Annual Report & Accounts Annual Report & Accounts: Document2 12/23/04 12:07 PM Page 1
Annual Report & Accounts Annual Report & Accounts: Document2 12/23/04 12:07 PM Page 1
Annual Report & Accounts Annual Report & Accounts: Document2 12/23/04 12:07 PM Page 1
Contents
114.53
22.56
504.1
18.80
78.03
346.5
58.14 12.53
261.3
10.44
43.18 8.70
194.8
33.56 7.24
133.6
22.49
89.1
1999 2000 2001 2002 2003 2004 1999 2000 2001 2002 2003 2004 1999 2000 2001 2002 2003 2004
Profit before taxation (€m) Earnings per share (cent) Dividends per share (cent)
25,520 22,426
18,077
9,852 8,304
11,058
1999 2000 2001 2002 2003 2004 1999 2000 2001 2002 2003 2004 1999 2000 2001 2002 2003 2004
Financial highlights
€m 2004 2003
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 2
Group profile
US
Boston
New York
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 3
Products
Private banking
Funds management
Retirement planning
Asset management
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 4
Chairman’s statement
Peter Murray
Chairman
2004 was an excellent year with your Bank extending its record of uninterrupted profit growth to 19 years.
This performance demonstrates the strength of the Bank’s strategy and the real efforts made by our people
to ensure its consistent delivery. The highlights of our performance this year include:
Profits
• Record pre-tax profits of €504.1m, an increase of 45%
• ‘Like for like’ profits (profits before general bad debt provisions) increased by 28%
• Cost/income ratio improved to 27.7%
Shareholder Value
• Record EPS of 114.53 cent
• Return on equity up to 35.3%
• Proposed final dividend of 15.04 cent, resulting in a total annual dividend of 22.56 cent, an increase of 20%
Operational Performance
• Record growth in lending of €6.3Bn, representing an increase of 35%
• Non-performing loans account for 0.61% of closing customer loan balances (30 September 2003: 0.72%)
• Customer deposits increased by 34% to €19.5Bn
• Total Capital Ratio now stands at 13.9%
• Number of employees grew from 1,088 to 1,207
Dividends
The Board recommends a final dividend of 15.04 cent per share, bringing total dividends for the year to
22.56 cent per share, an increase of 20%. Our dividend cover remains strong at 5 times.
It is proposed that the final dividend be paid on 14 February 2005 to shareholders on the Bank’s register as
at the close of business on 3 December 2004. Withholding tax may apply on the dividend depending on the
tax status of each shareholder. Shareholders will again be offered the option of receiving dividends in the
form of cash or shares.
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Business Lending
Business lending recorded the highest absolute level of net loan growth in the Bank’s history of €6.3Bn
and follows the previous record growth achieved of €4.6Bn in 2003. The continued strengthening of our
franchise throughout our markets and the scalability of our business model is reflected in the 35% growth
in loan balances which now stand at €24.4Bn. Asset quality, the cornerstone of long-term sustainable
profit growth, remains excellent throughout all our operations. The Bank’s focused offering positions it
well to take advantage of future opportunities in its core lending markets.
Treasury
2004 was a momentous year for our Treasury division. Customer deposits grew by nearly €5Bn, an
increase of 34% contributing to a record €6.7Bn growth in funding. In addition, Corporate Treasury Sales
showed strong growth with revenues up some 30%.
The Bank’s robust profitability, its excellent asset quality and its strengthening funding profile was reflected
in the upgrade in March 2004 by Moody’s Investors Service, the leading international credit rating agency, of
the Group’s long-term and short-term ratings to A2 and P-1 respectively.
The Bank further strengthened its capital base in the period through two very significant capital issues. In
June 2004 the Group issued €750m of subordinated Tier 2 notes and in September 2004 the Group raised
€600m of perpetual preferred Tier 1 eligible securities. Both transactions clearly demonstrate the Group’s
high standing in the capital markets. The Group’s Total Capital Ratio now stands at 13.9%.
Wealth Management
The Group’s Wealth Management division achieved excellent revenue and profit growth.This illustrates
the strong position developed in the areas we have targeted. Servicing the high net worth sector, the
division benefits from the clear synergies with the Bank’s client base across other divisions, in particular
our lending operations. Our centrally co-ordinated product offering, combined with expertise in chosen
markets, provides significant opportunities for the future.
People
We continue to invest significantly in our people ensuring a solid platform for the future. Notwithstanding
this, the momentum of our business and the inherent strength of the Bank’s model resulted in further
improvement in the Group’s cost/income ratio to 27.7%.This demonstrates how incremental revenues
are highly accretive to shareholder value.
In July your Board announced that Sean FitzPatrick will retire as Chief Executive of the Bank in January 2005
and will become its Non-executive Chairman. Under his leadership the Bank has achieved 19 consecutive
years of profit growth from €1m in 1986 to €504m in 2004.The Group’s market capitalisation has grown
from €8m to exceed €5Bn in the same period thus placing the Bank as one of the best performing financial
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institutions in Europe and indeed beyond. I wish, on behalf of your Board, our people and you the
shareholders, to express our deepest gratitude to Sean for his years of dedication and the exceptional
leadership and vision that have driven the success of Anglo Irish Bank over the past two decades. I am
certain that our management team will continue this trend and also that the Board will continue to
benefit from Sean’s experience and counsel when he becomes Chairman.
David Drumm has been appointed to succeed Sean as Group Chief Executive.A member of the Strategic
Management Board, David joined the Group in 1993 and held several senior positions in our Lending
operations. Having established our US operations in Boston in the late 1990s he returned to Dublin in 2003
as Head of Lending.Your Board is delighted that David will lead the Bank over the coming years.
The Bank announced recently that Tiarnan O Mahoney will retire from the Board in December 2004.
Tiarnan joined the Bank in 1985 as Head of Treasury and played a very significant role in building our
business. He was appointed to the Board in 1993 and became Chief Operating Officer in 2002. I thank
Tiarnan for the enormous contribution he has made to Anglo Irish Bank.
Anton Stanzel retires as a Non-executive Director of the Bank in January 2005. His broad experience of
international business and regulatory matters was of great value to the Board and I would like to pay
tribute to the contribution he has made to the Group during his term of office.
In October 2004 Lar Bradshaw was appointed to the Board as a Non-executive Director. Lar, who is
Chairman of the Dublin Docklands Development Authority, was a Director of McKinsey Inc. and Managing
Director of McKinsey Ireland since 1995 until his recent retirement. I again welcome Lar to the Board.
In this, my last time writing to you as Chairman and Director, I would like to thank all of Anglo’s people
and my colleagues on the Board for raising the bar in terms of performance year after year. It has been a
privilege to be associated with the Bank’s success over the past 11 years and to work alongside such a
dedicated, talented and focused team. I wish David and Sean every success in their new roles. I believe
that the composition of your Board and management provides a strong and well-balanced leadership
team for the future.
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The Bank will continue to focus on its core businesses in its existing markets.This, we believe, will offer
significant growth opportunities over the coming years. We will take advantage of the strength of our
franchise in these markets and the growth opportunities they will naturally provide. Importantly, we will
continue to remain vigilant on all risk issues and asset quality.
As always the Board’s strategic objectives are based on organic growth. We will continue to evaluate
acquisition opportunities as they arise, but we will only execute transactions which satisfy our long-term
strategic objectives and meet the stringent criteria we impose.
Outlook
Your Board is confident on the Bank’s future prospects. Across any range of metrics your Bank is well
placed.The strength and proven scalability of our model will, we believe, enable us to deliver above
market returns in the future.
Lending work in progress at 30 September 2004 is almost €4.1Bn and represents a record level for the
Bank. Experience shows that a large proportion of this will convert to quality loans and indeed all divisions
of the Group have enjoyed a strong start to fiscal year 2005.The economies of our core markets remain
strong and we anticipate significant opportunities in each area of business.
We look forward to your Bank performing strongly in 2005 and remain very positive on its ability to
enhance its position in core markets in future years.
Peter Murray
Chairman
23 November 2004
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Sean FitzPatrick
Chief Executive
Anglo Irish Bank’s core objective – the creation of value for our shareholders – has remained consistent
over the past two decades. 2004 has again been an excellent year with the Bank generating a 35% return
on equity and bringing its five year compound annual growth in pre-tax profits to 41%. In attaining its
objective the Bank has maintained a very clear focus and has followed a consistent strategy in building a
strong franchise across its target markets.
Operations
Business Lending
Secured lending is the Group’s core area of expertise and the main driver of income and profit growth.
The Bank delivered record net new lending of €6.3Bn, bringing total loans to €24.4Bn, an increase of 35%.
All lending operations delivered very strong growth. The consistent performance of our lending businesses
highlights the Bank’s ability to grow its franchise across chosen markets. The international applicability of
our business model is now well proven.
Asset quality remains excellent, the Bank having built a diversified, high quality and well secured loan book.
Specific provisions charged in the year were just 0.08% of closing loan balances - one of the lowest charges
in the European banking sector. Non-performing loans represent 0.61% of our closing loan book, down
from the already low level of 0.72% at 30 September 2003. Total provisions at €289m equate to 195% of
non-performing loans. Moreover, taking into account the value of security held against these loans the
Bank’s coverage ratio is even higher.
We are conscious that we are operating in benign times with low interest rates in each of our markets.
However, the Bank’s focus on asset quality will never be compromised to achieve volume growth, regardless
of the economic environment.
Lending – Ireland
Lending by our Irish operations continued the historical trend of strong growth with loan balances
increasing by in excess of 30%. We have built on our franchise for efficient client service and are now well
established in the Irish market. This positions us well to take advantage of a robust economy, as reflected by
record lending work in progress in Ireland which stands at €2.2Bn.
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We look forward to significant growth opportunities in future years and will work hard to build on existing,
and develop new, business relationships within the Irish market.
Lending – UK
Our UK lending operations grew loan balances by a record amount in 2004 and it now represents some
40% of the Group’s total loans.The Bank’s success in the UK highlights the scalable nature of our lending
model which continues to offer significant future potential. Since entering the UK market in the mid 1980’s
we have acquired a detailed knowledge and expertise of our target sectors. The Bank has been fortunate in
attracting and retaining high quality people and developing a franchise that is now well recognised in the market.
We are confident that the Bank will continue to build on and expand this franchise in the coming years.
Lending – Boston
The Bank’s lending operations in Boston continue to perform strongly with loan balances increasing by 20%,
on a constant currency basis, to €1.3Bn. Having established our representative office in the late 1990’s we
have built, on an organic basis, a business which delivers high quality and repeatable earnings. It operates in
a highly efficient manner with all support functions provided by head office. After a relatively short period,
the Bank has developed a base that will, we believe, provide strong revenue and profit growth over the
medium and long term.
Treasury
Our Treasury division had an excellent year across all fronts. Total funding grew by €6.7Bn to €29.1Bn.
Corporate and personal deposits recorded growth of nearly €5Bn, an increase of 34%. The success of the
Bank’s debt securities programme continues to enhance both the mix and tenor of funding resources. The
continuously improving quality of Group funding was reflected in the upgrade of the Bank’s credit ratings
received from Moody’s Investors Service in March 2004.
Fee income from our Corporate Treasury Sales division grew significantly in the period. We continue to
expand this area of the business as a valuable service to both our lending and non-lending clients and the
Bank benefits from the diversification this brings to our sources of income. Our approach of placing people
in local markets, while channelling all business through our single central dealing room, has been successful
from both a profit and risk management perspective.
Wealth Management
The Group’s Wealth Management division had a successful year achieving record revenues and strong profit
growth. Directed towards high net worth clients, the division’s success can be attributed to focused
management and the development of tailored investment products across many asset classes. The Bank has
established operations in Ireland, Geneva, the Isle of Man and Vienna, and more recently in the UK, all of
which are co-ordinated from Dublin. This structure facilitates a consistent and differentiated service to our
clients and creates opportunities to enhance customer relationships throughout the Group.
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Capital
The Bank has continued its record of strong internal capital generation, increasing shareholders’ funds by
36% to €1,240m. Driven by retentions, shareholders’ funds have grown by over €750m in the past
three years. During the year the Bank further enhanced its regulatory capital base by issuing €750m of
subordinated Tier 2 notes and €600m Tier 1 eligible securities. Both capital issues were raised at attractive
prices and were substantially oversubscribed. These transactions, some of the largest by an Irish institution,
provide a solid capital base from which to grow going forward. Total capital ratio now stands at 13.9%.
People
On behalf of my colleagues and myself, I wish to express our gratitude to the Bank’s Chairman, Peter
Murray, who retires from the Board in January 2005. Peter brought a wealth of experience to our Board
since his appointment in 1993. His special leadership qualities enabled him to consistently deliver the full
potential of the entire Board, merging the skills and experience of Non-executives with an enthusiastic
management. The Bank has benefited immensely from Peter’s involvement over the past 12 years and from
his leadership during his tenure as Chairman.
I am very pleased that David Drumm will succeed me as Chief Executive. David was chosen from a high
calibre field and brings a depth of experience and a great feel for the culture of the Bank. I am certain that,
under his leadership, the Bank will continue to deliver strong, high quality growth and will maximise the full
potential of its people.
I would like to record my personal and sincere appreciation to both Peter Killen, who retired from the Board
in February 2004 and Tiarnan O Mahoney, who will retire in December 2004. Peter played a key role in
developing the Bank’s lending franchises in Ireland and the UK and in establishing our risk model. Tiarnan
contributed hugely in building the Bank’s Treasury and Wealth Management businesses and in various senior
roles with the Bank over the past 20 years.Their impact on the development of Anglo Irish Bank has been
enormous.They will always have the Bank’s and my personal support, friendship and good wishes for the future.
Anton Stanzel will shortly retire as Non-executive Director and I wish to reiterate the sentiments of our
Chairman in thanking him for his very significant service and contribution to the Board.
Lar Bradshaw and Gary McGann were appointed to the Board as Non-executive Directors during the
period. In addition,Tom Browne, who first joined the Bank in 1990 and has held various senior roles in
Wealth Management and Lending, was appointed an Executive Director. I am confident that they will all
play an important role and contribute greatly to the future growth and strategic direction of the Bank.
Finally, I wish to thank all of my colleagues in the Bank over the past two decades for your hard work and
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support to me as Chief Executive. You should be proud of the Bank’s significant achievements and I am very
grateful for the opportunity to have worked with such talented and committed people. I look forward with
great enthusiasm to becoming Non-executive Chairman and, given the strength of the management team and
quality of our people, I am confident of the Bank’s future success.
Strategy
The Bank will continue to focus on its core business areas of business lending, treasury and wealth
management. We provide secured lending in chosen sectors and markets.All lending is sanctioned centrally,
ensuring consistent client service and strong asset quality. Our Treasury division continues to diversify and
strengthen the quality of our funding base. In addition to managing the risk profile of the Bank it also
provides valuable corporate treasury services to our clients. Our Wealth Management division provides
investment and financial management services to high net worth clients, giving further diversification to our
income stream. Both divisions derive significant benefits from the strong synergies with our lending
operations. Organic growth will represent the mainstay of future expansion but we will of course give
careful consideration to acquisition opportunities which may present themselves.
Outlook
We look to the future with confidence. Lending work in progress is at record levels.The income contribution
from our Treasury and Wealth Management operations continues to strengthen.The Bank is well placed both
from a capital and funding position.The economies in which we operate continue to perform well and the
implementation of our strategy will yield strong returns.The strength, scale and mix of our businesses,
together with our people, provide us with an excellent platform as we look towards next year and beyond.
Sean FitzPatrick
Chief Executive
23 November 2004
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Board of Directors
Executive Director
An independent Non-executive Director
Fintan Drury (46) Michael Jacob (59)
A member of the Audit Committee who joined the Board in May 2002, is Chairman of has been a Director since 1988 and is a Fellow of
A member of the Nomination Sports Management Company DSMI and of Paddy the Chartered Institute of Management Accountants.
Power plc and a Director of a number of other He is Chairman of the Lett Group of Companies,
and Succession Committee private companies. He is a former news journalist Deputy Chairman of SIAC Construction Limited,
A member of the Remuneration Committee with RTE and in 1988 founded Drury Communications, President of the Royal Dublin Society and a Director
a corporate communications consultancy from which of other companies.
A member of the Risk and Compliance Committee
he retired in 1999.
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At Anglo Irish Bank we believe that Corporate Social • Regular communication with all staff of the financial
Responsibility extends to all stakeholder groupings, including performance of all divisions and of our future business
our shareholders, our customers, our employees and the plans and strategies;
communities and environment in which we operate.The Group
• Ensuring that our staff feel challenged, supported and
has always aspired to a set of values which recognises the
empowered with a strong sense of ownership and
interests of these stakeholders and which embodies the highest
identification with the Bank; and
standards of integrity, corporate governance, environmental
performance and community action. • Maintaining a meritocracy whereby high achievers are
appreciated and rewarded.
The development of a more formal approach to Corporate
Social Responsibility builds on a long tradition in the Bank of As part of our objective to ensure our people share in the
recognising that being a good corporate citizen goes beyond success of the Bank, we encourage employee share ownership
stating our business principles. through various initiatives. As a consequence, over 90% of
staff hold shares in the Bank.
The Market Place
The Bank takes pride in its renowned commitment to our Since 2000 the Save As You Earn scheme allows all staff in
customers.We believe that providing superior value and applicable locations to acquire shares in the Bank at a
exceptional customer care is central to the future development discounted price and provides a convenient way to save.This
of our business across the Group.To ensure high levels of scheme assists in the Bank’s desire to promote a proprietorial
service and commitment, our customer support areas are culture among its employees.
divided into specialist and highly focused teams. Each team
provides a point of contact to a specific group of customers In 2004, we launched our first Give As You Earn employee
and has ownership and responsibility for a complete and scheme. Children Direct, a group of five childrens’ charities
personalised service. receive monthly donations from employees via salary
deduction.The Bank matches these donations every month.
Our customers are the foundation of our business.We
seek to maintain the highest standards of regulatory The Community
compliance and ensure necessary safeguards are in place. Anglo Irish Bank endeavours to respond positively to
We have a comprehensive internal complaints procedure charitable and other requests which have a strong community
and are compliant with Codes of Practice issued by the Irish ethos. The Bank makes financial contributions to both
Financial Services Regulatory Authority, the UK Financial national and international causes on an annual basis.
Services Authority and other relevant regulatory bodies.
The Bank’s compliance rules are key to our commitment
to Corporate Social Responsibility.
The Workplace
Anglo Irish Bank is an equal opportunities employer.We strive
to recruit, train and develop the most committed and talented
individuals to our team of over 1,200 staff across 16 locations
in 7 countries.
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The Directors present their report and the audited financial Substantial shareholdings
statements for the year ended 30 September 2004. Details of interests in excess of 3% of the ordinary share
capital which have been notified to the Company are shown
Results on page 88.
The Group profit on ordinary activities before taxation for the
year amounted to €504.1 million and has been dealt with as Group undertakings and foreign branches
shown in the consolidated profit and loss account on page 24. Particulars of the principal subsidiary undertakings within
the Group required to be declared under Section 16 of the
Review of activities Companies (Amendment) Act, 1986 are shown in note 16.
The principal activity of the Group is the provision of banking The Company has established branches, within the meaning
services.The Chairman’s statement and the Chief Executive’s of EU Council Directive 89/666/EEC, in Austria and the
review on pages 4 to 11 report on developments during the United Kingdom.
year, on likely future developments and on events since
30 September 2004. Safety, Health and Welfare at Work Act, 1989
It is Group policy to attach a high priority and commitment to
Dividends the safety, health and welfare of its employees and visitors to
An interim dividend of 7.52c per share was paid on 16 July its premises by maintaining safe places and systems of work.
2004. Subject to shareholders’ approval, it is proposed to The Group continues to monitor and update its compliance
pay a final dividend on 14 February 2005 of 15.04c per share with legislation on an ongoing basis, including the Safety, Health
to all registered shareholders at the close of business on and Welfare at Work Act, 1989.A Safety Statement has been
3 December 2004. Dividend withholding tax (‘DWT’) may issued in accordance with the requirements of the Act.
apply on the proposed final dividend depending on the tax
status of each shareholder. Corporate governance
The Directors’ corporate governance statement appears on
Shareholders chose to receive 1,731,328 ordinary shares instead pages 20 and 21.
of cash dividends paid in January and July. Shareholders will be
offered the choice of taking new ordinary shares in lieu of the Books and accounting records
proposed final dividend, after deduction of DWT where applicable. The Directors are responsible for ensuring that proper books
and accounting records, as outlined in Section 202 of the
Capital resources Companies Act, 1990, are kept by the Company.To ensure
Details of the changes in capital resources during the year are compliance with these requirements the Directors have
included in notes 27 to 33 of the financial statements. appointed professionally qualified accounting personnel with
appropriate expertise and have provided adequate resources to
Directors and Secretary the finance function.These books and accounting records are
The names of the current Directors appear on pages 12 and maintained at the Company’s registered office at Stephen
13, together with a short biographical note on each Director. Court, 18/21 St. Stephen’s Green, Dublin 2.
Lar Bradshaw,Tom Browne, David Drumm and Gary McGann
were co-opted to the Board since the last report of the Auditors
Directors and, being eligible, offer themselves for re-election. The Auditors, Ernst & Young, have expressed their willingness
Peter Killen retired from the Board on 10 February 2004 and to continue in office.
Tiarnan O Mahoney will retire from the Board in December
2004. Peter Murray and Anton Stanzel will retire as Directors Directors Peter Murray, Sean FitzPatrick,William McAteer.
following the forthcoming Annual General Meeting. Michael Secretary Bernard Daly.
Jacob,William McAteer and Ned Sullivan retire by rotation as
Directors in accordance with the articles of association and, 23 November 2004
being eligible, offer themselves for re-election. Bernard Daly
served as Secretary throughout the year.The interests of the
current Directors and Secretary in the share capital of the
Company are shown in the Remuneration Committee’s report
on behalf of the Board set out in note 45 to the financial
statements.
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The following statement, which should be read in conjunction The Directors are responsible for keeping proper books of
with the Auditors’ report on pages 22 and 23, is made with account which disclose with reasonable accuracy at any time
a view to distinguishing for shareholders the respective the financial position of the Company and which enable them
responsibilities of the Directors and of the Auditors in relation to ensure that the financial statements are prepared in
to the financial statements. accordance with accounting standards generally accepted in
Ireland and comply with the Companies Acts, 1963 to 2003
Irish company law requires the Directors to prepare financial and the European Communities (Credit Institutions:Accounts)
statements for each financial year which give a true and fair Regulations, 1992.They also have a general responsibility for
view of the state of affairs of the Company and of the Group taking such steps as are reasonably open to them to safeguard
as at the end of the financial year and of the profit or loss the assets of the Company and of the Group and to prevent
of the Group for that year.With regard to the financial and detect fraud and other irregularities.
statements on pages 24 to 85, the Directors have determined
that it is appropriate that they continue to be prepared on a
going concern basis and consider that in their preparation:
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arise because of the nature of the Group’s business in These controls, which are embedded within the operations of
undertaking a wide range of financial services that inherently the Group, are reviewed systematically by Internal Audit, which
involve varying degrees of risk. has a group-wide role. Emphasis is focused on areas of greatest
risk as identified by risk analysis. In addition, the systems of
The Board confirms that during the year under review and up to internal control are also subject to regulatory supervision by
the date of approval of the annual report and financial statements the Irish Financial Services Regulatory Authority and other
there was in place an ongoing process for identifying, evaluating regulators overseas.
and managing the significant risks faced by the Group and that
this process is regularly reviewed by the Board and accords with The effectiveness of the Group’s internal controls is reviewed
the Turnbull Guidance. periodically by the Audit Committee and the Risk and Compliance
Committee.This involves reviewing the work and the reports of
The key elements of the procedures established by the Board to the Internal Audit, Risk Management and Compliance functions
provide effective internal control include: and establishing that appropriate action is being taken by
• An organisation structure with clearly defined authority limits management to address issues highlighted.The Audit Committee
and reporting mechanisms to higher levels of management also meets with and receives reports from the external Auditors.
and to the Board which supports the maintenance of a strong
The Directors confirm that, with the assistance of reports from
control environment.
the Audit Committee and the Risk and Compliance Committee,
• A Group Risk Management function with responsibility they have reviewed in accordance with the Turnbull Guidance the
for ensuring that risks are identified, assessed and managed effectiveness of the systems of internal control in existence in the
throughout the Group. The Group Credit Committee Group for the year ended 30 September 2004 and for the period
together with the Group Asset and Liability Committee up to and including the date of approval of the financial
provide support to the Audit Committee and the Risk and statements.The review undertaken covers all aspects of control
Compliance Committee in ensuring that efficient procedures including financial, operational and compliance controls and risk
are in place to manage risk. management.
• An annual budgeting and monthly financial reporting system Going concern
for all Group business units which enables progress against The Directors confirm that they are satisfied that the Company
plans to be monitored, trends to be evaluated and variances and the Group have adequate resources to continue to operate
to be acted upon. for the foreseeable future and are financially sound. For this
• The Group Internal Audit function reports to the Chief reason, they continue to adopt the going concern basis in
Executive and the Audit Committee and helps the Group preparing the financial statements.
accomplish its objectives by bringing a systematic and
disciplined approach to evaluating and improving the Communications with shareholders
effectiveness of the risk management, control and governance Communications with shareholders are given high priority.The
processes. Group uses its internet site (www.angloirishbank.com) to provide
investors with the full text of the annual and interim reports.
• A comprehensive set of policies and guidelines relating to There is regular dialogue with individual institutional
capital expenditure, computer security, business continuity shareholders, financial analysts and brokers and presentations are
planning, asset and liability management (including interest, given at the time of the release of the annual and interim results.
currency and liquidity risk), operational risk management and All shareholders are encouraged to attend the Annual General
credit risk management. Meeting and notice is sent to shareholders at least twenty
• The Audit Committee and the Risk and Compliance working days in advance of the meeting.At the Annual General
Committee, which on the Board’s behalf, review the Meeting separate resolutions are proposed on each substantially
effectiveness of the systems of financial, operational and separate issue and when an issue has been determined at the
compliance controls and whose membership and main meeting on a show of hands, the Chairman indicates to the
activities are set out in this statement. meeting the number and proportion of proxy votes for and
against that resolution.
• These Committees review and report to the Board on
the Group internal audit, compliance and risk management Compliance statement
programmes. The Directors confirm that the Company has complied
• Following each meeting of the Audit Committee and the Risk throughout the year ended 30 September 2004 with all the
and Compliance Committee, the Committee Chairmen report provisions set out in Section 1 of the Code.
to the Board and minutes of such meetings are circulated to
all members of the Board.
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We have audited the Group’s financial statements for the year We also report to you if, in our opinion, any information
ended 30 September 2004, which comprise the consolidated specified by law or the Listing Rules regarding Directors’
profit and loss account, consolidated balance sheet, company remuneration and transactions with the Group is not given
balance sheet, consolidated cash flow statement, statement of and, where practicable, include such information in our report.
total recognised gains and losses, reconciliation of movements
in shareholders’ funds and the related notes 1 to 48.These We review whether the corporate governance statement
financial statements have been prepared on the basis of the reflects the Company’s compliance with the seven provisions
accounting policies set out therein. of the Combined Code specified for our review by the Listing
Rules and we report if it does not. We are not required to
This report is made solely to the Company’s members, consider whether the Board’s statements on internal control
as a body, in accordance with Section 193 of the Companies cover all risks and controls, or form an opinion on the
Act, 1990. Our audit work has been undertaken so that we effectiveness of the Group’s corporate governance procedures
might state to the Company’s members those matters we are or its risk and control procedures.
required to state to them in an Auditors’ report and
for no other purpose.To the fullest extent permitted by law, We read other information contained in the annual report
we do not accept or assume responsibility to anyone other and consider whether it is consistent with the audited
than the Company and the Company’s members as a body, financial statements.This other information comprises the
for our audit work, for this report, or for the opinions we Directors’ report, Chairman’s statement, Chief Executive’s
have formed. review and the corporate governance statement.We consider
the implications for our report if we become aware of any
Respective responsibilities of Directors and Auditors apparent misstatements or material inconsistencies with the
The Directors’ responsibilities for preparing the annual report financial statements. Our responsibilities do not extend to
and the financial statements in accordance with applicable Irish any other information.
law and accounting standards are set out in the statement of
Directors’ responsibilities.
22
Basis of audit opinion In our opinion the information given in the Directors’ report
We conducted our audit in accordance with Auditing is consistent with the financial statements.
Standards issued by the Auditing Practices Board.An audit
includes examination, on a test basis, of evidence relevant In our opinion the Company balance sheet does not disclose a
to the amounts and disclosures in the financial statements. financial situation which, under Section 40(1) of the Companies
It also includes an assessment of the significant estimates and (Amendment) Act, 1983, would require the convening of an
judgements made by the Directors in the preparation of the Extraordinary General Meeting of the Company.
financial statements, and of whether the accounting policies
are appropriate to the Group’s circumstances, consistently Ernst & Young
applied and adequately disclosed. Registered Auditors
Dublin
We planned and performed our audit so as to obtain all the
23 November 2004
information and explanations which we considered necessary
in order to provide us with sufficient evidence to give
reasonable assurance that the financial statements are free
from material misstatement, whether caused by fraud or other
irregularity or error. In forming our opinion we also evaluated
the overall adequacy of the presentation of information in the
financial statements.
Opinion
In our opinion the financial statements give a true and fair
view of the state of affairs of the Company and of the Group
as at 30 September 2004 and of the profit of the Group for
the year then ended and have been properly prepared in
accordance with the provisions of the Companies Acts, 1963
to 2003 and the European Communities (Credit Institutions:
Accounts) Regulations, 1992.
The following two notes have been added to the Auditors’ report in compliance with the guidance issued by the Auditing Practices
Board in bulletin 2001/1 ‘The electronic publication of auditors’ reports’.
Notes:
1. The maintenance and integrity of the Anglo Irish Bank website is the responsibility of the Directors; the work carried out by the
Auditors does not involve consideration of these matters and, accordingly, the Auditors accept no responsibility for any changes
that may have occurred to the financial statements since they were initially presented on the website.
2. Legislation in the Republic of Ireland governing the preparation and dissemination of financial statements may differ from
legislation in other jurisdictions.
23
12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 24
Other income
Fees and commissions receivable 183.9 152.3
Fees and commissions payable (16.3) (12.7)
Dealing profits 12.8 6.4
Other operating income 19.3 11.2
Total operating income 723.2 571.2
Operating expenses
Administrative expenses 3 185.4 155.0
Depreciation and goodwill amortisation 14.6 12.2
Provisions for bad and doubtful debts - specific 12 19.1 10.1
- general 12 - 47.4
219.1 224.7
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 25
Liabilities
Deposits by banks 22 2,605.9 3,290.1
Customer accounts 23 19,546.0 14,577.6
Debt securities in issue 24 6,944.5 4,557.9
Proposed dividends 8 50.1 45.8
Other liabilities 25 255.6 259.8
Accruals and deferred income 392.0 267.1
Provisions for liabilities and charges 26 5.4 4.8
29,799.5 23,003.1
Capital resources
Subordinated liabilities 27 1,133.3 429.0
Perpetual capital securities 28 656.2 645.0
Equity and non-equity minority interests 29 843.4 260.1
2,632.9 1,334.1
Called up share capital 30 107.1 105.8
Share premium account 31 157.6 154.7
Other reserves 32 0.9 0.9
Profit and loss account 33 974.2 649.8
Total shareholders’ funds (all equity interests) 1,239.8 911.2
Total capital resources 3,872.7 2,245.3
33,672.2 25,248.4
Life assurance liabilities attributable to policyholders 21 667.6 271.7
Total liabilities and capital resources 34,339.8 25,520.1
Memorandum items
Contingent liabilities
Guarantees 35 910.4 764.6
Commitments
Commitments to lend 35 4,055.0 3,037.0
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 26
Assets
Loans and advances to banks 10 5,190.1 5,130.8
Loans and advances to customers 11 22,495.7 16,395.8
Securitised assets 13 666.0 808.0
Less: non-returnable proceeds 13 (634.8) (777.1)
31.2 30.9
Debt securities 14 2,523.4 1,354.0
Equity shares 15 3.2 0.1
Investments in Group undertakings 16 602.0 475.7
Intangible fixed assets - goodwill 17 0.4 0.4
Tangible fixed assets 18 20.5 18.8
Other assets 19 236.9 239.7
Prepayments and accrued income 350.1 212.4
Total assets 31,453.5 23,858.6
Liabilities
Deposits by banks 22 4,629.0 5,333.6
Customer accounts 23 17,437.8 12,531.6
Debt securities in issue 24 6,748.9 4,380.5
Proposed dividends 8 50.1 45.8
Other liabilities 25 235.2 247.7
Accruals and deferred income 267.2 219.7
Provisions for liabilities and charges 26 0.2 0.2
29,368.4 22,759.1
Capital resources
Subordinated liabilities 27 1,133.3 429.0
Memorandum items
Contingent liabilities
Guarantees 35 873.1 742.5
Commitments
Commitments to lend 35 3,098.3 2,431.0
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 27
27
12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 28
2004 2003
(restated)
€m €m
Group profit attributable to ordinary shareholders 379.4 253.3
Dividends on equity shares (75.2) (61.6)
304.2 191.7
Ordinary shares issued in lieu of cash dividends 21.0 8.6
Other ordinary share capital issued 4.2 7.5
Net movement in own shares (0.8) (0.1)
Net addition to shareholders’ funds 328.6 207.7
Opening shareholders’ funds 911.2 709.6
Prior year adjustment (Note 2) - (6.1)
Closing shareholders’ funds 1,239.8 911.2
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 29
1 Accounting policies
These financial statements have been prepared under the historical cost convention as modified by the revaluation of financial
instruments held for dealing purposes, investment properties and assets attributable to policyholders’ interests in the assurance
business.The financial statements comply with applicable accounting standards issued by the Accounting Standards Board,
pronouncements of its Urgent Issue Task Force (‘UITF’) and Statements of Recommended Practice issued by the British Bankers’
Association and the Irish Bankers’ Federation.Accounting policies are reviewed regularly to ensure that they are the most
appropriate to the circumstances of the Group for the purposes of giving a true and fair view.
The Group implemented UITF Abstract 38 ‘Accounting for employee share ownership plan (‘ESOP’) trusts’ in the preparation
of its accounts for the year ended 30 September 2004. Its effect is set out in Note 2.There were no other changes in accounting
policies since last year.
a) Consolidation
The consolidated financial statements include the accounts of the Company and all its Group undertakings to 30 September 2004.
Where a subsidiary undertaking is acquired during the financial year, the consolidated accounts include the attributable results from
the date of acquisition up to the end of the financial year.
In order to reflect the different nature of the policyholders’ interests in the assurance business, the assets and liabilities attributable
to policyholders are classified separately in the consolidated balance sheet.
Loans and advances are written off when there is no longer any realistic prospect of recovery.The charge to the profit and loss
account reflects new provisions made during the year, plus write-offs not previously provided for, less existing provisions no longer
required and recoveries of bad debts already written off.
c) Income recognition
Interest on loans and advances is accounted for on an accruals basis. Interest is not taken to profit where recovery is doubtful.
Credit has been taken for finance charges on instalment credit and finance leasing accounts by spreading the income on each
contract over the primary period of the agreement by the sum of digits method, save that an amount equivalent to the set-up costs
on each agreement is credited to income at the date of acceptance.The finance charges on certain tax-based finance leases are
credited to income on an after-tax actuarial basis.
Lending arrangement fees are recognised as income when receivable except when they are charged in lieu of interest in which case
they are credited to income over the contractual life of the loan. Other fees arising on development loans are recognised upon
practical completion of the underlying development.
All other fees and commissions which represent a return for services provided or risk borne are credited to income over the period
during which the service is performed or the risk is borne as appropriate.
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 30
e) Debt securities
Debt securities are held for investment purposes. Premiums and discounts on debt securities having a fixed redemption date are
amortised over the period from the date of purchase to the date of maturity.These investments are included in the balance sheet at
amortised cost. Gains and losses arising on the realisation of debt securities, net of amortisation adjustments, are taken to the profit
and loss account as and when realised.
Debt securities may be lent or sold subject to a commitment to repurchase them. Securities sold are retained on the balance sheet
where substantially all the risks and rewards of ownership remain with the Group.
Leasehold properties are depreciated on a straight line basis over the shorter of twenty years or the period of the lease or the
period to the first break clause date in the lease.
Investment properties are included in the balance sheet at their open market value. No depreciation is charged on freehold
investment properties in accordance with the requirements of Statement of Standard Accounting Practice 19- ‘Accounting for
Investment Properties’.This is a departure from the requirements of the European Communities (Credit Institutions:
Accounts) Regulations, 1992.The Directors consider that the depreciation policy adopted for investment properties is
necessary for the accounts to give a true and fair view.
g) Deferred taxation
Full provision is made for deferred taxation in respect of all timing differences that have originated but not reversed. Deferred tax
assets are recognised to the extent that they are expected to be recovered. Calculations are based on the taxation rates expected
to apply when the timing differences reverse.
h) Foreign currencies
Assets and liabilities denominated in foreign currencies and commitments for the purchase and sale of foreign currencies are
translated into Euro at the appropriate spot and forward rates of exchange ruling at the balance sheet dates. Profits and losses in
foreign currencies are translated into Euro at the closing rates of exchange or at hedge rates where appropriate.
Exchange differences, net of hedging gains and losses, which arise from the application of closing rates of exchange to the opening
net assets held in foreign currencies are recorded as exchange translation adjustments on reserves.
All other exchange profits and losses, which arise from normal trading activities, are included in the profit and loss account.
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 31
i) Goodwill
Purchased goodwill represents the excess of the purchase consideration over the fair value ascribed to the net tangible assets
acquired. Purchased goodwill arising on acquisitions on or after 1 October 1998 is capitalised as an intangible asset and amortised
over the estimated useful economic lives of these acquisitions, subject to a maximum period of 20 years. Prior to that date
purchased goodwill had been written off against reserves in the year of acquisition.
j) Capital instruments
The issue expenses of capital instruments other than equity shares are deducted from the proceeds of issue and, where appropriate,
are amortised in the profit and loss account so that the finance costs are allocated to accounting periods over the economic life of
these instruments at a constant rate based on their carrying amount.The issue expenses of equity and non-equity capital instruments
with an indeterminate economic life are not amortised.
The premium arising on the issue of equity shares is credited to the share premium account. Premiums and discounts arising on
the issue of non-equity capital instruments are included as part of the balance sheet liability and are amortised in the profit and
loss account over the economic life of these instruments at a constant rate based on their carrying amount.
k) Derivatives
Derivative instruments used for trading purposes include swaps, futures, forwards, forward rate agreements and options in the interest
rate and foreign exchange markets.These derivatives, which include all customer and proprietary transactions together with any
associated hedges, are measured at fair value. Income earned on customer transactions is included in fees and commissions receivable.
Other gains and losses are included in dealing profits.Where market prices are not readily available internally generated prices are
used.These prices are calculated using recognised formulae for the type of transaction. Unrealised gains and losses are reported gross
in other assets or other liabilities after allowing for the effects of qualifying netting agreements where the Group has the right to insist
on net settlement that would survive the insolvency of the counterparty.
Derivative instruments used for hedging purposes include swaps, futures, forwards, forward rate agreements and options in the
interest rate, foreign exchange and equity markets. Gains and losses on these derivatives which are entered into for specifically
designated hedging purposes are taken to the profit and loss account in accordance with the accounting treatment of the underlying
transaction. Profits and losses related to qualifying hedges of firm commitments and anticipated transactions are deferred and taken
to the profit and loss account when the hedged transactions occur.
Where these criteria are not met transactions are measured at fair value.
Hedge transactions which are superseded, cease to be effective or are terminated early are measured at fair value.Any profit or
loss arising is deferred and reported in other assets or other liabilities.This profit or loss is amortised over the remaining life of
the asset, liability, position or cash flow which had previously been hedged.
When the underlying asset, liability or position is terminated, or an anticipated transaction is no longer likely to occur, the hedging
transaction is measured at fair value and any profit or loss arising is recognised in full in dealing profits.The unrealised profit or loss
is reported in other assets or other liabilities.
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 32
l) Operating leases
Rentals on operating leases are charged to the profit and loss account in equal instalments over the lease term.
m) Trading properties
Trading properties are held for resale and are stated at the lower of cost and net realisable value.
n) Securitised assets
Assets sold under securitisation arrangements whereby the Group retains significant rights to benefits but where its maximum
loss is limited to a fixed monetary amount are included in the balance sheet at their gross amount less the non-returnable proceeds
received on securitisation using a linked presentation.The contribution earned from securitised assets is included in other
operating income.
o) Pensions
The Group’s contributions to defined benefit pension schemes are based on the recommendations of an independent qualified
actuary and are charged in the profit and loss account so as to spread pension costs over eligible employees’ service lives at stable
contribution rates.Variations from the regular cost are spread over the average remaining service life of the relevant employees.
The costs of the Group’s defined contribution pension schemes are charged in the profit and loss account in the year in which
these costs are incurred. Differences between the amounts funded and the amounts charged in the profit and loss account are
treated as either provisions or prepayments in the balance sheet.
p) Dividends
Dividends proposed after the year end are recorded as a liability at the balance sheet date in accordance with applicable Irish legislation.
Scrip dividends are initially recorded at the cash amount as an appropriation in the profit and loss account.When scrip shares are
issued in place of dividends the cash equivalent, net of dividend withholding tax where applicable, is written back in the profit and
loss account. Shares issued in lieu are set-off against the share premium account.
q) Share options
When share options are granted to employees the charge expensed to the profit and loss account is the difference between the
market value of the shares at the time the grant invitations are made and the payments due from employees. Under the terms of the
Group’s Save As You Earn (‘SAYE’) schemes employees may have the option to purchase shares at a discount to the market price at
the time these options are granted. In accordance with the exemption for SAYE schemes permitted by UITF 17 this discount to the
market price is not expensed to the profit and loss account.
All non-SAYE options have been granted at the market price on the invitation date so no share option expense has occurred.
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 33
UITF 38 ‘Accounting for employee share ownership plan (‘ESOP’) trusts’ was issued in December 2003. It requires that until
such time as the Company’s own shares held by an ESOP trust vest unconditionally in its employees, the consideration paid
for the shares should be deducted in arriving at consolidated shareholders’ funds.This reduced consolidated total assets and
shareholders’ funds by €7.0m at 30 September 2004.The equivalent adjustments were €6.2m at 30 September 2003 and
€6.1m at 30 September 2002.
Prior year results have been restated to reflect this change in accounting policy.The adoption of UITF 38 had no effect on the
Group profit attributable to ordinary shareholders for this or previous years.
The average number of persons employed by the Group during the year,
analysed by geographic location, was as follows: 2004 2003
The Group profit on ordinary activities before taxation is not affected by the results of acquisitions or discontinued operations
during the year.
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 34
The deferred tax credit arising from the origination and reversal of timing differences was 2004 2003
as follows: €m €m
The reconciliation of current tax on profits on ordinary activities at the standard Irish
Corporation Tax rate to the Group’s actual current tax charge is analysed as follows:
Profit on ordinary activities before taxation at 12.5% (2003: 13.375%) 63.0 46.4
Effects of:
Foreign earnings subject to different rates of tax 38.5 18.1
Irish Bank Levy 5.2 3.9
Disallowed general bad debt provision - 8.5
Prior years - 6.5
Other 1.3 0.7
Current tax 108.0 84.1
The legislated standard rate of Irish Corporation Tax for trading income has been reduced on a phased basis to 12.5%.The
standard rate was 16% for the 2002 calendar year and 12.5% from 1 January 2003. In 2003 the Irish Government introduced a levy
based on the domestic deposit taking business of Irish banks and building societies.The Group’s share of this levy is €5.2m per
annum for the three years to 31 December 2005.The Government has indicated that the levy will not be continued beyond 2005.
34
12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 35
€331.7m (2003: €218.8m) of the Group profit attributable to ordinary shareholders is dealt with in the accounts of the parent
undertaking.As permitted by Regulation 5 (2) of the European Communities (Credit Institutions:Accounts) Regulations, 1992 a
separate profit and loss account for the parent undertaking has not been presented.
Proposed
Final dividend of 15.04c per share (2003: 13.93c) 50.1 45.8
75.2 61.6
In accordance with the scrip dividend scheme, shares to the value of €21.0m (2003: €8.6m) were issued in lieu of dividends.
This amount has been added to the profit and loss account reserve (Note 33).
The calculation of basic earnings per share is based on the Group profit of €379.4m (2003: €253.3m) which is after taxation
and minority interests and on the weighted average number of equity shares in issue of 331,275,176 (2003: 324,608,201).
In accordance with Financial Reporting Standard 14 - ‘Earnings per Share’, dividends arising on shares held by employee
share trusts (Note 34) are excluded in arriving at profit before taxation and deducted from the aggregate of dividends
paid and proposed.The weighted average number of shares held by the trusts are excluded from the earnings per share
calculations.The effect of options granted under the employee share option and SAYE schemes is to increase the weighted
average number of equity shares for the calculation of diluted earnings per share by 6,346,189 (2003: 7,642,651) to
337,621,365 (2003: 332,250,852).
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 36
There are no significant concentrations of loans and advances to customers by individual sector or industry.A geographic
analysis is included in Note 39.The cost of assets acquired by the Group during the year for letting under finance leases and
hire purchase contracts amounted to €286.6m (2003: €231.2m).
12 Provisions for bad and doubtful debts The Group The Company
2004 2003 2004 2003
€m €m €m €m
At beginning of year 280.6 255.9 261.1 237.8
Exchange movements 1.0 (14.9) 0.7 (12.3)
Charge against profits - specific 19.1 10.1 18.5 9.3
- general - 47.4 - 42.4
Write-offs (12.3) (18.1) (11.1) (16.3)
Recoveries of previous write-offs 0.6 0.2 0.4 0.2
At end of year 289.0 280.6 269.6 261.1
Non-performing loans are loans and advances on which interest is no longer being credited to the profit and loss account.
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 37
Anglo Irish Bank Corporation plc (‘Anglo’) sold portfolios of commercial investment property loans from its United Kingdom
loan book to Monument Securitisation (CMBS) No. 1 plc and Monument Securitisation (CMBS) No.2 Limited (‘the Monument
companies’) in September 2000 and June 2002 respectively.The Group does not own directly or indirectly any of the share
capital of the Monument companies or their parent companies.
Anglo receives fee income for continuing to administer the loans under the terms of servicing agreements with the Monument
companies.The Monument companies funded these transactions by issuing mortgage-backed notes, the lowest ranking of
which were purchased by Anglo.The issue terms of the notes include provisions whereby neither the Monument companies
nor the noteholders have recourse to the Group and no Group Company is obliged or intends to support any losses of the
Monument companies or the noteholders should they arise.Anglo is not obliged to repurchase any of the assets from the
Monument companies.The Monument companies entered into certain interest rate hedges to manage their interest rate
positions.These contracts were entered into with third party banks.
The contribution earned by the Group during the year in respect of securitised assets is included in other operating income and
is analysed as follows:
2004 2003
€m €m
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 38
The Company
Government stocks 156.8 167.2 182.5 195.4
Other listed public bodies 12.4 12.5 96.1 96.4
Listed private sector investments 2,354.2 2,376.9 1,075.4 1,088.2
2,523.4 2,556.6 1,354.0 1,380.0
At 30 September 2004 the amount of unamortised discounts net of premiums on debt securities held as financial fixed assets
was €8.5m for both the Group and the Company.At 30 September 2004 debt securities held by the Group and the Company
subject to repurchase agreements amounted to €379.7m (2003: €311.7m).
In the opinion of the Directors the value of the individual unlisted investments is not less than their book amount.
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 39
Investments in subsidiary undertakings at cost less amounts written off 602.0 475.7
All of the Group undertakings are included in the consolidated accounts.The Group holds 75% of the capital contributed to the
Anglo Aggmore Limited Partnership.The capital contributors earn a return of 10% per annum on their capital and thereafter the
Group is entitled to 50% of the remaining profits of this partnership.The Group is the general partner of the Anglo Irish Capital
UK Limited Partnership.
The Group owns all of the issued ordinary share capital of each of the other subsidiary undertakings listed. Each subsidiary
undertaking operates principally in the country in which it is registered.A complete listing of Group undertakings will be
annexed to the annual return of the Company in accordance with the requirements of the Companies Acts. Investments in
certain subsidiary undertakings operating as credit institutions are not directly held by the parent undertaking.
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 40
Accumulated amortisation
At 1 October 2003 9.2 0.2
Charge for the year 4.1 -
At 30 September 2004 13.3 0.2
The goodwill arising on acquisitions completed after 30 September 1998 is amortised in equal instalments over its estimated
useful economic life of twenty years.The cumulative amount of positive goodwill which has been eliminated against reserves to
30 September 1998, net of goodwill attributable to disposed businesses, amounted to €47.2m.This goodwill was eliminated as a
matter of accounting policy [see Note 1(i)] and will be charged to the profit and loss account in the event of the subsequent
disposal of the businesses to which it relates.
Accumulated depreciation
At 1 October 2003 - 0.8 3.8 31.6 36.2
Charge for the year - 0.1 1.5 8.9 10.5
Disposals - - (0.5) (1.9) (2.4)
At 30 September 2004 - 0.9 4.8 38.6 44.3
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12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 41
Accumulated depreciation
At 1 October 2003 3.3 22.8 26.1
Charge for the year 1.3 4.9 6.2
Disposals - (1.6) (1.6)
At 30 September 2004 4.6 26.1 30.7
The open market value of the freehold investment properties is estimated by the Directors at its original cost of €25.3m.All of
the Group’s leasehold properties are in respect of leases with a duration of less than fifty years.The Group occupies properties
with a net book value of €11.9m (2003: €12.6m) in the course of carrying out its own activities.As at 30 September 2004 the
Group had annual commitments under non-cancellable operating leases as set out below.
Property Equipment
€m €m
Operating leases which expire:
41
12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 42
Foreign exchange and interest rate contracts 214.6 214.9 207.4 210.8
Trading properties 326.4 135.1 - -
Deferred taxation (Note 20) 34.5 33.9 28.3 27.2
Sundry debtors 2.2 33.1 1.2 1.7
577.7 417.0 236.9 239.7
No deferred taxation has been provided on the unremitted profits of foreign subsidiaries.As these profits are continually
reinvested by the Group, no tax is expected to be payable on them in the foreseeable future.
42
12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 43
The assets and liabilities attributable to policyholders are classified separately in the consolidated balance sheet.The life
assurance assets attributable to policyholders consist of:
2004 2003
€m €m
At 30 September 2004 the above life assurance assets attributable to policyholders included 341,440 (2003: 228,188) ordinary
shares in Anglo Irish Bank Corporation plc with a market value of €5.0m (2003: €2.1m).The Group has no beneficial interest in
these shares.
43
12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 44
Foreign exchange and interest rate contracts 187.2 196.8 180.3 193.3
Current taxation 48.5 44.6 41.4 41.7
Deferred acquisition consideration 5.8 5.7 - -
Sundry liabilities 14.1 12.7 13.5 12.7
255.6 259.8 235.2 247.7
The pension provisions relate to an unfunded defined contribution plan for the Group’s Austrian employees.This scheme is
administered in accordance with best local practice and regulations in Austria.
44
12978 Anglo AR Acc FA 4.0 12/23/04 12:17 PM Page 45
Repayable as follows:
One year or less 6.4 6.7
Between one and two years 28.3 6.4
Between two and five years 29.4 45.6
Over five years 1,069.2 370.3
1,133.3 429.0
All of the above issues have been issued by the Parent Bank and are unsecured and subordinated in the right of repayment to
the ordinary creditors, including depositors of the Bank.The prior approval of the Irish Financial Services Regulatory Authority is
required to redeem these issues prior to their final maturity date.There is no foreign exchange rate exposure as the proceeds
of these issues are retained in their respective currencies.
(a) Interest on the US$100m Subordinated Notes 2011 is fixed at 8.53% per annum until 28 September 2005 and resets
at the then current five and a half year United States Treasury Note yield plus 3.5% per annum.
(b) The US$25m Floating Rate Subordinated Notes 2011 bear interest at six month LIBOR plus 1.5% per annum to
28 September 2005 and thereafter at six month LIBOR plus 2.5% per annum.
(c) The €150m Floating Rate Subordinated Notes 2011 bear interest at three month EURIBOR plus 1.7% per annum to
5 April 2006 and thereafter at three month EURIBOR plus 2.7.% per annum.
(d) The €750m Floating Rate Subordinated Notes 2014 bear interest at three month EURIBOR plus 0.45% per annum
to 25 June 2009 and thereafter at three month EURIBOR plus 0.95% per annum.
(e) Interest on the Stg£50m Undated Subordinated Notes is fixed at 9.875% per annum to 13 March 2006 and thereafter at
the then current five year gross redemption yield on United Kingdom government security plus 2.9% per annum, reset
every five years.
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On 28 June 2001 Anglo Irish Asset Finance plc (‘issuer’) issued Stg£200m 8.5325% Step-up Callable Perpetual Capital Securities
(‘securities’) at par value which have the benefit of a subordinated guarantee by Anglo Irish Bank Corporation plc (‘guarantor’).
The securities are perpetual securities and have no maturity date. However, they are redeemable in whole or in part at the
option of the issuer, subject to the prior approval of the Irish Financial Services Regulatory Authority and of the guarantor, at
their principal amount together with any outstanding payments on 28 June 2011 or on any coupon payment date thereafter.
The securities bear interest at a rate of 8.5325% per annum to 28 June 2011 and thereafter at a rate of 4.55% per annum
above the gross redemption yield on a specified United Kingdom government security, reset every five years.The interest is
payable semi-annually in arrears on 28 June and 28 December.
On 23 July 2002 Anglo Irish Asset Finance plc issued Stg£160m 7.625% Tier One Non-Innovative Capital Securities (‘TONICS’)
at an issue price of 99.362%.A further tranche of Stg£90m TONICS was issued on 21 March 2003 at an issue price of 106.378%
plus accrued interest.These issues also have the benefit of a subordinated guarantee by Anglo Irish Bank Corporation plc.
The TONICS are perpetual and have no maturity date. However, they are redeemable in whole but not in part at the option
of the issuer, subject to the prior approval of the Irish Financial Services Regulatory Authority and of the guarantor, at their
principal amount together with any outstanding payments on 23 July 2027 or on any coupon payment date thereafter.
Interest is payable annually in arrears on the TONICS at a rate of 7.625% per annum until 23 July 2027.Thereafter, the TONICS
will bear interest at a rate 2.4% per annum above six month LIBOR, payable semi-annually in arrears.
The rights and claims of the holders of the securities and the TONICS are subordinated to the claims of the senior creditors
of the issuer or of the guarantor (as the case may be) in that no payment in respect of the securities or the TONICS or the
guarantees in respect of them shall be due and payable except to the extent that the issuer or the guarantor (as applicable)
is solvent and could make such a payment and still be solvent immediately thereafter and the guarantor is in compliance with
applicable regulatory capital adequacy requirements. Upon any winding up of the issuer or the guarantor, the holders of the
securities and the TONICS will rank pari passu with the holders of preferred securities and preference shares issued by or
guaranteed by the issuer or the guarantor and in priority to all other shareholders of the issuer and of the guarantor.
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On 30 September 2004 the limited partners of the Anglo Irish Capital UK Limited Partnership (‘issuer’) contributed capital in
the form of 600,000 Non-Voting Non-Cumulative Perpetual Preferred Securities (‘preferred securities’) of €1,000 each issued at
par.The preferred securities have the benefit of a subordinate guarantee by Anglo Irish Bank Corporation plc (‘guarantor’).The
issuer is a limited partnership organised under the laws of England and Wales and its general partner is Anglo Irish Capital GP
Limited, a wholly owned subsidiary of the guarantor.The transaction raised €588.5m allowing for expected issue costs.
The preferred securities are perpetual and have no repayment date. However, they are redeemable in whole, but not in part,
at the option of Anglo Irish Capital GP Limited and subject to the prior approval of the Irish Financial Services Regulatory
Authority, at their issue price together with any outstanding payments on 30 March 2010 or on any distribution date thereafter.
Cash distributions to the limited partners are payable semi-annually in arrears on 30 March and 30 September.The distribution
rate on the preferred securities is fixed at 6% per annum to 30 September 2005 and thereafter resets every six months at a
rate linked to the Euro ten year constant maturity swap, subject to a cap of 9% per annum.
Anglo Irish Capital Funding Limited (‘issuer’) issued 5,000,000 Series A Floating Rate Non-Cumulative Guaranteed Non-Voting
Preference Shares of US$25 each on 4 June 1997. On 24 March 1999 a further 6,400,000 Series B 7.75% Non-Cumulative
Guaranteed Non-Voting Preference Shares of €25 each were issued which netted €155.6m after issue costs. Both these issues
have the benefit of a subordinate guarantee by Anglo Irish Bank Corporation plc (‘guarantor’).
The holders of the US$ preference shares are entitled to receive a non-cumulative preferential dividend in four quarterly
instalments in arrears on 4 March, 4 June, 4 September and 4 December in each year.The coupon rate is three month US Dollar
LIBOR plus 2.5% per annum.The holders of the Euro preference shares are entitled to receive a non-cumulative preferential
dividend of 7.75% per annum in four quarterly instalments in arrears on 31 March, 30 June, 30 September and 31 December in
each year.
The preference shares are redeemable at par at the option of the issuer, subject to the prior consent of the guarantor and the
Irish Financial Services Regulatory Authority, on any dividend date from 4 June 2002 in respect of the US$ preference shares and
on any dividend date from 31 March 2004 in respect of the Euro preference shares.
Anglo Irish Bank Corporation plc has guaranteed the holders of the preferred securities and the preference shares with
respect to their rights to distributions and on liquidation.These guarantees give, as nearly as possible, the holders of the
preferred securities and the preference shares rights equivalent to those which the holders would be entitled to if they held
preferred securities or preference shares in Anglo Irish Bank Corporation plc itself. No distributions can be paid in respect
of the preferred securities or the preference shares by the issuers or the guarantor if the guarantor is not in compliance with
applicable regulatory capital adequacy requirements.
The distribution entitlements on the preferred securities and the preference shares are accrued on a daily basis and the total
cost of €16.2m (2003: €16.7m) is included in minority interests in the profit and loss account (Note 6).
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The authorised share capital of the Company consists of 380,000,000 ordinary shares of €0.32 each.
During the year ended 30 September 2004 the allotted, called up and fully paid ordinary share capital was increased from
330,467,157 to 334,539,637 ordinary shares as follows:
In January 2004 1,130,903 ordinary shares were issued to those holders of ordinary shares who elected, under the terms of the
scrip dividend election offer, to receive additional ordinary shares at a price of €11.99 instead of all or part of the cash element
of their final dividend entitlement in respect of the year ended 30 September 2003.
In July 2004 600,425 ordinary shares were issued to those holders of ordinary shares who elected, under the terms of the scrip
dividend election offer, to receive additional ordinary shares at a price of €12.42 instead of all or part of the cash element of
their interim dividend entitlement in respect of the year ended 30 September 2004.
During the year 1,419,473 ordinary shares were issued to option holders on the exercise of options under the terms of the
employee share option scheme at prices ranging from €1.09 to €2.59 and 921,679 ordinary shares were issued to option
holders on the exercise of options under the terms of the SAYE scheme at prices ranging from €1.79 to €4.87.
Under a resolution approved by shareholders on 23 January 2004 the Company has the authority to make market purchases of
its own shares to the extent of 10% of its then issued share capital and to hold these shares as treasury shares.This authority
has not been exercised.
The Company operates a number of share incentive plans.The purpose of these plans is to motivate Group employees to
contribute towards the creation of long term shareholder value. Before being adopted all of the share incentive plans were
approved by shareholders and complied with the guidelines operated by the Irish Association of Investment Managers.
Further details are given below:
Under the terms of the scheme all qualifying employees may be invited to participate in the scheme at the discretion of the
Directors. Options are granted at the middle market price on the day on which the shares were dealt in immediately preceding
the date of the invitation. During the continuance of the scheme each participant is limited to a maximum entitlement of
scheme shares equivalent to an aggregate value of four times that employee’s annual emoluments. Basic tier options may not be
transferred or assigned and may be exercised only between the third and tenth anniversaries of their grant, or at such earlier
time as approved by the Directors. Second tier options may not be transferred or assigned and may be exercised only between
the fifth and tenth anniversaries of their grant, or at such earlier time as approved by the Directors.
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In the ten year period from 15 January 1999 the maximum number of basic and second tier options granted under the scheme
may not exceed 10% of the issued ordinary share capital of the Company from time to time. Both the basic and second tier
options which may be granted are each restricted to 5% of the issued ordinary share capital of the Company from time to time.
The exercise of basic tier options granted since 15 January 1999 is conditional upon earnings per share growth of at least 5%
compound per annum more than the increase in the consumer price index.The exercise of second tier options granted since
15 January 1999 is conditional upon earnings per share growth of at least 10% compound per annum more than the increase in
the consumer price index and the Company’s shares must also rank in the top quartile of companies as regards growth in
earnings per share on the Irish Stock Exchange.
At 30 September 2004 options were outstanding over 9,198,873 (2003: 6,176,496) ordinary shares at prices ranging from €2.34
to €13.52 per share.These options may be exercised at various dates up to August 2014. During the year options over
4,710,000 shares were granted and options over 268,150 shares lapsed.
SAYE Scheme
On 14 January 2000 the shareholders approved the establishment of the Anglo Irish Bank SAYE Scheme.This scheme has an
Irish and UK version in order to conform with relevant revenue legislation in both jurisdictions.
The Irish version permits eligible employees to enter into a savings contract with the Company for a three, five or seven year
period to save a maximum of €317 per month for the appropriate contract period and to use the proceeds of the savings
contract to fund the exercise of options granted under the scheme. At 30 September 2004 options were outstanding over
1,606,889 (2003: 2,150,947) ordinary shares at option prices ranging from €1.79 to €9.02, which represented a 25% discount to
the market price on the date that employees were invited to enter into these contracts.These options are exercisable, provided
the participants’ savings contracts are completed, at various dates between November 2004 and July 2011.
A variation of the Anglo Irish Bank SAYE scheme was introduced for all UK staff of the Group in 2001.This scheme permits
eligible employees to enter into a savings contract with an outside financial institution for a three, five or seven year period to
save a maximum of Stg£250 per month for the appropriate contract period and to use the proceeds of the savings contract to
fund the exercise of options granted under the scheme.At 30 September 2004 options were outstanding over 395,547 (2003:
487,007) ordinary shares at option prices ranging from Stg£2.10 to Stg£6.85, which represented a 20% discount to the average
market price over the week preceding the date that employees were invited to enter into these contracts.These options are
exercisable at various dates between November 2004 and March 2012.
ESOP
On 14 January 2000 the shareholders also approved the establishment of the Anglo Irish Bank Employee Share Ownership
Plan (‘ESOP’).The plan’s trustee may purchase ordinary shares of the Company in the open market. Eligible employees may
be granted options to acquire shares held by the trustee on similar terms and exercise conditions as those applicable to basic
tier options under the employee share option scheme.At 30 September 2004 options were outstanding over 211,004 (2003:
361,204) shares at prices ranging from €2.40 to €13.52. During the year options over 60,000 shares were granted.
The total number of ordinary shares which may be the subject of ESOP options may not, when aggregated with the ordinary
shares the subject of options granted under the SAYE scheme, exceed 5% of the issued ordinary share capital of the Company
from time to time.
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Ordinary shares in Anglo Irish Bank Corporation plc (‘own shares’) at cost 7.0 6.2
In accordance with the requirements of UITF 38 own shares are deducted in arriving at consolidated shareholders’ funds
(Note 2).These own shares are intended to satisfy options granted to employees under the Anglo Irish Bank Employee Share
Ownership Plan (‘ESOP’) which was approved by shareholders in January 2000 (Note 30) and also to honour conditional share
awards made to employees under the Anglo Irish Bank Deferred Share Scheme (‘DSS’).
The trustee of the ESOP borrowed funds from a Group subsidiary undertaking, interest free, to enable the trustee to purchase
own shares in the open market.At 30 September 2004 options were outstanding over 211,004 (2003 : 361,204) own shares at
prices ranging from €2.40 to €13.52.These options may be exercised at various dates up to August 2014.The proceeds of
option exercises are used to repay the loan.
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At 30 September 2004 the trustee of the DSS held 441,811 (2003: 573,419) own shares to honour conditional share awards
granted between December 2001 and May 2004 to eligible Group employees as part of their remuneration package.These
shares were purchased in the open market and are also funded by interest free borrowings from a Group subsidiary
undertaking.These share awards are conditional on the relevant employees remaining in the Group’s employment for three
years from their grant date.The costs of providing these awards has been fully provided in the profit and loss account.
When the awards vest the trustee’s borrowings are fully reimbursed by the sponsoring Group employer.
As at 30 September 2004 the trustees held 1,588,048 (2003: 1,898,292) own shares with a market value of €23.4m (2003:
€17.6m).The dividend income received during the year on own shares of €0.4m (2003: €0.3m) is excluded in arriving at the
group profit before taxation.
Other contingencies
The Parent Company has given guarantees in respect of the liabilities of certain of its subsidiaries.
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Financing
Proceeds of subordinated bond issue 746.2 -
Proceeds of preferred securities issue in subsidiary 588.5 -
Proceeds from issue of perpetual capital securities - 135.7
Redemption of subordinated bonds (35.8) (3.0)
Proceeds of equity share issues 4.2 7.5
Capital introduced by minority interest 0.6 -
1,303.7 140.2
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37 Pensions
The Group operates three defined benefit non-contributory pension schemes in Ireland.The assets of these schemes are
held in separate trustee administered funds.These schemes have been closed to new members since January 1994. New Irish
employees after that date join a funded scheme on a defined contribution basis.There are also funded defined contribution
pension plans covering eligible Group employees in other locations as well as an unfunded defined contribution pension plan in
relation to the Group’s Austrian employees (Note 26).
The Group has continued to account for pensions in accordance with Statement of Standard Accounting Practice 24 -
‘Accounting for Pension Costs’ (‘SSAP 24’). A new accounting standard on pensions was issued in November 2000-Financial
Reporting Standard 17 (‘FRS 17’) and it was amended in November 2002. It requires additional transitional disclosures on a
phased basis in respect of defined benefit pension schemes.
The pension costs relating to all defined benefit pension schemes have been assessed in accordance with the advice of an
independent qualified actuary. Full formal actuarial valuations are carried out triennially.The last such valuations were carried out
as at 1 October 2002 using the attained age method.The actuarial valuations are only available for inspection by members of the
schemes.The principal actuarial assumptions adopted in these valuations were that the investment returns would be 2% higher
than the annual salary increases and 3% higher than the annual pension increases.
At 1 October 2002 the market value of the schemes’ assets was €51.0m and this represented 99.2% of the schemes’ liabilities
at that date.The employer’s contribution rate over the average remaining service life of the members of the schemes takes
account of the current actuarial funding level.The contributions paid to the defined benefit schemes during the year were
€14.4m.There were €36.5m (2003: €26.5m) of prepaid contributions in respect of these schemes at the year end included in
prepayments and accrued income.
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37 Pensions continued
The assets in the schemes and the expected long term rates of return at 30 September were:
The following amounts at 30 September were measured in accordance with the requirements of FRS 17:
If FRS 17 had been implemented at the year end the effect on the Group’s financial statements would have been as follows:
Analysis of the amount that would have been charged to operating profit 2004 2003
€m €m
Amount that would have been recognised in the statement of total recognised
gains and losses
Actual return less expected return on assets of the pension schemes 1.9 (0.3)
Experience losses on liabilities of the pension schemes (0.8) (6.5)
Change in assumptions underlying the present value of schemes’ liabilities (3.2) (3.3)
Actuarial loss in the statement of total recognised gains and losses (2.1) (10.1)
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2004 2003
€m €m
Movement in surplus/(deficit) during the year
Deficit at beginning of year (1.9) (2.0)
Current service cost (2.9) (2.3)
Past service cost (4.0) (0.1)
Expected return on assets of pension schemes 3.8 3.1
Interest on liabilities of pension schemes (3.5) (2.9)
Contributions paid 14.4 12.4
Actuarial loss during year (2.1) (10.1)
Surplus/(deficit) at end of year 3.8 (1.9)
Net assets
Net assets in consolidated accounts 1,239.8 911.2
Pension asset on SSAP 24 basis (36.5) (26.5)
Pension asset/(liability) on FRS 17 basis 3.3 (1.7)
Net assets on FRS 17 basis 1,206.6 883.0
Subsidiary undertakings
Details of the principal subsidiary undertakings are shown in Note 16. In accordance with Financial Reporting Standard 8 -
‘Related Party Disclosures’ (‘FRS 8’), transactions or balances between Group entities that have been eliminated on
consolidation are not reported.
Pension funds
The Group provides normal investment fund management and banking services to pension funds operated by the Group for
the benefit of its employees.These services are provided on similar terms as third party transactions and are not material to
the Group.
Directors
Details of transactions with Directors requiring disclosure under FRS 8 are included in the report of the Remuneration
Committee in Note 45.
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39 Segmental analysis
The Group’s income and assets are principally attributable to banking activities.The analysis of gross income, profit before
taxation, loans and advances to customers and assets by geographic location is as follows:
2004
Republic Rest of
of Ireland UK & IOM the World Group
€m €m €m €m
Gross income:
Interest receivable 792.4 627.0 33.5 1,452.9
Fees and commissions receivable 82.0 72.2 29.7 183.9
Dealing profits 12.8 - - 12.8
Other operating income 2.7 16.6 - 19.3
Total gross income 889.9 715.8 63.2 1,668.9
2003
Republic Rest of
of Ireland UK & IOM the World Group
€m €m €m €m
Gross income:
Interest receivable 571.4 452.2 37.0 1,060.6
Fees and commissions receivable 75.9 52.3 24.1 152.3
Dealing profits 6.4 - - 6.4
Other operating income 3.5 7.7 - 11.2
Total gross income 657.2 512.2 61.1 1,230.5
The analysis by geographic segment is based on the location of the office recording the transaction.The loans and advances to
customers for the Republic of Ireland include €1,328.5m (2003: €1,189.6m) made in Boston, Massachusetts. Income on capital is
included in the geographical results and reflects allocations from a Group capital pool rather than representing underlying
income on capital within individual operations.
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The Board of Directors approves policies with respect to credit risk, market risk and liquidity risk and delegates its monitoring
and control responsibilities to the Main Credit Committee for credit matters and the Group Asset and Liability Committee for
market risk and liquidity issues.The Board of Directors also approves policy in respect of operational risk management and
delegates its monitoring and control responsibilities to the Executive Management Board.The members of these Committees
and the Executive Management Board are senior management from throughout the Group.
There is a Board Risk and Compliance Committee in place which currently comprises three Non-executive Directors and one
Executive Director. Its main role is to oversee risk management and compliance risks and to review, on behalf of the Board of
Directors, the key risks and compliance issues inherent in the business and the system of control necessary to manage them and
to report its findings to the Board of Directors.
Group Risk Management, Group Finance and Group Internal Audit are central control functions, independent of line
management, whose roles include monitoring the Group’s activities to ensure compliance with financial and operating controls.
The general scheme of risk, financial and operational control is designed to safeguard the Group’s assets while allowing sufficient
operational freedom for the business units to earn a satisfactory return for shareholders.
Credit risk
The Group’s policy on banking and treasury credit risk is set out in a detailed credit policy manual which has been approved
by the Board of Directors and the Main Credit Committee.The policy manual, which is regularly updated, is provided to all
relevant staff and forms the core of our credit risk ethos. Strict parameters for all types of credit exposure are set down and
all applications for credit are assessed within these parameters.The risk asset grading system allows the Group to balance the
level of risk on any transaction with the return generated by the transaction.
The Group operates a tiered system of discretions which ensures that all credit exposures are authorised at an appropriately
senior level.The Main Credit Committee, which is the most important forum for approving credit exposures, includes Executive
Directors and senior management.All credit Committees must come to a consensus before authorising a credit exposure and
each credit must be signed by a valid quorum.Additionally, a Non-executive Director must countersign all exposures over a
certain threshold.
Credit risk on all treasury clients and interbank facilities is regularly assessed.All such treasury lines must be formally reviewed
by the Main Credit Committee at least once a year.
All lending exposures are monitored on an ongoing basis with the senior executive responsible for Group Risk Management
regularly meeting each individual lender and examining their loan portfolio in detail.This ensures that potential problems are
identified promptly and appropriate remedial action taken.
An independent Group Risk Management function monitors credit risk on a portfolio-wide basis and, in particular, looks at the
entire Group’s exposure to geographic and industrial sectors. Sectoral limits are in place.When considered prudent further
restrictions on sectoral exposures are imposed.
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Market risk
Market risk is the potential adverse change in Group income or the value of the Group’s net worth arising from movements in
interest rates, exchange rates or other market prices. Market risk arises from the structure of the balance sheet, the execution
of customer and interbank business and proprietary trading.The Group recognises that the effective management of market risk
is essential to the maintenance of stable earnings, the preservation of shareholder value and the achievement of the Group’s
corporate objectives.
The Group’s exposure to market risk is governed by policies prepared by Group Risk Management and Group Treasury and
approved by the Board of Directors.These policies set out the nature of risk which may be taken, the types of financial
instruments which may be used to increase or reduce risk and the way in which risk is controlled. In line with these policies
the Group Asset and Liability Committee reviews all risk limits, which are also sent to the Board of Directors for approval.
Exposure to market risk is permitted only in specifically designated business units and is centrally managed by Group Treasury
in Dublin. In other units market risk is eliminated by way of appropriate hedging arrangements with Group Treasury.
Market risk throughout the Group is measured and monitored by the Group Risk Management team, operating independently of
the risk-taking units.
Non-trading book
The Group’s non-trading book consists of personal and corporate deposits and the lending portfolio, as well as Group Treasury’s
interbank cash book and investment portfolio. In the non-trading areas interest rate risk arises primarily from the Group’s core
banking business.This exposure is centrally managed by Group Treasury in Dublin using interest rate swaps and other
conventional hedging instruments.
The Group’s non-trading book exposure is analysed by its maturity profile in each currency. Limits by currency and maturity are
reviewed by the Group Asset and Liability Committee and formally approved by the Board of Directors.These limits are then
subject to independent monitoring by the Group Risk Management team.
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Liabilities in functional
Functional currency currency for hedging Remaining structural
of operation Net investment purposes currency exposure
€m €m €m
Liquidity risk
It is Group policy to ensure that resources are at all times available to meet the Group’s obligations arising from the withdrawal
of customer deposits or interbank lines, the drawdown of customer facilities and asset expansion.The development and
implementation of this policy is the responsibility of the Group Asset and Liability Committee. Group Treasury look after the
day to day management of liquidity and this is monitored by Group Risk Management.
Limits on potential cash flow mismatches over defined time horizons are the principal means of liquidity control.The cash flow
mismatch methodology involves estimating the net volume of funds which must be refinanced in particular time periods, taking
account of the value of assets which could be liquidated during these periods. Limits are placed on the net mismatch in specified
time periods out to six months.
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Operational risk
Operational risk represents the risk that failed or inadequate processes, people or systems, or exposure to external events
could result in unexpected losses.The risk is associated with human error, systems failure, and inadequate control and
procedures.The Group’s exposure to operational risk is governed by policy approved by the Board of Directors.The policy
specifies that the Group will operate such measures of risk identification, assessment, monitoring and management as are
necessary to ensure that operational risk management is consistent with the approach, aims and strategic goals of the Group,
and is designed to safeguard the Group’s assets while allowing sufficient operational freedom to earn a satisfactory return to
shareholders.
The Group manages operational risk under an overall strategy which is implemented by accountable executives. Potential risk
exposures are assessed and appropriate controls are put in place. Recognising that operational risk cannot be entirely
eliminated, the Group implements risk mitigation controls including fraud prevention, contingency planning and incident
management.Where appropriate this strategy is further supported by risk transfer mechanisms such as insurance.
Derivatives
A derivative is an off-balance sheet agreement which defines certain financial rights and obligations which are contractually
linked to interest rates, exchange rates or other market prices. Derivatives are an efficient and cost effective means of managing
market risk and limiting counterparty exposures.As such they are an indispensable element of treasury management, both for
the Group and for many of its corporate customers. Further details are disclosed in note 42.The accounting policy on
derivatives is set out on page 31.
It is recognised that certain forms of derivatives can introduce risks which are difficult to measure and control. For this reason it
is Group policy to place clear boundaries on the nature and extent of its participation in derivatives markets and to apply the
industry regulatory standards to all aspects of its derivatives activities.
The Group’s derivatives activities are governed by policies approved by the Board of Directors.These policies relate to the
management of the various types of risk associated with derivatives, including market risk, liquidity risk and credit risk.
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Liabilities
Deposits by banks (1,369) - - (20) - - (1,389)
Customer accounts (8,456) (286) (233) (713) (88) - (9,776)
Debt securities in issue (3,869) (294) (98) - - - (4,261)
Other liabilities - - - - - (1,090) (1,090)
Capital resources (902) - (588) (30) (156) (1,240) (2,916)
Total liabilities (14,596) (580) (919) (763) (244) (2,330) (19,432)
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Liabilities
Deposits by banks (1,557) (75) - (60) - - (1,692)
Customer accounts (6,373) (417) (290) (608) (42) - (7,730)
Debt securities in issue (2,856) (43) (81) - - - (2,980)
Other liabilities - - - - - (659) (659)
Capital resources (156) - - (35) (157) (911) (1,259)
Total liabilities (10,942) (535) (371) (703) (199) (1,570) (14,320)
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Liabilities
Deposits by banks (622) - - - - - (622)
Customer accounts (6,644) (338) (759) (24) - - (7,765)
Debt securities in issue (1,474) (88) (106) - - - (1,668)
Other liabilities - - - - - (233) (233)
Capital resources - - - (73) (656) (2) (731)
Total liabilities (8,740) (426) (865) (97) (656) (235) (11,019)
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Liabilities
Deposits by banks (824) - - - - - (824)
Customer accounts (5,064) (152) (125) (36) (1) - (5,378)
Debt securities in issue (734) (7) (97) - - - (838)
Other liabilities - - - - - (163) (163)
Capital resources - (29) - (71) (645) (1) (746)
Total liabilities (6,622) (188) (222) (107) (646) (164) (7,949)
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Liabilities
Deposits by banks (444) (24) - - - - (468)
Customer accounts (1,602) (15) (14) (2) - - (1,633)
Debt securities in issue (223) (41) (96) - - - (360)
Other liabilities - - - - - (33) (33)
Capital resources (98) (20) (80) (28) - - (226)
Total liabilities (2,367) (100) (190) (30) - (33) (2,720)
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Liabilities
Deposits by banks (677) (13) - - - - (690)
Customer accounts (1,326) (25) (27) - - - (1,378)
Debt securities in issue (480) - - - - - (480)
Other liabilities - - - - - (15) (15)
Capital resources (102) (22) (13) (103) - - (240)
Total liabilities (2,585) (60) (40) (103) - (15) (2,803)
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42 Derivative transactions
In the normal course of business the Group is party to various types of financial instruments used to generate incremental
income, to meet the financing needs of its customers and to reduce its own exposure to fluctuations in interest and exchange
rates and equity prices.These financial instruments involve to varying degrees exposure to loss in the event of a default by a
counterparty (‘credit risk’) and exposure to future changes in interest and exchange rates and equity prices (‘market risk’).
Details of the objectives, policies and strategies arising from the Group’s use of financial instruments, including derivative
financial instruments, are presented in Note 40 on risk management and control.
In respect of interest rate, exchange rate and equity contracts, underlying principal amounts are used to express the volume of
these transactions, but the amounts potentially subject to credit risk are much smaller. Replacement cost provides a better
indication of the credit risk exposures facing a bank. Replacement cost is the gross cost of replacing all contracts with external
parties that have a positive fair value, without giving effect to offsetting positions with the same counterparty.The underlying
principal amounts and replacement cost, by residual maturity, of the Group’s over the counter and other non-exchange traded
derivatives at 30 September 2004 were as follows:
2004 2003
Within One to five Over five
one year years years Total Total
€m €m €m €m €m
Underlying principal amounts
Exchange rate contracts 25,968.2 1,754.0 2.1 27,724.3 14,965.7
Interest rate contracts 13,638.4 23,201.8 12,044.5 48,884.7 31,079.7
Equity contracts 27.1 76.6 32.9 136.6 105.1
Replacement cost
Exchange rate contracts 138.3 10.4 - 148.7 113.9
Interest rate contracts 27.5 104.4 92.2 224.1 359.7
Equity contracts 12.5 19.1 4.2 35.8 20.1
The replacement cost of the Group’s over the counter and other non-exchange traded derivatives as at 30 September 2004
analysed into financial and non-financial counterparties for exchange rate, interest rate and equity contracts were as follows:
2004 2003
Non-
Financial financial Total Total
€m €m €m €m
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The Group maintains trading positions in derivatives. Most of these positions are as a result of activity generated by corporate
customers while others represent trading decisions of the Group’s derivative and foreign exchange traders with a view to
generating incremental income.The following table represents the underlying principal amount and fair value by class of
instrument utilised in the trading activities of the Group at 30 September 2004.
30 September 2004
Underlying
principal Fair
amount value
Trading book €m €m
Interest rate contracts
Interest rate swaps 25,874.3
in a favourable position 240.8
in an unfavourable position (241.1)
Forward rate agreements 2,901.6
in a favourable position 1.7
in an unfavourable position (1.5)
Interest rate futures 5,207.5
in a favourable position 0.7
in an unfavourable position (0.9)
Interest rate caps, floors and options held 2,582.8
in a favourable position 13.8
in an unfavourable position -
Interest rate caps, floors and options written 2,786.6
in a favourable position -
in an unfavourable position (14.7)
Exchange traded options held 1,254.9
in a favourable position 0.1
in an unfavourable position -
Exchange traded options written 1,133.0
in a favourable position -
in an unfavourable position -
Foreign exchange contracts
Forward foreign exchange 17,187.3
in a favourable position 205.2
in an unfavourable position (187.6)
Foreign exchange options 4,131.4
in a favourable position 23.7
in an unfavourable position (11.1)
Currency swaps 2.1
in a favourable position -
in an unfavourable position (0.3)
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The following table represents the underlying principal amount, weighted average maturity and fair value by class of instrument
utilised in the trading activities of the Group at 30 September 2004.
Underlying Weighted
principal average Fair
amount maturity value
Trading book €m in years €m
Interest rate contracts
Interest rate swaps-receive fixed
1 year or less 2,851.3 0.4 24.4
1 to 5 years 6,414.5 2.7 72.9
5 to 10 years 3,097.7 7.5 78.3
Over 10 years 273.0 11.7 9.4
Interest rate swaps-pay fixed
1 year or less 3,386.6 0.4 (30.8)
1 to 5 years 6,420.8 2.6 (72.6)
5 to 10 years 3,059.2 7.5 (72.7)
Over 10 years 230.0 11.5 (7.5)
Interest rate swaps-pay and receive floating
1 year or less 27.8 0.8 (0.8)
1 to 5 years 88.4 2.2 (0.3)
5 to 10 years 25.0 8.0 (0.6)
Forward rate agreements-loans
1 year or less 1,161.5 0.7 (0.5)
1 to 5 years 406.0 1.2 1.2
Forward rate agreements-deposits
1 year or less 908.2 0.7 0.4
1 to 5 years 425.9 1.2 (0.9)
Interest rate futures
1 year or less 2,773.1 0.7 (0.1)
1 to 5 years 2,429.4 1.6 -
5 to 10 years 5.0 7.3 (0.1)
Interest rate caps, floors and options held
1 year or less 43.7 0.4 -
1 to 5 years 2,151.9 3.3 8.9
5 to 10 years 367.2 7.5 4.9
Over 10 years 20.0 10.5 -
Interest rate caps, floors and options written
1 year or less 87.9 0.6 -
1 to 5 years 2,274.8 3.2 (9.1)
5 to 10 years 403.9 7.6 (5.6)
Over 10 years 20.0 10.5 -
Exchange traded options held
1 year or less 1,254.9 0.4 0.1
Exchange traded options written
1 year or less 1,133.0 0.4 -
Foreign exchange contracts
Forward foreign exchange
1 year or less 16,089.9 0.3 18.5
1 to 5 years 1,097.4 1.5 (0.9)
Foreign exchange options
1 year or less 4,124.8 0.4 12.6
1 to 5 years 6.6 1.1 -
Currency swaps
5 to 10 years 2.1 6.7 (0.3)
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The following table represents the underlying principal amount and fair value by class of instrument utilised in the trading
activities of the Group at 30 September 2003.
30 September 2003
Underlying
principal Fair
amount value
Trading book €m €m
Interest rate contracts
Interest rate swaps 13,207.1
in a favourable position 205.1
in an unfavourable position (217.1)
Forward rate agreements 945.4
in a favourable position 0.6
in an unfavourable position (0.4)
Interest rate futures 2,809.3
in a favourable position 0.5
in an unfavourable position (2.4)
Interest rate caps, floors and options held 2,116.2
in a favourable position 17.9
in an unfavourable position -
Interest rate caps, floors and options written 2,151.0
in a favourable position -
in an unfavourable position (18.0)
Exchange traded options held 336.2
in a favourable position -
in an unfavourable position -
Exchange traded options written 479.4
in a favourable position -
in an unfavourable position -
Foreign exchange contracts
Forward foreign exchange 10,133.2
in a favourable position 205.6
in an unfavourable position (178.4)
Foreign exchange options 1,773.0
in a favourable position 10.2
in an unfavourable position (9.2)
Currency swaps 2.0
in a favourable position -
in an unfavourable position (0.3)
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The following table represents the underlying principal amount, weighted average maturity and fair value by class of instrument
utilised in the trading activities of the Group at 30 September 2003.
Underlying Weighted
principal average Fair
amount maturity value
Trading book €m in years €m
Interest rate contracts
Interest rate swaps-receive fixed
1 year or less 894.0 0.4 8.5
1 to 5 years 3,716.8 2.5 89.7
5 to 10 years 1,563.9 7.5 73.4
Over 10 years 354.8 13.1 13.1
Interest rate swaps-pay fixed
1 year or less 1,136.5 0.4 (17.6)
1 to 5 years 3,601.0 2.5 (97.2)
5 to 10 years 1,559.6 7.4 (70.8)
Over 10 years 274.0 12.8 (10.5)
Interest rate swaps-pay and receive floating
1 year or less - - -
1 to 5 years 81.5 3.0 (0.1)
5 to 10 years 25.0 9.0 (0.5)
Forward rate agreements-loans
1 year or less 315.8 0.9 0.4
1 to 5 years 193.2 1.4 0.1
Forward rate agreements-deposits
1 year or less 329.1 0.9 (0.2)
1 to 5 years 107.3 1.5 (0.1)
Interest rate futures
1 year or less 1,696.2 0.8 (0.4)
1 to 5 years 1,096.6 1.7 (1.1)
5 to 10 years 16.5 8.8 (0.4)
Interest rate caps, floors and options held
1 year or less 64.3 0.8 1.3
1 to 5 years 1,725.8 3.9 13.2
5 to 10 years 266.1 6.8 3.2
Over 10 years 60.0 10.1 0.2
Interest rate caps, floors and options written
1 year or less 65.8 0.8 (1.3)
1 to 5 years 1,759.1 3.9 (13.3)
5 to 10 years 266.1 6.8 (3.2)
Over 10 years 60.0 10.1 (0.2)
Exchange traded options held
1 year or less 314.8 0.6 -
1 to 5 years - - -
5 to 10 years 21.4 6.9 -
Exchange traded options written
1 year or less 457.9 0.6 -
1 to 5 years - - -
5 to 10 years 21.5 6.9 -
Foreign exchange contracts
Forward foreign exchange
1 year or less 9,554.0 0.1 23.7
1 to 5 years 579.2 1.5 3.5
Foreign exchange options
1 year or less 1,757.7 0.3 1.0
1 to 5 years 15.3 1.2 -
Currency swaps
5 to 10 years 2.0 7.7 (0.3)
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Non-trading derivatives
The operations of the Group are exposed to the risk of interest rate fluctuations to the extent that assets and liabilities
mature or reprice at different times or in differing amounts. Derivatives allow the Group to modify the repricing or maturity
characteristics of assets and liabilities in a cost efficient manner.This flexibility helps the Group to achieve liquidity and risk
management objectives.
Derivatives fluctuate in value as interest or exchange rates rise or fall just as on-balance sheet assets and liabilities fluctuate
in value. If the derivatives are purchased or sold as hedges of balance sheet items, the appreciation or depreciation of the
derivatives as interest or exchange rates change, will generally be offset by the unrealised appreciation or depreciation of the
hedged items.To achieve its risk management objectives the Group uses a combination of derivative financial instruments,
particularly interest rate and currency swaps, futures and options, as well as other contracts.
The net loss recognised in the year to 30 September 2004 in respect of previous years was €4.2m (2003: €7.2m gain) and the
net loss arising in the year to 30 September 2004 which was not recognised in that year was €28.3m (2003: €34.2m gain).
Of which:
Gains and losses expected to be recognised in
the year ended 30 September 2005 3.9 (4.7) (0.8)
Anticipatory hedges
The Group entered into forward foreign exchange contracts to partly hedge against the exchange risk arising on the translation
into Euro of future net profits expected to be earned from activities conducted in foreign currencies.There were unrecognised
gains of €5.6m (2003: €19.6m) based on the fair value of these contracts at the year end.
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The following table sets out details of all derivatives used in the Group’s non-trading activities at 30 September 2004.
Underlying Weighted
principal average Fair
amount maturity value
Non-trading book €m in years €m
Interest rate contracts
Interest rate swaps-receive fixed
1 year or less 2,990.2 0.4 20.5
1 to 5 years 2,628.6 2.1 62.4
5 to 10 years 724.7 6.6 42.1
Over 10 years 406.6 21.9 13.8
Interest rate swaps-pay fixed
1 year or less 1,745.6 0.2 (19.9)
1 to 5 years 1,409.0 2.7 (36.7)
5 to 10 years 674.8 6.4 (56.3)
Over 10 years 105.1 16.8 (14.8)
Interest rate swaps-pay and receive floating
1 year or less 65.1 0.7 (2.5)
1 to 5 years 119.3 4.2 0.7
5 to 10 years 603.6 10.0 7.3
Over 10 years 600.0 30.0 8.3
Forward rate agreements-loans
1 year or less - - -
1 to 5 years 40.8 1.3 0.1
Forward rate agreements-deposits
1 year or less 370.5 0.9 -
1 to 5 years 690.8 1.1 (0.9)
Interest rate caps, floors and options held
1 year or less - - -
1 to 5 years - - -
5 to 10 years - - -
Interest rate caps, floors and options written
1 year or less - - -
1 to 5 years 131.0 3.7 -
5 to 10 years 673.7 6.7 (1.3)
Over 10 years 760.0 28.9 (22.0)
Foreign exchange contracts
Forward foreign exchange
1 year or less 5,753.5 0.4 18.0
1 to 5 years 650.0 1.6 7.9
Equity contracts
Equity index-linked contracts held
1 year or less 27.1 0.9 12.5
1 to 5 years 76.6 3.6 19.1
5 to 10 years 32.9 6.0 4.2
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The following table sets out details of all derivatives used in the Group’s non-trading activities at 30 September 2003.
Underlying Weighted
principal average Fair
amount maturity value
Non-trading book €m in years €m
Interest rate contracts
Interest rate swaps-receive fixed
1 year or less 2,049.2 0.4 37.4
1 to 5 years 2,973.8 2.3 106.2
5 to 10 years 777.3 7.2 61.8
Over 10 years 646.7 24.2 17.0
Interest rate swaps-pay fixed
1 year or less 555.0 0.3 (6.8)
1 to 5 years 2,115.6 2.7 (81.4)
5 to 10 years 799.7 6.8 (61.3)
Over 10 years 552.7 21.2 (27.1)
Interest rate swaps-pay and receive floating
1 year or less 154.6 0.5 (5.3)
1 to 5 years 723.7 3.0 (2.3)
5 to 10 years 39.4 6.3 -
Forward rate agreements-loans
1 year or less - - -
Forward rate agreements-deposits
1 year or less - - -
Interest rate caps, floors and options held
1 year or less 14.3 0.7 0.1
1 to 5 years 13.3 3.0 0.2
5 to 10 years 39.2 5.7 0.6
Interest rate caps, floors and options written
1 year or less 254.0 0.6 (1.3)
1 to 5 years 644.0 2.8 (0.2)
5 to 10 years 147.5 6.9 (1.8)
Over 10 years 160.0 25.5 (7.0)
Foreign exchange contracts
Forward foreign exchange
1 year or less 2,786.0 0.1 (15.3)
1 to 5 years 271.5 1.8 (0.6)
Equity contracts
Equity index-linked contracts held
1 year or less 13.6 0.5 1.3
1 to 5 years 63.6 2.9 14.4
5 to 10 years 27.9 5.7 4.4
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The Group has estimated fair value wherever possible using market prices. In certain cases, however, including advances to
customers, there are no ready markets.Accordingly, the fair value has been calculated by discounting expected future cash
flows using market rates applicable at the year end.This method is based upon market conditions at that date which may not
necessarily be indicative of any subsequent fair value.As a result, readers of these financial statements are advised to use caution
when using this data to evaluate the Group’s financial position.
The concept of fair value assumes realisation of financial instruments by way of a sale. However, in many cases, particularly in
respect of lending to customers, the Group intends to realise assets through collection over time.As such, the fair value
calculated does not represent the value of the Group as a going concern at the year end.
The following table represents the carrying amount and the fair value of the Group’s financial assets and liabilities at the year end.
2004 2003
Carrying Fair Carrying Fair
amount value amount value
Non-trading financial instruments €m €m €m €m
Financial assets
Loans and advances to banks 6,210.6 6,200.4 5,798.8 5,795.0
Loans and advances to customers 23,723.8 23,776.2 17,268.5 17,330.6
Securitised assets 666.0 673.1 808.0 825.2
Less: non-returnable proceeds (634.8) (635.3) (777.1) (774.6)
31.2 37.8 30.9 50.6
Debt securities 2,534.4 2,568.2 1,365.2 1,391.8
Equity shares 26.1 26.1 4.5 4.5
Financial liabilities
Deposits by banks 2,605.9 2,606.3 3,290.1 3,291.9
Customer accounts 19,546.0 19,583.4 14,577.6 14,628.9
Debt securities in issue 6,944.5 6,944.1 4,557.9 4,558.5
Subordinated liabilities 1,133.3 1,151.3 429.0 460.1
Perpetual capital securities 656.2 772.4 645.0 773.1
Non-equity minority interests 841.6 864.3 259.4 324.0
The fair value of loans and advances to customers and securitised assets are calculated by discounting expected future cash flows
(excluding margin for credit risk) using market rates applicable at the year end.The fair value applied to the debt securities assets
and the perpetual capital securities, preferred securities and preference shares issued by subsidiary undertakings are the quoted
market values for these items at the year end.The fair value of the other financial assets and liabilities are calculated by discounting
expected future cash flows using market rates applicable at year end.The fair value of customer accounts with equity trackers
includes the fair value of associated index-linked equity contracts.The derivatives are marked to market at the year end.
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44 Currency information
The Group The Company
2004 2003 2004 2003
€m €m €m €m
Due to off-balance sheet items the above analysis should not be considered to demonstrate foreign exchange risk exposures.
This report on Directors’ remuneration and interests has been prepared by the Remuneration Committee on behalf of the Board
of Directors in accordance with the requirements of the Irish Stock Exchange’s Combined Code on Corporate Governance.
Remuneration Committee
All members of the Remuneration Committee are Non-executive Directors. Its members are Peter Murray (Chairman), Michael
Jacob and Ned Sullivan.This Committee is responsible for the formulation of the Group’s policy on remuneration in relation to
all Executive Directors and other senior executives.The remuneration of the Executive Directors is determined by the Board of
Directors on the recommendations of the Remuneration Committee.The recommendations of the Remuneration Committee
are considered and approved by the Board of Directors.
Remuneration policy
The remuneration policy adopted by the Group is to reward its Executive Directors competitively having regard to comparable
companies and the need to ensure that they are properly rewarded and motivated to perform in the best interests of the
shareholders.The policy is based heavily on rewarding performance.The Chief Executive is fully consulted about remuneration
proposals and from time to time the Remuneration Committee takes advice from external pay consultants. Included in the
remuneration package for Executive Directors are basic salary, a performance related bonus and the ability to participate in
employee share incentive plans.They are also entitled to participate in either a personal Revenue approved defined contribution
pension plan or a Group defined benefit pension scheme.
Performance bonus
The level of performance bonus is determined for each individual Executive Director.The level earned in any one year is paid
out of a defined pool and depends on the Remuneration Committee’s assessment of each individual’s performance against
predetermined targets for that year and also an assessment of the overall performance of the Group.
The performance bonus is split into two components. Part of the performance bonus is paid annually and is determined by
reference to the economic profit generated by the Group.The other element of the performance bonus is calculated by
reference to total shareholder return and compared to a peer group and the payment of this bonus is deferred to the earlier of
three years or the individual’s retirement date. Its cost is accrued in the accounts.
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Loans to Directors
Loans to Directors are made in the ordinary course of business on commercial terms in accordance with established policy.
At 30 September 2004 the aggregate amount outstanding in loans to persons who at any time during the year were Directors
was €10,238,000 (2003: €15,160,000) in respect of twelve (2003: eight) individuals.
Contracts
Other than in the normal course of business, there have not been any contracts or arrangements with the Company or any
subsidiary undertaking during the year in which a Director of the Company was materially interested and which were significant
in relation to the Group’s business.There are no service contracts in existence for any Director with the Company or any of its
subsidiary undertakings.
Pensions
Executive Directors participate in either a defined contribution scheme or Group defined benefit schemes.All pension benefits
are determined solely in relation to basic salary. Non-executive Directors are not entitled to any pension benefits.
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Executive Directors
Sean FitzPatrick 775 - 1,600 - 52 294 - 2,721
Tom Browne (1) 218 - 348 278 25 44 - 913
David Drumm (2) 6 - 7 4 1 1 - 19
Peter Killen (3) 123 - - - 14 50 - 187
William McAteer 392 - 500 400 42 78 - 1,412
Tiarnan O Mahoney 458 - 1,000 - 42 186 - 1,686
John Rowan 412 - 500 400 47 168 - 1,527
Non-executive Directors
Peter Murray - 217 - - - - - 217
Fintan Drury - 63 - - - - - 63
Michael Jacob - 85 - - - - - 85
Patricia Jamal - 63 - - - - - 63
Gary McGann (1) - 43 - - - - - 43
Anton Stanzel - 73 - - - - - 73
Ned Sullivan - 74 - - - - - 74
Patrick Wright - 63 - - - - - 63
Former Directors - - - - - - 15 15
Total 2,384 681 3,955 1,082 223 821 15 9,161
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Executive Directors
Sean FitzPatrick 649 - 934 466 49 248 - 2,346
Peter Killen 334 - 467 233 30 127 - 1,191
William McAteer 358 - 510 255 23 70 - 1,216
Tiarnan O Mahoney 425 - 593 297 28 162 - 1,505
John Rowan 427 - 490 295 48 163 - 1,423
Non-executive Directors
Peter Murray - 205 - - - - - 205
Fintan Drury - 60 - - - - - 60
Michael Jacob - 80 - - - - - 80
Patricia Jamal (1) - 44 - - - - - 44
Anton Stanzel - 68 - - - - - 68
Ned Sullivan - 70 - - - - - 70
Patrick Wright - 60 - - - - - 60
Former Directors - - - - - - 46 46
Total 2,193 587 2,994 1,546 178 770 46 8,314
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The Group makes payments to defined contribution pension plans for Tom Browne and William McAteer.All of the other
Executive Directors are members of Group defined benefit schemes. Details are as follows:
Defined
Defined Benefit Contribution
Increase in
accrued annual Total accrued Transfer value
pension benefit pension benefit of increase in Group
during year at year end accrued benefit contribution
€000 €000 €000 €000
The increase in accrued annual pension benefit during the year excludes any increase for inflation.The total accrued pension
benefit at the year end is that which would be paid annually on retirement based on service to the year end.The transfer value
of the increase in accrued benefit has been calculated by an independent actuary.
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The beneficial interests of the current Directors and Secretary and of their spouses and minor children in the shares issued by
the Company are included in the following table:
Secretary:
Bernard Daly 31,093 154,050 79,983 108,087
There have been no changes in the Directors’ and Secretary’s shareholdings between 30 September 2004 and 23 November
2004.The Directors and Secretary and their spouses and minor children have no other interests in the shares of the Company
or its Group undertakings as at 30 September 2004.
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The closing market price of the Company’s ordinary shares at 30 September 2004 was €14.75 (2003: €9.27) and the range
during the year to 30 September 2004 was from €9.27 to €15.15.
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46 Comparative figures
The comparative figures have been reclassified where necessary on a basis consistent with the current year.
All listed companies in the European Union (‘EU’) will be required to prepare their financial statements using International
Financial Reporting Standards (‘IFRS’) endorsed by the EU for accounting periods commencing on or after 1 January 2005.
The objective is to improve financial reporting and enhance transparency in order to assist the free flow of capital throughout
the EU and to improve the efficiency of its capital markets.
The first set of annual financial results that will be reported by the Group under the new requirements will be in respect of
the year ended 30 September 2006. In certain respects these new standards are significantly different from existing accounting
standards that are generally accepted in Ireland. Work has already commenced to prepare for the transition to IFRS.A project
team has been assembled and separate work streams established for each aspect of IFRS identified as requiring significant
resources to implement.
The major differences identified between the accounting policies adopted by Group as set out in Note 1 and those expected
under IFRS are set out below.
The hedging strategies used by the Group are being reviewed with a view to designing and implementing IFRS compliant hedging
strategies where practical. However, the primary objective is to continue to provide economic hedges against the Group’s
market risk exposures.
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Debt securities
Debt securities held for investment purposes are likely to be technically classified as ‘available for sale’ under IFRS.‘Available for
sale’ assets are measured at fair value under IFRS with changes in fair value (unrealised gains and losses) being recorded as
movements in reserves.
Securitised assets
IFRS does not permit the linked presentation treatment of the Group’s securitised assets. Instead the relevant assets and
liabilities may be required to be included on a gross basis in the balance sheet.
Offset
Netting of derivative exposures by counterparty is not permitted by IFRS unless active netting is taking place.This means that
for certain counterparties assets and liabilities arising on foreign exchange and interest rate contracts will have to be grossed up
on both sides of the balance sheet under IFRS.
Goodwill
Goodwill arising on acquisitions since October 1998 is amortised to the profit and loss account over its estimated useful
economic life. Under IFRS it will no longer be amortised but it will have to be tested annually for impairment and written down
if necessary.
Pensions
Under the current version of IFRS, defined benefit pension scheme liabilities are discounted to their present value using the
market rate on high quality corporate bonds.Actuarial gains and losses are amortised to the profit and loss account on a
straight line basis over the expected average remaining working lives of the schemes’ members if they amount cumulatively to
more than 10% of the present value of the schemes’ liabilities or more than 10% of the fair value of the schemes’ assets.
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Dividends
IFRS requires proposed dividends to be recorded in the accounting period in which they are authorised and approved rather
than in the period to which they relate.
Share options
Under IFRS the fair value of share options granted to employees will have to be expensed to the profit and loss account over
the vesting period of the options.This new requirement will apply to share options granted after 7 November 2002.
The above analysis relates only to the major differences identified in accounting policies between those currently applied by the
Group and those expected under IFRS. It should not be considered to be a comprehensive analysis of all differences that may
apply when the Group first implements IFRS.
The Group financial statements were approved by the Board of Directors on 23 November 2004.
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Other income
Fees and commissions receivable 228.2 126.3 285.4
Fees and commissions payable (20.2) (11.2) (25.3)
Dealing profits 15.9 8.8 19.9
Other operating income 23.9 13.3 30.0
Total operating income 897.4 496.7 1,122.7
Operating expenses
Administrative expenses 230.1 127.4 287.8
Depreciation and goodwill amortisation 18.1 10.0 22.7
Provisions for bad and doubtful debts 23.7 13.1 29.6
271.9 150.5 340.1
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Liabilities
Deposits by banks 3,234 1,790 4,045
Customer accounts 24,255 13,424 30,343
Debt securities in issue 8,617 4,769 10,781
Proposed dividends 62 34 78
Other liabilities 317 176 397
Accruals and deferred income 486 269 609
Provisions for liabilities and charges 7 4 8
36,978 20,466 46,261
Capital resources
Subordinated liabilities 1,406 778 1,759
Perpetual capital securities 814 451 1,019
Equity and non-equity minority interests 1,047 579 1,309
3,267 1,808 4,087
Called up share capital 133 74 167
Share premium account 196 108 245
Other reserves 1 1 1
Profit and loss account 1,209 669 1,512
Total shareholders’ funds (all equity interests) 1,539 852 1,925
Total capital resources 4,806 2,660 6,012
41,784 23,126 52,273
Life assurance liabilities attributable to policyholders 828 459 1,036
Total liabilities and capital resources 42,612 23,585 53,309
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Shareholder information
Substantial shareholdings
As at 23 November 2004 the following interests in the ordinary share capital had been notified to the Company.
*This shareholder has informed the Company that its holdings are not beneficially owned but are held on behalf of a range of
clients none of whom, so far as the Directors are aware, hold more than 3% of the issued ordinary share capital.
Financial calendar
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Annu
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