annual financial report

We make memorable moments special for you

A N N U A L R E P O R T 2 0 0 9

CONTENTSVision 2

Mission 3

Corporate Values 4

Our Presence in Asia 5

Our Products and Services 6

Making moments special in 2009 8

Our Local Network 10

Corporate Information 11

Director's Report 12

Shariah Advisor's Report 18

Six Years Financial Summary 19

Statement of Compliance with the Code of Corporate Governance 20

Auditor's Review Report on Compliance with the Code of Corporate Governance 21

Notice of Annual General Meeting 22

Auditors' Report to the Members 23

Balance Sheet 26

Profit and Loss Account 27

Cash Flow Statement 28

Statement of Comprehensive Income 29

Statement of Changes in Equity 30

Notes to the Financial Statements 31

Pattern of Shareholding 90

Branch Network 92

Form of Proxy 97

01RBS Annual Report 2009

VISIONBe the leading bank delivering

world class services to our

clients.

02 RBS Annual Report 2009

MISSIONCreate value for our

stakeholders by delivering

global standards for banking

in Pakistan.


CORPORATE

VALUESCustomer focused - We

respect and depend on each

other for success by working

as collaborative teams.

Team oriented - We are

unrelenting in our focus on

customer relationships and

our customers' success.

Performance driven - Results

matter. We have a burning

desire to succeed. To “Make

it Happen”.

Entrepreneurial - We thrive

on being innovative in our

approach to business.


RBS Annual Report 2009 05

OUR

PRESENCEThe Royal Bank of Scotland

Group currently operates in more

than 50 countries around the

world. For further information,

please visit www.rbs.com

Australia

China

Hong Kong

India

Indonesia

Japan

Korea (South)

Malaysia

Pakistan**

Singapore

Taiwan

Thailand

Countries and territories where RBS has locations in Asia Pacific

**As a result of our Group wide strategic review (announced on February 25, 2009), we are seeking to reduce

our global footprint by exploring new ownership opportunities for several countries, including Pakistan.

Countries in Asia where RBS branches

are located as at March 2010


OUR

PRODUCTS

AND

SERVICES

Corporate Banking Our Corporate Bank offers a wide range of both offshore and onshore products including working capital financing and term loans, project finance (including ECA backed facilities), cash management and trade services. We deliver cutting edge products and services to our clients by offering tailor-made solutions, a strong local and international network supported by our highly skilled team of dedicated relationship bankers.

Commercial Banking With the Commercial Banking Group offerings catering to the needs of Large and Medium market enterprises along with Small and Medium entrepreneurs, we commit to building long term relationships so that our clients have the support they need and a business partner to rely on. Keeping in view the potential of our agriculture sector, we offer a complete range of financial solutions to the agricultural community which includes ever green scheme, tractor financing, farm mechanization etc.

Royal Preferred Banking privilegesOur Royal Preferred Banking represents a new standard of relationship banking designed exclusively for our most esteemed customers. From warm welcomes, luxurious lounges to dedicated Relationship Managers, our enhanced level of service is a cut above the rest.

Wealth Management products At RBS, we present Wealth Management solutions catering to our customers’ specific financial and protection needs. With a diverse range of deposit products and insurance plans, we give them the freedom to bank on their own terms along with the peace of mind of a secure future.


Loan offerings Our Loan products are specially designed to exceed our customers’ business and lifestyle requirements. From a host of loan facilities to choose from, RBS is equipped to provide all the financial assistance to its customers at their time of need.

Innovative Banking services Our relationship privileges are the focal point of our efforts from where a world of convenience begins for our customers. With an online network spanning 24 cities and facilities such as Customer Interaction Centre, ATM network and Mobile Banking, we empower our customers to conduct their banking transactions at their leisure round-the-clock.

Credit Cards Our family of Credit Cards represent a myriad of features designed to match our card holders’ lifestyles while being dependable and accessible. From to co-branded Credit Cards, we offer customized benefits ranging from great discounts to instant rewards. The RBS Platinum Card presents the very best of style and elevates its valued members to a higher level of convenience with a selection of the finest privileges to enjoy.

Islamic Banking We believe in providing our customers with financial solutions that are in harmony with their religious beliefs. With Islamic Banking, we offer a diversified range of Shariah Compliant products and services for depository, financing, and commercial banking needs and requirements.

e


MAKING MOMENTS SPECIAL IN 2009RBS Platinum Card launchThe launch of the RBS Platinum Card introduced an eclectic array of the finest privileges complimenting our esteemed customers’ superior preferences and lifestyle. It is a passport to a unique experience that provides a personalized RBS Priority Pass every time our card members wish to travel or tee-off at the lush green landscapes through the exclusive Platinum Greens Program. Our Global Platinum Collection provides access to luxurious offers across the globe.

Business First launch2009 saw the launch of Business First, a unique deposit product offering catering to both business and personal needs of our customers. Business First empowers them with the transactional solutions and support they need to drive their business and lifestyle forward. Customers also have access to a dedicated Relationship Manager to guide them through the products and services and help them attain their goals and aspirations.

RBS’s collaboration with the nation’s favorite gameIn a nation driven by one sport, cricket, RBS has revolutionized domestic cricket and taken it to a completely different level in the past years. Steadfast and committed in delivering only the best, the RBS Twenty 20 Tournament 2008-09 ignited the passion of a cricket crazy nation and brought them together to witness legends.

Bancassurance solutionsKeeping with the tradition of continuously improving our product portfolio, RBS launched Wallet Guard and Business Cover giving customers round-the-clock protection of their valuables and business. This reaffirms our ongoing commitment to offer our clientele security and peace of mind.


Credit Card privilegesWe believe in rewarding our valued credit card members through loyalty programs and privileges throughout the year. In 2009, RBS Credit Cards opened doors to a world of benefits offering cardholders home and lifestyle products on exclusive 0% Installment Plans along with chances to win valuable prizes on special promotional activities. In the holy month of Ramadan, credit card members got more reasons to celebrate. A number of special promotions and unique offers were introduced such as Double Reward Points, entitling customers to twice the privileges on their credit card spend and fantastic discounts at some of the leading stores and restaurants of the country.

100% Cash back campaignsRBS believes in rewarding its loyal customers with promotions and loyalty programs that keep giving them their money’s worth. Throughout 2009, a number of 100% Cash back campaigns gave credit cardholders and BTF customers the unique opportunity to win back their spend through lucky draws. So the more they spent, the more we gave back!

SMS AlertsRBS introduced SMS Alerts, allowing customers to receive real-time SMS alerts on every transaction conducted on their RBS Credit Cards, Debit Card or ATMs both domestically and internationally. This service further strengthened RBS’s philosophy of providing our customers the ability to stay on top of their finances with confidence wherever they are.


OUR LOCAL

NETWORKWith a comprehensive network

spanning 24 cities, you can

rest assured that RBS has the

answer to all your needs no

matter where you are - with our

continuous philosophy of

providing solutions you

deserve and the

commitment to “Make it

Happen!”

Bhalwal

Bahawalpur

Dera Ghazi Khan

Faisalabad

Gujranwala

Gujar Khan

Gujrat

Hyderabad

Islamabad

Jhelum

Karachi

Kharian

Lahore

Mardan

Multan

Mirpur (Azad Kashmir)

Peshawar

Quetta

Rawalpindi

Sukkur

Sialkot

Sargodha

Turbat

Vehari


ChairmanMr. Muhammad Aurangzeb

Chief Executive OfficerMr. Shehzad Naqvi

DirectorsMr. Robert Ralph DavisMr. James Alexander BrownLt. Gen (R) Muhammad MaqboolMr. Shamim Ahmad KhanMr. Shahid Hafiz Kardar

Audit CommitteeMr. Shamim Ahmad Khan (Chairman)Lt. Gen. (R) Muhammad Maqbool (Member)Mr. Shahid Hafiz Kardar (Member)Mr. James Alexander Brown (Member)

Risk Management CommitteeMr. Shehzad Naqvi (Chairman)Mr. James Alexander Brown (Member)Mr. Shamim Ahmad Khan (Member)Mr. Shahid Hafiz Kardar (Member)Lt. Gen. (R) Muhammad Maqbool (Member)

Chief Financial OfficerMirza Zafar Baig

Company SecretaryMian Ejaz Ahmad

AuditorsMessrs M. Yousuf Adil Saleem & Co.Chartered AccountantsCavish Court, A-35, Block 7& 8, KCHSUSharah-e-Faisal, Karachi, Pakistan.

Legal AdvisorMessrs Hassan & Hassan (Advocates)7-D, Kashmir/Edgerton Road,Lahore, Pakistan.

RegistrarMessrs Hameed Majeed Associates (Pvt) LimitedH.M. House, 7-Bank Square,The Mall,Lahore, Pakistan.

Principal Office16, Abdullah Haroon RoadKarachi, Pakistan.

Registered / Head Office77-Y, Phase-III, Commercial Area,Defence Housing Authority,Lahore, Pakistan.

CORPORATE INFORMATION


DIRECTORS’ REPORT

Dear Members,

On behalf of the Board of Directors of The Royal Bank of Scotland Limited, I am pleased to present the 18th Annual Report of your Bank together with the audited financial statements and the auditor’s report for the year ended December 31, 2009.

Economic Environment 2009

The acute phase of the financial crisis has been weathered and a global economic recovery is under way. Following the deepest global downturn in recent history, economic recovery is returning slowly, however within a background of uncertainty. In most advanced economies, the recovery is expected to remain sluggish, whereas in many emerging and developing economies, activity is expected to be relatively buoyant, driven largely by domestic demand.

Monetary tightening and fiscal consolidation under the IMF stabilization program and the sharp decline in international commodity prices have had a positive impact on the macro indicators, reflected in the narrowing of the current account deficit and declining inflation from the high levels of last year. Economic growth has also started to pick up modestly. These developments have also facilitated an easement in the monetary policy with the discount rate being lowered to 12.5% at the end of 2009 from 15% at the beginning of the year.

On the external front the risk perception on Pakistan has also reduced, as indicated by a significant reduction in the country’s Eurobond yield and improvement in country ratings from international rating agencies.

However security risks, concerns about political stability, the continuing strain on budgetary resources and poor availability of the required supply of energy would weigh on domestic and foreign investment and keep economic growth subdued in 2010. Resultantly the business environment would remain challenging. External assistance will be required to meet the fiscal and current account gaps and maintain investor confidence in the country’s debt-servicing ability.

Performance Review

The expansion and growth phase of the Bank commenced in the year 2007, with a local acquisition followed by a legal merger and functional integration. The year 2008 was dedicated to staff and system deployment to create a wider scale for the business across Retail, Commercial and SME segments. The phased expansion as planned was curtailed in 2009 as a result of the shift in the strategy of RBS towards certain businesses including the Pakistan operations. In the first quarter of 2009 the RBS Group as

part of a global strategy formally announced its intention to explore opportunities for the sale of its business in Pakistan. In view of the potential sale, restricted asset acquisition, maintaining liquidity in the asset profile, risk mitigation in the portfolio, and consolidation of operations were the key focus areas for the Bank. The market view on the change in ownership for the franchise has resultantly had a significant impact on the Bank’s performance. This year therefore as required by the business environment reflects the impact of the impending change in ownership and the specific steps taken that were inherently necessary to ensure an orderly transition.

In the year under review, owing to the transition phase the deposit base of the Bank declined by Rs 15.46 billion over the level in December 08, comprising a reduction in both commercial and retail deposits. The advances portfolio under a directed strategy was reduced to maintain liquidity, decreased over the year by Rs 17.5 billion. The reduction in the size of the balance sheet of the Bank was in line with the focus towards conservative business levels The major reduction in exposures was in the Chemical, Food and Allied sectors and advances to individual borrowers. The consumer sector due to credit quality issues in the market also triggered a run off in product volumes. The liquidity in the balance sheet was diverted towards the holding in government securities, resulting in an increase in investments of Rs 8.3 billion over the year. The interbank borrowings and ERF increased in aggregate by Rs 3.1 billion, providing short term funding through the money market.

During the year ended December 31, 2009, adequate provisioning against the advances portfolio has been created in accordance with the guidelines of State Bank of Pakistan. The provisioning and write off expense against non performing loans for the year amounted to Rs 3.94 billion which is higher than the amount of Rs 3.53 billion charged last year. There was an increase in credit losses on consumer financing in line with the cyclical industry situation.

During the year 2009, revenue decreased by Rs 1.608 billion over the last year mainly on account of the impact from contraction in business volumes across the Bank. The decrease in interest margins was Rs 644million in the year and is reflective of the reduction in consumer and commercial loan portfolios. The increase in the holding of government securities resulted to neutralize the reduction in interest earnings upon the decrease in the advances base. The interest expense for the year increased under the impact of the more competitive interest rate environment this year. Non Mark up interest income reduced by Rs 967m over 2008, mainly due to a reduction in fee and commission income streams. Derivative income contributed a large component to the non –mark up based income of the Bank in 2009, however gains were at a lower level than last year.


The administrative cost base of the Bank has reduced by Rs 700m which is a decrease of 11%. This being substantial in view of inflationary impacts on the overhead cost across the branch network. This has been achieved through stiff cost control measures across both front line and support functions and in line with the staff reduction in business segments.

Information Technology

Information Technology continued to play a critical role in the business of the Bank with a number of initiatives including streamlining of processes and enhancements to various applications.

The most critical project undertaken was with respect to the centralization of operational processes, primarily in Lahore and Karachi. Another important project was the deployment of Aspect, a predictive dialer for the collections staff. This also required enhancements to a number of associated systems to which this application interfaces. Further the introduction of SMS alerts for branch banking and credit card customers was implemented. Enhancements were made to applications in use by Trade Finance, Installments based loans module and a number of other associated applications. In addition a new application for the IT Helpdesk was introduced for better incident management across the organization.

To streamline the products offered to the customers, the entire ATMs units of the Bank across the country were re branded and a consistent and standard menu was implemented. The call center was upgraded to handle additional call volumes and products.

In order to strengthen and automate the expense processing system various improvements and additional controls have been introduced in order to apply system checks and generate detailed expense and exception reports.

A project to further improve the network bandwidth across the country and with the regional offices was completed this year. This included upgrading of the bandwidth at various locations for the existing links as well as migration of the links onto the fiber based technology at key branches. In addition during the last year, country–wide Ex-Prime Bank network equipments have also been upgraded successfully.

Human Resource Development

Human Resources play an important role in the growth agenda of the bank. We at the RBS believe in attracting talent and retaining the best by providing a learning culture whereby staff have opportunities for development and focus on the customer need. During 2009, HR was focused on managing uncertainty and apprehensions of staff and driving the people engagement across all businesses.

All RBS policies and processes were adapted to meet local requirements and comply with the legal and regulatory requirements as well. The RBS culture has been fully ingrained amongst staff and conscious efforts are made to maintain RBS values.

Statement of Internal Control

The Board of Directors acknowledge the importance and the responsibility for ensuring that an adequate and effective internal control system covering all aspects of our banking and financial operations is in place and applied stringently across all segments of the Bank.

The management continually assesses that the internal controls encompassing material matters, is sound in design and is effectively implemented and monitored.

The development of an Internal Control System is an ongoing process which includes identification, evaluation and management of significant risks faced by the Bank. The internal control system of the Bank has been designed to manage and mitigate risks and provides reasonable assurance against material misstatement or loss or any inherent weaknesses that may exist in any system of internal control of an enterprise.

All policies and procedures are regularly reviewed to achieve compliance with State Bank of Pakistan Guidelines on Internal Controls and further strengthened by addressing the IRAF questionnaire on Internal Controls specifically, while remaining current with the industry best practices.

The Bank has an independent internal audit department. The head of internal audit reports to the Chairman of the Audit Committee. The internal audit department is responsible for conducting an independent assessment of the adequacy and effectiveness of internal controls and making recommendations concerning the processes, activities and departments to the Management.

The members of the Audit Committee comprises mainly non-executive directors of the Bank. The Committee convenes every quarter to receive feedback from the internal audit department on their significant findings. Considering that the development of the internal control system is an ongoing process, the bank has devised a well-defined and comprehensive Internal Control Programme along the lines of the phased roadmap, as suggested by SBP. In accordance with this Programme, the bank is in the advanced stages of completing detailed documentation of the existing processes and controls, together with a comprehensive gap analysis on the control design. Going forward, the bank plans to develop detailed remediation


plans on the areas for improvement where required and to ensure implementation of planned initiatives to further improve controls and processes in a timely manner. In addition, comprehensive management testing plans and framework are also planned to be developed for ensuring on-going operating effectiveness of key controls.

Credit Rating

The Pakistan Credit Rating Agency (PACRA), has given your bank a long term rating of ‘AA’ and a short term rating at ‘A1+’. These ratings represent very high credit quality, a low expectation of credit risk and highest capacity for timely payment of financial commitments. These ratings are pertinent to the senior unsecured creditors (depositors) of the Bank.

Risk Management Framework

RBS has a well defined Risk Management Framework which complies with all local and global standards and is fine-tuned from time to time to account for the challenges the bank faces in its working environment. The year 2009 witnessed continued credit stress in the banking sector, in particular within the Retail, Commercial and SME segments. While there are great challenges, there will continue to be select opportunities for growth which the Bank is confident to pursue and capitalize on.

Credit Risk

In line with the operating environment, aggressive portfolio management actions were taken in 2009 through the Heat Map, Sector Caps and Watch List exercises. A stringent Watch-listing process is being maintained to closely monitor and identify any potential weaknesses from developing in the portfolio. A Credit Risk Management Committee has been formed with representation of senior management to further enhance the risk governance framework of the bank.

Risk and Facility ratings have been assigned to the Corporate and Commercial Portfolios in line with global and regulatory standards. In 2010, the strategy would be to continue to keep a strict control and to further improve the overall portfolio quality through reduction / exit of the high risk clients.

Market Risk

During 2009, the bank managed its trading portfolio professionally and with restraint. The key focus during the year was on maintaining a high level of excess liquidity in view of the sale of the bank. Basis Risk exposures were increased to provide hedges to clients. The bank benefited from reduction in interest rates and subsequently these positions were reduced. Exposure to equities is minimal and represents certain legacy positions inherited from the

Prime Bank acquisition which have already been provided for. Currency positions were also managed conservatively, while not impacting the bank’s ability to handle client flows. Client take on standards and suitability criteria were carefully upheld. Risk oversight was strictly enforced, and monitoring stiffened.

Operational Risk Management

The Country ORM Unit reports into the CRO and represents a key independent oversight component of the Enterprise-wide Risk Management framework of the bank. ORM serves as the second line of defense in the Bank’s risk governance structure. Guided by the Group / Regional ORM Policies and Procedures, these are endorsed by the Risk Management Committee (RMC) of the (local) Board. . The efficacy of this Framework is optimized by a state of the art and contemporary Operational Risk system, initiated by FORTE (Firm-wide Operational Risk Technology Environment) in 2008 and further upgraded in 2009 to ORBIT which is the future OR system for RBS Group. The tool enables effective capturing and tracking of the; i) Corporate Loss Database (CLD); ii) Change Risk Assessment (CRA); and iii) Issue Management and Tracking (IMAT).

During 2009, ORM initiatives included:• Facilitation of timely OR event and issue identification, escalation and ongoing tracking.• Facilitating reduction of Ops. Losses, through continual Control Gap assessment and remediation. • Deliver best practice ORM environment and facilitate Capital Management.• High level oversight and independent review of control testing and gap analysis, and validation of the quarterly Self Certification Process.• Launch of the Cross Functional Risk and Control Committee (CRandCC).ORM’s role in implementation of the 2010 Risk Initiatives / Strategies is already underway as part of the governance structure, as it assesses Risk / Control issues across the Bank to ensure that all stake holders have a common view of Key Risk.

Global Restructuring Group (GRG)

During 2009, the Bank continued with its strategy to recover non-performing loans through specific and vigorous efforts in order to cope up with the prevalent economic scenario. This included restructuring of loans in order to facilitate the recovery stream. We intend to continue to pursue defaulting borrowers for settlements within our framework and will continue to file recovery suits wherever amicable settlements are not possible.


Retail /Consumer Risk

In 2009, the RBS Retail Portfolio depleted at a high rate owing to restricted new acquisitions as well as the complete closure of new acquisitions from two key products, i.e., Personal Installment Loans and Auto Loans. Additionally, pressure mounted on the existing portfolio due to restricted macroeconomic growth resulting in inflationary pressures and stagnant incomes eroding the ability of customers to pay off their credit obligations.

Despite excruciating economic conditions pounding pressure on consumer borrowers, Retail provisions were contained as a result of increased focus and a series of actions being launched related to; i) Portfolio Management; ii) Collection and Recovery; and iii) System and Infrastructure. These measures have resulted in a significant strengthening of the overall risk framework.

RBS total consumer losses for the year 2009 were lower than the forecast for the year, however, slightly higher than losses booked in the year 2008. Although portfolio depleted heavily, delinquencies of the unsecured products at the end of 2009 were managed to remain at the same levels as they were at the end of 2008. Secured delinquencies increased as a result of external factors.

The efficiency achieved in the loss management goal was further amplified by simultaneous reduction in head count and overall credit cost. In addition, portfolio management tools such as Fair Isaac’s TRIAD was effectively utilized in key decision areas, recording lines project was successfully implemented with the plan to launch Predictive Dialer to further enhance efficiency and Behavioral Scorecard was built to take more informed portfolio decisions as well as ensure compliance to regulatory standards.

Corporate Governance

The Board of Directors of your Bank is responsible to the shareholders for managing the business of the Bank in compliance with regulatory requirements. It recognizes the responsibility for sound internal controls and is committed to upholding the highest standard of Code of Corporate Governance issued by the Securities and Exchange Commission of Pakistan (SECP) are made effective from July 1, 2002. The Board is pleased to state that the provisions of the Code of Corporate Governance have been duly complied with and a declaration in this regard has also been annexed to the Directors’ Review Report.

(i) Directors

The Board met four (4) times during the year under review. The attendance at the directors’ meetings during 2009 was as under:

Name of the Director Designation Meetings AttendedMr. Muhammad Aurangzeb Chairman/Director 4Mr. Shehzad Naqvi CEO/Director 4Mr. Robert Ralph Davis Director 4Mr. James Alexander Brown Director 4Lt. Gen (R) Muhammad Maqbool Director 4Mr. Shamim Ahmad Khan Director 4Mr. Shahid Hafiz Kardar Director 4


(ii) Audit Committee

The Audit Committee of the Board consists of four directors with specific terms of reference. Mr. Shamim Ahmad Khan is the Chairman of the audit committee while the other members of the committee are Mr. James Alexander Brown, Lt. Gen. (R) Muhammad Maqbool and Mr. Shahid Hafiz Kardar. The committee met four (4) times during the year.

(iii) Directors’ Declaration

The Directors confirm compliance with the Corporate and Financial Reporting Framework of the Code of Corporate Governance for the following:

• The financial statements, prepared by the management of The Royal Bank of Scotland Limited, present fairly its state of affairs, the results of its operations, cash flows and the changes in equity. • Proper books of accounts of the Bank have been maintained.• Appropriate accounting policies, except for changes disclosed in the financial statements, have been consistently applied in preparation of financial statements and accounting estimates are based on reasonable and prudent judgment.• International Accounting Standards as applicable in Pakistan have been followed in letter and spirit for the preparation of these financial statements. • The system of Internal Control is sound in design and has been effectively implemented and continuously monitored by internal audit and other such procedures as given in the Statement of Internal Control.• The Board is satisfied with the Bank’s ability to continue as a going concern.• There has been no material departure from the best practices of Corporate Governance as detailed in the listing regulations.• Details of significant changes in the Bank’s operations during the year ended December 31, 2009 are stated in the Director’s Report.• There are no statutory payments on account of taxes, duties, levies and charges that are outstanding as on December 31, 2009 except for those disclosed in the financial statements.• Key operating and financial data for the six years in summarized form is annexed herewith.

Staff Benefit Schemes The Bank operates an approved Contributory Provident Fund Scheme for its permanent staff. The value of the fund, based on its audited accounts as of December 31, 2008, stands at Rs 808 million. Furthermore the Bank also operates a Funded Gratuity Scheme for all its permanent employees, the contribution for which is made in accordance with the actuarial recommendations.

Auditors

The External Auditors, M/s, Yousuf Adil Saleem and Co. Chartered Accountants, retire and being eligible offer themselves for re-appointment. The Audit Committee and the Board has also recommended their re-appointment as External Auditors of the Company for the financial year 2010.

Statement of Compliance with the Best Practice on Transfer Pricing

The Bank has fully complied with the best practices on Transfer Pricing as contained in the Listing Regulation No. 38 of the Karachi Stock Exchange.

Pattern of Shareholding

The pattern of shareholding as at December 31, 2009 is annexed separately with this report.

Appropriations- 2009

Appropriations for the current year are reflected as follows: Rs in ‘000

Loss before tax (1,898,273)Taxation 560,219Loss after tax (1,338,054)Transfer of surplus on revaluation – fixed assets 3,652Right issue expenses (5,051)Un-appropriated profit brought forward (2,508,205) Accumulated Loss (3,847,658)Appropriations: Transfer to: Statutory Reserves NILReserve for Bonus Issue NILAccumulated Loss carried forward (3,847,658) Loss per share (0.80)


Future outlook

The corporate status of the entity continues to be in a transition phase since the RBS Group is currently exploring opportunities for the sale of your bank’s operations in Pakistan. The business would remain focused on maintaining market presence across all segments. An important area of focus for the Bank under this phase includes maintaining the strong human resource and systems infrastructure developed under global policies and consistent with the standards of the Bank. The service levels and delivery by front end and support functions would remain targeted towards customer requirements and quality. This combined with effectiveness of recoveries against non performing loans are viewed as critical to the success of the organization and profitability for 2010. The commitment towards the customers of the Bank remains a core component of franchise value. Future opportunities for the Bank would arise as the strategic change in ownership and direction crystallizes the potential viewed by interested investors. The developments in the sale process for the Bank are envisaged in the near future.

Acknowledgments

The Board expresses its gratitude to the State Bank of Pakistan, Securities and Exchange Commission of Pakistan and other regulatory authorities for their continuing assistance and support, especially during the acquisition and integration process.

We also acknowledge the support of our clients in helping us achieve our objectives during the year 2009. Our acknowledgment and special appreciation goes to the efforts of our staff for their continuing commitment and hard work.

For and on behalf of the Board

Muhammad AurangzebChairman KarachiMarch 03, 2010


SHARIAH ADVISOR’S REPORT

In the Name of Allah the Most Beneficent, the Most Merciful

2009 is the third year of business for the Islamic Banking Division of The Royal Bank of Scotland Limited. During this period a number of new products, policies and processes were introduced, and some existing processes were streamlined and improved. The Shariah aspect of all of these changes were reviewed and approved by myself.

In the period under review management has provided me free access to all records, documents and information from all sources related to the business of the Islamic Banking Division. I have reviewed the operations of this Division on a periodic basis to ensure that all the products and services being offered conform to the injunctions of Shariah.

Based on the foregoing, I am pleased to report:

1. I have examined on a test check basis, each class of transaction, the relevant documentation and procedures adopted by the Islamic Banking Division.

2. During my review, any matters requiring corrective measures have been noted and were resolved by Management. Subject to the foregoing, in my opinion the affairs of the Islamic Banking Division have been carried out in accordance with the rules and principles of Shariah, SBP regulations and guidelines related to Shariah compliance and other rules as well as specific fatwa and rulings issued by myself in my capacity as Shariah Advisor from time to time.

3. In my opinion the allocation of funds, weightages, profit sharing ratios, profits and charging of losses (if any) relating to PLS accounts are in accordance with Shariah rules and principles.

4. In my opinion any earnings that have been realized from sources or by means prohibited by Shariah rules and principles have been credited to the Charity Account.

And Allah knows best.

Mufti Mohib ul Haq SiddiquiShariah Advisor


SIX YEAR’S FINANCIAL SUMMARY

Rs in million 2009 2008 2007 2006 2005 2004 Operational Results

Net Interest Margin 5,198 5,842 6,225 5,939 4,483 2,680 Provision & Writeoffs against non- performing loans and advances 3,945 3,590 3,873 861 621 200 Profit/(Loss) before tax (1,898) (559) (1,367) 3,571 2,955 1,672 Profit/(Loss) after tax (1,338) (518) (1,565) 2,395 1,803 1,059 Total Income (NIM+Non-mark up income) 7,987 9,595 8,427 8,358 6,450 3,936 Non-Markup Expenses 5,941 6,564 5,922 3,926 2,874 2,063 Cash Dividend - - - - 303 121 Bonus Issue - - - 418 303 101 Balance Sheet Share Capital/HO Capital 17,180 17,179 13,474 5,297 4,835 3,807 Reserves (10,243) (8,904) (8,385) 3,401 2,732 2,249 Total Shareholder’s funds 6,937 8,276 5,089 8,699 7,567 6,056 Deposits 63,636 79,103 90,289 93,743 85,881 78,330 Advances 48,502 67,910 64,468 71,843 58,450 53,352 Borrowing from Financial Institutions 11,372 8,196 6,068 16,830 16,237 10,581 Investments 27,358 18,983 16,438 25,609 26,436 12,833 Total Assets 93,438 108,092 107,535 123,773 113,341 97,842 Ratios (% age) Return on capital employed (19%) (6%) (31%) 28% 24% 17%Advances to Deposits Ratio 76% 86% 71% 77% 68% 68%Efficiency ratio 74% 68% 70% 47% 45% 52% Share Information Earnings per Share (0.80) (0.38) (1.16) 1.78 1.34 0.79 Net Assets per Share 4 0 Market Price per Share 18.00 21.13 47.95 48.60 25.70 19.70 Other information Total Employees-permanent 1,643 1,860 2,319 2,085 1,784 1,381 Total Branches 79 79 82 81 71 56


STATEMENT OF COMPLIANCE

with the Code of Corporate Governance

The Statement is being presented to comply with Code of Corporate Governance as contained in Prudential Regulation No.G-1, responsibilities of the Board of Directors advised vide SBP BSD Circular No. 15 dated June 13, 2002 and the listing regulations of Karachi, Lahore and Islamabad Stock Exchanges for the purpose of establishing a framework of good governance, whereby a listed company is managed in compliance with the best practices of corporate governance.

The Bank has adopted the Code of Corporate Governance and applied the principles contained in the Code in the following manner:

1. The Bank encourages representation of independent non-executive directors and directors representing minority interest on its Board of Directors. At present the Board includes three independent/non-executive directors.

2. The directors have confirmed that none of them is serving as a director in more than ten listed companies.

3. All the resident directors of the Bank are registered as tax payers and none of them has defaulted in payment of any loan to a banking company, a DFI or an NBFI or being a member of stock exchange, has been declared as a defaulter by that stock exchange.

4. The Bank has prepared a ‘Statement of Ethics and Business Practices’, which has been signed by all the directors and the employees of the Bank.

5. The Bank has developed a vision/mission statement, overall corporate strategy and significant policies. A complete record of particulars of significant policies along with the dates on which they were approved or amended is maintained.

6. All the powers of the Board have been duly exercised and the Board has taken decision on material transactions, including appointment and determination of remuneration and terms and conditions of employment of the Chief Executive.

7. The meetings of the Board were presided over by the Chairman and the Board met at least once in every quarter. Written notices of the Board meetings, along with agenda and working papers were circulated at least seven days before the meetings. The minutes of the meetings were appropriately recorded and circulated.

8. The Board approves appointments of Chief Financial Officer, the Company Secretary and Head of Internal Audit on the terms and conditions of employment, as determined by the Chief Executive.

9. The Board has arranged orientation course for its directors to apprise them of their duties and responsibilities.

10. The directors’ report for this year has been prepared

in compliance with the requirements of the Code and describes the salient matters required to be disclosed.

11. The financial statements of the Bank were duly endorsed by the Chief Executive and Chief Financial Officer before approval of the Board.

12. The directors, Chief Executive and executives do not hold any interest in the shares of Bank other than that disclosed in the pattern of shareholding.

13. The Bank has complied with all the corporate and financial reporting requirements of the Code.

14. The Board has formed an audit committee. It comprises four members, out of whom three members are non-executive directors including the Chairman of the Committee.

15. The meetings of the audit committee were held at least once every quarter, prior to approval of interim and final results of the Bank as required by the Code. The terms of the reference of the Committee have been formed and advised to the Committee for compliance.

16. The Board has set-up an effective internal audit function.

17. The statutory auditors of the Bank have confirmed that they have been given a satisfactory rating under the Quality Control Review Program of the Institute of Chartered Accountants of Pakistan, that they or any of the partners of the firm, their spouses, and minor children do not hold shares of the Bank and that the firm and all its partners are in compliance with International Federation of Accountants (IFAC) guidelines on Code of Ethics as adopted by Institute of Chartered Accountants of Pakistan.

18. The statutory auditors or the persons associated with them have not been appointed to provide services other than approved services and the auditors have confirmed that they have observed IFAC guidelines in this regard.

19. The related party transactions have been placed before the Audit Committee and approved by the Board of Directors.

20. We confirm that all other material principles contained in the Code have been complied.

On behalf of the Board

Karachi Shehzad NaqviMarch 03, 2010 Chief Executive


REVIEW REPORT TO THE MEMBERS

on the Statement of Compliance with Best Practices of Code of Corporate Governance

We have reviewed the Statement of Compliance with

the best practices contained in the Code of Corporate

Governance prepared by the Board of Directors of The

Royal Bank of Scotland Limited (the Bank) for the year

ended December 31, 2009, to comply with Regulation G-1

of the Prudential Regulation for Corporate / Commercial

Banking issued by the State Bank of Pakistan, and Listing

Regulations of the Karachi, Lahore and Islamabad Stock

Exchanges where the Bank is listed.

The responsibility for compliance with the Code of

Corporate Governance is that of the Board of Directors of

the Bank. Our responsibility is to review, to the extent where

such compliance can be objectively verified, whether the

Statement of Compliance reflects the status of the Bank’s

compliance with the provisions of the Code of Corporate

Governance and report if it does not. A review is limited

primarily to inquiries of the Bank’s personnel and review of

various documents prepared by the Bank to comply with

the Code.

As part of our audit of the financial statements, we are

required to obtain an understanding of the accounting

and internal control systems sufficient to plan the audit and

develop an effective audit approach. We have not carried

out any special review of the internal control system to

enable us to express an opinion as to whether the Board’s

statement on internal control covers all controls and the

effectiveness of such internal controls.

Further, Listing Regulations of Karachi, Lahore and

Islamabad Stock Exchanges require the Bank to place

before the Board of Directors for their consideration and

approval, related party transactions distinguishing between

transactions carried out on terms equivalent to those that

prevail in arm’s length transactions and transactions which

are not executed at arm’s length price, recording proper

justification for using such alternate pricing mechanism.

Further, all such transactions are required to be separately

placed before the audit committee. We are only required

and have ensured compliance of requirement to the extent

of approval of related party transactions by the Board of

Directors and placement of such transactions before the

audit committee. We have not carried out any procedures

to enable us to express an opinion as to whether the related

party transactions were carried out at arm’s length price.

Based on our review, nothing has come to our attention,

which causes us to believe that the Statement of Compliance

does not appropriately reflect the Bank’s compliance, in all

material respects, with the best practices contained in the

Code of Corporate Governance as applicable to the Bank

for the year ended December 31, 2009.

M. Yousuf Adil Saleem & Co. Chartered Accountants

Engagement Partner:Mushtaq Ali Hirani

Karachi. March 03, 2010


NOTICE OF 18TH ANNUAL GENERAL MEETING

Notice is hereby given that the 18th Annual General Meeting of The Royal Bank of Scotland Limited (“RBS”) will be held on Tuesday, March 30, 2010 at 10:30 a.m. at Kohinoor Hall, Pearl Continental Hotel, Lahore, to transact the following business:

Ordinary Business

1. To confirm the minutes of the 17th Annual General Meeting of the Bank held on March 30, 2009.

2. To receive, consider and adopt the Audited Accounts for the year ended December 31, 2009 alongwith Directors’ and Auditors’ Reports thereon.

3. To appoint Auditors for the year 2010 and to fix their remuneration.

Other Business

1. To transact any other business with the permission of the Chair.

By Order of the Board

Karachi Mian Ejaz Ahmad Dated: March 6, 2009 Company Secretary

Notes:

1. The Share Transfer Books of the Bank will remain closed from March 21, 2010 to March 30, 2010 (both days inclusive).

2. A member entitled to attend the meeting may appoint another member as proxy. Form of proxy is attached with the notice. Proxies, in order to be effective, must be received at the Legal & Corporate Affairs Department of the Bank, 77 Y Phase-III, Defence Housing Authority, Lahore, not later than forty eight hours before the time of meeting and must be duly stamped, signed and witnessed.

3. CDC shareholders desiring to attend the meeting are requested to bring their original Computerized National Identity Card (CNIC), Account details and Participant’s ID number at the time of attending 18th Annual General meeting in order to facilitate identification of the respective shareholders.

4. Shareholders are requested to promptly notify the Bank’s Registrar, M/s Hameed Majeed Associates (Pvt) Limited, H.M. House, 7-Bank Square, The Mall, Lahore, of any change in their addresses.

RBS Annual Report 2009 23

We have audited the annexed balance sheet of The Royal Bank of Scotland Limited (the Bank) as at December 31, 2009 and the related profit and loss account, cash flow statement, statement of comprehensive income and statement of changes in equity, together with the notes forming part thereof (here-in-after referred to as the financial statements) for the year then ended, in which are incorporated the unaudited certified returns from branches except for 16 branches which have been audited by us and we state that we have obtained all the information and explanations which, to the best of our knowledge and belief, were necessary for the purposes of our audit.

It is the responsibility of the Bank’s Board of Directors to establish and maintain a system of internal control, and prepare and present the financial statements in conformity with approved accounting standards and the requirements of the Banking Companies Ordinance, 1962 (LVII of 1962), and the Companies Ordinance, 1984 (XLVII of 1984). Our responsibility is to express an opinion on these statements based on our audit.

We conducted our audit in accordance with the International Standards on Auditing as applicable in Pakistan. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of any material misstatement. An audit includes examining, on a test basis, evidence supporting amounts and disclosures in the financial statements. An audit also includes assessing the accounting policies and significant estimates made by management, as well as, evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion and after due verification, which in case of loans and advances covered more than 60 percent of the total financings of the Bank, we report that:

(a) in our opinion proper books of account have been kept by the Bank as required by the Companies Ordinance, 1984 (XLVII of 1984) and the returns referred to above received from the branches have been found adequate for the purpose of our audit;

(b) in our opinion:

i. the balance sheet and profit and loss account together with the notes thereon have been drawn up in conformity with the Banking Companies Ordinance, 1962 (LVII of 1962), and the Companies Ordinance, 1984 (XLVII of 1984), and are in agreement with the books of account and are further in accordance with accounting policies consistently applied, except for the changes as stated in note 3.3 to the accompanying financial statements, with which we concur;

ii. the expenditure incurred during the year was for the purpose of the Bank’s business; and

iii. the business conducted, investments made and the expenditures incurred during the year were in accordance with the objects of the Bank and the transactions of the Bank which have come to our notice have been within the powers of the Bank;

(c) in our opinion and to the best of our information and according to the explanations given to us the balance sheet, profit and loss account, cash flow statement, statement of comprehensive income and statement of changes in equity together with the notes forming part thereof, conform with the approved accounting standards as applicable in Pakistan, and give the information required by the Banking Companies Ordinance, 1962 (LVII of 1962), and the Companies Ordinance, 1984 (XLVII of 1984), in the manner so required and give a true and fair view of the state of the Bank’s affairs as at December 31, 2009 and its true balance of the loss, its comprehensive loss, its cash flows and changes in equity for the year then ended; and

(d) in our opinion, zakat deductible at source under the Zakat and Ushr Ordinance, 1980 (XVIII of 1980), was deducted by the Bank and deposited in the Central Zakat Fund established under section 7 of that Ordinance.

M. Yousuf Adil Saleem & Co. Chartered Accountants

Engagement Partner:Mushtaq Ali Hirani

Karachi. March 03, 2010

AUDITORS’ REPORT TO THE MEMBERS

FINANCIAL

STATEMENTSFor the year ended December 31, 2009

The Royal Bank of Scotland Limited



Balance Sheet as at December 31, 2009

Note 2009 2008 Rupees in ‘000

ASSETS

Cash and balances with treasury banks 6 6,456,119 8,578,315 Balances with other banks 7 1,803,273 1,528,817 Lendings to financial institutions 8 800,000 1,783,375 Investments 9 27,357,638 18,983,027 Advances 10 48,501,829 67,910,051 Operating fixed assets 11 4,445,682 4,723,595 Deferred tax assets 12 1,587,230 1,490,856 Other assets 13 2,485,886 3,094,379

93,437,657 108,092,415 LIABILITIES

Bills payable 15 1,230,248 1,731,520 Borrowings 16 11,372,358 8,195,773 Deposits and other accounts 17 63,635,842 79,102,705 Sub-ordinated loan 18 798,560 798,880 Liabilities against assets subject to finance lease - - Deferred tax liabilities - - Other liabilities 19 7,595,887 8,208,833

84,632,895 98,037,711

NET ASSETS 8,804,762 10,054,704 REPRESENTED BY

Share capital 20 17,179,814 13,474,364 Advance against subscription for right shares - 3,705,450 Reserves (6,395,647) (6,395,647) Accumulated loss (3,847,658) (2,508,205)

6,936,509 8,275,962 Surplus on revaluation of assets - net of tax 21 1,868,253 1,778,742

8,804,762 10,054,704 CONTINGENCIES AND COMMITMENTS 22 The annexed notes 1 to 47 form an integral part of these financial statements.

President / Chief Executive Director Director Director


Profit and Loss account for the year ended December 31, 2009

Note 2009 2008 Rupees in ‘000 (Restated)

Mark-up/return/interest earned 24 11,583,400 11,489,886 Mark-up/return/interest expensed 25 (6,385,845) (5,648,005)

Net Mark-up/ Interest Income 5,197,555 5,841,881 Provision against non-performing loans and advances-net 10.4 (2,388,452) (1,705,486) Provision for diminution in the value of investments 9.3 (1,787) (60,351) Bad debts written off directly 10.5 (1,554,316) (1,823,868)

(3,944,555) (3,589,705)

Net Mark-up/ Interest Income after provisions 1,253,000 2,252,176 NON MARK-UP/INTEREST INCOME

Fee, commission and brokerage income 1,232,228 1,936,012 Dividend income 1,742 1,769 Income from dealing in foreign currencies 416,042 649,344 Gain / (Loss) on sale of securities 26 119,020 (12,196) Other Income 27 1,020,226 1,178,073

Total non-markup/interest Income 2,789,258 3,753,002

4,042,258 6,005,178 NON MARK-UP/INTEREST EXPENSES

Administrative expenses 28 (5,796,655) (6,520,763) Other provisions/write-offs 29 (8,073) (30,362) Other charges 30 (135,803) (12,610)

Total non-markup/interest expenses (5,940,531) (6,563,735)

(1,898,273) (558,557) Extra ordinary/unusual items - -

LOSS BEFORE TAXATION (1,898,273) (558,557) Taxation - Current (72,037) (1,064,870) - Prior year 487,900 (88,000) - Deferred 144,356 1,193,768

31 560,219 40,898

LOSS AFTER TAXATION (1,338,054) (517,659)

EARNINGS PER SHARE - BASIC (Rupees) 32 (0.80) (0.38)

EARNINGS PER SHARE - DILUTED (Rupees) 32 (0.80) (0.38) The annexed notes 1 to 47 form an integral part of these financial statements.



Cash Flow Statement for the year ended December 31, 2009


CASH FLOWS FROM OPERATING ACTIVITIES

Loss before taxation (1,898,273) (558,557) Add: Dividend income (1,742) (1,769)

(1,900,015) (560,326)Adjustments: Depreciation 11.2 485,584 417,189 Amortization 11.3 70,285 56,511 Provision against non-performing advances 10.4 2,388,452 1,705,486 Provision for diminution in value of investments 9.3 1,787 60,351 Bad debts written off directly 10.5 1,554,316 1,823,868 (Gain) / Loss on sale of securities 26 (119,020) 12,196 Other provisions/write-offs 29 8,073 52,455 (Gain) / Loss on sale of operating fixed assets 27 (10,615) 64,818 Investment in subsidiary written off - 81

4,378,862 4,192,955

2,478,847 3,632,629 (Increase)/ decrease in operating assets Lendings to financial institutions 983,375 5,198,696 Held-for-trading securities - 49,326 Advances 15,465,454 (7,283,974) Others assets (excluding advance taxation) 601,403 (506,595)

17,050,232 (2,542,547)Increase/ (decrease) in operating liabilities Bills Payable (501,272) (352,847) Borrowings 3,473,386 2,546,811 Deposits and other accounts (15,466,863) (11,185,949) Other liabilities (excluding current taxation) 23,801 4,816,620

(12,470,948) (4,175,365)

7,058,131 (3,085,283)Income tax paid (218,127) (988,565)

Net cash flows generated from / (used in) operating activities 6,840,004 (4,073,848) CASH FLOWS FROM INVESTING ACTIVITIES

Net investments in available-for-sale securities (8,117,218) (2,640,030) Dividend received 1,742 5,954 Investments in operating fixed assets (307,453) (647,369) Sale proceeds of property and equipment disposed-off 40,112 30,941

Net cash flows used in investing activities (8,382,817) (3,250,504) CASH FLOWS FROM FINANCING ACTIVITIES Advance against subscription for right shares - 3,705,450 Right shares issuance cost (7,771) (4,303) Payment of sub-ordinated loan (320) (320) Dividend paid (35) (105)

Net cash (used in) / generated from financing activities (8,126) 3,700,722

DECREASE IN CASH AND CASH EQUIVALENTS (1,550,939) (3,623,630) CASH AND CASH EQUIVALENTS AT BEGINNING OF THE YEAR 9,800,197 13,423,827

CASH AND CASH EQUIVALENTS AT END OF THE YEAR 33 8,249,258 9,800,197 The annexed notes 1 to 47 form an integral part of these financial statements.



Statement of Comprehensive Income for the year ended December 31, 2009

2009 2008 Rupees in ‘000

Loss after tax for the year (1,338,054) (517,659) Items relating to other comprehensive income - -

Total comprehensive loss for the year (1,338,054) (517,659) The annexed notes 1 to 47 form an integral part of these financial statements.



Statement of Changes in Equity for the year ended December 31, 2009

Capital reserves Revenue reserves

Share Advance Merger Statutory General Accumulated Total capital against reserve reserve reserve loss subscription for right shares

------------------------------------------------------------- Rupees in ‘000 ------------------------------------------------------------- Balance as at January 01, 2008 13,474,364 - (7,035,966) 611,949 28,370 (1,989,575) 5,089,142 Total comprehensive loss after tax for the year ended December 31, 2008 - - - - - (517,659) (517,659) Transfer from surplus on revaluation of fixed assets to unappropriated profit - net of tax - - - - - 1,826 1,826 Advance against subscription for right shares - 3,705,450 - - - - 3,705,450 Right shares issuance cost - net of tax - - - - - (2,797) (2,797) Balance as at December 31, 2008 13,474,364 3,705,450 (7,035,966) 611,949 28,370 (2,508,205) 8,275,962 Total comprehensive loss after tax for the year ended December 31, 2009 - - - - - (1,338,054) (1,338,054) Transfer from surplus on revaluation of fixed assets to unappropriated profit - net of tax - - - - - 3,652 3,652 Advance against subscription for right shares 3,705,450 (3,705,450) - - - - - Right shares issuance cost - net of tax - - - - - (5,051) (5,051) Balance as at December 31, 2009 17,179,814 - (7,035,966) 611,949 28,370 (3,847,658) 6,936,509

The annexed notes 1 to 47 form an integral part of these financial statements.



Notes to the Financial Statements for the year ended December 31, 2009

1. STATUS AND NATURE OF BUSINESS 1.1 The Royal Bank of Scotland Limited (the Bank), was incorporated in Pakistan on September 30, 1991 as a public

limited company under the Companies Ordinance, 1984 and is listed on all stock exchanges of Pakistan. The Bank’s parent company is ABN AMRO Bank N.V. Amsterdam, which holds 99.37% (2008: 99.22%) of issued shares. ABN AMRO Bank N.V.’s parent company ABN AMRO Holdings N.V. is controlled and owned by RFS Holdings B.V. which is ultimately owned by the RBS Plc, Fortis N.V., Fortis S.A./N.V. and Banco Santander S.A. The ownership of the Bank vests in The Royal Bank of Scotland Group Plc. through ABN AMRO Bank N.V. Amsterdam.

In line with RBS Group Plc.’s strategy to sell its business in Pakistan, the Group is seeking potential buyers for the Bank.

1.2 The Bank currently operates a network of seventy nine branches (2008: seventy nine) including 3 Islamic Banking

branches in Pakistan and Azad Jammu and Kashmir. The bank operates as a scheduled commercial bank in Pakistan under a license obtained from the State Bank of Pakistan (SBP) and is principally engaged in retail banking, corporate banking and treasury related activities.

1.3 The registered office of the bank in Pakistan is situated at 77-Y D.H.A Lahore, where as the principal office is situated at 16-Abdullah Haroon Road, Karachi.

2. BASIS OF PRESENTATION In accordance with the directives of the Federal Government regarding the conversion of the banking system to

Islamic modes, the State Bank of Pakistan has issued various circulars from time to time. Permissible forms of trade-related modes of financing include purchase of goods by banks from their customers and immediate resale to them at appropriate mark-up in price on deferred payment basis. The purchases and sales arising under these arrangements are not reflected in these financial statements as such but are restricted to the amount of facility actually utilized and the appropriate portion of mark-up thereon.

The financial results of the Islamic Banking Branches of the bank have been included in these financial statements for reporting purposes, after eliminating intra branch transactions/balances. Key financial figures of the Islamic Banking Branches are disclosed in Annexure - 2 to these financial statements.

3. STATEMENT OF COMPLIANCE 3.1 These financial statements have been prepared in accordance with approved accounting standards as applicable

in Pakistan. Approved Accounting Standards comprise of such International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB) as are notified under the Companies Ordinance, 1984, provisions of and directives issued under the Banking Companies Ordinance, 1962, the Companies Ordinance, 1984 and the directives issued by State Bank of Pakistan (SBP). In case requirements differ, the provisions of and directives issued under the Banking Companies Ordinance, 1962, the Companies Ordinance, 1984 and the directives issued by SBP shall prevail.

3.2 The SBP has deferred the applicability of International Accounting Standard (IAS) 39, ‘Financial Instruments: Recognition and Measurement’ and International Accounting Standard (IAS) 40, ‘Investment Property’ for banking companies through BSD Circular Letter No. 10 dated August 26, 2002 till further instructions. Further, the SECP has deferred the applicability of International Financial Reporting Standard (IFRS) 7 ‘ Financial Instruments: Disclosures’ through its notification S.R.O 411(I)/2008 dated April 28, 2008. Accordingly, the requirements of these standards have not been considered in the preparation of these financial statements. However, investments have been classified and valued in accordance with the requirements prescribed by the SBP through various circulars.

In addition, Securities and Exchange Commission of Pakistan (SECP) has notified the Islamic Financial Accounting Standard (IFAS) 1 - Murabaha issued by the Institute of Chartered Accountants of Pakistan. IFAS 1 was effective for financial periods beginning on or after January 1, 2006. The IFAS 1 has not been adopted by stand alone Islamic branches of conventional banks pending resolution of certain issues e.g. invoicing of goods, recording of inventories, concurrent application with other approved accounting standards in place for conventional banks, etc. Pakistan Banks Association and Modaraba Association of Pakistan have taken up the issue with SBP and SECP.


3.3 Changes in accounting policy and disclosures - standards, interpretations and amendments to published approved accounting standards that are effective in the current year

(a) IAS 1 (revised), ‘Presentation of financial statements’ (effective from January 1, 2009). The revised standard prohibits the presentation of items of income and expenses (that is, ‘non-owner changes in equity’) in the statement of changes in equity. It requires non-owner changes in equity to be presented separately from owner changes in equity. All non-owner changes in equity are required to be shown in a performance statement, but entities can choose whether to present one performance statement (the statement of comprehensive income) or two statements (the income statement and statement of comprehensive income). Where entities restate or reclassify comparative information, they are required to present a restated statement of financial position as at the beginning comparative period, in addition to the current requirement to present statements of financial position at the end of the current period and comparative period.

The Bank has applied IAS 1 (revised) during the current period, and has accordingly changed its accounting policy to comply with the new requirements of IAS. The Bank has elected to show elements of comprehensive income in a separate statement. The change in presentation has not affected the values of the net assets of the Bank for either the current or any of the prior periods and there is no impact on the earnings per share. Further, as surplus on revaluation of assets does not form part of the equity under the local laws and is presented below the equity in the balance sheet, accordingly changes in equity arising from surplus on revaluation of assets have not been considered as part of comprehensive income and accordingly these are not included in the statement of comprehensive income presented in these financial statements.

(b) IAS 23 (Amendment) ‘Borrowing costs’ (effective from January 1, 2009). This standard requires an entity to capitalise borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset (one that takes a substantial period of time to get ready for use or sale) as part of the cost of that asset. The option of immediately expensing those borrowing costs has been removed. Further, the definition of borrowing cost has been amended so that interest expense is calculated using the effective interest method. The bank has adopted the aforementioned amendments from January 1, 2009. The management of the bank believes that presently this amendment does not have any impact on the bank’s financial statements.

(c) IAS 19 (Amendment), ‘Employee benefits’ (effective from January 1, 2009). - The amendment clarifies that a plan amendment that results in a change in the extent to which benefit

promises are affected by future salary increases is a curtailment, while an amendment that changes benefits attributable to past service gives rise to a negative past service cost if it results in a reduction in the present value of the defined benefit obligation.

- The definition of return on plan assets has been amended to state that plan administration costs are

deducted in the calculation of return on plan assets only to the extent that such costs have been excluded from measurement of the defined benefit obligation.

- The distinction between short term and long term employee benefits will be based on whether benefits are

due to be settled within or after 12 months of employee service being rendered. - IAS 37, ‘Provisions, contingent liabilities and contingent assets’, requires contingent liabilities to be disclosed,

which are not recognised. IAS 19 has been amended to be consistent. The Bank has adopted the aforementioned amendments from January 1, 2009. The management of the Bank

believes that this amendment does not have any impact on the bank’s financial statements. (d) IAS 36 (Amendment), ‘Impairment of assets’ (effective from January 1, 2009). As per the new requirements, where

fair value less costs to sell is calculated on the basis of discounted cash flows, disclosures equivalent to those for value-in-use calculation should be made. The Bank has adopted the aforementioned amendments from January 1, 2009. The management of the bank believes that presently this amendment does not have any impact on the Bank’s financial statements.

(e) IAS 38 (Amendment), ‘Intangible assets’ (effective from January 1, 2009). The amended standard states that a prepayment may only be recognised in the event that payment has been made in advance of obtaining right of access to goods or receipt of services. The Bank has adopted the aforementioned amendments from January 1, 2009. The management of the bank believes that this amendment does not have any impact on the Bank’s financial statements.


(f) Pursuant to IBD circular no. 1 dated January 27, 2009 the Bank has adopted IFAS 2 - “Ijarah” for all Ijarah contracts entered on or after January 01, 2009. As the policy would be applied to all future contracts, the adoption of this standard did not require any restatement.

(g) There are other amendments to the approved accounting standards and interpretations that are mandatory for accounting periods beginning on or after January 1, 2009 but are considered not to be relevant or to have any significant effect on the Bank’s operations and are therefore not detailed in these financial statements.

3.4 Standards, interpretations and amendments to published approved accounting standards that are not applied IFRS 8 ‘Operating segments’, (effective from January 1, 2009). IFRS 8 replaces IAS 14, ‘Segment reporting’. The

new standard requires a ‘management approach’, under which segment information is presented on the same basis as that used for internal reporting purposes. In addition, the segments are reported in a manner that is more consistent with the internal reporting provided to the chief operating decision-maker. All Banking companies in Pakistan are required to prepare their annual financial statements in line with the format prescribed under BSD Circular No. 4 dated February 17, 2006, ‘Revised Forms of Annual Financial Statements’, effective from the accounting year ended December 31, 2006. The management of the Bank believes that the SBP has defined the segment categorization through the BSD Circular. Accordingly, the requirements specified by the IFRS 8 as above are presently not applicable on the Bank’s financial statements.

3.5 Standards, interpretations and amendments to published approved accounting standards that are not yet effective The following standards, amendments and interpretations of approved accounting standards will be effective for

accounting periods beginning on or after January 1, 2010: (a) IFRIC – 17 Distributions of Non-cash Assets to Owners (effective for annual periods beginning on or after July

01, 2009) states that when a Bank disributes non cash assets to its shareholders as dividend, the liability for the dividend is measured at fair value. If there are subsequent changes in the fair value before the liability is discharged, this is recognised in equity. When the non cash asset is distributed, the difference between the carrying amount and fair value is recognised in the income statement. As the Bank does not distribute non-cash assets to its shareholders, this interpretation has no impact on the Bank’s financial statements.

(b) Amendment to IFRS 5 ‘Measurement of non-current assets (or disposal groups) classified as held-for-sale’. The amendment provides clarification that IFRS 5 specifies the disclosures required in respect of non-current assets (or disposal groups) classified as held for sale or discontinued operations. It also clarifies that the general requirement of IAS 1 still apply, particularly paragraph 15 (to achieve a fair presentation) and paragraph 125 (sources of estimation uncertainty) of IAS 1. The Bank will apply IFRS 5 (amendment) from 1 January 2010. It is not expected to have a material impact on the Bank’s financial statements.

(c) Amendment to IAS 32 - Financial Instruments: Presentation – Classification of Rights Issues (effective for annual periods beginning on or after February 01, 2010). The IASB amended IAS 32 to allow rights, options or warrants to acquire a fixed number of the entity’s own equity instruments for a fixed amount of any currency to be classified as equity instruments provided the entity offers the rights, options or warrants pro rata to all of its existing owners of the same class of its own non-derivative equity instruments.

(d) IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments (effective for annual periods beginning on or after July 01, 2010). This interpretation provides guidance on the accounting for debt for equity swaps. This interpretation has no impact on the Bank’s financial statements.

(e) IAS 24 - Related Party Disclosures (revised 2009) – effective for annual periods beginning on or after January 01, 2011. The revision amends the definition of a related party and modifies certain related party disclosure requirements for government-related entities. The amendment would result in certain changes in disclosures.

(f) Amendments to IFRIC 14 IAS 19 - The Limit on a Defined Benefit Assets, Minimum Funding Requirements and their Interaction (effective for annual periods beginning on or after January 01, 2011). These amendments remove unintended consequences arising from the treatment of prepayments where there is a minimum funding requirement. These amendments result in prepayments of contributions in certain circumstances being recognised as an asset rather than an expense. This amendment is not likely to have any impact on Bank’s financial statements.

(g) The International Accounting Standards Board made certain amendments to existing standards as part of its Second annual improvements project. The effective dates for these amendments vary by standard and most will be applicable to the Bank’s 2010 financial statements.


(h) There are other amendments to the approved accounting standards and interpretations that are mandatory for accounting periods beginning on or after January 1, 2010 but are considered not to be relevant or to have any significant effect on the Bank’s operations and are therefore not detailed in these financial statements.

3.6 Early adoption of standards The Bank did not early adopt new or amended standard in 2009. 4. BASIS OF MEASUREMENT 4.1 Accounting convention These financial statements have been prepared under the historical cost convention except that certain fixed

assets, investments and derivative financial instruments are carried at fair value and certain staff retirement benefits are carried at present value.

4.2 Critical accounting estimates and judgments The preparation of financial statements in conformity with approved accounting standards requires to make certain

judgments, accounting estimates and assumptions. It also requires the management to exercise its judgment in the process of applying the Bank’s accounting policies. These estimates and associated assumptions are continually evaluated and are based on historical experience, statutory requirements and other factors considered reasonable in the circumstances. Revision to accounting estimates are recognized in the period in which the estimate is revised and in any future periods affected. The estimates and assumptions that are expected to have a significant effect on the assets and liabilities, income and expenses have been disclosed in note 44 to these financial statements.

5. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 5.1 Cash and cash equivalents For the purpose of the Cash Flow Statement, cash and cash equivalents include cash and balances with treasury

bank and balances with other banks (net of overdrawn nostro accounts) in current and deposit accounts. 5.2 Repurchase and resale agreements The Bank enters into transactions of borrowing (repurchase) from and lending (reverse repurchase) to financial

institutions, at contracted rates for a specified period of time. These are recorded as under: (a) Repurchase agreement borrowings Securities sold subject to a repurchase agreement at a specified future date (repos) continue to be recognized

in the balance sheet and are measured in accordance with accounting policies for investment securities. The counterparty liability for amounts received under these agreements is included in borrowings. The difference between sale and repurchase price is treated as mark-up expense and is accrued over the period of the repo agreement.

(b) Repurchase agreement lendings Securities purchased under agreement to resell at a specified future date (reverse repos) are not recognized in

the balance sheet. Amounts paid under these agreements are included in lendings to financial institutions. The difference between purchase and resale price is treated as mark-up earned and is accrued over the period of the reverse repo agreement.

Securities purchased are not recognised in the financial statements, unless these are sold to third parties, in which

case the obligation to return them is recorded at fair value as a trading liability under borrowings from financial institutions.


5.3 Investments The management determines the appropriate classification of its investments at the time of purchase and classifies

these investments as held for trading, held to maturity or available for sale as described below. These are initially recognized at cost, being the fair value of the consideration given including the acquisition cost.

(a) Held-for-trading These are securities, which are either acquired with the intention to trade by taking advantage of short term market

/ interest rate movements, dealer’s margin or are securities included in a portfolio in which a pattern of short-term profit taking exits.

(b) Held-to-maturity These are securities with fixed or determinable payments and fixed maturity that the bank has the positive intent

and ability to hold to maturity. (c) Available-for-sale These are investments that do not fall under the held for trading or held to maturity categories. In accordance with the requirements of the SBP, quoted securities, other than those classified as held to maturity,

are stated at market value. Surplus / (deficit) arising on revaluation of quoted securities which are classified as ‘available for sale’ is taken to a separate account which is shown in the balance sheet below equity. Surplus / (deficit) arising on revaluation of quoted securities which are classified as ‘held for trading’ is taken to the profit and loss account. Investments classified as held to maturity are carried at amortized cost.

Unquoted equity securities are valued at the lower of cost and break-up value. Subsequent increases or decreases in the carrying value are credited/charged to profit and loss account. Break-up value of equity securities is calculated with reference to the net assets of the investee company as per the latest available audited financial statements. Investments in other unquoted securities are valued at cost less impairment losses, if any. Impairment loss is charged to the profit and loss account currently, if evidence exists that the same has occurred.

Gains and losses arising on sale of investments during the year are taken to the profit and loss account. Provision for diminution in the value of securities (except for debentures, participation term certificates and term

finance certificates) is made after considering impairment, if any, in their value. Provision for diminution in value of debentures, participation term certificates and term finance certificates are made in accordance with the requirements of Prudential Regulations issued by SBP.

5.4 Advances Advances are stated net of general and specific provisions. Provisions against non-performing advances are made in accordance with the requirements of the Prudential

Regulations issued by the SBP and charged to the profit and loss account.

Corporate advances are written off when there is no realistic prospect of recovery. Consumer advances are generally written off after a pre-determined number of days past due, or when warranted.

Leases, where the Bank transfers substantially all the risks and rewards incidental to the ownership of an asset are classified as finance leases. A receivable is recognized at an amount equal to the present value of the minimum lease payments, including guaranteed residual value, if any. Unearned finance income is recognized over the term of the lease, so as to produce a constant periodic return on the outstanding net investment in lease.

5.5 Operating Fixed Assets and Depreciation (a) Property and equipment Property and equipment, other than freehold and leasehold land which is not depreciated, are stated at cost or

revalued amount less accumulated depreciation and accumulated impairment losses (if any). Land is carried at revalued amount.


Surplus arising on revaluation of fixed assets is credited to surplus on revaluation of fixed assets account. Deficit arising on subsequent revaluation of fixed assets is adjusted against the balance in the above mentioned surplus account as allowed under the provisions of the Companies Ordinance, 1984. The surplus on revaluation of fixed assets to the extent of incremental depreciation charged on the related assets, is transferred directly to unappropriated profit (net of deferred tax).

Revaluation is carried out with sufficient regularity to ensure that the carrying amount of assets does not differ materially from their fair value.

Depreciation is calculated so as to write off depreciable amount of the assets over their expected economic lives at the rates specified in note 11.2 to these financial statements. The depreciation charge for the year is calculated after taking into account residual value, if any, and using methods depending on the nature of the assets. The residual values, useful lives and depreciation methods are reviewed and adjusted, if appropriate, at each balance sheet date.

Depreciation on additions is charged commencing from the month in which the asset is put to use whereas no

depreciation is charged for the month in which the asset is disposed off.

Subsequent costs are included in an asset’s carrying amount or recognized as a separate asset as appropriate, only when it is probable that future benefits associated with the item will flow to the bank and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the profit and loss account as and when incurred.

An item of property and equipment is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the assets is recognized in the profit and loss account in the year when asset is derecognized, except that the related surplus on revaluation of fixed assets (net of deferred tax) is transferred directly to equity.

(b) Capital work-in-progress Capital work-in-progress is stated at cost. (c) Intangible assets Intangible assets having a finite useful life are stated at cost less accumulated amortization and accumulated

impairment losses, if any. Intangible assets are amortized from the month, when these assets are put to use, using the straight line method, whereby the cost of the intangible is amortized on the basis of the estimated useful life over which economic benefits are expected to flow to the Bank. The residual value, useful life and amortization method is reviewed and adjusted, if appropriate, at each balance sheet date.

5.6 Non current assets held for sale Non current assets (or disposal groups comprising assets and liabilities) that are expected to be recovered

primarily through sale rather than through continuing use are classified as held for sale. The assets (or disposal groups) are measured at lower of their carrying amount and fair value less cost to sell. Impairment losses on initial classification as held for sale and subsequent gains or losses on remeasurement are recognized in the profit or loss account.

5.7 Impairment The carrying amount of assets are reviewed at each balance sheet date for impairment whenever events or

changes in circumstances indicate that the carrying amounts of the assets may not be recoverable. If such indication exists, and where the carrying value exceeds the estimated recoverable amount, assets are written down to their recoverable amount. The recoverable amount is higher of an asset’s fair value less cost to sell and value in use. The resulting impairment loss is taken to profit and loss account except for impairment loss on revalued assets, which is adjusted against the related revaluation surplus to the extent that the impairment loss does not exceed the surplus on revaluation of that asset.


5.8 Taxation Current Provision for current taxation is based on taxable income at the current rate of tax after taking into account applicable

tax credits, rebates and exemptions available, if any. The charge for current tax also includes adjustments, where considered necessary, relating to prior years arising from assessments made during the year.

Deferred Deferred tax is recognized, on all major temporary differences, tax credits and unused tax losses at the balance

sheet date between the amounts attributed to assets and liabilities for financial reporting purposes and amounts used for taxation purposes. Deferred tax is calculated at the rates that are expected to apply to the periods when the differences will reverse, based on tax rates that have been enacted or substantially enacted at the balance sheet date.

A deferred tax asset is recognized only to the extent that it is probable that future taxable profit will be available against which the asset can be utilized. Deferred tax asset is reduced to the extent that it is no longer probable that the related tax benefit will be realized.

The Bank also recognizes a deferred tax asset / liability on deficit / surplus on revaluation of fixed assets and securities which is adjusted against the related deficit / surplus in accordance with the requirements of International Accounting Standard (IAS) 12 ‘Income Taxes’.

5.9 Provisions Provisions are recognized when the bank has a legal or constructive obligation as a result of past events, it is

probable that an outflow of resources will be required to settle the obligation and a reliable estimate of the amount can be made. Provisions are reviewed at each balance sheet date and are adjusted to reflect the current best estimate.

5.10 Subordinated loans Subordinated loans are initially recorded at the amount of proceeds received. Markup accrued on these loans is

recognized separately as part of other liabilities and is charged to the profit and loss account over the period on accrual basis.

5.11 Staff retirement benefits (a) Defined benefit plan The Bank operates a funded gratuity scheme for all its confirmed employees who have completed five years of

service or more. Contributions to the fund are made in accordance with the recommendations of an independent actuary to a separately administered fund (refer note 35). The most recent valuation in this regard was carried out as at December 31, 2009, using the projected unit credit actuarial valuation method.

(b) Defined contribution plan The Bank also operates an approved provident fund scheme for all its confirmed employees. Equal monthly

contributions are made by the bank and the employees to the fund at the rate of 10% of basic salary.

5.12 Segment reporting A segment is a distinguishable component of the Bank that is subject to risks and rewards that are different

from those of other segment. A business segment is one that is engaged either in providing certain products or services, whereas a geographical segment is one engaged in providing certain products or services within a particular economic environment. Segment information is presented as per the Bank’s functional structure and the guidance of State Bank of Pakistan. The Bank comprises of the following main business segments:


5.12.1 Business segments (a) Corporate finance This includes Investment Banking activities such as merger and acquisition, underwriting, privatization,

securitization, Initial Public Offers (IPOs) and secondary private placements.

(b) Trading and sales This segment undertakes the bank’s treasury, money market and capital market activities. (c) Retail banking Retail banking provides services to small borrowers i.e. consumers, small and medium enterprises (SMEs) and

borrowers’ agriculture sector. It includes loan, deposits and other transactions with retail customers.

(d) Commercial banking Commercial banking segment provides services related to project finance, export finance, trade finance, leasing,

lending, guarantees, bills of exchange and deposits from corporate customers.

(e) Agency services Agency service includes income from rent of lockers provided to customers. 5.12.2 Geographical segments The Bank conducts all its operations in Pakistan. 5.13 Foreign currencies (a) Functional and presentation currency Items included in the financial statements are measured using the currency of the primary economic environment

in which the bank operates. The financial statements are presented in Pakistani Rupees, which is the Bank’s functional and presentation currency.

(b) Foreign currency transactions and translations Foreign currency transactions are translated into Pakistani Rupees at the rates of exchange prevailing on the

date of transaction. Monetary assets and liabilities in foreign currencies are translated into Pakistani Rupees at exchange rates prevailing at the balance sheet date. Foreign bills purchased and forward foreign exchange contracts are valued at the rates applicable to their respective maturities. Exchange gains or losses are included in the profit and loss account.

(c) Commitments All forward exchange contracts are revalued using forward rates determined with reference to their respective

remaining maturities. Contingent liabilities / commitments for letters of credit and letters of guarantee denominated in foreign currencies are expressed in rupee terms at the rates of exchange ruling on the balance sheet date.

5.14 Revenue recognition Revenue is recognized to the extent that the economic benefits will flow to the bank and the revenue can be reliably

measured. The following recognition criteria are used for revenue recognition:

(a) Advances and investments Markup/return on regular loans/advances and investments is recognized on time proportion basis. Where debt

securities are purchased at premium or discount, the same is amortized through the profit and loss account using the effective interest rate method.


Interest or markup recoverable on classified loans and advances and investments is recognized on receipt basis. Interest/return/mark-up on rescheduled/restructured loans and advances and investments is recognized as permitted by the regulations of the SBP.

Dividend income is recognized when the Bank’s right to receive the dividend is established. Gain and loss on sale of investments are recognized in the profit and loss account. (b) Lease financing Financing method is used in accounting for income from lease financing. Under this method, the unearned lease

income (excess of the sum of total lease rentals and estimated residual value over the cost of leased assets) is deferred and taken to income over the term of the lease period so as to produce a constant periodic rate of return on the outstanding net investment in lease.

Gains/losses on termination of lease contracts, documentation charges, front-end fees and other lease income are recognized as income on receipts basis.

(c) Fees, brokerage and commission Commission are generally recognized on an accrual basis. Other fees are recognized when earned.

5.15 Offsetting Financial assets and financial liabilities are offset and the net amount is reported in the financial statements when

there is a legally enforceable right to set off the recognized amounts and the bank intends to either settle on a net basis, or to realize the asset and to settle the liability simultaneously.

5.16 Earnings per share The Bank presents basic and diluted earnings per share (EPS). Basic EPS is calculated by dividing the profit

or loss, as the case may be, attributable to ordinary shareholders of the Bank by the weighted average number of ordinary shares outstanding during the year. Diluted EPS is determined by adjusting the profit attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding for the effects of all dilutive potential ordinary shares, if any. The Bank does not account for the effect of potential ordinary shares while calculating dilutive loss per share in accordance with the requirements of the IAS 33 ‘Earnings per Share’.

5.17 Financial instruments 5.17.1 Financial assets and liabilities Financial instruments carried on the balance sheet include cash and bank balances, lendings to financial institutions,

investments, advances, certain other receivables, borrowings from financial institutions, deposits and certain other payables. The particular recognition methods adopted for significant financial assets and financial liabilities are disclosed in the individual policy statements associated with them. Financial assets are de-recognized when the contractual right to future cash flows from the asset expire or is transferred along with the risk and reward of the asset. Financial liabilities are de-recognized when obligation specified in the contract is discharged, cancelled or expired. Any gain or loss on de-recognition of the financial asset and liabilities is recognized in the profit and loss account of the current period.

5.17.2 Derivative financial instruments Derivative financial instruments are initially recognized at their fair value on the date on which a derivative contract

is entered into and are subsequently remeasured at fair value using appropriate valuation techniques. All derivative financial instruments are carried as assets when fair value is positive and liabilities when fair value is negative. Any change in the fair value of derivative financial instruments is taken to the profit and loss account.

5.18 Dividends and appropriation to reserves Dividend and appropriation to reserves, except appropriation which are required by the law after the balance

sheet date, are recognized as liability in the Bank’s financial statements in the year in which these are declared.



6. CASH AND BALANCES WITH TREASURY BANKS

In hand: Local currency 721,306 1,217,288 Foreign currencies 266,412 688,868

987,718 1,906,156 With State Bank of Pakistan in: Local currency current account 6.1 2,850,021 3,810,081 Foreign currency accounts: Cash reserve account - non-remunerative 6.2 631,832 676,649 Special cash reserve account - remunerative 6.3 1,895,460 2,028,877 Local US Dollar clearing account - non-remunerative 12,853 18,499

2,540,145 2,724,025

5,390,166 6,534,106 With National Bank of Pakistan in: Local currency current account 77,024 133,939 National Prize Bonds 1,211 4,114

6,456,119 8,578,315

6.1 Deposits with SBP are maintained to comply with statutory requirements issued from time to time.

6.2 This represents foreign currency cash reserve maintained with SBP equivalent to atleast 5% of the Bank’s foreign

currency deposits.

6.3 This represents foreign currency special cash reserve maintained with SBP. Profit rates on this deposit account are fixed on a monthly basis by SBP. However, the profit rates remained 0% in 2009 (2008: 0.90% and 3.60% per annum).

2009 2008 Rupees in ‘000

7. BALANCES WITH OTHER BANKS In Pakistan On current account 241,772 182,191 On deposit account - -

241,772 182,191 Outside Pakistan On current account 1,561,501 89,496 On deposit account - 1,257,130

1,561,501 1,346,626

1,803,273 1,528,817



8. LENDINGS TO FINANCIAL INSTITUTIONS

Call money lending - 100,000 Repurchase agreement lendings (Reverse Repo) 8.2 & 8.3 800,000 1,683,375

800,000 1,783,375 8.1 Particulars of lending In local currency 800,000 1,783,375 In foreign currencies - -

800,000 1,783,375

2009 2008

Held by Further Total Held by Further Total bank given as bank given as collateral collateral Rupees in ‘000

8.2 Securities held as collateral against lending to financial institutions

Pakistan Investment Bonds 8.2.1 800,000 - 800,000 - - - Market Treasury Bills - - - 1,683,375 - 1,683,375

800,000 - 800,000 1,683,375 - 1,683,375

8.2.1 Pakistan Investment Bonds (PIBs) having face value of Rs. 700 million (2008: Rs. Nil) which were held as collateral for lendings to various financial Institutions, were subsequently sold as part of money market activities. The market value of the PIB’s sold has been disclosed as a trading liabilty under note 19 to these financial statements.

8.3 These represent lendings to various financial institutions at mark-up rates ranging between 11.85% to 12% (2008:

13% to 14.50%) per annum, maturing upto April 02, 2010.

2009 2008

Note Held by Given as Total Held by Given as Total bank collateral collateral Rupees in ‘000

9. INVESTMENTS

9.1 Investment by types:

Held-for-trading securities - - - - - -

Available-for-sale securities Pakistan Investment Bonds 9.2.1 4,567,170 - 4,567,170 265,524 - 265,524 Market Treasury Bills 9.2.2 16,165,513 5,470,698 21,636,211 16,717,157 984,462 17,701,619 Pakistan Ijara Sukuk 9.2.3 1,000,000 - 1,000,000 1,000,000 - 1,000,000 Unlisted Ordinary shares 9.2.4 23,139 - 23,139 23,139 - 23,139 Listed Preference shares 9.2.5 54,630 - 54,630 54,630 - 54,630 Open end Mutual Fund Units 9.2.6 5,000 - 5,000 5,000 - 5,000 Term Finance Certificates - Un-listed 9.2.7 12,495 - 12,495 12,495 - 12,495

21,827,947 5,470,698 27,298,645 18,077,945 984,462 19,062,407

Investments at cost / carrying value 21,827,947 5,470,698 27,298,645 18,077,945 984,462 19,062,407 Less: Provision for diminution in value of Investments 9.3 (68,264) - (68,264) (66,477) - (66,477) Investments (Net of Provisions) 21,759,683 5,470,698 27,230,381 18,011,468 984,462 18,995,930 Surplus/(deficit) on revaluation of Held-for-trading securities - - - - - - Available-for-sale securities 21.2 123,100 4,157 127,257 (12,903) - (12,903)

123,100 4,157 127,257 (12,903) - (12,903)

Total investments at market value 21,882,783 5,474,855 27,357,638 17,998,565 984,462 18,983,027



9.2 Investment by segments: Federal Government Securities: Pakistan Investment Bonds 9.2.1 4,567,170 265,524 Market Treasury Bills 9.2.2 21,636,211 17,701,619 Pakistan Ijara Sukuk 9.2.3 1,000,000 1,000,000

27,203,381 18,967,143 Fully paid up Ordinary shares - Unlisted 9.2.4 23,139 23,139 Fully paid up Preference shares - Listed 9.2.5 54,630 54,630 Open end Mutual Fund Units 9.2.6 5,000 5,000 Term Finance Certificates, Debentures, Bonds and Participation Term Certificates: Unlisted 9.2.7 12,495 12,495

Investments at cost 27,298,645 19,062,407 Less: Provision for diminution in value of investments 9.3 (68,264) (66,477)

Investments (net of provisions) 27,230,381 18,995,930 Surplus/(deficit) on revaluation of Held-for-trading securities - - Available-for-sale securities 21.2 127,257 (12,903)

127,257 (12,903)

Total investments at market value 27,357,638 18,983,027 9.2.1 These represent Pakistan Investment Bonds (PIBs) with interest income receivable semi-annually with a maximum

remaining term upto five years. These are eligible for re-discounting with the State Bank of Pakistan.

9.2.2 Market treasury bills are for a period of twelve months with maturity up to October 07, 2010. These are eligible for re-discounting with the State Bank of Pakistan.

9.2.3 These represent Pakistan Ijara Sukuk Bonds with rental income receivable semi-annually with a maximum term

upto 3 years. These are eligible for re-discounting with the State Bank of Pakistan.


Cost Rating 2009 2008

Rupees in ‘000

9.2.4 Unlisted companies

Fully paid up ordinary Shares

Credit Rating Information Services Limited (Bangladesh) 260,000 (2008: 260,000) Ordinary shares of Taka 10/- each. Unrated 2,452 2,452 Equity held 18.5 % (2008: 18.5%). Value of investment based on net assets shown in audited accounts as of December 31, 2004 is Taka 1.672 million ( 2008: Rs. 1.672 million based on December 31, 2004 audited accounts) Name of Chief Executive: Mr. Muzaffar Ahmed Khushhali Bank Limited 15 (2008: 15) fully paid Ordinary shares of Rs. 1 million each. Unrated 15,000 15,000 Equity held 0.88% (2008: 0.88%). Value of investment based on net assets shown in audited accounts as of December 31, 2008 is Rs. 16.765 million (2008: Rs. 16.498 million based on December 31, 2007 audited accounts) Name of Chief Executive: Mr. Ghalib Nishtar Pakistan Export Finance Guarantee Agency Limited 568,044 (2008: 568,044) fully paid Ordinary shares of Rs. 10/- each. Unrated 5,687 5,687 Equity held 5.27% (2008: 5.27%). Value of investment based on net assets shown in audited accounts as of December 31, 2007 is Rs. 1.787 million (2008: Rs. 1.787 million based on December 31, 2007 audited accounts) Name of Chief Executive: Mr. S.M. Zaeem

23,139 23,139

9.2.5 Fully paid up preference shares of listed companies Paid-up No. of shares value per Cost Market Value 2009 2008 share Rating 2009 2008 2009 2008 Rupees Rupees in ‘000

4,763,000 4,763,000 10 Chenab Limited - 9.25% p.a. Unrated 47,630 47,630 - - (note 9.2.5.1) 770,000 700,000 10 Noon Pakistan Limited - 12% p.a. Unrated 7,000 7,000 16,155 8,106

54,630 54,630 16,155 8,106

9.2.5.1 Given the current financial position and market price of the company’ shares, the Bank has fully provided against the value of these preference shares.


9.2.6 Open and Mutual Fund Units

Paid-up No. of units value per Cost Market Value 2009 2008 unit Rating 2009 2008 2009 2008 Rupees Rupees in ‘000

100,500 100,500 50 ABAMCO Limited - UTP A30 Fund Unrated 5,000 5,000 3,559 3,373

5,000 5,000 3,559 3,373

Cost Rated 2009 2008

Rupees in ‘000

9.2.7 Term finance certificates, debentures, bonds and participation term certificates - Unlisted Dewan Sugar Mills Limited 10,000 (2008: 10,000) certificates of Rs. 5,000 each Unrated 12,495 12,495 Rate of Interest: SBP discount rate minus 2% p.a. with 6% p.a. as floor and 12% p.a. as ceiling Maturity date: June 11, 2008 (in delinquency) Name of Chief Executive: Dewan M. Yousaf Farooqui

12,495 12,495

2009 2008 Rupees in ‘000

9.3 Particulars of provision Opening balance 66,477 6,126 Charge for the year 1,787 60,351 Reversals - -

Closing balance 68,264 66,477 9.3.1 Particulars of provision in respect of type and segment Available-for-sale securities Ordinary shares - unlisted Credit Rating Information Services Limited (Bangladesh) 2,452 2,452 Pakistan Export Finance Guarantee Agency Limited 5,687 3,900 Fully paid up preference shares - Listed Chenab Limited 47,630 47,630 Term Finance Certificates - Unlisted Dewan Sugar Mills Limited 12,495 12,495

68,264 66,477



10. ADVANCES Loans, cash credits, running finances, etc. In Pakistan 55,110,344 72,053,391 Outside Pakistan - -

55,110,344 72,053,391 Net investment in finance lease In Pakistan 10.2 379,669 620,544 Bills discounted and purchased (excluding treasury bills) Payable in Pakistan 208,773 331,084 Payable outside Pakistan 251,831 535,342

460,604 866,426

Advances - gross 55,950,617 73,540,361 Provision for non-performing advances-Specific 10.4 (7,106,876) (5,123,823) Provision for non-performing advances-General 10.4 (341,912) (506,487)

(7,448,788) (5,630,310)

Advances - net of provision 48,501,829 67,910,051 10.1 Particulars of advances (Gross) 10.1.1 In local currency 55,047,170 71,169,995 In foreign currencies 903,447 2,370,366

55,950,617 73,540,361 10.1.2 Short Term (for upto one year) 37,491,991 43,038,318 Long Term (for over one year) 18,458,626 30,502,043

55,950,617 73,540,361

10.2 Net investment in finance lease

2009 2008 Not later Later than Over Total Not later Later than Over Total than one one and less five than one one and less five year than five years years year than five years years

Rupees in ‘000 Rupees in ‘000

Lease rentals receivable 22,311 252,270 - 274,581 215,824 307,078 752 523,654 Residual value 29,238 119,547 - 148,785 98,341 97,722 118 196,181

Minimum lease payments 51,549 371,817 - 423,366 314,165 404,800 870 719,835 Financial charges for future periods (2,260) (41,437) - (43,697) (36,507) (62,532) (252) (99,291)

Present value of minimum lease payments 49,289 330,380 - 379,669 277,658 342,268 618 620,544


10.3 Advances include a sum of Rs.10,664.487 (2008: Rs.7,688.318) million which have been placed under non-performing status as detailed below:-

2009 2008 Classified Provision Provision Classified Provision Provision Advances Required Held Advances Required Held


Category of Classification

*Other Assets Especially Mentioned 36,870 - - - - - Substandard 1,071,422 527,076 527,076 2,902,486 1,183,180 1,183,180 Doubtful 2,426,112 990,979 990,979 889,135 359,815 359,815 Loss 7,130,083 5,588,821 5,588,821 3,896,697 3,580,828 3,580,828

10,664,487 7,106,876 7,106,876 7,688,318 5,123,823 5,123,823

* This represents non-performing portfolio of agricultural financing classified as ‘Other Assets Especially Mentioned’ as per the requirements of the Prudential Regulation for Agricultural Financing issued by SBP.

10.4 Particulars of provision against non-performing advances

2009 2008 Note Specific General Total Specific General Total


Opening balance 5,123,823 506,487 5,630,310 3,384,750 579,000 3,963,750 Charge for the year 2,823,273 - 2,823,273 2,079,875 - 2,079,875 Reversals (270,246) (164,575) (434,821) (301,876) (72,513) (374,389)

2,553,027 (164,575) 2,388,452 1,777,999 (72,513) 1,705,486 Amounts written off 10.6 (569,974) - (569,974) (38,926) - (38,926)

Closing balance 7,106,876 341,912 7,448,788 5,123,823 506,487 5,630,310

10.4.1 Particulars of provisions against non-performing advances 2009 2008 Specific General Total Specific General Total


In local currency 7,106,876 341,912 7,448,788 5,123,823 506,487 5,630,310 In foreign currencies - - - - - -

7,106,876 341,912 7,448,788 5,123,823 506,487 5,630,310


10.5 Particulars of write offs: 10.5.1 Against provisions 10.4 569,974 38,926 Directly charged to profit and loss account 1,554,316 1,823,868

2,124,290 1,862,794 10.5.2 Write Offs of Rs. 500,000 and above 10.6 196,733 168,103 Write Offs of Below Rs. 500,000 1,927,557 1,694,691

2,124,290 1,862,794


10.6 Details of loan write-off of Rs. 500,000/- and above

In terms of sub-section (3) of Section 33A of the Banking Companies Ordinance, 1962 the Statement in respect of written-off loans or any other financial relief of five hundred thousand rupees or above allowed to a person(s) during the year ended December 31, 2009 is given in Annexure-1. However, this write off does not affect the Bank’s right to recover debts from these customers.

2009 2008 Rupees in ‘000 10.7 Particulars of loans and advances to Directors, Associated companies, etc. Debts due by directors, executives or officers of the bank or any of them either severally or jointly with any other persons Balance at beginning of the year 1,984,629 1,494,312 Loans granted during the year 883,847 1,119,752 Repayments (490,666) (629,435)

Balance at end of the year 2,377,810 1,984,629

2009 2008 Rupees in ‘000 Restated

Debts due by companies or firms in which the directors of the bank are interested as directors,

partners or in the case of private companies as members

Balance at beginning of the year 477,680 225,366 Loans granted during the year 1,005,453 1,080,291 Repayments (1,415,998) (827,977)

Balance at end of the year 67,135 477,680


11. OPERATING FIXED ASSETS

Capital work-in-progress 11.1 1,920 128,020 Property and equipment 11.2 4,369,075 4,464,679 Intangible assets 11.3 74,687 130,896

4,445,682 4,723,595 11.1 Capital work-in-progress Civil works 1,920 - Advances to suppliers and contractors - 128,020

1,920 128,020


11.2 Property and equipment 2009 Rupees in ‘000

Cost / Revaluation Accumulated Depreciation Net Book Value

At January 01 Additions/ Surplus on At December 31 At January 01 For the year / Revaluation At December 31 At December 31 Rate of (Deletions)/ revaluation (on deletions) adjustment depreciation (Adjustments) %

Owned Land - Freehold 799,425 - - 799,425 - - - - 799,425 - - Leasehold 1,212,776 - - 1,212,776 - - - - 1,212,776 - Buildings on - Freehold land 287,480 3,177 - 290,657 3,605 12,786 - 16,391 274,266 2.5 - Leasehold land 662,799 - - 662,799 8,387 10,287 - 18,674 644,125 2.5 Furniture and fixtures 367,227 28,999 - 384,624 221,918 57,710 - 272,628 111,996 20 (11,602) (7,000) Electrical, office and computer equipment 1,553,943 366,180 - 1,912,968 772,543 300,630 - 1,067,377 845,591 20 - 33.33 (7,155) (5,796) Motor vehicles 121,619 - - 75,447 76,161 18,009 - 52,601 22,846 20 (46,172) (41,569) Alteration costs of rented premises 808,333 21,121 - 802,273 266,309 86,162 - 344,223 458,050 10 (27,181) (8,248) Total 5,813,602 419,477 - 6,140,969 1,348,923 485,584 - 1,771,894 4,369,075 (92,110) (62,613)

2008 Rupees in ‘000

Cost / Revaluation Accumulated Depreciation Net Book Value

At January 01 Additions/ Surplus on At December 31 At January 01 For the year / Revaluation At December 31 At December 31 Rate of (Deletions)/ revaluation (on deletions) adjustment depreciation (Adjustments) %

Owned Land - Freehold 203,201 - 596,224 799,425 - - - - 799,425 - - Leasehold 171,046 - 1,045,829 1,212,776 4,099 - (4,099) - 1,212,776 - (4,099)* Buildings on - Freehold land 95,604 5,547 205,725 287,480 18,431 4,570 (19,396) 3,605 283,875 2.5 (19,396)* - Leasehold land 776,116 - 18,966 662,799 124,133 16,537 (132,283) 8,387 654,412 2.5 (132,283)* Furniture and fixtures 354,026 39,967 - 367,227 180,542 57,164 - 221,918 145,309 20 (26,766) (15,788) Electrical, office and computer equipment 1,435,587 365,601 - 1,553,943 776,609 232,089 - 772,543 781,400 20 - 33.33 (247,245) (236,155) Motor vehicles 131,106 21,760 - 121,619 68,851 22,949 - 76,161 45,458 20 (31,247) (15,639) Alteration costs of rented premises 871,071 93,179 - 808,333 280,263 83,880 - 266,309 542,024 10 (155,917) (97,834) Total 4,037,757 526,054 1,866,744 5,813,602 1,452,928 417,189 (155,778) 1,348,923 4,464,679 (461,175) (365,416)

(155,778)* -

* These represents revaluation adjustments.

11.2.1 The gross carrying value of fully depreciated assets still in use amounted to Rs. 627.930 (2008: Rs. 424.554) million. 11.2.2 The fair value of other fixed assets is not materially different from their carrying amount. 11.2.3 No fixed assets (2008:Rs. Nil) have been written off during the year. 11.2.4 Effect in the current year on profit and loss account due to incremental depreciation on revaluation surplus of

building is Rs. 5.618 (2008: 2.809) million.

11.2.5 Last year the properties of the bank were revalued by independent professional valuer M/s. Iqbal A. Nanjee & Co., on the basis of professional assessment of present market value. The revaluation resulted in net increase in the carrying values of the properties by Rs. 1,859.300 million (2008: Rs 1,864.918 million). Had there been no revaluation, the carrying amount of revalued assets would have been as follows:

2009 2008 Rupees in ‘000

- Freehold land 203,201 203,201 - Leasehold land 166,947 166,947 - Building on freehold land 76,256 66,191 - Building on leasehold land 625,870 651,983


11.3 Intangible assets 2009 Rupees in ‘000

CostAmortisation NetBookValue

AtJanuary01 Additions AtDecember31 AtJanuary01 Forthe/ AtDecember31 AtDecember31 Rateof

year Amortisation

%

Computer software 292,474 14,076 306,550 161,578 70,285 231,863 74,687 33.33


Cost Amortisation NetBookValue

AtJanuary01 Additions/ AtDecember31 AtJanuary01 Forthe/ AtDecember31 AtDecember31 Rateof

(Deletions) year Amortisation

%

Computer software 234,756 99,192 292,474 146,541 56,511 161,578 130,896 33.33

(41,474) (41,474)

Total 234,756 99,192 292,474 146,541 56,511 161,578 130,896

(41,474) (41,474)

11.3.1 The gross carrying value of fully amortized assets still in use amounted to Rs.136.491 (2008: Rs.136.491) million.

11.4 Disposal of fixed assets during the year

11.4.1 The following fixed assets, having cost above one million rupees or book value above two hundred and fifty thousand rupees which ever is lower, were sold to persons other than the bank’s executives during the year ended December 31, 2009.

Rupees in ‘000 Net book Sales Mode Particulars Asset Cost value proceeds of disposal of buyers Vehicle 1,320 88 1,031 Tender Mr. Muhammad Akram Khan, Karachi Vehicle 1,028 154 927 Tender Mr. Mohammad Akram Khan, Karachi Vehicle 1,018 - 781 Tender Mr Javed Zakaria, Karachi Vehicle 1,319 44 960 Tender Mr. Tahir Gul, Karachi Vehicle 1,299 22 976 Tender Mr. Tahir Gul, Karachi Vehicle 1,004 - 778 Tender Mr. Tahir Gul, Karachi Vehicle 1,053 - 550 Tender Mr. Tahir Gul, Karachi Vehicle 2,643 - 757 Tender M/s Habibullah Associates, Karachi Vehicle 1,319 154 927 Tender Mr. Mohammad Yousuf, Karachi Vehicle 1,353 - 719 Tender M/s Auto Scan, Lahore Vehicle 1,015 - 804 Tender M/s Auto Scan, Lahore Vehicle 1,035 - 822 Tender Mr. Raheel Mithani, Karachi Vehicle 1,027 - 863 Tender Mr. Raheel Mithani, Karachi Vehicle 1,068 196 913 Tender Mr. Imran Shiekh, Karachi Vehicle 1,049 - 741 Tender Mr. Liaquat Ali Khan, Islamabad Vehicle 1,070 184 907 Tender Mr. Mohammad Zakir Ayub, Karachi Vehicle 1,361 317 957 Tender Mr. Mohammad Zakir Ayub, Karachi Items having book value of less than Rs. 250,000 and cost of less than Rs. 1,000,000 61,633 26,623 21,040

82,614 27,782 35,452


The following fixed assets were disposed off to the bank’s executives during the year as per the terms of employment:

Rupees in ‘000 Net book Sales Asset Cost value proceeds Mode of disposal Particulars of buyers

Vehicle 1,196 60 600 HR Policy Mr. Salman Malik Vehicle 4,000 867 2,000 HR Policy Mr. Faisal Anwar Vehicle 4,000 733 2,000 HR Policy Mr. Naim Abdullah Equipment 300 55 60 HR Policy Mr. Kafeel A Khan

9,496 1,715 4,660

Total 92,110 29,497 40,112


12. DEFERRED TAX ASSETS

Deferred tax debits arising in respect of: Provision against non-performing advances 12.1 1,925,687 1,357,987 Unused tax losses - 504,954 Minimum tax on turnover 71,863 41,000 Deficit on revaluation of securities 21.2 (42,611) 4,386

1,954,939 1,908,327 Deferred tax credits arising due to: Differences between accounting and tax written down values (292,016) (339,812) Surplus on revaluation of fixed assets (75,693) (77,659)

(367,709) (417,471)

1,587,230 1,490,856 12.1 Through Finance Act 2007, a new section 100A and the Seventh Schedule (the Schedule) were inserted in the

Income Tax Ordinance, 2001 governing taxation of banking companies. The Schedule seeks to simplify the taxation of banking companies and is applicable from the tax year 2009 (financial year ended on December 31, 2008).

The Finance Act, 2009 has made significant amendments in the Schedule. Through these amendments dedcution of provision for advances and off balance sheet items will be allowed upto 1% of total advances. The amendments do not contain transitory provisions to deal with the disallowances made upto the year ended December 31, 2007. This matter has been taken up with the tax authorities through Pakistan Banks’ Association for formulation of transitory provisions to deal with the items which were previously treated differently under the then applicable provisions. Accordingly, deferred tax assets have been taken on the deductible temporary differences upto the said income year.

13. OTHER ASSETS Note 2009 2008 Rupees in ‘000

Income/ mark-up accrued in local currency 1,631,768 2,364,082 Income/ mark-up accrued in foreign currency 22,803 33,519 Advances, deposits, advance rent and other prepayments 372,246 471,379 Non-banking assets acquired in satisfaction of claims 13.1 13,000 13,000 Stationery and stamp paper 5,165 4,280 Others 550,955 310,097

2,595,937 3,196,357 Less: Provision held against other assets 13.2 (110,051) (101,978)

Other Assets (net of provision) 2,485,886 3,094,379


Note 2009 2008

Rupees in ‘000

13.1 Market value of non-banking assets acquired in satisfaction of claims

(As per valuation report dated May 5, 2008) 20,570 20,570

13.2 Provision against other assets

Opening balance 101,978 71,616 Charge for the year 32,026 52,455 Reversals (23,953) (22,093)

Closing balance 110,051 101,978 14. CONTINGENT ASSET There were no contingent assets as at December 31, 2009 (2008: Nil). 15. BILLS PAYABLE In Pakistan 1,157,786 1,651,515 Outside Pakistan 72,462 80,005

1,230,248 1,731,520 16. BORROWINGS In Pakistan 11,372,358 7,902,418 Outside Pakistan - 293,355

11,372,358 8,195,773 16.1 Particulars of borrowings with respect to currencies In local currency 11,372,358 7,902,418 In foreign currencies - 293,355

11,372,358 8,195,773 16.2 Details of borrowings secured / unsecured Secured Borrowings from State Bank of Pakistan Under export refinance scheme 16.2.1 4,787,080 4,605,840 Long term financing of export oriented projects 16.2.1 504,446 499,536 Repurchase agreement borrowings 16.2.2 5,470,698 983,462

10,762,224 6,088,838 Unsecured Call borrowings 16.2.3 600,000 1,800,000 Overdrawn nostro and other accounts 10,134 306,935

610,134 2,106,935

11,372,358 8,195,773

16.2.1 These are secured against promissory notes, export documents and undertaking of the Bank by granting the right to State Bank of Pakistan (SBP) to recover the outstanding amount from the Bank at the date of maturity of the finance by directly debiting the current account maintained with the SBP. The mark-up rate on these borrowings is 4.0% to 7.0% (2008: 5.0% to 6.5%) per annum, payable quarterly or upon maturity of loans, whichever is earlier.

16.2.2 These represent borrowings from various financial institutions against repurchase agreements at mark-up rates ranging from 11.25% to 12.51% (2008: 11% to 11.50%) per annum, with maturities up to January 06, 2010.

16.2.3 These represent call borrowings from financial institutions, carrying mark-up at rates, ranging from 12.13% to 12.50% (2008:8.75% to 15.75%) per annum, with maturities up to January 30, 2010.


2009 2008 Rupees in ‘000

17. DEPOSITS AND OTHER ACCOUNTS

Customers Fixed deposits 27,771,221 37,810,060 Savings deposits 19,486,221 23,578,740 Current Accounts - Non-remunerative 14,975,910 16,164,094 Margin Accounts 571,204 1,003,376

62,804,556 78,556,270 Financial Institutions Remunerative deposits 670,434 420,204 Non-remunerative deposits 160,852 126,231

831,286 546,435

63,635,842 79,102,705 17.1 Particulars of deposits In local currency 51,282,495 66,052,895 In foreign currencies 12,353,347 13,049,810

63,635,842 79,102,705 18. SUBORDINATED LOAN

This represents the balance payable on the subordinated Term Finance Certificates, issued for a total amount of Rs.800 million and is listed on the Lahore Stock Exchange. The instrument is unsecured, subordinated as to the payment of principal and profit to all other indebtedness of the Bank (including depositors) and is not redeemable before maturity without prior approval of the State Bank of Pakistan. The rate of profit is based on a floating rate “Base Rate” of six months KIBOR plus 1.9% per annum and will be paid semi-annually, with no floor and ceiling. The floating rate “Base Rate” for the profit due at the end of first semi-annual period will be set a day preceding the Issue date and for subsequent semi-annual periods on the immediately preceding date before the start of each six months period for the profit due at the end of that semi-annual period. During the year principal amounting to Rs.0.320 (2008: Rs.0.320) million was redeemed, however, major redemptions will commence from February 2010.

Note 2009 2008 Rupees in ‘000 19. OTHER LIABILITIES Mark-up/ Return/ Interest payable in local currency 676,888 897,481 Mark-up/ Return/ Interest payable in foreign currency 1,212 18,863 Unearned commission and income on bills discounted 52,586 89,135 Accrued expenses 579,759 389,249 Advance payments 12,909 18,257 Current taxation - net (provisions less payments) 336,761 973,473 Unclaimed dividend 6,036 6,071 Payable to defined benefit plan 35.3 9,162 19,548 Unrealized loss on forward foreign exchange contracts 89,652 34,061 Fair Value of interest rate derivative contracts 4,641,751 4,712,206 Security deposits against finance lease 148,715 198,618 Trading liability 676,106 - Others 364,350 851,871

7,595,887 8,208,833


2009 2008 Rupees in ‘000

20. SHARE CAPITAL

20.1 Authorized

2009 2008 Number of shares

2,300,000,000 2,300,000,000 Ordinary shares of Rs.10 each 23,000,000 23,000,000

20.2 Issued, subscribed and paid up

2009 2008 Number of shares

515,647,284 145,102,278 Ordinary shares of Rs. 10 each fully paid in cash 5,156,473 1,451,023 Ordinary shares of Rs. 10 each 128,834,891 128,834,891 issued as fully paid bonus shares 1,288,349 1,288,349 Ordinary shares of Rs. 10 each issued pursuant 1,073,499,216 1,073,499,216 to the Scheme of Amalgamation 10,734,992 10,734,992

1,717,981,391 1,347,436,385 17,179,814 13,474,364 20.2.1 As at December 31, 2009, ABN AMRO Bank N.V., the parent company, held 1,707,107,891 (99.37%) Ordinary

shares [2008: 1,336,926,381 (99.22%)] of the Bank.

20.3 Movement in issued, subscribed and paid up capital during the year

2009 2008 2009 2008 Number of shares Rupees in ‘000

1,347,436,385 1,347,436,385 At January 1 13,474,364 13,474,364 Ordinary shares of Rs. 10 each issued during 370,545,006 - the year ended as fully paid right shares 3,705,450 -

1,717,981,391 1,347,436,385 At December 31 17,179,814 13,474,364

21. SURPLUS ON REVALUATION OF ASSETS - net of tax

Fixed assets 21.1 1,783,607 1,787,259 Securities 21.2 84,646 (8,517)

1,868,253 1,778,742 21.1 Surplus on revaluation of fixed assets Surplus on revaluation of fixed assets at January 1 1,864,918 - Surplus on revaluation of fixed assets booked during the year - 1,866,744 Transferred to unappropriated profit in respect of incremental depreciation charged during the year (3,652) (2,809) Related deferred tax liability charged during the year (1,966) 983

1,859,300 1,864,918 Less: Related deferred tax liability on: Revaluation as on January 1 77,659 - Revaluation of fixed assets during the year - 78,642 Incremental depreciation charged during the year transferred to profit and loss account (1,966) (983)

75,693 77,659

1,783,607 1,787,259


2009 2008 Rupees in ‘000

21.2 Surplus / (Deficit) on revaluation of available-for-sale securities Federal Government Securities 119,543 (12,382) Quoted Shares 9,155 (521) Other Securities (1,441) -

127,257 (12,903) Less: Related deferred tax (liability) / asset (42,611) 4,386

84,646 (8,517)

22. CONTINGENCIES AND COMMITMENTS

22.1 Direct Credit Substitutes

Including guarantees and standby letters of credit serving as financial guarantees for loans and securities

(i) Government - - (ii) Financial Institutions - - (iii) Others 1,363,063 1,847,244

1,363,063 1,847,24422.2 Transaction-related Contingent Liabilities

Including performance bonds, bid bonds, warranties, advance payment guarantees, shipping guarantees and standby letters of credit related to particular transactions

(i) Government - 187,030 (ii) Financial Institutions 6,765,447 9,973,905

(iii) Others 3,812,264 4,792,978

10,577,711 14,953,913

22.3 Trade-related Contingent Liabilities

Letters of credit 2,617,103 13,768,699

22.4 Tax Contingencies

The income tax returns of the Bank have been submitted upto the tax year 2009. In assessing the taxable income of prior years, the Income Tax Department had disallowed provisions against non-performing advances and made certain other add backs against which the Bank had filed appeals in the Income Tax Appellate Tribunal (ITAT). These cases were decided in favour of the Bank by CIT and ITAT. However, the Income Tax Department has filed appeals in the High Court and in case of adverse outcome in the High Court, a liability amounting to Rs. 443 million may arise.

22.5 Commitments in respect of forward lending

The Bank makes commitments to extend credit in the normal course of its business but none of these commitments are irrevocable and do not attract any significant penalty or expense if the facility is unilaterally withdrawn.


2009 2008 Rupees in ‘000

22.6 Commitments in respect of forward exchange contracts

Purchase 46,014,898 45,819,801

Sale 12,705,878 19,986,494

22.7 Commitments for the acquisition of operating fixed assets 1,280 54,866 22.8 Other commitments

Interest rate and foreign currency derivative contracts (notional) 78,667,516 79,428,271

23. DERIVATIVE INSTRUMENTS

The Bank is an Authorized Derivative Dealer (“ADD”) of the SBP. The purpose of the derivative business of the Bank is to provide risk solutions for the clients of the Bank and to hedge and manage the risks in its own books. The Bank currently deals in Interest Rate and Cross Currency derivatives with clients.

The Bank’s Group Risk Management (GRM) function is independent from the Business Line. GRM reviews Credit Risks, Market Risks and other risks associated with a transaction or area of activity and assigns Limits within which the transaction / area of activity can be carried out. Adherence to these Limits is ensured through independent Monitoring and Control functions.

Derivative Risk Management There are a number of risks undertaken by the Bank, which need to be monitored and assessed. Major risks

associated with derivatives are market risk and credit risk. The Bank uses internal models to measure and manage these risks.

Market Risks The authority for approving policies and limits rests with GRM, via the Global Risk Committee (GRC). Limit approval

process is further delegated to specialized Risk Management Committees (RMC) by the GRC. For each location’s derivatives business, the relevant committee approves limits and products, as well as reviews the activity through periodic portfolio reviews. The most important measures used to manage market risks are Delta, Value at Risk and OCP. These measures are calculated through the relevant systems.

Credit Risk There are two types of credit risk (Settlement and Pre-Settlement risk) that are associated with derivatives

transactions and monitored on a regular basis. GRM sets the policies and limits for counterparty risk based on internal ratings model. The significant measures used to manage credit risk are MDDR and OBSI respectively.

Liquidity Risk Liquidity risk is managed as part of the overall liquidity risk of the Bank. Asset and Liability Management The business line follows its business plans and profit targets while managing exposures within the pre-approved

limits. The local trading desk works under guidance of the Regional Trading desk of RBS.

The Trading desk closes its cash positions with the Banking book. The asset and liability implications of derivatives business are therefore managed within the overall asset and liability management limits.


23.1 Product Analysis 2009 2008

Interest Rate and Interest Rate and Cross Currency Swaps Cross Currency Swaps

Counterparties No. of Notional No. of Notional Contracts Principal Contracts Principal Rs. in ‘000 Rs. in ‘000

With Banks for Hedging 41 28,151,344 30 30,600,235 Market Making - - - -

With other entities for Hedging - - - - Market Making 94 50,516,172 70 48,828,037

Total Hedging 41 28,151,344 30 30,600,235 Market Making 94 50,516,172 70 48,828,037

135 78,667,516 100 79,428,272

23.2 Maturity Analysis Interest Rate Swaps and Cross Currency Swaps

2009 Remaining No. of Notional Mark to Market Maturity Contracts Principal Negative Positive Net Rupees in ‘000

Upto I month - - - - - 1 to 3 months - - - - - 3 to 6 months 4 1,073,238 (5,617) 16,416 10,799 6 month to 1 Year 5 3,515,652 (440,448) - (440,448) 1 to 2 Year 29 8,755,103 (1,409,416) 264,559 (1,144,857) 2 to 3 Years 23 6,589,636 (587,685) 79,513 (508,172) 3 to 5 Years 60 51,615,713 (3,421,272) 202,548 (3,218,724) 5 to 10 years 14 7,118,174 - 659,651 659,651

135 78,667,516 (5,864,438) 1,222,687 (4,641,751)

2008 Remaining No. of Notional Mark to Market Maturity Contracts Principal Negative Positive Net Rupees in ‘000

Upto I month - - - - - 1 to 3 months 2 858,962 (866,508) 762,595 (103,913) 3 to 6 months - - - - - 6 month to 1 Year 5 5,060,297 (41,808) 27,657 (14,151) 1 to 2 Year 8 5,595,264 (405,045) 157,191 (247,854) 2 to 3 Years 28 11,623,645 (1,635,551) 437,434 (1,198,117) 3 to 5 Years 42 19,819,959 (2,224,451) 210,766 (2,013,685) 5 to 10 years 15 36,470,145 (1,445,156) 310,670 (1,134,486)

100 79,428,272 (6,618,519) 1,906,313 (4,712,206)


2009 2008 Rupees in ‘000

24. MARK-UP / RETURN / INTEREST EARNED On loans and advances to: Customers 8,325,086 9,030,223 Financial Institutions 36,648 51,067 On Investments in: Held for Trading Securities 72,816 7,262 Available for sale securities 2,960,015 1,409,414

3,032,831 1,416,676 On deposits with financial institutions 45,724 171,433 On securities purchased under resale agreements 143,111 820,487

11,583,400 11,489,886 25. MARK-UP / RETURN / INTEREST EXPENSED Deposits 4,833,122 4,551,546 Securities sold under repurchase agreements 159,236 161,559 Other short term borrowings 1,246,141 799,259 Long term borrowings 147,346 135,641

6,385,845 5,648,005 26. GAIN / (LOSS) ON SALE OF SECURITIES Federal Government Securities Market treasury bills 32,009 1,052 Pakistan investment bonds 87,011 (13,248)

119,020 (12,196)27. OTHER INCOME Rental income 7,545 17,988 Gain / (Loss) on sale of operating fixed assets 10,615 (64,818) Income on interest rate and cross currency derivatives contracts 984,035 1,221,710 Others 18,031 3,193

1,020,226 1,178,073 Note 2009 2008 Rupees in ‘000 (Restated)

28. ADMINISTRATIVE EXPENSES Salaries, allowances, etc. 2,890,682 3,237,232 Charge for defined benefit plan - gratuity 35.5 92,381 89,676 Contribution to defined contribution plan - provident fund 89,948 96,514 Non-executive directors’ fees, allowances and other expenses 2,601 2,245 Rent, taxes, insurance, electricity, etc. 596,117 636,885 Legal and professional charges 39,424 59,328 Communications 336,664 439,770 Repairs and maintenance 457,622 409,306 Commission and brokerage 15,090 7,864 Stationery and printing 90,850 191,230 Advertisement and publicity 151,038 280,361 Auditors’ remuneration 28.1 10,225 6,556 Depreciation 11.2 485,584 417,189 Amortization 11.3 70,285 56,511 Staff training 7,288 25,037 Travel expenses 42,622 101,618 Sundry automation expenses 30,953 39,812 Others 387,281 423,629

5,796,655 6,520,763


2009 2008 Rupees in ‘000

28.1 Auditors’ remuneration Audit fee 2,500 2,200 Special certifications, foreign reporting, half yearly review and sundry advisory services 7,125 3,800 Out-of-pocket expenses 600 556

10,225 6,556 2009 2008 Rupees in ‘000 (Restated)

29. OTHER PROVISIONS / WRITE-OFFS

Provision against other assets (net of reversals) 8,073 30,362 Note 2009 2008 Rupees in ‘000

30. OTHER CHARGES Penalties imposed by State Bank of Pakistan 112,987 402 Other operational losses 22,816 12,208

135,803 12,610 31. TAXATION For the year Current 72,037 1,064,870 Deferred (144,356) (1,193,768)

(72,319) (128,898)

For prior years (487,900) 88,000

(560,219) (40,898) 31.1 Relationship between tax expense and accounting loss

Loss before taxation (1,898,273) (558,557) Tax at the applicable tax rate of 35% (2008: 35%) (664,395) (195,495) Tax effect of items that are not included in determining taxable profit 520,039 52,641 Tax effect of income chargeable at lower rate 174 177 Minimum Tax on Turnover 71,863 - Tax effect of prior year adjustments 31.1.1 (487,900) 88,000 Others - 13,779

Net tax (reversal) / charge for the year (560,219) (40,898)

31.1.1 These include reversal of tax liability for the year ended December 31, 2008 (tax year 2009) on the basis of changes introduced in Seventh Schedule to Income Tax Ordinance 2001 through Finance Act 2009.


2009 2008 Rupees in ‘000

32. EARNINGS PER SHARE - BASIC AND DILUTED

Loss for the year (1,338,054) (517,659) Number in ‘000 (Restated)

Weighted average number of Ordinary shares 1,672,017 1,382,438 Rupee Rupees

(Restated)

Earnings per share - basic and diluted (0.80) (0.38)

2009 2008 Rupees in ‘000 33. CASH AND CASH EQUIVALENTS Cash and Balance with Treasury Banks 6 6,456,119 8,578,315 Balance with other banks 7 1,803,273 1,528,817 Overdrawn nostro and other accounts 16.2 (10,134) (306,935)

8,249,258 9,800,197 2009 2008 Number 34. STAFF STRENGTH Permanent 1,640 1,858 Temporary/on contractual basis 3 2

Bank’s own staff strength at end of the year 1,643 1,860 Out sourced 1,514 2,199

Total Staff Strength 3,157 4,059 35. DEFINED BENEFIT PLAN 35.1 General description Benefits under the defined benefit plan (i.e. gratuity) are payable to all confirmed employees, totaling 1,643

(2008:1,860), on retirement at the age of 60 years or earlier cessation of service, in lump sum. The benefit is equal to one month’s last drawn basic salary for each year of eligible service or part thereof, subject to minimum of five years service.

The latest actuarial valuation was carried out using the “Projected Unit Credit Actuarial Cost method” as at

December 31, 2009.


2009 2008

35.2 Principal actuarial assumptions The principal actuarial assumptions used as at the balance sheet date are:

Discount rate 12.75% 15% Expected rate of return on plan assets 12.75% 15% Expected long term salary increase rate 12.75% 15% 2009 2008 Rupees in ‘000

35.3 Reconciliation of payable to defined benefit plan

Present value of defined benefit obligations 435,612 397,704 Fair value of plan assets (333,445) (260,545) Net actuarial gains or losses not recognized (93,005) (117,611)

9,162 19,548 35.4 Movement in payable to defined benefit plan Opening balance 19,548 15,372 Adjusment (8,393) - Charge for the year 92,381 89,676 Contribution to fund made during the year (94,374) (85,500)

Closing balance 9,162 19,548 35.5 Charge for defined benefit plan Current service cost 67,095 58,805 Interest cost 61,916 43,186 Expected return on plan assets (42,618) (28,371) Past service cost - 9,693 Amortization of actuarial loss 5,988 6,363

92,381 89,676

35.6 Actual return / (loss) on plan assets 21,370 (3,513) 35.7 Movement in the present value of defined benefit obligation Opening balance 397,704 413,818 Current service cost 67,095 58,804 Interest cost 61,916 43,186 Actuarial gain on obligation (41,950) (61,604) Benefits paid during the year (49,153) (56,500)

Closing balance 435,612 397,704 35.8 Movement in fair value of plan assets Opening balance 260,546 258,285 Expected return on plan assets 42,618 28,372 Actuarial loss on plan assets (14,940) (55,111) Contribution for the year 94,374 85,500 Benefits paid during the year (49,153) (56,500)

Closing balance 333,445 260,546


35.9 Five year data on surplus / deficit of the plan and experience adjustments 2009 2008 2007 2006 2005 Rupees in ‘000

Present value of defined benefit obligation 435,614 397,704 413,818 274,027 203,147 Fair value of plan assets 333,445 260,546 258,285 214,825 179,967

Deficit 102,169 137,158 155,533 59,202 23,180 Experience gain / (loss) on obligation 41,950 61,604 (63,840) (31,858) (5,271) Experience (loss) / gain on plan assets (14,940) (55,111) (2,588) (8,057) 5,794 35.10 Composition of fair value of plan assets 2009 2008

Rupees in ‘000 Rupees in ‘000 Debt Instruments 84,598 25% 107,089 41% Mutual Fund investments and cash at bank 248,846 75% 153,457 59%

Fair Value of total plan assets 333,444 100% 260,546 100%

36. DEFINED CONTRIBUTION PLAN

The Bank operates an approved funded provident fund scheme for all permanent employees, totaling 1,643 (2008: 1,860), administered by a Board of Trustees. Equal monthly contributions are made by the Bank and its employees to the fund at the rate of 10% (2008: 10%) per annum of the basic salaries of the employees.

37. COMPENSATION OF CHIEF EXECUTIVE AND EXECUTIVES

President/ Directors Executives Chief Executive

2009 2008 2009 2008 2009 2008 Rupees in ‘000

Managerial remuneration 48,430 44,758 - - 556,607 655,999 Cash settled share based payments - - - - 6,422 3,159 Charge for defined benefit plan 1,399 1,363 - - 45,153 35,003 Contribution to defined contribution plan 1,680 1,636 - - 54,205 42,020 Rent and house maintenance 6,720 5,459 - - 235,088 178,520 Utilities 1,680 1,415 - - 54,732 42,434 Medical - 23 - - 12,900 8,954 Fee - - 2,601 2,245 - - Others - 306 - - 342,290 200,873

59,909 54,960 2,601 2,245 1,307,397 1,166,962 Number of persons 1 2 7 7 465 357

37.1 Executive means employee, other than the Chief Executive and directors, whose basic salary exceeds five hundred thousand rupees in a financial year. The Chief Executive and executives are provided with free use of company maintained cars in accordance with their entitlements.


38. FAIR VALUE OF FINANCIAL INSTRUMENTS

Fair value is the amount for which an asset could be exchanged, or a liability settled, between knowledgeable willing parties in an arm’s length transaction. Consequently differences can arise between carrying values and the fair values and the fair value estimates.

Underlying the definition of fair value is the presumption that the Bank is a going concern without any intention or requirement to curtail materially the scale of its operations or to undertake a transaction on adverse terms.

The fair value of investments in Term Finance Certificates and Federal Government securities are based on quoted market prices and PKRV rates, respectively. Fair value of unquoted equity investments is determined on the basis of lower of cost and breakup value of these investments as per the latest available financial statements.

Fair value of fixed term loans, other assets, other liabilities, fixed term deposits, cannot be calculated with sufficient reliability due to absence of current and active market for such assets and liabilities and reliable data regarding market rates for similar instruments. The provision for non-performing advances has been calculated in accordance with the Bank’s accounting policy as stated in note 5.4.

The maturity and repricing profile and effective rates are stated in notes 43.3.2 and 43.4.1, respectively. In the opinion of the management, the fair value of the remaining financial assets and liabilities are not significantly

different from their carrying values since assets and liabilities are either short term in nature or, in the case of customer loans and deposits, are frequently repriced.

39. SEGMENT DETAILS WITH RESPECT TO BUSINESS ACTIVITIES

The segment analysis with respect to business activity is as follows:- 2009

Corporate Trading & Retail Commercial Agency Finance Sales Banking Banking Services Total Rupees in ‘000

Total income (net of interest expense) 18,490 3,143,110 3,392,000 1,411,000 22,213 7,986,813

Administrative and other expenses 12,436 183,240 6,558,217 3,131,193 - 9,885,086

Net income / (loss) 6,054 2,959,870 (3,166,217) (1,720,193) 22,213 (1,898,273)

Segment assets (gross) - 36,439,833 23,089,589 41,467,074 - 100,996,496

Segment non performing loans - - 2,051,520 8,612,967 - 10,664,487

Segment provision required - 9,932 1,456,105 6,092,802 - 7,558,839

Segment liabilities - 17,585,074 49,741,235 17,306,586 - 84,632,895

Segment return on assets (ROA) (%) 8.63% 14.69% 3.40%

Segment Cost of funds (%) 3.59% 6.49% 6.15%

2008

Corporate Trading & Retail Commercial Agency Finance Sales Banking Banking Services Total

Rupees in ‘000

(Restated)

Total income (net of interest expense) 97,808 2,795,712 4,512,599 2,164,202 24,562 9,594,883

Administrative and other expenses 13,950 277,639 6,959,484 2,902,367 - 10,153,440

Net income / (loss) 83,858 2,518,073 (2,446,885) (738,165) 24,562 (558,557)

Segment assets (gross) - 30,907,053 29,546,072 53,371,578 - 113,824,703

Segment non performing loans - - 1,912,983 5,775,335 - 7,688,318

Segment provision required - 9,932 1,490,061 4,232,295 - 5,732,288

Segment liabilities - 13,765,854 59,417,960 24,853,897 - 98,037,711

Segment return on assets (ROA) (%) 9.05% 15.27% 4.05%

Segment cost of funds (%) 3.40% 4.15% 5.04%


40. TRUST ACTIVITIES The bank is not engaged in any significant trust activity. 41. RELATED PARTY TRANSACTIONS Related parties comprise the parent company and group companies outside Pakistan, retirement benefit plans,

directors and key management personnel of the Bank. These transactions were made on substantially the same commercial terms as those prevailing at the time for comparable transactions with unrelated parties and did not involve more than a normal amount of risk. There were no transactions with the key management personnel other than those under the terms of their employment.

Detail of transaction with the related parties, other than those which have been disclosed elsewhere in these

financial statements, are as follows: 2009 2008 Rupees in ‘000

Key management personnel

Advances

As at January 01 82,487 48,344 Given during the year 74,373 92,024 Repaid during the year (62,374) (57,881)

As at December 31 94,486 82,487 Deposits As at January 01 58,758 103,952 Received during the year 73,211 1,881,838 Withdrawn during the year (113,091) (1,927,032)

As at December 31 18,878 58,758

Mark-up / return / interest earned 648 2,489

Mark-up / return / interest expensed 1,449 827 Retirement benefit plans Deposits 708,025 117,894 Balances with parent company and group companies outside Pakistan as at December 31 Deposits and other balances taken 76,687 75,405 Deposits and other balances placed 1,555,135 1,346,448 Overdrawn nostros 72,462 293,355 Guarantees issued favoring related parties or on their behalf 5,512,344 8,749,426 Other contingencies and commitments 43,073,988 54,353,034 Advance against subscription for right shares - 3,705,450 The income and expense in respect of related parties, other than key management personnel, included in the financial statements are as follows: Mark-up / return / interest earned 17,072 337,530 Mark-up / return / interest expensed - 14,555


42. CAPITAL ASSESSMENT AND ADEQUACY

42.1 Scope of Applications

The Basel II Framework as prescribed by the SBP is applicable to the bank in the assessment of its capital adequacy requirement.

42.2 Capital Structure

The Bank’s regulatory capital is analyzed into two tiers.

Tier 1 capital, which includes fully issued, subscribed and paid up capital, advance against subscription for right shares, reserves as per the financial statements and net un-appropriated profits/accumulated losses, etc after deductions for deficit on revaluation of available for sale investments and intangible assets.

Tier 2 capital, which includes unsecured subordinated Term Finance Certificates, general provisions for loan losses (up to a maximum of 1.25 % of risk weighted assets), reserves on the revaluation of fixed assets and equity investments (up to a maximum of 45 % of the balance in the related revaluation reserves) and subordinated debt (up to a maximum of 50 %).

Tier 3 capital has also been prescribed by the SBP for managing market risk; however, the bank does not have any Tier 3 capital.

The required capital is achieved by the bank through:

(a) enhancement in the risk profile of asset mix at the existing volume level;

(b) ensuring better recovery management; and (c) maintain acceptable profit margins. Note 2009 2008 Rupees in ‘000 Regulatory Capital Base

Tier I Capital Shareholders capital 20 17,179,814 13,474,364

Advance against issue of right shares - 3,705,450 Reserves (6,395,647) (6,395,647) Accumulated loss (3,847,658) (2,508,205)

6,936,509 8,275,962 Less: Intangible assets (computer software) 11.3 (74,687) (130,896) Deficit on account of revaluation of investments held in AFS category 21.2 - (8,517)

Total Tier I Capital 6,861,822 8,136,549 Tier II Capital

Subordinated Debt (upto 50% of Total Tier I Capital) 479,136 639,104 General Provisions subject to 1.25% of Total Risk Weighted Assets 10.4 341,912 506,487 Revaluation Reserve (upto 45%) 802,181 804,646

Total Tier II Capital 1,623,229 1,950,237 Eligible Tier III Capital - -

Total Regulatory Capital Base 8,485,051 10,086,786


42.3 Capital Adequacy

Objectives of Managing Capital

Capital Management aims to ensure that there is sufficient capital to meet the capital requirements of the Bank as determined by the underlying business strategy and the minimum requirements of the SBP. The Capital Management process is governed by the Bank’s Asset & Liability Committee (ALCO). ALCO is responsible for managing Bank’s capital position vis-à-vis internal as well as regulatory requirements. ALCO also reviews the volume and mix of the Bank’s assets, liabilities and funding sources in light of liquidity, capital, risk and profitability considerations.

Banks capital management seeks:

- to comply with the capital requirements set by the regulators and comparable to the peers;

- to improve the liquidity of the bank’s assets to allow for an optimal deployment of the bank’s resources;

- to protect the bank against unexpected events and maintain strong ratings;

- to safeguard the bank’s ability to continue as a going concern so that it can continue to provide adequate return to shareholders;

- availability of adequate capital (including the quantum) at a reasonable cost so as to enable the bank to

expand; and

- to achieve low overall cost of capital with appropriate mix of capital elements.

Externally Imposed Capital Requirements

In order to strengthen the solvency of Banks / Development Financial Institutions (DFI), SBP through its BSD Circular No. 07 of 2009 dated April 15, 2009 has asked the Banks to raise their minimum paid up capital to Rs. 6 billion by the end of financial year 2009. Further, banks are required to increase their minimum paid up capital to Rs. 10 billion in a phased manner by the end of financial year 2013. The Bank has at present a paid-up capital (free of losses) amounting to Rs. 6.937 billion which has to be raised by the Bank to the above-mentioned level in a phased manner.

SBP through its BSD Circular No. 07 of 2009 dated April 15, 2009 has asked banks to achieve the minimum Capital Adequacy Ratio (CAR) of 10% latest by December 31, 2009. The capital adequacy ratio (CAR) of the Bank stands at 11.96% of its risk weighted exposures as at December 31, 2009.


42.4 Risk-Weighted Exposures

2009 2008

Capital Risk Weighted Capital Risk Weighted Requirements Assets Requirements Assets Rupees in ‘000

Credit Risk Bank exposure 165,073 1,650,728 221,385 2,767,309 Corporate exposure 2,649,839 26,498,392 3,041,772 38,022,149 Retail exposure 1,411,912 14,119,117 1,483,197 18,539,958 Residential mortgage exposure 156,296 1,562,959 149,321 1,866,514 Exposure for other assets 848,534 8,485,341 747,893 9,348,666

Total Credit Risk (A) 5,231,654 52,316,537 5,643,568 70,544,596 Market Risk Interest Rate Risk 154,900 1,936,244 76,633 957,913 Equity Position Risk - - - - Foreign Exchange Risk 24,391 304,883 29,727 371,588 Option Transactions - - - -

Total Market Risk (B) 179,291 2,241,127 106,360 1,329,501 Operational Risk (C) 1,311,650 16,395,625 1,161,800 14,522,500

TOTAL of A + B + C 70,953,289 86,396,597 Capital Adequacy Ratio Total regulatory capital base (Note 43.2) (A) 8,485,051 10,086,786 Total Risk Weighted Assets (Note 43.4) (B) 70,953,289 86,396,597 Capital Adequacy Ratio (A) / (B) 11.96% 11.67%

43. RISK MANAGEMENT Risk management is a process where management tries to limit the effect of risk by means of prevention,

containment and repair. An essential component of risk management is control measures. Control measures are measures that enable management to limit the negative consequences of uncertain events, which could affect the realization of the bank’s objectives.

Examples of control measures are: • Policies • Procedures • System controls • Individual self-control Banks’ risk management processes are designed to identify and analyze risks at an early stage to set and

monitor prudent limits, and to manage a volatile and rapidly changing business environment. Each of the bank’s departments analyses the risks involved in the transaction it originates, verifying that risks are compatible with their assigned limits, ensuring that they are properly managed.


At bank level, risks are managed through two principal directorates: • Bank Risk Management (GRM); and • Bank Asset and Liability Management (GALM). At country level, responsibility of the overall implementation of the risk policy lies with the Country Risk Officer

(CRO) and Country Financial Officer (CFO). GRM is responsible for the management of credit, country, market, operational and reputation risks. This risk

management function within the Country is headed by the CRO reporting to regional GRM. Asset and Liability Management: Asset and Liability Management (ALM) is a key financial and risk management discipline. It is about managing the

bank’s on and off balance sheet positions in such a way that the bank is able to offer competitively priced products to customers while at the same time maintaining an appropriate risk and reward profile that creates shareholders’ value. At country level, bank has an Asset and Liability Committee (ALCO). ALM function assists ALCO to manage Assets and Liability Management process in their specific areas of interest. The members of ALCO are drawn from the business, as well as from the finance and other functions.

The main responsibility of ALCO includes managing interest rate risk, liquidity management, defining the transfer

pricing policies at the country level. This function at country level is headed by Country Financial Officer.

43.1 Credit Risk The Bank is subject to credit risk through its lending and investing activities as well as in cases where its acts as

an intermediary on behalf of customers or other third parties or issues guarantees.

GRM is responsible for establishing the credit policies and the mechanisms, organization and procedures required to analyze, manage and control risk. In this respect, counterparty limits are set and an internal system of credit ratings is applied.

The Bank’s primary exposure to credit risk arises through its loans, credit facilities and guarantees issued. The Bank is also exposed to credit risk on various other financial assets including financial investments, call placements and derivatives used for hedging. The risk that counterparties might default on their obligations is monitored on an ongoing basis. For each transaction the Bank evaluates whether collateral and master netting agreement is required to mitigate the credit risk.

There are two types of credit risk (Settlement and Pre-Settlement risk) that are associated with derivatives transactions and monitored on a regular basis. GRM sets the policies and limits for counterparty risk based on internal ratings model. The significant measures used to manage credit risk are MDDR and OBSI.

Per party exposure limit is maintained in accordance with SBP Prudential Regulation R-1. The credit risk exposure on derivative assets held for trading is measured as the current positive replacement value plus the potential future changes in replacement value, taking into account master netting agreements with individual counterparties where they are enforceable in insolvency. For interest earning securities the amortized cost is included to reflect credit risk exposure.

The Bank creates specific loan loss provisions against non-performing commercial advances in accordance with Prudential Regulations issued by SBP. Specific and general loan loss provisions against non-performing consumer advances are created in accordance with SBP’s guidelines available to the Bank. Please refer note 10.4 for reconciliation in changes in Specific and General Loan loss provision.

Concentrations of credit risk (whether on or off balance sheet) that arise from financial instruments exist for counterparties when they have similar economic characteristics that would cause their ability to meet contractual obligations to be affected in a similar way by changes in economic or other conditions. As part of managing concentration risk, sector risk is managed on a portfolio basis. Please refer to note 43.1.1.1 for segment reporting.


The Bank is also conducting stress testing of existing portfolio, which includes all assets, i.e. advances as well as investments. This exercise is conducted on a semi-annual basis in line with regulatory requirement through assigning shocks to all assets of the Bank and assessing its resulting effect on capital adequacy.

As a matter of paramount importance the affairs of the clients enjoying credit facilities are carefully reviewed and reconsidered periodically. The facility review provides a timely signal of unfavorable developments in clients’ affairs and warns of dangers before the Bank is faced with undesirable positions. For this reason, all facilities of a continuing character are only approved until the next review date, unless otherwise agreed.

Credit administration tasks include the following: - Maintain Credit, Custody and Security documentation files, - Register Security and Collateral documents, - Tracking of covenants, - Verify signature requirements, - Administer facility fees/receipts/payments, - Load limits into credit system, and - Satisfy internal and external risk reporting requirements.

It is the Bank’s policy to reduce or mitigate credit risk on credit facilities or exposure, as much as possible, in a given commercial environment by securing credit facilities or exposure with collateral. To correctly asses the extent to which the collateral mitigates the credit risk the collateral must be valued according to a specified valuation method and documented and monitored. The legal mechanism by which collateral is pledged - and the Bank’s procedures ensures that the Bank has clear rights over the collateral and may liquidate, retain or take legal possession of it in a timely manner in the event of the default, insolvency or Bankruptcy or otherwise defined credit event set out in the transaction documentation, of the counterparty and, where applicable, of the custodian holding the collateral.

Management for non-performing loans The Bank has a Financial Risk and Recovery (FR&R) department, which is responsible for management of non-

performing loans. FR&R department undertakes restructuring/ rescheduling of problem loans as well as litigation both civil and criminal for collection of debts.

43.1.1 Segmental information Segmental Information is presented in respect of the class of business and geographical distribution of Advances,

Deposits, Contingencies and Commitments.


43.1.1.1 Segments by class of business 2009 Advances (Gross) Deposits Contingencies and Commitments

Rupees Percent Rupees Percent Rupees Percent in ‘000 in ‘000 in ‘000 Agriculture, forestry, hunting and fishing 846,261 1.51% 227,117 0.36% 104,230 0.72%Automobile and transportation equipment 255,623 0.46% 185,265 0.29% 101,325 0.70%Cement 127,189 0.23% 3,987 0.01% 23,381 0.16%Chemical and pharmaceuticals 3,835,158 6.85% 829,083 1.30% 568,677 3.91%Electronics and electrical appliances 1,202,495 2.15% 311,879 0.49% 161,977 1.11%Exports / imports - 0.00% 16,637 0.03% 656,492 4.51%Financial 77,786 0.14% 905,576 1.42% 6,752,479 46.38%Food & Allied 2,321,245 4.15% 437,995 0.69% 513,439 3.53%Footwear and leather garments 719,807 1.29% 105,143 0.17% 30,011 0.21%Individuals 14,572,499 26.05% 40,860,387 64.21% 63,550 0.44%Insurance - 0.00% 76,660 0.12% - - Mining and quarrying - - 1,479,351 2.32% 157,879 1.08%Power (electricity), gas, water, sanitary 1,981,343 3.54% 4,038,522 6.35% 1,329,580 9.13%Services - other than financials 1,294,565 2.31% 3,706,192 5.82% 299,616 2.06%Sugar - - 8,556 0.01% - - Textile 9,044,443 16.17% 736,197 1.16% 682,655 4.69%Transport, storage and communication 3,576,131 6.39% 1,957,696 3.08% 9,856 0.07%Wholesale and Retail Trade - 0.00% 1,751,264 2.75% 737,972 5.07%Others 16,096,072 28.76% 5,998,335 9.43% 2,364,758 16.25%

55,950,617 100% 63,635,842 100% 14,557,877 100% 2008 Advances (Gross) Deposits Contingencies and Commitments

Rupees Percent Rupees Percent Rupees Percent in ‘000 in ‘000 in ‘000 Segments by class of business Agriculture, forestry, hunting and fishing 800,173 1.09% 91,274 0.12% 158,208 0.52%Automobile and transportation equipment 1,098,365 1.49% 445,396 0.56% 461,657 1.51%Cement 854,266 1.16% 17,624 0.02% 2,878,731 9.42%Chemical and pharmaceuticals 5,395,063 7.34% 1,067,981 1.35% 4,029,409 13.18%Electronics and electrical appliances 405,586 0.55% 798,084 1.01% 229,981 0.75%Exports / imports - 0.00% - 0.00% 441,322 1.44%Financial 555,790 0.76% 1,805,575 2.28% 9,955,812 32.57%Food & Allied 4,018,110 5.46% 1,479,196 1.87% 1,125,880 3.68%Footwear and leather garments 845,451 1.15% 152,951 0.19% 52,318 0.17%Individuals 22,335,246 30.37% 43,336,051 54.78% 162,273 0.53%Insurance 189,154 0.26% 427,487 0.54% - - Mining and quarrying - - - - 1,400 0.00%Power (electricity), gas, water, sanitary 2,398,461 3.26% 8,051,398 10.18% 4,925,554 16.11%Services 2,045,029 2.78% 3,495,524 4.42% 431,486 1.41%Sugar - - 35,359 0.04% - - Textile 9,916,919 13.49% 793,101 1.00% 802,548 2.63%Transport, storage and communication 3,855,616 5.24% 4,515,800 5.71% 267,465 0.87%Wholesale and Retail Trade - 0.00% - 0.00% 1,459,948 4.78%Others 18,827,132 25.59% 12,589,904 15.92% 3,185,864 10.43%

73,540,361 100% 79,102,705 100% 30,569,856 100%


2009 Advances (Gross) Deposits Contingencies and Commitments

Rupees Percent Rupees Percent Rupees Percent in ‘000 in ‘000 in ‘000

43.1.1.2 Segment by sector Public/ Government - 0.00% 338,215 0.53% - 0.00% Private 55,950,617 100.00% 63,297,627 99.47% 14,557,877 100.00%

55,950,617 100.00% 63,635,842 100.00% 14,557,877 100.00% 2008 Advances (Gross) Deposits Contingencies and Commitments

Rupees Percent Rupees Percent Rupees Percent in ‘000 in ‘000 in ‘000

Segment by sector Public/ Government 244,422 0.33% 2,720,048 3.44% 192,516 0.63% Private 73,295,939 99.67% 76,382,657 96.56% 30,377,340 99.37%

73,540,361 100.00% 79,102,705 100.00% 30,569,856 100.00%

2009 2008

Classified Specific Classified Specific Advances Provisions Advances Provisions Held Held

Rupees in ‘000

43.1.1.3 Details of non-performing advances and specific provisions by class of business segment

Agriculture, forestry, hunting and fishing 135,704 22,756 27,462 13,000

Automobile and transportation equipment 132,117 124,885 36,837 36,261 Cement - - - - Chemical and pharmaceuticals 226,756 104,403 172,192 115,317 Electronics and electrical appliances 459,820 318,296 - - Exports/Imports - - - - Financial - - - - Food & allied 513,825 358,283 94,468 94,468 Footwear and leather garments 10,580 7,373 - - Individuals 1,196,074 660,170 1,543,866 1,218,040 Insurance - - - - Mining and quarrying - - - - Power (electricity), gas, water, sanitary 1,092,590 758,934 1,033,795 432,795 Services - other than financials 332,186 277,474 - - Sugar - - - - Textile 2,774,598 2,190,838 2,024,906 1,687,320 Transport, storage and communication 9,764 5,602 35,702 30,869 Wholesale and Retail Trade 855,446 354,335 - - Others 2,925,027 1,923,527 2,719,090 1,495,753

10,664,487 7,106,876 7,688,318 5,123,82343.1.1.4 Details of non-performing advances and specific provisions by sector Public/ Government - - - - Private 10,664,487 7,106,876 7,688,318 5,123,823

10,664,487 7,106,876 7,688,318 5,123,823


2009

Contingencies Loss before Total assets Net assets and taxation employed employed commitments Rupees in ‘000

43.1.1.5 Geographical Segment Analysis

Pakistan (1,898,273) 93,437,657 8,804,762 14,557,877 Asia Pacific (including South Asia) - - - -

(1,898,273) 93,437,657 8,804,762 14,557,877

2008

Contingencies Loss before Total assets Net assets and taxation employed employed commitments Rupees in ‘000

Pakistan 558,557 108,092,415 10,054,704 30,569,856 Asia Pacific (including South Asia) - - - -

558,557 108,092,415 10,054,704 30,569,856

43.2 Credit Risk - General Disclosure Basel II Specific

43.2.1 For credit risk, the bank has implemented the Standardized Approach for all the portfolios.

43.2.2 For the portfolios under the Standardized Approach, the bank has used the following ECAIs (External Credit Assessment Institutions) and ECAs (Export Credit Agencies):

- JCR VIS - PACRA - S&P - Moodys In addition, the following are the type of exposures for which the above-mentioned institutions and agencies are

used:

Types of Exposures and ECAI’s used

Exposures JCR-VIS PACRA S&P Moodys Fitch OTHER (Specify)

Corporate Yes Yes Yes Yes Yes Unrated

Banks Yes Yes Yes Yes Yes Unrated

Sovereigns Unrated

SME’s Unrated

Securitizations N/A

Others (Specify)


43.2.3 For exposure amounts after risk mitigation subject to the Standardized Approach, amount of bank outstanding (rated & unrated) in each risk bucket as well as those that are deducted are as follows:

Exposures Rating Amount Inflow / (outflow) Net amount

Category Outstanding Adjustments

Corporate Unrated 19,365,819 (3,305,244) 16,060,575

Rated 4,972,055 3,305,244 8,277,299

Banks Unrated - - -

Rated 2,680,298 - 2,680,298

PSEs Unrated - - -

Rated - - -

Total 27,018,172 - 27,018,172

43.2.4 Collateral and guarantees are used by the bank for credit risk mitigation (CRM). The amount and type of credit risk mitigation depends on the level of exposure and facility. Credit risk mitigation under applicable risk management policy and procedure guidelines are used in a consistent manner, also in order to meet operational requirements for their legal, practical and timely enforceability. These are supported by detailed processes and procedures for the ongoing management of each type of mitigant used.

The main types of collateral taken for CRM comprise of deposits/cash margins and government securities which results in full mitigation of credit risk concentration.

Guarantees and similar legal contracts are obtained particularly in support of credit extension to larger groups of companies. Guarantor counterparties include banks, parent company and associated companies. Creditworthiness is established for the guarantor prior to approval and eligibility as collateral.

For credit risk mitigation (CRM), the bank has used the Simple Approach as stipulated by the Regulatory Capital Framework for Basel II as prescribed by the SBP.

43.3 Market Risk Market risk is the risk of loss arising from movements in market variables including observable variables such as

interest rates, exchange rates and equity indices, and others which may be only indirectly observable such as volatilities and correlations. The Bank warehouses market risks for customer facilitation, and also positions itself in the financial markets for proprietary trading. The Bank’s policy is that all market risk taking activity is undertaken within approved market risk limits, and that the Bank’s standards / guiding principles are upheld at all times.

Market Risk Management is an independent control function with clear segregation of duties and reporting lines with the business-line. Its main responsibility is to ensure that the risk-taking units manage the Bank’s market risk exposure within a robust market risk framework and within the Bank’s risk appetite. The Bank’s standard systems are used to furnish senior trading and Market Risk staff with risk exposures. All trading activities and any business proposal that commit or may commit the Bank (legally or morally) to deliver risk sensitive products require approval by independent authorized risk professionals or committees, prior to commitment.

The chief sources of market risk are the Banking book, which consists of loans and deposits, and the trading book, which consists of proprietary trading positions. The chief risks run are FX, and Interest Rate risk. The Bank uses Internal Models approach to measure and manage these risks, primarily through OCP, Delta and VaR measures. VaR is calculated using a Historical Simulation based internal model.


43.3.1 Foreign Exchange Risk Foreign Exchange Risk is the risk of loss resulting from changes in exchange rates. Foreign exchange positions

are reported on a consolidated basis and limits are used to monitor exposure in individual currencies.

Treasury Department of the Bank is responsible for managing foreign exchange risk. The objective of foreign exchange risk management function is to minimize the adverse impact of foreign exchange assets and liabilities mismatches coupled with maximizing the earnings for the Bank within the prudent and regulatory limits set for the Bank. The Bank manages its foreign exchange risks by matching its foreign currency assets and liabilities. The net exposures are managed within the statutory limits i.e. Net Open Position (NOP) limits prescribed by the State Bank of Pakistan.

Positions arising on balance sheet items are generally hedged by foreign exchange contracts not included in the balance sheet. Hedging transactions are concluded on behalf of customers, as a hedge against the Bank’s own interest rate and currency exposure and, to a limited extent, the Bank’s proprietary foreign exchange dealings as these activities are of limited size.

2009

Assets Liabilities Off-balance Net foreign sheet items Currency exposure

Rupees in ‘000 Pakistan Rupee 88,138,462 72,160,367 (7,474,264) 8,503,831 United States Dollar 3,541,543 9,622,163 6,276,707 196,087 Great Britain Pound 1,247,008 1,277,075 39,555 9,488 Japanese Yen 7,559 5,134 3,443 5,868 Euro 436,258 1,567,941 1,162,577 30,894 Other currencies 66,827 215 (8,018) 58,594

93,437,657 84,632,895 - 8,804,762

2008

Assets Liabilities Off-balance Net foreign sheet items Currency exposure

Rupees in ‘000 Pakistan Rupee 100,921,302 84,443,173 (6,793,071) 9,685,058 United States Dollar 5,439,694 10,433,308 5,325,547 331,933 Great Britain Pound 1,302,230 1,296,350 (4,814) 1,066 Japanese Yen 391 64,925 66,606 2,072 Euro 353,996 1,799,781 1,443,840 (1,945) Other currencies 74,802 174 (38,108) 36,520

108,092,415 98,037,711 - 10,054,704


43.3.2 Mismatch of Interest Rate Sensitive Assets and Liabilities 2009

Exposed to Yield/ Interest risk

Effective Yield/ Total Upto Over 1 to Over 3 to Over 6 Over 1 to Over 2 to Over 3 to Over 5 to Above 10 Non-interest Interest 1 Month 3 Months 6 Monhts Months to 2 Years 3 Years 5 Years 10 Years Years bearing rate 1 Year financial instruments

Rupees in ‘000 On-balance sheet financial instruments Assets Cash and balances with treasury banks 0% 6,456,119 1,895,436 - - - - - - - - 4,560,683 Balances with other banks - 1,803,273 - - - - - - - - - 1,803,273 Lending to financial institutions 11.85% - 12.00% 800,000 - 300,000 500,000 - - - - - - - Investments 9.25% - 14.36% 27,357,638 8,766,871 8,766,871 8,766,871 1,022,312 - - - - - 34,713 Advances 2.0% - 24.26% 48,501,829 4,699,196 10,381,418 13,595,153 17,584,459 298,235 269,943 386,146 578,437 708,842 - Other assets - 2,042,782 - - - - - - - - - 2,042,782

86,961,641 15,361,503 19,448,289 22,862,024 18,606,771 298,235 269,943 386,146 578,437 708,842 8,441,451 Liabilities

Bills payable - 1,230,248 - - - - - - - - - 1,230,248 Borrowings 4% to 12.51% 11,372,358 6,354,609 3,686,772 1,058,605 46,704 76,021 68,486 53,595 27,566 - - Deposits and other accounts 0.1% - 13.4% 63,635,842 21,516,896 4,920,671 8,367,893 10,677,512 1,083,272 1,090,353 271,279 - - 15,707,966 Sub-ordinated loans 16.43% 798,560 - 798,560 - - - - - - - - Liabilities against assets subject - to finance lease - - - - - - - - - - - - Other liabilities - 7,530,392 29,884 3,456,286 1,921,339 - - - - - - 2,122,883

84,567,400 27,901,389 12,862,289 11,347,837 10,724,216 1,159,293 1,158,839 324,874 27,566 - 19,061,097

On-balance sheet gap 2,394,241 (12,539,886) 6,586,000 11,514,187 7,882,555 (861,058) (888,896) 61,272 550,871 708,842 (10,619,646) Off-balance sheet financial instruments Forward Lending - - - - - - - - - - - Forward exchange contracts-Purchases 46,014,898 - - - - - - - - - 46,014,898 Forward borrowings - - - - - - - - - - - Forward exchange contracts-Sales (12,705,878) - - - - - - - - - (12,705,878)

Off-balance sheet gap 33,309,020 - - - - - - - - - 33,309,020 Total Yield/Interest Risk Sensitivity Gap (12,539,886) 6,586,000 11,514,187 7,882,555 (861,058) (888,896) 61,272 550,871 708,842 Cumulative Yield/Interest Risk Sensitivity Gap (12,539,886) (5,953,886) 5,560,301 13,442,856 12,581,798 11,692,902 11,754,174 12,305,045 13,013,887

Yield / interest rate risk arises from the possibility that changes in interest rate will affect the value of financial instruments. Yield risk is the risk of decline in earnings due to adverse movement of the yield curve. The Bank is exposed to both interest rate risk and yield risk as a result of mismatch or gaps in the amounts of assets and liabilities and off-balance sheet instruments that mature or reprice in a given period. The Bank manages this risk by matching the repricing of assets and liabilities through risk management strategies. The position for on-balance sheet financial instruments is based on the earlier of contractual repricing or maturity date and for off-balance sheet instruments is based on settlement date. 43.3.2.1 Reconciliation of Assets and Liabilities exposed to Yield/Interest Rate Risk with Total Assets and Liabilities


Total financial assets as per 43.3.2 86,961,641 Add Non Financial Assets Operating fixed assets 4,445,682 Deferred tax assets 1,587,230 Other assets 443,104

Total assets as per balance sheet 93,437,657 Total financial liabilities as per 43.3.2 84,567,400 Add Non Financial Liabilities Other liabilities 65,495

Total liabilities as per balance sheet 84,632,895


2008

Exposed to Yield/ Interest risk

Effective Yield/ Total Upto Over 1 to Over 3 to Over 6 Over 1 to Over 2 to Over 3 to Over 5 to Above 10 Non-interest Interest 1 Month 3 Months 6 Monhts Months to 2 Years 3 Years 5 Years 10 Years Years bearing rate 1 Year financial instruments

Rupees in ‘000 On-balance sheet financial instruments Assets Cash and balances with treasury banks 0.90% - 3.60% 8,578,315 2,047,573 - - - - - - - - 6,530,742 Balances with other banks 1.50% - 1.85% 1,528,817 1,257,130 - - - - - - - - 271,687 Lending to financial institutions 13.00% - 14.50% 1,783,375 1,783,375 - - - - - - - - - Investments 9.10% - 14.00% 18,983,027 - 17,644,200 16,696 - 187,982 1,000,981 38,425 - 7,000 87,743 Advances 2.06% - 22.29% 67,910,051 9,501,108 13,243,730 18,538,422 24,248,470 182,247 344,660 322,607 556,777 972,030 - Other assets - 2,420,839 - - - - - - - - - 2,420,839

101,204,424 14,589,186 30,887,930 18,555,118 24,248,470 370,229 1,345,641 361,032 556,777 979,030 9,311,011 Liabilities Bills payable - 1,731,520 - - - - - - - - - 1,731,520 Borrowings 5.00% - 15.75% 8,195,773 3,031,287 3,226,987 1,233,860 4,218 - 182,108 57,996 152,382 - 306,935 Deposits and other accounts 5.00% - 16.30% 79,102,705 22,668,492 11,168,478 11,067,231 14,511,071 335,622 1,212,850 845,260 - - 17,293,701 Sub-ordinated loans 14.86% 798,880 - 160 - 160 199,680 199,680 399,200 - - - Other liabilities - 2,188,832 - - - - - - - - - 2,188,832

92,017,710 25,699,779 14,395,625 12,301,091 14,515,449 535,302 1,594,638 1,302,456 152,382 - 21,520,988

On-balance sheet gap 9,186,714 (11,110,593) 16,492,305 6,254,027 9,733,021 (165,073) (248,997) (941,424) 404,395 979,030 (12,209,977)

Off-balance sheet financial instruments Forward Lending - - - - - - - - - - - Forward exchange contracts-Purchases 45,819,801 - - - - - - - - - 45,819,801 Forward borrowings - - - - - - - - - - - Forward exchange contracts-Sales (19,986,494) - - - - - - - - - (19,986,494)

Off-balance sheet gap 25,833,307 - - - - - - - - - 25,833,307 Total Yield/Interest Risk Sensitivity Gap (11,110,593) 16,492,305 6,254,027 9,733,021 (165,073) (248,997) (941,424) 404,395 979,030

Cumulative Yield/Interest Risk Sensitivity Gap (11,110,593) 5,381,712 11,635,739 21,368,760 21,203,687 20,954,690 20,013,266 20,417,661 21,396,691

Yield / interest rate risk arises from the possibility that changes in interest rate will affect the value of financial instruments. Yield risk is the risk of decline in earnings due to adverse movement of the yield curve. The Bank is exposed to both interest rate risk and yield risk as a result of mismatch or gaps in the amounts of assets and liabilities and off-balance sheet instruments that mature or reprice in a given period. The Bank manages this risk by matching the repricing of assets and liabilities through risk management strategies. The position for on-balance sheet financial instruments is based on the earlier of contractual repricing or maturity date and for off-balance sheet instruments is based on settlement date. Reconciliation of Assets and Liabilities exposed to Yield/Interest Rate Risk with Total Assets and Liabilities


Total financial assets as per 43.3.2 101,204,424 Add Non Financial Assets Operating fixed assets 4,723,595 Deferred tax assets 1,490,856 Other assets 673,540

Total assets as per balance sheet 108,092,415 Total financial liabilities as per 43.3.2 92,017,710 Add Non Financial Liabilities Other liabilities 6,020,001

Total liabilities as per balance sheet 98,037,711


43.4 Liquidity Risk

A liquidity risk arises in a situation when Bank may be unable to fund its portfolio of assets at appropriate maturities and rates or may find itself unable to liquidate a position in a timely manner at a reasonable price.

The Bank holds capital to absorb unexpected losses, and manages liquidity to ensure that sufficient funds are

available to meet not only the known cash funding requirements but also any unanticipated ones that may arise. The Bank’s management is responsible for managing liquidity requirements under the supervision of Regional ALCO.

The Bank adheres to Group / Regional contingency funding plans in the event of drastic change in normal business activities. As regards committed credit facilities, Bank’s liquidity management process also involves assessing the potential effect of the contingencies inherent in these types of transactions on our normal sources of liquidity and finance.

43.4.1 Maturities of Assets and Liabilities

2009

Total Upto Over 1 to Over 3 to Over 6 Months Over 1 to Over 2 to Over 3 to Over 5 to Above 10 1 Month 3 Months 6 Monhts to 1 Year 2 Year 3 Years 5 Years 10 Year Year

Rupees in ‘000

Assets Cash and balances with treasury banks 6,456,119 6,456,119 - - - - - - - - Balances with other banks 1,803,273 1,803,273 - - - - - - - - Lendings to financial institutions 800,000 - 300,000 500,000 - - - - - - Investments 27,357,638 8,766,871 8,766,871 8,766,871 1,057,025 - - - - - Advances 48,501,829 4,027,661 6,848,229 6,560,467 12,606,845 3,353,919 7,381,915 2,196,849 3,487,044 2,038,900 Operating fixed assets 4,445,682 32,328 68,351 102,527 205,054 387,516 788,193 22,960 826,552 2,012,201 Deferred tax assets 1,587,230 26,453 52,908 79,361 158,723 317,446 317,446 634,893 - - Other assets 2,485,886 773,550 1,423,401 96,312 192,623 - - - - -

93,437,657 21,886,255 17,459,760 16,105,538 14,220,270 4,058,881 8,487,554 2,854,702 4,313,596 4,051,101 Liabilities Bills payable 1,230,248 1,230,248 - - - - - - - - Borrowings 11,372,358 6,354,609 3,686,772 1,058,605 46,704 76,021 68,486 53,595 27,566 - Deposits and other accounts 63,635,842 24,449,909 5,301,474 12,048,150 10,677,512 1,083,272 9,804,246 271,279 - - Subordinated loan 798,560 - 199,520 - 160 199,680 199,680 199,520 - - Liabilities against assets subject to finance lease - - - - - - - - - - Deferred tax liabilities - - - - - - - - - - Other liabilities 7,595,887 510,748 961,484 933,906 977,647 1,144,857 508,172 3,218,724 (659,651) -

84,632,895 32,545,514 10,149,250 14,040,661 11,702,023 2,503,830 10,580,584 3,743,118 (632,085) - Net assets 8,804,762 (10,659,259) 7,310,510 2,064,877 2,518,247 1,555,051 (2,093,030) (888,416) 4,945,681 4,051,101 Share capital 17,179,814 Reserves (6,395,647) Accumulated loss (3,847,658) Deficit on revaluation of assets 1,868,253

8,804,762

2008

Total Upto Over 1 to Over 3 to Over 6 Months Over 1 to Over 2 to Over 3 to Over 5 to Above 10 1 Month 3 Months 6 Monhts to 1 Year 2 Year 3 Years 5 Years 10 Year Year

Rupees in ‘000

Assets Cash and balances with treasury banks 8,578,315 8,578,315 - - - - - - - - Balances with other banks 1,528,817 1,528,817 - - - - - - - - Lendings to financial institutions 1,783,375 1,783,375 - - - - - - - - Investments 18,983,027 - 17,656,695 16,696 - 187,982 1,000,981 38,425 - 82,248 Advances 67,910,051 7,905,727 9,063,781 10,255,556 18,048,720 5,425,448 4,053,468 7,659,057 2,719,321 2,778,973 Operating fixed assets 4,723,595 36,850 73,700 110,551 221,101 314,183 315,492 541,974 389,533 2,720,211 Deferred tax assets 1,490,856 - 9,745 - 205,835 - 74,825 1,200,451 - - Other assets 3,094,379 817,114 1,817,662 129,851 259,702 35,025 35,025 - - -

108,092,415 20,650,198 28,621,583 10,512,654 18,735,358 5,962,638 5,479,791 9,439,907 3,108,854 5,581,432 Liabilities Bills payable 1,731,520 1,731,520 - - - - - - - - Borrowings 8,195,773 3,338,222 3,226,987 1,233,860 4,218 - 182,108 57,996 152,382 - Deposits and other accounts 79,102,705 24,781,293 14,758,261 15,448,530 21,720,889 335,622 1,212,850 845,260 - - Subordinated loan 798,880 - 160 - 160 199,680 199,680 399,200 - - Deferred tax liabilities - - - - - - - - - - Other liabilities 8,208,833 2,345,103 4,678,064 395,222 790,444 - - - - -

98,037,711 32,196,138 22,663,472 17,077,612 22,515,711 535,302 1,594,638 1,302,456 152,382 -

Net assets 10,054,704 (11,545,940) 5,958,111 (6,564,958) (3,780,353) 5,427,336 3,885,153 8,137,451 2,956,472 5,581,432

Share capital 13,474,364 Reserves (6,395,647) Accumulated loss (2,508,205) Advance against subscription for right shares 3,705,450 Deficit on revaluation of assets 1,778,742

10,054,704


43.5 Operational Risk Operational Risk is the risk of losses resulting from inadequate or failed internal processes, human behavior and

systems or from external events. This risk includes operational risk events such as IT problems, shortcomings in the organizational structure, missing or inadequate internal controls, human errors, frauds and external threats.

Structure and Reporting Country Operational Risk Management (ORM), which administers and manages country wide ORM activities,

reports to the Country Risk Office which is part of Bank’s Group Risk Management. Country ORM prepares and submits to Management a monthly ORM report.

Bank uses the following tools to manage its Operational Risk: Risk Self Assessment: A structured approach that helps management to identify, assess risks and take actions to mitigate risks that are

identified as unacceptable. Risks are assessed with the assistance of facilitators, who are usually Operational Risk Management staff.

Operational Risk Approval Process (ORAP): A change management exercise that aims to structurally identify, assess and approve operational, legal and

reputation risks arising from the introduction of new products, processes, activities, systems or significant changes in the organization set-up.

Corporate Loss Database (CLD): A web based database that allows for the systematic registration of operational risks losses. CLD is the primary

source used for Bank’s operational risk loss data analysis and reporting at group level.

Key Risk Indicators: An approach used to indicate possible changes in the operational risk profile. Key risk indicators allow for a trend

analysis over time and trigger actions if required.

Business Continuity and IT controls/system security. Business Continuity Management (BCM) is a holistic process that incorporates the following functional areas:

• BCM strategy • Crisis Management • Business Impact Analysis • Business Continuity Risk Assessment • Business Process Continuity Planning • Technology Continuity Planning • Property Continuity Planning • Call Tree Tests BCM policies minimize negative impacts of any events that might endanger the continuity of the bank’s processes

but not necessarily eliminate them. While an effective BCP program is the responsibility of all Line Managers, the same is administered by a dedicated unit. This unit on an annual basis, reviews, updates and documents the Bank’s business continuity standard operating procedures. These are compiled in a BCP plan document which is updated every year based on organizational change regarding logistics, systems, critical staff and business needs.

Information Security at the bank is defined by Confidentiality, Integrity and Availability of information; key steps taken to ensure the aforesaid elements of Information Security are Security User Matrix, Periodical ID reviews and password changes, Dual control policy, Encryption, Processing up-gradations.


43.5.1 Operational Risk -Disclosure Basel II Specific The Bank adopts the Basic Indicator Approach (BIA) for calculating operational risk capital charge under Basel II

framework. The capital charge is calculated by multiplying the average positive annual gross income of the Bank over the past three years by a fixed percentage of 15%.

44. ACCOUNTING ESTIMATES AND JUDGMENTS The preparation of financial statements in conformity with approved accounting standards requires the use of

certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the bank’s accounting policies. Estimates and judgments are continually evaluated and are based on historic experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to accounting estimates are recognized in the period in which the estimate is revised and in any future periods affected.

In the process of applying the bank’s accounting policies, management has made the following estimates and judgments which are significant to the financial statements:

(a) classification of investments (Note 5.3); (b) determining the residual values and useful lives of property and equipment (Note 5.5); (c) impairment (Note 5.7); (d) recognition of taxation and deferred tax (Note 5.8); (e) provisions (Note 5.9); (f) accounting for post employment benefits (Note 5.11); and (g) valuation of derivatives (Note 5.17.2). 45. CREDIT RATING PACRA has determined the bank’s short term credit rating at (A1+) and long term credit rating at (AA).

46. DATE OF AUTHORIZATION These financial statements were authorized for issue on March 03, 2010 by the Board of Directors of the Bank. 47. GENERAL 47.1 Comparative information has been reclassified and re-arranged wherever necessary to facilitate the comparison.

Significant reclassification include the following: 47.2 From To 2008 Rupees in ‘000

Administrative expenses Other provisions /write-offs 22,093 Other assets 312,963

Other assets Investments 6,248 47.3 These financial statements have been prepared in accordance with the revised form of annual financial statements

of the Bank issued by the State Bank of Pakistan through its BSD Circular No. 4 dated February 17, 2006.

47.4 Figures have been rounded off to the nearest thousand rupees.



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Islamic Banking Business Annexure-2

2009 2008 Rupees in ‘000

The Bank is operating 03 Islamic banking branches at the end of current year.

Assets Cash and balances with treasury banks 120,272 63,056 Balances with and due from financial institutions - - Investments 588,089 50,000 Financing and receivables - net off specific provision - Morabaha 365,832 332,278 - Ijara 51,457 82,178 - Musharaka - - - Diminishing musharaka 391,325 286,833 - Salam - - - Other Islamic modes - - - General provision (5,310) (3,705) Other assets 158,150 143,894

Total Assets 1,669,815 954,534

Liabilities Bills payable 786 1,743 Due to financial institutions 500,000 - Deposits and other accounts - - - Current accounts 158,899 141,344 - Saving accounts 162,766 106,940 - Term deposits 463,568 296,428 - Others 18,906 24,208 - Deposit from financial institutions - remunerative - - - Deposits from financial institutions - non-remunerative - - Due to head office 210,000 160,000 Other liabilities 50,162 82,518

1,565,087 813,181

Net assets 104,728 141,353 Represented by Islamic Banking Fund 308,000 270,000 Reserves - - Unappropriated loss (211,780) (128,647)

96,220 141,353 Surplus on revaluation of assets 8,508 -

104,728 141,353

Remuneration to Shariah Advisor 1,740 3,320 CHARITY FUND Opening Balance 1,686 1 Additions during the period 5,568 1,685 Payments / Utilization during the period (1,686) -

Closing Balance 5,568 1,686


Islamic Banking Business Annexure-2

2009 2008 Rupees ‘000

Mark-up/return/interest earned 155,663 73,447 Mark-up/return/interest expensed 96,933 44,515

Net Mark-up/ Interest Income 58,730 28,932 Provision against non-performing loans and advances 7,176 19,123 Provision for diminution in the value of investments - - Bad debts written off directly 2,140 - 9,316 19,123

Net Mark-up/ Interest Income after provisions 49,414 9,809 NON MARK-UP/INTEREST INCOME

Fee, commission and brokerage income 4,295 3,602 Dividend income - - Loss from dealing in foreign currencies (31) (643) Other Income - (41)

Total non-markup/interest Income 4,264 2,918

53,678 12,727 NON MARK-UP/INTEREST EXPENSES

Administrative expenses (135,046) (91,381) Other provisions/write-offs - - Other charges (1,765) (8)

Total non-markup/interest expenses (136,811) (91,389)

LOSS BEFORE TAXATION (83,133) (78,662) Taxation - Current - - - Prior year - - - Deferred - -

- -

LOSS AFTER TAXATION (83,133) (78,662) Unappropriated profit brought forward (128,647) (49,985)

ACCUMULATED LOSS CARRIED FORWARD (211,780) (128,647)


Number of Shareholding Total Number of Percentage of

Shareholders From To Share Held Total Capital

777 1 100 37,215 0.0022

1,620 101 500 465,244 0.0271

790 501 1000 635,921 0.0370

2,108 1001 5000 3,990,943 0.2323

147 5001 10000 1,062,276 0.0618

45 10001 15000 554,960 0.0323

29 15001 20000 500,512 0.0291

14 20001 25000 314,218 0.0183

7 25001 30000 185,448 0.0108

3 30001 35000 99,473 0.0058

2 35001 40000 77,100 0.0045

1 40001 45000 44,821 0.0026

3 45001 50000 142,647 0.0083

4 55001 60000 230,001 0.0134

1 60001 65000 64,000 0.0037

1 65001 70000 65,061 0.0038

1 70001 75000 74,850 0.0044

2 95001 100000 200,000 0.0116

1 110001 115000 111,198 0.0065

1 125001 130000 126,362 0.0074

1 150001 155000 153,600 0.0089

1 230001 235000 234,939 0.0137

1 1500001 1505000 1,502,711 0.0875

1 1707105001 1707110000 1,707,107,891 99.3671

5,561 1,717,981,391 100.0000

Pattern of Shareholdings as on December 31, 2009


Category of shareholdingas on December 31, 2009

S.No. Category

No. of Shares %age of

shareholders held Capital

1 Individuals 5,457 8,702,117 0.5065 2 Investement Companies 10 78,446 0.0046 3 Insurrance Companies 2 1,509,817 0.0879 4 Joint Stock Companies 77 492,679 0.0287 5 Financial Instituations 9 1,707,165,982 99.3705 6 Modaraba Companies 2 15,765 0.0009 7 Mutual Fund 4 16,585 0.0010

TOTAL 5,561 1,717,981,391 100.0000

Associated Companies, Undertakings and Related Parties Nil Nil NIT & ICP INVESTMENT CORPORATION OF PAKISTAN 200 0.0000 Directors, CEO and their Spouse and minor Children Nil Nil Executive 13,570 0.0008 Banks, Development Finance institutions, Non-Banking Finance Institutions, Insurance Companies, Modarabas and Mutual Funds 1,709,343,274 99.4972 Public sector companies & corporations Nil Nil Shareholders holding ten percent or more voting interest M/s. ABN AMRO N.V Amsterdam 1,707,107,891 99.3671

Disclosure to pattern of shareholding as on December 31, 2009

Shares %age of

held Capital


KARACHI Main Branch16, Abdullah Haroon Road. UAN: (021) 111-11-22-33Fax: (021) 3568 3432

Abdullah Haroon RoadState Life Building No. 11, Abdullah Haroon Road. Tel: (021) 3568 4525, 3568 2639 & 3568 3981Fax: (021) 3568 3975

I. I. Chundrigar RoadNadir House, I.I.Chundrigar Road. Tel: (021) 3241 8487, 3241 8300 - 9Fax: (021) 3241 8485

Zamzama13 - C, 7th Zamzama Commercial Lane, Phase V, D.H.A.Tel: (021) 3587 5323, 3587 5401Fax: (021) 3587 5404

DefenceWorld Business Centre, Main Korangi Road, Phase I, D.H.A. Tel: (021) 3580 5182, 3580 5170 - 9 Fax: (021) 3580 5180

Shahrah-e-FaisalProgressive Centre, Shahrah - e - Faisal. Tel: (021) 3438 9573 - 7Fax: (021) 3453 5170

Shaheed-e-Millat Road - Islamic BankingSNP, A / 6 - A 1, Commercial Area, Karachi Cooperative Housing Society Union Ltd., Union Area, Shaheed - e - Millat Road.Tel: (021) 3431 2585, 3439 8355 - 7Fax: (021) 3431 1658

Cloth MarketCloth Market, New Naham Road, Off M. A. Jinnah Road.Tel: (021) 3247 2704, 3247 2616 - 9 Fax: (021) 3247 2595

BRANCHNETWORK


Jodia BazarNP 12 / 74, Mohammad Shah Street, Jodia Bazar. Tel: (021) 3253 3976, 3252 2225 - 9 Fax: (021) 3252 2224

Khy-e-Shahbaz43 - C, Khayaban-e-Shahbaz,Phase V, D.H.A.Tel: (021) 3534 2388, 3534 2364 - 8 Fax: (021) 3534 2387

North KarachiNimra Corner, Sector 12-A, Industrial Area, North Karachi.Tel: (021) 3695 8456, 3692 0621 -5 Fax: (021) 3695 6237

Paper Market Shahrah-e-Liaquat, Paper Market. Tel: (021) 3221 3940, 3221 3946 - 7Fax: (021) 3221 3941 DhorajiSana Pride, 35/244, CP & Berar Cooperative Housing Society, Dhoraji.Tel: (021) 3413 6551, 3413 1421 - 3Fax: (021) 3413 6550

S.I.T.E.Plot No. B / 9 - B - 2, Estate Avenue, S.I.T.E.Tel: (021) 3256 9772, 3256 9934 - 43Fax: (021) 3256 9771

North Nazimabad - Block GAlmas Square, Plot No. SD - 5, Block G, North Nazimabad. Tel: (021) 3664 8441, 3664 8750 - 1Fax: (021) 3664 8440

MetrovilleST-15, Block-3, Metroville I, S.I.T.E.Tel: (021) 3666 1300Fax: (021) 3666 2774

Marriot RoadG/5-7, St. No. MR-1, Survey No. 54. Tel: (021) 3241 4093, 3241 2803 - 7Fax: (021) 3241 4095

Gulshan-e-Iqbal - Block 6FL-2/4, Block 6. Tel:(021) 3481 9741, 3481 9572 - 6Fax: (021) 3481 9744

Federal B AreaC-25, Block 17.Tel: (021) 3680 0693, 3680 0342 - 3Fax: (021) 3680 0344

Gulistan-e-JauherBilly’s Heights, KDA Scheme No.36.Tel: (021) 3402 6833, 3402 6826 - 30Fax: (021) 3402 6832Kh-e-Itehad8-C, Itehad Commercial Lane 9, Phase VI, D.H.A. Tel: (021) 3535 0274, 3535 0268 - 72Fax: (021) 3535 0275

Tipu Sultan RoadPlot No.110, Zonal Commercial Area, Banglore Cooperative Housing Society.Tel: (021) 3430 1181 - 85Fax: (021) 3430 1187 Defence22/C, Lane 2, Shahbaz Commercial, Phase V, D.H.A.Tel: (021) 3585 4460Fax: (021) 3585 5131UAN: (021) 111-111-338

Gulshan-e-Iqbal - KDA Scheme No. 24SB-25, Block 13/C, KDA Scheme No. 24, University Road.Tel: (021) 3499 2055Fax: (021) 3497 2270UAN: (021) 111-335-335

Shaheed-e-Millat72-A/Z, Block 7/8, Al-Riaz Cooperative Housing Society.Tel: (021) 3431 1950Fax: (021) 3431 0749, 3438 2583UAN: (021) 111-321-321

North Nazimabad - Block DD4, Block D, North Nazimabad.Tel: (021) 3672 1601 - 5, 3672 1640Fax: (021) 3672 1614

Korangi - Islamic BankingKM Centre, 130, 130/1, Main Korangi Road, Phase I, D.H.A.Fax: (021) 3531 1441UAN: (021) 111-11-71-72


LAHORE

Main Branch310, Upper Mall, Shahrah-e-Quaid-e-Azam. Fax: (042) 3575 1020UAN: (042) 111-11-22-33

Gulberg61- Main Gulberg. Tel: (042) 3575 7666Fax: (042) 3575 3111

Egerton Road Ground Floor, Building No. 3, Aiwan-e-Iqbal Complex, Egerton Road.Tel: (042) 3637 1111, 3627 8782Fax: (042) 3636 8500

Defence77-Y, Phase III, D.H.A. Tel: (042) 3572 8282, 3572 6601Fax: (042) 3572 5767

New Garden Town Awami Complex, Block No. 2, New Garden Town.Tel: (042) 3586 1111, 3594 0191Fax: (042) 3586 9181

Allama Iqbal Town20 Gulshan Block, Allama Iqbal Town. Tel: (042) 3541 5588, 3541 7262Fax: (042) 3541 9394

Gulberg Industrial Area25-B-2 Gulberg III.Tel: (042) 3571 7141-5Fax: (042) 3571 8050 Township894-D, Faisal Town, PECO Road.Tel: (042) 3517 6051-9, 3517 6002Fax: (042) 3517 6041

Circular RoadOutside Shah Alam Gate, Main Circular Road. Tel: (042) 3767 0600, 3767 0501Fax: (042) 3767 0666

Qurtaba ChowkQurtaba Chowk, 110-A, Lytton Road. Tel: (042) 3721 0500-4, 3790 0268Fax: (042) 3721 0505

PIA Town188, Block-F, Phase I, PIA Employees Housing Society, Wapda Chowk. Tel: (042) 3518 9011 - 6, 3518 9020Fax: (042) 3518 9010

Baghbanpura Bilal Market, Chowk Shalamar Bagh, G. T. Road, Baghbanpura. Tel: (042) 3684 0310 - 5, 3684 0318Fax: (042) 3684 0316 Badami Bagh343-Circular Road, Badami Bagh. Tel: (042) 3770 8160, 3770 8171Fax: (042) 3770 8170

Raiwind Road131/178, Bohbatein Chowk, 10 K.M. Raiwind Road. Tel: (042) 3532 0164, 3532 0406Fax: (042) 3532 0706

Bilal Gunj16, Shahjehan Road, Bilal Gunj. Tel: (042) 3721 4084 - 8Fax: (042) 3721 4074

Gulshan-e-Ravi2/B, Civic Centre, Gulshan-e-Ravi. Tel: (042) 3740 4511-6, 3630 1107Fax: (042) 3740 4517

Valancia Society A-6, H-Block, Commercial Zone, Valancia Society. Tel: (042) 3518 8604 - 5Fax: (042) 3518 8606

T-Block CCA-22, T-Block, Phase II, D.H.A. Tel: (042) 3574 9742, 3503 3331 & 3844 5101-3Fax: (042) 3574 9741

ShahdaraMauza Begum Kot, Sheikhupura Road, Shahdara.Tel: (042) 3790 0260 - 1, 3790 0268

Faisal Town 594-A Faisal Town. Tel: (042) 3520 3881 - 4, 3520 3892Fax: (042) 3520 3880

Cavalry Ground - Islamic Banking Branch97 Commercial Area,Cavalry Ground.Tel: (042) 3660 3412 - 17Fax: (042) 3660 3411

Cavalry Ground4/5, Hassan Plaza, Cavalry Ground Cantt. Fax: (042) 3665 5591UAN: (042) 111-321-321


ISLAMABAD

Main Branch15 Markaz, F - 7, Opposite FG College for Women, F-7/2.Tel: (051) 265 1318Fax: (051) 265 1331UAN: (051) 111-11-22-33

Blue Area78 - W, Roshan Centre, Jinnah Avenue, Blue Area.Tel: (051) 227 5252Fax: (051) 227 5254

F-10 Markaz7-L, F-10 Markaz.Tel: (051) 229 3386, 229 1487Fax: (051) 221 3207

PESHAWAR

Ashraf Road New Rampura Gate.Tel: (091) 259 3364 - 5, 259 3164Fax: (091) 259 3165

Cantt.6- Sadar Road, Peshawar Cantt.Tel: (091) 527 5156, 527 5182 Fax: (091) 527 3251

QUETTA

1-25/14-15, Qandhari Bazar. Tel: (081) 282 0916, 283 7890Fax: (081) 282 0915

RAWALPINDI

Mall RoadCentury Tower, 6-The Mall.Tel: (051) 570 1054-6, 570 1060Fax: (051) 556 7016

Gunj MandiRaja Bazar.Tel: (051) 553 9115, 553 3315 & 553 5988

Meo RoadCL / 55 - A, Civil Lines, Meo Road.Tel: (051) 579 5105Fax: (051) 556 7955UAN: (051) 111-321-321

FAISALABAD

Liaquat RoadP-3, Liaquat Road.Tel: (041) 264 7161, 263 6341Fax: (041) 261 2064

Bilal RoadP - 17/1, Bilal Road, Civil Lines.Tel: (041) 260 6138Fax: (041) 260 6001-2UAN: (041) 111-11-22-33

MULTAN

Abdali Road80 - Abdali Road.Tel: (061) 458 1905-6, 457 1768Fax: (061) 458 1904

Nusrat Road01-Nusrat Road, Multan Cantt.Tel: (061) 478 1054Fax: (061) 478 0126 - 7 UAN: (061) 111-11-22-33

SIALKOT

Paris RoadSialkot Chamber of Commerce & Industry Building, Paris Road.Tel: (052) 426 5216Fax: (052) 426 7030

Daska RoadPul Aik, Daska Road. Tel: (052) 324 0203-4, 324 0200Fax: (052) 324 0205

HYDERABAD

CB 474, Opposite Cantt. Police Station, Saddar. Tel: (022) 278 1604, 278 1077 - 8Fax: (022) 278 0879

GUJRAT

2-Prince Fan Colony, G. T. Road.Tel: (053) 353 3143, 353 5931Fax: (053) 353 3145

MIRPUR (AZAD KASHMIR)

Akbar Plaza Plot No. 2A/2 Sector A-2 Tel: (058610) 111-11-22-33Fax: (058610) 37 260 & 42 812

SARGODHA

Khayyam Chowk, Railway Road. Tel: (048) 372 6646 - 8Fax: (048) 372 6649

GUJRANWALA

Al-Majeed Centre, G.T. Road. Tel: (055) 373 5531 - 5, 373 5337Fax: (055) 373 5536


VEHARI

94-B, Iqbal Road, Behind Grain Market.Tel: (067) 336 6582, 336 6481Fax: (067) 336 6584

JHELUM

Old G. T. Road, Jhelum Cantt.Tel: (0544) 62 1122Fax: (0544) 625 648, 620 404

TURBAT

Main Bazar.Tel: (0852) 41 3816Fax: (0852) 41- 2673

DERA GHAZI KHAN

Pakistan Plaza, Jampur Road.Tel: (0642) 47 4182, 47 4175 - 7Fax: (0642) 47 4178

SUKKUR

Shaheed Gunj.Tel: (071) 562 8967Fax: (071) 562 8968

MARDAN

Main Bazar, Bank Road.Tel: (0937) 87 1761 - 2Fax: (0937) 87 0546, 87 0902

GUJAR KHAN

Plot No. 204-A, G. T. Road.Tel: (051) 351 6425, 351 6324Fax: (051) 351 6325

KHARIAN

G. T. Road.Tel: (053) 753 6249

BHALWAL

131-A, Liaquat Shaheed Road, Chak No. 8, Tehsil Bhalwal, District Sargodha.Tel: (048) 664 3671, 664 2405 & 664 2408Fax: (048) 664 3545

BAHAWALPUR

V/912, Circular Road. Tel: (062) 273 1112, 273 1115 - 8Fax: (062) 287- 4503


Form of Proxy18th Annual General Meeting

I/We _______________________________________________________________________________________________________

of ________________________________________________________________________________________________________

being member(s) of The Royal Bank of Scotland Limited, holding _______________________ordinary shares hereby

appoint _________________________________________________________________________________________________ of

__________________________________________________________________________________________ or failing him/her, _

___________________________________________________________________________________________________________

__________________________________________________________________________________________________________

of _____________________________________________________________________________________________________

who is/are also member(s) of The Royal Bank of Scotland Limited as my/our Proxy in my/our absence to attend and vote

for me/us and on my/our behalf at the 18th Annual General Meeting of the Bank to be held on Tuesday, March 30,

2010 at 10:30 a.m. and or/any adjournment thereof.

As witness my/our hand/seal this _____________________________ day of ________________________ 2010 signed by ___

________________________________________________________ in the presence of __________________________________

_________________________________________________

Ledger Folio

CDC Account Holder

Participant/CDC Sub Account No./CDC Service ID Investor Account

IMPORTANT:

1. This Proxy Form duly stamped, completed and signed, must be received at the Legal & Corporate Affairs Department of The Royal Bank of Scotland Limited, 77 - Y Phase III, D.H.A, Lahore, not less than 48 hours before the time of holding the meeting.

2. No person shall act as Proxy unless he/she is a member of the Bank.

3. If a member appoints more than one Proxy and more than one instruments of Proxy are deposited by a member with the Bank, all such instruments of Proxy shall be rendered invalid.

Signature on FiveRupees Revenue

Stamp

The signatures should agree with the Specimen registered with the Bank.

The Royal Bank of Scotland LimitedMain Branch(Country Principal Office)

16 Abdullah Haroon Road

Karachi-75530

Pakistan

UAN: (021) 111-11-22-33

Fax : (021) 5683432

Website: www.rbs.com.pk

ANNUALREPORT

2009

Des

igne

d b

y:A

dve

rtis

ing

annual financial report

Documents

rbs annual report

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