Uob Ar2011 PDF
Uob Ar2011 PDF
Uob Ar2011 PDF
I
Contents
All figures in this Annual Report are in Singapore dollars unless otherwise specified.
Sweet Rambutans by Georgette Chen
Oil on canvas
Over the past 77 years, UOB has grown through a series of strategic acquisitions and organic growth.
UOBs major banking subsidiaries in the region now include United Overseas Bank (Malaysia),
United Overseas Bank (Thai), PT Bank UOB Indonesia and United Overseas Bank (China).
UOBs portfolio also includes Far Eastern Bank.
Today, UOB has a global network of more than 500 branches and offices in 19 countries and territories
in Asia Pacific, Western Europe and North America.
UOB provides a wide range of financial services through its global network including personal
financial services, wealth management, private banking, commercial and corporate banking,
investment banking, corporate finance, capital market activities, treasury services, futures broking,
asset management, venture capital management, insurance and stockbroking services. UOB also
has diversified interests in travel and property management.
In Singapore, UOB is a market leader in the credit card and private residential home loans businesses.
It is also a key player in loans to small and medium enterprises. Its fund management arm, UOB Asset
Management, is one of Singapores most awarded fund managers with a growing regional presence.
UOB is rated among the worlds top banks, with a rating of Aa1 from Moodys and AA- from
Standard & Poors respectively.
UOB plays an active role in the community, focusing its corporate responsibility efforts on the arts,
promoting education and helping children. For three decades, UOB has organised the annual
UOB Painting Of The Year Competition which promotes the works of budding Asian artists.
UOB also encourages its employees across the region to be involved in its corporate responsibility
programme through regular volunteer activities. This includes UOBs Heartbeat Run/Walk which is
held in Singapore, Indonesia, Malaysia and Thailand.
Notes:
1
Excluded one-time gain on sale of UOB Life Assurance Limited and United Industrial Corporation Limited.
2
Attributable to equity holders of the Bank.
3
The Group adopted Basel II framework for its capital adequacy ratio computation in accordance with the revised MAS Notice 637 which took effect on January 2008.
Prior to that, the Group adopted Basel I framework.
4
2007 and 2010 included special dividends of 12.3 cents and 10.0 cents respectively.
Total income $5,699 million 3.5% Overseas profit contribution 34.7% 3.2%pt
38.8%
35.9% 35.5%
31.9% 32.0%
1,975 2,021
1,675 1,732
1,892 Singapore 65.3%
Malaysia 16.0%
3,576 3,674 3,532 3,678 Thailand 1.8%
2011 Indonesia 5.4%
2,980
Greater China 5.2%
Others 6.3%
Core business was resilient. Income growth was underpinned by strong Overseas contributed 34.7% to the Groups net profit before tax, while
fee and commission income as well as net interest income. Singapores contribution was 65.3%.
Fee income rose 13.3% year-on-year with increased cross-selling across
geographies and products, leveraging on the Groups pan-regional
franchise. Loan-related fee income reached a new yearly high of
$370 million, an increase of 29.9%.
Net interest income grew 4.1% supported by robust loans growth.
Net profit after tax $2,327 million (4.1%) Customer loans $141 billion 25.6%
Customer deposits $169 billion 19.1%
Loans/Deposits 83.3% 4.3%pt
86.6% 84.5%
2,426 81.6% 83.3%
2,327 79.0%
2,109 169
1,937 1,902
142 141
118 122
107 112
93 100 99
2007 2008 2009 2010 1 2011 2007 2008 2009 2010 2011
Net profit after tax ($ million) Loans ($ billion) Deposits ($ billion) Loans/Deposits (%)
Note: Net loans were net of cumulative impairment.
Net profit for the year 2011 was $2.3 billion, 4.1% lower than a year Net loans grew 25.6% for the year to $141 billion. The increase was broad
ago. The increase in total income was offset by higher expenses, based across geographies and industries as the Groups regionalisation
coupled with higher collective impairment charges set aside due to strategy and cross-selling efforts continued to deliver results.
strong loans growth.
The Groups funding capabilities continued to be strong. Customer
deposits rose 19.1% to $169 billion across the entire global network.
Singapore grew 12.9% while the regional franchise delivered a significant
increase of 38.1%. In addition, deposits from the rest of the world rose
20.6% supported by the Groups strong credit rating.
Consequently, the loans-to-deposits ratio was healthy at 83.3%.
1
Excluded one-time gain on sale of UOB Life Assurance Limited and United Industrial Corporation Limited.
Loans by geography $144 billion 25.0% Total assets $237 billion 10.8%
Return on assets 1.06% (0.18%pt)
1.24% 1.24%
Loans from the regional countries rose 35.2%, while loans growth from The Groups total assets expanded 10.8% in 2011 to a new high of
Singapore was also strong at 22.2%. $237 billion as Singapore and the regional countries continued to grow.
Return on assets for 2011 was 1.06%.
Shareholders equity $23 billion 7.0% Core Tier 1 CAR 11.9% (1.4%pt)
Return on equity 11.1% (1.8%pt) Tier 1 CAR 13.5% (1.8%pt)
Total CAR 16.7% (3.1%pt)
12.6% 12.9%
12.2% 11.9% 19.8%
11.1% 19.0%
16.7%
15.3% 15.3%
14.5% 14.0% 13.5%
23.0
21.5 10.9% 13.3%
19.0 10.0% 11.9% 11.9%
17.3
15.6
9.3% 9.0%
2007 2008 2009 2010 1 2011 2007 2008 2009 2010 2011
Shareholders equity ($ billion) Return on equity (%) Core Tier 1 CAR (%) Tier 1 CAR (%) Total CAR (%)
Note: The Group adopted Basel II framework for its capital adequacy ratio computation
in accordance with the revised MAS Notice 637 with effect from January 2008.
Shareholders equity rose 7.0% for the year to $23 billion. This was The Groups capital position remained strong. As at 31 December
mainly contributed by higher retained earnings and the issuance of new 2011, Group Tier 1 and total capital adequacy ratios at 13.5% and
ordinary shares pursuant to the scrip dividend scheme. Return on equity 16.7% respectively were well above the regulatory requirements.
in 2011 was 11.1%, lower by 1.8% points mainly due to the enlarged These ratios were lower than a year ago due to higher risk-weighted
shareholders equity. assets arising from the significant loans growth, partly offset by higher
retained earnings.
1
Excluded one-time gain on sale of UOB Life Assurance Limited and United Industrial Corporation Limited.
2011 Review The Board has transferred $300 million to general reserve.
The global economy was on a roller coaster ride in 2011, raising It recommends a final one-tier tax exempt dividend of 40 cents
widespread fears of derailment as one European Union country per ordinary share. Together with the interim dividend of 20 cents,
after another verged on the brink of financial collapse. Thankfully total dividends for 2011 would amount to 60 cents per
a total meltdown was averted but financial markets and world ordinary share.
trade were battered.
Corporate Developments
Confronted by shrinking orders and volatile capital markets, In line with our ongoing efforts to achieve an efficient mix of
the Singapore economy decelerated. From a high Gross capital, the Bank successfully raised S$1 billion 3.45% 10-year
Domestic Product (GDP) growth of 14.5% in 2010, it closed subordinated notes due in 2021 with a call option after five
2011 with a modest GDP growth of 4.9%. years. These notes which qualify as Tier-2 regulatory capital,
were used to partially finance the redemption of the $1.3 billion
UOB Groups Performance & Dividend 4.95% 10-year subordinated notes in September 2011.
The liquidity crises of the Eurozone, coupled with interest margin
compression in Singapore resulted in a drop in the Groups after- During the year, the Vietnamese authorities raised the ceiling for
tax profit. Despite a 25.6% increase in non-bank loans and a foreign investments in their local banks. We see good growth
rise of 19.1% in deposits, the Groups after-tax profit (excluding potential in Vietnam and seized the opportunity to increase our
2010s extraordinary gains) decreased by 4.1% to $2.327 billion stake in Vietnams Southern Bank from 14.92% to 19.99%.
(2010: $2.426 billion). PT Bank UOB Buana has been renamed PT UOB Indonesia to be
consistent with the names of our other regional subsidiaries.
On the positive side, we saw improved earnings among our
regional subsidiaries. The operating profit contributions from In January this year, the Board welcomed a new Director,
our overseas network increased from 34.6% to 38.2% in 2011, Mr Hsieh Fu Hua, who has extensive experience in the
propelled by Malaysia and Greater China. financial sector.
8
Chairmans Statement
2012 Outlook In the uncertain and volatile business environment, the Board
The World Bank has slashed its 2012 forecast for global will continue to closely monitor and ensure that the Group has
economic growth from 3.6% to 2.5% while the International a robust risk management structure and culture in place. The
Monetary Fund has adjusted it to 3.3% from the earlier forecast central plank of our risk management platform is that long-term
of 4%. The Singapore Government has cautioned against high interests should never be sacrificed for short-term gains.
growth expectations, forecasting GDP growth this year to be
between 1% and 3%. Acknowledgement
Messrs Ngiam Tong Dow and Philip Yeo Liat Kok have decided
Amid constant threats of sovereign defaults in the Eurozone, not to seek re-election at the forthcoming annual general
and attendant pressures on liquidity and embattled financial meeting to facilitate the renewal of the Board. The Board would
institutions, the only certainty is that the world economy will like to record our deep appreciation to them for their guidance
continue to witness greater volatilities and uncertainties. Even and invaluable contributions in the past decade.
if the rescue measures work, full recovery and stability will take
some time. I also want to express my appreciation to the other Board
Directors for their wise counsel during the past year. Credit is
In anticipation of a more challenging business environment, also due to Management and staff for their commitment and
capital and cost management and improving productivity will be hard work in a difficult business environment. Last but not least
the Groups top priorities. Business profitability and not business important, I thank all our shareholders and our customers for their
volume must be the rule of the day. loyal support.
We began 2011 cautiously optimistic that our core markets in Our priorities and performance in 2011 continued to reflect this
Asia would prove resilient in the face of global turbulence. True to commitment. Ever mindful that liabilities are increasingly a banks
our expectations, Asian economies by and large fared better than greatest asset, our focus during the year was to strengthen our
their Western counterparts. funding capabilities, while staying selective and disciplined in
growing our business.
In 2011, we stayed true to our philosophy of balancing growth
with stability, building a long-term customer franchise and Our extensive regional network and strong credit ratings allowed
creating sustainable value for our shareholders. us to tap diversified and stable sources of funding. We increased
the proportion of customer deposits in our funding mix. We also
We are confident that our approach and the initiatives we have paced our assets growth such that our Groups loans-to-deposits
underway will stand us in good stead to strengthen and to grow ratio was well managed at 83% and our US$ loans-to-deposits
our business for the long haul. ratio now stands at less than 100%.
Strengthening our core business We diversified our funding base by relying less on interbank
Even as events in the West continued to cast a shadow over borrowings and more on longer-dated debt instruments.
Asia in 2011, we held steadfast in our strategy to deepen and Our interbank funding declined from 17% of our liabilities base in
to extend our regional franchise. Our emphasis remains on the 2010 to 9% in 2011. We also set up a US$5 billion US Commercial
fundamentals of banking ensuring balance sheet strength Paper programme last year, in addition to the $5 billion Euro-
which ultimately determines our ability to support customers and Medium Term Notes programme we have had in place since 2010.
to ride out credit cycles.
Assets-wise, we used our balance sheet to strengthen our
Today, the banking industry is beingredefined. With capital and customer franchise across Asia. Our loans grew robustly by 25%,
funding increasingly scarce, we must be all the more strategic well ahead of the 13% growth we achieved in 2010. We have
and selective in where we invest our resources. We will grow built a diversified, quality loans portfolio of $144 billion spread
where we can make a meaningful difference for our stakeholders, across countries and industry segments. We sharpened our
and not just for the sake of growing. focus on our target segments and risk-adjusted returns.
We improved our asset quality, lowering our non-performing We continued to invest in building capabilities, which saw
loans ratio from 1.8% in 2010 to 1.4% in 2011. Our impairment expenses rise 8.5%, bringing our cost-to-income ratio to 43% in
coverage is among the industrys highest. In light of uncertainties 2011. We will continue to increase our productivity and operational
in the Eurozone and the upcoming Basel III requirements, we efficiency through initiatives such as streamlining processes and
pared down our European bank debt securities. This resulted in integrating our global functions.
some investment losses but we took the stand to lower market
risks at the expense of short-term profitability. It is also in line We ended the year with a stronger balance sheet, more diversified
with our strategy to rebalance our portfolio towards Asia and revenue streams and deeper customer relationships.
our core franchise.
Our sensible, steady approach to managing our business and
Our capital ratios remained strong, with core Tier 1 at 11.9%, balance sheet has maintained our Aa1 rating by Moodys.
Tier 1 at 13.5% and total CAR at 16.7% as of 31 December 2011. In 2011, Standard and Poors raised our rating by one level to
AA-. Combined, these ratings place us among the worlds top-
Overall, we delivered a full-year core net profit after tax of rated banks.
$2.3 billion, 4.1% lower than the previous year, as higher
total income was offset by operating expenses and collective Regionalisation on track
impairment charges. Total income rose 3.5% year-on-year to Our focus remains on transforming UOB into a premier regional
$5.7 billion, driven by momentum in our core business. bank. Our strategy is delivering results, with growth in regional
operating profit, fees, loans and deposits outpacing that of
Net interest income grew 4.1% as strong loans growth more than Singapore. Overall, overseas operating profit rose 11% in 2011 to
offset the impact of lower loan yields and rising funding costs. $1.24 billion and the contribution from overseas markets to Group
It reached a record high in the fourth quarter coupled with a net profit before tax increased from 31.5% in 2010 to 34.7% in
rebound in net interest margin. Fee and commission income grew 2011. This progress illustrates how we are seizing opportunities
robustly by 13.3% during the year, as we intensified cross-selling created by rising intra-regional trade and consumer affluence
efforts across our regional franchise. Trading and investment in Asia.
income was lower due to weaker global market sentiments in the
second half of the year.
Our integrated regional platform enables better customer Our commitment to providing superior customer service was
acquisition and retention, faster speed-to-market, higher again recognised in 2011, most notably during the Excellent
operational efficiency and stronger risk management. This Service Awards (EXSA) in Singapore. For the third consecutive
benefits both the customer and the Bank through seamless year UOB won the most EXSA awards over any other bank in
customer experience, higher productivity and stronger controls. Singapore and for the second consecutive year we produced The
Association of Banks in Singapores (ABS) Service Excellence
Our full ownership of regional subsidiaries allows us to integrate Champion the highest individual honour given for superior
our operations faster and more effectively. We are running service in the banking and financial sector.
full-steam ahead in this regard and will be completing our
integrated platform by the end of 2013. The standardisation We also sought new ways to serve and to connect with our
of core systems and functions globally has resulted in customers.
lower processing costs and better risk management. To
boost productivity, we have started off-shoring some In Singapore, we launched the industrys first mobile banking
back-office processes through our centres of excellence, the first application that enables people to make cardless cash
of which is in Malaysia. We are also streamlining workflows withdrawals. The UOB Mobile Cash feature makes it possible
through technology in areas such as mortgage approval. to send money quickly and securely to a list of preregistered
Such enhancements can be readily replicated across our network recipients who can then withdraw cash without cards at any of
with our integrated platform. our UOB ATMs across the island.
Deepening customer relationships In 2012, we will build on our successes and look for opportunities
Over the years, our disciplined approach has enabled us to seize to deliver more to our customers, and in doing so, not lose
the right opportunities at the right time, and to build an unrivalled sight of the fact that we must uphold fair dealing principles in
network in Southeast Asia. our approach and through our behavior. What is not right for the
customer is not right for us.
We have improved our ability to offer comprehensive solutions
to serve our growing customer base. We have done this through Redefining wealth management
matching the right products and solutions to the customers Asia is now second only to North America as the place with
circumstances. As a result, we have improved the penetration the largest number of high net worth individuals (HNWI).
of our loans, investment and deposits products across our The rise of the Asian HNWIs has brought with it many
customer segments. opportunities for those looking to meet the needs of this
growing customer base.
For example, our partnership with Prudential has proven
successful through the marriage of our distribution channels UOB is in a unique position to understand and to serve
across the region to their products. We extended our international Asias rising rich. Driving the rise in wealth are two factors
home loans scheme to financing properties in London for our an entrepreneurial spirit in those generating wealth and
customers. Our fund management joint venture with Ping An for those who have already made their money, wealth
Trust Co. Ltd in China was recognised as the fund company enhancement. Both of these factors are inherent in our own
having the most potential in China by Moneyweek China. growth story as 77 years ago our founders entrepreneurial
Its inaugural fund launched in 2011 was ranked among the spirit gave rise to the company we are today. Since then, we
top five equity fund launches in terms of funds raised in China. have built a fully-owned franchise without peer in Southeast
We were also the first foreign Asian bank to be allowed to trade Asia. We believe this gives us a perspective, position and
gold on the Shanghai Gold Exchange. This licence enables us experience that no other Asian commercial bank can offer
to strengthen our presence in the international gold market and and one which existing and potential customers seek in a
expand our gold-related products and services for our customers banking partner.
in one of the worlds major gold trading centres.
In 2010, we created new definitions of wealth in the Asian In 2011, we were named Best SME Banking in The Asian Banker
context through our deep understanding of customers and their Excellence in Retail Financial Services awards. We also won
life stages and life goals, socio-economic demographics and The Assets Rising Star Award for our trade and cash
wealth drivers. All this came together in our refined customer management services in Malaysia and Thailand. As a leader
segmentation approach and wealth management strategy. in these areas, we look for new ways in which to help
This year, we advanced our strategy with Privilege Reserve, businesses grow.
Privilege and Wealth Banking customer segment propositions.
We have also brought together our extensive network and Looking ahead
product capability to ensure we provide holistic solutions in Asia is holding up well in a time of global uncertainties. Although
response to what Asias increasingly affluent consumers want. we remain vigilant to the impact of deeply-rooted issues in the
West which will take time to resolve, we know the long-term
In support of this strategy, we expanded our wealth management prospects for Asia remain positive.
footprint by opening 13 new centres in 2001, including our first
Privilege Banking Centre in Shanghais Xin Tian Di district. We We have made solid progress on our regionalisation strategy in
now have 41 dedicated wealth management centres across Asia 2011 and enter 2012 knowing that our core business remains
and aim to have 65 by 2015. We see significant upside in terms strong, our balance sheet sound and our customer relationships
of assets under management and customer acquisition through deepened. We have the right resources in the right markets.
these new centres. We will continue to make investments that will strengthen our
position to ride on the rising intra-regional trade flows and growing
Helping customers grow their businesses consumer affluence in the region.
The rise of Asia as the worlds economic engine of growth has
brought with it increasing demand from companies in the region One of our chief investments is in our people, where we remain
which are looking for faster and better ways of managing their focused on developing their potential, building bench strength
businesses as they expand beyond their home markets. and enhancing our regional talent pool to serve our growing
franchise. We have a team that often goes beyond the call of
With our capabilities and long-standing presence in Southeast duty. This was illustrated when our people rallied behind our
Asia, UOB is best placed to deliver unmatched services to small, colleagues and customers in Thailand during the Southeast
medium, large and multi-national corporates looking to seize Asian floods to raise funds and to provide relief to the victims.
new market opportunities across the region. We also sharpened The effort epitomises the culture at UOB teams working across
our focus on transaction banking, structured trade, treasury and borders to help one another. This is the foundation upon which
investment banking services. Demand for these activities has our success is built.
grown as customers expand regionally. In these areas, we grew
our fees from our overseas markets by 30% to 80% over last We are confident that we are well-positioned to capture new
year. Group trade assets doubled year-on-year with Indonesia opportunities across Asia.
and China growing five-fold and thirteen-fold respectively.
Our achievements in 2011 were made possible through the
To help businesses capitalise more fully on intra-regional trade invaluable advice and guidance of our Board of Directors and the
flows, we also set up a dedicated Foreign Direct Investment commitment of our management and staff. I am also grateful to
(FDI) advisory unit. This unit, a first for a Singapore bank, our customers and investors for their continued support of, and
supports businesses in setting up in Singapore and expansion belief in, UOB.
into the region. The FDI unit provides assistance ranging from
company incorporation, access to UOBs full suite of corporate
and personal banking products to borderless financial services Wee Ee Cheong
through the Banks long established regional network. Deputy Chairman & CEO
February 2012
He holds a Bachelor of Arts (Economics, Hons) from University of He holds a Bachelor of Engineering (Civil, Hons) from University
Malaya, Singapore, and a Master of Public Administration from of Malaya, a Bachelor of Science (Mathematics, Hons) from
Harvard University, USA. University of London and a Doctor of Philosophy (Fluid Mechanics)
from University of Cambridge, UK. He is also a Fellow of Institution
of Engineers, Singapore, Academy of Engineering, Singapore,
Royal Academy of Engineering, UK and Institution of Mechanical
Engineers, UK and a foreign member of Royal Swedish Academy
of Engineering Sciences, Sweden.
Mr Wong is a lawyer by profession, and a Senior Counsel. Mr Yeo is the Chairman of SPRING Singapore. Recognised
He is the founder-consultant of WongPartnership LLP. He is the for his contributions to Singapores economic development
President of The Law Society of Singapore, a Vice President and pioneering role in promoting and developing the countrys
of Singapore Academy of Law, and a member of the Public information technology, semiconductor, chemical and
Guardian Board. Mr Wong is the Chairman of Mapletree pharmaceutical industries, Mr Yeo brings to the Bank wide
Industrial Trust Management and FSL Trust Management. government and private sector experience.
He had previously served as a member of the Military Court of
Appeal and the Advisory Committee of Singapore International Mr Yeo serves as a member of the United Nations Committee
Arbitration Centre. of Experts in Public Administration (CEPA), established by the
Economic and Social Council (ECOSOC) from 2010 to 2013
While in active practice, Mr Wong had consistently been for the promotion and development of public administration
acknowledged as one of the worlds leading lawyers in leading and governance among Member States, in connection with the
directories such as The International Whos Who of Commercial United Nations Development Agenda.
Litigators, The Guide to the Worlds Leading Experts in Commercial
Arbitration, Asialaw Leading Lawyers, PLC Cross-border Dispute He is the former Chairman of the Agency for Science, Technology
Resolution: Arbitration Handbook, The International Whos & Research (A*STAR) and Economic Development Board, and
Who of Construction Lawyers and Best Lawyers International: former Special Advisor for Economic Development in the Prime
Singapore, among others. Ministers Office. He is the Chairman of Accuron Technologies,
MTIC Holdings, Singapore Aerospace Manufacturing, Ascendas
Property Fund Trustee and Hexagon Development Advisors.
Mr Yeo is a director of City Developments and Vallar PLC (UK).
Mr Thein is a Fellow of Institute of Chartered Accountants in He has wide experience in government having served as Under
England and Wales and a member of Institute of Certified Public Secretary for International Trade at the Department of Commerce
Accountants of Singapore. He is the Vice Chairman and a member (2005-2007) and US Ambassador to Singapore (2001-2005)
of the governing council of Singapore Institute of Directors. where he helped to negotiate the landmark US-Singapore Free
Mr Thein was awarded the Public Service Medal by the President Trade Agreement. Mr Lavin previously held senior finance and
of Singapore in 1999. management positions in Citibank and Bank of America.
Hsieh Fu Hua
Age 61. Mr Hsieh was appointed to the Board on 16 January 2012.
An independent and non-executive director, he will stand for
re-election at UOBs annual general meeting on 26 April 2012.
2011 in Review
As part of our wealth management strategy, we opened our flagship Privilege Reserve Suites at the Marina Bay
Financial Centre in May 2011.
In November, we launched our Wealth Banking customer segment To ensure we are well positioned to capture the opportunities
designed for the sizeable and growing but underserved segment that are being generated as a result of the increase in high net
of customers in Singapore we call the rising rich. This segment worth individuals in Asia over the last two years, we enhanced
comprises individuals with investible assets of at least $100,000 our client portfolio management, service offering and internal
and makes up 25% of the working population in Singapore, aged process management in our Private Banking business.
between 30 and 55 years old. While we have an established private banking presence in
Singapore, Hong Kong and Malaysia, we are also exploring
Alongside developing targeted products and services for our expanding further across the region to include new services in
wealth segments, we also set up flagship centres in Singapore China, Indonesia and Thailand.
from which to serve them better. For our Privilege and Privilege
Reserve customers, we opened the Privilege Banking Reserve Using product and network innovations
Suites and Privilege Banking Centre at Marina Bay Financial as a competitive advantage
Centre. For Wealth Banking customers, we opened Singapores
Bancassurance
first Wealth Banking Centre in the heart of Singapores shopping
We entered into an arrangement with Prudential in 2010 to
district, Orchard Road.
distribute their products. Substantial progress was made in 2011
in distributing their products through our integrated branch
We have increased our assets under management from
network in Singapore, Indonesia, Thailand and Malaysia. We are
$48 billion in 2010 to $56 billion in 2011 and opened 13 new
now one of the largest bancassurance providers in the Singapore
wealth management centres across Asia. This included a
and look to replicate this success across the region.
high-end Privilege Banking Centre in Shanghais Xin Tian Di
district an affluent and upscale shopping and entertainment
In 2011, we explored new ways to educate customers on the
hub for the well-heeled. Our Privilege Banking services in China
importance of insurance. One initiative we launched was to place
have raised the bar for local and foreign banks and we will
UOB insurance sales managers in our branches. Customers were
increase the breadth and depth of our offering in this strategically
receptive to this as it meant that as they were conducting their
important market.
banking they could also seek insurance advice in one location.
Customer Loans This year, with Chinas economy leading the global charge,
With 77 years of experience in helping consumers own their own UOB responded to strong demand for renminbi-denominated
home, we never underestimate the importance of having a robust deposit products by offering retail depositors Chinese Renminbi
loans book. In 2011, we helped customers around the region Offshore (CNH) currency for Fixed Deposits. Privilege Banking,
through the provision of more than $64.8 billion in consumer Privilege Reserve and Private Banking customers could deposit
loans. Whether it was loans for first-time home buyers, upgraders, larger amounts through a tailored CNH Maxiyield product.
renovators, downsizers or small businesses, we stood side-by-
side with our customers as they made, what was for many of Cards and Payments
them, their biggest financial decision. In 2011, we were again the leader for cards and payments
innovation and programmes. We remain Singapores number one
We remain a leader in the private residential loans market and, card issuer, are the only bank to issue all five payment brands and
in 2011, our loans performance outpaced that of the industry. hold 40% of the merchant base. We also reinforced our position
In all of our regional markets we reported increases in customer as the premier card issuer through our exclusive one-year
loans demand, with Singapore and Malaysia providing the largest tie-up with Marina Bay Sands delivering Southeast Asias most
contribution by volume. prestigious card-based dining destination programme.
We also explored new ways to help our customers expand their UOB cards also reinforced its leadership with the creation of
property portfolio. Today, UOB is one of the first local banks to the UOB Privilege Banking Card, UOB Privilege Reserve Credit
offer a financing scheme from Singapore for those looking to Card and the UOB Customisable Commercial card. Each new
purchase residential properties in London and Thailand. programme was designed to meet a specific customer segment
need that was underserved in the market. The UOB Customisable
Deposits Commercial Card for small and medium enterprises (SMEs)
In 2011, customers in all segments were faced with a low interest enables them to stand out and be identified through their own
rate environment. To meet our customers need for increased companys branded card.
returns and liquidity, we offered customers savings packages
that provided higher interest rates and more incentives when
they deposited additional funds with UOB.
UOB Singapore customers were the first in the market to be able to withdraw
cash without a card through our innovative UOB Mobile application.
Mobile Banking to our reputation across the region as a leading bank for small
We continued to invest in our service and delivery channels businesses, is our ability to marry the efficiency of retail banking
to provide our customers with superior and differentiated with the depth of our commercial banking solutions.
banking experience.
The take up of two new product offerings introduced in 2011
In the fourth quarter of 2011, we created a new way for our once again demonstrated our ability to anticipate the needs of
customers to conduct their banking based on advances in mobile our customers. In 2011, we introduced a new business banking
technology. Our customers are now the first in Singapore to be foreign exchange booking hotline which gave customers instant
able to withdraw cash without an ATM card through our new access to preferential trading rates. This helped customers
UOB Mobile application. UOB Mobile has set a new standard for manage cross-border trading arrangements with increased
mobile banking in Singapore as customers can perform a wide confidence. We also improved our capabilities in the area of
range of financial transactions through their mobile devices insurance and this too was well received by our customers.
from checking accounts and transferring money, to paying bills
and checking deposit and foreign exchanges rates, to using Customer Service
calculators to check personal and home equity loans rates. The customer is at the heart of all we do at UOB. We believe in
building long-term relationships with our customers over many
This significant milestone was well-received by our customers generations. Over the years, we have worked to stand out in
with more than 120,000 downloads of our Apple-based mobile the industry by focusing on improving our internal processes
application within the first four weeks of launch. More than half of and investing in frontline training to deliver a superior
the customers went on to use the service a take-up rate well customer experience.
ahead of our targets. We will be extending this innovative service
to other mobile technologies and our regional markets. As testament to our service delivery model, we once again
excelled in the Singapore national Excellent Service Award (EXSA)
Business Banking by receiving the most number of awards for the banking and
The decision to create a separate Business Banking segment financial services sector. This is the third year in a row that we
within Group Retail two years ago has paid dividends for our have won more EXSA awards that any other bank in Singapore
business banking customers. Every customer interaction begins and the second consecutive year that we have produced The
with the principle that Your business is big to us and that we Association of Banks in Singapores (ABS) Service Excellence
will provide our customers with dedicated financial services to Champion the highest individual honour in the industry given for
which they otherwise would not have had access. A strong superior banking and financial service.
contributing factor to our business banking success in 2011, and
We also achieved the coveted Singapore Quality Class Star enabled us to deepen our relationships with customers beyond
Award this year. We are the first bank in Singapore to be given transactional products to become an important partner in their
this prestigious award which is conferred upon organisations business success.
that demonstrate the highest standards of business excellence,
and it is benchmarked against international quality awards. Small and medium enterprises (SMEs) are often the foundation
of a nations economic growth. Our own heritage gives us
unique insight into the challenges SMEs face. In 2011, we
INSTITUTIONAL BANKING provided assistance to support their entrepreneurial endeavours.
The resilience of Asia came to the fore in 2011 as Asian In Singapore alone, 99% of all enterprises are SMEs and they
corporates sought new opportunities to build and to contribute more than 50% of the nations gross domestic
expand their businesses within the region. As a result, our product. Recognising the importance of SMEs to the Singapore
Commercial and Corporate customers turned to us to realise economy, we have been the leading provider of government
the opportunities that rising consumer demand and increased assistance scheme loans to local SMEs in terms of market share
intra-regional trade flows were creating in the region. and loan volume. The loans have helped local SMEs to expand
their operations overseas.
Deepening our customer relationships
With uncertainty being the only constant, our one-bank Just as Singapore SMEs have ventured overseas, so too have
approach gave our customers in the region the assurance they SMEs in the other markets explored regional opportunities.
needed to focus on running their core business. Our consistency In line with this, we have established Global Business
in service, access to diverse markets and our regional branch Development (GBD) units in all of our regional markets. These
network give our customers greater convenience in banking. units manage the complex regulatory, administrative and
Whether it was in providing a single-market financial solution or financing arrangements often associated with doing business
borderless banking options across multiple markets, customers across borders. In the last five years, our total overseas
were reassured that their needs and ambitions were understood financing for local enterprises increased by 151% reinforcing
and met regardless of where they were in the region. the commonly-held perception that Asias strength is borne
from its generations of successful traders who set out and
We improved our ability to provide financial solutions that delivered explored new markets.
flexible and seamless banking experiences. We reviewed our
own internal processes to find better ways of connecting with Our understanding of the differences and driving forces of Asias
our customers, to provide faster response times to their requests economies led us to enhance our Corporate Banking industry
and to deliver improved products and services. These changes specialisation and expertise across the region in 2011. Our ability
Asias intra-regional trade flows were a driving force of our growth in 2011.
to anticipate market trends and to create customised solutions Trade and Commodity Finance (STCF) team. Companies in the
for our customers helped to deliver strong growth in top line energy, metals and agricultural sectors, often sectors that are
revenue and higher non-interest income within our Corporate the lifeblood Asian economies, were the most active in 2011.
Banking business. We have built strong relationships with clients ranging from
producers, national oil companies and international trading
Riding Asias growth opportunities houses to niche traders.
One of the most important trends in Asia has been the rise in
intra-regional trade which is estimated to account for almost To take advantage of increasing global foreign direct investment
half of all trade in Asia. Our regional expertise and integrated inflows into Asia, we were the first bank in Singapore to set up
platform place us in a unique position to support businesses a specialised Foreign Direct Investment (FDI) Advisory Unit. The
looking to capitalise on new trade flows. FDI unit provides a one-stop shop for foreign enterprises looking
to expand in and through Singapore. The FDI unit builds on
Our Transaction Banking business has been at the forefront of the success of the GBD unit and offers a range of services for
supporting customers as they seized these new opportunities. customers wanting to set up in Singapore. It guides customers
Our team of dedicated and experienced trade advisers and on the most efficient way to build a new business in Singapore
product specialists helped customers manage operational from company incorporation to borderless corporate and
risks and reduce exposure when conducting trade deals personal banking through our regional network. Among the key
internationally. Our long-term approach and our deep industry responsibilities of the unit is the forging of strategic partnerships
knowledge also enabled us to strengthen our customer with key industry bodies such as the Singapore Economic
relationships and to explore new opportunities in cash Development Board.
management and trade services. In 2011, we enhanced and
expanded our cash management product suite and as a result With the rise of China as an economic powerhouse, we also
won several large regional mandates. In 2012, we expect to identified a huge opportunity in providing renminbi (RMB)
strengthen our relationships with our customers even further cross-border settlement services in the region. Following
with the launch of a revamped global e-banking solution and market developments in China, we became one of the first
new, innovative and borderless cash management and trade foreign banks authorised by the Peoples Bank of China to offer
solutions. cross-border RMB trading accounts, RMB financing solution
structure options and hedging of RMB risks and exposures.
The exceptional dynamism of international trade into and across We put in place the product solutions and matched these with
Asia and the demand for commodities in emerging market deep-industry expertise to handle, to structure and to finance
economies also created new opportunities for our Structured RMB trade transactions for our customers.
We supported numerous syndicated loans across the Asia Pacific region in 2011.
The gold market continued to be active in 2011 as market In China, Ping An UOB Fund Management Company Limited,
uncertainties generated increased customer interest in gold a joint venture between UOBAM, China Ping An Trust Co., Ltd.
products. We remained the only local bank in Singapore to offer and Sanya Yingwan Tourism Co., Ltd. successfully launched
a comprehensive range of gold investment products including its inaugural fund in August 2011, the Ping An UOB Industry
buying and selling of gold bars and bullion coins, gold certificates Leaders Equity Fund (the Fund). The fund was ranked among
and gold savings account. the top five equity fund launches in terms of funds raised among
more than 80 equity funds launched in mainland China. The
Through our subsidiary UOB Bullion and Futures Limited fund was distributed widely in China to mainland Chinese retail
(UOBBF) we offered customers access to trading in a wide range and institutional investors as well as qualified foreign institutional
of futures and options instruments such as major currencies, investors. It was recognised in Moneyweeklys 2011 Most
interest rates and commodities. In late 2010, UOBBF obtained Potential Fund Companies in China and Hexun.coms 2011 Most
trading memberships in Eurex, New York Stock Exchange Liffe Growth Potential Fund Companies in China.
and Euronext Paris. In 2011, we began providing customers with
direct access to these exchanges, reducing latency and allowing
greater trading opportunities. UOBBF also became a clearing BUSINESS SUPPORT
member with Singapore Mercantile Exchange in 2011 and From the systems which IT develops and manages, to the people
provides customers the opportunity to arbitrage against other we hire and train to run our business, our commercial success is
commodity exchanges. dependent on our teams working with one other for the benefit of
our customers and shareholders.
UOB Asset Management (UOBAM) offers global investment
management expertise to individuals, institutions and In 2011, we made progress in several key initiatives that will
corporations through retail unit trusts, exchange-traded funds generate significant improvements to the way we operate.
and customised portfolio management services. In 2011,
UOBAM was named Best Onshore Fund House (Singapore) at Group Technology and Operations
the AsianInvestor Investment Performance Awards and Best Our Group Technology and Operations Division focused on
Retail House (Singapore) at the Asia Asset Management Best of delivering standardised technology and infrastructure for the
the Best Awards. This is the second time running we garnered Group, as well as on building efficient and flexible back-office
both awards. operations to support our regionalisation strategy. By delivering
a common operating platform, we will create better scale, lower
costs, facilitate faster time to market, provide consistent service
and strengthen our risk controls.
In 2011, UOB received the most number of awards for the banking and financial services sector at the Singapore national Excellent Service Awards. We also produced for
the second consecutive year, The Association of Banks in Singapores Service Excellence Champion the highest individual honour in the industry given for superior banking
and financial service.
We are in the final stage of building our common operating activities to be reliably measured. This is in line with the Financial
platform across the region. All of our core systems in Stability Board Principles for Sound Compensation Practices and
Malaysia, Indonesia and Thailand are now being standardised. Implementation Standards. 1
This programme, when completed in 2013, will transform our
regional core banking platform and will provide an even stronger Competition for talent in the region will continue to be intense. We
foundation for us to compete as a premier regional bank. believe we have the people, programmes and processes in place
to attract new talent and to help existing employees to uncover
Group Human Resources their potential and to succeed in their careers with us.
This year, we continued to build a strong pipeline of talent at all
levels in the organisation. Investor Relations
UOB is one of the highest rated banks in the world. In 2011,
Our International Managers Programme, a unique 12-year Standard and Poors upgraded UOBs credit rating by one
programme which grooms talented managers to take on senior notch to AA-. The international rating agency also maintained its
leadership roles within the organisation, attracted high calibre long-term stable outlook on the bank, in line with Moodys
candidates from within the Group and across the industry. and Fitch Ratings. UOB was accorded B for financial strength
and Aa1 for long-term bank deposits by Moodys, and AA- for
Further, we extended our Management Associate Programme long-term issuer default rating by Fitch.
across the network to attract outstanding young people
in Singapore, Malaysia, Thailand, Indonesia and China. This year, our Investor Relations team held more than 400 investor
Our ten-week Internship Programme was enhanced to attract meetings, underscoring the investment communitys interest
young talent from universities and to give them an opportunity in UOB. Together with the Investor Relations team, our senior
to immerse themselves in the Bank and its myriad career management team also participated in various debt and equity
opportunities for ambitious and talented people. roadshows to US, Europe and Asia, as part of our ongoing efforts
to broaden and to deepen our investor base.
Our compensation programmes remain in compliance with
1
the regulations of various international and national financial For more information on this matter, please refer to the section of this annual
report on Pillar 3 disclosure requirements for remuneration.
institutions supervisory bodies. A bonus deferral policy is now in
place to align compensation with prudent risk-taking, taking into
consideration the time necessary for the outcomes of business
Our arts involvement has grown over the years and we are
most noted for our flagship programme, the UOB Painting Of
The Year Competition (POY). The POY serves to encourage
artists in the pursuit of their passion and provides them with the
opportunity to showcase their works to a wider section of the
community. In 2011 we celebrated the 30th anniversary of POY UOB Volunteers and the children from the LAA displaying their creations.
by extending the competition beyond Singapore and Thailand
to Malaysia and Indonesia, allowing more artists in the region to
showcase their talents. winner Gong Yao Min. We also share our collection with our
customers through displaying the pieces in our branches and
offices around the world. Selected UOB branches in Singapore
also feature a digital display of POY award-winning entries.
Beyond fostering new artistic talent through POY, we are also Our Commitment to Children and Education
passionate about preserving the history of Asian art through the We believe in helping disadvantaged children to develop
UOB Art Collection. We began to acquire art pieces in the early their potential through education and rehabilitation using art.
1970s and are now custodians of more than 1,500 works of art. In 2007, we launched the UOB Heartbeat Employee Volunteer
This annual report includes several pieces from our collection Programme as a way to raise funds for local charities operating in
including works from pioneer local artist Georgette Chen, Cultural the areas of arts, children and education. We have donated more
Medallion winners Tan Kian Por and Ong Kim Seng and POY than $2.5 million to these charities.
In 2011 alone, we raised more than $850,000 in Singapore In Thailand we purchased medical equipment for the
through the annual UOB Heartbeat Run/Walk. This money Neonatal Intensive Care Unit of the Charoenkrungpracharak
was given to four charities the AWWA School, Fei Yue Early Hospital in Bangkok. We also held our annual Royal Katin
Intervention Programme for Infants and Children (EIPIC), ceremony (Robe offering ceremony) and a merit-making
Rainbow Centre EIPIC @ Yishun Park and Very Special Arts ceremony at Wat Samuha Pradittharam in Saraburi province,
Singapore (VSA) that help children with special needs. and made donations of THB 1 million to Wat Samuha
UOB was awarded the Community Chest Special Events
Pradittharam and THB 100,000 each to Wat Samuha
Platinum Award in 2011 for our contribution towards the
Pradittharam School and Wat Saohiwimolwitayanukul
community in Singapore.
School for educational facilities.
Our Volunteers
Volunteering is something we encourage of all of our people and
we grant each employee up to two days each year to participate
in volunteer activities.
BOARD COMPOSITION The NC reviews the size and composition of the Board annually.
Having considered factors such as the complexity of the Banks
The Board comprises 11 members whose names are set out
business, its scale of operations and the operating environment,
below. More information on the directors can be found in the
the NC is of the view that a board size of between nine and 11
Board of Directors section of this Annual Report.
members would be suitable. Further, the NC has noted that,
collectively, the Board possesses the skills, experience and
Wee Cho Yaw Non-executive and non-independent
knowledge that are necessary for the discharge of its duties.
(Chairman)
Wee Ee Cheong Executive and non-independent
The NC also reviews the composition of the board committees
(Deputy Chairman and CEO)
annually and recommends the re-constitution of the committees
Ngiam Tong Dow Non-executive and independent
as may be necessary.
Cham Tao Soon Non-executive and independent
Wong Meng Meng Non-executive and independent
Yeo Liat Kok Philip Non-executive and independent CHAIRMAN AND CHIEF EXECUTIVE OFFICER
Thein Reggie Non-executive and independent
Franklin Leo Lavin Non-executive and independent Dr Wee Cho Yaw is the non-executive Chairman of the Board.
Cheng Jue Hiang Willie Non-executive and independent He provides leadership to the Board, sees that meetings are
Tan Lip-Bu Non-executive and independent held as needed, and ensures that directors are given timely and
Hsieh Fu Hua Non-executive and independent comprehensive information to discharge their duties. He also
(Appointed on 16 January 2012) provides guidance and advice to Management drawn from his
vast experience acquired over more than 50 years as a banker.
The NC assesses the independence of directors annually. The Dr Wee Cho Yaw is eligible for re-appointment yearly subject to
process includes the use of a questionnaire. Directors are the approval of the regulatory authority.
considered independent if they are independent of management
and substantial shareholders and are free from any business Mr Wee Ee Cheong, the son of Dr Wee Cho Yaw, is the CEO of
relationship that could materially interfere with, or be reasonably the Bank. He is also the Deputy Chairman of the Board. Mr Wee
perceived to materially interfere with, the exercise of their Ee Cheong, who is assisted by senior management committees,
unfettered and independent judgement. With effect from the is responsible for the day-to-day running of the Bank. The senior
2012 AGM, a director who has served on the Board for nine management committees are set out on page 42.
continuous years will no longer be regarded as independent
under the Banking Regulations. The MAS Guidelines recommend that where the Chairman
and CEO are related by close family ties, a bank may
Dr Wee Cho Yaw is a substantial shareholder of the Bank and is appoint an independent non-executive director to be the
not independent. Mr Wee Ee Cheong is a substantial shareholder lead independent director whom shareholders can approach
and the CEO of the Bank, and is not independent. With effect if they have concerns which contact through the normal
from the 2012 AGM, Messrs Ngiam Tong Dow, Cham Tao Soon, channels have not resolved or for which such contact is
Wong Meng Meng and Yeo Liat Kok Philip will not be regarded inappropriate. After deliberation, the NC is of the view that it
as independent as they have each served on the Board for more is not necessary to appoint a lead independent director as all
than nine continuous years. The NC is of the view that their length the directors may be approached for assistance. Further, the
of service has not compromised these directors objectivity and Bank has an established process for receiving and responding
commitment in discharging their duties as directors. to shareholders feedback and complaints.
Messrs Thein Reggie, Franklin Leo Lavin, Cheng Jue Hiang Willie,
NOMINATING COMMITTEE
Tan Lip-Bu and Hsieh Fu Hua are not substantial shareholders
and are independent of the substantial shareholders of the The NC comprises five members, a majority of whom (including
Bank. They have no management and business relationships the NC Chairman) are independent directors. The members
that would compromise their independence. None of them are Messrs Wong Meng Meng (Chairman), Wee Cho Yaw,
has served on the Board for nine continuous years. The NC Ngiam Tong Dow, Cham Tao Soon and Franklin Leo Lavin.
considers them independent because they have met the Mr Wee Ee Cheong is the alternate member to Dr Wee Cho Yaw
requirements under the Banking Regulations and have been on the NC.
observed to be independent-minded.
Remuneration Policy While the MAS Guidelines and the Code recommend that the
Remuneration for employees is commensurate with their remuneration of the top five key non-director executives be
performance and contributions. The Groups remuneration disclosed, the Bank believes that such disclosure is not in its
framework is aimed at balancing short-term compensation with interest because of the highly competitive market for talent.
sustainable longer-term performance and prudent risk-taking Except for the CEO who is the son of the Chairman, no employee
while maintaining pay competitiveness. The remuneration is an immediate family member of a director or the CEO.
package comprises fixed salaries, variable performance
bonuses, benefits and long-term incentives. More information on the Groups remuneration policy, systems
and structures are contained in the Human Resource and
Key performance indicators, which are derived from the overall Pillar 3 Disclosure sections.
business strategy and applied to all business units, underpin
the Groups annual variable bonus plan. The achievement
against these performance indicators determines the overall AUDIT COMMITTEE
variable bonus pool of the Group. The variable bonus for each The members of the AC are Messrs Cham Tao Soon (Chairman),
business unit is then allocated according to the achievement of Yeo Liat Kok Philip and Thein Reggie. The AC oversees all matters
Group-wide, business-specific, governance and risk measures. relating to the:
Employees are paid variable bonuses based on the performance
of the Bank, the business unit and the individual. The RC reviews integrity of financial statements, internal and external audit
and approves the overall variable bonus payable to employees. plans and audit reports;
adequacy of internal accounting controls and material
Senior executives and employees whose actions have a material internal controls;
impact on the risk exposure of the Group are paid variable scope and results of internal and external audits;
bonuses subject to the Groups bonus deferral policy. Deferred quality of and any significant change in accounting policies
bonuses vest equally over three years subject to pre-determined or practices;
performance conditions. In the event that the performance adequacy of internal audit resources;
conditions are not met, unvested deferred bonuses may be cost-effectiveness, independence and objectivity of
fully or partially forfeited. During 2011, no deferred remuneration external auditors;
scheduled for vesting during the year was forfeited due to findings of Group Audit investigations which are significant;
performance adjustments. Details of the remuneration mix and transactions by interested persons; and
deferred remuneration for these employee groups can be found appointment and resignation of the Head of Group Audit.
in the Human Resource and Pillar 3 Disclosure sections of this
Annual Report. Accounting Policies and Practices
The AC reviews the financial statements of the Bank prior to
As a recruitment strategy, the Group may offer a one-time the announcements of the Banks results. The process includes
sign-on or guaranteed bonus to select key hires during their first verifying that accounting policies and practices adopted are
year of service. No new senior executive or employee whose appropriate and have been consistently applied, and ascertaining
actions have a material impact on the risk exposure of the Group whether any applicable accounting policy has been changed
received a significant sign-on or guaranteed bonus exceeding and whether judgements which have a significant impact on the
12 months of fixed pay during the financial year. There is also no financial results had been made during the reporting period.
special retirement plan, golden parachute or special severance
package for senior executives or employees. Investigative Powers
The AC has authority to investigate any matter within its terms of
Disclosure reference. Matters investigated may arise from internal processes
Directors fees and remuneration are disclosed in the Directors of the Bank such as an internal audit, or from a report made
Report section. During the year, no director was granted pursuant to the Banks whistle-blowing policy.
any share option or other equity incentive. Directors fees
are subject to shareholders approval and are shared among In the discharge of its duties, the AC is entitled to the full
directors. In sharing the fees, directors who have additional co-operation of Management, employees and the internal and
responsibilities as chairmen or members of board committees external auditors. Where necessary, the AC may also obtain
receive more. Each RC member abstains from deliberation on professional advice at the Banks expense.
his own remuneration.
Company Secretary As part of its efforts to use less paper, the Bank will provide the
The company secretary attends all Board, board committee annual report to shareholders in a compact disc as well as give
and general meetings and ensures that Board procedures and shareholders the option to request a copy of the annual report in
applicable regulations are complied with. She also facilitates print form. The annual report is also available on SGXNET and the
communications between the Board and Management and the UOB website.
induction of new directors, and generally assists directors in the
discharge of their duties. Feedback Management
The Board values all feedback from stakeholders and has
established clear channels for the receipt of feedback,
INTERESTED PERSON TRANSACTIONS including complaints. Procedures have been put in place
so that all complaints are investigated and dealt with in an
The Bank has in place, a procedure to monitor and disclose appropriate manner.
interested person transactions as required by the SGX-ST Listing
Manual. During the year, the Bank entered into the following Shareholders can give feedback and views at the AGM, or
interested person transactions within the meaning of Chapter 9 through the Banks Investor Relations unit. Where appropriate,
of the SGX-ST Listing Manual: the Bank is also open to meetings with investors and analysts.
Our approach to capital management is to ensure that the Group Capital Adequacy Ratios (CAR)
and its regulated bank subsidiaries maintain strong capital levels We are required by the Monetary Authority of Singapore (MAS)
to support our businesses and growth, to meet regulatory capital to maintain Tier 1 and Total CAR of 6% and 10% respectively, at
requirements at all times and to maintain a good credit rating. Bank and Group levels. Our banking operations outside Singapore
are also required to comply with the regulatory requirements in
We achieve these objectives through an Internal Capital Adequacy the country of operation.
Assessment Process (ICAAP) whereby we continually monitor
and manage the Groups capital position over a medium-term The table below shows the consolidated capital position of the
horizon, involving the following: Group as at 31 December 2011 and 31 December 2010.
Setting of internal capital targets for the Bank and its regulated 2011 2010
bank subsidiaries, taking into account future regulatory $ million $ million
changes and stakeholder expectations;
Tier 1 capital
Forecast of capital demand for material risks based on Share capital 3,104 2,537
the Groups risk appetite, and evaluated across business Non-cumulative preference shares 1,317 1,317
segments and banking entities, including the Groups capital Innovative Tier 1 capital instruments 832 832
position before and after mitigating actions under adverse but Disclosed reserves 17,431 16,359
plausible stressed conditions; and Non-controlling interests 80 80
Goodwill/others (4,329) (4,328)
Availability and composition of different capital Deductions from Tier 1 capital (421) (435)
components, taking into account market development and Eligible Tier 1 capital 18,014 16,362
regulatory changes.
Tier 2 capital
We have in place a governance and process framework Cumulative collective impairment/others 950 936
embedded in our capital planning and assessment process. Subordinated notes 3,794 4,343
The Board Risk Management Committee assists the Board to Deductions from Tier 2 capital (421) (435)
oversee the management of risks arising from the business of the Eligible total capital 22,337 21,206
Group, while the Risk and Capital Committee oversees the overall
risk profile and capital requirement of the Group and ensures that Risk-weighted assets
the Banks ICAAP is in place. The Board and senior management Credit risk 116,423 92,326
team are updated quarterly on the Groups capital position. The Market risk 7,835 5,611
capital management plan, the contingency capital plan, as well Operational risk 9,320 8,952
as any capital management actions, are submitted to the senior 133,578 106,889
management team and/or the Board for approval.
Capital adequacy ratios (%)
The Bank is the primary equity capital provider to the Group Core Tier 1 11.9 13.3
entities. The investments made in Group entities are funded Tier 1 13.5 15.3
mainly by the Banks own retained earnings and capital issuance. Total 16.7 19.8
The Groups regulated bank subsidiaries manage their own
capital to support their planned business growth and to meet We have adopted the Basel II framework for the above
regulatory requirements within the context of the Groups capital computation in accordance with the requirements of MAS Notice
plan. Capital generated by subsidiaries in excess of planned 637. The approaches for the computation of risk-weighted assets
requirements is returned to the Bank by way of dividends. During can be found in the Risk Management and Basel II Pillar 3
the year, none of the subsidiaries faced any impediment in the Disclosure sections.
distribution of dividends.
Capital Management Initiatives taken during the Year The MAS has taken the view that the capital requirements for
Tier 1 Capital Singapore-incorporated banks have to be set higher than the
In June 2011, the Bank issued 30.4 million new ordinary Basel III minimum requirements because they are systemically-
shares, representing $546.7 million in ordinary share capital, to important and have substantial retail presence. The higher capital
shareholders who had elected to receive new shares for the final requirements will further strengthen the ability of Singapore-
and special dividends for the financial year ended 31 December incorporated banks to operate under stress conditions and
will help protect depositors, reduce risks to the economy and
2010, under the UOB scrip dividend scheme.
safeguard financial stability. In addition, the MAS will require
Singapore-incorporated banks to meet the Basel III minimum
Tier 2 Capital capital adequacy requirements from 1 January 2013, two years
In April 2011, the Bank successfully raised $1 billion 3.45% ahead of the BCBS proposed 2015 timeline.
10-year fixed rate subordinated notes qualifying as lower
Tier 2 capital. Net proceeds from this issue were used to partially We believe the Group is well capitalised, and coupled with the
finance the exercise of redemption call on $1.3 billion upper phased-in timeline for implementation, is in a strong capital
Tier 2 4.95% subordinated notes in September 2011. position to meet the MAS revised requirements.
RISK MANAGEMENT OVERVIEW The day-to-day management of the UOB Group is delegated
to its senior management (Chief Executive Officer (CEO) and
Financial and non-financial risks are integral to the Groups
Senior Executives).
business. Our risk management strategy is targeted at ensuring
on-going effective risk discovery and achieving effective capital
The CEO forms senior management committees to assist in the
management. Risks are managed within levels established by
making of business decisions while balancing risks with return.
the management committees, and approved by the Board and
its committees.
The main senior management committees are the Management
Executive Committee (MEC), Asset & Liability Committee
The Groups risk management principles are:
(ALCO), Credit Committee (CC) and the Risk & Capital
Committee (RCC). These committees assist the BRMC in
Promotion of sustainable long-term growth through embracing
specific risk areas. Please refer to the Corporate Governance
sound risk management principles and business practices;
section in the annual report for information on the roles and
Continual improvement of risk discovery capabilities and
responsibilities of these committees.
establishment of appropriate value-creating risk controls; and
Focus on facilitating business development within a prudent,
The BRMC is also responsible for setting the overall risk capital
consistent and efficient risk management framework that
and Top-Down Risk Appetite statements for material risks faced
balances risks and returns.
by the Group. Senior management and the senior management
committees are responsible for delegating risk appetite limits by
The Group has a comprehensive framework of policies and
location, business lines, and/or broad product lines.
procedures for the identification, measurement, monitoring and
control of risks. This framework is governed by the appropriate
Board and senior management committees. BASEL II FRAMEWORK
The Group has established a Risk Appetite framework. The Risk Industry limits ensure that any adverse effects arising from an
Appetite is the amount of risk the Group is able and willing to industry-specific risk event is confined to acceptable levels.
take/tolerate in pursuit of its business objectives. The objective
of setting risk appetite is not to limit risk taking but to ensure Country risk
that the Groups risk profile is aligned to its business strategy. Country risk is managed within an established framework that
The Risk Appetite is approved by the BRMC, and allocated to includes setting of limits for each country. Such limits are based
the various business units by senior management and senior on the countrys risk rating, economic potential measured by its
management committees. GDP, as well as the Groups business strategy.
The Groups Pillar 3 Disclosure Policy addresses the disclosure Credit stress test
requirements as laid out in MAS Notice 637. Credit stress testing is an integral part of the Groups credit
portfolio management process. These are conducted periodically
and allow the Group to assess the potential losses arising from
CREDIT RISK exceptional but plausible adverse events. Remedial actions such
Credit risk policies and processes as exposure reduction, portfolio rebalancing, hedging and review
Credit policies and processes are in place to manage credit risk of credit acceptance guidelines are taken when necessary.
in the following key areas:
Settlement risk
Credit approval process The Groups foreign exchange-related settlement risk has
To maintain independence and integrity of the credit approval been significantly reduced through our membership in the
process, the credit approval function is segregated from credit Continuous Linked Settlement (CLS) scheme. This scheme
origination. Credit approval authority is delegated through a risk- allows transactions to be settled irrevocably on a delivery-versus-
based Credit Discretionary Limits (CDL) structure that is tiered payment basis.
according to the borrowers rating. Delegation of CDL follows a
stringent process that takes into consideration the experience, Credit exposures from foreign exchange and derivatives
seniority and track record of the officer. All credit approval officers Pre-settlement limits for foreign exchange (FX) and derivative
are guided by credit policies and credit acceptance guidelines. transactions are established using the Potential Future Exposure
Approval of consumer and small business loans is guided by (PFE) approach. This approach takes into consideration
product programmes. These credit policies, guidelines and the transaction currency and tenor to address the credit risk
product programmes are periodically reviewed to ensure their exposures arising from adverse market movements.
continued relevance.
For internal risk management, master agreements such as
Credit risk concentration International Swaps and Derivatives Association (ISDA)
A risk-sensitive process is in place to regularly review, manage and agreements and Credit Support Annex are established with
report credit concentrations and portfolio quality. This includes active counterparties to manage credit risk arising from foreign
monitoring concentration and exposures by obligors, portfolios, exchange and derivative activities. Such agreements allow the
borrowers, industries and countries. Limits are generally set as a Group to cash-settle transactions in the event of counterparty
percentage of the Groups eligible capital base. default, resulting in a single net claim against or in favour of
the counterparty.
Obligor limits ensure that there is no undue concentration to
a group of related borrowers that may potentially pose a risk to As at 31 Dec 2011, in the event of a 2-notch downgrading of
the Group. UOBs credit rating, UOB would be required to post additional
collateral of $42.5 million with its counterparties.
Portfolio and borrower limits ensure that lending to borrowers
with weaker credit ratings is confined to acceptable levels. These For Internal Ratings-Based (IRB) purpose, the Group does not
limits are generally tiered according to the borrowers risk ratings. recognise ISDA netting. The Current Exposure Method is used to
estimate its FX and derivative exposures on a gross basis.
Wrong-way risk The Group provides for impairment of its overseas operations
Wrong-way risk is typically defined as a trading exposure to a based on local regulatory requirements for local reporting
counterparty that is adversely correlated with the credit quality purposes. Where necessary, additional impairment is provided
of that counterparty. Wrong-way risk may be general or specific. for to comply with the Groups impairment policy and
MASs requirements.
General wrong-way risk arises when the probability of default
of a counterparty is positively correlated with general market Group Special Asset Management
risk factors. The Bank has processes in place to identify and Group Special Asset Management (GSAM) manages the non-
report transactions that exhibit such characteristics to senior performing portfolios of the Group. GSAM Restructuring Group
management on a regular basis. proactively manages a portfolio of NPL accounts, with the
primary intention of nursing these accounts back to health and
Specific wrong-way risk arises when an exposure to a particular transferring them back to the respective business units. GSAM
counterparty is positively correlated with its probability of default. Recovery Group manages accounts that the Group intends to
In general, transactions with specific wrong-way risk will be exit in order to maximise debt recovery.
rejected at the underwriting stage.
Write-off policy
Non-performing accounts management A classified account that is not secured by any realisable
Delinquency monitoring collateral will be written off either when the prospect of a recovery
All delinquent accounts, including credit limit excesses, are closely is considered poor or when all feasible avenues of recovery have
monitored and managed through a disciplined process by officers been exhausted.
from business units and risk management. Where appropriate,
these accounts are also subject to more frequent credit reviews. Credit risk mitigation
As a fundamental credit principle, the Group generally does not
Classification and loan loss impairment grant credit facilities solely on the basis of the collateral provided.
The Group classifies its loan portfolios according to the borrowers All credit facilities are granted based on the credit standing of the
ability to repay the loan from its normal source of income. All loans borrower, source of repayment and debt servicing ability.
and advances to customers are classified into Pass, Special
Mention or Non-Performing categories. Non-performing loans Collateral is taken whenever possible to mitigate the credit risk
(NPLs) are further classified as Substandard, Doubtful assumed. The value of the collateral is monitored periodically. The
or Loss in accordance with MAS 612 Notice to Banks frequency of valuation depends on the type, liquidity and volatility
(March 2005). of the collateral value. The main types of collateral taken by the
Group are cash, marketable securities, real estate, equipment,
Upgrading and de-classification of a NPL account to Pass inventory and receivables. Policies and processes are in place to
or Special Mention status must be supported by a credit monitor collateral concentration.
assessment of the repayment capability, cash flows and financial
position of the borrower. The Group must also be satisfied that In extending credit facilities to small and medium enterprises
once the account is de-classified, the account is unlikely to be (SMEs), personal guarantees are often taken as a form of
classified again in the near future. moral support to ensure moral commitment from the principal
shareholders and directors. For IRB purpose, the Group does not
A restructured account is categorised as non-performing and recognise personal guarantees as an eligible credit risk protection.
placed on the appropriate classified grade depending on the
Groups assessment of the financial condition of the borrower Corporate guarantees are often obtained when the borrowers
and the ability of the borrower to repay based on the restructured credit worthiness is not sufficient to justify an extension of credit.
terms. A restructured account must comply fully with the
restructured terms in accordance with MAS 612 Notice to Banks To recognise the effects of guarantees under the FIRB Approach,
(March 2005) before it can be declassified. the Group adopts the Probability of Default (PD) substitution
approach whereby an exposure guaranteed by an eligible
guarantor will utilise the PD of the guarantor in the computation of
its capital requirement.
In general, the following eligibility criteria are considered before Internal Ratings-Based Approach
collateral can be accepted for IRB purpose: IRB rating system refers to the methods, processes, controls,
data collection and information technology systems that support
Legal certainty: The documentation must be legally binding the assessment of credit risk, the assignment of exposures to
and enforceable (on an on-going basis) in all relevant jurisdictions. rating grades or pools, as well as the parameterisation process
No material positive correlation: The value of the collateral for the various classes of exposure.
must not be signicantly affected by the deterioration of the
borrowers credit worthiness. Rating system governance
Third-party custodian: The collateral that is held by a The Group has established a credit rating governance
third-party custodian must be segregated from the custodians framework to ensure the reliable and consistent performance
own assets. of the Groups rating systems. The framework defines the roles
and responsibilities of the various parties in the credit rating
Credit exposures under Basel II process, including independent model performance monitoring,
Under Basel II, credit risk for the various asset classes may be annual model validation and independent reviews by Group
computed using a combination of (i) SA; (ii) FIRB Approach; Internal Audit.
and (iii) AIRB Approach. The Group has adopted the FIRB
Approach for its non-retail exposures and the AIRB Approach Rating structure
for its retail exposures. The Groups internal rating structure is illustrated below.
Large Corporate
Specialised
SME Bank
Lending Retail
Specialised Lending Sovereign
(CF, PF and SF)
(IPRE) a
Customer Risk
Borrower Risk Customer Risk Risk
Rating
Rating Rating Drivers
Expected Loss Rating b
a
The 20 rating grades structure applies to the Groups IPRE exposures, with the exception of UOB Thailand where the internal risk grades are mapped to five prescribed
supervisory grades.
b
Does not apply to Specialised Lending (IPRE).
Simple Risk Weight (SRW) Method for its Equity investment Where there are significant adverse dependencies between
portfolio; and default and recovery rates, LGD estimates are calibrated to
Probability of Default/Loss Given Default (PD/LGD) Method reflect economic downturns. In the event that internal workout
for its investments in Tier 1 and Tier 2 perpetual securities data are insufficient to fully reflect loss rates during economic
issued by banks. downturns, internal and/or external proxies are used to adjust
the loss rates accordingly.
Residential Mortgage exposures are assessed and managed Other Retail exposures are assessed and managed using the
using the Groups framework of credit policies, procedures and Groups framework of credit policies, procedures and the Retail
the Retail segmentation model that integrates the PD, LGD segmentation model which integrates the PD, LGD and CCF
and CCF models to discriminate exposures according to their models to discriminate exposures according to their borrower
borrower and transaction risks. and transaction risks.
Profit/Loss
($'000)
Hypothetical daily profit and loss ($'000)
8,000 VaR at 99% confidence interval ($'000)
6,000
4,000
2,000
(2,000)
(4,000)
(6,000)
(8,000)
(10,000)
31 Jan 11 28 Feb 11 31 Mar 11 29 Apr 11 31 May 11 30 Jun 11 29 Jul 11 31 Aug 11 30 Sep 11 31 Oct 11 30 Nov11 30 Dec 11
VaR estimates are backtested against profit and loss of the Group trading VaR for general market risk by risk class a
trading book to validate the robustness of the methodology. The
backtesting process analyses whether the exceptions are due to
model deficiencies or market volatility. All backtest exceptions are
tabled at ALCO with recommended actions and resolutions.
The primary objective of interest rate risk management is to under different interest rate scenarios. This economic perspective
protect and enhance capital or economic net worth through measures interest rate risks across the full maturity profile of the
adequate, stable and reliable growth in net interest earnings balance sheet, including off-balance sheet items.
under a broad range of possible economic conditions.
Stress testing is also performed regularly to determine the
Exposure is quantified on a monthly basis using a combination adequacy of capital in meeting the impact of extreme interest rate
of static analysis tools and dynamic simulation techniques. Static movements on the balance sheet. Such tests are also performed
analysis tools include repricing schedules and sensitivity analysis. to provide early warnings of potential extreme losses, facilitating
They provide indications of the potential impact of interest rate the proactive management of interest rate risks in an environment
changes on interest income and price value through the analysis of rapid financial market changes.
of the sensitivity of assets and liabilities to changes in interest
rates. Interest rate sensitivity varies with different repricing The risks arising from the trading book, such as interest rates,
periods, currency and embedded optionality. Mismatches in the foreign exchange rates and equity prices, are managed and
longer tenor will experience greater change in the price-value of controlled under the market risk framework that is discussed
interest rate positions than similar positions in the shorter tenor. under the Market Risk section.
Liquidity risk is aligned with the regulatory liquidity risk Key Operational Risk Indicators are statistical data collected
management framework, and is measured and managed on and monitored by business and support units on an on-going
a projected cash flow basis. The Group is monitored under basis to facilitate early detection of potential operational control
business as usual, bank specific crisis and general market weaknesses. Trend analysis is carried out to identify systemic
crisis scenarios. Behavioural modelling is carried out regularly to issues that need to be addressed.
ensure that the cash flow requirements for business as usual
and crisis scenarios are realistic. Cash flow mismatch limits are A database of operational risk events and losses has been
established to limit the Groups liquidity exposure. The Group also established and corrective actions, where necessary, will be
employs liquidity early warning indicators and trigger points to taken to rectify the underlying root cause. The analysis of loss
signal possible contingency situations. trends and root causes of loss events helps in strengthening the
internal control environment.
Contingency funding plans are in place to identify liquidity crisis
using a series of warning indicators. Crisis escalation processes A Group Insurance Programme is in place to mitigate the risk of
and various strategies including funding and communication have high impact operational losses.
been developed to minimise the impact of any liquidity crunch.
A Product/Service Programme ensures that risks associated
Overseas banking branches and subsidiaries are required to with the introduction of new products and services are
comply with their local regulatory requirements. In the event identified, analysed and addressed prior to launch. The Product
that they are unable to source sufficient funds to meet the Sales Committee also reviews product suitability, product risk
financial obligation of their operations, the Groups Head Office in disclosures and reputation issues associated with the distribution
Singapore would meet such requirements. of retail investment products to individual customers. For online
products and services, extra care and precautionary measures are
The table in Note 41(d) to the financial statements on page 155 implemented to protect customers confidentiality and interests.
presents the maturity mismatch analysis of the Groups near and
long-term time bands relating to the cash inflow and outflows The Groups Outsourcing Policy and Framework ensures that
based on contractual maturity arising from the Groups activities. outsourcing risks are adequately identified and managed prior to
Behavioural adjustments were made on significant balance sheet entering into any new arrangements and on an on-going basis.
items that had actual maturity dates that differed substantially
from their contractual profile for the operations in Singapore, Effective business continuity and crisis management strategies
Malaysia and Thailand. and plans have been developed and tested to ensure prompt
recovery of critical business functions in the event of major
Behavioural modelling is carried out based on industry-approved business and/or system disruptions.
methodologies and reviewed regularly. Loans and deposits which
do not have maturity dates, and fixed deposits which are rolled over Legal risk is part of operational risk. Legal risk arises from
frequently, are generally estimated based on their past statistics or unenforceable, unfavourable, defective or unintended contracts;
trends. There may be some differences in the assumptions across lawsuits or claims; developments in laws and regulations; or non-
geographical locations due to variation in local conditions. compliance with applicable laws and regulations. Business units
work with the Groups legal counsel and external legal counsel to
ensure that legal risks are effectively managed.
OPERATIONAL RISK
Operational risk is managed through a framework of policies, Reputation risk is the adverse impact on earnings, liquidity or
processes and procedures by which business units identify, capital arising from negative stakeholder perception or opinion on
assess, monitor and mitigate their operational risks. the Groups business practices, activities and financial condition.
The Group has a framework for managing reputation risk.
Operational Risk Self Assessments involve identifying and
assessing inherent risks, as well as assessing the effectiveness An operational risk management training and awareness
of controls to mitigate the identified risks. Action plans to address programme is in place to facilitate on-going promotion of an
issues are documented and monitored via Operational Risk effective risk management culture.
Action Plans.
REMUNERATION The Group has also taken progressive steps towards risk-adjusted
performance metrics that take onto account the costs of capital.
Group risk-reward framework
The following diagram summarises the application of various
The Group risk-reward framework broadly sets forth the Groups
classes of performance metrics in the funding and distribution of
approach to managing risk and reward, and encapsulates
incentive plans.
the combined roles and actions of all business groups. The
framework allows for a flexible approach with both quantitative Economic profit
(includes cost of capital)
and qualitative methods being used to take into account the
various risk dimensions and their impact on performance and Return
(includes capital)
remuneration levers.
Profit
(includes costs)
Regulatory requirements and external
business environment
Revenue
Increasing complexity
consultants were presented to and approved by the RC. External The Group does not award guaranteed bonuses as part of
consultants have not been engaged to advise on remuneration in normal operations. However as an attraction/recruitment
respect of performance in 2011. strategy, sign-on bonuses and/or guaranteed bonuses may be
selectively offered to key hires, but only for the first year. No senior
During the financial year, the Groups remuneration policy executives or material risk takers hired during the financial year
and framework were reviewed for compliance with regulatory were awarded material sign-on bonuses or guaranteed bonuses
guidelines by internal auditors. exceeding 12 months of fixed pay.
Remuneration policy and processes There is no accelerated payment of deferred remuneration for
The remuneration policy is applicable Group-wide including employees leaving the Group other than in exceptional cases,
overseas subsidiaries and branches. It covers the remuneration such as death in service. Retiring and retired employees are
of non-executive directors and employees, including senior subject to the same performance conditions on their deferred
executives and material risk takers. Senior executives refer to remuneration as other employees in service. There are also no
the Principal Officers of the Group. Material risk takers include (i) special retirement plans, golden parachutes or special severance
employees (other than Group Principal Officers) at the corporate packages for senior executives and material risk takers.
grade of Managing Director; (ii) traders/dealers at Group head-
office and trading/dealing desk heads of regional subsidiaries; Key remuneration programmes and performance
and (iii) high-earning employees whose compensation exceed a adjustment mechanisms
pre-determined threshold. There are 29 Group Principal Officers The major components of variable remuneration in the Group
and 57 material risk takers covered under this disclosure. are cash-based variable bonuses under the global short-term
incentive (STI) plan and share-based awards under the long-
The objective of the Groups remuneration policy is to specify a term incentive (LTI) programme. While the remuneration
remuneration framework to attract, retain and motivate employees mix may differ across different job families and businesses
by remunerating competitively and appropriately, commensurate according to established industry norms, the proportion of
with their performance and contributions. The remuneration variable remuneration to total remuneration generally increases
framework further aims to align rewards to prudent risk-taking and with the respective employees seniority level, function/role,
balance short-term remuneration with longer-term performance. and performance. This ensures that variable remuneration is
The remuneration policy sets out the policies governing fixed effective in driving performance while balancing reward with
salaries, variable performance bonuses, benefits and share- prudent risk-taking.
based long-term incentives. The Group remuneration policy was
reviewed and approved by the RC in February 2011, with updates The Groups global STI plan aims to foster a pay-for-performance
on the alignment of group remuneration programmes to Financial culture and reward employees commensurate with the
Stability Board (FSB) compensation principles and standards, performance and return to shareholders delivered during the
including deferrals on bonuses. year. It is underpinned by a holistic set of key performance
indicators within a balanced scorecard framework incorporating
Employees in risk, compliance and financial control functions key performance indicators (KPIs) in the perspectives of
are remunerated independently of the performance of any financials, growth, risk management, processes, customers
business lines or business units they oversee to avoid and employees. Financial KPIs include measures on net profit,
conflicts of interest. Recommendations on the remuneration economic profit and capital, fee-based income and return on
of such employees take into consideration competitive market equity. The overall variable bonus pool of the Group is determined
levels for the respective job roles, overall performance of the by the achievement against these performance indicators, which
Group, achievement of operational KPIs in the respective are also cascaded across all business units. The variable bonus
risk, compliance or financial control functions, as well as on for each business unit is then allocated based on Group-wide
individual performance of the employees. performance as well as the achievement of business-specific
performance and other qualitative factors. Based on the
achievement of these KPIs, the bonus pools of the Group and the
business units may be increased up to a maximum of 30% in the In addition, for senior executives and selected managers, the
event of outperformance, or be reduced to zero in the event of Group has in place a share-based LTI programme comprising
underperformance. Downward adjustments to bonuses can also the UOB Restricted Share Plan and the UOB Share Appreciation
occur as a result of not meeting corporate outcomes in terms of Rights Plan. The objective of the LTI programme is to align the
risk/governance-related measures and standards or in instances interests of management to those of shareholders and focus
of non-compliance with internal protocols and guidelines. The participants on the sustainable longer-term performance and
variable bonuses recommended for employees, including senior financial strength of the Group. Under the plan, eligible participants
executives and material risk takers, is based on a combination are granted performance-contingent restricted shares and
of the performances of the Group, the business unit and the share appreciation rights. Subject to the achievement of future
individual. The RC reviews and approves the overall variable performance targets, 50% of the grants will vest on the second
bonus for the Group. anniversary of the grant while the remainder will vest on the third
anniversary. In the event of overachievement of the performance
Economic profit has been one of the measures used in targets, up to 130% of the target number of restricted shares and
remuneration since 2007. With effect from 2010, economic profit share appreciation rights granted may be vested to participants.
has become one of the Groups key determinants of performance. Conversely, in the event of underperformance, the grants may
At Group level, economic profit takes into account the Groups be partially or fully forfeited. The RC is the approval authority for
beta and market risk premiums; which in turn takes into account the UOB Restricted Share Plan and the UOB Share Appreciation
various risk factors such as country risk, liquidity risk, equity risk, Rights Plan.
reputational risk etc. High risk premiums will have the effect of
reducing economic profit, thus reducing the performance level The Group adjusts deferred remuneration (ie. deferred bonuses
and overall variable bonus of the Group. At the business unit and LTI) before vesting through performance-based malus
level, economic profit takes into account the cost of funds under arrangements described above. The Group may pursue claw
the banks funds transfer pricing framework which incorporates backs of deferred remuneration after vesting in the event of fraud,
liquidity risk premiums. A high liquidity risk premium will reduce misconduct or material misstatement of reported performance.
economic profit and result in a lower performance level and
variable bonus for the business.
In compliance with the requirements under Basel II Pillar 3 Summary of Risk Weighted Assets (RWA)
and the Monetary Authority of Singapore (MAS) Notice 637
Public Disclosure, various additional quantitative and qualitative RWA
disclosures have been included in the annual report under the Credit Risk $ million
sections of Capital Management, Risk Management, Human
Resource, Pillar 3 Disclosure, Group Financial Review and IRB Approach
Notes to the Financial Statements. This is to facilitate the Corporate 69,259
understanding of the UOB Groups risk profile and assessment of Sovereign 182
Bank 6,401
the Groups capital adequacy.
Residential Mortgage 6,567
Qualifying Revolving Retail 1,798
SCOPE OF APPLICATION Other Retail 1,545
Securitisation 35
In accordance with the accounting standards for financial Equity 14,426
reporting, all subsidiaries of the Group are fully consolidated from Total IRB Approach 100,213
the date the Group obtains control until the date such control
ceases. The Groups investment in associates is accounted Standardised Approach
for using the equity method from the date the Group obtains Corporate 7,006
significant influence over the associates until the date such Sovereign 83
significant influence ceases. Bank 246
Retail 4,580
However, for the purpose of computing capital adequacy Residential Mortgage 414
requirements at the Group level, investments in a subsidiary that Fixed Assets 2,215
carries out insurance business as an insurer are excluded from Other Exposures 1,666
the consolidated financial statements of the Group. In compliance Total Standardised Approach 16,210
with MAS Notice 637 on capital adequacy, such investments are
Total Credit Risk 116,423
deducted from eligible Tier 1 and Upper Tier 2 capital.
Standardised Approach
Interest rate 4,625
Equity 14
Foreign Exchange 2,801
Commodity 395
Total Standardised Approach 7,835
RWA
Operational Risk $ million
FIRB
Corporate 9,798 2,004
Sovereign 2,729
Bank 434 65
Retail NA NA
FIRB Total 12,961 2,069
a
The group currently uses supervisory prescribed haircuts for eligible financial
collateral
NA: Not Applicable
Exposure-
Securitisationa weighted
Risk Weights $ million average
Credit risk
0% to 50% 116 RWA EAD weights
51% to 100% CRR Band $ million $ million %
101% and above 3
Deducted 112 Strong 1,578 2,676 59
Good 1,589 1,780 89
Total 231 Satisfactory 994 815 122
Weak 164 62 265
a
Securitisation exposures purchased
Default 511
CF : Commodities Finance
PF : Project Finance
SF : Ship Finance
Expected Loss and Actual loss by asset class Equity Exposures In The Banking Book
Actual loss consists of impairment loss allowance and write-off The following table shows the value of the Equity exposures in
to the Groups income statement for the financial year ended the banking book:
31 December 2011.
IRB Approach IRB Approach
Expected (SRW) (PD/LGD)
Lossa Average Average
(as at 31 risk risk
December EAD weights EAD weights
Actual loss 2010) $ million % $ million %
Asset Class $ million $ million
Listed securities 1,328 300 1,073 177
Corporate 53 491 Other equity
Sovereign holdings 1,746 400 347 213
Bank 17
Retail 42 192 Total 3,074 1,420
Total 95 700 Total Equity exposures that were deducted from capital amounted
to $686 million.
a
Excludes defaulted exposures.
1
Examples of explicit ex-post adjustments include malus, clawbacks or similar
reversals or downward revaluations of awards.
2
Examples of implicit ex-post adjustments include fluctuations in the value of the
shares or performance units.
Management Discussion
and Analysis
Notes:
Certain comparative figures have been restated to conform with the current years presentation.
Certain figures in this section may not add up to the relevant totals due to rounding.
Amounts less than $500,000 in absolute term are shown as 0.
NM denotes not meaningful.
Overview
Overseas net profit before tax contribution (%) 34.7 31.5 3.2% points
Return on average ordinary shareholders equity (%) 3 11.1 12.9 (1.8)% points
Overview (continued)
Net asset value (NAV) per ordinary share ($) 4 13.23 12.51 5.8
Performance review
The Group recorded a net profit after tax of $2,327 million for the financial year 2011, 4.1% lower when compared to the previous year.
The increase in total income was offset by higher operating expenses, coupled with higher collective impairment set aside mainly due
to strong loans growth. Share of associates profits were lower due to weaker performance in the second half of 2011.
Total income increased 3.5% to $5,699 million for the year, contributed by higher net interest income and fee and commission
income. Net interest income grew 4.1% to $3,678 million as strong loans growth for the year more than offset the impact of lower
loan yields and rising funding costs. Fee and commission income rose 13.3% to $1,318 million across Singapore and the regional
countries. Loan-related fee income rose 29.9% to $370 million while fee income from trade-related, credit card and investment-
related businesses also increased. Trading and investment income was lower at $392 million due to weaker global market sentiments
in the second half of the year.
Costs continued to be managed. Total operating expenses for the year increased 8.5% to $2,450 million on higher staff costs, occupancy
and revenue-related expenses. Staff costs rose 13.0% on increased headcount to support business growth. Expense-to-income ratio
stood at 43.0%.
Credit quality of loans remained sound. Individual impairment on loans declined to $163 million, mainly from Singapore and the regional
countries. Loans charge off improved 5 basis points to 30 basis points while non-performing loans ratio improved 40 basis points to
1.4%. Total impairment charges were $523 million due to collective impairment arising from loans growth.
Net customer loans rose 25.6% to $141.2 billion as at 31 December 2011. The increase was broad based across geographies and
industries. Loans from the regional countries escalated 35.2%, higher than Singapore which grew 22.2% as the Groups regional
franchise gained further traction.
The Groups liquidity and funding position continued to be strong. Reliance on interbank funding was reduced considerably by
$12.1 billion, 38.0% to $19.8 billion as at 31 December 2011. Instead, customer deposits were built up significantly.
Customer deposits rose 19.1% for the year to reach $169.5 billion as at 31 December 2011. The growth was broad based across
territories and mostly in fixed deposits. Loans-to-deposits ratio stood at 83.3%. To further entrench the Groups funding position,
S$1 billion fixed rate subordinated notes, A$350 million senior unsecured floating rate notes, as well as US commercial papers were
raised during the year.
Shareholders equity grew 7.0% to $23.0 billion mainly contributed by higher retained earnings and the issuance of new ordinary shares
pursuant to the scrip dividend scheme.
Group Tier 1 and total capital adequacy ratios of 13.5% and 16.7% respectively as at 31 December 2011 were well above the regulatory
requirements. The capital adequacy ratios were lower compared to the previous year largely due to higher risk-weighted assets on
strong loans growth.
2011 2010
Average Average Average Average
balance Interest rate balance Interest rate
$ million $ million % $ million $ million %
Interest income
Customer loans 903 (399) 505 126 (241) (115)
Interbank balances (1) 130 130 148 (141) 7
Securities (37) 49 13 40 (98) (57)
Total 866 (219) 647 314 (480) (166)
Interest expense
Customer deposits 173 241 413 101 (131) (30)
Interbank balances/others 48 40 88 21 (16) 6
Total 221 280 501 123 (147) (24)
Net interest income grew 4.1% to $3,678 million as strong loans growth for the year more than offset the impact of lower loan yields
and rising funding costs. Net interest margin was lower at 1.92%.
Non-interest income
Core non-interest income improved 2.3% to $2,021 million in 2011, led by strong growth in fee and commission income across
Singapore and the regional countries. Loan-related fee income rose 29.9% while fee income from trade-related, credit card and
investment-related businesses also increased. Trading and investment income was lower at $392 million due to weaker global market
sentiments in the second half of the year.
Operating expenses
Costs continued to be managed. Total operating expenses for the year increased 8.5% to $2,450 million on higher staff costs, occupancy
and revenue-related expenses. Staff costs rose 13.0% on increased headcount to support business growth. Expense-to-income ratio
was 2% points higher at 43.0%.
Impairment charges
Credit quality of loans remained sound. Total impairment charges was higher at $523 million. Collective impairment increased 28.2%
to $303 million mainly on robust loans growth. Individual impairment on loans declined 14.4% to $163 million, mainly from Singapore
and the regional countries. Loans charge off improved 5 basis points to 30 basis points while non-performing loans ratio improved 40
basis points to 1.4%.
Customer loans
2011 2010
$ million $ million
By industry
Transport, storage and communication 7,041 6,710
Building and construction 17,515 11,506
Manufacturing 11,336 8,617
Financial institutions 23,966 18,673
General commerce 17,597 15,094
Professionals and private individuals 18,629 14,907
Housing loans 40,615 33,528
Others 7,244 6,086
Total (gross) 143,943 115,122
By currency
Singapore dollar 78,557 66,915
US dollar 19,791 13,855
Malaysian ringgit 18,832 14,282
Thai baht 7,530 6,841
Indonesian rupiah 4,488 3,213
Others 14,743 10,017
Total (gross) 143,943 115,122
By maturity
Within 1 year 50,384 44,983
Over 1 year but within 3 years 23,170 19,766
Over 3 years but within 5 years 20,484 12,575
Over 5 years 49,904 37,798
Total (gross) 143,943 115,122
By geography 1
Singapore 92,268 75,534
Malaysia 20,712 15,278
Thailand 7,818 7,050
Indonesia 5,765 3,975
Greater China 8,430 5,295
Others 8,949 7,990
Total (gross) 143,943 115,122
1
Based on the location where the loans are booked.
Net customer loans rose 25.6% to $141.2 billion, where the increase was broad based across geographies and industries. Loans from
the regional countries grew 35.2% while that from Singapore was also strong at 22.2%, crossing $90 billion as at 31 December 2011.
Non-performing assets
2011 2010
$ million $ million
By grading
Substandard 1,652 1,478
Doubtful 426 432
Loss 502 650
Total 2,580 2,560
By security coverage
Secured 998 1,153
Unsecured 1,582 1,407
Total 2,580 2,560
By ageing
Current 605 596
Within 90 days 190 194
Over 90 to 180 days 141 251
Over 180 days 1,644 1,519
Total 2,580 2,560
Cumulative impairment
Individual 1,049 1,157
Collective 2,158 1,888
Total 3,207 3,045
2011 2010
NPL NPL ratio NPL NPL ratio
$ million % $ million %
NPL by industry
Transport, storage and communication 534 7.6 361 5.3
Building and construction 108 0.6 149 1.1
Manufacturing 401 3.5 524 6.1
Financial institutions 194 0.8 194 1.0
General commerce 259 1.5 353 2.3
Professionals and private individuals 144 0.8 197 1.3
Housing loans 228 0.6 259 0.8
Others 152 2.1 118 1.7
Total 2,020 1.4 2,155 1.8
1
Included contingent liabilities in 2011.
NPL by geography 1
Singapore
2011 714 0.8 250.1 542.9
2010 845 1.1 213.7 393.5
Malaysia
2011 346 1.7 114.7 336.4
2010 373 2.4 93.6 258.5
Thailand
2011 309 4.0 81.9 141.3
2010 409 5.2 69.4 120.9
Indonesia
2011 83 1.4 83.1 1,150.0
2010 80 2.0 71.3 814.3
Greater China
2011 31 0.4 222.6 222.6
2010 61 1.2 104.9 376.5
Others
2011 537 6.0 33.1 36.3
2010 387 4.8 31.5 56.2
Group
2011 2,020 1.4 136.2 238.5
2010 2,155 1.8 124.5 250.7
1
Based on the location where the non-performing loans are booked.
Group NPL improved to $2,020 million as at 31 December 2011, with Group NPL ratio lower at 1.4% over the previous year.
Impairment coverage against NPL remained strong at 136.2%.
Customer deposits
2011 2010
$ million $ million
By product group
Fixed deposits 95,168 77,310
Savings deposits 39,945 34,841
Current accounts 27,993 27,261
Others 6,355 2,888
Total 169,460 142,299
By maturity
Within 1 year 162,887 139,129
Over 1 year but within 3 years 5,185 1,784
Over 3 years but within 5 years 1,126 1,157
Over 5 years 263 230
Total 169,460 142,299
By currency
Singapore dollar 95,720 86,464
US dollar 19,818 17,264
Malaysian ringgit 20,890 15,508
Thai baht 6,874 6,503
Indonesian rupiah 4,774 3,150
Others 21,384 13,410
Total 169,460 142,299
The Groups funding and liquidity position continued to be strong. Loans-to-deposits ratio improved to 83.3% as at 31 December 2011.
Customer deposits rose 19.1% for the year to reach $169.5 billion as at 31 December 2011. The strong deposits growth were broad
based across territories and mostly in fixed deposits.
Debts issued
2011 2010
$ million $ million
Subordinated debts
Due after one year (unsecured) 5,084 5,367
To further diversify the Groups funding base, longer-term funds were raised by tapping on institutional demands. S$1 billion fixed
rate subordinated notes, A$350 million senior unsecured floating rate notes and US commercial papers were issued during the year.
As a result, less reliance was placed on interbank funding which dropped 38.0% for the year to $19.8 billion.
Shareholders equity
2011 2010
$ million $ million
Shareholders equity grew 7.0% to $23.0 billion mainly contributed by higher retained earnings and the issuance of new ordinary shares
pursuant to the scrip dividend scheme.
As at 31 December 2011, revaluation surplus of $3.2 billion on the Groups properties was not recognised in the financial statements.
2011
Operating income 2,406 2,176 927 580 (390) 5,699
Operating expenses (1,306) (464) (533) (422) 275 (2,450)
Impairment charges (71) (170) 17 (299) (523)
Amortisation of intangible assets (3) (7) (10)
Share of profit of associates (3) 96 93
Profit before tax 1,026 1,535 408 (45) (116) 2,808
2010
Operating income 2,245 1,885 1,153 568 (344) 5,507
Operating expenses (1,157) (433) (461) (460) 253 (2,258)
Impairment charges (67) (175) 38 (270) (474)
Amortisation of intangible assets (3) (8) (11)
Share of profit of associates 3 136 139
Profit before tax 1,018 1,269 733 (26) (91) 2,903
1
Transfer prices between operating segments are on arms length basis in a manner similar to transactions with third parties.
2
Excluded one-time gain on sale of UOB Life Assurance Limited and United Industrial Corporation Limited in 2010.
3
This includes joint income and expenses allocated to business segments in respect of cross-sell activities.
4
Certain prior period comparatives have been restated to reflect the re-alignment of the organisation to be more segment focused.
The Group is organised to be segment-led across key markets. Global segment heads are responsible for driving business, with
decision-making balanced with a geographical perspective. For internal management purposes, the following segments represent the
key customer segments and product groups:
Other
Segment loss increased to $45 million in 2011, mainly due to higher collective impairment set aside and lower share of associates profits.
The Group recorded a 3.5% increase in total operating income for 2011, contributed by the regional countries which rose 14.6% to
$2.0 billion for the year. At the pre-tax profit level, the regional countries grew 4.7% in 2011, contributed by Malaysia and Greater China.
The Groups capital adequacy ratios continued to be strong with core Tier 1, Tier 1 and total capital adequacy ratios at 11.9%, 13.5%
and 16.7% respectively. These ratios were lower than a year ago due to higher risk-weighted assets on strong loans growth, partly
offset by higher retained earnings.
Financial
Statements
Contents
85 Directors Report
90 Statement by Directors
91 Independent Auditors Report
92 Income Statements
93 Statements of Comprehensive Income
94 Balance Sheets
95 Statements of Changes in Equity
97 Consolidated Cash Flow Statement
98 Notes to the Financial Statements
The directors are pleased to present their report to the members together with the audited financial statements of United Overseas Bank
Limited (the Bank) and its subsidiaries (collectively, the Group) for the financial year ended 31 December 2011.
Directors
The directors of the Bank in office at the date of this report are:
Neither at the end of nor at any time during the financial year was the Bank a party to any arrangement whose objects are, or one of
whose objects is, to enable the directors of the Bank to acquire benefits by means of the acquisition of shares or debentures of the Bank
or any other body corporate, other than those issued in connection with the UOB Restricted Share Plan and UOB Share Appreciation
Rights Plan as set out in this report.
(a) The following directors, who held office at the end of the financial year, had, according to the register of directors shareholdings
required to be kept under Section 164 of the Singapore Companies Act, Cap. 50, an interest in shares of the Bank or related
corporations as stated below:
The Bank
Ordinary shares
Wee Cho Yaw 17,382,921 16,913,367 263,862,980 256,801,601
Wee Ee Cheong 3,047,878 2,965,549 156,432,870 152,207,242
Cheng Jue Hiang Willie 50,467 50,467
Ngiam Tong Dow 14,464 14,074
Cham Tao Soon 10,003 10,003
(b) There was no change in any of the above-mentioned interests in the Bank between the end of the financial year and
21 January 2012.
Except as disclosed in the financial statements, since the end of the previous financial year, no director of the Bank has received or
become entitled to receive a benefit by reason of a contract made by the Bank or a related corporation with the director, or with a firm
of which the director is a member, or with a company in which the director has a substantial financial interest.
Directors remuneration
Details of the total fees and other remuneration paid/payable by the Group to the directors of the Bank for the financial year ended
31 December 2011 are as follows:
Benefits-
in-kind
Chairmans Directors and
fee fees Salary Bonus other Total
% % % % % %
$6,500,000 to $6,749,999
Wee Ee Cheong 1 3.1 14.3 80.7 1.9 100.0
$2,750,000 to $2,999,999
Wee Cho Yaw 2 80.8 18.7 0.5 100.0
$250,000 to $499,999
Cham Tao Soon 100.0 100.0
Below $250,000
Ngiam Tong Dow 100.0 100.0
Wong Meng Meng 100.0 100.0
Yeo Liat Kok Philip 100.0 100.0
Lim Pin (Retired on 29 April 2011) 100.0 100.0
Thein Reggie 100.0 100.0
Franklin Leo Lavin 100.0 100.0
Cheng Jue Hiang Willie 100.0 100.0
Tan Lip-Bu 100.0 100.0
1
60% of the variable bonus to be received by Mr Wee Ee Cheong will be deferred and vest equally over 3 years subject to the Bank fulfilling pre-determined performance
conditions. Of the 60% deferred bonus, half will be issued in the form of performance units which are derived by dividing the amount of deferred bonus by the fair value
of a UOB share on the date of issue. After vesting, the performance units may be redeemed, and the amount payable to Mr Wee will be determined by multiplying the
number of performance units with the closing price of a UOB share on the date of redemption. The dates of issue and vesting of the performance units shall be determined
by the Remuneration committee.
2
The total remuneration of Chairman Wee, which falls within the above-mentioned band, includes a fee of $2.25 million that the Remuneration Committee has proposed to
pay to him for providing valuable advice and guidance to Management. The proposed fee is subject to shareholders approval at the Annual General Meeting to be held
on 26 April 2012.
The share-based compensation plans, which are administered by the Remuneration Committee, comprise the UOB Restricted Share
Plan and UOB Share Appreciation Rights Plan. Details of these plans are found below and in Note 38 to the financial statements.
UOB Restricted Share Plan and UOB Share Appreciation Rights Plan (the Plans)
Following a review of the remuneration strategy across the Group, the Bank implemented the Plans on 28 September 2007, with a view
to aligning the interests of participants with that of shareholders and the Group by fostering a culture of ownership and enhancing the
competitiveness of the Groups remuneration for selected employees.
Employees with a minimum of one-year service may be selected to participate in the Plans based on factors such as market-competitive
practices, job level, individual performance, leadership skills and potential. Generally granted on an annual basis, the Remuneration
Committee will determine the number of Restricted Shares (RS) and Share Appreciation Rights (SAR) to be granted, the vesting
period and the conditions for vesting.
RS represent UOB shares that are restricted by time and performance conditions as to when they vest. Upon vesting, participants will
receive UOB shares represented by the RS.
SAR are rights, which upon exercise, confer the right to receive such number of UOB shares (or by exception, cash) equivalent to the
difference between the prevailing market value and the grant value of the underlying UOB shares comprised in the SAR, divided by
the prevailing market value of a UOB share. The grant value is determined with reference to the average of the closing prices of UOB
shares over the three days preceding the grant date. Upon vesting of SAR, participants have up to six years from the date of grant to
exercise their rights.
Subject to the achievement of pre-determined return on equity (ROE) targets as shown below, 25% of the RS and SAR of the 2008
grant and 50% of the 2009 and subsequent grants, will vest after two years and the remainder after three years from the dates of grant.
Participants who leave the Group before vesting of the RS and SAR will forfeit their rights unless otherwise decided by the
Remuneration Committee.
The Plans shall be in force for a period of ten years or such other period as the Remuneration Committee may determine. The Plans
only allow the delivery of UOB ordinary shares held in treasury by the Bank.
Audit Committee
The Audit Committee comprises three members, all of whom are non-executive independent directors. The members of the Audit
Committee at the date of this report are as follows:
The Audit Committee has reviewed the financial statements, the internal and external audit plans and audit reports, the external
auditors evaluation of the system of internal accounting controls, the scope and results of the internal and external audit procedures,
the adequacy of internal audit resources, the cost effectiveness, independence and objectivity of external auditors, the significant
findings of internal audit investigations and interested person transaction if any. The reviews were made with the internal and external
auditors, the Chief Financial Officer and/or other senior management staff, as appropriate.
The Audit Committee has considered the financial, business and professional relationships between the external auditors and the Bank.
It is of the view that the relationships are not incompatible with maintaining the independence of the external auditors.
Auditors
The Audit Committee has nominated Ernst & Young LLP for re-appointment as auditors of the Bank and Ernst & Young LLP have
expressed their willingness to be re-appointed.
Singapore
23 February 2012
We, Wee Cho Yaw and Wee Ee Cheong, being two of the directors of United Overseas Bank Limited, do hereby state that, in the opinion
of the directors:
(a) the accompanying balance sheets, income statements, statements of comprehensive income, statements of changes in equity
and consolidated cash flow statement together with notes thereto are drawn up so as to give a true and fair view of the state of
affairs of the Bank and of the Group as at 31 December 2011, the results of the business and changes in equity of the Bank and
the Group and cash flows of the Group for the financial year then ended; and
(b) at the date of this statement, there are reasonable grounds to believe that the Bank will be able to pay its debts as and when
they fall due.
Singapore
23 February 2012
Auditors responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our
audit in accordance with Singapore Standards on Auditing. Those standards require that we comply with ethical requirements
and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free
from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial
statements. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement
of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal
control relevant to the entitys preparation of the consolidated financial statements that give a true and fair view in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
entitys internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of
accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements of the Bank and the consolidated financial statements of the Group are properly drawn up in
accordance with the provisions of the Act and Singapore Financial Reporting Standards, including the modification of the requirements
of FRS39 Financial Instruments: Recognition and Measurement in respect of loan loss provisioning by MAS Notice 612 Credit Files,
Grading and Provisioning, so as to give a true and fair view of the state of affairs of the Bank and the Group as at 31 December 2011,
the results of the Bank and of the Group, the changes in equity of the Bank and the changes in equity and cash flows of the Group for
the year ended on that date.
Singapore
23 February 2012
Attributable to:
Equity holders of the Bank 2,327,003 2,695,851 1,984,316 2,300,614
Non-controlling interests 13,684 21,231
2,340,687 2,717,082 1,984,316 2,300,614
The accounting policies and explanatory notes form an integral part of the financial statements.
Attributable to:
Equity holders of the Bank 2,112,298 2,860,809 1,917,592 2,588,487
Non-controlling interests 5,472 20,985
2,117,770 2,881,794 1,917,592 2,588,487
The accounting policies and explanatory notes form an integral part of the financial statements.
Equity
Share capital 12 5,253,129 4,685,480 4,421,579 3,853,930
Retained earnings 13 8,498,587 7,686,509 6,894,954 6,363,116
Other reserves 14 9,215,382 9,101,389 8,965,442 8,730,389
Equity attributable to equity holders of the Bank 22,967,098 21,473,378 20,281,975 18,947,435
Non-controlling interests 176,870 180,174
Total equity 23,143,968 21,653,552 20,281,975 18,947,435
Liabilities
Deposits and balances of:
Banks 19,750,231 31,861,606 18,427,064 30,012,069
Non-bank customers 16 169,460,469 142,299,454 128,906,766 111,726,985
Subsidiaries 6,873,071 2,269,153
Bills and drafts payable 1,729,947 1,288,494 273,202 182,949
Derivative financial liabilities 34 7,066,549 5,742,797 6,513,356 5,288,776
Other liabilities 17 3,368,925 3,937,105 1,568,574 2,426,092
Tax payable 617,503 706,978 538,422 641,882
Deferred tax liabilities 18 34,215 25,388 18,283 672
Debts issued 19 11,785,938 6,263,106 6,423,880 6,165,111
Total liabilities 213,813,777 192,124,928 169,542,618 158,713,689
Assets
Cash, balances and placements with central banks 20 26,786,261 30,742,589 16,278,308 25,111,794
Singapore Government treasury bills and securities 9,652,099 12,208,479 9,591,069 12,088,460
Other government treasury bills and securities 8,187,626 7,521,047 4,139,516 3,278,200
Trading securities 21 271,335 137,796 167,700 133,535
Placements and balances with banks 22 16,951,056 11,454,864 14,170,486 9,195,488
Loans to non-bank customers 23 141,191,285 112,439,875 105,850,495 85,538,201
Placements with and advances to subsidiaries 5,692,510 2,869,330
Derivative financial assets 34 6,256,893 5,563,030 5,964,416 5,300,857
Assets pledged 24 2,526,169 6,949,973 2,526,169 6,949,973
Investment securities 25 13,770,398 15,639,224 12,219,380 14,199,914
Other assets 26 3,566,341 3,337,476 2,583,135 2,475,126
Deferred tax assets 18 333,847 231,342 108,789 41,098
Investment in associates 27 1,092,270 1,198,160 369,044 371,493
Investment in subsidiaries 28 4,762,588 4,757,008
Investment properties 30 1,125,929 1,125,395 1,457,792 1,418,669
Fixed assets 31 1,050,273 1,019,149 761,377 750,159
Intangible assets 32 4,195,963 4,210,081 3,181,819 3,181,819
Total assets 236,957,745 213,778,480 189,824,593 177,661,124
The accounting policies and explanatory notes form an integral part of the financial statements.
The Group
Attributable to equity holders of the Bank
Non-
Share Retained Other controlling Total
capital earnings reserves Total interests equity
$000 $000 $000 $000 $000 $000
2011
Balance at 1 January 4,685,480 7,686,509 9,101,389 21,473,378 180,174 21,653,552
2010
Balance at 1 January 4,051,083 6,323,905 8,611,145 18,986,133 169,189 19,155,322
The accounting policies and explanatory notes form an integral part of the financial statements.
The Bank
Share Retained Other Total
capital earnings reserves equity
$000 $000 $000 $000
2011
Balance at 1 January 3,853,930 6,363,116 8,730,389 18,947,435
2010
Balance at 1 January 3,219,533 5,337,469 8,136,262 16,693,264
The accounting policies and explanatory notes form an integral part of the financial statements.
2011 2010
$000 $000
The accounting policies and explanatory notes form an integral part of the financial statements.
These notes form an integral part of and should be read in conjunction with the accompanying financial statements.
1. Corporate information
United Overseas Bank Limited (the Bank) is a limited liability company incorporated and domiciled in Singapore. The registered
office of the Bank is at 80 Raffles Place, UOB Plaza, Singapore 048624.
The Bank is principally engaged in the business of banking in all its aspects. The principal activities of its major subsidiaries are
set out in Note 28b to the financial statements.
The financial statements have been prepared under the historical cost convention, except for available-for-sale financial assets,
financial instruments at fair value through profit or loss and all financial derivatives. In addition, the carrying amount of assets
and liabilities that are designated as hedged items in a fair value hedge are adjusted for fair value changes attributable to the
hedged risks.
The financial statements are presented in Singapore dollars and to the nearest thousand unless otherwise indicated.
Other than the above changes, the accounting policies applied by the Group in the financial year were consistent with those
adopted in the previous financial year.
These pronouncements are not expected to have a significant impact on the financial statements of the Group when adopted.
Subsidiaries are consolidated from the date the Group obtains control until the date such control ceases. Inter-company
transactions and balances are eliminated. Adjustments are made to align the accounting policies of the subsidiaries to those
of the Group. The portion of profit or loss and net assets of subsidiaries that belong to the non-controlling interests is disclosed
separately in the consolidated financial statements. Gain or loss arising from changes of the Banks interest in subsidiaries is
recognised in the income statement if they result in loss of control in the subsidiaries, otherwise, in equity.
Acquisition of subsidiaries and other business combinations are accounted for using the acquisition method. Consideration for
the acquisition includes fair value of the assets transferred, liabilities incurred, equity interests issued, contingent consideration
and existing equity interest in the acquiree. Identifiable assets acquired and liabilities and contingent liabilities assumed are, with
limited exceptions, measured at fair values at the acquisition date. Non-controlling interests that are equity interests are measured
at fair value or the proportionate share of the acquirees net identifiable assets at the acquisition date, determined on a case by
case basis. All other components of non-controlling interests are measured at their acquisition-date fair values. Acquisition-related
costs are expensed off when incurred. Goodwill is determined and accounted for in accordance with Note 2j(i).
Prior to 1 January 2010, acquisition of subsidiaries and other business combinations were accounted for using the purchase
method. Acquisition-related costs were capitalised. Non-controlling interests were measured at the proportionate share of the
acquirees net identifiable assets. Where business combinations were achieved in stages, fair value adjustments to previously
held interests were recognised in equity. Contingent consideration was recognised only if the Group had a present obligation and
the economic outflow was more likely than not to occur and could be reliably measured. Goodwill was adjusted for subsequent
measurements of the contingent consideration.
In the Banks separate financial statements, investment in subsidiaries is stated at cost less allowance for impairment, if any,
determined on an individual basis.
The Groups investment in associates and joint ventures is accounted for using the equity method from the date the Group obtains
significant influence or joint control over the entities until the date such significant influence or joint control ceases. Unrealised
gains on transactions with associates and joint ventures are eliminated to the extent of the Groups interest in the entities.
Unrealised losses are also eliminated unless they relate to impairment of the assets transferred. Adjustments are made to align
the accounting policies of the associates and joint ventures to those of the Group.
Under the equity method, the Groups investment in associates and joint ventures is carried in the balance sheet at cost (including
goodwill on acquisition), plus post-acquisition changes in the Groups share of net assets of the associates and joint ventures, less
allowance for impairment, if any, determined on an individual basis. The Group recognises its share of the results of operations
and changes in other comprehensive income of the associates and joint ventures in the consolidated income statement and in
equity respectively. Where the share of losses of an associate or joint venture exceeds the Groups interest in the associate or joint
venture, such excess is not recognised in the consolidated income statement.
Upon loss of significant influence over the associates or joint control over the joint ventures, any resulting gain or loss is recognised
in the income statement and the related share of reserves is accounted for in the same manner as if the associates or joint
ventures have directly disposed of the related assets and liabilities. Any retained investment is measured at its fair value.
Exchange differences arising on the settlement of monetary items or on translating monetary items at balance sheet date are
recognised in the income statement. Exchange differences arising from monetary items that form part of the net investment
in foreign operations, or on foreign currency borrowings that provide a hedge against a net investment in a foreign operation,
are recognised initially in the foreign currency translation reserve in the consolidated balance sheet, and subsequently in the
consolidated income statement on disposal of the foreign operation.
Goodwill and fair value adjustments arising on the acquisition of foreign operations are recorded in the functional currency
of the foreign operations and translated at the exchange rate ruling at the balance sheet date. For acquisitions prior to
1 January 2005, goodwill and fair value adjustments were recorded in Singapore dollars at the exchange rate prevailing
at the date of acquisition.
Financial instruments are classified as held for trading if they are acquired for short-term profit taking. Financial derivatives
are classified as held for trading unless they are designated as hedging instruments.
Financial instruments are designated as fair value through profit or loss if they meet the following criteria:
the designation eliminates or significantly reduces the inconsistent treatment that would otherwise arise from
measuring the assets or liabilities on a different basis;
the assets and liabilities are managed on a fair value basis in accordance with a documented risk management or
investment strategy; or
the financial instrument contains an embedded derivative that would otherwise require bifurcation.
Available-for-sale
Non-derivative financial assets that are not classified into any of the preceding categories and are available for sale are
classified in this category.
Non-trading liabilities
Non-derivative financial liabilities that are not held for active trading or designated as fair value through profit or loss are
classified as non-trading liabilities.
(ii) Measurement
Initial measurement
Financial instruments are initially recognised at their fair value plus transaction costs directly attributable to the acquisition
or issuance of the instruments. For financial instruments classified as fair value through profit or loss, transaction costs are
expensed off.
Subsequent measurement
Financial instruments classified as held for trading and designated as fair value through profit or loss are measured at fair
value with fair value changes recognised in the income statement.
Available-for-sale assets are measured at fair value with fair value changes taken to the fair value reserve, and subsequently
to the income statement upon disposal or impairment of the assets.
All other financial instruments are measured at amortised cost using the effective interest method less allowance for impairment.
Interest and dividend on all non-derivative financial instruments are recognised as interest income/expense and dividend
income accordingly.
Financial instruments are derecognised when the risks and rewards associated with the instruments are substantially
transferred, cancelled or expired. On derecognition, the difference between the carrying amount of the instruments and
the consideration received/paid, less the accumulated gain or loss that has been recognised in equity are taken to the
income statement.
Financial assets that are individually significant are assessed individually. Those not individually significant are grouped
together based on similar credit risks and assessed as a portfolio.
For financial assets carried at amortised cost, impairment loss is determined as the difference between the assets carrying
amount and the present value of estimated future cash flows discounted at the original effective interest rate. The loss is
recognised in the income statement.
For available-for-sale assets, impairment loss is determined as the difference between the assets cost and the current fair
value, less any impairment loss previously recognised in the income statement. The loss is transferred from the fair value
reserve to the income statement. For available-for-sale equity instruments, subsequent recovery of the impairment loss is
written back to the fair value reserve.
Financial assets are written off when all avenues of recovery have been exhausted.
Collective impairment
Collective impairment is made for estimated losses inherent in but not currently identifiable to the individual financial assets.
The allowance is made based on managements experience and judgement and taking into account country and portfolio
risks. A minimum of 1% of credit exposure net of collaterals and individual impairment is maintained by the Group in
accordance with the transitional provision set out in MAS Notice 612.
Investment properties are properties held for rental income and/or capital appreciation while owner-occupied properties are those
for office use.
Freehold land and leasehold land exceeding 99 years tenure are not depreciated. Other leasehold land is depreciated on a
straight-line basis over the lease period. Buildings are depreciated on a straight-line basis over 50 years or the lease period,
whichever is shorter. Other fixed assets are depreciated on a straight-line basis over their expected useful lives of five to ten years.
The expected useful life, depreciation method and residual value of investment properties and fixed assets are reviewed annually.
Investment properties and fixed assets are reviewed for impairment when events or changes in circumstances indicate that their
recoverable amounts, being the higher of fair value less cost to sell and value in use, may be below their carrying amounts.
Investment properties and fixed assets are derecognised upon disposal and the resulting gain or loss is recognised in the
income statement.
Prior to 1 January 2010, goodwill in a business combination represented the excess of acquisition cost over net fair value
of the identifiable assets acquired and liabilities and contingent liabilities assumed.
After initial recognition, goodwill is measured at cost less accumulated impairment losses, if any.
Goodwill is reviewed for impairment annually or more frequently if the circumstances indicate that its carrying amount
may be impaired. At the date of acquisition, goodwill is allocated to the cash-generating units (CGU) expected to benefit
from the synergies of the business combination. The Groups CGU correspond with the operating segments reported in
Note 40a. Where the recoverable amount, being the higher of fair value less cost to sell and value in use, of a CGU is below
its carrying amount, the impairment loss is recognised in the income statement and subsequent reversal is not allowed.
For intangible assets with finite useful lives, they are amortised on a straight-line basis over the estimated useful lives and
assessed for impairment whenever there is an indication of impairment. The amortisation charges are recognised in the
income statement. The useful life and amortisation method are reviewed annually.
Intangible assets with indefinite useful lives are not amortised but reviewed for impairment annually or more frequently if the
circumstances indicate that the recoverable amounts, being the higher of fair value less cost to sell and value in use, may
be below their carrying amounts.
Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against which
the deductible temporary differences can be utilised. Deferred tax assets are offset against deferred tax liabilities if a legally
enforceable right to set off current tax assets against current tax liabilities exists and the deferred taxes relate to the same
taxable entity and tax authority.
Deferred tax is not provided for temporary differences arising from initial recognition of goodwill or of an asset or liability
that does not affect accounting or taxable profit, and taxable temporary differences related to investments in subsidiaries,
associates and joint ventures where the timing of the reversal of the temporary differences can be controlled and it is
probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax is taken to equity for gains and losses recognised directly in equity.
(l) Provisions
Provisions are recognised when the Group has a present legal or constructive obligation where an outflow of resources to settle
the obligation is probable and a reliable estimate can be made.
Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. When an outflow of
resources to settle the obligation is no longer probable, the provision is reversed.
Fee and commission income is recognised when services are rendered. For services that are provided over a period of time, fee
and commission income is recognised over the service period.
Leave entitlements are recognised when they accrue to employees. Provision for leave entitlements is made based on contractual
terms with adjustment for expected attrition.
Cost of share-based compensation is expensed to the income statement over the vesting period with corresponding increase
in the share-based compensation reserve. The estimated number of grants to be ultimately vested and its financial impact are
reviewed on the balance sheet date and adjustments made accordingly to reflect changes in the non-market vesting conditions.
Reverse Repo are treated as collateralised lending and the amounts lent are reported under placements and balances with banks
and loans to non-bank customers accordingly.
The difference between the amounts received and paid under Repo and reverse Repo are accounted for as interest expense and
interest income respectively.
Individual impairment of financial assets assessment of the timing and amount of future cash flows and collateral value and
determination of prolonged decline in market prices.
Collective impairment of financial assets assessment of country, industry and other portfolio risk, historical loss experience
and economic indicators.
Impairment review of goodwill projection of recoverable amount and determination of growth rates and discount rates.
Fair valuation of financial instruments selection of valuation models and data inputs for financial instruments with no
active markets.
Provision of income taxes interpretation of tax regulations on certain transactions and computations.
3. Interest income
4. Interest expense
7. Staff costs
Of which:
Chairman/directors fees 5,285 5,375 3,927 3,888
Depreciation of assets 115,628 137,067 68,368 84,519
Rental expenses 94,658 80,269 68,501 60,540
Auditors remuneration paid/payable to:
Auditors of the Bank 2,154 1,971 1,562 1,444
Affiliates of auditors of the Bank 1,961 2,124 628 422
Other auditors 164 232 6 108
Non-audit fees paid/payable to:
Auditors of the Bank 217 293 217 285
Affiliates of auditors of the Bank 107 537 62 476
Other auditors 198
Expenses on investment properties 44,348 42,508 30,474 29,626
10. Tax
Tax charge on profit for the financial year differs from the theoretical amount computed using Singapore corporate tax rate due
to the following factors:
Prima facie tax calculated at tax rate of 17% (2010: 17%) 461,517 519,800 382,960 436,306
Effect of:
Income taxed at concessionary rates (25,896) (31,976) (24,922) (31,062)
Different tax rates in other countries 73,350 66,676 25,062 2,502
Losses of foreign operations not offset against
taxable income of Singapore operations 1,336 1,998 1,336 1,998
Income not subject to tax (63,538) (56,451) (72,391) (84,377)
Expenses not deductible for tax 36,081 31,088 24,353 22,208
Other 5,217 (2,128) 284 (710)
Tax expense on profit of the financial year 488,067 529,007 336,682 346,865
Basic and diluted earnings per share (EPS) are determined as follows:
The Group
2011 2010
EPS ($)
Basic 1.43 1.70
Diluted 1.42 1.69
Ordinary shares
Balance at 1 January 1,560,139 2,880,952 1,524,194 2,259,532
Issue of shares under scrip dividend scheme 30,355 546,686 35,945 621,420
Balance at 31 December 1,590,494 3,427,638 1,560,139 2,880,952
Treasury shares
Balance at 1 January (17,515) (344,433) (18,175) (357,410)
Share buyback held in treasury (570) (8,827)
Issue of shares under share-based
compensation plans 1,515 29,790 660 12,977
Balance at 31 December (16,570) (323,470) (17,515) (344,433)
(b) The ordinary shares have no par value and were fully paid. The holders of ordinary shares (excluding treasury shares) have
unrestricted rights to dividends, return of capital and voting.
During the financial year, the Bank issued 30,355,000 (2010: 35,945,000) ordinary shares to eligible shareholders who had
elected to participate in the scrip dividend scheme. All newly issued shares rank pari passu in all respects with the previously
issued shares.
(c) During the financial year, the Bank purchased 570,000 (2010: nil) UOB ordinary shares in the open market at an average price of
$15.48 (2010: nil) per share, amounting to total cash consideration of $8,827,000 (2010: nil). These shares were held in treasury.
(d) During the financial year, the Bank issued 1,515,000 (2010: 660,000) treasury shares to participants of the share-based
compensation plans.
(e) The Class E non-cumulative non-convertible preference shares with liquidation preference of S$100 per share were issued by the
Bank on 15 September 2008. The shares are perpetual securities with no fixed maturity. Subject to the approval of MAS, they may
be redeemed at the option of the Bank, in whole but not in part, for cash, (a) on 15 September 2013, 15 September 2018 or on
each dividend payment date thereafter, or (b) in the event of certain changes in the tax laws of Singapore, or (c) on the occurrence
of certain events.
Dividend is payable semi-annually on 15 March and 15 September of each year at a fixed annual rate of 5.05% of the liquidation
preference, subject to declaration by the Board of Directors. In the event any dividend on the Class E preference shares is not
paid, the Bank shall not pay, and shall not permit any of its subsidiaries, other than a banking subsidiary, to pay any dividend on
or repurchase any of its securities that rank pari passu or junior to the Class E preference shares.
(f) The non-cumulative non-convertible guaranteed SPV-A preference shares of US$0.01 each with liquidation preference of
US$100,000 per share were issued on 13 December 2005 by the Bank via its wholly-owned subsidiary, UOB Cayman I
Limited. The entire proceeds were used by the subsidiary to subscribe for the US$0.5 billion subordinated note (Note 19b(v))
issued by the Bank.
The shares are perpetual securities with no maturity date. They are redeemable in whole but not in part, (a) at the discretion of the
subsidiary for cash on any dividend payment date on or after 15 March 2016 or (b) at the discretion of the Bank, for cash or for one
Class A preference share per SPV-A preference share in the event of certain changes in the tax laws of Singapore or the Cayman
Islands, or on any day after 13 December 2011 on the occurrence of certain special events. The SPV-A preference shares will be
automatically redeemed upon the occurrence of certain specific events.
The shares are guaranteed by the Bank on a subordinated basis in respect of dividends and redemption payments. In the event any
dividend or guaranteed payment with respect to the shares is not paid in full, the Bank and its subsidiaries (other than those carrying
on banking business) that have outstanding preference shares or other similar obligations that constitute Tier 1 capital of the Group
on an unconsolidated basis are estopped from declaring and paying any dividend or other distributions in respect of their ordinary
shares or any other security or obligation of the Group ranking pari passu with or junior to the subordinated guarantee.
Dividends on the shares are payable at the sole discretion of the Bank semi-annually at an annual rate of 5.796% of the liquidation
preference from 15 March 2006 to and including 15 March 2016. After 15 March 2016, dividends are payable quarterly at a
floating rate per annum equal to the three-month LIBOR plus 1.745%.
(g) The Class E preference shares and SPV-A preference shares qualify as Tier 1 capital for the calculation of the Group's capital
adequacy ratios.
(h) As at 31 December 2011 and 2010, the Bank has the following unissued non-cumulative non-convertible preference shares:
Class A 20 US$100
Class B 200 S$10
Class C 40 EUR50
In relation to the issue of the SPV-A preference shares (Note 12f), 5,000 Class A preference shares have been provisionally allotted
to the holders of the SPV-A preference shares on a one-for-one basis.
(b) The retained earnings are distributable reserves except for an amount of $451,765,000 (2010: $498,282,000), being the Groups
share of revenue reserves of associates which is distributable only upon realisation by way of dividend from or disposal of
investment in the associates.
(c) In respect of the financial year ended 31 December 2011, the directors have proposed a final one-tier tax-exempt dividend of
40 cents per ordinary share amounting to $629,570,000. The proposed dividend will be accounted for in Year 2012 financial
statements upon approval of the equity holders of the Bank.
2011
Balance at 1 January 125,010 (578,738) 41,228 3,266,744 3,178,047 3,120,789 189,020 (240,711) 9,101,389
Other comprehensive income for
the financial year attributable to
equity holders of the Bank (107,395) (34,738) (72,572) (214,705)
Transfer from retained earnings 24,371 301,725 326,096
Change in non-controlling interests 31 31
Share-based compensation 31,567 31,567
Increase in statutory reserves 794 794
Issue of treasury shares under
share-based compensation plans (21,428) (8,362) (29,790)
Balance at 31 December 17,615 (613,476) 51,367 3,266,744 3,203,212 3,422,514 116,448 (249,042) 9,215,382
2010
Balance at 1 January (193,128) (462,666) 35,285 3,266,744 3,165,738 2,813,580 226,128 (240,536) 8,611,145
Other comprehensive income for
the financial year attributable to
equity holders of the Bank 318,138 (116,072) (37,108) 164,958
Transfer from/(to) retained earnings 12,309 307,209 (624) 318,894
Change in non-controlling interests 138 138
Share-based compensation 19,231 19,231
Issue of treasury shares under
share-based compensation plans (13,288) 311 (12,977)
Balance at 31 December 125,010 (578,738) 41,228 3,266,744 3,178,047 3,120,789 189,020 (240,711) 9,101,389
The Bank
Foreign
Fair currency Share-based
value translation compensation Merger Statutory General
reserve reserve reserve reserve reserve reserve Other Total
$000 $000 $000 $000 $000 $000 $000 $000
2011
Balance at 1 January 114,616 (76,052) 41,228 3,266,744 2,752,922 2,630,499 432 8,730,389
Other comprehensive income for
the financial year (68,691) 1,967 (66,724)
Transfer from retained earnings 300,000 300,000
Share-based compensation 31,567 31,567
Issue of treasury shares under share-based
compensation plans (21,428) (8,362) (29,790)
Balance at 31 December 45,925 (74,085) 51,367 3,266,744 2,752,922 2,930,499 (7,930) 8,965,442
2010
Balance at 1 January (190,394) (58,915) 35,285 3,266,744 2,752,922 2,330,499 121 8,136,262
Other comprehensive income for
the financial year 305,010 (17,137) 287,873
Transfer from retained earnings 300,000 300,000
Share-based compensation 19,231 19,231
Issue of treasury shares under share-based
compensation plans (13,288) 311 (12,977)
Balance at 31 December 114,616 (76,052) 41,228 3,266,744 2,752,922 2,630,499 432 8,730,389
(b) Fair value reserve contains cumulative fair value changes of outstanding available-for-sale assets.
(c) Foreign currency translation reserve represents differences arising from the use of year end exchange rates versus historical rates
in translating the net assets of foreign operations, net of effective portion of the fair value changes of related hedging instruments.
(d) Share-based compensation reserve reflects the Banks and the Groups commitments under the share-based compensation plans.
(e) Merger reserve represents the premium on shares issued in connection with the acquisition of Overseas Union Bank Limited.
(f) Statutory reserve is maintained in accordance with the provisions of applicable laws and regulations. This reserve is non-
distributable unless otherwise approved by the relevant authorities.
Under the Banking (Reserve Fund) (Transitional Provision) Regulations 2007, the Bank may distribute or utilise its statutory reserve
provided that the amount distributed or utilised for each financial year does not exceed 20% of the reserve as at 30 March 2007.
(g) A certain amount of retained earnings is transferred to general reserve in each financial year. The general reserve has not been
earmarked for any specific purpose.
(h) Share of reserves of associates comprises the Groups share of associates post-acquisition revenue reserve at 1 January 1998
and other reserves, adjusted for goodwill arising from acquisition of associates prior to 1 January 2001. These reserves are non-
distributable until they are realised by way of dividend from or disposal of investment in the associates.
The Groups share of profit of associates is included in the retained earnings with effect from 1 January 1998.
(i) Other reserves include amounts transferred from retained earnings pertaining to gains on sale of investments by certain subsidiaries
in accordance with their memorandums and articles of association, bonus shares issued by subsidiaries, gains and losses on
issue of treasury shares under the share-based compensation plans, as well as the difference between consideration paid and
interest acquired from non-controlling interests of subsidiaries.
2011
Cash, balances and placements with
central banks 379,304 1,741,937 24,665,020 26,786,261
Singapore Government treasury bills
and securities 531,287 9,120,812 9,652,099
Other government treasury bills
and securities 2,187,424 6,000,202 8,187,626
Trading securities 271,335 271,335
Placements and balances with banks 162,677 1,263,967 15,524,412 16,951,056
Loans to non-bank customers 22,422 63,407 141,105,456 141,191,285
Derivative financial assets 6,256,893 6,256,893
Assets pledged 2,526,169 2,526,169
Investment securities
Debt 939,504 9,683,013 316,410 10,938,927
Equity 2,831,471 2,831,471
Other assets 813,785 41,704 2,461,687 3,317,176
Total financial assets 10,602,705 961,926 33,272,682 184,072,985 228,910,298
Non-financial assets 8,047,447
Total assets 236,957,745
The Group
Designated
as fair value Loans and
through receivables/
Held for profit or Available- amortised Held-to-
trading loss for-sale cost maturity Total
$000 $000 $000 $000 $000 $000
2010
Cash, balances and placements with
central banks 679,028 1,156,039 28,907,522 30,742,589
Singapore Government treasury bills
and securities 807,229 11,401,250 12,208,479
Other government treasury bills
and securities 2,355,148 26,542 5,139,357 7,521,047
Trading securities 137,796 137,796
Placements and balances with banks 61,398 862,301 10,531,165 11,454,864
Loans to non-bank customers 78,704 8,537 112,352,634 112,439,875
Derivative financial assets 5,563,030 5,563,030
Assets pledged 36,656 6,913,317 6,949,973
Investment securities
Debt 1,057,609 10,907,463 626,668 20,619 12,612,359
Equity 3,026,865 3,026,865
Other assets 35,714 2,918,869 2,954,583
Total financial assets 9,640,285 1,162,855 39,450,843 155,336,858 20,619 205,611,460
Non-financial assets 8,167,020
Total assets 213,778,480
The Bank
Designated
as fair value Loans and
through receivables/
Held for profit or Available- amortised
trading loss for-sale cost Total
$000 $000 $000 $000 $000
2011
Cash, balances and placements with
central banks 191,824 1,136,551 14,949,933 16,278,308
Singapore Government treasury bills
and securities 531,287 9,059,782 9,591,069
Other government treasury bills and securities 618,970 3,520,546 4,139,516
Trading securities 167,700 167,700
Placements and balances with banks 147,188 1,263,967 12,759,331 14,170,486
Loans to non-bank customers 22,422 63,407 105,764,666 105,850,495
Placements with and advances to subsidiaries 38,537 5,653,973 5,692,510
Derivative financial assets 5,964,416 5,964,416
Assets pledged 2,526,169 2,526,169
Investment securities
Debt 725,511 8,639,735 316,410 9,681,656
Equity 2,537,724 2,537,724
Other assets 813,785 10,014 1,755,621 2,579,420
Total financial assets 8,473,707 747,933 28,757,895 141,199,934 179,179,469
Non-financial assets 10,645,124
Total assets 189,824,593
The Bank
Designated
as fair value Loans and
through receivables/
Held for profit or Available- amortised
trading loss for-sale cost Total
$000 $000 $000 $000 $000
2010
Cash, balances and placements with
central banks 501,241 715,990 23,894,563 25,111,794
Singapore Government treasury bills
and securities 807,229 11,281,231 12,088,460
Other government treasury bills and securities 919,993 26,542 2,331,665 3,278,200
Trading securities 133,535 133,535
Placements and balances with banks 862,301 8,333,187 9,195,488
Loans to non-bank customers 78,704 8,537 85,450,960 85,538,201
Placements with and advances to subsidiaries 2,869,330 2,869,330
Derivative financial assets 5,300,857 5,300,857
Assets pledged 36,656 6,913,317 6,949,973
Investment securities
Debt 882,928 9,900,879 626,668 11,410,475
Equity 2,789,439 2,789,439
Other assets 32,301 2,282,561 2,314,862
Total financial assets 7,699,511 988,174 34,835,660 123,457,269 166,980,614
Non-financial assets 10,680,510
Total assets 177,661,124
(b) Certain financial derivatives were designated as hedging instruments for fair value hedges as set out in Note 35a.
Financial assets
Other government treasury bills and securities 25,644 25,644
Loans to non-bank customers 21,387 75,543 21,387 75,543
Investment debt securities 946,055 1,046,445 741,168 883,474
967,442 1,147,632 762,555 984,661
Financial liabilities
Deposits and balances of banks, non-bank customers
and subsidiaries 1,269,849 882,545 1,106,689 865,970
Debts issued 20,850 26,499 20,850 26,499
1,290,699 909,044 1,127,539 892,469
(d) Included in the available-for-sale assets as at 31 December 2011 were investment equity securities of $860,604,000
(2010: $754,674,000) at the Bank and $894,582,000 (2010: $790,572,000) at the Group that were carried at cost as their fair
values could not be reliably measured. These securities were acquired for long-term investment purpose.
(e) Fair values of the financial instruments carried at cost or amortised cost are assessed as follows:
For cash, balances, placements and deposits of central banks, banks and subsidiaries, deposits of non-bank customers
with short-term or no stated maturity, as well as interest and other short-term receivables and payables, fair values are
expected to approximate the carrying amounts.
For loans and deposits of non-bank customers, non-subordinated debts issued and investment debt securities, fair values
are estimated based on independent broker quotes or using discounted cash flow method.
For subordinated notes issued, fair values are determined based on quoted market prices.
Except for the following items, fair values of the financial instruments carried at cost or amortised cost were assessed to be not
materially different from their carrying amounts.
2011
Investment debt securities 316,410 327,869 316,410 327,869
Debts issued 11,765,634 11,657,079 6,403,576 6,295,021
2010
Investment debt securities 626,668 605,958 626,668 605,958
Debts issued 6,237,467 6,080,913 6,139,472 5,998,183
(f) The Group classified financial instruments carried at fair value by level of the following fair value measurement hierarchy:
Level 1 Unadjusted quoted prices in active markets for identical financial instruments
Level 2 Inputs other than quoted prices that are observable either directly or indirectly
Level 3 Inputs that are not based on observable market data
The Group
2011 2010
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
$000 $000 $000 $000 $000 $000
The Bank
2011 2010
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
$000 $000 $000 $000 $000 $000
(g) There was no material movement for the financial instruments measured at Level 3 during the financial year.
Movements in the deferred tax during the financial year are as follows:
The Group The Bank
2011 2010 2011 2010
$000 $000 $000 $000
The Group has not recognised deferred tax asset in respect of tax losses of $17,099,000 (2010: $15,906,000) which can be
carried forward to offset against future taxable income, subject to meeting certain statutory requirements of the relevant tax
authorities. These tax losses have no expiry date except for an amount of $1,717,000 (2010: $1,830,000) which will expire
between the years 2012 and 2030 (2010: 2011 and 2029).
Subordinated notes
S$1.3 billion 4.95% subordinated notes due 2016
callable with step-up in 2011 1,300,000 1,300,000
S$1 billion 4.100% subordinated notes due 2019
callable with step-up in 2014 999,347 999,103 999,347 999,103
S$1 billion 3.45% subordinated notes due 2021
callable with step-up in 2016 1,000,000 1,000,000
US$1 billion 4.50% subordinated notes due 2013 1,299,622 1,282,072 1,299,622 1,282,072
US$1 billion 5.375% subordinated notes due 2019
callable with step-up in 2014 1,299,454 1,281,867 1,299,454 1,281,867
US$0.5 billion 5.796% subordinated note 649,850 641,100
RM500 million 4.88% subordinated notes due 2020
with step-up in 2015 204,183 207,343
Unamortised expenses relating to issue of
subordinated notes (3,129) (3,767) (3,129) (3,767)
Total, at amortised cost 4,799,477 5,066,618 5,245,144 5,500,375
Fair value hedge adjustments 284,728 300,240 284,728 300,240
5,084,205 5,366,858 5,529,872 5,800,615
(ii) The S$1 billion 3.45% subordinated notes were issued by the Bank at par on 1 April 2011 and mature on 1 April 2021.
The notes may be redeemed at par at the option of the Bank, in whole but not in part, on 1 April 2016 or at any interest
payment date in the event of certain changes in the tax laws of Singapore, subject to the approval of MAS and certain
other conditions. Interest is payable semi-annually at 3.45% per annum beginning 1 October 2011. From and including
1 April 2016, interest is payable semi-annually at a fixed rate per annum equal to the five-year Singapore Dollar Swap
(Offer Rate) plus 1.475%.
(iii) The US$1 billion 4.50% subordinated notes were issued by the Bank at 99.96% on 30 June 2003 and mature on
2 July 2013. The notes may be redeemed at par at the option of the Bank, in whole, on notice, in the event of certain
changes in the tax laws of Singapore, subject to the approval of MAS and certain other conditions. Interest is payable
semi-annually at 4.50% per annum beginning 2 January 2004.
(iv) The US$1 billion 5.375% subordinated notes were issued by the Bank at 99.929% on 24 August 2004 and mature
on 3 September 2019. The notes may be redeemed at par at the option of the Bank, in whole but not in part, on
3 September 2014 or at any interest payment date in the event of certain changes in the tax laws of Singapore, subject
to the approval of MAS and certain other conditions. Interest is payable semi-annually at 5.375% per annum beginning
3 March 2005. From and including 3 September 2014, interest is payable semi-annually at a floating rate per annum
equal to the six-month LIBOR plus 1.666%.
The S$ and US$ subordinated notes issued by the Bank are unsecured obligations with the US$0.5 billion subordinated note
ranking junior to all other S$ and US$ subordinated notes. All other liabilities of the Bank outstanding at the balance sheet
date rank senior to all the S$ and US$ subordinated notes. Except for the US$0.5 billion subordinated note, the S$ and US$
subordinated notes qualify for Tier 2 capital.
(vi) The RM500 million 4.88% subordinated notes were issued by United Overseas Bank (Malaysia) Bhd (UOBM) on
29 March 2010 and mature on 27 March 2020. The notes may be redeemed at par at the option of UOBM, in whole but
not in part, on 30 March 2015 or at any interest payment date thereafter. Interest is payable semi-annually at 4.88% per
annum beginning 29 September 2010. From and including 30 March 2015, interest is payable semi-annually at 5.88%
per annum.
(ii) The interest rate-linked notes, with embedded interest rate derivatives, were issued at par with remaining maturity on
15 August 2015. The periodic payouts and redemptions of the notes are linked to the interest rate indices.
(iii) The equity-linked notes, with embedded equity derivatives, were issued at par with maturity ranging from 23 January 2012
to 20 January 2015. The periodic payments and payouts of the notes at maturity are linked to the closing value of certain
underlying equities or equity indices.
(iv) The floating rate notes comprise mainly notes issued at par with maturity on 5 May 2014. Interest is payable quarterly in
arrears equal to the three-month Bank Bill Swap Reference Rate plus 92 basis points (rounded to four decimal places).
(v) The US commercial papers were issued by US Funding LLC at an average discount of 99.88% with maturity ranging from
3 January 2012 to 14 March 2012. Interest rates of the papers ranged from 0.33% to 0.54% per annum (2010: nil).
(vi) Other comprises mainly unsecured fixed-rate debt papers with maturity ranging from 3 January 2012 to 4 November 2014.
Interest rates of the papers ranged from 1.25% to 5.00% per annum (2010: 1.00% to 3.21% per annum).
Quoted securities
Debt 214,902 2,715 111,267 2,715
Equity 21,136 130,820 21,136 130,820
Unquoted securities
Debt 35,297 4,261 35,297
271,335 137,796 167,700 133,535
Comprising:
Trade bills 5,858,313 7,059,998 336,596 2,022,169
Advances to customers 135,332,972 105,379,877 105,513,899 83,516,032
141,191,285 112,439,875 105,850,495 85,538,201
The Group
Balance at 1 January 930,007 1,752,348 973,048 1,569,655
Currency translation adjustments (5,389) (5,305) (24,564) (1,357)
Write-off/disposal (355,723) (219,016)
Net charge to income statement 200,665 234,775 200,539 184,050
Balance at 31 December 769,560 1,981,818 930,007 1,752,348
The Bank
Balance at 1 January 505,322 1,396,966 533,968 1,258,483
Currency translation adjustments 3,637 450 (21,001) (212)
Write-off/disposal (199,053) (100,488)
Net charge to income statement 101,599 132,060 92,843 138,695
Balance at 31 December 411,505 1,529,476 505,322 1,396,966
Assets pledged/received as collateral whereby the pledgees have the right by contract or custom to sell or repledge the assets
and the obligation to return them subsequently are as follows:
The amount of the associated liabilities approximates the carrying amount of the assets pledged.
Quoted securities
Debt 8,801,364 9,077,257 8,018,570 8,712,806
Equity 1,367,928 1,775,670 1,255,878 1,651,836
Unquoted securities
Debt 3,000,206 4,184,866 2,514,890 3,233,746
Equity 1,771,441 1,534,005 1,546,857 1,383,178
Allowance for impairment (Note 29) (586,952) (645,884) (533,226) (494,962)
Investment securities 14,353,987 15,925,914 12,802,969 14,486,604
Less: Amount sold under Repo (583,589) (286,690) (583,589) (286,690)
13,770,398 15,639,224 12,219,380 14,199,914
Market value of quoted equity securities at 31 December 552,049 643,135 520,101 604,853
The Group
2011 2010
$000 $000
(c) The carrying amounts of the Groups investment in associates as at 31 December 2011 and 2010 include goodwill amounting
to $12,045,000.
(d) Major associates of the Group as at the balance sheet date are as follows:
Quoted associates
United International Securities Limited Investment Singapore 47 47
UOB-Kay Hian Holdings Limited Stockbroking Singapore 40 40
Unquoted associates
Network for Electronic Transfers (Singapore) Pte Ltd Electronic funds transfer Singapore 33 33
United Facilities Private Limited Investment holding Singapore 49 49
(b) Major subsidiaries of the Group as at the balance sheet date are as follows:
Effective equity interest
Country of of the Group
Name of subsidiary incorporation 2011 2010
% %
Commercial Banking
Far Eastern Bank Limited Singapore 79 78
United Overseas Bank (Malaysia) Bhd Malaysia 100 100
United Overseas Bank (Thai) Public Company Limited Thailand 99.7 99.7
PT Bank UOB Indonesia Indonesia 99 99
United Overseas Bank (China) Limited China 100 100
United Overseas Bank Philippines Philippines 100 100
Merchant Banking
UOB Asia (Hong Kong) Limited Hong Kong 100 100
UOB Australia Limited Australia 100 100
Insurance
United Overseas Insurance Limited Singapore 58 58
UOB Insurance (H.K.) Limited Hong Kong 58 58
Investment
UOB Capital Investments Pte Ltd Singapore 100 100
UOB Capital Management Pte Ltd Singapore 100 100
UOB Holdings Private Limited Singapore 100 100
UOB International Investment Private Limited Singapore 100 100
UOB Property Investments Pte. Ltd. Singapore 100 100
UOB Venture Management (Shanghai) Co., Ltd 1 China 100 100
UOB Holdings (USA) Inc. 2 United States 100 100
Investment Management
UOB Asset Management Ltd Singapore 100 100
UOB Venture Management Private Limited Singapore 100 100
UOB-OSK Asset Management Sdn. Bhd. Malaysia 70 70
UOB Asset Management (Thai) Co., Ltd. Thailand 99.7 99.7
UOB Investment Advisor (Taiwan) Ltd Taiwan 100 100
UOB Global Capital LLC 2 United States 70 70
Funding
UOB Funding LLC 2 United States 100
Gold/Futures Dealing
UOB Bullion and Futures Limited Singapore 100 100
Property
Industrial & Commercial Property (S) Pte Ltd Singapore 100 100
UOB Developments Private Limited Singapore 100 100
PT UOB Property Indonesia 100 100
UOB Realty (USA) Ltd Partnership 2 United States 100 100
Travel
UOB Travel Planners Pte Ltd Singapore 100 100
Note: Except as indicated, all subsidiaries incorporated in Singapore are audited by Ernst & Young LLP, Singapore and those incorporated in overseas are audited by
member firms of Ernst & Young Global.
1
Audited by other auditors.
2
Not required to be audited.
The Group
Balance at 1 January 645,884 653,904 241,606 256,644
Currency translation adjustments (4,883) (15,207) (2,596) 70
Write-off/disposal (5,737) (64,734) (27,002) (38,220)
Reclassification (92,174) 92,174
Net charge to income statement 43,862 71,921 10,406 23,112
Balance at 31 December 586,952 645,884 314,588 241,606
The Bank
2011
Balance at 1 January 494,962 237 316,080 53,639
Currency translation adjustments (815) 3 (80)
Write-off/disposal (684) (10,399)
Net charge/(write-back) to income statement 39,763 2,449 (397) 905
Balance at 31 December 533,226 2,686 315,686 44,065
2010
Balance at 1 January 442,148 528 313,618 53,322
Currency translation adjustments (15,850) (12) (672)
Transfers 4,080
Write-off/disposal (1,056) (316)
Net charge/(write-back) to income statement 69,720 (291) 227 (528)
Reclassification (1,833) 1,833
Balance at 31 December 494,962 237 316,080 53,639
Represented by:
Cost 1,387,761 1,372,105 1,650,549 1,595,129
Accumulated depreciation (261,692) (246,066) (191,564) (175,578)
Allowance for impairment (140) (644) (1,193) (882)
Net carrying amount 1,125,929 1,125,395 1,457,792 1,418,669
Market values of the investment properties of the Bank and the Group as at 31 December 2011 were estimated to be
$2,634 million and $2,993 million (2010: $2,461 million and $2,753 million) respectively. The valuation was performed by internal
valuers with professional qualifications and experience, taking into account market prices and rental of comparable properties.
2011 2010
Owner- Owner-
occupied occupied
properties Other Total properties Other Total
$000 $000 $000 $000 $000 $000
The Group
Balance at 1 January 656,015 363,134 1,019,149 673,505 366,854 1,040,359
Currency translation adjustments (1,950) (4,229) (6,179) (891) 10,779 9,888
Additions 1,453 141,504 142,957 91,966 91,966
Disposals (4,527) (4,527) (893) (4,180) (5,073)
Depreciation charge (10,464) (81,878) (92,342) (15,364) (102,290) (117,654)
Write-back of impairment 388 388 1,485 1,485
Transfers (9,173) (9,173) (1,827) 5 (1,822)
Balance at 31 December 636,269 414,004 1,050,273 656,015 363,134 1,019,149
Represented by:
Cost 813,250 1,397,925 2,211,175 824,776 1,356,327 2,181,103
Accumulated depreciation (175,232) (983,921) (1,159,153) (166,508) (993,193) (1,159,701)
Allowance for impairment (1,749) (1,749) (2,253) (2,253)
Net carrying amount 636,269 414,004 1,050,273 656,015 363,134 1,019,149
The Bank
Balance at 1 January 547,377 202,782 750,159 557,816 213,176 770,992
Currency translation adjustments 155 (238) (83) (408) (363) (771)
Additions 1,453 79,655 81,108 50,248 50,248
Disposals (1,173) (1,173) (978) (978)
Depreciation charge (6,711) (43,239) (49,950) (7,349) (59,301) (66,650)
(Allowance for)/write-back
of impairment (157) (157) 472 472
Transfers (18,527) (18,527) (3,154) (3,154)
Balance at 31 December 523,590 237,787 761,377 547,377 202,782 750,159
Represented by:
Cost 597,273 828,724 1,425,997 615,412 817,833 1,433,245
Accumulated depreciation (73,237) (590,937) (664,174) (67,745) (615,051) (682,796)
Allowance for impairment (446) (446) (290) (290)
Net carrying amount 523,590 237,787 761,377 547,377 202,782 750,159
Market values of the owner-occupied properties of the Bank and the Group as at 31 December 2011 were estimated to be
$1,305 million and $1,994 million (2010: $1,170 million and $1,846 million) respectively. The valuation was performed by internal
valuers with professional qualifications and experience, taking into account market prices and rental of comparable properties.
Other fixed assets comprise mainly computer equipment, application software and furniture and fittings.
2011
Balance at 1 January 4,191,737 10,992 7,352 4,210,081
Currency translation adjustments (3,556) (55) (38) (3,649)
Amortisation charge (6,282) (4,187) (10,469)
Balance at 31 December 4,188,181 4,655 3,127 4,195,963
Represented by:
Cost 4,188,181 43,548 29,080 4,260,809
Accumulated amortisation (38,893) (25,953) (64,846)
Net carrying amount 4,188,181 4,655 3,127 4,195,963
2010
Balance at 1 January 4,198,083 18,615 12,434 4,229,132
Currency translation adjustments (6,346) (1,034) (689) (8,069)
Amortisation charge (6,589) (4,393) (10,982)
Balance at 31 December 4,191,737 10,992 7,352 4,210,081
Represented by:
Cost 4,191,737 43,996 29,379 4,265,112
Accumulated amortisation (33,004) (22,027) (55,031)
Net carrying amount 4,191,737 10,992 7,352 4,210,081
(b) Goodwill is allocated on the date of acquisition to the reportable operating segments expected to benefit from the synergies
of business combination. The recoverable amount of the operating segments is based on their value in use, computed by
discounting the expected future cash flows of the segments. The key assumptions in computing the value in use include the
discount rates and growth rates applied. Discount rates are estimated based on current market assessments of time value of
money and risks specific to the Group as a whole and to individual countries such as Thailand and Indonesia. Growth rates are
determined based on economic growth forecasts by major countries. Cash flow projections are based on most recent five-year
financial budget approved by management, with projected cash flows discounted at rates ranging from 7% to 16% (2010: 7%
to 13%) and those beyond the five-year period extrapolated using growth rates ranging from 3% to 6% (2010: 4% to 5%).
Impairment is recognised in the income statement when the carrying amount of an operating segment exceeds its recoverable
amount. Management believes that any reasonably possible change in the key assumptions would not cause the carrying amount
of the operating segments to exceed their recoverable amount.
(c) The core deposit base and customer loan base intangibles are amortised over their estimated useful lives of seven years.
In the normal course of business, the Bank and the Group conduct businesses involving acceptances, guarantees, performance
bonds and indemnities. The bulk of these liabilities are backed by the corresponding obligations of the customers. No assets of
the Bank and the Group were pledged as security for these contingent liabilities at the balance sheet date.
Financial derivatives, such as forwards, swaps, futures and options, are instruments whose values change in response to the
change in prices of the underlying instruments.
In the normal course of business, the Bank and the Group transact in customised derivatives to meet specific needs of their
customers. The Bank and the Group also transact in these derivatives for proprietary trading purposes, as well as to manage
their assets, liabilities and structural positions. Risks associated with the use of derivatives and policies for managing these risks
are set out in Note 41.
The table below shows the Banks and the Groups financial derivatives and their fair values at the balance sheet date. These
amounts do not necessarily represent future cash flows and amounts at risk of the derivatives.
2011 2010
Contract/ Contract/
notional Positive Negative notional Positive Negative
amount fair value fair value amount fair value fair value
$000 $000 $000 $000 $000 $000
The Group
Foreign exchange contracts
Forwards 31,645,496 211,070 155,321 14,683,473 140,888 151,727
Swaps 87,367,495 884,073 1,122,600 72,087,066 851,002 667,464
Options purchased 9,126,561 100,531 3,127,556 32,968
Options written 9,973,907 102,513 3,330,522 37,130
Equity-related contracts
Swaps 2,552,665 585,515 585,383 3,134,282 811,896 812,797
Futures 25,596 371
Options purchased 978,120 329,956 1,421,546 635,020
Options written 1,125,006 331,583 1,421,608 637,021
Credit-related contracts
Swaps 311,417 4,073 4,108 243,968 1,658 2,041
Other
Forwards 895,286 2,322 198,236 565,726 10,572 180,472
Swaps 384,829 3,084 11,043 343,873 10,740 1,147
Futures 2,132 3,608 36
Options purchased 5,960 115 1,621 254
Options written 5,960 115 1,628 255
351,224,163 6,256,893 7,066,549 289,010,803 5,563,030 5,742,797
2011 2010
Contract/ Contract/
notional Positive Negative notional Positive Negative
amount fair value fair value amount fair value fair value
$000 $000 $000 $000 $000 $000
The Bank
Foreign exchange contracts
Forwards 28,178,205 160,239 93,385 12,928,698 106,047 153,969
Swaps 79,353,604 815,821 1,063,036 65,376,919 753,491 577,573
Options purchased 8,819,679 98,515 2,964,338 31,987
Options written 9,837,180 100,476 3,261,947 36,571
Equity-related contracts
Swaps 2,083,505 574,839 571,888 3,125,212 811,911 812,480
Futures 25,596 371
Options purchased 948,353 330,016 1,387,008 635,291
Options written 1,094,864 331,680 1,369,927 637,210
Credit-related contracts
Swaps 311,417 4,073 4,108 243,968 1,658 2,041
Other
Forwards 599,452 2,662 2,586 126,160 1,048 5,305
Swaps 784,222 11,744 10,766 243,770 6,612 1,063
Options purchased 901 43 1,621 254
Options written 901 43 1,621 254
304,179,887 5,964,416 6,513,356 254,775,442 5,300,857 5,288,776
As at 31 December 2011, non-bank customer deposits of $967 million (2010: $1,210 million) were designated to hedge the
foreign exchange risk arising from certain of the Banks available-for-sale equity securities and the Groups foreign-currency
denominated assets. During the financial year, foreign exchange losses of $55 million (2010: gain of $80 million) and $59 million
(2010: gain of $96 million) on the deposits were recognised in the Banks and the Groups income statements respectively. These
were offset by equal amounts of foreign exchange gains (2010: loss) on the hedged items.
36. Commitments
(a) The Group The Bank
2011 2010 2011 2010
$000 $000 $000 $000
Cash equivalents are highly liquid assets that are subject to an insignificant risk of changes in value and are readily convertible into
known amount of cash. Cash and cash equivalents in the consolidated cash flow statement comprise the following:
The Group
2011 2010
$000 $000
Share-based compensation plans of the Group comprise the UOB Restricted Share Plan and UOB Share Appreciation Rights Plan.
Description of these plans is set out in the Directors Report. Movements and outstanding balances of these plans are as follows:
UOB Restricted Share Plan and UOB Share Appreciation Rights Plan
Exercisable rights
2011 2010
000 000
Number of
Fair value per outstanding grants
Year granted Expiry date grant at grant date 2011 2010
$ 000 000
Restricted shares
2008 14 Nov 2010 and 14 Nov 2011 11.16 805
2009 16 Nov 2011 and 16 Nov 2012 18.55 639 1,353
2010 15 Dec 2012 and 15 Dec 2013 16.35 1,132 1,195
2011 15 Dec 2013 and 15 Dec 2014 14.53 1,171
2,942 3,353
Fair values of the restricted shares and share appreciation rights were estimated at the grant date using the Trinomial valuation
methodology. The key assumptions were as follows:
Restricted Share
shares appreciation rights
2011 2010 2011 2010
Key management personnel refer to the Banks directors and members of its Management Executive Committee.
All related party transactions of the Group were done in the ordinary course of business and at arms length. In addition to the
information disclosed elsewhere in the financial statements, other related party transactions that may be of interest are as follows:
Other
Other segment includes property-related activities, insurance businesses and income and expenses not attributable to other
operating segments.
2011
Operating income 2,406 2,176 927 580 (390) 5,699
Operating expenses (1,306) (464) (533) (422) 275 (2,450)
Impairment charges (71) (170) 17 (299) (523)
Amortisation of intangible assets (3) (7) (10)
Share of profit of associates (3) 96 93
Profit before tax 1,026 1,535 408 (45) (116) 2,808
Segment assets 65,160 86,189 77,600 8,813 (6,092) 231,670
Intangible assets
Goodwill 1,333 2,109 666 80 4,188
Other 3 5 8
Investment in associates 20 1,072 1,092
Total assets 66,496 88,303 78,286 9,965 (6,092) 236,958
Segment liabilities 85,647 77,135 43,920 13,869 (6,757) 213,814
Other information
Inter-segment operating income 407 (183) (226) 392 (390)
Gross customer loans 64,796 78,741 340 66 143,943
Non-performing assets 474 1,813 151 142 2,580
Capital expenditure 14 4 6 163 187
Depreciation of assets 8 5 3 100 116
2010
Operating income 2,245 1,885 1,153 861 (344) 5,800
Operating expenses (1,157) (433) (461) (460) 253 (2,258)
Impairment charges (67) (175) 38 (270) (474)
Amortisation of intangible assets (3) (8) (11)
Share of profit of associates 3 136 139
Profit before tax 1,018 1,269 733 268 (91) 3,197
Segment assets 52,992 65,764 88,959 6,320 (5,665) 208,370
Intangible assets
Goodwill 1,334 2,112 666 80 4,192
Other 6 12 18
Investment in associates 5 1,193 1,198
Total assets 54,332 67,888 89,630 7,593 (5,665) 213,778
Segment liabilities 76,431 61,029 48,485 12,501 (6,321) 192,125
Other information
Inter-segment operating income 239 (180) (16) 301 (344)
Gross customer loans 52,716 62,171 165 70 115,122
Non-performing assets 577 1,668 192 123 2,560
Capital expenditure 9 3 4 90 106
Depreciation of assets 9 5 3 120 137
Note: No operating income from transactions with a single external customer or counterparty amounted to 10% or more of the Groups operating income
in 2011 or 2010.
1
Transfer prices between operating segments are on arms length basis in a manner similar to transactions with third parties.
2
This includes joint income and expenses allocated to business segments in respect of cross-sell activities.
The Group
Total operating income Profit before tax Total assets
2011 2010 2011 2010 2011 2010
$ million $ million $ million $ million $ million $ million
The Groups business activities involve the use of financial instruments, including derivatives. These activities expose the Group to
a variety of financial risks, mainly credit risk, foreign exchange risk, interest rate risk, equity risk and liquidity risk.
The Groups financial risks are centrally managed by the various specialist committees within the delegated authority by the
Board of Directors. These various specialist committees formulate, review and approve policies and limits to monitor and manage
risk exposures under their respective supervision. The major policy decisions and proposals approved by these committees are
subject to further review by the Board Risk Management Committee.
The Risk Management Sector assumes the independent oversight of risks undertaken by the Group, and takes the lead in the
formulation and approval of risk policies, controls and processes. The Market Risk Control within the Risk Management Sector
monitors Global Markets and Investment Managements compliance with trading policies and limits. This is further enhanced by
the periodic risk assessment audit carried out by the Group Audit.
The main financial risks that the Group is exposed to and how they are being managed are set out below:
The Group Credit Committee is delegated the authority by the Board of Directors to oversee all credit matters. It maintains oversight
on the effectiveness of the Groups credit and country risk management structure including framework, people, processes,
information, infrastructure, methodologies and systems.
Country risk arises where the Group is unable to receive payments from customers as a result of political or economic events in
the country. These events include political and social unrest, nationalisation and expropriation of assets, government repudiation
of external indebtedness, and currency depreciation or devaluation.
The Group
Average Average
2011 2010 2011 2010
$ million $ million $ million $ million
Balances and placements with central banks 27,331 23,780 25,382 29,279
Singapore Government treasury bills and securities 10,930 12,386 9,652 12,208
Other government treasury bills and securities 7,855 6,913 8,188 7,521
Trading debt securities 129 6 250 7
Placements and balances with banks 14,203 12,260 16,951 11,455
Loans to non-bank customers 126,816 105,821 141,191 112,440
Derivative financial assets 5,910 5,495 6,257 5,563
Assets pledged 4,738 4,970 2,526 6,950
Investment debt securities 11,776 12,956 10,939 12,612
Other 2,577 2,788 2,390 2,768
212,265 187,375 223,726 200,803
Contingent liabilities 15,389 13,647 15,810 14,968
Commitments 51,099 47,749 53,611 48,588
278,753 248,771 293,147 264,359
Collateral and other credit enhancements such as properties, marketable securities, fixed deposits and credit default swaps
were obtained or entered into by the Group to mitigate its credit exposure arising mainly from loans to non-bank customers.
The financial effect of the collateral and other credit enhancements amounted to 38% (2010: 34%) of the Group's total
credit exposure.
The Group
Central
banks and % of
Banks Non-banks governments Investments Total total
$ million $ million $ million $ million $ million assets
2011
China 3,877 2,706 16 840 7,439 3.1
United States 1,345 140 66 1,589 3,140 1.3
Japan 1,328 15 1,488 307 3,138 1.3
United Kingdom 2,347 94 1 411 2,853 1.2
Hong Kong 916 1,213 564 2,693 1.1
2010
United States 468 61 2,774 2,507 5,810 2.7
China 3,266 738 610 4,614 2.2
Hong Kong 1,856 288 681 2,825 1.3
The Group
2011 2010
$ million $ million
Gross investment debt securities of the Group as at 31 December 2011 was $11,802 million (2010: $13,262 million) and
allowance for impairment of $279 million (2010: $363 million) was made for these securities.
Collateral such as properties, marketable securities and fixed deposits were obtained by the Group to mitigate its
credit exposure.
The Group
2011 2010
Past due but Non- Past due but Non-
not impaired performing not impaired performing
$ million $ million $ million $ million
(v) Past due but not impaired and non-performing assets analysed by geographical segment
The Group
2011 2010
Past due Past due
but not Non- Individual but not Non- Individual
impaired performing impairment impaired performing impairment
$ million $ million $ million $ million $ million $ million
The Group
2011 2010
Past due Past due
but not Non- Individual but not Non- Individual
impaired performing impairment impaired performing impairment
$ million $ million $ million $ million $ million $ million
Transport, storage
and communication 108 569 176 214 361 89
Building and
construction 230 134 33 115 149 43
Manufacturing 365 491 279 382 524 346
Financial institutions 99 537 218 194 575 251
General commerce 842 278 121 520 353 205
Professionals and
private individuals 473 144 79 857 197 99
Housing loans 850 228 33 375 259 36
Other 73 199 110 67 142 88
3,040 2,580 1,049 2,724 2,560 1,157
The Group
2011 2010
$ million $ million
The Group
2011 2010
$ million $ million
Properties 3 12
Collateral possessed are disposed of in an orderly manner in accordance with target prices set. Proceeds from sale of
collateral are used to reduce the outstanding loans.
The Groups foreign exchange exposures comprise trading, non-trading and structural foreign exchange exposures. Non-
trading foreign exchange exposures are principally derived from customer businesses. Structural foreign currency exposures
are represented by the net asset values of overseas branches, share of the net asset values of its overseas subsidiaries and
associates, and long-term investment in overseas properties of the Group. The Group utilises mainly spot foreign exchange,
foreign currency forwards and swaps to hedge its foreign exchange exposures. Where possible, foreign investments are funded
in the functional currencies of the respective locations to mitigate structural foreign currency exposures.
Foreign exchange risk is managed through policies and risk limits approved by the Asset and Liability Committee (ALCO).
The limits, such as exposure by currency are independently monitored by Market Risk Management and Market Risk Control.
(i) The following table sets out the Groups assets, liabilities and financial derivatives by currency as at the balance sheet date.
The off-balance sheet gap represents the net contract or notional amount of derivatives which is used principally to reduce
the Groups exposure to foreign exchange risk.
The Group
Singapore Malaysian Indonesian
dollar US dollar ringgit Thai baht rupiah Other Total
$ million $ million $ million $ million $ million $ million $ million
2011
Cash, balances and placements with
central banks 11,438 3,513 5,950 2,222 1,199 2,464 26,786
Securities 1 12,974 7,571 1,954 1,511 158 8,421 32,589
Placements and balances with banks 1 201 10,544 45 89 172 7,719 18,770
Loans to non-bank customers 76,900 19,558 18,435 7,280 4,436 14,582 141,191
Investment in associates 997 1 83 * 11 1,092
Intangible assets 3,182 723 291 4,196
Derivative financial assets 2,806 2,319 30 168 12 922 6,257
Other 3,104 677 446 448 231 1,171 6,077
Total assets 111,602 44,183 26,943 12,441 6,499 35,290 236,958
On-balance sheet open position 5,083 6,827 3,529 2,809 1,478 3,418
Off-balance sheet open position 9,528 (9,162) (49) (821) * 505
Net open position 14,611 (2,335) 3,480 1,988 1,478 3,923
2010
Cash, balances and placements with
central banks 21,496 2,338 3,445 671 921 1,872 30,743
Securities 1 16,194 11,897 2,419 2,801 214 6,928 40,453
Placements and balances with banks 1 285 5,688 69 336 34 7,046 13,458
Loans to non-bank customers 65,329 13,559 13,933 6,559 3,169 9,891 112,440
Investment in associates 1,111 2 77 6 2 1,198
Intangible assets 3,182 725 303 4,210
Derivative financial assets 4,988 182 102 140 5 146 5,563
Other 3,627 890 303 303 216 374 5,713
Total assets 116,212 34,556 20,348 11,541 4,862 26,259 213,778
On-balance sheet open position 13,016 (444) 2,247 3,911 1,446 1,477
Off-balance sheet open position 1,931 (215) (208) (2,036) 11 517
Net open position 14,947 (659) 2,039 1,875 1,457 1,994
1
Include assets pledged.
The Group
Structural currency exposure
Total Hedged Unhedged
$ million $ million $ million
2011
Chinese renminbi 817 817
Indonesian rupiah 1,274 1,274
Malaysian ringgit 1,918 1,918
Thai baht 2,008 2,008
US dollar 537 407 130
Other 1,032 717 315
7,586 1,124 6,462
2010
Chinese renminbi 727 727
Indonesian rupiah 1,240 1,240
Malaysian ringgit 1,702 1,702
Thai baht 2,059 2,059
US dollar 487 383 104
Other 867 575 292
7,082 958 6,124
Interest rate exposure arises from differences in the maturity and repricing dates of assets, liabilities and off-balance sheet items.
These mismatches are actively monitored and managed as part of the overall interest rate risk management process which is
conducted in accordance with the Groups policies as approved by the ALCO.
(i) The table below shows the Groups sensitivity to interest rates by time band based on the earlier of contractual repricing
date and maturity date. Actual repricing dates may differ from contractual repricing dates due to prepayment of loans or
early withdrawal of deposits.
The Group
Over 7 Over Over Over Non-
Up to 7 days to 1 1 to 3 3 to 12 1 to 3 Over 3 interest
days month months months years years bearing Total
$ million $ million $ million $ million $ million $ million $ million $ million
2011
Cash, balances and placements
with central banks 6,512 8,761 3,837 1,986 5,690 26,786
Securities 1 (486) 2,340 6,283 6,235 4,211 10,642 3,364 32,589
Placements and balances
with banks 1 5,081 3,931 6,818 2,632 1 307 18,770
Loans to non-bank customers 26,325 63,512 33,134 11,079 3,986 2,015 1,140 141,191
Investment in associates 1,092 1,092
Intangible assets 4,196 4,196
Derivative financial assets 6,257 6,257
Other 931 74 8 250 354 4,460 6,077
Total assets 38,363 78,618 50,080 22,182 8,552 12,657 26,506 236,958
Net on-balance sheet position (26,314) 33,136 19,861 (1,899) (1,103) 10,047 (33,728)
Net off-balance sheet position 1,985 1,889 594 (3,487) 1,235 (2,216)
Net interest rate sensitivity gap (24,329) 35,025 20,455 (5,386) 132 7,831 (33,728)
1
Include assets pledged.
2010
Cash, balances and placements
with central banks 4,673 8,355 7,538 5,560 4,617 30,743
Securities 1 166 1,876 7,117 8,986 8,284 11,251 2,773 40,453
Placements and balances
with banks 1 4,188 3,277 4,574 1,232 33 154 13,458
Loans to non-bank customers 21,513 48,000 26,448 9,635 4,158 1,633 1,053 112,440
Investment in associates 1,198 1,198
Intangible assets 4,210 4,210
Derivative financial assets 5,563 5,563
Other 206 13 104 345 546 151 4,348 5,713
Total assets 30,746 61,521 45,781 25,758 13,021 13,035 23,916 213,778
Net on-balance sheet position (37,407) 25,383 19,434 1,208 9,746 9,090 (27,455)
Net off-balance sheet position 2 2,389 4,574 (2,984) (2,194) 18 (1,802)
Net interest rate sensitivity gap (35,018) 29,957 16,450 (986) 9,764 7,288 (27,455)
1
Include assets pledged.
2
Profiling of undrawn commitments includes only committed credit facilities for Singapore.
(ii) The economic value of equity (EVE) sensitivity at 100 and 200 basis points parallel interest rate shocks were negative
$285 million and $503 million (2010: negative $431 million and $873 million) respectively. This is computed on the
banking book for major currencies (Singapore dollar, US dollar and Malaysian ringgit) from major subsidiaries and
branches. EVE is the present value of assets less present value of liabilities of the Group. The reported figures are
based on the worst case of an upward and downward parallel shift in the yield curve. The repricing profile of loans and
deposits that do not have maturity dates is generally based on the earliest possible repricing dates, taking into account
the notice period to be served to the customers. Loan prepayment is generally estimated based on past statistics and
trends where possible and material. There may be some differences in the assumptions across geographical locations
due to variation in local conditions.
The Group manages liquidity risk in accordance with the liquidity framework approved by the ALCO. This framework comprises
policies, controls and limits. These controls and policies include setting of cash flow mismatch limits, monitoring of liquidity
early warning indicators, stress test analysis of cash flows in liquidity crisis scenarios and establishment of a comprehensive
contingency funding plan. The Group is also required by the respective local regulators to maintain a certain percentage of its
liability base in the form of cash and other liquid assets as a buffer against unforeseen liquidity requirements. The main objectives
are honouring all cash outflow commitments on an on-going basis, satisfying statutory liquidity and reserve requirements, and
avoiding raising funds at market premiums or through forced sale of assets.
(i) The following table shows the cashflow analysis of the Groups assets and liabilities by remaining contractual maturities on
an undiscounted basis. Actual maturity dates may differ from contractual maturity dates due to behavioural patterns such
as prepayment of loans. In particular, the Group has a significant amount of core deposits of non-bank customers which
are contractually at call (included in the Up to 7 days time band) but historically a stable source of long-term funding for
the Group.
The Group
Over 7 Over Over Over No
Up to 7 days to 1 1 to 3 3 to 12 1 to 3 Over 3 specific
days month months months years years maturity Total
$ million $ million $ million $ million $ million $ million $ million $ million
2011
Cash, balances and placements
with central banks 10,314 5,745 3,842 1,993 526 4,382 26,802
Securities 1 (401) 1,693 4,710 6,675 6,631 13,121 3,216 35,645
Placements and balances with
banks 1 4,328 3,504 6,861 4,216 930 1,178 26 21,043
Loans to non-bank customers 3,961 9,557 12,572 17,485 27,052 82,778 2,528 155,933
Investment in associates 1,092 1,092
Intangible assets 4,196 4,196
Derivative financial assets 6,257 6,257
Other 911 218 46 254 352 545 3,266 5,592
Total assets 19,113 20,717 28,031 30,623 34,965 98,148 24,963 256,560
Net on-balance sheet position (73,038) (21,335) (2,194) 5,441 23,907 94,423 (8,441)
Net off-balance sheet position (42,582) (504) (428) (388) (193) (324) (5,284)
Net maturity mismatch (115,620) (21,839) (2,622) 5,053 23,714 94,099 (13,725)
1
Include assets pledged.
2010
Cash, balances and placements
with central banks 7,804 6,442 7,548 5,588 3,406 30,788
Securities 1 565 864 5,756 9,622 10,431 13,147 3,246 43,631
Placements and balances with
banks 1 4,245 2,757 4,278 1,374 180 598 48 13,480
Loans to non-bank customers 3,645 7,922 10,445 15,223 22,732 57,483 6,816 124,266
Investment in associates 1,198 1,198
Intangible assets 4,210 4,210
Derivative financial assets 5,563 5,563
Other 410 114 31 271 547 151 3,667 5,191
Total assets 16,669 18,099 28,058 32,078 33,890 71,379 28,154 228,327
Net on-balance sheet position (73,749) (14,653) 1,036 7,048 30,327 66,716 (3,097)
Net off-balance sheet position (30,964) (1,005) (775) (453) (470) (116) (10,174)
Net maturity mismatch (104,713) (15,658) 261 6,595 29,857 66,600 (13,271)
1
Include assets pledged.
The Group is subject to liquidity requirements to support calls under outstanding contingent liabilities and undrawn credit
facility commitments as disclosed in Notes 33 and 36a. These have been incorporated in the net off-balance sheet position
for year ended 31 December 2011. The total outstanding contractual amounts of these items do not represent future
cash requirements since the Group expects many of these contingent liabilities and commitments (such as direct credit
substitutes and undrawn credit facilities) to expire without being called or drawn upon, and many of the contingent liabilities
(such as letters of credit) are reimbursable by customers. The behavioural adjustments based on historical trends are
disclosed in Note 41d(ii).
The Group
Over 7 Over Over
Up to 7 days to 1 1 to 3 3 to 12 Over 1
days month months months year Total
$ million $ million $ million $ million $ million $ million
2011
Cash, balances and placements
with central banks 10,314 5,745 3,842 1,993 4,908 26,802
Securities 1 326 1,681 4,840 6,493 22,305 35,645
Placements and balances
with banks 1 5,176 3,352 6,691 3,656 2,168 21,043
Loans to non-bank customers 4,427 10,916 13,988 21,560 96,260 147,151
Investment in associates 1,092 1,092
Intangible assets 4,196 4,196
Derivative financial assets 6,257 6,257
Other 911 218 46 254 4,163 5,592
Total assets 21,154 21,912 29,407 33,956 141,349 247,778
2010
Cash, balances and placements
with central banks 7,804 6,442 7,548 5,588 3,406 30,788
Securities 1 1,679 928 5,350 9,354 26,321 43,632
Placements and balances
with banks 1 4,245 2,757 4,278 1,374 826 13,480
Loans to non-bank customers 4,291 9,721 13,098 22,625 66,128 115,863
Investment in associates 1,198 1,198
Intangible assets 4,210 4,210
Derivative financial assets 5,563 5,563
Other 410 114 31 271 4,365 5,191
Total assets 18,429 19,962 30,305 39,212 112,017 219,925
(e) Value-at-risk
The Group adopts a daily Value-at-Risk (VaR) to estimate market risk within a 99% confidence interval using the historical
simulation method. This methodology does not make assumptions on the distribution of returns and the correlations between
risk classes. The method assumes that possible future changes in market rates may be implied by observed historical market
movements. The level of VaR is dependent on the exposures, as well as market prices and volatilities. The table below shows the
VaR profile by risk classes.
The Group
Year end High Low Average
$ million $ million $ million $ million
2011
Interest rate 4.10 6.32 1.83 3.58
Foreign exchange 2.90 5.23 0.85 2.53
Equity 0.07 1.43 0.07 0.60
Commodity 0.02 0.58 * 0.06
Specific risk 1 1.35 2.07 0.18 1.07
Total VaR (general market risk with specific risk) 4.81 9.48 2.28 4.66
2010
Interest rate 2.43 9.42 1.43 3.71
Foreign exchange 1.09 7.03 0.60 1.62
Equity 1.21 2.31 0.69 1.30
Commodity * 0.16 * 0.01
Specific risk 1 0.73 2.05 0.63 1.18
Total VaR (general market risk with specific risk) 3.46 9.74 2.07 4.48
The Groups capital management objective is to maintain an optimal level of capital. Policies are set to ensure that the capital
maintained is adequate to support business growth, taking into consideration regulatory requirements, the underlying risks of
the Groups business and other factors such as rating targets. The policies endorsed by the Board of Directors are overseen by
senior management.
The Group computes its capital adequacy ratios in accordance with MAS Notice 637 Risk-Based Capital Adequacy Requirements
for Banks Incorporated in Singapore. The Groups Tier 1 capital comprises mainly share capital, reserves and retained earnings,
and Tier 2 capital comprises qualifying subordinated notes and collective impairment allowance. Risk-weighted assets include
both on-balance sheet and off-balance sheet exposures adjusted for credit, market and operational risks.
The Group
2011 2010
$ million $ million
Tier 1 capital
Share capital 3,104 2,537
Preference shares 2,149 2,149
Disclosed reserves/other 17,511 16,439
Deductions from Tier 1 capital (4,750) (4,763)
Eligible Tier 1 capital 18,014 16,362
Tier 2 capital
Cumulative collective impairment/other 950 936
Subordinated notes 3,794 4,343
Deductions from Tier 2 capital (421) (435)
The financial statements were authorised for issue by the Board of Directors on 23 February 2012.
Investor
Reference
Contents
5 Five-Year Group Financial Summary
6 Financial Highlights
68 Management Discussion and Analysis
129 Major Associates
130 Major Subsidiaries
162 UOB Share Price and Turnover
163 Statistics of Shareholdings
166 Five-Year Ordinary Share Capital Summary
170 Notice of Annual General Meeting
240,000 24
230,000 23
220,000 22
210,000 21
200,000 20
190,000 19
180,000 18
170,000 17
160,000 16
150,000 15
140,000 14
130,000 13
120,000 12
110,000 11
100,000 10
90,000 9
80,000 8
70,000 7
60,000 6
50,000 5
40,000 4
30,000 3
20,000 2
10,000 1
0 0
2007 2008 2009 2010 2011
Monthly turnover (000)
$ per share
ORDINARY SHARES
No. of
No. of ordinary shares
ordinary (excluding
Size of shareholdings shareholders % treasury shares) %
Public float
Rule 723 of the Listing Manual of the Singapore Exchange Securities Trading Limited requires that at least 10% of the total number
of issued shares (excluding treasury shares, preference shares and convertible equity securities) of a listed company in a class that is
listed is at all times held by the public.
Based on information available to the Company as at 9 March 2012, approximately 76% of the issued ordinary shares of the Company
was held by the public and therefore, Rule 723 of the Listing Manual has been complied with.
Twenty largest ordinary shareholders (as shown in the Register of Members and Depository Register)
No. of
Name of ordinary shareholders ordinary shares %*
* Percentage is calculated based on the total number of issued ordinary shares, excluding treasury shares, of the Bank.
ORDINARY SHARES
Other
Shareholdings shareholdings in
registered in which substantial
the name of shareholders are
substantial deemed to have
shareholders an interest Total interest
Substantial shareholder No. of shares No. of shares No. of shares %
* Percentage is calculated based on the total number of issued shares excluding treasury shares, of the Bank.
Notes:
1
Estate of Lien Ying Chow, deceased and Lien Ying Chow Private Limited are each deemed to have an interest in the 81,233,515 UOB shares in which Wah Hin and
Company Private Limited has an interest.
2
Wah Hin and Company Private Limited is deemed to have an interest in the 10,113 UOB shares held by Sandstone Capital Pte Ltd.
3
Sandstone Capital Pte Ltd is deemed to have an interest in the 81,223,402 UOB shares held by Wah Hin and Company Private Limited.
4
Wee Cho Yaw, Wee Ee Cheong, Wee Ee Chao and Wee Ee Lim are each deemed to have an interest in Wee Investments Private Ltds total direct and deemed interests
of 120,176,920 UOB shares.
No. of No. of
preference preference
Size of shareholdings shareholders % shares %
No. of
preference
Name of preference shareholders shares %
Hong Kong S.A.R. SZVC-UOB Venture Management Co., Ltd United States Of America
UOB Insurance (H.K.) Limited (an associate) UOB Global Capital LLC
(a subsidiary) 11/F Investment Building (a subsidiary)
16th Floor, Worldwide House No. 4009 Shennan Road UOB Building
19 Des Voeux Road Futian Central District 592 Fifth Avenue
Central, Hong Kong S.A.R. Shenzhen 518026 Suite 602
Phone: (852) 3606 9933 Phone: (86)(755) 8291 2888 New York, NY 10036
Fax: (852) 2810 0225 Fax: (86)(755) 8290 4093 Phone: (1)(212) 398 6633
Director: Chan Mun Wai David Email: [email protected] Fax: (1)(212) 398 4030
Deputy General Manager: Tao Alina Email: [email protected]
INVESTMENT MANAGEMENT Managing Director: David Goss
France
Singapore UOB Global Capital SARL MERCHANT BANKING
UOB Asset Management Ltd (a subsidiary)
(a subsidiary) 40 Rue La Perouse Hong Kong S.A.R.
80 Raffles Place, 3rd Floor 75116 Paris UOB Asia (Hong Kong) Limited
UOB Plaza 2 Phone: (33)(1) 5364 8400 (a subsidiary)
Singapore 048624 Fax: (33)(1) 5364 8409 Suite 601, 6/F AON China Building
Phone: (65) 6532 7988 Email: [email protected] 29 Queen's Road
Fax: (65) 6535 5882 Managing Director: Michael Landau Central, Hong Kong S.A.R.
Email: [email protected] Phone: (852) 2868 2633
Website: uobam.com.sg Japan Fax: (852) 2840 0438
Managing Director & Group Chief Investment UOB Asset Management (Japan) Ltd Email: [email protected]
Officer: Thio Boon Kiat (a subsidiary) Chief Executive Officer: Yip Kwok Kwan
13F Sanno Park Tower
UOB Venture Management Private Limited 2-11-1 Nagatacho, Chiyoda-ku MONEY MARKET
(a subsidiary) Tokyo 100-6113
80 Raffles Place, #30-20 Japan Australia
UOB Plaza 2 Phone: (81)(3) 3500 5981 UOB Australia Limited
Singapore 048624 Fax: (81)(3) - 3500 5985 (a subsidiary)
Phone: (65) 6539 3044 Chief Executive Officer: Masashi Ohmatsu United Overseas Bank Building
Fax: (65) 6538 2569 Level 9, 32 Martin Place
Email: [email protected] Malaysia Sydney, NSW 2000
Managing Director: Seah Kian Wee UOB-OSK Asset Management Sdn Bhd Phone: (61)(2) 9221 1924
(a subsidiary) Fax: (61)(2) 9221 1541
Brunei Menara UOB, Level 13 SWIFT: UOVBAU2S
UOB Asset Management (B) Sdn Bhd Jalan Raja Laut Email: [email protected]
(a subsidiary) 50350 Kuala Lumpur Director & Country Head, Australia & New Zealand:
1st Floor, Unit FF03-FF05 Phone: (60)(3) 2732 1181 Peter Mackinlay
The Centrepoint Hotel Fax: (60)(3) 2732 1100 Director & General Manager, Operations:
Jalan Gadong Email: [email protected] Yeo Aik Leng Eric
Bandar Seri Begawan BE3519 Chief Executive Officer: Lim Suet Ling
Phone: (673) 242 4806 STOCKBROKING
Fax: (673) 242 4805 Taiwan
General Manager: Kamal Haji Muhammad UOB Investment Advisor (Taiwan) Ltd Singapore
(a subsidiary) UOB-Kay Hian Holdings Limited
China Union Enterprise Plaza, 16th Floor (an associate)
UOB Investment Consultancy (Beijing) Limited 109 Minsheng East Road 8 Anthony Road #01-01
(an associate) Section 3, Taipei 10544 Singapore 229957
8/F Taiji Building Phone: (886)(2) 2719 7005 Phone: (65) 6535 6868
No. 211, Bei Si Huan Middle Road Fax: (886)(2) 2545 6591 Fax: (65) 6532 6919
Haidian District Email: [email protected] Website: www.uobkayhian.com
Beijing 100083 General Manager: William Wang Managing Director: Wee Ee Chao
Phone: (86)(10) 5161 6671
Fax: (86)(10) 5161 6700 Thailand
Email: [email protected] UOB Asset Management (Thai)
Contact: Seah Kian Wee Company Limited
(a subsidiary)
UOB Venture Management (Shanghai) Co., Ltd 191 South Sathon Road, 11th Floor
(a subsidiary) Sathon
Room 3307, United Plaza Bangkok 10120
1468 Nanjing West Road Phone: (66)(2) 676 7100
Shanghai 200040 Fax: (66)(2) 6767 8807
Phone: (86)(21) 6247 6228 Website: www.uobam.co.th
Fax: (86)(21) 6289 8817 Chief Executive Officer: Vana Bulbon
Email: [email protected]
Managing Director: Seah Kian Wee
Notice is hereby given that the Seventieth Annual General Meeting of members of the Company will be held at Pan Pacific Singapore,
Pacific 2-3, Level 1, 7 Raffles Boulevard, Marina Square, Singapore 039595 on Thursday, 26 April 2012, at 3.00 pm to transact the
following business:
As Ordinary Business
Resolution 1 To receive the Financial Statements, the Directors Report and the Auditors Report for the year ended
31 December 2011.
Resolution 2 To declare a final one-tier tax-exempt dividend of 40 cents per ordinary share for the year ended 31 December 2011.
Resolution 4 To approve a fee of $2,250,000 to the Chairman of the Bank, Dr Wee Cho Yaw, for the period from January 2011
to December 2011.
Resolution 5 To re-appoint Ernst & Young LLP as Auditors of the Company and authorise the Directors to fix their remuneration.
To pass the following resolution under Section 153(6) of the Companies Act, Cap. 50:
THAT pursuant to Section 153(6) of the Companies Act, Cap. 50, Mr ________________________ be and is
hereby re-appointed as a Director of the Company to hold such office until the next Annual General Meeting of
the Company.
In respect of:
As Special Business
To consider and, if thought fit, pass the following ordinary resolutions:
(a) (i) issue ordinary shares in the capital of the Company (shares) whether by way of rights, bonus or
otherwise; and/or
(ii) make or grant offers, agreements or options (collectively, Instruments) that might or would require
shares to be issued, including but not limited to the creation and issue of (as well as adjustments to)
warrants, debentures or other instruments convertible into shares,
at any time and upon such terms and conditions and for such purposes and to such persons as the
Directors may in their absolute discretion deem fit; and
(b) (notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue shares
in pursuance of any Instrument made or granted by the Directors while this Resolution was in force,
provided that:
(1) the aggregate number of ordinary shares to be issued pursuant to this Resolution (including shares to
be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed
50 per cent of the total number of issued shares, excluding treasury shares, in the capital of the
Company (as calculated in accordance with paragraph (2) below), of which the aggregate number of
shares to be issued other than on a pro-rata basis to shareholders of the Company (including shares
to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not
exceed 20 per cent of the total number of issued shares, excluding treasury shares, in the capital of
the Company (as calculated in accordance with paragraph (2) below);
(2) (subject to such manner of calculation as may be prescribed by the Singapore Exchange Securities
Trading Limited (SGX-ST)) for the purpose of determining the aggregate number of shares that may be
issued under paragraph (1) above, the percentage of issued shares shall be based on the total number
of issued shares, excluding treasury shares, in the capital of the Company at the time this Resolution is
passed, after adjusting for:
(i) new ordinary shares arising from the conversion or exercise of any convertible securities or share
options or vesting of share awards which are outstanding or subsisting at the time this Resolution is
passed; and
(3) in exercising the authority conferred by this Resolution, the Company shall comply with the provisions of
the Listing Manual of the SGX-ST for the time being in force (unless such compliance has been waived by
the SGX-ST) and the Articles of Association for the time being of the Company; and
(4) (unless revoked or varied by the Company in general meeting) the authority conferred by this Resolution shall
continue in force until the conclusion of the next Annual General Meeting of the Company or the date by
which the next Annual General Meeting of the Company is required by law to be held, whichever is earlier.
Resolution 13 THAT authority be and is hereby given to the Directors to allot and issue from time to time such number of
ordinary shares as may be required to be allotted and issued pursuant to the UOB Scrip Dividend Scheme.
Resolution 14 THAT
(i) allot and issue any of the preference shares referred to in Articles 7A, 7B, 7C, 7D, 7E and/or 7F of
the Articles of Association of the Company; and/or
(ii) make or grant offers, agreements or options that might or would require the preference shares
referred to in sub-paragraph (i) above to be issued,
at any time and upon such terms and conditions and for such purposes and to such persons as the
Directors may in their absolute discretion deem fit and (notwithstanding that the authority conferred by this
Resolution may have ceased to be in force) to issue the preference shares referred to in sub-paragraph (i)
above in connection with any offers, agreements or options made or granted by the Directors while this
Resolution was in force;
(b) the Directors be authorised to do all such things and execute all such documents as they may consider
necessary or appropriate to give effect to this Resolution as they may deem fit; and
(c) (unless revoked or varied by the Company in general meeting) the authority conferred by this Resolution shall
continue in force until the conclusion of the next Annual General Meeting of the Company or the date by
which the next Annual General Meeting of the Company is required by law to be held, whichever is earlier.
Notes to Resolutions
Resolution 2 is to approve the final dividend. The Transfer Books and Register of Members will be closed from 10 May 2012 to
11 May 2012, both dates inclusive, for the preparation of the final dividend. Registrable transfers received up to 5.00 pm on 9 May 2012
will be entitled to the final dividend. If approved, the final dividend will be paid on 22 May 2012.
Resolution 4 is to approve a fee of $2,250,000 for the period from January 2011 to December 2011 to the Chairman of the Bank,
Dr Wee Cho Yaw, for providing advice and guidance to Management drawn from his vast experience, knowledge and expertise
acquired over more than 50 years with the Bank.
Resolution 6 is to re-elect Mr Wong Meng Meng who will, if re-elected, continue as the Chairman of the Nominating Committee.
Resolution 7 is to is re-elect Mr Cheng Jue Hiang Willie who will, if re-elected, be a member of the Audit Committee and
Nominating Committee.
Resolution 8 is to re-elect Mr Hsieh Fu Hua who will, if re-elected, be a member of the Executive Committee, Nominating Committee,
Remuneration Committee and Board Risk Management Committee.
Resolution 9 is to re-appoint Dr Wee Cho Yaw who will, if re-appointed, remain as the Chairman of the Executive Committee,
Remuneration Committee and Board Risk Management Committee and a member of the Nominating Committee.
Resolution 10 is to re-appoint Professor Cham Tao Soon who will, if re-appointed, cease to be the Chairman of the Audit Committee
but remain as a member of the Audit Committee and Board Risk Management Committee. He will cease to be a member of the
Executive Committee, Nominating Committee and Remuneration Committee.
Resolution 11 is to re-elect Mr Thein Reggie who will, if re-appointed, be the Chairman of the Audit Committee and a member of the
Remuneration Committee.
Resolution 12 is to empower the Directors to issue ordinary shares in the capital of the Company and to make or grant instruments
(such as warrants or debentures or options) convertible into ordinary shares, and to issue ordinary shares in pursuance of such
instruments, up to an amount not exceeding in total 50 per cent of the total number of issued shares, excluding treasury shares, in the
capital of the Company, but with a sub-limit of 20 per cent for issue of shares other than on a pro-rata basis to shareholders (General
Mandate). For the purpose of determining the aggregate number of ordinary shares that may be issued pursuant to the General
Mandate, the percentage of issued shares in the capital of the Company shall be based on the total number of issued shares, excluding
treasury shares, in the capital of the Company at the time that Resolution 12 is passed, after adjusting for (a) new ordinary shares arising
from the conversion or exercise of any convertible securities or share options or vesting of share awards which are outstanding or
subsisting at the time that Resolution 12 is passed, and (b) any subsequent bonus issue, consolidation or subdivision of ordinary shares.
Resolution 13 is to authorise the directors to issue ordinary shares pursuant to the UOB Scrip Dividend Scheme (Scheme) should
the Company decide to apply the Scheme to any dividend declared by the Company from the date of this AGM until the next AGM.
Resolution 14 is to enable the Directors to issue any of the preference shares referred to in Articles 7A, 7B, 7C, 7D, 7E and/or 7F of the
Articles of Association of the Company and/or make or grant offers, agreements or options that might or would require such preference
shares to be issued at any time. The Directors will only issue such preference shares under this Resolution if they consider it appropriate
and in the interest of the Company to do so.
Chan Vivien
Secretary
Notes:
(1) A member entitled to attend and vote at the Meeting is entitled to appoint not more than two proxies to attend and vote in his stead. A proxy need not be a member of
the Company.
(2) To be effective, the instrument appointing a proxy must be deposited at 80 Raffles Place #04-20 UOB Plaza 2, Singapore 048624 (Attention: The Company Secretary) not
less than 48 hours before the time set for holding the Meeting.
of _____________________________________________________________________________________________________________ (Address)
being a member/members of United Overseas Bank Limited (the Company), hereby appoint
Address
and/or *
Address
or failing him/her, the Chairman of the Meeting as my/our proxy, to attend and vote for me/us on my/our behalf at the Seventieth Annual
General Meeting of members of the Company, to be held at Pan Pacific Singapore, Pacific 2-3 Level 1, 7 Raffles Boulevard, Marina Square,
Singapore 039595 on Thursday, 26 April 2012 at 3.00 pm and at any adjournment thereof.
(Please indicate with an X in the space provided how you wish your proxy to vote. In the absence of specific directions, the proxy will vote
as the proxy deems fit.)
1st fold
2nd fold
Postage will be
paid by
addressee.
For posting in
Singapore only.
Head Office
80 Raffles Place, UOB Plaza, Singapore 048624
Phone: (65) 6533 9898 Fax: (65) 6534 2334
www.uobgroup.com