30,834,663 | 10,875,468 | 16,959,205 | ||||||||||||
Instruments Issued by the Argentine Central Bank |
9,394,595 | 10,514,624 | 6,978,979 | 4,612,259 | ||||||||||||
Reverse Repo Transactions with the Argentine Central Bank |
12,424,632 | 14,286 | 2,544,834 | 16,768 | ||||||||||||
Interbank Loans - (Call Money Loans Granted) |
511,900 | 40,000 | 30,000 | 182 | ||||||||||||
Overnight Placements in Banks Abroad |
656,449 | 232,351 | 2,587,390 | 261,118 | ||||||||||||
Other Cash Placements |
1,737,569 | 1,339,341 | 1,331,128 | 1,204,483 | ||||||||||||
Cash and Cash Equivalents |
53,163,680 | 42,975,265 | 24,347,799 | 23,054,015 |
40
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 30. CONTRIBUTION TO THE DEPOSIT INSURANCE SYSTEM
Law No. 24485 and Decree No. 540/95 established the creation of the Deposit Insurance System to cover the risk attached to bank deposits, in addition to the system of privileges and safeguards envisaged in the Financial Institutions Law.
The National Executive Branch through Decree No. 1127/98 dated September 24, 1998 established the maximum amount for this insurance system to demand deposits and time deposits denominated either in Pesos and/or in foreign currency. From November 1, 2014 to April 30, 2016, such limit was established at $350. As from May 1, 2016, the Argentine Central Bank increased it to $450.
This system does not cover deposits made by other financial institutions (including time deposit certificates acquired through a secondary transaction), deposits made by parties related to Banco de Galicia y Buenos Aires S.A., either directly or indirectly, deposits of securities, acceptances or guarantees and those deposits set up at an interest rate exceeding the one established regularly by the Argentine Central Bank based on a daily survey conducted by it. Deposits acquired through endorsement, placements made as a result of incentives other than interest rates and locked-up balances from deposits and other excluded transactions are also excluded. This system has been implemented through the constitution of the Deposit Insurance Fund (FGD), which is managed by a company called Seguros de Depósitos S.A. (SE.DE.S.A.). SE.DE.S.A.s shareholders are the Argentine Central Bank and the financial institutions, in the proportion determined for each one by the Argentine Central Bank based on the contributions made to the fund.
The monthly contribution that institutions had to make to the Fund until March 2016 was 0.06%, except for time deposits in U.S. Dollars raised or renewed during the period from February 11, 2015 to January 31, 2016, for which it was 0.015 %.
Effective as of the contribution maturing in April 2016, the Argentine Central Bank established a 0.015% rate for the monthly average of all deposits.
NOTE 31. NATIONAL SECURITIES COMMISSION (C.N.V.)
AGENTS MINIMUM LIQUIDITY REQUIREMENT
Within the framework of Resolution No. 622/13 of the C.N.V., Banco de Galicia y Buenos Aires S.A. has been registered, in such agencys registry, as settlement and clearing agent comprehensive- No. 22 (ALyC and AN INTEGRAL), custodial agent of collective investment products corresponding to mutual funds No. 3 (ACPIC FCI), and manager of collective investment products at the registry of financial trustees No. 54.
As of June 30, 2016, Banco de Galicia y Buenos Aires S.A.s Shareholders Equity exceeds that required by the C.N.V. to act as agent in the categories in which the Bank has already carried out the registration proceedings. Such requirement amounts to $27,000 with a minimum liquidity requirement of $13,500, which Banco de Galicia y Buenos Aires S.A. paid with Argentine Central Banks monetary regulation instruments, which are held in custody at Caja de Valores (Depositor No. 100100) in the amount of $17,111.
CUSTODIAL AGENT OF COLLECTIVE INVESTMENT PRODUCTS CORRESPONDING TO MUTUAL FUNDS
Furthermore, in compliance with Section 7 of Chapter II, Title V of that Resolution, in its capacity as custodial agent of collective investment products corresponding to mutual funds (depository) of the FIMA ACCIONES, FIMA P.B. ACCIONES, FIMA RENTA EN PESOS, FIMA AHORRO PESOS, FIMA RENTA PLUS, FIMA PREMIUM, FIMA AHORRO PLUS, FIMA CAPITAL PLUS, FIMA ABIERTO PYMES and FIMA MIX I funds, as of June 30, 2016, Banco de Galicia y Buenos Aires S.A. holds a total of 6,129,458,740 units under custody for a
41
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
market value of $23,871,988, which is included in the Depositors of Securities Held in Custody account. As of December 31, 2015, the securities held in custody totaled 6,089,643,628 units and their market value amounted to $18,174,700.
The balances of the Mutual Funds as of period/fiscal year-end are detailed as follows:
Mutual Fund | 06.30.16 | 12.31.15 | ||||||
FIMA Acciones |
83,006 | 75,086 | ||||||
FIMA P.B. Acciones |
247,178 | 254,662 | ||||||
FIMA Renta en pesos |
139,248 | 63,563 | ||||||
FIMA Ahorro pesos |
11,233,590 | 4,704,972 | ||||||
FIMA Renta Plus |
178,713 | 131,712 | ||||||
FIMA Premium |
4,039,956 | 4,794,058 | ||||||
FIMA Ahorro Plus |
6,211,755 | 6,285,433 | ||||||
FIMA Capital Plus |
642,816 | 1,667,188 | ||||||
FIMA Abierto PyMES |
232,335 | 198,026 | ||||||
FIMA Mix I |
863,391 | - | ||||||
Total |
23,871,988 | 18,174,700 |
STORAGING OF DOCUMENTS
Pursuant to General Resolution No. 629 of the C.N.V., Banco de Galicia y Buenos Aires S.A. notes that it has supporting documents regarding accounting and management transactions, which are stored at AdeA (C.U.I.T. No. 30-68233570-6), Plant III located at Ruta Provincial 36 km 31.5 No. 6471 (CP 1888) Bosques, Province of Buenos Aires, with legal domicile at Av. Pte. Roque Sáenz Peña 832 Piso 1, C.A.B.A.
NOTE 32. SETTING UP OF FINANCIAL TRUSTS
a) Financial trusts with Banco de Galicia y Buenos Aires S.A. as trustor:
Name | Creation Date | Estimated Maturity Date |
Trustee | Trust Assets | Portfolio Transferred |
Book Value of Securities Held in Own Portfolio | ||||||||||||||||||||||
06.30.16 | 12.31.15 | |||||||||||||||||||||||||||
Galtrust I | 10.13.00 | 02.04.18 | First Trust of New York N.A. |
Secured Bonds in Pesos at 2% due 2018 (1)
|
US$490,224 (*) |
654,750 | 685,915 |
(*) The remaining US$9,776 was transferred in cash. (1) In exchange for loans to the Provincial Governments.
b) As of June 30, 2016 and December 31, 2015, Banco de Galicia y Buenos Aires S.A. records in its own portfolio participation certificates and debt securities from financial trusts amounting to $483,183 and $657,471, respectively.
NOTE 33. SEGMENT REPORTING
Grupo Financiero Galicia S.A. measures the performance of each of its business segments mainly in terms of Net Income. The segments defined are made up of one or more operating segments with similar economic characteristics, distribution channels and regulatory environments.
42
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Below there is a description of each business segments composition:
Banks: It represents the banking business operation results. As of June 30, 2015, in addition to Banco de Galicia y Buenos Aires S.A.s results of operations, this segment includes Banco Galicia Uruguay S.A.s (in liquidation) results of operations.
Regional Credit Cards: This segment represents the results of operations of the regional credit card business and includes the results of operations of Tarjetas del Mar S.A. and Tarjetas Regionales S.A. consolidated with its subsidiaries, as follows: Cobranzas Regionales S.A., Procesadora Regional S.A., Tarjeta Naranja S.A. and Tarjetas Cuyanas S.A.
Personal Loans CFA: This segment includes the results of operations of Compañía Financiera Argentina S.A. and Cobranzas y Servicios S.A.
Insurance: This segment represents the results of operations of the insurance companies business and includes the results of operations of Sudamericana Holding S.A. consolidated with its subsidiaries, as follows: Galicia Retiro Cía. de Seguros S.A., Galicia Seguros S.A. and Galicia Broker Asesores de Seguros S.A.
Other Businesses: This segment shows the results of operations of Galicia Administradora de Fondos S.A., Galicia Warrants S.A., Net Investment S.A., Galicia Valores S.A. and Grupo Financiero Galicia S.A.
Adjustments: This segment includes consolidation adjustments, eliminations corresponding to transactions conducted between consolidated companies and minority interest.
Banks | Regional Credit Cards |
Personal Loans CFA |
Insurance | Other Businesses |
Adjustments | 06.30.16 | ||||||||||||||||||||||||||||||||||||
Net Financial Income |
4,782,109 | 1,735,422 | 662,037 | 162,117 | (9,404) | 19,938 | 7,352,219 | |||||||||||||||||||||||||||||||||||
Net Income from Services |
2,633,244 | 2,300,834 | 140,785 | - | 145,231 | (569,620) | 4,650,474 | |||||||||||||||||||||||||||||||||||
Net Operating Income |
7,415,353 | 4,036,256 | 802,822 | 162,117 | 135,827 | (549,682) | 12,002,693 | |||||||||||||||||||||||||||||||||||
Provision for Loan Losses |
553,851 | 645,834 | 141,752 | - | - | - | 1,341,437 | |||||||||||||||||||||||||||||||||||
Administrative Expenses |
4,625,860 | 2,592,170 | 537,675 | 232,271 | 76,828 | (53,222) | 8,011,582 | |||||||||||||||||||||||||||||||||||
Operating Income |
2,235,642 | 798,252 | 123,395 | (70,154) | 58,999 | (496,460) | 2,649,674 | |||||||||||||||||||||||||||||||||||
Income from Insurance Companies Activities |
- | - | - | 695,493 | - | 530,787 | 1,226,280 | |||||||||||||||||||||||||||||||||||
Income from Equity Investments |
786,911 | - | 599 | 2,489 | 2,802,010 | (3,516,065) | 75,944 | |||||||||||||||||||||||||||||||||||
Minority Interest |
- | (63) | - | (1) | - | (164,991) | (165,055) | |||||||||||||||||||||||||||||||||||
Miscellaneous Income, Net |
106,719 | 278,821 | 89,579 | (1,004) | (2,450) | (14,351) | 457,314 | |||||||||||||||||||||||||||||||||||
Net Income before Income Tax |
3,129,272 | 1,077,010 | 213,573 | 626,823 | 2,858,559 | (3,661,080) | 4,244,157 | |||||||||||||||||||||||||||||||||||
Income Tax |
830,000 | 438,132 | 74,305 | 216,203 | 45,989 | (83,695) | 1,520,934 | |||||||||||||||||||||||||||||||||||
Net Income for the Period |
2,299,272 | 638,878 | 139,268 | 410,620 | 2,812,570 | (3,577,385) | 2,723,223 |
43
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Banks | Regional Credit Cards |
Personal Loans CFA |
Insurance | Other Businesses |
Adjustments | 06.30.15 | ||||||||||||||||||||||||||||||||||||
Net Financial Income |
3,669,936 | 1,146,372 | 548,228 | 73,639 | (34,923) | 17,526 | 5,420,778 | |||||||||||||||||||||||||||||||||||
Net Income from Services |
2,013,896 | 1,907,485 | 119,472 | - | 101,086 | (511,675) | 3,630,264 | |||||||||||||||||||||||||||||||||||
Net Operating Income |
5,683,832 | 3,053,857 | 667,700 | 73,639 | 66,163 | (494,149) | 9,051,042 | |||||||||||||||||||||||||||||||||||
Provision for Loan Losses |
505,937 | 370,104 | 198,699 | - | - | - | 1,074,740 | |||||||||||||||||||||||||||||||||||
Administrative Expenses |
3,364,194 | 1,873,431 | 419,404 | 166,674 | 49,074 | (26,944) | 5,845,833 | |||||||||||||||||||||||||||||||||||
Operating Income |
1,813,701 | 810,322 | 49,597 | (93,035) | 17,089 | (467,205) | 2,130,469 | |||||||||||||||||||||||||||||||||||
Income from Insurance Companies Activities |
- | - | - | 327,035 | - | 493,878 | 820,913 | |||||||||||||||||||||||||||||||||||
Income from Equity Investments |
639,076 | - | 786 | 879 | 1,973,181 | (2,562,288) | 51,634 | |||||||||||||||||||||||||||||||||||
Minority Interest |
- | 80 | - | - | - | (148,491) | (148,411) | |||||||||||||||||||||||||||||||||||
Miscellaneous Income, Net |
18,270 | 194,540 | 58,422 | (932) | 2,323 | (11,008) | 261,615 | |||||||||||||||||||||||||||||||||||
Net Income before Income Tax |
2,471,047 | 1,004,942 | 108,805 | 233,947 | 1,992,593 | (2,695,114) | 3,116,220 | |||||||||||||||||||||||||||||||||||
Income Tax |
712,000 | 379,816 | 37,329 | 82,239 | 28,654 | (30,625) | 1,209,413 | |||||||||||||||||||||||||||||||||||
Net Income for the Period |
1,759,047 | 625,126 | 71,476 | 151,708 | 1,963,939 | (2,664,489) | 1,906,807 |
The accounting measurement of assets and liabilities allocated to the above-mentioned segments is as follows:
06.30.16 | 12.31.15 | |||||||||||||||
Government and Private Securities |
29,804,321 | 15,525,090 | ||||||||||||||
Loans |
109,333,878 | 98,344,731 | ||||||||||||||
Other Receivables Resulting from Financial Brokerage |
21,752,462 | 8,060,768 | ||||||||||||||
Receivables from Financial Leases |
828,159 | 958,092 | ||||||||||||||
Other Assets |
491,410 | 419,510 | ||||||||||||||
Total Assets |
162,210,230 | 123,308,191 | ||||||||||||||
06.30.16 | 12.31.15 | |||||||||||||||
Deposits |
118,113,707 | 100,039,233 | ||||||||||||||
Other Liabilities Resulting from Financial Brokerage |
53,954,427 | 37,328,900 | ||||||||||||||
Subordinated Notes |
3,881,183 | 3,300,516 | ||||||||||||||
Other Liabilities |
538,998 | 488,073 | ||||||||||||||
Total Liabilities |
176,488,315 | 141,156,722 |
NOTE 34. CONTINGENCIES
TAX ISSUES
Banco de Galicia y Buenos Aires S.A.
At the date of these financial statements, provincial tax collection authorities, as well as tax collection authorities from Buenos Aires, are in the process (in different degrees of completion) of conducting audits and assessments mainly regarding the Compensatory Bond granted by the National Government to compensate financial institutions for the losses generated by the asymmetric pesification of loans and deposits.
As regards the assessment of tax collection authorities from Buenos Aires, within the framework of the legal actions brought by Banco de Galicia y Buenos Aires S.A. with the purpose of challenging the assessment of the tax collection authorities, a preliminary injunction was granted by the Argentine Federal Court of Appeals in Administrative Matters for the amount corresponding to the Compensatory Bond, which was ratified by the Supreme Court of Justice. Therefore, the Court ordered the A.G.I.P. (Governmental Public Revenue Authority) to refrain from starting tax enforcement proceedings or otherwise requesting precautionary measures for such purpose until a final judgment is
44
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
issued. The proceedings are currently pending a decision by the Argentine Federal Court of Appeals in Administrative Matters with regard to the appeal filed by Banco de Galicia y Buenos Aires S.A. against the decision issued on the core issue by the Court of First Instance in November 2013. In any case, it is worth noting the decision issued by the federal prosecutor of the Court of Appeals was favorable to Banco de Galicia y Buenos Aires S.A.
With regard to the city of Buenos Aires claims on account of other items, Banco de Galicia y Buenos Aires S.A. adhered to the System for the Settlement of Tax Liabilities in Arrears (Law No. 3461 and the related regulations), which envisaged the total relief of interest and fines. The Banks adherence to such system was communicated within the framework of the respective cases before the corresponding judicial authorities.
In connection with the assessments made by tax collection authorities from the Province of Buenos Aires, under the framework of some of the processes under discussion at the Provincial Tax Courts stage, at this stage of proceedings the decision issued was: (i) unfavorable to Banco de Galicia y Buenos Aires S.A.s request regarding the items not related to the Compensatory Bond, and (ii) favorable with regard to the non-taxability thereof. Therefore, Banco de Galicia y Buenos Aires S.A. adhered to the System for the Regularization of Tax Debts (Regulatory Decision No. 12 and related decisions), which envisages discounts on the amounts not related to the Compensatory Bond. The Banks adherence to such system was communicated within the framework of the respective cases before the corresponding judicial authorities. In turn, the authorities from the Province of Buenos Aires objected to the judgment rendered by the Provincial Tax Court with regard to the Compensatory Bond, and requested the Court of Appeals in Administrative Matters of La Plata to set such decision aside. Banco de Galicia y Buenos Aires S.A. entered an appearance and filed a motion for lack of jurisdiction, since it believes only the Argentine Supreme Court of Justice has jurisdiction to issue a decision on such a matter. On April 15, 2014, the aforementioned Court sustained the motion for lack of jurisdiction and ordered the proceedings to be filed. The authorities from the Province of Buenos Aires filed an appeal before the Supreme Court of Justice of the Province of Buenos Aires, which has not issued a decision to date.
Furthermore, regarding the claims made by the different jurisdictions, Banco de Galicia y Buenos Aires S.A. has been expressing its disagreement regarding these adjustments at the corresponding administrative and/or legal proceedings.
These proceedings and their possible effects are constantly being monitored by Management. Even though Banco de Galicia y Buenos Aires S.A. considers that it has complied with its tax liabilities in full pursuant to current regulations, the provisions deemed adequate pursuant to the evolution of each proceeding have been set up.
Tarjetas Regionales S.A.
At the date of these consolidated financial statements, the Argentine Revenue Service (A.F.I.P.), Provincial Revenue Boards and Municipalities are in the process of conducting audits and assessments, in different degrees of completion, at the companies controlled by Tarjetas Regionales S.A. Said agencies have served notices and made claims regarding taxes applicable to Tarjetas Regionales S.A.s subsidiaries. Therefore, the companies are taking the corresponding administrative and legal steps in order to resolve such issues. The original amount claimed for taxes totals approximately $13,687.
Based on the opinions of their tax advisors, the companies believe that the above-mentioned claims are both legally and technically groundless and that taxes related to the claims have been correctly calculated in accordance with the tax regulations currently in force and existing case law.
Notwithstanding the foregoing, the companies have set up the provisions deemed appropriate pursuant to the evolution of each proceeding.
45
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
CONSUMER PROTECTION ASSOCIATIONS
Banco de Galicia y Buenos Aires S.A.
Consumer Protection Associations, on behalf of consumers, have filed claims against Banco de Galicia y Buenos Aires S.A. with regard to the collection of certain financial charges.
The Bank believes that the resolution of these controversies will not have a significant impact on its financial condition.
Compañía Financiera Argentina S.A.
Consumer Protection Associations, on behalf of consumers, have filed claims against Compañía Financiera Argentina S.A. with regard to the collection of certain financial charges. The company believes that the resolution of these controversies will not have a significant impact on its financial condition.
NOTE 35. RISK MANAGEMENT POLICIES
The tasks related to risk information and internal control of each of the controlled companies are defined and carried out, rigorously. This particularly affects the Bank, where the requirements are stringent, as it is a financial institution regulated by the Argentine Central Bank. Apart from applicable local regulations, the Company, in its capacity as a listed company in the United States of America, complies with the certification of its internal controls pursuant to Section 404 of the Sarbanes Oxley Act (Sarbanes Oxley). Corporate risk management is monitored by the Audit Committee, which also gathers and analyzes the information submitted by the main controlled companies.
The specific function of the comprehensive management of Banco de Galicia y Buenos Aires S.A.s risks has been allocated to the Risk Management Division, guaranteeing its independence from the rest of the business areas since it directly reports to Banco de Galicia y Buenos Aires S.A.s General Division and, at the same time, is involved in the decisions made by each area. In addition, the control and prevention of risks related to asset laundering, funding of terrorist activities and other illegal activities are allocated to the Prevention and Control of Money Laundering and Funding of Terrorist Activities Division. The aim of both divisions is to guarantee the Board of Directors are fully aware of the risks that Banco de Galicia y Buenos Aires S.A. is exposed to, and to design and propose policies and procedures necessary to mitigate and control such risks.
Banco de Galicia y Buenos Aires S.A. has developed the Capital Adequacy Assessment Process (Proceso de Evaluación de Suficiencia de Capital - PESC) to assess the relationship between the Banks own available and necessary resources to maintain an appropriate risk profile. This process shall also allow for the identification of both the economic capital needs and the sources to meet such needs.
In turn, Banco de Galicia y Buenos Aires S.A. has developed a risk appetite framework, which has risk acceptance levels, both on an individual and a consolidated basis. Within this framework, ratios have been established, which are regularly submitted to the Risk and Capital Allocation Committee.
Each of these ratios has an excess threshold and related actions in case of deviations.
FINANCIAL RISKS
Short- and medium-term financial risks are managed within the framework of policies approved by Banco de Galicia y Buenos Aires S.A.s Board of Directors, which establishes limits to the different risk exposure and also considers their interrelation. Management is supplemented by contingency plans devised to face adverse market situations. Furthermore, stress tests that make it possible to assess risk exposure under historical and simulated scenarios are created, which identify critical levels of the different risk factors.
46
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
LIQUIDITY
Daily liquidity is managed according to the set strategy, which seeks to keep adequate liquid resources to mitigate the adverse effects caused by irregular variations in loans and deposits, in addition to coping with stress situations.
The current liquidity policy in force provides for the setting of limits and monitoring of a) liquidity as it relates to stock: a level of Management Liquidity Requirement was established as the excess over legal minimum cash requirements, taking into consideration the characteristics and behavior of Banco de Galicia y Buenos Aires S.A.s different liabilities, and the liquid assets that make up such liquidity were determined as well; and b) cash flow liquidity: gaps between the contractual maturities of consolidated financial assets and liabilities are analyzed and monitored. There is a cap for the gap between maturities, determined based on the gap accumulated against total liabilities permanently complied with during the first year.
Furthermore, the policy sets forth a contingency plan, by currency type, that determines the steps to be taken and the assets from which additional liquid resources can be obtained.
With the purpose of mitigating the liquidity risk that arises from deposit concentration per customer, Banco de Galicia y Buenos Aires S.A. has a policy that regulates the concentration of deposits among the main customers.
CURRENCY RISK
Banco de Galicia y Buenos Aires S.A.s current policy in force establishes limits in terms of maximum net asset positions (assets denominated in a foreign currency which are higher than the liabilities denominated in such currency) and net liability positions (assets denominated in a foreign currency which are lower than the liabilities denominated in such currency) for mismatches in foreign currency, as a proportion of Banco de Galicia y Buenos Aires S.A.s R.P.C.
An adequate balance between assets and liabilities denominated in foreign currency is what characterizes the management strategy for this risk factor, seeking to achieve a full coverage of long-term asset-liability mismatches and allowing a short-term mismatch management margin that contributes to the possibility of improving certain market situations. Short- and long-term goals are attained by appropriately managing assets and liabilities and by using the financial products available in our market, particularly dollar futures both in institutionalized markets (M.A.E. and RO.F.EX.) and in forward transactions performed with customers.
Transactions in foreign currency futures (Dollar futures) are subject to limits that take into consideration the particular characteristics of each trading environment.
INTEREST RATE RISK
Banco de Galicia y Buenos Aires S.A.s exposure to the interest rate risk, as a result of interest rate fluctuations and the different sensitivity of assets and liabilities, is managed according to the approved strategy. On the one hand, it considers a short-term horizon, seeking to keep the net financial margin within the levels set by the policy. On the other hand, it considers a long-term horizon, the purpose of which is to mitigate the negative impact on the present value of Banco de Galicia y Buenos Aires S.A.s Shareholders Equity in the face of changes in interest rates.
From a comprehensive viewpoint of risk exposure and contributing to including a risk premium in the pricing process, the aim is to systematically estimate the economic capital used up by the structural risk as per the financial statements (interest rate risk) and the contribution of the price risk, in its different expressions, to using up the capital.
MARKET RISK
Trading of and/or investment in government and corporate securities, currencies, derivatives and debt instruments issued by the Argentine Central Bank, which are listed on the capital markets and the value of which varies pursuant to
47
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
the variation of the market prices thereof, are included within the policy which limits the maximum authorized losses during a year.
The price risk (market) is daily managed according to the strategy approved, the purpose of which is to keep Banco de Galicia y Buenos Aires S.A. present in the different derivatives, variable- and fixed-income markets while obtaining the maximum return as possible on trading, without exposing the latter to excessive risk levels. Finally, the designed policy contributes to providing transparency and facilitates the perception of the risk levels to which it is exposed.
In order to measure and monitor risks derived from the variation in the price of financial instruments frequently listed in the secondary markets that form the trading securities portfolio, a model known as Value at Risk (also known as VaR) is used. This model measures, for Banco de Galicia y Buenos Aires S.A. individually, the possible loss that could be generated by the positions in securities and currencies under certain parameters. For financial instruments not frequently listed or with no representative listing in the secondary markets, the methodology known as DV01 is used. This entails estimating the change in value of a portfolio, for variations of one interest rate percentage point.
CROSS-BORDER RISK
Banco de Galicia y Buenos Aires S.A.s foreign trade transactions and management of treasury resources imply assuming cross-border risk positions. These exposures related to cross-border assets are in line with Banco de Galicia y Buenos Aires S.A.s business and financial strategy, the purpose of which is to provide customers with efficient commercial assistance and to improve the management of available liquid resources within an appropriate risk and yield environment.
TRANSFER RISK
The possibility of diversifying funding sources, as contemplated by the liquidity strategy, by obtaining resources in foreign capital markets, involves the possible exposure to potential regulatory changes that hinder or increase the cost of the transfer of foreign currency abroad to meet liability commitments. The policy that manages the risk of transferring foreign currency abroad thus contributes to the liquidity strategy and pursues the goal of reaching an adequate balance between liabilities payable to local counterparties and those payable to foreign counterparties in a return-risk proportion that is adequate for Banco de Galicia y Buenos Aires S.A.s business and growth.
EXPOSURE TO THE NON-FINANCIAL PUBLIC SECTOR
With the purpose of regulating risk exposure with regard to the non-financial public sector, in the national, provincial and municipal jurisdictions, Banco de Galicia y Buenos Aires S.A. defined a policy which by design envisages risk exposure in each jurisdiction, as well as the possible loss of value related to such holdings.
CREDIT RISK
Banco de Galicia y Buenos Aires S.A. uses credit assessment and risk monitoring tools to allow its management on a prompt and controlled basis to control its level of exposure to potential risks and encourages a proper portfolio diversification, both in individual terms and by economic sector.
Strategically, Banco de Galicia y Buenos Aires S.A. has decided to deepen its customers knowledge expressed in a specific policy, which allows for providing credit assistance to them according to their financing needs and based on their evaluated attributes, purposes and perspectives.
Several risk appetite indicators, calculated based on current and stress ratios, are monitored within the credit risk management in order to detect situations that may affect the normal course of business, the noncompliance with the strategy and undesired results and/or situations of vulnerability in the face of changes in market conditions.
48
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Banco de Galicia y Buenos Aires S.A.s credit granting and analysis system is applied in a centralized manner and is based on the concept of opposition of interests, which takes place when risk management, credit and commercial duties are segregated, with respect to both retail and wholesale businesses. This allows for an ongoing and efficient monitoring of the quality of assets, an early management of problem loans, aggressive write-offs of uncollectible loans, and a conservative policy on allowances for loan losses.
OPERATIONAL RISK
Pursuant to the best practices and the guidelines determined by the Argentine Central Bank, Banco de Galicia y Buenos Aires S.A. has an Operational Risk Management Division, through which it has implemented the Operational Risk Management Framework. This framework includes the Banks policies, practices, procedures and structures for the appropriate management of this Risk.
Operational Risk is the risk of losses due to the lack of conformity or due to failure of internal processes, the acts of people or systems, or due to external events. It includes legal risk, but does not include strategic and reputational risks.
Banco de Galicia y Buenos Aires S.A. manages operational risk inherent to its products, activities, processes and material systems, technology and information security processes, as well as risks derived from subcontracted activities and from services rendered by providers. Such management includes the identification, assessment, monitoring, control and mitigation of operational risks.
Before launching or introducing new products, activities, processes or systems, Banco de Galicia y Buenos Aires S.A. makes sure its operational risks are appropriately assessed.
This way, Banco de Galicia y Buenos Aires S.A. has the necessary structure and resources to be able to determine the operational risk profile and thus take the corresponding corrective measures, complying with the regulations set forth by the Argentine Central Bank on guidelines for operational risk management in financial institutions and operational risk events database.
The minimum capital requirement with regard to the operational risk is determined according to the Argentine Central Bank regulations.
An appropriate management of operational risks also helps improve customer service quality.
In compliance with Communiqué A 5398, securitization, concentration, reputational and strategic risks were identified as significant risks, and a computation and measurement method was developed, which is currently being implemented. These risks, together with those mentioned previously, were included in the Capital Adequacy Assessment Report (I.A.C., as per its acronym in Spanish), within the framework of Communiqué A 5515.
SECURITIZATION RISK
Securitization is an alternative source of financing and a mechanism for the transfer of risks to investors. Notwithstanding the foregoing, securitization activities and the fast innovation with regard to the techniques and instruments used in such activities also generate new risks, including the following:
i) Credit, market, liquidity, concentration, legal and reputational risks, due to the securitization positions held or invested, including, among others, liquidity facilities and credit enhancements granted; and
ii) Credit risk due to the underlying exposures with regard to securitization.
CONCENTRATION RISK
Risk concentration has to do with the exposure or groups of exposure with similar characteristics, for instance when they belong to the same debtor, counterparty or guarantor, geographic area or economic sector; or because they are secured by the same type of assets used as collateral, with the possibility of generating:
i) Losses with regard to income, regulatory capital, assets or the global risk level, that are significant enough to affect the financial strength of the financial institution or its ability to keep the financial institutions main transactions;
49
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
ii) A major change in the financial institutions risk profile.
REPUTATIONAL RISK
Reputational risk is defined as the risk associated with a negative perception of the financial institution by customers, counterparties, shareholders, investors, account holders, market analysts and other significant market players, which adversely affects the financial institutions ability to keep existing business relationships or establish new relationships, and continue having access to funding sources such as the interbank market or the securitization market.
STRATEGIC RISK
Strategic risk is that which arises from an inappropriate business strategy or an adverse change in forecasts, parameters, goals and other functions that support such strategy. Even though estimating this risk is complex, institutions must develop new management techniques that include all the related aspects.
ASSET LAUNDERING, FUNDING OF TERRORIST ACTIVITIES AND OTHER ILLEGAL ACTIVITIES RISK
As regards the control and prevention of asset laundering and funding of terrorist activities, Banco de Galicia y Buenos Aires S.A. complies with the regulations set forth by the Argentine Central Bank, the Financial Information Unit and Law No. 25246, as amended, which creates the Financial Information Unit (U.I.F.), under the jurisdiction of the Ministry of Justice and Human Rights with functional autarchy. The Financial Information Unit is in charge of analyzing, addressing and reporting the information received, in order to prevent and avoid both asset laundering and funding of terrorist activities.
Banco de Galicia y Buenos Aires S.A. has promoted the implementation of measures designed to fight against the use of the international financial system by criminal organizations. For such purposes, Banco de Galicia y Buenos Aires S.A. has control policies, procedures and structures that are applied using a risk-based approach, which allow for the monitoring of transactions, pursuant to the customer profile (defined individually based on the information and documentation related to the economic, financial and tax condition of the customer), in order to detect such transactions that should be considered unusual, and to report them to the U.I.F. in applicable cases. The Anti-Money Laundering Unit (U.A.L. as per its initials in Spanish Unidad Antilavado) is in charge of managing this activity, through the implementation of control and prevention procedures as well as the communication thereof to the rest of the organization by drafting related handbooks and training all employees. In addition, the management of this risk is regularly reviewed by Internal Audit.
Banco de Galicia y Buenos Aires S.A. has appointed a director as Compliance Officer, pursuant to Resolution 121/11 of the U.I.F., who shall be responsible for ensuring compliance with and implementation of the proceedings and obligations on the issue.
Banco de Galicia y Buenos Aires S.A. contributes to the prevention and mitigation of risks from transaction-related criminal behaviors by being involved in the international regulatory standards adoption process.
In compliance with Communiqué A 5394 issued by the Argentine Central Bank, Banco de Galicia y Buenos Aires S.A. publishes on its website (http://www.bancogalicia.com.ar) a document entitled Disciplina de Mercado quarterly, which includes information related to the structure and adequacy of regulatory capital, the exposure to the different risks and the management thereof.
50
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 36. CORPORATE GOVERNANCE TRANSPARENCY POLICY
GRUPO FINANCIERO GALICIA S.A.
Grupo Financiero Galicia S.A.s Board of Directors is the Companys highest management body. It is made up of eight (8) directors and three (3) alternate directors, who must have the necessary knowledge and skills to clearly understand their responsibilities and duties within the corporate governance, and to act with the loyalty and diligence of a good businessman.
As set out in its bylaws, the term of office for both directors and alternate directors is three (3) years; they are partially changed every year and may be reelected indefinitely.
The Company complies with the appropriate standards regarding total number of directors, as well as the number of independent directors. Furthermore, its bylaws provide for the flexibility necessary to adapt the number of directors to the possible changes in the conditions in which the Company carries out its activities, from three (3) to nine (9) directors.
The Board of Directors complies, in every relevant respect, with the recommendations included in the Code on Corporate Governance as Schedule IV to Title IV of the regulations issued by the National Securities Commission (Text amended in 2013).
It also monitors the application of the corporate governance policies provided for by the regulations in force through the Audit Committee and the Committee for Information Integrity. Periodically, the Committees provide the Board of Directors with information, and the Board gets to know the decisions of each Committee. What is appropriate is transcribed in the minutes drafted at the Board of Directors meetings.
The Audit Committee set by Capital Markets Law No. 26831 and the C.N.V.s regulations is formed by three (3) independent directors, and the Committee for Information Integritys mission is to comply with the provisions of Sarbanes-Oxley.
Basic Holding Structure
Grupo Financiero Galicia S.A. is a company whose sole purpose is to conduct financial and investment activities as per Section 31 of the Argentine General Corporations Law. That is to say, it is a holding company whose activity involves managing its equity investments, assets and resources.
Within the group of companies in which the Company has an interest, Banco de Galicia y Buenos Aires S.A. stands out, in which the former has a controlling equity interest, being its main asset as well. Banco de Galicia y Buenos Aires S.A., as a banking institution, is subject to certain regulatory restrictions imposed by the Argentine Central Bank. In particular, Banco de Galicia y Buenos Aires S.A. can only hold a 12.5% interest in the capital stock of companies that do not carry out activities considered supplementary by the Argentine Central Bank. Therefore, the Company holds, either directly or indirectly, the remaining interests in several companies. In addition, the Company indirectly holds a number of equity investments in supplementary companies that belong to Banco de Galicia y Buenos Aires S.A. as the controlling company.
Since the Company is a holding company, it has a limited personnel structure, and, therefore, many of the business organization requirements, common for big productive institutions, cannot be applied to this company.
To conclude, one should note that the Company is under the control of a pure holding company, EBA Holding S.A., which has the number of votes necessary to hold the majority of votes at the Shareholders Meetings, although it does not have any managerial functions over the Company and the Company has no group relationship with EBA Holding S.A.
51
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Compensation Systems
Directors compensation is defined by the General Shareholders Meeting and is fixed within the limits established by law and the corporate bylaws.
The Audit Committee expresses its opinion on whether compensation proposals for Directors are reasonable, taking into consideration market standards.
Business Conduct Policy
The Company has consistently shown respect for the rights of its shareholders, reliability and accuracy in the information provided, transparency as to its policies and decisions, and caution with regard to the disclosure of strategic business issues.
Code of Ethics
Grupo Financiero Galicia S.A. has a Code of Ethics formally approved that guides its policies and activities. It considers business objectivity and conflict of interest related aspects, and how the employee should act upon identifying a breach of the Code of Ethics.
BANCO DE GALICIA Y BUENOS AIRES S.A.
Banco de Galicia y Buenos Aires S.A.s Board of Directors is the Banks highest management body. It is currently made up of seven (7) directors and three (3) alternate directors, who must have the necessary knowledge and skills to clearly understand their responsibilities and duties within the corporate governance, and to act with the loyalty and diligence of a good businessman.
Banco de Galicia y Buenos Aires S.A. complies with the appropriate standards regarding total number of directors, as well as number of independent directors. Furthermore, its bylaws provide for the flexibility necessary to adapt the number of directors to the possible changes in the conditions in which the Bank carries out its activities, from three (3) to nine (9) directors.
The General Shareholders Meeting has the power to establish the number of directors, both independent and non-independent ones, and appoint them. Out of the seven directors, two are independent. In addition, one of the alternate directors is independent. The independence concept is defined in the regulations set forth by the C.N.V. and the Argentine Central Bank regulations.
As regards prevention of conflicts of interest, the provisions set forth in the General Corporations Law and the Capital Markets Law are applicable.
As set out in the bylaws, the term of office for both directors and alternate directors is three (3) years; two thirds of them (or a fraction of at least three) are changed every year and may be reelected indefinitely.
The Board of Directors meeting is held at least once a week and when required by any director. The Board of Directors is responsible for Banco de Galicia y Buenos Aires S.A.s general management and makes all the necessary decisions to such end. The Board of Directors members also take part, to a greater or lesser extent, in the commissions and committees created. Therefore, they are continuously informed about the Banks course of business and become aware of the decisions made by such bodies, which are transcribed into minutes.
Additionally, the Board of Directors receives a monthly report prepared by the General Manager, the purpose of which is to report the material issues and events addressed at the different meetings held between the General Manager and Senior Management. The Board of Directors becomes aware of such reports, as evidenced in the minutes.
In connection with directors training and development, Banco de Galicia y Buenos Aires S.A. has a program, which is reviewed every six months, whereby they regularly attend courses and seminars of different kinds and subjects.
52
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
It may be said that Banco de Galicia y Buenos Aires S.A.s executives, including directors, have proved updated knowledge and skills, and that the Board of Directors performance is the most effective, which corresponds with the current dynamics of this body.
According to the activities carried out by Banco de Galicia y Buenos Aires S.A., effective laws and corporate strategies, the following committees have been created to achieve an effective control over all activities performed by the Bank:
Risk and Capital Allocation Committee.
It is in charge of approving and analyzing the capital allocation, establishing risk policies and monitoring the Banks risk.
Follow-up and Performance Committee.
This committee is in charge of presenting the evolution of the macroeconomic situation for the given period, presenting and analyzing trends and benchmarks, submitting, analyzing and discussing the different strategic matters of the Banks areas and subsidiaries, and disclosing and analyzing performance.
High Credit Committee.
This committees function is to approve and sign credit ratings and grant transactions related to high-risk groups and customers (i.e., greater than 2.5% of the Banks individual Computable Regulatory Capital) and grant loans to financial institutions (local or foreign) and related customers, in which case two thirds of the Board of Directors is required to participate.
Low Credit Committee.
This committees function is to approve and sign the credit ratings and grant transactions related to medium-risk groups and customers equal to amounts greater than 1% of the Banks individual Computable Regulatory Capital.
Asset and Liability Management Committee.
It is in charge of analyzing fundraising and its placement in different assets. This committee is also responsible for the follow-up and control of liquidity, interest-rates and currency mismatches, and management thereof.
Information Technology Committee.
This Committee is in charge of supervising and approving the development plans of new systems and their budgets, as well as supervising these systems budget control. It is also responsible for approving the general design of the systems structure, the main processes thereof and the systems implemented, as well as monitoring the quality of the Banks systems, within the policies established by the Board of Directors.
Audit Committee.
The Audit Committee is responsible for helping the Board of Directors in performing the control function of the Bank and its controlled companies and the companies in which it owns a stake in order to fairly ensure the following objectives:
- | Effectiveness and efficiency of operations; |
- | Reliability of the accounting information; |
- | Compliance with applicable laws and regulations; and |
- | Compliance with the goals and strategy set by the Board of Directors. |
53
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Committee for the Control and Prevention of Money Laundering and Funding of Terrorist Activities (CPLA/FT as per its initials in Spanish).
It is in charge of planning, coordinating and ensuring compliance with the policies on anti-money laundering and funding of terrorist activities set and approved by the Board of Directors.
Committee for Information Integrity.
It is in charge of encouraging compliance with the provisions of Sarbanes-Oxley (2002).
Human Resources and Governance Committee.
It is in charge of presenting the succession of the General Manager and Division Managers, analyzing and establishing the General Managers and Division Managers compensation, and monitoring the performance matrix of Department and Division Managers.
Performance Reporting Committee
It is in charge of monitoring the performance and results of operations, and evaluating the macro situation.
Liquidity Crisis Committee.
It is in charge of evaluating the situation upon facing a liquidity crisis and deciding the steps to be implemented to tackle it.
Strategy and New Businesses Committee
It is in charge of analyzing new businesses.
Banco de Galicia y Buenos Aires S.A. considers the General Manager and Division Management reporting to the General Manager as Senior Management. These are detailed as follows:
- | Retail Banking Division |
- | Wholesale Banking Division |
- | Finance Division |
- | Comprehensive Corporate Services Division |
- | Organizational Development and Human Resources Division |
- | Risk Management Division |
- | Credit Division |
- | Strategic Planning and Management Control Division |
- | Customers Experience Division |
Senior Managements main duties are as follows:
- | Ensure that the Banks activities are consistent with the business strategy, the policies approved by the Board of Directors and the risks to be assumed. |
- | Implement the necessary policies, procedures, processes and controls to manage operations and risks cautiously, meet the strategic goals set by the Board of Directors and ensure that the latter receives material, full and timely information so that it may assess management and analyze whether the responsibilities assigned are effectively fulfilled. |
- | Monitor the managers from different divisions, in line with the policies and procedures set by the Board of Directors and establish an effective internal control system. |
54
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Basic Holding Structure
Banco de Galicia y Buenos Aires S.A.s majority shareholder is the Company, which has full control of its shares and votes. In turn, Banco de Galicia y Buenos Aires S.A. holds equity investments in supplementary companies as controlling company, as well as minority interests in companies whose controlling company is Grupo Financiero Galicia S.A. From a business point of view, this structure allows the Bank to take advantage of significant synergies that guarantee the loyalty of its customers and additional businesses. All business relationships with these companies, whether permanent or occasional in nature, are fostered under the normal and usual market conditions and this is true when Banco de Galicia y Buenos Aires S.A. holds either a majority or minority interest. Grupo Financiero Galicia S.A.s Board of Directors submits to the Shareholders Meetings vote which shall be the Companys vote, in its capacity as controlling company, at Banco de Galicia y Buenos Airess Shareholders Meeting. The same method of transparency and information as to its controlled companies and the companies it owns a stake in is applied at the Banks Shareholders Meetings, which are always attended by directors and officers thereof and the Board of Directors always provides detailed information about the Companys activities.
Business Conduct Policy and/or Code of Ethics
Banco de Galicia y Buenos Aires S.A. has a formally approved Code of Ethics that guides its policies and activities. It considers business objectivity and conflict of interest related aspects, and how the employee should act upon identifying a breach of the Code of Ethics, with the involvement of the Organizational Development and Human Resources Management.
Information Related to Personnel Economic Incentive Practices
The Human Resources Committee, composed of two (2) Directors, the Managing Director and the Organizational Development and Human Resources Division Manager, is in charge of establishing the compensation policy for Banco de Galicia y Buenos Aires S.A.s personnel.
It is the policy of Banco de Galicia y Buenos Aires S.A. to manage the full compensation of its personnel based on the principles of fairness, meritocracy and justice, within the framework of the legal regulations in force.
The aim of this policy is to provide an objective and fair basis, through the design and implementation of tools for the management of the fixed and variable compensation paid to each employee, based on the scope and complexity of each positions responsibilities, individual performance with regard to compliance thereof, contribution to the Banks results and conformity to market values, with the purpose of:
- | Attracting and creating loyalty with regard to quality personnel suitable for the achievement of the business strategy and goals. |
- | Being an individual motivation means. |
- | Easing the decentralized management of compensation administration. |
- | Allowing the effective budget control of personnel costs. |
- | Guaranteeing internal fairness. |
In order to monitor and guarantee both external and internal fairness with regard to the payment of fixed and variable compensation, the Compensation area uses, and puts at the disposal of the Senior Management and the Human Resources Committee, market surveys published by consulting firms specialized in compensation issues, pursuant to the market positioning policies defined by the management division for the different corporate levels.
55
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
With the purpose of gearing individuals towards the achievement of attainable results that contribute to the global performance of the Bank/Area, and to the increase in motivation for the common attainment of goals, differentiating individual contribution, Banco de Galicia y Buenos Aires S.A. has different variable compensation systems:
1. | Business Incentives and/or Incentives through Commissions system for business areas. |
2. | Annual Bonus System for management levels, officers and the rest of the employees who are not included in the business incentives system. The annual bonus is determined based on individual performance and Banco de Galicia y Buenos Aires S.A.s results, and is paid in the first quarter of the next fiscal year. To determine the variable compensation for the senior management and middle management, the Bank uses the Management Performance Assessment System. This system has been designed to include both qualitative and quantitative K.P.I. (Key Performance Indicators). In particular, quantitative Key Performance Indicators are designed with respect to at least three minimum aspects: |
- | Results. |
- | Business volume or size. |
- | Projections: Indicators that protect the business for the future (For example: Quality, internal and external customer satisfaction, risk coverage, work environment, etc.). |
The significance or impact of each of them is monitored and adjusted yearly pursuant to the strategy approved by the Board of Directors.
The interaction among these three aspects seeks to make incentives related to results and growth consistent with the risk thresholds determined by the Board of Directors.
In turn, there is no deferred payment of variable compensation subject to the occurrence of future events or in the long term, taking into consideration that the business environment in the Argentine financial system is characterized by being mainly transactional, with lending and borrowing transactions with a very short seasoning term.
Annual budget and management control the latter carried out monthly in a general manner and quarterly in a more detailed manner - include different risk ratios, including the ratio between compensation and risks undertaken.
Variable compensation is only paid in cash. There are no payments in shares.
Every change to this policy is submitted to Banco de Galicia y Buenos Aires S.A.s Human Resources and Governance Committee for its consideration.
NOTE 37. PENALTIES IMPOSED ON BANCO DE GALICIA Y BUENOS AIRES S.A. AND SUMMARY PROCEEDINGS COMMENCED BY THE ARGENTINE CENTRAL BANK
Penalties Imposed on Banco de Galicia y Buenos Aires S.A. Existing as of June 30, 2016:
Argentine Central Banks Financial Summary Proceedings No. 1308. Penalty notification date: October 28, 2013. Reason for the imposition of the penalty: Alleged non-compliance with the regulations on prevention of money laundering, due to lack of files and of customers awareness. Penalty amount and responsible individuals penalized (penalties): Banco de Galicia y Buenos Aires S.A. $230; Daniel A. Llambías $220; Luis M. Ribaya $172; Antonio R. Garcés $169; Enrique M. Garda Olaciregui $126; Eduardo A. Fanciulli $126; Sergio Grinenco $120; Guillermo J. Pando $120; and Pablo Garat $70. Status of the proceedings: The individuals on whom penalties were imposed filed an administrative appeal against the aforementioned penalties, which is pending at the Division V of the Argentine Federal Court of Appeals in Administrative Matters. Accounting treatment: Fines were paid in full and charged to income for the corresponding fiscal year.
56
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Argentine Central Banks Financial Summary Proceedings No. 1223 and 1226 (accumulated). Penalty notification date: November 15, 2013. Reason for the imposition of the penalty: Alleged non-compliance with Communiqué A 3426 and Communiqué A 3381 of the Argentine Central Bank, and alleged non-compliance with restrictions related to assistance to related customers. Penalty amount and responsible individuals penalized (penalties): Banco de Galicia y Buenos Aires S.A. $400; José H. Petrocelli $328; Luis M. Ribaya $328; Eduardo J. Zimermann $324; Antonio R. Garcés $400; Eduardo H. Arrobas $400; Daniel A. Llambías $400; Eduardo J. Escasany $260; Federico Braun $260; and Abel Ayerza $258. In the case of Messrs. Juan M. Etchegoyhen, Federico M. Caparrós Bosch, Jorge Grouman, Norberto R. Armando (deceased), Daniel Morgan (deceased), Luis O. Oddone, Ricardo A. Bertoglio (deceased), Norberto D. Corizzo and Adolfo H. Melian, warning penalty. Status of the proceedings: The individuals on whom penalties were imposed filed an administrative appeal against the aforementioned penalties, which is pending at the Division V of the Argentine Federal Court of Appeals in Administrative Matters. Accounting treatment: Fines were paid in full and charged to income for the corresponding fiscal year.
U.I.F.s Summary Proceedings No. 68/09. Penalty notification date: February 25, 2010. Reason for the imposition of the penalty: Alleged omission to report suspicious activities, in possible infringement of Act No. 25246. Penalty amount and responsible individuals penalized (penalties): Banco de Galicia y Buenos Aires S.A. $2,242; Eduardo A. Fanciulli $812; Enrique M. Garda Olaciregui $1,429. Status of the proceedings: The individuals on whom penalties were imposed filed a direct appeal against the aforementioned penalties, which is pending at the Division I of the Argentine Federal Court of Appeals in Administrative Matters. Accounting treatment: As of June 30, 2016 and December 31, 2015, a provision for $4,483 has been set up.
U.I.F.s Summary Proceedings No. 213/12. Penalty notification date: May 6, 2014. Reason for the imposition of the penalty: Alleged omission to report suspicious activities, in infringement of Act No. 25246, Section 24.Penalty amount and responsible individuals penalized (penalties): Banco de Galicia y Buenos Aires S.A. $324; Enrique M. Garda Olaciregui, Pablo M. Garat, Sergio Grinenco, Pablo Gutierrez, Guillermo J. Pando, Luis M. Ribaya and Antonio R. Garcés $324, jointly. Status of the proceedings: The individuals on whom penalties were imposed filed a direct appeal against the aforementioned penalties, which is pending at the Division III of the Argentine Federal Court of Appeals in Administrative Matters. Accounting treatment: As of June 30, 2016 and December 31, 2015, a provision for $648 has been set up.
Summary Proceedings Commenced by the Argentine Central Bank (with no Penalties) Pending as of June 30, 2016:
Summary Proceedings No. 5520, notified on October 10, 2013. Charges filed: Alleged infringement of Communiqué A 3471 and Communiqué C 35372 of the Argentine Central Bank with regard to the crediting, in favor of residents in Argentina, of different amounts from payments from abroad without registering foreign exchange transactions with regard to such residents. Individuals subject to summary proceedings: Banco de Galicia y Buenos Aires S.A., Héctor DAlessandro and Mónica B. Patricelli.
Summary Proceedings No. 6075, notified on January 26, 2015. Charges filed: Alleged infringement of Communiqué A 4940, A 4662 and C 51232 of the Argentine Central Bank upon carrying out eight foreign exchange transactions. Individuals subject to summary proceedings: Banco de Galicia y Buenos Aires S.A., Alejandro Antonelli, Sergio Lenzuen, Daniel B. Toloza, Ignacio J. Castro, José A. Petracca, Juan C. Litardo, Laura C. Cifala, Marcela R. Skrebutenas, María J.
57
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Baldatti, María V. Lema, Marina A. de Sierra, Matías L. Alvarez, Matías N. Abate, María B. Troitiño, Natalia Bortoli, Alejandro Schlimovich Ricciardi and Sandra P. Jaleh Camin.
Argentine Central Banks Financial Summary Proceedings 1454 Record 101059/14, notified on September 16, 2015. Charges filed: Alleged infringement of Argentine Central Banks Communiqué A 5640. Individuals subject to summary proceedings: Banco de Galicia y Buenos Aires S.A., Sergio Grinenco, Pablo Gutierrez, Pablo M. Garat, Ignacio Abel Gonzalez, Guillermo J. Pando, Luis M. Ribaya, Raúl H. Seoane, Ignacio H. Villa Del Prat, Juan Agustín Núñez, Ariel F. Phoyu, Walter R. Buono, Eduardo S. Coscueta, Sebastián Torriti and Jorge L. García. On September 30, 2015, a defense was filed with the Argentine Central Bank.
Summary Proceedings No. 6669. Notification date: December 29, 2015. Charges filed: Alleged breach of Section 1, Subsection c), e) and f) of Law No. 19359 integrated into Argentine Central Banks Communiqué A 3471, 3826 and 5264. Individuals subject to summary proceedings: Banco de Galicia y Buenos Aires S.A., María José Baldatti de Iorio and Laura Cecilia Cifala.
Summary Proceedings No. 6681. Notification date: December 30, 2015. Charges filed: Alleged breach of Section 1, Subsection c), e) and f) of Law No. 10959 integrated into point 1 of Communiqué A 5397 and 4.1 of Communiqué A 5264. Individuals subject to summary proceedings: Banco de Galicia y Buenos Aires S.A., María José Baldatti de Iorio, Roberto Fernández and María Soledad Paz.
NOTE 38. SUBSEQUENT EVENTS
Banco de Galicia y Buenos Aires S.A.
a) Issuance of Subordinated Notes Due 2026.
Under the framework of the Global Program for the issuance of short-, mid- and/or long-term notes for a maximum outstanding amount of up to US$600,000, on July 19, 2016, Banco de Galicia y Buenos Aires S.A. issued Subordinated Notes due 2026 for a face value of up to US$250,000. The main issuance conditions are as follows:
- | Date of Issuance: 07.19.2016 |
- | Maturity Date: 07.19.2026 |
- | Issuance Amount: US$250,000 |
- | Amortization: 100% upon maturity |
- | Interest Rate: Fixed 8.25% rate (as from the issuance date to the readjustment date, inclusively); and margin to be added to the nominal Benchmark Readjustment Rate (on the readjustment date) of 7.156% p.a. to the due date of the Notes. |
- | Readjustment Date: 07.19.2021 |
Interest shall be payable semiannually on January 19 and July 19 as from 2017.
b) Full Redemption of Subordinated Notes Due 2019.
Banco de Galicia y Buenos Aires S.A. has decided to redeem all outstanding U.S. Dollar-denominated Subordinated Notes due 2019. The redemption date will be August 22 at a price equal to 100% of the residual nominal value plus accrued and unpaid interest.
58
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Compañía Financiera Argentina S.A.
The Extraordinary Shareholders Meeting held on August 1, 2016 approved, subject to the Argentine Central Banks authorization, an extension of the distribution of dividends amounting to $77,000.
59
GRUPO FINANCIERO GALICIA S.A.
BALANCE SHEET
AS OF JUNE 30, 2016 AND DECEMBER 31, 2015
Figures Stated in Thousands of Pesos ($)
Notes | Schedules | 06.30.16 | 12.31.15 | |||||||||||||||||||
Assets |
||||||||||||||||||||||
Current Assets |
||||||||||||||||||||||
Cash and Due from Banks |
2 and 11 | 539 | 799 | |||||||||||||||||||
Investments |
9 and 11 | D and G | 1,360 | 22,113 | ||||||||||||||||||
Other Receivables |
3, 9 and 11 | E and G | 227,664 | 48,441 | ||||||||||||||||||
Total Current Assets |
229,563 | 71,353 | ||||||||||||||||||||
Non-current Assets |
||||||||||||||||||||||
Other Receivables |
3, 9, 11 and 13 | E and G | 3 | 143,372 | ||||||||||||||||||
Investments |
9 | B and C | 17,495,713 | 14,830,138 | ||||||||||||||||||
Fixed Assets |
A | 148 | 216 | |||||||||||||||||||
Total Non-current Assets |
17,495,864 | 14,973,726 | ||||||||||||||||||||
Total Assets |
17,725,427 | 15,045,079 | ||||||||||||||||||||
Liabilities |
||||||||||||||||||||||
Current Liabilities |
||||||||||||||||||||||
Financial Debt |
4, 9 and 15 | 339,916 | 164,523 | |||||||||||||||||||
Salaries and Social Security Contributions |
5 and 9 | 1,160 | 2,047 | |||||||||||||||||||
Tax Liabilities |
6 and 9 | 44,740 | 38,432 | |||||||||||||||||||
Other Liabilities |
7, 9 and 11 | G | 11,716 | 7,205 | ||||||||||||||||||
Total Current Liabilities |
397,532 | 212,207 | ||||||||||||||||||||
Non-current Liabilities |
||||||||||||||||||||||
Financial Debt |
4, 9 and 15 | 269,845 | 348,045 | |||||||||||||||||||
Other Liabilities |
7 and 9 | 6 | 6 | |||||||||||||||||||
Total Non-current Liabilities |
269,851 | 348,051 | ||||||||||||||||||||
Total Liabilities |
667,383 | 560,258 | ||||||||||||||||||||
Shareholders Equity (per Related Statement) |
17,058,044 | 14,484,821 | ||||||||||||||||||||
Total Liabilities and Shareholders Equity |
17,725,427 | 15,045,079 |
The accompanying Notes 1 to 15 and Schedules A, B, C, D, E, G, and H are an integral part of these financial statements.
60
GRUPO FINANCIERO GALICIA S.A.
INCOME STATEMENT
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Notes | Schedules | 06.30.16 | 06.30.15 | |||||||||||||||||||||
Net Income on Investments in Related Institutions |
2,793,893 | 1,966,160 | ||||||||||||||||||||||
Administrative Expenses |
11 | H | (29,208) | (12,513) | ||||||||||||||||||||
Financial and Holding Loss |
11 | (43,282) | (45,535) | |||||||||||||||||||||
Generated by Assets |
27,701 | 7,178 | ||||||||||||||||||||||
Interest |
||||||||||||||||||||||||
On Special Checking Account Deposits |
- | 1 | ||||||||||||||||||||||
On Mutual Funds |
1,917 | 784 | ||||||||||||||||||||||
On Time Deposits |
19 | 12 | ||||||||||||||||||||||
Income / Loss from Government and Corporate Securities |
3,487 | - | ||||||||||||||||||||||
Foreign Exchange Income |
22,278 | 6,381 | ||||||||||||||||||||||
Generated by Liabilities |
(70,983) | (52,713) | ||||||||||||||||||||||
Interest |
||||||||||||||||||||||||
On Financial Debt |
(*) | (69,517) | (52,557) | |||||||||||||||||||||
Others |
(458) | - | ||||||||||||||||||||||
Foreign Exchange Loss |
(1,008) | (156) | ||||||||||||||||||||||
Other Income and Expenses - Income / (Loss) |
1,820 | (1,305) | ||||||||||||||||||||||
Net Income before Income Tax |
2,723,223 | 1,906,807 | ||||||||||||||||||||||
Income Tax |
13 | - | - | |||||||||||||||||||||
Net Income for the Period |
14 | 2,723,223 | 1,906,807 |
(*) Balances net of eliminations corresponding to transactions conducted with companies included in Section 33 of Law No. 19550. See Note 11.
The accompanying Notes 1 to 15 and Schedules A, B, C, D, E, G, and H are an integral part of these financial statements.
61
GRUPO FINANCIERO GALICIA S.A.
STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Item | Shareholders Contributions (*) | Retained Earnings (**) | Total Shareholders Equity |
|||||||||||||||||||||||||||||||||||||||||||||
Capital Stock |
Capital Adjustment |
Premium for Negotiation of Shares in Own Portfolio |
Additional Paid-in Capital |
Total | Legal Reserve |
Discretionary Reserve |
Unappropriated Retained Earnings |
|||||||||||||||||||||||||||||||||||||||||
Balances as of 12.31.14 |
1,300,265 | 278,131 | 606 | 218,990 | 1,797,992 | 291,248 | 4,819,394 | 3,337,790 | 10,246,424 | |||||||||||||||||||||||||||||||||||||||
Distribution of |
||||||||||||||||||||||||||||||||||||||||||||||||
Unappropriated Retained Earnings (1) |
||||||||||||||||||||||||||||||||||||||||||||||||
Legal Reserve |
- | - | - | - | - | 24,432 | - | (24,432) | - | |||||||||||||||||||||||||||||||||||||||
Discretionary Reserve |
- | - | - | - | - | - | 3,213,358 | (3,213,358) | - | |||||||||||||||||||||||||||||||||||||||
Cash Dividends |
- | - | - | - | - | - | - | (100,000) | (100,000) | |||||||||||||||||||||||||||||||||||||||
Income for the Period |
- | - | - | - | - | - | - | 1,906,807 | 1,906,807 | |||||||||||||||||||||||||||||||||||||||
Balances as of 06.30.15 |
1,300,265 | 278,131 | 606 | 218,990 | 1,797,992 | 315,680 | 8,032,752 | 1,906,807 | 12,053,231 | |||||||||||||||||||||||||||||||||||||||
Balances as of 12.31.15 |
1,300,265 | 278,131 | 606 | 218,990 | 1,797,992 | 315,680 | 8,032,752 | 4,338,397 | 14,484,821 | |||||||||||||||||||||||||||||||||||||||
Distribution of |
||||||||||||||||||||||||||||||||||||||||||||||||
Unappropriated Retained Earnings (2) |
||||||||||||||||||||||||||||||||||||||||||||||||
Discretionary Reserve |
- | - | - | - | - | - | 4,188,397 | (4,188,397) | - | |||||||||||||||||||||||||||||||||||||||
Cash Dividends |
- | - | - | - | - | - | - | (150,000) | (150,000) | |||||||||||||||||||||||||||||||||||||||
Income for the Period |
- | - | - | - | - | - | - | 2,723,223 | 2,723,223 | |||||||||||||||||||||||||||||||||||||||
Balances as of 06.30.16 |
1,300,265 | 278,131 | 606 | 218,990 | 1,797,992 | 315,680 | 12,221,149 | 2,723,223 | 17,058,044 |
(*) See Note 8.
(**) See Note 12.
(1) Approved by the Ordinary Shareholders Meeting held on April 29, 2015.
(2) Approved by the Ordinary Shareholders Meeting held on April 26, 2016.
The accompanying Notes 1 to 15 and Schedules A, B, C, D, E, G, and H are an integral part of these financial statements.
62
GRUPO FINANCIERO GALICIA S.A.
STATEMENT OF CASH FLOWS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Notes | 06.30.16 | 06.30.15 | ||||||||||||||||
Changes in Cash |
||||||||||||||||||
Cash at Beginning of Fiscal Year |
1.I | 22,912 | 10,188 | |||||||||||||||
Cash at Period-end |
1.I | 1,899 | 8,702 | |||||||||||||||
Net Decrease in Cash |
(21,013) | (1,486) | ||||||||||||||||
Causes for Changes in Cash |
||||||||||||||||||
Operating Activities |
||||||||||||||||||
Collections for Services |
3,258 | - | ||||||||||||||||
Payments to Suppliers of Goods and Services |
(22,553) | (9,902) | ||||||||||||||||
Personnel Salaries and Social Security Contributions |
(4,748) | (2,397) | ||||||||||||||||
Payments of Other Taxes |
(13,730) | (25,702) | ||||||||||||||||
Collections for Other Operating Activities, Net |
20,322 | 32,001 | ||||||||||||||||
Net Cash Flow Used in Operating Activities |
(17,451) | (6,000) | ||||||||||||||||
Investing Activities |
||||||||||||||||||
Collection of Dividends |
113,250 | 53,089 | ||||||||||||||||
Collections for Sale of Fixed Assets |
210 | - | ||||||||||||||||
Net Cash Flow Provided by Investing Activities |
113,460 | 53,089 | ||||||||||||||||
Financing Activities |
||||||||||||||||||
Payments of Interest, Net |
(207,094) | (49,779) | ||||||||||||||||
Loans Received, Net |
240,072 | 101,204 | ||||||||||||||||
Distribution of Dividends |
(150,000) | (100,000) | ||||||||||||||||
Net Cash Flow Used in Financing Activities |
(117,022) | (48,575) | ||||||||||||||||
Net Decrease in Cash |
(21,013) | (1,486) |
The accompanying Notes 1 to 15 and Schedules A, B, C, D, E, G, and H are an integral part of these financial statements.
63
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 1. BASIS FOR THE PREPARATION OF THE FINANCIAL STATEMENTS
These financial statements have been stated in thousands of Argentine Pesos and prepared in accordance with disclosure and valuation accounting standards contained in the Technical Pronouncements issued by the F.A.C.P.C.E., approved by the C.P.C.E.C.A.B.A. and the C.N.V., with the considerations mentioned in Note 1 to the consolidated financial statements in relation to the criteria for the valuation of the subsidiaries Banco de Galicia y Buenos Aires S.A. and Sudamericana Holding S.A.
The preparation of financial statements at a given date requires the Companys Management to make estimates and assessments regarding events and/or situations and/or circumstances that affect or may affect the amounts of assets and liabilities reported and the disclosure of contingent assets and liabilities at that date, as well as the income and expenses recorded for the period/fiscal year. The Companys Management makes estimates in order to calculate, at any given moment, for example, the depreciation charges, the recoverable value of assets, the income tax charge and provisions for contingencies. Estimates and assessments made as of the date that these financial statements were prepared may differ from the situations, events and/or circumstances that may finally occur in the future.
On March 25, 2003, the Argentine National Executive Branch issued Decree No. 664 establishing that financial statements for fiscal years ending as from said date be stated in nominal currency. Consequently, in accordance with Resolution No. 441/03 of the C.N.V., the Company discontinued the restatement of its financial statements as of March 1, 2003. This criterion is not in line with Argentine GAAP, under which financial statements are to be restated until September 30, 2003. Nevertheless, this departure has not produced a significant effect on the financial statements.
The index used for restating the items in these financial statements was the domestic wholesale price index published by the Argentine Institute of Statistics and Census (I.N.D.E.C.).
The most significant accounting policies used in preparing the Financial Statements are listed below:
A. ASSETS AND LIABILITIES IN DOMESTIC CURRENCY
Monetary assets and liabilities which include, where applicable, the interest accrued at period/fiscal year-end, are stated in period-end currency and therefore require no adjustment whatsoever.
B. ASSETS AND LIABILITIES IN FOREIGN CURRENCY (U.S. DOLLARS)
The assets and liabilities in foreign currency were stated at the U.S. Dollar exchange rate set by the Argentine Central Bank, at the close of operations on the last business day of the period/fiscal year.
Interest receivable or payable has been accrued, where applicable.
C. INVESTMENTS
C.1. Current
Time and special checking account deposits have been measured at their face value, plus accrued interest at period/fiscal year-end.
Argentine mutual fund units have been valued at fiscal year-end closing price.
C.2. Non-current
The equity investments in companies are recognized using the equity method as of period/fiscal year-end.
The consolidated financial statements of Sudamericana Holding S.A. have been prepared pursuant to the regulations of the Argentine Superintendent of Insurance (S.S.N.), which differ from Argentine GAAP in certain aspects. Nevertheless, this departure has not produced a significant effect on the Companys financial statements.
64
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
The equity investments in Banco de Galicia y Buenos Aires S.A. and Compañía Financiera Argentina S.A. have been recognized using the equity method, which arises from financial statements prepared in accordance with Argentine Banking GAAP, which differ in the aspects mentioned in Note 1.15. to the consolidated financial statements from Argentine GAAP.
D. GOODWILL
Goodwill resulting from the acquisition of shares in other companies, which is recorded under Investments, has been valued at its acquisition cost, net of the corresponding accumulated amortization, calculated proportionally over the estimated useful life.
Amortization is assessed on a straight-line basis in equal monthly installments, with an amortization term of 120 months. See Schedule B.
The updated residual value of the assets does not exceed their estimated recoverable value at period/fiscal year-end.
E. FIXED ASSETS
Fixed Assets have been valued at their acquisition cost, restated at constant currency as mentioned in this Note, net of the corresponding accumulated depreciation.
Depreciation charges are calculated following the straight-line method, at rates determined based on the useful life assigned to the assets, which is 60 months for hardware and software and furniture and fixtures. See Schedule A.
The updated residual value of the assets, taken as a whole, does not exceed their value-in-use at period/fiscal year-end.
F. FINANCIAL DEBT
Financial debt has been valued pursuant to the amount of money received, plus the accrued portion of interest as of period/fiscal year-end.
G. INCOME TAX AND MINIMUM PRESUMED INCOME TAX
The Company has recognized the income tax charge according to the deferred tax method, thus recognizing the temporary differences between measurements of accounting and tax assets and liabilities, at the rate in force (see Note 13 to the financial statements). Due to the unlikelihood that future taxable income may be enough to absorb tax loss carry-forwards, the Company has established an allowance for impairment of value with regard to such income and has not recorded tax loss carry-forwards. See Schedule E.
The Company determines the minimum presumed income tax at the effective rate of 1% of the computable assets at fiscal year-end. This tax is supplementary to the income tax. The Companys tax liability for each fiscal year shall be determined by the higher of the two taxes. However, if the minimum presumed income tax were to exceed income tax in a given fiscal year, such excess may be computed as a payment on account of the income tax that could be generated in any of the next ten fiscal years.
The Company has set up a provision for the minimum presumed income tax credit accrued during this period and the previous fiscal year, for $5,745 and $4,497, respectively, since its recovery is not likely at the issuance date of these financial statements. See Schedule E.
H. SHAREHOLDERS EQUITY
H.1. Activity in the Shareholders Equity accounts has been restated as mentioned in paragraphs three and four of this Note.
65
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
The Subscribed and Paid-in Capital account has been stated at its face value and at the value of the contributions in the currency value of the fiscal year in which those contributions were actually made.
The adjustment stemming from the restatement of that account in constant currency has been allocated to the Capital Adjustment account.
H.2. Income and Expense Accounts
The results of operations for each period are presented in the period in which they accrue.
I. STATEMENT OF CASH FLOWS
Cash and Due from Banks, investments and receivables held with the purpose of complying with the short-term commitments undertaken, with a high level of liquidity, easily converted into known amounts of cash, subject to insignificant risks of changes in value and with a maturity less than six months from the date of the acquisition thereof, are considered to be cash and cash equivalents. The breakdown is as follows:
Notes | Schedules | 06.30.16 | 12.31.15 | 06.30.15 | 12.31.14 | |||||||||||||||||||
Cash and Due from Banks |
2 | 539 | 799 | 125 | 565 | |||||||||||||||||||
Investments |
D and G | 1,360 | 22,113 | 8,577 | 9,623 | |||||||||||||||||||
Total |
1,899 | 22,912 | 8,702 | 10,188 |
NOTE 2. CASH AND DUE FROM BANKS
As of June 30, 2016 and December 31, 2015, the breakdown of the account was as follows:
Notes | Schedules | 06.30.16 | 12.31.15 | |||||||||||||
Cash |
20 | 14 | ||||||||||||||
Due from Banks Checking Accounts |
11 | 519 | 785 | |||||||||||||
Total |
539 | 799 |
NOTE 3. OTHER RECEIVABLES
As of June 30, 2016 and December 31, 2015, the breakdown of the account was as follows:
Current |
Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Tax Credits |
694 | 1,779 | ||||||||||||||
Miscellaneous Receivables |
||||||||||||||||
Recoverable Expenses |
32,994 | 40,688 | ||||||||||||||
Promissory Notes Receivable |
11 | G | 178,503 | 8,224 | ||||||||||||
Sundry Debtors |
11 | 17,912 | 197 | |||||||||||||
Prepaid Expenses |
391 | 45 | ||||||||||||||
Others |
200 | - | ||||||||||||||
Allowance for Impairment of Value of Miscellaneous Receivables |
E | (3,030) | (2,492) | |||||||||||||
Total |
227,664 | 48,441 |
66
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Non-current | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Tax Credits |
||||||||||||||||
Minimum Presumed Income Tax Receivables |
1.G. | 5,745 | 4,497 | |||||||||||||
Allowance for Impairment of Value of Minimum Presumed Income Tax Receivables |
1.G. | E | (5,745) | (4,497) | ||||||||||||
Deferred Tax Asset |
13 | 127,807 | 114,790 | |||||||||||||
Allowance for Impairment of Value of Deferred Tax Asset |
13 | E | (127,807) | (114,790) | ||||||||||||
Promissory Notes Receivable |
11 | G | - | 143,367 | ||||||||||||
Prepaid Expenses |
3 | 5 | ||||||||||||||
Total |
3 | 143,372 |
NOTE 4. FINANCIAL DEBT
As of June 30, 2016 and December 31, 2015, the breakdown of the account was as follows:
Current | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Bank Debt |
240,072 | - | ||||||||||||||
Notes |
15 | 99,844 | 164,523 | |||||||||||||
Total |
339,916 | 164,523 |
Non-current | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Notes |
15 | 269,845 | 348,045 | |||||||||||||
Total |
269,845 | 348,045 |
NOTE 5. SALARIES AND SOCIAL SECURITY CONTRIBUTIONS
As of June 30, 2016 and December 31, 2015, the breakdown of the account was as follows:
Current | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Argentine Integrated Social Security System (S.I.P.A.) |
203 | 155 | ||||||||||||||
Provision for Bonuses |
50 | 435 | ||||||||||||||
Provision for Retirement Insurance |
900 | 650 | ||||||||||||||
Provision for Directors Fees |
- | 803 | ||||||||||||||
Others |
7 | 4 | ||||||||||||||
Total |
1,160 | 2,047 |
NOTE 6. TAX LIABILITIES
As of June 30, 2016 and December 31, 2015, the breakdown of the account was as follows:
Current | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Income Tax Withholdings to Be Deposited |
1,871 | 145 | ||||||||||||||
Provision for Tax on Personal Property Substitute Taxpayer |
42,839 | 38,196 | ||||||||||||||
Provision for Minimum Presumed Income Tax, Net |
1.G. | 30 | - | |||||||||||||
Provision for Turnover Tax |
- | 91 | ||||||||||||||
Total |
44,740 | 38,432 |
67
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 7. OTHER LIABILITIES
As of June 30, 2016 and December 31, 2015, the breakdown of the account was as follows:
Current | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Sundry Creditors |
247 | 1,058 | ||||||||||||||
Provision for Expenses |
11 | G | 11,467 | 6,144 | ||||||||||||
Guarantee Deposit of Directors |
2 | 3 | ||||||||||||||
Total |
11,716 | 7,205 |
Non-current | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Guarantee Deposit of Directors |
6 | 6 | ||||||||||||||
Total |
6 | 6 |
NOTE 8. CAPITAL STATUS
The capital status as of June 30, 2016, December 31, 2015 and 2014 was as follows:
Capital Stock | Face Value | Restated at Constant Currency | ||||||||||||||
Subscribed | Paid-in | Registered | ||||||||||||||
Balances as of 12.31.14 |
1,300,265 | 1,300,265 | 1,300,265 | 1,578,396 | ||||||||||||
Balances as of 12.31.15 |
1,300,265 | 1,300,265 | 1,300,265 | 1,578,396 | ||||||||||||
Balances as of 06.30.16 |
1,300,265 | 1,300,265 | 1,300,265 | 1,578,396 |
NOTE 9. ESTIMATED COLLECTION OR PAYMENT TERMS OF RECEIVABLES, INVESTMENTS AND DEBTS
As of June 30, 2016, the breakdown of receivables, investments, and debts according to their estimated collection or payment term was as follows:
Investments | Other Receivables |
Financial Debt | Salaries and Social Security Contributions |
Tax Liabilities | Other Liabilities | |||||||||||||||||||
1st Quarter (*) |
1,360 | 227,091 | 261,716 | 1,160 | 44,740 | 11,716 | ||||||||||||||||||
2nd Quarter (*) |
- | 566 | - | - | - | - | ||||||||||||||||||
3rd Quarter (*) |
- | 3 | 78,200 | - | - | |||||||||||||||||||
4th Quarter (*) |
- | 4 | - | - | - | - | ||||||||||||||||||
After One Year (*) |
- | 3 | 269,845 | - | - | 6 | ||||||||||||||||||
Subtotal Falling Due |
1,360 | 227,667 | 609,761 | 1,160 | 44,740 | 11,722 | ||||||||||||||||||
No Set Due Date |
17,495,713 | - | - | - | - | - | ||||||||||||||||||
Total |
17,497,073 | 227,667 | 609,761 | 1,160 | 44,740 | 11,722 | ||||||||||||||||||
Non-interest Bearing |
17,495,822 | 49,164 | - | 1,160 | 44,740 | 11,722 | ||||||||||||||||||
At Variable Rate |
- | 178,503 | 369,689 | - | - | - | ||||||||||||||||||
At Fixed Rate |
1,251 | - | 240,072 | - | - | - | ||||||||||||||||||
Total |
17,497,073 | 227,667 | 609,761 | 1,160 | 44,740 | 11,722 |
(*) From the closing date of these financial statements.
68
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 10. EQUITY INVESTMENTS
The breakdown of the Companys direct equity investments as of period/fiscal year-end was as follows:
Information as of: | 06.30.16 | |||||||||||||||
Issuing Company | Direct Holding | |||||||||||||||
Shares | Percentage of Equity Investment Held in | |||||||||||||||
Type | Amount | Total Capital | Possible Votes | |||||||||||||
Banco de Galicia y Buenos Aires S.A. |
Ordinary(*) | 562,326,651 | 100.00000 | 100.00000 | ||||||||||||
Compañía Financiera Argentina S.A. |
Ordinary | 16,726,875 | 3.00000 | 3.00000 | ||||||||||||
Galicia Administradora de Fondos S.A. |
Ordinary | 19,000 | 95.00000 | 95.00000 | ||||||||||||
Galicia Warrants S.A. |
Ordinary | 875,000 | 87.50000 | 87.50000 | ||||||||||||
Net Investment S.A. |
Ordinary | 10,500 | 87.50000 | 87.50000 | ||||||||||||
Sudamericana Holding S.A. |
Ordinary | 162,447 | 87.50034 | 87.50034 |
(*) Ordinary shares A and B.
Information as of: | 12.31.15 | |||||||||||||||
Issuing Company | Direct Holding | |||||||||||||||
Shares | Percentage of Equity
Investment | |||||||||||||||
Type | Amount | Total Capital | Possible Votes | |||||||||||||
Banco de Galicia y Buenos Aires S.A. |
Ordinary(*) | 562,326,651 | 100.00000 | 100.00000 | ||||||||||||
Compañía Financiera Argentina S.A. |
Ordinary | 16,726,875 | 3.00000 | 3.00000 | ||||||||||||
Galicia Administradora de Fondos S.A. |
Ordinary | 19,000 | 95.00000 | 95.00000 | ||||||||||||
Galicia Warrants S.A. |
Ordinary | 875,000 | 87.50000 | 87.50000 | ||||||||||||
Net Investment S.A. |
Ordinary | 10,500 | 87.50000 | 87.50000 | ||||||||||||
Sudamericana Holding S.A. |
Ordinary | 162,447 | 87.50034 | 87.50034 |
(*) Ordinary shares A and B.
The financial position and results of operations of the companies in which Grupo Financiero Galicia S.A. holds a direct equity investment as of period/fiscal year-end are as follows:
Information as of: | 06.30.16 | |||||||||||||||
Company | Assets | Liabilities | Shareholders Equity |
Net Income | ||||||||||||
Banco de Galicia y Buenos Aires S.A. |
173,506,792 | 157,395,348 | 16,111,444 | 2,299,272 | ||||||||||||
Compañía Financiera Argentina S.A. |
4,370,643 | 3,287,297 | 1,083,346 | 133,396 | ||||||||||||
Galicia Administradora de Fondos S.A. |
107,302 | 29,642 | 77,660 | 67,776 | ||||||||||||
Galicia Warrants S.A. |
93,949 | 56,767 | 37,182 | 10,760 | ||||||||||||
Net Investment S.A. |
237 | 1 | 236 | 25 | ||||||||||||
Sudamericana Holding S.A. (*) |
1,071,110 | 14,879 | 1,056,231 | 397,416 |
(*) Income for the 6-month period as of June 30, 2016.
Information as of: | 12.31.15 | 06.30.15 | ||||||||||||||
Company | Assets | Liabilities | Shareholders Equity |
Net Income | ||||||||||||
Banco de Galicia y Buenos Aires S.A. |
138,712,123 | 124,899,954 | 13,812,169 | 1,759,047 | ||||||||||||
Compañía Financiera Argentina S.A. |
3,748,000 | 2,498,053 | 1,249,947 | 56,466 | ||||||||||||
Galicia Administradora de Fondos S.A. |
168,857 | 48,972 | 119,885 | 43,224 | ||||||||||||
Galicia Warrants S.A. |
90,935 | 44,513 | 46,422 | 8,296 | ||||||||||||
Net Investment S.A. |
217 | 7 | 210 | 10 | ||||||||||||
Sudamericana Holding S.A. (*) |
656,846 | 11,235 | 645,611 | 267,286 |
(*) Income for the 6-month period as of June 30, 2015.
69
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 11. SECTION 33 OF LAW 19550 GENERAL CORPORATIONS LAW
The financial statements include the following significant balances corresponding to transactions with its controlled companies and its subsidiaries:
BANCO DE GALICIA Y BUENOS AIRES S.A.
Assets | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Cash and Due from Banks Checking Accounts |
2 | 498 | 767 | |||||||||||||
Investments Special Checking Account |
D | 109 | 95 | |||||||||||||
Other Receivables Promissory Notes Receivable |
3 | G | 178,503 | 151,591 | ||||||||||||
Total |
179,110 | 152,453 |
Liabilities | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Other Liabilities Provision for Expenses |
7 | 6,459 | 329 | |||||||||||||
Total |
6,459 | 329 |
Income | Notes | Schedules | 06.30.16 | 06.30.15 | ||||||||||||
Financial Income Interest on Promissory Notes Receivable |
9,642 | 5,308 | ||||||||||||||
Total |
9,642 | 5,308 |
Expenses | Notes | Schedules | 06.30.16 | 06.30.15 | ||||||||||||
Administrative Expenses |
H | |||||||||||||||
Other Expenses |
2,012 | 1,937 | ||||||||||||||
Financial Expenses Interest on Financial Debt |
10,313 | 3,229 | ||||||||||||||
Total |
12,325 | 5,166 |
GALICIA WARRANTS S.A.
Assets | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Other Receivables Sundry Debtors |
3 and 9 | 8,750 | - | |||||||||||||
Total |
8,750 | - |
COMPAÑÍA FINANCIERA ARGENTINA
Assets | Notes | Schedules | 06.30.16 | 12.31.15 | ||||||||||||
Other Receivables Sundry Debtors |
3 and 9 | 9,000 | - | |||||||||||||
Total |
9,000 | - |
NOTE 12. RESTRICTIONS IMPOSED ON THE DISTRIBUTION OF PROFITS
Pursuant to Section 70 of the General Corporations Law, the Corporate Bylaws and Resolution No. 368/01 of the C.N.V., 5% of the net income for the year should be transferred to the Legal Reserve until 20% of the capital stock is reached.
70
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
NOTE 13. INCOME TAX
The following tables show the changes and breakdown of deferred tax assets and liabilities:
Assets |
Tax Loss Carry- forwards |
Other Receivables |
Allowances | Other Liabilities | Total | |||||||||||||||
Balances as of 12.31.14 |
89,825 | 3,015 | 1,182 | 148 | 94,170 | |||||||||||||||
Charge to Income |
25,040 | 1,760 | 564 | - | 27,364 | |||||||||||||||
Expiration of Tax Loss Carry-forwards |
(6,662) | - | - | - | (6,662) | |||||||||||||||
Others |
(83) | - | - | 17 | (66) | |||||||||||||||
Balances as of 12.31.15 |
108,120 | 4,775 | 1,746 | 165 | 114,806 | |||||||||||||||
Charge to Income |
21,743 | 1,373 | 625 | (813) | 22,928 | |||||||||||||||
Expiration of Tax Loss Carry-forwards |
(9,822) | - | - | - | (9,822) | |||||||||||||||
Others |
(1,228) | 33 | - | 1,116 | (79) | |||||||||||||||
Balances as of 06.30.16 |
118,813 | 6,181 | 2,371 | 468 | 127,833 |
Liabilities | Fixed Assets | Total | ||||||
Balances as of 12.31.14 |
22 | 22 | ||||||
Charge to Income |
12 | 12 | ||||||
Others |
(18) | (18) | ||||||
Balances as of 12.31.15 |
16 | 16 | ||||||
Charge to Income |
34 | 34 | ||||||
Others |
(24) | (24) | ||||||
Balances as of 06.30.16 |
26 | 26 |
Net deferred tax assets as of June 30, 2016 and December 31, 2015 amount to $127,807 and $114,790, respectively.
A provision for the deferred tax asset has been fully recorded, since it is assumed that the recovery thereof is not likely at the issuance date of these financial statements. See Schedule E.
Tax loss carry-forwards recorded by the Company, pending being used, amount to approximately $339,468, pursuant to the following breakdown:
Year of Generation | Amount | Year Due | Deferred Tax Assets | |||||||||
2012 |
37,359 | 2017 | 13,076 | |||||||||
2013 |
110,306 | 2018 | 38,607 | |||||||||
2014 |
61,643 | 2019 | 21,575 | |||||||||
2015 |
68,036 | 2020 | 23,812 | |||||||||
2016 |
62,124 | 2021 | 21,743 | |||||||||
Balances as of 06.30.16 |
339,468 | 118,813 |
The classification of net deferred tax assets and liabilities recorded in accordance with their expected term of turn-around is shown in Note 9.
The following table shows the reconciliation of income tax charged to income to that which would result from applying the tax rate in force to the book income before tax:
71
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
06.30.16 | 06.30.15 | |||||||
Book Income Before Income Tax |
2,723,223 | 1,906,807 | ||||||
Income Tax Rate in Force |
35% | 35% | ||||||
Result for the Period at the Tax Rate |
953,128 | 667,382 | ||||||
Permanent Differences at the Tax Rate |
||||||||
Increase in Income Tax |
||||||||
Expenses not Included in Tax Return |
2,780 | 1,914 | ||||||
Other Causes |
1,692 | 1,693 | ||||||
Decrease in Income Tax |
||||||||
Loss on Investments in Related Institutions |
(980,494) | (689,799) | ||||||
Allowance for Impairment of Value (Schedule E) |
22,894 | 18,810 | ||||||
Total Income Tax Charge Recorded |
- | - |
The following table shows the reconciliation of tax charged to income to tax determined for the period for tax purposes:
06.30.16 | 06.30.15 | |||||||
Total Income Tax Charge Recorded |
- | - | ||||||
Temporary Differences |
||||||||
Variation in Deferred Tax Assets |
22,928 | 18,817 | ||||||
Variation in Deferred Tax Liabilities |
(34) | (7) | ||||||
Allowance for Impairment of Value (Schedule E) |
(22,894) | (18,810) | ||||||
Total Tax Determined for Tax Purposes |
- | - |
NOTE 14. EARNINGS PER SHARE
Below is a breakdown of the earnings per share as of June 30, 2016 and 2015:
06.30.16 | 06.30.15 | |||||||
Income for the Period |
2,723,223 | 1,906,807 | ||||||
Outstanding Ordinary Shares Weighted Average |
1,300,265 | 1,300,265 | ||||||
Diluted Ordinary Shares Weighted Average |
1,300,265 | 1,300,265 | ||||||
Earnings per Ordinary Share (*) |
||||||||
Basic |
2.0944 | 1.4665 | ||||||
Diluted |
2.0944 | 1.4665 |
(*) Figures stated in Pesos.
NOTE 15. GLOBAL PROGRAM FOR THE ISSUANCE OF NOTES
On March 9, 2009, the General Ordinary Shareholders Meeting approved the creation of a Global Program for the Issuance of Simple Notes, not convertible into shares. Such Notes may be short-, mid- and/or long-term, secured or unsecured, peso-denominated, dollar-denominated or denominated in any other currency, subject to the compliance with all the legal or regulatory requirements applicable to the issuance in such currency or currency unit, adjustable or non-adjustable, and for a maximum outstanding face value of up to US$60,000 (sixty million U.S. Dollars) or the equivalent thereof in another currency.
The maximum term of the program shall be five years as from the date the program is authorized by the C.N.V., or for any longer term authorized pursuant to regulations in force.
Apart from that, the Notes may be issued pursuant to the laws and jurisdiction of Argentina and/or any other foreign country, in several classes and/or series during the period the Program is outstanding, with the possibility to reissue
72
GRUPO FINANCIERO GALICIA S.A.
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED MARCH 31, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
the amortized classes and/or series without exceeding the Programs total amount, and notwithstanding the fact that the maturity dates of the different classes and/or series issued occur after the Programs expiration date, with amortization terms not shorter than the minimum term or longer than the maximum term permitted by the regulations set forth by the C.N.V., among other terms.
By means of Resolution No. 16113 dated April 29, 2009, the C.N.V. decided to authorize, with certain conditions, the creation of the Global Program. Such conditions were released on May 8, 2009.
The Shareholders Meeting held on April 14, 2010 approved an increase of US$40,000 in the amount of the Global Program for the Issuance of Notes, which was later confirmed by the Companys Shareholders Meeting held on August 2, 2012.
On February 27, 2013, the Companys Board of Directors approved the proceedings to begin to increase the amount of the program. On April 25, 2013, the C.N.V. authorized an increase in the maximum amount of the issuance of Simple Notes under the Global Program, not convertible into shares, for up to a F.V. of US$100,000 or its equivalent in other currencies.
On May 8, 2014, through Resolution No. 17343, the C.N.V. decided to authorize the extension of the term of the Global Program for five (5) years.
On July 27, 2015, Grupo Financiero Galicia S.A. issued Class VII Notes for a total amount of $160,000, maturing on July 27, 2017. Such Notes shall accrue interest at an annual nominal fixed rate of 27% during the first nine months and at a variable rate of BADLAR plus a nominal annual 4.25% rate for the following 15 months. Interest shall be paid on a quarterly basis, since October 27, 2015, and amortization shall be paid in one installment upon maturity.
As of June 30, 2016 and December 31, 2015, the following Notes issued in Pesos were outstanding:
Class | F.V. Amount | Term | Maturity Date | Interest Rate | Book Value $ | |||||||||||||||||||||||||
06.30.16 | 12.31.15 | |||||||||||||||||||||||||||||
V Series II | $78,200 | 36 months | 01.31.17 | Variable Badlar + 5.25% |
82,892 | 82,002 | ||||||||||||||||||||||||
VI Series I(1) | $140,155 | 18 months | 04.23.16 | Variable Badlar + 3.25% |
- | 147,255 | ||||||||||||||||||||||||
VI Series II | $109,845 | 36 months | 10.23.17 | Variable Badlar + 4.25% |
116,995 | 115,617 | ||||||||||||||||||||||||
VII
|
$160,000 | 24 months | 07.27.17 | (2) | 169,802 | 167,694 |
(1) Settled upon maturity. (2) Annual nominal 27% fixed rate during the first nine months, and variable BADLAR plus a nominal annual 4.25% rate for the following 15 months.
The net proceeds arising from the placement of the Notes were used in working capital in the Argentine Republic and/or refinancing liabilities and/or payment of capital contributions to controlled or affiliated companies, giving priority to a better fund management and to enhance returns deriving from the issuance, in compliance with the provisions set forth in Section 36 of Notes Law.
The working capital concept may include, in the case of the Company, among others, investments in affiliated companies, financial investments such as time deposits, financial placements, mutual funds and cash and due from banks.
73
GRUPO FINANCIERO GALICIA S.A.
SCHEDULE A FIXED ASSETS AND INVESTMENTS IN ASSETS OF A SIMILAR NATURE
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Main Account | At Beginning of Fiscal Year |
Increases | Decreases | Balance at end |
Depreciation(*) | Net Book Value |
Net Book Value for Previous Fiscal Year |
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accumulated of Year |
Decreases | Annual Rate % |
Amount for the Period / Fiscal Year |
Accumulated at Period-end |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Furniture and Fixtures |
2 | - | - | 2 | 1 | - | 20 | - | 1 | 1 | 1 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Machines and Equipment |
696 | - | - | 696 | 531 | - | 20 | 53 | 584 | 112 | 165 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vehicles |
108 | - | 108 | - | 107 | 108 | 20 | 1 | - | - | 1 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Hardware |
167 | - | - | 167 | 118 | - | 20 | 14 | 132 | 35 | 49 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Totals as of 06.30.16 |
973 | - | 108 | 865 | 757 | 108 | 68 | 717 | 148 | - | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Totals as of 12.31.15 |
973 | - | - | 973 | 576 | - | 181 | 757 | - | 216 |
(*) See Note 1.E.
74
GRUPO FINANCIERO GALICIA S.A.
SCHEDULE B GOODWILL
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Main Account | At Beginning of Fiscal Year |
Increases | Decreases | Balance end |
Amortization(*) | Net Book Value |
Net Book Value for Previous Fiscal Year |
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accumulated at Beginning of Year |
Decreases | Annual Rate % |
Amount Fiscal |
Accumulated at Period-end |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill (Schedule C) |
43,052 | - | - | 43,052 | 27,736 | - | 10 | 4,837 | 32,573 | 10,479 | 15,316 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Totals as of 06.30.16 |
43,052 | - | - | 43,052 | 27,736 | - | 4,837 | 32,573 | 10,479 | - | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Totals as of 12.31.15 |
43,052 | - | - | 43,052 | 18,062 | - | 9,674 | 27,736 | - | 15,316 |
(*) See Note 1.D.
75
GRUPO FINANCIERO GALICIA S.A.
SCHEDULE C INVESTMENTS IN SHARES AND OTHER NEGOTIABLE SECURITIES EQUITY INVESTMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Issuance and Characteristics of the Securities |
Class | Face Value |
Amount | Acquisition Cost |
Market Price |
Equity Method |
Book Value as of |
Book Value as
of |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Non-current Investments |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Corporations. Section 33 of Law No. 19550: |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Companies subject to Direct and Indirect Control (*) |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Banco de Galicia y Buenos Aires S.A. |
Ord. A | 0.001 | 101 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Ord. B | 0.001 | 562,326,550 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
562,326,651 | 3,384,304 | - | 16,427,939 | 16,427,939 | 14,063,703 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill (**) | 43,052 | - | - | 10,479 | 15,316 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Compañía Financiera Argentina S.A. |
Ordinary | 0.001 | 16,726,875 | 25,669 | - | 32,515 | 32,515 | 37,499 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Galicia Administradora de Fondos Comunes de Inversión S.A. |
Ordinary | 0.001 | 19,000 | 39,481 | - | 73,778 | 73,778 | 113,890 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Galicia Warrants S.A. |
Ordinary | 0.001 | 875,000 | 11,829 | - | 32,534 | 32,534 | 40,619 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Investment S.A. |
Ordinary | 0.001 | 10,500 | 22,341 | - | 206 | 206 | 184 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Sudamericana Holding S.A. |
Ordinary | 0.001 | 162,447 | 42,918 | - | 918,262 | 918,262 | 558,927 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total Non-current Investments |
3,569,594 | - | 17,485,234 | 17,495,713 | 14,830,138 |
(*) See Note 10. (**) See Schedule B.
76
GRUPO FINANCIERO GALICIA S.A.
SCHEDULE C INVESTMENTS IN SHARES AND OTHER NEGOTIABLE SECURITIES EQUITY INVESTMENTS (CONTINUED)
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Issuance and Characteristics of the Securities |
Information on the Issuing Companies Latest Financial Statements (*) |
|||||||||||||||||||||||||||||||||||||||||||||
Principal Line of Business |
Date | Capital Stock | Net Income | Shareholders Equity |
Percentage of Equity Held in the Capital Stock |
|||||||||||||||||||||||||||||||||||||||||
Non-current Investments |
||||||||||||||||||||||||||||||||||||||||||||||
Corporations. Section 33 of Law No. 19550: |
||||||||||||||||||||||||||||||||||||||||||||||
Companies subject to Direct and Indirect Control |
||||||||||||||||||||||||||||||||||||||||||||||
Banco de Galicia y Buenos Aires S.A. |
Financial Activities |
06.30.16 | 562,327 | 2,299,272 | 16,111,444 | 100.00000 | ||||||||||||||||||||||||||||||||||||||||
Compañía Financiera Argentina S.A. |
Financial Activities |
06.30.16 | 557,563 | 133,396 | 1,083,346 | 3.00000 | ||||||||||||||||||||||||||||||||||||||||
Galicia Administradora de Fondos S.A. |
|
Administration of |
|
06.30.16 | 20 | 67,776 | 77,660 | 95.00000 | ||||||||||||||||||||||||||||||||||||||
Galicia Warrants S.A. |
|
Issuance of |
|
06.30.16 | 1,000 | 10,760 | 37,182 | 87.50000 | ||||||||||||||||||||||||||||||||||||||
Net Investment S.A. |
|
Information |
|
06.30.16 | 12 | 25 | 236 | 87.50000 | ||||||||||||||||||||||||||||||||||||||
Sudamericana Holding S.A. (**) |
|
Financial and |
|
06.30.16 | 186 | 654,261 | 1,056,231 | 87.50034 |
(*) See Note 10. (**) For the fiscal year ended June 30, 2016.
77
GRUPO FINANCIERO GALICIA S.A.
SCHEDULE D OTHER INVESTMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Main Account and Characteristics | Notes | Schedule | 06.30.16 | 12.31.15 | ||||||||||||
Current Investments (*) |
||||||||||||||||
Deposits in Special Checking Accounts |
11 | G | 1,220 | 12,086 | ||||||||||||
Mutual Funds |
- | 9,905 | ||||||||||||||
Time Deposits |
140 | 122 | ||||||||||||||
Total |
1,360 | 22,113 |
(*) Include accrued interest, if applicable.
78
GRUPO FINANCIERO GALICIA S.A.
SCHEDULE E ALLOWANCES
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Accounts | Balances at Beginning of Fiscal Year |
Increases | Decreases | Balances at Period/Fiscal Year-end |
Balances at the Previous Fiscal Year-end | |||||||||||||||
Deducted from Assets |
||||||||||||||||||||
Impairment of Value of Deferred Tax Asset |
114,790 | 22,839 | 9,822 | 127,807 | 114,790 | |||||||||||||||
Impairment of Value of Miscellaneous Receivables |
2,492 | 538 | - | 3,030 | 2,492 | |||||||||||||||
Impairment of Value of Minimum Presumed Income Tax Receivables |
4,497 | 1,248 | - | 5,745 | 4,497 | |||||||||||||||
Total as of 06.30.16 |
121,779 | 24,625 | 9,822 | 136,582 | ||||||||||||||||
Total as of 12.31.15 |
99,525 | 28,916 | 6,662 | - | 121,779 |
79
GRUPO FINANCIERO GALICIA S.A.
SCHEDULE G FOREIGN CURRENCY ASSETS AND LIABILITIES
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($) and Thousands of U.S. Dollars (US$)
Accounts |
Amount and Type of Foreign
|
Exchange Rate |
Amount in Argentine Pesos ($) as of 06.30.16 |
Amount and Type of Foreign Currency |
Amount in Argentine Pesos ($) as of 12.31.15 | |||||||||||||||||||||||||||
Assets |
||||||||||||||||||||||||||||||||
Current Assets |
||||||||||||||||||||||||||||||||
Investments |
||||||||||||||||||||||||||||||||
Deposits in Special Checking Accounts |
US$ | 81.65 | 14.9200 | 1,219 | US$ | 929.21 | 12,085 | |||||||||||||||||||||||||
Other Receivables |
||||||||||||||||||||||||||||||||
Promissory Notes Receivable |
US$ | 11,964.06 | 14.9200 | 178,503 | US$ | 632.36 | 8,224 | |||||||||||||||||||||||||
Total Current Assets |
179,722 | 20,309 | ||||||||||||||||||||||||||||||
Non-current Assets |
||||||||||||||||||||||||||||||||
Other Receivables |
||||||||||||||||||||||||||||||||
Promissory Notes Receivable |
US$ | - | 14.9200 | - | US$ | 11,024.03 | 143,367 | |||||||||||||||||||||||||
Total Non-current Assets |
- | 143,367 | ||||||||||||||||||||||||||||||
Total Assets |
179,722 | 163,676 | ||||||||||||||||||||||||||||||
Liabilities |
||||||||||||||||||||||||||||||||
Current Liabilities |
||||||||||||||||||||||||||||||||
Other Liabilities |
||||||||||||||||||||||||||||||||
Suppliers |
US$ | 16.05 | 14.9200 | 239 | US$ | 80.77 | 1,050 | |||||||||||||||||||||||||
Provision for Expenses |
US$ | 311.46 | 14.9200 | 4,647 | US$ | 441.70 | 5,744 | |||||||||||||||||||||||||
Total Current Liabilities |
4,886 | 6,794 | ||||||||||||||||||||||||||||||
Total Liabilities |
4,886 | 6,794 |
80
GRUPO FINANCIERO GALICIA S.A.
SCHEDULE H INFORMATION REQUIRED BY SECTION 64, SUBSECTION B) OF LAW NO. 19550
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Total as of 06.30.16 | Administrative Expenses |
Total as of 06.30.15 | ||||||||||
Personnel Expenses |
5,457 | 5,457 | 3,240 | |||||||||
Directors and Syndics Fees |
10,884 | 10,884 | 1,859 | |||||||||
Other Fees |
4,566 | 4,566 | 3,291 | |||||||||
Taxes |
5,944 | 5,944 | 2,563 | |||||||||
Depreciation of Fixed Assets |
68 | 68 | 92 | |||||||||
Other Operating Expenses (*) |
250 | 250 | 168 | |||||||||
Others (*) |
1,764 | 1,764 | 1,095 | |||||||||
Expenses Corresponding to the Global Program for the Issuance of Notes |
275 | 275 | 205 | |||||||||
Totals |
29,208 | 29,208 | 12,513 |
(*) Balances net of eliminations corresponding to transactions conducted with companies included in Section 33 of Law No. 19550. See Note 11.
81
GRUPO FINANCIERO GALICIA S.A.
ADDITIONAL INFORMATION TO THE NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
1. GENERAL ISSUES REGARDING THE COMPANYS ACTIVITIES:
a. SIGNIFICANT SPECIFIC LEGAL SYSTEMS ENTAILING CONTINGENT EXPIRATION OR RESURGENCE OF BENEFITS ENVISAGED BY THOSE REGULATIONS
None.
b. SIGNIFICANT CHANGES IN THE COMPANY ACTIVITIES OR OTHER SIMILAR CIRCUMSTANCES THAT OCCURRED DURING THE FISCAL YEARS COVERED BY THE FINANCIAL STATEMENTS WHICH MAY HAVE AN EFFECT ON THEIR COMPARISON WITH THOSE PRESENTED IN PREVIOUS FISCAL YEARS, OR THOSE THAT SHALL BE PRESENTED IN FUTURE FISCAL YEARS.
None.
2. CLASSIFICATION OF RECEIVABLES AND DEBT BALANCES INTO THE FOLLOWING CATEGORIES:
a. PAST DUE
As of June 30, 2016 and December 31, 2015, the Company did not have any past due receivables or debts.
b. WITHOUT DUE DATE
Receivables: See Note 9 to the financial statements.
Debts: See Note 9 to the financial statements.
c. TO FALL DUE
Receivables: See Note 9 to the financial statements.
Debts: See Note 9 to the financial statements.
3. CLASSIFICATION OF RECEIVABLES AND DEBTS IN SUCH A MANNER THAT ALLOWS KNOWING THE FINANCIAL EFFECTS OF THEIR MAINTENANCE.
Receivables: See Notes 1.A., 1.B. and 9 and Schedule G to the financial statements.
Debts: See Notes 1.A., 1.B. and 9 and Schedule G to the financial statements.
4. BREAKDOWN OF PERCENTAGE OF EQUITY INVESTMENTS SECTION 33 OF LAW No. 19550, BOTH IN THE CAPITAL STOCK AND THE TOTAL VOTES. DEBIT AND/OR CREDIT BALANCES BY COMPANY AND CONSIDERED IN THE MANNER SET FORTH IN THE AFOREMENTIONED ITEMS 3 AND 4.
See Notes 9, 10 and 11, and Schedule C to the financial statements.
5. RECEIVABLES FROM OR LOANS GRANTED TO DIRECTORS OR SYNDICS OR THEIR RELATIVES UP TO THE SECOND DEGREE INCLUSIVE
As of June 30, 2016 and December 31, 2015, there were no receivables from or loans granted to directors or syndics or their relatives up to the second degree inclusive.
6. PHYSICAL INVENTORY OF INVENTORIES. FREQUENCY AND SCOPE OF THE PHYSICAL INVENTORIES OF INVENTORIES.
As of June 30, 2016 and December 31, 2015, the Company did not have any inventories.
82
GRUPO FINANCIERO GALICIA S.A.
ADDITIONAL INFORMATION TO THE NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
7. EQUITY INVESTMENTS IN EXCESS OF WHAT IS SET FORTH BY SECTION 31 OF LAW No. 19550 AND PLANS FOR THE REGULARIZATION OF THIS SITUATION.
The Company is engaged in financial and investment activities, therefore, the restrictions of Section 31 of Law No. 19550 do not apply to its equity investments in other companies.
8. RECOVERABLE VALUES. CRITERIA FOLLOWED TO DETERMINE THE SIGNIFICANT RECOVERABLE VALUES OF INVENTORIES, FIXED ASSETS AND OTHER ASSETS, USED AS LIMIT FOR THEIR RESPECTIVE ACCOUNTING VALUATIONS.
As of June 30, 2016 and December 31, 2015, the criterion followed by the Company for determining the recoverable value of its fixed assets consisted in taking their value-in-use, based on the possibility of absorbing future depreciation charges with the profits reported by it.
9. INSURANCE POLICIES FOR TANGIBLE ASSETS.
As of June 30, 2016 and December 31, 2015, the breakdown of insurance policies taken out by the Company for its fixed assets was as follows:
Insured Assets | Risks Covered | Insured Amount as of 06.30.16 |
Book Value as of 06.30.16 |
Book Value as of 12.31.15 | ||||||||||||
Vehicles |
Theft, Robbery, Fire or Total Loss |
- | - | 1 |
10. POSITIVE AND NEGATIVE CONTINGENCIES:
a. ELEMENTS USED FOR THE CALCULATION OF PROVISIONS, THE BALANCES OF WHICH, EITHER TAKEN INTO CONSIDERATION INDIVIDUALLY OR JOINTLY, EXCEED TWO PER CENT (2%) OF SHAREHOLDERS EQUITY.
None.
b. CONTINGENCIES WHICH, AT THE DATE OF THE FINANCIAL STATEMENTS, ARE NOT OF REMOTE OCCURRENCE, THE EFFECTS OF WHICH ON SHAREHOLDERS EQUITY HAVE NOT BEEN GIVEN ACCOUNTING RECOGNITION. IT SHOULD BE STATED WHETHER THE LACK OF ACCOUNTING RECOGNITION IS BASED ON THE LIKELIHOOD OF OCCURRENCE OR ON THE DIFFICULTY TO ANALYZE SUCH EFFECTS.
As of June 30, 2016 and December 31, 2015, there were no contingencies which are not of remote occurrence and the effects of which on Shareholders Equity have not been given accounting recognition.
11. IRREVOCABLE ADVANCES TOWARDS FUTURE SHARE SUBSCRIPTIONS. STATUS OF CAPITALIZATION ARRANGEMENTS.
As of June 30, 2016 and December 31, 2015, there were no irrevocable contributions towards future share subscriptions.
12. CUMULATIVE UNPAID DIVIDENDS ON PREFERRED SHARES.
As of June 30, 2016 and December 31, 2015, there were no cumulative unpaid dividends on preferred shares.
83
GRUPO FINANCIERO GALICIA S.A.
ADDITIONAL INFORMATION TO THE NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
13. CONDITIONS, CIRCUMSTANCES OR TERMS FOR THE TERMINATION OF THE RESTRICTIONS ON THE DISTRIBUTION OF UNAPPROPRIATED RETAINED EARNINGS, INCLUDING THOSE ORIGINATED DUE TO THE USE OF THE LEGAL RESERVE FOR THE ABSORPTION OF LOSSES WHICH ARE STILL PENDING REIMBURSEMENT.
See Note 12 to the financial statements.
84
GRUPO FINANCIERO GALICIA S.A.
SUPPLEMENTARY AND EXPLANATORY STATEMENT BY THE BOARD OF DIRECTORS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
Pursuant to the provisions of the Rules regarding Accounting Documentation of the Córdoba Stock Exchange Regulations, the Board of Directors hereby submits the following supplementary and explanatory information.
A. CURRENT ASSETS
a) Receivables:
1) See Note 9 to the financial statements.
2) See Notes 3 and 9 to the financial statements.
3) See Schedule E to the financial statements.
b) Inventories:
As of June 30, 2016 and December 31, 2015, the Company did not have any inventories.
B. NON-CURRENT ASSETS
a) Receivables: See Schedule E to the financial statements.
b) Inventories:
As of June 30, 2016 and December 31, 2015, the Company did not have any inventories.
c) Investments:
See Note 10 and Schedule C to the financial statements.
d) Fixed Assets:
1) As of June 30, 2016 and December 31, 2015, the Company did not have any fixed assets that have been technically appraised.
2) As of June 30, 2016 and December 31, 2015, the Company did not have any obsolete fixed assets which have a book value.
e) Intangible Assets:
1) See Note 1.D, and Schedules B and C to the financial statements.
2) As of June 30, 2016 and December 31, 2015, there were no deferred charges.
C. CURRENT LIABILITIES
a) Liabilities:
1) See Note 9 to the financial statements.
2) See Notes 4, 5, 6, 7 and 9 to the financial statements.
D. PROVISIONS
See Schedule E to the financial statements.
E. FOREIGN CURRENCY ASSETS AND LIABILITIES
See Note 1.B. and Schedule G to the financial statements.
F. SHAREHOLDERS EQUITY
1) As of June 30, 2016 and December 31, 2015, the Shareholders Equity did not include the Irrevocable Advances towards Future Share Issues account.
2) As of June 30, 2016 and December 31, 2015, the Company had not set up any technical appraisal reserve; nor has it reversed any reserve of that kind.
85
GRUPO FINANCIERO GALICIA S.A.
SUPPLEMENTARY AND EXPLANATORY STATEMENT BY THE BOARD OF DIRECTORS
FOR THE PERIOD COMMENCED JANUARY 1, 2016 AND ENDED JUNE 30, 2016, PRESENTED IN COMPARATIVE FORMAT
Figures Stated in Thousands of Pesos ($)
G. MISCELLANEOUS
1) The Company is engaged in financial and investment activities, therefore, the restrictions of Section 31 of Law No. 19550 do not apply to its equity investments in other companies.
2) See Notes 9 and 11 to the financial statements.
3) As of June 30, 2016 and December 31, 2015, there were no receivables from or loans granted to directors or syndics or their relatives up to the second degree inclusive.
4) See Notes 9 and 11 to the financial statements.
5) As of June 30, 2016 and December 31, 2015, the breakdown of insurance policies taken out by the Company for its fixed assets was as follows:
Insured Assets | Risks Covered | Insured Amount as of 06.30.16 |
Book Value as of 06.30.16 |
Book Value as of 12.31.15 | ||||||||||||
Vehicles |
Theft, Robbery, Fire or Total Loss |
- | - | 1 |
6) As of June 30, 2016 and December 31, 2015, there were no contingencies highly likely to occur which have not been given accounting recognition.
7) As of June 30, 2016 and December 31, 2015, the Company did not have any receivables including implicit interest or index adjustments.
The Company has complied with the requirements of Section 65 of Law No. 19550 in these financial statements.
Buenos Aires, August 9, 2016.
86
GRUPO FINANCIERO GALICIA S.A.
INFORMATIVE REVIEW AS OF JUNE 30, 2016
Figures Stated in Thousands of Pesos ($)
The Companys purpose is to strengthen its position as a leading company devoted to providing comprehensive financial services and, at the same time, to continue to strengthen Banco de Galicia y Buenos Aires S.A.s position as one of the leading companies in Argentina. This strategy shall be carried out by supplementing the operations and business conducted by Banco de Galicia y Buenos Aires S.A. through equity investments in companies and undertakings, either existing or to be created, engaged in financial activities as they are understood in the modern economy.
The income for the six-month period that ended on June 30, 2016 amounted to $2,723,223. This income has been mainly generated as a consequence of the valuation of equity investments in our subsidiaries.
The General Ordinary and Extraordinary Shareholders Meeting held on April 26, 2016 resolved, pursuant to the rules and regulations in force, to allocate Unappropriated Retained Earnings as of December 31, 2015, as follows:
- To Cash Dividends |
$ | 150,000 | ||||||
- To Discretionary Reserve |
$ | 4,188,397 |
AUTHORIZATION OF LISTING AND TRADING ON MERCADO ABIERTO ELECTRÓNICO (M.A.E.)
On October 30, 2015, M.A.E., through MAE Resolution C 4916 dated October 28, 2015, authorized the listing and trading of the Companys Class B Book-entry Ordinary Shares, with face value of $1 each, and entitled to one vote per share.
FINANCIAL STRUCTURE MAIN ACCOUNTS OF THE CONSOLIDATED BALANCE SHEET
06.30.16 | 06.30.15 | 06.30.14 | 06.30.13 | 06.30.12 | ||||||||||||||||
Assets |
||||||||||||||||||||
Cash and Due from Banks |
28,438,535 | 10,875,468 | 14,687,978 | 8,249,087 | 6,636,540 | |||||||||||||||
Government and Private Securities |
29,804,321 | 19,660,902 | 10,322,671 | 3,803,370 | 5,210,711 | |||||||||||||||
Loans |
109,333,878 | 79,661,673 | 58,846,394 | 48,276,641 | 34,183,981 | |||||||||||||||
Other Receivables Resulting from Financial Brokerage |
21,752,462 | 13,988,769 | 6,473,005 | 5,185,908 | 5,137,293 | |||||||||||||||
Receivables from Financial Leases |
828,159 | 1,014,060 | 1,084,585 | 985,189 | 625,632 | |||||||||||||||
Equity Investments |
51,774 | 50,803 | 57,165 | 78,719 | 65,324 | |||||||||||||||
Bank Premises and Equipment, Miscellaneous Assets and Intangible Assets |
5,623,159 | 4,069,725 | 3,307,373 | 2,706,343 | 2,113,245 | |||||||||||||||
Other Assets |
4,017,390 | 2,661,604 | 1,642,805 | 1,383,734 | 1,193,484 | |||||||||||||||
Total Assets |
199,849,678 | 131,983,004 | 96,421,976 | 70,668,991 | 55,166,210 | |||||||||||||||
06.30.16 | 06.30.15 | 06.30.14 | 06.30.13 | 06.30.12 | ||||||||||||||||
Liabilities |
||||||||||||||||||||
Deposits |
118,113,707 | 77,240,842 | 58,564,028 | 44,131,259 | 33,236,833 | |||||||||||||||
Other Liabilities Resulting from Financial Brokerage |
53,954,427 | 35,152,975 | 23,393,021 | 16,361,853 | 13,945,357 | |||||||||||||||
Subordinated Notes |
3,881,183 | 2,249,802 | 1,916,614 | 1,334,391 | 1,053,058 | |||||||||||||||
Other Liabilities |
5,618,241 | 4,394,808 | 3,456,099 | 2,553,462 | 2,163,727 | |||||||||||||||
Minority Interest |
1,224,076 | 891,346 | 659,635 | 781,558 | 612,563 | |||||||||||||||
Total Liabilities |
182,791,634 | 119,929,773 | 87,989,397 | 65,162,523 | 51,011,538 | |||||||||||||||
Shareholders Equity |
17,058,044 | 12,053,231 | 8,432,579 | 5,506,468 | 4,154,672 | |||||||||||||||
Total Liabilities and Shareholders Equity |
199,849,678 | 131,983,004 | 96,421,976 | 70,668,991 | 55,166,210 |
87
GRUPO FINANCIERO GALICIA S.A.
INFORMATIVE REVIEW AS OF JUNE 30, 2016
Figures Stated in Thousands of Pesos ($)
INCOME STATEMENT MAIN ACCOUNTS OF THE CONSOLIDATED INCOME STATEMENT
| ||||||||||||||||||||
06.30.16 | 06.30.15 | 06.30.14 | 06.30.13 | 06.30.12 | ||||||||||||||||
Net Financial Income |
7,352,219 | 5,420,778 | 4,785,937 | 3,060,178 | 2,504,867 | |||||||||||||||
Net Income from Services |
4,650,474 | 3,630,264 | 2,522,752 | 1,961,905 | 1,470,622 | |||||||||||||||
Provision for Loan Losses |
1,341,437 | 1,074,740 | 1,248,470 | 875,684 | 604,344 | |||||||||||||||
Administrative Expenses |
8,011,582 | 5,845,833 | 4,343,128 | 3,543,351 | 2,696,425 | |||||||||||||||
Net Income from Financial Brokerage |
2,649,674 | 2,130,469 | 1,717,091 | 603,048 | 674,720 | |||||||||||||||
Other Miscellaneous Income |
1,594,483 | 985,751 | 768,637 | 543,857 | 327,966 | |||||||||||||||
Income Tax |
1,520,934 | 1,209,413 | 961,783 | 486,165 | 381,877 | |||||||||||||||
Net Income |
2,723,223 | 1,906,807 | 1,523,945 | 660,740 | 620,809 | |||||||||||||||
STRUCTURE OF THE CONSOLIDATED STATEMENT OF CASH FLOWS
| ||||||||||||||||||||
06.30.16 | 06.30.15 | 06.30.14 | 06.30.13 | 06.30.12 | ||||||||||||||||
Funds Provided by / (Used in) Operating Activities |
7,098,820 | 701,208 | 4,097,519 | (1,433,885) | 272,603 | |||||||||||||||
Funds Used in Investing Activities |
(657,936) | (330,041) | (192,211) | (163,999) | (79,968) | |||||||||||||||
Funds Provided by Financing Activities |
1,259,636 | 514,540 | 233,922 | 746,512 | 187,287 | |||||||||||||||
Financial Results and by Holding of Cash and Cash Equivalents |
2,487,895 | 408,077 | 1,276,774 | 283,155 | 135,846 | |||||||||||||||
Total Funds Provided by / (Used in) during the Period |
10,188,415 | 1,293,784 | 5,416,004 | (568,217) | 515,768 |
RATIOS
LIQUIDITY
Since the consolidated accounts mainly stem from Banco de Galicia y Buenos Aires S.A., the individual liquidity ratio for the Bank is detailed as follows:
06.30.16 | 06.30.15 | 06.30.14 | 06.30.13 | 06.30.12 | ||||||||||||||||
Liquid Assets(*) as a Percentage of Transactional Deposits |
92.09 | 76.94 | 84.82 | 53.15 | 69.77 | |||||||||||||||
Liquid Assets(*) as a Percentage of Total Deposits |
46.48 | 37.41 | 40.11 | 25.63 | 36.56 |
(*) Liquid Assets include cash and due from banks, Lebacs and Nobacs, net call money, short-term placements in correspondent banks, Special Guarantees Accounts at the Argentine Central Bank and repo and reverse repo transactions with the local market.
SOLVENCY
06.30.16 | 06.30.15 | 06.30.14 | 06.30.13 | 06.30.12 | ||||||||||||||||
Solvency |
9.33 | 10.05 | 9.58 | 8.45 | 8.14 |
CAPITAL ASSETS
06.30.16 | 06.30.15 | 06.30.14 | 06.30.13 | 06.30.12 | ||||||||||||||||
Capital Assets (*) |
2.84 | 3.12 | 3.49 | 3.94 | 3.95 |
(*) Equity investments, bank premises and equipment, miscellaneous assets and intangible assets/total assets.
PROFITABILITY
06.30.16 | 06.30.15 | 06.30.14 | 06.30.13 | 06.30.12 | ||||||||||||||||
Return on Average Assets(*) |
3.38 | 3.66 | 3.68 | 2.34 | 2.79 | |||||||||||||||
Return on Average Shareholders Equity(*) |
34.60 | 34.06 | 39.27 | 25.77 | 33.07 |
(*) Annualized.
88
GRUPO FINANCIERO GALICIA S.A.
INFORMATIVE REVIEW AS OF JUNE 30, 2016
Figures Stated in Thousands of Pesos ($)
EQUITY INVESTMENTS
BANCO DE GALICIA Y BUENOS AIRES S.A.
Founded in 1905, Banco de Galicia y Buenos Aires S.A. is one of the largest private-sector banks in the Argentine financial system, and one of the leading providers of financial services in the country. Through affiliated companies and a variety of distribution channels, the Bank offers a full spectrum of financial services to both individual and corporate customers. Banco de Galicia y Buenos Aires S.A. operates one of the most extensive and diversified distribution networks of the Argentine private financial sector, offering 528 branches, together with 126 points of contact gathered between regional credit-card companies and Compañía Financiera Argentina S.A.
In the first six months of fiscal year 2016, Banco de Galicia y Buenos Aires S.A. recorded net income amounting to $2,299,272, $540,225 higher than that recorded the previous fiscal year, representing a 30.7% increase. The increase in income, when compared to the same period of fiscal year 2015, mainly resulted from the increase of $2,863,588 in net operating income (net financial income plus net income from services). This effect was mainly mitigated by higher: i) administrative expenses of $2,089,427, and ii) provisions for loan losses of $266,697.
Net operating income for the first six months of fiscal year 2016 amounted to $12,273,499, a 30.4% increase as compared to the $9,409,911 recorded in the same period of the previous fiscal year. This positive evolution was due to an increase in net income from: i) net financial income (amounting to $1,830,148, a 34.0% increase), as a result of the increase in the volumes traded during the period, mitigated by a decrease in the financial margin; ii) net income from services (amounting to $1,033,440, a 25.7% increase), the most outstanding of which are commissions related to national and regional credit cards, deposit accounts and foreign trade. Administrative expenses totaled $7,728,670, with a 37.1% increase. Personnel expenses increased by 34.7% mainly due to the salary increase agreed upon with unions. The remaining administrative expenses totaled $3,444,988, 40.1% higher than those as of the same date in the prior fiscal year primarily due to higher tax expenses, movement of funds, maintenance and preservation, electricity and communications, rentals and security services, as a result of the higher activity level and the evolution of costs related to the different services rendered to Banco de Galicia y Buenos Aires S.A. Provisions for loan losses amounted to $1,341,437, 24.8% higher than those recorded in the same six-month period of the previous fiscal year, mainly as a result of the evolution of the arrears related to the individuals portfolio.
Total financing to the private sector amounted to $127,128,454, showing a 37.74% growth during the last twelve months, and total deposits reached $118,310,371(*), growing 52.94% when compared to the same period of the previous fiscal year. As of June 30, 2016, Banco de Galicia y Buenos Aires S.A.s estimated share in loans to the private sector was 9.5%, while in deposits from the private sector was 9.6%, when compared to 9.2% and 8.7%, respectively, for the previous fiscal year.
NET INVESTMENT S.A.
The Companys equity investment in Net Investment S.A.s capital stock is 87.50%, whereas the remaining 12.50% is owned by Banco de Galicia y Buenos Aires S.A.
Net Investment S.A. was created to carry out Internet business transactions.
During 2011, Net Investment S.A.s shareholders decided to change the corporate purpose in order to be able to make investments in companies that conduct supplementary and/or related activities.
On April 7, 2015, the companys Board of Directors decided to exercise a put option on 325 shares in Weemba, Inc., representing the whole interest in this company, according to the Put Option Agreement executed on May 17, 2010. The option price amounted to US$15.39 (United States dollars fifteen with 39/100) per share. Such transaction was agreed to on April 23, 2015.
For fiscal year 2016, Net Investment S.A.s Board of Directors is analyzing new business opportunities and alternatives.
(*) Including Banco de Galicia y Buenos Aires S.A. and Compañía Financiera Argentina S.A.s deposits, net of eliminations between those companies. The other subsidiaries deposits have not been eliminated.
89
GRUPO FINANCIERO GALICIA S.A.
INFORMATIVE REVIEW AS OF JUNE 30, 2016
Figures Stated in Thousands of Pesos ($)
SUDAMERICANA HOLDING S.A.
Sudamericana Holding S.A. is a holding company providing life, retirement, property insurance and insurance brokerage services. The equity investment held by Grupo Financiero Galicia S.A. in this company is 87.50%. Banco de Galicia y Buenos Aires S.A. holds the remaining 12.50%.
The insurance business undertaken by the Company is one of the most important aspects of Grupo Financiero Galicia S.A.s general plan to strengthen its position as a leading financial services provider.
Joint production of the insurance companies controlled by Sudamericana Holding S.A. in the life, retirement and property insurance business amounted to $878,299 during the period commenced on January 1, 2016 and ended on June 30, 2016. As of June 30, 2016, these companies had approximately 6.3 million policies/certificates in all their insurance lines.
From a commercial standpoint, within a more favorable context, the company maintains its purpose of taking advantage of the greater demand for insurance coverage to significantly increase the companies sales.
As a result of this effort, the premium volume for the second quarter of 2016 exceeded that for the same period of the previous year by 44.8%.
GALICIA WARRANTS S.A.
Galicia Warrants S.A. was established in 1993 and, since then, has become a leading company. It renders services to the productive sector as an additional credit instrument, also rendering a full spectrum of services related to inventory management.
Its shareholders are Grupo Financiero Galicia S.A., which holds an 87.50% equity investment in the company, and Banco de Galicia y Buenos Aires S.A., which holds a 12.50% interest.
The company has its corporate headquarters in Buenos Aires and an office in the city of San Miguel de Tucumán, through which it carries out its transactions in the warrants market as well as other services related to its main activity, for different regional economies and geographic areas of the country.
Based on the experience and understanding of the warrant as a security instrument in the financial market, the company set as a policy to spread the quality of the service provided and improve it through the certification of ISO 9001 Standards; its main focus, during fiscal year 2016, is the improvement to Merchandise Storage and Custody, and Marketing processes.
With regard to storage services, the level of activity in its warehouses remained, thus meeting expectations.
During the first half of fiscal year 2016, deposit certificates and warrants issued amounted to $1,053,903, regarding merchandise under custody located throughout the country.
As of June 30, 2016, Galicia Warrants S.A. obtained income from services amounting to $41,414.
Galicia Warrants S.A. continues to work with the purpose of rendering its customers the best quality and more reliable service that is better tailored to meet their needs.
GALICIA ADMINISTRADORA DE FONDOS S.A.
Galicia Administradora de Fondos S.A.s shareholders are the Company, holding 95% of the shares and Galicia Valores S.A., holding the remaining 5%.
Galicia Administradora de Fondos S.A. administers the FIMA mutual funds distributed by Banco de Galicia y Buenos Aires S.A., in its capacity as custodial agent of collective investment products corresponding to mutual funds, through its broad channel network, such as branches, electronic banking, phone banking, and to different customer segments (institutional, corporate and individual customers).
At the end of the second quarter of 2016, FIMA funds total equity recovered significantly, as compared to the first three months of the year. During the six-month period as of June 30, 2016, FIMA funds equity increased by 31.4%, as
90
GRUPO FINANCIERO GALICIA S.A.
INFORMATIVE REVIEW AS OF JUNE 30, 2016
Figures Stated in Thousands of Pesos ($)
compared to the previous fiscal year-end (December 2015), with an equity managed of $23,872,681 and a 9.6% market share.
In turn, the local funds market has increased the total funds managed by almost 17%, which shows a significant recovery in the pace of growth for the current period.
We believe that the second half of the 2016 fiscal year will continue with the trend towards growth of funds equity, mainly those involved in the investment in short-term fixed-income assets (bonds) and in the new offer of funds in U.S. Dollars.
For the second half of fiscal year 2016, Galicia Administradora de Fondos S.A. is working on the business launch of a new fund in U.S. Dollars.
OUTLOOK
For fiscal year 2016, the Companys results of operations will mainly depend on the development of the Argentine economy, and, particularly, the evolution of the financial system.
Buenos Aires, August 9, 2016.
91
REPORT OF THE SUPERVISORY SYNDICS COMMITTEE
To the Directors and Shareholders of
Grupo Financiero Galicia S.A.
Legal Domicile: Tte. Gral. Juan D. Perón 430 25th floor
Buenos Aires
C.U.I.T. 30-70496280-7
1. | We have performed a review of the accompanying interim financial statements of Grupo Financiero Galicia S.A. (hereinafter the Company), which include the Balance Sheet as of June 30, 2016, and the related Income Statement, Statement of Changes in Shareholders Equity and Statement of Cash Flows for the six-month period then ended, as well as a summary of significant accounting policies and other explanatory information disclosed in Notes 1 to 15 and Schedules A, B, C, D, E, G and H, which supplement them. Furthermore, we have performed a review of the Companys consolidated interim financial statements and its controlled companies for the six-month period ended June 30, 2016, with Notes 1 to 38, which are presented as supplementary information. |
The amounts and other information for fiscal year 2015, and the related interim periods, are an integral part of the financial statements mentioned above and, therefore, shall be considered in connection with those financial statements.
2. | The Companys Board of Directors is responsible for the preparation and presentation of the accompanying interim financial statements, in accordance with the accounting framework established by the Argentine Central Bank. |
3. | Our responsibility is to express a conclusion on the documents mentioned in paragraph 1., based on the reviews we conducted within the scope specified in paragraph 4. |
4. | Our work was conducted in accordance with standards applicable to syndics in Argentina. These standards require that syndics review the documents detailed in paragraph 1. observing auditing standards applicable to the review of financial statements, and verify the consistency of the documents examined with the information concerning corporate decisions, as disclosed in minutes. In addition, they require that corporate decisions conform to the law and the bylaws with respect to formal and documental requirements. For purposes of our professional work, we have reviewed the work performed by the external auditors of the Company, Price |
1
Waterhouse & Co. SRL, who issued their unqualified report on the review of interim financial statements on August 9, 2016. The above-mentioned external auditors conducted their reviews in accordance with the Argentine auditing standards provided in Technical Pronouncement No. 37 of the Argentine Federation of Professional Councils in Economic Sciences (F.A.C.P.C.E.) for the review of interim-period financial statements. A review of interim-period financial statements involves making inquiries to the Companys staff responsible for the preparation of the information included in the interim-period financial statements and in performing analysis procedures and other review procedures. The scope of these reviews is substantially more limited than that of an audit conducted in accordance with Argentine auditing standards. Therefore, a review does not allow us to obtain assurance that we will be aware of all the significant matters that could be identified in an audit. Therefore, we do not express an audit opinion on the Companys financial position, results of operations, changes in shareholders equity and cash flows or on its consolidated financial statements. |
Given that it is not our responsibility to exercise any management control, the reviews did not extend to the business criteria and decisions of the different areas of the Company, as these matters are the exclusive responsibility of the Board of Directors.
We also report that, in compliance with the legality control that is part of our field of competence, during this period we have applied the other procedures described in Section 294 of Law No. 19550, which we deemed necessary according to the circumstances, including, among others, the control over the creation and subsistence of the directors guarantee.
We believe that the work we performed provides a reasonable basis for our opinion.
5. | Based on our reviews, within the scope described in point 4. above, nothing has called our attention that would make us think that the interim financial statements and the consolidated financial statements mentioned in the first paragraph of this report are not prepared, in all material respects, in accordance with the Argentine Central Banks accounting standards. |
In compliance with the legality control that is part of our field of competence, we have no observations to make.
6. | Without changing our conclusion, as mentioned in Note 1.15, the accompanying financial statements have been prepared in accordance with the accounting framework established by the Argentine Central Bank. Such standards differ, in certain aspects, from the professional accounting standards in force. In such note, the Company has identified and quantified the effect on the financial statements derived |
2
from the different valuation and disclosure criteria, except that the quantification cannot be made for unfeasibility reasons. |
7. | Furthermore, we report the following: |
i) | The accompanying interim financial statements stem from accounting records kept, in all formal aspects, in compliance with legal regulations prevailing in Argentina; and |
ii) | We have read the Informative Review, the Additional Information to the Notes to the Financial Statements required by Section 68 of the Buenos Aires Stock Exchange Regulations and Title IV, Chapter III, Article 12 of the Regulations of the National Securities Commission, and the Supplementary and Explanatory Statement by the Board of Directors, required by the Rules concerning Accounting Documentation of the Córdoba Stock Exchange Regulations, about which, insofar as concerns our field of competence, we have no significant observations to make. The assertions on future events are the exclusive responsibility of the Board of Directors. |
Buenos Aires, August 9, 2016.
Supervisory Syndics Committee
3
LIMITED REVIEW REPORT ON INTERIM FINANCIAL STATEMENTS
To the Chairman and Directors of
Grupo Financiero Galicia S.A.
Legal Domicile: Tte. Gral. Juan D. Perón 430 25th floor
Buenos Aires
C.U.I.T. 30-70496280-7
Introduction
We have performed a review of the accompanying interim financial statements of Grupo Financiero Galicia S.A. (hereinafter the Company), which include the Balance Sheet as of June 30, 2016, and the related Income Statement, Statement of Changes in Shareholders Equity and Statement of Cash Flows for the six-month period then ended, as well as a summary of significant accounting policies and other explanatory information disclosed in Notes and Schedules, which supplement them. Furthermore, we have performed a review of the Companys consolidated interim financial statements and its controlled companies for the six-month period ended June 30, 2016, which are presented as supplementary information.
The amounts and other information for fiscal year 2015, and the related interim periods, are an integral part of the financial statements mentioned above and, therefore, shall be considered in connection with those financial statements.
Managements Responsibility
The Companys Board of Directors is responsible for the preparation and presentation of the accompanying interim financial statements, in accordance with the accounting framework established by the Argentine Central Bank.
Scope of our Reviews
Our reviews were limited to the application of the review procedures set forth by Technical Pronouncement No. 37 of the Argentine Federation of Professional Councils in Economic Sciences (F.A.C.P.C.E.) for the review of interim-period financial statements. A review of interim-period financial statements involves making inquiries to the Companys staff responsible for the preparation of the information included in the interim-period financial statements and in performing analysis procedures and other review procedures. The scope of these reviews is substantially more limited than that of an audit conducted in accordance with Argentine auditing standards. Therefore, a review does not allow us to obtain assurance that we will be aware of all the significant matters that could be identified in an audit. Therefore, we do not express an audit opinion on the Companys financial position, results of operations, changes in shareholders equity and cash flows and equivalents or on its consolidated financial statements.
Conclusion
Based on our reviews, nothing has called our attention that would make us think that the interim financial statements and the consolidated financial statements mentioned in the first paragraph of this report are not prepared, in all material respects, in accordance with the Argentine Central Banks accounting standards.
Emphasis Paragraph
Without changing our conclusion, as mentioned in Note 1.15, the accompanying financial statements have been prepared in accordance with the accounting framework established by the Argentine Central Bank. Such
standards differ, in certain aspects, from the professional accounting standards in force. In such note, the Company has identified and quantified the effect on the financial statements derived from the different valuation and disclosure criteria, except that the quantification cannot be made for unfeasibility reasons.
Report on Compliance with Regulations in force
As called for by the regulations in force, we report that:
a) | The financial statements of the Company and its consolidated financial statements as of June 30, 2016 have been transcribed to the Inventory and Balance Sheet book and, insofar as concerns our area of competence, are in compliance with the provisions of the Argentine Corporations Law, and pertinent resolutions of the Argentine National Securities Commission. |
b) | The financial statements of the Company stem from accounting records kept, in all formal aspects, in compliance with legal regulations. |
c) | We have read the Informative Review, the Additional Information to the Notes to the Financial Statements required by Section 68 of the Buenos Aires Stock Exchange Regulations and Title IV, Chapter III, Article 12 of the Regulations of the National Securities Commission, and the Supplementary and Explanatory Statement by the Board of Directors, required by the Rules concerning Accounting Documentation of the Córdoba Stock Exchange Regulations, about which, insofar as concerns our area of competence, we have no significant observations to make. |
d) | As of June 30, 2016, the Companys accrued debt with the Argentine Integrated Social Security System, which stems from the accounting records, amounted to $160,153.02, which was not yet due at that date. |
e) | As required by Title IV, Section I, Chapter I, Article 2 of the Regulations of the Argentine National Securities Commission, we report that: |
e.1) | The Companys corporate purpose is exclusively related to financial and investment activities; |
e.2) | The interest in Banco de Galicia y Buenos Aires S.A. accounts for 92.68% of Grupo Financiero Galicia S.A.s assets, being the Companys main asset; |
e.3) | 86.82% of the Companys income stems from the equity investment in the Bank mentioned in e.2); and |
e.4) | The Company holds a 100% equity percentage in the capital stock, thus having a controlling interest in the Bank mentioned in e.2). |
Buenos Aires, August 9, 2016.
PRICE WATERHOUSE & CO. S.R.L
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