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<strong>ANNUAL</strong> <strong>REPORT</strong> <strong>2010</strong>


In this report,<br />

Mercantil Servicios Financieros<br />

celebrates a group of Venezuelan artists<br />

from the early twentieth century who<br />

revitalized Venezuela’s art scene and<br />

influenced art movements for decades<br />

to come. These artists based their work<br />

on the close study of nature leaving a<br />

legacy of art, beauty and life. Together<br />

they established what became known<br />

as the Fine Arts Society, and later lent<br />

their creative spirit to the “Escuela de<br />

Caracas.” For five decades, these artists<br />

have inspired landscape painting in<br />

Venezuelan art and given younger<br />

generations the opportunity to forever<br />

witness the beauty and light that<br />

suffuses Caracas and its surrounding<br />

areas. The works presented in this report<br />

are part of the Mercantil Collection.


<strong>ANNUAL</strong> <strong>REPORT</strong> <strong>2010</strong><br />

CONTENTS<br />

Mercantil’s Stock Performance 4<br />

Financial Highligths 5<br />

Board of Directors and Administration 6<br />

Notice of Ordinary General Shareholders’ Meeting 7<br />

Board of Directors’ Report 9<br />

Statutory Auditors’ Report 21<br />

Financial Statements 23<br />

Economic Climate 29<br />

Strategic Positioning 33<br />

Management Discussion and Analysis 35<br />

Business Management Report 45<br />

Quality of Service and Operating Efficiency 59<br />

Human Resources 63<br />

Risk Management 65<br />

Performance of Subsidiaries 73<br />

Credit Ratings 81<br />

Prevention and Control of Money Laundering<br />

and Terrorist Financing (ML/TF) 83<br />

Internal Auditing 85<br />

Social Commitment 87<br />

Corporate Governance 91<br />

Report of the Board of Directors on<br />

Compliance with Corporate Governance 99<br />

Awards and Acknowledgements 100<br />

85 years at the service of Venezuela 103<br />

Management 109<br />

Subsidiaries and<br />

Corporate Contacts 115


Manuel CABRÉ<br />

Paisaje, 1917<br />

Oil on wood<br />

32.5 x 41 cm<br />

Barcelona (Spain), 1890 - Caracas, 1984<br />

Cabré came to Venezuela as a young boy. In 1904, he was accepted at the Caracas Academy of Fine Arts.<br />

He participated in the student protests of 1909 and later became one of the most prominent founding<br />

members of the Fine Arts Society. Around 1931, after studying in Paris, he joined the national art scene<br />

and became known as the “painter from Avila”. From 1942 to 1946, he served as Director of the Museum<br />

of Fine Arts. In 1951, he received the National Award in Painting.


Mercantil is Venezuela’s leading financial<br />

services provider with an equity base of Bs 8,513 million (US$ 1,985 million). It operates in 10<br />

countries in the Americas, Europe and Asia. Its shares are listed on the Caracas Stock<br />

Exchange (MVZ.A and MVZ.B) and in the over-the-counter market (OTC) in the United States<br />

of America through a Level 1 ADR program (MSFZY and MSFJY).<br />

The mission of Mercantil Servicios Financieros is "to fulfill the needs of the individuals and<br />

communities where Mercantil has presence by providing excellent financial products and<br />

services in various market segments, enhancing shareholder's value by efficiently using our<br />

available resources."<br />

Mercantil Banco Universal, founded 85 years ago (1925), is Mercantil’s main subsidiary in<br />

Venezuela. At December 31, <strong>2010</strong>, it has a national network of 273 branches; one agency in<br />

Coral Gables, Florida, USA; a branch in Curaçao and representative offices in Bogota, Lima,<br />

Mexico City, Sao Paulo and New York; Mercantil Commercebank, N.A. in the USA has 15<br />

offices in Florida, a branch in New York, and one in Houston; Mercantil Bank (Schweiz) AG in<br />

Switzerland; Mercantil Bank Curaçao N.V. in Curaçao, Mercantil Bank (Panama) in Panama,<br />

Mercantil Bank and Trust, Limited (Cayman) in the Cayman Islands; and in Venezuela,<br />

Mercantil Merinvest, C.A.; Mercantil Seguros with 33 offices serving the public, and Mercantil<br />

Inversiones y Valores, a holding for other minority investments.<br />

Since its foundation, Mercantil has played an active role in the development of the different<br />

markets where it operates by financing trade, agriculture and industry. It consistently<br />

demonstrates its social commitment by helping different sectors of the community in<br />

Venezuela through Fundación Mercantil, and in South Florida, USA, through its subsidiary<br />

Mercantil Commercebank, N.A.<br />

Mercantil Servicios Financieros<br />

3


"Caracas Stock Exchange: MVZ.A & MVZ.B<br />

NYSE Level 1 ADR’s: MSFZY & MSFJY"<br />

Year Ended<br />

Earnings per share (1)<br />

Closing Price (2)<br />

Class A share<br />

Class B share<br />

Market price/ Earnings per share (1)<br />

Class A share<br />

Class B share<br />

Book value per share (3)<br />

Market price / book value (3)<br />

Class A share<br />

Class B share<br />

Number of outstanding shares<br />

Class A share<br />

Class B share<br />

Daily Average Traded Volume (Shares)<br />

Class A share<br />

Class B share<br />

Paid Dividends<br />

In stock (new shares for each share held)<br />

In cash (Bs per share)<br />

Cash dividends for the year / Market price (%)<br />

Class A share<br />

Class B share<br />

Mercantil’s<br />

Stock Performance<br />

A n n u a l Re p o r t 2 0 1 0<br />

4<br />

<strong>2010</strong><br />

US$ (4)<br />

6.09<br />

6.88<br />

6.88<br />

19.39<br />

0.35<br />

<strong>2010</strong><br />

bolivars<br />

21.82<br />

29.50<br />

29.50<br />

1.4<br />

1.4<br />

83.17<br />

0.4<br />

0.4<br />

59,496,176<br />

42,860,312<br />

9,159<br />

5,899<br />

-<br />

1.50<br />

5.1<br />

5.1<br />

2009<br />

bolivars<br />

Market Quote for Mercantil Class A and B Shares<br />

vs. Caracas Stock Exchange (CSE) Index<br />

7.95<br />

18.50<br />

18.50<br />

2.3<br />

2.3<br />

47.50<br />

0.4<br />

0.4<br />

59,733,553<br />

42,992,256<br />

26,289<br />

32,049<br />

-<br />

1.36<br />

7.4<br />

7.4<br />

2008<br />

bolivars<br />

9.53<br />

17.53<br />

17.53<br />

1.8<br />

1.8<br />

39.56<br />

0.4<br />

0.4<br />

60,092,098<br />

43,275,460<br />

16,095<br />

6,476<br />

-<br />

1.02<br />

5.8<br />

5.8<br />

2007<br />

bolivars<br />

7.96<br />

31.00<br />

33.00<br />

3.9<br />

4.1<br />

32.77<br />

0.9<br />

1.0<br />

60,335,793<br />

43,645,654<br />

43,299<br />

6,792<br />

2 for each 5<br />

0.78<br />

2.5<br />

2.4<br />

2006<br />

bolivars<br />

5.76<br />

42.89<br />

43.26<br />

7.5<br />

7.5<br />

25.88<br />

1.7<br />

1.7<br />

41,476,057<br />

30,043,282<br />

(1) Calculated based on weighted average shares issued minus repurchased shares adjusted by stock dividend and by the conversion of 10 previous common shares to 1 new common share.<br />

(2) Recalculated, considering stock dividend paid in May 2007 to facilitate price comparisons for the periods reported.<br />

(3) Calculated based on outstanding shares issued minus repurchased shares adjusted by stock dividend and by the conversion of 10 previous common shares to 1 new common share.<br />

(4) Dollar figures are given as reference only and are converted at the controlled exchange rate at the end of the period (Bs 4.2893/US$), except for earnings per share which are converted at the average exchange<br />

rate (Bs 3.5827/US$ 1). Exchange control has been in place in Venezuela since February 2003.<br />

(1) No significant stock exchange activities at this time<br />

(1)<br />

56,307<br />

35,865<br />

-<br />

1.90<br />

4.4<br />

4.4


Earnings Consolidated<br />

Balance Sheet (1)<br />

Total Assets<br />

Loan Portfolio (Net)<br />

Deposits<br />

Shareholders’ Equity<br />

Income Statement (2)<br />

Net Interest Income<br />

Commissions and Other Income<br />

Operating Expenses<br />

Net Income<br />

Profitability Indicators (%)<br />

Net Interest Income / Average Financial Assets (NIM)<br />

Commissions and Other Income / Total Income<br />

Net Earnings for the Year / Average Equity (ROE)<br />

Net Earnings for the Year / Average Assets (ROA)<br />

Capital Adequacy Indicators (%)<br />

Equity / Risk-Weighted Assets (regulatory minimum 8%) (3)<br />

Equity / Risk-Weighted Assets (BIS) (4)<br />

Equity / Assets<br />

Financial Highlights<br />

(In thousands of Bs and millions of US$, except percentages and other indicators)<br />

Year Ended<br />

Loan Portfolio Quality Indicators (%)<br />

Past-Due and Non-Performing Loans / Gross Loan Portfolio<br />

Allowances for Loan Losses / Past-Due + Non-Performing Loans<br />

Allowances for Loan Losses / Gross Loan Portfolio<br />

Efficiency Indicators (%)<br />

Operating Expenses / Average Total Assets<br />

Operating Expenses / Total Income<br />

Liquidity Indicators (%)<br />

Cash and Due from Banks / Deposits<br />

Cash and Due from Banks and Investment Portfolio / Deposits<br />

Other Indicators (%)<br />

Gross Loans / Deposits<br />

Financial Assets / Total Assets<br />

Financial Assets / Deposits<br />

Number of Employees<br />

Employees in Venezuela<br />

Employees Abroad<br />

Banking Distribution Network<br />

Branches in Venezuela (6)<br />

Branches Abroad<br />

Representative Offices<br />

Automatic Teller Machines (ATM)<br />

Point of Sale Terminals (POS) (5)<br />

<strong>2010</strong><br />

US$ (1)<br />

18,507<br />

10,008<br />

14,540<br />

1,985<br />

784<br />

901<br />

1,103<br />

607<br />

Mercantil Servicios Financieros<br />

5<br />

<strong>2010</strong><br />

bolivars<br />

79,382,962<br />

42,928,106<br />

62,366,913<br />

8,513,300<br />

2,810,196<br />

3,229,233<br />

3,950,853<br />

2,176,313<br />

7.1%<br />

49.2%<br />

31.8%<br />

3.2%<br />

20.4%<br />

20.4%<br />

10.7%<br />

2.9%<br />

110.8%<br />

3.2%<br />

5.2%<br />

46.7%<br />

19.0%<br />

53.6%<br />

71.1%<br />

81.5%<br />

103.7%<br />

8,206<br />

828<br />

306<br />

22<br />

6<br />

1,344<br />

40,427<br />

2009<br />

bolivars<br />

53,074,810<br />

27,137,723<br />

42,847,704<br />

4,879,810<br />

2,019,894<br />

1,380,584<br />

2,833,762<br />

795,692<br />

7.3%<br />

37.8%<br />

17.8%<br />

1.6%<br />

18.3%<br />

18.3%<br />

9.2%<br />

3.3%<br />

96.5%<br />

3.2%<br />

5.4%<br />

58.4%<br />

22.1%<br />

54.9%<br />

65.4%<br />

78.1%<br />

96.7%<br />

8,961<br />

872<br />

329<br />

21<br />

6<br />

1,379<br />

41,027<br />

2008<br />

bolivars<br />

46,829,877<br />

22,219,115<br />

36,211,367<br />

4,089,040<br />

2,202,576<br />

1,211,818<br />

2,545,578<br />

958,987<br />

7.9%<br />

35.7%<br />

24.9%<br />

2.2%<br />

18.5%<br />

18.5%<br />

8.7%<br />

2.5%<br />

110.6%<br />

2.7%<br />

5.6%<br />

57.7%<br />

21.4%<br />

61.6%<br />

63.1%<br />

79.4%<br />

102.6%<br />

9,215<br />

965<br />

356<br />

20<br />

6<br />

1,435<br />

37,655<br />

2007<br />

bolivars<br />

39,049,552<br />

19,338,492<br />

31,287,613<br />

3,407,614<br />

1,786,025<br />

1,021,098<br />

2,019,535<br />

783,333<br />

6.5%<br />

38.5%<br />

27.4%<br />

2.2%<br />

16.7%<br />

16.7%<br />

8.7%<br />

0.6%<br />

285.7%<br />

1.8%<br />

(1) Figures in US$ converted at the exchange rate at the close of December 31, <strong>2010</strong>: Bs 4.2893/US$ (controlled).<br />

(2) Figures in US$ converted at the average exchange rate for the period: Bs 3.5827/US$.<br />

(3) In accordance with the standards of the National Securities Superintendency (SNV).<br />

(4) Calculated using Consolidated Financial Statements adjusted for inflation up to 1999, in accordance with International Accounting Standard No. 29 (IAS-29) and following the standards of the Basel<br />

Committee on Banking Supervision of the Bank for International Settlements.<br />

(5) Physical Points of Sale (POS).<br />

(6) Excludes internal branch for employees.<br />

5.4%<br />

61.3%<br />

19.6%<br />

56.3%<br />

62.9%<br />

79.5%<br />

99.2%<br />

9,114<br />

1,018<br />

351<br />

20<br />

6<br />

1,436<br />

32,278<br />

2006<br />

bolivars<br />

31,716,967<br />

14,572,267<br />

25,246,872<br />

2,589,423<br />

1,330,407<br />

857,851<br />

1,625,319<br />

555,734<br />

6.3%<br />

40.3%<br />

23.6%<br />

2.1%<br />

16.3%<br />

16.4%<br />

8.2%<br />

0.7%<br />

264.3%<br />

2.0%<br />

5.8%<br />

64.2%<br />

15.1%<br />

62.5%<br />

58.9%<br />

84.2%<br />

105.8%<br />

8,647<br />

900<br />

341<br />

21<br />

6<br />

1,222<br />

25,987


Principal Directors<br />

Alternate Directors<br />

Note: The Audit, Compensation and Risk Committees were<br />

created pursuant to the provisions of the By-laws and in<br />

accordance with a resolution by the Board of Directors. These<br />

committees are made up of Independent Directors, which are<br />

attended by the President and the Executive President (ex-officio).<br />

Board of Directors<br />

Secretary<br />

Alternate<br />

Secretary<br />

Principal<br />

Statutory Auditor<br />

Legal<br />

Counsel<br />

Alternate<br />

Legal Counsel<br />

6<br />

Gustavo A. Marturet<br />

President<br />

Alejandro González Sosa<br />

Executive President<br />

Gustavo J. Vollmer H. 2<br />

Alfredo Travieso P. 2<br />

Luis A. Romero M. 1<br />

Gustavo Vollmer A. 3<br />

Jonathan Coles W. 1<br />

Víctor J. Sierra A. 2<br />

Roberto Vainrub A. 3<br />

Miguel A. Capriles L. 3<br />

Luis A. Sanabria U. 2<br />

Oscar A. Machado K. 1<br />

Eduardo Mier y Terán 1<br />

Luis Esteban Palacios W. 2<br />

Gustavo Galdo C. 3<br />

Gonzalo Mendoza M. 2<br />

Germán Sánchez Myles 3<br />

Luis A. Marturet M. 3<br />

Carlos Hellmund B. 3<br />

Gustavo Machado C. 1<br />

Francisco Monaldi M. 3<br />

Federico Vollmer A. 1<br />

Claudio Dolman C. 2<br />

Carlos Zuloaga T. 1<br />

Nerio Rosales R.<br />

Armando Leirós R.<br />

Miguel A. Capriles C. 1<br />

Luis Pedro España N. 1<br />

Philip Henríquez S.<br />

Alberto Sosa S. 3<br />

Guillermo Ponce Trujillo<br />

Julio Peña Bacalao<br />

Umberto Chirico<br />

Manuel Martínez Abreu<br />

Luis Alberto Fernandes<br />

Paolo Rigio C.<br />

1 Member of the Audit Committee<br />

2 Member of the Compensation Committee<br />

3 Member of the Risk Committee<br />

Annual Report <strong>2010</strong><br />

Administration<br />

Gustavo A. Marturet *<br />

President<br />

Alejandro González Sosa *<br />

Executive President<br />

Nerio Rosales Rengifo *<br />

Global Commercial and Personal Banking Manager<br />

Philip Henríquez S. *<br />

Global Corporate and Investment Banking Manager<br />

Rosa M. de Costantino *<br />

Global Manager Private Banking<br />

and Wealth Management<br />

Alfonso Figueredo D. *<br />

Global Chief Financial Officer<br />

Millar Wilson *<br />

Global International Operations Manager<br />

Fernando Figueredo M. *<br />

Global Chief Risk Officer<br />

Armando Leirós R. *<br />

Global Operations and Technology Manager<br />

Luis Alberto Fernandes *<br />

Global Chief Legal Counsel<br />

Alberto Benshimol M. *<br />

Insurance and New Financial Businesses Manager<br />

Luis Calvo Blesa *<br />

Global Human Resources<br />

and Corporate Communications Manager<br />

Guillermo Ponce Trujillo<br />

Board of Directors Secretary<br />

Julio Peña Bacalao<br />

Alternate Secretary<br />

Toribio Cabeza León<br />

Global Audit Manager<br />

Anahy Espiga<br />

Global Strategic Planning Manager<br />

Luis M. Urosa Z.**<br />

Corporate Compliance Manager<br />

* Member of the Executive Committee<br />

** This function focuses on Mercantil Banco<br />

Universal and Mercantil Merinvest.


Notice of Ordinary General<br />

Shareholders’ Meeting<br />

MERCANTIL SERVICIOS FINANCIEROS, C.A.<br />

Authorized Capital Bs 308,811,720.00<br />

Subscribed and Paid-in Capital Bs 154,405,860.00<br />

Caracas - Venezuela<br />

Notice of an Ordinary General Shareholders’ Meeting by agreement of the Board of Directors to be held at the Company’s head office,<br />

Avenida Andrés Bello N° 1, Edificio Mercantil on March 31, 2011 at 4:00 p.m. with the following agenda:<br />

1. Review the Report submitted by the Board of Directors and the Company’s Audited Financial Statements at December 31, <strong>2010</strong>, subject<br />

to consideration of the Statutory Auditors’ Report.<br />

2. Present the Board of Directors Report on the Level of Compliance with the Principles of Corporate Governance contained in Resolution<br />

N° 19-1-2005 of the National Securities Commission (CNV) dated February 2, 2005.<br />

3. Appoint the Board Members and their Alternates in keeping with the Company Bylaws and establish the fees of all the members of the Board<br />

of Directors.<br />

4. Appoint the Statutory Auditors and their Alternates and establish their fees.<br />

5. Consider the “Proposal for the Twenty-third Phase of the Company’s Stock Repurchase Program presented by the Board of Directors of<br />

Mercantil Servicios Financieros, C.A. to the Ordinary General Shareholders’ Meeting for consideration on March 31, 2011.”<br />

6. Consider the “Proposal to declare the dividends of Mercantil Servicios Financieros, C.A. for 2011, presented by the Board of Directors to<br />

the Ordinary General Shareholders’ Meeting for consideration on March 31, 2011.”<br />

N.B. The shareholders are hereby informed that: 1) The Balance Sheet, Income Statement, Statement of Shareholders’ Equity and Statement<br />

of Cash Flow for the period ended December 31, <strong>2010</strong>, duly examined by the external auditors Espiñeira, Sheldon y Asociados; the<br />

Statutory Auditors’ Report and the Board of Directors’ Report; 2) The Report presented by the Board of Directors on the Level of<br />

Compliance with the Principles of Corporate Governance; 3) The Proposal for the Twenty-third Phase of the Company’s Stock<br />

Repurchase Program submitted by the Board of Directors of Mercantil Servicios Financieros, C.A. for consideration by the General<br />

Shareholders’ Meeting on March 31, 2011 will be available for review 15 days in advance of the Meeting, at the office of the Secretary<br />

of the Board of Directors of the Company at Avenida Andrés Bello N° 1, Edificio Mercantil, piso 35, Caracas. The Proposal to declare<br />

Mercantil Servicios Financieros, C.A.'s dividends for 2011, submitted by the Board of Directors to the Ordinary General Shareholders’<br />

Meeting for consideration on March 31, 2001 is available for review at the Company Secretary’s Office, Avenida Andrés Bello N° 1,<br />

Edificio Mercantil, piso 35, Caracas. In keeping with the provisions of the Company Bylaws, the Shareholders are hereby informed that<br />

ownership of each group of Common Class A shares representing at least twenty percent (20%) of the capital subscribed by those<br />

shares affords the right to nominate and appoint one Director and the corresponding Alternates.<br />

Caracas, March 10, 2011<br />

On behalf of Mercantil Servicios Financieros, C.A.<br />

Guillermo Ponce Trujillo<br />

Secretary of the Board of Directors<br />

Mercantil Servicios Financieros<br />

7


Antonio ALCÁNTARA<br />

Paisaje del Ávila, 1976<br />

Oil on masonite<br />

33 x 45.5 cm<br />

Caracas, 1898 - 1991<br />

Studied painting and sculpture at the Caracas Academy of Fine Arts. Was close to the members of the<br />

Fine Arts Circle. In 1925 he retired from painting for twenty years. He resumed his artistic activity in 1945.<br />

An exhibition of his work was held at the Caracas Museum of Fine Arts in 1953. Then devoted his time to<br />

painting landscapes of the surrounding areas of the capital Caracas, and Macuto on the coast nearby<br />

where he owned a house close to the Castillete de Reverón.


* Dollar figures are given for reference only. The balance sheet is<br />

converted at the exchange rate at the end of the period (Bs<br />

4.2893/US$1) and the income statement at the average exchange<br />

rate for the period (Bs 3.5827/US$1). Exchange control has been in<br />

place in Venezuela since February 2003.<br />

Board of<br />

Directors’ Report<br />

Caracas, March 10, 2011<br />

Dear Shareholders,<br />

We are pleased to submit Mercantil Servicios Financieros’ consolidated results and main<br />

activities for the second half of <strong>2010</strong> as well as for the whole year.<br />

The Financial Statements of Mercantil Servicios Financieros included in this report consolidate<br />

the activities of its subsidiaries and were prepared in accordance with the standards of the<br />

National Securities Superintendency. They are also presented in inflation-adjusted values as<br />

supplemental information. They have been examined by the Company’s external auditors<br />

Espiñeira, Sheldon y Asociados, whose report is attached hereto.<br />

Financial Results<br />

Mercantil reported Bs 2,176 million (US$ 607 million*) in net income, of which Bs 1,341<br />

million corresponds to the first half of the year and Bs 835 million to the second. The<br />

Company’s results reflect the effect of the exchange rate devaluation at the close of <strong>2010</strong>,<br />

in the order of Bs 1,063 million. The main contributors to these profits were Mercantil C.A.,<br />

Banco Universal with Bs 1,630 million; Mercantil Seguros, C.A. with Bs 409 million;<br />

Mercantil Merinvest, C.A. with Bs 43 million; and Mercantil on its own and other<br />

subsidiaries with Bs 129 million.<br />

The Mercantil Commercebank Florida Bancorp subsidiary obtained negative income of<br />

US$ 3.8 million after its loan portfolio provisioning of US$ 72.7 million, in accordance with<br />

the Bank’s policy, to guarantee an adequate level of reserves and cope with the unfavorable<br />

circumstances surrounding the U.S. economy, particularly in Florida. It should be noted<br />

that in December additional provisions of US$ 11.2 million were made to the originally<br />

budgeted figure. Also, following the reconciliation of accounts required to meet the<br />

applicable standards, in Mercantil Servicios Financieros’ accounting this subsidiary<br />

registered negative net income of Bs 35 million. The Mercantil Commercebank, N.A.<br />

subsidiary posted a positive result of US$ 1.2 million in <strong>2010</strong>, reflecting a sustained<br />

improvement for the Bank. Mercantil Commercebank, N.A. is positioned as one of Florida’s<br />

five largest banks.<br />

Mercantil Servicios Financieros<br />

9


The Stock Repurchase Program initiated in May 2000 is currently in its Twenty-second<br />

Phase and was approved at the September 16, <strong>2010</strong> Shareholders’ Meeting. Between July 1<br />

and December 31, <strong>2010</strong> a total of 262,031 shares were acquired through the Program, of<br />

which 170,781 are common Class A shares and 91,250 common Class B shares. At the close<br />

of <strong>2010</strong>, the treasury stock was made up of 580,752 shares of which 351,046 were common<br />

Class A shares and 229,706 common Class B shares.<br />

Credit Ratings<br />

Fitch Ratings, in its annual review conducted in July, ratified the A1 national risk rating for<br />

commercial paper issues and the A2 rating for unsecured bonds, the highest an issuer in<br />

Venezuela can obtain. It also ratified its national rating for Mercantil Servicios Financieros at<br />

AA (VEN) for the long term.<br />

Fitch’s most recent (2009) long-term national rating for Mercantil, C.A., Banco Universal was<br />

AA+(ven) and its short-term rating was F1+(ven); its international ratings were B+ long term and<br />

B short term, with an individual D rating. These are the best ratings obtained by a private<br />

financial institution in Venezuela. The international ratings are largely subject to Venezuela’s<br />

country risk.<br />

The ratings of Mercantil Commercebank Florida BanCorp and Mercantil Commercebank, N.A.<br />

have already been affected by the economic situation in the United States, particularly in<br />

Florida; however they reflect financial flexibility in terms of their ability to meet their<br />

commitments. Fitch Ratings indicates in its report the bank’s high level of liquidity of Mercantil<br />

Commercebank, N.A. with a high-quality and short-term investment portfolio.<br />

New Legislation<br />

On August 17, <strong>2010</strong>, the new Securities Market Law (Ley de Mercado de Valores), substituting the<br />

Capital Markets Law (Ley de Mercado de Capitales) of October 22, 1998, was published in Official<br />

Gazette No. 39,489 of the Bolivarian Republic of Venezuela.<br />

The Act introduces various changes, the main ones being the creation of the National Securities<br />

Superintendency which replaces the Venezuelan Securities Commission (CNV) as the new<br />

regulatory entity with broad discretionary powers such as the authority to: prescribe the<br />

technical rules governing the securities market; set criteria on the composition of Boards of<br />

Directors, representation and participation of shareholders, and election of the authorities of<br />

the entities under its control; determine minimum liquidity and equity levels; set limits on<br />

commissions and rates; issue the accounting standards applicable to those subject to<br />

regulation, standards on publication of financial statements, and rules to ensure the<br />

transparency and effectiveness of public securities offerings or purchases. This new Act<br />

eliminates the obligation under the old one to distribute dividends on at least 50% of the net<br />

earnings obtained in each fiscal year after amounts for corporate income tax have been set<br />

aside and statutory reserves deducted.<br />

Mercantil Servicios Financieros<br />

11


* Dollar figures are given for reference only. The balance sheet is<br />

converted at the exchange rate at the end of the period (Bs<br />

4.2893/US$1) and the income statement at the average exchange<br />

rate for the period (Bs 3.5827/US$1). Exchange control has been in<br />

place in Venezuela since February 2003.<br />

Mercantil Servicios Financieros’ Total Assets grew 49.6% to Bs. 79,383 million (US$ 18,507<br />

million*) compared to December 2009 and Shareholders’ Equity increased 74.5% to Bs 8,513<br />

million (US$ 1,985 million*) over the same period.<br />

The net loan portfolio grew 58.2% to Bs 42.928 million (US$ 10,008 million*) compared with<br />

Bs. 27,138 million at the close of 2009. Loan portfolio quality remained at acceptable levels.<br />

The ratio of past-due and nonperforming loans to gross loans was 2.9%, considering the<br />

overall loan portfolio of Mercantil Servicios Financieros which consolidates the portfolios<br />

of Mercantil, C.A., Banco Universal, Mercantil Commercebank Florida BanCorp, Mercantil<br />

Bank (Schweiz) AG, Mercantil Bank Curaçao N.V. and Mercantil Bank (Panama) S.A. This<br />

ratio was 3.3% at the close of 2009. The ratio of allowances for loan losses over past-due and<br />

nonperforming loans was 110.8%, compared to 96.5% at the close of 2009.<br />

The efficiency ratio measured by calculating operating expenses as a percentage of average<br />

assets, was 5.2%, compared to 5.4% in 2009; while the efficiency ratio, measured by<br />

calculating operating expenses as a percentage of total net income was 46.7%, compared<br />

to 58.4% in 2009.<br />

The Equity/Risk-Weighted Assets ratio was 20.4% (regulatory minimum 8%). This ratio was<br />

18.3% in 2009. It is determined according to the guidelines of the National Securities<br />

Superintendency (SNV - for its abbreviation in Spanish) which are based on the standards<br />

of the Basel Committee on Banking Supervision of the Bank for International Settlements.<br />

Net income per share in <strong>2010</strong> was Bs 21.82 (US$ 6.09*). This was 174.5 % higher than the<br />

Bs 7.95 obtained in 2009.<br />

The third portion of the ordinary cash dividend for Bs 30,763,083.90 (Bs 0.30 per share)<br />

was paid in the second half of <strong>2010</strong>. This amount, in addition to the amounts paid out in the<br />

first half of the year which corresponded to the first and second portions of the ordinary<br />

cash dividend totaling Bs 30,801,041.40 (Bs 0.15 per share) and to the extraordinary cash<br />

dividend totaling Bs 92,378,043.00 (Bs 0.90 per share), totaled Bs 153,942,168.30; this is<br />

more than sufficient to meet the statutory requirements of the repealed Capital Market<br />

Law on this matter. With the payment of the first and second portions of the ordinary cash<br />

dividend and the extraordinary cash dividend, the requirements of the repealed Capital<br />

Market Law on the payment of cash dividends were satisfied in <strong>2010</strong>.<br />

At the close of <strong>2010</strong> Mercantil had no outstanding commercial paper and did not issue any<br />

new unsecured bonds.<br />

At the close of <strong>2010</strong>, Mercantil had only Bs 80 million outstanding unsecured bonds, Bs 60<br />

million less than in the first half of <strong>2010</strong>.<br />

Annual Report <strong>2010</strong><br />

10


Two more new laws, the Law on Insurance Activity (Ley de la Actividad Aseguradora) and the Law<br />

on Banking Sector Institutions (Ley de las Instituciones del Sector Bancario), also came into effect<br />

and were published in the Official Gazette on July 29 and December 28, <strong>2010</strong> respectively; the<br />

former was reprinted on August 5, <strong>2010</strong> due to a material error.<br />

The Law on Insurance Activity establishes the legal framework governing the control, oversight,<br />

supervision, authorization, regulation and activity of insurance companies.<br />

Other relevant aspects include the obligation to offer policies and underwrite contracts for<br />

insurance schemes and health service schemes for retirees, pensioners, disabled persons, etc;<br />

the general public taking part in the insurance activity; banning practices such as: cancelling<br />

coverage due to failure to pay timely premium installments, citing pre-existing illnesses as<br />

grounds for rejecting a claim, and rejecting an indemnity on generic grounds.<br />

The companies regulated by the new Act are required to submit their plan for adapting to the<br />

provisions of the new law which must be executed within no more than six months from the<br />

date of approval thereof. Further, Transitory Provision No. 4 on insurance and reinsurance<br />

companies belonging to an economic or financial group of reinsurers must take steps to<br />

implement the juridical separation of their administrative and financial accounting within a<br />

maximum of 180 days from its entry into effect.<br />

The Law on Banking Sector Institutions establishes the new legal framework for the<br />

incorporation, operation, supervision, inspection, control, regulation, oversight and sanction<br />

of institutions operating in the Venezuelan banking sector, whether public or private or under<br />

any form of organization permitted by the new Law on Banking Sector Institutions and by the<br />

Law on the National Financial System, passed on June 16, <strong>2010</strong>.<br />

The main differences compared to the old law is that the new one defines banking as a “public<br />

service”; it modifies a series of rules on shareholder interest in banks, and the reasons for<br />

disqualifying shareholders from holding shares or posts as directors in them; on the declaration<br />

and payment of dividends; on the appointment of internal and external auditors; and on criteria<br />

regarding related parties.<br />

It also provides that within 135 days from the date of the new law enters into effect, any<br />

institutions that do not require transformation, merger or recapitalization plans must present<br />

to the Superintendency of Banking Sector Institutions (SUDEBAN) their plan for adjusting or<br />

readjustment to it. The plan must be implemented within a maximum of 180 successive days,<br />

extendable only once for an equal period, subject to approval of said plan by the<br />

Superintendency, which must be given within 15 days from its presentation.<br />

Annual Report <strong>2010</strong><br />

12


Adjustments to Reporting Lines<br />

At a meeting on July 12, <strong>2010</strong>, the Board of Directors approved a resolution to make Mr<br />

Alejandro González Sosa responsible for several reporting lines under Gustavo A. Marturet in<br />

his capacity as President of the Board of Directors of Mercantil. The reporting lines are Global<br />

Risk Management, Legal Counsel, and Strategic Planning, and a new Global Human Resources<br />

and Corporate Communications Unit (the last two previously grouped under the Office of the<br />

President). This fully restores the separation of the functions of the President and the Executive<br />

President required by law and which were temporarily Gustavo A. Marturet’s responsibility.<br />

Succession Policy<br />

At the meetings of the Boards of Directors of Mercantil Servicios Financieros and Mercantil,<br />

C.A., Banco Universal, on October 21, <strong>2010</strong>, in accordance with best practices, Dr Gustavo A.<br />

Marturet announced his decision to retire as President of the Board and President of both<br />

institutions at the beginning of 2011, underlined that according to Mercantil’s Succession Policy<br />

it was “time to make way for new generations capable of leading both institutions.” He also said<br />

that the Board of Directors should make the corresponding appointments in due course. He<br />

said that after retiring from his post he would remain linked to Mercantil in which he developed<br />

professionally, ratifying his full confidence in Mercantil’s qualified management and staff. This<br />

decision was communicated by the media.<br />

Following the February 24, 2011 meetings of the Boards of Directors of both institutions, the<br />

Boards agreed that after the Ordinary General Shareholders’ Meetings scheduled for March 31,<br />

2011, Gustavo J. Vollmer Acedo would be appointed President of both Boards and President of<br />

both Companies, as stated in a press release.<br />

The Boards commended Gustavo A. Marturet for his excellent performance during more than<br />

30 years at the helm of Mercantil as Executive President of the Company and President of the<br />

Board of Directors, under whose leadership Mercantil has become consolidated as a financial<br />

services provider operating in 10 countries in the Americas, Europe and Asia, upholding the<br />

principles and values that have always guided Mercantil’s performance and make it Venezuela’s<br />

benchmark financial corporation.<br />

The Boards wish Gustavo J. Vollmer Acedo every success as the Mercantil’s new President.<br />

Mercantil Servicios Financieros<br />

13


Economic Climate<br />

Global<br />

In <strong>2010</strong> the global economy was back on the path to growth, largely supported by the emerging<br />

economies of Asia and Latin America and the upturn in the U.S. economy, despite the difficulties<br />

experienced by some countries in the eurozone and their weak fiscal position. In May, European<br />

authorities and the Central European Bank approved a resolution whereby the European<br />

Stabilization Mechanism (ESM) and the Securities Markets Programme (SMP) would take action<br />

to promote liquidity and strengthen the prices of the sovereign debt of the countries in the<br />

eurozone under stress. Despite this, global GDP in <strong>2010</strong> grew between 3.3% (ECLAC, <strong>2010</strong>) and<br />

3.6% (IIF, <strong>2010</strong>). The eurozone, led by Germany, also grew in the order of 1.7% (vs -4.1% in 2009),<br />

while Japan, thanks to strong external demand and fiscal stimuli, grew 4.3% in <strong>2010</strong> (-6.3% in<br />

2009). China and India saw 10% and 8.7% growth respectively. The level of dynamism seen,<br />

especially in the case of China, was a reaction to the fiscal and credit stimulus packages and<br />

growing household income.<br />

United States<br />

The U.S. economy grew 2.9% as a result of an expansive monetary policy, growing exports and<br />

an upturn in private consumer spending. This monetary policy was the response to the slight<br />

deflation during the year (-0.3%). Private consumption of durable goods increased 6.7% and of<br />

services 0.6%. The asymmetry in the case of investment was similar, and while the investment<br />

in equipment and software grew 15,3%, in non-residential construction decreased 14.3%. This<br />

expansion in GDP could not prevent unemployment rising from 9.3% in 2009 to 9.6%. However,<br />

at year end requests for unemployment insurance fell for the first time to 409,000, below the<br />

2009 average of 457,000.<br />

House prices slumped again during the second half of the year. The huge inventory of homes<br />

pushed down new and used home sales with variations of -21.2% and -27.9%, respectively.<br />

Latin America<br />

After the 2.9% contraction in 2009, Latin America and the Caribbean grew 6% in <strong>2010</strong> and<br />

unemployment fell 7.2% (8.6% in 2009) while real remunerations increased in almost every<br />

country.<br />

The counter-cyclical policies applied made a decisive contribution to this growth, since<br />

external demand grew 25%, less than the expansion of imports (27.6%).<br />

Inflation rose from 4.7% in 2009 to 6.2%, driven by high energy and food prices.<br />

The need to offset the domestic effects of the international financial crisis, due both to the<br />

drop in fiscal income and to higher spending, meant that for the second year fiscal<br />

management closed with a deficit, this time of 0.6% of GDP (-1.1% in 2009).<br />

Annual Report <strong>2010</strong><br />

14


Venezuela<br />

The Venezuelan economy contracted 1.4% again (-3.3% in 2009). The only activities that grew<br />

were Communications (9.3%), General Government (2.6%) and Community, Social and Personal<br />

Services (0.6%), while the biggest falls were in Mining (-13.4%), Construction (-7.1%), Electricity<br />

(-6.1%) and Trade (-6.2%). Unemployment levels in <strong>2010</strong> (6.5%) were similar to 2009 levels<br />

(6.5%). In the case of domestic aggregate demand (-0.9% vs -7.9% in 2009), private consumer<br />

spending fell 2.3% (-3.2% in 2009) and gross fixed capital formation 4.4% (-8.2% in 2009).<br />

Public consumer spending grew 2.6% (2.3% in 2009). Imports were down 4.6% (-19.6% in 2009)<br />

and exports fell by 12.4% (-12.9% in 2009).<br />

Inflation was up from 25.1% in 2009 to 27.2% in <strong>2010</strong>, due to the effect of the higher average<br />

rate of exchange for imports, supply restrictions due to electricity rationing and adverse<br />

climate conditions.<br />

The Venezuelan oil basket averaged US$/Bs 72.7 (US$/Bs 57 in 2009), which boosted the<br />

volume of oil exports invoiced by more than US$ 8 billion while imports stagnated at US$ 38<br />

billion, leading to a trade surplus of US$ 27,173 million (US$ 19,153 million in 2009). The Balance<br />

of Services deficit (-US$ 8,857 million) and the Capital and Financial Account deficit (-US$ 18,799<br />

million) and Errors and Omissions (-US$ 3,639 million), led to a global Balance of Payments<br />

deficit of US$ 8,060 million (-US$ 10,262 million in 2009), reducing the International Reserves<br />

by 15.7%, making the balance US$ 29,500 million.<br />

Fiscal spending grew a nominal 13.7% which, after taking inflation into account, means a real<br />

fall of 10.4% (-16.4% in 2009). Despite stronger oil prices, ordinary income grew by only 7.1%,<br />

making a financial deficit of Bs 50,410 million, 41.6% more than in 2009.<br />

Money supply grew 25.3% (21.2% in 2009), 16% below inflation (-4.5% in 2009), due to the<br />

restrictive effect of the Venezuelan Central Bank’s open market operations, lower real primary<br />

expenditure and the moderate expansion of credit, factors that more than offset the effect of<br />

the reduction in the marginal reserve ratio from 23% to 17%.<br />

Lending rates averaged 18.2% and savings and term deposit rates 12.6% and 14.1%. In real terms<br />

both rates returned to negative, -6.9% for lending rates and -9.7% for deposit rates.<br />

Products and Services<br />

In <strong>2010</strong> Mercantil Banco continued to develop new products and services to meet the needs<br />

of the customer base which now exceeds 3,630,000.<br />

Supporting the Majorities Banking strategy targeted at the unbanked sector of the<br />

population, during the second half of the year Mercantil Banco continued to expand its<br />

Mercantil Aliado network and by year end had 140 service points, made up of 46 trading desks<br />

and 94 trading points, in Aragua, Sucre, Vargas and Miranda states, as well as in Caracas<br />

(Distrito Capital), thereby reaffirming its strategy and commitment to offer products and<br />

services to low-income communities attracting new customers.<br />

Mercantil Servicios Financieros<br />

15


Conserving its leadership in terms of market positioning and expansion, Mercantil Banco<br />

continued with its process to migrate the debit card platform to the new chip technology. It<br />

began replacing magnetic band credit cards to adapt them to chip technology and received<br />

the corresponding certification from Visa and MasterCard.<br />

In December Mercantil Banco completed the process of modernizing 1,319 ATMs and adapting<br />

them to chip technology, becoming the first institution in the country to have a nationwide<br />

network with this important security mechanism.<br />

The Internet channel continued to be the method of choice for Mercantil Banco’s clients, with<br />

more online transactions than the other channels and by December <strong>2010</strong> accounted for more<br />

than 46%. Customer preference for Internet banking responds to the strategy to add value<br />

through the ongoing supply of innovative products and services based fundamentally on<br />

payment and collection facilities, delivered quickly, easily and securely, 24/7.<br />

The audit of the maintenance and renewal of Mercantil Banco’s ISO 9001:2008 certifications<br />

by Fondonorma, the Venezuelan Standardization and Quality Certification Institute, which<br />

concluded with zero non-conformities, was highly satisfactory. Already 9 lines of service have<br />

been ISO 9001 certified: 2008.<br />

Mercantil Seguros created the Customer Service Unit to offer its clients a better service and<br />

handle their queries and issues. This is designed to offer a comprehensive service so<br />

customers can file a final appeal on decisions that fail to meet their expectations and promise<br />

a timely response.<br />

At the close of <strong>2010</strong> the assets of the mutual fund Portafolio de Renta Fija Fondo Mutual was<br />

Bs 516 million with 150,576 clients, representing 36.4% and 9.3% growth respectively. Plan<br />

Crecer Mercantil’s equity which is based on the programmed acquisition of investment units<br />

grew 46.7% in terms of equity and 13.7% in terms of the number of clients.<br />

In December a new branch of Mercantil Bank (Panama) opened in Colón. Its main goal is to<br />

offer financial services to the companies operating in the Colón Free Zone, as well as to<br />

executives and clients, through which all the operations currently handled by the Bank can be<br />

carried out. This will be the second branch of Mercantil Bank (Panama) to open there.<br />

Annual Report <strong>2010</strong><br />

16


85th Anniversary<br />

During the second half of the year several events were held in connection with the 85th<br />

anniversary of Mercantil Banco’s foundation. For example, on October 24 Espacio Mercantil<br />

was inaugurated in the Altamira district of Caracas. This is a space devoted entirely to art and<br />

culture with a view to reaching out to the community.<br />

Espacio Mercantil will organize a program of exhibitions and events, including talks, meet-ups<br />

and guided visits, specially designed to allow the public to view Colección Mercantil, a collection<br />

of works of art by different Venezuelan artists from the 18th century to the present day.<br />

Through this initiative Mercantil ratifies its reiterated vocation to reach out to the community<br />

through the dissemination of Venezuelan art.<br />

Also within the framework of its anniversary celebrations, on November 14 Mercantil’s<br />

employees participated on a massive scale in the Mercantil <strong>2010</strong> walk and on December 10 an<br />

event was held to present lapel pins to staff with 15, 20, 25, 30 and 35 years of service.<br />

Prevention and Control of Money Laundering<br />

Money laundering prevention and control is a priority for Mercantil and is part of our<br />

organizational culture. The Company has maintained the internal control and monitoring<br />

standards necessary to ensure early detection of money laundering operations in each of the<br />

activities of its subsidiaries and has stepped up staff training in this area.<br />

To ensure compliance with anti-money laundering legislation, Mercantil has a<br />

“Comprehensive Money Laundering Prevention and Control System” both in Venezuela and<br />

at its foreign subsidiaries, as well as Operational and Follow-Up plans, and Monitoring and<br />

Oversight plans. It systematically applies its “Know your Customer” policy which is the pivotal<br />

point of its anti-money laundering program.<br />

Corporate Social Responsibility<br />

Mercantil has always fostered, promoted and supported social development programs.<br />

Mercantil’s social investment, in <strong>2010</strong> was Bs 8.2 million, channeled mainly through Fundación<br />

Mercantil and its subsidiaries in Venezuela and the United States.<br />

Mercantil earmarked 52% of the contributions in this area for educational institutions and<br />

48% for social development, healthcare, cultural and religious institutions.<br />

In <strong>2010</strong>, Mercantil accentuated its support for primary education in Venezuela through its<br />

“Give your School a Helping Hand” program which has been going strong for more than 27<br />

years, as well as a new program undertaken with the Fe y Alegría institution to strengthen<br />

the physical infrastructure of schools in Monagas, Bolívar and Anzoátegui states.<br />

Mercantil also supports Higher Education through its contributions to various universities:<br />

Católica Andrés Bello, Simón Bolívar, Carabobo, Metropolitana, Monteávila, Central de Venezuela<br />

and Zulia.<br />

Mercantil Servicios Financieros<br />

17


The voluntary work of staff from the companies in Venezuela and abroad in different social<br />

action activities has also been growing.<br />

In the United States, as part of Mercantil’s social commitment, a series of programs by the<br />

Anti-Cancer League, March of Dimes and Miami Metrozoo were promoted in South Florida,<br />

the Juilliard School in New York and the Museum of Modern Art in Houston were promoted.<br />

Within the framework of the Community Reinvestment Act (CRA) program, backing was also<br />

given to a number of institutions that directly promote the social development of low-income<br />

communities.<br />

Acknowledgements<br />

In July <strong>2010</strong> The Banker magazine ranked Mercantil Servicios Financieros, C.A. number 291 on<br />

its list of the Top 1000 World Banks. According to the ranking Mercantil Servicios Financieros<br />

is the first financial institution in Venezuela and the 10th financial services company in Latin<br />

America.<br />

In April, Mercantil Servicios Financieros, C.A. was once again included among the world’s top<br />

2000 companies in the world by Forbes Magazine, this time at number 1,297, climbing 36<br />

positions since 2009.<br />

The Banker and Latin Finance magazines, in July and November <strong>2010</strong> respectively,<br />

acknowledged the Mercantil Banco subsidiary as the “Best Bank in Venezuela in <strong>2010</strong>”.<br />

Global Finance, in its July <strong>2010</strong> edition, awarded the Mercantil Banco subsidiary its prize as<br />

“Best Trade Finance Provider in Venezuela”.<br />

For the second year running Mercantil Commercebank received the Top 100 Minority<br />

Business Award® from the Greater Miami Chamber of Commerce (GMCC). The Bank was<br />

also recognized in the “Community Involvement” category.<br />

Development and Working Environment<br />

The results of the organizational climate survey <strong>2010</strong> conducted by the Great Place to Work<br />

Institute showed Mercantil Seguros and Mercantil Banco at number 12 and number 13,<br />

respectively, on the list of the best places to work in Venezuela. Mercantil Seguros is the only<br />

company in the insurance sector on that list and this is the sixth year running that Mercantil<br />

Banco is on it.<br />

Annual Report <strong>2010</strong><br />

18


Special mention should be made of Mercantil’s effort to design and implement ongoing<br />

training and development programs to allow all the staff to improve their professional level<br />

and keep their knowledge up to date.<br />

Relations between bank officials and employees have continued to evolve within the<br />

traditional spirit of harmony and cooperation and the Board of Directors wishes to<br />

acknowledge them for their efficiency and dedication in carrying out their work.<br />

Pursuant to a Resolution passed by the National Securities Commission (CNV), the contents<br />

of form CNV-FG-010 shows remunerations paid to Company Directors and Executives during<br />

the second semester amounting to Bs 4,180,459.32.<br />

During <strong>2010</strong>, a number of Alternate Directors attended Board meetings, either standing in for<br />

Directors in their absence, or as invitees. On the occasion of the President’s and the Executive<br />

President’s temporary absences, some of the Executive President’s functions were delegated<br />

to members of the Executive Committee.<br />

Yours sincerely,<br />

Gustavo A. Marturet<br />

Alejandro González Sosa<br />

Gustavo J. Vollmer H.<br />

Alfredo Travieso P.<br />

Luis A. Romero M.<br />

Gustavo J. Vollmer A.<br />

Jonathan Coles W.<br />

Víctor J. Sierra A.<br />

Roberto Vainrub A.<br />

Miguel Ángel Capriles López<br />

Mercantil Servicios Financieros<br />

19


Armando LIRA<br />

Valles del Tuy, 1956<br />

Oil on canvas<br />

73.5 x 90 cm<br />

Yungay, Chile, 1903 - Caracas, 1959<br />

In 1923, Lira entered the Fine Arts School of Santiago de Chile, where he graduated as a Professor of<br />

Drawing. Subsequently, he received a scholarship to study in Europe. In 1936, he was hired by the<br />

Venezuelan government to head the “Chilean Mission,” with the objective to help direct the restructuring<br />

of the Academy of Fine and Applied Arts. After several years abroad, he finally settled in Venezuela and<br />

began an intensely prolific artistic period inspired by the rural and urban landscapes of Venezuela’s<br />

geography.


Statutory Auditors’ Report<br />

To the<br />

Shareholders of<br />

Mercantil Servicios Financieros, C.A.<br />

Dear Shareholders,<br />

Mercantil Servicios Financieros<br />

21<br />

Caracas, February 28, 2011<br />

In our capacity as the Company’s Statutory Auditors, and in conformity with the provisions of<br />

Articles 287 and 311 of the Commercial Code, and the Professional Standards relating to Statutory<br />

Auditors, we are pleased to inform you that we have examined the consolidated balance sheet of<br />

Mercantil Servicios Financieros, C.A. and its subsidiaries at December 31, <strong>2010</strong> and the related<br />

consolidated income statement, statement of shareholders’ equity and cash flows for the period<br />

then ended. The preparation of these financial statements and their notes is the responsibility<br />

of Management. Our responsibility is to express an opinion on these financial statements based<br />

on our audits.<br />

We were appointed by the Ordinary General Shareholders' Meeting which we attended on March<br />

26, <strong>2010</strong>.<br />

Our examination was conducted in accordance with generally accepted auditing standards and<br />

as such included selective tests of the accounting records and other audit procedures we deemed<br />

necessary under the circumstances. We have also taken into account the report of external<br />

auditors Espiñeira, Sheldon y Asociados for the same period, which should be treated as an<br />

integral part of this report, with whose content we agree, and which we attach hereto.<br />

Based on our analysis, we can confirm that the Company maintains adequate controls over its<br />

loan and investment portfolios which are subject to ongoing analysis and monitoring so that the<br />

appropriate provisions can be created. The Company also maintains the provisions prescribed in<br />

its Bylaws and declares and pays the dividends to which it is obligated under its Bylaws and the<br />

Law. Further, the Company’s internal accounting controls and policies justify our view that there<br />

is no current or potential risk of conditions that are likely to weaken its financial position.<br />

In our opinion, the aforementioned consolidated financial statements present fairly the financial<br />

position of Mercantil Servicios Financieros, C.A. and its subsidiaries at December 31, <strong>2010</strong> and<br />

the results of their operations and cash flows for the period then ended, in conformity with the<br />

standards of the National Securities Commission. The Company presents the consolidated<br />

financial statements in inflation-adjusted values as supplemental information.<br />

Yours sincerely,<br />

Umberto Chirico Manuel Martínez Abreu<br />

Alternate Statutory Auditor Alternate Statutory Auditor<br />

Encl. Report of “Espiñeira, Sheldon y Asociados”.


César PRIETO<br />

Los Caobos, around 1948<br />

Oil on canvas<br />

50.5 x 60.5 cm<br />

Santa María de Ipire, State of Guárico, 1882 - Caracas, 1976<br />

Prieto moved to Caracas around 1900 to study at the Academy of Fine Arts. During his time at the<br />

Academy, he befriended several of the artists who later went on to form the Fine Arts Society. In 1936,<br />

he began teaching at the Academy of Fine and Applied Arts, while also spending considerable time<br />

painting portraits and landscapes of Caracas and its surrounding areas. In 1950, he received the National<br />

Award in Painting.


Financial Statements<br />

(In accordance with the standards of the National Securities Superintendency)<br />

Income Statement<br />

Unconsolidated<br />

(in thousands of Bs)<br />

Year Ended<br />

Income<br />

Financial Income<br />

Equity Investments in subsidiaries<br />

Total Income<br />

Expenses<br />

Operating<br />

Financial<br />

Total Expenses<br />

Net Income<br />

Alejandro González<br />

Executive President<br />

Balance Sheet<br />

Unconsolidated<br />

(in thousands of Bs)<br />

Year Ended<br />

Assets<br />

Cash and Due from Banks<br />

Investment Portfolio<br />

Other Assets<br />

Total Assets<br />

Liabilities and Shareholders’ Equity<br />

Unsecured Bonds and Commercial Papers<br />

Other Liabilities<br />

Total Liabilities<br />

Shareholders’ Equity<br />

Total Liabilities and Shareholders’ Equity<br />

<strong>2010</strong><br />

bolivars<br />

8,848<br />

2,326,939<br />

2,335,787<br />

(115,699)<br />

(43,775)<br />

(159,474)<br />

2,176,313<br />

Alfonso Figueredo Davis<br />

Global Chief Financial Officer<br />

2009<br />

bolivars<br />

4,018<br />

967,357<br />

971,375<br />

(132,360)<br />

(43,323)<br />

(175,683)<br />

795,692<br />

Mercantil Servicios Financieros<br />

23<br />

2008<br />

bolivars<br />

15,440<br />

1,170,764<br />

1,186,204<br />

(159,628)<br />

(67,589)<br />

(227,217)<br />

958,987<br />

Isabel Pérez Sanchis<br />

Corporate Comptroller<br />

<strong>2010</strong><br />

bolivars<br />

56,577<br />

8,877,607<br />

(21,678)<br />

8,912,506<br />

80,000<br />

319,206<br />

399,206<br />

8,513,300<br />

8,912,506<br />

2009<br />

bolivars<br />

7,682<br />

5,229,544<br />

36,751<br />

5,273,977<br />

326,009<br />

68,158<br />

394,167<br />

4,879,810<br />

5,273,977<br />

Gustavo A. Marturet<br />

President<br />

2008<br />

bolivars<br />

15,908<br />

4,333,012<br />

66,258<br />

4,415,178<br />

191,374<br />

134,764<br />

326,138<br />

4,089,040<br />

4,415,178


Consolidated Balance Sheet<br />

(In thousands of Bs and millons of US$)<br />

Year Ended<br />

Assets<br />

Cash and Due from Banks<br />

Cash and Due from Banks<br />

Central Bank of Venezuela<br />

Venezuelan Banks and other Financial Institutions<br />

Foreing Banks and Other Financial Institutions<br />

Pending Cash Items<br />

(Allowance for Cash and Due from banks)<br />

Invesments Portfolio<br />

Invesments in Trading Securities<br />

Invesments in Securities Available-for-Sale<br />

Invesments in Securities Held-to-Maturity<br />

Share Trading Portfolio<br />

Invesments in Time Deposits and Placements<br />

Restricted Investments and Repos<br />

Financial Direct Assets<br />

Loan Portfolio<br />

Current<br />

Restructured<br />

Past-Due<br />

In Litigation<br />

(Allowance for losses on Loan Portfolio)<br />

Interest and Commissions Receivable<br />

Long-Term Investments<br />

Assets Available for Sale<br />

Property and Equipment<br />

Other Assets<br />

Total Assets<br />

<strong>2010</strong><br />

US$ (1)<br />

245<br />

2,108<br />

1<br />

283<br />

119<br />

-<br />

2,756<br />

54<br />

3,984<br />

145<br />

4<br />

453<br />

394<br />

5,034<br />

Annual Report <strong>2010</strong><br />

24<br />

-<br />

9,881<br />

159<br />

236<br />

66<br />

10,342<br />

(334)<br />

10,008<br />

113<br />

44<br />

22<br />

161<br />

369<br />

18,507<br />

<strong>2010</strong><br />

bolivars<br />

1,050,803<br />

9,043,256<br />

5,073<br />

1,213,412<br />

512,402<br />

-<br />

11,824,946<br />

232,550<br />

17,087,370<br />

623,040<br />

15,831<br />

1,941,999<br />

1,690,940<br />

21,591,730<br />

-<br />

42,384,693<br />

683,007<br />

1,011,526<br />

282,840<br />

44,362,066<br />

(1,433,960)<br />

42,928,106<br />

482,918<br />

188,824<br />

94,879<br />

689,246<br />

1,582,313<br />

79,382,962<br />

2009<br />

bolivars<br />

801,598<br />

7,673,511<br />

36,820<br />

557,517<br />

410,612<br />

-<br />

9,480,058<br />

71,772<br />

10,136,710<br />

456,373<br />

19,971<br />

2,029,133<br />

1,330,133<br />

14,044,092<br />

293,880<br />

27,017,149<br />

87,870<br />

854,373<br />

71,056<br />

28,030,448<br />

(892,725)<br />

27,137,723<br />

301,846<br />

153,336<br />

51,453<br />

490,039<br />

1,122,383<br />

53,074,810<br />

2008<br />

bolivars<br />

692,405<br />

6,112,488<br />

31,819<br />

559,096<br />

343,301<br />

(8)<br />

7,739,101<br />

56,581<br />

5,587,336<br />

641,453<br />

45,088<br />

8,113,010<br />

128,188<br />

14,571,656<br />

312,012<br />

22,229,944<br />

49,413<br />

541,868<br />

24,219<br />

22,845,444<br />

(626,329)<br />

22,219,115<br />

322,388<br />

92,556<br />

25,243<br />

514,814<br />

1,032,992<br />

46,829,877<br />

2007<br />

bolivars<br />

422,006<br />

5,213,551<br />

4,238<br />

110,590<br />

378,624<br />

(315)<br />

6,128,694<br />

260,393<br />

5,910,348<br />

1,096,678<br />

33,520<br />

3,995,194<br />

176,074<br />

11,472,207<br />

324,579<br />

19,545,543<br />

24,644<br />

116,978<br />

7,779<br />

19,694,944<br />

(356,452)<br />

19,338,492<br />

245,939<br />

57,318<br />

22,462<br />

426,255<br />

1,033,606<br />

39,049,552<br />

346,024<br />

2,911,146<br />

2,867<br />

60,277<br />

499,530<br />

(230)<br />

3,819,614<br />

398,438<br />

6,272,875<br />

657,125<br />

16,294<br />

4,305,053<br />

309,436<br />

11,959,221<br />

92,808<br />

14,726,303<br />

28,414<br />

103,767<br />

7,283<br />

14,865,767<br />

(293,500)<br />

14,572,267<br />

(1) Dollar figures are given for reference purposes only and are converted at the exchange rate at the end of the period (Bs 4.2893/US$). Exchange control has been in place in Venezuela since February<br />

2003.<br />

Alejandro González<br />

Executive President<br />

Alfonso Figueredo Davis<br />

Global Chief Financial Officer<br />

Isabel Pérez Sanchis<br />

Corporate Comptroller<br />

Gustavo A. Marturet<br />

President<br />

2006<br />

bolivars<br />

186,174<br />

36,784<br />

5,068<br />

319,368<br />

725,663<br />

31,716,967


Consolidated Balance Sheet<br />

(In thousands of Bs and millons of US$)<br />

Year Ended<br />

Liabilities and Shareholders’ Equity<br />

Deposits<br />

Non-Interest Bearing Checking Accounts<br />

Interest Bearing Cheking Accounts<br />

Saving Deposits<br />

Time Deposits<br />

Debt Authorized by the<br />

National Securities Commission<br />

Publicly Offered<br />

Debt Securities<br />

(1) Dollar figures are given for reference purposes only and are converted at the exchange rate at the end of the period (Bs 4.2893/US$). Exchange control has been in place in Venezuela since February<br />

2003.<br />

Alejandro González<br />

Executive President<br />

Liabilities<br />

Financial Liabilities<br />

Obligations with Banks and Savings and Loan Institutions<br />

In Venezuela up to one year<br />

In Venezuela for more than one year<br />

Abroad up to one year<br />

Abroad for more than one year<br />

Financial liabilities indexed to Securities<br />

Liabilities Under Repurchase Agreements<br />

Other Liabilities up to one year<br />

Other Liabilities for more than one year<br />

Interest and Commissions Payable<br />

Other Liabilities<br />

Subordinated Debt<br />

Total Liabilities<br />

Minority Interest in Consolidated Subsidiaries<br />

Shareholders’ Equity<br />

Capital<br />

Paid-Up Capital<br />

Maintenance of Paid-In Capital<br />

Premium for Issuing Stock<br />

Capital Reserves<br />

Adjustment for Conversion of Net Assets<br />

by Subsidiaries Abroad<br />

Retained Earnings<br />

Shares Repurchased and Held by Subsidiaries<br />

Repurchased shares restricted<br />

for employees´ stock option plan<br />

Unrealized Gain from Adjustment at<br />

Market Value of Investments<br />

Total Shareholders’ Equity<br />

Total Liabilities and Shareholders’ Equity<br />

<strong>2010</strong><br />

US$ (1)<br />

Alfonso Figueredo Davis<br />

Global Chief Financial Officer<br />

3,782<br />

4,646<br />

4,664<br />

1,448<br />

14,540<br />

16<br />

16<br />

59<br />

33<br />

128<br />

302<br />

-<br />

202<br />

6<br />

-<br />

730<br />

7<br />

1.117<br />

112<br />

16,522<br />

Mercantil Servicios Financieros<br />

25<br />

1<br />

36<br />

45<br />

47<br />

39<br />

361<br />

1,381<br />

(4)<br />

(10)<br />

89<br />

1,985<br />

18,507<br />

<strong>2010</strong><br />

bolivars<br />

16,222,179<br />

19,929,002<br />

20,004,694<br />

6,211,038<br />

62,366,913<br />

67,043<br />

67,043<br />

252,874<br />

140,000<br />

548,552<br />

1,296,441<br />

-<br />

866,439<br />

27,201<br />

2,120<br />

3,133,627<br />

29,475<br />

4,789,814<br />

478,591<br />

70,865,463<br />

4,199<br />

154,406<br />

191,709<br />

203,536<br />

166,715<br />

1,550,096<br />

5,922,273<br />

(16,182)<br />

(41,569)<br />

382,316<br />

8,513,300<br />

79,382,962<br />

2009<br />

bolivars<br />

10,398,275<br />

12,232,187<br />

13,902,051<br />

6,315,191<br />

42,847,704<br />

312,394<br />

312,394<br />

120,319<br />

-<br />

456<br />

432,673<br />

364,146<br />

722,730<br />

22,999<br />

2,137<br />

1,665,460<br />

27,138<br />

3,094,804<br />

244,656<br />

48,192,156<br />

2,844<br />

155,976<br />

191,709<br />

203,894<br />

166,715<br />

280,144<br />

3,922,188<br />

(29,319)<br />

(37,820)<br />

26,323<br />

4,879,810<br />

53,074,810<br />

Isabel Pérez Sanchis<br />

Corporate Comptroller<br />

2008<br />

bolivars<br />

7,789,967<br />

9,642,957<br />

11,427,879<br />

7,350,564<br />

36,211,367<br />

173,922<br />

173,922<br />

112,502<br />

-<br />

2,649<br />

325,443<br />

1,870,860<br />

776,345<br />

61,256<br />

2,904<br />

3,151,959<br />

37,751<br />

2,918,561<br />

244,656<br />

42,738,216<br />

2,621<br />

155,976<br />

191,709<br />

201,279<br />

166,715<br />

279,497<br />

3,273,354<br />

(16,515)<br />

(32,472)<br />

(130,503)<br />

4,089,040<br />

46,829,877<br />

2007<br />

bolivars<br />

6,644,492<br />

8,188,269<br />

8,777,472<br />

7,677,380<br />

31,287,613<br />

356,144<br />

356,144<br />

161,279<br />

72,000<br />

64,597<br />

80,081<br />

588,320<br />

681,983<br />

115,049<br />

3,488<br />

1,766,797<br />

47,771<br />

1,936,796<br />

244,656<br />

35,639,777<br />

2,161<br />

156,479<br />

191,709<br />

201,668<br />

166,715<br />

273,672<br />

2,447,230<br />

(12,900)<br />

(29,127)<br />

12,168<br />

3,407,614<br />

39,049,552<br />

Gustavo A. Marturet<br />

President<br />

2006<br />

bolivars<br />

5,128,745<br />

6,221,425<br />

7,160,491<br />

6,736,211<br />

25,246,872<br />

259,087<br />

259,087<br />

267,726<br />

100,000<br />

163,367<br />

83,711<br />

395,286<br />

581,313<br />

140,046<br />

5,168<br />

1,736,617<br />

37,130<br />

1,576,382<br />

268,247<br />

29,124,335<br />

3,209<br />

107,717<br />

191,709<br />

52,304<br />

166,715<br />

267,820<br />

1,823,396<br />

(13,950)<br />

(25,170)<br />

18,882<br />

2,589,423<br />

31,716,967


Consolidated Income Statement<br />

(In thousands of Bs and millons of US$)<br />

Year Ended<br />

Interest Income<br />

Income from Cash and Due from Banks<br />

Income from Investment Portfolio<br />

Income from Loan Portfolio<br />

Income from Financial Assets<br />

Total Interest Income<br />

Interest Expenses<br />

Interest on Demand and Savings Deposits<br />

Interest on Time Deposits<br />

Interest on Securities issued by the institution<br />

Interest on Financial Liabilities<br />

Total Interest Expenses<br />

Net Interest Income<br />

Provision for Losses on Loan Portfolio<br />

Expense for Devaluation of Investments in<br />

Available-for-Sale Securities<br />

Net Financial Margin<br />

Commissions and Other Income<br />

Trust Fund Operations<br />

Foreing Currency Transactions<br />

Commissions on Customer account Transactions<br />

Commissions on Letters of Credit and Guarantees Granted<br />

Equity in Long-Term Investment<br />

Exchange Gains<br />

Income on Sale of Investments Securities<br />

Other income<br />

Total Commissions and Other Income<br />

Insurance Premiums. Net of Claims<br />

Premiums<br />

Claims<br />

Total Insurance Premiums. Net of Claims<br />

Operating Income<br />

Operating Expenses<br />

Salaries and Employee Benefits<br />

Depreciation, Property and Equipment Expenses,<br />

Amortization of Intangibles and Other<br />

Fees Paid to Regulatory Agencies<br />

Other Operating Expenses<br />

Total Operating Expenses<br />

Net before Income taxes, Extraordinary items<br />

and Minority Interest<br />

Taxes<br />

Current<br />

Deferred<br />

Total Taxes<br />

Minority Interest<br />

Net Income for the Year<br />

(1) Dollar figures are given for reference purposes only and are converted at the average exchange rate of Bs 3.5827/US$ 1. Exchange control has been in place in Venezuela since February 2003.<br />

Alejandro González<br />

Executive President<br />

Alfonso Figueredo Davis<br />

Global Chief Financial Officer<br />

<strong>2010</strong><br />

US$ (1)<br />

2<br />

286<br />

1,268<br />

1<br />

1,557<br />

(426)<br />

(31)<br />

(8)<br />

(38)<br />

(504)<br />

1,053<br />

(269)<br />

Annual Report <strong>2010</strong><br />

26<br />

-<br />

784<br />

16<br />

(2)<br />

76<br />

6<br />

17<br />

297<br />

160<br />

332<br />

901<br />

917<br />

(799)<br />

117<br />

1,803<br />

(477)<br />

(126)<br />

(136)<br />

(364)<br />

(1,103)<br />

700<br />

(77)<br />

(16)<br />

(93)<br />

607<br />

-<br />

607<br />

<strong>2010</strong><br />

bolivars<br />

6,495<br />

1,025,296<br />

4,544,692<br />

1,849<br />

5,578,332<br />

(1,527,917)<br />

(111,867)<br />

(29,790)<br />

(135,410)<br />

(1,804,984)<br />

3,773,348<br />

(963,152)<br />

-<br />

2,810,196<br />

56,267<br />

(7,612)<br />

272,035<br />

22,265<br />

60,372<br />

1,063,278<br />

572,446<br />

1,190,182<br />

3,229,233<br />

3,284,696<br />

(2,863,982)<br />

420,714<br />

6,460,143<br />

(1,707,492)<br />

(453,031)<br />

(486,579)<br />

(1,303,751)<br />

(3,950,853)<br />

2,509,290<br />

(275,100)<br />

(56,676)<br />

(331,776)<br />

2,177,514<br />

(1,201)<br />

2,176,313<br />

2009<br />

bolivars<br />

11,179<br />

1,099,090<br />

3,488,723<br />

42,019<br />

4,641,011<br />

(1,305,262)<br />

(226,191)<br />

(124,809)<br />

(170,204)<br />

(1,826,466)<br />

2,814,545<br />

(759,658)<br />

(34,993)<br />

2,019,894<br />

48,265<br />

2,106<br />

230,693<br />

19,138<br />

64,774<br />

2,350<br />

198,947<br />

814,311<br />

1,380,584<br />

2,278,612<br />

(1,952,257)<br />

326,355<br />

3,726,833<br />

(1,370,994)<br />

(357,952)<br />

(192,011)<br />

(912,805)<br />

(2,833,762)<br />

893,071<br />

(96,890)<br />

-<br />

(96,890)<br />

796,181<br />

(489)<br />

795,692<br />

Isabel Pérez Sanchis<br />

Corporate Comptroller<br />

2008<br />

bolivars<br />

33,787<br />

957,586<br />

3,450,762<br />

31,951<br />

4,474,086<br />

(1,059,657)<br />

(428,639)<br />

(153,584)<br />

(156,442)<br />

(1,798,322)<br />

2,675,764<br />

(473,188)<br />

-<br />

2,202,576<br />

42,673<br />

3,067<br />

183,740<br />

31,113<br />

66,478<br />

(8,890)<br />

258,919<br />

634,718<br />

1,211,818<br />

1,666,930<br />

(1,391,018)<br />

275,912<br />

3,690,306<br />

(1,155,761)<br />

(293,118)<br />

(144,533)<br />

(952,166)<br />

(2,545,578)<br />

1,144,728<br />

(192,181)<br />

7,068<br />

(185,113)<br />

959,615<br />

(628)<br />

958,987<br />

2007<br />

bolivars<br />

11,525<br />

796,618<br />

2,218,304<br />

29,838<br />

3,056,285<br />

(532,103)<br />

(392,150)<br />

(88,407)<br />

(130,703)<br />

(1,143,363)<br />

1,912,922<br />

(126,897)<br />

-<br />

1,786,025<br />

40,682<br />

3,765<br />

181,808<br />

32,576<br />

41,333<br />

(1,537)<br />

184,632<br />

537,839<br />

1,021,098<br />

1,061,618<br />

(885,954)<br />

175,664<br />

2,982,787<br />

(904,364)<br />

(225,053)<br />

(113,320)<br />

(776,798)<br />

(2,019,535)<br />

963,252<br />

(188,552)<br />

9,183<br />

(179,369)<br />

783,883<br />

(550)<br />

783,333<br />

Gustavo A. Marturet<br />

President<br />

2006<br />

bolivars<br />

16,505<br />

678,562<br />

1,585,296<br />

1,132<br />

2,281,495<br />

(361,659)<br />

(374,582)<br />

(29,180)<br />

(77,289)<br />

(842,710)<br />

1,438,785<br />

(108,378)<br />

-<br />

1,330,407<br />

38,816<br />

2,020<br />

153,105<br />

24,622<br />

32,909<br />

9,494<br />

149,389<br />

447,496<br />

857,851<br />

675,611<br />

(562,175)<br />

113,436<br />

2,301,694<br />

(734,526)<br />

(169,523)<br />

(77,280)<br />

(643,990)<br />

(1,625,319)<br />

676,375<br />

(124,699)<br />

5,938<br />

(118,761)<br />

557,614<br />

(1,880)<br />

555,734


César PRIETO<br />

Calle caraqueña, around 1920<br />

Oil on canvas<br />

51 x 69 cm


Elisa Elvira ZULOAGA<br />

Paisaje de Caracas, 1967<br />

Oil on canvas adhered to cardboard<br />

45.7 x 60.7 cm<br />

Caracas, 1900 - 1980<br />

Zuloaga began studying painting and sculpture as a young girl. Between 1918 and 1920, she completed<br />

her art education in Paris and later became close friends with many members of the Fine Arts Society.<br />

She was part of the “Escuela de Caracas,” a generation that revitalized the country’s landscape painting.<br />

Her landscapes were characterized by a ground-breaking style that was, at the time, completely new in<br />

the Venezuelan art circles. In 1948, she was named Cultural Director for the Ministry of Education. She<br />

also received the National Award in Painting in 1952 and the National Award in Engraving in 1968.


Economic Climate<br />

Mercantil Servicios Financieros<br />

29<br />

Global<br />

During <strong>2010</strong>, the global economy was back<br />

on the growth path, thanks largely to the strong economic scenario of Asia and Latin America<br />

and a firm upturn in the U.S. economy. Contributions to the growth of the economic blocks<br />

have certainly not been homogeneous and it would be well to point out that at year end even<br />

some of the eurozone countries experienced acute difficulties in their fiscal position (and in<br />

their financial commitments), a deterioration in the valuation of their foreign debt and falling<br />

economic growth rates. Concern over the impact on the banking sector affected the price of<br />

other assets, such as shares and corporate bonds, especially in May and June. In May the<br />

European authorities and the Central European Bank approved action through the European<br />

Stabilization Mechanism (ESM) and the Securities Markets Programme (SMP) to promote<br />

liquidity and strengthen the prices of the sovereign debt of the countries in the eurozone<br />

that were under stress. Despite the difficulties in the eurozone, global GDP in <strong>2010</strong> grew<br />

between 3.3% (ECLAC, <strong>2010</strong>) and 3.6% (IIF, <strong>2010</strong>) which more than offset the 0.6% contraction<br />

seem in 2009. The eurozone, led by Germany, even experienced positive GDP variations in the<br />

order of 1.7% (vs -4.1% in 2009). Japan, whose dynamism was based on strong external<br />

demand (which explains around 51% of its economic growth) and a decisive fiscal stimulus<br />

policy, grew 4.3% in <strong>2010</strong> (as opposed to -6.3% in 2009). Dynamic trading in the Asia/Pacific<br />

economy led to around 9% growth at year end (compared to the already robust expansion of<br />

6.6% in 2009). China and India (with 10% and 8,7% growth respectively), given the size of<br />

their economies, still account for the bulk of that growth. That level of dynamism, especially<br />

in the case of China, is a response to the fiscal and credit stimulus packages and growing<br />

household income.<br />

United States<br />

The U.S. economy, supported by the drawn out expansive monetary policy, vigorous export<br />

growth and a sustained upturn in private consumer spending, grew 2.9% in <strong>2010</strong>, slightly below<br />

the long-term trend estimated at 3%. The Federal Reserve’s monetary policy to anchor shortterm<br />

interest rates (at 0.3%) registered no variations in <strong>2010</strong> and towards the end of the year<br />

the Fed even announced the implementation of a second “quantitative flexibility” mechanism<br />

designed to foster a heightened expectation of inflation (and greater household spending),<br />

thereby fueling the credit-generating potential of the banks. This strength of this monetary policy<br />

lies in the slightly deflationary levels registered in the U.S. economy. In effect average annualized<br />

inflation in <strong>2010</strong> measured by the consumer price index was -0.3%. Private consumer spending<br />

on durable goods expanded by a surprising 6.7% during the year, while spending on services by<br />

private agents only grew 0.6%. The same type of asymmetry occurred in the expansion of<br />

business investment by the private sector. While investment in hardware and software grew<br />

15.3%, investment in non-residential construction dropped 14.3%. However, GDP expansion was<br />

not sufficient to prevent unemployment at year end (9.6%) from exceeding the previous year’s<br />

figure (9.3%). Nevertheless, at year end requests for unemployment insurance dropped for the<br />

first time to 409,000, below the 2009 average of 457,000.


The recovery of world markets was not reflected in other markets such as real estate. In the<br />

second half of the year house prices fell yet again and by October the Case-Shiller Price Index was<br />

down 1%. High housing inventories during the year led to severe drops in the sale of new homes<br />

and used homes which in November registered interannual variations of -21.2% and -27.9%,<br />

respectively.<br />

Latin America<br />

In <strong>2010</strong> the region was back on track and growing again after a 2.9% contraction in 2009. The<br />

GDP of Latin America and the Caribbean expanded an aggregate 6% and 4.8% per capita over the<br />

same period. The unemployment rate fell to 7.2% (8.6% in 2009) and real remunerations increased<br />

in the majority of these countries. The weight of the counter-cyclical policies developed by the<br />

region’s governments made a decisive contribution to the recovery of economic growth, since<br />

although external demand was stronger than in 2009 (25%), imports grew more than exports<br />

(27.6%). The progress made in the past due to successive primary fiscal surpluses, price stability<br />

and exchange rate flexibility, made it possible in <strong>2010</strong> to convert fiscal policy into the pivotal<br />

point of the recovery without jeopardizing basic equilibriums.<br />

Inflation rose, closing at 6.2% (4.7% in 2009) due to the domestic transmission of higher<br />

international energy and food prices.<br />

The recovered dynamism of the world economy, despite its fluctuations, reinforced the region’s<br />

external position, reflected by a global balance of payments surplus of US$ 62,169 million, a<br />

nominal 34% higher than in 2009.<br />

The need to offset the domestic effects of the international financial crisis, both due to the drop<br />

in fiscal income and higher spending, meant that for the second year fiscal management would<br />

close with a deficit, this time of 0.6% of GDP (-1.1% in 2009).<br />

Venezuela<br />

For the second year running Venezuela's GDP contracted 1.4% (-3.3% in 2009), more<br />

pronounced in tradable activities (-3.1%) than in non-tradable activities (-1.4%), despite<br />

exchange adjustments at the beginning of the year and the sustained rise in oil prices. The<br />

activities that grew, despite the overall tendency towards contraction, just as in 2009, were<br />

Communications 9.3%, General Government 2.6% and Community, Social and Personal<br />

Services 0.6%. The activities that contracted the most were Mining -13.4%, Construction -<br />

7.1%, Electricity -6.1% and Trade -6.19%. Unemployment levels in <strong>2010</strong> (6.5%) were similar to<br />

2009 levels (6.5%). In the case of domestic aggregate demand (-0.9% vs -7.9% in 2009), its<br />

fundamental component, private consumer spending fell 2.3% (-3.2% in 2009), while gross<br />

fixed capital formation shrunk 4.4% (-8.2% in 2009). The only component to experience a<br />

positive variation was public consumer spending with 2.6% (2.3% in 2009). The external<br />

components of aggregate supply and demand also fell. Imports were down 4.6% (-19.6% in<br />

2009) and exports 12.4% (-12.9% in 2009).<br />

Inflation rose from 25.1% in 2009 to 27.7% in <strong>2010</strong>, due to the effect of the higher average<br />

rate of exchange for imports, supply restrictions due to electricity rationing and adverse<br />

climate conditions.<br />

Oil basket prices continued to recover in <strong>2010</strong> from their most recent minimum value<br />

(December 2008) of US$ 31.6/bbl. Last year they averaged US$/72.7/bbl compared to<br />

US$ 57/bbl in 2009. Despite lower production and export volumes, these sound prices have<br />

raised the volume of oil exports invoiced by more than US$ 8 billion, which with imports<br />

stagnant at US$ 38 billion, produced a balance of trade surplus of US$ 27,173 million (compared<br />

Annual Report <strong>2010</strong><br />

30


Summary of Economic Performance 2009 <strong>2010</strong><br />

Percentage variation of Gross<br />

Domestic Product %<br />

Total -3.3 -1.9<br />

Oil Sector -7.2 -2.2<br />

Non Oil Sector -2.0 -1.8<br />

Exchange Rate. Bs/US$<br />

End of Period 2.15 2.60-4.30<br />

Average 2.15 2.60-4.30<br />

Exchange Rate Variation %<br />

End of Period - 20.9%-100%<br />

Average - 20.9%-100%<br />

Inflation<br />

Cumulative Variation 25.1 27.2<br />

Annualized Variation 22.1 24.0<br />

Interest Rate - End of Period<br />

Average Lending Rates (6 main Banks) 18.9 17.8<br />

90 day Time Deposits (6 main Banks) 15.0 14.7<br />

Source: Central Bank of Venezuela (BCV) and in-house calculations<br />

with +US$ 19,153 million in 2009). The Balance of Services deficit (-US$ 8,857 million) and the<br />

Capital and Financial Account deficits (-US$ 18,799 million), plus Errors and Omissions<br />

(-US$ 3,639 million), led to a global Balance of Payments deficit of US$ 8,060 million<br />

(-US$ 10,262 million in 2009). International reserves in the hands of the Central Bank closed<br />

at US$ 29,500 million, 15.7% down compared to 2009.<br />

Fiscal spending continued to drop while spending grew a nominal 13.7% which, after taking<br />

inflation into account, means a real fall of 10.4% (-16.4% in 2009). Despite stronger oil prices,<br />

ordinary income grew by only 7.1%, below the rate of spending, making the financial deficit<br />

Bs 50,410 million, 41.6% more than the previous year.<br />

Money supply grew 25.3% (21.2% in 2009) which, after taking inflation into account, means a<br />

real reduction of 1.6% (-4.5% in 2009). This new demonetization was, on the one hand, the<br />

result of the restrictive effect of the Venezuelan Central Bank’s (BCV) open market operations,<br />

despite the reduction of the marginal reserve ratio from 23% to 17%, the fall in real primary<br />

spending and the slowdown in bank lending, or credit crunch.<br />

The monetary policy had a slightly contractionary net effect , in the order of Bs 1,494 million<br />

versus the expansionary net effect of Open Market Operations, Bs 15,098 million in 2009,<br />

leading to an increase in the accumulated stock of securities issued by the BCV of 9.6% which<br />

is 3.8% of money in the hands of the public (M2).<br />

The lending rates of the commercial and full-service banks continued to drop against the<br />

23.2% average in 2008, and in <strong>2010</strong> they were down again 253 basis points (18.2%), similar to<br />

the 20.7% reduction of 2009. Deposit rates for savings and term deposit averaged 12.6% and<br />

14.1% respectively, which is 90 and 130 basis points less that the return on these financial<br />

instruments in 2009. Real interest rates turned negative again, for the ninth year running in<br />

the case of deposit rates and for the fifth in the case of lending rates. The real lending rate<br />

averaged -6.9% in <strong>2010</strong> (-5% in 2009) and -9.7% for the real deposit rate (-8.6% in 2009).<br />

Mercantil Servicios Financieros<br />

31


Elisa Elvira ZULOAGA<br />

Paisaje con niñas, 1954<br />

Oil on canvas<br />

64.7 x 50 cm


Mission<br />

To fulfill the needs of individuals and<br />

communities where Mercantil has<br />

presence, by providing excellent<br />

financial products and services in<br />

various market segments, enhancing<br />

shareholder’s value by efficiently using<br />

our available resources.<br />

Vision<br />

To be the independent financial<br />

institution of reference in the areas of<br />

banking, asset management and<br />

insurance in the markets we serve.<br />

Strategic<br />

Positioning<br />

Mercantil bases its strategic guidelines on its<br />

corporate mission, long-term strategic vision and its principles and values.<br />

Principles and Values<br />

• To be the best financial services provider measured by the degree to which customers’ needs and<br />

expectations are met, through products and services considered by them as the best in the market.<br />

• To be the financial institution of reference in terms of excellent service quality.<br />

• To be recognized for having sound and proven ethical principles.<br />

• To be an integral institution and an important factor in the development of the community and<br />

places in which it is involved.<br />

• To have the best and most capable group of human resources.<br />

• To exercise optimum risk management along with an excelent assets and liabilities management.<br />

• To maintain a constant focused approach to the operating efficiency of the organization as a<br />

whole, using technology to support the overall exercise of its management.<br />

• To be a modern and innovative institution, capable of anticipating the requirements of its<br />

customers and the organization’s response.<br />

• To be an institution with a broad shareholder base, governed by the best principles of<br />

transparency and access to information that our shareholders and the securities market expect.<br />

Mercantil continues to implement a global business strategy based on the development of<br />

client value differentiation to satisfy all their banking, insurance and wealth management needs.<br />

In <strong>2010</strong>, Mercantil focused its efforts on the continuous improvement of processes and<br />

products to meet financing needs in different segments, following established risk parameters,<br />

such as a wider offer of electronic and self-service products in line with its aim to improve the<br />

quality of customer service through different channels.<br />

Within the framework of the differentiated value proposals, Mercantil continued to implement<br />

the Mercantil Aliado network targeted at the Majority Market. All of this enhanced Mercantil’s<br />

knowledge of and contact with its clients and its ability to customize the product offering and<br />

mix to their financial needs.<br />

In our international network through an approach based on client value differentiation to meet<br />

the financial clients’ needs, we continue to strengthen our activity in the United States, Latin<br />

America, Europe and Asia. Hence we have continued with our growth and diversification<br />

strategy to boost domestic activity in the United States and Panama. We have also<br />

strengthened our activity in Switzerland as a key factor in developing the Private Banking and<br />

Wealth Management business.<br />

All of this has been undertaken in strict compliance with the regulations applicable in the<br />

countries where we operate, with strong capitalization and with the principles of transparency<br />

and sound management which are key to Mercantil’s strategic positioning, the nature of the<br />

institution and its day-to-day activity.<br />

Mercantil Servicios Financieros<br />

33


Federico Brandt<br />

Azotea, around 1924<br />

Oil on canvas<br />

45.5 x 59.5 cm<br />

Caracas, 1878 - 1932<br />

Brandt is considered one of the greatest Venezuelan landscape painters of the first half of the twentieth<br />

century. He attended the Academy of Fine Arts and studied at Arturo Michelena’s Art Studio, as well as<br />

in renowned schools and art studios in Germany and France. Although he did not become a professional<br />

painter, his passion for art led him to dedicate the majority of his free time to painting. He joined the Fine<br />

Arts Society and forged lasting friendships with many of its members.


Management<br />

Discussion and Analysis<br />

Summary of Consolidated<br />

Balance Sheet<br />

Year end<br />

(In thousands of Bs and millions of US$<br />

except percentages)<br />

Total Assets<br />

Investment Portfolio<br />

Loan Portfolio, Net<br />

Deposits<br />

Shareholders’ Equity<br />

Trust Fund Assets<br />

Assets by Currency<br />

Bs. 79,383 million<br />

(US$ 18,507 million)<br />

Year <strong>2010</strong><br />

Bolivars 58%<br />

US Dollar 42%<br />

Balance Sheet<br />

A summary balance sheet for <strong>2010</strong> is shown<br />

below and the main variations by comparison with 2009 are commented on:<br />

The audited financial statements and their notes can be found in the inside back cover of this Report.<br />

The accounting standards used are summarized at the end of this chapter.<br />

Total Assets<br />

Total assets were Bs 79,383 million (US$ 18,507 million) 1 , representing 49.6% annual growth.<br />

This variation includes: a) 18.9% growth of the domestic operation, b) 4.2% growth of the<br />

overseas operation in dollar terms, and c) 26.5% increase (Bs 14,073 million) due to currency<br />

translation effects.<br />

The total consolidated assets of Mercantil Banco Universal, including overseas agencies, grew<br />

Bs 9,306 million (24.9%) from Bs 37,333 million (US$ 17,408 million) 1 at December 31, 2009 to<br />

Bs 46,639 million (US$ 10,873 million) 1 at year end. At December 31, <strong>2010</strong> Mercantil Banco<br />

Universal ranks fourth in the Venezuelan financial system in terms of total assets with 11.4%<br />

of the market. The leading institution has a 13.2% market share while the four largest banks<br />

in the country account for 49.5%.<br />

The Mercantil Commercebank Florida Bancorp subsidiary (Mercantil Commercebank, N.A.’s<br />

holding company) had US$ 6,433 million1 (Bs 27,593 million) in total assets which represents<br />

US$ 485 million growth (8.2% in dollar terms and 116.3% in terms of bolivars for the purpose<br />

of consolidation) compared to US$ 5,948 million1 (Bs 12,756 million) in December 2009.<br />

At December 31, <strong>2010</strong> Mercantil Seguros’ assets accounts totaled Bs 3,350 million (US$ 781<br />

million) 1 , Bs 1,166 million (53,3%) more than the Bs 2,184 million (US$ 1,019 million) 1 registered<br />

in December 2009. Swiss subsidiary Mercantil Bank (Schweiz) A.G. had US$ 334 million1 (Bs 1,431 million) in assets at December 31, <strong>2010</strong>, US$ 3 million (1.0%) more than the US$ 330<br />

million1 (Bs 708 million) registered in December 2009.<br />

35<br />

<strong>2010</strong><br />

US$ (1)<br />

18,507<br />

5,034<br />

10,008<br />

14,540<br />

1,985<br />

2,247<br />

<strong>2010</strong><br />

bolivars<br />

79,382,962<br />

21,591,730<br />

42,928,106<br />

62,366,913<br />

8,513,300<br />

9,638,196<br />

2009<br />

bolivars<br />

53,074,810<br />

14,044,092<br />

27,137,723<br />

42,847,704<br />

4,879,810<br />

9,699,922<br />

Mercantil Servicios Financieros<br />

2008<br />

bolivars<br />

46,829,877<br />

14,571,656<br />

22,219,115<br />

36,211,367<br />

4,089,040<br />

8,605,247<br />

<strong>2010</strong> Vs. 2009<br />

Increase/<br />

(Decrease)<br />

bolivars %<br />

26,308,152<br />

7,547,638<br />

15,790,383<br />

19,519,209<br />

3,633,490<br />

(61,726)<br />

49.6<br />

53.7<br />

58.2<br />

45.6<br />

74.5<br />

(0.6)<br />

<strong>2010</strong> Vs. 2008<br />

Increase/<br />

(Decrease)<br />

bolivars %<br />

32,553,085<br />

7,020,074<br />

20,708,991<br />

26,155,546<br />

4,424,260<br />

1,032,949<br />

1 Dollar figures in US$ are given for reference purposes only; the balance sheet is converted at the exchange rate at the end of the period (Bs 4.2893/US$1 versus Bs 2.1446/US$1 at December 31, 2009). Exchange<br />

control has been in place in Venezuela since February 2003.<br />

69.5<br />

48.2<br />

93.2<br />

72.2<br />

108.2<br />

12.0


Investments in Securities<br />

by Issuer<br />

Bs 21,592 million<br />

(US$ 5,034 million) 1<br />

Year <strong>2010</strong><br />

Venezuelan Central Bank 14.1%<br />

U.S. Government<br />

U.S. Government<br />

33.0%<br />

Sponsored Agencies 12.2%<br />

International Private Sector 10.3%<br />

Venezuelan Government 28.6%<br />

Venezuelan Private Sector 1.8%<br />

2 Market value<br />

3 Amortized cost.<br />

4 Yield based on the amortized cost at the end of the period. This is<br />

obtained by dividing the income from securities (including<br />

amortization of premiums or discounts) by the amortized cost or<br />

market value.<br />

5 Bs 1,439 million correspond to Central Bank loans maturing at 60<br />

days.<br />

1 Dollar figures in US$ are given for reference purposes only; the<br />

balance sheet is converted at the exchange rate at the end of the<br />

period (Bs 4.2893/US$1 versus Bs 2.1446/US$1 at December 31,<br />

2009). Exchange control has been in place in Venezuela since<br />

February 2003.<br />

6 Bs 887 million include foreign exchange indexation clauses.<br />

Mercantil Bank (Panama), S.A. had US$ 129 million1 (Bs 555 million) in assets at the close of<br />

December <strong>2010</strong>, US$ 50 million (62.1%) more than the US$ 80 million1 (Bs 171 million)<br />

registered in December 2009.<br />

Investment Portfolio<br />

At the close of <strong>2010</strong>, investments totaled Bs 21,592 million (US$ 5,034 million) 1 , which<br />

represents Bs 7,548 million (53.7%) growth over the Bs 14,044 (US$ 6,549 million) 1 recorded at<br />

December 2009. This variation includes: a) 12.9% growth of the domestic operation, b) 3.2%<br />

reduction in the overseas operation in dollar terms, and c) 44.0% increase (Bs 6,180 million)<br />

due to currency translation effects.<br />

Total investments in securities issued or guaranteed by the Venezuelan nation (excluding the<br />

BCV) represent 0.7 times Mercantil’s equity and 7.8% of its assets. These securities are 0.8<br />

times Mercantil Banco Universal’s equity and account for 8.1% of its assets. Mercantil holds<br />

2.5% of the public debt securities issued by the Venezuelan State, according to information<br />

obtained from the Ministry of Economics and Finance at December 31, <strong>2010</strong>. Investments by<br />

maturity and yield at December 31, <strong>2010</strong> are broken down as follows:<br />

Maturity<br />

(years)<br />

Bs Less than 1<br />

From 1 to 5<br />

Over 5<br />

US$ Less than 1<br />

From 1 to 5<br />

Over 5<br />

Annual Report <strong>2010</strong><br />

36<br />

Investments by Maturity and Yield<br />

(in millions of Bs except percentages)<br />

Breakdown of Investments by Issuer and Currency at December 31, <strong>2010</strong><br />

(In millions of Bolivars and US$, except percentages)<br />

Bolivars<br />

Mercantil Banco Universal<br />

Mercantil Seguros and others<br />

Total Bs<br />

US Dólares<br />

Mercantil Banco Universal<br />

Mercantil Commercebank<br />

Florida Bancorp<br />

Mercantil Seguros and others<br />

Total US$<br />

Breakdown %<br />

Trading<br />

Bs 2<br />

233<br />

233<br />

Available for<br />

Sale<br />

Bs 2<br />

996<br />

3,715<br />

748<br />

369<br />

2,179<br />

9,079<br />

17,087<br />

% 4<br />

9.2%<br />

13.6%<br />

14.8%<br />

5.8%<br />

4.1%<br />

5.0%<br />

Venezuelan<br />

Central<br />

Bank<br />

3,050<br />

3,050<br />

0<br />

14.1%<br />

Held to<br />

Maturity<br />

Bs 3<br />

320<br />

63<br />

220<br />

20<br />

623<br />

U.S. U.S. Agencies<br />

Government<br />

0<br />

39<br />

1,522<br />

100<br />

1,661<br />

33.0%<br />

% 4<br />

9.6%<br />

1.6%<br />

2.8%<br />

10.0%<br />

Shares<br />

Bs 2<br />

15<br />

1<br />

16<br />

0<br />

41<br />

518<br />

54<br />

613<br />

12.2%<br />

Time Deposits<br />

and Placements<br />

Bs 2<br />

1,764 5<br />

140<br />

13<br />

25<br />

1,942<br />

Int’l<br />

Private<br />

25<br />

72<br />

97<br />

40<br />

251<br />

204<br />

495<br />

10.3%<br />

%<br />

5.0%<br />

0.5%<br />

2.5%<br />

0.4%<br />

Venezuelan<br />

Government<br />

3,964 6<br />

1,676<br />

5,640<br />

34<br />

19<br />

74<br />

127<br />

28.6%<br />

Restricted<br />

Investments<br />

Bs 2<br />

1,612<br />

30<br />

9<br />

41<br />

1,691<br />

% 4<br />

6.0%<br />

0.1%<br />

2.2%<br />

4.4%<br />

Venezuelan<br />

Private<br />

9<br />

377<br />

386<br />

1<br />

1<br />

1.8%<br />

TOTAL<br />

Totals<br />

Bs<br />

4,372<br />

3,715<br />

1,083<br />

835<br />

2,421<br />

9,166<br />

21,592<br />

Investments at December <strong>2010</strong> by company, by issuer and by currency are distributed as follow:<br />

7,048<br />

2,125<br />

9,173<br />

Totals<br />

US$ 1<br />

153<br />

2,309<br />

433<br />

2,895<br />

100.0%


Loan Portfolio by<br />

Business Segment<br />

Bs 42,928 million<br />

(US$ 10,008 million) 1<br />

Year <strong>2010</strong><br />

Large Corporations 28%<br />

SME’s 46%<br />

Individuals 26%<br />

1 Dollar figures in US$ are given for reference purposes only; the<br />

balance sheet is converted at the exchange rate at the end of the<br />

period (Bs 4.2893/US$1 versus Bs 2.1446/US$1 at December 31,<br />

2009). Exchange control has been in place in Venezuela since<br />

February 2003.<br />

2 Commercial and full-service banks may not reduce the percentage<br />

of total credits earmarked for manufacturing at December 31, 2009;<br />

this percentage must not be lower than 10%.<br />

3 Includes the Agricultural Bonds issued by the Venezuelan State<br />

in accordance with the regulations on portfolio compliance.<br />

Loan Portfolio<br />

At the close of <strong>2010</strong>, Net Loans reached Bs 42,928 million (US$ 10,008 million) 1 which<br />

represents an increase of Bs 15,790 million (58.2%) over the Bs 27,138 (US$ 12,654 million) 1<br />

recorded at December 2009. This variation includes: a) 24.1% growth of the domestic<br />

operation, b) 7.9% growth of the overseas operation in dollar terms, and c) 26.2% increase<br />

(Bs 7.1 billion) due to currency translation effects.<br />

The ratio of Past-due and Nonperforming Loans to Gross Loans was 2.9%. At Mercantil Banco<br />

Universal this indicator is 0.9%, compared with 3.4% for the Venezuelan financial system and<br />

6.5% at Mercantil Commercebank (8.3% of nonperforming loans). At December 31, <strong>2010</strong>, 95.5%<br />

of Mercantil’s loan portfolio was outstanding. The allowance for losses on loan portfolio<br />

covers 110.8% of past-due and nonperforming loans; this indicator is 489.1% at Mercantil<br />

Banco Universal and 24.2% at Mercantil Commercebank.<br />

Mercantil Banco Universal is Venezuela's leading bank in terms of manufacturing and<br />

mortgage loans under the Mortgage Debtor Law (Ley Especial del Deudor Hipotecario), with<br />

market shares of 18.6% and 14.7% respectively. Mercantil Banco Universal ranks second in<br />

Venezuela’s financial system in terms of gross loans and agricultural loans, with 14.5% and<br />

13.4% of those markets respectively. The Bank is Venezuela’s third largest for microcredits<br />

and loans to the tourism sector, with market shares of 14.3% and 10.6% respectively.<br />

Mercantil Banco Universal’s net consolidated loans at the close of the <strong>2010</strong> were Bs 26,703<br />

million (US$ 6,226 million) 1 , 33.2% more than the Bs 20,040 million (US$ 9,345 million) 1<br />

recorded at the close of December 2009.<br />

Statutory percentage of Mercantil Banco Universal loans<br />

by economic sector and interest rates<br />

Dec-10<br />

Interest rates applicable<br />

Sector Percentage of Compliance %<br />

% at December <strong>2010</strong><br />

reached required<br />

Agriculture<br />

Mortgage<br />

Microcredits<br />

Tourism<br />

Manufactured<br />

goods<br />

Calculated on the average gross loans<br />

portfolio at December 31, 2009 and<br />

December 31, 2008. Monthly<br />

Compliance. Maximum per client: 5%<br />

of the current portfolio. Requires a<br />

minimum annual number of new<br />

clients, and the loan portfolio must be<br />

distributed quarterly into priority and<br />

non-priority items as stipulated by the<br />

Ministry of Agriculture and Land.<br />

Calculated on the gross loan portfolio<br />

at December 31, 2009, made up as follows:<br />

5.8% long-term and 4.2% shortterm<br />

loans. Annual Compliance.<br />

Includes other considerations for certain<br />

other items.<br />

3% calculated on the gross loan portfolio<br />

at June 30, <strong>2010</strong>. Monthly Compliance:<br />

Calculated on the average gross loan<br />

portfolio at December 31, 2009 and December<br />

31, 2008. In February <strong>2010</strong> the<br />

Ministry of Tourism stipulated that<br />

banks must earmark 3% of their loan<br />

portfolio. Compliance must be achieved<br />

by December 31, <strong>2010</strong> at the latest (1.5%<br />

semi-annually). Includes other considerations<br />

for certain items.<br />

Calculated on the gross loan portfolio<br />

at December 31 2009. Monthly Compliance.<br />

Mercantil Servicios Financieros<br />

37<br />

26.3% 3<br />

12.3%<br />

3.4%<br />

3.2%<br />

14.2%<br />

21.0%<br />

10.0%<br />

3.0%<br />

3.0%<br />

11.0% 2<br />

Set weekly by the Venezuelan<br />

Central Bank. As of December 31,<br />

<strong>2010</strong> it is 13%.<br />

Set semi-annually by the Ministry<br />

of Housing and Habitat, based on<br />

the weighted average lending rate<br />

of Venezuela’s largest banks. The<br />

“social interest rate” is currently set<br />

according to the family income of<br />

the borrowers and ranges from<br />

4.66% to 14.39%<br />

Within minimum and maximum<br />

rates set by the Venezuelan Central<br />

Bank. As of December 31, <strong>2010</strong> the<br />

maximum rate applicable is 24%.<br />

Each month the Venezuelan Central<br />

Bank sets a preferential rate for<br />

the sector. At December 31, <strong>2010</strong> it<br />

is 13%; in some cases it can be reduced<br />

to 10% subject to the provisions<br />

of the Tourism Sector Credit<br />

Act.<br />

Set at 19% by the Venezuelan<br />

Central Bank.


Loan Portfolio<br />

Classified by Status<br />

Year end<br />

(In thousands of Bs except percentages)<br />

Current<br />

Restructured<br />

Past Due<br />

In Litigation<br />

Total Gross Loans<br />

Deposits by<br />

Business Segment<br />

Bs 62,367 million<br />

(US$ 14,540 million) 1<br />

Año <strong>2010</strong><br />

Large Corporations 20%<br />

SME’s 24%<br />

Individuals 56%<br />

At the close of <strong>2010</strong>, Mercantil Commercebank Florida Bancorp’s net loans totaled US$ 3,702<br />

million1 (Bs 15,879 million). This was 13.7% or Bs 447 million1 more than the US$ 3,255 million1 (Bs 6,981 million) recorded at the end of 2009. This portfolio is focused mainly on the<br />

commercial loans and mortgages to buy or build homes.<br />

<strong>2010</strong><br />

bolivars<br />

42,384,693<br />

683,007<br />

1,011,526<br />

282,840<br />

44,362,066<br />

Deposits<br />

%<br />

95.6<br />

1.5<br />

2.3<br />

0.6<br />

100.0<br />

At the close of <strong>2010</strong>, deposits totaled Bs 62,367 million (US$ 14,540 million) 1 and represented<br />

45.6% growth compared to Bs 42,848 (US$ 19,980 million) 1 at December 2009. This variation<br />

includes: a) 16.5% growth of the domestic operation, b) 3.6% growth of the overseas operation<br />

in dollar terms, and c) 25.5% increase (Bs 10,881 million) due to currency translation effects.<br />

Mercantil Banco Universal in Venezuela is the country’s leading bank in terms of savings<br />

deposits with 20.1% of the market, and second in terms of total deposits plus investments<br />

sold under repurchase agreement with a market share of 13.2%.<br />

Mercantil Banco Universal’s net consolidated deposits at the close of <strong>2010</strong> were Bs 39,383<br />

million (US$ 9,182 million) 1 , 22.3% more than the Bs 32,197 million (US$ 15,013 million) 1<br />

recorded in December 2009.<br />

Mercantil Commercebank’s deposits at December 31, <strong>2010</strong> totaled US$ 5,116 million1 (Bs 21,944<br />

million), US$ 387 million1 (8.2%) higher than the US$ 4,729 million1 (Bs 10,142 million)<br />

registered in December 2009.<br />

Shareholders’ Equity<br />

At December 31, <strong>2010</strong> shareholders’ equity totaled Bs 8,513 million (US$ 1,985 million) 1 , 74.5%<br />

more than the Bs 4,880 million (US$ 2,275 million) 1 recorded at the end of 2009. This variation<br />

mainly includes Bs 2,176 million in net earnings for <strong>2010</strong>, Bs 1,270 million increase due to the<br />

effect of translating the net assets of subsidiaries abroad and Bs 358 million increase from<br />

adjusting available-for-sale investments to their market value, which includes exchange rate<br />

effects during the period.<br />

Mercantil’s Equity/Assets ratio at December 31, <strong>2010</strong> is 10.7% and its Equity/Risk-Weighted<br />

Assets ratio is 20.4%, based on the standards of the National Securities Superintendency (9.2%<br />

and 18.3% at December 31, 2009). Mercantil Banco Universal’s Equity/Assets ratio at December<br />

31, <strong>2010</strong> is 11.2% 2 and its Equity/Risk-Weighted Assets ratio 17.6% (10.2% and 17.0% at December<br />

31, 2009) in keeping with the standards of the Superintendency of Banking Sector Institutions.<br />

Annual Report <strong>2010</strong><br />

38<br />

2009<br />

bolivars<br />

27,017,149<br />

87,870<br />

854,373<br />

71,056<br />

28,030,448<br />

%<br />

96.4<br />

0.3<br />

3.0<br />

0.3<br />

100.0<br />

2008<br />

bolivars<br />

22,229,944<br />

49,413<br />

541,868<br />

24,219<br />

22,845,444<br />

%<br />

97.3<br />

0.2<br />

2.4<br />

0.1<br />

100.0<br />

(1) Dollar figures in US$ are given for reference purposes only; the balance sheet is converted at the exchange rate at the end of the period<br />

(Bs 4.2893/US$1 versus Bs 2.1446/US$1 at December 31, 2009). Exchange control has been in place in Venezuela since February 2003.<br />

(2) Obtained by dividing equity by total assets less investments in public debt securities.


Financial Margin<br />

Year Ended<br />

(In thousands of Bs and millions of US$<br />

except percentages)<br />

Interest Income<br />

Interest Expense<br />

Net Interest Income<br />

Provision for losses on loan Portfolio<br />

Expenses for Devaluation of<br />

Available-for-Sale Securities<br />

Net Financial Margin<br />

For Mercantil Commercebank, N.A. these indicators are 9.3% and 18.1% respectively, based on<br />

the standards of the Office of the Comptroller of the Currency, OCC (10.5% and 22.1% at<br />

December 31, 2009). The equity ratios of Mercantil and its subsidiaries exceed the regulatory<br />

minimums.<br />

Profit and Loss<br />

The main variations between the figures for December 31, <strong>2010</strong> and December 31, 2009 are<br />

summarized below:<br />

<strong>2010</strong><br />

US$ (1)<br />

1,557<br />

(504)<br />

1,053<br />

(269)<br />

-<br />

784<br />

<strong>2010</strong><br />

bolivars<br />

5,578,332<br />

(1,804,984)<br />

3,773,348<br />

(963,152)<br />

-<br />

2,810,196<br />

Net Interest Income<br />

4,641,011<br />

(1,826,466)<br />

2,814,545<br />

(759,658)<br />

(34,993)<br />

2,019,894<br />

Net Interest Income during <strong>2010</strong> was Bs 3,773 million (US$ 1,053 million) 1 , 34.1% higher than the<br />

Bs 2,815 million (US$ 1,313 million) 1 recorded in 2009. This increase includes mainly: a) 17.6%<br />

growth of the domestic operation, b) 7.9% growth of the overseas operation in dollar terms, and<br />

c) an 8.6% (Bs 245 million) increase due to currency translation effects. Growth of Venezuela’s<br />

net interest income is mainly due to the increased rate of financial intermediation which rose<br />

from 65.4% at the end of 2009 to 71.1% at the close of December <strong>2010</strong>.<br />

The ratio of net interest income to average financial assets in <strong>2010</strong> was 7.1% compared to 7.3%<br />

in 2009.<br />

(1) Dollar figures in US$ are given for reference purposes only; the balance sheet is converted at the exchange rate at the end of the period (Bs 4.2893/US$1 versus Bs 2.1446/US$1 at December 31, 2009). Exchange<br />

control has been in place in Venezuela since February 2003.<br />

Mercantil Servicios Financieros<br />

39<br />

2009<br />

bolivars<br />

2008<br />

bolivars<br />

4,474,086<br />

(1,798,322)<br />

2,675,764<br />

(473,188)<br />

-<br />

2,202,576<br />

<strong>2010</strong> Vs. 2009<br />

Increase/<br />

(Decrease)<br />

bolivars %<br />

937,321<br />

(21,482)<br />

958,803<br />

203,494<br />

(34,993)<br />

790,302<br />

20.2<br />

(1.2)<br />

34.1<br />

26.8<br />

(100.0)<br />

39.1<br />

<strong>2010</strong> Vs. 2008<br />

Increase/<br />

(Decrease)<br />

bolivars %<br />

1,104,246<br />

6,662<br />

1,097,584<br />

489,964<br />

-<br />

607,620<br />

24.7<br />

0.4<br />

41.0<br />

103.5<br />

-<br />

27.6


Commissions, Other Income and<br />

Insurance Premius<br />

Year Ended<br />

(In thousands of Bs and millions of US$<br />

except percentages)<br />

Net Financial Margin<br />

Commissions and Other Income<br />

Insurance Premiums, Net of Claims<br />

Operating Income<br />

Loan Portfolio Provision<br />

During <strong>2010</strong>, expenses for Loan Portfolio provisions were recorded at Bs 963 million (US$ 269<br />

million) 1 . This brings the accumulated provision to Bs 1,434 million (US$ 334 million) 1 as of<br />

December 31, <strong>2010</strong> and represents a 3.2% increase in total loans and 110.8% coverage of pastdue<br />

and nonperforming loans. Write-offs for the year were Bs 237 million in Venezuela and US$<br />

90 million abroad.<br />

The Mercantil Banco Universal subsidiary recorded Bs 687 million (US$ 192 million) 1 in loan loss<br />

provisions during <strong>2010</strong> due to loan portfolio growth; these are intended to increase the<br />

allowances for the agricultural and construction sectors, compared to Bs 477 million recorded<br />

at the close of 2009.<br />

The Mercantil Commercebank subsidiary recorded US$ 73 million1 (Bs 260 million) in loan loss<br />

provisions during <strong>2010</strong>, mainly for commercial loans and mortgages for construction and<br />

housing, compared to US$ 132 million at the close of 2009.<br />

Commissions, Other Income and Insurance Premiums, Net of Claims<br />

<strong>2010</strong><br />

US$ (1)<br />

784<br />

901<br />

117<br />

1,803<br />

Commissions and Other Income increased 133.9% (Bs 1,849 million) in <strong>2010</strong> compared to 2009.<br />

This was mainly due to:<br />

• Bs 1,061 million (45,145.9%) increase due to exchange difference after the Central Bank of<br />

Venezuela adjusted the exchange rate used to value assets and liabilities in foreign currency<br />

from Bs 2.1446/US$ to Bs 4.2893/US$ in January <strong>2010</strong>.<br />

• Bs 373 million (187.7%) increase in earnings from investment trading activities and the sale<br />

of securities.<br />

• Bs 173 million (28.2%) in commissions on credit cards, client accounts and other<br />

commissions.<br />

• Bs 46 million (69.2%) growth of income from financing insurance policies.<br />

Annual Report <strong>2010</strong><br />

40<br />

<strong>2010</strong><br />

bolivars<br />

2,810,196<br />

3,229,233<br />

420,714<br />

6,460,143<br />

2009<br />

bolivars<br />

2,019,894<br />

1,380,584<br />

326,355<br />

3,726,833<br />

2008<br />

bolivars<br />

2,202,576<br />

1,211,818<br />

275,912<br />

3,690,306<br />

<strong>2010</strong> Vs. 2009<br />

Increase/<br />

(Decrease)<br />

bolivars %<br />

790,302<br />

1,848,649<br />

94,359<br />

2,733,310<br />

39.1<br />

133.9<br />

28.9<br />

73.3<br />

<strong>2010</strong> Vs. 2008<br />

Increase/<br />

(Decrease)<br />

bolivars %<br />

607,620<br />

2,017,415<br />

144,802<br />

2,769,837<br />

(1) Dollar figures are given for reference purposes only and are converted at the average exchange rate of Bs 3.5827/US$ 1. Exchange control has been in place in Venezuela since February 2003.<br />

27.6<br />

166.5<br />

52.5<br />

75.1


Distribution of Total Income<br />

Bs 7,423 million<br />

(US$ 2,072 million) 1<br />

Year <strong>2010</strong><br />

<strong>2010</strong> 2009<br />

Financial Margin 51% 62%<br />

Commissions and Insurance Premiums, Net 18% 22%<br />

Earnings on sale of Investments in Securities 8% 4%<br />

Exchange Differences 14% 0%<br />

Other Income 9% 12%<br />

Operating Expenses<br />

Year ended<br />

(In thousands of Bs and millions of US$<br />

except percentages)<br />

Earnings from Financial Operation<br />

Operating Expenses<br />

Personal Expenses<br />

Taxes (Current and Deferred)<br />

Minority Interests<br />

Net Income for the Year<br />

Insurance premiums, net of commissions, reinsurance and claims totaled Bs 421 million (US$ 117<br />

million) 1 in <strong>2010</strong>, reflecting a 28.9% increase compared with Bs 326 million (US$ 152 million) 1 in<br />

2009. Net collected premiums in <strong>2010</strong> totaled Bs 4,013 million (US$ 1,120 million) 1 which<br />

represents a year-on-year increase of Bs 1,211 million or 43.2%. This growth was mainly in the<br />

automobile business (52.1%). Mercantil Seguros is the country’s second largest insurance<br />

company in terms of net collected premiums, with a market share of 11.5% at December 31, <strong>2010</strong>.<br />

Claims totaled Bs 2,864 million (US$ 799 million) 1 , reflecting a year-on-year increase of Bs 912<br />

million (46.7%). This growth was principally in the healthcare and fire business.<br />

<strong>2010</strong><br />

US$ (1)<br />

1,803<br />

(626)<br />

(477)<br />

(93)<br />

-<br />

607<br />

<strong>2010</strong><br />

bolivars<br />

6,460,143<br />

(2,243,361)<br />

(1,707,492)<br />

(331,776)<br />

(1,201)<br />

2,176,313<br />

Mercantil Servicios Financieros<br />

41<br />

2009<br />

bolivars<br />

3,726,833<br />

(1,462,768)<br />

(1,370,994)<br />

(96,890)<br />

(489)<br />

795,692<br />

2008<br />

bolivars<br />

3,690,306<br />

(1,389,817)<br />

(1,155,761)<br />

(185,113)<br />

(628)<br />

958,987<br />

<strong>2010</strong> Vs. 2009<br />

Increase/<br />

(Decrease)<br />

bolivars %<br />

2,733,310<br />

780,593<br />

336,498<br />

234,886<br />

712<br />

1,380,622<br />

(1) Dollar figures are given for reference purposes only and are converted at the average exchange rate of Bs 3.5827/US$ 1. Exchange control has been in place in Venezuela since February 2003.<br />

73.3<br />

53.4<br />

24.5<br />

242.4<br />

145.6<br />

173.5<br />

<strong>2010</strong> Vs. 2008<br />

Increase/<br />

(Decrease)<br />

bolivars %<br />

2,769,837<br />

853,544<br />

551,731<br />

146,663<br />

573<br />

1,217,327<br />

75.1<br />

61.4<br />

47.7<br />

79.2<br />

91.2<br />

126.9


Operating Expenses<br />

Operating and personnel expenses rose 39.4% (Bs 1,117 million) year on year due mainly to:<br />

• Bs 336 million increase in personnel expenses, 24.5% compared to 2009, due to the application<br />

of wage increase policies in Venezuela. In Venezuela, at Mercantil Banco Universal assets per<br />

employee rose from Bs 4.9 million in 2009 to Bs 7.0 million in <strong>2010</strong>. At Mercantil Seguros, the<br />

net collected premium per employee went from Bs 1.9 million in 2009 to Bs 2.7 in <strong>2010</strong>. In the<br />

case of the overseas business, this indicator increased from US$ 7.5 million in assets per<br />

employee in 2009 to US$ 8.6 million in assets per employee in <strong>2010</strong>.<br />

• Bs 295 million (153.4%) increase in expenses for contribution to regulatory bodies, mainly due<br />

to the increase in the semi-annual contribution that financial institutions must make to Fogade;<br />

which increased from 0.50% of total deposits in 2009 to 1.25% in <strong>2010</strong>.<br />

• Bs 486 million (38.2%) increase in general and administrative expenses. This increase is due<br />

mainly to Bs 160 million (39.2%) recorded for commissions on services, transfers and<br />

communications and others; Bs 95 million (26.6%) due to higher expenditure on depreciation<br />

plant, property and equipment, amortization of intangibles and others; Bs 56 million (123.5%)<br />

in provisions for realizable and others assets, and Bs 30 million (22.6%) in expenses for taxes<br />

and contributions, among others.<br />

The efficiency ratio measured by calculating Operating Expenses as a percentage of Average<br />

Assets, was 5.2% in December <strong>2010</strong>, versus 5.4% in December 2009. The ratio of operating<br />

income to total income was 46.7% in December <strong>2010</strong> versus 58.4% in December 2009.<br />

Over the last 12 months Venezuela registered 27.2% inflation. This variable has a significant<br />

effect on Mercantil’s operating costs.<br />

Taxes and Contributions<br />

For the year ended December 31, <strong>2010</strong> Mercantil and its subsidiaries reported significant<br />

expenses for various types of taxes and contributions.<br />

Domestic transactions included: Bs 323.2 million in estimated corporate income tax payable,<br />

which includes accounting entries for adjusting Bs 56.7 million in deferred corporate income<br />

tax; Bs 152 million in valued added tax; Bs 154.8 million in municipal taxes; Bs 401.3 million in<br />

contributions to the Deposit Guarantee and Banking Protection Fund (FOGADE); Bs 44.0<br />

million in contributions to the Superintendency of Banking Sector Institutions and Bs 8.4<br />

million in contributions to the Superintendency of Insurance Activity.<br />

Overseas transactions included Bs 8.5 million in expenses for corporate income tax payable,<br />

Bs 4.6 million in municipal taxes and other contributions and Bs 32.9 million in contributions<br />

to regulatory agencies.<br />

Mercantil Servicios Financieros and its subsidiaries also complied with other compulsory<br />

contributions provided for in the pertinent legislation.<br />

Annual Report <strong>2010</strong><br />

42


Summary of the Accounting Principles<br />

used to prepare the Financial Statements<br />

National Securities Superintendency (SNV)<br />

Mercantil’s financial statements are presented based on SNV<br />

accounting standards. A summary of some of the main accounting<br />

principles applied is given below:<br />

Investment Portfolio<br />

Investments in Trading Securities: Unrealized gains or losses<br />

resulting from differences in their fair value due to market<br />

fluctuations are included in the results for the period.<br />

Investments in Securities Available-for-Sale: Recorded at their<br />

fair market value. Unrealized gains or losses resulting from<br />

differences in fair value and exchange rate fluctuations are<br />

included in shareholders’ equity. Investments Securities in<br />

Held-to-Maturity: Recorded at their acquisition cost, adjusted<br />

for amortization of premiums or discounts. For all portfolio<br />

investments, permanent losses resulting from decreases in fair<br />

market value are recorded in the results for the period in which<br />

they occur. Permanent investments are stock ownership<br />

between 20% and 50%. Those greater than 50% are recorded<br />

as equity participation and are consolidated except when<br />

control is likely to be temporary.<br />

Loan Portfolio<br />

Loans are classified as overdue 30 days after their maturity.<br />

Allowances for losses on loan portfolio are determined through<br />

a collectibility assessment that quantifies the amount to be set<br />

aside for each loan. These assessments take into account such<br />

aspects as economic conditions, credit risk by customer, credit<br />

history and the collateral received. When evaluating loans for<br />

small amounts of the same nature, these are grouped together<br />

to determine provisions.<br />

Recognition of income and expenditure<br />

Income, costs and expenses are recorded as and when they are<br />

earned or incurred. Interest earned on loan portfolios is<br />

recorded as income when collected. Fluctuation in the market<br />

value of derivatives is included in the income statement for the<br />

period. Insurance premiums are recorded as income when<br />

earned.<br />

43<br />

Consolidation<br />

The consolidated financial statements include the accounts of<br />

Mercantil and its more than 50% owned subsidiaries and other<br />

institutions in which Mercantil has a controlling interest. Its<br />

main subsidiaries are:<br />

• Mercantil, C.A. Banco Universal, universal bank in Venezuela<br />

and its overseas agencies.<br />

• Mercantil Commercebank, N.A., bank in the United States<br />

of America and its subsidiaries Mercantil Commercebank<br />

Investment Services, Inc. and Mercantil Commercebank<br />

Trust Company, N.A.<br />

• Mercantil Bank (Schweiz) AG in Switzerland and its<br />

subsidiary Mercantil Bank and Trust Limited (Cayman) in the<br />

Cayman Islands.<br />

• Mercantil Seguros, C.A., insurance company in Venezuela<br />

• Mercantil Bank Curaçao, N.V., in Curaçao, and its subsidiary<br />

Mercantil Bank (Panama) S.A. in Panama.<br />

• Mercantil Merinvest, Casa de Bolsa, C.A., a securities<br />

brokerage company in Venezuela, Mercantil Servicios de<br />

Inversión, C.A. and Mercantil Sociedad Administradora de<br />

Entidades de Inversión Colectiva, C.A.<br />

Inflation Adjustment<br />

According to SNV standards, Mercantil’s financial<br />

statements, as of December 31, 1999 must be presented in<br />

historic figures. Since then, Mercantil has ceased to adjust<br />

for inflation in its primary financial statements. As a result,<br />

fixed assets, among others, are shown at their inflationadjusted<br />

value up to December 31, 1999. The market value<br />

determined by independent assessments is higher than the<br />

cost adjusted for inflation indicated above. New additions<br />

are being recorded at their acquisition value.<br />

Accounting differences between SNV standards applicable<br />

in Venezuela and US GAAP<br />

The main accounting differences for the reconciliation of items<br />

under SNV standards and US GAAP are:<br />

• Deferred IncomeTax: US GAAP allows deferred tax to be<br />

recognized for the total amount of loan portfolio loss<br />

allowances, while SNV standards only allow recognition of<br />

allowances for loans classified as high risk and unrecoverable.<br />

• Provision for assets received in lieu of payment: The SNV<br />

standards stipulate a 100% allowance for real property<br />

received in lieu of payment after one year from the date of<br />

incorporation; under US GAAP no amortization deadlines are<br />

established.<br />

• Calculation of loan loss and other provisions.


Francisco FERNÁNDEZ RODRÍGUEZ<br />

Playa El Palmar, 1956<br />

Oil on canvas adhered to cardboard<br />

45.5 x 60.8 cm<br />

San Fernando de Apure, 1897 - Caracas, 1990<br />

In 1911 attended the Academy of Fine Arts to study painting and drawing. Traveled to Barcelona, Spain<br />

in 1915 and then to Paris. Returned to Venezuela in 1924 where he developed his pictorial techniques and<br />

became a renowned follower of the tradition of the Fine Arts Circle, known as the “School of Caracas”.


Business Management Report<br />

Commercial and Personal Banking<br />

Deposits<br />

Year <strong>2010</strong><br />

Individuals 69%<br />

Companies 31%<br />

Commercial and Personal Banking<br />

Loans<br />

Year <strong>2010</strong><br />

Individuals 36%<br />

Companies 64%<br />

Commercial and Personal Banking<br />

Through Commercial and Personal Banking,<br />

in <strong>2010</strong> Mercantil continued with its effort to design and implement new products and<br />

services to meet the financial needs of its clients, both in the Venezuelan market with<br />

Mercantil, C.A. Banco Universal, and in the international market, highlighting the presence of<br />

Mercantil Commercebank in the United States where both international and local clients are<br />

served, particularly in South Florida.<br />

At the close of <strong>2010</strong>, Commercial and Personal Banking accounted for 78% of Mercantil<br />

Servicios Financieros' total deposits which amounted Bs 48,931 million (US$ 11,408 million).<br />

In the United States, deposits underwent sustained growth, reaching US$ 4,292 million<br />

(Bs 18,409 million) at the close of <strong>2010</strong> and accounted for 91% of Mercantil Commercebank’s<br />

total deposits. In Venezuela growth was 29%, or Bs 30,522 million (US$ 7,116 million).<br />

At the end of <strong>2010</strong>, the loan portfolio of Commercial and Personal Banking at Mercantil<br />

Servicios Financieros was Bs 31,973 million (US$ 7,454 million), which represents 72% of the<br />

total, with 35% growth of the loan portfolio in Venezuela. The loan portfolio of Commercial<br />

and Personal Banking in the United States accounts for 51% of Mercantil Commercebank’s<br />

total loans.<br />

Mercantil Servicios Financieros, through Personal Banking, reached Bs 33,839 million<br />

(US$ 7,889 million) in total deposits at the close of <strong>2010</strong>, with 52% growth. Personal Banking<br />

loans totaled Bs 11,486 million (US$ 2,678 million), 43% growth compared to 2009.<br />

In Venezuela this growth in Personal Banking can mainly be attributed to two initiatives: a new<br />

24-month financing program is aimed at attending to the needs of our clients, and particularly<br />

of the medical sector, for working capital, and greater incentives to use the Credit Card<br />

product and its parallel lines through different promotions.<br />

During <strong>2010</strong> Personal Banking in Venezuela continued with its object to include the unbanked<br />

sector of the population through the Majorities segment, extending its Mercantil Aliado<br />

network to a total of 46 correspondent trading desks and 94 trading points offering a variety<br />

of services. The trading desks also offer specialized products such as the Tarjeta Efectivo cash<br />

card, Credisan Mercantil and Microcredits for entrepreneurs, thereby consolidating its<br />

relationship with the communities.<br />

Mercantil Servicios Financieros<br />

45


Personal Banking<br />

Deposits<br />

Year <strong>2010</strong><br />

Mercantil Banco Universal 59%<br />

Mercantil Commercebank 41%<br />

Personal Banking<br />

Loans<br />

Year <strong>2010</strong><br />

Mercantil Banco Universal 90%<br />

Mercantil Commercebank 10%<br />

In the United States, Personal Banking launched a new and simplified suite of deposit<br />

products in <strong>2010</strong>, downsizing the offering from 21 products to 11. In addition price adjustments<br />

were made to be more competitive for the local market.<br />

There was a 58% increase in new accounts opened, largely due to the implementation of an<br />

integrated strategy to attract international clients.<br />

During <strong>2010</strong> Commercial and Personal Banking continued with the strategy aimed at learning<br />

more about the demographic and individual characteristics of its clients in the United States<br />

in each community where Mercantil Commercebank, N.A. is present. For example, it<br />

conducted a customer satisfaction survey which enhanced interaction between the Company<br />

and its clients and provided useful information for adapting sales and service strategies to<br />

meet their needs.<br />

For the benefit of its international clients, Mercantil Commercebank, N.A. is constantly<br />

innovating its electronic banking services, making online transactions faster, easier and more<br />

secure, especially in the case of I-Wires and digital accounts, with 96% and 65% of clients<br />

migrated respectively.<br />

In <strong>2010</strong>, Mercantil in Venezuela continued with its process to incorporate chip technology<br />

into its debit and credit cards and received the corresponding certification from Visa and<br />

MasterCard. It also adapted this technology to the point-of-sale and ATM networks and in<br />

June was the first bank in Venezuela to adapt its ATM network 100% to this new technology.<br />

Its use enables us to offer advanced security benefits to our clients when carrying out<br />

transactions.<br />

The consolidated deposits of the Commercial Banking segment totaled Bs 15,092 million<br />

(US$ 3,519 million) at the close of <strong>2010</strong>, of which 71% were deposits in Venezuela. This<br />

segment’s deposits increased considerably, in particular funds from the United States,<br />

especially international clients and clients captured in Venezuela through Mercantil, C.A.<br />

Banco Universal, 21% and 36% respectively.<br />

This growth of international deposits in the United States was the result of clients captured<br />

through various strategies, thereby covering their needs for loan placement, cash flow<br />

management and electronic banking services. Internet access to documentation for opening<br />

accounts, electronic transfers and other services are examples of the services provided.<br />

Commercial Banking’s loan portfolio grew 50% in <strong>2010</strong>, reaching Bs 20,487 million (US$ 4,776<br />

million), driven by 32% growth in Venezuela, largely due to the launch of a working capital<br />

program under competitive conditions, in the second half of the year, that highlighted the<br />

presence and leadership of the segment in trade, manufacturing, services and other areas, as<br />

well as strengthening the contribution of Commercial Banking towards managed portfolio<br />

compliance.<br />

Annual Report <strong>2010</strong><br />

46


Commercial Banking<br />

Deposits<br />

Year <strong>2010</strong><br />

Mercantil Banco Universal 71%<br />

Mercantil Commercebank 29%<br />

For this segment, loan portfolio quality in the United States remained a priority during <strong>2010</strong>,<br />

and new credit parameters, among other measures, were set which improved portfolio quality,<br />

particularly in the case of new loan approvals during the year.<br />

In <strong>2010</strong> the Real Estate segment in the United States remained focuses on the balance and<br />

improvement in quality of its loan portfolio. The segment also made every effort to ensure the<br />

timely supervision of risks and loans in order to identify factors liable to affect the Bank’s<br />

bottom line. This commercial real estate portfolio management allows us to offer a faster<br />

response to our clients’ needs while limiting the exposure to risk. The strategy initiated in<br />

2007 to reduce the concentration of these loans continued, reaching levels below 19% at the<br />

close of <strong>2010</strong>.<br />

Commercial Banking in the United States joined a loan syndication program in which it<br />

participated selectively through rated credit facilities, lending to well-established industries<br />

with good credit ratings. Risk diversification and potential exposure to losses are taken into<br />

account before participating in these programs.<br />

During <strong>2010</strong>, more than 11,000 Commercial Banking clients in Venezuela used the Pronto<br />

Crédito Empresarial product, thereby meeting their short and long-term financing needs and<br />

making cash surpluses profitable, as well as obtaining financing for specific purchases through<br />

corporate credit card approvals.<br />

Through Commercial Banking, Mercantil continued to support efforts by Venezuelan<br />

companies to strengthen their competitiveness by maintaining the agreement with<br />

Conindustria (the Venezuelan Confederation of Industries) through the approval in <strong>2010</strong> of<br />

a Bs 1 million program covering between 100 and 120 additional companies during the period<br />

<strong>2010</strong>-2013. This program, in force since 2003, has managed to foster the participation of 278<br />

companies up to <strong>2010</strong> with a contribution in excess of Bs 1 million.<br />

Commercial Banking<br />

Loans<br />

Year <strong>2010</strong><br />

Mercantil Banco Universal 64%<br />

Mercantil Commercebank 36%<br />

Mercantil Servicios Financieros<br />

47


Global Corporate and Investment<br />

Banking / Loan Portfolio<br />

Year <strong>2010</strong><br />

Corporate / Oil and Gas 60%<br />

Financial Institutions 40%<br />

Global Corporate and Investment Banking<br />

During <strong>2010</strong> Global Corporate and Investment Banking focused its strategy on the continuous<br />

improvement of quality of service for its clients around the world through the Corporate, Oil and<br />

Gas, and Financial Institutions segments at Mercantil Banco, Mercantil Commercebank and<br />

Mercantil’s other units.<br />

To maximize the organizational changes made, these have been complemented with actions<br />

aimed at improving client management, account plans and performance management,<br />

standardized everywhere.<br />

Both in Venezuela and the United States and in the different countries where Mercantil operates,<br />

Global Corporate and Investment Banking’s investments totaled Bs 11,815 million (US$ 2,747<br />

million). In terms of total deposits, Corporate and Investment Banking culminated the year with<br />

a total of Bs 11,630 million (US$ 2,704 million).<br />

At the close of <strong>2010</strong>, Global Corporate and Investment Banking’s maintained commercial<br />

relations with more than 1,129 economic groups at Mercantil Banco Universal and over 462<br />

economic groups in the United States and Latin America served by Mercantil<br />

Commercebank, N.A.<br />

In <strong>2010</strong> the implementation of the segmented value proposal aimed at Corporate and Investment<br />

Banking’s clients continued its course, with product areas being strengthened to cover emerging<br />

needs through the Corporate Products, Corporate Finance and Capital Market units.<br />

Global Corporate and Investment Banking /<br />

Deposits (including investments sold under<br />

repurchased agreement)<br />

Year <strong>2010</strong><br />

Annual Report <strong>2010</strong><br />

48<br />

Corporate / Oil and Gas 88%<br />

Financial Institutions 7%<br />

Public Sector 5%


Corporate Banking<br />

During <strong>2010</strong>, the total deposits of Mercantil’s corporate clients in the different parts of the world<br />

where Corporate and Investment Banking provide their services, grew 19% to Bs 9,316 million at<br />

year end, of which 94% corresponds to Venezuelan Corporate Banking<br />

This enabled Venezuela’s Corporate Banking business to grow 16%, consistent with the high rate<br />

of growth of the market’s liquidity and a rational remuneration policy for those deposits.<br />

Corporate and Investment Banking’s loan portfolio in <strong>2010</strong> increased 66% (exchange rate impact)<br />

compared to 2009, closing the year at Bs 5,810 million (US$ 1,351 million). This growth was in<br />

keeping with the risk policies established by institution, given the existing market conditions,<br />

especially in the United States and Latin America at the end of <strong>2010</strong>.<br />

Oil and Gas<br />

This segment’s activity was affected by the contraction of the oil GDP in Venezuela and falling<br />

oil prices. The oil sector’s loan portfolio totaled Bs 1,295 million (US$ 301 million) at the close of<br />

<strong>2010</strong>, which reflects 16% year-on-year growth.<br />

The sector’s deposits in Mercantil amounted to Bs 989 million (US$ 230 million), which represents<br />

a 45% reduction in US$ compared with the previous year.<br />

Financial Institutions and Institutional Relations<br />

Within the global financial environment, the Financial Institutions and International Relations<br />

segment Unit handled relations with correspondents in keeping with the risk parameters of<br />

Mercantil Servicios Financieros. In Venezuela the Unit maintained better volumes of assets and<br />

liabilities of Bs 131 million and Bs 702 million respectively, emphasizing cross-selling of products<br />

and services to insurance companies, banks and diplomatic organizations.<br />

Activity in the Latin American region focused on strategically increasing our level of investment,<br />

always in line with the risk perception of these markets. This effort led to the closure of US$ 1,066<br />

million in loans, which represents 14% growth compared to 2009 while also maintaining<br />

impeccable loan portfolio ratios.<br />

Management was able to maintain important credit facilities in the case of Mercantil Services<br />

Financieros’ legal vehicles around the world, enabling it to continue to fully meet all its clients’<br />

requirements with respect to foreign trade operations.<br />

The International Relations Unit also held seminars and conference for Mercantil’s customers<br />

and officers to help pinpoint opportunities and threats for their business and activities.<br />

Public Sector<br />

The Public Sector Unit focused its efforts during <strong>2010</strong> on optimizing the public sector’s client<br />

portfolio. This led to a reorganization that amounted to the optimization of relations with the<br />

client portfolio already traditionally handled by this segment.<br />

During <strong>2010</strong> emphasis was placed on automating the processes of State companies and<br />

Mercantil Servicios Financieros<br />

49


institutions which resulted in a preference for electronic channels which benefited the parties by<br />

reducing the operating risks associated with the volumes handled and substantially lowering the<br />

transaction costs associated with these clients, all of which increased profitability per client.<br />

At the close of <strong>2010</strong>, Mercantil Banco Universal’s Public Sector Deposits amounted to Bs 555<br />

million, of which 1.4 % were accounted for by the institution’s total deposits and a 1.0% market<br />

share by government deposits in the Venezuelan financial system.<br />

With that level of penetration, Mercantil Banco Universal now serves more than 93 public<br />

administration and state institutions with a wide range of products, such as payroll services and<br />

payments to suppliers, domestic tax collection, investment trust funds, management and<br />

employee benefit trust funds.<br />

Corporate Finance and Capital Market<br />

Through the Mercantil Merinvest subsidiary, Mercantil’s Corporate Finance and Capital Market<br />

sector remained active in the area of fixed-income investments in the primary market where<br />

volumes were lower during <strong>2010</strong>.<br />

Mercantil Servicios Financieros continued to receive support for the restructuring of its issues of<br />

short and long-term fixed income securities. The Institution’s requirements for financial advice,<br />

particularly management of the Share Repurchase Program were also met.<br />

Corporate Products<br />

The Corporate Products Unit continues to focus its efforts on providing a more efficient<br />

service, bring down costs and reduce operating risks, permanently striving to deliver a<br />

personalized service that sets us apart from the competition.<br />

The Deposit Products Unit continued with its efforts to implement the strategy designed to<br />

encourage customers to use electronic channels. A campaign was carried out in conjunction<br />

with Corporate Customer Service Unit and the business segments to automate clients’<br />

transactions by introducing products offered by Mercantil’s Business Online Banking<br />

platform, achieving its goal 100%. The HR strategy decided on in 2009 was also executed.<br />

Annual Report <strong>2010</strong><br />

50


This made the team more consolidated, made the provision of the service more efficient and<br />

increased the profitability of business relationships. The Deposit Products Unit continued<br />

with its strategy to cross-sell products and services in the portfolios, introducing 809 new<br />

products and managing to increase the rate of cross-selling to 2.85 deposit products per client.<br />

During <strong>2010</strong>, Mercantil continued to be a benchmark institution for Venezuelan private<br />

banking in terms of foreign trade. Once again through the Foreign Exchange Commission,<br />

Cadivi, was ranked as the country’s top foreign exchange operator: at the close of November,<br />

according to the latest figures available, the Bank’s participation was 19%, with three<br />

percentage points of advantage over our closest competitor.<br />

The Corporate Products Unit maintained the strategy defined by the Institution regarding<br />

its participation in events and sponsorship of companies in the segment, providing support<br />

in essential areas to strengthen Corporate Social Responsibility. The Ideas Competition was<br />

held again in <strong>2010</strong>, emphasizing Mercantil’s commitment to the country’s entrepreneurial<br />

culture and the Unit coordinated its organization and development and Mercantil’s<br />

involvement in Innovex, Capital en Tecnología.<br />

Mercantil Servicios Financieros<br />

51


Private Banking and Wealth Management<br />

Private Banking and Wealth Management focused its efforts on innovation in <strong>2010</strong> in order to<br />

increase the quality of service for customers and facilitate their access to Wealth Management<br />

products characterized by value differentiation to meet the demands of a changing environment.<br />

This work centered on seeking comfortable options for our customers, incorporating access to<br />

more Mercantil electronic channels with high levels of security and reliability. The year was also<br />

characterized by the smooth flow of electronic communication with clients, which simplified<br />

process and service times.<br />

Private Banking and Wealth Management is made up of the Private Banking segments and the<br />

Trust Fund, Mutual Funds and Brokerage businesses in Venezuela, the USA and Switzerland and<br />

offers clients a broad spectrum of options to satisfy their financial needs<br />

In Venezuela, the Securities Market underwent a major transformation from the legal point of<br />

view in <strong>2010</strong>. Against this new scenario the Mercantil Securities Account (Cuenta de Valores<br />

Mercantil) was created as the gateway to public debt securities through Mercantil, C.A., Banco<br />

Universal, which has enabled clients to participate in the primary and secondary market and to<br />

carry out operations through the new transaction systems with securities in foreign currency<br />

established by the Venezuelan Central Bank (SITME and SICOTME). The Mercantil Securities<br />

Account offers clients the peace of mind that goes with operating strictly according to<br />

Venezuelan regulations, backed by a sound technological platform, keeping in contact with clients<br />

through communicational and operational channels such as the network of offices, and telephone<br />

and online banking.<br />

One of the main developments during <strong>2010</strong> was the consolidation of the Custody Management<br />

service offered to clients who hold securities in Mercantil.<br />

Through the new services offered to clients, Mercantil has again consolidated its position as a<br />

leader in the Venezuelan market, generating value for its clients through products and services<br />

adapted to the new and changing needs of the environment.<br />

Brokerage and Advisory services in the United States are offered through Mercantil<br />

Commercebank Investment Services, Inc. (MCIS), a subsidiary of Mercantil Commercebank, N.A.<br />

MCIS clients can buy, sell securities and investment products in multiple markets and currencies<br />

and keep them in custody.<br />

During <strong>2010</strong>, MCIS increase the total assets of private, personal and commercial banking clients<br />

by 30%. From the business point of view, MCIS attained its income-from-services goal. One of the<br />

achievements during the period was the launch and migration of clients to automatically<br />

rebalanced advised portfolios.<br />

Annual Report <strong>2010</strong><br />

52


In Venezuela, Mercantil Servicios de Inversión offers a managed portfolio service that underwent<br />

20.8% year-on-year growth in <strong>2010</strong>.<br />

The mutual fund Portafolio de Inversión Renta Fija Fondo Mutual, managed by Mercantil<br />

Sociedad Administradora de Entidades de Inversión Colectiva, maintains its position as the<br />

mutual fund leader in Venezuela. At the close of <strong>2010</strong> it had Bs 515.96 million in assets and a<br />

customer base of 150,576, reflecting 36.4% and 9.3% growth respectively. Plan Crecer<br />

Mercantil’s assets, which is based on the programmed acquisition of investment units, grew<br />

46.7% and its customer base 13.7%.<br />

Trust services are available to clients in Venezuela through Mercantil Banco Universal, and in the<br />

United States through Mercantil Commercebank Trust Company, N.A., (MCTC), a fiduciary bank<br />

that is regulated and supervised by the Office of the Comptroller of the Currency (OCC).<br />

In <strong>2010</strong> Fideicomiso de Mercantil Banco Universal incorporated all the employee benefit clients<br />

under the self-management system, which facilitates the trust fund application process for users<br />

and reduces response time.<br />

At the close of <strong>2010</strong>, Fideicomiso de Mercantil Banco Universal managed Bs 8,421 million in<br />

assets, which represented a year-on-year reduction of 3.65%, while remaining Venezuela’s leading<br />

private fiduciary trust. Achievements in <strong>2010</strong> include renewal of the ISO 9001 certification,<br />

standardization of processes and the simplification of the technological platforms, which means<br />

a better quality of service and faster response times. The importance of maintaining a healthy<br />

portfolio was emphasized and stable behavior was achieved during the year.<br />

In the United States, MCTC provides financial management services to safeguard and develop its<br />

clients’ equity through fiduciary products and tailor-made investment strategies. It has a range<br />

of possible solutions in many countries and a multilingual staff.<br />

In <strong>2010</strong> MCTC continued its growth in terms of assets and volume of clients. At the end of the<br />

year it reported 39% managed asset growth compared with December 2009 and increased its<br />

customer base by 18%.<br />

Mercantil Servicios Financieros<br />

53


Finance<br />

During <strong>2010</strong> Mercantil’s Treasury focused mainly on managing the risk factors in the market,<br />

especially interest and liquidity risk, taking into account market conditions and the<br />

vulnerability of global banking. The economic and financial environment showed signs of<br />

improving, through the different programs implemented by the central banks, increasing<br />

investors confidence levels.<br />

As of the third quarter, liquidity surpluses in Venezuela’s financial system grew, basically due<br />

to the faster rate of public spending and the Central Bank’s monetary policies. Lending and<br />

deposit rates remained stable during the year, without any significant changes being<br />

introduced by the Regulator. In the Venezuelan money market, the Mercantil Banco Universal<br />

subsidiary maintained its active participation through interbank operations and absorption<br />

instruments offered by the Central Bank of Venezuela.<br />

During the second half of the year, the Ministry of Economics and Finance resumed public<br />

auctions of 91-day Treasury Bills. The National Office of Public Credit announced the Treasury<br />

National Public Debt Program through auctions that included Variable and Fixed Rate Bonds<br />

(Vebonos and TIFs). Mercantil Banco Universal played an active part in the weekly auctions<br />

held and as a market maker in the secondary market for debt securities. By year end, these<br />

securities were yielding slightly higher returns, in line with the market trend.<br />

Fixed Interest Rate Securities maturing at 1 year, with an initial annual yield of 12.36%, reached<br />

12.56% at year end, and TIFs maturing at 3-years, yielded 13.75%, reaching 15.80% per annum<br />

in December <strong>2010</strong>. It also actively participated in the emerging markets’ international<br />

securities market, mainly in Venezuelan government bonds, through its Mercantil Bank<br />

(Panama) subsidiary. During the year the Ministry held one auction of bolivar-denominated<br />

bonds. Mercantil participated in these processes mainly as an intermediary for its clients<br />

through the Venezuelan subsidiaries mentioned. During <strong>2010</strong> several issues of bolivardenominated<br />

securities were launched, amounting to US$ 6 billion. In August Sovereign Bonds<br />

(maturing in 2022) were issued for US$ 3 billion and another US$ 3 billion in October<br />

corresponding to PDVSA bonds (maturing in 2017). Mercantil participated actively in these<br />

processes as an intermediary for its clients.<br />

During <strong>2010</strong> governments and central banks around the world undertook to offer incentives<br />

to speed up the financial markets’ recovery processes. In the USA particularly, interest rates<br />

continued their downward trend, which created a very favorable environment for refinancing.<br />

Annual Report <strong>2010</strong><br />

54


Excess Liquidity and Interbank Market<br />

39,000<br />

36,000<br />

33,000<br />

30,000<br />

27,000<br />

24,000<br />

21,000<br />

18,000<br />

15,000<br />

Jan-10<br />

Feb-10<br />

Mar-10<br />

Apr-10<br />

May-10<br />

Jun-10<br />

Excess on Reserve Requirements<br />

Interbank rate<br />

Jul-10<br />

Aug-10<br />

Sep-10<br />

Oct-10<br />

Nov-10<br />

Mercantil Servicios Financieros<br />

55<br />

Dec-10<br />

18%<br />

16%<br />

14%<br />

12%<br />

10%<br />

8%<br />

6%<br />

4%<br />

2%<br />

0%<br />

The Federal Reserve Bank (FRB) maintained its interest rate unchanged at 0.25% and<br />

announced new plans to buy U.S. securities in order to contain possible increases in longterm<br />

interest rates. The credit risk perception continues to improve during <strong>2010</strong>. The five-year<br />

swap spread (the indicator used to measure credit conditions in general) fell 16 basis points<br />

at year end, which was considerably lower than the 120 basis points maximum in September<br />

2008. The activity related to corporate debt issues increased during <strong>2010</strong>, new investment<br />

grade and high-yield bonds totaled US$ 962 and US$ 352 billion respectively. This figure<br />

reflects the reactivation of the debt market, particularly in high-yielding bonds. Mergers and<br />

acquisitions were also reactivated in <strong>2010</strong> and exceeded the value of transactions in 2009 by<br />

almost one trillion dollars.<br />

In the real estate market, house prices tended to stabilize in the first half of <strong>2010</strong>, when the<br />

government offered fiscal credits to home buyers. The average rate on 30-year fixed-rate<br />

mortgages reached its minimum level in <strong>2010</strong>, almost 4%. The process can be explained by<br />

foreclosures by the Federal Reserve. The mortgage foreclosure process was one of the more<br />

significant topics in <strong>2010</strong>. Most of the largest banks halted their mortgage foreclosures due<br />

to the failure of the approval process.


Federal Reserve Interest Rates and US Treasury Bonds<br />

4. 5%<br />

4. 0%<br />

3. 5%<br />

3. 0%<br />

2. 5%<br />

2. 0%<br />

1. 5%<br />

1. 0%<br />

0. 5%<br />

0. 0%<br />

Jan-09<br />

Feb-09<br />

Mar-09<br />

Apr-09<br />

May-09<br />

Treasury 2 years*<br />

Treasury 10 years*<br />

Fed Funds**<br />

Jun-09<br />

Jul-09<br />

Aug-09<br />

Sep-09<br />

Oct-09<br />

Nov-09<br />

Private and institutional investors were attracted to the countries with the most favorable<br />

interest rate expectations. According to the International Monetary Fund (IMF), between the<br />

height of the financial crisis of 2009 and the third quarter of <strong>2010</strong>, the emerging economies<br />

have accumulated almost US$ 1.2 trillion in currency reserves.<br />

In the case of Europe, the assets issued by Portugal, Italy, Ireland, Greece and Spain (PIIGS)<br />

were subject to price volatility owing to fiscal difficulties and the challenges those countries<br />

face on their road to recovery. In the case of raw materials, price levels rose during <strong>2010</strong>,<br />

driven especially by demand from China and other growing economies.<br />

Dec-09<br />

Jan-10<br />

Feb-10<br />

Mar-10<br />

Apr-10<br />

May-10<br />

Jun-10<br />

Jul-10<br />

Annual Report <strong>2010</strong><br />

56<br />

Aug-10<br />

Sep-10<br />

Oct-10<br />

Nov-10<br />

Dec-10<br />

*Treasury 2 years and 10 years: US Treasury bonds, 2 and 10 years maturity<br />

**Fed Funds: Federal Reserve interest rates


Available for Sale and Held to maturity Investments<br />

Commercebank, NA<br />

Thousand of US$<br />

December 2009<br />

December <strong>2010</strong><br />

Average <strong>2010</strong><br />

1,400,000<br />

1,200,000<br />

1,000,000<br />

800,000<br />

600,000<br />

400,000<br />

200,000<br />

0<br />

US Agencies<br />

Guaranteed<br />

Government<br />

Sponsored<br />

Enterprises<br />

It was in such an environment that Mercantil Commercebank had to handle the interest rate<br />

risk and the liquidity risk for the balance sheet. During <strong>2010</strong>, the Treasury had its own strategy<br />

for diversifying the investment portfolio, increasing its positions with different Corporate<br />

Bond issuers. This process has been undertaken through specific credit facilities and<br />

investment programs.<br />

The investment portfolio has been managed with low levels of credit risk. The securities issued<br />

or guaranteed by the U.S. government constitute most of the portfolio, establishing strategies<br />

to optimize portfolio yield in line with the limits set by the Asset and Liability Management<br />

Committee (ALCO).<br />

Short Term<br />

Investments<br />

Other<br />

Investments<br />

Mercantil Servicios Financieros<br />

57<br />

Private<br />

Mortgages


Luis Alfredo LÓPEZ MÉNDEZ<br />

Carretera vieja La Guaira-Caracas, 1943<br />

Oil on canvas<br />

52.7 x 60.2 cm<br />

Caracas, 1901-1996<br />

Studied at the Caracas Academy of Fine Arts. From a very early age took part in the activities of the Fine<br />

Arts Circle. In 1936, after a long absence, returned to Venezuela. From then on was immersed in the<br />

country’s cultural activities, involved in teaching, administrative work and policy making at institutions<br />

such as the School of Plastic and Applied Arts, the Museum of Fine Arts and the Venezuelan Congress.<br />

Awarded the National Prize for Painting in 1943.


Quality of Service and<br />

Operating Efficiency<br />

The distribution channels of Mercantil<br />

Servicios Financieros through Mercantil Banco and Mercantil Commercebank as the financial<br />

vehicles, at the close of <strong>2010</strong> are made up of 293 Banking Centers, 1,344 ATMs, 230 Call Center<br />

Operators, 473 IVR ports and Personal and Business Online Banking’s services.<br />

Major Projects in the field of operational efficiency and<br />

enhanced quality at Mercantil Servicios Financieros<br />

In <strong>2010</strong>, Mercantil Banco Universal continued with the process to adapt debit and credit cards,<br />

ATMs and points of sale to chip technology which offers advanced security benefits for<br />

customers, protecting them from fraud when carrying out transactions using devices that have<br />

been adapted to the new chip technology.<br />

At year end, 1.3 million customers had updated their debit cards which means that more than<br />

82% of the transactions incorporate chip technology and over 61% of them are carried out using<br />

plastic and devices adapted to this technology.<br />

New online banking functionalities were developed during <strong>2010</strong> to facilitate interaction by<br />

customers with the Foreign Exchange Commission, Cadivi. Customers can now book an<br />

appointment to hand in applications for travel currency at a branch of the bank.<br />

There is also an option to place orders to trade securities bought at auction, to speed up the<br />

process. Online Business Banking also includes a new option for submitting invoices and<br />

collecting payments which shortens invoicing cycles for clients.<br />

Mercantil Online Personal Banking also incorporates a module for configuring the desired<br />

method for sending communications to clients interested in hearing about the Bank’s new<br />

promotions and offers.<br />

To support the customer relationship management (CRM) functionalities, Mercantil Banco<br />

Universal is expanding the channels for accessing the “My Messages” section, giving clients<br />

access to personalized communications through Mercantil Call Center’s IVR system and via<br />

Mercantil Mobile Internet.<br />

Mercantil Servicios Financieros<br />

59


Another option was included in Mercantil Call Center’s IVR system to enable clients to transfer<br />

funds from their accounts at Mercantil to their Cash Cards and Mercantil Mobile Payment<br />

(Mercantil Móvil Pago), facilitating the use of these instruments. The product and services<br />

section was also updated to encourage clients to obtain information on these on line.<br />

To offer a better service to travel agencies, at the end of <strong>2010</strong> a new option was added to the<br />

Mercantil Call Center system for requesting fast and secure credit card authorizations for a<br />

particular airline.<br />

In reference to the Mercantil Commercebank subsidiary, one of the major projects introduced<br />

in <strong>2010</strong> was the implementation of CD notifications via personal online banking. Through this<br />

service our clients will receive secure electronic notifications of CDs.<br />

The third phase of the “Global Account Opening” process was launched for international clients<br />

and incorporates an option to register for online personal banking, electronic statements and<br />

telephone banking during the account opening.<br />

A number of e-business solutions were implemented in <strong>2010</strong>, including a self-management<br />

functionality to enable clients to trade their bonds on the capital market. An additional<br />

functionality was expected to be rolled out during the first quarter of 2011 to allow customers<br />

to open a second account and update information via personal online banking.<br />

Personal and Business Online Banking implemented an option for companies and individuals to<br />

receive payments for pre-registered invoices. The strategy promotes the widespread use of this<br />

high value financial collection service by tax withholding agents, simplifying the collection<br />

process and giving them faster access to their funds.<br />

Annual Report <strong>2010</strong><br />

60


Manuel CABRÉ<br />

Ávila desde San Bernardino, around 1940<br />

Oil on canvas<br />

49.4 x 78.4 cm


Manuel CABRÉ<br />

Caneyes y Valle de San Cristóbal, 1942<br />

Oil on canvas<br />

65 x 108 cm


Human Resources<br />

Many of the activities in <strong>2010</strong> were aimed at<br />

improving productivity and making the labor expenses process more efficient; maintaining<br />

and strengthening the working environment, the quality of life of our associates and<br />

compliance with labor standards. Use of the new administrative platforms and the self-service<br />

model was consolidated in Venezuela during the year.<br />

At December 31, <strong>2010</strong>, Mercantil Servicios Financieros has 9,034 employees (9,833 at the close<br />

of 2009), 91% of whom work for Mercantil’s companies in Venezuela and 9% abroad (most of<br />

them for Mercantil Commercebank in the United States).<br />

During the year Mercantil Banco Universal and Mercantil Seguros implemented the Collective<br />

Bargaining Agreements signed in 2009. To strengthen the quality of life of our associates,<br />

various institutional seminars, health seminars, school fairs, and recreational and sports<br />

activities for workers and their families were organized Also within the framework of the<br />

Institution’s 85th anniversary, a walk was organized in Caracas in which more than 2000<br />

workers and their relatives participated. Lapel pins were awarded for years of service to more<br />

than 400 workers with 35, 30, 25 and 20 years of service with the Company. In response to the<br />

climate problems towards the end of <strong>2010</strong>, a Special Aid Plan was developed for workers<br />

affected by the prolonged and heavy rainfall.<br />

Mercantil’s training programs reached a consolidated level of 34,000 workers in their<br />

different categories, with emphasis on compliance, technologies and technical training. More<br />

than 9000 workers took part in different training events organized during the year.<br />

A new edition of the Organizational Climate survey was conducted with the support of the<br />

prestigious Great Place to Work Institute, improving the historic level of participation. In<br />

<strong>2010</strong> more than 85% of the employees of Mercantil Servicios Financieros and its subsidiaries<br />

consider that Mercantil is a great place to work. This year’s results enabled Mercantil Banco<br />

and Mercantil Seguros to be ranked for the sixth and fifth year running respectively among<br />

the best companies to work for in Venezuela.<br />

Mercantil Servicios Financieros<br />

63


Bernardo MONSANTO<br />

Paisaje, 1961<br />

Oil on masonite<br />

33 x 86 cm<br />

Caracas, 1896-1968<br />

He began his art studies with his brother Antonio Edmundo Monsanto and with members of the Fine Arts<br />

Society. He was a professor and director at the Academy of Fine and Applied Arts of Caracas, as well as<br />

professor of Architectural History at the University of Central Venezuela. In 1945, he received the Second<br />

Award in Painting at the IV Annual Exhibition of Venezuelan Art and subsequently received the Federico<br />

Brandt Award at the same event the following year.


Risk Management<br />

Good risk management is key to Mercantil’s<br />

competitive strategy and its ability to generate value. In <strong>2010</strong>, anticipating the impact of the<br />

crisis in global markets, Mercantil’s Risk Management Unit took various steps to mitigate its<br />

effect on its subsidiaries different portfolios.<br />

During <strong>2010</strong>, Mercantil intensified its effort to strengthen the group’s risk culture throughout<br />

the organization, aligning its action and behavior to the strategic objectives set by<br />

consolidating their corporate values, clearly understanding risk, training staff, developing<br />

advanced internal models and tools, process automation and IT implementation.<br />

Mercantil Servicios Financieros<br />

65


Credit Risk<br />

Breakdown of Credit Risk by Country and Type of Customer<br />

25%<br />

20%<br />

15%<br />

10%<br />

5%<br />

0%<br />

Other<br />

Companies<br />

Venezuela<br />

USA<br />

Other Countries<br />

Governments<br />

Individuals<br />

Credit risk management is conceived globally at Mercantil and its function responds to the<br />

common principles and organizational criteria of its different subsidiaries. A series of credit<br />

policies, procedures and management tools is available for developing good global risk<br />

management; these are constantly evolving to guarantee a better and more sophisticated<br />

process.<br />

The progress achieved in credit risk management at Mercantil was instrumental in keeping loan<br />

portfolio growth at an acceptable risk level. The institution’s credit risk exposure during <strong>2010</strong><br />

was Bs 55.4 billion, which is 61.2% more than the Bs 34.4 billion registered at the close of 2009.<br />

The following figure illustrates how total credit risk exposure (including direct, contingent and<br />

issuer risk) is distributed by country and type of client, and shows the breakdown of credit risk<br />

as of December <strong>2010</strong>.<br />

BCV<br />

Large<br />

Corporations<br />

Mercantil Servicios Financieros’ global presence is concentrated in Venezuela with 58.5% of its<br />

credit risk exposure, followed by the USA with 30.4%, and other countries with 11%.<br />

The main variations compared to 2009 are observed in the U.S. risk which grew 52.8%, mainly in<br />

the Government portfolio with 67.5% and Other Companies with 58%, as a result of the effect of<br />

the devaluation of the bolivar, which in turn had the effect of reducing Venezuela’s share of the<br />

risk by 20.9%.<br />

Annual Report <strong>2010</strong><br />

66<br />

Financial<br />

USA Government<br />

Sponsored Agencies<br />

Real Estate<br />

Loans


Distribution of Mercantil's loan portfolio by economic activity<br />

Activity<br />

Electricity, Gas and Water<br />

Mining Explotation<br />

and Hidrocarbons<br />

Transportation, Warehousing<br />

and Telecommunications<br />

Social and Personal<br />

Community Servicies<br />

Non Specified Activities<br />

Manufacturing Industries<br />

Construction<br />

Agriculture, Fishing and Forestry<br />

Financial Institutions and Insurance<br />

Trade, Restaurants and Hotels<br />

0.2%<br />

1.4%<br />

2.2%<br />

The distribution of Mercantil’s loan portfolio by clients’ economic activity is shown below:<br />

4.6%<br />

5.6%<br />

8.0%<br />

9.8%<br />

10.7%<br />

Mercantil Servicios Financieros<br />

67<br />

25.8%<br />

31.8%<br />

0.0% 5.0% 10.0% 15.0% 20.0% 25.0% 30.0% 35.0% 40.0%<br />

An analysis of Mercantil’s loan portfolio by economic activity shows that 78.1% of the loan<br />

portfolio is distributed as follows: Wholesale and retail trade, Restaurants and Hotels, 31.8%;<br />

Financial Establishments, Insurance Companies and Others, 25.8%; Agriculture, Forestry, Fishing<br />

and Hunting, 10.7%, and Construction, 9.8%.<br />

At the close of <strong>2010</strong>, the 20 largest debtors represent 8.3% of total loan portfolio.


Market Risk<br />

An institution is subject to market risk when the market conditions deteriorate and affect the<br />

liquidity and value of the financial instruments in its investment portfolios or contingent<br />

positions, resulting in a loss for that institution. There are two basic types of market risk: price risk<br />

and liquidity risk.<br />

Each market factor and its effect on the organization’s risk profile is measured daily. To accomplish<br />

this, Mercantil has a technological infrastructure and early warning systems. Treasury employs<br />

this technology to monitor and track market risk. It then produces a series of reports for<br />

Treasury’s risk-taking units and the corresponding management levels.<br />

Mercantil’s analyses use different methodologies to measure market risk: Value at Risk (VaR),<br />

Financial Margin Sensitivity due to interest rate changes (Repricing Gap, Risk Gains), Liquidity<br />

Gap and a series of other effective risk management measures and ratios.<br />

To complement the VaR, simulations are run, adding stress situations based on historic extreme<br />

market conditions to estimate Treasury’s potential loss if market conditions deteriorate.<br />

Market Risk in Trading Activities in <strong>2010</strong><br />

Mercantil’s trading activities were carried out in the Venezuelan fixed-income securities market<br />

denominated in bolivars and in fixed-income securities in emerging markets, the latter made up<br />

of Venezuelan government debt securities.<br />

Trading in the bolivar-denominated fixed-income securities market<br />

Fixed income securities became less volatile in <strong>2010</strong> with maintenance of the debt issue program<br />

in national and foreign currency in the primary market, at Bs 40,938 million (Bs 5,150 million in<br />

Treasury Bills, and Bs 35,788 million in government bonds at a fixed or variable coupon rate<br />

depending on Treasury Bill yield). Therefore the risk of those securities measured in terms of<br />

volatility went from an annual average of 3.91% in 2009 to 1.15% at the close of <strong>2010</strong>, with less<br />

activity in the secondary market. The average annual yield of local bonds maturing at 4 years<br />

remained at an annual average of around 15.4% in <strong>2010</strong>, versus 14.0% in 2009.<br />

Global trading activity on the bolivar-denominated fixed-income securities market maintained<br />

an average VaR of Bs 153.8 thousand in <strong>2010</strong> (maximum Bs 263.9 thousand and minimum Bs 51.8<br />

thousand) versus an average VaR of Bs 384.2 thousand in 2009 (maximum Bs 1.62 billion and<br />

minimum Bs 54.0 thousand).<br />

Annual Report <strong>2010</strong><br />

68


Trading in fixed-income securities in emerging markets<br />

As far as the sovereign debt in foreign currency is concerned, Venezuela issued US$ 3 billion in<br />

government bonds maturing in 2022, while PDVSA issued US$ 3 billion in amortizable bonds<br />

maturing in 2017. During <strong>2010</strong> the price of Venezuelan crude was less volatile than in 2009 (3.42%<br />

versus 5.52% in 2009), with an average price of US$ 71.63/bbl and a historic maximum of<br />

US$ 84.83/bbl in December. The greatest oil price stability translated into less volatility for bond<br />

yields in Venezuela, with an average bond yield of 13.74% in <strong>2010</strong> versus 14.40% in 2009. The<br />

country risk rating remains Stable according to rating agencies Moody’s, Standard & Poor’s and<br />

Fitch, which helped to push prices up.<br />

Average VaR for this activity was US$ 1.04 billion in <strong>2010</strong> (maximum US$ 9,077.8 thousand,<br />

minimum US$ 2.5 thousand), versus US$ 120.0 thousand in 2009, with a maximum of US$ 2,111.1<br />

thousand and a minimum of US$ 0.6 thousand. This significant increase can largely be explained<br />

by the auctions of US$ 6 billion worth of bonds as mentioned above.<br />

Market Risk in Positioning Activities in <strong>2010</strong><br />

The average VaR of Mercantil’s positioning activities (98% confidence), in aggregate terms, for<br />

the consolidated investment portfolio classified as available for sale was Bs 79,453 thousand<br />

(US$ 18.5 million) in <strong>2010</strong>, compared with Bs 47,064.7 thousand (US$ 21.9 million) in 2009 . The<br />

reason for the increase in average VaR is that the VaR of fixed income positions in bolivars<br />

quadrupled as a result of Venezuelan public debt issues in local currency, while the valuation of<br />

the US$ positions was affected by the devaluation of the exchange rate from Bs/US$ 2.15 in 2009<br />

to Bs/US$ 4.30 in <strong>2010</strong>. In <strong>2010</strong> VaR accounted for 0.8% of the total position in securities<br />

maintained on the balance sheet as available for sale, while this ratio reached 0.5% in 2009.<br />

Price Risk Positions of Interest Rate Mismatch<br />

The price risk involved in the mismatches between interest rates is caused by the assets and<br />

liabilities duration gap. When adverse changes occur in the interest rate market this gap can<br />

impact the institution’s financial margin. To manage this risk, Mercantil quantifies the assets<br />

and liabilities duration gap to take reflect the sensitivity of the financial margin to changes<br />

in interest rates over a 12 month period (in the Venezuelan market 100, 200, 300, 500 and<br />

1000 basis points are used; while in the US market it is calculated using 100 and 200 basis<br />

points), and then measures and compares them against the interest rate limits designed. The<br />

sensitivity of the financial margin to changes interest rates caused by their historic volatility,<br />

the economic value of the capital and an analysis of the duration are also quantified.<br />

Liquidity Risk<br />

Liquidity risk depends on the likelihood that a company will be unable to deliver funds or<br />

financial assets, as agreed with a client or financial market counterpart, at any time or in any<br />

place or currency. This risk is one of the major ones a financial institution could face in its<br />

intermediation activity because it can trigger a host of different risks, one of the worst being<br />

reputational (or franchise) risk. For Mercantil Servicios Financieros and its subsidiaries,<br />

managing and measuring liquidity risk is considered a priority within the organization’s global<br />

risk and business management.<br />

Mercantil Servicios Financieros<br />

69


Treasury is responsible for liquidity risk, which follows the liquidity policy parameters for<br />

organizations outlined by the Board of Directors, through the Board of Directors Risk<br />

Committee, the Global Risk Committee and the Assets and Liabilities Committee. An<br />

organization’s global liquidity risk environment is monitored periodically and is the outcome<br />

of the liquidity management process exercised by the Treasury in each of the financial vehicles<br />

in which it participates.<br />

The Assets and Liabilities Committee meets monthly and must make decisions on the liquidity<br />

and structure of the financial balance sheet by presenting the evolution and trends of the<br />

main factors that affect liquidity, measured by a series of tools and reports for optimizing the<br />

management of assets and liabilities (analysis of liquid assets, short, medium and long-term<br />

liquidity gap, liquidity indicators; balance sheet structure (evolution of balance sheet items),<br />

among others.<br />

These analyses and methodologies are complemented with reports known as Contingency<br />

Funding Plans. These are used to evaluate an institution’s ability to meet extreme deposit<br />

withdrawals which are modeled using liquidity studies of the institution and the market, to<br />

establish primary and secondary reserve requirements and other sources of liquidity to meet<br />

potential withdrawals.<br />

Operational Risk<br />

Mercantil sees Operational Risk management as fundamental in attaining its objectives and<br />

continues to use an integrated approach to include the qualitative and quantitative aspects that<br />

have characterized it.<br />

In view of today’s dynamic financial environment and the different internal and external factors<br />

behind this type of risk, the Institution’s capacity to meet stakeholders’ expectations and comply<br />

with the demands of the regulators is constantly put to the test. Hence the identification and<br />

preventive analysis of risks have strengthened the comprehensive approach through corrective<br />

action taken to mitigate the weaknesses detected.<br />

During the year the Organization continued to identify and assess risks detected in its critical<br />

processes and provide the information necessary for decision-making, with emphasis on the<br />

need to follow up action plans for major risk events to minimize their occurrence.<br />

The comparative study of the behavior of operational risk events in time is an example of how this<br />

risk is managed on an ongoing basis. Using information gathered on events around the world,<br />

risks are quantified and scenarios analysed to help calculate economic capital, set objectives,<br />

and control expected losses.<br />

To help mitigate high-impact risks according to the needs of the environment, the Insurance<br />

Policy Program was updated and strengthened and the technological aspect of the Business<br />

Continuity Program was reinforced.<br />

All the companies in the financial group continued to strengthen the management side of its<br />

operational risk culture.<br />

Annual Report <strong>2010</strong><br />

70


Operational risk management in non-banking activities<br />

In <strong>2010</strong> the priority was always to assess business processes with high volumes of operations<br />

and a high degree of inherent exposure to fraud, interruptions in operations and faults in<br />

executing activities. Assessment of risks associated with the new electronic trading platforms<br />

and operations aimed at clients and providers continued. The business continuity plans of<br />

the different units were updated.


Alberto EGEA LÓPEZ<br />

Ávila, 1942<br />

Oil on canvas<br />

51 x 61.2 cm<br />

Caracas, 1901 - Tenerife, Spain, 1958<br />

Studied at the Caracas Academy of Fine Arts and the National Academy of New York. While working in<br />

the United States as a painter he was also an advertising designer for various magazines. In New York<br />

produced his most important works, such as his painting of the urban landscape of the “Big Apple”. His<br />

return to Venezuela in 1935 defined a change in his style of work which became more luminous.


Performance of Subsidiaries<br />

Equity<br />

Main Activity<br />

Main Subsidiaries<br />

(In thousand of Bs) (1)<br />

Total Assets<br />

Investments<br />

Loan Portfolio, Net<br />

Deposits<br />

Net Income<br />

for the Year<br />

(In millions of US$) (2)<br />

Total Assets<br />

Investments<br />

Loan Portfolio, Net<br />

Deposits<br />

Net Income<br />

for the Year<br />

Mercantil, C.A.<br />

Banco Universal<br />

Bs 5,003,023<br />

US$ (2) 1,166<br />

Venezuelan<br />

Universal<br />

Bank<br />

46,170,343<br />

7,703,230<br />

26,703,385<br />

39,218,115<br />

1,630,359<br />

10,764<br />

1,796<br />

6,225<br />

9,143<br />

455<br />

Mercantil’s global business includes the Company’s operations in Venezuela and abroad. Its<br />

management results are presented in the Consolidated Financial Statements Review chapter.<br />

A summary of Mercantil’s operations carried out through each subsidiary at December 31,<br />

<strong>2010</strong>, and prepared in accordance with the accounting standards of the National Securities<br />

Superintendency (SNV) is presented below.<br />

Mercantil Servicios Financieros (1)<br />

(In thousands of Bs and millons of US$, except percentages (2) )<br />

as of December 31, <strong>2010</strong><br />

Shareholders’ Equity 8,513.301<br />

Shareholders’ Equity US$ (2) 1,985<br />

Mercantil<br />

Commercebank<br />

Florida BanCorp.<br />

Bs 2,270,940<br />

US$ (2) 529<br />

Commercial Bank,<br />

Brokerage and<br />

Trust<br />

Services<br />

in the USA<br />

Mercantil<br />

Commercebank<br />

N.A.<br />

Mercantil<br />

Commercebank<br />

Investment<br />

Services (MCIS)<br />

Mercantil<br />

Commercebank<br />

Trust Company<br />

(MCTC)<br />

27,532,854<br />

9,897,583<br />

15,877,988<br />

21,362,617<br />

(34,588)<br />

6,419<br />

2,308<br />

3,702<br />

4,981<br />

(7)<br />

Holding<br />

Mercantil<br />

Internacional<br />

Bs 585,859<br />

US$ (2) 137<br />

International<br />

Bank<br />

Mercantil Bank<br />

(Schweiz), AG.<br />

(Switzerland)<br />

Mercantil Bank<br />

and Trust Limited<br />

(Cayman)<br />

(Cayman Islands)<br />

Mercantil Bank<br />

Curaçao NV<br />

(Curaçao)<br />

Mercantil Bank<br />

(Panama) S.A.<br />

2,195,370<br />

1,525,490<br />

346,733<br />

1,786,181<br />

144,285<br />

512<br />

356<br />

81<br />

416<br />

40<br />

Mercantil Servicios Financieros<br />

73<br />

Mercantil<br />

Seguros, C.A.<br />

Bs 870,657<br />

US$ (2) 203<br />

Insurance in<br />

Venezuela<br />

3,192,925<br />

2,306,862<br />

0<br />

0<br />

408,933<br />

744<br />

538<br />

0<br />

0<br />

114<br />

Mercantil<br />

Merinvest, C.A.<br />

Bs 112,317<br />

US$ (2) 26<br />

Investment<br />

Banking, Mutual<br />

Funds, Trading &<br />

Brokerage in<br />

Venezuela<br />

Mercantil Merinvest<br />

Casa de Bolsa, C.A.<br />

Mercantil<br />

Servicios de<br />

Inversión, C.A.<br />

Mercantil<br />

Sociedad<br />

Administradora<br />

de Entidades<br />

de Inversión<br />

Colectiva, C.A.<br />

Other Non<br />

Financial<br />

Businesses<br />

221,584<br />

92,100<br />

0<br />

0<br />

Number of Employees<br />

6,685<br />

746<br />

41<br />

1,487<br />

26<br />

49<br />

9,034<br />

(1) In accordance with the standards of the National Securities Superintendency. Figures net of elimination resulting from the consolidation process<br />

(2) Dollar figures are given for reference only; the balance sheet is converted at the exchange rate at the end of the period (Bs 4.2893/US$ and the income statement at the average exchange rate for the period<br />

(Bs 3.5827/US$). Exchange control has been in place in Venezuela since February 2003.<br />

69,887<br />

66,465<br />

0<br />

0<br />

42,560<br />

16<br />

15<br />

0<br />

0<br />

12<br />

Others<br />

Bs 29,094<br />

US$ (2) 7<br />

(15,236)<br />

52<br />

21<br />

0<br />

0<br />

(7)<br />

Total<br />

79,382,962<br />

21,591,730<br />

42,928,106<br />

62,366,913<br />

2,176,313<br />

18,507<br />

5,034<br />

10,008<br />

14,540<br />

607


Comments and a summary of the financial statements of Mercantil’s main subsidiaries are<br />

presented below, based on the accounting standards applicable to each of them, which explains why<br />

they differ from the consolidated information presented according to the accounting standards of<br />

the National Securities Superintendency. Mercantil C.A., Banco Universal, in accordance with the<br />

standards of the Superintendency of Banking Sector Institutions; Mercantil Commercebank Florida<br />

Bancorp, in accordance with US GAAP; Mercantil Seguros, C.A., in accordance with the<br />

Superintendency of Insurance Activity, and Mercantil Merinvest, C.A., in accordance with the<br />

standards of the National Securities Superintendency.<br />

Mercantil Banco Universal<br />

Mercantil Banco Universal’s total assets grew Bs 9,661 million (26.4%) compared to December<br />

2009. During the year the net loan portfolio grew Bs 6,416 million (31.6%) and total deposits<br />

increased Bs 8,266 million (25.8%). Loan portfolio quality remains favorable, with a ratio of<br />

Past-due and Nonperforming Loans to Gross Loans of 0.9%, compared to 3.4% for the<br />

Venezuelan financial system as a whole.<br />

At December 31, <strong>2010</strong> the Mercantil Banco Universal subsidiary ranks fourth in the<br />

Venezuelan financial system in terms of Total Assets with an 11.4% market share. The leading<br />

institution has a 13.2% share and Venezuela’s four main banks account for 49.5% of the<br />

country’s financial system. Mercantil Banco Universal is Venezuela’s leading bank in terms of<br />

savings deposit with 20.1% of the market and the second in terms of investments sold under<br />

repurchase agreement, with a market share of 13.2%. It is also Venezuela's leading bank in<br />

terms of manufacturing loans and mortgages under the Mortgage Debtor Law (Ley Especial del<br />

Deudor Hipotecario), with market shares of 18.6% and 14.7% respectively. Mercantil Banco<br />

Universal ranks second in Venezuela’s financial system in terms of gross loans and agricultural<br />

loans, with 14.5% and 13.4% of those markets respectively. The Bank is Venezuela’s third<br />

largest in the tourism and microcredits sector, with market shares of 14.3% and 10.6%<br />

respectively.<br />

At of December 31, <strong>2010</strong> Investments in Securities are made as follows: Certificates of Deposit<br />

and other securities issued by the Venezuelan Central Bank with maturity under 30 days,<br />

41.4%; securities issued or guaranteed by the Venezuelan government, 51.0%; U.S.<br />

government-backed securities, 2.4%; securities issued by the Venezuelan and international<br />

private sector, 2.9%; U.S. government-backed agencies, 1.8%, and securities issued by other<br />

governments, 0.5%.<br />

Shareholders’ equity grew Bs 1,284 million (38.9%) year on year, reaching Bs 4,583 million at<br />

the close of <strong>2010</strong>. This increase is composed mainly of Bs 1,361 million in accumulated net<br />

annual income; a Bs 343 million reduction in cash dividends paid out, a Bs 36 million reduction<br />

Annual Report <strong>2010</strong><br />

74


(1) Obtained from dividing shareholders equity minus goodwill’s<br />

amortizations by total assets minus Public Debt Securities.<br />

from recording available-for-sale investments at their fair market value, and Bs 302 million in<br />

exchange earning due to the change in the controlled exchange rate from Bs 2.1446/US$ to<br />

Bs 4.2893/US$, recorded in equity pursuant to instructions from the Superintendency of<br />

Banking Sector Institutions.<br />

The equity/assets ratio as of December 31, <strong>2010</strong> is 11.2% 1 (minimum requirement 8%) and the<br />

equity/risk-weighted assets, according to the standards of the Superintendency of Banking<br />

Sector Institutions is 17.6% (minimum requirement 12%).<br />

Net income in the first half of <strong>2010</strong> was Bs 1,361 million, reflecting a Bs 639 million (88.4%)<br />

year-on-year increase. This variation is due mainly to:<br />

• Bs 683 million (27.6%) year-on-year increase in net interest income compared to Bs 2,474<br />

million. This increase is mainly attributable to the increase in the rate of financial<br />

intermediation from 65.6% at December 31, 2009 to 69.2% at December 31, <strong>2010</strong>.<br />

• Bs 210 million (44.0%) year-on-year increase in expenses for nonperforming loans and other<br />

accounts receivable, compared with Bs 477 million, resulting mainly from loan portfolio<br />

growth and higher provisions for the agricultural, commercial and construction sectors.<br />

• Bs 534 million in income from exchange differences due to the change in the exchange rate<br />

set by the Venezuelan Central Bank for the valuation of assets and liabilities in foreign<br />

currency from Bs 2.1446/US$ to Bs 4.2893/US$, except for TIIC dollar-linked bonds issued<br />

by the Venezuelan public sector whose rate of exchange remained at Bs 2.5935/US$ up to<br />

January 1, 2011, pursuant to the standards of the Superintendency of Banking Sector<br />

Institutions.<br />

• Bs 230 million (276.8%) increase in net earnings from the sale of investments in securities,<br />

as a result of trading in Venezuelan government securities.<br />

• Bs 175 million in net revenue from bank charges for services, 35.8% higher than at year end<br />

2009, due to a higher volume of operations during the period.<br />

• Operating Expenses rose Bs 598 million (32.5%) compared to 2009, mainly as a result of a<br />

Bs 282 million (172.3%) rise in expenditure on contributions to regulatory bodies due<br />

principally to growth of operations and the increase in the percentage payable to Fogade<br />

from 0.5% of total deposits in 2009 to 1.25% in <strong>2010</strong>. The rest of the personnel and<br />

operating expenses varied Bs 316 million (18.9%) as follows: Bs 159 million (16.1%) in<br />

personnel expenses under the wage policy; Bs 15 million (13.4%) in maintenance expenses,<br />

and depreciation of property and equipment; Bs 20 million (152.9%) in insurance expenses;<br />

Bs 81 million (23.8%) in outsourced services such as securities transportation. Over the last<br />

12 months Venezuela registered 27.2% inflation. This variable has a significant impact on<br />

Mercantil Banco Universal’s operating costs.<br />

Mercantil Servicios Financieros<br />

75


Mercantil Banco Universal, Consolidated<br />

Year Ended<br />

(In thousands of Bs and millons of US$)<br />

Total Assets<br />

Investments in Securities<br />

Loan Portfolio, Net<br />

Deposits<br />

Equity<br />

Net Earnings for the Year<br />

Historic figures presented in accordance with the National Securities Superintendency.<br />

(1) Dollar figures are given for reference purposes only; the balance sheet is converted at the exchange rate at the end of the period (Bs 4.2893/US$) and<br />

the income statement at the average exchange rate for the period (Bs 3.5827/US$). Exchange control has been in place in Venezuela since February 2003.<br />

76<br />

<strong>2010</strong><br />

US$ (1)<br />

10,788<br />

1,717<br />

6,226<br />

9,391<br />

1,069<br />

380<br />

Mercantil Commercebank Florida BanCorp<br />

At December 31, <strong>2010</strong> Mercantil Commercebank Florida Bancorp registered US$ 6,487 million<br />

in total assets, a year-on-year increase of 8.1%. The investment portfolio totaled US$ 2,306<br />

million, similar to the figure at the close of December 2009. This is made up of instruments<br />

issued by the U.S. government or U.S. government-backed agencies, securities issued by the<br />

private sector and securities issued by the Venezuelan government, which account for 88.4%,<br />

10.8% and 0.8%, respectively. Net loans registered 13.8% year-on-year growth to US$ 3,697<br />

million. Total deposits at December 31, <strong>2010</strong> were US$ 4,715 million, representing 7.2% growth<br />

over the same period.<br />

The net results of Mercantil Commercebank Florida BanCorp improved significantly compared<br />

to 2009; the net negative result fell from US$ 31 to US$ 4 million in <strong>2010</strong>. The net result of its<br />

main subsidiary Mercantil Commercebank, N.A. was US$ 1 million in <strong>2010</strong>, compared to a net<br />

negative result of US$ 25.7 million in 2009. This improvement is mainly due to a US$ 59 million<br />

(45.0%), reduction in loan provisions compared to US$ 132 million in 2009. Nonperforming<br />

loans were down US$ 100 million (22.8%) in <strong>2010</strong>. The past due loans ratio improved from 12.7%<br />

at the end of 2009 to 8.3% at the end of <strong>2010</strong>, despite a reduction in the value of collateral on<br />

a segment of the loan portfolio which exceeded management’s estimates. Net interest income<br />

was down by US$ 16.7 million due to low interest rates and a US$ 14 million increase in tax<br />

expenditure.<br />

Mercantil Commercebank, N.A.’s main capital adequacy indicators are an equity/assets ratio<br />

of 9.3% and an equity/risk-weighted assets ratio of 18.1% in line with the standards of the Office<br />

of Comptroller of the Currency (OCC). This is more than double the regulatory equity required<br />

for a bank to be considered well-capitalized.<br />

Annual Report <strong>2010</strong><br />

<strong>2010</strong><br />

bolivars<br />

46,270,966<br />

7,363,976<br />

26,703,385<br />

40,279,612<br />

4,583,203<br />

1,360,622<br />

2009<br />

bolivars<br />

36,609,791<br />

5,956,675<br />

20,287,426<br />

32,013,443<br />

3,299,517<br />

722,035<br />

2008<br />

bolivars<br />

30,181,479<br />

6,220,556<br />

15,338,403<br />

24,804,865<br />

2,708,877<br />

820,956


Mercantil Commercebank Florida Bancorp<br />

Consolidated<br />

Year Ended<br />

(In thousands of Bs and millons of US$)<br />

Total Assets<br />

Invesments in Securities<br />

Loan Portfolio, Net<br />

Deposits<br />

Equity<br />

Net Earnings for the Year<br />

Mercantil Seguros<br />

In <strong>2010</strong>, premium income grew 43.2% year on year to Bs 4,013 million, reflecting an outstanding<br />

sales effort. At the close of December <strong>2010</strong>, Mercantil Seguros was the country’s second largest<br />

insurance company in terms of net collected premiums, with 11.5% of the insurance market.<br />

Total assets at December 31, <strong>2010</strong> were Bs 3,507 million, 54.9% more than at December 31, 2009.<br />

Shareholders’ equity was Bs 1,115 million, 61.2% more than at the close of 2009 which means that<br />

the Company has a margin of solvency that complies with the regulations in force.<br />

The figures presented include all the mandatory and voluntary reserves required to guarantee the<br />

Company’s operations, including outstanding claims reserves and end-of-period payments.<br />

Guarantees and reserves total Bs 1,946 million (43.1% up on the previous year).<br />

At year end the Company’s investment portfolio totals Bs 3,025 million, 57.1% more than at<br />

December 31, 2009. Total investments representing technical reserves were Bs 2,741 million,<br />

63.5% higher than at December 31, 2009, with sufficient liquidity levels being maintained to<br />

diligently meet commitments with insured, insurance advisers and reinsurers.<br />

Net earned premiums for individual business lines grew 48.7%, from Bs 1,319 million in 2009 to<br />

Bs 1,961 million at December 31, <strong>2010</strong>, represented mainly by the health and automobile<br />

businesses.<br />

The annual technical result2 at December 31, <strong>2010</strong> was Bs 124 million, with a combined operating<br />

ratio (COR) 3 of 96.2%. Net earnings in <strong>2010</strong> were Bs 406 million. Net earnings grew 102.3%<br />

compared to December 31, 2009, leveraged by positive investment income and the exchange<br />

rate differential.<br />

77<br />

<strong>2010</strong><br />

US$<br />

6,487<br />

2,306<br />

3,697<br />

4,715<br />

582<br />

(4)<br />

<strong>2010</strong><br />

bolivars (1)<br />

27,823,102<br />

9,891,688<br />

15,859,665<br />

20,224,723<br />

2,496,934<br />

(13,521)<br />

Mercantil Servicios Financieros<br />

2009<br />

bolivars (1)<br />

12,868,132<br />

4,990,797<br />

6,965,365<br />

9,435,191<br />

1,201,270<br />

(66,249)<br />

Figures according to the accounting principles generally accepted in the United States (US GAAP).<br />

(1) Figures in bolivars are given for reference purposes only; the balance sheet is converted at the exchange rate at the end of the period (Bs 4.2893/US$<br />

versus Bs 2.1446/US$ at December 31, 2009 and 2008) and the income statement at the average exchange rate for the period (Bs 3.5827/US$ versus Bs<br />

2.1446/US$ at December 31, 2009 and 2008). Exchange control has been in place in Venezuela since February 2003.<br />

2 Technical result = Earned Premiums Received - Claims Incurred - Commissions - Administrative expenses<br />

3 Combined Operating Ratio (COR) = Claims + Commissions + Administrative expenses / Premiums<br />

2008<br />

bolivars (1)<br />

12,925,219<br />

5,617,216<br />

6,508,484<br />

9,351,927<br />

980,788<br />

(8,205)


Mercantil Seguros, C.A.<br />

Year Ended<br />

(In thousands of Bs and millons of US$)<br />

Total Assets<br />

Investments in Securities<br />

Equity<br />

Net Earnings for the Year<br />

Net Premiums<br />

78<br />

<strong>2010</strong><br />

US$ (1)<br />

818<br />

705<br />

260<br />

113<br />

936<br />

Other banks abroad<br />

In December <strong>2010</strong>, the merger approved at the ordinary shareholders’ meeting held in September<br />

through which Mercantil Servicios Financieros was to absorb its wholly owned subsidiary Holding<br />

Mercantil Internacional, C.A. which would be fully and legally dissolved as a result, was finalized,<br />

and all the net assets represented mainly by 100% of the shares of Alvina Corporation, N.V. and<br />

its subsidiaries Mercantil Bank Curacao, N. V., Mercantil Bank (Panama), S.A. and Mercantil Bank<br />

(Schweiz) AG was absorbed.<br />

The activity of Mercantil Bank (Schweiz) AG, which includes its subsidiary Mercantil Bank and<br />

Trust Limited (Cayman) recorded US$ 334 million in total assets at December 31, <strong>2010</strong><br />

representing a 1.0% increase over December 2009. Net income for the year reached US$ 2.9<br />

million, an increase of 49.9% compared with US$ 1.9 million at the end of 2009.<br />

At December 31, <strong>2010</strong>, Mercantil Bank (Panama) S.A. has US$ 129 millones (1) in total assets, 62.1%<br />

more than at the close of 2009. Net earnings for <strong>2010</strong> reached US$ 31.2 million, 353,9% more<br />

than the US$ 6.9 million recorded in December.<br />

Mercantil Bank Curaçao, N.V. registered US$ 224 million in total assets at December 31, <strong>2010</strong>,<br />

representing a 21.9% increase over December 2009. Net results for the year reached US$ 31.0<br />

million, 207.8% more than the US$ 10.1 million recorded in 2009, mainly due to the results of its<br />

subsidiary Mercantil Bank (Panama) S.A.<br />

Mercantil Merinvest<br />

Mercantil Merinvest, C.A.’s subsidiaries include a securities brokerage company and a mutual<br />

fund and investment portfolio management company.<br />

At December 31, <strong>2010</strong> Mercantil Merinvest had Bs 129 million in total consolidated assets,<br />

3.9% less than at the close of 2009. This variation is reflected in the indexed financial asset<br />

operations carried out through Mercantil Merinvest, Casa de Bolsa, C.A. which were Bs 45<br />

million down on the previous year.<br />

Earnings for <strong>2010</strong> were Bs 43 million, a 13.8% downturn compared to Bs 49 million in 2009,<br />

mainly due to a new regulatory environment that has initially restricted the operations that<br />

these types of companies can carry out.<br />

Annual Report <strong>2010</strong><br />

<strong>2010</strong><br />

bolivars<br />

3,506,609<br />

3,025,074<br />

1,114,939<br />

405,941<br />

4,012,857<br />

2009<br />

bolivars<br />

2,263,742<br />

1,925,918<br />

690,547<br />

200,664<br />

2,801,933<br />

2008<br />

bolivars<br />

1,697,083<br />

1,418,576<br />

507,921<br />

128,368<br />

2,029,800<br />

Historic figures presented in accordance with the standards of the Superintendency of Insurance Activity.<br />

1 Dollar figures are given for reference purposes only; the balance sheet is converted at the exchange rate at the end of the period (Bs 4.2893/US$) and the income statement at<br />

the average exchange rate for the period (Bs 3.5827/US$). Exchange control has been in place in Venezuela since February 2003.


Mercantil Merinvest, C.A.<br />

Consolidated<br />

Year Ended<br />

(In thousands of Bs and millons of US$)<br />

Total Assets<br />

Investments in Securities<br />

Indexed Financial Assets<br />

Equity<br />

Net Earnings for the Year<br />

<strong>2010</strong><br />

US$ (1)<br />

30<br />

22<br />

-<br />

26<br />

12<br />

<strong>2010</strong><br />

bolivars<br />

128,929<br />

95,904<br />

-<br />

112,317<br />

42,560<br />

Other Non-Financial Business<br />

Mercantil Inversiones y Valores<br />

Mercantil Inversiones y Valores comprises Mercantil Servicios Financieros’ non-financial<br />

companies, such as Servibien, Almacenadora Mercantil and others that invest in securities.<br />

The main function of Servibien, a subsidiary of Mercantil Inversiones y Valores, is to sell real<br />

estate and property owned by Mercantil Servicios Financieros. In <strong>2010</strong> Servibien sold Bs 20<br />

million worth of real estate. Automotive vehicles recovered by Mercantil Seguros were sold at<br />

ten auctions during the year, bringing in a total of Bs 44 million.<br />

At December 31, <strong>2010</strong>, Mercantil Inversiones y Valores C.A. had Bs 40 million and Bs 37 million<br />

in consolidated assets and equity respectively.<br />

Mercantil Servicios Financieros<br />

79<br />

2009<br />

bolivars<br />

134,097<br />

64,647<br />

45,110<br />

118,653<br />

49,395<br />

2008<br />

bolivars<br />

265,455<br />

83,530<br />

162,888<br />

118,815<br />

38,231<br />

Historic figures presented in accordance with the National Securities Superintendency.<br />

(1) Dollar figures are given for reference purposes only; the balance sheet is converted at the exchange rate at the end of the period (Bs 4.2893/US$) and the<br />

income statement at the average exchange rate for the period (Bs 3.5827/US$). Exchange control has been in place in Venezuela since February 2003.<br />

Mercantil Inversiones y Valores , C.A.<br />

Consolidated<br />

Year Ended<br />

(In thousands of Bs and millons of US$)<br />

Total Assets<br />

Invesments in Securities<br />

Equity<br />

Net Earnings for the Year<br />

<strong>2010</strong><br />

US$ (1)<br />

9<br />

4<br />

9<br />

(1)<br />

<strong>2010</strong><br />

bolivars<br />

39,846<br />

17,087<br />

37,171<br />

(5,027)<br />

2009<br />

bolivars<br />

90,361<br />

60,595<br />

85,401<br />

41,762<br />

2008<br />

bolivars<br />

187,080<br />

45,834<br />

148,086<br />

77,770<br />

Figures in accordance with Accounting Principles Generally Accepted in Venezuela.<br />

(1) Dollar figures are given for reference purposes only; the balance sheet is converted at the exchange rate at the end of the period (Bs 4.2893/US$) and the<br />

income statement at the average exchange rate for the period (Bs 3.5827/US$). Exchange control has been in place in Venezuela since February 2003.


Marcos CASTILLO<br />

Desde Los Chaguaramos, around 1961<br />

Oil on canvas<br />

74.8 x 70 cm<br />

Caracas, 1897 - 1966<br />

Studied at the Caracas Academy of Fine Arts from 1917 to 1922. Traveled to Paris in 1926 where he was<br />

influenced by the works of the European post-impressionists. Awarded the National Prize for Painting at<br />

the First Official Annual Exhibition of Venezuelan Art in 1940. In 1958 represented Venezuela at the<br />

International Biennial in Venice, Italy. His characteristic use of color in his paintings makes him one of<br />

Venezuela’s greatest colorists.


Credit Ratings<br />

Mercantil Servicios Financieros Fitch Ratings Clave<br />

National Ratings<br />

Long Term AA (Ven) -<br />

Short Term F1+ (Ven) -<br />

Unsecured Bonds (Long Term) A2 A2<br />

Commercial Papers (Short Term) A1 A1<br />

Mercantil Banco Universal Fitch Ratings Moody’s<br />

National Ratings<br />

Long Term AA+ (Ven) -<br />

Short Term F1+ (Ven) -<br />

International Ratings<br />

Long Term (foreign currency) B+ B3<br />

Short Term (foreign currency) B -<br />

Long term (Local Currency) B+ B1<br />

Short term (Local Currency) B -<br />

Individual D E+<br />

Mercantil Commercebank Florida Bancorp<br />

and Mercantil Commercebank N.A. Fitch Ratings<br />

National Ratings<br />

Long Term (Deposits)<br />

(only Mercantil Commercebank N.A.) BB+<br />

Long Term BB<br />

Short Term B<br />

Individual C/D<br />

Mercantil Servicios Financieros<br />

81<br />

Mercantil Servicios Financieros<br />

Each year risk rating agencies Fitch Ratings<br />

carries out credit ratings on Mercantil Servicios Financieros (Mercantil) and its subsidiaries,<br />

Mercantil Banco Universal C.A., Mercantil Commercebank Florida Bancorp and Mercantil<br />

Commercebank, N.A. Clave, Sociedad Calificadora de Riesgo also assigns a risk rating to the<br />

issues of Mercantil’s Unsecured Bonds and Commercial Paper.<br />

The following table indicates the current credit ratings of Mercantil and its subsidiaries in the<br />

different countries where it operates.<br />

Mercantil’s ratings reflect satisfactory financial indicators. Mercantil is among the best rated<br />

Venezuelan issuers. According to Fitch Ratings’ scale Mercantil reflects “Very High Credit Quality”<br />

and “a very low expectation of credit risk and a strong capacity for timely payment of financial<br />

commitments”. The ratings given for Mercantil’s issues of Commercial Paper and Unsecured<br />

Bonds are the highest an issuing company in Venezuela can obtain.<br />

The national risk ratings for Mercantil Banco Universal are sustained by its franchise, stable<br />

deposit base, adequate performance and risk management culture, and are the best ratings given<br />

to a private financial institution in Venezuela. The international ratings are largely dependent on<br />

the country risk for Venezuela.<br />

The ratings of Mercantil Commercebank Florida BanCorp and Mercantil Commercebank, N.A.<br />

have been affected by the adverse situation in the U.S. economy, particularly in the state of<br />

Florida. However they reflect financial flexibility as regards the timely payment of its obligations.<br />

In its report Fitch Ratings indicates the bank’s level of liquidity with a high quality, short-term<br />

investment portfolio.


Manuel CABRÉ<br />

Río Guaire, 1917<br />

Oil on canvas<br />

26.5 x 48.5 cm


Prevention and Control of<br />

Money Laundering and<br />

Terrorist Financing (ML/TF)<br />

The mission of Mercantil’s Prevention and<br />

Control of Money Laundering and Terrorist Financing Unit is to ensure compliance with the<br />

money laundering and terrorist financing (ML/TF) legislation in force in Venezuela and in the<br />

countries in which Mercantil Servicios Financieros operates, supporting the organization through<br />

a systematic, professional approach in order to detect, follow up and manage reputational risk<br />

due to ML/TF by providing data, analysis and recommendations to guarantee its adherence to the<br />

regulations and the best international practices on the matter. These include the<br />

recommendations of the Financial Action Task Force (GAFI), the Caribbean Financial Action Task<br />

Force (GAFIC), the Wolfsberg Principles and the Customer Due Diligence for Banks document of<br />

the Basel Committee on Banking Supervision of the Bank for International Settlements.<br />

Mercantil Servicios Financieros<br />

83


The control and oversight mechanisms in place, especially at Mercantil’s subsidiaries Mercantil<br />

Banco Universal, Mercantil Seguros, Mercantil Merinvest, Mercantil Sociedad Administradora<br />

de Entidades de Inversión Colectiva, Mercantil Bank Curaçao, Mercantil Bank (Panama),<br />

Mercantil Bank (Schweiz) AG and Mercantil Commercebank, are adequate for the timely<br />

detection of operations which - due to the nature of their activities - are presumed to involve<br />

ML/TF, and for reporting such operations to the appropriate authorities.<br />

The “Know your Customer” policy is crucial to the timely detection of operations presumed to<br />

involve ML/TF. Anti-money laundering and combating the financing of terrorism (AML/CFT)<br />

compliance processes are regularly reviewed by the supervisory authorities of the different<br />

jurisdictions in which Mercantil Servicios Financieros operates, as well as by the External and<br />

Internal Auditors.<br />

Pursuant to the provisions of current legislation the Institution has a “Comprehensive AML/CFT<br />

System” comprised by an AML/CFT Compliance Officer, a multidisciplinary committee, an<br />

AML/CFT Unit and Compliance staff responsible for areas susceptible to ML/TF risks. There are<br />

also Operational, Follow-up, Evaluation and Control Plans, a Code of Ethics, a Manual of AML/CFT<br />

Risk Management Policies and Procedures, and Training Programs.<br />

Its action during the year focused mainly on strengthening coverage and minimizing ML/TF risks<br />

by approving and setting policies, updating the Manual of AML/CFT Risk Management Policies<br />

and Procedures, appointing compliance staff in areas susceptible to risk, implementing new<br />

AML/CFT administrative and operating policies, training staff with special emphasis on the<br />

people for managing processes that are highly sensitive to risk, and the acquisition of state-ofthe-art<br />

technology. All of this has provided the Institution with an efficient and effective structure<br />

and highly professional risk management process, within a climate of ongoing improvements.<br />

Mercantil Servicios Financieros developed an extensive program of training courses and<br />

workshops in which 9,000 employees participated.<br />

Mercantil Servicios Financieros liaises constantly with the regulatory bodies wherever it is<br />

present and with which it maintains fluid and effective communications.<br />

Annual Report <strong>2010</strong><br />

84


* Prevention and Control of Money Laundering<br />

Internal Auditing<br />

Mercantil Servicios Financieros’ Internal<br />

Audit Unit works independently through a systematic approach to assess and improve the<br />

efficacy of risk management and internal control processes and corporate governance, and<br />

contribuye to the success of the Strategic Plan. This unit is clearly user-orientated, with a<br />

staff of multidisciplinary professionals who are well versed in the areas they cover.<br />

Mercantil Servicios Financieros’ Internal Audit Unit follows the International Professional<br />

Practices Framework (IPPF) aplicable to internal auditors and established by the Institute of<br />

Internal Auditors (IIA). Its work involves developing assurance activities such as evaluations<br />

and recommedations on improvements to the corporate governance process, risk<br />

management and control to ensure compliance with the objectives related to the promotion<br />

of Mercantil’s ethics and values; ensuring effective management and accountability for the<br />

Institution’s performance; supporting Mercantil’s Mission and Vision, and strengthening<br />

communication at the different levels to enhance the efficiency of its processes.<br />

Annual Audit Planning covers general and special revisions, follow up, ML/TF risk<br />

management and quality management. The Internal Audit Unit constantly measures, analyses<br />

and monitors a series of performance indicators to ascertain execution of the internal control<br />

of the different processes.<br />

Structurally speaking, Internal Audit Unit reports directly to the Mercantil Servicios<br />

Financieros Board of Directors Audit Committee and is made up of units at: Mercantil Banco<br />

Universal, Mercantil Seguros and Mercantil Commercebank, which carry out their audit<br />

programs separately, with the following results:<br />

100%<br />

90%<br />

80%<br />

70%<br />

60%<br />

50%<br />

40%<br />

30%<br />

20%<br />

10%<br />

0%<br />

During <strong>2010</strong>, Mercantil Servicios Financieros’ s Internal Audit Unit conducted 762 audits that<br />

helped strengthen internal controls in Mercantil’s different units, affording priority to<br />

processes with the highest risk impact. It also followed up the corrective actions implemented<br />

by Management; supported the independent auditors in checking the figures of the Financial<br />

Statements items; met the requirements of the regulatory bodies, made assessments on<br />

ML/TF Risk Management and ascertained compliance and adequacy by the units with the<br />

processes at Mercantil Banco Universal that received ISO 9001:2008 certification through<br />

Fondonorma.<br />

85<br />

885 24 70 71 1.050<br />

327<br />

75<br />

48<br />

435<br />

MERCANTIL<br />

BANCO<br />

Mercantil Servicios Financieros<br />

5<br />

8<br />

11<br />

WEALTH<br />

MANAGEMENT<br />

18<br />

12<br />

40<br />

MERCANTIL<br />

SEGUROS<br />

2<br />

8<br />

61<br />

MERCANTIL<br />

COMMERCEBANK<br />

352<br />

83<br />

68<br />

547<br />

MERCANTIL<br />

GENERAL AND FOLLOW-UP SPECIAL QUALITY PCLC *


Pedro Ángel GONZÁLEZ<br />

Paisaje, 1919<br />

Oil on cardboard<br />

18.5 x 28.9 cm<br />

Santa Ana, State of Nueva Esparta, 1901 - Caracas, 1981<br />

In 1916, González moved to Caracas to study at the Academy of Fine Arts. In 1921, he met members of the<br />

Fine Arts Society. In 1936, he served as professor in the Caracas Academy of Fine and Applied Arts, where<br />

he established the Graphic Arts Studio and directed it for sixteen years. Later, between 1959 and 1960,<br />

he directed the Cristóbal Rojas Applied Arts Academy and was named Honorary President of the Graphic<br />

Arts Studio. His landscape works are numerous, with an emphasis on wide open spaces.


Mercantil’s Social Contributions<br />

Year <strong>2010</strong><br />

Education 52%<br />

Social Welfare 27%<br />

Culture 6%<br />

Health 8%<br />

Religious Institutions 7%<br />

Social Commitment<br />

Since Mercantil was founded 85 years ago, it<br />

has fostered, promoted and supported social development programs. One of its corporate<br />

values is “to be an integral institution and an important factor in the development of the<br />

communities in which it operates.”<br />

Mercantil Servicios Financieros' social investment in <strong>2010</strong> totaled Bs 8.2 million, channeled mainly<br />

through Fundación Mercantil and its subsidiaries in Venezuela and the United States. This sum<br />

includes Bs 750,000 in contributions under the Science and Technology Act to support the<br />

research and development projects of Venezuelan Institutions on new technologies.<br />

Mercantil earmarked 52% of the contributions in this area for educational institutions and<br />

48% for social development, healthcare, religious and cultural institutions.<br />

Education<br />

In <strong>2010</strong> Mercantil accentuated its support for primary education in Venezuela through its<br />

“Give your School a Helping Hand” program which has been going strong for more than 27<br />

years. In conjunction with the Foundation for Educational Buildings (FEDE - for its<br />

abbreviation in Spanish) under the Ministry of Education, schools in Trujillo, Portuguesa,<br />

Miranda, Carabobo and Guárico states were refurbished. A new program was also<br />

implemented with the Fe y Alegría institution to strengthen the physical infrastructure of<br />

schools in Monagas, Bolívar and Anzoátegui states.<br />

Donations were made to the following universities in <strong>2010</strong>: Católica Andrés Bello, Simón<br />

Bolívar, Carabobo, Metropolitana, Monteávila, Central de Venezuela and Zulia. Their purpose<br />

was to support student development and training activities and scholarship programs.<br />

Social Development and Healthcare Programs<br />

Mercantil supports various projects and initiatives by organizations that work directly with<br />

children, youths and senior people in need. Their purpose is to help the population from<br />

different areas of society and specifically through scholarship programs to give young people<br />

access to work training activities; through nutritional care programs; children’s programs and<br />

programs that provide equipment for people with physical or intellectual disabilities.<br />

The main beneficiary institutions include: United Nations Children’s Fund (UNICEF), Mother<br />

Teresa of Calcutta Comedores Madre Teresa de Calcuta (COMATEC); Asociación Venezolana para<br />

el Síndrome de Down; Federación de Instituciones Privadas de Atención al Niño, al Joven y a la<br />

Familia (FIPAN); Fundana; Asociación Provida; Sovenia; Asociación Civil Buena Voluntad; Hogar<br />

Vida Nueva; Centro al Servicio de la Acción Popular (CESAP); Centro El Portal, Alianza para una<br />

Venezuela sin Drogas and Damas Salesianas.<br />

Mercantil’s commitment to health is reflected in the specialized medical and hospital programs<br />

it supports. These help children, young people and adults in need, including the Friends of<br />

Children with Cancer Foundation; Fundación Cardioamigos; Hospital Ortopédico Infantil; Hospital<br />

San Juan de Dios; Fundahígado; Acción Solidaria; and Salud y Familia.<br />

Mercantil Servicios Financieros<br />

87


Culture, Quality of Life and Environment<br />

Mercantil sees culture as a value to be fostered, and supports institutions that promote artistic<br />

talent in the field of music, literature and fine arts. It contributes to the Fundación Camerata de<br />

Caracas; the Zulia Museum of Modern Art (Maczul - for its abbreviation in Spanish); the Chamber<br />

Music Association (Asociación Pro Música de Cámara); the Museum of Colonial Art and the José<br />

Antonio and Carmen Calcaño Foundation. During <strong>2010</strong> Mercantil also continued to support the<br />

initiatives of various environmental conservation organizations.<br />

Support for the social work of religious institutions<br />

Mercantil’s Social Commitment is also channeled through its support for religious institutions<br />

with a view to sustaining social programs throughout the country. Prime examples are the<br />

pastoral programs for families; strengthening of the Mercantil-Cáritas Solidarity Fund; and<br />

contributions to the country’s Archdioceses and Dioceses, the John Paul II Ecclesiastical<br />

Education, and the Friends of the Seminary Foundation.<br />

Mercantil’s social commitment also included support for programs promoted by organizations<br />

in the United States: the Anti-Cancer League, the March of Dimes and the Miami Metrozoo, in<br />

South Florida; the Juilliard School in New York, and the Museum of Modern Art in Houston. A<br />

number of institutions that directly promote the social development of low-income communities<br />

also received support under the Community Reinvestment Act (CRA) program.<br />

Special mention should also be made of the voluntary participation of Mercantil’s staff in<br />

education, social development and cultural activities promoted by various community<br />

institutions.<br />

Annual Report <strong>2010</strong><br />

88


Pedro Ángel GONZÁLEZ<br />

Paisaje de Gamboa, 1940<br />

Oil on canvas<br />

76.3 x 100 cm


Pedro Ángel GONZÁLEZ<br />

Macuto, 1920<br />

Oil on canvas<br />

40.3 x 56.3 cm


Corporate Governance<br />

Mercantil Servicios Financieros is registered in<br />

Venezuela and its shares are listed on the Caracas Stock Exchange. It also has a program of<br />

Level 1 ADRs which are traded over the counter in the USA. Mercantil’s Corporate Governance<br />

structure is based on its Bylaws, the Capital Markets Law, the Code of Commerce and the<br />

Resolutions issued by the National Securities Superintendency on the subject.<br />

Ever since Mercantil was incorporated, its Administrators have maintained a close relationship<br />

with their shareholders, customers, creditors and employees, marked by the highest<br />

professional and ethical principles, with a view to guaranteeing transparent, efficient and<br />

proper management. The Corporate Governance structure has been designed to facilitate<br />

the supervision and work of the Board of Directors and Management to safeguard the<br />

interests of shareholders, customers, creditors and staff alike.<br />

In the area of Corporate Governance Mercantil has not restricted its activities to the<br />

legislation in force. To remain at the forefront in this field, the Board of Directors and<br />

Management of Mercantil study the latest trends in this field so that the Company’s<br />

Corporate Governance structure can be adapted to current best practices.<br />

The function of the Corporate Compliance Unit created in 2009 is to detect anomalies and<br />

manage risk from to failure to comply with regulations, and apply policies, methodologies<br />

and procedures that strengthen the business model and eliminate or reduce exposure to<br />

associated risk. This initiative is quite innovative in Venezuela’s financial environment.<br />

Progress in executing this unit’s Strategic Agenda went according to plan. It focused on the<br />

Mercantil Banco Universal subsidiary, even though follow-up tasks related to the securities<br />

market have begun given the prevailing circumstances.<br />

Mercantil Servicios Financieros<br />

91


It should be noted that Mercantil Commercebank, N.A. subsidiary has had a Compliance Unit<br />

for many years now.<br />

Another very significant aspect of corporate governance is the dividend policy which gives<br />

shareholders greater assurance of dividends being declared and paid. In line with this policy,<br />

all proposals to declare dividends must be made in accordance with the Law and the Bylaws<br />

on the matter, heeding the rules on compliance with the regulatory equity ratios applicable,<br />

and the Company’s investment and development plans. A Board of Directors meeting is<br />

normally held each February. It reviews the dividend proposal that will be submitted to the<br />

first General Shareholders’ Meeting held in the first quarter of the year, for consideration and<br />

once approved by the Board, a press release is published. Notwithstanding, the Board of<br />

Directors may at any time consider any dividend proposal it deems to be in order. In <strong>2010</strong> an<br />

ordinary cash dividend was declared and paid in two portions and an extraordinary cash<br />

dividend was paid in a single portion.<br />

All Mercantil’s activities are carried out according to the strictest ethical and professional<br />

principles. Both Mercantil and its subsidiaries have a Code of Ethics which encompasses a<br />

series of ethical principles and values that guide the Company in its decision making and its<br />

activities. This Code covers fundamental duties such as probity, loyalty, efficiency, cofraternity,<br />

honesty, sincerity, dignity and law abidance.<br />

It also establishes standards aimed at regulating treatment in the event of conflicts of interest<br />

and complements the provisions of the Bylaws in this area. These Bylaws stipulate how such<br />

situations should be handled and ban Board Members from taking part in discussions on any<br />

matters in which they, or their partners in civil or mercantile companies have a personal<br />

interest, requiring that directors remain outside the meeting room until a final decision is<br />

reached.<br />

Mercantil’s governance structure is comprised by the Shareholders’ Meeting, followed by the<br />

Board of Directors, with its Audit, Risk and Compensation Committees, the Executive<br />

Committee, the President and Executive President, the Internal Auditor and the Compliance<br />

Officer.<br />

Annual Report <strong>2010</strong><br />

92


Board of Directors<br />

The Board of Directors must act efficiently and in the interests of its shareholders, creditors,<br />

clients, employees and the community at large. The Board has responsibility for defining<br />

corporate strategies, determining business policies and establishing and controlling the strategic<br />

direction of the institution. It also supervises the management of the organization’s different<br />

business and support areas. It evaluates results by comparing them against previously approved<br />

plans and strategies, performance in previous years and the general banking environment.<br />

In line with best corporate governance practices, the majority of the Directors on the Board of<br />

Directors of Mercantil Servicios Financieros are independent of Management. The presence of<br />

directors who are independent of Management is further proof of Mercantil’s commitment to<br />

international management standards and in line with best corporate government practices.<br />

The Directors are highly qualified and well-versed in business and finance, ensuring optimum<br />

performance of their functions. The Board of Directors is made up of 10 directors and 20 alternate<br />

directors. The Board appoints the President and Executive President from its members and these<br />

appointments may be held by the same person. The Board meets once a month and whenever<br />

else the President deems necessary.<br />

To ensure better transparency and control over management procedures, right from the outset<br />

Mercantil’s Bylaws provided for the creation of a Compensation Committee and an Audit<br />

Committee. The creation of these Committees was provided for in the Bylaws of its main<br />

subsidiary, Banco Mercantil in 1981. An Ordinary Shareholders’ Meeting held in March 2006<br />

approved a proposal submitted by the Board of Directors to amend a provision in them giving<br />

legal status to the Risk Committee, which had already been created by the Board meeting on<br />

May 31, 2001. It is important to point out that these Committees are comprised mainly of<br />

Directors who are independent from the bank’s Management.<br />

Consistent with the Company’s tradition of adhering to best corporate governance practices,<br />

the Audit Committee is subject to Bylaws governing its functions. This document describes the<br />

Committee’s purpose, functions and responsibilities, and the requirement that members conduct<br />

an annual assessment of their compliance therewith. It also states that its members must be<br />

independent of Management, adding that at least one of them must have considerable<br />

accountancy or financial management experience.<br />

Mercantil Servicios Financieros<br />

93


Board of Directors Compensation Committee<br />

Members<br />

Gustavo Gustavo J. Vollmer H.<br />

(Coordinator)<br />

Alfredo Travieso P.<br />

Víctor Sierra<br />

Gonzalo Mendoza<br />

Luis Esteban Palacios W.<br />

Luis Alfredo Sanabria U.<br />

Claudio Dolman<br />

Gustavo Marturet (Ex oficio)<br />

Alejandro González Sosa (Ex oficio)<br />

Board of Directors Audit Committee<br />

Members<br />

LuiLuis A. Romero M.<br />

(Coordinator)<br />

Jonathan Coles W.<br />

Eduardo Mier y Terán<br />

Federico Vollmer A.<br />

Gustavo Machado C.<br />

Oscar Machado K.<br />

Carlos Zuloaga Travieso<br />

Miguel Ángel Capriles Capriles<br />

Luis Pedro España<br />

Gustavo Marturet (Ex oficio)<br />

Alejandro González Sosa (Ex oficio)<br />

Board of Directors Risk Committee<br />

Members<br />

GuGustavo J. Vollmer A.<br />

(Coordinator)<br />

Roberto Vainrub<br />

Miguel Ángel Capriles L.<br />

Gustavo Galdo<br />

Luis A. Marturet<br />

Carlos Hellmund B.<br />

Alberto Sosa S.<br />

Germán Sánchez Myles<br />

Francisco Monaldi<br />

Gustavo Marturet (Ex oficio)<br />

Alejandro González Sosa (Ex oficio)<br />

This Committee is responsible for setting the organization’s policy on pay and benefits, approving the remuneration of the<br />

President and senior management and informing the Board of Directors accordingly. In <strong>2010</strong> the Compensation Committee<br />

met nine times to review the following topics: semi-annual results of Mercantil and its subsidiaries in Venezuela and abroad;<br />

short and long-term management incentive programs of Mercantil and its subsidiaries in Venezuela and abroad; taxability<br />

of payments to staff for services rendered; considerations on per diems of Board members of Mercantil and its subsidiaries<br />

in Venezuela and abroad; analysis of staff movement during the year; consideration of interest rates of special financing<br />

programs for staff; consideration of consultancy fees on legal, fiscal and migratory issues; impact of national minimum wage<br />

policy; establishment of annual wage policy; results of negotiations on the <strong>2010</strong>-2012 Collective Bargaining Agreement;<br />

reports on initiatives to rationalize staff expenses at subsidiaries in Venezuela and abroad; review of reports to be presented<br />

to the National Securities Superintendency for consideration; situation of Mercantil’s Complementary Pension Scheme (Plan<br />

Complementario de Pensiones de Jubilación Mercantil), actuarial results and adjustment of minimum pension under the Scheme;<br />

report on executive compensation and its benchmark positioning in the market; health financing program; aid plan for<br />

employees who lost their homes in the natural disasters; staff survey on risks in the workplace; Rules on Use of the Corporate<br />

Jet; mechanism for electronic queries on loans and advance on social benefits in trust fund; extension of deadline for the Share<br />

Purchase Program to June 30, 2011 to purchase shares under the Fourth Phase for the overseas subsidiaries.<br />

The Committee has responsibility for reviewing and discussing accounting and management policies, opinions and reports<br />

of the organization’s internal and external auditors, establishing Reserves, reviewing the Financial Statements and their<br />

Notes and formulating recommendations on matters incumbent upon it to the Board. It also approves the engagement and<br />

remuneration of the external auditors. In <strong>2010</strong> the Audit Committee met seven times to review the following topics:<br />

Consideration of the financial statements of Mercantil and its subsidiaries, opinions of the external auditors on those<br />

statements and the notes thereto; review of internal audit activities of Mercantil’s subsidiaries and activities connected with<br />

money laundering; consideration and approval of the fees of the external auditors; consideration of internal control aspects<br />

observed by the external auditors; Actuarial Assumptions Retirement Plan; progress on plans to issue financial statements<br />

according to IFRS standards.<br />

Approves Mercantil’s risk profile, policies and limits. It also optimizes the use of capital to support the approved risk profile.<br />

In <strong>2010</strong> the Risk Committee met seven times and dealt with the following topics: Consideration and setting of cross-border<br />

credit limits; consideration of adjustments and measures related to the credit risk policy, review of limits for individual<br />

borrowers and economic groups, provisions; status and management report on operational risk and market risk; follow up<br />

of the limits established for Venezuela; consideration of reports on results of loan portfolio reviews; establishment of market<br />

risk limits for different subsidiaries; valuation of investment portfolio; adjustment to counterpart risk limits on the occasion<br />

of the PDVSA 2017 Corporate Bond issue; Business Continuity Plan report; alternate computation center tests; considerations<br />

on SITME; situation of fraud events; situation of contingency energy saving plan; considerations on credits that exceeding<br />

the internal limits; adjustment of government structure in risk management as a result of the self-assessment of best risk<br />

practices based on the questionnaire of the Institute of International Finance’s Committee on Market Best Practices June<br />

2008.<br />

Annual Report <strong>2010</strong><br />

94


Executive Committee<br />

Mercantil has an Executive Committee comprising a President and Executive President plus ten<br />

senior managers from the organization’s Business and Support areas, which guarantees the<br />

timely implementation of Mercantil’s decisions and strategies.<br />

The Committee meets once a week and holds extraordinary meetings as required. It is responsible<br />

for evaluating options and formulating recommendations on policy matters, objectives, strategies<br />

and organization and submitting them to the Board of Directors for consideration, as well as<br />

assisting and guiding Management in its efforts to implement the policies adopted. It is also<br />

responsible for evaluating the outcome of their implementation.<br />

Chairman of the Board of Directors<br />

The Chairman of the Board of Directors is the President of the Company. He, or she, is responsible<br />

for steering the Company’s activities and its business, chairing Shareholders meetings, Board<br />

meetings and meetings of the Executive Committee, and providing them with assistance and<br />

guidance on setting policies, goals and strategies to be followed and on important decisions in<br />

accordance with the executive powers granted. He, or she, is also responsible for exercising the<br />

functions assigned by the Board of Directors and for representing the Company before political<br />

and administrative authorities and other public and private entities.<br />

The President stands in for the Executive President during temporary absences, exercising the<br />

same powers and attributions.<br />

The Audit Unit and the Secretariat, which report directly to the Board of Directors, report to the<br />

President on administrative matters. The Corporate Compliance Unit reports directly to the<br />

President.<br />

Executive President<br />

The Executive President is responsible for the executive management and coordination of the<br />

company; submitting to the consideration of the President, the Board of Directors and the<br />

Executive Committee any major policies, objectives, strategies and decisions and reporting to<br />

them periodically on the company's financial condition and results of operations. Other<br />

responsibilities include designing, establishing and developing the Company’s organizational<br />

structure and appointing and removing general managers, consultants and advisers as necessary.<br />

The Executive President stands in for the President during temporary absences, exercising the<br />

same powers and attributions.<br />

The following Global Business and Support Units report to the Executive President: Commercial<br />

and Personal Banking, Corporate and Investment Banking, Private Banking and Wealth<br />

Management, Finance, Insurance and New Business, International Operations, Operations and<br />

Technology, Risk Management, Legal Affairs, Strategic Planning, and Human Resources and<br />

Corporate Communications. The Executive President is also responsible for the executive<br />

coordination of all Mercantil’s subsidiaries.<br />

Mercantil Servicios Financieros<br />

95


Internal Audit Manager<br />

In accordance with the regulations applicable to Mercantil and its subsidiaries, Mercantil has an<br />

Internal Audit Manager who works in conjunction with the Audit Committee when the overall<br />

operations of Mercantil and its subsidiaries are audited.<br />

The Internal Audit Manager heads Mercantil’s Global Internal Audit Unit, which designs<br />

Mercantil’s internal audit plan in conjunction with the Audit Committee. This plan is executed<br />

throughout the year. The results of the internal audits are reviewed and discussed periodically by<br />

the Audit Committee and the Board of Directors so that any corrective action may be taken.<br />

Anti-Money Laundering Compliance Officer<br />

In accordance with the regulations on the matter, Mercantil has a Compliance Officer who chairs<br />

the Committee on the Prevention and Control of Money Laundering and is responsible for<br />

designing the Annual Operating Plan for the Prevention and Control of Money Laundering,<br />

coordinating and supervising the Anti-Money Laundering Committee and the Money Laundering<br />

Prevention and Control Unit, coordinating staff training activities on anti-money laundering and<br />

maintaining institutional relations with the regulatory bodies on the matter. The Compliance<br />

Officer also advises the Audit Committee and the Board of Directors on compliance with their<br />

anti-money laundering obligations under current legislation.<br />

Disclosure of Information<br />

Mercantil prepares and publishes the company’s financial statements on a semi-annual basis in<br />

compliance with the standards of the regulatory bodies. The company also prepares a quarterly<br />

report containing detailed information and accurate economic and financial data, as well as other<br />

relevant data for the market, which is disclosed to the general public, the National Securities<br />

Superintendency and the Caracas Stock Exchange through nationwide distribution methods, and<br />

by e-mail to analysts and participants in the local and international markets. Information is<br />

distributed periodically to the United States Securities and Exchange Commission (the SEC) in<br />

accordance with its obligation to maintain Mercantil’s Level 1 ADR program in the United States<br />

of America. Financial information on the company is also available on the website of the Mercantil<br />

Banco subsidiary at www.bancomercantil.com. Thus Mercantil fulfills the regulations on<br />

immediate dissemination of any information that may materially affect the price of its shares.<br />

Last but not least, Mercantil has an Investor Relations Unit, whose functions include the timely<br />

disclosure of information to investors by different means, including events and presentations.<br />

Annual Report <strong>2010</strong><br />

96


Pedro Ángel GONZÁLEZ<br />

Comenzando las lluvias (Cerros desde Gamboa), 1944<br />

Oil on canvas<br />

73.5 x 106.3 cm


Próspero MARTÍNEZ<br />

El árbol del camino, around 1920<br />

Oil on paper<br />

37.2 x 28 cm<br />

Caracas, 1885 - Carrizales, State of Miranda, 1966<br />

Between 1904 and 1909, Martínez studied at the Caracas Academy of Fine Arts. In 1909, he participated<br />

in the student protests that demanded changes in the curriculum of that same institution. He was a<br />

founding member of the Fine Arts Society and actively contributed to the exhibitions organized by this<br />

group. In 1959, his participation in the XX Annual Exhibition of Venezuelan Art garnered him the Arístides<br />

Rojas Landscape Award, initiating an avid public interest in his life and works.


Report of the Board of Directors of Mercantil Servicios Financieros on<br />

Compliance with the Corporate Governance Principles adopted by<br />

the National Securities Commission (CNV) which has been replaced<br />

by the National Securities Superintendency.<br />

Pursuant to Resolution N° 19-1-2005 of the<br />

Superintendency dated February 2, 2005, published in Official Gazette of the Bolivarian Republic<br />

of Venezuela N° 38,129 of February 17, 2005, the Board of Directors of Mercantil Servicios<br />

Financieros submits to the Ordinary General Shareholders’ Meeting this report on the degree of<br />

compliance with the Principles of Corporate Governance referred to in the Resolution.<br />

Independent Members of the Board of Directors<br />

At its meeting on March 10, 2011 the Board of Directors examined the independence of each<br />

director and determined that, according to the criteria on the independence of Directors,<br />

contained in the above-mentioned resolution, at least one fifth of the members of the Board of<br />

Mercantil Servicios Financieros are independent directors. Thus Mercantil Servicios Financieros<br />

complies with the provisions set forth in the Resolution issued by the Superintendency on the<br />

Principles of Corporate Governance whereby at least one fifth of the Board of Directors must be<br />

comprised by independent directors.<br />

In order to meet the level of transparency and disclosure required on this matter, the report<br />

distributed to the shareholders contains a brief resume on each Director.<br />

Audit Committee<br />

All the members who vote on the Audit Committee of Mercantil Servicios Financieros are<br />

independent directors, according to the criteria on the independence of directors contained in<br />

said Resolution. Gustavo A. Marturet and Alejandro González Sosa, in their capacity as President<br />

and Executive President of the Company respectively, assist this Committee as ex officio<br />

members. The Audit Committee has and exercises responsibilities in matters regarding the<br />

Principles of Corporate Governance. The Committee also deals with other matters. The chapter<br />

of the report that refers to Corporate Governance states the matters dealt with by this<br />

Committee in <strong>2010</strong>. A resume of each member is included in this report.<br />

It can therefore be affirmed that Mercantil Servicios Financieros fulfills all the Corporate<br />

Governance Principles contained in that Resolution.<br />

Mercantil Servicios Financieros<br />

99


Awards<br />

and Acknowledgements<br />

During <strong>2010</strong> Mercantil Servicios Financieros<br />

and its subsidiaries were acknowledged for their performance by various prestigious<br />

institutions and publications at home and abroad.<br />

Mercantil Servicios Financieros<br />

• In April Forbes Magazine once again rated Mercantil Servicios Financieros one of the<br />

world’s Top 2000 companies. This time at number 1,297. It was the only Venezuelan<br />

company in the financial sector on the list, climbing 36 positions since 2009.<br />

• Following a survey conducted by The Banker magazine the July edition ranked Mercantil<br />

Servicios Financieros Venezuela’s leading financial institution on its list of the Top 1000<br />

World Banks. Mercantil Servicios Financieros ranked number 291 in the survey, and the<br />

tenth leading financial services company in Latin America.<br />

Mercantil Banco Universal<br />

• In the Great Place to Work Institute’s fifth survey of Mercantil Banco Universal, conducted<br />

in April, it rated the Bank among the 15 best companies to work for in Venezuela and at<br />

number 10 on the ranking. It is the only financial institution to have won this recognition<br />

for the fifth successive year.<br />

• In October the maintenance and renewal audit for Mercantil Banco Universal’s ISO<br />

9001:2008 certifications conducted by the Venezuelan Standardization and Quality<br />

Certification Institute, Fondonorma, concluded with zero non-conformities, certifying<br />

Mercantil’s 100% compliance with the standards. Of the 9 lines evaluated, the Call Center<br />

(CAM) certification was renewed and maintenance was conducted on the other 8 lines:<br />

Teller Line; Online Banking, ATM Network, Corporate Client Securities, Credit Card<br />

application, printing and distribution, Home Delivery of Check Books, Préstame (Instant<br />

Loan) and the Management and Employee Benefit Trust Funds.<br />

• In November Latin Finance magazine awarded Mercantil Banco Universal its prize for Best<br />

Bank in Venezuela in <strong>2010</strong>. The above-mentioned edition of the magazine stressed the fact<br />

that Mercantil Banco Universal’s loan portfolio has registered 36.6% interannual growth in<br />

a year of special circumstances for the Venezuelan government. It also pointed out that<br />

Mercantil is striving hard to make its services available to the broader population through<br />

Mercantil Aliado which is part of the Majorities Banking segment. According to Latin<br />

Finance Mercantil Banco Universal is the first bank to incorporate chip technology in its<br />

ATMs and credit and debit cards.<br />

Annual Report <strong>2010</strong><br />

100


Mercantil Commercebank<br />

• In March, for the second year running Mercantil Commercebank received the Top 100<br />

Minority Business Award® from the Greater Miami Chamber of Commerce (GMCC). In<br />

<strong>2010</strong> the bank was recognized in the Community Involvement category.<br />

Mercantil Seguros<br />

• In April the Great Place to Work Institute’s fifth survey rated Mercantil Seguros as one of<br />

the 15 best companies to work for in Venezuela. It is the third time it has achieved this<br />

distinction and, at number nine, the only insurance company on the list.<br />

Mercantil Servicios Financieros<br />

101


Banco Universal


Mercantil Banco Universal:<br />

85 years at the service of Venezuela<br />

Eighty-five years ago on March 23, 1925 the Bank that today is called Mercantil Banco<br />

Universal was created under the name Banco Neerlando Venezolano at the initiative of a<br />

group of eighty-nine Venezuelan entrepreneurs. It opened its doors to the public at La Gran<br />

Casa de Camejo, on a central Caracas street corner that bore the same name as the property,<br />

on April 3 with a share capital of Bs 3.2 million and a staff of sixteen, under the management<br />

of its first board of directors chaired by Francisco A. Guzmán Alfaro.<br />

This was the start of long history of progress for Mercantil Banco Universal. By December 31,<br />

<strong>2010</strong> it had a share capital of Bs 4,582 million and Bs 46,271 million in assets; a payroll of more<br />

than 6,500 employees; a network of 274 banking centers in Venezuela and branches in the<br />

United States and Curaçao, and five Representative Offices in Bogota, Lima, Mexico City, Sao<br />

Paulo and New York; more than 3.6 million clients; and a technological platform that<br />

processes more than 44 million transactions a month. Mercantil Banco Universal is now part<br />

of Mercantil Servicios Financieros, a financial services provider with operations in 10 countries<br />

in the Americas, Europe and Asia.<br />

In 1926 Banco Neerlando Venezolano, as it was then called, changed its trading name to Banco<br />

Mercantil y Agrícola and increased its capital to 8 million bolivars. Aware at the time of the<br />

importance of agriculture for the country, the Board of Directors (anticipating changes in<br />

legislation) decided to stimulate production through agricultural credits, positioning itself<br />

as a prominent financial institute in this important sector.<br />

In 1927, the former Banco Mercantil y Agrícola was already one of the four financial<br />

institutions in Venezuela authorized to issue banknotes acceptable as legal tender.<br />

Ten years later in 1936 it expanded its Venezuelan operation and the new Valencia office in<br />

Carabobo state became the institution’s first branch outside the capital.<br />

By 1951 the bank had fourteen offices, nine of them in the metropolitan area of Caracas and<br />

five in the provinces. That same year the institution bought the plot occupied at the time by<br />

Pan Grande at Esquina San Francisco and there at number 5 it built and opened its new<br />

headquarters on April 25 of that same year. By the end of the sixties it had 28 branches and<br />

agencies throughout Venezuela and was able to meet the growing demand from clients and<br />

the general public with a better service.<br />

Mercantil Servicios Financieros<br />

103


In 1960 the first electromechanical data centralization equipment was installed.<br />

Chase Manhattan Bank, N.A. acquired a 49% stake in the Bank in 1962. Following changes in<br />

Venezuelan legislation, this stake was reduced to less than 20% and then sold to a group of<br />

Venezuelan investors in 1980.<br />

In 1969, with the development of Mercantil’s technological platform, customers began to<br />

receive electronically processed statements. By then the Institution’s collection systems,<br />

exchange operations and accounting were already automated.<br />

In 1972 Mercantil signed the first Statutory Benefits Trust Fund Agreement, making it a<br />

pioneer in this field in Venezuela.<br />

Thanks to growing confidence in the Institution in 1973 it achieved its first billion bolivars in<br />

deposits.<br />

In order to meet the needs of its customers in other countries, in 1975 the Bank began to<br />

expand its international presence by opening representative offices in New York, London and<br />

Frankfurt. Within the framework of this expansion process, in 1981 it set up a branch in Panama<br />

and opened Latin American Representative Offices in Bogota and Lima.<br />

In 1976 the first collective bargaining agreement was entered into with the Trade Union of<br />

Banco Mercantil y Agrícola workers, and signed by the Bank’s president Alfredo Machado<br />

Gómez and the union’s general secretary José L. Milano. The economic and<br />

social benefits for the Institution’s employees were quite significant.<br />

In 1982, the Bank changed its name to Banco Mercantil, C.A. and expanded<br />

its portfolio of services to include personal, consumer and travel loans. It<br />

acquired a franchise from Diners Club de Venezuela, C.A. giving it the<br />

exclusive right to manage and issue Diners credit cards directly. That same<br />

year it opened a branch in Curaçao and representative offices in Sao Paulo<br />

and Quito.<br />

In 1983, after three decades at the Esquina de San Francisco address in<br />

Caracas, its head office moved to the current Avenida Andrés Bello N° 1<br />

address and the Institution adopted a new corporate identity.<br />

In 1986, Banco Mercantil bought the MasterCard franchise and began to<br />

offer these credit cards.<br />

By 1987 Mercantil was the leader in electronic banking operating under the name ABRA 24.<br />

It started with 20 automatic teller machines and by 1988 had 50. That year the institution was<br />

one of the top three private banks in Venezuela with the broadest national and international<br />

presence.<br />

Ever since it was created, the bank has supported social development organizations by<br />

contributing to their institutional programs. Permanent support is given to these initiatives<br />

through Fundación Banco Mercantil which was created in 1987 to develop and promote<br />

programs involving the community, such as the “Give your School a Helping Hand” program<br />

for Venezuela’s primary schools which it has been running for the past 28 years.<br />

In 1991 the Bank launched its third credit card, Visa Mercantil, on the market. This positioned<br />

Mercantil as the leader in the credit card business, making it the only bank to hold franchises<br />

for 3 out of the 4 credit cards in the Venezuelan market. That same year the representative<br />

office in Mexico City was opened.<br />

Annual Report <strong>2010</strong><br />

104


In 1996 the Bank changed its status from a commercial bank to a full-service bank to offer its<br />

clients a comprehensive mix of products and services, many of them new, including in<br />

particular medium and long-term financing options. That same year, with a view to increasing<br />

the liquidity of the shares of Banco Mercantil and Consorcio Inversionista Mercantil and<br />

expanding its presence to international markets, it established an<br />

American Depositary Receipts (ADR) program. Today this program is<br />

maintained through Mercantil Servicios Financieros, the Bank’s head<br />

office, following the corporate transformation described below.<br />

In 1997, in order to give the Institution a new corporate structure,<br />

enhance its competitiveness and take advantage of the Venezuelan<br />

financial sector’s opportunities for growth, Mercantil Servicios<br />

Financieros was created and Banco Mercantil became its principal<br />

subsidiary. This process was called the Corporate Transformation.<br />

That year the Institution became the pioneer in Internet banking in<br />

Venezuela when its website www.bancomercantil.com and its Mercantil<br />

Online Banking service were launched.<br />

Over the years Mercantil Banco Universal’s Internet banking service has<br />

grown and new functionalities and types of transaction have gradually<br />

been added. These include: payments with virtual cards (e-card) which<br />

Mercantil pioneered in the market, payment of services, and transfers.<br />

During 2000 Mercantil acquired Interbank, C.A. Banco Universal in a merger through which<br />

Interbank was absorbed and Mercantil Banco Universal took over all of its assets, liabilities<br />

and equity. With this process, Mercantil expanded its presence in Venezuela by incorporating<br />

Interbank’s offices and large widespread nationwide network of banking centers.<br />

In 2006 the Bank offered its credit cardholders a fully automated loan authorization system<br />

through a parallel credit facility called Préstame Mercantil which facilitated access by the<br />

general population to personal loans.<br />

It developed a new brand strategy in 2007 and changed its name to Mercantil Banco Universal<br />

under a new corporate identity.<br />

In 2008 Mercantil Banco Universal launched majorities banking to offer products and services<br />

in areas that lacked banking services. This network of service points is called Mercantil Aliado<br />

and consists of facilities located in densely populated areas, starting in the Greater Caracas<br />

area and gradually spreading to other parts of Venezuela.<br />

Mercantil Servicios Financieros<br />

105


The following year, 2009, following guidelines on how to use state-of-the-art technology to<br />

provide services, the Bank introduced chip technology into its ATM network, points of sale<br />

and debit and credit cards, making its transactions more secure for the benefit of all its clients.<br />

Mercantil is its People, a key success factor<br />

For eight and a half decades Mercantil has never failed to respect and attend to its people,<br />

who in turn have learned: enhancing their working skills; developing individually and<br />

professionally; improving the way they serve customer and enforcing the standards set by<br />

the regulatory bodies.<br />

This process has evolved over time. Its scope has ranged from credit analysis courses through<br />

which generations of skilled banking staff have been trained over the past 42 years; operations<br />

courses held at recognized education institutes in the country; and more recently the use of<br />

modern technologies to train Mercantil’s employees at their work stations through distance<br />

education.<br />

Our staff has responded by working more efficiently; showing respect for the Institution’s<br />

principles and values; participating on a massive scale in leisure activities designed for<br />

employees and their families; and adopting a positive attitude to working with colleagues as<br />

a team, and to participating in voluntary work for the community.<br />

Within the framework of its human talent policies, Mercantil Banco Universal is considered<br />

by its workers to be an excellent company to work for in Venezuela. This has been confirmed<br />

in the past few years by the company that specializes in this subject, through studies on<br />

human resource management policies. These included surveys to find out what employees<br />

think about the Institution’s organizational climate. For Mercantil it has been a priority to<br />

stimulate the individual development of its workers in an appropriate labor environment.<br />

The important role that union representatives played during these years should also be<br />

mentioned. Together with the bank they have worked hard to strengthen and develop<br />

workers’ benefits within the conditions of the market, always within a framework of mutual<br />

respect and autonomy.<br />

Annual Report <strong>2010</strong><br />

106


Mercantil’s principles and values:<br />

unchanged throughout the years<br />

Eight-five years after it was founded, Mercantil Banco Universal - the main subsidiary of<br />

Mercantil Servicios Financieros in Venezuela - remains true to its Mission:<br />

To fulfill the needs of the individuals and communities where Mercantil has presence<br />

by providing excellent financial products and services in various market segments,<br />

enhancing shareholder's value by efficiently using our available resources.<br />

The principles and values that are the cornerstone of Mercantil's corporate culture are still valid<br />

and have guided the professionalism of various generations of people at Mercantil. These are:<br />

• To be the best financial services provider measured by the degree to which<br />

customers’ needs and expectations are met, through products and services<br />

considered by them as the best in the market.<br />

• To be the financial institution of reference in terms of excellent service<br />

quality.<br />

• To be recognized for having sound and proven ethical principles.<br />

• To be an integral institution and an important factor in the development of<br />

the community and places in which it is involved.<br />

• To have the best and most capable group of human resources.<br />

• To exercise optimum risk management, along with and excelent assets and<br />

liabilities management.<br />

• To maintain a constant focused approach to the operating efficiency of the<br />

organization as a whole, using technology to support the overall exercise of<br />

its management.<br />

• To be a modern and innovative institution, capable of anticipating the<br />

requirements of its customers and the organization’s response.<br />

• To be an institution with a broad shareholder base, governed by the best<br />

principles of transparency and access to information that our shareholders<br />

and the securities market expect.<br />

These sound principles and values that were established by its founders, combined with<br />

Mercantil’s Code of Ethics, guide our behavior in everything the Institution and its employees<br />

do, and they are one of the main reasons why millions of clients place their trust in us.<br />

With the satisfaction of having served the country successfully over these years, Mercantil<br />

Banco Universal continues to take on new challenges with every confidence in the future of<br />

Venezuela and its institutions.<br />

Mercantil impulsa tu mundo<br />

Mercantil Servicios Financieros<br />

107


Tomás GOLDING<br />

Valle de Caracas desde Colinas del Tamanaco, 1939<br />

Oil on masonite<br />

59.7 x 70.5 cm<br />

Caracas, 1909 - 1985<br />

Began painting at eleven under the guidance of Antonio Alcántara. From 1922 to 1924 studied at the<br />

Caracas Academy of Fine Arts. Traveled to New York in 1925 to study at The Cooper Union school of art.<br />

Upon his return to Venezuela devoted all his time to landscape painting and is now known as one of the<br />

most prolific representatives of the “School of Caracas”.


Board of Directors<br />

Directors<br />

Gustavo Antonio Marturet Machado<br />

President<br />

Degree in Civil Engineering from Universidad Central de Venezuela (1962),<br />

President and member of the Boards of Directors of Mercantil Servicios<br />

Financieros and Mercantil Banco Universal. Chairman of the Boards of Directors<br />

of Mercantil Commercebank Florida Bancorp, Mercantil Commercebank N.A.,<br />

Mercantil Merinvest and Fundación Mercantil. Member of the Board of Directors<br />

of Mercantil Seguros and Mercantil Bank (Schweiz) AG. Vice President<br />

Venezuelan American Chamber of Commerce and Industry (VenAmCham).<br />

Member of the Chairman’s Advisory Council of the Council of the Americas.<br />

President of the John Paul II Foundation for Ecclesiastical Education (FESE).<br />

Former Executive President of Mercantil Servicios Financieros and Mercantil<br />

Banco Universal, President of the Venezuelan Bankers Association (ABV),<br />

National Banking Council (CBN), Member of the Board of Directors of the<br />

Institute of International Finance, Inc. (IIF), Council of Venezuelan American<br />

Entrepreneurs (CEVEU), Colombian Venezuelan Economic Integration Chamber<br />

(CAVECOL). Former Member of the Advisory Council of the Central Bank of<br />

Venezuela (BCV), Member of the Board of Directors of the Andean Development<br />

Corporation (CAF) and board member of various associations connected with the<br />

financial and production sector.<br />

Alejandro González Sosa<br />

Executive President<br />

Management<br />

Degree in Chemical Engineering, Universidad Metropolitana. MBA Babson<br />

College, Massachusetts, USA. Twenty-nine years of service at the Institution.<br />

Member of the Executive Committees of Mercantil Servicios Financieros, C.A.,<br />

Mercantil C.A., Banco Universal, Mercantil Commercebank Florida BanCorp and<br />

Mercantil Commercebank , N.A. Member of the Boards of Directors of Mercantil<br />

C.A., Banco Universal, Mercantil Commercebank Holding, Mercantil<br />

Commercebank Florida BanCorp, Mercantil Seguros, C.A., Mercantil Merinvest,<br />

Casa de Bolsa, C.A., Mercantil Merinvest, C.A. and Fundación Mercantil. Chairman<br />

of the Board of Todo1 Services, Inc. and the Supervisory Board of Mercantil Bank<br />

Curaçao N.V. and Mercantil Bank (Panama), S.A. Was Executive President of<br />

Mercantil C.A., Banco Universal, President of Interbank C.A., Banco Universal,<br />

Mercantil Merinvest, C.A. and Mercantil Merinvest, Casa de Bolsa, C.A. Director<br />

of the National Banking Council (CBN), the Venezuelan Banking Association, the<br />

Venezuelan-Swiss Chamber of Commerce and Industry, the National Council for<br />

Investment Promotion (CONAPRI) and Educrédito, A.C.<br />

Gustavo J. Vollmer H.<br />

Former Chairman of the Board of Banco Mercantil, C.A.<br />

(Banco Universal)<br />

Degree in Civil Engineering from Cornell University (USA); Doctorate from<br />

Universidad Central de Venezuela (UCV). Member of the Boards of Directors of<br />

Mercantil Servicios Financieros, C.A. and Mercantil Banco Universal. Former<br />

member of the Boards of Directors of S.C. Johnson & Son de Venezuela, C.A., IBM<br />

de Venezuela and IBM World Trade, Americas Far East.<br />

Former Chairman of the Boards of Directors of Banco Mercantil, C.A. (Banco<br />

Universal) and Consorcio Inversionista Mercantil Cima C.A. and President and/or<br />

Director of a number of Venezuelan sugar, metalworking, cement, finance,<br />

construction, alcoholic beverage companies and several international<br />

corporations.<br />

Former President and Director of several business organizations and<br />

organizations and foundations in Venezuela and abroad.<br />

Mercantil Servicios Financieros<br />

109<br />

Alfredo Travieso Passios<br />

Senior partner Tinoco, Travieso, Planchart & Núñez,<br />

Attorneys at Law<br />

Graduate and postgraduate degrees in law from Universidad Católica Andrés<br />

Bello (UCAB), postgraduate degree from the University of Michigan, USA. Senior<br />

partner of Tinoco, Travieso, Planchart & Núñez, Attorneys at Law, President of<br />

Grupo Emboca, C.A., Member of the Boards of Directors of Mercantil Servicios<br />

Financieros, C.A. and Mercantil Banco Universal, Mercantil Commercebank<br />

Holding Corporation, Ars Publicidad C.A., C. Hellmund & Cía., Desarrollos<br />

Judibana, C.A. and Centro Empresarial de Conciliación y Arbitraje (CEDCA);<br />

President of the Venezuelan Association of Financial Law (AVDF), Member of the<br />

Venezuelan Association of Tax Law (AVDT), the International Bar Association and<br />

the International Academy of Estate & Trust Law.<br />

Luis A. Romero M.<br />

Electrical Engineer<br />

Graduate of Universidad Metropolitana, MBA from Babson College, PMD and<br />

CEP from Harvard University, USA. Member of the Boards of Directors of<br />

Mercantil Servicios Financieros, C.A., Mercantil Banco Universal, Mercantil<br />

Commercebank Holding Corporation and Mercantil Commercebank Florida<br />

Bancorp. and Mercantil Commercebank, N.A. Member of the Venezuelan<br />

American Business Council (CEVEU). Director of Sociedad de Amigos del Árbol<br />

“Sadarbol”. Director of International Briquettes Holding (IBH), Director of<br />

Caurimare, S.A. and Desarrollos e Inversiones, S.A. Former Corporate Director of<br />

Strategic Planning of Siderúrgica Venezolana, SIVENSA, S.A.<br />

Gustavo Vollmer Acedo<br />

President of Grupo Palmar<br />

Degree in Economics from Duke University, USA; Postgraduate in Economic<br />

Development from Cambridge University, UK; PED in Business Administration<br />

from IMEDE, Switzerland. President and CEO of Corporación Palmar, S.A.,<br />

and other companies in the Palmar Group. Chairman of the Board of Directors<br />

of Empresas PMC. Chairman of the Boards of Directors of: Mercantil Servicios<br />

Financieros, Mercantil Banco Universal, Mercantil Commercebank Holding<br />

Corporation, Siderúrgica Venezolana, S.A. (SIVENSA), The Pantaleon Group<br />

Inc., Vetra Energía, S.L., and Director of S.C. Johnson for the Andean Countries.<br />

Member of the Advisory Committee of the Venezuelan Confederation of<br />

Industry (Conindustria). Former chairman and currently member of the Board<br />

of Directors of Venezuela’s Institute of Advanced Studies in Administration<br />

(IESA) Member of the Development Council of Universidad Católica Andrés<br />

Bello. Former International President of the Young Presidents' Organization<br />

(YPO) and Alianza para una Venezuela sin Drogas.


Jonathan Coles W.<br />

Professor of IESA<br />

Graduate of Yale University, USA; MBA from Venezuela’s Institute of Advanced<br />

Studies in Administration (IESA). Member of the Boards of Mercantil Servicios<br />

Financieros and Mercantil Banco Universal. Director of Mercantil Commercebank,<br />

N.A. and Mercantil Commercebank Holding Corp. Member of the Boards of<br />

Directors of Ferretería EPA, Farmahorro and C.A. Ron Santa Teresa. Was General<br />

Manager, Executive President and Chairman of the Board of Mavesa, S.A.;<br />

Minister of Agriculture; Director of the Central Bank of Venezuela (BCV); and has<br />

lectured extensively at national and international institutions. Publications:<br />

“Reforming Agriculture”, in Lessons of the Venezuelan Experience, Woodrow<br />

Wilson International Center for Scholars and Johns Hopkins University (1995).<br />

“Inequality - Reducing Growth in Agriculture: A Market-Friendly Policy Agenda”,<br />

in Beyond Tradeoffs, Market Reform and Equitable Growth in Latin America,<br />

Inter-American Development Bank (IDB) and the Brookings Institution (1998). J.<br />

Coles and C. Machado, “Trayectoria de las políticas agrícolas venezolanas:<br />

“Aprendizajes y exigencias para el futuro,” in Agronegocios en Venezuela.<br />

Ediciones IESA (2002).<br />

Víctor J. Sierra A.<br />

Director of Valores y Desarrollos VADESA S.A<br />

Degree in Law from Universidad Central de Venezuela (UCV). Currently Director<br />

of Valores y Desarrollos VADESA, S.A., Vice President of Inversiones Capriles and<br />

Member of the Boards of Directors of Mercantil Servicios Financieros and<br />

Mercantil Banco Universal. Formerly Legal Counsel, Legal Representative and<br />

President of Cadena de Publicaciones Capriles and the Capriles group of<br />

companies; Director of Valinvenca, Inversiones Finalven, Sociedad Financiera<br />

Finalven, Servicios Finalven, Banco República, Inversiones Diversas, C.A.<br />

(INVERDICA), C.A. La Electricidad de Caracas and C.A. Venezolana de Guías<br />

(CAVEGUIAS).<br />

Roberto Vainrub A.<br />

Executive Director of Actibienes and of Holding Activalores<br />

PhD in Engineering (UCAB-1999 Summa Cum Laude), Master’s Degree (Stanford<br />

University-1981), Industrial Engineer (UCAB-1978). Professor at IESA since 1977.<br />

Founder of IESA’s Center for Entrepreneurship and its first coordinator. Former<br />

Vice President and Alternate President of IESA, member of the Board of IESA and<br />

the IESA Foundation. He is a full tenured professor at Universidad Católica Andres<br />

Bello where he taught at the School of Engineering from 1982 to 2003 ( Gold<br />

Medal, UCAB). Vainrub began his managerial career in the Marketing<br />

Department of Procter & Gamble. Former partner and Executive Vice President<br />

of the Venezuelan industrial group Frigilux. Was Director of Savings and Loan<br />

Association Prosperar, E.A.P. (1998 - 2002) and Tucarro.com (2003-2008).<br />

Executive Director of Actibienes and of financial group Holding Activalores.<br />

Member of the Boards of Directors of Mercantil Servicios Financieros, Mercantil<br />

Banco Universal and Mercantil Commercebank Holding Corp. Director of<br />

Farmatodo C.A. and President of its Audit and Risk Committee. Vainrub has<br />

authored many books and articles and participated in national and international<br />

conferences. Director of Educrédito, member of the advisory committee of<br />

Conciencia Activa. Former president of the National Association of<br />

Manufacturers of Refrigeration Equipment, director of CAFADAE and member<br />

of the Conciliation and Arbitration committee of the Venezuelan Jewish<br />

community “Union Israelita” in Caracas.<br />

Miguel A. Capriles L.<br />

President of Grupo de Empresas Capriles<br />

Degree in Administrative Sciences from Universidad Metropolitana. President of<br />

Cadena Capriles, Director of the Boards of Mercantil Servicios Financieros.<br />

Director of Mercantil Commercebank Holding Corp.; Chairman of the Board of<br />

Directors of Mantex C.A., Director of H. L. Boulton, S.A.; Member of the Board of<br />

the Institute of Advanced Studies in Administration (IESA); Former Director of<br />

C.A. La Electricidad de Caracas and Cerámicas Carabobo, C. A.<br />

Annual Report <strong>2010</strong><br />

110<br />

Alternate Directors<br />

Luis A. Sanabria U.<br />

Legal Adviser to Corporación Palmar<br />

Degree in Law from Universidad Católica Andrés Bello (UCAB); attended<br />

Georgetown University, Washington. Currently Director of Inversiones AEFEVE,<br />

C.A., C.A. Ron Santa Teresa, Constructora Alvo. Alternate Director of the Boards<br />

of Mercantil Servicios Financieros and Mercantil Banco Universal.<br />

Oscar A. Machado K.<br />

President of Siderúrgica Venezolana S.A., SIVENSA<br />

Degree in Industrial Engineering from Universidad Católica Andrés Bello, 1974<br />

First Vice President of the Venezuelan Confederation of Industry (Conindustria)<br />

and of the Board of Directors of IESA. Member of the Boards of Directors of<br />

Instituto Venezolano de Siderurgia (IVES), Aeropuerto Caracas, S.A. and<br />

Venezuela Competitiva. Alternate Director of the Boards of Directors of Mercantil<br />

Servicios Financieros, C.A. and Mercantil Banco Universal. Member of the<br />

Executive Committee of Instituto Latinoamericano del Fierro y el Acero (ILAFA).<br />

Secretary of the Executive Committee of the Venezuelan American Chamber of<br />

Commerce and Industry (VenAmCham) and Adviser to Asociación Venezolana<br />

de Ejecutivos (AVE). Former President of Instituto Latinoamericano del Fierro y<br />

el Acero (ILAFA), Instituto Venezolano de Siderurgia (IVES), Asociación<br />

Venezolana de Ejecutivos (AVE) and Venezuela Competitiva.<br />

Eduardo A. Mier y Terán<br />

President of Desarrollos e Inversiones, S.A.<br />

Degree in Civil Engineering from Universidad Católica Andrés Bello, MSc from<br />

Stanford University. Currently Chairman of the Boards of Caurimare S.A. and<br />

Desarrollos e Inversiones S.A., Director of Moore de Venezuela, S.A., H.L. Boulton<br />

& Co, S.A. and Fundación John Boulton. Alternate Director of Mercantil Banco<br />

Universal and Mercantil Servicios Financieros. Former General Manager of<br />

Inversiones Tacoa, C.A. and President of Educrédito.<br />

Luis Esteban Palacios W.<br />

Founding Partner of law firm Palacios, Ortega y Asociados<br />

PhD in Law from Universidad Central de Venezuela and postgraduate degree<br />

from New York University, MCJ. 1958. Founding Partner of Palacios, Ortega y<br />

Asociados; Director of Fundación Scout; Alternate Director of Mercantil<br />

Banco Universal and Mercantil Servicios Financieros; Vice President of the<br />

Venezuelan Arbitration Committee.<br />

Adviser on corporate law, banking law and capital markets. Has participated<br />

in numerous financing transactions through banking syndicates and Project<br />

financing.<br />

Former member of the Foreign Investment Advisory Council of the<br />

Superintendency of Foreign Investments (SIEX); Director of CANTV, Secretary<br />

of the Board of Directors of the Bar Association of the Federal District of<br />

Caracas and President of Montepío de Abogados de Venezuela. Was Professor<br />

of Labor Law at Universidad Central de Venezuela and assistant to the<br />

President of the Central Bank of Venezuela (BCV).


Gustavo Galdo C.<br />

President of Inversora Parnaso, S.A.<br />

Degree in Civil Engineering from Universidad Católica Andrés Bello (UCAB), MSc<br />

in Civil Engineering Management and MSc in Industrial Engineering Economic<br />

Systems Planning and Honorary Alumnus of the Department of Management<br />

Science and Engineering of Stanford University, USA. Director of Fe y Alegría,<br />

Alternate Member of the Boards of Mercantil Servicios Financieros and Mercantil<br />

Banco Universal. His public sector appointments from 1983 to 1985 were as<br />

General Sectoral Director of Public Finance with the Ministry of Finance, Director<br />

of Banco Industrial de Venezuela, and Member of the Advisory Committee on<br />

the Negotiation of the External Public Debt . His private sector appointments<br />

from 1987 to 1998 were as President of Inversiones Finalven, S.A., Sociedad<br />

Financiera Finalven, S.A., and Sociedad Financiera Valinvenca, S.A.<br />

Gonzalo A. Mendoza M.<br />

Chairman of the Board of Negroven, S.A.<br />

Degree in Civil Engineering from Universidad Santa María with an MS in Civil<br />

Engineering Management from Stanford University, USA. Chairman and Director<br />

of the Boards of Negroven, S.A., Kamequin, C.A., Director of Tripoliven, C.A. and<br />

Valores Químicos (Valquímica), C.A.. Alternate Director of the Boards of Directors<br />

of Mercantil Servicios Financieros and Mercantil Banco Universal. Former<br />

President of the Venezuelan Association of the Chemical and Petrochemical<br />

Industry (ASOQUIM) and of the Venezuelan Ecuadorian Chamber of Commerce<br />

(CAVENEC).<br />

Germán E. Sánchez Myles<br />

Dentist, Director General of Grupo COR Dental<br />

Degree in Dentistry from Universidad Central de Venezuela with specializations<br />

in Buccal Surgery, Cosmetic Dentistry, Prostheses and Management. Formerly<br />

Assistant in the Surgical Area of the Puerto Ayacucho Central Hospital and of the<br />

Eudoro González Hospital. Director of the Restorative Dental Center 1997-2002.<br />

Currently Director General of Grupo COR Dental and Director of Inversiones<br />

Arisan C.A., as well as Alternate Director of the Boards of Mercantil Servicios<br />

Financieros and Mercantil Banco Universal.<br />

Luis A. Marturet M.<br />

Computer Engineer<br />

Degree in Computer Engineering from Universidad Simón Bolívar (USB), with<br />

a postgraduate in business management from the same university. Intensified<br />

his management skills at Wharton, the University of Pennsylvania’s Business<br />

School and through various advanced technology programs. Developed and<br />

managed the Information Technology Planning area of C.A. La Electricidad<br />

de Caracas. Member of the Board of Directors of C.A. Ed. Marturet & Co. Scrs.,<br />

and Alternate Director of Mercantil Servicios Financieros and Mercantil Banco<br />

Universal. Director of an international mailbox, shipping and messaging<br />

franchise and currently developing new business in the field of production of<br />

audiovisual content for the media and entertainment industries and storage<br />

of structured information in digital format.<br />

Carlos Hellmund Blohm<br />

Executive President of Empresas Casa Hellmund<br />

Degree in Industrial Engineering from Northeastern University, USA, with a<br />

Master’s in Business Administration (MBA) from the London Business School,<br />

UK. Executive President of C. Hellmund & Cía., S.A., President of Laboratorios<br />

Rapid Fot, C.A., President of OPC Operadora, C.A.; Director of the Caracas<br />

Chamber of Commerce and Service, the Venezuelan-Japanese Chamber (CAVEJA)<br />

and the Venezuelan Chamber of the Photography Industry (CAVIFOT); Alternate<br />

Director of the Boards of Directors of Mercantil Servicios Financieros and<br />

Mercantil Banco Universal and Member of the Board of Trustees of the London<br />

Business School; and Member of the Marketing Committee of VenAmCham.<br />

Mercantil Servicios Financieros<br />

111<br />

Gustavo Machado Capriles<br />

Economist<br />

Degree in Economics from Universidad Central de Venezuela (UCV). Specialized<br />

Studies at Universidad de Navarra, Pamplona, Spain. Specialization courses in<br />

International Banking at Manufacturers Hanover Trust in New York. Alternate<br />

Director of the Boards of Mercantil Servicios Financieros and Mercantil Banco<br />

Universal.<br />

Francisco J. Monaldi M.<br />

Coordinator of the International Center for Energy and<br />

Environmental Studies, IESA<br />

Degree in Economics (Cum Laude) from Universidad Católica Andrés Bello<br />

(UCAB), with a Master’s in Economics from Yale University and a PhD in Political<br />

Economy from Stanford University. Director of the International Center for<br />

Energy and Environmental Studies of the Institute of Advanced Studies in<br />

Administration (IESA). Degree in Economics from Universidad Católica Andrés<br />

Bello. From 2008 to 2009 was a Visiting Professor at Stanford University and a<br />

National Fellow at the Hoover Institution. Has been a consultant to public and<br />

private institutions, such as: the World Bank, the Inter-American Development<br />

Bank, the Andean Development Corporation (CAF) and Cambridge Energy<br />

Research Associations (CERA). Director of Siderúrgica Venezolana, S.A. (Sivensa),<br />

Inversiones Tacoa, C.A. and Alternate Director of the Board of Mercantil Servicios<br />

Financieros and Mercantil Banco Universal.<br />

Federico Vollmer Acedo<br />

Vice President of Industrias Palmar<br />

BSc in Agribusiness from Middle Tennessee State University, USA; Master’s<br />

degree in Agricultural Economics (MPS Agriculture) from Cornell University, USA.<br />

President of Asesoría Agriplus, C. A., Director of Empresas PMC, Member of the<br />

Executive Committee and the Board of Directors of Inversiones AEFEVE,<br />

President of Venazúcar, Director of Fundacaña, Director of Inversiones Porcinas,<br />

S.A., Director of Cavidea. Alternate Director of the Boards of Mercantil Servicios<br />

Financieros and Mercantil Banco Universal.<br />

Claudio Dolman C.<br />

Director of Holding Activalores<br />

Degree in Industrial Engineering from Universidad Católica Andrés Bello.<br />

Currently President and Director of ActiBienes. Director of Holding Activalores.<br />

Director and Vice President of Rattan Group. Alternate Director of the Boards of<br />

Directors of Mercantil Servicios Financieros and Mercantil Banco Universal.<br />

President and Director of Promotora Itaca 2000, C.A. Was Director of Seguros<br />

PanAmerican. Director of Corimon and General Manager of Grupo Osiris.<br />

Carlos Zuloaga Travieso<br />

Senior partner Tinoco, Travieso, Planchart & Núñez,<br />

Attorneys at Law<br />

Degree in law from Universidad Católica Andrés Bello (UCAB) and Master’s<br />

degree in Commercial Law from American University in Washington, D.C., USA.<br />

Formerly foreign associate for the Department of Foreign Investment of Holland<br />

& Knight LLP in Miami, USA. Alternate Director of the Boards of Directors of<br />

Mercantil Servicios Financieros and Mercantil Banco Universal, of Janus Capital<br />

Inc. and former Director of Transportes Marítimos del Caribe (Crowley Group)<br />

and Corporación Digitel C.A. Member of the International Bar Association (IBA)<br />

and the American Bar Association (ABA).


Nerio Rosales Rengifo<br />

Global Commercial and Personal Banking Manager<br />

Degree in Economics from Universidad Católica Andrés Bello. Executive President<br />

of Mercantil Banco Universal, Global Manager Commercial and Personal Banking,<br />

member of the Executive Committees of Mercantil Banco Universal and<br />

Mercantil Servicios Financieros. Director of Mercantil Banco Universal Director<br />

of Mercantil Commercebank Holding Corporation Director of Mercantil Seguros.<br />

Director of Mastercard International Latin American Region. Director of Mercantil<br />

Bank Curaçao N.V. and Mercantil Bank (Panama), S.A. Alternate Director of<br />

Mercantil Servicios Financieros.<br />

Armando Leirós R.<br />

Global Operations and Technology Manager<br />

Degree in Economics from Universidad Católica Andrés Bello. Has been with<br />

Mercantil for over 30 years. Currently Global Operations and Technology<br />

Manager, Member of the Executive Committees of Mercantil Servicios<br />

Financieros and Mercantil Banco Universal, Director of Todo1 Services, Director<br />

of Mercantil Commercebank, N.A. and Alternate Director of Mercantil Servicios<br />

Financieros. Has held various positions at Mercantil Servicios Financieros, in<br />

particular as Manager of Corporate Banking, Manager of Corporate and<br />

Institutional Banking, Executive President of Arrendadora Mercantil, C.A. and<br />

Banco de Inversión Mercantil, C.A., Director of Fondo Mercantil and Banco<br />

Hipotecario Mercantil.<br />

Miguel Ángel Capriles Capriles<br />

Vice President of Valores y Desarrollos VADESA S.A.<br />

and Inversiones Capriles C.A.<br />

Degree in Administrative Sciences from Universidad Metropolitana, option<br />

Management (1988) and option Banking and Finance (1991). Currently Vice<br />

President/Non-executive Director of Valores y Desarrollos VADESA, S.A. and Vice<br />

President/Director of Inversiones Capriles, C.A. Director of Mantex, S.A., and of<br />

Grabados Nacionales C.A. Alternate Director of the Boards of Mercantil Servicios<br />

Financieros and Mercantil Banco Universal. Former Finance Manager of<br />

Inversiones Capriles, C.A.; Director of C.A. La Electricidad de Caracas and<br />

President of Distribuidora Samtronic de Venezuela, C.A.<br />

Annual Report <strong>2010</strong><br />

112<br />

Luis Pedro España Navarro<br />

Director of the UCAB Economic and Social Research Institute<br />

(IIES-UCAB)<br />

Degree in Sociology from Universidad Católica Andrés Bello (UCAB) and a<br />

Master’s in Political Science from Universidad Simón Bolívar (USB). Currently<br />

Director of the Economic and Social Research Institute of UCAB Alternate<br />

Director of the Boards of Mercantil Servicios Financieros and Mercantil Banco<br />

Universal. Member of the Advisory Council of the newspaper El Mundo Economía<br />

y Negocios published by Cadena Capriles. Former banking, insurance and<br />

marketing adviser to low-income sectors for Arthur D. Little and Cantv, and<br />

Adviser on Social Programs for institutions such as the United Nations<br />

Development Programme (UNDP); World Bank-Ministry of the Family; UNICEF-<br />

Children’s Foundation; governments of Germany and the Netherlands, and<br />

national and regional public institutions. Has coordinated various publications,<br />

including Venezuela: Un acuerdo para alcanzar el desarrollo, UCAB, USB, UCV; IESA<br />

(2006) and Detrás de la Pobreza. Diez Años Después (2009).<br />

Philip R. Henríquez S.<br />

Global Corporate and Investment Banking Manager<br />

Degree in Economics from Universidad Católica Andrés Bello (1986) with an MBA<br />

from Columbia University, New York (1991). Since 2004 has been a Member of<br />

the Executive Committees of Mercantil Servicios Financieros, Mercantil Banco<br />

Universal (Venezuela) and Mercantil Commercebank (USA). Former President of<br />

Citibank N.A. and Citigroup Country Officer in Venezuela (2000-2004); Executive<br />

Vice President of Banca Mayorista Global; Member of the Board of Directors of<br />

Banco Venezuela-Grupo Santander and President of Valores Santander Casa de<br />

Bolsa (1997-2000), responsible for the Treasury, Fixed Income, Derivatives,<br />

Corporate Finance, Analysis, Capital Market, Trust Fund and Custody business.<br />

Joined Citibank N.A., Venezuela in 1991 in the Treasury and Derivatives area.<br />

Appointed Vice President of Treasury in Venezuela in 1993. Began his career at<br />

Banco Exterior where he had managerial responsibility in the field of corporate<br />

banking. Member of the Board of Directors of the Venezuelan Council for<br />

Investment Promotion (CONAPRI) and the Venezuelan Association of Executives<br />

(AVE). Former member of the Boards of VenAmCham (2001-2004), Venezuelan<br />

National Banking Council (2001-2004), Caracas Stock Excchange (1998-2000)<br />

and the Venezuelan National Gallery of Art (2001-2003), Venezuelan Institute of<br />

Financial Executives (IVEF) (2001-2007) and the Venezuelan Anti-Diabetes<br />

Foundation (2000-2008).<br />

Alberto José Sosa Schlageter<br />

Executive Director Corporación Digitel, C.A.<br />

B.A. in International Business from Ohio Wesleyan University and MBA in<br />

International Management from the University of Denver, Colorado. Executive<br />

President of Corporación Digitel, C.A. Currently President of the Executive<br />

Committee of Corimon, Alternate Director of the Boards of Mercantil Servicios<br />

Financieros and Mercantil Banco Universal. Formerly President of Seguros La<br />

Seguridad and President of Cerámica Carabobo, S.A.C.A. Currently member of<br />

the Boards of Directors of: H.L. Boulton, C.A. Central Azucarero Portuguesa,<br />

Produvisa, S.A., and Fundación Venezuela Sin Limites. Was a member of the<br />

Caracas Chamber of Commerce, Caracas Stock Exchange, National Council of<br />

Insurance (Consejo Nacional de Seguros), Inversora Seguridad, Invercapital,<br />

Bancaracas Consorcio Inversionista.


Executive Committee<br />

Gustavo Antonio Marturet Machado<br />

President<br />

See CV under Management (Board of Directors Section)<br />

Alejandro González Sosa<br />

Executive President<br />

See CV under Management (Board of Directors Section)<br />

Nerio Rosales Rengifo<br />

Global Commercial and Personal Banking Manager<br />

See CV under Management (Board of Directors Section)<br />

Philip R. Henríquez S.<br />

Global Corporate and Investment Banking Manager<br />

See CV under Management (Board of Directors Section)<br />

Rosa M. de Costantino<br />

Global Manager Private Banking and Wealth Management<br />

Degree in Economics from Universidad Central de Venezuela. Has been with the<br />

Institution for 31 years where she has held several positions in the Finance and<br />

Commercial Banking areas. Manager of Private Banking and Wealth Management<br />

and Member of the Executive Committees of Mercantil Banco Universal,<br />

Mercantil Commercebank Holding Corporation and Mercantil Servicios<br />

Financieros. Member of the Board of Directors of Mercantil Commercebank Trust<br />

Company, and director and member of the Executive Committee of Mercantil<br />

Commercebank Investment Services with a Broker-Dealer license in the USA.<br />

Chairman of the Boards of Mercantil Sociedad Administradora de Entidades de<br />

Inversión Colectiva and Portafolio Mercantil de Inversión, Director of Mercantil<br />

Seguros, Mercantil Bank Curaçao N.V., Mercantil Bank (Panama), S.A. and<br />

Mercantil Bank (Schweiz) AG.<br />

Alfonso Figueredo Davis<br />

Global Chief Financial Officer<br />

Certified Public Accountant with a master’s degree in Business Administration<br />

from Universidad Católica Andrés Bello. Twenty-three years of service with<br />

Mercantil Banco Universal. Global Chief Risk Officer of Mercantil Banco Universal<br />

and Mercantil Servicios Financieros Member of the Executive Committees of<br />

Mercantil Servicios Financieros, Mercantil Banco Universal and Mercantil<br />

Commercebank. Member of the Boards of several subsidiary companies; chaired<br />

the Comptrollers’ Committee of the Venezuelan Banking Association. Worked<br />

for Espiñeira, Sheldon y Asociados (PriceWaterhouseCoopers) for 7 years.<br />

Mercantil Servicios Financieros<br />

113<br />

Millar Wilson<br />

Global International Operations Manager<br />

Degree in Business and Administrative Studies from Bradford University, UK<br />

(1973). Has been with Mercantil for 32 years. Wilson began his financial career<br />

with Mercantil Banco Universal in 1977, moving to the United States in 1982 to<br />

open a branch in Miami. From 1984 to 2004 was Executive President of Mercantil<br />

Commercebank, N.A. and from 2004 to 2008 was Global Chief Risk Officer of<br />

Mercantil. Wilson is currently Global International Operations Manager of<br />

Mercantil Servicios Financieros. Executive President and Director of Mercantil<br />

Commercebank Florida Bancorp, Inc., Mercantil Commercebank, N.A., Mercantil<br />

Commercebank Investment Services, Inc. and Mercantil Commercebank Trust<br />

Company, N.A., and also Country Manager of Mercantil in the United States.<br />

Chairman of the Boards of BMC Bank & Trust Ltd., Mercantil Bank (Panama), S.A.<br />

and Mercantil Bank Curaçao N.V. Member of the Executive Committees of<br />

Mercantil Servicios Financieros and Mercantil Banco Universal; Member of the<br />

Board of Directors of Mercantil Seguros, Fundación Mercantil and Mercantil<br />

Internacional Holding Limited. Graduated from the Harvard Business School<br />

Management Development Program (1992). Was Chairman of the Board of the<br />

Greater Miami and Keys Chapter of the American Red Cross (2001-2002) and<br />

Director and Treasurer of the Miami Dade College Foundation (1999-2004).<br />

Fernando Figueredo M.<br />

Global Chief Risk Officer<br />

Degree in Law from Universidad Católica Andrés Bello; MBA from Columbia<br />

University, New York, with a dual specialization in Finance and Marketing.<br />

Member of the Executive Committees of Mercantil Servicios Financieros,<br />

Mercantil Banco Universal (Venezuela) and Mercantil Commercebank (USA).<br />

Formerly Credit and Operational Risk Manager of Corporate and Investment<br />

Banking at Mercantil Servicios Financieros. Prior to joining Mercantil, was Head<br />

of Financial Institutions at Citibank N.A., Venezuela, where he was responsible for<br />

the transactional clients segment and corporate client services. Formerly a<br />

manager in the Oil and Gas sector of Banco Venezuela and in the Corporate<br />

Finance area of Santander Investment.<br />

Armando Leirós R.<br />

Global Operations and Technology Manager<br />

See CV under Management (Board of Directors Section)<br />

Luis Alberto Fernandes<br />

Global Chief Legal Counsel<br />

Degree in Law from Universidad Católica Andrés Bello, with a Master of Laws in<br />

Corporate and Mercantile Law from the University of London. Currently Global<br />

Chief Legal Counsel of Mercantil Servicios Financieros and Mercantil Banco<br />

Universal. Formerly Legal Manager for Financial and Corporate Affairs of<br />

Mercantil. Director of Mercantil Seguros and Mercantil Merinvest Casa de Bolsa.<br />

Member of the Advisory Board of Mercantil Bank Curaçao N.V. and Director of<br />

Mercantil Bank (Panama), S.A. Before joining Mercantil held various positions at<br />

the Central Bank of Venezuela (BCV), including General Counsel, Alternate Legal<br />

Counsel for Financial Affairs and Legal Adviser on Monetary and Financial Affairs.<br />

Former Adviser to the Financial Emergency Board. Was Professor of Banking Law<br />

and National and International Regulation of Financial Services, Financial<br />

Contracts and Oversight of Financial Services at postgraduate level at<br />

Universidad Católica Andrés Bello (UCAB) and Universidad Central de Venezuela<br />

(UCV). Participated as negotiator and adviser for Venezuela on financial services<br />

within the framework of the World Trade Organization and the Andean<br />

Community of Nations. Participant and speaker at national and international<br />

seminars and events. Studies in arbitration and negotiation.


Alberto Benshimol M.<br />

Insurance and New Financial Business Manager<br />

Degree in Civil Engineering from Universidad Católica Andrés Bello, MSc from<br />

the University of Illinois. Graduate of the Stanford Executive Program, Stanford<br />

University. Has been with the institution for 17 years. Manager of Insurance and<br />

New Business of Mercantil Servicios Financieros, C.A., Member of the Executive<br />

Committee of Mercantil Servicios Financieros, C.A., and President of Mercantil<br />

Seguros, C.A. Formerly General Manager of Inversiones Polar, C.A., and Director<br />

of a number of industrial and financial companies.<br />

Luis Calvo Blesa<br />

Global Human Resources<br />

and Corporate Communications Manager<br />

Degree in Media Studies from Universidad Católica Andrés Bello. Has been with<br />

Mercantil for 31 years. Currently Global Manager of Human Resources and<br />

Corporate Communications of Mercantil Banco Universal and Mercantil Servicios<br />

Financieros; General Manager and member of the Board of Directors of<br />

Fundación Mercantil and General Manager of Fundación BMA. Member of the<br />

Executive Committee of Mercantil Servicios Financieros, C.A. and Member of the<br />

Board of Directors of Mercantil Seguros. Member of the Committees of the Social<br />

Alliance of VenAmCham and Dividendo Voluntario para la Comunidad. Former<br />

Chairman of the Venezuelan Banking Association’s Human Resources Committee<br />

and Member of the Latin American Human Resources Development Committee<br />

of the Latin American Banking Federation (FELABAN).<br />

Annual Report <strong>2010</strong><br />

114


MERCANTIL, C.A., BANCO UNIVERSAL<br />

Avenida Andrés Bello, N° 1<br />

Edificio Mercantil<br />

Caracas 1050, Venezuela<br />

Phone: (58-212) 503.1111<br />

Télex 27002/27003 BMERVC<br />

PO BOX 789, Caracas 1010-A<br />

Venezuela.<br />

mercan24@bancomercantil.com<br />

www.bancomercantil.com<br />

Call Center Centro de Atención Mercantil (CAM):<br />

Phone: 0-500-600 2424/ 0-500-503 2424<br />

(58-212) 600.2424 -(58-212) 503 2424<br />

MERCANTIL, C.A., BANCO UNIVERSAL<br />

CORAL GABLES AGENCY<br />

220 Alhambra Circle, Coral Gables,<br />

Fl. 33134, U.S.A.<br />

Phone: (1-305) 460.8500<br />

Fax: (1-305) 460.8595<br />

Télex: 681278 BMER UW<br />

asala@mercantilcb.com<br />

MERCANTIL, C.A., BANCO UNIVERSAL<br />

CURAÇAO BRANCH<br />

Abraham Mendez Chumaceiro Boulevar 1<br />

Willemstad, Curaçao. Netherlands Antilles<br />

Phone: (5999) 461.8241 / 1706<br />

Fax: (5999) 461.1974<br />

fgirigori@bancomercantilcu.com<br />

MERCANTIL COMMERCEBANK N.A.<br />

220 Alhambra Circle, Coral Gables,<br />

Fl. 33134, U.S.A.<br />

Phone: (1-305) 460.4000<br />

Fax: (1-305) 629.1400<br />

www.mercantilcb.com<br />

MERCANTIL COMMERCEBANK TRUST COMPANY, N.A.<br />

220 Alhambra Circle,11th floor, Coral Gables,<br />

Fl. 33134, U.S.A.<br />

Phone: (1-305) 441.5555<br />

Fax: (1-305) 441.5560<br />

www.mercantilctc.com<br />

MERCANTIL COMMERCEBANK<br />

INVESTMENT SERVICES, Inc.<br />

220 Alhambra Circle, Penthouse, Coral Gables,<br />

Fl. 33134, U.S.A.<br />

Phone: (1-305) 460.8599<br />

Fax: (1-305) 460.8598<br />

www. mercantilcis.com<br />

MERCANTIL BANK (SCHWEIZ) AG<br />

Talackerstrasse 42<br />

CH-8001 Zurich, Switzerland, P.O. Box 9758<br />

CH-8036 Zurich, Switzerland<br />

Phone: (41 - 433) 444 555 master<br />

Fax: (41 - 433) 444 550<br />

www.mercantilsuiza.com<br />

MERCANTIL MERINVEST, C.A.<br />

Avenida Andrés Bello, N° 1<br />

Edificio Mercantil, Piso 24<br />

Caracas 1050, Venezuela<br />

Phone: (58-212) 503.2700<br />

Fax: (58-212) 503.2757<br />

Subsidiaries<br />

MERCANTIL SEGUROS, C.A.<br />

Av. Libertador con calle Isaías<br />

“Látigo” Chávez,<br />

Edificio Mercantil Seguros, Chacao.<br />

Caracas 1060, Venezuela<br />

Phone: (58-212) 276.2000<br />

Fax: (58-212) 276.2001<br />

www.segurosmercantil.com<br />

MERCANTIL INVERSIONES Y VALORES<br />

Avenida Andrés Bello, N° 1<br />

Edificio Mercantil, Piso 20<br />

Caracas 1050, Venezuela<br />

Phone: (58-212) 503.3361 / 3644 / 1353<br />

Fax: (58-212) 503.7086<br />

csuarez@bancomercantil.com<br />

MERCANTIL BANK (PANAMÁ)<br />

Torre de las Américas, Planta Baja<br />

Local No 8-A. Punta Pacífica<br />

P.O. Box 0819-05811 Panamá,<br />

República de Panamá<br />

Phone: (507) 282 7000 Fax: (507) 282 7040<br />

asubero@mercantilcb.com<br />

MERCANTIL BANK & TRUST, LIMITED<br />

Harbour Place, 4th floor<br />

103 South Church Street<br />

P.O. Box 1034<br />

Grand Cayman, KY1-1102<br />

Cayman Islands<br />

Phone: (1-345) 949-8455<br />

Fax: (1- 345)949-8499<br />

MERCANTIL BANK CURAÇAO N.V.<br />

Abraham Mendez Chumaceiro Boulevar 1<br />

Willemstad, Curaçao. Netherlands Antilles<br />

Phone: (5999) 461.1566 / 1669<br />

Fax: (5999) 461.1974<br />

fgirigori@bancomercantilcu.com<br />

Mercantil Banco Universal<br />

Representative Offices<br />

BOGOTA<br />

Av. 82, Nº 12-18, Piso 8, Ofc. 805<br />

Edificio Interbolsa. La Cabrera<br />

Bogotá, D.C. Colombia<br />

Phone: (57-1) 635.0035<br />

Fax: (57-1) 623.7701<br />

jrequena2@mercantilcb.com<br />

LIMA<br />

Av. Canaval y Moreyra N° 452<br />

Edificio Standard Chartered, Piso 15<br />

San Isidro, Lima 27, Perú<br />

Phone: (51 1) 442 5100 Anexo 232<br />

Fax: (51 1) 442 5100 Anexo 237<br />

rafael.alcazar@rebaza-alcazar.com<br />

MEXICO<br />

Eugenio Sue N° 58, Colonia Polanco<br />

Chapultepec, Delegación Miguel Hidalgo<br />

C.P. 11560, México, D.F.<br />

Phone: (52-55) 5282.2300<br />

Fax: (52-55) 5280.9418<br />

mercvenmex@prodigy.net.mx<br />

Mercantil Servicios Financieros<br />

115<br />

SAO PAULO<br />

Av. Paulista, N° 1842, 3° andar, CJ. 37<br />

Edf. Cetenco Plaza, Torre Norte-Cep 01310-200<br />

Sao Paulo, SP, Brasil<br />

Phone: (55-11) 3285.4647 - 3284.0206<br />

Fax: (55-11) 3289-5854<br />

mercansp@uol.com.br<br />

NUEVA YORK<br />

11 East 51st. Street, New York<br />

NY, 10022-5903, U.S.A.<br />

Phone: (1-212) 891.7400<br />

Fax: (1-212) 891.7419<br />

ljordan@bancomercantilny.com<br />

Corporate Contacts<br />

Mercantil Servicios Financieros<br />

Avenida Andrés Bello, N° 1<br />

Edificio Mercantil, Caracas 1050, Venezuela<br />

Phone: (58-212) 503.1111<br />

Télex 27002/27003 BMERVC<br />

PO BOX 789, Caracas 1010-A<br />

Venezuela<br />

Mercan24@bancomercantil.com<br />

www.bancomercantil.com<br />

Centro de Atención Mercantil (CAM):<br />

Telf. 0-500-600 2424/ 0-500-503 2424<br />

(58-212) 600.2424 -(58-212) 503 2424<br />

INVESTOR RELATIONS<br />

Caracas<br />

Av. Andrés Bello, N° 1, Edificio Mercantil<br />

Piso 25, Caracas 1050, Venezuela<br />

PO BOX 789, Caracas 1010-A<br />

Phone: (58-212) 503.1335<br />

Fax: (58-212) 503.1075<br />

inversionista@bancomercantil.com<br />

Nueva York<br />

11 East 51 st. Street, New York<br />

NY, 10022-5903, U.S.A.<br />

Phone: (1-212) 891.7405<br />

Fax (1-212) 891.7419<br />

Office of the Presidency<br />

Av. Andrés Bello, N° 1, Edificio Mercantil<br />

Piso 35, Caracas 1050, Venezuela<br />

PO BOX 789, Caracas 1010-A<br />

Phone: (58-212) 503.0782 / 0783<br />

Fax: (58.212) 503.0709<br />

presidencia@bancomercantil.com<br />

Corporate Communications<br />

Av. Andrés Bello, N° 1, Edificio Mercantil<br />

Piso 14, Caracas 1050, Venezuela<br />

PO BOX 789, Caracas 1010-A<br />

Phone: (58-212) 503.1670<br />

mcomunicacionesc@bancomercantil.com


Tomás GOLDING<br />

Marina, 1939<br />

Oil on masonite<br />

36.3 x 40.3 cm


T h e F i n e A r t s S o c i e t y a n d<br />

t h e E s c u e l a d e C a r a c a s<br />

Early in the twentieth century, landscape painting in Venezuela was introduced as a genre that<br />

has remained a cherished part of Venezuela’s artistic progression to this day. It was in Caracas,<br />

in 1912, where the Fine Arts Society was born– a cultural movement that challenged the Academy<br />

of Fine Arts and the obsolete teachings it imparted. The group included several young artists<br />

who revitalized the national art scene through their innovative study of nature, eventually leaving<br />

behind a great legacy of art, beauty and life. This creative spirit was amplified by the Escuela de<br />

Caracas, driven by the artists who formed the Society and their followers. These pioneering artists<br />

secured the continuity of landscape painting in Venezuela for five decades. The selections<br />

included here offer a window into this tradition, featuring exemplary works of this genre that<br />

are part of the Mercantil Collection.


T h e F i n e A r t s S o c i e t y a n d<br />

t h e E s c u e l a d e C a r a c a s<br />

Mercantil Colection<br />

Federico BRANDT<br />

Azotea, hacia 1924<br />

Oil on canvas<br />

45.5 x 59.5 cm<br />

César PRIETO<br />

Iglesia de Maiquetía, hacia 1950<br />

Oil on canvas<br />

53.5 x 62.8 cm<br />

César PRIETO<br />

Los Caobos, hacia 1948<br />

Oil on canvas<br />

50.5 x 60.5 cm<br />

César PRIETO<br />

Calle caraqueña, hacia 1920<br />

Oil on canvas<br />

51 x 69 cm<br />

Próspero MARTÍNEZ<br />

El árbol del camino, hacia 1920<br />

Oil on paper<br />

37.2 x 28 cm<br />

Manuel CABRÉ<br />

Ávila desde San Bernardino, hacia 1940<br />

Oil on canvas<br />

49,4 x 78,4 cm<br />

Manuel CABRÉ<br />

Río Guaire, 1917<br />

Oil on canvas<br />

26.5 x 48.5 cm<br />

Manuel CABRÉ<br />

Caneyes y Valle de San Cristóbal, 1942<br />

Oil on canvas<br />

65 x 108 cm<br />

Manuel CABRÉ<br />

Paisaje, 1917<br />

Oil on wood<br />

32.5 x 41 cm<br />

Manuel CABRÉ<br />

Fragmento del Ávila, 1914<br />

Oil on canvas<br />

22.5 x 32.9 cm<br />

Bernardo MONSANTO<br />

Paisaje, 1961<br />

Oil on masonite<br />

33 x 86 cm<br />

Francisco FERNÁNDEZ RODRÍGUEZ<br />

Ávila, hacia 1940<br />

Oil on canvas<br />

54 x 73 cm<br />

Francisco FERNÁNDEZ RODRÍGUEZ<br />

Playa El Palmar, 1956<br />

Oil on canvas adhered to cardboard<br />

45.5 x 60.8 cm<br />

Francisco FERNÁNDEZ RODRÍGUEZ<br />

Barranco de Sarría, 1947<br />

Oil on canvas<br />

60.2 x 81 cm<br />

Marcos CASTILLO<br />

Desde Los Chaguaramos, hacia 1961<br />

Oil on canvas<br />

74.8 x 70 cm<br />

Antonio ALCÁNTARA<br />

Paisaje del Ávila, 1976<br />

Oil on masonite<br />

33 x 45.5 cm<br />

Elisa Elvira ZULOAGA<br />

Paisaje de Caracas, 1967<br />

Oil on canvas adhered to cardboard<br />

45.7 x 60.7 cm<br />

Elisa Elvira ZULOAGA<br />

Paisaje con niñas, 1954<br />

Oil on canvas<br />

64.7 x 50 cm


Alberto EGEA LÓPEZ<br />

Ávila, hacia 1945<br />

Oil on canvas adhered to cardboard<br />

35.4 x 45.1 cm<br />

Alberto EGEA LÓPEZ<br />

Ávila, 1942<br />

Oil on canvas<br />

51 x 61.2 cm<br />

Luis Alfredo LÓPEZ MENDEZ<br />

Carretera vieja La Guaira-Caracas, 1943<br />

Oil on canvas<br />

52.7 x 60.2 cm<br />

Pedro Ángel GONZÁLEZ<br />

Paisaje de Gamboa, 1940<br />

Oil on canvas<br />

76.3 x 100 cm<br />

Pedro Ángel GONZÁLEZ<br />

San José desde San Bernardino, 1942<br />

Oil on canvas<br />

46.2 x 54.4 cm<br />

Pedro Ángel GONZÁLEZ<br />

Macuto, 1920<br />

Oil on canvas<br />

40.3 x 56.3 cm<br />

Pedro Ángel GONZÁLEZ<br />

Paisaje, 1919<br />

Oil on cardboard<br />

18.5 x 28.9 cm<br />

Pedro Ángel GONZÁLEZ<br />

Comenzando las lluvias (Cerros desde Gamboa), 1944<br />

Oil on canvas<br />

73.5 x 106.3 cm<br />

Pedro Ángel GONZÁLEZ<br />

El cerro desde la quebrada, 1945<br />

Oil on canvas<br />

50.4 x 65.1 cm<br />

Armando LIRA<br />

Valles del Tuy, 1956<br />

Oil on canvas<br />

73.5 x 90 cm<br />

Armando LIRA<br />

El Ávila desde Sarría, sin fecha<br />

Oil on canvas<br />

130.3 x 160.3 cm<br />

Tomás GOLDING<br />

Valle de Caracas desde Colinas del Tamanaco, 1939<br />

Oil on masonite<br />

59.7 x 70.5 cm<br />

Tomás GOLDING<br />

Marina, 1939<br />

Oil on masonite<br />

36.3 x 40.3 cm<br />

Tomás GOLDING<br />

Puerto Azul, 1940<br />

Oil on wood<br />

50.3 x 41.8 cm<br />

Tomás GOLDING<br />

Los Dos Caminos, 1941<br />

Oil on masonite<br />

62.6 x 45 cm


General Production: Corporate Communications Management<br />

Artwork Photography: Mercantil Collection / Walter Otto<br />

Graphic Design: Arte Impreso H.M., C.A.<br />

Printing: La Galaxia • Caracas, Venezuela, March 2011

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