- 93 -13.01.03 AcquisitionsIn 2011, to execute the deed of assignment made on January 13, 2008, the Parent Bankagreed to transfer, cede and convey absolutely to SM Keppel the outstanding advancestotaling P364 recognized as part of Others under Loans and Other Receivables inexchange for 36,401,500 preferred shares of SM Keppel for a subscription price ofP364 (see Note 10). As a result, the investment in SM Keppel as of December 31, 2011increased to P1,658.On February 11, 2010, BSP approved the acquisition by <strong>BDO</strong> of the 12.4% equityinterest in MNTC equivalent to 2,197,800 common shares held by Global FundHoldings, Inc. (Global Fund) in MNTC for a purchase price of P1,405. The purchaseof 12.4% was previously approved by the BOD on July 25, 2009. Investment in MNTCis recognized as Equity Investments and is presented as part of Other Resources in thestatements of financial position. The Parent Bank is properly represented in the boardof directors of MNTC.In response to the capital infusion call of Generali to cover its 2007 and 2008 capitaldeficiency, <strong>BDO</strong> Unibank Group’s BOD separately approved on January 9, 2010 andJuly 31, 2010 additional investment of P114 and P156, respectively. The approval ofthe BSP was made on <strong>March</strong> 5, 2010 and September 21, 2010, respectively. Investmentin Generali has a carrying value of P1,168 and allowance for impairment loss amountingto P898 as of December 31, 2011 and 2010. The investment is recognized as EquityInvestments and is presented as part of Other Resources account.13.01.04 Dissolution of SubsidiariesOn September 30, 2011, the Parent Bank approved the dissolution of PCI ExpressPadala (Hong Kong) Limited effective September 20, 2011. Capital amounting toP248 was fully returned to the Parent Bank on December 5, 2011.On April 30, 2010 by virtue of a proxy letter, the Parent Bank approved the liquidationof PCIB Europe S.P.A with cut-off financial statement date of December 31, 2009.PCIB Europe S.P.A made partial returns of capital amounting to P23 and P1 onJuly 16, 2010 and October 6, 2010, respectively. As of December 31, 2011, total equityof PCIB Europe S.P.A. amounted to P0.5.13.02 Receivables from SPVsReceivables from SPVs represent the amount due from sale of certain non-performingassets to SPVs. In 2005, the former EPCIB (now part of <strong>BDO</strong> Unibank Group) soldcertain nonperforming assets with book value of P15,069 to Philippine InvestmentOne, Philippine Investment Two and Cameron Granville Asset Management, Inc.(CGAM) for a consideration of P4,134. Cash received from the SPVs amounted toP98 in 2005 and the balance of P3,336, through issuance of SPV Notes, shall be paidbased on a cash flow waterfall arrangement and interest rate of 20% and 50% perannum on the P2,776 and P560, respectively. Also, in 2005, the former EquitableSavings Bank, Inc. (ESB) entered into sale and purchase agreements with CGAM andLNC (SPV-AMC) Corporation (LNC) for the sale of the former ESB’s loans to CGAMfor P621 and for the sale of its investment properties to LNC for P98. The formerESB received SPV Notes amounting to P60 for loans from CGAM and P39 forinvestment properties from LNC, in addition to cash received amounting to P23 fromCGAM and P4 from LNC.
- 94 -Full allowance for impairment on the receivables from SPVs amounted to P3,440 as ofDecember 31, 2011 and 2010.13.03 Deposits Under EscrowDeposits under escrow pertain to the portion of the cash received by <strong>BDO</strong> UnibankGroup in consideration for its assumption of First e-Bank Corporation’s deposits andother liabilities in October 2002. This amount is held in escrow pending compliance by<strong>BDO</strong> Unibank Group with certain terms and conditions, particularly the transfer oftitles, as stipulated in the Memorandum of Agreement (MOA). Deposits under escrowearn an annual effective interest of 5.8% and 5.7% in 2011 and 2010, respectively.13.04 Non-current Assets Held for saleNon-current assets held for sale consist of real and other properties acquired throughrepossession or foreclosure that <strong>BDO</strong> Unibank Group intends to sell within one yearfrom the date of classification as held for sale. Impairment loss recognized by the <strong>BDO</strong>Unibank Group and the Parent Bank on non-current assets held for sale in 2011, 2010and 2009 amounted to P131, P128 and P5, respectively (see Note 14).13.05 GoodwillGoodwill represents the excess of the cost of acquisition of the Parent Bank over thefair value of the net assets acquired and branch licenses at the date of acquisition.This is significantly from the acquisition of <strong>BDO</strong> Card Corporation, United OverseasBank Philippines (UOBP), American Express Bank, Ltd. and GE Money Bank(see Note 26.02), which were acquired in 2005, 2006, 2007 and 2009, respectively. The<strong>BDO</strong> Unibank Group and the Parent Bank recognized impairment loss of P150, P271and P171 in 2011, 2010 and 2009, respectively (see Note 14).13.06 OthersAmortization expense on computer software licenses amounted to P373, P170, andP125 in 2011, 2010 and 2009, respectively, in the <strong>BDO</strong> Unibank Group financialstatements and P371, P173, and P134 in 2011, 2010 and 2009, respectively, in theParent Bank financial statements. These are included as part of Miscellaneous underOther Operating Expenses account in the statements of income (see Note <strong>22</strong>).Depreciation expense on certain assets amounting to P35, P11 and P11 in 2011,2010 and 2009, respectively, in the <strong>BDO</strong> Unibank Group financial statements, and arepresented as part of Occupancy under Other Operating Expenses account in thestatements of income (see Note <strong>22</strong>).
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Via ODiSyMarch 22, 2012PHILIPPINE S
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SEC FORM 17-A
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TABLE OF CONTENTSPage No.PART I- BU
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Philippine Subsidiaries% Interest H
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sophisticated investors. The Bank
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(v)Transactions with and/or Depende
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BDO BANK-OWNED PROPERTIES UTILIZED
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BDO BANK-OWNED PROPERTIES UTILIZED
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2) Leased PropertiesThe Group lease
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Branch Address Lease Lease ExpiryEf
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Branch Address Lease Lease ExpiryEf
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Branch Address Lease Lease ExpiryEf
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Branch Address Lease Lease ExpiryEf
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Branch Address Lease Lease ExpiryEf
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Branch Address Lease Lease ExpiryEf
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Branch Address Lease Lease ExpiryEf
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Branch Address Lease Lease ExpiryEf
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Branch Address Lease Lease ExpiryEf
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Branch Address Lease Lease ExpiryEf
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Item 4. Submission of Matters to a
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On 29 January 2011, the Board of th
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Total Equity grew by 9% to P97.0 bi
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Balance Sheet - 2010 vs. 2009Total
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Comprehensive Income - For the year
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Item 7. Financial StatementsThe con
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UOB Singapore. He was formerly the
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Director of the Philippine Global C
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Name Age PositionInvestments GroupG
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Antonio N. Cotoco, 63, is Senior Ex
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Bienvenido M. Juat, Jr., 58, is Exe
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Ma. Ophelia Ll. Camiña, 58, is Sen
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Corporation; a Trustee of PCI Bank
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Dalmacio D. Martin, 50, is Senior V
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Luis S. Reyes, Jr., 54, is Senior V
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Equitable Banking Corporation in Ju
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The above compensation includes the
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Title ofClassName of BeneficialOwne
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esponsible for the setting up of th
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2 May 2011 Retirement of Ms. Nenita
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Setting the annual shareholders’
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AUDITED FINANCIAL STATEMENTSDECEMBE
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BDO UNIBANK, INC. AND SUBSIDIARIES(
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- 2 -Net UnrealizedFair ValueGains
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- 2 -BDO Unibank GroupParent BankNo
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1.02 Approval of Financial Statemen
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- 4 -Parent BankFRSP Difference PFR
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- 6 -(ii) Philippine Interpretation
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- 8 -• PFRS 7 (Amendment), Financ
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- 10 -(v) PFRS 9, Financial Instrum
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- 12 -The financial statements of s
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- 14 -2.06 Financial AssetsFinancia
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- 16 -HTM investments consist of go
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- 18 -The value produced by a model
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- 20 -2.12 Premises, Furniture, Fix
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- 22 -Deposit liabilities and other
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- 24 -2.20 Revenue and Expense Reco
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- 26 -Provisions are measured at th
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- 28 -Future cash flows in a group
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- 30 -Foreign exchange gains and lo
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- 32 -(e)Executive Stock Option Pla
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- 34 -3.01 Critical Management Judg
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- 36 -3.02 Key Sources of Estimatio
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- 38 -(iv) Loans and Other Receivab
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- 40 -Parent BankNotes Level 1 Leve
- Page 139 and 140: - 42 -The retirement benefit asset
- Page 141 and 142: - 44 -• It then disseminates the
- Page 143 and 144: - 46 -2010MoreOne to than three Mor
- Page 145 and 146: - 48 -2010MoreOne to than three Mor
- Page 147 and 148: - 50 -Parent Bank2011 2010ForeignFo
- Page 149 and 150: - 52 -BDO Unibank Group2010More Mor
- Page 151 and 152: - 54 -Parent Bank2010More MoreOne t
- Page 153 and 154: - 56 -A summary of the VaR position
- Page 155 and 156: - 58 -Parent BankImpact onImpact on
- Page 157 and 158: - 60 -b. SubstandardAccounts classi
- Page 159 and 160: - 62 -BDO Unibank Group2010Loans an
- Page 161 and 162: - 64 -Parent Bank2010Loans andTradi
- Page 163 and 164: - 66 -4.02.04.03 Concentrations of
- Page 165 and 166: - 68 -5. SEGMENT REPORTINGThe BDO U
- Page 167 and 168: - 70 -Commercial Investment Private
- Page 169 and 170: - 72 -At Amortized Carrying FairCos
- Page 171 and 172: - 74 -8. DUE FROM OTHER BANKSThe ba
- Page 173 and 174: - 76 -The aggregate contractual or
- Page 175 and 176: - 78 -The fair values of government
- Page 177 and 178: - 80 -The fair values are determine
- Page 179 and 180: - 82 -Reclassification of CLNs from
- Page 181 and 182: - 84 -Per MORB, non-performing loan
- Page 183 and 184: - 86 -Leasehold Furniture,Rights an
- Page 185 and 186: - 88 -Land Buildings TotalJanuary 1
- Page 187 and 188: - 90 -Real and other properties acq
- Page 189: - 92 -The BDO Unibank Group’s sub
- Page 193 and 194: - 96 -This account is composed of t
- Page 195 and 196: - 98 -The breakdown of this account
- Page 197 and 198: - 100 -On October 19, 2009, the pre
- Page 199 and 200: - 102 -On December 29, 2009, BSP is
- Page 201 and 202: - 104 -19.02 Capital AllocationThe
- Page 203 and 204: - 106 -annum of the par value. Subs
- Page 205 and 206: - 108 -20. INTEREST INCOMEInterest
- Page 207 and 208: - 110 -Other operating expenses con
- Page 209 and 210: - 112 -The movements in the present
- Page 211 and 212: - 114 -Parent Bank2011 2010 2009 20
- Page 213 and 214: - 116 -(c) Other Transactions with
- Page 215 and 216: - 118 -ii. On January 31, 2008, BDO
- Page 217 and 218: - 120 -27. TAXES27.01 Current and D
- Page 219 and 220: - 122 -Movements in net deferred ta
- Page 221 and 222: - 124 -27.04 Gross Receipts Tax (GR
- Page 223 and 224: - 126 -28. EARNINGS PER SHAREBasic
- Page 225 and 226: - 128 -29. SELECTED FINANCIAL PERFO
- Page 227 and 228: - 130 -Sale of BankardBDO (as succe
- Page 229 and 230: - 132 -PEACe bondsOn October 18, 20
- Page 231: - 134 -Following is a summary of BD