UOB Annual Report 2014
UOB Annual Report 2014
UOB Annual Report 2014
Wait at Terminal 21
Hong Sek Chern
Contents
Overview
02 About United Overseas Bank Limited
04 Market Overview and Growth Drivers
06 Financial Highlights
08 Five-Year Group Financial Summary
09 Chairman Emeritus Statement
10 Chairmans Statement
11 Deputy Chairman and CEOs Report
14 Board of Directors
19 Group Management Committee
Year in Review
22 2014 in Review
35 UOB in the Community
37 UOBs Awards and Accolades in 2014
Governance
40 Corporate Governance
47 Capital Management
49 Risk Management
58 Human Resource
61 Pillar 3 Disclosure
Financial Report
71 Management Discussion and Analysis
Financial Statements
82 Directors Report
87 Statement by Directors
88 Independent Auditors Report
89 Income Statements
90 Statements of Comprehensive Income
91 Balance Sheets
92 Statements of Changes in Equity
94 Consolidated Cash Flow Statement
95 Notes to the Financial Statements
Investor Reference
164 UOB Share Price and Turnover
165 Statistics of Shareholdings
167 Five-Year Ordinary Share Capital Summary
168 Our International Network
172 Notice of Annual General Meeting
177 Appendix to the Notice of Annual
GeneralMeeting
189 Proxy Form
Corporate Information
Ms Hong Sek Cherns Wait at Terminal 21 is the design inspiration for the cover of
this years UOB Group Annual Report. The painting received the Gold Award for
the Established Artist category in the 2014 UOB Painting of the Year (Singapore)
Competition. It is symbolic of the beliefs and actions that can bind people and
shape their future.
Ms Hong was inspired by the determination, persistence and resilience of the
Thai people and sought to capture these qualities in her painting. She portrayed
a democracy movement at Bangkoks Terminal 21 shopping mall, employing her
signature style which is a complex interplay of architectural blocks and lines.
The UOB Painting of the Year Competition, now in its 33rd year, promotes
awareness and appreciation of art and challenges artists to produce works that
inspire audiences across Southeast Asia.
United Overseas Bank Limited (UOB) is a leading bank in Asia with a global network of more
than500offices in 19 countries and territories in Asia Pacific, Western Europe and North America.
Since its incorporation in 1935, UOB has grown organically and through a series of strategic
acquisitions. UOB is rated among the worlds top banks: Aa1 by Moodys and AA- by Standard
&Poors and Fitch Ratings respectively.
Operating Segments
UOB provides a wide range of nancial services including personal nancial services, private banking, business banking,
commercial and corporate banking, transaction banking, investment banking, corporate nance, capital market activities,
treasuryservices,brokerage and clearing services, asset management, venture capital management and insurance.
See page 26 for more information See page 29 for more information See page 32 for more information
530
branches and offices
Japan 2
South Korea 1
China 20
India 1 Myanmar 2
Vietnam 1
Thailand 156 Philippines 1
Malaysia 47
Brunei 2
Singapore 76
Indonesia 211
Australia 4
Canada 3
With its strong fundamentals and long-term prospects, Southeast Asia is set
togrow at a faster pace than the rest of the world in 2015.
Our performance demonstrates our continued focus on generating steady growth backed by
disciplined risk management and a strong balance sheet.
2,900 3,249
3,008 234
2,578 2,600 2,803 215
2,426 196
2,021 2,327 182 179
1,975 169
142 153
4,558 141
3,917 4,120 112
3,532 3,678
20101 2011 2012 2013 2014 20101 2011 2012 2013 2014 2010 2011 2012 2013 2014
Net interest Non-interest Non-interest Net profit after tax Loans Deposits Loan/Deposit
income income income/Total ($ million) ($ billion) ($ billion) (%)
($ million) ($ million) income (%)
Total Income Net Profit After Tax Customer Loans Customer Deposits
$7,457 million $3,249 million $196 billion $234 billion
+11.0% +8.0% +9.5% +9.0%
The Groups total income rose 11.0% year-on- The Group posted net earnings of $3.25 billion Loan/Deposit
year, crossing a new record at $7.46 billion, for 2014, an increase of 8.0% from the year
driven by robust loan growth and higher trading before. The new high fullyear performance was 83.8%
and investment income. contributed by broad-based growth across core +0.4%pt
income streams.
Net interest income grew strongly at 10.6% to Net loans grew 9.5% for the year to reach
$4.56 billion on the back of loan growth across $196 billion in 2014.
various geographies and industries.
Customer deposits rose 9.0% to $234 billion,
Non-interest income rose 11.5% to $2.90billion. in line with loan growth and mainly contributed
Fee and commission income increased by Singapore-dollar and US-dollar deposits. The
1.1% to $1.75 billion from a year ago with Groups loan-to-deposit ratio stood healthy at
increased contributions from credit card, wealth 83.8% in 2014.
management, trade and loan-related activities,
but partly offset by lower fund management and Note: Net loans were net of cumulative impairment.
corporate finance fees. Trading and investment From 2013, customer deposits include deposits from
income surged 50.1% to $817million on higher financial institutions relating to fund management and
treasury customer income, investment gains operating accounts. Previously, these deposits were
classified as Deposits and balances of banks.
and trading income on the back of improved
marketsentiment.
Loans by Geography
Greater China 25.3 Note: With effect from 2014, loans by geography is classified according to where
credit risks reside, largely represented by the borrowers country of incorporation/
operation (for non-individuals) and residence (for individuals).
Others 16.6
307
29.6 284 19.8%
253 19.1%
25.1 26.4 237
23.0 214 16.7% 16.9%
21.5 16.6%
15.3%
14.7%
13.5% 13.9%
13.2%
20101 2011 2012 2013 2014 20101 2011 2012 2013 2014 2010 2011 2012 2013 2014
Shareholdersequity Return on equity Total assets Return on assets CET1/Tier Total CAR
($ billion) (%) ($ billion) (%) 1 CAR (%) (%)
Shareholders Equity Return on Equity Total Assets Return on Assets CET1/Tier 1 CAR Total CAR
$30 billion 12.3% $307 billion 1.10% 13.9% 16.9%
+12.1% +7.9% -0.02%pt +0.7%pt +0.3%pt
Shareholders equity increased 12.1% to The Groups total assets grew 7.9% to The Groups capital position remained well above
$29.6 billion in 2014, largely led by higher net $307 billion in 2014 backed by strong loan the Monetary Authority of Singapores minimum
prot, improved valuation on the available-for- volume. Return on assets for 2014 was 1.10%. requirements with Common Equity Tier 1 (CET1)
sale investments and issuance of new ordinary and Total CAR at 13.9% and 16.9% respectively
shares pursuant to the scrip dividend scheme. as at 31 December 2014.
Return on equity remained stable at 12.3%
Note: With effect from January 2013, the Group
in 2014. adopted the Basel III framework for its CAR computation
in accordance with the revised MAS Notice 637 and
CET1 is mandated under MAS Notice 637.
1 Excluded one-time gain on sale of UOB Life Assurance Limited and United Industrial Corporation Limited.
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 From 2013, customer deposits include deposits from financial institutions relating to fund management and operating accounts. Previously, these deposits were classified as
Deposits and balances of banks.
4 With effect from January 2013, the Group adopted the Basel III framework for its capital adequacy ratio computation in accordance with the revised Monetary Authority of
Singapore (MAS) Notice 637 and Common Equity Tier 1 is mandated under MAS Notice 637.
5 Included special dividend of 10 cents in 2010 and 2012 respectively, and 5 cents in 2013 and 2014 respectively.
Global growth in 2014 was lacklustre and this sluggishness UOB is committed to supporting Asian enterprise and innovation,
is expected to continue in 2015. Divergent strategies from central through the right mix of conservatism and entrepreneurship. I have
banks on interest rates, foreign exchange volatility and commodity every condence that by maintaining this balance, the Group will
price swings have contributed to increased uncertainty in the remain resilient to economic headwinds and continue creating
global market. sustainable value for our shareholders and customers.
We will stay the course in these challenging times by continuing to I would like to thank the management and staff at UOB for their
practise prudence and be disciplined in managing our business. contributions in 2014 and encourage their continued commitment.
We will stay focused on delivering quality growth, while remaining
watchful over emerging risks. Wee Cho Yaw
Chairman Emeritus and Adviser
February 2015
2014 was another good year for UOB and we deepened our concerns, especially in the emerging markets, around interest rate
presence across the region with our usual steadfast approach and currency risks.
to managing and to growing the business. Through the years, Much as we are watchful of competitive threats from within the industry,
UOB has invested resources and energy into realising its regional we are also mindful of the longer-term trend the industry is facing from
ambitions. We have been guided by the premise that the long-term disruptors with digital business models. Digitisation and social media
interests of shareholders are best served by an expansion strategy have opened new avenues for meeting the needs of consumers. Only
that is considered. We rst established our regional presence in by harnessing the potential of new trends will traditional players, such
Malaysia in 1971, followed by Indonesia, Thailand and Greater as ourselves, be able to respond. As a Group, we must think ahead to
China. In 2015, we will reach yet another milestone when we address the future needs of our customers.
ofcially open our doors in Myanmar. Financial Performance and Dividend
The Bank has advanced by being patient and waiting for the right UOB recorded an operating prot of $4.31 billion for the year,
time and right opportunities. As an example, at a recent UOB Board up 12.8 per cent over 2013. For the second consecutive year,
offsite held in Thailand, we took the opportunity to review our progress UOB maintained a net prot after tax of more than $3 billion at
since our entry there in 1995. With our acquisition of Radanasin $3.25billion for 2014.
Bank in 1999, we had 68 branches and a team of 1,250. Bolstered I am pleased to announce that the Board has recommended anal
by the purchase of the Bank of Asia in 2004, our operations grew one-tier tax-exempt dividend of 50 cents per ordinary share and
to154 branches and 4,400 people. In 2013, UOB (Thai) recorded a special dividend of 5 cents per ordinary share. Together with
its most protable year and remained protable in 2014 despite the the interim dividend of 20 cents per ordinary share paid in the rst
challenging environment. It was certainly heartening to see the steady half of the year, the 2014 total dividend amounts to 75 cents per
developments we have made over the last 20 years and the strong ordinary share.
commitment of our Thai colleagues to UOBs growth in thecountry.
The Board keenly welcomes the second female director in the
What matters most in any strategy is having the capability and Banks history, Mrs Lim Hwee Hua. She brings with her considerable
the right people to execute it. Our standing as a regional bank experience including that of a Minister in the Singapore Government
enables us to attract and to retain many talented people whose and private sector expertise in equity research andinvestments.
desire to achieve UOBs vision is palpable. With our people at the
heart ofimplementing UOBs strategy, the Board and management I would like to thank my fellow Directors, Chairman Emeritus, the
have rened the Banks compensation framework. Our objective CEO and his management team, for their active contributions in a
was to ensure the framework was consistent with UOBs strong year of challenge and change. On behalf of the Board, I commend
risk management and long-term performance culture. The revised our colleagues across the UOB network for their efforts throughout
structure promotes increased productivity, high performance and the year. Finally, to our customers and shareholders, I thank them
fair compensation. For senior management, incentives are long-term for their continued loyal support of UOB.
and are linked to the achievement of the Banks business goals.
Ultimately, UOB employees will continue to be rewardedfairly. Hsieh Fu Hua
Chairman
Looking at the wider environment, the Board and management
remain anxious about 2015 and the key macroeconomic issues February 2015
as outlined by Chairman Emeritus. We are keeping watch on our
credit exposure and asset-liability mix, bearing in mind heightened
Determination, persistence and resilience these ideas were the 2014 Financial Performance
inspiration for the cover of this years Annual Report. They also Amid a volatile global environment, we continued to achieve steady
describe the approach we take in managing our business a returns and to maintain a resilient portfolio. Net prot after tax
considered approach that our shareholders appreciate as one that increased to $3.25 billion, an eight per cent increase over 2013.
is distinctly UOBs. This set of results was driven by double-digit growth in net interest
income and non-interest income.
Our shareholders know that UOB is a long-term investment. A
review of our performance over many decades testies to the fact Net interest income for 2014 rose 10.6 per cent to
that UOB has pursued stable and sustainable growth over the $4.56 billion, as loans expanded 9.5 per cent to reach $199 billion
years. This can be seen in the journey we have taken in building on relatively stable margins. The increase in non-interest income by
11.5 per cent was driven largely by higher trading and investment
and running our 500-strong regional branch network. This network
income on the back of favourable market sentiment.
enables us to compete at a regional level and will fuel UOBs next
phase of growth. Our cost-to-income ratio improved to 42.2 per cent, down from
43.1 per cent in 2013. Our long-term target remains around
Expanding beyond our home market brings opportunities, but also
40 per cent as we look to enhance productivity and improve
challenges. Our patience and perseverance help us understand
efciencies across our various business lines and network.
each local business environment the different cultures, operating
policies and competitive play. The effort required to manage We have maintained a strong balance sheet and our overall
through the complexities, to stay locally relevant and to provide portfolio is resilient in the face of market uncertainties. Key asset
sustainable value for our customers in each market cannot be quality indicators were stable, with non-performing loans ratio at
overstated. We know we have to be nimble and thorough to do it 1.2 per cent and total loan charge-off rate at 32 basis points. We
well. This in-depth appreciation of the regions diversity has put us are monitoring closely selected industries, conducting stress tests
in good stead in the more difcult task of integration transforming and performing regular credit reviews.
us from a collection of banks to a single whole. On funding, our Group loan-to-deposit ratio remained healthy at
83.8 per cent as we paced our loans and deposits growth. We
While we have made signicant progress in our regionalisation
remain predominantly deposit-funded, supported by our regional
strategy, we know there is much more to be done. This again, we
branch network. We are also well-prepared for the introduction of
will undertake with determination, persistence and resilience.
the new Liquidity Coverage Ratio (LCR), with our LCR well above
Today, ours is a network of unparalleled on-the-ground presence, the regulatory minimum of 100 per cent.
customer franchise and distribution capabilities. With the whole Our capital position is solid with Common Equity Tier 1 and Total
being greater than the sum of its parts, our priority now is toharness Capital Adequacy Ratios at 13.9 per cent and 16.9 per cent as at
the tremendous potential of this connectivity to strengthen our 31 December 2014 respectively.
position for tomorrow.
Our prudent and disciplined approach was again recognised by the
ratings agencies. We maintained our position as one of the worlds
top-rated banks with a rating of Aa1 by Moodys and AA- by both
Standard & Poors and Fitch Ratings.
Making Progress Across the Region And the third is our client franchise which we will continue to
We are excited about the long-term growth potential of the region. broaden and to deepen by enhancing our segment coverage,
In 2014, we continued to invest in new product capabilities with specialised, industry-driven focus in providing integrated
and infrastructure to seize the opportunities offered by rising nancialsolutions.
intra-regional trade and investments as well as higher consumer
Just as we support the ambitions of businesses across the
incomes in Asia.
region, we continue to invest in our retail banking capabilities to
Asia, and within it Southeast Asia, is one of the most dynamic meet thenancial needs of individuals.Our focus is to create new
growth regions in the world. We believe we are in a unique position products and solutions that are right for our customers long-term
to ride on the opportunities of the upcoming ASEAN Economic nancial future.
Community (AEC) as we are one of only a handful of banks
For instance, we launched an investment solution called UOB
with a broad and deep Southeast Asian presence. In 2014, this
Income Builder in 2014. This back-to-basics product is built on
competitive advantage was recognised when we were named
the fundamental investment principles of time, diversication and
the Most Admired ASEAN Enterprise for ASEAN Centricity at the
the compounding effect to help people, regardless of their income,
ASEAN Business Awards.We will build on this advantage when we
invest wisely for their future. As the needs of our retail customers
ofcially open our branch in Myanmar in 2015, reinforcing UOBs
evolve and grow in sophistication, we are sharpening our focus on
strength as having one of the most comprehensive regional branch
private banking.In this regard, we are also tapping our strengths as
networks in Asia.
a commercial bank with a strong retail and distribution network and
Our wholesale banking strategy is focused on three key pillars customer franchise in the region.
to support our clients as they grow in their home markets and
2014 saw us stepping up our efforts in automating and digitising
expand throughout Asia. The rst is our geographical footprint and
our 500 branches region-wide to serve all our customers better.
regional coverage which we will continue to strengthen to serve
The programme includes branch redesigns, investment in new
clients across the full spectrum of their domestic and regional
generation smart self-service machines, and the digitisation of
needs. In 2014, we deepened our presence in China through
processes and transactions to make banking easier, faster and
new branches in the Shanghai Free Trade Zone and the countrys
friendlier for our customers. While we use digital technology to
westernprovinces.
make banking more convenient for our customers, we also know
The second pillar is our product solutions and advisory capabilities. the importance of making each engagement feel a personal one.
During the year, we began the roll-out of a fully integrated, regional We will continue to raise the standards of customer service as we
electronic banking platform that provides leading capabilities in cash know it is the human touch that makes all the difference.Our brand
management and trade nance. Our product suite was expanded has been built on the spirit of the handshake; it is a promise that
to include regional liquidity solutions and supply chainnancing. customers can rely on us to do what is right, now and in the future.
+8% to
$3.25 billion
2014 Net Interest Income
+10.6% to
$4.56 billion
As we continue to make progress on our regional strategy, we We enter 2015 condent of the mid- to long-term prospects of the
look for people with the right talent in all the markets in which region and of our ability to achieve sustainable growth. Southeast
we operate. We have also made concerted efforts to provide our Asia, a fast-growing region with more than 600 million consumers,
people with international exposure so they can gain expertise and is poised to be the fourth largest economy in the world by 2025.
new perspectives through cross-functional and cross-country The setting up of the AEC this year ties in well with our belief in
assignments. We will do more of this in the coming years as it will providing seamless connectivity and consistent quality service to
encourage our people to develop their potential and add to the our customers across our regional network.
bench strength of UOB.
Our steady progress over the years was made possible through the
2015 Outlook guidance of the Board and the tireless efforts of our teams across
All this is set against the backdrop of moderating and uneven the region. I would like to thank them as well as our customers and
global economic growth. While the US economy is recovering, investors for their trust and condence in UOB.
the eurozones and Japans are still fragile and Chinas is in a
managed slowdown. Wee Ee Cheong
Deputy Chairman and Chief Executive Ofcer
Divergent monetary policies in the major economies have increased
the risks of disruptive capital outows and volatility in interest rates February 2015
and exchange rates. Even as the world becomes more integrated,
we see a rise in policy intervention as countries attempt to
shield their economies from the policy impact of other countries.
Commodity shocks, such as the recent plunge in oil prices, create
further uncertainty with repercussions on related industries and the
wider economy.
Heightened volatility is to be expected.
Given this context, our disciplined approach and steadfastness
in pursuing balanced and sustainable growth provide a strong
foundation, enabling us to stay resilient in riding through volatilities.
Our deep understanding of the dynamic region enables us to
seize opportunities selectively. We continue to focus on the core
fundamentals of banking ensuring balance sheet strength and
building capabilities for the future.
Mr Wong, 66, was appointed to the Board on 14 March 2000 and Mr Lavin, 57, was appointed to the Board on 15 July 2010 and
last re-elected as Director on 24 April 2014. A non-independent last re-elected as Director on 25 April 2013. An independent and
and non-executive director, Mr Wong is the chairman of the non-executive director, he is a member of the Executive and
Nominating Committee. He is also a director of Far Eastern Bank, Nominating Committees. He is also a director of Far Eastern
a UOB subsidiary. Bank, a UOB subsidiary.
He is the Chairman of Mapletree Industrial Trust Management. Currently the Chairman and Chief Executive Officer of Export Now,
an e-commerce business which he founded, Mr Lavin also holds
A lawyer by profession, Mr Wong was among the pioneer batch
directorships in Globe Specialty Metals and Consistel. He was the
of Senior Counsel appointed in January 1997. While in active
Chairman of the Steering Committee of the Shanghai 2010 World
practice, he was widely acknowledged as one of the worlds
Expo USA Pavilion. Earlier in his career, Mr Lavin held senior finance
leading lawyers in premier directories including The International
and management positions at Citibank and Bank of America.
Whos Who of Commercial Litigators, The Guide to the Worlds
Leading Experts in Commercial Arbitration, Asialaw Leading Mr Lavin has extensive experience in public administration, having
Lawyers, PLC Cross-border Dispute Resolution: Arbitration served as Under-Secretary for International Trade at the
Handbook, The International Whos Who of Construction Lawyers Department of Commerce and as US Ambassador to Singapore
and Best Lawyers International: Singapore. where he helped to negotiate the landmark US-Singapore Free
Trade Agreement.
Retired from WongPartnership LLP, Mr Wong remains as its
Founder-Consultant. He is a member of the Public Guardian Mr Lavin holds a Bachelor of Science from the School of Foreign
Board, and had previously served as the President of The Law Service at Georgetown University, a Master of Science in Chinese
Society of Singapore, the Vice President of the Singapore Language and History from Georgetown University, a Master of
Academy of Law and member of the Military Court of Appeal and Arts in International Relations and International Economics from
the Advisory Committee of Singapore International Arbitration the School of Advanced International Studies at Johns Hopkins
Centre. In recognition of his contributions to public service in University, and a Master of Business Administration in Finance at
Singapore, he was awarded the Public Service Medal in 2001. Wharton School at the University of Pennsylvania.
Mr Cheng, 61, was appointed to the Board on 15 July 2010 and Mr Koh, 69, was appointed to the Board on 1 September 2012
last re-elected as Director on 24 April 2014. An independent and and last re-elected on 25 April 2013. An independent and
non-executive director, he is the chairman of the Audit Committee non-executive director, he is a member of the Executive,
and a member of the Nominating Committee. Remuneration and Audit Committees.
He is also a director of FEO Hospitality Asset Management, Currently Chairman of the Housing & Development Board, the
Singapore Health Services, Integrated Health Information Systems MechanoBiology Institute and Singapore Island Country Club,
and NTUC Health Co-operative. Mr Koh also holds directorships in CapitaLand and CapitaLand
Hope Foundation. He is a former director of Pan Pacific Hotels
Formerly a managing partner of Accenture, Mr Cheng retired after
Group, Singapore Airlines and UOL Group, and former Chairman
26 years with the firm.
of CapitaMall Trust Management.
A well-respected figure in the non-profit sector, Mr Cheng is a
In the span of his illustrious 35-year career with the Singapore
director of Caritas Humanitarian Aid & Relief Initiatives, Singapore,
Civil Service, Mr Koh held various appointments including
SymAsia Foundation, Council for Third Age and ApVentures. He is
Permanent Secretary in the Ministries of National Development,
also the Chairman of Singapore Institute of Directors and a
Community Development and Education. He retired as the
member of the Singapore Exchanges Diversity Action
Comptroller of Income Tax, where he was both Commissioner of
Committee. He is a former director of Singapore Press Holdings,
Inland Revenue and Commissioner of Charities. Prior to these
NTUC Fairprice Co-operative, Singapore Cooperation Enterprise
appointments, he had served in the Ministry of Finance and the
and Lien Centre for Social Innovation. For his contributions to
Prime Ministers Office. He was awarded the Public Administration
public service in Singapore, he was awarded the Public Service
Medal (Gold) in 1983 and the Meritorious Service Medal in 2002
Medal in 2008.
for his contributions to public service.
Mr Cheng holds a Bachelor of Accountancy (First Class Hons)
Mr Koh graduated from Oxford University, UK with a Bachelor of
from the University of Singapore. He is a Fellow of the Institute of
Arts (Hons) in Philosophy, Political Science and Economics.
Singapore Chartered Accountants and an Honorary Fellow of the
He also holds a Master of Arts from Oxford University, UK and a
Singapore Computer Society.
Master in Public Administration from Harvard University, USA.
Mr Ong, 59, was appointed to the Board on 2 January 2013 and Mrs Lim, 56, was appointed to the Board on 1 July 2014.
last re-elected as Director on 25 April 2013. An independent and An independent and non-executive director, she is a member of
non-executive director, he is a member of the Audit and Board the Board Risk Management Committee.
Risk Management Committees. He also chairs the board of
Currently an executive director of Tembusu Partners and a
United Overseas Bank (Malaysia), a UOB subsidiary.
non-executive director of Jardine Cycle & Carriage and Stamford
A director of Singapore Power, Mr Ong is the Chairman of the Land Corporation, Mrs Lim is also a senior advisor to Kohlberg
boards of the Tax Academy of Singapore and the National Kravis & Roberts, a member of the Asia Advisory Board of Westpac
Heritage Board. Institutional Bank, a non-executive director of BW Group, and
Honorary Chairman of Securities Investors Association, Singapore.
He retired as the Executive Chairman of Ernst & Young Singapore
after 33 years with the firm. She was first elected to Parliament in December 1996 and served
till May 2011, last as Minister in the Prime Ministers Office, and
A known supporter of the arts, Mr Ong is Chairman of the
concurrently as Second Minister for Finance and Transport.
Singapore Tyler Print Institute. In 2011, he was awarded the
Between April 2002 and July 2004, she was Deputy Speaker of
Public Service Medal for his contributions to the arts in Singapore.
Parliament and Chairman of the Public Accounts Committee.
Mr Ong holds a Bachelor of Accounting (Hons) from the University
Mrs Lim holds a Master of Arts (Hons) in Mathematics/Engineering
of Kent at Canterbury. He is a member of the Institute of
from the University of Cambridge and a Master of Business
Chartered Accountants in England and Wales and the Institute of
Administration in Finance from Anderson School of Management,
Singapore Chartered Accountants.
University of California at Los Angeles.
The Group Management Committee comprises a total of 17 members, including members of the
Management Executive Committee.
Francis Lee Chin Yong Mr Cheo joined UOB in 2005. He oversees the credit approval
Group Retail function for middle market corporations. He previously headed the
Groups corporate planning and strategy division. Mr Cheo holds
Mr Lee joined UOB in 1980. He leads the Groups consumer and a Bachelor of Business Administration (Hons) from the University
small business retail divisions. Prior to his appointment in of Singapore and has more than 30 years of experience in
Singapore in 2003, he was the CEO of UOB (Malaysia). He holds corporate and investment banking, project and ship finance and
a Malaysian Certificate of Education and has more than 30 years credit management.
of experience in the financial industry.
Year in Review
22 2014 in Review
35 UOB in the Community
37 UOBs Awards and Accolades in 2014
2014 in Review
Group Review
In 2014, UOB continued to make progress
on our regional strategy by increasing
the reach and strength of our network in
Southeast Asia and Greater China, and
introducing lines of business to meet the
changing needs of our customers. We are
focused on helping them seek business and
personal investment opportunities that deliver
long-term, sustainable growth.
The awarding of a Foreign Bank Licence in Myanmar to UOB opens up access to one of
Southeast Asias newest emerging economies.
Highlights
Awarded a Foreign Bank Licence in Myanmar in
October 2014 that enables us to work even more closely
with the Central Bank of Myanmar and local banks Delivering on Our Regional Strategy
to provide financial solutions for the banking community The awarding of a Foreign Bank Licence in Myanmar in October
and multinational companies with interests in was an important advancement in the Banks regionalisation
thecountry. strategy as it opened up access to one of Southeast Asias newest
emerging economies. UOB was one of only nine international banks
Deepened and extended our 500-strong branch to be awarded such a licence in Myanmar. While we have had a
network to serve our growing customer base. Representative Ofce in the country since 1994, the new licence
Established a dedicated Renminbi (RMB) Solutions enables us to deepen our onshore banking relationships. We are now
team to capture opportunities arising from working even more closely with the Central Bank of Myanmar and
RMBinternationalisation. local banks to provide nancial solutions for the banking community
and multinational companies with interests in the country.
Advanced the quality and range of our products, and
internet and mobile banking services through our With China being one of Southeast Asias largest trading partners,
enhanced technology infrastructure. we expanded our branch network in China to 16 branches and
sub-branches with the addition of three branches in the Shanghai
Named the Most Admired ASEAN Enterprise for ASEAN
Pilot Free Trade Zone (FTZ), Beijing and Chongqing, which is the
Centricity at the ASEAN Business Awards 2014 for our
heart of the developing region of Western China.
role in supporting economic growth in Southeast Asia
through our integrated regional franchise. The increasing use of RMB as an international currency was also one
of the main factors driving trade, cash management, investment and
Recognised with the Singapore Quality Award for
nancing activities between Greater China and Southeast Asia in
our outstanding performance in enhancing the
2014. To serve customers looking to capture opportunities from the
customer experience at branches and through
increasing RMB ows, we established a dedicated RMB Solutions
self-service channels.
team with a presence in Hong Kong, Shanghai and Singapore. The
Commended for service excellence at The Association RMB Solutions team draws on the expertise of product specialists
of Banks in Singapore Excellent ServiceAwards. from Global Markets and Investment Management, Transaction
Banking and Debt Capital Markets to provide foreign exchange
(FX) and RMB investment and hedging solutions to customers with
cross-border business needs. We also opened a new sub-branch
in the Shanghai Pilot FTZ to support customers cross-border
nancingneeds.
947 of our employees were commended for service excellence at the ABS Service Excellence Awards 2014.
Group Retail
Our Group Retail business is focused on
providing our personal and business banking
customers with nancial solutions to help
them manage their money wisely. Our suite
of retail deposits, loans, insurance, cards
and investment products is complemented
by our 500-strong integrated branch network
and 1,700 automated teller and cash deposit
machines across the region, as well as online
and mobile banking options.
Singapore government to help reduce consumer over-leverage, Our efforts to help our retail customers meet their nancial goals
we introduced a property loan calculator for our customers. It is a were recognised when we were awarded the top honour of Best
simple online tool that helps potential home owners determine their Retail Bank in Asia Pacic at The Asian Banker International
total TDSR for mortgage loan applications. Excellence in Retail Financial Services Awards 2014. In its citation
of UOBs performance, The Asian Banker said the Bank had
We also expanded our international property nancing programme
distinguished itself through the outstanding performance of its retail
to the Japanese cities of Fukuoka, Kyoto, Osaka and Yokohama
business and its customer-focused approach.
in response to more customer requests to purchase overseas
properties in Japan. These complement our existing international Asian Perspectives for Managing Wealth
programmes in Australia, Japan, Malaysia, Thailand and the UK. Asias steady economic growth has made the region home to a
large population with rising personal wealth including the second
We continued to expand our unsecured lending offerings with more
largest group of high net worth individuals in the world1. We help
card products to match our customers lifestyle needs. We have
customers grow their wealth as they move through different life
more than three million UOB cards on issue across Southeast Asia,
stages using a segmented approach from Core Banking through
up 5.1 per cent over 2013. Our cards business in Malaysia remained
to Private Bank.
strong with billings in our Visa card portfolio up by double-digits
while Thailand continued to demonstrate a healthy growth rate Teams of dedicated relationship managers and product specialists
despite a challenging economic situation in the rst half of 2014. are located in our 48 dedicated wealth management centres across
the region. They provide advice on investment opportunities,
Across the region, we signed strategic partnerships with leading
portfolio management and retirement planning for each life stage.
lifestyle, dining and retail companies to provide our customers with
privileges and benets. Through such partnerships, for example, Prot contribution from wealth management to the retail business
our UOB Ladys cardmembers in Malaysia now enjoy rebates increased from 24 per cent in 2010 to 47 per cent in 2014 while
at major grocery stores such as Tesco and Giant, and rewards assets under management grew from $48 billion to $80 billion over
points at leading departmental stores such as AEON store and the same period.
Parkson. Similarly, the UOB Delight card in Singapore offers special
To meet growing customer needs for more sophisticated nancing
rewards and savings on everyday household items from Dairy Farm
options in 2014, we extended our existing product portfolio with
Singapore groceries and pharmacies.
a new Unit Trust Leverage Facility. This facility provides Privilege
Banking and Privilege Reserve customers who prefer to invest in
professionally-managed funds an additional nancing option to
purchase selected unit trusts.
Highlights
Doubled our cross-border loans over the past three We work with the China Council for the Promotion of International Trade to help
years as we supported our customers investing and Chinese companies explore business expansion opportunities in Southeast Asia.
expanding in Asia.
More than tripled Commercial Banking revenue in Hong Connecting Our Customers with Opportunities Across Asia
Kong as we captured business flows between the Pearl Our Group Commercial Banking business grew strongly as Asias
River Delta and Southeast Asia. economic transformation continued to open up new avenues for
long-term growth and as intra-regional trade and income levels
Renewed our Memorandum of Understanding (MOU)
rose. Many of our customers in the construction, infrastructure
with the China Council for the Promotion of International
upgrading and manufacturing sectors as well as those who cater to
Trade aimed at increasing foreign investment and trade
the booming middle class are driving the regions economic growth.
between China and Southeast Asia.
Our support of such businesses investing and expanding in Asia
Won a full-suite cash management mandate from has seen our cross-border loans double over the past three years.
Koreas Shilla Retail Company Pte Ltd. for its
Our nine Foreign Direct Investment (FDI) Advisory Units based
duty-free chain at Singapores Changi Airport.
in China, Hong Kong, Indonesia, India, Malaysia, Myanmar,
Introduced UOB Business Internet Banking Plus Singapore, Thailand and Vietnam were set up to help our customers
and Singapores first Corporate Deposit Card to give realise their expansion ambitions across the region through UOBs
customers more convenience in banking. extensive network. In addition to offering these customers our full
suite of corporate, commercial and personal banking products, we
Ranked among the top mandated arrangers,
also draw upon the strengths of our relationship with our strategic
bookrunners, lead managers and underwriters in Asia.
partners in the legal, audit and business consultancy professions
as well as key government agencies.
In Hong Kong, our FDI Advisory Unit has been active in capturing
business ows between Chinese state-owned enterprises and
private companies in the Pearl River Delta and Southeast Asia.
As a result, Commercial Banking revenue in Hong Kong more than
tripled in 2014 over the previous year on the back of strong loan
growth and cross-selling.
In 2014, we renewed our MOU with the China Council for the
Promotion of International Trade (CCPIT). This agreement is
aimed at increasing foreign investment and trade between China
and Southeast Asia and it remains the only MOU that CCPIT
has reached with a bank from Southeast Asia. Since 2012,
UOB and CCPIT have helped more than 1,000 Chinese companies Supporting the Ambitions of Our Corporate Customers
explore expansion opportunities in Southeast Asia. As we deepened Backed by a generally stable credit environment in 2014, the
and broadened these customer relationships, UOBs cross-border Corporate Banking Singapore team registered healthy growth
loans to Chinese companies increased at a satisfactory pace. in topline revenue. Net interest income benetted from robust
growth in trade nance assets while non-interest income showed
In the past year, more businesses increased their interest in
a healthy year-on-year increase driven by investment banking,
investing in Myanmar because of its favourable geographical
treasury-related and trade fees. This was achieved through
position and large consumer base. One such customer, US-based
greater cross-selling efforts with our top and middle-tier customer
APR Energy, won a large-scale turnkey power contract to build
segments, and our close partnership with UOBs Investment
one of Myanmars largest thermal power plants. We also signed a
Banking team. We also sustained a single-digit cost-income
nancing agreement with Singapore company, Asiatech Energy to
ratio through disciplined expense management as we enhanced
build a combined cycle gas-red power plant in Monstate.
productivity and prot contribution.
With the gradual recovery of developed economies and positive
Overseas investment activities by large Singapore corporates
growth trends for global FDI ows, we have also been serving an
picked up as more of them sought to diversify into overseas
increasing number of European and US companies looking to
markets. One of the signicant deals that we led in 2014 was the
expand in Southeast Asia.
nancing of Pontiac Land Groups multi-million dollar property
Intra-regional trade continues to contribute signicantly to the investment in New York.
growth of our loan book. Loans booked by our Global Business
In a competitive market, the Singapore and Korea Corporate
Development Unit, which helps Singapore customers expand into
Banking teams won a full-suite cash management mandate from
the region, have almost trebled from 2005 to 2014.
Koreas Shilla Retail Company Pte Ltd. for its chain of duty-free
On the product front, our partnership with insurance company shops at Singapores Changi Airport. The package of services
Prudential to offer a suite of Universal Life and term insurance comprises operating accounts, working capital facilities, merchant
policies for key-men is growing well. Our regional income from these cards, corporate cards, bulk cash collection, payment solutions
products increased as more companies invested in safeguarding and banknotes.
business continuity and managing risk. Income from our factoring
nancing product in Singapore and the region also grew as
customers sought alternative nancing to fund their businesses.
Our branch in Chongqing supports customers expanding into the developing region of Western China in addition to providing personal banking services.
UOB was honoured with more than 80 industry awards, many of which were presented to our Wholesale Banking and Global Markets and Investment Management teams.
(Clockwise, from left) UOB CEO Mr Wee Ee Cheong leads the Banks Mid-Autumn festival painting session with children from Fei Yue Community Services; 2013 Painting of
the Year winner Stefanie Hauger shares techniques with Towner Garden School students; and Mexican sculptor Jorge Marin with UOB Heartbeat volunteers and children from
APSNKatong School on expressing themselves through clay.
At UOB, sharing our success with the communities in which we organise the annual UOB Painting of the Year competition.
work is an important part of our business philosophy. From the Established in 1982, this agship art programme identies and
arts, to children, to education, we have long been in support of promotes artists from across Southeast Asia and has developed
these causes as we believe they are essential to the progress and into one of the most prestigious and longest-running art contests
success of a country, its economy and its people. for emerging and established artists in the region.
Recognising and Nurturing Southeast Asias Artists The competition has provided the winners with avenues to share
Just as we help our customers grow their businesses across their works with a wider audience, such as displaying their art
Southeast Asia, UOB has been encouraging the development and pieces at our ofces in Singapore and regionally, and on the cover
appreciation of art through our community projects across the of our Annual Reports.
region. We believe that art draws together people from different
Making Art Accessible to the Community
backgrounds and cultures. It celebrates what makes us different
In 2014, and in celebration of the competitions 33rd year, we set
and special, and what makes us similar.
up the UOB Art Gallery at our Groups headquarters to give our
Arts ability to transcend language, culture and time, even as employees and members of the community easy access to the
geography sets us apart, is one of the reasons we continue to artworks of our local artists. Located in the atrium of UOB Plaza 1,
the UOB Art Gallery features special exhibitions by UOB Painting of
the Year competition alumnae. The UOB Art Gallery also showcases
the winning entries from the UOB Painting of the Year competition.
UOB invests in art education programmes that benet those who
may not have an opportunity to be exposed to the arts. We hold
workshops with artists to help special-needs children express
themselves through the medium and gain condence. Among the
classes held last year were a painting workshop with 2013 UOB
Painting of the Year winner Ms Stefanie Hauger, a clay moulding
session with celebrated Mexican sculptor Mr Jorge Marn and
2014 UOB Southeast Asian Painting of the Year winner Mr Antonius Subiyanto (second lantern painting with two-time UOB Painting of the Year winner
from left) is among the artists the competition has helped discover and nurture. Ms Kit Tan.
Indonesia Education for the Blind Children Foundation and the We also completed the overhaul of the central air-conditioning
Kick Andy Foundation for womens and childrens education; system in UOB Plaza 1. Initial reductions in energy consumption
indicate that we are making progress towards achieving our target
Malaysia The Angels Childrens Home and the Shelter Home of 6,250,000 kilowatt-hours per year in energy savings. This is
for abandoned children; Penang Cheshire Home for children equivalent to three months power consumption of UOB Plaza 1.
with disabilities; and the Dignity Foundation, an education
centre for underprivileged children; We will continue to carry out energy improvement works at UOB
Plaza 2 in 2015. The proposed energy-saving initiatives include
Singapore APSN Katong School, Metta School, Pathlight replacing the buildings central air-conditioning system and
School and Towner Gardens School, for special-needs replacing existing uorescent and halogen lights with LED lights for
children;and car park areas, staircases, lift lobbies and ofces. The project aims
Thailand The Ramathibodi Foundation for cancer patients. to achieve another Green Mark GoldPlus Award for the building and
will take 12 to 14 months to complete, resulting in further energy
UOB was recognised for its community efforts by Singapores savings of 2,100,000 kilowatt-hours per year.
Community Chest with two awards for its long-term community
support through the UOB Heartbeat Run and for raising $1 million
to help children in need. UOB was also the only bank in Singapore
to receive the Top Community Care Company in Asia award at the
Asia Corporate Excellence and Sustainability Awards.
Mob-Ex Awards 2014 Triple A Treasury, Trade and Risk Management Awards 2014
Gold Best Service Provider, Trade Finance, Thailand
Best User Experience Best Service Provider, Structured Trade Finance, Thailand
Best Integration of Mobile Best Trade Finance Solution, Indonesia
Silver
Best Direct Response Campaign The Association of Banks in Singapore (ABS)
Bronze
2014 ABS Excellent Service Awards
Best Use of Multiple Mobile Channels Service Excellence Champion 1st Runner-up
Best Brand Awareness Campaign
703 Star Awards
Marketing Excellence Awards 2014
131 Gold Awards
Silver Excellence in Digital Marketing
113 Silver Awards
The Loyalty & Engagement Awards 2014
Bronze Best Use of Rewards and Incentives
The Edge-Lipper
Morningstar Singapore Fund Awards 2014
Best Fund Over 3, 5 and 10 Years, Bond Asia Pacific
Thailand Fund Awards 2014
United Asian Bond Fund (Class SGD)
Long Term Equity Fund Big Cap Dividend Long Term
Best Fund Over 5 and 10 Years, Equity Sector Pharmaceuticals
Equity Fund
and Health Care United Global Healthcare Fund
Retirement Mutual Fund, Equity Equity Retirement Mutual Fund
Best Fund Over 5 and 10 Years, Bond Singapore Dollar
United SGD Fund, Class A (Acc) SGD
MORS Group
Asia Corporate Excellence and Sustainability Awards 2014
Visa
Top 5 Community Care Companies in Asia
Malaysia Bank Awards
Highest Payment Volume Growth Total Credit in Malaysia
RAM Rating Services Berhad
Highest Payment Volume Growth UOB Malaysia Visa Classic
RAM Award of Distinction
Ranked 3rd in Lead Manager Award by Number of Issues
Governance
40 Corporate Governance
47 Capital Management
49 Risk Management
58 Human Resource
61 Pillar 3 Disclosure
Corporate Governance
Good corporate governance is fundamental to UOB, which is approve major acquisitions and divestments;
guided in this regard by the:
review risk management framework and processes;
Banking (Corporate Governance) Regulations (Banking
oversee the performance of Management;
Regulations);
set company values and standards; and
Guidelines on Corporate Governance for Financial Holding
Companies, Banks, Direct Insurers, Reinsurers and Captive perform succession planning.
Insurers which are incorporated in Singapore, which comprise
The approval of the Board is required for material matters that fall
the Code of Corporate Governance for companies listed on
within the scope of the Boards functions. These include business
the Singapore Exchange and supplementary principles and
plans and annual budgets, major acquisitions and divestments,
guidelines issued by the Monetary Authority of Singapore
dividend payments and other distributions, and announcements
(MAS Guidelines); and
of quarterly and full-year financial results.
Singapore Exchange Securities Trading Limited Listing Manual The Board has established five Board Committees to perform
(SGX-ST Listing Manual).
certain duties. They are the Nominating Committee (NC),
Remuneration Committee (RC), Audit Committee (AC),
Boards Conduct of Affairs Executive Committee (EXCO) and Board Risk Management
The Boards key responsibilities are to: Committee (BRMC). Each Board Committee has written terms
provide strategic direction; of reference which are reviewed annually.
provide entrepreneurial leadership and guidance; Board and Board Committee meetings and the annual general
meeting (AGM) for each calendar year are scheduled well in
approve business plans and annual budgets; advance. Additional Board and Board Committee meetings are
ensure true and fair financial statements; held as and when necessary. Directors who are unable to attend
a meeting in person may participate via telephone and/or video
monitor financial performance;
conference, or communicate their views through another director
determine capital/debt structure; or the Company Secretary. The number and frequency of
meetings attended by the directors in 2014 are set out in the
set dividend policy and declare dividends;
table below.
Three directors are not independent. They are: perform succession planning.
Dr Wee Cho Yaw who is a substantial shareholder of the Bank; The NC consists of Messrs Wong Meng Meng (NC chairman),
Wee Cho Yaw, Hsieh Fu Hua, Franklin Leo Lavin and
Mr Wee Ee Cheong who is a substantial shareholder and the Willie Cheng Jue Hiang. Mr Wee Ee Cheong acts as an alternate
CEO of the Bank; and member to Dr Wee Cho Yaw on the NC. The Banking Regulations
Mr Wong Meng Meng who has served on the Board for more require the chairman of a nominating committee to be an
than nine years. independent director but make an exception for an incumbent.
The NC is of the view that Mr Wong Meng Meng, the incumbent
The NC is of the view that each director remains fit and proper
NC chairman and a non-independent director, is qualified to
and qualified for office. The directors as a group have experience
continue to chair the NC.
in banking, accounting, management and law. They provide the
Board and Board Committees with an appropriate balance and The NC is responsible for ensuring that the Board has a majority
diversity of skills, experience and knowledge. The directors of independent directors and comprises directors who, as a
profiles can be found in the Board of Directors section. group, have the appropriate skills, experience and knowledge.
The NC conducts discreet searches for new directors. Any
While the NC considers the current Board of nine members
director may nominate candidates. In evaluating nominations, the
effective, it would look to expand the Board size as the business
NC considers factors including the current composition and
expands. The NC also reviews the composition of the Board
collective skills and expertise of the Board, as well as the
Committees at least annually.
candidates personal qualities such as integrity and financial
soundness, qualification for office, and ability to commit time and
effort to perform board duties. The NC recommends the
candidates to the Board for appointment.
New directors receive briefings from Senior Management on the Remuneration Committee
Banks business and risk management. Each new director also The main responsibilities of the RC are to:
receives an induction package which contains, inter alia, the
articles of directorship, terms of reference of the Board and Board establish a remuneration policy and framework that is in line
Committees and guidance on directors duties. with the strategic objectives and corporate values of the Bank
and prudent risk-taking;
Through the Banks continuous development programme, new
and existing directors receive appropriate training on a continuing determine a level and structure of remuneration that is linked to
basis. Briefings on risk management as well as developments and the Banks performance and longterm interest and which is
trends in the banking and financial industry were organised for reasonable and appropriate to attract, retain and motivate
directors during the year. Directors also took part in quarterly directors and key management personnel; and
business strategy discussions to gain better insight into the review and recommend the remuneration for directors and key
Banks business, and had an offsite meeting in Thailand to gain a management personnel.
better understanding of the Groups business and operations in
Thailand. The NC is of the view that the topics covered met The RC consists of Messrs Wee Cho Yaw (RC chairman),
the objective of equipping directors with the appropriate Hsieh Fu Hua and James Koh Cher Siang. Except for an
skills and knowledge to perform their duties. In addition, incumbent, the Banking Regulations require the chairman of a
directors may approach Management should they require remuneration committee to be an independent director. The NC is
any further information. of the opinion that Dr Wee Cho Yaw, the incumbent RC chairman
and a non-independent director, should continue to chair the RC
The NC assesses each directors contribution to the Boards as he has in-depth experience in remuneration matters.
effectiveness according to the directors commitment, attendance
record, overall preparedness, participation, candour and clarity in In recommending the level and structure of fees for directors, the
communication, skills and expertise, strategic insight, financial RC takes into consideration the responsibilities of directors,
literacy, business judgement and sense of accountability, and frequency of Board and Board Committee meetings as well
whether the director continues to be a fit and proper person for as industry practices. For the year under review, the RC has also
office. The NC has not set a limit on the number of directorships recommended the payment of an advisory fee to Dr Wee Cho Yaw
that a director may hold. This is because the contribution of each for his guidance and advice to the Board and Management. The
director depends on individual circumstances, as directors have proposed fees for directors and Dr Wee Cho Yaw are subject to
different abilities and companies are of different complexities. In shareholders approval. Directors fees and other remuneration are
evaluating the effectiveness of the Board and Board Committees, set out in the Directors Report section.
the NC considers the work performed by the Board and The employee compensation framework is designed to maintain
Board Committees. competitive remuneration to attract, retain and motivate a
Having considered each directors performance and known highly-skilled global workforce, while encouraging behaviours
directorships and responsibilities, the NC is satisfied with the that strengthen the long-term financial strength of the Bank.
commitment and contributions of each director. It is also satisfied Remuneration for employees is commensurate with their
that all directors were actively engaged in the discharge of their performance and contributions. The employee remuneration
duties on the Board and Board Committees in the year under package comprises base salaries, performance bonuses, benefits
review, contributing to the effectiveness of the Board and and, where applicable, share-based incentives. The RC approves
Board Committees. the overall performance bonus and the share-based incentive
plan. More information on the share-based plan can be found in
The NC takes into account the performance of each director in its the Directors Report section.
review of the Board composition and re-nomination of directors.
At each AGM, one-third of the directors retire from office by While the MAS Guidelines recommend the disclosure of the
rotation and are eligible for re-election, while directors who are remuneration of the top five non-director executives, the Bank
over 70 years old are subject to annual reappointment. New believes that it is not to its advantage or best interest to do so
directors submit themselves for reelection at the first AGM especially given the highly competitive market for talent. Except
following their appointment to the Board. for the CEO, who is the son of Dr Wee Cho Yaw, no immediate
family member of a director or the CEO was an employee of the
Bank and whose remuneration exceeded $50,000 in 2014.
Further details on the Groups remuneration policy, systems and
structures, including the remuneration mix and deferred
remuneration for senior executives and employees, can be found
in the Human Resource and Pillar 3 Disclosure sections.
Aggregate value of all interested person transactions Aggregate value of all interested
during the financial year under review (excluding person transactions conducted
transactions less than $100,000 and transactions under shareholders mandate
conducted under shareholders mandate pursuant pursuant to Rule 920 (excluding
Name of interested person to Rule 920) transactions less than $100,000)
Haw Par Corporation Limited UOB Travel Planners Pte Ltd, a wholly-owned subsidiary Nil
and its subsidiaries of UOB, sold travel products and services to the Haw Par
(Haw Par Group) Group. The total value of these transactions was $218,517.
Kheng Leong Company UOB Travel Planners Pte Ltd sold travel products and Nil
(Private) Limited services to Kheng Leong Company (Private) Limited.
The total value of these transactions was $137,468.
PT UOB Kay Hian Securities PT UOB Property, a wholly-owned subsidiary of UOB, Nil
leased its premises at 36th floor unit 1, UOB Plaza,
Jalan M.H. Thamrin, Kav 8-10, Jakarta 10230, Indonesia
to PT UOB Kay Hian Securities for 13 months at a total
rent of US$84,370. The rent for the lease was supported
by an independent valuation.
UOL Group Limited and its UOB Travel Planners Pte Ltd sold travel products and Nil
subsidiaries (UOL Group) services to and acted as hotel services agent for the UOL
Group. The total value of these transactions was $811,037.
Yangon Hotel Limited The Bank rented the premises at #01-L1 Parkroyal Nil
Yangon, Myanmar from Yangon Hotel Limited, a subsidiary
of UOL Group Limited, for two years at a total rent of
US$318,274.80. The rent for the lease was supported
by an independent valuation.
UOL Property Investments The Bank rented the premises at 101 Thomson Road, Nil
Pte Ltd #15-01, United Square, Singapore 307591 from UOL
Property Investments Pte Ltd, a subsidiary of UOL Group
Limited, for two years at a total rent of $232,560. The rent
for the lease was supported by an independent valuation.
Our approach to capital management is to ensure that the Group and and anticipates possible implications in relation to the management of
all banking entities maintain strong capital levels to support the capital, risks, funding and liquidity.
business franchise and growth, to meet regulatory capital
The table below shows the consolidated capital position of the Group
requirements at all times and to uphold rating agencies confidence
as at 31 December 2014 and 31 December 2013. The approaches
in UOB.
for the computation of risk-weighted assets can be found in the Risk
We achieve these objectives through the Groups Internal Capital Management and Pillar 3 Disclosure sections.
Adequacy Assessment Process (ICAAP) whereby we actively monitor
2014 2013
and manage the Groups capital position over a medium-term
$ million $ million
horizon, involving the following:
Common Equity Tier 1 Capital
setting capital targets for the Bank and its banking subsidiaries,
Share capital 3,715 3,155
taking into account anticipated future regulatory changes and
Disclosed reserves/others 23,590 20,981
stakeholder expectations;
Regulatory adjustments (2,408) (2,348)
forecasting capital demand for material risks based on the
Common Equity Tier 1 Capital 24,897 21,788
Groups risk appetite. This is evaluated across all business
segments and banking entities and includes the Groups capital Additional Tier 1 Capital
position before and after mitigation actions under adverse
Preference shares/others 2,180 2,180
economic conditions; and
Regulatory adjustments capped (2,180) (2,180)
determining the requirements for capital issuance and the
Tier 1 Capital 24,897 21,788
maturity profiles of capital securities.
Two committees oversee the capital planning and assessment Tier 2 Capital
process. The Board Risk Management Committee (BRMC) assists Subordinated notes 4,405 4,692
the Board with the management of risks arising from the business of Provisions/others 918 867
the Group, while the Risk and Capital Committee manages the Regulatory adjustments (12) (37)
Groups ICAAP, overall risk profile and capital requirements. Each
Eligible Total Capital 30,208 27,310
quarter, the BRMC and senior management are updated on the
Groups capital position. The capital management plan, the
Risk-Weighted Assets (RWA)
contingency capital plan as well as any capital management action,
Credit risk 148,627 140,470
are submitted to senior management and/or the BRMC/Board
for approval. Market risk 18,295 13,657
Operational risk 11,870 10,784
The Bank is the primary equity capital provider to entities within the
Group. The investments made in Group entities are funded mainly by Total RWA 178,792 164,911
the Banks retained earnings and capital issuance. The banking
Capital Adequacy Ratios (%)
subsidiaries manage their own capital to support their planned
business growth and to meet regulatory requirements within the CET1 13.9 13.2
context of the Groups capital plan. Capital generated by subsidiaries Tier 1 13.9 13.2
that is in excess of planned requirements is returned to the Bank by Total 16.9 16.6
way of dividends. During the year, none of the subsidiaries faced any
impediment in the distribution of dividends. Disclosure on the regulatory capital composition, reconciliation of
regulatory capital to the published balance sheet and key features of
Capital Adequacy Ratios (CAR) capital instruments is available on the UOB website at
The Group is subject to the Basel III capital adequacy standards www.UOBGroup.com.
required by the Monetary Authority of Singapore (MAS). For the year Our capital is divided into three tiers, each net of
of 2014, we are required to maintain minimum Common Equity Tier 1 regulatory adjustments:
(CET1) CAR of 5.5 per cent, Tier 1 CAR of 7 per cent and Total CAR
of 10 per cent at both the Bank and Group levels. The capital CET1 Capital comprises paid-up ordinary share capital,
requirements will increase progressively over time to 9 per cent, disclosed reserves and qualifying minority interest;
10.5 per cent and 12.5 per cent by 1 January 2019. While there is Additional Tier 1 (AT1) Capital comprises eligible non-cumulative
now greater clarity on regulatory capital requirements, there remains non-convertible perpetual securities, and preference shares
some uncertainty as regulatory frameworks continue to evolve. The ineligible as capital instruments that are subject to partial
Bank conducts a regular review of the evolving regulatory landscape recognition under the Basel III transitional rules; and
Integral to the management of credit risk is a framework that mainly to the high home ownership rate. The Group remains
clearly defines policies and processes relating to the measurement vigilant about risks in the sector and has taken active steps to
and management of credit risk. The Groups portfolio is also manage its exposure while continuing to maintain a prudent stance
reviewed and stress-tested regularly, and the Group continuously in approving real estate-related loans.
monitors the operating environment to identify emerging risks and
Regular assessments of emerging risks and in-depth reviews on
to formulate mitigating action.
industry trends are performed to provide a forward-looking view on
Credit Risk Governance and Organisation developments that could impact the Groups portfolio. The Group also
The CC is the key oversight committee for credit risk and supports conducts frequent stress testing to assess the resilience of the portfolio
the CEO and BRMC in managing the Groups overall credit risk in the event of a marked deterioration in operating conditions.
exposures. The committee serves as an executive forum for
discussions on all credit-related issues including the credit risk Credit Stress Test
management framework, policies, processes, infrastructure, Credit stress testing is a core component of the Groups credit
methodologies and systems. The CC also reviews and assesses portfolio management process. The three objectives of stress
the Groups credit portfolios and credit risk profiles. testing are to (i) assess the profit and loss and balance sheet
impact of business strategies, (ii) quantify the sensitivity of
The Country and Credit Risk Management Division is responsible performance drivers under various macroeconomic and business
for the reporting, analysis and management of all elements of planning scenarios, and (iii) evaluate the impact of management
credit risk. It develops Group-wide credit policies and guidelines, decisions on capital, funding and leverage. Under stress scenarios
and focuses on facilitating business development within a prudent, such as a severe recession, significant losses from the credit
consistent and efficient credit risk management framework. portfolio may occur. Stress tests are used to assess if the Groups
Credit Risk Policies and Processes capital can withstand such losses and their impact on profitability
The Group has established credit policies and processes to and balance sheet quality. Stress tests also help the Group to
manage credit risk in the following key areas: identify the vulnerability of various business units and would enable
the Group to formulate appropriate mitigating actions.
Credit Approval Process
To maintain the independence and integrity of the credit approval The Groups stress test scenarios consider potential and plausible
process, the credit origination and approval functions are clearly macroeconomic and geopolitical events in varying degrees of
segregated. Credit approval authority is delegated to officers likelihood and severity. The Group also considers varying strategic
based on their experience, seniority and track record, and credit planning scenarios where the impact of different business
approval is based on a risk-adjusted scale according to a scenarios and managerial actions are assessed. These are
borrowers credit rating. All credit approval officers are guided by developed through consultation with relevant business units and
credit policies and credit acceptance guidelines that are are approved by senior management.
periodically reviewed to ensure their continued relevance to the Credit Risk Mitigation
Groups business strategy and the business environment. Potential credit losses are mitigated by using a variety of
instruments such as collateral, derivatives, guarantees and netting
Credit Concentration Risk arrangements. As a fundamental credit principle, the Group
Credit concentration risk may arise from a single large exposure or generally does not grant credit facilities solely on the basis of the
from multiple exposures that are closely correlated. This is collateral provided. All credit facilities are granted based on the
managed by setting exposure limits on obligors, portfolios, credit standing of the borrower, source of repayment and debt
borrowers, industries and countries, generally expressed as a servicing ability.
percentage of the Groups eligible capital base.
Collateral is taken whenever possible to mitigate the credit risk
While the Group proactively minimises undue concentration of assumed and the value of the collateral is monitored periodically.
exposures in its portfolio, its credit portfolio remains concentrated The frequency of valuation depends on the type, liquidity and
in Singapore and Malaysia. UOBs cross-border exposure to China volatility of the collateral value. The main types of collateral taken
has seen a pronounced increase over the years, consistent with by the Group are cash, marketable securities, real estate,
rising trade flows between China and Southeast Asia. The Group equipment, inventory and receivables. Policies and processes are
manages its country risk exposures within an established in place to monitor collateral concentration. Appropriate haircuts
framework that involves setting limits for each country. Such limits are applied to the market value of collateral, reflecting the
are based on the countrys risk rating, economic potential underlying nature of the collateral, quality, volatility and liquidity. In
measured by its gross domestic product and the Groups addition, collateral taken by the Group has to fulfill certain eligibility
business strategy. criteria (such as legal certainty across relevant jurisdictions) in order
UOBs credit exposures are well-diversified across industries, with to be eligible for Internal Ratings-Based (IRB) purposes.
the exception of the Singapore real estate sector which is due
50 | UNITED OVERSEAS BANK LIMITED ANNUAL REPORT 2014
In extending credit facilities to small- and medium-sized enterprises Classification and Loan Loss Impairment
(SMEs), personal guarantees are also often taken as a form of The Group classifies its credit portfolios according to the
moral support to ensure moral commitment from the principal borrowers ability to repay the credit facility from their normal
shareholders and directors. For IRB purposes, the Group does not source of income. There is an independent credit review process
recognise personal guarantees as an eligible credit risk protection. to ensure the appropriateness of loan grading and classification in
Corporate guarantees are often obtained when the borrowers accordance with MAS Notice 612.
credit worthiness is not sufficient to justify an extension of credit. All borrowing accounts are categorised as Pass, Special
To recognise the effects of guarantees under the FIRB approach, Mention or Non-Performing. Non-Performing accounts are
the Group adopts the Probability of Default (PD) substitution further categorised as Substandard, Doubtful or Loss in
approach whereby the PD of an eligible guarantor of an exposure accordance with MAS Notice 612. Any account which is
will be used for calculating the capital requirement. delinquent (or in excess for a revolving credit facility such as an
The Group has also established policies and processes to mitigate overdraft) for more than 90 days will be categorised automatically
counterparty credit risk, in particular for cases where default risk as Non-Performing. In addition, any account that exhibits
and credit exposure increase together (wrong-way risk). weaknesses which are likely to jeopardise repayment on existing
Transactions that exhibit such characteristics will be identified and terms may be categorised as Non-Performing.
reported to senior management on a regular basis. In addition, Upgrading and declassification of a Non-Performing account to
transactions with specific wrong-way risk are generally rejected at Pass or Special Mention status must be supported by a credit
the underwriting stage. assessment of the repayment capability, cash flows and financial
Exposures arising from foreign exchange and derivatives are position of the borrower. The Group must also be satisfied that
typically mitigated through agreements such as the International once the account is declassified, the account is unlikely to be
Swaps and Derivatives Association (ISDA) Master Agreements and classified again in the near future.
the Credit Support Annex (CSA). Such agreements help to A restructured account is categorised as Non-Performing and
minimise credit exposure by allowing the Bank to offset what it placed on the appropriate classified grade based on the Groups
owes to a counterparty against what is due from that counterparty assessment of the financial condition of the borrower and the
in the event of a default. ability of the borrower to repay under the restructured terms. A
The Groups foreign exchange-related settlement risk has been restructured account must comply fully with the restructured terms
reduced significantly through its participation in the Continuous in accordance with MAS Notice 612 before it can be declassified.
Linked Settlement (CLS) system. This system allows transactions The Group provides for impairment for its overseas operations
to be settled irrevocably on a delivery versus payment basis. based on local regulatory requirements for local reporting purposes.
As at 31 December 2014, UOB was required to post additional Where necessary, additional impairment is provided for to comply
collateral of US$17.4 million with its counterparties if its credit with the Groups impairment policy and the MAS requirements.
rating was downgraded by two notches.
Group Special Asset Management
Credit Monitoring and Remedial Management Group Special Asset Management (GSAM) manages the
The Group regularly monitors credit exposures, portfolio non-performing portfolios of the Group. GSAM Restructuring Group
performance and emerging risks that may impact its credit risk proactively manages a portfolio of non-performing loan (NPL)
profile. The Board and senior management are updated on credit accounts, with the primary intention of nursing these accounts back
trends through internal risk reports. The reports also provide alerts to health and transferring them back to the respective business
on key economic, political and environmental developments across units. GSAM Recovery Group manages accounts that the Group
major portfolios and countries, so that mitigating actions can be intends to exit in order to maximise debt recovery.
taken if necessary.
Write-Off Policy
Delinquency Monitoring A classified account that is not secured by any realisable collateral
The Group monitors closely the delinquency of borrowing will be written off either when the prospect of a recovery is
accounts as it is a key indicator of credit quality. An account is considered poor or when all feasible avenues of recovery have
considered delinquent when payment is not received on the due been exhausted.
date. Any delinquent account, including a revolving credit facility
(such as an overdraft) with limit excesses, is closely monitored and
managed through a disciplined process by officers from business
units and the risk management function. Where appropriate, such
accounts are also subject to more frequent credit reviews.
Internal Credit Rating System Credit risk models are independently validated before they are
The Group employs internal rating models to support the implemented to ensure that they are fit for the purpose. The
assessment of credit risk and the assignment of exposures to robustness of these rating models is monitored on an ongoing
rating grades or pools. Internal ratings are used pervasively by the basis, and all models are subject to annual reviews conducted by
Group in the areas of credit approval, credit review and monitoring, model owners to ascertain that the chosen risk factors and
credit stress testing, limits setting, pricing and collections. assumptions continue to remain relevant for the respective
portfolios. All new models, model changes and annual reviews are
The Group has established a credit rating governance framework
approved by the CC or BRMC, depending on the materiality of
to ensure the reliable and consistent performance of the Groups
the portfolio.
rating systems. The framework defines the roles and
responsibilities of the various parties in the credit rating process, The Groups internal rating structure is illustrated below.
including independent model performance monitoring, annual
model validation and independent reviews by Group Audit.
Customer Risk
Borrower Risk Customer Risk Risk
Rating
Rating Rating Drivers
Expected Loss Ratingb
a A 20-rating grade structure applies to the Groups Income Producing Real Estate (IPRE) exposures, with the exception of UOB (Thai) where the internal risk grades are
mapped to five prescribed supervisory grades.
b Does not apply to Specialised Lending (IPRE).
(2,000)
(4,000)
(6,000)
(8,000)
(10,000)
(12,000)
30 Jan 14 28 Feb 14 31 Mar 14 30 Apr 14 30 May 14 30 Jun 14 30 Jul 14 30 Aug 14 30 Sep 14 30 Oct 14 30 Nov 14 30 Dec 14
Hypothetical daily prot and loss ($000) VaR at 99% condence interval ($000)
As VaR is the statistical measure for potential losses, the VaR Group Trading VaR for General Market Risk by Risk Classa
measures are backtested against profit and loss of the trading
book to validate the robustness of the methodology. The
backtesting process analyses whether the exceptions are due to Interest rate
model deficiencies or market volatility. All backtest exceptions are
tabled at the ALCO with recommended actions and resolutions. Foreign exchange
To complement the VaR measure, stress and scenario tests are Equity
performed to identify the Groups vulnerability to event risk. These
tests serve to provide early warnings of plausible extreme losses to Commodity
facilitate proactive management of market risk.
Specific risk
The Groups daily VaR on 31 December 2014 was $3.96 million.
The objective is to manage operational risk at appropriate levels The Group has a business continuity and crisis management
relative to the markets in which the businesses operate. programme in place to ensure prompt recovery of critical business
functions should there be unforeseen events. Senior management
Operational Risk Governance, Framework and Tools provides an annual attestation to the Board on the state of
Operational risk is managed through a framework of policies and business continuity readiness of the Group.
procedures by which business and support units properly identify,
assess, monitor, mitigate and report their risks. The ORMC meets A technology risk management framework has been established,
monthly to provide oversight of operational risk matters across enabling the Group to manage technology risks in a systematic
the Group. and consistent manner.
The Operational Risk Governance structure adopts the Three Lines Regulatory risk refers to the risk of non-compliance with laws,
of Defence Model. The businesses, as the first line of defence, are regulations, rules, standards and codes of conduct. This risk is
responsible for establishing a robust control environment as part of identified, monitored and managed through a structured
their day-to-day operations. Each business is responsible for framework of policies, procedures and guidelines maintained by
implementing the operational risk framework and policies, the Group. The framework also manages the risk of breaches and
embedding appropriate internal controls into processes and sanctions relating to Anti-Money Laundering and Countering the
maintaining business resilience for key activities. Financing of Terrorism.
Operational Risk Management Division, as the second line of The Group actively manages fraud risk and bribery risks. Tools and
defence, oversees the management of operational risk. It exercises policies, including a whistle-blowing programme, a material risk
governance over operational risk through providing relevant notification protocol and a fraud risk awareness training
frameworks, policies, tools and systems, quality assurance of programme, have been developed to manage such risks.
internal controls as well as operational risk measurement. It All employees are guided by a Code of Conduct, which includes
also monitors and reports operational risk issues to senior anti-bribery and corruption provisions.
management, the relevant management committees and Reputation risk is the risk of adverse impact on earnings, liquidity
the Board. or capital arising from negative stakeholder perception or opinion
Group Audit acts as the third line of defence by providing an of the Groups business practices, activities and financial condition.
independent and objective assessment on the overall effectiveness The Group recognises the impact of reputation risk and a
of the risk governance framework and internal controls through framework has been developed to identify and manage the risk
periodic audit reviews. across the Group.
To mitigate operational losses resulting from significant risk events,
a Group insurance programme covering crime, fraud, civil liability,
property damage, public liability, as well as directors and officers
liability has been put in place.
Group Total Compensation Framework The Group continues to make use of economic profit as a
The Group's total compensation framework is designed to provide risk-adjusted measure to take into account the costs of capital in
competitive compensation to employees. It is adjusted for the determining the performance of the Group and individual business
underlying risks that the Group undertakes for the performance that units. Economic profit is also used as a metric to determine the
the Group delivers. performance bonus for senior executives of the Group. The following
table summarises the various types of performance metrics used in
Group Total Compensation Framework the funding of compensation and performance measurement for
distribution of compensation within the Group.
Types of Portfolio Economic
metrics used Revenue Profit Liquidity quality Return profit
Risk and Performance Levers Remuneration Levers
For compensation
funding 9 9
Governance For performance
Affordability measurement 9 9 9 9 9 9
Internal control and
Sustainable capital strength
governance culture Remuneration Governance
The Remuneration Committee (RC) comprises three non-executive
Performance metrics Compensation structure directors, two of whom are independent. In determining
Financial outcomes and Mix between xed and compensation for the Group, the RC takes into account various
business drivers variable pay factors, including expected future prospects, performance, income
stream and business outlook to ensure that the compensation
Risk and reputation Deferred rewards framework for the Group is appropriately aligned with shareholders
Risk Appetite Statement Alignment with risk over a interests. Details of the composition of the RC and a summary of its
outcomes long-term time horizon key roles and responsibilities are contained in the Corporate
Governance section of this report.
Under the framework, remuneration programmes are contingent on Two meetings of the RC were convened during the year. Directors
the outcomes of risk and performance levers at the Group level. The fees in respect of 2014 totalling $1,285,000 have been proposed for
remuneration is then apportioned based on the outcomes of the three members of the RC. This amount includes the directors
appropriate risk and performance levers relevant to the business unit basic fees, as well as allowances for the various Board Committees
and individuals. These levers work in unison to ensure alignment of on which they serve.
individual employees performance and remuneration with the
business outcomes at the Group level. Salary surveys conducted by external compensation consultants
were used in 2014 for employee salary benchmarking purposes. In
2014, the Human Resources Committee engaged risk management
and compensation consultants, Oliver Wyman and Mercer, to
conduct an independent review of and to design the Groups total
compensation framework to ensure compliance with the
compensation principles set by the Financial Stability Board.
Since 2010, the Group has adopted economic profit as a key In the case of the Group Chief Executive Officer who is an associate
risk-adjusted metric in determining performance and compensation. of a controlling shareholder, 60 per cent of the variable pay is
Economic profit takes into account the risks that the Group is deferred. Of the deferred variable pay, 40 per cent will be in deferred
exposed to, and the resulting costs of capital usage. Exposure to cash, while the remaining 60 per cent is deferred in the form of
businesses or geographies of a higher risk profile will result in lower share-linked performance units. Subject to the achievement of
economic profit, thus reducing the overall compensation of the predetermined performance conditions, 30 per cent of the units will
Group. Liquidity risk is incorporated into the cost of funds under the vest after two years, and 70 per cent will vest after three years.
Groups funds transfer pricing framework. A higher liquidity risk
In addition to predetermined performance conditions for the vesting
premium reduces the economic profit of the business unit and will
of deferred compensation (i.e. deferred cash and share-based
therefore result in a lower performance level and compensation for
EEP awards), unvested deferred compensation is subject to malus as
the business. The Group believes that the use of economic profit as a
the RC may deem necessary in the event of misconduct, material
performance metric will better align employees behaviours with
restatement of financial results, bank-wide losses or any other events.
shareholders expectations in value creation.
In cases of material risks, financial misstatements, gross misconduct,
The Groups variable pay deferral policy applies to all employees malfeasance or fraud, the RC may in its absolute discretion, require
regardless of role or seniority, with a specific focus on the variable pay clawback of any paid compensation.
of senior executives, material risk takers and high earners. The
objective of the deferral policy is to enhance alignment of
compensation payment schedules with the time horizon of risks and
to focus employees on sustainable longer-term performance.
Employees who may not have been identified as material risk takers
but may similarly expose the Group to reputational and other
qualitative risks are also included under the variable pay deferral
policy. Under the deferral policy, variable pay, including performance
bonus and share-based EEP awards, received by an employee that
is above a predetermined threshold is subject to deferral ranging from
20 per cent to 60 per cent, with the proportion of deferral increasing
with the amount of variable pay received. Where the quantum of
variable pay deferral exceeds the EEP awards granted, the excess
will be deferred in the form of cash. Deferred cash will vest equally
over three years subject to predetermined performance conditions. In
the event that such performance conditions are not met, unvested
deferred cash may be fully or partially forfeited.
In compliance with the requirements under Basel Pillar 3 and the Summary of Exposure at Default (EAD) and Risk-Weighted
MAS Notice 637 Public Disclosure, various additional quantitative Assets (RWA)
and qualitative disclosures have been included in the annual EAD RWA
report under the sections on Capital Management, Risk $ million $ million
Management, Human Resource, Pillar 3 Disclosure*, Credit Risk
Management Discussion and Analysis and Notes to the Financial IRB Approach
Statements. The disclosures are to facilitate the understanding of Corporate 126,001 90,799
the UOB Groups risk profile and assessment of the Groups
Sovereign 49,310 1,151
capital adequacy.
Bank 35,451 6,506
Residential Mortgagea 65,045 8,949
Scope of Application
Qualifying Revolving Retaila 6,255 2,329
In accordance with the accounting standards for financial
Other Retaila 18,999 3,813
reporting, all subsidiaries of the Group are fully consolidated from
Equity 2,290 7,712
the date the Group obtains control until the date such control
Securitisation 81 269
ceases. The Groups investment in associates is accounted for
Total IRB Approach 303,432 121,528
using the equity method from the date the Group obtains
significant influence over the associates until the date such Standardised Approachb
significant influence ceases. Corporate 9,132 8,151
However, for the purpose of computing capital adequacy Sovereign 1,721 306
requirements at the Group level, investments in a subsidiary that Bank 1,826 247
carries out insurance business as an insurer are excluded from Regulatory Retail 1,203 919
the consolidated financial statements of the Group. In compliance Residential Mortgage 1,496 626
with MAS Notice 637 on capital adequacy, such investments are Commercial Real Estate 2,458 2,494
deducted from regulatory capital. Fixed Assets 2,830 2,830
The transfer of funds or regulatory capital within the Group is Other Exposures 4,635 2,556
generally subject to regulatory approval. Total Standardised Approach 25,301 18,129
* Semi-annual updates are available on UOBs website at www.UOBGroup.com Credit Valuation Adjustment 2,397
Central Counterparties 120
Investments approved under
section 32 of the Banking Act
(below threshold for
deduction) 6,453
Market Risk
Operational Risk
Total 178,792
Total 25,301
Total 1,419
Equity (PD/LGD Method) Exposures Expected Loss and Actual Loss by Asset Class
Exposure- Actual loss consists of impairment loss allowance and write-off
weighted to the Groups income statement for the financial year ended
Credit Average 31 December 2014.
RWA EAD Risk Weights
Expected Lossa
CRR Band PD Range $ million $ million %
(as at 31
19 Up to 0.28% 531 375 141 December
10 16 > 0.28% 1,044 232 451 Actual loss 2013)
Default NA Asset Class $ million $ million
Corporate 45 507
Total 1,575 607 259
Sovereign 1
PD: Probability of Default Bank 37
LGD: Loss Given Default Retail 126 301
a By borrowers country of incorporation / operation (for non-individuals) and residence (for individuals).
90 180
< 90 days days > 180 days Total
$ million $ million $ million $ million
Analysed by past due period and industry
Transport, storage and communication 239 475 714
Building and construction 116 28 48 192
Manufacturing 21 24 235 280
Financial institutions 44 27 72 143
General commerce 69 32 164 265
Professionals and private individuals 51 58 100 209
Housing Loans 54 121 332 507
Others 5 29 14 48
Non-performing loan 599 319 1,440 2,358
Debt securities, contingent items and others 89 141 230
a Excludes direct charge-offs and recoveries of $160 million and $80 million respectively.
Remuneration Disclosures
The following tables show the breakdown of remuneration for Senior Executives (SEs) and Material Risk Takers (MRTs) for the year
ended 31 December 2014. The Bank believes that it is not to its advantage or best interest to disclose absolute remuneration amounts
especially given the highly competitive market for talent, hence the breakdown of remuneration awarded has been reflected
in percentages.
Breakdown of Remuneration Awarded to SEs and MRTs in the Current Financial Year
SEs MRTs
Category of Remuneration Unrestricted % Deferred % Unrestricted % Deferred %
Fixed Cash-based 38 - 58 -
Shares and share-linked - - - -
instruments
Other forms of - - - -
remuneration
Variable Cash-based 38 3 32 -
Shares and share-linked - 21 - 10
instruments
Other forms of - - - -
remuneration
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.
Financial Report
71 Management Discussion and Analysis
Financial Statements
82 Directors Report
87 Statement by Directors
88 Independent Auditors Report
89 Income Statements
90 Statements of Comprehensive Income
91 Balance Sheets
92 Statements of Changes in Equity
94 Consolidated Cash Flow Statement
95 Notes to the Financial Statements
Notes:
Certain comparative gures have been restated to conform with the current years presentation.
Certain gures in this section may not add up to the relevant totals due to rounding.
Amounts less than $500,000 in absolute term are shown as 0.
NM denotes not meaningful.
Management Discussion and Analysis
Overview
2014 2013 +/(-) %
Selected Income Statement Items ($ million)
Net interest income 4,558 4,120 10.6
Fee and commission income 1,749 1,731 1.1
Other non-interest income 1,151 870 32.3
Total income 7,457 6,720 11.0
Less: Total expenses 3,146 2,898 8.6
Operating profit 4,311 3,822 12.8
Less: Impairment charges 635 429 48.1
Add: Share of profit of associates and joint ventures 149 191 (21.9)
Net profit before tax 3,825 3,584 6.7
Less: Tax and non-controlling interests 576 576 (0.1)
1
Net profit after tax 3,249 3,008 8.0
Performance Review
The Group delivered strong net earnings of $3.25 billion, an increase of 8.0% from a year ago. Total income rose 11.0% year-on-year,
crossing a new record at $7.46 billion, driven by robust loan growth and higher trading and investment income.
Net interest income registered a double-digit growth of 10.6% from a year ago to $4.56 billion on strong loan growth. Net interest
margin was stable at 1.71%.
Non-interest income rose 11.5% to $2.90 billion in 2014. Fee and commission income increased 1.1% to $1.75 billion from a year ago
with increased contributions from credit card, wealth management, trade and loan-related activities, but partly offset by lower fund
management and corporate finance fees. Trading and investment income surged 50.1% to $817 million on higher treasury customer
income, investment gains and trading income on the back of improved market sentiment, after concerns over quantitative easing
tapering in 2013.
Operating expenses increased 8.6% from a year ago to $3.15 billion mainly due to higher staff costs, revenue and IT-related expenses
to support the Group's growing franchise and increased business volume. With a stronger revenue growth, expense-to-income ratio
improved from 43.1% to 42.2%.
Total impairment charges of $635 million was 48.1% higher than a year ago due to a larger loan book coupled with an increase in the
total charge off rate to 32 basis points. Individual impairment on loans increased due to a few isolated non-performing accounts in
Thailand and Indonesia.
The share of associates' profits decreased 21.9% from a year ago to $149 million, as some associates realised non-recurring gain on
investments in 2013.
Gross customer loans rose 9.5% year-on-year to $199 billion as at 31 December 2014. Loan growth was broad-based across most of
the territories and industries.
With the Group's ongoing efforts to build a sustainable funding base, customer deposits increased 9.0% from a year ago to $234 billion
as at 31 December 2014. Total and SGD loan-to-deposit ratios stayed healthy at 83.8% and 93.0% respectively as at
31 December 2014.
Asset quality remained sound with non-performing loans (NPL) ratio at 1.2% while NPL coverage was strong at 145.9%. NPL increased
to $2.36 billion in 2014, as compared with 2013, due to a few isolated NPL accounts in Singapore, Thailand and Indonesia.
Shareholders' equity was $29.6 billion as at 31 December 2014, up 12.1% due to net profit, improved valuation on the available-for-
sale investments and issuance of new ordinary shares pursuant to the scrip dividend scheme. Return on equity for 2014 was 12.3%.
As at 31 December 2014, the Group's capital position remained strong and well above the Monetary Authority of Singapore's minimum
requirements with Common Equity Tier 1, Tier 1 and Total CAR at 13.9%, 13.9% and 16.9% respectively.
Interest Expense
Customer deposits 169 42 212 222 (118) 104
Interbank balances/others 103 (72) 32 120 (120) (0)
Total 273 (29) 243 342 (238) 104
Net interest income rose 10.6% from a year ago to $4.56 billion, driven largely by robust loan growth of 9.5%. Net interest margin was
stable at 1.71%.
Non-Interest Income
2014 2013 +/(-)
$ million $ million %
Fee and Commission Income
Credit card 281 262 7.0
Fund management 156 172 (9.6)
Investment-related 431 420 2.8
Loan-related 448 442 1.4
Service charges 113 111 1.8
Trade-related 273 268 2.0
Others 47 56 (15.8)
1,749 1,731 1.1
Non-interest income rose 11.5% year-on-year to $2.90 billion in 2014. Fee and commission income increased 1.1% to $1.75 billion
from a year ago with increased contribution from credit card, wealth management, trade and loan-related activities, but partly offset by
lower fund management and corporate finance fees. Trading and investment income surged 50.1% to $817 million on higher treasury
customer income, investment gains and trading income on the back of favourable market sentiment.
Total operating expenses increased 8.6% to $3.15 billion from a year ago mainly due to higher staff costs, revenue and IT-related
expenses in support of the Group's growing franchise and increased business volume. With a stronger revenue growth, expense-to-
income ratio improved from 43.1% in 2013 to 42.2% in 2014.
Impairment Charges
2014 2013 +/(-)
$ million $ million %
Individual Impairment on Loans1
Singapore 53 50 5.8
Malaysia 28 18 52.0
Thailand 73 7 >100.0
Indonesia 49 (21) >100.0
Greater China2 6 7 (18.8)
Others 29 74 (60.1)
238 136 75.8
Individual Impairment on Securities and Others 63 22 >100.0
1 With effect from 2014, individual impairment charges on loans by geography is classified according to where credit risks reside, largely represented by the borrower's
country of incorporation/operation (for non-individuals) and residence (for individuals). Prior year comparatives have been restated to conform with the current presentation.
2 Comprise China, Hong Kong and Taiwan.
Total impairment charges for 2014 were $635 million, an increase of 48.1% from a year ago due to a larger loan book coupled with an
increase in the total charge-off rate to 32 basis points. Individual impairment on loans increased due to a few isolated non-performing
accounts in Thailand and Indonesia.
Customer Loans
2014 2013
$ million $ million
Gross customer loans 199,343 181,978
Less: Individual impairment 657 798
Collective impairment 2,783 2,323
Net customer loans 195,903 178,857
By Industry
Transport, storage and communication 10,014 7,983
Building and construction 25,160 23,845
Manufacturing 17,139 15,999
Financial institutions 29,551 29,173
General commerce 27,119 22,159
Professionals and private individuals 26,008 24,611
Housing loans 54,711 50,487
Others 9,641 7,722
Total (gross) 199,343 181,978
By Currency
Singapore dollar 106,785 101,538
US dollar 33,471 26,923
Malaysian ringgit 24,364 23,308
Thai baht 10,155 9,148
Indonesian rupiah 4,777 4,242
Others 19,791 16,819
Total (gross) 199,343 181,978
By Maturity
Within 1 year 66,066 59,256
Over 1 year but within 3 years 39,220 37,508
Over 3 years but within 5 years 24,341 20,620
Over 5 years 69,715 64,595
Total (gross) 199,343 181,978
By Geography1
Singapore 109,700 103,726
Malaysia 25,768 24,196
Thailand 10,836 9,883
Indonesia 11,100 9,607
Greater China 25,308 19,134
Others 16,631 15,431
Total (gross) 199,343 181,978
1 With effect from 2014, loans by geography is classified according to where credit risks reside, largely represented by the borrower's country of incorporation/operation (for
non-individuals) and residence (for individuals). Prior year comparatives have been restated to conform with the current presentation.
Gross customer loans rose 9.5% year-on-year to $199 billion as at 31 December 2014. Loan growth was broad-based
across most of the territories and industries. In Singapore, customer loans base expanded 5.8% over a year ago to $110 billion as
at 31 December 2014. Regional countries continued to contribute a strong loan growth of 16.2% over a year ago to $73.0 billion
as at 31 December 2014.
By Grading
Substandard 1,855 1,265
Doubtful 197 462
Loss 536 587
Total 2,588 2,314
By Security Coverage
Secured 1,387 1,088
Unsecured 1,201 1,226
Total 2,588 2,314
By Ageing
Current 536 295
Within 90 days 152 197
Over 90 to 180 days 319 241
Over 180 days 1,581 1,581
Total 2,588 2,314
Cumulative Impairment
Individual 819 958
Collective 2,910 2,450
Total 3,729 3,408
2014 2013
NPL NPL ratio NPL NPL ratio
$ million % $ million %
NPL by Industry
Transport, storage and communication 714 7.1 819 10.3
Building and construction 192 0.8 123 0.5
Manufacturing 280 1.6 223 1.4
Financial institutions 143 0.5 102 0.3
General commerce 265 1.0 265 1.2
Professionals and private individuals 209 0.8 192 0.8
Housing loans 507 0.9 311 0.6
Others 48 0.5 39 0.5
Total 2,358 1.2 2,074 1.1
Singapore
2014 864 0.8 249.9 817.8
2013 521 0.5 355.9 986.2
Malaysia
2014 386 1.5 135.0 505.8
2013 408 1.7 120.8 359.9
Thailand
2014 267 2.5 121.3 241.8
2013 203 2.1 140.4 285.0
Indonesia
2014 298 2.7 55.4 150.0
2013 147 1.5 40.1 118.0
Greater China
2014 124 0.5 109.7 191.5
2013 126 0.7 88.9 177.8
Others
2014 419 2.5 32.2 45.0
2013 669 4.3 47.5 62.8
Group
2014 2,358 1.2 145.9 350.3
2013 2,074 1.1 150.5 298.9
1 With effect from 2014, non-performing loans by geography is classified according to where credit risks reside, largely represented by the borrower's country of
incorporation/operation (for non-individuals) and residence (for individuals). Prior year comparatives have been restated to conform with the current presentation.
The Group's asset quality remained sound. NPL ratio was stable at 1.2% with a strong NPL coverage of 145.9%.
NPL increased to $2.36 billion from a year ago due to a few isolated NPL accounts in Singapore, Thailand and Indonesia.
By Maturity
Within 1 year 226,593 210,750
Over 1 year but within 3 years 5,521 2,488
Over 3 years but within 5 years 646 488
Over 5 years 989 822
Total 233,750 214,548
By Currency
Singapore dollar 112,608 106,573
US dollar 49,068 40,902
Malaysian ringgit 27,199 26,521
Thai baht 10,970 9,235
Indonesian rupiah 4,822 4,320
Others 29,082 26,997
Total 233,750 214,548
Compared to a year ago, customer deposit growth was 9.0%, in line with loan growth and mainly contributed by Singapore-dollar and
US-dollar deposits.
As at 31 December 2014, Group's loan-to-deposit ratio and SGD loan-to-deposit ratio was healthy at 83.8% and 93.0% respectively.
The Group continued to tap on alternative sources of funding to strengthen its funding base and issued $10.5 billion under the
US$10 billion US commercial paper programme in 2014.
Shareholders Equity
2014 2013
$ million $ million
Shareholders equity 29,569 26,388
Add: Revaluation surplus 4,224 4,098
Shareholders equity including revaluation surplus 33,793 30,486
Shareholders equity was $29.6 billion as at 31 December 2014, up 12.1% from a year ago. The increase was largely led by higher
net profits, improved valuation on the available-for-sale investments and issuance of new ordinary shares pursuant to the scrip
dividend scheme.
As at 31 December 2014, revaluation surplus of $4.22 billion relates to Groups properties, which are not recognised in the
financial statements.
2013
Operating income 2,772 2,738 870 526 (186) 6,720
Operating expenses (1,515) (607) (406) (556) 186 (2,898)
Impairment charges (89) (24) (76) (240) (429)
Share of profit of associates and
joint ventures 3 188 191
Profit before tax 1,168 2,107 391 (82) 3,584
Tax (559)
Profit for the financial year 3,025
1 Transfer prices between operating segments are on arms length basis in a manner similar to transactions with third parties.
1 Based on the location where the transactions and assets are booked, which approximates that based on the location of the customers and assets. Information is stated
after elimination of inter-segment transactions.
In 2014, the Groups total operating income grew 11.0% to $7.46 billion, which largely contributed by Singapore growth of 14.3% to
$4.31 billion and regional growth of 7.7% to $2.74 billion. In terms of pre-tax profit, improved performance was seen across most
territories except for Indonesia due to currency depreciation and higher impairment on loans. Overseas profit before tax contribution
was 38.7% of total Group's pre-tax profit.
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 2014.
Directors
The directors of the Bank in office at the date of this report are:
Wee Cho Yaw (Chairman Emeritus and Adviser)
Hsieh Fu Hua (Chairman)
Wee Ee Cheong (Deputy Chairman and Chief Executive Officer)
Wong Meng Meng
Franklin Leo Lavin
Willie Cheng Jue Hiang
James Koh Cher Siang
Ong Yew Huat
Lim Hwee Hua (Appointed on 1 July 2014)
There was no change in any of the above-mentioned interests between the end of the financial year and 21 January 2015.
Directors Remuneration
The basic fee for service on the Board and additional fees for membership of Board Committees are based on the following annual
fee structure:
Chairman Member
Fee Structure $ $
Basic Fee 700,000 80,000
Executive Committee 60,000 50,000
Board Risk Management Committee 60,000 50,000
Audit Committee 50,000 40,000
Nominating Committee 35,000 20,000
Remuneration Committee 35,000 20,000
Details of the total fees and other remuneration paid/payable to the directors of the Bank for the financial year ended 31 December 2014
are as follows:
Benefits-
Advisory Directors in-kind
fee fees Salary Bonus and others3 Total
$000 $000 $000 $000 $000 $000
Wee Cho Yaw1 800 255 7 1,062
Hsieh Fu Hua 840 10 850
Wee Ee Cheong2 1,200 9,000 20 10,220
Wong Meng Meng 115 115
Franklin Leo Lavin 150 150
Willie Cheng Jue Hiang 150 150
James Koh Cher Siang 190 190
Ong Yew Huat 170 170
Lim Hwee Hua (Appointed on 1 July 2014) 65 65
Cham Tao Soon (Retired on 24 April 2014) 85 85
Tan Lip-Bu (Retired on 24 April 2014) 50 50
1 The advisory fee of $800,000 recommended by the Remuneration Committee for Dr Wee Cho Yaw is subject to shareholders' approval at the Annual General
Meeting to be held on 24 April 2015.
2 60% of the variable pay to Mr Wee Ee Cheong will be deferred and vest over the next three years, subject to predetermined performance conditions. Of the
deferred variable pay, 40% will be issued in deferred cash, while the remaining 60% will be in the form of share-linked performance units.
3 Include transport-related allowance and provision of drivers for Dr Wee Cho Yaw, and Messrs Hsieh Fu Hua and Wee Ee Cheong.
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 participating employees with that of shareholders and the Group by fostering a culture of ownership and
enhancing the competitiveness of the Groups remuneration for selected employees.
The RC determined the number of Restricted Shares (RS) and Share Appreciation Rights (SAR) to be granted, the vesting period and
the conditions for vesting. In 2014, no SAR was granted as an instrument for share-based compensation.
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.
Grants made in 2011 to 2013 are subject to the achievement of predetermined return on equity (ROE) targets as shown below, half of
the grants will vest after two years, and the remainder after three years from the dates of grant.
For grants made in 2014, 30 per cent will vest after two years, subject to the achievement of two-year ROE targets. The remaining
70 per cent will vest after three years, subject to the achievement of the three-year ROE targets. The vesting levels for the 2014 grant
are shown below.
Percentage of ROE target achieved Percentage of award to be vested* for 2014 grant
Stretch: 115% 130%
Target: 100% 100%
Threshold: 80% 70%
Below Threshold At the discretion of the RC
* For intermediate ROE level achieved, the percentage of award to be vested will be interpolated.
Participating employees who leave the Group before vesting of the RS and SAR will forfeit their rights unless otherwise decided by
the RC.
The Plans shall be in force for a period of ten years or such other period as the RC 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 and independent directors. The members of the Audit
Committee are:
Willie Cheng Jue Hiang (Chairman)
James Koh Cher Siang
Ong Yew Huat
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 the external auditor, the significant
findings of internal audit investigations and interested person transactions. The reviews were made with the internal and external
auditors, the Chief Financial Officer and/or other senior management staff, as appropriate.
Auditor
The Audit Committee has nominated Ernst & Young LLP for re-appointment as auditor of the Bank and Ernst & Young LLP has
expressed its willingness to be re-appointed.
Singapore
12 February 2015
We, Hsieh Fu Hua 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 2014, 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
12 February 2015
Auditors Responsibility
Our responsibility is to express an opinion on these 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 financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The
procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the
entitys preparation of the 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 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 consolidated financial statements of the Group and the financial statements of the Bank are properly drawn up in
accordance with the provisions of the Act and Singapore Financial Reporting Standards, including the modification of the requirements
of FRS 39 Financial Instruments: Recognition and Measurement in respect of loan loss provisioning by Notice to Banks No. 612 Credit
Files, Grading and Provisioning issued by the Monetary Authority of Singapore, so as to give a true and fair view of the state of affairs
of the Group and of the Bank as at 31 December 2014, of the results and changes in equity of the Group and of the Bank and cash
flows of the Group for the year ended on that date.
Singapore
12 February 2015
Attributable to:
Equity holders of the Bank 3,249,101 3,007,900 2,691,211 2,298,271
Non-controlling interests 15,092 17,175
3,264,193 3,025,075 2,691,211 2,298,271
The accounting policies and explanatory notes form an integral part of the financial statements.
Total comprehensive income for the financial year, net of tax 3,927,524 2,482,842 3,150,495 2,183,698
Attributable to:
Equity holders of the Bank 3,908,631 2,468,257 3,150,495 2,183,698
Non-controlling interests 18,893 14,585
3,927,524 2,482,842 3,150,495 2,183,698
The accounting policies and explanatory notes form an integral part of the financial statements.
Liabilities
Deposits and balances of:
Banks 11,226,347 13,706,153 10,665,592 13,131,356
Non-bank customers 18 233,749,644 214,547,542 179,122,889 163,492,289
Subsidiaries 2,767,302 2,630,069
Bills and drafts payable 950,727 1,035,208 190,704 254,462
Derivative financial liabilities 35 6,383,979 5,877,773 5,928,255 5,196,506
Other liabilities 19 3,157,723 2,928,495 1,472,185 1,640,851
Tax payable 381,926 488,929 359,715 452,570
Deferred tax liabilities 20 160,489 86,385 83,188
Debts issued 21 20,953,303 18,981,322 21,138,545 18,546,107
Total liabilities 276,964,138 257,651,807 221,728,375 205,344,210
Assets
Cash, balances and placements with central banks 22 35,082,908 26,880,581 24,807,369 13,853,975
Singapore Government treasury bills and securities 7,756,709 9,654,911 7,627,828 9,525,928
Other government treasury bills and securities 10,140,942 7,943,497 3,982,141 3,628,447
Trading securities 23 738,262 628,131 738,262 566,338
Placements and balances with banks 28,692,051 31,411,740 24,332,571 28,032,297
Loans to non-bank customers 24 195,902,563 178,856,863 149,529,653 136,538,266
Placements with and advances to subsidiaries 7,726,981 7,690,587
Derivative financial assets 35 6,305,928 5,779,497 5,710,358 5,030,302
Investment securities 26 11,439,549 12,139,906 10,294,346 10,969,254
Other assets 27 2,718,439 3,212,523 1,465,432 2,099,375
Deferred tax assets 20 231,636 287,710 101,736 66,396
Investment in associates and joint ventures 28 1,189,449 996,605 523,138 269,233
Investment in subsidiaries 29 4,980,738 4,752,499
Investment properties 31 960,292 984,905 1,229,216 1,280,779
Fixed assets 32 1,428,135 1,308,390 1,146,454 1,060,665
Intangible assets 33 4,149,280 4,143,810 3,181,819 3,181,819
Total assets 306,736,143 284,229,069 247,378,042 228,546,160
The accounting policies and explanatory notes form an integral part of the financial statements.
The Group
Attributable to equity holders of the Bank
Share
capital and Non-
other Retained Other controlling Total
capital earnings reserves Total interests equity
$000 $000 $000 $000 $000 $000
2014
Balance at 1 January 5,332,735 12,002,525 9,052,656 26,387,916 189,346 26,577,262
2013
Balance at 1 January 5,271,932 10,221,670 9,586,005 25,079,607 192,214 25,271,821
The accounting policies and explanatory notes form an integral part of the financial statements.
2013
Balance at 1 January 4,440,382 8,120,482 9,572,245 22,133,109
The accounting policies and explanatory notes form an integral part of the financial statements.
2014 2013
$000 $000
Cash flows from operating activities
Operating profit before impairment charges 4,310,976 3,822,041
Adjustments for:
Depreciation of assets 163,361 130,038
Net gain on disposal of assets (271,324) (56,025)
Share-based compensation 32,488 28,355
Operating profit before working capital changes 4,235,501 3,924,409
Increase/(decrease) in working capital
Deposits and balances of banks (2,479,806) 4,709,483
Deposits and balances of non-bank customers 19,202,102 19,977,389
Bills and drafts payable (84,481) (536,633)
Other liabilities 803,542 (263,709)
Restricted balances with central banks 257,956 (873,341)
Government treasury bills and securities (286,291) 4,960,546
Trading securities (92,274) (355,688)
Placements and balances with banks 2,719,689 (15,420,710)
Loans to non-bank customers (17,672,018) (26,443,516)
Investment securities 1,169,504 (1,023,463)
Other assets (99,990) 228,340
Cash generated from/(used in) operations 7,673,434 (11,116,893)
Income tax paid (562,586) (578,222)
Net cash provided by/(used in) operating activities 7,110,848 (11,695,115)
Cash flows from investing activities
Capital injection into associates and joint ventures (435)
Proceeds from disposal of associates and joint ventures 18,108
Distribution from associates and joint ventures 282,154 43,486
Acquisition of properties and other fixed assets (258,570) (221,322)
Proceeds from disposal of properties and other fixed assets 40,495 87,278
Change in non-controlling interests (3,044) 1,439
Net cash provided by/(used in) investing activities 60,600 (71,011)
Cash flows from financing activities
Issuance of perpetual capital securities 1,345,993
Redemption of preference shares (1,320,000)
Issuance of subordinated notes 1,543,922
Redemption of subordinated notes (2,252,150) (1,265,350)
Issuance of other debts 2,680,209 7,446,238
Change in non-controlling interests 5,061 (20,767)
Dividends paid on ordinary shares (670,907) (1,102,566)
Dividends paid on preference shares (36,714) (103,046)
Distribution for perpetual capital securities (65,400)
Dividends paid to non-controlling interests (6,297) (7,499)
Net cash provided by financing activities 1,197,724 4,973,003
Currency translation adjustments 91,111 (255,884)
Net increase/(decrease) in cash and cash equivalents 8,460,283 (7,049,007)
Cash and cash equivalents at beginning of the financial year 21,244,035 28,293,042
Cash and cash equivalents at end of the financial year (Note 38) 29,704,318 21,244,035
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 29b to the financial statements.
(i) Subsidiaries
Subsidiaries are entities over which the Group has control. The Group controls an investee when it is exposed, or has
rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its
power over the investee.
Acquisition of subsidiaries is 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 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. Acquisition-related costs are expensed off when incurred. Goodwill is determined and accounted for in
accordance with Note 2h(i).
Subsidiaries are consolidated from the date the Group obtains control until the date such control ceases.
Intra-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.
In the Banks separate financial statements, investment in subsidiaries is stated at cost less allowance for impairment,
if any, determined on an individual basis.
(i) Classification
Financial assets and financial liabilities are classified as follows:
Held-to-maturity
Non-derivative financial assets with fixed or determinable payments and fixed maturity are classified as held-to-
maturity when the Group has the intention and ability to hold the assets till maturity.
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 recognised initially at their fair value which is generally the transaction price. Directly
attributable transaction costs are included as part of the initial cost for financial instruments that are not measured at
fair value through profit or loss.
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 such accordingly.
(iv) Offsetting
Financial assets and financial liabilities are offset and presented net in the balance sheet if there is a current,
unconditional and legally enforceable right and intention to settle them simultaneously or on a net basis.
(v) Impairment
Individual impairment
Financial assets, other than those measured at fair value through profit or loss, are subject to impairment review at
each balance sheet date. Impairment loss is recognised when there is objective evidence such as significant financial
difficulty of the issuer/obligor, significant or prolonged decline in market prices and adverse economic indicators that
the recoverable amount of an asset is below its carrying amount.
Financial assets that are individually significant are assessed individually. Those not individually significant are grouped
based on similar credit risks and assessed on a portfolio basis.
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.
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 collateral and individual impairment is maintained by
the Group in accordance with the transitional provision set out in MAS Notice 612.
(i) Goodwill
Goodwill in a business combination represents the excess of (a) the consideration transferred, the amount of any non-
controlling interest in the acquiree and the acquisition-date fair value of any previously held equity interest in the
acquiree over (b) the net fair value of the identifiable assets acquired and liabilities and contingent liabilities assumed.
Where (b) exceeds (a) and the measurement of all amounts has been reviewed, the gain is recognised in the income
statement. 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 41a. 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.
(j) Tax
(iii) Offsetting
Current and deferred tax assets are offset with current and deferred tax liabilities respectively if (a) there is a legally
enforceable right and intention to settle them simultaneously or on a net basis, (b) they are of the same tax reporting
entity or group and (c) they relate to the same tax authority.
(k) Provisions
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events and an
outflow of resources to settle the obligation is probable and can be reliably estimated. At each balance sheet date,
provisions are reviewed 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.
3. Interest Income
The Group The Bank
2014 2013 2014 2013
$000 $000 $000 $000
Loans to non-bank customers 5,912,819 5,297,221 3,113,374 2,778,870
Placements and balances with banks 692,530 654,448 392,810 299,808
Government treasury bills and securities 279,812 270,238 120,796 146,664
Trading and investment securities 304,169 286,290 262,979 241,984
7,189,330 6,508,197 3,889,959 3,467,326
Of which, interest income on:
Impaired financial assets 13,204 16,922 12,496 16,660
Financial assets at fair value through profit or loss 145,465 125,502 87,416 47,560
4. Interest Expense
The Group The Bank
2014 2013 2014 2013
$000 $000 $000 $000
Deposits of non-bank customers 2,252,056 2,040,470 728,030 677,975
Deposits and balances of banks and debts issued 379,541 347,935 356,105 313,558
2,631,597 2,388,405 1,084,135 991,533
Of which, interest expense on financial liabilities at fair value
through profit or loss 45,141 32,001 12,056 15,680
8. Other Income
The Group The Bank
2014 2013 2014 2013
$000 $000 $000 $000
Net gain/(loss) from:
Disposal of investment properties 19,884 38,754 19,884 38,754
Disposal of fixed assets 6,148 914 4,981 (1,788)
Disposal/liquidation of subsidiaries/associates/joint ventures 14,965 6,603 36,299 49
Others 129,358 112,277 124,142 102,447
170,355 158,548 185,306 139,462
9. Staff Costs
The Group The Bank
2014 2013 2014 2013
$000 $000 $000 $000
Salaries, bonus and allowances 1,488,096 1,403,721 822,099 783,119
Employers contribution to defined contribution plans 123,049 109,482 64,629 57,447
Share-based compensation 32,488 28,355 24,031 21,594
Others 181,408 170,753 89,616 77,460
1,825,041 1,712,311 1,000,375 939,620
12. Tax
Tax charge to the income statements comprises the following:
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% (2013: 17%) 624,864 576,842 518,251 448,489
Effect of:
Income taxed at concessionary rates (62,999) (54,648) (62,185) (42,806)
Different tax rates in other countries 106,018 111,272 42,708 36,428
Losses of foreign operations not offset against taxable
income of Singapore operations 132 56 132
Income not subject to tax (52,891) (66,604) (72,500) (66,494)
Expenses not deductible for tax 27,468 39,694 6,101 26,034
Others 1,020 817 160 (88)
Tax expense on profit of the financial year 643,480 607,505 432,591 401,695
The Group
2014 2013
Profit attributable to equity holders of the Bank ($000) 3,249,101 3,007,900
Dividends on preference shares ($000) (36,799) (103,153)
Distribution of perpetual capital securities ($000) (65,400)
Adjusted profit ($000) 3,146,902 2,904,747
EPS ($)
Basic 1.98 1.84
Diluted 1.97 1.84
2014 2013
Number of Number of
shares Amount shares Amount
000 $000 000 $000
Ordinary shares
Balance at 1 January 1,590,494 3,427,638 1,590,494 3,427,638
Issue of shares under scrip dividend scheme 24,050 516,594
Balance at 31 December 1,614,544 3,944,232 1,590,494 3,427,638
Treasury shares
Balance at 1 January (14,069) (272,446) (15,733) (304,667)
Issue of shares under share-based compensation plans 2,212 42,836 1,664 32,221
Balance at 31 December (11,857) (229,610) (14,069) (272,446)
(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.
(c) During the financial year, the Bank issued 2,212,000 (2013: 1,664,000) treasury shares to participants of the share-based
compensation plans.
(d) The 4.90% non-cumulative non-convertible perpetual capital securities were issued by the Bank on 23 July 2013. The
capital securities are perpetual securities but may be redeemed at the option of the Bank on 23 July 2018 or any
distribution payment date thereafter or upon the occurrence of certain redemption events. The principal of the capital
securities can be written down in full or in part upon notification of non-viability by MAS.
The capital securities bear a fixed distribution rate of 4.90% per annum, subject to a reset on 23 July 2018 (and every five
years thereafter) to a rate equal to the prevailing five-year SGD SOR plus the initial margin of 3.195%. Distributions are
payable semi-annually on 23 January and 23 July of each year, unless cancelled by the Bank at its sole discretion or unless
the Bank has no obligation to pay the distributions.
The capital securities constitute direct, unsecured and subordinated obligations of the Bank and rank pari passu without
preference among themselves.
(b) The retained earnings are distributable reserves except for an amount of $487,579,000 (2013: $565,044,000), being the
Groups share of revenue reserves of associates and joint ventures which is distributable only upon realisation by way of
dividend from or disposal of investment in the associates and joint ventures.
(c) In respect of the financial year ended 31 December 2014, the directors have proposed a final one-tier tax-exempt dividend
of 50 cents and a special one-tier tax-exempt dividend of 5 cents per ordinary share amounting to a total dividend of
$881,477,000. The proposed dividend will be accounted for in Year 2015 financial statements upon approval of the equity
holders of the Bank.
2013
Balance at 1 January 658,222 (940,527) 50,400 3,266,744 3,235,861 3,422,847 148,278 (255,820) 9,586,005
Other comprehensive income
for the financial year
attributable to equity
holders of the Bank (179,644) (259,324) (96,369) (535,337)
Transfers 31,535 (6,531) (1,946) 23,058
Share-based compensation 28,559 28,559
Reclassification of share-
based compensation
reserves on expiry (6,038) (6,038)
Issue of shares under share-
based compensation plans (27,730) (4,491) (32,221)
Increase in statutory reserves 593 593
Change in non-controlling
interests (9,374) (9,374)
Redemption of preference
shares (2,589) (2,589)
Balance at 31 December 478,578 (1,199,851) 45,191 3,266,744 3,267,989 3,416,316 51,909 (274,220) 9,052,656
The Bank
Foreign
currency Share-based
Fair value translation compensation Merger Statutory General
reserve reserve reserve reserve reserve reserve Others Total
$000 $000 $000 $000 $000 $000 $000 $000
2014
Balance at 1 January 548,319 (76,236) 45,191 3,266,744 2,752,922 2,930,499 (21,788) 9,445,651
Other comprehensive income for the
financial year 450,818 8,466 459,284
Transfer to retained earnings (115,062) (115,062)
Share-based compensation 33,529 33,529
Reclassification of share-based
compensation reserves on expiry (80) (80)
Issue of shares under share-based
compensation plans (32,941) (9,895) (42,836)
Balance at 31 December 999,137 (67,770) 45,699 3,151,682 2,752,922 2,930,499 (31,683) 9,780,486
2013
Balance at 1 January 675,064 (88,676) 50,400 3,266,744 2,752,922 2,930,499 (14,708) 9,572,245
Other comprehensive income for the
financial year (126,745) 12,440 (114,305)
Share-based compensation 28,559 28,559
Reclassification of share-based
compensation reserves on expiry (6,038) (6,038)
Issue of shares under share-based
compensation plans (27,730) (4,491) (32,221)
Redemption of preference shares (2,589) (2,589)
Balance at 31 December 548,319 (76,236) 45,191 3,266,744 2,752,922 2,930,499 (21,788) 9,445,651
(b) Fair value reserve contains cumulative fair value changes of outstanding available-for-sale financial 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 Singapore 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) General reserve has not been earmarked for any specific purpose.
The Group
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
2014
Cash, balances and placements with central
banks 789,859 10,875,320 23,417,729 35,082,908
Singapore Government treasury bills and
securities 234,757 7,521,952 7,756,709
Other government treasury bills and securities 1,553,900 8,587,042 10,140,942
Trading securities 738,262 738,262
Placements and balances with banks 1,342,976 131,024 2,842,986 24,375,065 28,692,051
Loans to non-bank customers 230,128 195,672,435 195,902,563
Derivative financial assets 6,305,928 6,305,928
Investment securities
Debt 579,697 7,642,006 173,496 8,395,199
Equity 3,044,350 3,044,350
Other assets 578,797 107,032 1,877,602 2,563,431
Total financial assets 11,774,607 710,721 40,620,688 245,516,327 298,622,343
Non-financial assets 8,113,800
Total assets 306,736,143
The Group
Designated Loans and
as fair value receivables/
Held for through Available- amortised
trading profit or loss for-sale cost Total
$000 $000 $000 $000 $000
2013
Cash, balances and placements with central
banks 657,019 4,116,101 22,107,461 26,880,581
Singapore Government treasury bills and
securities 134,097 9,520,814 9,654,911
Other government treasury bills and securities 1,345,110 6,598,387 7,943,497
Trading securities 628,131 628,131
Placements and balances with banks 558,666 2,019,391 28,833,683 31,411,740
Loans to non-bank customers 178,856,863 178,856,863
Derivative financial assets 5,779,497 5,779,497
Investment securities
Debt 655,873 7,916,068 194,337 8,766,278
Equity 3,373,628 3,373,628
Other assets 587,234 151,127 2,389,466 3,127,827
Total financial assets 9,689,754 655,873 33,695,516 232,381,810 276,422,953
Non-financial assets 7,806,116
Total assets 284,229,069
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
2014
Cash, balances and placements with central
banks 268,965 9,195,840 15,342,564 24,807,369
Singapore Government treasury bills and
securities 234,756 7,393,072 7,627,828
Other government treasury bills and securities 205,919 3,776,222 3,982,141
Trading securities 738,262 738,262
Placements and balances with banks 1,276,083 51,049 1,515,460 21,489,979 24,332,571
Loans to non-bank customers 230,128 149,299,525 149,529,653
Placements with and advances to subsidiaries 38,577 7,688,404 7,726,981
Derivative financial assets 5,710,358 5,710,358
Investment securities
Debt 348,877 6,655,942 649,084 7,653,903
Equity 2,640,443 2,640,443
Other assets 756,379 4,661 714,322 1,475,362
Total financial assets 9,459,427 399,926 31,181,640 195,183,878 236,224,871
Non-financial assets 11,153,171
Total assets 247,378,042
The Bank
Designated
as fair value Loans and
through receivables/
Held for profit Available- amortised
trading or loss for-sale cost Total
$000 $000 $000 $000 $000
2013
Cash, balances and placements with central
banks 400,423 3,616,857 9,836,695 13,853,975
Singapore Government treasury bills and
securities 134,097 9,391,831 9,525,928
Other government treasury bills and securities 47,993 3,580,454 3,628,447
Trading securities 566,338 566,338
Placements and balances with banks 347,088 2,019,391 25,665,818 28,032,297
Loans to non-bank customers 136,538,266 136,538,266
Placements with and advances to subsidiaries 736,198 6,954,389 7,690,587
Derivative financial assets 5,030,302 5,030,302
Investment securities
Debt 394,335 6,928,188 608,463 7,930,986
Equity 3,038,268 3,038,268
Other assets 642,062 41,448 1,348,053 2,031,563
Total financial assets 7,904,501 394,335 28,616,437 180,951,684 217,866,957
Non-financial assets 10,679,203
Total assets 228,546,160
(b) Certain financial derivatives were designated as hedging instruments for fair value hedges as set out in Note 36a.
2013
Investment debt securities 194,337 211,551 608,463 625,677
Debts issued 18,964,861 19,003,217 18,529,646 18,567,834
(e) 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
2014 2013
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
$000 $000 $000 $000 $000 $000
Cash, balances and placements with
central banks 11,665,179 4,773,120
Singapore Government treasury bills
and securities 7,756,709 9,654,911
Other government treasury bills and
securities 10,140,942 7,943,497
Trading securities 738,262 628,131
Placements and balances with banks 4,316,986 2,578,057
Loans to non-bank customers 230,128
Derivative financial assets 12,496 6,094,346 199,086 20,356 5,590,918 168,223
Investment securities
Debt 6,830,538 1,390,259 906 6,760,491 1,809,448 2,002
Equity 973,312 2,071,038 1,410,737 883,551 92,005
Other assets 685,829 690,549 47,812
27,138,088 23,696,898 2,271,030 27,108,672 15,682,906 262,230
The Bank
2014 2013
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
$000 $000 $000 $000 $000 $000
Cash, balances and placements with
central banks 9,464,805 4,017,280
Singapore Government treasury bills
and securities 7,627,828 9,525,928
Other government treasury bills and
securities 3,982,141 3,628,447
Trading securities 738,262 566,338
Placements and balances with banks 2,842,592 2,366,479
Loans to non-bank customers 230,128
Placements with and advances to
subsidiaries 38,577 736,198
Derivative financial assets 5,567 5,505,705 199,086 26,493 4,835,586 168,223
Investment securities
Debt 5,649,002 1,354,911 906 5,610,061 1,710,460 2,002
Equity 818,934 1,821,509 1,248,866 770,307 60,963
Other assets 761,040 652,846 30,664
19,621,351 19,398,141 2,021,501 21,995,177 13,730,776 231,188
The Group
Liabilities
Derivative financial
liabilities 168,223 30,863 199,086 30,863
2013
Assets
Derivative financial
assets 168,223 168,223 168,223
Investment securities-
debt 2,028 75 1,927 (2,028) 2,002
Investment securities-
equity 82,181 (257) (805) 15,726 (4,840) 92,005
Liabilities
Derivative financial
liabilities 168,223 168,223 168,223
The Bank
Liabilities
Derivative financial
liabilities 168,223 30,863 199,086 30,863
2013
Assets
Derivative financial
assets 168,223 168,223 168,223
Investment securities-
debt 1,996 75 1,927 (1,996) 2,002
Investment securities-
equity 61,280 (850) 138 2,414 (2,019) 60,963
Liabilities
Derivative financial
liabilities 168,223 168,223 168,223
(g) Effect of changes in significant unobservable inputs to reflect reasonably possible alternatives
As at 31 December 2014, financial instruments measured with valuation techniques using significant unobservable inputs
(Level 3) included unquoted equity investments and funds, unquoted debt securities, and long dated equity derivatives,
summarised as follows:
Liabilities
Derivative financial liabilities FVPL1 Option Pricing Model Standard deviation
Movements in the deferred tax during the financial year are as follows:
The Group has not recognised deferred tax asset in respect of tax losses of $23,353,000 (2013: $15,088,000) 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 $334,000 (2013: $115,000) which will expire between
the years 2017 and 2034 (2013: 2024 and 2031).
Comprising:
Trade bills 2,861,326 2,501,182 896,803 407,106
Advances to customers 193,041,237 176,355,681 148,632,850 136,131,160
195,902,563 178,856,863 149,529,653 136,538,266
2014 2013
Individual Collective Individual Collective
impairment impairment impairment impairment
$000 $000 $000 $000
The Group
Balance at 1 January 797,853 2,322,893 960,369 1,964,347
Currency translation adjustments 8,972 1,098 (38,142) (19,742)
Write-off/disposal (322,960) (226,459)
Reclassification (983) 71,027 2,627 (2,619)
Net charge to income statement 174,095 388,062 99,458 380,907
Balance at 31 December 656,977 2,783,080 797,853 2,322,893
The Bank
Balance at 1 January 529,592 1,686,101 640,137 1,470,802
Currency translation adjustments 3,772 351 (26,740) (46)
Write-off/disposal (230,870) (140,415)
Reclassification 70,000
Net charge to income statement 71,943 284,991 56,610 215,345
Balance at 31 December 374,437 2,041,443 529,592 1,686,101
The amount of the associated liabilities approximates the carrying amount of the assets pledged.
2014 2013
Reverse Reverse
Repo Repo Repo Repo
$000 $000 $000 $000
The Group
Amount before/after unconditional netting agreements as
included in the balance sheet 3,076,500 1,859,436 3,757,258 3,093,716
Amount subject to conditional netting agreements (3,076,500) (1,859,436) (3,757,258) (3,093,716)
Of which: Amount nettable (555,426) (555,426) (374,154) (374,154)
Financial collateral (2,516,957) (1,303,478) (3,382,095) (2,715,954)
The Bank
Amount before/after unconditional netting agreements as
included in the balance sheet 2,369,912 1,738,868 1,766,508 2,862,439
Amount subject to conditional netting agreements (2,369,912) (1,738,868) (1,766,508) (2,862,439)
Of which: Amount nettable (555,439) (555,439) (374,154) (374,154)
Financial collateral (1,810,368) (1,182,923) (1,391,345) (2,484,677)
Market value of quoted equity securities at 31 December 456,824 478,419 456,824 478,419
The Group
2014 2013
$000 $000
Profit for the financial year 120,002 133,335
Other comprehensive income 23,717 (96,416)
Total comprehensive income 143,719 36,919
(c) The summarised financial information in respect of UOB-Kay Hian Holdings Limited and Network for Electronic Transfers
(Singapore) Pte Ltd, based on its FRS financial statements and a reconciliation with the carrying amount of the investment in
the consolidated financial statements are as follows:
Dividend of $18,847,000 (2013: $11,598,000) and $5,775,000 (2013: $5,756,000) were received from UOB-Kay Hian
Holdings Limited and Network for Electronic Transfers (Singapore) Pte Ltd respectively.
The Bank
2014 2013
$000 $000
Quoted equity securities 45,024 45,024
Unquoted equity securities 5,249,508 5,033,531
5,294,532 5,078,555
Allowance for impairment (Note 30) (313,794) (326,056)
4,980,738 4,752,499
(b) Major subsidiaries of the Group as at the balance sheet date are as follows:
Money Market
UOB Australia Limited Australia 100 100
Insurance
United Overseas Insurance Limited Singapore 58 58
Investment
UOB Capital Investments Pte Ltd Singapore 100 100
UOB Capital Management Pte Ltd Singapore 100 100
UOB International Investment Private Limited Singapore 100 100
UOB Property Investments Pte. Ltd. Singapore 100 100
UOB Venture Management (Shanghai) Co., Ltd1 China 100 100
UOB Holdings (USA) Inc.2 United States 100 100
UOB Property Investments China Pte Ltd Singapore 100
Investment Management
UOB Asset Management Ltd Singapore 100 100
UOB Venture Management Private Limited Singapore 100 100
UOB Asset Management (Malaysia) Berhad Malaysia 70 100
UOB Asset Management (Thailand) Co., Ltd. Thailand 100 100
UOB Investment Advisor (Taiwan) Ltd Taiwan 100 100
UOB Global Capital LLC1 United States 70 70
UOB Asia Investment Partners Pte Ltd Singapore 100 100
Property
Industrial & Commercial Property (S) Pte Ltd Singapore 100 100
PT UOB Property Indonesia 100 100
UOB Realty (USA) Ltd Partnership2 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 Limited.
1 Audited by other auditors.
2 Not required to be audited.
Proportion of Accumulated
ownership Profit allocated NCI at the end
Principal interest held by to NCI during the of reporting Dividends
place of NCI reporting period period paid to NCI
Name of subsidiary business % $000 $000 $000
2014
United Overseas Insurance Limited Singapore 42 12,633 126,004 4,326
Far Eastern Bank Limited Singapore 21 401 41,167 423
2013
United Overseas Insurance Limited Singapore 42 11,422 114,527 4,326
Far Eastern Bank Limited Singapore 21 307 41,477 425
The Group
2014
$000
Assets under management * 11,207,464
Investment in funds 57,373
Fee income 106,596
Investment income 3,100
Investment
in
associates Investment
Investment and joint in Other
securities ventures subsidiaries assets
$000 $000 $000 $000
The Bank
2014
Balance at 1 January 446,218 43,205 326,056 35,831
Currency translation adjustments 2,933 6 100
Write-off/disposal (141,337) (7,569) (22,368)
Net (write-back)/charge to income statement (481) (21,685) (4,699) 1,212
Reclassification (70,000)
Balance at 31 December 237,333 21,520 313,794 14,775
2013
Balance at 1 January 556,442 43,009 318,809 36,287
Currency translation adjustments 10,558 5 (82)
Write-off/disposal (75,909) (374)
Net (write-back)/charge to income statement (44,873) 196 7,242
Balance at 31 December 446,218 43,205 326,056 35,831
Represented by:
Cost 1,226,197 1,239,072 1,441,164 1,480,294
Accumulated depreciation (265,905) (252,735) (211,948) (198,083)
Allowance for impairment (1,432) (1,432)
Net carrying amount 960,292 984,905 1,229,216 1,280,779
Market values of the investment properties of the Bank and the Group as at 31 December 2014 were estimated to be
$2,771 million and $3,146 million (2013: $2,821 million and $3,146 million) respectively. The valuation was performed by internal
valuers with professional qualifications and experience, taking into account market prices and rentals of comparable properties
using market comparison approach or using a combination of comparable sales and investment approach. These properties are
classified under Level 2 of the fair value hierarchy as the valuation is derived primarily from market observable inputs.
Represented by:
Cost 962,400 1,817,538 2,779,938 922,083 1,648,859 2,570,942
Accumulated depreciation (252,314) (1,099,407) (1,351,721) (233,668) (1,028,400) (1,262,068)
Allowance for impairment (82) (82) (484) (484)
Net carrying amount 710,004 718,131 1,428,135 687,931 620,459 1,308,390
The Bank
Balance at 1 January 661,174 399,491 1,060,665 677,147 323,822 1,000,969
Currency translation adjustments 1,556 255 1,811 (212) (357) (569)
Additions 147,160 147,160 128,805 128,805
Disposals (424) (2,627) (3,051) (1,488) (1,488)
Depreciation charge (9,640) (78,896) (88,536) (9,165) (51,291) (60,456)
Write-back of impairment 1,118 1,118
Transfers 27,287 27,287 (6,596) (6,596)
Balance at 31 December 681,071 465,383 1,146,454 661,174 399,491 1,060,665
Represented by:
Cost 807,640 1,118,524 1,926,164 777,956 1,017,205 1,795,161
Accumulated depreciation (126,569) (653,141) (779,710) (116,526) (617,714) (734,240)
Allowance for impairment (256) (256)
Net carrying amount 681,071 465,383 1,146,454 661,174 399,491 1,060,665
Market values of the owner-occupied properties of the Bank and the Group as at 31 December 2014 were estimated to be
$1,837 million and $2,748 million (2013: $1,789 million and $2,624 million) respectively. The valuation was performed by internal
valuers with professional qualifications and experience, taking into account market prices and rentals of comparable properties
using market comparison approach or using a combination of comparable sales and investment approach. These properties are
classified under Level 2 of the fair value hierarchy as the valuation is derived primarily from market observable inputs.
Others comprise mainly computer equipment, application software and furniture and fittings.
Goodwill
2014 2013
$000 $000
The Group
Balance at 1 January 4,143,810 4,168,332
Currency translation adjustments 5,470 (24,522)
Balance at 31 December 4,149,280 4,143,810
Represented by:
Cost 4,149,280 4,143,810
Accumulated impairment
Net carrying amount 4,149,280 4,143,810
(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. The growth
rates used does not exceed the historical long term average growth rate of the major countries. Cash flow projections are
based on most recent five-year financial forecasts provided by key business segments and approved by management.
These cash flows are derived based on outlook of macro-economic conditions from external sources, in particular, interest-
rates and foreign currency, taking into account managements past experience on impact of such changes to the cash
flows of the Group. Long-term growth rate is imputed on fifth-year cash flow and then discounted to determine the terminal
value. Key assumptions are as follows:
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.
2014 2013
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 39,133,210 817,848 439,200 29,025,186 481,150 332,853
Swaps 158,348,409 1,280,803 1,483,875 141,205,352 1,145,522 1,172,207
Futures 15,911
Options purchased 9,150,276 131,611 7,725,440 102,358
Options written 11,134,020 134,744 7,437,378 103,433
Equity-related contracts
Swaps 1,735,206 16,219 27,639 2,385,025 152,554 162,845
Options purchased 5,439,584 442,827 4,152,367 375,130
Options written 5,442,300 442,717 4,150,024 375,240
Credit-related contracts
Swaps 1,242,421 2,022 40,942 437,804 1,300 688
Others
Forwards 793,871 960 711 697,416 613 1,061
Swaps 950,169 75,269 79,275 221,327 2,427 2,787
Futures 286,104 11,575 10,757 125,209 136 282
Options purchased 8,797 721 161,498 1,198
Options written 8,816 945 161,521 1,198
605,486,659 6,305,928 6,383,979 451,573,062 5,779,497 5,877,773
2014 2013
Contract/ Positive Negative Contract/ Positive Negative
notional fair fair notional fair fair
amount value value amount value value
$000 $000 $000 $000 $000 $000
The Bank
Foreign exchange contracts
Forwards 32,095,309 471,659 210,789 23,286,983 285,129 165,860
Swaps 119,675,217 1,194,382 1,395,838 112,329,287 905,033 998,836
Futures 15,911
Options purchased 8,704,603 116,004 7,195,472 80,281
Options written 8,570,345 163,094 6,862,781 86,129
Equity-related contracts
Swaps 715,945 7,154 10,759 1,132,084 125,101 124,863
Futures
Options purchased 5,331,486 439,969 4,040,004 374,504
Options written 5,334,634 442,667 4,037,354 374,587
Credit-related contracts
Swaps 1,242,421 2,022 40,942 437,804 1,300 688
Others
Forwards 573,134 1,083 914 238,450 1,237 1,169
Swaps 818,539 62,353 62,331 248,216 865 657
Futures 200,468 4,542 4,743 107,438 128 267
Options purchased 5,807 375 159,276 1,198
Options written 5,807 375 159,276 1,198
520,163,287 5,710,358 5,928,255 375,040,281 5,030,302 5,196,506
2014 2013
Positive Negative Positive Negative
fair value fair value fair value fair value
$000 $000 $000 $000
The Group
Amount before/after unconditional netting agreements as
included in the balance sheet 6,305,928 6,383,979 5,779,497 5,877,773
Amount subject to conditional netting agreements (5,988,611) (6,342,859) (5,712,570) (5,855,652)
Of which: Amount nettable (4,336,034) (4,336,034) (4,095,130) (4,095,130)
Financial collateral (139,884) (1,122,446) (232,249) (801,150)
The Bank
Amount before/after unconditional netting agreements as
included in the balance sheet 5,710,358 5,928,255 5,030,302 5,196,506
Amount subject to conditional netting agreements (5,710,358) (5,928,255) (5,030,302) (5,196,506)
Of which: Amount nettable (4,320,806) (4,320,806) (3,929,424) (3,929,424)
Financial collateral (112,586) (1,110,593) (172,957) (792,977)
The Group
2014 2013
$000 $000
Cash on hand 1,526,271 1,592,055
Non-restricted balances with central banks 28,178,047 19,651,980
29,704,318 21,244,035
For grants made in 2014, thirty per cent will vest after two years, subject to the achievement of two-year ROE targets. The
remaining seventy per cent will vest after three years, subject to the achievement of the three-year ROE targets. The vesting levels
for the 2014 grant are shown below.
Percentage of ROE target achieved Percentage of award to be vested * for 2014 grant
Stretch: 115% 130%
Target: 100% 100%
Threshold: 80% 70%
Below Threshold At the discretion of the Remuneration Committee
* For intermediate ROE level achieved, the percentage of award to be vested will be interpolated.
Participating employees who leave the Group before vesting of the RS and SAR will forfeit their rights unless otherwise decided by
the Remuneration Committee.
Movements and outstanding balances of these plans are as follows:
UOB Restricted Share Plan and UOB Share Appreciation Rights Plan
The Group and The Bank
Restricted shares
2014 2013
000 000
Balance at 1 January 2,351 2,575
Granted 1,843 943
Additional shares awarded arising from targets met 103
Forfeited/cancelled (38) (138)
Vested (945) (1,132)
Balance at 31 December 3,211 2,351
Exercisable rights
2014 2013
000 000
Balance at 1 January 5,722 6,633
Vested 3,753 3,482
Forfeited/lapsed (28) (1,677)
Exercised (4,794) (2,716)
Balance at 31 December 4,653 5,722
Number of
Fair value per grant outstanding grants
at grant date 2014 2013
Year granted Expiry date $ 000 000
Restricted shares
2011 15 Dec 2013 and 15 Dec 2014 14.53 517
2012 14 Dec 2014 and 14 Dec 2015 18.52 436 891
2013 13 Dec 2015 and 13 Dec 2016 18.96 932 943
2014 19 Sep 2016 and 19 Sep 2017 20.70 1,843
3,211 2,351
Share appreciation rights
2011 15 Dec 2017 2.46 2,024
2012 14 Dec 2018 3.04 1,761 3,596
2013 13 Dec 2019 2.87 4,074 4,126
5,835 9,746
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:
Interest expense
Subsidiaries 11 19
Associates and joint ventures 6 4 2 2
Dividend income
Subsidiaries 146 200
Associates and joint ventures 79 36
Rental income
Subsidiaries 4 4
Deposits
Subsidiaries 2,767 2,630
Associates and joint ventures 680 1,030 543 851
1 Includes guarantees issued of the Group $1 million (2013: $*) and the Bank $211 million (2013: $322 million).
* Less than $500,000.
Others
Others include property-related activities, insurance businesses and income and expenses not attributable to other
operating segments mentioned above.
The Group
GR GWB GMIM Others Elimination Total
$ million $ million $ million $ million $ million $ million
2014
Operating income 3,017 3,023 884 705 (172) 7,457
Operating expenses (1,631) (674) (410) (603) 172 (3,146)
Impairment charges (139) (131) (59) (306) (635)
Share of profit of associates and joint ventures 37 112 149
Profit before tax 1,247 2,218 452 (92) 3,825
Tax (561)
Profit for the financial year 3,264
Other information
Inter-segment operating income 346 (336) (412) 574 (172)
Gross customer loans 88,571 109,853 909 10 199,343
Non-performing assets 784 1,697 25 82 2,588
Capital expenditure 20 6 14 219 259
Depreciation of assets 10 5 4 144 163
2013
Operating income 2,772 2,738 870 526 (186) 6,720
Operating expenses (1,515) (607) (406) (556) 186 (2,898)
Impairment charges (89) (24) (76) (240) (429)
Share of profit of associates and joint ventures 3 188 191
Profit before tax 1,168 2,107 391 (82) 3,584
Tax (559)
Profit for the financial year 3,025
Other information
Inter-segment operating income 392 (257) (342) 393 (186)
Gross customer loans 82,114 99,509 330 25 181,978
Non-performing assets 577 1,637 20 80 2,314
Capital expenditure 11 5 9 196 221
Depreciation of assets 9 4 3 114 130
Notes:
No operating income from transactions with a single external customer or counterparty amounted to 10% or more of the Groups operating income in
2014 or 2013.
Transfer prices between operating segments are on arms length basis in a manner similar to transactions with third parties.
Long term investment has been reclassified from Others to GMIM and prior year comparatives have been restated accordingly.
The Group
Total operating income Profit before tax Total assets
2014 2013 2014 2013 2014 2013
$ million $ million $ million $ million $ million $ million
Singapore 4,313 3,775 2,345 2,181 187,529 176,590
Malaysia 1,047 969 593 555 37,269 35,647
Thailand 691 632 159 146 15,915 15,608
Indonesia 410 436 99 178 8,143 7,173
Greater China 587 502 305 272 31,977 27,395
Others 409 406 324 252 21,754 17,672
7,457 6,720 3,825 3,584 302,587 280,085
Intangible assets 4,149 4,144
7,457 6,720 3,825 3,584 306,736 284,229
The Group
Average Average
2014 2013 2014 2013
$ million $ million $ million $ million
Balances and placements with central banks 30,871 28,469 33,557 25,289
Singapore Government treasury bills and securities 8,138 10,827 7,757 9,655
Other government treasury bills and securities 10,258 9,313 10,141 7,943
Trading debt securities 784 412 693 580
Placements and balances with banks 30,112 23,701 28,692 31,412
Loans to non-bank customers 190,863 165,893 195,903 178,857
Derivative financial assets 5,592 5,618 6,306 5,779
Investment debt securities 8,526 8,365 8,395 8,766
Others 1,831 2,259 1,579 2,291
286,975 254,857 293,023 270,572
Contingent liabilities 20,339 21,257 18,514 24,087
Commitments (excluding operating lease
and capital commitments) 88,745 64,587 99,037 68,923
396,059 340,701 410,574 363,582
As a fundamental credit principle, the Group generally does not grant credit facilities solely on the basis of the
collateral provided. All credit facilities are granted based on the credit standing of the borrower, source of repayment
and debt servicing ability.
Collateral is taken whenever possible to mitigate the credit risk assumed. The value of the collateral is monitored
periodically. The frequency of valuation depends on the type, liquidity and volatility of the collateral value. The main
types of collateral taken by the Group are cash, marketable securities, real estate, equipment, inventory and
receivables. Policies and processes are in place to monitor collateral concentration.
In extending credit facilities to small and medium enterprises, personal guarantees are often taken as a form of moral
support to ensure moral commitment from the principal shareholders and directors.
Corporate guarantees are often obtained when the borrowers credit worthiness is not sufficient to justify an extension
of credit.
For internal risk management, agreements such as International Swaps and Derivatives Association Master
Agreements and Credit Support Annex have been established with active counterparties to manage counterparty
credit risk arising from foreign exchange and derivative activities. The agreements allow the Group to settle all
outstanding transactions in the event of counterparty default, resulting in a single net claim against or in favour of
the counterparty.
The Group
Loans to Government
non-bank treasury Placements
customers bills and and balances Debt
(gross) securities with banks securities Total
$ million $ million $ million $ million $ million
Analysed by geography
2014
Singapore 109,700 7,757 1,491 2,743 121,691
Malaysia 25,768 1,466 2,748 1,236 31,218
Thailand 10,836 3,521 720 119 15,196
Indonesia 11,100 389 1,029 44 12,562
Greater China 25,308 2,026 12,406 1,385 41,125
Others 16,631 2,739 10,298 3,561 33,229
Total 199,343 17,898 28,692 9,088 255,021
2013
Singapore 103,726 9,655 1,873 2,953 118,207
Malaysia 24,197 907 2,487 1,376 28,967
Thailand 9,883 2,978 661 99 13,621
Indonesia 9,607 674 704 24 11,009
Greater China 19,134 1,237 17,225 1,187 38,783
Others 15,431 2,147 8,462 3,707 29,747
Total 181,978 17,598 31,412 9,346 240,334
Analysed by industry
2014
Transport, storage and communication 10,014 801 10,815
Building and construction 25,160 248 25,408
Manufacturing 17,139 1,229 18,368
Financial institutions 29,551 28,692 3,358 61,601
General commerce 27,119 494 27,613
Professionals and private individuals 26,008 26,008
Housing loans 54,711 54,711
Government 17,898 17,898
Others 9,641 2,958 12,599
Total 199,343 17,898 28,692 9,088 255,021
2013
Transport, storage and communication 7,982 920 8,902
Building and construction 23,845 259 24,104
Manufacturing 15,999 1,172 17,171
Financial institutions 29,173 31,412 3,533 64,118
General commerce 22,159 456 22,615
Professionals and private individuals 24,611 24,611
Housing loans 50,487 50,487
Government 17,598 17,598
Others 7,722 3,006 10,728
Total 181,978 17,598 31,412 9,346 240,334
UNITED OVERSEAS BANK LIMITED ANNUAL REPORT 2014 | 149
Notes to the Financial Statements
for the financial year ended 31 December 2014
The Group
2014 2013
Contingent Contingent
liabilities Commitments1 liabilities Commitments1
$ million $ million $ million $ million
Analysed by geography
Singapore 7,858 54,453 11,154 44,809
Malaysia 2,452 8,917 2,636 7,091
Thailand 1,270 6,459 1,282 5,994
Indonesia 618 3,684 759 2,572
Greater China 2,498 15,100 3,783 2,985
Others 3,818 10,424 4,473 5,472
Total 18,514 99,037 24,087 68,923
1 Excluding operating lease and capital commitments.
The Group
2014 2013
$ million $ million
Pass 196,311 179,157
Special mention 674 747
Substandard 1,791 1,179
Doubtful 178 461
Loss 389 434
199,343 181,978
Credit quality of Government treasury bills and securities and debt securities
The table below presents an analysis of Government treasury bills and securities and debt securities that neither past
due nor impaired for the Group by rating agency designation as at 31 December:
The Group
2014 2013
Singapore Other Singapore Other
Government government Government government
treasury treasury treasury treasury
bills and bills and Debt bills and bills and Debt
securities securities securities securities securities securities
$ million $ million $ million $ million $ million $ million
External rating:
Investment grade (AAA
to BBB-) 7,757 10,047 5,632 9,655 7,907 5,666
Non-investment grade
(BB+ to C) 66 357 18 337
Unrated 28 3,099 18 3,343
Total 7,757 10,141 9,088 9,655 7,943 9,346
(v) Ageing analysis of past due but not impaired and non-performing assets
The Group
2014 2013
Past due Past due
but not Non- but not Non-
impaired performing impaired performing
loans assets loans assets
$ million $ million $ million $ million
Current 536 295
Within 90 days 3,641 152 4,110 197
Over 90 to 180 days 319 241
Over 180 days 1,581 1,581
3,641 2,588 4,110 2,314
(vi) Past due but not impaired and non-performing assets analysed by geographical1 segment
The Group
2014 2013
Past due Past due
but not Non- but not Non-
impaired performing Individual impaired performing Individual
loans assets impairment loans assets impairment
$ million $ million $ million $ million $ million $ million
Singapore 2,099 882 209 2,358 548 181
Malaysia 921 412 92 1,219 409 109
Thailand 154 364 210 359 312 191
Indonesia 170 306 87 53 155 57
Greater China 57 151 81 34 148 78
Others 240 473 140 87 742 342
3,641 2,588 819 4,110 2,314 958
1 By the borrowers country of incorporation/operation (for non-individuals) and residence (for individual).
(vii) Past due but not impaired and non-performing assets analysed by industry
The Group
2014 2013
Past due Past due
but not Non- but not Non-
impaired performing Individual impaired performing Individual
loans assets impairment loans assets impairment
$ million $ million $ million $ million $ million $ million
Transport, storage and
communication 65 745 256 243 849 395
Building and
construction 339 269 63 304 149 33
Manufacturing 380 282 128 443 227 125
Financial institutions 244 234 89 224 240 99
General commerce 982 267 111 742 272 129
Professionals and private
individuals 572 209 74 758 192 90
Housing loans 971 507 59 1,346 311 28
Others 88 75 39 50 74 59
3,641 2,588 819 4,110 2,314 958
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.
(b) Foreign exchange risk and equity risk
Foreign exchange risk is the risk to earnings and economic value of foreign currency assets, liabilities and financial
derivatives caused by fluctuations in foreign exchange rates.
The Groups foreign exchange exposures comprise trading and banking (non-trading and structural) foreign exchange
exposures. Non-trading foreign exchange exposures are principally derived from investments and funding activities and
customer businesses. Structural foreign currency exposures are represented by the net asset values of overseas branches
and subsidiaries, share of the net asset values of its overseas associates and joint ventures, intangible assets attributable to
overseas subsidiaries, and long-term investment in overseas properties used for banking purposes, which are strategic in
nature. The Group utilises foreign currency contracts and foreign exchange derivatives to hedge its foreign exchange
exposures.
The Group
Singapore US Malaysian Thai Indonesian
dollar dollar ringgit baht rupiah Others Total
$ million $ million $ million $ million $ million $ million $ million
2014
Cash, balances and placements
with central banks 14,822 5,313 6,293 1,034 1,100 6,521 35,083
Securities 11,492 6,314 1,934 3,559 160 6,616 30,075
Placements and balances with
banks 600 20,392 785 181 5 6,729 28,692
Loans to non-bank customers 104,728 33,229 23,843 9,836 4,650 19,617 195,903
Investment in associates and
joint ventures 816 320 41 12 1,189
Intangible assets 3,181 723 245 4,149
Derivative financial assets 1,918 2,926 180 204 10 1,068 6,306
Others 3,078 1,054 84 630 280 213 5,339
Total assets 140,635 69,548 33,160 16,167 6,450 40,776 306,736
On-balance sheet open position 19,122 (1,282) 4,507 4,133 1,475 1,817
Off-balance sheet open position (3,065) 7,418 (35) (1,598) (1) (2,718)
Net open position 16,057 6,136 4,472 2,535 1,474 (901)
The Group
Singapore US Malaysian Thai Indonesian
dollar dollar ringgit baht rupiah Other Total
$ million $ million $ million $ million $ million $ million $ million
2013
Cash, balances and placements
with central banks 8,751 1,773 8,417 2,172 868 4,900 26,881
Securities 13,316 7,059 1,573 3,038 143 5,237 30,366
Placements and balances with
banks 428 22,110 67 169 76 8,562 31,412
Loans to non-bank customers 99,790 26,685 22,817 8,877 4,213 16,475 178,857
Investment in associates and
joint ventures 885 1 103 8 997
Intangible assets 3,182 720 242 4,144
Derivative financial assets 1,722 2,391 114 351 5 1,196 5,779
Others 3,019 1,480 146 413 158 577 5,793
Total assets 131,093 61,499 33,237 15,740 5,705 36,955 284,229
On-balance sheet open position 15,044 960 5,268 4,817 1,265 (777)
Off-balance sheet open position (677) 18,151 (2,873) (2,455) * (12,146)
Net open position 14,367 19,111 2,395 2,362 1,265 (12,923)
The Group
Total Hedged Unhedged
$ million $ million $ million
2014
Chinese renminbi 942 942
Indonesian rupiah 1,237 1,237
Malaysian ringgit 2,707 2,707
Thai baht 2,298 2,298
US dollar 1,209 1,209
Others 1,436 890 546
9,829 2,099 7,730
2013
Chinese renminbi 859 859
Indonesian rupiah 1,118 1,118
Malaysian ringgit 2,373 2,373
Thai baht 2,103 2,103
US dollar 724 724
Others 1,129 759 370
8,306 1,483 6,823
The Group
Over 7 Over 1 Over Over No
Up to days to 3 3 to 12 1 to 3 Over specific
7 days to 1 month months months years 3 years maturity Total
$ million $ million $ million $ million $ million $ million $ million $ million
2014
Cash, balances and
placements with central
banks 14,032 3,992 6,474 4,694 21 5,873 35,086
Securities 774 407 2,821 6,791 8,256 9,791 3,250 32,090
Placements and balances
with banks 7,618 5,216 7,742 6,028 739 1,376 18 28,737
Loans to non-bank
customers 7,338 13,875 14,861 24,050 44,266 110,485 1,255 216,130
Investment in associates
and joint ventures 1,189 1,189
Intangible assets 4,149 4,149
Derivative financial assets 6,306 6,306
Others 791 363 79 73 1 954 2,527 4,788
Total assets 30,553 23,853 31,977 41,636 53,283 122,606 24,567 328,475
The Group
Over 7 Over Over No
Up to days Over 1 3 to 12 1 to 3 Over specific
7 days to 1 month to 3 months months years 3 years maturity Total
$ million $ million $ million $ million $ million $ million $ million $ million
2013
Cash, balances and
placements with central
banks 10,280 6,017 2,655 1,839 6,090 26,881
Securities 121 698 1,519 7,487 8,489 10,792 3,458 32,564
Placements and balances
with banks 6,789 5,243 8,616 9,231 684 837 50 31,450
Loans to non-bank
customers 5,904 13,443 13,306 21,714 42,322 98,964 2,049 197,702
Investment in associates
and joint ventures 997 997
Intangible assets 4,144 4,144
Derivative financial assets 5,779 5,779
Others 884 95 90 115 49 1,236 2,381 4,850
Total assets 23,978 25,496 26,186 40,386 51,544 111,829 24,948 304,367
The Group is subject to liquidity requirements to support calls under outstanding contingent liabilities and undrawn
credit facility commitments as disclosed in Notes 34 and 37a. These have been incorporated in the net off-balance
sheet position for years ended 31 December 2014 and 2013. 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 42d(ii).
The Group
Over 7 Over Over
Up to days to 1 1 to 3 3 to 12
7 days month months months
$ million $ million $ million $ million
2014
Cash, balances and placements with central banks 14,186 3,981 6,383 4,641
Securities 1,218 672 3,078 6,161
Placements and balances with banks 7,618 5,219 7,750 6,036
Loans to non-bank customers 7,734 15,132 16,140 27,343
Others 791 370 79 73
Total assets 31,547 25,374 33,430 44,254
1 Excludes interest cash flows which are negligible within the time horizon against which the Group manages its liquidity risk.
The Group
Over 7 Over Over
Up to days to 1 1 to 3 3 to 12
7 days month months months
$ million $ million $ million $ million
2013
Cash, balances and placements with central banks 10,452 6,040 2,460 1,839
Securities 787 555 1,896 6,473
Placements and balances with banks 6,789 5,243 8,616 9,231
Loans to non-bank customers 6,330 14,846 14,967 26,395
Others 884 103 90 115
Total assets 25,242 26,787 28,029 44,053
1 Excludes interest cash flows which are negligible within the time horizon against which the Group manages its liquidity risk.
The Group
Year end High Low Average
$ million $ million $ million $ million
2014
Interest rate 2.72 5.92 1.64 3.14
Foreign exchange 1.18 6.24 0.97 2.82
Equity 0.03 0.27 0.01 0.06
Commodity 0.23 1.12 * 0.24
Specific risk1 0.21 0.64 0.08 0.24
Total VaR 3.96 10.40 2.46 4.84
2013
Interest rate 2.44 4.23 1.40 2.65
Foreign exchange 0.88 4.43 0.51 1.65
Equity 0.02 0.54 0.02 0.19
Commodity 0.01 0.54 * 0.05
Specific risk1 0.35 0.72 0.09 0.42
Total VaR 2.33 5.67 1.61 3.37
1 Specific risk encompasses specific equity market risk and specific credit market risk. It is computed from the residual volatility implied from the
movement of individual assets and their corresponding indices.
* Less than $5,000.
The Group
2014 2013
$ million $ million
Share capital 3,715 3,155
Disclosed reserves/others 23,590 20,981
Regulatory adjustments (2,408) (2,348)
Common Equity Tier 1 Capital 24,897 21,788
44. Comparatives
During the year, the Group reviewed the nature of deposits from financial institutions to distinguish deposits relating to fund
management and operating accounts from those relating to interbank money market activities. Consequently, the definition of
"Deposits and balances from customers" has been expanded to include the former.
Prior period comparatives have been restated to conform with the current period presentation.
As previously
reported Reclassification As restated
$000 $000 $000
2013
The Group
Deposits and balances from banks 26,247,399 (12,541,246) 13,706,153
Deposits and balances from customers 202,006,296 12,541,246 214,547,542
The Bank
Deposits and balances from banks 24,998,782 (11,867,426) 13,131,356
Deposits and balances from customers 151,624,863 11,867,426 163,492,289
Investor Reference
164 UOB Share Price and Turnover
165 Statistics of Shareholdings
167 Five-Year Ordinary Share Capital Summary
168 Our International Network
172 Notice of Annual General Meeting
177 Appendix to the Notice of Annual
GeneralMeeting
189 Proxy Form
Corporate Information
UOB Share Price and Turnover
for the financial year ended 31 December 2014
250,000 25
200,000 20
150,000 15
100,000 10
50,000 5
0 0
2010 2011 2012 2013 2014
1 Average share prices are used in computing price/earning ratio and net dividend yield.
2 Excluded one-time gain on sale of UOB Life Assurance Limited and United Industrial Corporation Limited in 2010.
Distribution of Shareholdings
No. of shares
No. of (excluding
Size of shareholdings shareholders % treasury shares) %
1 99 3,661 13.27 126,904 0.01
100 1,000 7,863 28.50 5,102,665 0.32
1,001 10,000 13,326 48.30 41,761,468 2.60
10,001 1,000,000 2,689 9.75 122,090,284 7.62
1,000,001 and above 51 0.18 1,433,752,958 89.45
Total 27,590 100.00 1,602,834,279 100.00
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 5 March 2015, approximately 76% of the issued shares of the Company was held by the
public and therefore, Rule 723 of the Listing Manual has been complied with.
Twenty Largest Shareholders (as shown in the Register of Members and Depository Register)
* Percentage is calculated based on the total number of issued ordinary shares, excluding treasury shares, of the Bank.
Ordinary Shares
Substantial Shareholders (as shown in the Register of Substantial Shareholders)
Other
Shareholdings shareholdings in
registered in the which substantial
name of shareholders are
substantial deemed to have
shareholders an interest Total interest
Substantial shareholder No. of shares No. of shares No. of shares %
(1)
Estate of Lien Ying Chow, deceased 316,516 81,334,262 81,650,778 5.09
Lien Ying Chow Private Limited - 81,233,515(1) 81,233,515 5.07
(2)
Wah Hin and Company Private Limited 81,223,402 10,113 81,233,515 5.07
Sandstone Capital Pte Ltd 10,113 81,223,402(3) 81,233,515 5.07
(4)
Wee Cho Yaw 19,301,917 267,332,518 286,634,435 17.88
Wee Ee Cheong 3,125,918 161,426,620(4) 164,552,538 10.27
(4)
Wee Ee Chao 153,199 128,449,211 128,603,210 8.02
Wee Ee Lim 1,760,658 161,356,642(4) 163,117,300 10.18
Wee Investments (Pte) Limited 124,093,113 186,570 124,279,683 7.75
* 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 (Pte) Limiteds total direct and deemed interests of
124,279,683 UOB shares.
Notice is hereby given that the 73rd 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 Friday, 24 April 2015, 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
2014.
Resolution 2 To declare a final one-tier tax-exempt dividend of 50 cents per ordinary share and a special one-tier tax-exempt
dividend of five cents per ordinary share for the year ended 31 December 2014.
Resolution 3 To approve Directors fees of $2,070,000 for 2014 (2013: $2,055,000).
Resolution 4 To approve an advisory fee of $800,000 to Dr Wee Cho Yaw, the Chairman Emeritus and Adviser, for the period
from January 2014 to December 2014 (2013: $800,000).
Resolution 5 To re-appoint Ernst & Young LLP as Auditor of the Company and authorise the Directors to fix its remuneration.
To re-elect the following Directors:
Resolution 6 Mr Hsieh Fu Hua
Resolution 7 Mr Wee Ee Cheong
Resolution 8 Mrs Lim Hwee Hua
Resolution 9 To re-appoint Dr Wee Cho Yaw under Section 153(6) of the Companies Act, Cap 50, to hold office from the date of
this Annual General Meeting until the next Annual General Meeting.
AS SPECIAL BUSINESS
To consider and, if thought fit, pass the following ordinary resolutions:
Resolution 10 THAT authority be and is hereby given to the Directors to:
(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) issue Shares in pursuance of any Instrument made or granted by the Directors while this Resolution was in force,
notwithstanding that the authority conferred by this Resolution may have ceased to be in force,
provided that:
(1) the aggregate number of 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);
Assuming that the Company purchases or acquires 80,141,713 Shares at the Maximum Price, the maximum amount of funds required
is approximately:
(a) in the case of Market Purchases of Shares, $1,941,833,706 based on $24.23 for one Share (being the price equivalent to five per
cent above the Average Closing Price of the Shares immediately preceding the Latest Practicable Date); and
(b) in the case of Off-Market Purchases of Shares, $2,034,798,093 based on $25.39 for one Share (being the price equivalent to ten
per cent above the Average Closing Price of the Shares immediately preceding the Latest Practicable Date).
The financial effects of the purchase or acquisition of such Shares by the Company pursuant to the proposed Share Purchase Mandate
on the audited financial accounts of the UOB Group for the financial year ended 31 December 2014, based on certain assumptions, are
set out in paragraph 2.8 of the Appendix to this Notice of AGM to shareholders of the Company dated 1 April 2015.
Please refer to the Appendix to this AGM Notice for details.
Vivien Chan
Secretary
Singapore
1 April 2015
Notes
1 A member entitled to attend and vote at the AGM 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 AGM of the Company.
1. Introduction
1.1 General. The purpose of this Appendix is to provide Shareholders1 with information relating to Resolution 12 set out in the Notice of
Annual General Meeting of United Overseas Bank Limited (UOB) in respect of the proposed renewal of the mandate (Share Purchase
Mandate) enabling UOB to purchase or otherwise acquire its issued ordinary shares in the capital of UOB (Shares).
1.2 SGX-ST. The Singapore Exchange Securities Trading Limited (SGX-ST) takes no responsibility for the accuracy of any statement or
opinion made in this Appendix.
1 Refers to registered holders of Shares, except that where the registered holder is The Central Depository (Pte) Limited (CDP), the term Shareholders shall, in relation to such Shares
and where the context admits, mean the Depositors (as defined in Section 130A of the Companies Act, Chapter 50 of Singapore (Companies Act)) whose securities accounts are
maintained with CDP (but not including securities sub-accounts maintained with a Depository Agent (as defined in Section 130A of the Companies Act)) and credited with Shares.
2.8 Financial Effects. The financial effects on the Group arising from purchases or acquisitions of Shares which may be made pursuant to
the proposed Share Purchase Mandate will depend on, inter alia, the aggregate number of Shares purchased or acquired and the
consideration paid at the relevant time, and whether the Shares purchased or acquired are held in Treasury or cancelled. The financial
effects on the Group for the financial year ended 31 December 2014 are based on the assumptions set out below.
2.8.1 Purchase or Acquisition out of Capital or Profits
Where the consideration paid by UOB for the purchase or acquisition of Shares is made out of capital, the amount available for
the distribution of dividends by UOB will not be reduced.
Where the consideration paid by UOB for the purchase or acquisition of Shares is made out of profits, such consideration will
correspondingly reduce the amount available for the distribution of dividends by UOB.
2.8.2 Number of Shares Acquired or Purchased
The maximum number of Shares which can be purchased by UOB will depend on the number of Shares, excluding treasury
shares, of UOB as at the Approval Date. As at the Latest Practicable Date prior to the printing of this Appendix, being
5 March 2015 (Latest Practicable Date), the issued share capital of UOB comprised 1,602,834,279 Shares, excluding
treasury shares.
Purely for illustrative purposes, on the basis of 1,602,834,279 Shares in issue, excluding treasury shares, as at the Latest
Practicable Date, not more than 80,141,713 Shares (representing five per cent of the Shares in issue, excluding treasury shares,
as at that date) may be purchased or acquired by UOB pursuant to the proposed Share Purchase Mandate.
2.8.3 Maximum Price Paid for Shares Acquired or Purchased
Assuming that UOB purchases or acquires the maximum number of Shares at the Maximum Price, the amount of funds required
is approximately:
(a) in the case of Market Purchases of Shares, S$1,941,833,706 based on S$24.23 for one Share (being the price equivalent to
five per cent above the Average Closing Price of the Shares immediately preceding the Latest Practicable Date); and
(b) in the case of Off-Market Purchases of Shares, S$2,034,798,093 based on S$25.39 for one Share (being the price
equivalent to ten per cent above the Average Closing Price of the Shares immediately preceding the Latest
Practicable Date).
2.8.4 Illustrative Financial Effects
For illustrative purposes only, on the basis of the assumptions set out in paragraphs 2.8.2 and 2.8.3 above, as well as
the following:
(a) the Share Purchase Mandate had been effective on 1 January 2014 and UOB had on 1 January 2014 purchased
80,141,713 Shares (representing five per cent of the total Shares in issue as at the Latest Practicable Date, excluding the
Shares held in treasury);
(b) no Shares were purchased by UOB after the Latest Practicable Date; and
(c) the purchase consideration was funded by UOB from excess funds deployed in the inter-bank market with an effective
pre-tax yield of 0.69 per cent, being the inter-bank one-month offer rate as at 5 March 2015, and at the tax rate of
17 per cent,
the financial effects on the audited financial accounts of the Group for the financial year ended 31 December 2014 are set
out below:
Financial Ratios
Net Tangible Assets (NTA) per Share (S$)(2) 14.50 13.98
Earnings per Share Basic (S$)(3) 1.98 2.07
Return on Equity (ROE) (%)(3) 12.3 13.2
Total Capital Adequacy Ratio (%) 16.9 15.8
Notes:
(1) The above financial effects remain the same irrespective of whether:
(a) the purchases of Shares are effected out of capital or profits; and
(b) the Shares repurchased are held in treasury or cancelled.
(2 ) Preference shares and capital securities are excluded from the computation.
(3) Calculated based on profit attributable to Shareholders net of preference share dividends and capital securities distributions for other capital for the financial year.
Off-Market Purchases
Before Share After Share
As at 31 December 2014 Purchases Purchases(1)
Total Shareholders equity (S$000) 29,569,350 27,522,880
Number of issued and paid-up Shares (000) 1,602,834 1,522,692
Weighted average number of issued and paid-up Shares (000) 1,591,356 1,511,214
Net profit attributable to Shareholders (S$000) 3,249,101 3,237,429
Financial Ratios
Net Tangible Assets (NTA) per Share (S$)(2) 14.50 13.92
Earnings per Share Basic (S$)(3) 1.98 2.07
Return on Equity (ROE) (%)(3) 12.3 13.3
Total Capital Adequacy Ratio (%) 16.9 15.8
Notes:
(1) The above financial effects remain the same irrespective of whether:
(a) the purchases of Shares are effected out of capital or profits; and
(b) the Shares repurchased are held in treasury or cancelled.
(2) Preference shares and capital securities are excluded from the computation.
(3) Calculated based on profit attributable to Shareholders net of preference share dividends and capital securities distributions for other capital for the financial year.
The financial effects set out above are for illustrative purposes only. Although the Share Purchase Mandate would authorise
UOB to purchase or acquire up to five per cent of the issued Shares (excluding the Shares held in treasury), UOB may not
necessarily purchase or acquire or be able to purchase or acquire any or all of the five per cent of the issued Shares (excluding
the Shares held in treasury). In addition, UOB may cancel all or part of the Shares repurchased and/or hold all or part of the
Shares repurchased as treasury shares.
UOB will take into account both financial and non-financial factors (for example, stock market conditions and the performance of the
Shares) in assessing the relative impact of a purchase or acquisition of Shares before execution.
2.9 Details of Shares Purchased in the last 12 months. As at the Latest Practicable Date, UOB had not repurchased or acquired any
Shares in the preceding 12 months.
2.10 Listing Status of the Shares. The Listing Manual requires a listed company to ensure that at least ten per cent of the total number of
issued shares (excluding preference shares, convertible equity securities and treasury shares) in a class that is listed, be held by public
shareholders. The public, as defined in the Listing Manual, are persons other than the directors, chief executive officer, substantial
shareholders or controlling shareholders of a listed company and its subsidiaries, as well as associates (as defined in the Listing Manual)
of such persons. As at the Latest Practicable Date, 1,221,889,509 Shares, or approximately 76 per cent of the total Shares (excluding
the Shares held in treasury), are held by public shareholders. Assuming UOB had purchased or acquired Shares from the public up to
the full five per cent limit pursuant to the proposed Share Purchase Mandate on the Latest Practicable Date and these Shares had been
held as treasury shares, the percentage of issued Shares held by public shareholders would be reduced to 1,141,747,796 Shares, or
approximately 75 per cent of the total Shares (excluding the Shares held in treasury).
Accordingly, UOB is of the view that there is a sufficient number of Shares in issue held by public shareholders which would permit UOB
to undertake purchases or acquisitions of its Shares through Market Purchases up to the full five per cent limit pursuant to the
Share Purchase Mandate without affecting the listing status of the Shares on the SGX-ST, and that the number of Shares remaining in
the hands of the public will not fall to such a level as to cause market illiquidity.
2.11 Shareholding Limits. Under the Banking Act, Chapter 19 of Singapore (Banking Act):
(a) no person shall enter into any agreement or arrangement, whether oral or in writing and whether express or implied, to act
together with any person with respect to the acquisition, holding or disposal of, or the exercise of rights in relation to, their interests
in voting shares of an aggregate of five per cent or more of the total votes attached to all voting shares in a designated financial
institution, without first obtaining the approval of the Minister designated for the purposes of the Banking Act (Minister)
(Five Per Cent Limit); and
(b) no person shall be a 12 per cent controller (as defined below) or a 20 per cent controller (as defined below) of a designated
financial institution without first obtaining the approval of the Minister.
For the purposes of the Banking Act:
designated financial institution means (i) a bank incorporated in Singapore; or (ii) a financial holding company;
total number of issued shares, in relation to a company, does not include treasury shares;
12 per cent controller means a person, not being a 20 per cent controller, who alone or together with his associates, (i) holds not less
than 12 per cent of the total number of issued shares in the designated financial institution; or (ii) is in a position to control voting power of
not less than 12 per cent in the designated financial institution; and
20 per cent controller means a person who, alone or together with his associates, (i) holds not less than 20 per cent of the total
number of issued shares in the designated financial institution; or (ii) is in a position to control voting power of not less than 20 per cent in
the designated financial institution.
(b) a company with any of its directors (together with their close relatives, related trusts as well as companies controlled by any
of the directors, their close relatives and related trusts);
(c) a company with any of its pension funds and employee share schemes;
(d) a person with any investment company, unit trust or other fund whose investment such person manages on a discretionary
basis, but only in respect of the investment account which such person manages;
(e) a financial or other professional adviser, including a stockbroker, with its client in respect of the shareholdings of the adviser
and the persons controlling, controlled by or under the same control as the adviser and all the funds which the adviser
manages on a discretionary basis, where the shareholdings of the adviser and any of those funds in the client total ten per
cent or more of the clients equity share capital;
(f) directors of a company, together with their close relatives, related trusts and companies controlled by any of them, which is
subject to an offer or where they have reason to believe a bona fide offer for their company may be imminent;
(g) partners; and
(h) an individual, his close relatives, his related trusts, and any person who is accustomed to act in accordance with his
instructions, companies controlled by any of the above persons, and any person who has provided financial assistance
(other than a bank in the ordinary course of business) to any of the above for the purchase of voting rights.
2.12.3 Effect of Rule 14 and Appendix 2
The circumstances under which Shareholders, including Directors and persons acting in concert with them respectively, will incur
an obligation to make a take-over offer under Rule 14 of the Take-over Code after a purchase or acquisition of Shares by UOB
are set out in Appendix 2 to the Take-over Code.
In general terms, the effect of Rule 14 and Appendix 2 to the Take-over Code is that, unless exempted, Directors and persons
acting in concert with them will incur an obligation to make a take-over offer under Rule 14 if, as a result of UOB purchasing or
acquiring Shares, the voting rights of such Directors and their concert parties would increase to 30 per cent or more, or in the
event that such Directors and their concert parties hold between (and including) 30 per cent and 50 per cent of UOBs voting
rights, the voting rights of such Directors and their concert parties would increase by more than one per cent in any period of
six months. In calculating the percentage of voting rights of such Directors and their concert parties, treasury shares shall
be excluded.
Under Appendix 2 to the Take-over Code, a Shareholder not acting in concert with the Directors will not be required to make a
take-over offer under Rule 14 if, as a result of UOB purchasing or acquiring its Shares, the voting rights of such Shareholder
would increase to 30 per cent or more, or, if such Shareholder holds between (and including) 30 per cent and 50 per cent of
UOBs voting rights, the voting rights of such Shareholder would increase by more than one per cent in any period of six months.
Such Shareholder need not abstain from voting in respect of the resolution authorising the Share Purchase Mandate.
Based on the information in the Register of Shareholders as at the Latest Practicable Date, no Shareholder will be obliged
to make a take-over offer for UOB under Rule 14 of the Take-over Code as a result of the purchase or acquisition of Shares
by UOB pursuant to the Share Purchase Mandate of the maximum limit of five per cent of its Shares.
Shareholders who are in doubt as to their obligations, if any, to make a mandatory take-over offer under the Take-over
Code as a result of any purchase or acquisition of Shares by UOB should consult the Securities Industry Council and/or
their professional advisers at the earliest opportunity.
and/or *
Name Proportion of Shareholdings
NRIC/Passport No. No. of Shares %
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 73rd Annual
General Meeting of members of the Company, to be held at Pan Pacic Singapore, Pacic 2-3, Level 1, 7 Rafes Boulevard, Marina
Square, Singapore 039595 on Friday, 24 April 2015 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 specic directions, the proxy will
vote as the proxy deems t.)
No. Ordinary Resolutions For Against
Resolution 1 Financial Statements, Directors Report and Auditors Report
Resolution 2 Final and Special Dividends
Resolution 3 Directors Fees
Resolution 4 Advisory fee to Dr Wee Cho Yaw, Chairman Emeritus and Adviser
Resolution 5 Auditor and its remuneration
Resolution 6 Re-election (Mr Hsieh Fu Hua)
Resolution 7 Re-election (Mr Wee Ee Cheong)
Resolution 8 Re-election (Mrs Lim Hwee Hua)
Resolution 9 Re-appointment (Dr Wee Cho Yaw)
Resolution 10 Authority to issue ordinary shares
Resolution 11 Authority to issue shares pursuant to the UOB Scrip Dividend Scheme
Resolution 12 Renewal of Share Purchase Mandate
By submitting this form, I/we represent and warrant that the consent of the named proxy(ies)/representative(s) has been obtained for the
collection, use and disclosure of his/her personal data for the purpose of processing and administration by the Company (or its agents)
of proxies and representatives appointed for the Annual General Meeting (including any adjournment thereof) and the preparation and
compilation of the attendance lists, minutes and other documents relating to the said meeting, and in order for the Company (or its agents)
to comply with any applicable laws, listing rules, regulations and/or guidelines.
Shares in: No. of Shares
Dated this day of 2015.
(i) Depository Register
(ii) Register of Members
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Head Ofce
80 Raffles Place,
UOB Plaza,
Singapore 048624
Phone: (65) 6533 9898
Fax: (65) 6534 2334
www.UOBGroup.com