SISTEMA DE INDEMNIZAÇÃO AOS INVESTIDORES ANNUAL REPORT AND ACCOUNTS

Transcrição

1 ANNUAL REPORT AND ACCOUNTS 31 December 2002

2 INDEX Report 1. Composition of the Board and Executive Committee and the Supervisory Committee 2. Activity in Participants 2.2. Capacity to pay compensation 2.3. Pledged securities 2.4. Financial Statements 2.5. Own income Current income Fines imposed 2.6. Activation of the Scheme and payment of compensation 2.7. Memoranda of Understanding with schemes in other countries 3. Prospects Financial Statements on 31 December 2002 Balance Sheet Profit and Loss Account Annex to Balance Sheet and Profit and Loss Account Schedule I Statement of Financial Results Schedule II Statement of Extraordinary Results Statement of Source and Application of Funds Statement of Circulating Funds Cash Flow Statement Statement of Opinion of the Supervisory Committee Report

3 1. Composition of the Board and Executive Committee and the Supervisory Committee BOARD AND EXECUTIVE COMMITTEE CHAIRMAN Luís Lopes Laranjo Appointed by the Board of the CMVM (Article 15(2) of Decree-Law n.º 222/99, of 22 June) MEMBERS Herlânder dos Santos Estrela Appointed by the Board of Banco de Portugal (Article 15(3) of Decree-Law n.º 222/99, of 22 June) João Luís Correia Duque Appointed by the Portuguese Minister of Finance (Article 15(3) of Decree-Law n.º 222/99, of 22 June) SUPERVISORY COMMITTEE CHAIRPERSON Maria Irene Brás Gonçalves Rodrigues de Carvalho (Appointed by order of the Minister for State and for Finance, of 07 November 2002) MEMBERS Maria de São José Lopes Ferreira Lino Vaz de Carvalho (Appointed by order of the Minister for State and for Finance, of 13 December 2002) Sociedade de Revisores Oficiais de Contas Amável Calhau, Justino Romão & J. M. Ribeiro da Cunha represented by Amável Alberto Freixo Calhau (Appointed in observance of the provisions of Article 21 of Decree-Law n.º 222/99, of 22 June)

4 2. Activity in 2002 In 2002, apart from current management, the activities of the Sistema de Indemnização aos Investidores (Scheme) were concentrated on the implementation of mechanisms for validating half-yearly information disclosed by participants, and on the establishment of contacts with a view to entering into memoranda of understanding with counterpart schemes in other Member States of the European Union Participants On 31 December 2002, there were 81 companies participating in the Scheme. During 2002, seven new entities joined the Scheme, and ten ceased to participate due to the winding up of their activities, merger with another participant or alteration of company objects. At the end of the year, the participants in the Scheme and the respective date on which they joined were as follows: Table 1 Participants on Participant Joined Participant Joined (continued) AF Investimentos - Gestão de Patrimónios, SA ESAF - Espirito Santo Gestão de Patrimónios, SA Banco ActivoBank (Portugal), S.A Espírito Santo Dealer - Soc. Financ. Corretagem,SA Banco Alves Ribeiro, SA Espírito Santo Financial Consultants (Gestão de Patrimónios),SA Banco Bilbao Vizcaya Argentaria (Portugal), SA Finanser - Sociedade Financeira de Corretagem, SA Banco Comercial dos Açores, SA Fincor - Sociedade Corretora, SA Banco Comercial Português, SA Finipatrimónio - Soc. Gestora de Patrimónios, SA Banco de Investimento Global, SA IBCO - Gestão de Patrimónios, SA Banco do Brasil, SA Investimento Directo - Sociedade Financeira Corretagem, SA Banco Efisa, SA Lisbon Brokers - Sociedade Corretora, S.A Banco Espírito Santo de Investimento, SA LJ Carregosa - Sociedade Financeira de Corretagem, SA Banco Espírito Santo, SA MG Patrimónios - Soc. Gestora de Patrimónios, SA Banco Expresso Atlântico, SA My Portfólio-Sociedade Gestora de Patrimónios,SA Banco Finantia, SA NCO - Gestão de Patrimónios, SA Banco Internacional Crédito, SA NCO Dealer - Soc. Financeira Corretagem, SA Banco Itaú Europa, SA Personal Value - Sociedade Gestora de Patrimónios, SA Banco Nacional de Crédito Imobiliário, SA Probolsa - Sociedade Corretora, SA Banco Português de Investimento, SA Santander Gest - Soc. Gestora de Patrimónios, SA Banco Português de Negócios, SA Siemca - Sociedade Mediadora de Capitais, SA Banco Privado Português, SA Título - Sociedade Financeira de Corretagem, SA Banco Santander de Negócios Portugal, SA Banco Madesant - Sociedade Unipessoal, S.A Banco Santander Portugal, SA Golden Assets - Soc. Gestora de Patrimónios, S.A Banco Totta & Açores, SA Pedro Arroja - Gestão de Patrimónios, S.A Banif - Banco de Investimento, S.A DIF Broker - Sociedade Corretora, S.A BBVA Midas - Soc.Financ.de Corretagem, SA First Portuguese - Sociedade Gestora de Patrimónios, SA BBVA Privanza- SGP, SA A.H.L.R. & Associados - Gestão de Patrimónios, SA BCP Investimento - Banco Comercial Português de Investimento, SA Cotavalor - Sociedade Corretora, S.A BMF - Sociedade de Gestão de Patrimónios, SA Portfolio Managers - Sociedade Gestora de Patrimónios, S.A BNC Corretora - Sociedade Corretora, SA Banco Best - Banco Electrónico de Serviço Total, S.A BPN Gestão de Activos, SA Banco Português de Gestão, SA BSN Dealer - Sociedade Financeira de Corretagem,SA Intervalores - Sociedade Corretora, SA Caixa - Banco de Investimento, SA Finibanco, S.A Caixa Central de Crédito Agrícola Mútuo, Crl F&C Portugal - Gestão de Patrimónios, SA Caixa Económica Montepio Geral Caixa - Gestão de Patrimónios, SA Caixa Geral de Depósitos, SA Ok2Deal - Sociedade Corretora, S.A Carnegie Investimentos-Gestão de Patrimónios,SA Banif - Banco Internacional do Funchal, SA Central - Banco de Investimento, SA Banco Espírito Santo dos Açores, S.A Central Investimentos - Sociedade Corretora, SA Luso Partners - Sociedade Corretora, S.A Companhia Geral de Crédito Predial Português, SA Luso Partners - Sociedade Gestora de Patrimónios, S.A Corretora Independente Portuguesa, CIP Brokers, SA Invest Quest - Sociedade Gestora de Patrimónios, S.A Deutsche Bank (Portugal), SA Banco BPI, SA DB Corretora - Sociedade Corretora Valores Mobiliários, SA

5 2.2. Capacity to pay Compensation The total value of assets secured by the Scheme on 31 December 2002 was approximately 59 billion, distributed among 81 participants. The Scheme s maximum annual compensatory capacity, without having recourse to loans, was to the order of million, which corresponds to an average capacity to pay compensation of 15.8% of the assets secured by the Scheme per participant, in the event of the Scheme being activated. Table 2 Capacity on to pay compensation in case of activation of the Scheme Description Amount No. of participants 81 Total value of assets secured by the Scheme Mean value of assets secured by the Scheme, per participant Maximum annual compensatory capacity without recourse to loans (*) Average compensatory capacity in the event of activation of the Scheme 15,8% (*) Calculation based on the average value of portfolios on and , in accordance with Article 10 of CMVM Regulation n.º 2/ Pledged Securities By 31 December 2002, the total value of securities pledged by participants had risen to almost 41.5 million, evaluated in accordance with the provisions of Article 8(7) of CMVM Regulation n.º 2/2000. All pledges were above the average (100%) of the fluctuation band established (92.5% %) in the aforementioned Regulation. Table 3 Securities pledged on Security Quantity Value (*) Description ISIN Code in Euro OT October/2005 PTOTEIOE OTRV July/2004 PTOTVEOE OT February/2005 PTOTEROE OT August/2004 PTOTEDOE OT February/2006 PTOTEVOE OT August/2007 PTOTEXOE OT June/2008 PTOTEBOE OT July/2009 PTOTECOE OT February/2007 PTOTEFOE OT September/2013 PTOTEGOE Consolidated PTCON3OP OT January/2004 PTOTEOOE OT May/2010 PTOTEHOE Total (*) Securities valued according to Article 8(7) of CMVM Regulation No. 2/2000. Taking into account the last closing price per security in 2002, the total value was

6 2.4. Financial Statements During 2002, the Scheme s operations generated a net positive result of , of which represents operational results and corresponds to the financial results. Within the Assets item of the Balance Sheet, the cash item is the most noteworthy, totalling The Liabilities item represents insignificant amounts to be paid in 2003, related to tax and costs generated in Own Income Under the terms of Article 17 of Decree-Law n.º 222/99, of 22 June, the Scheme s own income originates from annual amounts transferred by the participants in order to finance the Scheme s operational expenses (current income), and from fines imposed by the Comissão do Mercado de Valores Mobiliários or by Banco de Portugal Current Income The sum transferred by new participants which joined the Scheme during 2002, in order to finance the Scheme s activities, was The current income for 2002 was restricted to the said contributions of entities joining during the year, since the Board waived the payment of sums for the financing of operating expenses for 2002 by those participants which joined prior to 31 December 2001, taking into consideration the fact that the sums available for covering operating costs budgeted for 2002 were sufficient for these ends. For the same reason and under the same conditions, in November 2002 it was decided to proceed in the same way with regard to the payment of the amount necessary to meet operating expenses for Fines Imposed In accordance with the provisions of Article 17 of Decree-Law no. 222/99, of 22 June, and of Article 406 of the Portuguese Securities Code, the product of fines, applied for violations of securities law, reverts to the Scheme. Own receipts for 2002, arising from fines imposed, came to a total of , which was fully paid up in Furthermore, during the year the amount accumulated with a debit balance of , corresponding to fines paid in court in previous years, was transferred to the Scheme Activation of the Scheme and payment of compensation The Scheme was not activated in 2002, therefore no compensation was paid.

7 2.7. Memoranda of understanding with foreign schemes Given that the provision of similar investment services in Member-States of the European Union other than the country of origin of the Scheme may, in the case of non-compliance by a participant, imply the intervention of the investor compensation schemes in the country of origin and the destination country, the Scheme, together with its foreign counterparts, endeavours to establish memoranda of understanding, with a view to increasing the efficiency of its functions in such situations. In light of this, contact was established with the Spanish scheme. 3. Future Prospects During 2003, the Scheme will continue to establish memoranda of understanding with other schemes working for the protection of investors from the member states of the European Union, with regard to investment companies and financial institutions authorised to conduct investment business in Portugal, and Portuguese investment firms and credit institutions having branches in other member states. In this context, the establishment of a memorandum with the Spanish scheme is expected, following the expression of interest by this entity, and the establishment of contact with other schemes is also planned. Apart from its day-to-day management, another of the Scheme s central goals will be to implement procedures necessary for the transmission, via Extranet, of half-yearly information by participants. 4. Final Considerations The Board wishes to thank all entities which collaborated with the Scheme, particularly the Comissão do Mercado de Valores Mobiliários, Banco de Portugal and the Scheme s participants. Lisbon, 31 January 2003 The Board Luís Lopes Laranjo - Chairman Herlânder dos Santos Estrela - Member João Luís Correia Duque - Member

8 2002 Financial Statements

9 BALANCE SHEET On 31 December 2002 amounts in Euro ACC. CODE FINANCIAL YEAR ACC. CODE FINANCIAL YEAR POC POC Gross Assets Prov. Accum. Amort. Net Assets Net Assets Assets Equity and Liabilities Other debtors 9,87 9, ,24 59 Accumulated results brought forward , ,77 9,87 9, ,24 88 Net profit/loss for the year , ,14 Bank deposits and cash: Total Equity , , Bank deposits , , , , , ,05 Short-term creditors: 221 State and other public bodies 749, ,56 Accruals and deferrals: , , Accrued profits ,22 Accruals and deferrals: ,22 Accrued costs 6.097, , , ,04 Total Amortisations Total Amount of Provisions Total Liabilities 6.847, ,60 Total Assets , , ,51 Total Own Capital and Liabilities , ,51 Assistant Director of the Administrative and Financial Dept. - CMVM The Board Luís Lopes Laranjo, Chairman Ana Bela Alves Herlânder dos Santos Estrela, Member João Luís Correia Duque, Member

10 PROFIT AND LOSS ACCOUNT On 31 December 2002 amounts in Euro ACC. CODE POC FINANCIAL YEAR Profits and Losses 62 Supplies and external services , ,87 Staff costs: Wages and salaries , ,55 Social Security costs: 645/8 Others 5.364, , , ,22 (A) , , /8 Interest and similar costs: Others 132,66 192,99 (C) , ,08 69 Extraordinary costs and losses 67, ,81 (E) , ,89 86 Tax on Profit/Loss (G) , ,89 88 Net Profit/Loss for the year , , , ,03 Income 72 Services rendered 8.125, , , ,30 73 Other profits 21,45 76 Other operating income , , , ,54 (B) , , /3/4/8+785/6/7/8 Other interest receivable and similar income: Others , , , ,79 (D) , ,63 79 Extraordinary profits and income 0, ,40 (F) , ,03 Operating results: (B) - (A) = , ,75 Financial results: (D - B) - (C - A) = , ,80 Ordinary results: (D) - (C) = , ,55 Pre-tax results: (F) - (E) = , ,14 Net profit or loss for the financial year: (F) - (G) = , ,14 Assistant Director of the Administrative and Financial Dept. - CMVM The Board Ana Bela Alves Luís Lopes Laranjo, Chairman Herlânder dos Santos Estrela, Member João Luís Correia Duque, Member

11 ANNEX TO BALANCE SHEET AND PROFIT AND LOSS ACCOUNT NOTE 40 Accumulated results brought forward demonstrate an increase of ,14 in 2002, arising from the transfer of the Net Results for NOTE 43 The members of the Corporate Bodies of the Sistema de Indemnização aos Investidores (Scheme) were remunerated as follows: The Board ,46 The Supervisory Committee 4.902,79 Apart from the aforementioned sums, 662,40 of the total of the Profit and Loss Account corresponds to rights acquired in 2002 relating to holidays and holiday bonuses to be paid in NOTE 44 Services rendered correspond to contributions made by participants towards the running costs of the Scheme. NOTE 45 See Schedule I. NOTE 46 See Schedule II. NOTE 48 Legal proceedings related to fines. It is expected that the product of fines, not reflected in the accounts, shall revert to the Scheme. These fines arise from administrative infraction proceedings initiated by the Comissão do Mercado de Valores Mobiliários, with regard to which there was recourse to the competent Courts, and the value of which is expected to reach ,35.

12 Guarantees made to the Scheme Under the terms of Article 6(2) of Decree-Law n.º 222/99, of 22 June and of Article 8 of CMVM Regulation n.º 2/2000, participants must pledge securities integrated in a centralised system as a guarantee of their irrevocable obligation, in the event of activation of the Scheme, to provide the funds necessary for the payment of compensation owed to investors. On 31 December 2002, the total value of the said pledges, evaluated in accordance with the provisions of Article 8, sub-paragraphs 6 and 7 of the aforementioned Regulation, was ,37. The value per security of the said pledges, based on the last closing price of 2002, was ,79. Assistant Director of the Administrative and Financial Dept. - CMVM The Board Ana Bela Alves Luís Lopes Laranjo - Chairman Herlânder dos Santos Estrela - Member João Luís Correia Duque - Member

13 SCHEDULE I STATEMENT OF FINANCIAL RESULTS on 31 December 2002 NOTE 45 amounts in Euro COSTS AND EXPENSES FINANCIAL YEAR REVENUE FINANCIAL YEAR Interest and similar costs 5, Interest received , , Other financial costs and expenses 132,66 187,00 Financial Results , ,80 Total Costs and Expenses , ,79 Total Revenue , ,79 Assistant Director of the Administrative and Financial Dept. - CMVM The Board Ana Bela Alves Luís Lopes Laranjo, Chairman Herlânder dos Santos Estrela, Member João Luís Correia Duque, Member

14 SCHEDULE II NOTE 46 STATEMENT OF EXTRAORDINARY PROFIT AND LOSS on 31 December 2002 amounts in Euro FINANCIAL YEAR FINANCIAL YEAR COSTS AND LOSSES PROFITS AND EARNINGS Fines and other penalties 57, Corrections related to previous years 9, , Corrections related to other years 0, , Other extraordinary costs and losses 0, Other extraordinary profits and earnings 0,01 Extraordinary Results -67, ,43 Total Costs and Expenses 0, ,40 Total revenue 0, ,40 Assistant Director of the Administrative and Financial Dept. - CMVM The Board Ana Bela Alves Luís Lopes Laranjo, Chairman Herlânder dos Santos Estrela, Member João Luís Correia Duque, Member

15 STATEMENT OF SOURCE AND APPLICATION OF FUNDS Period from 1 January to 31 December FINANCIAL YEAR 2001 amounts in Euro Source of Funds Internal: Net profit for the year , , , , , ,14 Application of Funds Increase in circulating funds , , , ,14 Assistant Director of the Administrative and Financial Dept. - CMVM The Board Ana Bela Alves Luís Lopes Laranjo, Chairman Herlânder dos Santos Estrela, Member João Luís Correia Duque, Member

16 STATEMENT OF CIRCULATING FUNDS Period from 1 January to 31 December FINANCIAL YEAR 2001 amounts in Euro Increase in short term debtors Other debtors 0,00 Decrease in short-term debtors Suppliers c/c 0,00 0,00 466,87 State and other public bodies 1.001, ,87 0,00 466,87 Increase in available funds Bank deposits , , , ,76 Variation in accruals and deferrals Increase in accrued profits 0, , , , ,93 Decrease in short-term debtors Other debtors , , , ,88 Increase in short-term debt Suppliers c/c 0,00 State and other public bodies 0,00 0,00 860,81 860,81 Variation in accruals and deferrals Increase in accrued costs 1.309,48 47,10 47,10 Decrease in accruals and profits , ,70 Increase in circulating funds , , , , ,93 Assistant Director of the Administrative and Financial Dept. - CMVM The Board Ana Bela Alves Luís Lopes Laranjo, Chairman Herlânder dos Santos Estrela, Member João Luís Correia Duque, Member

17 CASH FLOW STATEMENT Period from 1 January to 31 December 2002 amounts in Euro OPERATIONAL ACTIVITIES: Receipts from diverse debtors ,82 Payments to suppliers ,19 Payments to staff ,21 Flow generated by operations ,42 Payment / Receipt of Income Tax Other receipts / Payments related to activity -4,12 Flow generated before extraordinary operations ,30 Receipts related to extraordinary operations 0,01 Payments related to extraordinary operations 57,86 Current operations flow[1] ,45 INVESTMENT ACTIVITIES: Receipts originating from: Interest and equivalent income , ,83 Flow generated by investment activities [2] ,83 Cash fluctuations and equivalents [3]=[1]+[2] ,28 Effects of exchange rate disparity 0,00 Cash and equivalents at the start of the period ,05 Cash and equivalents at the end of the period ,33 Assistant Director of the Administrative and Financial Dept. - CMVM The Board Ana Bela Alves Luís Lopes Laranjo, Chairman Herlânder dos Santos Estrela, Member João Luís Correia Duque, Member

18 Supervisory Committee REPORT AND STATEMENT OF OPINION OF THE SUPERVISORY COMMITTEE 1. In compliance with the relevant legal provisions and in exercise of the mandate which has been conferred upon us, we hereby issue this statement of opinion on the Annual Report and Management Accounts presented by the Board of the Sistema de Indemnização aos Investidores (SII) with regard to the year ending 31 December We have been monitoring the activities of the SII, principally by means of regular contact with the Chairman of its Board, by reading the minutes of meetings held and by analysing the documentation which was systematically submitted to us, in particular the monthly accounts. We asked the Board and Services for clarification whenever this proved necessary. 3. We have read the annual review drawn up by the member of this Committee acting in the capacity of internal auditor. 4. We have examined the Report of the Board on the activities of the SII during 2002, in particular with regard to its conformity with the accounts for the financial year in question, given that this document clearly demonstrates the performance of this entity. 5. We have examined the accounts (balance sheet, profit and loss account, annex to the balance sheet and profit and loss account, statement of source and application of funds, statement of circulating funds and cash flow statement), and have concluded that the said documents are a true reflection of the assets of the SII on 31/12/2002, and of the means by which the results were achieved during the financial year which ended on the aforementioned date.

19 6. We wish to reiterate the full cooperation of the Board and Services, which contributed much to the carrying out of our supervisory functions. OPINION 7. Considering the above, this Supervisory Committee is of the opinion that all conditions necessary for the approval of the present Report and Management Accounts referring to the year 2002 have been fulfilled. Lisbon, 18 February 2003 The Supervisory Committee, Maria Irene Brás Gonçalves Rodrigues de Carvalho (Chairperson) Maria de São José Lino Vaz de Carvalho (Member) Amável Alberto Freixo Calhau, (Member, Official Auditor) (representing Sociedade de Revisores Oficiais de Contas Amável Calhau, Ribeiro da Cunha e Associados)