Via ODiSy March 22, 2012 PHILIPPINE STOCK EXCHANGE ... - BDO

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TABLE OF CONTENTSPage No.PART I- BUSINESS AND GENERAL INFORMATIONItem 1 Business 1Item 2 Properties 8Item 3 Legal Proceedings 35Item 4 Submission of Matters to a Vote of Security Holders 36PART II - OPERATIONAL AND FINANCIAL INFORMATIONItem 5 Market for Issuers Common Equity and Related Stockholders36MattersItem 6 Management’s Discussion and Analysis or Plan of Operations 39Item 7 Financial Statements 46Item 8 Changes in and Disagreements with Accountants on Accountingand Financial Disclosures46PART III - CONTROL AND COMPENSATION INFORMATIONItem 9 Directors and Executive Officers of the Issuer 46Item 10 Executive Compensation 67Item 11 Security Ownership of Certain Beneficial Owners and68ManagementItem 12 Certain Relationships and Related Transactions 71PART IV - CORPORATE GOVERNANCEItem 13 Corporate Governance 71PART V - EXHIBITS AND SCHEDULESItem 14 List of Branches, Reports on SEC Form 17-C 72SIGNATURES 77EXHIBITS & ANNEXES
Part I – Business and General informationItem 1. Business1) Business Development(a) Form and Year of OrganizationBDO Unibank, Inc. (BDO or the “Bank”), originally known as Acme Savings Bank, was acquired bythe SM Group in 1976. The SM Group is one of the largest conglomerates in the Philippines, withsubstantial interests in financial services, real estate development, and tourism and entertainment,founded around its core business in commercial centers and retailing. BDO listed its shares on thePhilippine Stock Exchange (PSE) on 21 May 2002.BDO is now the market leader in most of its core business lines following its merger with EquitablePCI Bank (EPCI) in May 2007. The Bank offers a complete array of products and services, i.e.Retail Banking, Lending (Corporate, Commercial, Consumer, and SME), Treasury, Trust, CreditCards, Corporate Cash Management and Remittances. Through its subsidiaries, the Bank offersLeasing and Financing, Investment Banking, Private Banking, Bancassurance, InsuranceBrokerage and Stock Brokerage services. It has one of the largest branch networks, with 744operating branches and 1,596 ATMs 31 December 2011.Over the past several years, the Bank has experienced significant growth. This resulted fromorganic growth arising from a wider array of products and services, as well as through mergers andacquisitions of banks. Sustaining earlier gains, the Bank is currently the largest bank in thePhilippines in terms of assets, loans and deposits as of the end of the fourth quarter of 2011.BDO’s market shares of the commercial banking sector are as follows:• Assets – 16%• Assets Under Management (Trust) – 25%• Customer Loans – 21% and• Deposits – 17%BDO registered a net income of P10.6 billion for the year 2011. Total resources expanded by 10%year-on-year to P1.1 trillion due to the increase in customer receivables. Net Loans and OtherReceivables rose by 19% with gross customer receivables expanding by 24% on sustained loandemand across all market segments. Total Deposit Liabilities went up by 10% on aggressivemarketing efforts and additional branch redeployments. Trust Assets under Management alsoexpanded 25% year-on-year to P711 billion. Meanwhile, Total Equity grew 9% to P97.0 billion.BDO’s diverse subsidiaries and investments in allied undertakings provide an extensive range ofbanking and other financial services. The Bank’s subsidiaries and associates are as follows:SEC FORM 17-A 1
Page 1 and 2: Via ODiSyMarch 22, 2012PHILIPPINE S
Page 3: SEC FORM 17-A
Page 8 and 9: Philippine Subsidiaries% Interest H
Page 10 and 11: sophisticated investors. The Bank
Page 12: (v)Transactions with and/or Depende
Page 16 and 17: BDO BANK-OWNED PROPERTIES UTILIZED
Page 18 and 19: BDO BANK-OWNED PROPERTIES UTILIZED
Page 20 and 21: 2) Leased PropertiesThe Group lease
Page 22 and 23: Branch Address Lease Lease ExpiryEf
Page 42 and 43: Item 4. Submission of Matters to a
Page 44 and 45: On 29 January 2011, the Board of th
Page 46 and 47: Total Equity grew by 9% to P97.0 bi
Page 48 and 49: Balance Sheet - 2010 vs. 2009Total
Page 50 and 51: Comprehensive Income - For the year
Page 52 and 53: Item 7. Financial StatementsThe con
Page 54 and 55: 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
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- 42 -The retirement benefit asset
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- 44 -• It then disseminates the
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- 46 -2010MoreOne to than three Mor
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- 48 -2010MoreOne to than three Mor
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- 50 -Parent Bank2011 2010ForeignFo
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- 52 -BDO Unibank Group2010More Mor
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- 54 -Parent Bank2010More MoreOne t
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- 56 -A summary of the VaR position
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- 58 -Parent BankImpact onImpact on
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- 60 -b. SubstandardAccounts classi
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- 62 -BDO Unibank Group2010Loans an
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- 64 -Parent Bank2010Loans andTradi
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- 66 -4.02.04.03 Concentrations of
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- 68 -5. SEGMENT REPORTINGThe BDO U
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- 70 -Commercial Investment Private
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- 72 -At Amortized Carrying FairCos
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- 74 -8. DUE FROM OTHER BANKSThe ba
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- 76 -The aggregate contractual or
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- 78 -The fair values of government
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- 80 -The fair values are determine
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- 82 -Reclassification of CLNs from
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- 84 -Per MORB, non-performing loan
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- 86 -Leasehold Furniture,Rights an
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- 88 -Land Buildings TotalJanuary 1
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- 90 -Real and other properties acq
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- 92 -The BDO Unibank Group’s sub
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- 94 -Full allowance for impairment
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- 96 -This account is composed of t
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- 98 -The breakdown of this account
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- 100 -On October 19, 2009, the pre
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- 102 -On December 29, 2009, BSP is
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- 104 -19.02 Capital AllocationThe
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- 106 -annum of the par value. Subs
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- 108 -20. INTEREST INCOMEInterest
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- 110 -Other operating expenses con
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- 112 -The movements in the present
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- 114 -Parent Bank2011 2010 2009 20
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- 116 -(c) Other Transactions with
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- 118 -ii. On January 31, 2008, BDO
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- 120 -27. TAXES27.01 Current and D
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- 122 -Movements in net deferred ta
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- 124 -27.04 Gross Receipts Tax (GR
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- 126 -28. EARNINGS PER SHAREBasic
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- 128 -29. SELECTED FINANCIAL PERFO
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- 130 -Sale of BankardBDO (as succe
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- 132 -PEACe bondsOn October 18, 20
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- 134 -Following is a summary of BD
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Via ODiSy March 22, 2012 PHILIPPINE STOCK EXCHANGE ... - BDO

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