6-K 1 gsun6k_0310.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 6-K


Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934

For the month of March, 2017

Commission File Number: 001-37777


GRUPO SUPERVIELLE S.A.
(Exact name of registrant as specified in its charter)
SUPERVIELLE GROUP S.A.
(Translation of registrant’s name into English)


Bartolomé Mitre 434, 5th Floor

C1036AAH Buenos Aires
Republic of Argentina

(Address of principal executive offices)


Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. 

Form 20-F☒ Form 40-F☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes ☐ No ☒

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes☐ No ☒

 


 

 
 

 GRUPO SUPERVIELLE S.A.

TABLE OF CONTENTS

 

     

     Item     

 

   
1.   Financial Statements for the financial year ended on December 31, 2016
 
 

 

(GRUPO SUPERVIELLE LOGO) 

 

Financial Statements

 

For the financial year ended on 

December 31, 2016, presented on comparative basis

 

 

 

(GRUPO SUPERVIELLE LOGO) 

 

Contents

 

Consolidated Balance Sheet    1
Consolidated Memorandum Accounts   4
Consolidated Income Statement   5
Consolidated Statement of Cash Flows    7
Notes to the Consolidated Financial Statements   8
Schedules to the Consolidated Financial Statements   9
Balance Sheet   46
Memorandum Accounts   47
Income Statement   48
Statement of Changes in Shareholders’ Equity   49
Statement of Cash Flows   50
Notes   51
Schedules   63

 

 

  

(GRUPO SUPERVIELLE LOGO) 

 

Consolidated Financial Statements

 

For the financial year ended on 

December 31, 2016, presented on comparative basis.

 

 

 

GRUPO SUPERVIELLE S.A.

 

Consolidated Balance Sheet 

As of December 31, 2016 and 2015 

(Expressed in thousands of pesos)

 

    12/31/2016 12/31/2015
  ASSETS
  CASH AND DUE FROM BANKS 8,166,132 6,808,591
  Cash 1,879,885 1,826,954
  Financial institutions and correspondents    
  Argentine Central Bank 5,736,955 4,813,285
  Other local financial institutions 151,252 19,639
  Foreign 378,633 129,927
  Other 19,407 18,786
       
  GOVERNMENT AND CORPORATE SECURITIES (SCHEDULE I) 2,360,044 931,881
  Holdings of trading securities 125,243 229,627
  Holdings at cost plus performance 818,853
  Securities issued by the Argentine Central Bank 1,414,053 691,246
  Investments in listed corporate securities 1,895 11,008
       
  LOANS 34,896,509 20,148,261
  To the non-financial public sector (Schedule VI) 4,306 8,778
  To the financial sector (Schedule VI)    
  Interbank loans (Call money loans received) 25,000
  Other loans to domestic financial institutions 419,456 179,719
  Accrued interest, adjustments and exchange-rate differences receivable 28,958 2,015
  To the Non-Financial Private Sector and Foreign residents (Schedule VI)    
  Overdrafts 3,110,097 1,634,870
  Promissory notes 9,426,568 5,984,777
  Mortgage loans 78,057 50,032
  Automobile and other secured loans 65,076 104,469
  Personal loans 9,916,776 6,018,601
  Credit cards loans 6,678,578 5,677,922
  Other loans (Note 14) 5,595,356 953,574
  Accrued interest, adjustments and exchange rate differences receivable 773,961 428,600
  Documented interest (324,795) (277,488)
  Other (1,738) (295)
  Less: Allowances (899,147) (617,313)
       

 

The accompanying Notes and Schedules are an integral part of these financial statements

 

 

 

GRUPO SUPERVIELLE S.A.

 

Consolidated Balance Sheet 

As of December 31, 2016 and 2015 

(Expressed in thousands of pesos)

 

    12/31/2016 12/31/2015
  OTHER RECEIVABLES FROM FINANCIAL TRANSACTIONS  3,772,736 2,461,813
  Argentine Central Bank  535,351 394,612
  Amounts receivable for spot and forward sales pending settlement  4,745 62,013
  Securities receivable under spot and forward purchases pending settlement  594,730 13,365
  Other receivables not included in the debtor classification regulations (Note 5)  1,928,212 1,543,389
  Unlisted corporate bonds (Schedule VI)  29,166 14,243
  Balances from forward transaction without delivery of underlying asset pending settlement  28,304 34,233
  Other receivables included in the debtor classification regulations (Schedule VI)  669,119 423,640
  Accrued interest and adjustments receivable included in the debtor classification regulations (Schedule VI)  1 1
  Other unapplied collections (11,085) (17,739)
  Less: Allowances  (5,807) (5,944)
       
  RECEIVABLES FROM FINANCIAL LEASES  1,527,855 1,074,977
  Receivables from financial leases (Schedule VI)  1,516,227 1,069,808
  Accrued interest and adjustments pending collection (Schedule VI)  26,882 20,560
  Less: Allowances (15,254) (15,391)
       
  UNLISTED EQUITY INVESTMENTS (SCHEDULE II)  3,501 8,474
  Other  3,732 8,647
  Less: Allowances  (231) (173)
       
  MISCELLANEOUS RECEIVABLES  1,110,316 621,808
  Receivables for sale of assets (Schedule VI) 998 187
  Minimum presumed income tax 8,408 6,247
  Other (Note 5)  1,138,205 642,693
  Less: Allowances (37,295) (27,319)
       
  PREMISES AND EQUIPMENT, NET (SCHEDULE V)  621,575 193,474
  MISCELLANEOUS ASSETS (SCHEDULE V)  425,501 515,670
  INTANGIBLE ASSETS (SCHEDULE III)  285,462 251,956
  Goodwill  31,475 40,760
  Other intangibles  253,987 211,196
  UNALLOCATED ITEMS  36,411 28,912
  TOTAL ASSETS  53,206,042 33,045,817

 

The accompanying Notes and Schedules are an integral part of these financial statements

 

 

 

GRUPO SUPERVIELLE S.A.

 

Consolidated Balance Sheet 

As of December 31, 2016 and 2015 

(Expressed in thousands of pesos)

  

    12/31/2016 12/31/2015
  LIABILITIES
  DEPOSITS 35,897,864 23,716,577
  Non-financial public sector 2,587,253 1,182,559
  Financial sector 9,326 250,981
  Non-financial private sector and foreign residents    
  Current accounts 4,361,405 3,042,376
  Savings accounts 13,205,937 7,753,696
  Time deposits 11,677,322 10,034,025
  Investment accounts 375,000 664,900
  Other 3,510,701 567,477
  Accrued interest and exchange rate differences payable 170,920 220,563
       
  OTHER LIABILITIES FROM FINANCIAL TRANSACTIONS 6,514,834 4,152,695
  Argentine Central Bank - Other 4,966 3,123
  Banks and international institutions 703,010 130,182
  Unsubordinated negotiable obligations (Note 6) 1,966,936 1,411,357
  Amounts payable for spot and forward purchases pending settlement 592,386 12,328
  Securities to be delivered under spot and forward sales pending settlement 29,979 62,698
  Loans from domestic financial institutions 983,823 786,361
  Balances from forward transactions without delivery of underlying assets pending settlement 37,543
  Other (Note 5) 2,132,925 1,663,008
  Accrued interest and exchange rate differences payable 100,809 46,095
       
  MISCELLANEOUS LIABILITIES 2,182,228 1,478,658
  Directors’ and other fees 1,534 360
  Other (Note 5) 2,180,694 1,478,298
  PROVISIONS 63,252 63,459
  SUBORDINATED LOAN AND NEGOTIABLE OBLIGATIONS (Note 6) 1,378,758 1,125,853
  UNALLOCATED ITEMS 134,158 64,035
  NON-CONTROLLING INTERESTS (Note 10) 103,397 70,830
  TOTAL LIABILITIES 46,274,491 30,672,107
  SHAREHOLDERS’ EQUITY 6,931,551  2,373,710
  TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY 53,206,042 33,045,817

 

The accompanying Notes and Schedules are an integral part of these financial statements

 

 

 

GRUPO SUPERVIELLE S.A.

 

Consolidated Memorandum Accounts 

As of December 31, 2016 and 2015 

(Expressed in thousands of pesos)

  

  12/31/2016 12/31/2015  
 
DEBIT 44,423,022 27,440,186  
CONTINGENT 16,958,404 9,617,603  
Granted loans 252,150 187,801  
Guarantees received 15,934,097 8,794,708  
Contingencies re. contra items 772,157 635,094  
CONTROL 26,683,060 15,733,585  
Uncollectible loans 492,187 331,482  
 Other 24,128,557 14,188,570  
Control re. contra items 2,062,316 1,213,533  
DERIVATIVES 781,030 2,088,526  
Notional value of forward transactions without delivery of underlying asset 448,223 1,181,881  
Debit derivatives re. contra items 332,807 906,645  
TRUST ACCOUNTS 528 472  
Trust Funds 528 472  
CREDIT 44,423,022 27,440,186  
CONTINGENT 16,958,404 9,617,603  
Other guarantees granted included in the debtor classification regulations 632,990 480,473  
Other included in the debtor classification regulations 84,842 77,471  
Other not included in the debtor classification regulations 54,325 77,150  
Credit derivatives re. contra items 16,186,247 8,982,509  
CONTROL 26,683,060 15,733,585  
 Checks and drafts to be credited 1,985,525 1,132,863  
 Other 76,791 80,670  
 Control re. contra items 24,620,744 14,520,052  
DERIVATIVES 781,030 2,088,526  
Credit derivatives re, contra items 448,223 1,181,881  
Notional value of forward transactions without delivery of underlying asset 332,807 906,645  
TRUST ACCOUNTS 528 472  
Trust liabilities – re contra items 528 472  

 

The accompanying Notes and Schedules are an integral part of these financial statements

 

 

 

GRUPO SUPERVIELLE S.A.

 

Consolidated Income Statement 

For the fiscal year ended December 31, 2016 and 2015 

(Expressed in thousands of pesos)

 

      12/31/2016 12/31/2015
  FINANCIAL INCOME   10,794,579 6,741,744
   Interest on loans granted to the financial sector   73,754 9,173
   Interest on overdrafts   996,571 594,315
   Interest on promissory notes   1,906,421 1,400,099
   Interest on mortgage loans   7,275 10,014
   Interest on automobile and other secured loans   17,271 32,678
   Interest on credit card loans   1,733,606 1,289,386
   Interest on financial leases   329,550 178,219
   Interest on other loans   3,715,110 2,186,064
   Income from government and corporate securities   1,241,554 689,472
   Interest on other receivable from financial transaction   217,662 38,066
   Income from options   483
   Consumer price index adjustment (CER)   1,724 374
   Exchange rate differences on gold and foreign currency   367,436 44,735
   Other (Note 5)   186,645 268,666
         
  FINANCIAL EXPENSES   4,866,525 3,386,050
   Interest on savings accounts deposits   4,639 4,830
   Interest on time deposits   2,803,306 2,168,344
   Interest on interbank loans (call money loans)   31,173 18,933
   Interest on other loans from the financial sector   309,462 137,982
   Interest on subordinated obligations   128,027 81,282
   Other interest   267,542 56,404
   Interest on other liabilities from financial transactions   401,079 266,760
   Consumer price index adjustment (CER)   920 276
   Contributions made to the Deposit Insurance Fund   87,619 180,704
   Other (Note 5)   832,758 470,535
         
  GROSS FINANCIAL MARGIN – GAIN   5,928,054 3,355,694
  LOAN LOSS PROVISIONS   1,057,637 543,844
  SERVICES FEE INCOME   3,527,516 2,835,708
   In relation to lending transactions   515,353 384,047
   In relation to deposits transactions   922,403 678,531
   Other commissions   136,362 77,071
   Other (Note 5)   1,953,398 1,696,059
         
  SERVICES FEE EXPENSE   1,080,660 778,492
   Commissions   544,044 365,847
   Other (Note 5)   536,616 412,645
         

 

The accompanying Notes and Schedules are an integral part of these financial statements

 

 

 

GRUPO SUPERVIELLE S.A.

 

Consolidated Income Statement 

For the fiscal year ended December 31, 2016 and 2015 

(Expressed in thousands of pesos)

  

  12/31/2016 12/31/2015
 
   INCOME FROM INSURANCE ACTIVITIES (Note 9) 606,143 175,947
   ADMINISTRATIVE EXPENSES 6,060,281 4,261,402
   Personnel expenses 3,859,525 2,767,111
   Directors’ and statutory auditors’ fees 73,894 59,475
   Other professional fees 286,507 186,586
   Advertising and publicity 226,350 165,413
   Taxes 452,081 268,520
   Depreciation of premises and equipment (Schedule V) 81,558 56,637
   Amortization of other intangibles (Schedule III) 111,284 92,431
   Other operating expenses 847,218 584,341
   Other 121,864 80,888
       
   SUBTOTAL - INCOME FROM FINANCIAL TRANSACTIONS  1,863,135 783,611
   NON-CONTROLLING INTERESTS (Note 10) (22,166) (16,079)
   MISCELLANEOUS INCOME 429,884 367,165
   Results from equity investments 3
   Penalty interests 82,142 51,907
   Loans recovered and allowances reversed 130,987 60,199
   Other (Note 5) 216,755 255,056
       
   MISCELLANEOUS LOSSES 458,946 213,427
   Results from equity investments 4,996
   Penalty interests and charges paid to the Argentine Central Bank 1,598  176
   Loan loss provisions for miscellaneous receivables and other provisions 76,627  23,863
   Miscellaneous assets depreciation (Schedule V) 7,740  7,311
   Amortization of goodwill (Schedule III) 9,295  9,302
   Other (Note 5) 358,690  172,775
       
   INCOME BEFORE TAX 1,811,907 921,270
   INCOME TAX (500,603) (247,161)
   NET INCOME FOR THE YEAR 1,311,304 674,109

 

The accompanying Notes and Schedules are an integral part of these financial statements

 

 

 

GRUPO SUPERVIELLE S.A.

 

Consolidated Cash Flow Statement 

(Note 15 at Consolidated Financial Statements 

For the fiscal year ended December 31, 2016 and 2015 

(Expressed in thousands of pesos)

 

  12/31/2016 12/31/2015
CHANGES IN CASH AND CASH EQUIVALENTS    
 - Cash and cash equivalents at the beginning of the year 7,616,502 4,046,180
 - Cash and cash equivalents at the end of the year (Note 16) 9,688,554 7,616,502
Net (decrease) / increase in cash and cash equivalents 2,072,052 3,570,322
CAUSES OF CHANGES IN CASH AND CASH EQUIVALENTS    
Cash flow from operating activities    
Net (Payments) /Collections Related to:    
- Government and corporate securities (947,998) 744,287
- Loans    
   To the financial sector (217,926) (169,047)
   To the non-financial public sector 5,951 5,747
   To the non-financial sector and foreign residents (4,863,859) (184,866)
- Other receivables from financial transactions (67,871) 76,259
- Receivable from financial leases (60,992) (219,970)
- Deposits    
   To the financial sector (241,655) 100,164
   To the non-financial public sector 1,352,419 (314,813)
   To the non-financial sector and foreign residents 7,994,649 4,827,512
- Other liabilities from Financial Transactions    
   Interbank loans (Call money loans received) 119,032 (139,115)
   Others (except for liabilities included in financial activities) (589,851) (417,149)
Collections related to service fee income 4,436,397 3,040,982
Payments related to service fee expenses (1,279,764) (902,340)
Administrative expenses paid (5,340,482) (3,608,264)
Payment of organization and development expenses (97,184) (100,886)
Net collections of penalty interest 82,142 51,907
Differences deriving from court resolutions paid (1,480) (1,322)
Other collections related to miscellaneous income and losses (100,958) 25,235
Net payments related to other operating activities (163,934) (73,512)
Income tax / minimum presumed income tax paid (310,983) (290,971)
Net cash (used in)/provided by operating activities (294,347) 2,449,838
Cash flow from investing activities    
Net payments related to premises and equipment (494,253) 35,742
Net payments related to miscellaneous assets 35,520 (220,287)
Payments for purchases of shares in other companies (21)
Other payments from investing activities (18,510) (4,289)
Net cash used in investing activities (477,264) (188,834)

 

The accompanying Notes and Schedules are an integral part of these financial statements

 

 

 

GRUPO SUPERVIELLE S.A.

 

Consolidated Cash Flow Statement 

(Note 15 at Consolidated Financial Statements
For the fiscal year ended December 31, 2016 and 2015
(Expressed in thousands of pesos)

 

  12/31/2016 12/31/2015
Cash flow from financing activities    
Net (payments) /collections related to:    
 - Unsubordinated negotiable obligations 371,069 638,722
 - Argentine Central Bank: 1,843 2,092
 - International Banks and Institutions 568,385 74,445
 - Subordinated Loan and negotiable obligations (123,811) (74,684)
 - Financing received from Argentine Financial Institutions (1,686,277) 254,113
Capital increase 3,301,137
Dividends paid (25,503) (7,385)
Other payments for financing activities (19,757) (16,616)
Net cash provided by financing activities 2,387,086 870,687

Financial Income on Cash and Cash Equivalents 

(Including Interest and Monetary Result)

456,577 438,631
Net increase in cash and cash equivalents 2,072,052 3,570,322

 

The accompanying Notes and Schedules are an integral part of these financial statements

 

 

 

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES  

As of December 31, 2016 and 2015
(Expressed in thousands of pesos) 

 

1.BASIS OF CONSOLIDATION

 

Grupo Supervielle’s consolidated financial statements are prepared in accordance with Communication “A” 3147 and complementary provisions issued by the Argentine Central Bank on the Accounting Informative Regime for the quarterly/annual disclosure, guidelines set forth by Technical Pronouncement N° 8 and 19 issued by the FACPCE, utilized by the controlled company Banco Supervielle S.A. in drawing up its financial statements as of December 31, 2016, and issued on February 16, 2017.

 

The financial statements of Grupo Supervielle S.A. have been consolidated with the financial statements of Banco Supervielle S.A., Cordial Compañía Financiera S.A., Cordial Microfinanzas S.A., Sofital S.A. F. e I.I., Tarjeta Automática S.A., Supervielle Asset Management S.A., Sociedad Gerente de F.C.I., Espacio Cordial de Servicios S.A. and Supervielle Seguros S.A.

 

The main investment of the Group is made up by its shares in Banco Supervielle S.A., a financial entity subject to the Argentine Central Bank’s regulations; therefore, disclosure guidelines utilized by such Entity have been adopted pursuant to provisions set by the National Securities Commission, Title IV, Chapter I, Section I, Article 2.

 

It is worth to be mentioned that on February 12, 2014, the Argentine Central Bank, through Communication “A” 5541, disclosed the roadmap for the convergence of the reporting and accounting regime towards International Financial Reporting Standards (IFRS) for entities under its supervision, which include Banco Supervielle S.A., and Cordial Compañía Financiera S.A.

 

Pursuant to the disclosed plan, entities shall prepare their opening financial statements as from January 1, 2017, which will be taken as comparative basis of the fiscal year to start on January 1, 2018 and shall include their operations and changes in shareholders’ equity pursuant to standards to be issued by the Argentine Central Bank within such convergence plan.

 

2.ACCOUNTING POLICIES

 

2.1     Comparative Information

 

Balances as of December 31, 2015, which are disclosed in these financial statements for comparative purposes; arise from financial statements at such dates.

 

2.2     Significant Accounting policies

 

Accounting policies applied by Cordial Microfinanzas S.A., Sofital S.A. F. e I.I., Adval S.A., Tarjeta Automática S.A., Supervielle Asset Management S.A. Sociedad Gerente de F.C.I. and Espacio Cordial de Servicios S.A. are similar to those applied by the Group (See Note 2 at individual financial statements). As for Banco Supervielle S.A. and Cordial Compañía Financiera S.A., accounting standards set by the Argentine Central Bank are applied. Such standards differ from the professional accounting standards in force in the Autonomous City of Buenos Aires (See Note 4).

 

As for Supervielle Seguros S.A., accounting standards set by the National Insurance Superintendence are applied. Such standards differ from the professional accounting standards in force in the Autonomous City of Buenos Aires. However, such deviation has not produced any material effect on Grupo Supervielle S.A.’s financial statements.

 

The main valuation criteria are as follows:

 

 

 

10

GRUPO SUPERVIELLE S.A. 

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES  

As of December 31, 2016 and 2015
(Expressed in thousands of pesos)

 

2.2.1 Assets and liabilities in pesos

 

Assets and liabilities pending of settlement in pesos are stated at their nominal values, contemplating, where applicable, adjustments and interest accrued at the end of each fiscal year. Adjustments and interest were expensed against income for each fiscal year.

 

2.2.2 Assets and liabilities in foreign currency

 

Operations in foreign currency were recorded at the exchange rate disclosed by the Argentine Central Bank, and those operations in other currencies at the reference exchange rate in US dollars disclosed by the Argentine Central Bank. Exchange gains and losses, adjustments and interest were expensed against income for each fiscal year.

 

2.2.3 Gold

 

Holdings of gold were valued at its market price, in US dollars, on the London market on the last business day of each fiscal year, and later converted into pesos at the reference exchange rate disclosed by the Argentine Central Bank at those dates, in accordance with Communication “A” 3500.

 

2.2.4 Government and corporate securities

 

a)Securities measured at fair value: those included in volatility or present value of securities listings issued by the Argentine Central Bank. These holdings are recorded at their market value on the last business day of each fiscal year, in local or foreign stock exchange markets, or at present value when applicable. Differences of reasonable market value were expensed against income for each fiscal year.

 

b)Securities measured at amortized cost: those not included in the previous point, recorded at acquisition cost plus financial results accrued exponentially applying the internal rate of return. The accruals were recorded against results of each fiscal year.

 

2.2.5 Listed corporate securities:

 

These securities have been valued at their market price at each year end. Changes in valuation of these securities are recorded as financial income.

 

2.3     Interest Income (Expense)

 

Accrual of interest on lending and borrowing transactions was calculated monthly and appropriated on a compounded basis, in proportion to the days during which interest was accrued on principal. However, accrual is applied using the straight line method for foreign currency operations, operations in pesos with adjustment capital clause or those in which the interest rate is previously set for a validness term no longer than 92 days.

 

The Company suspends the accrual of interest when the collection of interest and principal is in doubt. Accrued interest remains on the Company´s books and is considered to be part of the loan balance when determining the allowance for loan losses. Regarding impaired loans, interest is recognized on a cash basis after reducing the balance of accrued interest, if applicable.

 

2.4     Loans

 

The portfolio is valued on the effectively granted amounts, net of paid amortizations of capital, plus receivable accrued interests, adjustments and others and deduced estimated allowances to cover non-collection risks calculated pursuant to what is specified in Note 2.5.

 

 

 

11 

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

 GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015
(Expressed in thousands of pesos)

 

2.5     Allowances for loan losses

 

Allowances for loan losses were calculated based on the estimated risk of the loans granted by the Bank, arising from the evaluation of the debt repayment capacity of its debtors’ liabilities for those commercial portfolio clients, the degree of debtors’ compliance based on delinquency days for the consumption portfolio, and the guarantees securing the respective transactions, in accordance with the regulations on “Debtor Classification and Minimum Loan Loss Risk Allowances” issued by the Argentine Central Bank.

 

2.6     Other receivables and liabilities from financial transactions

 

-Amounts receivable for spot and forward sales and payable for spot and forward purchases, both pending settlement: This line corresponds to spot and forward operations of securities and/or foreign currency pending settlement, which were valued at their agreed settlement value. The difference between the market value of the securities and/or the foreign currency exchanged at the time of execution of the sale contracts and the agreed forward exchange value (premium) was expensed against the results for each fiscal year based on their monthly accrual.

 

-Securities receivable for spot and forward purchases and to be delivered for spot and forward sales, both pending settlement: The securities and/or foreign currency receivable for purchases and to be delivered for sales were valued as specified in paragraphs 2.2.4 and 2.2.2 in this note and recorded in the “Securities receivable under spot and forward purchases pending settlement” of Other receivable from financial transactions and “Instruments to be delivered under spot and forward sales pending settlement” of Other liabilities from financial transactions..

 

-Unlisted corporate securities: Valued at acquisition cost plus accrued interest pending collection at the end of each year.

 

-Other receivables not included in the debtor classification regulations: This line corresponds to unlisted participation certificates issued by trusts in pesos valued at their equity value estimated at the end of each fiscal year and to unlisted debt securities issued by trusts in pesos and in foreign currency, which were valued at the value of addition to assets, plus interest accrued through the end of each fiscal year.

 

Additionally, mutual fund trust shares are included, valued at their equity value estimated at the end of each fiscal year. Valuation differences were expensed against income for each year.

 

-Balances payable to banks and international institutions, loans from domestic financial institutions and unsubordinated negotiable obligations,: Valued on the basis of the cash received, net of transaction costs, plus the financial results accrued on the basis of the internal rate of return estimated upon initial recognition. Other items are valued at residual value plus interest accrued as of year end. Liabilities denominated in foreign currency are adjusted as indicated in note 2.2.2.

 

2.7     Receivable from financial leases

 

Registrations were made pursuant to the discounted value of the sum of minimum installments pending collection and any non-guaranteed residual value. Earnings accrued were recognized in results of each year.

 

 

 

12
GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES
As of December 31, 2016 and 2015
(Expressed in thousands of pesos) 

 

2.8     Unlisted equity investments

 

Unlisted equity investments in other companies were valued as follows:

 

In Argentine non-controlled entities carrying out supplementary authorized activities:

 

The equity investments in Provincanje S.A., Mercado Abierto Electrónico S.A., SEDESA, Argencontrol S.A., Compensadora Electrónica S.A., Mendoza Fiduciaria S.A., Cuyo Aval S.G.R., Garantizar S.G.R., Campo Aval S.G.R., Los Grobo S.G.R., Vínculos S.G.R., Afianzar S.G.R., Garantía de Valores S.G.R., Americana de Valores S.G.R., Acindar Pymes S.G.R. y AFFIDAVIT S.G.R. were valued at cost, adjusted for inflation where applicable, as indicated in Note 1, paragraph 1.2, with to the limit of their respective equity value calculated based on the latest financial statements of the issuers available at year end. With regard to the equity interest in Profesión + Auge A.F.J.P. S.A., it was decided to continue to carry the allowance for 515 recorded under “other contingencies” bearing in mind that the National State has not yet issued the Regulatory Decree stipulating the procedure for compensating the shareholders of the Pension Fund Managers.

 

In other Argentine controlled companies:

 

The equity investment in Viñas del Monte S.A. was valued at cost of the capital contributions made, adjusted for inflation where applicable, as indicated in paragraph 1.2 of Note 1, with the limit of its equity value calculated based on the latest financial statements available at year end.

 

On March 6, 2014 Viñas del Monte S.A. ordered the capitalization of such contributions, which is pending of registration in the Legal Persons Authority of Mendoza Province. Once the capital increase has been passed, the Entity will hold the 94.80% of shares in Viñas del Monte S.A.

 

In other Argentine non-controlled companies:

 

The equity investment in San Luis Trading S.A. and Infocred Argentina S.A. were valued at cost, adjusted for inflation where applicable, as indicated in Note 1.2 of the Group’s individual financial statements, with the limit of the equity value calculated based on the latest financial statements available at year end.

 

In other foreign non-controlled companies:

 

The equity investment in S.W.I.F.T. was valued at cost.

 

2.9     Premises and equipment and miscellaneous assets

 

They have been valued at cost, adjusted for inflation where applicable as indicated in Note 1.2 of the Group’s individual financial statements, less the corresponding accumulated depreciation. The aggregate value of these assets is less than their recoverable value.

 

These assets are depreciated by the straight-line method based on the useful lives assigned to them (See Schedule V).

 

It includes all financial lease assets considering the cost value that set for the purchase of such asset in cash, or, the addition of the discounted sum of minimum installments pending collection provided the latter happens to be lower.

 

It is important to mention that leased assets are included in the lessee’s book-keeping at the beginning of the operation, regardless of the fact that the ownership should be transferred at the moment of exercising the purchase option upon contract termination.

 

 

 

13
GRUPO SUPERVIELLE S.A. 

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES
As of December 31, 2016 and 2015
(Expressed in thousands of pesos) 

 

2.10     Other miscellaneous assets

 

Valued at acquisition cost, adjusted for inflation where applicable, as indicated in Note 1.2 of the Group’s individual financial statements, less accumulated depreciation, calculated in proportion to the estimated months of useful life. Aggregate value of these assets does not exceed their recoverable value.

 

These assets are depreciated by the straight-line method based on the estimated useful life (See Schedule V).

 

2.11     Intangible assets

 

Other intangibles

 

Valued at cost, adjusted for inflation where applicable, as indicated in note 1.2, at the Group’s individual financial statements, less accumulated amortization, calculated in proportion to the months of estimated useful lives (See Schedule III).

 

Goodwill

 

In addition to Note 2.4 of the Individual Financial Statements, goodwill includes the excess of the acquisition cost over the value assigned to the 99.94% of shares in Banco Regional de Cuyo S.A. and the 95% of shares in Cordial Compañía Financiera S.A. In both cases, goodwill accounts for the excess of the acquisition cost over the shareholders’ equity value of the business acquired at the acquisition date pursuant to provisions issued by the Argentine Central Bank (See Schedule III). The value of goodwill is amortized by the straight-line method, not exceeding 120 months.

 

2.12     Severance payment

 

Directly expensed on paid severance payments.

 

2.13     Deposits

 

Deposits are valued amortized cost. As for deposits in foreign currency, such deposits are valued pursuant to note 2.2.2.

 

2.14     Provisions

 

Provisions for other contingencies to address labor, legal, tax commitments and other miscellaneous potential risks have been set based on the information received from its legal advisors.

 

2.15     Subordinated negotiable obligations

 

Subordinated negotiable bonds have been valued at amortized cost plus accrued interest using the internal rate of return. Losses from interest expense have been recognized on each year results on an accrual basis.

 

2.16     Use of estimates

 

The preparation of financial statements in accordance with Argentine Banking GAAP and generally accepted accounting principles in force in Argentina, as long as they are compatible with those standards, require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting years. Actual results could differ from those estimates.

 

 

 

14

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES  

As of December 31, 2016 and 2015
(Expressed in thousands of pesos)

 

3.INCOME TAX AND MINIMUM PRESUMED INCOME TAX

 

Income tax is calculated at the rate of 35% on the taxable income, without considering the effect of temporary differences between the tax and the accounting result.

 

Minimum presumed income tax, established by Law No. 25.063, is complementary to income tax, since while the latter is assessable on the taxable income for the fiscal year, minimum presumed income tax is a minimum tax levied on potential income provided by certain productive assets at the rate of 1%, the Group’s tax obligation for each fiscal year being the higher of the two taxes. However, if in any fiscal year minimum presumed income tax exceeds income tax, that amount in excess will be computable as payment on account of income tax in excess of minimum presumed income tax arising in any of the following ten fiscal years.

 

The abovementioned law establishes that, the entities regulated by the Financial Institutions Law must consider the twenty per cent (20%) of their taxable assets as taxable basis for calculation of minimum presumed income tax, after deducting those defined as non-computable assets.

 

4.DIFERENCES BETWEEN ARGENTINE BANKING GAAP AND PROFESSIONAL ACCOUNTING STANDARDS IN FORCE IN THE AUTONOMOUS CITY OF BUENOS AIRES

 

The main differences between Argentine Banking GAAP and the professional accounting standards in force in the Autonomous City of Buenos Aires are as follows:

 

4.1     Recognition of income tax by the deferred tax method

 

Banco Supervielle S.A. and Cordial Compañía Financiera S.A. subsidiaries set income tax by applying the valid rate over the estimated tax gain, without taking into account the effect of temporary differences between the accounting result and the tax result.

 

In accordance with professional accounting standards in force in the Autonomous City of Buenos Aires (Technical ruling N°17), income tax must be recognized by the deferred tax method and, consequently, deferred tax assets or liabilities calculated on the abovementioned timing differences must be recognized. In addition, tax loss carry-forwards or unused tax credits allowed to be deducted from future taxable income must be recognized as deferred assets, as long as income is likely to be obtained.

 

Had deferred tax method been applied in Banco Supervielle S.A. and Cordial Compañía Financiera S.A. as of December 31, 2016, these entities would have recognized net assets resulting from such deferred tax of 118,139 and an increased charge of income tax charge by 16,791; and deferred tax assets of 80,960 and an increased charge of income tax charge by 64,460.

 

4.2     Derivatives

 

Derivatives were valued pursuant to criteria set by the Argentine Central Bank. Those criteria differ from the professional accounting standards in force in the Autonomous City of Buenos Aires, which require that, in case of futures and forwards of foreign currency without underlying assets delivery, valuation be made at its fair value. Regarding swap agreements, these standards require valuation to be made at reasonable market value.

 

4.3     Goodwill

 

Banco Supervielle S.A. determined goodwill for the purchase of shares in Banco Regional de Cuyo S.A., Cordial Microfinanzas S.A., Tarjeta Automática S.A., and Cordial Compañía Financiera S.A., in virtue of the excess of the purchase cost over the equity value of that investment on the basis of the last financial statements of the issuer available upon such acquisition. Under professional accounting standards in effect in the Autonomous City of Buenos Aires (Technical Ruling N°18), goodwill should result from the difference between the purchase cost of the investment referred to above and the amount of the net assets valued at the estimated fair value, including the identification of purchased intangible assets.

 

 

 

 

15

GRUPO SUPERVIELLE S.A. 

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES  

As of December 31, 2016 and 2015
(Expressed in thousands of pesos)

 

Upon the application of professional accounting standards as of December 31, 2016, lower assets for 5,668 should have been recorded and earnings for 1,779 should have been produced.

 

4.4     Transfer of financial assets

 

Cordial Compañía Financiera S.A. assigned Banco de la Provincia de Córdoba S.A., Banco Santander Río S.A. and Industrial and Comercial Bank of China S.A part of its loan portfolio as a collateral assignment with recourse to the assignor. As a result of these transactions, the firm excluded all assigned assets and recognized incomes stemming from the difference between the accounting value of assigned assets and received funds. Pursuant to Professional Accounting Standards adopted by the Professional Council of Economic Sciences of the Autonomous City of Buenos Aires, the collateral assignment of financial assets with assignor’s responsibility is not deemed as a sale operation because the assignor bears an important part of the risks and benefits related to such assigned assets. Upon the application of Professional Accounting Standards in force in the Autonomous City of Buenos Aires, Cordial Compañía Financiera S.A.’s assets as of December 31, 2016, should have recorded an increase of 144,198, liabilities for 170,416, and shareholders’ equity should have recorded a decrease of 26,218.

 

4.5     Disclosure

 

Argentina Banking GAAP differs in certain disclosure criteria from professional accounting standards in force in the Autonomous City of Buenos Aires, thus being the following said deviations:

 

-The Bank does not disclose its assets and liabilities in current and non-current taking into account the date on which assets are expected to become cash or its equivalent and liabilities are expected to become due pursuant to professional accounting standards in-force.

 

-Goodwill specified in Note 2.11 is disclosed under Intangible Assets, Pursuant to professional accounting standards, such goodwill must be disclosed under Goodwill.

 

-There are differences between the information of cash flows disclosed in the Statement of Cash Flows and its equivalents and what is required by professional accounting standards.

 

-The Bank has not submitted certain information regarding goodwill, relates parties and other information requirements required to non-banking entities.

 

5.OTHER RECEIVABLES AND LIABILITIES FROM FINANCIAL TRANSACTIONS, MISCELLANEOUS RECEIVABLES AND MISCELLANEOUS LIABILITIES

 

The breakdown of the caption “Other receivables not included in the debtor classification regulations” included in “Other receivables from financial transactions” in the balance sheet was as follows:

 

   12/31/2016   12/31/2015 
Financial Trust Participation Certificates   530,607    706,956 
Financial Trust Debt Securities   100,644    664,933 
Shares in Mutual Funds   1,296,588    162,692 
Other   373    8,808 
    1,928,212    1,543,389 

 

 

 

16

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES  

As of December 31, 2016 and 2015
(Expressed in thousands of pesos)

 

The breakdown of the caption “Other” included in “Other liabilities from financial transactions” in the balance sheet was as follows:

 

   12/31/2016   12/31/2015 
Collections and other operations on behalf of third parties   953,743    724,154 
Sundry (payment orders abroad)   464,070    208,983 
Other withholdings and collection   455,663    423,227 
Social security payment orders pending settlement   82,761    74,209 
Liabilities for financing of purchases   29,845    33,112 
Other   146,843    199,323 
    2,132,925    1,663,008 

 

The breakdown of the caption “Other” included in “Miscellaneous receivables” in the balance sheet was as follows:

 

   12/31/2016   12/31/2015 
Guarantee deposits   339,340    127,182 
Sundry debtors   397,399    246,884 
Payments in advance   109,568    78,095 
Tax advances   95,116    52,631 
Loans to employees   190,925    66,302 
Other   5,857    71,599 
    1,138,205    642,693 

 

The breakdown of the caption “Other” included in “Miscellaneous liabilities” in the balance sheet was as follows:

 

   12/31/2016   12/31/2015 
Tax payable   727,218    413,482 
Payroll and social security   583,317    371,122 
Sundry creditors   678,246    466,657 
Collections in advance   156,382    216,037 
Other   35,531    11,000 
    2,180,694    1,478,298 

 

The breakdown of the captions included in “Income Statement” in the balance sheet was as follows:

 

   12/31/2016   12/31/2015 
Financial Income - Other          
Interest on foreign trade loans   84,597    33,558 
Premium on repo transactions   13,556    5,283 
Forward transactions       228,152 
Mutual guarantee companies income   51,463     
Income from sales of equity investments       1,089 
Other   37,029    584 
    186,645    268,666 
Financial Expense - Other          
Turnover Tax   698,526    431,929 
Premium on repo transactions   94,143    38,085 
Forward transactions   39,016     
Other   1,073    521 
    832,758    470,535 

 

 

 

17

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES  

As of December 31, 2016 and 2015
(Expressed in thousands of pesos)

 

   12/31/2016   12/31/2015 
Services fee income - Other          
Commissions   1,684,792    1,527,169 
Income from Mutual Funds administration services   140,118    80,234 
Rentals from safety boxes   90,938    74,684 
Other   37,550    13,972 
    1,953,398    1,696,059 
Service fee expense - Other          
Expenses and promotions related to credit cards   205,265    158,474 
Turnover tax   263,615    208,140 
Other   67,736    46,031 
    536,616    412,645 
Miscellaneous income - Other          
Gains on premises and equipment and miscellaneous assets disposals   5,568    101,079 
Sales of products   92,755    73,919 
Rentals   42,256    24,900 
Other adjustments and interest of miscellaneous credits   42,327    14,055 
Charge of couriers   5,274    4,174 
Other   28,575    36,929 
    216,755    255,056 
           
Miscellaneous losses - Other          
Losses on quota refund   12,744    12,762 
Charges paid to National Social Security Administration (ANSES)   229,669    12,309 
Turnover tax   13,819    10,964 
Court resolutions paid   1,480    1,322 
Grants paid   15,115    6,540 
Other adjustments and interest of miscellaneous liabilities   1,432     
Losses related to fiduciary services   2,244     
Unrecoverable VAT and other tax credits   19,296    9,429 
Other   62,891    119,449 
    358,690    172,775 
6.ISSUANCE OF NEGOTIABLE OBLIGATIONS

 

Grupo Supervielle S.A.’s Negotiable Obligations Issuance Program

 

On September 22, 2010, Grupo Supervielle’s Shareholders’ General Meeting passed the adhesion to the public offering regime pursuant Law 17,811 and the creation of a Simple Negotiable Obligations Issuance Global Program, non-convertible into shares, which was passed by the National Securities Commission on November 11, 2010. Said negotiable obligations may be short, medium and/or long term, subordinated or not, with or without guarantee, in pesos, in US dollars or any other currency, for a maximum current amount that shall not exceed, at any time, 1,000,000 (one billion pesos) or its equivalent in any other currency, pursuant to the last amendment of the Program on May, 7, 2015.

 

Likewise, negotiable obligations may be issued in several classes and/or series over the course of the program enforcement, relying on the possibility of re-issuing successive classes and/or series to be amortized.

 

As of April 19, 2016, since the aforementioned Program was no longer in effect, the Group’s Ordinary and Extraordinary shareholders’ meeting, passed the creation of a new Negotiable Obligations Issuance Global Program, for the issuance of simple, short and/o medium term, subordinated or not, with or without guarantees, securities for up to a maximum outstanding amount of 1,000,000 (one billion pesos), under which different classes and/or series of Negotiable Obligations denominated in pesos, dollar or other foreign currencies can be issued.

 

 

 

18

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I

(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

As of December 31, 2016 and 2015 Grupo Supervielle S.A. recorded the following series of negotiable obligations pursuant to the following issuance conditions:

 

Class Issuance
date
Currency Amount (in
thousands)
Rate Maturity
Date
12/31/2016 12/31/2015
Class XIII 01/31/2014 AR$ 23,100 BADLAR + 6.25% 01/31/2019 21,659 25,268
Class XV 05/13/2014 AR $ 81,806 BADLAR + 4.65% 05/13/2016 84,975
Class XVI 09/23/2014 AR $ 81,250 BADLAR + 3.25% 03/23/2016 81,754
Class XVII 01/23/2015 AR $ 127,000 Fixed 28.5% 01/23/2016 133,904
Class XVIII 01/23/2015 AR $ 23,000 BADLAR + 4.8% 07/23/2016 23,957
Class XIX 05/20/2015 AR $ 137,361 Mixed: Fixed 28.5% until 9th month and BADLAR + 45% upon maturity. 11/20/2016 140,968
Class XX 07/28/2015 AR $ 129,500 Mixed: Fixed 27.5% until 6th month and BADLAR + 4.5% upon maturity. 01/28/2017 129,389 134,284
Total 152,048 625,110

 

As of the issuance of these Financial Statements, classes XV, XVI, XVII, XVIII and XIX have been fully amortized.

 

Funds resulting from the allocation of said negotiable obligations classes, net of issuance expenses, were assigned in full, pursuant to Article 36 of Negotiable Obligations Law 23,576, to the settlement of the Group’s financial liabilities.

 

As of December 31, 2016 and 2015, Grupo Supervielle S.A.’s Negotiable Obligations are recorded under Unsubordinated Negotiable Obligations for an amount to 152,048 and 625,110 respectively.

 

Banco Supervielle S.A.: Program for the issuance of Negotiable Obligations in foreign currency

 

On April 30, 2007, the Ordinary and Extraordinary Shareholders’ Meeting No. 95 decided to approve the Bank’s joining of the public offering regime through the creation of a Global Program for the Issuance of Simple Negotiable Obligations, for up to a maximum outstanding amount, at any moment while the Program is in force, of USD 200,000,000 (two hundred million United States dollars).

 

On August 10, 2007, the National Securities Commission informed the Technical and Negotiable Securities unit of the Stock Exchange of Buenos Aires that provisions for the public offering of such securities was passed.

 

On October 13, 2010, the Board of Directors of Banco Supervielle S.A., passed the issuance of Class 1 Negotiable Obligations. On October 29, 2010, the National Securities Committee (NSC) ordered the putting into effect of the resolutions for the public offering of Class 1 Negotiable Obligations under the Global Program of mid-term securities issuance for negotiable obligations issuance. Subscription period started on November 1, 2010 and finished on November 8, 2010.

 

 

 

19

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I

(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

The following describes the main terms and conditions of the aforementioned issuance:

 

Amount: USD 50,000,000 (United States dollars fifty millions)

Type: Class 1 Negotiable Obligations will be liabilities and subordinate of the Bank.

Maturity date: November 11, 2017

Interest Rate: 11.375%

Interest Payment Date: Interests accrued by Class 1 Negotiable Obligations will be paid on a six-month basis on May 11 and November 11 of each year.

Amortization: Capital to be paid on Maturity Date.

Applicable Law and Jurisdiction: Negotiable Obligations shall be governed by and be interpreted pursuant to New York State Laws.

 

As of November 11, 2016, Banco Supervielle S.A. was made the second interest payment of the Class I Negotiable Obligations.

 

As of December 31, 2016 and 2015, said obligation is registered in item Subordinated loans and Negotiable Obligations for 800,674 and 652,673, respectively.

 

As of March 25, 2013, the Bank’s Extraordinary General shareholders’ meeting, passed the creation of a Global Program for the issuance of Negotiable Obligations for up to a maximum outstanding amount of 750,000,000 (seven hundred and fifty million pesos). The maximum outstanding amount of the Program was increased to 2,000,000,000 (two billion pesos) or its equivalent in foreign currency, passed by Resolution N° 18,224 from the National Securities Commission on September 22, 2016.

 

On May 16, 2013, the Board of the Bank passed the issuance of Class III Negotiable Obligations for a maximum amount of V/N USD 30,000,000 (thirty million US dollars) within the Global Program of Negotiable Obligations. The bidding period closed on August 15, 2013, having issued Class III.

 

The following describes the main terms and conditions of Class III issuance:

 

Amount: USD 22,500,000 (United States dollars twenty two million five hundred thousand)

Type: Class III Negotiable Obligations will be liabilities and subordinate of the Bank

Maturity date: August 20, 2020

Interest Rate: 7.00%

Interest Payment Date: Interests accrued by Class III Negotiable Obligations will be paid on a six-month basis making the first payment on February 20, 2014

Amortization: Capital to be paid on Maturity Date.

Applicable Law and Jurisdiction: Negotiable Obligations shall be governed by and be interpreted pursuant to Argentine Laws.

 

As of August 22, 2016, Banco Supervielle S.A. was made the sixth interest payment of the Class III Negotiable Obligations.

 

As of December 31, 2016 and 2015, said obligation is recorded in Subordinate Negotiable Obligations item for 363,623 and 297,362, respectively.

 

On October 14, 2014, the Board of Directors of Banco Supervielle S.A., passed the issuance of Class IV Subordinate Negotiable Obligations for an amount of up to F/V USD 30,000,000 (United States Dollars Thirty million) within the Global Negotiable Obligations Program. Subscription period finished on November 14, 2014, having allotted Class IV.

 

 

 

20

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I

(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

The following describes the main terms and conditions of the aforementioned issuance of Class IV:

 

Amount: USD 13,441,000 (United States dollars thirteen million four hundred and forty one thousand)

Type: Negotiable Obligations will be liabilities and subordinate of the Bank.

Maturity date: November 18, 2021.

Interest Rate: 7.00%

Interest Payment Date: Interests accrued by Negotiable Obligations will be paid on a six-month basis, which first payment shall be made effective on May 18, 2015.

Amortization: Capital to be paid through single payment on Maturity Date.

Applicable Law and Jurisdiction: Negotiable Obligations shall be governed by and be interpreted pursuant to Argentine Laws.

 

As of November 18, 2016, Banco Supervielle S.A. was made the fourth interest payment of the Class IV Negotiable Obligations.

 

As of December 31, 2016 and 2015, said obligation is recorded in Subordinated loans and Negotiable Obligations item for 214,461 and 175,818, respectively.

 

On September 24, 2015, the Board passed the issuance of Class V Unsubordinared Negotiable Obligations for a maximum amount of V/N AR$ 350,000,000 (thirty five million Argentine Pesos) within the Global Program of Negotiable Obligations. The bidding period closed on November 18, 2015, having issued Class V.

 

The following describes the main terms and conditions of the aforementioned issuance of Class: V

 

Amount: 340,100,000 (Argentine Pesos three hundred forty million and a hundred thousand)

Type: Negotiable Obligations will be unsubordinated liabilities of the Bank

Maturity date: May 20, 2017

Interest Rate: Floating Badlar of Private Banks + 4.5%

Interest Payment Date: Interests accrued by Negotiable Obligations will be paid on a three-month basis making the first payment on February 20, 2016

Amortization: Capital to be paid on Maturity Date.

Applicable Law and Jurisdiction: Negotiable Obligations shall be governed by and be interpreted pursuant to Argentine Laws.

 

As of November 20, 2016, Banco Supervielle S.A. was made the fourth interest payment of the Class V Negotiable Obligations.

 

As of December 31, 2016 and 2015, said obligation is recorded in other liabilities for financial transactions - Unsubordinated Negotiable Obligations item for 339,715 and 338,716, respectively.

 

On July 13, 2016, the Board passed the issuance of Class VI Unsubordinated Negotiable Obligations for a maximum amount of V/N AR$ 600,000,000 (Argentine Pesos sixty million) within the Global Program of Negotiable Obligations. The bidding period closed on October 7, 2016, with a total amount of AR$ 422,000,000 (Argentine Pesos four hundred and twenty two millon) and maturity date October 12, 2018. The agreed rate is Badlar + 3.50%.

 

The following describes the main terms and conditions of the aforementioned issuance of Class VI:

 

Amount: 422,000,000 (Argentine Pesos four hundred twenty two million)

Type: Negotiable Obligations will be unsubordinated liabilities of the Bank

Maturity date: October 12, 2018

Interest Rate: Floating Badlar of Private Banks + 3.5%

Interest Payment Date: Interests accrued by Negotiable Obligations will be paid on a three-month basis making the first payment on January 12, 2017.

Amortization: Capital to be paid on Maturity Date.

Applicable Law and Jurisdiction: Negotiable Obligations shall be governed by and be interpreted pursuant to Argentine Laws.

 

 

 

21

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I

(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

As of December 31, 2016, said obligation is recorded in other liabilities for financial transactions - Unsubordinated Negotiable Obligations item for 420,507.

 

On October 28, 2016, the Board passed the issuance of Class VII Unsubordinated Negotiable Obligations for a maximum amount of V/N AR$ 400,000,000 (Argentine Pesos four hundred million) within the Global Program of Negotiable Obligations. The bidding period closed on November 15, 2016.

 

The following describes the main terms and conditions of the aforementioned issuance of Class VII:

 

Amount: 269,100,000 (Argentine Pesos two hundred sixty nine million and a hundred thousand)

Type: Negotiable Obligations will be unsubordinated liabilities of the Bank

Maturity date: November 17, 2017

Interest Rate: Floating Badlar of Private Banks + 3.5%

Interest Payment Date: Interests accrued by Negotiable Obligations will be paid on a three-month basis making the first payment on February 17, 2017

Amortization: Capital to be paid on Maturity Date.

Applicable Law and Jurisdiction: Negotiable Obligations shall be governed by and be interpreted pursuant to Argentine Laws.

 

As of December 31, 2016, said obligation is recorded in other liabilities for financial transactions - Unsubordinated Negotiable Obligations item for 268,273.

 

Banco Supervielle S.A.: Global Program for the issuance of Negotiable Obligations in foreign currency up to U$S 800.000.000

 

As of September 22, 2016, the Bank’s Extraordinary General shareholders’ meeting, passed the creation of a Global Program for the issuance of Negotiable Obligations for up to a maximum outstanding amount of U$S 800,000,000 (eight hundred million pesos).

 

As of November 23, 2016 the Board passed the issuance of Class A Negotiable Obligations for a maximum amount of V/N USD 300,000,000 (United State dollars three hundred millon). The bidding period closed on February 02, 2017.

 

The following describes the main terms and conditions of the aforementioned issuance of Class A:

 

Amount: 4,768,170,000 (Argentine Pesos four hundred seven hundred sixty eight million and a hundred seventy thousand)

Type: Negotiable Obligations will be unsubordinated liabilities of the Bank

Maturity date: August 9, 2020

Interest Rate: Floating Badlar of Private Banks + 4.5%

Interest Payment Date: Interests accrued by Negotiable Obligations will be paid on a three-month basis making the first payment on March 9, 2017

Amortization: Capital to be paid in two quotas, first 50% on February 9, 2020 and rest 50% on August 9, 2020.

Applicable Law and Jurisdiction: Negotiable Obligations shall be governed by and be interpreted pursuant to New York Laws from United States of America.

 

 

 

22

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I

(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

Cordial Compañía Financiera S.A: Program for the Issuance of Negotiable Obligations

 

On October 27, 2016, the program for the issuance of Negotiable Obligations was authorized for a face value of up to 1,000,000. The following describes issuances in force as of December 31, 2016 and 2015.

 

Class Issuance
Date
Maturity
Date
FV (in
thousands)
Rate 12/31/2016 12/31/2015
Class V 08/15/2014 02/15/2016 147,222 Floating rate 3.75% + BADLAR corrected 147,222
Class VI 05/14/2015 05/14/2016 145,980 Fixed 29.00% 145,980
Class VII 05/14/2015 11/14/2016 11,579 Floating rate 5.00% + BADLAR 11,579
Class VIII 10/06/2015 07/06/2016 54,000 Fixed 28.50% 54,000
Class IX 10/06/2015 04/06/2017 88,750 Floating rate 5.95% + BADLAR 88,750 88,750
Class X 05/19/2016 11/19/2017 199,000 Variable TNA 5.50% + BADLAR 199,000
Class XI 10/25/2016 04/24/2018 200,000 Variable TNA 3.57% + BADLAR 200,000
Class XII 12/23/2016 12/23/2017 154,214 Fixed 24.90% 154,214
Class XIII 12/23/2016 06/23/2018 151,429 Variable TNA 4.00% + BADLAR 151,429
Total  793,393 447,531

 

As of December 31, 2016, Banco Supervielle S.A. holds in its portfolio Negotiable Obligations Class IX and X, issued by Cordial Compañía Financiera S.A., for an amount of 5,000 and 2,000, respectively.

 

As of December 31, 2016 and 2015, Cordial Compañía Financiera’s Short Term Securities and Negotiable Obligations are recorded under Unsubordinated Negotiable Obligations for an amount of 786,393 and 447,531, respectively.

 

7.RESTRICTIONS IMPOSED ON THE DISTRIBUTION OF DIVIDENDS

 

Pursuant to Art.70 of Corporate Law and the Company’s By-law, 5% of the fiscal year profit shall be transferred to a Legal Reserve until such reserve reaches 20% of the Capital Stock. As for financial entities, pursuant to regulations set by the Argentine Central Bank, 20% of the profits for the year, net of possible prior year adjustments, where applicable, are to be allocated to the Legal Reserve.

 

Pursuant to Art.68 of the aforementioned Law, dividends shall not be passed or distributed among partners, but through realized and liquid earnings resulting from the balance sheet drawn up pursuant to the law and the By-law and passed by the competent corporate body. Likewise, those dividends to be distributed in cash or instruments, exceeding tax profits accrued upon previous fiscal year closing as of payment or distribution date, shall be subject to the 35% withholding in terms of income tax through a single and final payment. Accumulated tax earnings for said tax purposes, are the balance of accumulated accounting earnings as of December 31, 1997, minus paid dividends plus tax profits set as from December 31, 1998.

 

 

 

23

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I

(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

In turn, Grupo Supervielle’s income mainly results from dividends produced by its investments in other companies. As for its investments in Banco Supervielle S.A. and Cordial Compañía Financiera S.A., there are additional restrictions to the income distribution restrictions set by the Argentine Central Bank. As established by Argentine Central Bank Communication “A” 4664, supplementary provisions and amendments, for the purposes of the distribution of profits the financial institutions shall have the prior authorization of the Superintendence of Financial and Foreign Exchange Institutions and comply with a series of requirements, as follows: i) They shall not be subject to the provisions of Sections 34 and 35 bis of the Law on Financial Institutions; ii) No liquidity assistance loans shall have been granted to them; iii) they shall be in compliance with information regimes; iv) they shall not record shortfalls in the compiled minimum capital (without computing for such purposes the effects of the individual exemptions granted by the Superintendence of Financial and Foreign Exchange Institutions) or reverse requirement –on average- in pesos or in foreign currency or in securities. v) No sanctions are recorded with penalties in excess of 25% of last reported equity computable for capital adequacy purposes, nor suspensions, prohibitions, or voidances, imposed in the last five years by the Central Bank, the Financial Information Unit, the National Securities Commission, and/or the National Insurance Superintendence, deemed to be material,

 

The entities not facing any of these situations may distribute profits up to the positive amount arising from deducting, off-balance sheet, from unassigned returned earnings, the amounts of the Legal and Bylaws Reserves; the balances for the capitalization of differences arising from payments made in compliance with court measures issued in cases where the regulations in force applicable to the “pesified” deposits are objected to; the difference between the carrying amount and the market value of the public debt and/or monetary regulation instruments; the valuation adjustments to assets modified by the Superintendence of Financial and Foreign Exchange Institutions which are pending recognition and/or those indicated by the External Audit not given accounting recognition; the individual exemptions for the valuation of assets; the balances for the capitalization of the difference between the equivalent in pesos of the court-ordered deposits considered in the original currency of the placement and the carrying amount of those deposits placed in foreign currency which, at January 5, 2002, were subject to the provisions of Law 25.561 and Decree 214/02; and the algebraic sum of the balances for the “Unrealized Valuation Differences” accounts for government securities and instruments issued by the Argentine Central Bank recorded as available for sale, when a consolidated net debit balance is obtained.

 

In addition, the amount to be distributed, shall not compromise the Company’s liquidity and solvency, which can be verified by not recording insufficiencies in the capital adequacy requirements at the end of the fiscal year from which dividends are to be paid out. In regards to minimum liquidity requirements, the average balance of liquid assets (in pesos, foreign currency or government securities) must exceed the liquidity requirement of the last closed period, or the projected period considering the dividend payment.

 

On November 10, 2015, the Central Bank issued Communication “A” 5827, requiring financial institutions to build an additional capital reserve margin, in order to prevent that credit growth and high profitability become a source of insolvency of the local financial system.

 

The aforementioned rule, also establishes a counter cyclical margin within the range of 0% and 2.5% of risk weighted assets when, in the view of the Central Bank, credit growth would be excessive and generate an increase of systemic risk.

 

 

 

24

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I

(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

8.RESTRICTED ASSETS


As of December 31, 2016 and 2015, Grupo Supervielle’s following assets are restricted:

 

Item 12/31/2016 12/31/2015
Loans    
Loans under Financial Guarantee 178,862 353,712
  178,862 353,712
     
Other receivables from financial transactions    
Special guarantee accounts in the Argentine Central Bank 535,351 372,988
Others included in debtors’ classification regulations 620 1,247
  535,971 374,235
     
Miscellaneous Receivables    
Trust guarantee deposits 7,893 10,416
Guarantee deposits for Forward Exchange Operations 114,820 6,902
Guarantee deposits for credit cards 135,297 104,223
Guarantee deposits for pass transactions 21,316 5,702
Other guarantee deposits (*) 59,014
  338,340 127.243

 

(*) As of December 31, 2016 and 2015, the obligation to set up a guarantee amounting to USD 1,000 securing commitments assumed by Banco Banex S.A. (currently absorbed by Banco Supervielle S.A.) as awardee of the former Banco San Luis S.A. –in its capacity as Financial Agent of that province as from August 1, 1996-, is recorded under this caption for a total of 1,000. These assets represent immobilized assets from the point of view of the prudential regulations established by the Argentine Central Bank.

 

9.INCOME FROM INSURANCE ACTIVITIES

 

The composition of item “Income from insurance activities” as of December 31, 2016 and 2015 are as follows:

 

Item 12/31/2016 12/31/2015
Accrued premiums and charges   806,675 248,767
Accrued losses   (167,979) (54,976)
Production expenses   (32,553) (19,023)
Other income   1,179
Total 606,143 175,947

 

10.NON-CONTROLLING INTERESTS

 

The composition of “Non-controlling interests” of the group’s balance sheet is as follows:

 

Company 12/31/2016 12/31/2015
Banco Supervielle S.A.   103,397 66,488
Sofital S.A. F. e I.I.   4,342
Total 103.397 70,830

 

 

 

25

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I

(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

The composition of “Non-controlling interests” of the income statement is as follows:

 

Company 12/31/2016 12/31/2015
Banco Supervielle S.A.   (20,156) (14,761)
Sofital S.A. F. e I.I.   (2,010) (1,318)
Total (22,166) (16,079)

 

11.INTEREST IN CAPITAL STOCK AND VOTING PERCENTAGE

 

Grupo Supervielle S.A’s interest in the capital stock of its controlled companies as of December 31, 2016 and 2015 is as follows:

 

Company Condition Legal Address Main Activity Percentage of interest in
capital stock and votes
12/31/2016 12/31/2015
Banco Supervielle S.A. Controlled Bartolomé Mitre 434, Ciudad Autónoma de Buenos Aires, Argentina, Commercial Bank 98.13% (1)  97.39% (1)
Cordial Compañía Financiera S.A. Controlled Reconquista 320, Ciudad Autónoma de Buenos Aires, Argentina Financial Company 98.23% 97.52%
Tarjeta Automática S.A. Controlled Bartolomé Mitre 434, 5º Piso, Ala Este, Ciudad Autónoma de Buenos Aires, Argentina, Credit Card 99.77% 99.68%
Supervielle Asset Management S.A. Sociedad Gerente de FCI Controlled Bartolomé Mitre 434, 3° Piso, Ala Este, Ciudad Autónoma de Buenos Aires, Argentina MTF Managing Agent 99.75% 99.75%
Cordial Microfinanzas S.A. Controlled Reconquista 320,1° Piso, Ciudad Autónoma de Buenos Aires, Argentina Microfinances 99.77% 99.67%
Sofital S.A.F. e I.I. Controlled Bartolomé Mitre 434, 4° piso, Ciudad Autónoma de Buenos Aires, Argentina Financial operations and administration of securities 95.03% 95.03%
Espacio Cordial de Servicios S.A. Controlled San Martín 719, 1° Piso, Ciudad de Mendoza Trading of products and services 99.75% 99.75%
Supervielle Seguros S.A. Controlled Reconquista 320, 1° Piso, Ciudad Autónoma de Buenos Aires, Argentina, Insurance Company 99.75% 99.75%

(1) Grupo Supervielle S.A.’s interest, direct or indirect, of votes in Banco Supervielle amounts to 98.11% y 97.36% as of 12/31/16 and 12/31//15

 

12.FINANCIAL TRUSTS

 

Below is a detail of the financial trust where Grupo Supervielle S.A acts as a trustee or as a settler:

 

As Trustee:

 

Trustee: Banco Supervielle

Supervielle Global Trust Confiance Program

 

At present, Banco Supervielle S.A. does not act as Financial Trust Trustee

 

 

 

26

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

Banex Créditos IV Financial Trust

Trustee: Banco Supervielle 

Supervielle Global Trust Asset Backed Securities Program.

 

Financial
Trust
Set up on Value initially
assigned in trust
Securities issued and last maturity Holdings Book
Value
BANEX IV 03/19/2004 30,012 VDFA
VN$ 21,000
Mat: 01/20/05

VDFB
VN$ 6,000

Mat: 04/20/05

CP
VN$ 3,000
Mat.: 04/20/07
In liquidation

 

Guarantee Management Trusts 

Trustee: Banco Supervielle.

 

Trust Indenture
executed on
The principal obligation
expires on
Original
principal
amount
Principal
balance
Beneficiaries Settlers
UAR 12/30/2003 Rugby players affiliated to UAR UAR
Credimas 01/11/2013 01/25/2017 16,000 1,607 Banco Supervielle S.A. Credimas S.A.

 

As a result of the merger with Banco Regional de Cuyo S.A. effective on November 1, 2010, the Bank took in charge the following trust funds in which former Banco Regional de Cuyo S.A. acted as trustee:

 

-Mendoza Trust: In liquidation phase, since it has fulfilled the contract period, but is pending the completion of several acts that derive from the trustee. The liabilities recorded, mainly originating from the exclusion of assets, as of December 31, 2016, amount to 15,336 and have been backed by assets in trust (loans, other miscellaneous loans, and other non-financial assets, etc.) in the amount of 528. This trust will be liquidated following the procedures established by Law 24,441.

 

-Luján Trust: The term of the contract has expired and all documentation relating to the liquidation has been delivered. To date, only the final deregistration in tax matters is still pending.

 

As Settler

Publicly offered and listed financial trusts

 

Supervielle Leasing Financial Trust

 

Assets in Trust: Lease Agreements

Trustee: TMF Trust Company (Argentina) S.A.

 

Financial
Trust
Set up on Value initially
assigned in trust
Securities issued and last maturity Holdings Book
Value
Series 11 (1) 09/26/2014 133,466 VDF TV
VN$ 93,426
Mat: 03/20/2017
CP
VN$ 40,039
Mat: 10/21/2019
CP 43,465

(1)Securities issued under Supervielle Confiance 3 Program

 

 

 

27

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

  

Supervielle Créditos Financial Trust

Assets in Trust: Personal Loans

Trustee: Equity TMF Trust Company (Argentina) S.A.

 

Financial
Trust
Set up on Value initially assigned in trust Securities issued and last maturity Holdings Book
Value
Serie 83 (1), (3) 10/28/2014 $ 250,002 VDF TV A
VN$ 232,500
Vto: 20/02/17
  CP
VN$ 17,500
Vto: 20/09/17
CP 23,541
Serie 84 (1), (3) 11/21/2014 $ 250,003 VDF TV A
VN$ 232,500
Vto: 20/03/17
  CP
VN$ 17,500
Vto: 20/12/17
CP 31,599
Serie 86 (1), (3) 03/11/2015 $ 250,009 VDF TV
VN$ 232,500
Vto: 20/02/17
 
CP
VN$ 17,500
Vto: 20/10/17
CP 25,848
Serie 88 (1), (4) 07/23/2015 $ 220,004 VDF TV A
VN$ 213,400
Vto: 20/11/17

VDF TV B

VN$ 6,600

Vto: 22/01/18

  VDF TVA 7,560
Serie 89 (1), (3) 09/04/2015 $ 250,005 VDF TV A
VN$ 240,000
Vto: 20/10/17
  CP
VN$ 10,000
Vto: 20/11/18
VDF TV 19,288
Serie 90 (1), (4) 10/19/2015 $ 250,019 VDF TV A
VN$ 240,000
Vto: 20/10/17
  CP
VN$ 10,000
Vto: 20/04/18

VDF TV 13,426 

CP 14,056

Serie 91 (1), (4) 11/19/2015 $ 300,003 VDF TV A
VN$ 288,000
Vto: 20/11/17
  CP
VN$ 12,000
Vto: 21/05/18

VDF TV 24,765

CP 15,831

Serie 92 (2), (4) 12/18/2015 $ 300,004 VDF TV A
VN$ 270,000
Vto: 20/09/17
  CP
VN$ 30,000
Vto: 20/06/18
CP 42,470
Serie 93 (2), (4) 03/28/2016 $ 300,009 VDF TV A
VN$ 267,000
Vto: 20/04/18
  CP
VN$ 33,000
Vto: 22/04/19
CP 41,646

(1) Securities issued under Supervielle Confiance Program 3.

(2) Securities issued under Supervielle Confiance Program 4.

(3) Personal loans originated or subsequently acquired by Banco Supervielle and granted to ANSES retirees and pension and San Luis public administration employees for which Banco Supervielle, in its own name, processes and pays retirement and pension benefits.

(4) Personal loans originated by Banco Supervielle for ANSES retirees and employees.

 

Supervielle Renta Inmobiliaria Financial Trust

 

Assets in trust: real state and the proceeds from their rentals and/or sales

Trustee: TMF Trust Company (Argentina) S. A.

 

Series Set up on Initial Amount in Trust Securities issued and final maturity Holdings Book
Value
Series I (1) 11/08/2007 USD 14,336     In liquidation

(1) Issued under Supervielle Confiance Program

 

 

 

28

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

Cordial Compañía Financiera Crédito Financial Trust

Assets in trust: Personal Loans

Trustee: TMF Trust Company (Argentina) S.A.

 

Series Set up on Initial Amount
in Trust
Participation
Certificates Value in
pesos as of 12/31/2016
Debt Securities
Value in pesos as of
12/31/2016
Series XI 04/20/2016 248,535 76,070
Series XII 06/12/2016 245,290 71,876
Series XIII 08/13/2016 271,718 78,853
Series XIV 10/04/2016 266,322 65,351
Total 292,150

 

Financial Trust Cordial Microfinanzas 1

Assets in trust: Loans granted to micro entrepreneurs

Trustee: TMF Trust Company (Argentina) S.A.

 

Series Set up on Initial Amount in Trust Securities issued and final
maturity
Holdings Book
Value
Series 1 05/06/2016 70,000 VDF TV A
VN$ 49,000
CP
VN$ 21,000

CP 

— 

 

At the date of signature of these Financial Statements this Trust is liquidated.

 

13.MUTUAL FUNDS

 

As of December 31, 2016 and 2015, Banco Supervielle S.A. is the depository of the Mutual Funds managed by Supervielle Asset Management S.A. In accordance with CNV General Resolution No. 622/13, below are the portfolio, net worth and number of units of the Mutual Funds mentioned.

 

Mutual Fund Assets under management Net Worth Number of shares
12/31/2016 12/31/2015 12/31/2016 12/31/2015 12/31/2016 12/31/2015
Premier Renta C.P. Pesos 1,419,212 1,592,916 1,417,419 1,589,633 274,406,695 367,556,277
Premier Renta Plus en Pesos 1,952,173 59,696 1,940,593 59,417 396,802,512 16,572,605
Premier Renta Fija Ahorro 3,887,918 2,345,552 3,875,616 2,305,004 269,631,898 213,621,413
Premier Renta Fija Crecimiento 527,991 410,190 526,249 408,413 69,664,347 73,517,556
Premier Renta Variable 113,525 120,431 102,116 119,563 10,145,371 15,478,534
Premier FCI Abierto Pymes 503,721 548,163 479,023 546,437 182,714,748 249,064,659
Premier Commodities Agrarios 6,126 1,398 5,740 1,384 2,249,465 824,441
Premier Capital 98,748 297,671 98,216 292,776 46,218,442 178,863,772
Premier Inversion 997,897 996,654 7,564,905,911
Premier Balanceado 167,233 166,996 163,256,582
Premier Renta Mixta en USD 263,014 229,522 14,172,066

 

The above mutual fund portfolios have been recorded under Control Memorandum Accounts - Others.

 

 

 

29

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

14.FINANCIAL DEBT, LOANS AND GUARANTEE LINES HELD WITH LOCAL AND INTERNATIONAL ENTITIES

 

The following is a description of the main financial and guarantee lines as of December 31, 2016:

 

CORDIAL MICROFINANZAS S.A.

 

-Capital Stock Financial Trust (“FONCAP S.A.”)

 

On October 2, 2012, a new mutual agreement was entered into between FONCAP S.A. and Cordial Microfinanzas S.A., for a total redeemable debt of 2,000 in 10 equal, quarterly and consecutive installments, in pesos, recording the first maturity on July 17, 2014. Badlar is the applicable rate for private banks for 30-to-35-days fixed term deposits plus the 5%. Interests are payable on a monthly basis as from November 12, 2012. At the date of signing these financial statements this debt is completely canceled.

 

The above loan was renewed by the same capital with maturity in July 2018, earning interest at Badlar rate for private banks for deposits with a fixed term of 30 to 35 days plus 5%. Interest is payable monthly. The amortization is in 8 quarterly installments, the first of which is due in July 2016.

 

Lastly, by means of an agreement signed on June 5, 2015 with Fis Empresa Social S.A., Cordial Microfinanzas S.A. received the financial liability that said company had entered into with FONCAP.

 

The following is a detail of the financing received:

 

    Amortization
Capital Rate Interest % Amount Date
4,011,766 BADLAR + 5% Monthly 25% 2,005,883 February and June 2016
1,500,000 BADLAR + 5% Monthly 25% 375,000 May 2016
2,000,000 BADLAR + 5% Monthly 25% 1,000,000 February and August 2016
2,000,000 25% Biannual 100% 2,000,000

 

In addition, the loan with maturity in July 2015, was renewed until 2018, accruing interests at Badlar rate for time deposits of private banks plus 5%. Interest is paid on a monthly basis and principal is amortized in 8 quarterly installments, with the first one being due in July 2016.

 

As of December 31, 2016 and 2015, the Group records 6,131 and 10,283, respectively under Other Liabilities for Financial Transactions.

 

-Loan received from Oikocredit Ecumenical Development Cooperative Society U.A.

 

Under the agreement signed with Fis Empresa Social S.A., Cordial Microfinanzas S.A. received the assignment of the debt that Fis Empresa Social S.A. had acquired with Oikocredit Ecumenical Development Cooperative Society U.A. in 2012.

 

The capital of the assigned bonds amounts to 2,993, which will be canceled in 3 annual installments of 998, the first of which will expire on June 19, 2016. In turn, the debt accrues interest at the BADLAR rate for fixed-term deposits of 30 to 35 days and more than one million pesos provided by private banks, plus an additional 350 basis points. Interest is paid semi-annually on June 19 and December 19 of each year.

 

 

 

30

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

Under the agreement signed with Oikocredit Ecumenical Development Cooperative Society U.A. dated December 15, 2016, Cordial Microfinanzas S.A. received a loan of 30,800, which will be canceled in 5 annual installments of 6,160, with the first maturing on June 21, 2018. In turn, the debt accrues interest at the BADLAR rate for fixed-term deposits of 30 to 35 days and more than one million pesos provided by the reporting banks referenced as BADLAR TAN 327, plus an additional 400 basis points. Interest is paid semi-annually on June 21 and December 21 of each year. The funding received is subject to compliance with certain financial covenants, positive and restrictive covenants, as well as certain information requirements. The following are the financial covenants:

 

Oikocredit Ecumenical Development Cooperative Society U.A.
Debt / Equity Ratio maximum 7
Portfolio at risk greater than 30 days + refinanced portfolio + penalized portfolio / Gross Portfolio maximum 12%
Operational sustainability index minimum 100%
Financial Income / (Financial Cost + Prevision Cost + Operating Expenses) maximum 30%

 

At December 31, 2016 and 2015, the Group recorded 32,450 and 6,919, respectively, in the line item Other Liabilities for Financial Transactions. As of December 31, 2016 and as of the date of issuance of these financial statements, the Group is in compliance with all the above mentioned financial commitments.

 

BANCO SUPERVIELLE S. A.:

 

-Inter-American Development Bank (IDB)

 

In May 2009, Banco Supervielle S.A. entered into agreement within the framework of IDB’s Trade Finance Facilitation Program. Banco Supervielle S.A. the line of credit granted to Banco Supervielle S.A. for USD 15,000,000 (United States dollars fifteen million) under this program shall be used to cover risks inherent in the confirmation of letters of credit, promissory notes, bid guarantees, and other similar instruments used in international business operations.

 

As of December 31, 2016 there were no outstanding balances with hedge from the IDB in the framework of the aforementioned agreement, while as of December 31, 2015, the outstanding balance was USD 4,466,210.

 

The agreement entered into with the IDB is subject to compliance with certain financial covenants, certain positive and restrictive covenants, certain do and not do obligations and reporting requirements.

 

As of December 31, 2016 and 2015, the Bank is in compliance with the aforementioned commitments, requirements and obligations.

 

-International Financial Corporation (IFC)

 

In April 2007, the Bank entered into an agreement under the IFC-World Bank Group global financial exchange program whereby the latter entity may issue a guarantee in favor of a correspondent bank, thus hedging the Bank’s payment obligations generated by import or export operations with its customers.

 

As of December 31, 2016, in-force operations with coverage of the aforementioned agency pursuant to the agreement specified in the previous paragraph amounted to USD 12,956,956 (USD twelve million nine hundred ninty six thousand and nine hundred fifty six) and as of December 31, 2015, such operations amounted to USD 1,916,821.57 (USD one million nine hundred sixteen thousand and eight hundred twenty one with fifty seven cents).

 

 

 

31

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

The agreement signed with the IFC is subject to compliance with certain covenants, the regular remittance of information and certain financial ratios regarding creditworthiness, credit risk, immobilization of assets, exposure to foreign currency and interest rate risk.

 

As of December 31, 2016 and 2015, the Bank is in compliance with the aforementioned commitments, requirements and obligations.

 

CORDIAL COMPAÑIA FINANCIERA S.A.:

 

-Syndicated Loans:

 

On June 22, 2015, Cordial Compañía Financiera S.A. entered into the so-called “Sindicado IV” loan with the following banks for 110,000, which accrues floating interests at Badlar private corrected rate plus 550 basic points. The loan will be in force until December 22, 2016, and principal will be amortized in 12 monthly installments with a 6-month grace period. Interest was paid on a quarterly basis. The loan was managed by Banco de Servicios y Transacciones S.A.

 

Bank Proportional
Participation
Banco de Servicios y Transacciones S.A. 22,500
Banco Ciudad de Buenos Aires 30,000
BACS Banco de Crédito y Securitización S.A. 20,000
Banco Mariva S.A. 15,000
Banco Industrial S.A. 10,000
Banco Saenz S.A. 7,500
Banco Meridian S.A. 5,000

 

As of May 18, 2016, Cordial Compañía Financiera entered into a loan facility agreement named “Sindicado V” with the following banks for 355,000, which accrues floating interests at Badlar private corrected rate plus 550 bps. The loan will be in force until December 22, 2017, and principal will be amortized in 5 quarterly installments with a 6-month grace period. Interest is paid on a monthly basis. The loan was managed by Banco Santander Río S.A.

 

Bank Proportional Participation
Banco Santander Río S.A. 100,000
Banco de la Pampa S.E.M. 15,000
Banco de la Provincia de Córdoba S.A. 30,000
Banco Hipotecario S.A. 60,000
BACS Banco de Crédito y Securitización S.A. 30,000
Banco de San Juan S.A. 20,000
Banco Macro S.A. 100,000

 

 

 

32

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

15.DERIVATIVES

As of December 31, 2016 and 2015, the following operations related to derivative financial instruments were in effect:

 

a)Futures and forwards, without delivery of underlying assets:

 

Futures with underlying: Foreign Currency

 

Futures with underlying foreign currency: Include forward foreign currency index negotiation operations without delivery of underlying assets, carried out in the Mercado Abierto Electrónico (MAE) and Mercado a Término de Rosario (ROFEX). The general settlements of these operations are made effective on a daily basis, in pesos, on the difference between the applied closing price of the underlying asset and the same price of the previous day (or agreed upon price), expensing the difference against each year results.

 

Contract maturity Type of contract Amount USD Total local currency
01/31/2017 Purchase 2,600,000 42,275
03/31/2017 Purchase 10,000,000 170,600
04/28/2017 Purchase 300,000 5,168
06/30/2017 Purchase 4,500,000 80,360
09/29/2017 Purchase 8,000,000 149,720
Total as of December 31, 2016 25,400,000 448,123
Total as of December 31, 2015 85,500,000 1,181,881

 

Contract maturity Type of contract Amount USD Total local currency
10/31/2016 Sale 7,000,000 113,652
11/30/2016 Sale 10,000,000 170,600
Total as of December 31, 2016 17,000,000 284,252
Total as of December 31, 2015 64,670,000 890,079

 

Contract maturity Type of contract Amount in Gold (ounces) Total local currency
01/31/2017 Sale 360 6,587
Total as of December 31, 2016 360 6,587
Total as of December 31, 2015

 

Forwards with underlying: Gold

 

Include foreign currency and gold purchase and sale operations carried out with customers and financial entities abroad without delivery of underlying assets. The settlement of these operations is made effective upon operation maturity, on the difference between the agreed upon price of the underlying assets and the price of said assets on the contract maturity date, expensing the difference against year results.

 

Contract maturity Type of contract Amount USD Total local currency
02/28/2017 Purchase 6,000 100
Total as of December 31, 2016 6,000 100
Total as of December 31, 2015

 

 

 

33

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

Contract maturity Type of contract Amount USD Total local currency
01/31/2017 Sale 1,000,000 16,260
Total as of December 31, 2016 1,000,000 16,260
Total as of December 31, 2015 13,170,000 178,604

 

Contract maturity Type of contract Amount Euros Total local currency
01/31/2017 Sale 1,500,000 25,709
Total as of December 31, 2016 1,500,000 25,709
Total as of December 31, 2015

 

Contract maturity Type of contract Amount in Gold (Ounces) Total local currency
Total as of December 31, 2016
Total as of December 31, 2015 1,200 16,566

 

Balances representing these items are recorded under “Memorandum Accounts – Debit - Derivatives – Notional value of forward operations without delivery of the underlying asset”, for purchase contracts, and in “Memorandum Accounts – Credit – Derivatives – Notional value of forward operations without delivery of the underlying asset”, for sale contracts-.

 

The result produced in years ended on December 31, 2016 and 2015 from transactions involving this type of instruments amounts to loss 39,016 and gain 228,050 respectively.

 

The objective pursued by the transaction involving futures in foreign currency is to mitigate variations in profitability from the exposure of assets and liabilities in foreign currency and to hedge part of the Bank’s net worth in foreign currency. The hedge is effective whenever the maturity of the future is similar in assets and liabilities to be protected. Thus, the aim is to hedge the foreign exchange risk in the current value of assets and liabilities denominated in foreign currency.

 

b) Options:

 

1-Call options:

 

1.1.Of shares:

 

As of December 31, 2016 and 2015 there were no balances from purchase options of shares.

 

While there were no gains or losses involving this type of instrument during the fiscal year ended December 31, 2016, the same period of 2015 showed gains for the amount of 483.

 

c) Reverse repurchase agreements and repurchase agreements:

 

As of December 31, 2016 and 2015, no balances for reverse operations were recorded.

 

The gain from reverse repo transactions in the fiscal year ended on December 31, 2016 and 2015 amounts to 13,556 and 5,391, while the loss from repo transactions amounts to 94,143 and 38,084, respectively.

 

 

 

34

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

16.STATEMENT OF CASH FLOWS

 

The Statement of Cash Flows as of December 31, 2016 and 2015 explains variations in cash and cash equivalents. To that end, it was considered the total balance of the caption Cash and Due from Banks plus Government Securities (listed securities issued by the Argentine Central Bank and repo transactions and other listed Government Securities issued by the National Government, which are also assigned to repo transactions) and Other receivables from financial transactions (Mutual funds and Time deposits with maturity of at least 90 days), as detailed in the following table:

 

Item 12/31/2016 12/31/2015
Cash and Due from Banks 8,166,132 6,808,591
Listed securities issued by the Argentine Central Bank for the Bank’s own portfolio for short-term reverse repo transactions 336,785 645,218
Listed corporate securities for short-term reverse repo transactions
Mutual Funds 1,185,637 162,693
Cash and cash equivalents 9,688,554 7,616,502

 

Securities issued by the Argentine Central Bank (Listed securities issued by the Argentine Central Bank short-term repo transactions) and Listed Government Securities for reverse repo transactions are held to meet short-term commitments and, from the point of view of their realization, they meet the requirements established by Argentine Central Bank regulations as they are easily convertible into cash since they have market price and volatility ratios published.

 

Reconciliation between Balance Sheet balances and items considered as Cash and Cash Equivalents:

 

Items 12/31/2016 12/31/2015
Cash and Due from Banks    
- As per Balance Sheet 8,166,132 6.808.591
- As per Statement of Cash Flows 8,166,132 6.808.591
Government and Corporate Securities    
a) Securities issued by the Argentine Central Bank    
- As per Balance Sheet 1,414,053 691.246
 Listed securities issued by the Argentine Central Bank and repo transactions (1,077,268) (46.028)
- As per Statement of Cash Flows 336,785 645.218
b) Holding of trading securities    
- As per Balance Sheet 125,243  229.627
- Government securities not considered as cash or equivalents (125,243) (229.627)
- As per Statement of Cash Flows
 Other Receivables from Financial Transactions    
a) Mutual Fund Investment    
 As per Balance Sheet – Others not included in Debtors’ classification regulations 1,928,212 1.543.389
 Other Assets (742,575) (1.380.696)
 As per Statement of Cash Flow 1,185,637 162.693
b) Time deposits    
As per Balance Sheet – Others not included in Debtors’ classification regulations 423.640
Time deposits non considered as cash or equivalents (423.640)
As per Statement of Cash Flow

 

 

 

35

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

17.CAPITAL MARKETS LAW

 

On December 27, 2012, Capital Markets Law N ° 26,831, established an integral reform to the public offering regime, set by Law N° 17,811. Among other issues, this law, related to the activity of the Company, includes the extension of the National State’s regulatory powers within public offering, through the National Securities Commission, concentrating in this entity, authorization, supervision and auditing powers, disciplinary and regulating powers regarding all capital market players; and the removal of the obligation of being a market shareholder to operate as an intermediary agent in such market, allowing other players, and assigning the National Securities Commission to authorize, register and regulate the different agent categories.

 

On August 1, 2013, the official bulletin released Decree 1023/2013, which partially regulated the Capital Market Law and on September 9, 2013, the Official Bulletin released General Resolution N°622 issued by the National Securities Commission, passing the relevant ruling.

 

Said ruling implements an acting agent register in the capital market. Pursuant to said ruling, in order to participate in the regulated activities, it is necessary to be registered as agent before or on June 30, 2014.

 

Up to the date of these financial statements Banco Supervielle S.A. has obtained the relevant license number to act as Compensation and Settlement Agent and Integral Negotiation Agent.

 

18.CREDIT LINE FOR PRODUCTIVE INVESTMENT

 

As from 2012, the Argentine Central Bank determined that certain financial entities shall allocate a minimum amount in the financing of investment projects oriented to the acquisition of assets and/or the construction of the necessary facilities for the production of goods and/or services and the marketing of goods and the financing of working capital related to MiPyMEs (small and medium size firms) investment projects and/or against the discount of deferred payment checks on MiPyMEs, among other purposes set forth in the Argentine Central Bank’s regulation.

 

On December 31, 2015 and enforceable as from January 4, 2016, the Argentine Central Bank passed Communication “A” 5874, which sets new regulations on “Financing Line for financial production and inclusion” (thus redefining its name) and “Non-financial public sector financing”. The following are some of the main changes regarding such regulation: a) the amount assigned to financing was increased to 14% of the non-financial private sector deposits in pesos, calculated over the monthly average of November-2015 daily balances, b) the type of assets to be financed was widened and c) the maximum interest rate applicable to such lines was increased.

 

As of the date of these financial statements Banco Supervielle S.A. has complied with the granting and imbursement of the second tier of the required amount for the year 2015 and with the first tranche of the 2016 requirement which was due on June 30, 2016.

 

For the second half of 2016, as prescribed by Central Bank’s Communication “A” 5975, financial institutions must record an outstanding amount of these type of loans equivalent to 15.5% of its non financial private sector peso denominated deposits, calculated on a daily average for the month of May 2016.

 

As of October 21, 2016, the Argentine Central Bank passed Communication “A” 6084, which sets normative changes from November 1, 2016, reducing the customer rate from 22% to 17%, reducing the mandatory term of financing to 12 months minimum, among others.

 

Besides this Communication provided continuity for the Financing Line for the first half of 2017, setting as a new quota of the period equivalent to 18% of the deposits in pesos of the non-financial private sector, calculated on the basis of the monthly average daily balances of November 2016.

 

 

 

36

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

19.PROTECTION TO USERS OF FINANCIAL SERVICES (Communications “A” 5460, 5590, 5591, 5592, 5853, 5927 and 5928)

 

On July 19, 2013, the Argentine Central Bank issued communication “A” 5460, which became effective on September 30, 2013, and by means of which financial entities are urged to apply their customer charges and commissions that account for a real, direct, provable and economically and technically grounded cost.

 

On June 10, 2014, the Argentine Central Bank issued Communication “A” 5590 addressing “Interest Rates in Credit Operations”, which regulated all financing services in pesos except from checking account advance payments, credit card financings and mortgage loans.

 

Pursuant to communication “A” 5853, issued on December 17, 2015 by the Argentine Central Bank, compensating interest rates shall be set up freely among financial entities and their clients, taking into account – when applicable – provisions set by specific regimens.

 

As of March 21, 2016 the Argentine Central Bank issued Communications “A” 5927 and 5928 which established starting April 1, 2016, that all savings accounts will be free of charge, including the use of debit cards and transfers made by individuals through ATMs or internet banking. Moreover, pursuant to Communication “A” 5928, financial institutions will be able to increase its fees for up to 20% between January 1, 2016 and September 1, 2016, and with no limitations for paid services and products after that date, always giving a 60-day prior notice.

 

20.RULING N° 629 ISSUED BY THE NATIONAL SECURITIES COMMISSION

 

Pursuant to General Ruling N° 629 issued by the National Securities Commission, supporting documentation of our accounting and administration operations for the fiscal years 2012, 2013, 2014, 2015 and 2016, accounting books since September 2012 up to date and all corporate books are safeguarded in the registered headquarters. Any other documentation or book, older than the date specified above for each case, is safeguarded by the firm AdeA S.A., whose warehouse is located on Ruta Provincial N°36, Km 31,5, Bosques, Partido de Florencio Varela, Buenos Aires Province.

 

21.POLICY OF RISK MANAGEMENT

 

Risk management is a discipline of fundamental importance for financial institutions. Grupo Supervielle S.A. promotes a solid and efficient organization in risk management, adequate framework to optimize the use of capital and identify good opportunities in the businesses, operational markets and geographic areas, addressed to the best risk-benefit ratio for the Shareholders. The risk management framework is transmitted throughout the organization and strives to balance a robust risk culture and to be an innovative entity focused on the client, recognized for its agile, simple and cordial way of operating.

 

The Board of Directors of Grupo Supervielle S.A. understands as a key part of its Corporate Governance structures, the guidelines and criteria for the integral management of risks to which its companies are exposed both individually and consolidated. The risks to which the Company and its subsidiaries are exposed are typical of financial activity such as credit risk, market risk, interest rate risk, liquidity risk, operational risk, reputation and Strategic to which is added the risk of securitization given the leadership role in the matter that Grupo Supervielle has.

 

In addition, and within this framework, the subsidiaries Banco Supervielle S.A. and Cordial Compañía Financiera S.A. follow the guidelines established by the Central Bank of Argentina for comprehensive risk management and corporate governance.

 

 

 

37

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

22.SUBSEQUENT EVENTS

 

On January 17, 2017, Banco Supervielle S.A. received a communication from the Ministry of Public Treasury of the Province of San Luis giving notice of the termination of the Financial Agent Contract that Banco Supervielle has with the Province, effective as of February 28, 2017. The communication also states that, without prejudice to the exercise of the right to terminate the contract, the Province may continue to operate with the Bank until a new financial agent is selected.

 

As of the date of these financial statements, Banco Supervielle S.A. does not have any further information. The Bank will analyze the courses of action available as well as the effects of this unilateral action of the provincial government, although it believes that the economic, financial or patrimonial situation will not be materially affected.

 

 

 

38

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I
(Consolidated)

 

GOVERNMENT AND CORPORATE SECURITIES

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

NAME 12/31/2016 12/31/2015
CODE AMOUNT AMOUNT
       
HOLDINGS OF TRADING SECURITIES      
- Argentine      
Argentine Sovereign Bonds U$S 1.75% BONAD 2017 05464 19,594
Argentine Sovereign Bonds Badlar 300 BONAR 2017 05467 3,270 6,150
Argentine Sovereign Bonds U$S 7% Vto.2017 BONAR X 05436 20 54,025
Argentine Sovereign Bonds U$S 0,75% BONAD 09-2017 05465 25,137
Argentine Sovereign Bonds U$S 2,4% BONAD 2018 05462 42,815 79,203
Argentine Sovereign Bonds Badlar +275 Vto.2018 05475 20,511
Argentine Sovereign Bonds AR$ Vto.11/03/19 05454 33,161
Argentine Sovereign Bonds U$S 8% BONAR 2020 05468 14
Discount Bonds U$S Step Up Vto.2033 40791 155
National Treasure Bonds Vto 30/09/2016 BONAC 05313 6,345
National Treasure Bonds Vto 09/05/2016 BONAC 05314 10,145
Discount Titles AR$ 45696 158
PAR Titles in USD Argentina Law 45699 2
Others   54,165
Total holdings of trading securities   125,243 229,627
       
AMORTIZED COST SECURITIES      
- Argentine      
Letra del Tesoro U$S Vto. 20/03/2017 05199 818,853
Total amortized cost securities   818,853
       
SECURITIES ISSUED BY THE ARGENTINE CENTRAL BANK      
Central Bank Bills – at fair value Several 336,785 645,218
Central Bank Bills – at amortized cost Several 1,077,268 46,028
Total Securities Issued by the Argentine Central Bank   1,414,053 691,246
       
INVESTMENTS IN LISTED CORPORATE SECURITIES      
- Domestic Several 1,895 11,008
Total Investments In Listed Corporate Securities   1,895 11,008
TOTAL GOVERNMENT AND CORPORATE SECURITIES   2,360,044 931,881

 

 

 

39

GRUPO SUPERVIELLE S.A.

 

SCHEDULE II

(Consolidated)

 

UNLISTED EQUITY INVESTMENTS

As of December 31, 2016 and 2015

(Expressed in thousands pesos)

 

Name Shares and Units Class F,V per unit Votes per share Number 12/31/2016 12/31/2015 Main Activity Year closing date Capital Shareholders’ equity Net income (loss) for the year  
 
Mercado Abierto Electrónico SA (1) Ord, 1,200 1 2 61 61 OTHER SERVICES 12/31/2015 242 85,710 48,325  
SEDESA (1) (2) Ord, 1 1 38,660 39 36 OTHER SERVICES 12/31/2015 1,000 41,747 13,808  
Argencontrol S.A. (1) Ord, 1 1 20,000 25 25 OTHER SERVICES 12/31/2014 700 2,280 645  
Compensadora Electrónica S.A. (1) Ord, 1 1 21,742 54 33 OTHER SERVICES 12/31/2015 1,000 15,726 11,852  
Provincanje S.A. (1) Ord, 1 1 600,000 684 684 OTHER SERVICES 12/31/2015 7,200 6,047 234  
Mendoza Fiduciaria S.A. (1) Ord, 1,000 1 40 40 40 OTHER SERVICES 09/30/2015 4,000 7,296 (209)  
Cuyo Aval S.G.R(1) Ord, 100 1 100 10 10 OTHER SERVICES 12/31/2015 758 138,451 1,513  
Viñas del Monte S.A. Ord, 10 1 1 2,731 7,670 AGRICULTURAL CROPS 12/31/2014 12 1,808 (2,160)  
San Luis Trading S.A. (1) Ord, 1,000 5 25 51 51 OTHER SERVICES 12/31/2008 675 839 14  
SWIFT(1) Ord, 126 1 9 1 1 COMMUNICATIONS 12/31/2005 50,367 808,393 27,982  
Infocred Argentina S.A. Ord, 1 1 2,127 36 36 OTHER SERVICES 12/31/2011 22,798 6 (31)  
Less: Allowances         (231) (173)            
 Total         3,501 8,474            

(1)Shares do not exceed the 5% of issuing companies’ capital stock, 2) The issuer’s initial capital stock amounts to $1,000,000, 3) No shares are recorded in Garantizar SGR, Campo Aval SGR, Los Grobo SGR, Vínculos SGR, Afianzar SGR. Garantía de Valores SGR, Americana de Valores SGR, Acindar Pymes SGR and AFFIDAVIT SGR because as a whole do not exceed $1.

 

 

 

40

GRUPO SUPERVIELLE S.A.

 

SCHEDULE III

(Consolidated)

 

INTANGIBLE ASSETS

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

Item Value at the beginning of fiscal year Increases Transfers Withdrawals Amortization of the year Residual Value at 12/31/2016 Residual Value at 12/31/2015
               
Other intangibles 211,196 100,869 55,376 (2,170) (111,284) 253,987 211,196
               
Goodwill 40,760 10 (9,295) 31,475 40,760
               
TOTAL 251,956 100,879 55,376 (2,170) (120,579) 285,462 251,956

 

 

 

41

GRUPO SUPERVIELLE S.A.

 

SCHEDULE IV

(Consolidated)

 

ASSETS AND LIABILITIES IN FOREIGN CURRENCY

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

CAPTIONS 12/31/2016 12/31/2015
Total Euro Dollar Others Total
ASSETS          
Cash and Due from Banks 3,736,333 124,306 3,539,777 72,250 1,775,819
Government and corporate securities 886,997 886,997 205,953
Loans 5,539,631 1,264 5,538,332 35 749,471
Other receivables from financial transactions 158,894 392 158,498 4 29,602
Receivables from financial leases 50,023 50,023
Unlisted equity investments 1 1 1
Miscellaneous receivables 125,785 28 125,757 98,767
Unallocated items 3,597 10 3,587 13,350
TOTAL 10,501,261 126,001 10,302,971 72,289 2,872,963
           
LIABILITIES          
Deposits 7,402,682 104,060 7,298,622 1,330,637
Other liabilities from financial transactions 1,180,392 28,303 1,150,911 1,178 407,938
Miscellaneous liabilities 35,313 35,313 35
Subordinated Loan and negotiable obligations 1,378,757 1,378,757 1,125,853
Unallocated items 12,134 12,134 1,012
TOTAL 10,009,278 132,363 9,875,737 1,178 2,865,475
           
MEMORANDUM ACCOUNTS          
DEBIT (except from Contra Items)          
Contingent 2,309,004 33,961 2,275,043 730,700
Control 5,688,475 21,876 5,640,792 25,807 902,524
Derivatives 155,760
CREDIT (except from Contra Items)          
Contingent 197,267 15,311 151,444 30,512 154,041
Derivatives 6,587 6,587 16,566
TOTAL 8,201,333 71,148 8,073,866 56,319 1,959,591

 

 

 

42

GRUPO SUPERVIELLE S.A.

 

SCHEDULE V

(Consolidated)

 

PREMISES AND EQUIPMENT AND MISCELLANEOUS ASSETS

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

Item 12/31/2016   12/31/2015
Residual value at the beginning of fiscal year Additions Transfers Withdrawals Depreciations of the year Residual value at fiscal year closing   Residual value at fiscal year closing
Assigned useful life years Amount  
PREMISES AND EQUIPMENT                  
Real State 25,803 340,739 5,842 (1,290) 50 (2,694) 368,400   25,803
Furniture and fittings 55,220 14,166 3,942 (15) 10 (12,638) 60,675   55,220
Machinery and equipment 97,624 136,512 352 (4,891) 5 (60,569) 169,028   97,624
Vehicles 14,508 15,805 (1,534) 5 (5,641) 23,138   14,508
Vehicles acquired through financial lease 319 31 (16) 334   319
TOTAL 193,474 507,253 10,136 (7,730)   (81,558) 621,575   193,474
                   
MISCELLANEOUS ASSETS                  
Construction in progress 41,822 38,923 (58,193) (285) 22,267   41,822
Advances for purchase 2,970 10,668 (1,183) (12,206) 249   2,970
Works of Art 2,486 969 3,455   2,486
Assets taken as guarantee for loans 337 (6) 331   337
Stationery and other supplies 11,864 31,402 (22,817) 20,449   11,864
Other Miscellaneous Assets 456,191 407,143 (6,138) (470,712) (7,734) 378,750   456,191
TOTAL 515,670 489,105 (65,514) (506,020)   (7,740) 425,501   515,670

 

 

 

43

GRUPO SUPERVIELLE S.A.

 

SCHEDULE VI

(Consolidated)

 

CLASSIFICATION OF TOTAL CREDIT ACCORDING TO STATUS AND COLLATERAL RECEIVED

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

  12/31/2016   12/31/2015
COMMERCIAL PORTFOLIO      
       
Normal situation 18,876,265   8,562,308
 -With “A” Preferred Collateral and Counter-guarantees 552,267   311,791
 -With “B” Preferred Collateral and Counter-guarantees 2,870,254   1,417,847
 - Without Preferred Collateral nor Counter-guarantees 15,453,744   6,832,670
       
Subject to special monitoring 9,879   59,495
- Under Observation 9,879   58,010
 -With “A” Preferred Collateral and Counter-guarantees   354
 -With “B” Preferred Collateral and Counter-guarantees 4,354   15,517
 - Without Preferred Collateral nor Counter-guarantees 5,525   42,139
       
- In negotiation or subject to refinancing   1,485
 -With “A” Preferred Collateral and Counter-guarantees   125
 -With “B” Preferred Collateral and Counter-guarantees  
 - Without Preferred Collateral nor Counter-guarantees   1,360
       
With problems 7,857   504
 -With “A” Preferred Collateral and Counter-guarantees  
 -With “B” Preferred Collateral and Counter-guarantees 1,048   35
 - Without Preferred Collateral nor Counter-guarantees 6,809   469
       
High risk of insolvency 33,437   51,864
 -With “A” Preferred Collateral and Counter-guarantees 2   602
 -With “B” Preferred Collateral and Counter-guarantees 17,545   5,959
 - Without Preferred Collateral nor Counter-guarantees 15,890   45,303
       
Uncollectible 358   12,534
 -With “A” Preferred Collateral and Counter-guarantees   111
 -With “B” Preferred Collateral and Counter-guarantees   1,615
 - Without Preferred Collateral nor Counter-guarantees 358   10,808
       
Uncollectible classified as such under regulatory requirements  
 -With “A” Preferred Collateral and Counter-guarantees  
 -With “B” Preferred Collateral and Counter-guarantees  
 - Without Preferred Collateral nor Counter-guarantees  
       
TOTAL COMMERCIAL PORTFOLIO 18,927,976   8,686,705

 

 

 

44

GRUPO SUPERVIELLE S.A.

 

SCHEDULE VI

(Consolidated)

 

CLASSIFICATION OF TOTAL CREDIT ACCORDING TO STATUS AND COLLATERAL RECEIVED

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

  12/31/2016   12/31/2015
CONSUMER AND HOUSING PORTFOLIO      
       
Normal situation 17,340,955   12,524,379
 -With “A” Preferred Collateral and Counter-guarantees 87,572   66,695
 -With “B” Preferred Collateral and Counter-guarantees 320,440   264,602
 - Without Preferred Collateral nor Counter-guarantees 16,932,943   12,193,082
       
Low Risk 755,035   435,644
 -With “A” Preferred Collateral and Counter-guarantees 2,675   1,437
 -With “B” Preferred Collateral and Counter-guarantees 14,355   8,416
 - Without Preferred Collateral nor Counter-guarantees 738,005   425,791
       
Medium Risk 508,868   271,746
 -With “A” Preferred Collateral and Counter-guarantees 378   473
 -With “B” Preferred Collateral and Counter-guarantees 5,620   3,032
 - Without Preferred Collateral nor Counter-guarantees 502,870   268,241
       
High Risk 484,822   331,674
 -With “A” Preferred Collateral and Counter-guarantees   667
 -With “B” Preferred Collateral and Counter-guarantees 2,059   3,943
 - Without Preferred Collateral nor Counter-guarantees 482,763   327,064
       
Uncollectible 19,770   43,563
 -With “A” Preferred Collateral and Counter-guarantees  
 -With “B” Preferred Collateral and Counter-guarantees 30   1,292
 - Without Preferred Collateral nor Counter-guarantees 19,740   42,271
       
Uncollectible classified as such under regulatory requirements 804   302
 -With “A” Preferred Collateral and Counter-guarantees  
 -With “B” Preferred Collateral and Counter-guarantees  
 - Without Preferred Collateral nor Counter-guarantees 804   302
       
TOTAL CONSUMER AND HOUSING PORTFOLIO 19,110,254   13,607,308
       
TOTAL GENERAL 38,038,050   22,294,013

 

Schudule VI includes the classification of loans, other receivables from financial transactions included in the debtor classification regulations and receivables from financial leases, before the deduction for allowance for loan losses, using the classification system of the Argentine Central Bank in effect at year-end. Guarantees granted are not included in this schedule.

 

 

 

(GRUPO SUPERVIELLE LOGO)

 

Parent Company Financial Statements

 

For the financial year ended 

December 31, 2016, presented on comparative basis

 

 

 

46

GRUPO SUPERVIELLE S.A.

 

Balance Sheet 

As of December 31, 2016 and 2015 

(Expressed in thousands of pesos)

 

  12/31/2016 12/31/2015
ASSETS    
CURRENT ASSETS    
Cash and due from banks (Notes 3.1) 4,050 3,485
Short-term investments (Schedule I) 830,955 43,720
Other receivables (Notes 3.2 y 4) 13,147 35,965
TOTAL CURRENT ASSETS 848,152 83,170
     
NON-CURRENT ASSETS    
Tax credits (Notes 3.2 y 4) 11,133 1,637
Other receivables (Notes 3.3 y 4) 4,630 1,211
Long-term investments (Schedule I) 6,234,535 2,917,654
Premises and equipment, net (Schedule II)
TOTAL NON-CURRENT ASSETS 6,250,298 2,920,502
TOTAL ASSETS 7,098,450 3,003,672
     
LIABILITIES    
CURRENT LIABILITIES    
Trade accounts payable (Notes 3.4 and 4) 671 1,002
Financial indebtedness (Notes 3.5 and 4) 137,833 473,067
Taxes payables (Notes 3.6 and 4) 2,802 2,448
Other accounts payable (Notes 3.7 and 4) 2,723 1,402
TOTAL CURRENT LIABILITIES 144,029 477,919
     
NON CURRENT LIABILITIES    
Financial indebtedness (Notes 3.5 and 4) 22,870 152,043
TOTAL NON-CURRENT LIABILITIES 22,870 152,043
TOTAL LIABILITIES 166,899 629,962
SHAREHOLDERS’ EQUITY 6,931,551 2,373,710
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY 7,098,450 3,003,672

 

The accompanying Notes and Schedules are an integral part of these financial statements.

 

 

 

47

GRUPO SUPERVIELLE S.A.

 

Memorandum Accounts 

As of December 31, 2016 and 2015 

(Expressed in thousands of pesos)

 

  12/31/2016 12/31/2015
  Granted guarantees 2,500 2,510
 Foreign currency forward contracts (Note 11) 155,760
 Guarantees received from directors 60 60

 

The accompanying Notes and Schedules are an integral part of these financial statements.

 

 

 

48

GRUPO SUPERVIELLE S.A.

 

Income Statement 

For the financial year ended December 31, 2016 and 2015 

(Expressed in thousands of pesos)

 

  12/31/2016 12/31/2015
Equity in earnings of controlled companies  1,285,428 788.490
Administrative expenses (Note 6 and Schedule IV)  (63,914) (26.253)
Other income, net (Note 3.9)  31,086 18.405
Financial results, net (Note 3.8)    
- Generated by assets  188,345 49.176
- Generated by liabilities  (129,641) (155.709)
Income before income tax  1,311,304 674.109
Income tax (Note 8)
NET INCOME FOR THE YEAR  1,311,304 674.109

 

The accompanying Notes and Schedules are an integral part of these financial statements.

 

 

 

49

GRUPO SUPERVIELLE S.A.

 

Statement of Changes in Shareholders’ Equity  

For the financial year ended December 31, 2016 and 2015 

(Expressed in thousand of pesos)

 

Item Owners’ contributions Cumulative results Total shareholders’ equity
Capital stock Paid-in capital Sub-total Legal reserve Optional reserve

Retained

earnings

Balances as of December 31, 2014 124,485 91,543 216,028 24,897 1,103,141 362,920 1,706,986
Profit distribution as approved by general shareholders’ meeting dated April 30, 2015:              
 - Optional reserve         355,535 (355,535)
 - Dividends paid           (7,385) (7,385)
 - Capital increase 124,485   124,485   (124,485)
Net income for the year           674,109 674,109
Balances as of December 31, 2015 248,970 91,543 340,513 24,897 1,334,191 674,109 2,373,710

 

Item Owners’ contributions Cumulative results Total shareholders’ equity
Capital stock Paid-in capital Sub-total Legal reserve Optional reserve Retained earnings
Balances as of December 31, 2015 248,970 91,543 340,513 24,897 1,334,191 674,109 2,373,710
Profit distribution as approved by general shareholders’ meeting dated April 19, 2016:              
 - Legal reserve       24,897   (24,897)
 - Optional reserve         624,050 (624,050)
 - Dividends paid           (25,162) (25,162)
Capital increase 114,807 3,156,892 3,271,699       3,271,699
Net income for the year           1,311,304 1,311,304
Balances as of December 31, 2016 363,777 3,248,435 3,612,212 49,794 1,958,241 1,311,304 6,931,551

 

The accompanying Notes and Schedules are an integral part of these financial statements.

 

 

 

50

GRUPO SUPERVIELLE S.A.

 

Statement of Cash Flow (Note 12) 

For the financial year ended on December 31, 2016 and 2015 

(Expressed in thousand of pesos)

 

  12/31/2016 12/31/2015
CHANGES IN CASH    
Cash and cash equivalents at the beginning of the year 22,042 1.657
Cash and cash equivalents at the end of the year (Note 12) 835,005 22.042
Net increase in cash and its equivalents 812,963 20.385
     
Cash flow from operating activities    
Operating expenses paid (65,569) (28.717)
Dividends received 187,359 33.600
Other operating income received / (expenses paid) 71,046 (21.343)
Net cash provided by / (used in) operating activities 192,836 (16.460)
Cash flow from investing activities    
Net collections related to premises and equipment 190
Proceeds from sales of subsidiaries 1,203 2.851
Investments in subsidiaries (2,248,250) (28.355)
Net cash used in investing activities (2,247,047) (25.314)
Cash flow from financing activities    
Net cash (used in) / provided by loans and negotiable obligation (594,048) 54.256
Capital increase 3,301,137
Dividends paid (25,162) (7.385)
Net cash provided by financing activities 2,681,927 46.871
Net financial income from holdings of cash and cash equivalents 185,247 15.288
Net increase in cash and its equivalents 812,963  20.385

 

The accompanying Notes and Schedules are an integral part of these financial statements.

 

 

 

51

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

1.BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS

 

1.1.Preparation of Financial Statements

 

These financial statements are expressed in Argentine pesos, and have been prepared in accordance with disclosure and valuation accounting standards set by Technical Pronouncements issued by the Argentine Federation of Economy Sciences Professional Councils, passed by the Economy Sciences Professional Council of the Autonomous City of Buenos Aires, in line with provisions set forth by the National Securities Commission, Title IV, Chapter I, Section I, Article 2, on accounting standards applied by Banco Supervielle S.A’s and Cordial Compañía Financiera S.A.’s subsidiaries.

 

1.2.Recognition of the effects of inflation

 

The Group’s financial statements recorded changes in its currency purchasing power as of August 31, 1995. As from such date and until December 31, 2001, the inflation adjustment of financial statements was interrupted as a result of a currency stability period. From January 1, 2002 to March 1, 2003, inflation effects were recorded once again as a result of a new inflation period, having interrupted the inflation adjustment as from said date, pursuant to Decree N° 664/03 issued by the National Executive Power (NEP) and valid professional accounting standards applicable in such moment.

 

Argentine professional accounting standards establish that financial statements shall be drawn up including changes in the currency purchasing power pursuant to Technical Pronouncements (T.P.) N° 6 y N° 17, with amendments included by T.P. N° 39 and Interpretation N° 8, standards issued by the Argentine Economy Sciences Professional Council. Pursuant to such standards, the application of inflation adjustments shall become effective within an inflation context, which is featured, among other things, by the existence of an accrued inflation rate over a three-year period or exceeding the 100%, to which ends, the Internal Whole Sale Price Index released by the National Statistics and Census Institute shall be considered. Once such rate is reached, all relevant financial statements shall be re-expressed as from the moment in which such adjustment was interrupted.

 

As of December 31, 2016, its not possible to determine the compounded rate of inflation for the three year period ended on such date, based on official statistics from the Statistics and Census National Institute (“INDEC”), because between October 2015 and January 2016, this agency discontinued the Internal Wholesale Price Index publication.

 

On January 8, 2016, Executive Branch issued Decree No. 55/2016 declaring a state of administrative emergency with respect to the national statistical system and the INDEC until December 31, 2016. During this state of emergency, the INDEC has suspended and will suspend publication of certain statistical data until it completes a reorganization of its technical and administrative structure capable of producing sufficient and reliable statistical information.

 

As of balance sheet date, management evaluated that within this environment, the inflation threshold set by Argentine professional accounting standards, had not been reached, and in consequence, no inflation adjustment has been applied to Financial Statements.

 

However, in the recent past years, certain macroeconomic indicators have suffered significant fluctuations, a fact that must be considered when assessing and interpreting the financial condition and performance as shown in these Financial Statements.

 

 

 

52

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

1.3.Comparative information

 

Balances as of December 31, 2015, disclosed in these financial statements to comparative purposes result from financial statements as of such dates.

 

1.4.Use of estimates

 

The preparation of financial statements as of certain date requires the Group’s Management to carry out estimates and evaluations that affect the amount of recorded assets and liabilities and contingent assets and liabilities disclosed at such date, as well as income and expenses recorded in the fiscal year. The Group’s management prepares estimates that enable it to calculate at a certain moment, for example, provisions for uncollectable debtors, recoverable value of assets, income tax burden and contingency provisions. Real future results might differ from estimates and evaluations carried out at the date of preparation of these financial statements.

 

2.MAIN VALUATION CRITERIA

 

2.1.Assets and liabilities to be settled in pesos

 

Assets and liabilities pending settlement in pesos are stated at their nominal values, contemplating, where applicable, interest and components accrued at the end of each fiscal year, which were expensed against income for each fiscal year. As for receivable and payable balances without related interest rate or without financial set-off, they have been kept at their nominal values which not differ significantly from discounted values.

 

The receivable originated by the sale of Adval S. A. have been discounted applying the market rate utilized for similar operations.

 

2.2.Assets and liabilities to be settled in foreign currency

 

Assets and liabilities in foreign currency were recorded at the applicable rates of exchange in force at the close of operations on the last business day of each fiscal year/period, and, when applicable, accrued interests and financial components were recorded as of such dates, being expensed against income for each period. As for receivable and payable balances without related interest rate or without financial set-off, they have been kept at their nominal values which not differ significantly from discounted values. Exchange rate differences were expensed against income for each period.

 

2.3.Investments

 

Short-term investments

 

Argentine Government Securities: As of December 31, 2016 the Group did not record any holding. As of December 31, 2015, investments have been valued at market value as at the last business day of the fiscal year.

 

Mutual Fund Investments: As of December 31, 2016 and 2015 such investments were valued at the unit price in force on the last business day of the year.

 

Long-term investments

 

As of December 31 2016 and 2015, shares in Banco Supervielle S.A. and Cordial Compañía Financiera S.A. have been valued applying the equity method over financial statements on such dates. These financial statements have been drawn up pursuant to accounting standards set by the Argentine Central Bank, which differ from professional accounting standards in certain respects mentioned in Note 4 on the consolidated financial statements.

 

 

 

53

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

Supervielle Seguros S.A’s financial statements have been drawn up pursuant to accounting standards set by National Insurance Superintendence, which differ in fiscal year closing date, which is June 30 of each year, and in certain respects from professional accounting standards. Shares in Supervielle Seguros S.A. as of December 31, 2016 and 2015 have been valued applying the equity method over financial statements over the same period regarding Grupo Supervielle S.A.’s financial statements.

 

As of December 31, 2016 and 2015, shares in Sofital S.A.F. e I.I., Cordial Microfinanzas S.A, Supervielle Asset Management S.A. Sociedad Gerente de F.C.I, Tarjeta Automática S.A. and Espacio Cordial de Servicios S.A. have been valued applying the equity method over financial statements on such dates (See Note 6).

 

Financial statements of Banco Supervielle SA, Cordial Compañía Financiera S.A., Sofital S.A.F.e I.I., Cordial Microfinanzas S.A., Supervielle Asset Management S.A.S.G.F.C.I, Tarjeta Automática S.A. and Espacio Cordial de Servicios S.A. utilized for the calculation of their respective proportional shareholders’ equity value cover the same period regarding the Group’s financial statements.

 

2.4.Intangible Assets

 

Goodwill:

 

As of December 31, 2016 and 2015 goodwill has been valued at cost. Goodwill is amortized by applying a straight-line method, as from its inclusion in the Group’s Shareholders’’ equity according to its assigned useful life.

 

This item includes the excess of the acquisition cost over the value assigned to the 5% of shares in Cordial Compañía Financiera S.A. and the 95% of shares in Supervielle Seguros S.A.

 

2.5.Premises and equipment

 

As of December 31, 2016 and 2015, fixed assets were fully depreciated.

 

2.6.Other receivables and liabilities

 

Receivables and liabilities have been valued at their nominal value plus financial results accrued as of each fiscal year closing. Such resulting values do not differ significantly from those recorded by applying existing accounting standards, which establish that they are to be valued at their best possible estimated receivable or payable amount, respectively, discounted by utilizing a certain rate that shows the time value of the money and specific risks involved in the estimated operation at the moment of its inclusion in assets and liabilities respectively.

 

Banking and financial debts have been valued in accordance with the amount of money received, net of transaction costs, plus accrued financial results based on the return interest rate estimated upon initial recognition.

 

2.7.Shareholders’ equity

 

Accounts included in this item are re-expressed in a uniform currency, pursuant to specifications set forth in Note 1.2, except from “Capital Stock”, which has been kept at its nominal value. The adjustment resulting from such re-expression was capitalized on June 8, 2009.

 

The paid-in capital increase is net of expenses related to the Company’s initial public offering.

 

2.8.Profit and Loss Accounts

 

Profit and loss accounts were stated in nominal currency, except for charges for results produced by permanent investments in companies, which were determined – as from their inclusion date – following the proportional net worth value method applied on the issuers’ last financial statements as of period closing.

 

 

 

54

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

2.9.Cash Flow

 

Total cash in “Cash and due from banks” and “Investments”, with residual term not exceeding 90 days are considered cash and cash equivalents.

 

3.BREAKDOWN OF MAIN ITEMS OF BALANCE SHEET AND INCOME STATEMENT

 

    12/31/2016 12/31/2015  
3.1   Cash and due from banks:        
Petty cash   3 2  
Banco Supervielle S.A. current account in pesos   547 3,314  
Banco Galicia S.A. current account in pesos   1 1  
Banco de Servicios y Transacciones S.A. current account in pesos   12 21  
Banco Comafi S.A. current account in pesos   2  
Banco Meridian   3  
Banco Itaú   2 3  
Exprinter International Bank (Schedule III)   76 129  
JP Morgan Chase Bank (Schedule III)   3,407 12  
    4,050 3,485  
         
3.2   Tax credits:        
Non-current:        
Income Tax Withholdings   9,588 1,634  
Income Tax credit balance   1,545 3  
Minimum Presumed Income Tax   2,869 1,705  
Law 25.413- Banking transfers tax   9,941  3,652  
Less: allowances   (12,810)  (5,357)  
    11,133 1,637  
         
3.3   Other receivables:        
Current:        
Service Debtors   9,705 535  
Receivable from the sale of stock   667 1,057  
Receivable amounts from forward operations in foreign currency   34,175  
Insurance prepaid   2,525  
Providers advances   1  
Payroll advances   249 198  
    13,147 35,965  
         
Non-Current:        
Receivable from the sale of stock   1,053 1,211  
Insurance prepaid   3,577  
    4,630 1,211  
         
3.4   Trade accounts payable:        
Current:        
Providers   671 390  
Provision for negotiable obligation issuance expenses   612  
    671 1,002  
3.5   Financial indebtedness:        
Current:        
Negotiable Obligations   137,833 473,067  
    137,833 473,067  

 

 

 

55

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

    12/31/2016 12/31/2015  
Non-Current:        
Negotiable Obligations   22,870 152,043  
    22,870 152,043  
         
3.6   Taxes payable:        
Current:        
Payable VAT   2,295 255  
Payable Turnover Tax   392 2,078  
Payable Income Tax Withholding   115 115  
    2,802 2,448  
         
3.7   Other accounts payable:        
Current:        
Payable salaries and bonuses   2,723 1,402  
    2,723 1,402  

 

    12/31/2016 12/31/2015  
3.8   Financial results        
Generated by assets        
Exchange rate difference   31,255 47  
Results from mutual fund holding   153,992 15,241  
Results from Government Securities holding   23 (444)  
Financial results from the sale of stock   655 1,089  
Results from forward operations in foreign currency (Note 11)   2,420 33,243  
    188,345 49,176  
         
Generated by liabilities        
Exchange rate difference   (52) (13)  
Financial debt interest   (122,429) (153,953)  
Argentine financial institutions’ financing interest   (7,160) (1,743)  
    (129,641) (155,709)  
3.9   Other income and expenses        
Subsidiaries’ advisory fees (Note 10)   40,228 23,766  
Royalties charged on subsidiaries (Note 10)   4,112 3,290  
Third parties’ advisory fees (Note 10)   1,602 570  
Other income   4,440 178  
Personal assets tax   (11,843)  (8,427)  
Tax credit provision   (7,453) (972)  
    31,086 18,405  

 

 

 

56

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

4.LOAN AND DEBT ESTIMATED TERMS

 

The composition of loans and debts in accordance with collection or payment estimated terms and interest rate accrued as of December 31, 2016 is as follows:

 

  Tax credits Other
receivables
Trade accounts payable Financial indebtedness Taxes payables Other accounts payable
To mature:            
1st, Quarter 10,830 671 8,333 2,802 2,723
2nd, Quarter 743 129,500
3rd, Quarter 842
4th, Quarter 732
Over a year 11,133 4,630 22,870
Subtotal to mature: 11,133 17,777 671 160,703 2,802 2,723
Matured term  
Total 11,133 17,777 671 160,703 2,802 2,723
At fixed rate 1,720 104
At floating rate 152,600
Do not accrue interest 11,133 16,057 671 8,103 2,802 2,649
Total 11,133 17,777 671 160,703 2,802 2,723

 

5.RESTRICTED ASSETS

 

As of December 31, 2016 and 2015, the Group does not hold restricted assets.

 

6.COMPANIES UNDER SECT. 33 OF CORPORATE LAW No. 19,550 AND OTHER RELATED COMPANIES

 

As of December 31, 2016 and 2015, corporations where Grupo Supervielle S.A. holds direct or indirect shares, and with which it consolidates its financial statements:

 

Company Condition Legal Address Main Activity Direct interest in
Capital Stock
Indirect interest in
Capital Stock
12/31/2016 12/31/2015 12/31/2016 12/31/2015
Banco Supervielle S.A. Controlled Bartolomé Mitre 434, CABA Commercial Bank 96.23% 94.73% 98.13% (1) 97.39% (1)
Cordial Compañía Financiera S.A. Controlled Reconquista 320, CABA. Financial Company 5.00% 5.00% 98.23% 97.52%
Tarjeta Automática S.A. (2) Controlled Bartolomé Mitre 434, 5º Piso, Ala Este, CABA Credit Card 87.50% 87.50% 99.77% 99.68%
Supervielle Asset Management S.A. SGFCI Controlled Bartolomé Mitre 434, 3° Piso, Ala Este, CABA MTF Managing Agent 95.00% 95.00% 99.75% 99.75%
Cordial Microfinanzas S.A. (2) Controlled Reconquista 320,1° Piso, CABA Micro-finances 87.50% 87.50% 99.77% 99.67%
Sofital S.A.F. e I.I. Controlled Bartolomé Mitre 434, 4° piso, CABA Financial operations and administration of securities 95.03% 95.03% 95.03% 95.03%
Espacio Cordial de Servicios S.A. Controlled San Martín 719, 1° Piso, Ciudad de Mendoza Trading of products and services 95.00% 95.00% 99.75% 99.75%
Supervielle Seguros S.A Controlled Reconquista 320, 1° Piso, CABA Insurance Company 95.00% 95.00% 99.75% 99.75%
(1)Grupo Supervielle S.A.’s direct and indirect interest in Banco Supervielle votes amounts to 98.11% as of 12/31/16 and 97.36% as of 12/31/15.
(2)Interest in Cordial Microfinanzas S.A. and Tarjeta Automática S.A. were made effective within the framework of standards for Complementary Services of the Financial Activity set by the Argentine Central Bank, through Communication “A” 5700, which modified Computable Equity Responsibility by requiring interest deductions in credit, debit card issuers and similar products, with gradual application as from June 2015.

 

 

 

57

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

On November 9, 2012, the Group placed an offer to Banco Supervielle S.A. for the acquisition of rights resulting from irrevocable contributions on account of future capital stock increases made by Banco Supervielle S.A. in Viñas del Monte S.A., corporation in which Grupo Supervielle S.A. already held a 1% shares over its capital stock.

 

Later, on November 14, 2012, the transfer of rights was made effective and the Group paid an agreed upon price of 4,520. On March 6, 2014, Viñas del Monte S.A. capitalized said amount, which is pending of registration before the Legal Persons Authority of Mendoza Province.

 

On September 24, 2015, Grupo Supervielle S.A. and Sofital S.A.F. e I.I. made capital contributions in Viñas del Monte S.A., for an amount equivalent to 3,530 and 470, respectively. Upon the approval of such capital increase, the Entity will record 94.80% capital holding in Viñas del Monte S.A.

 

On June 30, 2015, Grupo Supervielle S.A. made capital contributions in Espacio Cordial de Servicios S.A. and Cordial Microfinanzas S.A., for an amount equivalent to 15,200 and 9,625, thus producing final holding for the Group of 12,219,472 and 1,273 ordinary, nominative non-endorsable shares, respectively.

 

On April 29, 2016, Grupo Supervielle S.A. and Banco Supervielle S.A. made an irrevocable capital contribution in advance of future capital increases to Cordial Compañia Financiera for an amount of 1,250 and 23,750 respectively.

 

On May 31, 2016 and June 3, 2016, Grupo Supervielle S.A. made an irrevocable capital contribution in advance of future capital increases to Banco Superveille for an amount of 1,453,000 y 780,000 respectively.

 

On May 31, 2016 and June 16, 2016, Grupo Supervielle S.A. made an irrevocable capital contribution in advance of future capital increases to Cordial Compañía Financiera for an amount of 7,000 each.

 

The following describes Controlled Companies’ Shareholders’ equity and Results:

 

As of December 31, 2016 – In thousands of pesos
Company Assets Liabilities Shareholders’ equity Net income
Banco Supervielle S.A. 48,730,638 42,859,679 5,870,959 925,349
Cordial Compañía Financiera S.A. 4,887,274 4,232,418 654,856 65,883
Tarjeta Automática S.A. 138,559 119,130 19,429 227
Supervielle Asset Management S.A. 118,754 39,369 79,385 77,441
Cordial Microfinanzas S.A. 206,763 168,272 38,492 10,309
Sofital S.A. F. e I.I. 141,204 444 140,760 40,800
Espacio Cordial de Servicios S.A. 229,800 140,776 89,024 43,541
Supervielle Seguros S.A. 461,675 212,418 249,257 139,547

 

As of December 31, 2015 – In thousands of pesos
Company Assets Liabilities Shareholders’ equity Net income
Banco Supervielle S.A. 30,068,301 27,355,691 2,712,610 617,448
Cordial Compañía Financiera S.A. 2,741,621 2,457,647 283,974 58,985
Tarjeta Automática S.A. 214,735 195,533 19,202 118
Supervielle Asset Management S.A. 81,803 15,311 66,492 81,803
Cordial Microfinanzas S.A. 163,600 135,417 28,183 2,706
Sofital S.A. F. e I.I. 88,508 412 88,096 27,102
Espacio Cordial de Servicios S.A. 253,189 162,705 90,484 61,663
Supervielle Seguros S.A. 149,102 71,448 77,654 39,591

 

 

 

58

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

  

As of December 31, 2016 and 2015, balances and results with Grupo Supervielle S.A‘s controlled are as follows:

 

Assets  12/31/2016   12/31/2015 
Current Assets          
Cash and due from banks          
Banco Supervielle S.A. Current Account in pesos  547   3,314 
    547    3,314 
Other receivables          
Banco Supervielle S.A.   8,741     
Cordial Microfinanzas S.A.       50 
Sofital S.A.       61 
Cordial Compañía Financiera S.A.   896    409 
Espacio Cordial de Servicios S.A.   68     
Viñas del Monte S.A.       15 
    9,705    535 
Trade account payables          
Banco Supervielle S.A.   391    101 
    391    101 
           
Results          
Other Income  12/31/2016   12/31/2015 
Banco Supervielle S.A.   36,400    20,800 
Cordial Microfinanzas S.A.   644    495 
Sofital S.A.F.e I.I.   60    60 
Supervielle Asset Management S.A.   408    316 
Tarjeta Automática S.A.   132    288 
Viñas del Monte S.A.   12    12 
Cordial Compañía Financiera S.A.   6,021    4,545 
Espacio Cordial de Servicios S.A.   663    540 
    44,340    27,056 
Administrative expenses        
Rent – Banco Supervielle S.A.   (1,326)   (847)
Bank expenses – Banco Supervielle S.A.   (186)   (12)
Legal and accounting consultancy services   (400)    
    (1,912)   (859)
Financial Results        
Generated by Liabilities        
Negotiable Obligations Issuance Commission– Banco Supervielle S.A.   (378)   (1,493)
Interest paid in advance in current account– Banco Supervielle S.A.   (7,159)   (1,743)
    (7,537)   (3,236)

 

7.GRANTED GUARANTEES

 

On September 20, 2010, Cordial Microfinanzas S.A. entered into a financing agreement with FONCAP S.A., by means of which Grupo Supervielle is guarantor of a total amount of 1,000.

 

On January 2, 2013, Cordial Microfinanzas S.A. was granted a financial loan by Banco Santander Río for a total amount of 1,500, where Grupo Supervielle S.A. acted as joint guarantor and main payer of the obligation moneys of the first in favor of the second.

 

 

 

59

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

8.INCOME TAX AND MINIMUM PRESUMED INCOME TAX

 

The Group recognizes income tax pursuant to the deferred tax method; thus recognizing temporary differences between accounting and tax assets and liabilities measurements. In order to determine deferred assets and liabilities, identified temporary differences and tax losses have been applied the tax rate expected to be in force upon their reversal or utilization, pursuant to legal standards in force upon these financial statements issuance date.

 

The following is the conciliation between the tax applied on results as of December 31, 2016 and 2015 and the one to be produced after applying the relevant tax rate on the accounting result (Before the tax):

 

   12/31/2016   12/31/2015 
Income before income tax   1,311,304    674,109 
Tax Rate in Force   35%   35%
Income before income tax at tax rate   458,957    235,938 
Permanent differences (at tax rate):          
Result of equity investments   (450,050)   (276,121)
Non deductible amortizations   150    150 
Share issue expenses   (71,910)     
Non deductible expenses   6,806     
Non recorded results   (7,587)    
Tax loss carryforward for the year (*)   (63,634)   (40,033)

(*)The Group has not recognized the asset from the tax loss as it is considered that such loss will not be compensated with future taxable income.

 

Additionally, minimum presumed income tax is determined by applying the 1% tax over computable assets as of fiscal year closing. This tax complements income tax.

 

The Group’s tax obligation in the fiscal year will coincide with the highest amount of both taxes. However, if, in a fiscal year, the minimum presumed income tax exceeds income tax, such excess may be recorded as a down-payment of any income tax excess over the minimum presumed income tax that might be produced in any of the following ten fiscal years.

 

9.CAPITAL STOCK

 

As of December 31, 2016 the corporate capital stock is the following:

 

Capital Stock Nominal
Value
Approved by
Capital stock as of 12/31/2013, and 12/31/2014 124,485  
Increase in Capital Stock 124,485 Shareholders’ meeting held on October 7, 2015
Capital stock as of 12/31/2015 248,970  
Increase in Capital Stock 114,807 Shareholders’ meeting held on October 7, 2015 and minutes of subdelegados on May 18 and 24, 2016
Capital stock as of 12/31/2016 363,777  

 

Pursuant to the Corporate By-law, any share transfer or event enabling any changes in its condition or alterations in its stock holding structure shall be informed to the Argentine Central Bank.

 

On December 27, 2012, the Group’s Shareholders’ General Meeting decided to convert 1,600,000 class B ordinary shares on equal number of preferred shares that accounted for the 1.2853% of the Group’s capital stock. Preferred shares enable a non-cumulative preferred dividend of $2 (two pesos) per share, adjustable by Badlar rate informed by the Argentine Central Bank as of December 31 of each year. Preferred shares may be redeemed by the Group, prior to the Shareholders’ Meeting decision.

 

 

 

60

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

On October 7, 2015, the Group’s General Assembly Meeting passed a 124,485 capital stock increase through the issuance of 63,369,094 Class A ordinary shares for a nominal value of $1; 59,516,170 Class B ordinary shares for a nominal value of $1 and 1,600,000 preferred shares. Over the course of such Meeting, it was also decided to modify the issuance conditions of preferred shares, granted the holder the option to convert such shares in the same number of Class B ordinary shares. Said option was finally exercised by its holder and informed to the Group on January 5, 2016, thus settling 3,200,000 preferred shares and issuing the same number of Class B ordinary shares at a nominal value of $1.

 

Moreover, aforementioned shareholders’ meeting, decided to ask for authorization to make an initial public offering of Class B shares, for its listing and trading on markets regulated by the Mercado de Valores de Buenos Aires S.A., the United States Securities and Exchange Commission, and a capital increase for up to 96,000,000 new class B ordinary shares to be offered. Notwithstanding that, a capital increase for up to 192,000,000 shares was approved.

 

The public offering in Argentina was authorized by the National Securities Commission by means of Resolution Number. 18,023 dated April 14, 2016, and amended by Resolution Number 18,033 dated April 21, 2016.

 

The public bid of ordinary shares ende don May 18, 2016. 127,500,077 ordinary shares were assigned, and delivered by issuing 95,682,077 new class B shares and by 31,818,000 shares sold by existing shareholders of the Company, all shares with a nominal value of Ps. 1.00 and one vote per share. The price was set at USD 2.20 per share, or USD 11.00 per American Depositary Share (ADS), whith each ADS representing 5 shares.

 

Moreover, as of May 26, 2016, the international underwriters excersiced the over allotment option for 19,125,010 class B ordinary shares of nominal value Ps. 1.00 each and one vote per share, which were issued on May 27, 2016.

 

The issuance of new class B ordinary shares for 95,682,077 and 19,125,010 makes a total capital increase of 114,807,087.

 

Since that date, the Company’s capital stock is represented by 126,738,188 ordinary class A shares, of nominal value Ps. 1.00 and 5 votes per share, and 237,039,427 ordinary class B shares, of nominal value Ps. 1.00 and 1 vote per share.

 

10.GROUP’S REVENUES

 

Grupo Supervielle S.A.’s main activity is the investment in other companies. Its earnings come mainly from dividends received from said companies and from income generated by financial assets. In relation to dividends received, there are certain restrictions to the distribution of dividends in some subsidiaries, disclosed on Note 6 to the consolidated financial statements.

 

On December 1, 2008 and January 16, 2010, the Group entered into, with Banco Supervielle S.A., a professional service contract by means of which the Group commits itself to rendering financial, strategic and commercial advisory services aimed at the search and generation of new business and the expansion of existing ones. Additionally, the Group entered into similar agreements with Tarjeta Automática S.A., Cordial Microfinanzas S.A., Adval S.A., Supervielle Asset Management S.A., Sofital S.A.F. e I.I. and Viñas del Monte S.A, in force as from January 1, 2009 and with Cordial Compañía Financiera S.A. in force as from August 1, 2011 and with Espacio Cordial de Servicios S.A. on December 26, 2013. As of December 31, 2016 and 2015 incomes resulting from such advisory services amounted to 40,228 and 23,766 respectively.

 

In 2013, the Group and Espacio Cordial de Servicios S.A., Cordial Compañía Financiera S.A. and Cordial Microfinanzas S.A. entered into agreements aimed at the granting of licenses for the utilization of certain brands on behalf of the Group, with the purpose of promoting the commercialization of products and services rendered by the already mentioned companies. Such agreements account for incomes for 4,112 y de 3,290 for the Group as of December 31, 2016 and 2015, respectively.

 

On May 26, 2014, the Group entered into a call center service agreement with CAT Technologies Argentina S.A. for an unspecified term. Recorded incomes as of December 31, 2016 and 2015 amounted to 1,602 and 570, respectively.

 

 

 

61

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

 (Expressed in thousands of pesos)

 

11.DERIVATIVES

 

As of December 31, 2016 no operations underway related to this type of derivatives are recorded.

 

As of December 31, 2015 the following balances for operations related to derivative financial instruments are recorded:

 

Contract Maturity Type of Contract Amount USD Total in National Currency
Total as of December 31, 2016
Total as of December 31, 2015 11,000 155,760

 

Net results derived from derivative instruments for the financial year ended December 31, 2016 and 2015 were a gain of 2,420 and 33,243 respectively.

 

12.STATEMENT OF CASH FLOW

 

Total cash in Cash and due from banks and Investments, not exceeding 90 days recorded are considered cash and equivalent of cash as specified below:

 

   12/31/2016   12/31/2015 
Cash and due from Banks   4,050    3,485 
Short term Investments   830,955    18,557 
Cash and cash equivalents   835,005    22,042 

 

Conciliation between balances of Balance Sheet and items considered Cash and cash equivalents:

 

Items  12/31/2016   12/31/2015 
Cash and due from banks        
As per Balance Sheet   4,050    3,485 
As per Statement of Cash Flow   4,050    3,485 
Short-term investments          
As per Balance Sheet   830,955    43,720 
Government securities not considered cash equivalent       (25,163)
As per Statement of Cash Flow   830,955    18,557 

 

13.ADOPTION OF INTERNATIONAL FINANCIAL REPORTING STANDARDS

 

In pursuance of Communication “A” 5635, Banco Supervielle S.A. and Cordial Compañía Financiera S.A. submitted to the Argentine Central Bank its own Implementation Plan for the convergence towards IFRS in force at the March 31, 2015, passed by the Board of Directors on March 11, 2015. The Board is responsible for compliance with the Plan. This Plan contemplates: Designation of a head and deputy coordinator, a working group composed of the involved areas, design of a training plan as well the communication of the same, the coordination with the Management of related companies in which controlled permanent investments are maintained and in which there is significant influence. At the date of these financial statements, all these aspects were satisfactorily accomplished.

 

Additionally Banco Supervielle S.A. and Cordial Compañía Financiera S.A. prepared the reconciliation of assets and liabilities valued according to IFRS required by Communication “A” 5844, submitted to the Argentine Central Bank as of September 30, 2015, March 31, 2016 and September 30, 2016 with the data at June 30, 2015, December 31, 2015 and June 30,2016, respectively.

 

 

 

62

GRUPO SUPERVIELLE S.A.

Notes to the Financial Statements

As of December 31, 2016 presented on comparative basis

(Expressed in thousands of pesos)

 

As of the date of these Financial Statements, the Company is developing the implementation of the convergence plan towards IFRS, at the same time advances in the coordination of tasks with the subsidiary companies so as to work together and with the same execution times.

 

14.EARNINGS PER SHARE

 

The following is the earning per share composition for financial year ended December 31, 2016 and 2015:

 

  12/31/2016 12/31/2015
Net income for the year 1,311,304 674,109
Weighted average of issued common shares 319,828 151,839
Weighted average of diluted common shares 319,862 152,593
Earnings per common share (pesos per share):    
- Basic            4.10 4.42
- Diluted            4.10 4.42

  

 

 

63

GRUPO SUPERVIELLE S.A.

 

SCHEDULE I

 

Long-term investments

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

  Class Market Value / Nominal Number Issuer’s information as of December 31, 2016 Book value at 12/31/2016 Book value at
12/31/2015
Main Activity Capital Stock Shareholders’ equity
Short-term investments:                
Mutual Funds Premier Renta Plus in plesos Class A 4.91 330,698 1,625
Mutual Funds Premier Inversion class A 0.13 6,294,871,461 829,330
Mutual Funds Premier Renta Fija Ahorro class A 12,550
Mutual Funds Fondo Premier Renta CP in pesos class A 6,000
Mutual Funds Goal Capital Plus 7
Government Securities Boden Sovereign Bond  — 25,163
Total short-term investments             830,955 43,720
Long-term investments:                
Art, 33 Corporate Law N° 19.550:                
Banco Supervielle S.A. Ord. 1 432,100,533 Commercial Bank 456,140 5,870,959 5,626,757 2,545,306
Cordial Compañía Financiera S.A. Ord. 1 3,649,782 Financial Company 72,996 654,856 32,730 14,185
  Goodwill  —         1,155 1,407
Sofital SAFeII Ord. 1 13,182,230 Financial operations and administration of securities 13,871 140,760 132,767 83,037
Tarjeta Automática S.A. Ord. 1 3,341,618 Promotion, spreading, creation, purchase-sale, professional services and other activities related with the creation and functioning of credit, debit and similar cards for the acquisition of all type of goods, products, services, or other type, processing clients’ accounts. Clearing and/or compensation among clients, and/or adhered entities and/or admitted in the system. 3,819 19,429 17,000 16,801
Supervielle Asset Management Soc Gte de FCI Ord. 1 317,003 Mutual Fund Management 334 79,386 75,417 63,168
Cordial Microfinanzas S.A. Ord. 1 12,219,472 Technical and financial assistance of productive projects developed by partner groups, family start-ups, recovered companies and small start-ups. 13,965 38,492 33,680 24,660
Espacio Cordial de Servicios S.A. Ord. 1000 1,273 Commercialization of products and services 1340 89,025 73,591 85,959
Supervielle Seguros S.A. Ord 10 1,393,391 Insurance company 14,667 249,257 236,900 73,771
  Goodwill         1,129 1,305
Viñas del Monte S.A. Ord 10 904,142 Agro-industry– Vine Crops 954 5,438 3,409 8,055
Total long-term investments             6,234,535 2,917,654

 

 

 

64

GRUPO SUPERVIELLE S.A.

 

SCHEDULE II

 

Premises and Equipment

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

Item Initial Value Amortization As of year end
Value at the beginning of fiscal year Increases Withdrawals Value at year closing Accrued at the beginning of fiscal year Aliquot Withdrawals Of the year Accrued at year end
Automobiles
 Total as of December 31, 2016
 Total as of December 31, 2015 150 (150) 120 (138) 18

 

 

 

65

GRUPO SUPERVIELLE S.A.

 

SCHEDULE III

 

Assets and Liabilities in foreign currency

As of December 31, 2016 and 2015

(Expressed in thousands of pesos)

 

    12/31/2016 12/31/2015  
    Class and amount of foreign currency (in thousands of dollars) Market value (in pesos) Amount in Argentine currency and recorded amount Amount in Argentine currency and recorded amount  
 
ASSETS            
Current assets            
Cash and due from banks            
JP Morgan Chase Bank S.A USD 215 15.8502 3,407 12  
Exprinter International Bank USD 5 15.8502 76 129  
             
Short-term investments            
BONAD 2017 USD 19,593  
BONAD 2018 USD 5,570  
Total current assets   220   3,483 25.304  
             
TOTAL ASSETS   220   3,483 25.304  
             
LIABILITIES            
Current liabilities            
Trade accounts payables            
Providers USD 3 15.8502 39 34  
Total Current Liabilities   3   39 34  
             
TOTAL LIABILITIES   3   39 34  
             
NET POSITION   217   3,444 25,270  
             
MEMORANDUM ACCOUNTS            
Forward Contracts– Purchase USD 155,760  
             
TOTAL MEMORANDUM ACCOUNTS 155,760  

 

 

 

66

GRUPO SUPERVIELLE S.A.

 

SCHEDULE IV

 

Information required pursuant to Article 64 paragraph b) of Law 19.550

For the financial year ended on December 31, 2016 and 2015,

presented in comparative format

(Expressed in thousands of pesos)

 

Items Administration
Expenses as of
12/31/2016
Administration
Expenses as of
12/31/2015
Bank expenses 253 50
Professional fees 2,250 1,738
Directors’ fees 17,320 9,596
Taxes, rates and contributions 30,799 7,439
Payroll and social security 8,848 5,658
Office expenses 4,444 1,754
Amortizations of premises and goods 18
Total 63,914 26,253

 

 

 

67

GRUPO SUPERVIELLE S.A.

 

Additional Information pursuant to

Art. 12, Chapter III, Title IV of standards issued by the National Securities Commission

For the financial year started on January 1, 2016 and ended on December 31, 2016, presented on comparative basis.

(Expressed in thousands of pesos)

 

NOTE 1:SPECIFIC JURIDICAL AND SIGNIFICANT REGIMES IMPLYING CONTINGENT DECAYS OR REBIRTHS OF BENEFITS INCLUDED IN SUCH REGULATIONS.

 

None.

 

NOTE 2:SIGNIFICANT CHANGES IN CORPORATE ACTIVITIES OR OTHER SIMILAR EVENTS RECORDED DURING THE PERIODS INCLUDED IN THE FINANCIAL STATEMENTS THAT IMPACT ON THEIR COMPARABILITY WITH THOSE STATEMENTS SUBMITTED IN PREVIOUS PERIODS OR MAY IMPACT ON THEIR COMPARABILITY WITH THOSE STATEMENTS TO BE SUBMITTED IN FUTURE PERIODS.

 

None.

 

NOTE 3:CLASSIFICATION OF RECEIVABLE AND DEBT BALANCES

 

a)Receivables: See Note 4 to the financial statements.

b)Debts: See Note 4 to the financial statements.

 

NOTE 4:CLASSIFICATION OF RECEIVABLES AND DEBTS IN VIRTUE OF THEIR FINANCIAL EFFECTS

 

a)Receivables: See Notes 2.1, 2.2, and 4 and Schedule III as per financial statements.

b)Debts: See Notes 2.1, 2.2, and 4 and Schedule III as per financial statements.

 

NOTE 5:BREAKDOWN OF CAPITAL SHARE ON COMPANIES STATED ON ART. 33 LAW N° 19,550

 

See Note 6 and Schedule I to the financial statements.

 

NOTE 6:RECEIVABLES OR LOANS TO DIRECTORS OR SYNDICS AND THEIR RELATIVES UP TO A SECOND DEGREE INCLUDED

 

As of December 31, 2016 and 2015, no receivables or loans to directors or syndics and their relatives up to a second degree were recorded.

 

NOTE 7:INVENTORIES

 

As of December 31, 2016 and 2015, the Company did not record premises and equipment.

 

NOTE 8:MARKET VALUE

 

See Notes 2.3. and 2.6 to the financial statements.

 

NOTE 9:PREMISES AND EQUIPMENT

 

See Schedule II to the financial statements.

 

As of December 31, 2016 and 2015, the Company did not record premises and equipment.

 

NOTE 10:EQUITY INVESTMENTS

 

The Company’s corporate purpose is to carry out financial and investment activities; therefore, it is not bound by Art. 31 of Law N° 19,550 for equity investments.

 

 

 

68

GRUPO SUPERVIELLE S.A.

 

Additional Information pursuant to

Art. 12, Chapter III, Title IV of standards issued by the National Securities Commission

For the financial year started on January 1, 2016 and ended on December 31, 2016, presented on comparative basis.

(Expressed in thousands of pesos)

 

NOTE 11:RECOVERABLE AMOUNTS

 

As of December 31, 2016 and 2015, the criterion used to determine the recoverable amount of premises and equipment is value in use, set by the likelihood of absorption of depreciations with the company results.

 

NOTE 12:INSURANCE

 

As of December 31, 2016 and 2015, the Company did not record tangible assets to be ensured.

 

NOTE 13:NEGATIVE AND POSITIVE CONTINGENCIES

 

a)Components considered for the calculation of provisions which balances, considered individually or in aggregate, exceed two percent of shareholders’ equity: none.
b)Contingent situations as of the date of financial statements with a probability of occurrence more than remote, and not recorded:

As of December 31, 2016 and 2015, there were no contingent situations with more than remote probability of occurrence and not recorded in the balance sheet.

 

NOTE 14:IRREVOCABLE CONTRIBUTIONS IN ADVANCE OF FUTURE CAPITAL INCREASES

 

a)Status of procedure for its capitalization:

As of December 31, 2016 and 2015, no balances of irrevocable contributions in advance of future capital increases were recorded. (See Note 9 to the individual Financial Statements).

b)Cumulative and unpaid dividends of preferred stock:

As of December 31, 2016 and 2015, no cumulative unpaid dividends of preferred stock were recorded.

 

NOTE 15:RESTRICTIONS ON RETAINED EARNINGS DISTRIBUTION

 

See Note 7 to the consolidated financial statement.

 

 

 

Grupo Supervielle S.A.

Informative Review as of december 31, 2016

 

Brief description of the business and evolution of operations

 

The Company is focused on gaining a leading position in the local financial business by offering innovative, inclusive and accessible financial services. Its strategy, deployed by its different companies (banking and non-banking) enables the access to every population segment with the required product offer, service model and risk/reward relationship required.

 

As of December 31, 2016, the Company recorded earnings of 1,311,304, which represent a Return On Average Equity (ROAE) of 26.3%. Those earnings were mainly produced by our equity investments in subsidiaries.

 

On April 19, 2016, the Ordinary and Extraordinary Shareholders’ Meeting approved the following distribution of 2015 fiscal year result, recording earnings of 674,109:

 

*Dividends in cash paid to preferred stock: 5,962

*Dividends in cash paid to ordinary stock: 19,200

*Legal reserve: 24,897

*Optional reserve: 624,050

 

Grupo Supervielle S.A. is the parent company of the economic group and as of December 31, 2016 and 2015, recorded the following direct and indirect equity investments in its subsidiaries:

 

Company Main Activity Interest in capital stock
12/31/2016 12/31/2015
Banco Supervielle S.A. Commercial Bank 98.13% 97.39%
Cordial Compañía Financiera S.A. Financial Company 98.23% 97.52%
Tarjeta Automática S.A. Credit Card and Consumer Loans 99.77% 99.68%
Supervielle Asset Management S.A. Asset management company 99.75% 99.75%
Cordial Microfinanzas S.A. Microfinance 99.77% 99.67%
Sofital S.A.F. e I.I. Financial operations and administration of marketable securities 95.03% 95.03%
Espacio Cordial de Servicios S.A. Trading of products and services 99.75% 99.75%
Supervielle Seguros S.A. Insurance Company 99.75% 99.75%

 

 

  

Grupo Supervielle S.A. 

Informative Review as of December 31, 2016

 

Brief description of Related Companies

 

Banco Supervielle S.A. is an Argentine bank which origins date back to 1887. Its activity is mainly focused on the delivery of banking and financial services to individuals and small and medium size companies. Its long-standing presence in the financial sector has enabled the bank to build a solid relationship with its clients and a well-known brand in the local banking industry. At present, its bank network includes 109 branches, 66 facilities for certain services. Many of such facilities are especially equipped for the payment of ANSES retirement and pension funds. The Bank also relies on 489 ATMs and 159 Self-service terminals located in the Autonomous City of Buenos Aires and in Buenos Aires, Mendoza, San Luis, San Juan, Córdoba, Tucumán and Santa Fe. As of December 31, 2016, the Bank records 48,730,638 worth assets and shareholders equity of 5,870,959. Net income recorded in the year ended on December 31, 2016 amounted to 925,349, which mainly resulted from the financial margin and the service margin.

 

Cordial Compañía Financiera S.A. is a financial service firm, subject to regulations issued by the Central Bank of the Argentine Republic, whose main business is made up by credit card and loan granting and the sale of insurance policies in Walmart Argentina’s outlets. As of December 31, 2016, its earnings amounted to 65,883.

 

Tarjeta Automática S.A.’s main activity includes the issuance and administration of credit cards and consumption loans. At present, the company records 20 branches, 39 sale outlets and 40,000 active clients. The year ended on December 31, 2016, recorded positive results of 227. In November 2012, Tarjeta Automática started to market credit cards, personal loans and insurance policies on account and behalf of Cordial Compañía Financiera S.A., collecting a monthly fee for such services.

 

Supervielle Asset Management S.A. is focused on the promotion, instruction and administration of investment mutual funds pursuant to Law 24,083, its Ruling Decree and any other legal or ruling standard addressing such activities. At present, the company records 8 active funds. As of December 31, 2016, earnings amounted to 77,441.

 

Cordial Microfinanzas S.A. offers loans and other financial services to urban micro entrepreneurs with limited access to traditional banking and financial services as well as families with deficiencies in habitable infrastructure required for the improvement and maintenance of their homes. According to private estimates, Cordial Microfinanzas relies on one of the greatest network of microfinance branches and holds a top raking in the Argentine microfinance industry in terms of portfolio and client number. As of December 31, 2016, earnings amounted to 10,309.

 

Sofital S.A.F. e I.I. is a company whose main activity includes financial operations and the administration of marketable securities. As of the financial year of 2016, earnings amounted to 40,800.

 

Espacio Cordial de Servicios S.A. is a company focused on the trading of all kinds of goods and services related to insurance, tourism, health plans and/or services and other goods and services. As of the financial year of 2016, earnings amounted to 43,541.

 

Supervielle Seguros S.A., the insurance company of Grupo Supervielle S.A., records shareholders equity for 249,257 and assets for 461,675. As of the financial year of 2016, earnings amounted to 139,547.

 

 

 

Balance Sheet. Income Statement. Cash Flow. Main Ratios.

 

The following offers information related to Consolidated Financial Statements for the same financial years of the last five fiscal years, on a comparative basis:

 

Balance Sheet (figures in thousands of pesos)  12/31/2016     12/31/2015     12/31/2014    12/31/2013    12/31/2012 
Total Assets  53,206,042    33,045,817    23,241,194   17,418,131   12,691,569 
Total Liabilities  46,274,491    30,672,107    21,534,208   16,065,723   11,703,479 
Shareholders Equity  6,931,551    2,373,710    1,706,986   1,352,408   988,090 
Total Liabilities and Shareholders Equity  53,206,042    33,045,817    23,241,194   17,418,131   12,691,569 

 

Income Statement (figures in thousands of pesos)   12/31/2016    12/31/2015    12/31/2014    12/31/2013    12/31/2012 
Gross Financial Margin  5,928,054   3,355,694   2,286,826   1,741,464   1,392,005 
Subtotal – Income from Financial Transactions  1,863,135   783,611   477,467   447,800   409,450 
Income Before Tax  1,811,907   921,270   562,004   470,755   401,315 
Net Income for the year  1,311,304   674,109   362,920   372,990   326,205 

 

Cash Flow Statement (figures in thousands of pesos)   12/31/2016    12/31/2015    12/31/2014    12/31/2013    12/31/2012 
Net cash provided by / (used in) operating activities  (294,347)   2,449,838   1,761,291   372,852   1,138,095 
Net cash used in investing activities  (477,264)   (188,834)   (363,502)   (90,177)   (61,204) 
Net cash (used in)/ provided by financing activities  2,387,086   870,687   (334,078)   136,607   (250,577) 
Financial income on cash and cash equivalents (including interest and monetary result)  456,577   438,631   195,736   172,367   75,146 
Net increase in cash and cash equivalents  2,072,052   3,570,322   1,259,447   591,658   901,460 

 

 

 

Balance Sheet. Income Statement. Cash Flow. Main Ratios.

 

The following offers information related to Consolidated Financial Statements for the financial years of the last five fiscal years, on a comparative basis:

 

Indicators (figures in thousands of pesos)  12/31/2016   12/31/2015   12/31/2014   12/31/2013   12/31/2012 
                     
Liquidity  26.99%   32.11%   23.95%   21.74%   23.60% 
- Cash and cash equivalents (*1)  9,688,554   7,616,502   4,046,180   2,786,733   2,195,075 
- Deposits  35,897,864   23,716,577   16,892,730   12,819,178   9,301,705 
                     
Solvency  14.98%   7.74%   7.93%   8.42%   8.44% 
- Shareholders Equity  6,931,551   2,373,710   1,706,986   1,352,408   988,090 
- Total Liabilities  46,274,491   30,672,107   21,534,208   16,065,723   11,703,479 
                     
Immobilization of Capital  4.67%   4.90%   4.91%   4.16%   4.56% 
-Immobilized Assets (*2)  2,482,766   1,620,294   1,139,992   724,659   578,562 
-Total Assets  53,206,042   33,045,817   23,241,194   17,418,131   12,691,569 
                     
ROE (*3)  26.29%   32.18%   22.66%   30.76%   37.95% 

 

(*1) Including cash, listed corporate and government securities and mutual funds shares. 

(*2) Including the following items: Equity Investments, Miscellaneous Receivables, Premises and Equipment, Miscellaneous Assets, Intangible Assets and unallocated items. 

(*3) Calculated on a daily basis.

 

For Balance Sheet and Income Statement structure, the Group utilized the consolidated accounts, which follow the presentation of Financial Statement provisions set by Communication “A” 3147 and complementary provisions issued by the Argentine Central Bank related to the Accounting Informative Regime for the annual disclosure and guidelines set by Technical Pronouncement N°8 issued by the Argentine Federation of Economy Sciences Professional Councils and the General Ruling 622/13 issued by the National Securities Commission.

 

 

 

Grupo Supervielle S.A. 

Informative Review as of December 31, 2016

 

Advancement in the compliance of the implementation plan of International Financial Reporting Standards (IFRS)

 

Pursuant to provisions set by the National Securities Commission through General Ruling N° 562/2009, the Group developed a Plan for the Implementation of IFRS, which was approved by the Board over the course of its meeting held on September 23, 2010.

 

Later, on November 24, 2011, through Ruling 595/11, the National Securities Commission established that issuing companies whose main assets are made up by Equity Investments in financial entities or insurance companies, are excepted from presenting their Financial Statements under IFRS and may choose to do it under the standards set by the Argentine Central Bank and the National Insurance Superintendence, respectively.

 

As for requirements set by the General Ruling N° 595/11 issued by the National Securities Commission, which are included in Article 2°, Chapter I, Section I, Title IV of provisions issued by the National Securities Commission, are as follows:

 

- Grupo Supervielle S.A.’s corporate purpose is, exclusively, the realization of financial and investment activities; 

- the investment in financial entities and in the insurance company accounts for 84.43% of Grupo Supervielle S.A.’s assets, being the main assets of the Group; 

- 86.48% of Grupo Supervielle S.A.’s incomes come from its equity investments in financial entities’ and insurance company results; 

- Grupo Supervielle S.A. holds 98.13% direct and indirect stock investments in Banco Supervielle S.A. a 98.23% of Cordial Compañía Financiera S.A., and a 99.75% of Supervielle Seguros S.A., resulting in the Group’s control in those entities.

 

Additionally, on February 12, 2014, the Argentine Central Bank, issued Communication “A” 5541, by means of which such entity passed Implementation Plan for Convergence towards IFRS issued by IASB, for the drawing-up of Financial Statements of Entities under supervision, including Banco Supervielle S.A. and Cordial Compañía Financiera S.A. According to the disclosed plan, in 2016, financial entities shall submit a reconciliation of the main items included in assets, liabilities and shareholders’ equity regarding the amounts that may result from the enforcement of standards to be set by the Argentine Central Bank within the framework of IFRS convergence. Likewise, entities shall prepare their opening financial statements as from January 1, 2017, which will be taken as comparative basis of the fiscal year starting on January 1, 2018. Such statements shall start including their operations and changes in shareholders’ equity pursuant to standards to be set by the Argentine Central Bank within the framework of such convergence process.

 

As of the issuance of these financial statements, Banco Supervielle S.A. and Cordial Compañía Financiera S.A. carried out a general training program targeted to the personnel directly or indirectly related to the preparation of financial statements under IFRS. Such training program included the introduction to the conceptual framework of such standards, an analysis of such standards and their comparison with accounting standards set by the Argentine Central Bank. Likewise, the coordination of tasks with subsidiaries aimed at working jointly and under the same execution terms was carried out.

 

Perspectives

 

For the last quarter of fiscal year 2016, Grupo Supervielle expects to keep its contribution to the Argentine economy evolution and growth through its credit origination.

 

 

 

Free translation from the original in Spanish for publication in Argentina

 

INDEPENDENT AUDITOR’S REPORT

 

To the President and Directors of

Grupo Supervielle S.A.

Bartolomé Mitre 434 – 5th floor

Autonomous City of Buenos Aires

 

Report on the Financial Statements

 

We have performed an audit of the accompanying financial statements of Grupo Supervielle S.A. (hereinafter the “Company”), which include the Balance Sheet as of December 31, 2016, and the related Income Statement, Statement of Changes in Shareholders’ Equity and Statement of Cash Flows for the fiscal year then ended, as well as a summary of significant accounting policies and other explanatory information disclosed in Notes and Schedules, which supplement them. Furthermore, we have examined the consolidated financial statements of Grupo Supervielle S.A. and its controlled companies for the fiscal year ended December 31, 2016, which are presented as supplementary information.

 

The balances and other information for fiscal year 2015 are an integral part of the financial statements audited mentioned above and, therefore, should be considered in connection with those financial statements.

 

Management’s Responsibility

 

As mentioned in Note 1 to the consolidated financial statements, the Company’s Board of Directors is responsible for the preparation and fair presentation of the accompanying financial statements, in accordance with the accounting framework established by the Argentine Central Bank (B.C.R.A.) and the requirements set forth by the Argentine National Securities Commission (C.N.V.) to apply those accounting criteria. In addition, the Board of Directors is responsible for the existence of the internal control they may deem necessary to enable the preparation of financial statements free from material misstatements resulting from errors or irregularities. Our responsibility is to express an opinion on the financial statements, based on the audit conducted with the scope specified in the paragraph “Auditors’ Responsibility”.

 

Auditors’ Responsibility

 

Our responsibility is to express an opinion on the accompanying financial statements based on our audit.

We have conducted our audit in accordance with the Argentine auditing standards provided in Technical Pronouncement No. 37 of the Argentine Federation of Professional Councils in Economic Sciences (F.A.C.P.C.E.). Those standards require that we comply with the ethical requirements, as well as we plan and perform the audit in order to obtain reasonable assurance about whether the financial statements are free from material misstatements.

 

An audit involves performing procedures to obtain audit evidence regarding the amounts and other information disclosed in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risk of material misstatements in the financial statements. When performing such risk assessment, the auditor should consider the appropriate internal control for the Company’s preparation and fair presentation of the financial statements in order to design adequate audit procedures, based on the circumstances, and not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

 

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

 

 

 

Opinion

 

In our opinion:

 

a)the accompanying financial statements fairly present, in all material respects, Grupo Supervielle S.A.’s financial position as of December 31, 2016, and the results of its operations, the changes in shareholders’ equity and cash flows for the fiscal year then ended, in accordance with Argentine Banking GAAP;

 

b)the accompanying consolidated financial statements fairly present, in all material respects, Grupo Supervielle S.A.’s consolidated financial position with its controlled companies as of December 31, 2016, and the consolidated results of its operations and the consolidated cash flows for the fiscal year then ended, in accordance with Argentine Banking GAAP.

 

Emphasis Paragraph

 

Without changing our opinion, as mentioned in Note 4, the accompanying financial statements have been prepared in accordance with the accounting framework established by the Argentine Central Bank. Such standards differ, in certain respects, from the professional accounting standards in force. In such note, the Company has identified and quantified the effect on the financial statements derived from the different valuation and disclosure criteria, except that the quantification cannot be made for unfeasibility reasons.

 

Report on Compliance with Regulations in force

 

As called for by the regulations in force, we report that:

 

a)The financial statements of Grupo Supervielle S.A. and its consolidated financial statements as of December 31, 2016 have been transcribed to the “Inventory and Balance Sheet” book and, as regards those matters that are within our competence, they are in compliance with the provisions of the Argentine Corporations Law, and pertinent resolutions of the Argentine National Securities Commission

 

b)The financial statements of Grupo Supervielle S.A. arise from accounting records kept, in all formal aspects, in compliance with legal regulations;

 

c)We have read the Informative Review, the Additional Information to the Notes to the interim Financial Statements required by Title IV, Chapter III, Article 12 of the Argentine National Securities Commission’s regulations, on which we have no observations to make as regards those matters that are within our competence;

 

d)As of December 31, 2016, the debt accrued in favor of the Integrated Social Security System according to the Company’s accounting records amounted to $ 73,776.35, none of which was claimable at that date.

 

e)As required by Title IV, Section I, Chapter I, Article 2 of the Argentine National Securities Commission’s regulations, we report that:

 

e.1)Grupo Supervielle S.A. corporate purpose is exclusively related to financial and investment activities;

 

e.2)The interest in financial entities and insurance companies accounts for 84.83% of Grupo Supervielle S.A.’s assets, being the Company’s main asset;

 

e.3)86.48% of Grupo Supervielle S.A.’s revenue stems from the interest in the institutions mentioned in e.2);

 

e.4)Grupo Supervielle S.A. owns shares representing 98.13%, 98.23% and 99.75% of capital stock of Banco Supervielle, Cordial Compañía Financiera and Supervielle Seguros, respectively, controlling such institutions.

 

 

 

f)In accordance with the requirements of Subsection b), Section 21, Chapter III, Part VI, Title II of the National Securities Commission’s regulations, we report that the total fees for auditing and related services billed to the Company for the year ended December 31, 2016, represent:

 

f.1)100% of total fees billed to the Company in all respects during that year;

 

f.2)21% of total fees billed to the Company and its controlling, controlled and related companies for auditing and related services in that fiscal year;

 

f.3)19% of total fees billed to the Company and its controlling, controlled and related companies in all respects during that year;

 

g)We have applied the anti-money laundering and anti-terrorist financing procedures established in the professional standards issued by the Professional Council in Economic Sciences of the Autonomous City of Buenos Aires.

 

Autonomous City of Buenos Aires, February 16, 2017

 

PRICE WATERHOUSE & CO. S.R.L.

 

 

 

REPORT OF THE SUPERVISORY SYNDICS’ COMMITTEE

 

To Shareholders of 

Grupo Supervielle S.A. 

C.U.I.T 30-61744293-7 

Bartolomé Mitre 434 - 5th. Floor 

Ciudad Autónoma de Buenos Aires

 

As members of the Auditing Commission of Grupo Supervielle S.A., we have analyzed the documents specified in the following Chapter 1. Such documents account for information prepared and delivered by the Board of Directors of Bank in compliance with its exclusive functions. We are responsible for issuing a report on such documents based on the analysis with such scope described in Chapter III.

 

I.ANALYZED DOCUMENTS

 

We have analysed the attached financial statements of Grupo Supervielle S.A. (hereinafter, “the Company”), which include the Balance Sheet as of December 31, 2016, Income Statement, Statement of Changes in Shareholders’ Equity, Statement of Cash Flows and its equivalents for the fiscal year ended on said date, as well as summary of significant accounting policies and explanatory information included in the notes and complementary schedules. Likewise, we have reviewed the Board of Director´s Report and Consolidated Balance Sheet of the Company with its subsidiaries for financial year ended on December 31, 2016, presented as complementary information.

 

II.BOARD’S RESPONSIBILITY

 

The Company’s Board is responsible for the reasonable preparation and submission appended financial statements pursuant to the accounting framework set by the Argentine Central Bank and the National Securities Commission. Likewise, the Board of Directors is responsible for the existence of the internal control it deems necessary to enable the preparation of financial statements free of material misstatements caused by errors or irregularities.

 

III.SCOPE

 

Our analysis was carried out in compliance with all auditing standards in force in the Argentine Republic. Such standards require that the review of documents specified in Chapter I is carried out pursuant to auditing norms in force in the Autonomous City of Buenos Aires, for the limited review of interim financial information and includes the verification of reasonability of significant information included in revised documents, and its congruence with the remaining information about corporate decisions described in minutes and the suitability of such decisions in compliance with the law and by-laws, in relation to its formal and documental aspects. With the purpose of carrying out our professional task, we have taken into account the review carried out by the Corporation’s external auditors, Price Waterhouse & Co. S.R.L., who have issued the limited review report dated on February 16, 2017 without comments, pursuant to Technical Resolution N°37 issued by the Argentine Federation of Professional Councils in Economic Sciences and auditing standards issued by the Argentine Central Bank. Said auditing process included the verification of work, nature, scope and applied procedure opportunity planning and results of the limited review carried out by said professionals. Those in charge of the preparation of the information included in these financial statements were inquired. The scope of this review is substantially lower than that of an auditing of financial statements whose object is the statement of an opinion of financial statements as a whole. Therefore, we do not have any opinion on such regard. Since the Auditing Commission is not responsible for controlling the administration, the review has not been extended over criteria and corporate decisions of the different areas of the Bank, which account for exclusive responsibility of the board.

 

 

 

Regarding the Board of Directors’ Report for the fiscal year ended December 31, 2016, we have verified, as far as our competence is concerned, that it contains the information required by article 66 of the General Companies Law and that its data Numerical data are consistent with the Company’s accounting records and other relevant documentation.

 

We believe that the evidence we obtained provides a reasonable basis for our opinion.

 

IV.CONCLUSION

 

According to such review and the External Auditors’ report mentioned in Chapter III, in our opinion:

 

a)The financial statements present fairly, in all material aspects, the financial position of Grupo Supervielle S.A. as of December 31, 2016, as well as its results, the changes in shareholders’ equity and cash flows for the year then ended, in accordance with the accounting standards established by the Central Bank of Argentina.

 

b)The consolidated financial statements present fairly, in all material aspects, the consolidated financial position of Grupo Supervielle S.A. with its subsidiaries as of December 31, 2016, as well as its results, the changes in shareholders’ equity and cash flows for the year then ended, in accordance with the accounting standards established by the Central Bank of Argentina.

 

V.EMPHASIS PARAGRAPH

 

The Company has prepared these financial statements in accordance with the accounting framework established by the Central Bank of Argentina. Without altering our opinion, as indicated in Note 4 to the consolidated financial statements, these standards differ in certain respects from the current professional accounting standards. The Company has identified and quantified in these note the effect on the financial statements derived from the different valuation and exposure criteria, except that the quantification can not be made for reasons of impracticability.

 

VI.REPORT ON COMPLIANCE OF PROVISIONS IN FORCE

 

Pursuant to provisions in force, we inform that:

 

a)The financial statements of Grupo Supervielle S.A. and its consolidated financial statements as of December 31, 2016, are registered in the “Balances” book and comply with, in everything related with our proficiency, with the Corporations Law and related rulings issued by the National Stock Exchange Commission.

 

b)Grupo Supervielle S.A.’s financial statements result from accounting records carried in all formal aspects in conformity with legal rules.

 

c)We have read the informative review and additional information on the financial statements notes pursuant to article 12 of Chapter III, Title IV, of the text instructed by the National Securities Commission, on which, given our competence, we have no observations to pose.

 

d)We have applied the procedures on prevention of money laundering and financing of terrorism to Grupo Supervielle S.A. provided for in the corresponding professional standards issued by the Professional Council of Economic Sciences of the Autonomous City of Buenos Aires.

 

e)Regarding the Board of Directors’ Report for the fiscal year ended December 31, 2016, we have no observations to make regarding our competence, with forward-looking statements being the exclusive responsibility of the Company’s Board of Directors.

 

f)We inform the compliance of Section 294 of Commercial Corporations Law.

 

g)According to the requirements of the National Securities Commission on the independence of the external auditor, on the quality of the audit policies applied by the entity and on the entity’s accounting

 

 

 

  policies, the report of the external auditor mentioned above includes the manifestation of Have applied the current auditing standards, which include the independence requirements, and does not contain any qualifications in relation to the application of the standards issued by the Central Bank of Argentina.
   
h)The provisions of the regulations of the National Securities Commission have been complied with in relation to verifying the veracity of the information contained in the Report on the degree of compliance with the Corporate Governance Code prepared as an Annex to the Report and we have verified that it meets the requirements of these regulations, responding to its principles and recommendations.

  

Autonomous City of Buenos Aires, February 16, 2017.

 

SUPERVISORY SYNDICS’ COMMITTEE

 

 

 
 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

             
    Grupo Supervielle S.A.
       
Date: March 10, 2017       By:  

/s/ Alejandro Naughton

        Name:   Alejandro Naughton
        Title:   Chief Financial Officer