DANE FINANSOWE

 

Consolidated income statement

   
  Note Year ended 31 December
  2016 2015
Interest income 6 3 872 855 3 660 505
Interest expense 6 (1 040 012) (1 149 132)
Net interest income   2 832 843 2 511 373
Fee and commission income 7 1 550 843 1 433 927
Fee and commission expense 7 (644 398) (536 751)
Net fee and commission income   906 445 897 176
Dividend income 8 3 327 17 540
Net trading income, including: 9 244 631 292 935
Foreign exchange result   270 451 288 708
Other net trading income and result on hedge accounting   (25 820) 4 227
Gains less losses from investment securities, investments in subsidiaries and associates, including: 23 261 281 314 408
Gains less losses from investment securities   261 482 133 213
Gains less losses from investments in subsidiaries and associates   (201) 181 195
The share in the profits (losses) of joint ventures   (107) (141)
Other operating income 10 243 749 245 859
Net impairment losses on loans and advances 13 (365 394) (421 222)
Overhead costs 11 (1 739 643) (1 850 946)
Amortisation 24, 25 (223 641) (199 650)
Other operating expenses 12 (196 815) (185 827)
Operating profit   1 966 676 1 621 505
Taxes on the Group's balance sheet items   (328 939) (3 650)
Profit before income tax   1 637 737 1 617 855
Income tax expense 14 (415 513) (313 727)
Net profit   1 222 224 1 304 128
Net profit attributable to:      
- Owners of mBank S.A.   1 219 282 1 301 246
- Non-controlling interests   2 942 2 882
       
Net profit attributable to Owners of mBank S.A.   1 219 282 1 301 246
Weighted average number of ordinary shares 15 42 252 790 42 221 351
Earnings per share (in PLN) 15 28.86 30.82
Weighted average number of ordinary shares for diluted earnings 15 42 280 286 42 247 160
Diluted earnings per share (in PLN) 15 28.84 30.80

 

 

Consolidated statement of financial position

   
ASSETS Note 31.12.2016 31.12.2015
Cash and balances with the Central Bank 17 9 164 281 5 938 133
Loans and advances to banks 18 3 082 855 1 897 334
Trading securities 19 3 800 634 557 541
Derivative financial instruments 20 1 808 847 3 349 328
Loans and advances to customers 22 81 763 277 78 433 546
Hedge accounting adjustments related to fair value of hedged items 21 - 130
Investment securities 23 31 393 352 30 736 949
Investments in joint ventures   - 7 359
Intangible assets 24 582 663 519 049
Tangible assets 25 757 371 744 522
Current income tax assets   1 310 1 850
Deferred income tax assets 33 540 756 366 088
Other assets 26 848 156 971 192
TOTAL ASSETS   133 743 502 123 523 021
       
LIABILITIES AND EQUITY      
L i a b i l i ti e s      
Amounts due to the Central Bank  
Amounts due to other banks 27 8 486 753 12 019 331
Derivative financial instruments 20 1 599 266 3 173 638
Amounts due to customers 28 91 417 962 81 140 866
Debt securities in issue 29 12 660 389 8 946 195
Hedge accounting adjustments related to fair value of hedged items 21 116 871 100 098
Other liabilities 31 2 178 790 1 764 091
Current income tax liabilities   104 999 50 126
Deferred income tax liabilities 33 1 208 981
Provisions 32 182 754 225 416
Subordinated liabilities 30 3 943 349 3 827 315
Total liabilities   120 692 341 111 248 057
       
E q u i ty      
Equity attributable to Owners of mBank S.A.   13 023 756 12 242 346
Share capital:   3 551 096 3 535 758
- Registered share capital 38 169 121 168 956
- Share premium 39 3 381 975 3 366 802
Retained earnings: 40 9 486 979 8 273 782
- Profit from the previous years   8 267 697 6 972 536
- Profit for the current year   1 219 282 1 301 246
Other components of equity 41 (14 319) 432 806
       
Non-controlling interests   27 405 32 618
Total equity   13 051 161 12 274 964
TOTAL LIABILITIES AND EQUITY   133 743 502 123 523 021
       
Total capital ratio 49 20.29 17.25
Common Equity Tier 1 capital ratio 49 17.32 14.29
Book value   13 023 756 12 242 346
Number of shares   42 280 127 42 238 924
Book value per share (in PLN)   308.03 289.84

 

 

Consolidated statement of cash flows

 

   
  Note Year ended 31 December
2016 2015
A. Cash flows from operating activities   8 357 693 6 989 966
Profit before income tax   1 637 737 1 617 855
Adjustments:   6 719 956 5 372 111
Income taxes paid   (416 779) (256 570)
Amortisation 24, 25 271 842 245 425
Foreign exchange (gains) losses related to financing activities   584 302 1 611 739
(Gains) losses on investing activities   (267 540) (321 382)
Impairment of investment securities   8 119 8 086
Dividends received 8 (3 327) (17 540)
Interest income (income statement) 6 (3 872 855) (3 660 505)
Interest expense (income statement) 6 1 040 012 1 149 132
Interest received   4 049 089 3 844 426
Interest paid   (889 430) (1 121 141)
Changes in loans and advances to banks   599 990 1 418 145
Changes in trading securities   81 036 71 698
Changes in assets and liabilities on derivative financial instruments   52 747 (8 161)
Changes in loans and advances to customers   (3 383 556) (3 863 810)
Changes in investment securities   (1 076 142) (3 374 776)
Changes in other assets   97 388 (168 378)
Changes in amounts due to other banks   (1 186 922) 612 911
Changes in amounts due to customers   9 705 480 8 430 304
Changes in debt securities in issue   915 213 134 591
Changes in provisions   (42 662) 48 535
Changes in other liabilities   453 951 589 382
Net cash generated from/(used in) operating activities   8 357 693 6 989 966
B.Cash flows from investing activities   (136 968) 291 202
Investing activity inflows   238 972 654 702
Disposal of shares in subsidiaries, net of cash disposed   2 300 427 424
Disposal of intangible assets and tangible fixed assets   34 313 31 186
Dividends received 8 3 327 17 540
Other investing inflows   199 032 178 552
Investing activity outflows   375 940 363 500
Acquisition of shares in subsidiaries   310 2 997
Purchase of intangible assets and tangible fixed assets   375 630 342 942
Other investing outflows   - 17 561
Net cash generated from/(used in) investing activities   (136 968) 291 202
C. Cash flows from financing activities   135 319 (5 320 487)
Financing activity inflows   4 037 491 2 136 724
Proceeds from loans and advances from other banks   570 635 180 475
Proceeds from other loans and advances   439 000 415 420
Issue of debt securities   3 020 191 1 540 713
Issue of ordinary shares   165 116
Other financing inflows   7 500 -
Financing activity outflows   3 902 172 7 457 211
Repayments of loans and advances from other banks   3 290 384 3 380 926
Repayments of other loans and advances   12 844 12 655
Redemption of debt securities   450 000 3 055 583
Decrease of subordinated liabilities 30 - 637 661
Payments of financial lease liabilities   653 509
Dividends and other payments to shareholders   8 155 -
Interest paid from loans and advances received from other banks and from subordinated liabilities   140 136 369 877
Net cash generated from/(used in) financing activities   135 319 (5 320 487)
Net increase / decrease in cash and cash equivalents (A+B+C)   8 356 044 1 960 681
Effects of exchange rate changes on cash and cash equivalents   (12 377) (15 804)
Cash and cash equivalents at the beginning of the reporting period   6 656 382 4 711 505
Cash and cash equivalents at the end of the reporting period 43 15 000 049 6 656 382

 

 

Consolidated statement of changes in equity

 

Changes in equity from 1 January to 31 December 2016

 

   
  Note Share capital Retained earnings Other components of equity Equity attributable to Owners of mBank S.A., total Non-controlling interests Total equity
Registered share capital Share premium Other supplementary capital Other reserve capital General banking risk reserve Profit from the previous years Profit for the current year attributable to Owners of mBank S.A. Exchange differences on translation of foreign operations Valuation of available for sale financial assets Cash flows hedges Actuarial gains and losses relating to post- employment benefits
Equity as at 1 January 2016   168 956 3 366 802 4 883 602 103 972 1 095 453 2 190 755 - (6 426) 442 354 859 (3 981) 12 242 346 32 618 12 274 964
Total comprehensive income 16             1 219 282 422 (445 422) (2 404) 279 772 157 2 942 775 099
Dividends paid  42  -  -  -  -  -  -  -  - (8 155)  (8 155) 
Transfer to General Risk Fund   - - - - 36 000 (36 000) - - - - - - - -
Transfer to supplementary capital   - - 61 087 - - (61 087) - - - - - - - -
Issue of shares 38 165 - - - - - - - - - - 165 - 165
Stock option program for employees 39, 44 - 15 173 - (6 085) - - - - - - - 9 088 - 9 088
- value of services provided by the employees   - - - 9 088  - - - - - - - 9 088 - 9 088
- settlement of exercised options   - 15 173 - (15 173) - - - - - - - - -
Equity as at 31 December 2016   169 121 3 381 975 4 944 689 97 887 1 131 453 2 093 668 1 219 282 (6 004) (3 068) (1 545) (3 702) 13 023 756 27 405 13 051 161


Changes in equity from 1 January to 31 December 2015

   
  Note Share capital Retained earnings Other components of equity Equity attributable to Owners of mBank S.A., total Non-controlling interests Total equity
Registered share capital Share premium Other supplementary capital Other reserve capital General banking risk reserve Profit from the previous years Profit for the current year attributable to Owners of mBank S.A. Exchange differences on translation of foreign operations Valuation of 3 381 975 Share premium available for sale financial assets Cash flows hedges Actuarial gains and losses relating to post- employment benefits
Equity as at 1 January 2015   168 840 3 355 063 4 413 825 101 252 1 041 953 1 412 786 - (1 765) 549 621 4 056 (2 389) 11 043 242 29 738 11 072 980
Total comprehensive income 16             1 301 246 (4 661) (107 267) (3 197) (1 592) 1 184 529 2 882 1 187 411
Transfer to General Risk Fund   - - - - 53 500 (53 500) - - - - - - - -
Transfer to supplementary capital   - - 469 777 - - (469 777) - - - - - - - -
Issue of shares 38 116 - - - - - - - - - - 116 - 116
Other changes   - - - - - - - - - - - - (2) (2)
Stock option program for employees 39, 44 - 11 739 - 2 720 - - - - - - - 14 459 - 14 459
- value of services provided by the employees   - - - 14 459 - - - - - - 14 459 - 14 459
- settlement of exercised options   - 11 739 - (11 739) - - - - - - - - -
Equity as at 31 December 2015   168 956 3 366 802 4 883 602 103 972 1 095 453 889 509 1 301 246 (6 426) 442 354 859 (3 981) 12 242 346 32 618 12 274 964

 

Consolidated statement of comprehensive income

 

   
  Note Year ended 31 December
  2016 2015
Net profit   1 222 224 1 304 128
Other comprehensive income net of tax, including: 16 (447 125) (116 717)
Items that may be reclassified subsequently to the income statement
Exchange differences on translation of foreign operations (net)   422 ( 4 661)
Change in valuation of available for sale financial assets (net)   (445 422) (107 267)
Cash flows hedges (net)   (2 404) (3 197)
Items that will not be reclassified to the income statement
Actuarial gains and losses relating to post-employment benefits (net)   279 (1 592)
Total comprehensive income (net)   775 099 1 187 411
Total comprehensive income (net), attributable to:
- Owners of mBank S.A.   772 157 1 184 529
- Non-controlling interests   2 942 2 882 



 

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Data in a 10-year perspective:

 

Prudential consolidation

According to the Regulation (EU) No 575/2013 of the European Parliament and of the Council of 26 June 2013 on prudential requirements for credit institutions and investment firms and amending Regulation (EU) No 648/2012 (“CRR Regulation”), mBank is a significant subsidiary of EU parent institution, responsible for the preparation of the consolidated prudentially financial data to fulfil the requirement of disclosures described in IAS 1.135 Presentation of Financial Statements.

Financial information presented below does not represent the International Financial Reporting Standards (“IFRS”) measures as defined by the standards.

mBank S.A. Group (“the Group”) consists of entities defined in accordance with the rules of prudential consolidation, specified by the CRR Regulation.

Basis of the preparation of the consolidated financial data

mBank S.A. Group consolidated financial data based on the rules of prudential consolidation specified by the CRR Regulation (“Consolidated prudentially financial data”) have been prepared for the 12-month period ended 31 December 2016 and for the 12-month period ended 31 December 2015.

The consolidated profit presented in the consolidated prudentially financial data may be included in consolidated Common Equity Tier 1 for the purpose of the calculation of consolidated Common Equity Tier 1 capital ratio, consolidated Tier 1 capital ratio and consolidated total capital ratio with the prior permission of the KNF or after approval by the General Meeting of shareholders.

The accounting policies applied for the preparation of the Group consolidated prudentially financial data are identical to those, which have been applied to the mBank S.A. Group consolidated financial data for the year 2016, prepared in compliance with IFRS, except for the consolidation standards presented below.

The consolidated prudentially financial data includes the Bank and the following entties:

   
  31.12.2016 31.12.2015
Company Share in voting rights (directly and indirectly) Consolidation method Share in voting rights (directly and indirectly) Consolidation method
mFinanse S.A. (previously Aspiro S.A.) 100% full 100% full
Dom Maklerski mBanku S.A. - - 100% full
mBank Hipoteczny S.A. 100% full 100% full
mCentrum Operacji Sp. z o.o. 100% full 100% full
mFaktoring S.A. 100% full 100% full
mLeasing Sp. z o.o. 100% full 100% full
mWealth Management S.A. - - 100% full
Tele-Tech Investment Sp. z o.o. 100% full 100% full
mFinance France S.A. 99.998% full 99.998% full

 

The companies Dom Maklerski mBanku S.A. and mWealth Management S.A. were consolidated until their division described under Note 1.

Entities included in the scope of prudential consolidation are defined in the Regulation CRR – institutions, financial institutions or ancillary services undertakings, which are subsidiaries or undertakings in which a participation is held, except for entities in which the total amount of assets and off-balance sheet items of the undertaking concerned is less than the smaller of the following two amounts:

  • EUR 10 million;
  • 1% of the total amount of assets and off-balance sheet items of the parent undertaking or the undertaking that holds the participation.


The consolidated financial data combine items of assets, liabilities, equity, income and expenses of the parent with those of its subsidiaries eliminating the carrying amount of the parent’s investment in each subsidiary and the parent’s portion of equity of each subsidiary. Thus arises goodwill. If goodwill has negative value, it is recognised directly in the income statement. The profit or loss and each component of other comprehensive income is attributed to the Group’s owners and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance. If the Group loses control of a subsidiary, it shall account for all amounts previously recognised in other comprehensive income in relation to that subsidiary on the same basis as would be required if the Group had directly disposed of the related assets or liabilities

Intra-group transactions, balances and unrealised gains on transactions between companies of the Group are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

Consolidated prudentially income statement

 

   
  Period from 01.01.2016 to 31.12.2016 Period from 01.01.2015 to 31.12.2015 - restated
Interest income 3 872 570 3 655 896
Interest expense (1 039 997) (1 149 114)
Net interest income 2 832 573 2 506 782
Fee and commission income 1 550 843 1 448 741
Fee and commission expense (643 864) (535 835)
Net fee and commission income 906 979 912 906
Dividend income 35 921 17 540
Net trading income, including: 244 636 292 020
Foreign exchange result 270 451 288 558
Other net trading income and result on hedge accounting (25 815) 3 462
Gains less losses from investment securities, investments in subsidiaries and associates, including: 241 026 329 836
Gains less losses from investment securities 261 487 133 213
Gains less losses from investments in subsidiaries and associates (20 461) 196 623
Other operating income 120 888 107 338
Net impairment losses on loans and advances (365 394) (421 222)
Overhead costs (1 728 033) (1 834 166)
Amortisation (223 338) (199 146)
Other operating expenses (106 077) (99 105)
Operating profit 1 959 181 1 612 783
Taxes on the Group balance sheet items (328 939) (3 650)
Profit before income tax 1 630 242 1 609 133
Income tax expense (410 960) (307 887)
Net profit 1 219 282 1 301 246
Net profit attributable to:
- Owners of mBank S.A. 1 219 282 1 301 246
- Non-controlling interests - -

 

Consolidated prudentially statement of financial position

   
ASSETS 31.12.2016 31.12.2015
- restated
01.01.2015
- restated
Cash and balances with the Central Bank 9 164 281 5 938 132 3 054 548
Loans and advances to banks 3 082 040 1 897 233 3 727 309
Trading securities 3 800 634 557 541 1 156 450
Derivative financial instruments 1 808 847 3 349 328 4 865 517
Loans and advances to customers 81 787 015 78 464 673 74 697 423
Hedge accounting adjustments related to fair value of hedged items - 130 461
Investment securities 31 617 735 30 973 487 28 139 847
Non-current assets held for sale  - - 291 829
Intangible assets 582 663 519 049 456 522
Tangible assets 752 910 739 978 708 103
Current income tax assets 1 314 1 721 61 336
Deferred income tax assets 540 392 357 207 238 980
Other assets 554 962 702 967 509 114
Total assets 133 692 793 123 501 446 117 907 439
       
LIABILITIES AND EQUITY      
L i a b i l i t i es      
Amounts due to the Central Bank  -
Amounts due to other banks 8 486 752 12 019 331 13 383 829
Derivative financial instruments 1 599 265 3 173 638 4 719 056
Amounts due to customers 91 462 396 81 185 025 72 615 316
Debt securities in issue 12 660 388 8 946 195 10 341 742
Hedge accounting adjustments related to fair value of hedged items 116 871 100 098 103 382
Liabilities held for sale - - 91 793
Other liabilities 2 111 223 1 730 975 1 301 051
Current income tax liabilities 104 878 50 126 1 441
Provisions for deferred income tax 1 208 981 1 980
Provisions 182 707 225 416 176 881
Subordinated liabilities 3 943 349 3 827 315 4 127 724
Total liabilities 120 669 037 111 259 100 106 864 195
       
Equity      
Equity attributable to Owners of mBank S.A. 13 023 756 12 242 346 11 043 242
Share capital:  3 551 096 3 535 758 3 523 903
- Registered share capital 169 121 168 956 168 840
- Share premium 3 381 975 3 366 802 3 355 063
Retained earnings: 9 486 979 8 273 782 6 969 816
- Profit from the previous years 8 267 697 6 972 536 6 969 816
- Profit for the current year 1 219 282 1 301 246 -
Other components of equity (14 319) 432 806 549 523
       
Non-controlling interests  - - 2
Total equity 13 023 756 12 242 346 11 043 244
T o t a l  l i a b i l i t i e s  a n d  e q u i t y 133 692 793 123 501 446 117 907 439

 

Restatement of the comparative data

Due to the change in accounting policy relating to the valuation method of investments in subsidiaries, associates and joint ventures used in the stand-alone financial statements, the Group restated prudentially consolidated comparative data as at 31 December 2015 and as at 1 January 2015. Starting from 1 January 2016 shares in subsidiaries, associates and joint ventures which are not in the scope of prudential consolidation were valued using the equity method which the Bank applies to the valuation of these assets in the stand-alone financial statements. The Bank applies the equity method to the valuation of such assets following the entry into force of IAS 27 Separate financial statements amendments allowing usage of such valuation method (IAS 27.10 (c)). The scope of prudential consolidation differs from the scope of consolidation under IFRS, therefore prudentially consolidated financial data includes valuation of unconsolidated subsidiaries which in the past were valued using at cost method and now, after the change of mBank S.A. accounting policy, are valued using the equity method.

The impact of changes introduced in the accounting policy on the prudentially consolidated comparative data of the Group is presented in the following tables.

Restatement of the mBank Group S.A. consolidated prudentially statement of financial position as at 31 December 2015.

   
ASSETS 31.12.2015
before restatement
Restatement 31.12.2015
after restatement
Investment securities 30 980 449 (6 962) 30 973 487
Other items of assets 92 527 959 - 92 527 959
Total assets 123 508 408 (6 962) 123 501 446
       
LIABILITIES AND EQUITY      
L i a b i l i t i es      
Other liabilities 1 708 139 22 836 1 730 975
Other items of liabilities 109 528 125 - 109 528 125
Total liabilities 111 236 264 22 836 111 259 100
       
Equity      
Equity attributable to Owners of mBank S.A. 12 272 144 (29 798) 12 242 346
Share capital 3 535 758 - 3 535 758
Retained earnings: 8 303 580 (29 798) 8 273 782
- Profit from the previous years 6 983 272 (10 736) 6 972 536
- Profit for the current year 1 320 308 (19 062) 1 301 246
Other components of equity 432 806 - 432 806
       
Non-controlling interests  - - -
T o t a l  e q u i t y 12 272 144 (29 798) 12 242 346
T o t a l  l i a b i l i t i e s  a n d  e q u i t y 123 508 408 (6 962) 123 501 446



Restatement of the mBank Group S.A. consolidated prudentially income statement for the period from 1 January 2015 to 31 December 2015.

   
  Period
from 01.01.2015
to 31.12.2015
before restatement
Restatement Period
from 01.01.2015
to 31.12.2015
after restatement
Interest income 3 655 896 - 3 655 896
Interest expense (1 149 114) - (1 149 114)
Net interest income 2 506 782 - 2 506 782
Fee and commission income 1 448 741 - 1 448 741
Fee and commission expense (535 835) - (535 835)
Net fee and commission income 912 906 - 912 906
Dividend income 17 540 - 17 540
Net trading income, including: 292 020 - 292 020
Foreign exchange result 288 558 - 288 558
Other net trading income and result on hedge accounting 3 462 - 3 462
Gains less losses from investment securities, investments in subsidiaries and associates, including: 348 898 (19 062) 329 836
Gains less losses from investment securities 133 213 - 133 213
Gains less losses from investments in subsidiaries and associates 215 685 (19 062) 196 623
Other operating income 107 338 - 107 338
Net impairment losses on loans and advances (421 222) - (421 222)
Overhead costs (1 837 816) 3 650 (1 834 166)
Amortisation (199 146) - (199 146)
Other operating expenses (99 105) - (99 105)
Operating profit 1 628 195 (15 412) 1 612 783
Taxes on the Group balance sheet items - (3 650) (3 650)
Profit before income tax 1 628 195 (19 062) 1 609 133
Income tax expense (307 887) - (307 887)
Net profit 1 320 308 (19 062) 1 301 246
Net profit attributable to:
- Owners of mBank S.A. 1 320 308 (19 062) 1 301 246
- Non-controlling interests  -

 

Restatement of the mBank Group S.A. consolidated prudentially statement of financial position as at 1 January 2015 (opening balance).

   
ASSETS 31.12.2015
before restatement
Restatement 31.12.2015
after restatement
Investment securities 27 906 260 233 587 28 139 847
Other items of assets 89 767 592 - 89 767 592
Total assets 117 673 852 233 587 117 907 439
       
LIABILITIES AND EQUITY      
L i a b i l i t i es      
Total liabilities 106 864 195 - 106 864 195
       
Equity      
Equity attributable to Owners of mBank S.A. 10 809 655 233 587 11 043 242
Share capital 3 523 903   3 523 903
Retained earnings: 6 736 229 233 587 6 969 816
- Profit from the previous years 6 736 229 233 587 6 969 816
- Profit for the current year - - -
Other components of equity 549 523 - 549 523
       
Non-controlling interests 2 - 2
T o t a l e q u i t y 10 809 657 233 587 11 043 244
T o t a l  l i a b i l i t i e s  a n d  e q u i t y 117 673 852 233 587 117 907 439

 

Independent Registered Auditor’s Report

 

To the General Shareholders’ Meeting and the Supervisory Board of mBank S.A.

 

Report on the consolidated financial statements

We have audited the accompanying consolidated financial statements of the mBank S.A. Group (hereinafter called “the Group”), having mBank S.A., Senatorska 18 Street, Warsaw, as its parent company (hereinafter called “the Parent Company”),which comprise the consolidated statement of financial position as at 31 December 2016, the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of changes in equity, the consolidated statement of cash flows for the year from 1 January to 31 December 2016 and a summary of significant accounting policies and other explanatory notes.

Management and Supervisory Board’s Responsibility

The Parent Company’s Management Board is responsible for the preparation of these consolidated financial statements, on the basis of correctly maintained consolidation documentation, and their fair presentation in accordance with the International Financial Reporting Standards as adopted by the European Union and in accordance with the applicable regulations. The Parent Company’s Management Board is also responsible for internal controls as management determines necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

The Management Board and Supervisory Board of the Parent Company are obliged to ensure that the consolidated financial statements meet the requirements of the Accounting Act of 29 September 1994 (“the Accounting Act” – Journal of Laws of 2016, item 1047 as amended).

Auditor's Responsibility

Our responsibility was to express an opinion on these consolidated financial statements based on our audit.
We conducted our audit in accordance with section 7 of the Accounting Act and International Standards on Auditing as adopted by the National Council of Certified Auditors as the National Standards on Audit and Assurance with a resolution dated 10 February 2015. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Group's preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

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

Opinion

In our opinion, the accompanying consolidated financial statements:

  1. give a true and fair view of the Group’s financial position as at 31 December 2016 and its financial performance and its cash flows for the year from 1 January to 31 December 2016, in accordance with the International Financial Reporting Standards as adopted by the European Union and the applicable accounting policies;
  2. comply in terms of form and content with the applicable laws, including the Decree of the Minister of Finance dated 19 February 2009 on current and periodic information provided by issuers of securities and the conditions of recognizing as equal information required by the law of other state, which is not a member state (“the Decree” – Journal of Laws of 2014, item 133 as amended);
  3. have been prepared on the basis of correctly maintained consolidation documentation.

 

Report on Other Legal and Regulatory Requirements

Opinion on the Report on the Group’s operations

Our opinion on the audit of the consolidated financial statements does not cover the Report on the Group’s operations.

The Parent Company’s Management Board is responsible for the preparation of the Report on the Group’s operations in accordance with the Accounting Act, and the Decree and the Banking Law of 29 August 1997 (“the Banking Law” – Journal of Laws of 2016, item 1988 as amended) . Further, the Management Board and Supervisory Board are obliged to ensure that the Report on the Group’s operations meets the requirements of the Accounting Act.

With respect to our audit of the consolidated financial statements, our responsibility was to read the Report on the Group’s operations and consider whether the information included in this Report complies with the regulations of article 49 of the Accounting Act and the Decree and is consistent with the information in the related consolidated financial statement. Our responsibility was also to consider, based on the knowledge of the Group and its environment obtained during our audit, whether the Report on the Group’s operations does not contain any material misstatements. Further, in accordance with article 111 a paragraph 3 of the Banking Law, our responsibility was to audit the consolidated financial information included in point 6 of the Report on the Group’s operations. We carried out the audit in accordance with the scope described in paragraph Auditor's Responsibility above.

In our opinion, the information contained in the Report on the Group’s operations for the year from 1 January to 31 December 2016 comply with the requirements of article 49 of the Accounting Act, the Decree and the Banking Law and is consistent with the information in the audited consolidated financial statements.

Further, based on the knowledge of the Group and its environment obtained during our audit we have not identified any material misstatements in the Report on the Group’s operations.

With respect to our audit of the consolidated financial statements, our responsibility was also to read the Group’s Statement of Corporate Governance, which is a separate part of the Report on the Group’s operations. In our opinion, the Group included information in accordance with the scope defined in the Decree, and information as indicated in the Decree, complies with the applicable regulations and is consistent with the information contained in the consolidated financial statements.

Auditor conducting the audit on behalf of PricewaterhouseCoopers Sp. z o.o. Registered Audit Company No. 144:


Agnieszka Accordi-Krawiec

Key Registered Auditor 
No. 11665

Warsaw, 1 March 2017

 

 

Registered auditor’s report on the audit of the consolidated financial statements for the year from 1 January to 31 December 2016

 

I. General information about the Group

  1. mBank S.A. (“Bank”, “the Parent Company”) with its seat in Warsaw, Senatorska 18 Street is the parent company of the mBank S.A. Group (“the Group”).
  2. The Parent Company was established by Resolution of the Council of Ministers No. 99 of 20 June 1986. The Parent Company was formed on the basis of a Notarial Deed drawn up on 11 December 1986 at the State Notary Public’s Office in Warsaw and registered with Rep. A No. I-5919/86. On 11 July 2001, the Parent Company was entered in the Register of Businesses maintained by the District Court for the Capital City of Warsaw XIX Business Department of the National Court Register, with the reference number KRS 0000025237.
  3. The Parent Company was assigned a tax identification number (NIP) 526-02-15-088 for the purpose of making tax settlements and a REGON number 001254524 for statistical purposes.
  4. As at 31 December 2016 the Parent Company’s share capital amounted to PLN 169,121 thousand and consisted of 42,280,127 shares, with a nominal value of PLN 4.00 each. Total equity as at that date amounted to PLN 13,051,161 thousand.
  5. As at 31 December 2016, the Parent Company’s shareholders were:
       
    Shareholder’s name Number of shares held Par value of shares held (PLN ‘000) Type of shares held Votes (%)
    Commerzbank AG 29,352,897 117,412 ordinary 69,42
    Nationale-Nederlanden OFE 2,130,699 8,523 ordinary 5,04
    Other shareholders 10,796,531 43,186 ordinary 25,54
      42,280,127 169,121   100,00

     

       

    As at 31 December 2015, the Parent Company's shareholders were:

    Shareholder’s name Number of shares held Par value of shares held (PLN ‘000) Type of shares held Votes (%)
    Commerzbank AG 29,352,897 117,412 ordinary 69.49
    ING Otwarty Fundusz Emerytalny (at present Nationale-Nederlanden OFE) 2,130,699 8,523 ordinary 5.05
    Other shareholders 10,755,328 43,021 ordinary 25.46
      42,238,924 168,956   100.00
  6. During the year the Group’s operations comprised providing banking services and consulting and advisory services in financial matters, as well as of conducting business activities within the scope described in Memorandum of Association of the Parent Company. The Group operates within the scope of corporate, institutional and retail banking (including private banking) throughout the whole country and operates trade and investment activities as well as brokerage activities.
  7. During the year the Management Board of the Parent Company comprised:
    • Cezary Stypułkowski
    President of the Management Board
    • Lidia Jabłonowska-Luba
    Vice-President of the Management Board, Chief Risk Officer
    • Przemysław Gdański
    Vice-President of the Management Board, Head of Corporate and Investment Banking
    • Hans-Dieter Kemler
    Vice-President of the Management Board, Head of Financial Markets
    • Cezary Kocik
    Vice-President of the Management Board, Head of Retail Banking
    • Jarosław Mastalerz
    Vice-President of the Management Board, Head of Operations and IT
    • Christoph Heins
    Vice-President of the Management Board, Chief Financial Officer from 1 July 2016
    • Jörg Hessenmüller
    Vice-President of the Management Board, Chief Financial Officer to 30 June 2016
  8. As at 31 December 2016, the mBank S.A. Group comprised the following entities:
       
    Name Nature of equity
    relationship
    (interest in %)
    Consolidation
    method
    Auditor of the financial statements Type of opinion Balance sheet
    date
    mBank S.A.  Parent Company Not applicable PricewaterhouseCoopers Sp. z o.o. unqualified 31 December 2016
    mFinanse S.A. (formerly Aspiro S.A.) Subsidiary (100.00%) Full PricewaterhouseCoopers Sp. z o.o. audit in progress 31 December 2016
    BDH Development Sp. z o.o. Subsidiary (100.00%) Full PricewaterhouseCoopers Sp. z o.o. audit in progress 31 December 2016
    Garbary Sp. z o.o. Subsidiary (100.00%) Full PricewaterhouseCoopers Sp. z o.o. audit in progress 31 December 2016
    mBank Hipoteczny S.A. Subsidiary (100.00%) Full PricewaterhouseCoopers Sp. z o.o. audit in progress 31 December 2016
    mCentrum Operacji Sp. z o.o. Subsidiary (100.00%) Full PricewaterhouseCoopers Sp. z o.o. audit in progress 31 December 2016
    mFaktoring S.A. Subsidiary (100.00%) Full PricewaterhouseCoopers Sp. z o.o. audit in progress 31 December 2016
    mLeasing Sp. z o.o. Subsidiary (100.00%) Full PricewaterhouseCoopers Sp. z o.o. audit in progress 31 December 2016
    Tele-Tech Investment Sp. z o.o. Subsidiary (100.00%) Full PricewaterhouseCoopers Sp. z o.o audit in progress 31 December 2016
    mFinance France S.A. Subsidiary (99.998%) Full PricewaterhouseCoopers Audit SA unqualified 31 December 2016
    mLocum S.A. Subsidiary (79.99%) Full PricewaterhouseCoopers Sp. z o.o audit in progress 31 December 2016

     

  9. During the financial year, the following changes took place in the scope of consolidation:
    1. on 30 September 2016 Aspiro S.A. changed its name to mFinanse S.A.,
    2. on 20 May 2016, there was an incorporation of Dom Maklerski mBanku S.A. („mDM”) and mWealth Management S.A. („mWM”), the Group entities, into structures of mBank S.A.. Due to the incorporation of mDM and mWM, on 20 May 2016 there was a removal of:
      1. mDM from the National Court Register by the District Court for the Capital City of Warsaw in Warsaw, XII Business Department of the National Court Register,
      2. mWM from the National Court Register by the District Court for the Capital City of Warsaw in Warsaw, XII Business Department of the National Court Register.
  10. The Parent Company is an issuer of securities admitted for trading on the Warsaw Stock Exchange. In accordance with the choice of selecting accounting policies permitted by the Accounting Act, the Parent Company has decided to prepare its consolidated financial statements in accordance with IFRS as adopted by the European Union.

  

II. Information about the audit

 

  1. The audit of the consolidated financial statements as at and for the year from 1 January to 31 December 2016 was conducted by PricewaterhouseCoopers Sp. z o.o. with its seat in Warsaw, Al. Armii Ludowej 14, registered audit company no. 144. The audit was conducted on behalf of the registered audit company under the supervision of the key registered auditor, the Group’s registered auditor Agnieszka Accordi-Krawiec (no. 11665).
  2. PricewaterhouseCoopers Sp. z o.o. was appointed registered auditor to the Group by Resolution No. 30 of the Ordinary General Meeting dated 24 March 2016 in accordance with paragraph 11 letter n) of the Parent Company’s Memorandum of Association.
  3. PricewaterhouseCoopers Sp. z o.o. and the key registered auditor conducting the audit are independent of the entities belonging to the Group within the meaning of art. 56, clauses 2-4 of the Act dated 7 May 2009 on registered auditors and their self-government, registered audit companies and on public supervision (Journal of Laws of 2016, item 1000 as amended).
  4. The audit was conducted in accordance with an agreement dated 24 March 2016, in the period from:
    • interim audit

    from 2 November 2016 r. to 23 December 2016 r.;

    • final audit

    from 3 January 2017 r. to 1 March 2017 r.

  5. We conducted our audit in accordance with International Standards on Auditing as adopted by the National Council of Certified Auditors as the National Standards on Audit and Assurance with a resolution dated 10 February 2015. The scope of our audit was influenced by our application of materiality. In accordance with these auditing standards, the concept of materiality is applied by the auditor at the planning stage and when conducting the audit as well as to evaluate the effect of misstatements identified and adjusted (if any) on the consolidated financial statements, and to form the opinion in the Independent Registered Auditor’s Report.

     

    An audit was designed to obtain reasonable assurance whether the consolidated financial statements are free from material misstatement. Misstatements may arise due to fraud or error. The misstatements are considered to be material, if individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the consolidated financial statements.

     

    Based on our professional judgement, we determined and documented the certain quantitative thresholds for materiality, including the overall materiality for the consolidated financial statements as a whole. These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both individually and in aggregate, on the consolidated financial statements as a whole. Therefore, all statements included in the Independent Registered Auditor’s Report, including those related to the other legal and regulatory requirements, have been expressed considering the materiality determined in accordance with those auditing standards and the auditor’s judgement.

 

III. The Group’s results, financial position and significant items of the consolidated financial statement

 


CONSOLIDATED STATEMENT OF FINANCIAL POSITION as at 31 December 2016

   
ASSETS 31.12.2016 PLN ‘000 31.12.2015 PLN ‘000 Change PLN ‘000 Change
(%)
31.12.2016
Structure (%)
31.12.2015
Structure (%)
Cash and balances with the Central Bank 9,164,281 5,938,133 3,226,148 54.3 6.9 4.8
Loans and advances to banks 3,082,855 1,897,334 1,185,521 62.5 2.3 1.5
Trading securities 3,800,634 557,541 3,243,093 581.7 2.8 0.5
Derivative financial instruments 1,808,847 3,349,328 (1,540,481) (46.0) 1.4 2.7
Loans and advances to customers 81,763,277 78,433,546 3,329,731 4.2 61.1 63.5
Hedge accounting adjustments related to fair value of hedged items - 130 (130) (100.0)  -  -
Investment securities 31,393,352 30,736,949 656,403 2.1 23.5 24.9
Investments in joint venture - 7,359 (7,359) (100.0) - -
Intangible assets 582,663 519,049 63,614 12.3 0.4 0.4
Tangible assets 757,371 744,522 12,849 1.7 0.6  0.6
Current income tax assets 1,310 1,850 (540) (29.2) - -
Deferred income tax assets 540,756 366,088 174,668 47.7 0.4 0.3
Other assets 848,156 971,192 (123,036) (12.7) 0.6 0.8
TOTAL ASSETS 133,743,502 123,523,021 10,220,481 8.3 100.0 100.0

 

 

CONSOLIDATED  STATEMENT OF FINANCIAL POSITION as at 31 December 2016 (cont.)

   
LIABILITIES 31.12.2016 PLN ‘000  31.12.2015 PLN ‘000 Change PLN ‘000 Change
(%)
31.12.2016 
Structure (%)
31.12.2015 
Structure (%)
Amounts due to other banks 8,486,753 12,019,331 (3,532,578) (29.4) 6.3 9.8
Derivative financial instruments 1,599,266 3,173,638 (1,574,372) (49.6) 1.2 2.6
Amounts due to customers 91,417,962 81,140,866 10,277,096 12.7 68.4 65.7
Debt securities in issue 12,660,389 8,946,195 3,714,194 41.5 9.5 7.2
Hedge accounting adjustments related to fair value of hedged items 116,871 100,098 16,773 16.8 0.1 0.1
Other liabilities 2,178,790 1,764,091 414,699 23.5 1.6 1,4
Current income tax liabilities 104,999 50,126 54,873 109.5 0.1 -
Deferred income tax liabilities 1,208 981 227 23.1 - -
Provisions 182,754 225,416 (42,662) (18.9) 0.1 0.2
Subordinated liabilities 3,943,349 3,827,315 116,034 3.0 2.9 3.1
TOTAL LIABILITIES 120,692,341 111,248,057 9,444,284 8.5 90.2 90.1
EQUITY 13,051,161 12,274,964 776,197 6.3 9,8 9.9
TOTAL LIABILITIES AND EQUITY 133,743,502 123,523,021 10,220,481 8.3 100.0 100.0

 

CONSOLIDATED INCOME STATEMENT for the year from 1 January to 31 December 2016

   
  2016
PLN ‘000
2015
PLN ‘000
Change
PLN ‘000
Change
(%)
2016
Structure (%)
2015
Structure (%)
Interest income 3,872,855 3.660,505 212,350 5.8 62.7 61.4
Interest expense (1,040,012) (1,149,132) 109,120 (9.5) 22.9 26.4
Net interest income 2,832,843 2,511,373 321,470 12.8    
Fee and commission income 1,550,843 1,433,927 116,916 8.2 25.1 24.0
Fee and commission expense (644,398) (536,751) (107,647) 20.1 14.2 12.3
Net fee and commission income 906,445 897,176 9,269 1.0    
Dividend income 3,327 17,540 (14,213) (81.0) 0.1 0.3
Net trading income 244,631 292,935 (48,304) (16.5) 4.0 4.9
Gains less losses from investment securities, investments in subsidiaries and associates 261,281 314,408 (53,127) (16.9) 4.2 5.3
Share in profits (losses) of investments in joint ventures (107) (141) 34 (24.1) - -
Other operating income 243,749 245,859 (2,110) (0.9) 3.9 4.1
Net impairment losses on loans and advances (365,394) (421,222) 55,828 (13.3) 8.1 9.7
Overhead costs (1,739,643) (1,850,946) 111,303 (6.0) 38.4 42.6
Amortisation (223,641) (199,650) (23,991) 12.0 4.9 4.6
Other operating expenses (196,815) (185,827) (10,988) 5.9 4.3 4.3
Operating profit 1,966,676 1,621,505 345,171 21.3    
Taxes on the Group's balance sheet items (328,939) (3,650) (325,289) 8,912.0 7.2 0.1
Profit before income tax 1,637,737 1,617,855 19,882 1.2    
Income tax expense (415,513) (313,727) (101,786) 32.4    
Net profit 1,222,224 1,304,128 (81,904) (6.3)    
Total income 6,176,686 5,965,174 211,512 3.5 100.0 100.0
Total expense (4,538,949) (4,347,319) (191,630) 4.4 100.0 100.0
Profit before income tax 1,637,737 1,617,855 19,882 1.2    

 

 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME for the year from 1 January to 31 December 2016

   
  2016 PLN ‘000 2015 PLN ‘000 Change PLN ‘000 (%)
Net profit 1,222,224 1,304,128 (81,904) (6.3)
Other comprehensive income net of tax, including: Items that may be reclassified subsequently to the income statement (447,125) (116,717) (330,408) 283.1
Exchange differences on translation of foreign operations (net) 422 (4,661) 5,083 (109.1)
Change in valuation of available for sale financial assets (net) (445,422) (107,267) (338,155) 315.2
Cash flows hedges (net) (2,404) (3,197) 793 (24.8)
Items that will not be reclassified to the income statement        
Actuarial gains and losses relating to post-employment benefits (net) (24,8) (1,592) 1,871 (117.5)
Total comprehensive income net of tax, total 775,099 1,187,411 (412,312) (34.7)

 

Selected ratios characterizing the Group's financial position and results

 

The following ratios characterize the Group’s activities, results of operations during the year and its financial position as at the balance sheet date compared with previous year:

   
Profitability ratios 2016 2015
Return on equity (net profit/average net assets) (1) 9.7% 11.2%
Return on assets (net profit/average assets) (1) 1.0% 1.1%
Interest margin (interest income/average interest-bearing assets)-(interest expense/average interest-bearing liabilities) (1)(2)(3) 2.2% 2.0%
Cost of risk (net impairment losses on loans and advances/average gross loans and advances to customers) (1 0.4% 0.5%
Costs to income ratio (overhead costs and amortisation/profit on banking activities) (4) 45.7% 50.1%
Earnings per share (PLN) 28.91 30.88
     
Asset quality ratios 31.12.2016 31.12.2015
Interest-bearing assets to total assets (2) 98.0% 97.9%
Impaired loans and advances to total gross loans and advances 5.2% 5.6%
Provision coverage of not impaired loans and advances 0.3% 0.3%
Provision coverage of impaired loans and advances 57.1% 58.9%
     
Other ratios    
Total capital ratio (TCR) 20.3% 17.3%
Common Equity Tier 1 Capital ratio (CET1 ratio) 17.3% 14.3%
Bank’s own funds (PLN ‘000) 13,244,239 11,970,593
Effective tax rate 25.4% 19.4%

(1) The average balances of the statement of financial position were calculated on the basis of the balances of the individual items as at the beginning and the end of the current financial year and the previous year.
(2) Interest-bearing assets defined as cash and balances with the Central Bank, loans and advances to customers and banks, trading securities, derivatives and non-current assets held for sale.
(3) Interest-bearing liabilities defined as amounts due to banks and customers, debt securities in issue, subordinated liabilities and derivatives.
(4) Profit on banking activities defined as operating profit reduced by net impairment losses on loans and advances, amortisation and overhead costs.

 

The above ratios have been calculated on the basis of the consolidated financial statements.

It was not the purpose of the audit to present the Group in the context of the results of operations and ratios achieved. A detailed interpretation of the ratios requires an in-depth analysis of the Group’s operations and its circumstances.

Our audit did not cover detailed comparative data constituting the basis for calculating the ratios for the previous years.

 

The consolidated financial statements do not take into account the effects of inflation. The consumer price index (on a December to December basis) amounted to 0.8% in the audited year (2015: deflation -0.5%).

The following comments are based on information obtained during the audit of the consolidated financial statements.

The factors described below had a significant impact on the Group’s results of operations and on its financial position as at the balance sheet date:

  • At the end of the financial year, the Group’s total assets amounted to PLN 133,743,502 thousand. During the year total assets increased by PLN 10,220,481 thousand, i.e. by 8.3%.
  • As at 31 December 2016, the balance of loans and advances to customers amounted to PLN 81,763,277 thousand and represented 61.1% of total assets (an increase by PLN 3,329,731 thousand, i.e. by 4.2% compared to the previous year). The gross value of loans and advances to customers amounted to PLN 84,580,772 thousand and comprised mainly term loans to individuals in the gross amount of PLN 42,491,460 thousand and term loans to corporate entities in the gross amount of PLN 28,267,897 thousand. An increase in the gross balance of loans and advances to customers of PLN 3,171,362 thousand was mainly due to growth in term loans to individuals of PLN 2,129,906 thousand.
  • At the end of 2016 the balance of investment securities amounted to PLN 31,393,352 thousand and comprised mainly treasury bonds in the amount of PLN 28,251,321 thousand. The balance of investment securities increased by PLN 656,403 thousand, i.e. by 2.1% compared to the previous year, which was a result of an increase in the balance of treasury bonds of PLN 6,012,696 thousand, with a simultaneous decrease in the balance of debt securities issued by the central bank of PLN 5,626,307 thousand.
  • At the end of 2016 the assets were primarily financed by amounts due to customers. As at 31 December 2016 such liabilities amounted to PLN 91,417,962 thousand and represented 68.4% of total equity and liabilities (an increase compared to the previous year by PLN 10,277,096 thousand, i.e. by 12.7%). An increase in the balance of amounts due to customers was mainly due to a growth in the balance of amounts due to current accounts of individual customers of PLN 5,583,301 thousand and current accounts of corporate customers of PLN 5,265,111 thousand.
  • The balance of liabilities arising from issuance of debt securities at the end of 2016 amounted to PLN 12,660,389 thousand and comprised mainly issue of long-term Eurobonds in the amount of PLN 7,570,459 thousand. An increase in the balance of debt securities in issue compared to the previous year by PLN 3,714,194 thousand, i.e. by 41.5% was mainly due to an issue of long-term mortgage bonds and Eurobonds.
  • The ratio of impaired loans and advances to total gross loans and advances decreased from 5.6% as at the end of 2015 to 5.2% as at the balance sheet date. At the same time, provision coverage of impaired loans and advances went down by 1.8 p.p. and amounted to 57.1%. Coverage of gross amounts due to clients with allowances on incurred but not reported losses (IBNR) amounted to 0.3% and has not changed compared to the prior year.
  • Net interest income amounted to PLN 2,832,843 thousand and increased by PLN 321,470 thousand, i.e. by 12.8% compared to the previous year. The increase resulted from a growth in interest income of PLN 212,350 thousand (i.e. 5.8%), with a simultaneous decrease in interest expense of PLN 109,120 thousand (i.e. 9.5%). The most significant change in interest income related to loans and advances including the unwind of the impairment provision discount. This income amounted to PLN 2,753,185 thousand in 2016 and was PLN 168,639 thousand higher compared to the previous year. A drop in interest expense resulted mainly from a decrease in expense arising from amounts due to customers of PLN 57,355 thousand.
  • Net fee and commission income amounted to PLN 906,445 thousand in the audited year and was PLN 9,269 thousand, i.e. 1.0% higher compared to the previous year. This increase was mainly due to a growth of fee and commission income by PLN 116,916 thousand, which was primarily an effect of growth in credit-related fees and commissions of PLN 21,224 thousand, payment cards-related fees of PLN 19,597 thousand and fees from brokerage activity and debt securities issue of PLN 19,054 thousand. At the same time, fee and commission expense has increased by PLN 107,647 thousand, mainly due to a growth in discharged brokerage fees and other discharged fees of PLN 49,495 thousand and growth in payment cards-related fees of PLN 24,992 thousand.
  • Net impairment losses on loans and advances in 2016 amounted to PLN 365,394 thousand and comprised mainly net impairment losses on loans and advances to customers. Net impairment losses on loans and advances has decreased by PLN 55,828 thousand, i.e. by 13.3% compared to the previous year.
  • Overhead costs amounted to PLN 1,739,643 thousand in the audited year and decreased by PLN 111,303 thousand, i.e. by 6.0% compared to the prior year. Staff-related expenses were the largest item of overhead costs and amounted to PLN 876,705 thousand in 2016, which constituted 50.4% of overhead costs. Staff-related expenses increased by PLN 21,891 thousand, i.e. by 2.6% compared to the previous year, mainly due to increase of salary costs
  • During 2016 the Group recognized profit and loss account paid banking tax, which amounted to PLN 327,939 thousand (in 2015 this cost amounted to PLN 3.650 thousand)
  • Effective tax rate, calculated as income tax expense to profit before income tax, amounted to 25.4% and was 6.0 p.p. higher than in previous year, mainly as the result of introduction of banking tax that does not constitute a tax deductible expense.

IV. The independent registered auditor’s statements

 

  1. The Management Board of the Parent Company provided all the information, explanations, and representations required by us in the course of the audit and provided us with a representation letter confirming the completeness of the information included in the accounting records and the disclosure of all contingent liabilities and post balance-sheet events which occurred up to the date on which that letter was signed.
  2. The scope of the audit was not limited.
  3. The calculation of goodwill arising in the audited year and its recognition in the consolidated financial statements complied in all material respects with the adopted accounting policies.
  4. The consolidation of equity items and the determination of minority interests were carried out properly in all material respects.
  5. The elimination of mutual balances (receivables and payables) and transactions (revenue and costs) of the consolidated entities were carried out, in all material respects, in accordance with IFRS as adopted by the European Union.
  6. The elimination of unrealized gains/losses of consolidated entities included in the book value of assets and in respect of dividend payments was carried out, in all material respects, in accordance with IFRS as adopted by the European Union.
  7. The impact of the disposal or partial disposal of shares in subordinated entities was accounted for properly in all material respects, in accordance with IFRS as adopted by the European Union.
  8. The consolidation documentation was complete and accurate and it is stored in a manner ensuring proper safeguarding.
  9. The consolidated financial statements of the Group as at and for the year ended 31December 2015 were approved by Resolution No. 24 passed by the General Shareholders’ Meeting of the Parent Company on 24 March 2016 and filed with the National Court Register in Warsaw on 30 March 2016.
  10. During the audit performed we have not identified any significant instances of Group’s non-compliance with banking regulatory norms during the period from 1 January 2016 to the day of issuance of this report, with the exception of the situation described in the Note 49 in the Financial Statement, where total consolidated capital adequacy ratio was below required level from 1 January 2016 to 24 March 2016. As at 31 December 2016, the regulations of the Banking Law, the Resolutions of the Management Board of the National Bank of Poland, Resolutions of Polish Financial Supervisory Authority and the Regulation of the European Parliament and the Council (EU) No. 575/2013 from 26 June 2013 on prudential requirements for credit institutions and investment firms and amending Regulation (EU) No. 648/2012 (CRR) and other regulations issued by the Commission (EU) pursuant to this Regulation, included banking regulatory norms in relation, among others, to the following:
    • concentration of credit risk,
    • concentration of investments in shares,
    • classification of loans and guarantees to risk groups and creation of provisions for the risk associated with activities of banks,
    • liquidity measures,
    • level of obligatory reserve,
    • capital adequacy.
  11. As at the balance sheet date the capital adequacy ratio of the Group amounted to 20.29% and was correctly determined in accordance with CRR. This statement is based on recalculation of the quotient of own funds amounting PLN 13,244,329 thousand divided by risk weighted assets amounting to PLN 65,259,977 thousand as per COREP reporting prepared by the Group as at the balance sheet date.
  12. The notes to the consolidated financial statements, which include the introduction and additional notes and explanations present all the significant information in accordance with IFRS as adopted by the European Union.
  13. The information in the Report on Group’s operations for the year from 1 January to 31 December 2016 has been presented in accordance with the provisions of the Decree of the Minister of Finance dated 19 February 2009 on current and periodic information to be provided by issuers of securities and conditions for recognizing as equivalent the information required by the provisions of law of a country not being a member state (Journal of Laws of 2014, item 133 as amended) and is consistent with that presented in the consolidated financial statements.

V. Final information

 

This report has been prepared in connection with our audit of the consolidated financial statements of the mBank S.A. Group having mBank S.A., Senatorska 18 Street, Warsaw, as its Parent Company. The consolidated financial statements were signed by the Parent Company’s Management Board on 1 March 2017.

This report should be read in conjunction with the Independent Registered Auditor’s Report dated 1 March 2017 to the General Shareholders’ Meeting and the Supervisory Board of mBank S.A., that includes the unqualified audit opinion on the said consolidated financial statements. The opinion on the consolidated financial statements expresses a general conclusion drawn from the audit and involves assessing the materiality of individual audit findings rather than being a sum of all the evaluations of individual financial statement components. This assessment takes account of the impact of the facts noted on the truth and fairness of the consolidated financial statements.

Person conducting the audit on behalf of PricewaterhouseCoopers Sp. z o.o., Registered Audit Company No. 144:

 

Agnieszka Accordi-Krawiec

 

Key Registered Auditor
No. 11665

 

Warsaw, 1 March 2017