Financial Statements in International Standards 4Q15
Transcrição
Financial Statements in International Standards 4Q15
(Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS 12/31/2015 SUL AMÉRICA S/A Capital Stock Shares Number (units) Capital Stock Common Preferred Total Treasury Stock Common Preferred Total Current Year 12/31/2015 512,362,664 509,842,829 1,022,205,493 6,538,091 13,076,183 19,614,274 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A CASH DIVIDENDS EVENT APPROVAL TYPE DATE OF PAYMENT TYPE OF SHARE AMOUNT PER SHARE Board of Directors Meeting 03/31/2015 Dividends 04/17/2015 Common share Board of Directors Meeting 03/31/2015 Dividends 04/17/2015 Preferred share 0.06217 0.06217 Board of Directors Meeting 04/29/2015 Dividends 05/15/2015 Common share 0.01200 Board of Directors Meeting 04/29/2015 Dividends 05/15/2015 Preferred share 0.01200 Board of Directors Meeting 07/30/2015 Dividends 08/17/2015 Common share 0.01200 Board of Directors Meeting 07/30/2015 Dividends 08/17/2015 Preferred share 0.01200 Board of Directors Meeting 10/29/2015 Dividends 11/16/2015 Common share 0.01200 Board of Directors Meeting 10/29/2015 Dividends 11/16/2015 Preferred share 0.01200 Board of Directors Meeting 12/16/2015 Interest on Shareholders' Equity 4/18/2016 Common share 0.06982 Board of Directors Meeting 12/16/2015 Interest on Shareholders' Equity 4/18/2016 Preferred share 0.06982 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Assets (in thousands of Reais) Code Description 1 Total Assets 1.01 Current Assets 1.01.01 Last Year - 12/31/2015 Penultimate - 12/31/2014 Before Penultimate - 12/31/2013 5,634,062 5,093,201 4,133,457 468,417 452,613 393,710 Cash and Cash Equivalents 611 27 149 1.01.01.01 Cash and Banks 611 27 149 1.01.01.02 Cash Equivalents - 1.01.02 Marketable Securities 223,889 1.01.02.01 Marketable Securities Valued at Fair Value 1.01.02.01.01 Securities Trading 1.01.02.01.02 Securities Available for Sale - - 268,259 183,626 223,889 268,259 183,626 223,889 228,713 33,928 39,546 149,698 - 1.01.02.02 Marketable Securities Accounted for Amortized Cost - - 1.01.02.02.01 Securities Held to Maturity - - - 1.01.03 Accounts Receivable 170,855 157,222 1.01.03.01 Customers 170,855 157,222 152,021 1.01.03.01.01 Receivables 170,855 157,222 152,021 152,021 1.01.03.02 Other Accounts Receivable - - 1.01.04 Inventories - - - 1.01.05 Biological Assets - - - 1.01.06 Tax Recoverable 72,867 27,105 57,914 1.01.06.01 Current Tax Recoverable 72,867 27,105 57,914 1.01.07 Prepaid Expenses - - - 1.01.08 Other Current Assets 195 - - 1.01.08.01 Non-current Assets for Sale - - 1.01.08.02 Assets of Discontinued Operations - - - 1.01.08.03 Other 195 - - 1.01.08.03.01 Reinsurance assets - - 1.01.08.03.02 Deferred Acquisition Costs - - - 1.01.08.03.03 Other 195 - - 1.02 Non-current Assets 1.02.01 Long-term Assets 5,165,645 4,640,588 3,739,747 1,449 45,841 1.02.01.01 6,260 Marketable Securities Valued at Fair Value - - - 1.02.01.01.01 Securities Trading - - - 1.02.01.01.02 Securities Available for Sale - - 1.02.01.02 Marketable Securities Accounted for Amortized Cost - 9 10 1.02.01.02.01 Securities Held to Maturity - 9 10 1.02.01.03 Accounts Receivable - - - 1.02.01.03.01 Customers - - - - (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Assets (in thousands of Reais) Code Description 1.02.01.03.02 Other Last Year - 12/31/2015 - Penultimate - 12/31/2014 - Before Penultimate - 12/31/2013 - 1.02.01.04 Inventories - - - 1.02.01.05 Biological Assets - - - 1.02.01.06 Deffered Tax - 44,481 4,980 1.02.01.06.01 Income Tax and Social Contribution - 44,481 4,980 1.02.01.07 Prepaid Expenses - - - 1.02.01.08 Loans to Related Parties - - - 1.02.01.08.01 Loans to Affiliates - - - 1.02.01.08.02 Loans to Subsidiaries - - - 1.02.01.08.03 Credits with Controllers - - - 1.02.01.08.04 Loans to Others Related Parties - - - 1.02.01.09 Others Non-Current Assets 1,449 1,351 1,270 1.02.01.09.01 Non-current Assets for Sale - - - 1.02.01.09.02 Assets of Discontinued Operations - - - 1.02.01.09.03 Judicial deposits 1,449 1,351 1,270 1.02.01.09.04 Reinsurance assets - - - 1.02.01.09.05 Deferred Acquisition Costs - - - 1.02.01.09.06 Other - - 1.02.02 Investments 5,164,183 4,594,687 3,733,281 1.02.02.01 Equity in Associated Companies 5,164,183 4,594,687 3,733,281 1.02.02.01.01 Investments in Affiliates 1,999,821 1,787,569 1,453,769 3,164,362 2,807,118 2,279,512 1.02.02.01.02 Investments in Subsidiaries 1.02.02.01.03 Investments in Jointly Controlled - - - 1.02.02.01.04 Others Equity in Associated Companies - - - 1.02.02.02 Properties for Investiments - - - 1.02.02.02.01 Property for Rent - - - 1.02.02.02.02 (-) Depreciation - - - 1.02.03 Property and Equipment 11 22 34 1.02.03.01 Property and Equipment in Operation 11 22 34 1.02.03.02 Property and Equipment Leased - - - 1.02.03.03 Property and Equipment in Progress - - - 1.02.04 Intangible Assets 2 38 172 1.02.04.01 Intangible Assets 2 38 172 1.02.04.01.01 Concession - - - 1.02.04.01.02 Trademarks and Patents - - - 1.02.04.01.03 Goodwill - - - (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Assets (in thousands of Reais) Last Year - 12/31/2015 Penultimate - 12/31/2014 Code Description 1.02.04.01.04 Software 1.02.04.01.05 Expenditure Organization, Implementation and Installation - - - 1.02.04.01.06 (-) Amortization - - - 1.02.04.02 Goodwill - - - 2 Before Penultimate - 12/31/2013 38 172 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Liabilities (in thousands of Reais) Last Year - 12/31/2015 Before Penultimate - 12/31/2013 Code Description 2 Total Liabilities and Shareholders' Equity Penultimate - 12/31/2014 2.01 Current Liabilities 2.01.01 Social Obligations and Labor - - - 2.01.01.01 Social Obligations - - - 5,634,062 5,093,201 4,133,457 360,402 310,804 94,664 2.01.01.02 Payroll - - - 2.01.01.02.01 Labor Contingencies - - - 2.01.02 Suppliers - - - 2.01.02.01 National Suppliers - - - 2.01.02.02 International Suppliers - - - 2.01.03 Tax 254 14,231 13,088 2.01.03.01 Federal Tax 245 14,231 13,088 2.01.03.01.01 Income Tax and Social Contribution Payable - 2.01.03.01.02 PIS / COFINS Payable 2.01.03.01.05 Other Taxes and Contributions 2.01.03.01.06 Third-party Income Tax 1,134 18 17 12,958 12,954 136 69 62 92 70 54 2.01.03.02 State Tax 2.01.03.03 Municipal Tax 2.01.03.03.01 Services Rendered Tax Payable 2.01.04 Loans and Financing 217,798 2.01.04.01 Loans and Financing 20,117 - 2.01.04.01.01 Loans and Financing - Local Currency 20,117 - - 2.01.04.01.02 Loans and Financing - Foreign Currency - - - 2.01.04.02 Debentures 2.01.04.03 Financing for Lease 2.01.05 Other Obligations 2.01.05.01 Related Party Liabilities 2.01.05.01.01 Debts with Affiliates 9 9 197,681 142,350 - - - - - - 201,479 20,023 - 201,479 20,023 - - 95,094 61,553 1 8 - - - - 2.01.05.01.02 Debts with Subsidiaries - - 2.01.05.01.03 Debts with Controllers - - 2.01.05.01.04 Other Debts with Related Parties 2.01.05.02 - 1 8 Other 142,349 95,086 61,553 - 2.01.05.02.01 Dividends and Interest on Capital Payable 141,080 94,765 61,132 2.01.05.02.02 Minimum Mandatory Dividend Payable - - - 2.01.05.02.03 Obligations for stock incentive - - - 2.01.05.02.04 Accounts Payable 143 142 255 2.01.05.02.05 Other Accounts Payable 1,126 179 166 2.01.06 Provisions - - - 2.01.06.01 Provisions Tax, Social Security, Labor and Civil - - - 2.01.06.01.01 Tax Contingencies - - - (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Liabilities (in thousands of Reais) Code Description 2.01.06.01.02 Labor Contingencies and Social Security Last Year - 12/31/2015 - Penultimate - 12/31/2014 - Before Penultimate - 12/31/2013 - 2.01.06.01.03 Provisions for Employee Benefits - - - 2.01.06.01.04 Civil Contingencies - - - 2.01.06.02 Other - - - 2.01.06.02.01 Warranties Provision - - - 2.01.06.02.02 Restructuring Provision - - - 2.01.06.02.03 Provision for Environmental Liabilities and Desactivation - - - 2.01.07 Liabilities Non-Current Assets of the Sale and Discontinued - - - 2.01.07.01 Liabilities Non-Current Assets on Sale - - - 2.01.07.02 Liabilities of Discontinued Operations Assets - - 2.02 Non-Current Liabilities - 861,881 836,568 500,794 835,145 499,074 2.02.01 Loans and Financing 860,491 2.02.01.01 Loans and Financing 180,000 - - 2.02.01.01.01 Loans and Financing - Local Currency 180,000 - - 2.02.01.01.02 Loans and Financing - Foreign Currency 2.02.01.02 Debentures - 2.02.01.03 Financing for Lease - - - 2.02.02 Other Obligations - - 373 - 680,491 835,145 499,074 2.02.02.01 Related Party Liabilities - - 2.02.02.01.01 Debts with Affiliates - - - 2.02.02.01.02 Debts with Subsidiaries - - - 2.02.02.01.03 Debts with Controllers - - - 2.02.02.01.04 Other Debts with Related Parties - - - 2.02.02.02 Other - - 373 2.02.02.02.01 Obligations for stock incentive - - - 2.02.02.02.02 Future Capital Increase - - - 2.02.02.02.03 Accounts Payable - - 373 2.02.02.02.04 Other Accounts Payable - - - 2.02.02.02.05 Other - - - 2.02.03 Deferred Taxes 104 178 2.02.03.01 Income Tax and Social Contribution 104 178 2.02.04 Provisions 1,286 1,245 1,347 2.02.04.01 Provisions Tax, Social Security, Labor and Civil 1,286 1,245 1,347 2.02.04.01.01 Tax Contingencies 1,286 1,245 1,347 2.02.04.01.02 Labor Contingencies and Social Security - - - (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Liabilities (in thousands of Reais) Penultimate - 12/31/2014 Last Year - 12/31/2015 Before Penultimate - 12/31/2013 Code Description 2.02.04.01.03 Provisions for Employee Benefits - - 2.02.04.01.04 Civil Contingencies - - - 2.02.04.02 Other - - - 2.02.04.02.01 Warranties Provision - - - 2.02.04.02.02 Restructuring Provision - - - 2.02.04.02.03 Provision for Environmental Liabilities and Desactivation - - - 2.02.04.02.04 Technical reserves - Insurance - - - 2.02.05 Liabilities Non-Current Assets of the Sale and Discontinued - - - 2.02.05.01 Liabilities Non-Current Assets on Sale - - - 2.02.05.02 Liabilities of Discontinued Operations Assets - - - - 2.02.06 Unearned Profits and Revenue - - - 2.02.06.01 Unearned Profits - - - 2.02.06.02 Unearned Revenue - - - 2.02.06.03 Grants Investment - - - 2.03 Shareholders' Equity 4,411,779 3,945,829 3,537,999 2.03.01 Capital 2,319,882 2,319,882 2,319,882 2.03.02 Capital Reserves 262,486 261,172 256,393 2.03.02.01 Goodwill on Issue of Shares 328,137 327,608 331,952 25,995 25,995 25,995 - - - 36,721 31,154 26,720 (88,454) (83,672) (80,366) - - - (39,913) (39,913) (47,908) 2.03.02.02 Special Reserve Goodwill 2.03.02.03 Sale of the Warrant 2.03.02.04 Options Granted 2.03.02.05 Treasury Stock 2.03.02.06 Future Capital Increase 2.03.02.07 Transactions capital - goodwill and negative goodwill 2.03.03 Revaluation Reserves 2.03.04 Profit Reserves 2.03.04.01 Legal Reserve 2.03.04.02 Statutory Reserve 1,947,823 1,426,147 1,030,967 149,119 111,867 84,350 1,798,704 1,288,139 923,796 2.03.04.03 Contingency Reserve - - - 2.03.04.04 Unrealized Profit Reserve - - - 2.03.04.05 Retained Profits - - - 2.03.04.06 Special Reserve Unpaid Dividends - - - 2.03.04.07 Tax Incentive Reserve - - - 2.03.04.08 Additional Proposed Dividend - 26,141 22,821 2.03.04.09 Treasury Stock - - - 2.03.05 Profits / Losses - - - (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Liabilities (in thousands of Reais) Code Description 2.03.06 Equity Adjustment Last Year - 12/31/2015 Penultimate - 12/31/2014 2.03.07 Cumulative Translation Adjustments - - - 2.03.08 Other Comprehensive Income - - - 2.03.09 Participation of Non-controlling Shareholders - - - (118,412) Before Penultimate - 12/31/2013 (61,372) (69,243) (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Income Statements (in thousands of Reais) Code Description 3.01 Revenue from Sales and Services Last Year - 12/31/2015 - Penultimate - 12/31/2014 - Before Penultimate - 12/31/2013 - 3.01.01 Net premiums - Insurance - - - 3.01.02 Other Operating Income - Insurance - - - 3.01.03 Premiums, retained contributions and net asset management fee - Private pension - - - 3.01.04 Other Operating Income - Private pension - - - 3.01.05 Saving bonds - - - 3.01.06 ASO - - - 3.01.07 Asset management - - - 3.01.08 Other Operating Income - - - 3.01.09 Changes in Technical Reserves - Insurance - - - 3.01.10 Changes in Technical Reserves - Private pension - - - 3.02 Cost of Products and Services Sold - - - 3.02.01 Claims - Insurance - - - 3.02.02 Acquisition Costs - Insurance - - - 3.02.03 Other Operating Expenses - Insurance - - - 3.02.04 Claims - Private Pension - - - 3.02.05 Acquisition Costs - Private Pension - - - 3.02.06 Other Operating Expenses - Private Pension - - - 3.02.07 Saving bonds - - - 3.02.08 ASO - - - 3.02.09 Asset management - - - 3.02.10 Other Operating Expenses - - - 3.03 Gross Profit - - - 3.04 Operating Income/Expenses 3.04.01 Selling Expenses 3.04.02 851,542 629,663 509,450 - - - General and Administrative Expenses (33,383) (34,333) (30,300) 3.04.02.01 Administrative Expenses (33,383) (34,333) (30,300) 3.04.03 Impairment of Assets - - - 3.04.04 Other Operating Income 8,281 - - 8,281 - - - - 3.04.04.01 Equity Income (Expense Net) 3.04.05 Other Operating Expenses 3.04.06 Equity interest 3.05 Income Before Income Taxes and Financial 3.06 Investment Income - 876,644 663,996 539,750 851,542 629,663 509,450 (116,166) (68,220) (25,363) (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Income Statements (in thousands of Reais) Code Description 3.06.01 Investment Income 3.06.02 Investment Expenses Last Year - 12/31/2015 Penultimate - 12/31/2014 Before Penultimate - 12/31/2013 25,471 73,266 48,514 (141,637) (141,486) (73,877) 735,376 561,443 484,087 3.07 Income Before Income Tax, Social Contribution and Profit Sharing 3.08 Income Tax and Social Contribution on Profit (1,079) (5,861) 3.08.01 Current (1,046) (1,136) (18) 3.08.02 Deffered (33) (4,725) (31) 3.09 Net Profit from Continuing Operations 3.10 Net Profit from Discontinued Operations - - - 3.10.01 Net Income / Loss from Discontinued Operations - - - 3.10.02 Gains / losses on Net Assets of Discontinued Operations 3.11 Net Income 734,297 734,297 555,582 555,582 (49) 484,038 484,038 3.99 Earnings per Share - - - 3.99.01 Basic Earnings per Share - - - 3.99.01.01 For Preferred Share 0.73200 0.55320 0.55670 3.99.01.02 For Common Share 0.73220 0.55370 0.46710 3.99.02 Diluted Earnings per Share 3.99.02.01 For Preferred Share 0.71900 0.54180 0.54250 3.99.02.02 For Common Share 0.72580 0.54800 0.46210 - - - (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Comprehensive Income (in thousands of Reais) Code Description 4.01 Net Income Company - Period Last Year - 12/31/2015 734,297 Penultimate - 12/31/2014 Before Penultimate - 12/31/2013 4.02 Other Components of Comprehensive Income (57,040) 7,871 (104,845) (313) 325 (170) 555,582 484,038 4.02.01 Gains and (losses) not realized in financial assets available for sale 4.02.02 Unrealized losses on cash flow hedge, net of gains - - - 4.02.03 Realized gains on cash flow hedge, net of losses - - - 4.02.04 Income tax and social contribution related to components of other comprehensive income 106 4.02.05 Gains and (losses) of Change in Ownership Interest 4.02.06 Other comprehensive income of investees companies recognized by equity method (56,784) (49) 4.03 Comprehensive Income for the Period 677,257 (110) (1,903) 9,559 563,453 58 (101) (104,632) 379,193 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Statements of Cash Flow - Indirect Method (in thousands of Reais) Before Penultimate - 12/31/2013 Code Description 6.01 Net cash by Operating Activities 106,683 (93,927) 6.01.01 Cash generated by operating activities (29,023) (66,723) (37,282) 6.01.01.01 Net income before tax and social contribution 735,376 561,443 484,087 6.01.01.02 Depreciation and amortization 6.01.01.03 Interest and inflation adjustment of issued debentures Penultimate - 12/31/2014 Last Year - 12/31/2015 171,203 47 147 146 126,380 39,914 20,467 - 17,491 6.01.01.04 Equity loss in associated companies - 6.01.01.05 Interest and inflation adjustments on REFIS - tax refinance - 6.01.01.06 Interest and inflation adjustments on judicial deposits and lawsuits 6.01.01.07 Stock options 6.01.01.08 Positive equity interest 9 16 86 43 69 27 134 (876,644) (663,996) 3 (557,241) 6.01.01.09 Writeoff on sale of investments - - 6.01.01.10 Gain on sale of investments or fixed assets (8,005) - - 6.01.01.11 Interest and inflation adjustment on tax credit offset (6,192) (4,417) (2,703) 6.01.01.12 Interest and inflation adjustment on judicial deposits (98) - (61) 6.01.01.13 Other - - 444 - 6.01.02 Change in assets and liabilities 135,706 (27,204) 208,485 6.01.02.01 Change in marketable securities 44,066 (84,306) 101,639 6.01.02.02 Change in receivables (172,312) 21,978 18,213 6.01.02.03 Change in taxes (13,643) 56,868 2,236 6.01.02.04 Change in reinsurance assets - - 6.01.02.05 Change in judicial deposits (98) 6.01.02.06 Dividends and interest on equity received 6.01.02.07 Change in salvages for sale 6.01.02.08 Change in other assets/liabilities 6.01.02.09 Change in deferred Acquisition costs 6.01.02.10 Change deferred taxes assets 6.01.02.11 Change in accounts payable 6.01.02.12 Change in loans and financing 6.01.02.13 interest Paid 6.01.02.14 Change in deferred taxes 6.01.02.15 Change in insurance and reinsurance liabilities 6.01.02.16 Change in technical reserves - Insurance 6.01.02.17 Changes in accrued liabilities for lawsuits 6.01.02.18 Change in other provisions 6.01.02.19 Income tax and social contribution paid 6.01.02.20 Withholding income tax on dividends received 6.01.03 Others 6.02 Net cash by Investing Activities 6.02.01 Increase in capital 6.02.02 Purchase of equity interest 6.02.03 Selling of equity interest 6.02.04 Purchase of fixed assets and intangible assets 470,752 (858) 72,198 102 124,553 - - - - - - - 43,402 (45,362) (195) (86,082) (4,513) (113,552) (74) 33 41 - 648 1 (872) 52,054 24,979 (74,441) (41,437) 178 - - - - - (102) - (52) - - - - (32,119) (26,059) (20,877) - - - (1) 25,868 (275,342) - (98,125) - - (177,217) - 23,732 - - - (3) (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Statements of Cash Flow - Indirect Method (in thousands of Reais) Code Description 6.02.05 Selling of fixed assets and intangible assets 6.02.20 Other net proceeds and (payments) 6.03 Net Cash by Financing Activities Last Year - 12/31/2015 - 2,136 - (131,967) 369,147 500,000 6.03.01 Loans end credit lines 200,000 6.03.02 Amortization of loans (166,650) 6.03.03 Capital increase - Receiving 6.03.04 Decrease capital - Payment 6.03.05 Purchase of shares to hold them in treasury 6.03.06 Selling of shares in treasury 6.03.07 Options granted exercised 6.03.08 Repurchase of shares in market 6.03.09 Dividends and interest on equity paid Before Penultimate - 12/31/2013 Penultimate - 12/31/2014 - - 2 (171,121) - - - - - - - - (49,155) (40,903) (17,492) 36,324 33,253 15,723 4,289 (3,203) (1,225) - - (156,775) - (119,892) (168,064) (108) (60) 6.03.10 Refis - tax refinance - 6.03.20 Other net proceeds and (payments) - - 6.04 Foreign Exchange on Cash and Equivalents - - (3) - 6.05 Increase/(Decrease) in Cash and Cash Equivalents 584 (122) 6.05.01 Cash and Cash Equivalents at Beginning of Period 27 149 81 68 6.05.02 Cash and Cash Equivalents at End of Period 611 27 149 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Statement of Changes in Shareholders' Equity - 01/01/2015 to 12/31/2015 (in thousands of Reais) Capital Reserves, Granted Options and Treasury Stock Capital Profit reserves Code Description 5.01 Opening Balance 5.02 Prior Year Adjustments - - 5.02.01 Changes in Accounting Practices - - 5.03 Adjustments Balance 5.04 Capital Transactions with Partens - 1,314 5.04.01 Capital Increase - - 5.04.02 Stock Issue Expenses - 5.04.03 Recognized Granted Options 5.04.04 5.04.05 2,319,882 (61,372) - - - - - - - (61,372) (26,141) - - (24,827) - - - - - - - - - - 9,856 - - - 9,856 Treasury Stock Acquired - (49,155) - - - (49,155) Treasury Shares Sold - 40,613 - - - 40,613 5.04.06 Dividends - - - - - - 5.04.07 Interest on Shareholders' Equity - - - - - - 5.04.08 Additional Dividends Proposed - - (26,141) - - (26,141) 5.04.09 Options Granted Exercised - - - - - - 5.04.10 Reversion of Estatutary Reserve - - - - - - 5.04.11 Intermediaries Dividends - - - - - - 5.04.12 Transactions Capital - Goodwill - - - - - - 5.04.13 Mandatory dividends - - - - - - 5.04.14 Transactions capital - negative goodwill - - - - - 5.05 Total Comprehensive Income - - (10,751) 745,048 5.05.01 Net Income - - - 5.05.02 Other Comprehensive Income - - (10,751) 5.05.02.01 Financial Instruments Adjustments - - - 5.05.02.02 Taxes of Financial Instruments Adjustments - - 5.05.02.03 Comprehensive Income of Equity Affiliates - - 5.05.02.04 Convergion Adjustments - - - 5.05.02.05 Tax Adjustments of Conversion Period - - - 5.05.02.06 Non-controlling Interest - - - - 261,172 1,426,147 Equity - 2,319,882 261,172 Other Comprehensive Income Net Income (Losses) 1,426,147 3,945,829 3,945,829 - (57,040) 677,257 734,297 - 734,297 10,751 (57,040) (57,040) - (313) (313) - - 106 - - 106 (56,784) (56,784) - - - - - - - - 5.05.02.07 Reversion of Estatutary Reserve - - - - - 5.05.02.08 Gains and (losses) of Change in Ownership Interest - - - - (49) (49) 5.05.02.09 Others adjustments - - (10,751) 10,751 - - 5.05.03 Reclassification to Results - - - - - - 5.05.03.01 Financial Instruments Adjustments - - - - - - 5.06 Changes in Shareholders' Equity - - 558,568 (745,048) - 5.06.01 Increase of Capital Reserves - - 558,568 (558,568) - - 5.06.02 Recognitional of Revaluation Reserves - - - - - - 5.06.03 Taxes on Recognitional of Revaluation Reserves - - - - - - 5.06.04 Intermediaries Dividends - - - (36,117) - (36,117) 5.06.05 Additional Dividends Proposed - - - - - - 5.06.06 Mandatory dividends - - - (80,365) - (80,365) (69,998) 5.06.07 Interest on Shareholders' Equity - - - (69,998) - 5.06.08 Realized on Reserves - - - - - 5.07 Final Balance 2,319,882 262,486 1,947,823 - (118,412) (186,480) 4,411,779 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Statement of Changes in Shareholders' Equity - 01/01/2014 to 12/31/2014 (in thousands of Reais) Capital Reserves, Granted Options and Treasury Stock Code Description 5.01 Opening Balance 5.02 Prior Year Adjustments - - 5.02.01 Changes in Accounting Practices - - Capital 2,319,882 Profit reserves 256,393 1,030,967 Other Comprehensive Income Net Income (Losses) Equity - (69,243) - - - 3,537,999 - - - - - 5.03 Adjustments Balance - (69,243) 5.04 Capital Transactions with Partens - 4,779 (22,821) - - (18,042) 5.04.01 Capital Increase - - - - - - 5.04.02 Stock Issue Expenses - - - - - - 5.04.03 Recognized Granted Options - 7,637 - - - 7,637 5.04.04 Treasury Stock Acquired - (40,903) - - - (40,903) 5.04.05 Treasury Shares Sold - 33,253 - - - 33,253 5.04.06 Dividends - - - - - - 5.04.07 Interest on Shareholders' Equity - - - - - - 5.04.08 Additional Dividends Proposed - - (22,821) - - (22,821) 5.04.09 Options Granted Exercised - (3,203) - - - (3,203) 5.04.10 Reversion of Estatutary Reserve - - - - - - 5.04.11 Intermediaries Dividends - - - - - - 5.04.12 Transactions Capital - Goodwill - - - - - - 2,319,882 256,393 1,030,967 3,537,999 5.04.13 Mandatory dividends - - - - - - 5.04.14 Transactions capital - negative goodwill - 7,995 - - - 7,995 5.05 Total Comprehensive Income - - 6,898 550,336 7,871 565,105 5.05.01 Net Income - - - 555,582 - 555,582 5.05.02 Other Comprehensive Income - - 6,898 (5,246) 5.05.02.01 Financial Instruments Adjustments - - - - 325 325 5.05.02.02 Taxes of Financial Instruments Adjustments - - - - (110) (110) 5.05.02.03 Comprehensive Income of Equity Affiliates - - - - 9,559 5.05.02.04 Convergion Adjustments - - - - - - 5.05.02.05 Tax Adjustments of Conversion Period - - - - - - 5.05.02.06 Non-controlling Interest - - - - - - 5.05.02.07 Reversion of Estatutary Reserve - - - - - - 5.05.02.08 Gains and (losses) of Change in Ownership Interest - - - - (1,903) (1,903) 1,652 7,871 9,523 9,559 5.05.02.09 Others adjustments - - 6,898 (5,246) - 5.05.03 Reclassification to Results - - - - - - 5.05.03.01 Financial Instruments Adjustments - - - - - - 5.06 Changes in Shareholders' Equity - - 411,103 (550,336) - 5.06.01 Increase of Capital Reserves - - 384,962 (384,962) - 5.06.02 Recognitional of Revaluation Reserves - - - - - - 5.06.03 Taxes on Recognitional of Revaluation Reserves - - - - - - 5.06.04 Intermediaries Dividends - - - (36,146) - (36,146) 5.06.05 Additional Dividends Proposed - - 26,141 (26,141) - - 5.06.06 Mandatory dividends - - - (36,187) - (36,187) (66,900) 5.06.07 Interest on Shareholders' Equity - - - (66,900) - 5.06.08 Realized on Reserves - - - - - 5.07 Final Balance - (61,372) 2,319,882 261,172 1,426,147 (139,233) - 3,945,829 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Statement of Changes in Shareholders' Equity - 01/01/2013 to 12/31/2013 (in thousands of Reais) Capital Reserves, Granted Options and Treasury Stock Code Description 5.01 Opening Balance 5.02 Prior Year Adjustments - - 5.02.01 Changes in Accounting Practices - - 5.03 Adjustments Balance 1,319,882 294,715 5.04 Capital Transactions with Partens 1,000,000 5.04.01 Capital Increase 1,000,000 5.04.02 Stock Issue Expenses - - 5.04.03 Recognized Granted Options - Capital 1,319,882 Profit reserves 294,715 1,695,162 Other Comprehensive Income Net Income (Losses) Equity - 35,602 - - - 3,345,361 - - - 1,695,162 - 35,602 (38,322) (1,022,954) - - (61,276) - (1,000,000) - - - - - - - 5,657 - - - 5,657 3,345,361 5.04.04 Treasury Stock Acquired - (17,492) - - - (17,492) 5.04.05 Treasury Shares Sold - 15,723 - - - 15,723 5.04.06 Dividends - - - - - - 5.04.07 Interest on Shareholders' Equity - - - - - - 5.04.08 Additional Dividends Proposed - - (22,954) - - (22,954) 5.04.09 Options Granted Exercised - (1,225) - - - (1,225) 5.04.10 Reversal of Reserve for Business Expansion - - - - - - 5.04.11 Intermediaries Dividends - - - - - - 5.04.12 Transactions Capital - Goodwill - (40,985) - - - (40,985) 5.04.13 Mandatory dividends - - - - - - 5.04.14 Interest on Shareholders' Equity - - - - - 5.05 Total Comprehensive Income - - 3,853 480,429 5.05.01 Net Income - - - 484,038 5.05.02 Other Comprehensive Income - - 3,853 5.05.02.01 Financial Instruments Adjustments - - - 5.05.02.02 Taxes of Financial Instruments Adjustments - - - 5.05.02.03 Comprehensive Income of Equity Affiliates - - - - (3,609) (104,845) - 379,437 484,038 (104,845) (104,601) - (170) (170) - 58 (104,632) 58 (104,632) 5.05.02.04 Convergion Adjustments - - - - - - 5.05.02.05 Tax Adjustments of Conversion Period - - - - - - 5.05.02.06 Non-controlling Interest - - - - - - 5.05.02.07 Reversion of Estatutary Reserve - - - - - - 5.05.02.08 Gains and (losses) of Change in Ownership Interest - - - - 5.05.02.09 Others adjustments - - 3,853 (3,609) - 244 5.05.03 Reclassification to Results - - - - - - 5.05.03.01 Financial Instruments Adjustments - - - - - 5.06 Changes in Shareholders' Equity - - 354,906 (480,429) - 5.06.01 Increase of Capital Reserves - - 332,085 (332,085) - - 5.06.02 Recognitional of Revaluation Reserves - - - - - - 5.06.03 Taxes on Recognitional of Revaluation Reserves - - - - - - 5.06.04 Intermediaries Dividends - - - (36,118) - (36,118) 5.06.05 Additional Dividends Proposed - - 22,821 (22,821) - - 5.06.06 Mandatory dividends - - - (4,405) - (4,405) (85,000) (101) 5.06.07 Interest on Shareholders' Equity - - - (85,000) - 5.06.08 Realized on Reserves - - - - - 5.07 Final Balance - (69,243) 2,319,882 256,393 1,030,967 (101) (125,523) 3,537,999 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Statement of Added Value (in thousands of Reais) Code Description 7.01 Revenues 7.01.01 Sales of Goods, Products and Services 7.01.02 Other Revenues 7.01.02.01 Changes in Technical Reserves - Insurance Penultimate - 12/31/2014 Last Year - 12/31/2015 Before Penultimate - 12/31/2013 8,298 - - - - - 8,298 - - - - - 7.01.02.02 Changes in Technical Reserves - Private pension - - - 7.01.02.03 Profit from sale of permanent assets 7,151 - - 7.01.02.04 Other 1,147 - - 7.01.03 Revenue for the Construction of Owned Assets - - - 7.01.04 Provision for Doubtful Accounts - Reversion / (Constitution) 7.02 Input Purchase from Third-Parties 7.02.01 Cost Products, Goods and Services Sold 7.02.02 Materials-Energy-Services-Other Third Party - - - (8,266) (58,714) (40,600) - - - (8,266) (58,714) (40,600) - 7.02.03 Loss/ Assets Value Recuperation - - 7.02.04 Other - - - 7.03 Gross Added Value (58,714) (40,600) 32 7.04 Retentions (47) (146) (146) 7.04.01 Depreciation, Amortization and Depletion (47) (146) (146) 7.04.02 Other - 7.05 Net Added Value Produced (15) - - (58,860) (40,746) 7.06 Added Value Received/ Ceded in Transfer 887,078 736,765 588,252 7.06.01 Equity interest 876,644 663,996 539,750 7.06.02 Investment Income 10,664 73,181 48,452 7.06.03 Other 7.06.03.01 Net of Reinsurance Ceded Operation (230) (412) 50 - - - 7.06.03.02 Net of Coinsurance Ceded Operation - - 7.06.03.03 Exchange Variation - Loans and Commitments Receivable - - - 7.06.03.04 Monetary and Exchange Variation - Insurance and Private Pension - - - 7.06.03.05 Monetary Variation - Judicial Deposits 7.06.03.06 Other 131 81 61 (361) (493) (11) 7.07 Added Value to be Distributed 887,063 677,905 547,506 7.08 Distribution of Added Value 887,063 677,905 547,506 7.08.01 Personnel 4,545 4,168 3,035 7.08.01.01 Direct Remuneration 4,489 4,044 2,990 7.08.01.02 Benefits 56 124 45 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Company / Statement of Added Value (in thousands of Reais) Code Description 7.08.01.03 F.G.T.S Last Year - 12/31/2015 - Penultimate - 12/31/2014 - 7.08.01.04 Other - - - 7.08.02 Taxes, Fees and Contributions 21,916 24,000 13,970 7.08.02.01 Federal 21,875 23,654 13,837 7.08.02.02 State - - - 7.08.02.03 Municipal 346 133 41 Before Penultimate - 12/31/2013 - 7.08.03 Interest on Shareholders' 126,305 94,155 46,463 7.08.03.01 Interest 125,578 93,286 45,445 7.08.03.02 Rentals 228 214 204 7.08.03.03 Other 499 655 814 734,297 555,582 484,038 70,000 66,900 85,000 7.08.04 Return of Capital 7.08.04.01 Interest on Shareholders' Equity 7.08.04.02 Dividends 116,480 98,474 63,344 7.08.04.03 Retained Earnings (Accumulated Deficit) 547,817 390,208 335,694 7.08.05 Other - - - (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Assets (in thousands of Reais) Code Description 1 Total Assets Last Year - 12/31/2015 20,047,606 18,510,274 16,512,992 1.01 Current Assets 14,254,549 13,287,768 11,620,662 1.01.01 Cash and Cash Equivalents 784,617 322,196 671,030 1.01.01.01 Cash and Banks 53,584 92,811 93,960 1.01.01.02 Cash Equivalents 731,033 229,385 577,070 1.01.02 Marketable Securities 10,471,906 9,671,370 7,862,546 1.01.02.01 Marketable Securities Valued at Fair Value 10,429,565 9,505,246 7,860,218 1.01.02.01.01 Securities Trading 5,383,413 4,673,050 3,697,511 1.01.02.01.02 Securities Available for Sale 5,046,152 4,832,196 4,162,707 1.01.02.02 Marketable Securities Accounted for Amortized Cost 42,341 166,124 2,328 1.01.02.02.01 Securities Held to Maturity 42,341 166,124 2,328 1.01.03 Accounts Receivable 2,141,467 2,233,244 2,088,738 1.01.03.01 Customers 2,141,467 2,233,244 2,088,738 1.01.03.01.01 Receivables 2,141,467 2,233,244 2,088,738 1.01.03.02 Other Accounts Receivable - - - 1.01.04 Inventories - - - 1.01.05 Biological Assets - - 1.01.06 Tax Recoverable 122,448 71,695 117,498 1.01.06.01 Current Tax Recoverable 122,448 71,695 117,498 1.01.07 Prepaid Expenses 1.01.08 Other Current Assets 1.01.08.01 Non-current Assets for Sale 1.01.08.02 Assets of Discontinued Operations 1.01.08.03 Other Penultimate - 12/31/2014 - Before Penultimate - 12/31/2013 - - - 734,111 989,263 880,850 62,624 48,204 36,460 - - 671,487 941,059 844,390 1.01.08.03.01 Reinsurance assets 1.01.08.03.02 Deferred Acquisition Costs 57,682 350,607 309,501 595,960 576,765 514,282 1.01.08.03.03 Other 17,845 13,687 20,607 1.02 Non-current Assets 5,793,057 5,222,506 4,892,330 5,439,400 1.02.01 Long-term Assets 4,898,892 4,586,338 1.02.01.01 Marketable Securities Valued at Fair Value - 334 331 1.02.01.01.01 Securities Trading - - - 1.02.01.01.02 Securities Available for Sale - 334 331 1.02.01.02 Marketable Securities Accounted for Amortized Cost 1,305,604 1,220,660 1,327,628 1.02.01.02.01 Securities Held to Maturity 1,305,604 1,220,660 1,327,628 1.02.01.03 Accounts Receivable 567,439 18,917 24,624 1.02.01.03.01 Customers 567,439 18,917 24,624 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Assets (in thousands of Reais) Code Description 1.02.01.03.02 Other Last Year - 12/31/2015 - Penultimate - 12/31/2014 - - 1.02.01.04 Inventories - - - 1.02.01.05 Biological Assets 1.02.01.06 Deffered Taxes - Before Penultimate - 12/31/2013 - 709,796 - 669,814 582,005 1.02.01.06.01 Income Tax and Social Contribution 575,513 504,862 473,500 1.02.01.06.02 Recoverable Taxes and Contributions - PIS/ COFINS 125,750 111,724 101,358 7,147 1.02.01.06.03 Recoverable Taxes and Contributions - OTHERS 8,533 53,228 1.02.01.06.04 (-) Allowance for Doubtful Accounts - - - 1.02.01.07 Prepaid Expenses - - - 1.02.01.08 Loans to Related Parties - - - 1.02.01.08.01 Loans to Affiliates - - - 1.02.01.08.02 Loans to Subsidiaries - - - 1.02.01.08.03 Credits with Controllers - - - 1.02.01.08.04 Loans to Others Related Parties 1.02.01.09 Others Non-Current Assets 1.02.01.09.01 Non-current Assets for Sale - - 1.02.01.09.02 Assets of Discontinued Operations - - 1.02.01.09.03 Judicial deposits 1.02.01.09.04 Reinsurance assets 1.02.01.09.05 Deferred Acquisition Costs 1.02.01.09.06 Other 1.02.02 - - 2,856,561 - 2,989,167 2,651,750 - 2,427,851 2,627,996 2,317,232 69,117 123,410 122,882 358,397 236,622 205,519 1,196 1,139 6,117 Investments 73,583 82,616 76,282 1.02.02.01 Equity in Associated Companies 66,677 75,050 65,447 1.02.02.01.01 Investments in Affiliates 64,594 73,252 63,656 - 1.02.02.01.02 Investments in Subsidiaries - - 1.02.02.01.03 Investments in Jointly Controlled - - - 1.02.02.01.04 Others Equity in Associated Companies 2,083 1,798 1,791 1.02.02.02 Properties for Investiments 6,906 7,566 10,835 1.02.02.02.01 Property for Rent 6,906 7,566 10,835 1.02.02.02.02 (-) Depreciation - - - 1.02.03 Property and Equipment 82,935 60,623 54,052 1.02.03.01 Property and Equipment in Operation 82,935 60,623 54,052 1.02.03.02 Property and Equipment Leased - - - 1.02.03.03 Property and Equipment in Progress - - 1.02.04 Intangible Assets 197,139 180,375 175,658 150,360 133,596 128,879 1.02.04.01 Intangible Assets 1.02.04.01.01 Concession 1.02.04.01.02 Trademarks and Patents 1.02.04.01.03 Goodwill - - 3 150,357 3 133,593 3 - 1.02.04.01.04 Software 1.02.04.01.05 Other intangibles - - 128,876 - 1.02.04.01.06 (-) Amortization - - - 1.02.04.02 Goodwill 46,779 46,779 46,779 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Liabilities (in thousands of Reais) Code Description 2 Total Liabilities and Shareholders' Equity 2.01 Current Liabilities 2.01.01 Social Obligations and Labor 2.01.01.01 Last Year - 12/31/2015 Penultimate - 12/31/2014 Before Penultimate - 12/31/2013 20,047,606 18,510,274 16,512,992 8,048,038 7,802,431 7,064,336 46,909 41,985 38,460 Social Obligations - - - 2.01.01.02 Labor obligations 46,909 41,985 38,460 2.01.01.02.01 Labor Contingencies 46,909 41,985 38,460 2.01.02 Suppliers - - - 2.01.02.01 National Suppliers - - - 2.01.02.02 International Suppliers - - - 2.01.03 Tax 337,545 308,749 303,182 2.01.03.01 Federal Tax 303,364 282,188 281,932 2.01.03.01.01 Income Tax and Social Contribution Payable 103,362 63,897 46,143 2.01.03.01.02 PIS / COFINS Payable 23,045 44,987 37,687 2.01.03.01.03 Financial Transactions Tax 66,250 57,454 58,633 2.01.03.01.04 REFIS Payable 67,035 82,780 105,958 2.01.03.01.05 Other Taxes and Contributions 28,855 20,092 19,205 2.01.03.01.06 Third-party Income Tax 14,817 12,978 14,306 2.01.03.02 State Tax - - - 2.01.03.03 Municipal Tax 34,181 26,561 21,250 2.01.03.03.01 Services Rendered Tax Payable 34,181 26,561 21,250 2.01.04 Loans and Financing 217,798 201,479 20,095 2.01.04.01 Loans and Financing 20,117 - - 2.01.04.01.01 Loans and Financing - Local Currency 20,117 - - 2.01.04.01.02 Loans and Financing - Foreign Currency 2.01.04.02 Debentures 2.01.04.03 Financing for Lease 2.01.05 Other Obligations 197,681 - 201,479 - 20,095 - 1,481,159 1,573,626 1,591,379 2.01.05.01 Related Party Liabilities 14,813 17,673 12,140 2.01.05.01.01 Debts with Affiliates - - - 2.01.05.01.02 Debts with Subsidiaries - - - 2.01.05.01.03 Debts with Controllers - - - 2.01.05.01.04 Other Debts with Related Parties 2.01.05.02 Other 14,813 17,673 12,140 1,466,346 1,555,953 1,579,239 142,294 96,228 63,570 2.01.05.02.01 Dividends and Interest on Capital Payable 2.01.05.02.02 Minimum Mandatory Dividend Payable - - - 2.01.05.02.03 Obligations for Share-based Payment - - - 2.01.05.02.04 Accounts Payable 162,155 125,736 2.01.05.02.05 Other Accounts Payable 110,191 67,531 86,147 2.01.05.02.06 Insurance and reinsurance liabilities 381,231 556,338 545,640 2.01.05.02.07 Saving bonds 626,032 670,967 790,373 2.01.05.02.08 Managed health 28,978 39,048 25,479 2.01.05.02.09 Other 15,465 105 51 2.01.06 Provisions 5,964,627 5,676,592 5,111,220 93,909 86,470 93,645 - - - 8,039 9,665 7,135 2.01.06.01 Provisions Tax, Social Security, Labor and Civil 2.01.06.01.01 Tax Contingencies 2.01.06.01.02 Labor Contingencies and Social Security 67,979 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Liabilities (in thousands of Reais) Code Description 2.01.06.01.03 Provisions for Employee Benefits 2.01.06.01.04 Civil Contingencies Last Year - 12/31/2015 Before Penultimate - 12/31/2013 Penultimate - 12/31/2014 - - - 85,870 76,805 86,510 5,870,718 5,590,122 5,017,575 2.01.06.02 Other 2.01.06.02.01 Warranties Provision - - - 2.01.06.02.02 Restructuring Provision - - - 2.01.06.02.03 Provision for Environmental Liabilities and Desactivation 2.01.06.02.04 Technical reserves - Insurance 5,870,718 5,590,122 5,017,575 2.01.07 Liabilities Non-Current Assets of the Sale and Discontinued - - - 2.01.07.01 Liabilities Non-Current Assets on Sale - - - 2.01.07.02 Liabilities of Discontinued Operations Assets - - 2.02 Non-Current Liabilities - 7,568,697 6,742,269 5,874,103 835,145 499,074 2.02.01 Loans and Financing 860,491 2.02.01.01 Loans and Financing 180,000 - - 2.02.01.01.01 Loans and Financing - Local Currency 180,000 - - 2.02.01.01.02 Loans and Financing - Foreign Currency 2.02.01.02 Debentures 2.02.01.03 Financing for Lease 2.02.02 Other Obligations 680,491 128,838 835,145 47,918 499,074 122,955 2.02.02.01 Related Party Liabilities - - 2.02.02.01.01 Debts with Affiliates - - - 2.02.02.01.02 Debts with Subsidiaries - - - 2.02.02.01.03 Debts with Controllers - - - 2.02.02.01.04 Other Debts with Related Parties - - 2.02.02.02 Other 128,838 47,918 - 122,955 2.02.02.02.01 Obligations for stock incentive - - - 2.02.02.02.02 Future Capital Increase - - - 21,227 30,039 63,521 7,746 17,500 56,566 99,847 85 2,592 18 294 276 104 1,243 276 2.02.02.02.03 Accounts payable 2.02.02.02.04 Other Accounts Payable 2.02.02.02.05 Insurance and reinsurance liabilities 2.02.02.02.06 Other 2.02.03 Deferred taxes 2.02.03.01 Income Tax and Social Contribution 104 1,243 276 2.02.04 Provisions 6,579,264 5,857,963 5,251,798 2.02.04.01 Provisions Tax, Social Security, Labor and Civil 1,976,983 1,806,498 1,629,457 2.02.04.01.01 Tax Contingencies 1,657,490 1,515,610 1,381,980 2.02.04.01.02 Labor contingencies and Social Security 67,513 59,183 48,009 2.02.04.01.03 Provisions for Employee Benefits - - - (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Liabilities (in thousands of Reais) Penultimate - 12/31/2014 Description 2.02.04.01.04 Civil Contingencies 2.02.04.01.05 Other 2.02.04.02 Other 2.02.04.02.01 Warranties Provision - - 2.02.04.02.02 Restructuring Provision - - - 2.02.04.02.03 Provision for Environmental Liabilities and Desactivation - - - 2.02.04.02.04 Technical reserves - Insurance 2.02.05 Liabilities Non-Current Assets of the Sale and Discontinued - - - 2.02.05.01 Liabilities Non-Current Assets on Sale - - - 2.02.05.02 Liabilities of Discontinued Operations Assets - - - 2.02.06 Unearned Profits and Revenue - - - 2.02.06.01 Unearned Profits - - - 2.02.06.02 Unearned Revenue - - - 2.02.06.03 Grants Investment - - 2.03 Shareholders' Equity 4,430,871 3,965,574 3,574,553 2.03.01 Capital 2,319,882 2,319,882 2,319,882 2.03.02 Capital Reserves 262,486 261,172 256,393 2.03.02.01 Goodwill on Issue of Shares 328,137 327,608 331,952 25,995 25,995 25,995 - - - 36,721 31,154 26,720 (88,454) (83,672) (80,366) - - - (39,913) (39,913) (47,908) 2.03.02.02 Special Reserve Goodwill 2.03.02.03 Sale of the Warrant 2.03.02.04 Options Granted 2.03.02.05 Treasury Stock 2.03.02.06 Future Capital Increase 2.03.02.07 Transactions capital - goodwill 2.03.03 Revaluation Reserves 2.03.04 Profit Reserves 2.03.04.01 Legal Reserve 2.03.04.02 Statutory Reserve Last Year - 12/31/2015 Before Penultimate - 12/31/2013 Code 251,980 4,602,281 4,602,281 1,947,823 231,705 4,051,465 4,051,465 1,426,147 199,468 3,622,341 - 3,622,341 - 1,030,967 149,119 111,867 84,350 1,798,704 1,288,139 923,796 2.03.04.03 Contingency Reserve - - 2.03.04.04 Unrealized Profit Reserve - - - 2.03.04.05 Retained Profits - - - 2.03.04.06 Special Reserve Unpaid Dividends - - - 2.03.04.07 Tax Incentive Reserve - - - 2.03.04.08 Additional Proposed Dividend - 26,141 22,821 2.03.04.09 Treasury Stock - - - 2.03.05 Profits / Losses - - - 2.03.06 Equity Adjustment (61,372) (69,243) (118,412) (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Liabilities (in thousands of Reais) Code Description 2.03.07 Cumulative Translation Adjustments Last Year - 12/31/2015 - Penultimate - 12/31/2014 - Before Penultimate - 12/31/2013 - 2.03.08 Other Comprehensive Income - - - 2.03.09 Participation of Non-controlling Shareholders 19,092 19,745 36,554 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Income Statements (in thousands of Reais) Code Description 3.01 Revenue from Sales and Services 15,064,382 13,500,128 11,875,297 3.01.01 Net premiums - Insurance 14,993,593 13,204,793 11,864,814 3.01.02 Other Operating Income - Insurance 3.01.03 Premiums, retained contributions and net asset management fee - Private pension 3.01.04 Other Operating Income - Private pension 1,161 657 723 3.01.05 Saving bonds 54,381 276,398 82,058 3.01.06 ASO 32,926 30,997 28,539 3.01.07 Asset management 39,475 42,209 44,868 3.01.08 Other Operating Income 3.01.09 Changes in Technical Reserves - Insurance 3.01.10 Changes in Technical Reserves - Private pension (427,256) (491,167) (413,235) 3.02 Cost of Products and Services Sold (13,383,452) (12,055,493) (10,544,171) 3.02.01 Claims - Insurance (11,136,689) (9,899,643) (8,811,384) 3.02.02 Acquisition Costs - Insurance (1,645,285) (1,478,983) (1,292,353) 3.02.03 Other Operating Expenses - Insurance (484,883) (379,272) (330,810) 3.02.04 Claims - Private Pension (34,124) (22,017) (25,297) 3.02.05 Acquisition Costs - Private Pension (21,994) (21,786) (18,175) 3.02.06 Other Operating Expenses - Private Pension 3.02.07 Saving bonds 3.02.08 3.02.09 3.02.10 Other Operating Expenses 3.03 Gross Profit Last Year - 12/31/2015 Penultimate - 12/31/2014 Before Penultimate - 12/31/2013 20,123 25,285 16,590 508,699 525,466 472,267 96,379 40,142 30,473 (255,099) (154,652) (251,800) (9,449) (1,201) (955) (31,753) (231,076) (45,935) ASO (7,601) (6,421) (4,535) Asset management (3,614) (2,800) (3,477) (8,060) (12,294) (11,250) 1,680,930 1,444,635 1,331,126 (1,380,556) (1,242,047) (1,050,889) 3.04 Operating Income/Expenses 3.04.01 Selling Expenses 3.04.02 General and Administrative Expenses (1,473,057) (1,284,491) (1,093,380) 3.04.02.01 Administrative Expenses (1,473,057) (1,284,491) (1,093,380) 3.04.03 Impairment of Assets 3.04.04 - - - - - - Other Operating Income 59,715 7,087 16,295 3.04.04.01 Equity Income (Expense Net) 59,715 7,087 16,295 3.04.05 Other Operating Expenses - - - 3.04.06 Equity interest 32,786 35,357 26,196 3.05 Income Before Income Taxes and Financial 300,374 202,588 280,237 3.06 Investment Income 820,755 668,058 474,189 3.06.01 Investment Income 2,520,548 1,893,358 1,494,104 3.06.02 Investment Expenses (1,699,793) (1,225,300) (1,019,915) 3.07 Income Before Income Tax, Social Contribution and Profit Sharing 3.08 Income Tax and Social Contribution on Profit 1,121,129 (383,457) 870,646 754,426 (307,939) (262,991) (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Income Statements (in thousands of Reais) Code Description 3.08.01 Current (465,262) (322,557) 3.08.02 Deffered 81,805 14,618 10,780 3.09 Net Profit from Continuing Operations 737,672 562,707 491,435 Last Year - 12/31/2015 Before Penultimate - 12/31/2013 Penultimate - 12/31/2014 (273,771) 3.10 Net Profit from Discontinued Operations - - 3.10.01 Net Income / Loss from Discontinued Operations - - - 3.10.02 Gains / losses on Net Assets of Discontinued Operations - - - 3.11 Net Income 737,672 562,707 491,435 3.11.01 Atributable to Owners of the Company 734,297 555,582 484,038 3.11.02 Atributable to Non-Controlling Interest 3,375 7,125 7,397 3.99 Earnings per Share - - - 3.99.01 Basic Earnings per Share - - 3.99.01.01 For Preferred Share 0.73200 0.55320 0.55670 3.99.01.02 For Common Share 0.73220 0.55370 0.46710 3.99.02 Diluted Earnings per Share 3.99.02.01 For Preferred Share 0.71900 0.54180 0.54250 3.99.02.02 For Common Share 0.72580 0.54800 0.46210 - - - - (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Comprehensive Income (in thousands of Reais) Code Description 4.01 Net Income Company - Period Last Year - 12/31/2015 737,672 4.02 Other Components of Comprehensive Income (59,503) 4.02.01 Unrealized actuarial losses on defined benefit pension plan, net of gains 4.02.02 Gains and (losses) not realized in financial assets available for sale 4.02.03 4.02.04 4.02.05 Income tax and social contribution related to components of other comprehensive income 4.02.06 Gains and (losses) of Change in Ownership Interest Before Penultimate - 12/31/2013 Penultimate - 12/31/2014 562,707 8,845 491,435 (111,705) (2,171) 1,947 (47,307) (5,150) Unrealized losses on cash flow hedge, net of gains - - - Realized gains on cash flow hedge, net of losses - - - 19,806 1,297 47,038 - - - (4,368) (114,815) 4.02.07 Other comprehensive income of investees companies recognized by equity method (29,831) 10,751 (39,560) 4.03 Comprehensive Income for the Period 678,169 571,552 379,730 4.03.01 Awarded to Owners of the Company 677,257 563,453 379,193 4.03.02 Awarded to Non-Controlling Interest 912 8,099 537 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Statements of Cash Flow - Indirect Method (in thousands of Reais) Code Description 6.01 Net cash by Operating Activities 6.01.01 Cash generated by operating activities 6.01.01.01 Net income before tax and social contribution 6.01.01.02 Depreciation and amortization 6.01.01.03 Interest and inflation adjustment of issued debentures 6.01.01.04 Equity loss in associated companies 6.01.01.05 Interest and inflation adjustments on REFIS - tax refinance 6.01.01.06 Interest and inflation adjustments on judicial deposits and lawsuits 6.01.01.07 Stock options 6.01.01.08 Positive equity interest Last Year - 12/31/2015 Penultimate - 12/31/2014 586,809 Before Penultimate - 12/31/2013 (605,184) 69,200 1,178,609 900,678 780,385 1,121,129 870,646 754,426 51,727 48,302 41,991 126,380 39,914 20,467 - - 7,282 694 5,607 7,297 196,155 134,809 113,163 9,855 7,637 5,657 (33,480) (35,357) (26,196) 6.01.01.09 Writeoff on sale of investments 6.01.01.10 Gain on sale of investments or fixed assets - - - (81,821) - (15,721) 6.01.01.11 Interest and inflation adjustment on tax credit offset (13,946) (7,005) (5,393) 6.01.01.12 Interest and inflation adjustment on judicial deposits (205,787) (163,569) (117,252) 6.01.01.13 Other 6.01.02 Change in assets and liabilities (591,800) (1,505,862) (711,185) 6.01.02.01 Change in marketable securities (948,788) (1,707,010) (656,781) 6.01.02.02 Change in receivables 6.01.02.03 421 (306) 1,946 25,034 299,271 (204,151) Change in taxes (50,753) 45,803 (35,442) 6.01.02.04 Change in reinsurance assets 347,218 (41,634) (56,162) 6.01.02.05 Change in judicial deposits (76,312) (516,049) (549,364) 6.01.02.06 Dividends and interest on equity received 6.01.02.07 Change in salvages for sale 6.01.02.08 Change in other assets/liabilities 6.01.02.09 Change in deferred Acquisition costs 17,395 37,263 - (14,420) (11,744) 1,608 14,020 (23,987) (361) (140,970) (93,586) (146,136) 6.01.02.10 Change deferred taxes assets (40,666) (87,809) 132,032 6.01.02.11 Change in accounts payable (49,090) (187,957) 601,388 6.01.02.12 Change in loans and financing (4,513) 53,601 24,833 6.01.02.13 interest Paid (113,552) (74,441) (41,437) 6.01.02.14 Change in deferred taxes (2,204) (63,576) (132,593) 6.01.02.15 Change in insurance and reinsurance liabilities (76,099) 8,191 188,625 6.01.02.16 Change in technical reserves - Insurance 813,837 1,001,671 345,548 6.01.02.17 Changes in accrued liabilities for lawsuits 131,630 178,457 86,328 6.01.02.18 Change in other provisions 6.01.02.19 Income tax and social contribution paid 6.01.02.20 Withholding income tax on dividends received - - 6.01.03 Others - - 6.02 Net cash by Investing Activities 24,681 (86,794) (91) (423,476) (322,326) 6.02.01 Increase in capital (735) (363) 6.02.02 Purchase of equity interest (21,367) (31,621) (403) (268,717) (188,735) (175,431) 6.02.03 Selling of equity interest 127,784 - - 6.02.04 Purchase of fixed assets and intangible assets (86,234) (60,422) (29,788) 6.02.05 Selling of fixed assets and intangible assets 5,233 5,666 16,487 6.02.20 Other net proceeds and (payments) 6.03 Net Cash by Financing Activities (149,010) (54) 343,144 (3) (186,916) (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Statements of Cash Flow - Indirect Method (in thousands of Reais) Code Description 6.03.01 Loans end credit lines Last Year - 12/31/2015 200,000 Penultimate - 12/31/2014 6.03.02 Amortization of loans (170,314) 6.03.03 Capital increase - Receiving 6.03.04 Decrease capital - Payment 6.03.05 Purchase of shares to hold them in treasury Before Penultimate - 12/31/2013 500,000 - (1,619) - - - - - - - (49,155) (40,903) (17,492) 36,324 33,253 15,723 4,289 (3,203) (1,225) - - 6.03.06 Selling of shares in treasury 6.03.07 Options granted exercised 6.03.08 Repurchase of shares in market 6.03.09 Dividends and interest on equity paid 6.03.10 Refis - tax refinance 6.03.20 Other net proceeds and (payments) - 6.04 Foreign Exchange on Cash and Equivalents - - (156,775) (121,844) (168,064) (13,379) (22,293) (15,885) (247) - 27 - 6.05 Increase/(Decrease) in Cash and Cash Equivalents 462,480 (348,834) 6.05.01 Cash and Cash Equivalents at Beginning of Period 322,137 671,030 (306,451) 977,481 6.05.02 Cash and Cash Equivalents at End of Period 784,617 322,196 671,030 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Statement of Changes in Shareholders' Equity - 01/01/2015 to 12/31/2015 (in thousands of Reais) Capital Reserves, Granted Options and Treasury Stock Capital Net Income (Losses) Profit reserves Other Comprehens ive Income Equity Participation of Consolidated Minority Equity Shareholders Code Account Description 5.01 Opening Balance - (61,372) 5.02 Prior Year Adjustments - - - - - - - 5.02.01 Changes in Accounting Practices - - - - - - - 5.03 Adjustments Balance - (61,372) 2,319,882 2,319,882 261,172 261,172 1,426,147 1,426,147 3,945,829 3,945,829 19,745 19,745 3,965,574 3,965,574 5.04 Capital Transactions with Partens - 1,314 (26,141) - - (24,827) (1,565) (26,392) 5.04.01 Capital Increase - - - - - - - - 5.04.02 Stock Issue Expenses - - - - - - - - 5.04.03 Recognized Granted Options - 9,856 - - - 9,856 - 9,856 5.04.04 Treasury Stock Acquired - (49,155) - - - (49,155) - (49,155) 5.04.05 Treasury Shares Sold - 40,613 - - - 40,613 - 40,613 5.04.06 Dividends - - - - - - - - 5.04.07 Interest on Shareholders' Equity - - - - - - - - 5.04.08 Additional Dividends Proposed - - (26,141) - - (26,141) (1,565) (27,706) 5.04.09 Options Granted Exercised - - - - - - - - 5.04.10 Reversion of Estatutary Reserve - - - - - - - - 5.04.11 Intermediaries Dividends - - - - - - - - 5.04.12 Transactions Capital - Goodwill - - - - - - - - 5.04.13 Mandatory dividends - - - - - - - - 5.04.14 Transactions Capital - Negative Goodwill - - - - - - - - 5.04.15 Non-controlling Interest - - - 5.05 Total Comprehensive Income - - (10,751) 745,048 5.05.01 Net Income - - - 5.05.02 Other Comprehensive Income - - (10,751) 5.05.02.01 Financial Instruments Adjustments - - - 5.05.02.02 Taxes of Financial Instruments Adjustments - - 5.05.02.03 Comprehensive Income of Equity Affiliates - - 5.05.02.04 Convergion Adjustments - - - 5.05.02.05 Tax Adjustments of Conversion Period - - - 5.05.02.06 Non-controlling Interest - - - 5.05.02.07 Reversion of Estatutary Reserve - - - 5.05.02.08 Gains and (losses) of Change in Ownership Interest - - 5.05.02.09 Others adjustments - - 5.05.03 Reclassification to Results - - 5.05.03.01 Financial Instruments Adjustments - - 5.06 Changes in Shareholders' Equity - - 558,568 (745,048) - 5.06.01 Increase of Capital Reserves - - 558,568 (558,568) - - - - 5.06.02 Recognitional of Revaluation Reserves - - - - - - - - 5.06.03 Taxes on Recognitional of Revaluation Reserves - - - - - - - - 5.06.04 Intermediaries Dividends - - - (36,117) - (36,117) - (36,117) - - - (57,040) 677,257 734,297 - 10,751 (57,040) - - - - - - - 912 678,169 734,297 3,375 737,672 (57,040) (2,463) (59,503) (313) (313) (1,567) (1,880) 106 106 636 (56,784) - - - - - - - - - - - - - - - - - - - - - - (49) (49) 166 117 (10,751) 10,751 - - (21) (21) - - - - - - - - - - - (186,480) (1,677) 742 (56,784) - (58,461) (186,480) 5.06.05 Additional Dividends Proposed - - - - - - - - 5.06.06 Mandatory dividends - - - (80,365) - (80,365) - (80,365) 5.06.07 Interest on Shareholders' Equity - - - (69,998) - (69,998) - (69,998) 5.06.08 Realized on Reserves - - - - - - - - 5.06.09 Others adjustments - - - - - - - - 5.07 Final Balance 2,319,882 262,486 1,947,823 - (118,412) 4,411,779 19,092 4,430,871 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Statement of Changes in Shareholders' Equity - 01/01/2014 to 12/31/2014 (in thousands of Reais) Capital Reserves, Granted Options and Treasury Stock Capital Profit reserves Net Income (Losses) Other Comprehens ive Income Equity Participation of Minority Consolidated Shareholders Equity Code Account Description 5.01 Opening Balance - (69,243) 5.02 Prior Year Adjustments - - - - - - - - 5.02.01 Changes in Accounting Practices - - - - - - - - 5.03 Adjustments Balance - (69,243) 5.04 Capital Transactions with Partens - 4,779 (22,821) - - (18,042) (23,857) (41,899) 5.04.01 Capital Increase - - - - - - - - 5.04.02 Stock Issue Expenses - - - - - - - - 5.04.03 Recognized Granted Options - 7,637 - - - 7,637 - 7,637 5.04.04 Treasury Stock Acquired - (40,903) - - - (40,903) - (40,903) 5.04.05 Treasury Shares Sold - 33,253 - - - 33,253 - 33,253 5.04.06 Dividends - - - - - - - - 5.04.07 Interest on Shareholders' Equity - - - - - - - - 5.04.08 Additional Dividends Proposed - - (22,821) - - (22,821) - (22,821) 5.04.09 Options Granted Exercised - (3,203) - - - (3,203) - (3,203) 5.04.10 Reversion of Estatutary Reserve - - - - - - - - 5.04.11 Intermediaries Dividends - - - - - - - - 5.04.12 Transactions Capital - Goodwill - - - - - - - - 2,319,882 2,319,882 256,393 256,393 1,030,967 1,030,967 3,537,999 3,537,999 36,554 36,554 3,574,553 3,574,553 5.04.13 Mandatory dividends - - - - - - - - 5.04.14 Transactions capital - negative goodwill - 7,995 - - - 7,995 - 7,995 5.04.15 Non-controlling Interest - - - - 5.05 Total Comprehensive Income - - 6,898 550,336 555,582 - 5.05.01 Net Income - - - 5.05.02 Other Comprehensive Income - - 6,898 (5,246) 5.05.02.01 Financial Instruments Adjustments - - - 5.05.02.02 Taxes of Financial Instruments Adjustments - - 5.05.02.03 Comprehensive Income of Equity Affiliates - 5.05.02.04 Convergion Adjustments 5.05.02.05 Tax Adjustments of Conversion Period 5.05.02.06 (23,857) (23,857) 7,871 - 565,105 8,099 573,204 - 555,582 7,125 562,707 7,871 9,523 974 10,497 - 325 325 (9) - - (110) (110) 87 - - - 9,559 9,559 1,269 10,828 - - - - - - - - - - - - - - - - Non-controlling Interest - - - - - - - - 5.05.02.07 Reversion of Estatutary Reserve - - - - - - - 5.05.02.08 Interim Dividends/Intermediaries - - - - (1,903) (1,903) (163) (2,066) 5.05.02.09 Others adjustments - - 6,898 (5,246) - 1,652 (210) 1,442 5.05.03 Reclassification to Results - - - - - - - 5.05.03.01 Financial Instruments Adjustments - - - - - - - 5.06 Changes in Shareholders' Equity - - 411,103 (550,336) - 5.06.01 Increase of Capital Reserves - - 384,962 (384,962) - - - 5.06.02 Recognitional of Revaluation Reserves - - - - - - - - 5.06.03 Taxes on Recognitional of Revaluation Reserves - - - - - - - (36,146) (139,233) (1,051) 316 (23) - (140,284) - 5.06.04 Intermediaries Dividends - - - (36,146) - (36,146) - 5.06.05 Additional Dividends Proposed - - 26,141 (26,141) - - - - 5.06.06 Mandatory dividends - - - (36,187) - (36,187) (1,051) (37,238) (66,900) 5.06.07 Interest on Shareholders' Equity - - - (66,900) - (66,900) - 5.06.08 Realized on Reserves - - - - - - - 5.07 Final Balance - (61,372) 2,319,882 261,172 1,426,147 3,945,829 19,745 3,965,574 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Statement of Changes in Shareholders' Equity - 01/01/2013 to 12/31/2013 (in thousands of Reais) Capital Reserves, Granted Options and Treasury Stock Capital Profit reserves Net Income (Losses) Participation of Minority Consolidated Shareholders Equity Other Comprehens ive Income Equity Code Account Description 5.01 Opening Balance - 35,602 5.02 Prior Year Adjustments - - - - - - - 5.02.01 Changes in Accounting Practices - - - - - - - 5.03 Adjustments Balance 1,319,882 294,715 1,695,162 - 35,602 5.04 Capital Transactions with Partens 1,000,000 (38,322) (1,022,954) - - (61,276) 36,017 5.04.01 Capital Increase 1,000,000 - (1,000,000) - - - - - 5.04.02 Stock Issue Expenses - - - - - 1,319,882 294,715 1,695,162 - - - 3,345,361 3,345,361 - - 3,345,361 3,345,361 (25,259) 5.04.03 Recognized Granted Options - 5,657 - - - 5,657 - 5,657 5.04.04 Treasury Stock Acquired - (17,492) - - - (17,492) - (17,492) 5.04.05 Treasury Shares Sold - 15,723 - - - 15,723 - 15,723 5.04.06 Dividends - - - - - - - - 5.04.07 Interest on Shareholders' Equity - - - - - - - - 5.04.08 Additional Dividends Proposed - - (22,954) - - (22,954) - (22,954) (1,225) 5.04.09 Options Granted Exercised - (1,225) - - - (1,225) - 5.04.10 Reversion of Estatutary Reserve - - - - - - - - 5.04.11 Interim Dividends/Intermediaries - - - - - - - - 5.04.12 Transactions Capital - Goodwill - (40,985) - - - (40,985) (7,286) (48,271) 5.04.13 Mandatory dividends - - - - - - - - 5.04.14 Interest on Shareholders' Equity - - - - - - - - 5.04.15 Non-controlling Interest - - - - - - 43,303 43,303 5.05 Total Comprehensive Income - - 3,853 480,429 5.05.01 Net Income - - - 484,038 (104,845) - 379,437 537 379,974 484,038 7,397 491,435 5.05.02 Other Comprehensive Income - - 3,853 (3,609) (104,845) (104,601) (6,860) (111,461) 5.05.02.01 Financial Instruments Adjustments - - - - (170) (170) (685) (855) 5.05.02.02 Taxes of Financial Instruments Adjustments - - - - 58 58 497 5.05.02.03 Comprehensive Income of Equity Affiliates - - - - 5.05.02.04 Convergion Adjustments - - - - - - - - 5.05.02.05 Tax Adjustments of Conversion Period - - - - - - - - 5.05.02.06 Non-controlling Interest - - - - - - - - 5.05.02.07 Reversion of Estatutary Reserve - - - - - - - - 5.05.02.08 Gains and (losses) of Change in Ownership Interest - - - - 5.05.02.09 Others adjustments - - 3,853 (3,609) 5.05.03 Reclassification to Results - - - 5.05.03.01 Financial Instruments Adjustments - - - 5.06 Changes in Shareholders' Equity - - 354,906 (480,429) 5.06.01 Increase of Capital Reserves - - 332,085 (332,085) 5.06.02 Recognitional of Revaluation Reserves - - - 5.06.03 Taxes on Recognitional of Revaluation Reserves - - 5.06.04 Intermediaries Interim Dividends - - 5.06.05 Additional Dividends Proposed - 5.06.06 Mandatory dividends - (104,632) (101) (104,632) (101) (6,115) - - 244 - - - - - - - - - (125,523) (557) - (101) (313) (125,523) - - - - - - - - - - - - - - - - (36,118) - (36,118) - (36,118) - 22,821 (22,821) - - - - - - (4,405) - (4,405) - (4,405) (85,000) 5.06.07 Interest on Shareholders' Equity - - - (85,000) - (85,000) - 5.06.08 Realized on Reserves - - - - - - - 5.07 Final Balance - (69,243) 2,319,882 555 (110,747) 256,393 1,030,967 3,537,999 36,554 3,574,553 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Statement of Added Value (in thousands of Reais) Code Description 7.01 Revenues 15,767,800 Penultimate - 12/31/2014 14,156,746 12,535,839 7.01.01 Sales of Goods, Products and Services 16,551,985 14,852,097 13,264,199 Last Year - 12/31/2015 Before Penultimate - 12/31/2013 7.01.02 Other Revenues (682,356) (645,819) 7.01.02.01 Changes in Technical Reserves - Insurance (255,099) (154,652) (665,035) (251,800) 7.01.02.02 Changes in Technical Reserves - Private pension (427,257) (491,167) (413,235) 7.01.02.03 Profit from sale of permanent assets - - - 7.01.02.04 Other - - - 7.01.03 Revenue for the Construction of Owned Assets 7.01.04 Provision for doubtful accounts - Reversion/ (Constitution) (101,829) - - (49,532) (63,325) 7.02 Input Purchase from Third-Parties (14,821,191) (13,387,065) (11,872,833) 7.02.01 Cost Products, Goods and Services Sold (11,525,062) (10,261,952) (9,154,950) 7.02.02 Materials-Energy-Services-Other Third Party (2,579,960) (2,520,423) (2,117,271) 7.02.03 Loss/ Assets Value Recuperation (597,189) (501,168) (553,817) 7.02.04 Other (118,980) (103,522) (46,795) 7.03 Gross Added Value 946,609 769,681 663,006 7.04 Retentions (51,727) (46,220) (41,991) 7.04.01 Depreciation, Amortization and Depletion (51,727) (46,220) (41,991) 7.04.02 Other - - 7.05 Net Added Value Produced 7.06 Added Value Received/ Ceded in Transfer 7.06.01 Equity interest 7.06.02 Investment Income - 894,882 723,461 621,015 1,712,486 1,346,241 1,101,038 32,786 35,357 26,196 2,104,078 1,561,317 1,218,411 7.06.03 Other (424,378) (250,433) 7.06.03.01 Net of Reinsurance Ceded Operation (31,374) 10,825 (2,903) 7.06.03.02 Net of Coinsurance Ceded Operation (8,956) (28,816) (63,929) 7.06.03.03 Exchange Variation - Loans and Commitments Receivable 7.06.03.04 Monetary and Exchange Variation - Insurance and Private Pension 111 - (143,569) - (737,418) (477,034) (286,217) 121,773 7.06.03.05 Monetary Variation - Judicial Deposits 207,148 155,054 7.06.03.06 Other 146,111 89,538 87,707 7.07 Added Value to be Distributed 2,607,368 2,069,702 1,722,053 1,722,053 7.08 Distribution of Added Value 2,607,368 2,069,702 7.08.01 Personnel 584,317 514,383 452,525 7.08.01.01 Direct Remuneration 459,568 409,346 358,472 7.08.01.02 Benefits 103,627 86,244 77,078 7.08.01.03 F.G.T.S 21,122 18,793 16,975 7.08.01.04 Other - - 7.08.02 Taxes, Fees and Contributions 1,017,660 802,060 640,269 7.08.02.01 Federal 1,009,277 792,321 632,787 7.08.02.02 State 12 32 30 7.08.02.03 Municipal 8,371 9,707 7,452 - 7.08.03 Interest on shareholders' 267,719 190,552 137,824 7.08.03.01 Interest 175,859 124,014 75,624 7.08.03.02 Rentals 74,315 57,852 55,670 7.08.03.03 Other 17,545 8,686 6,530 (Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 SUL AMÉRICA S/A Financial Statements Consolidated / Statement of Added Value (in thousands of Reais) Code Description 7.08.04 Return of Capital 7.08.04.01 Interest on shareholders' Equity 7.08.04.02 Last Year - 12/31/2015 Before Penultimate - 12/31/2013 Penultimate - 12/31/2014 737,672 562,707 70,000 66,900 491,435 85,000 Dividends 116,480 98,474 63,344 7.08.04.03 Retained Earnings (accumulated deficit) 547,817 390,978 336,367 7.08.04.04 Non-controlling Interest on Retained Earnings 3,375 6,355 6,724 7.08.05 Other - - - MANAGEMENT REPORT Shareholders, We submit for your review the financial statements of Sul América S.A. (“Company”) and its subsidiaries for the fiscal year ended 12/31/2015, accompanied by the respective Notes to Financial Statements and Independent Auditors Report, and the Audit Committee Report. In this report, Sul América S.A. is hereinafter referred to as “Company,” and “SulAmérica” is used to refer to Sul América S.A. and its subsidiaries, collectively. 1. Economic scenario The Brazilian economy underwent adjustments in 2015, aiming to correct the imbalances from previous years, which were basically the result of credit and fiscal expansion. Thus, economic policy shifted to focus on the realignment of prices, the reduction of interventions in the foreign exchange market and, mostly, a fiscal adjustment aiming to stabilize the public debt. Although the designed economic policy was in the right direction, the lack of political support for the proposed measures stood in the way of the required fiscal adjustment. The prospect of increasing fiscal deficits, which fueled the expansion of public debt, raised the risk perception of the Brazilian economy. Consequently, the country lost its investment-grade ratings after being downgraded by rating agencies, while the Brazilian Real has depreciated. The Brazilian economy plunged into a confidence crisis, reducing investments and consumption, and consequently rising unemployment. The official inflation rate finished the year at 10.7%, mostly reflecting the change in administered prices, which rose by 18.1%, while other prices increased by 8.7%, due to the exchange rate depreciation in the period. Market estimates forecast a GDP contraction of 4.0% in 2015 while the job market shrunk as 1.8 million jobs were cut in the formal segment of the economy. The average unemployment rate ended 2015 at 7.0%, in comparison to 4.8% in 2014. On the other hand, some adjustments to improve the fundamentals of the Brazilian economy have been made. The Central Bank is determined to work so inflationary pressures seen in 2015 do not impact 2016 and 2017. During the year, the Central Bank increased the benchmark interest rate (SELIC) in 250 BPS to 14.25% (11.75% at the end of 2014). In the external sector, the exchange rate depreciation led the trade balance to close 2015 with a surplus of nearly US$20 billion, while the current account deficit decreased to US$60 billion, from US$104 billion in 2014. On the fiscal front, efforts continue to seek surpluses that will stabilize the public debt in the long run, in order to recover the recently lost investment-grade rating. The improvement in economic fundamentals is an important step towards recovery from the current scenario in the following months and years. Restoring confidence among economic agents is a necessary condition for overcoming this recession and putting the economy back on a solid growth path. 2. Main consolidated financial information SulAmérica is restating its comparative financial statements as a result of changes in disclosure and accounting practices. More details can be found on note 2.2 from the Notes to Financial Statements, an integral part of the 2015 Financial Statements. Operating Revenue Insurance Health Property and casualty Life Other Private Pension Savings Bonds Administrative Service Only Asset Management Other Total Operating Revenue (R$ million) Operating Expenses Insurance Claims Acquisition Cost Other Private Pension Savings Bonds Administrative Service Only Asset Management Other Total Operating Expenses (R$ million) Other Results (R$ million) Gross operating margin General and administrative expenses Net investment income Net income Net Income after Non-controlling interest Ratios Loss ratio (% earned premiums) Acquisition cost ratio (% earned premiums) Gross margin (% retained premiums) 2015 15,013.7 10,869.1 3,738.8 403.6 2.2 509.9 54.4 32.9 39.5 96.4 15,746.7 2014 13,230.1 9,529.6 3,308.5 394.5 (2.5) 526.1 276.4 31.0 42.2 40.1 14,145.9 13.5% 14.1% 13.0% 2.3% NA -3.1% -80.3% 6.2% -6.5% 140.1% 11.3% 2015 (13,266.9) (11,136.7) (1,645.3) (484.9) (65.6) (31.8) (7.6) (3.6) (8.1) (13,383.5) 2014 (11,757.9) (9,899.6) (1,479.0) (379.3) (45.0) (231.1) (6.4) (2.8) (12.3) (12,055.5) 12.8% 12.5% 11.2% 27.8% 45.7% -86.3% 18.4% 29.1% -34.4% 11.0% 2015 1,680.9 (1,473.1) 820.8 737.7 734.3 2014 1,444.6 (1,284.5) 668.1 562.7 555.6 16.4% 14.7% 22.9% 31.1% 32.2% 2015 74.6% 11.0% 14.3% 2014 74.9% 11.2% 13.9% -0.27 -0.16 0.43 SulAmérica’s recurring net income in 2015, presented on the table below, excludes, mainly, the effects of the sale of the large risks portfolio to AXA and the sale of the mortgage insurance portfolio/market policies to PAN Seguros. Supplementary Information Net Income after Non-controlling interest Non-Recurring Items 2015 734.3 (50.5) 2014 555.6 - 32.2% - Recurring Net Income attributable to Owners of the Company 683.8 555.6 23.1% 3. Overview SulAmérica ended the year of 2015 with solid financial performance and strong operational growth. Operating revenues totaled R$15.7 billion, reinforcing SulAmérica’s position as the largest independent insurer in Brazil. Reported net income for the year was R$ 734.3 million, a 32.2% growth over 2014. Recurring net income, that excludes R$50.5 million due to the non-recurring effects described in item 2 of this document, was R$683.8 million in 2015, a 23.1% growth over 2014. The overall good performance can be attributed to the business model adopted by the group and our commercial expansion strategy, which have been implemented without compromising our adequate insurance underwriting policies focused on profitability. In addition, our private pension business, savings bonds operations, successful investment portfolio management strategy, and permanent attention to operational efficiency contributed to the growth of our results. Despite the macroeconomic challenges observed during the year, our results indicate that SulAmérica is well-positioned to continue capturing opportunities in markets where the Company operates. SulAmérica’s insurance operations generated a total of R$15.1 billion in insurance premiums in 2015, representing an increase of 13.9% compared to the previous year. The health and dental insurance segment expanded 14.1% compared to 2014, benefitting from the accelerated expansion of the SME (Small and Medium Enterprises) and dental insurance portfolio. The results achieved by health and dental segment were driven by high client retention levels, a record volume of new sales, and also by the price readjustments cycle. SulAmérica announced the formation of a joint venture in March with Healthways (NASDAQ: HWAY), the USbased global well-being improvement leader, holding 49% of the Brazilian subsidiary. Through this initiative, the Company further develops its mark in the supplemental health industry and reinforces its role in the active development of comprehensive well-being products and solutions, which are value-added for clients and promote structural improvements in the composition of health risks. Additionally, in the property and casualty insurance segment, the premiums grew by 13.0%, mainly due to the growth of 9.6% of insured fleet, reaching 1.7 million vehicles. The result for this segment was driven by the strong brand recognition, an extensive broker network, and the launching of innovative products and services in the Brazilian market. In December, as the Company obtained the necessary approvals, SulAmérica concluded the sale of its large risks portfolio to AXA Corporation for the overall value of R$135.2 million, and the sale of the mortgage insurance portfolio for R$59.9 million, to PAN Seguros. Both transactions not only reflect market opportunities, but also allow the Company to maintain its focus on activities that it believes it is better positioned to operate and serve its clients and brokers. Aligned with the relationship kept with AXA for many years, the Company signed a commercial cooperation agreement through which it will contribute with its distribution capacity to sell and renew large risk policies within this portfolio, taking advantage of the relationship established with brokers and policyholders in this segment. The massified portfolio, comprised of comprehensive coverage policies for residences, condominiums and small and large businesses, will be maintained by the Company. These two transactions affected after-tax net income by R$52.1 million. The strong operating performance presented overall by the Company results in 16.4% of growth in gross operating margin, which demonstrate the strength of the Company’s business model and commercial expansion strategy, supported by the insurance broker network and distribution partnership. Investment income grew expressively (+22.9%) during the year compared to 2014, mainly due to the higher benchmark interest rate (Selic) and also to the performance related to the inflation-linked portfolio. Additionally, during the year, the divestment of properties owned by some of the Company’s subsidiaries contributed to the net income of the period. 4. Business Units Performance 4.1 Health and Dental Insurance Health and dental premiums grew 14.1%, totaling R$10.9 billion, with group plans performance being the highlight. Within the group plan, the SMEs (small and medium enterprises) and dental portfolios were the highlights for this segment. The good performance for this segment was due to successful initiatives regarding portfolio retention and new sales performance, which largely offset the effects from the economic slowdown. During the year, the Company accelerated investments in claims management programs such as medical second opinions, and direct purchase and distribution of special drugs and materials. These programs are at different stages of maturation. In health management, the wellness programs were intensified in order to increase the penetration of these activities in client companies. The medical loss ratio for the segment was 80.5%, result of the investments in claims management actions, wellness promotion programs, and the positive effects of the price readjustments that started in the second half of 2015. In March 2015, the Company announced a joint venture with Healthways Brasil. The goal of the partnership is to actively participate in the value chain of relevant activities for the health segment, develop different and innovative products in this field, and offer state-of-the-art solutions in quality of life, education and health promotion to our customers, further contributing to establish a new dynamic in claims management in the private health industry Administrative Services Only – ASO: Billings from ASO plans grew 6.2% compared to 2014, with a 3.9% expansion of members in the annual comparison. 4.2 Property and Casualty Insurance Property and Casualty segment premiums grew 13.0% in 2015, benefitted by an expansion of 9.6% of the insured fleet and an effective underwriting policy. The segment’s loss ratio worsened 70 BPS to 60.0%. 4.3 Life and Personal Accident Insurance Segment premiums increased by 2.3% in the annual comparison, reflecting the Company’s repositioning strategy, which included the non-renewal of unprofitable policies, the launch of new products, a new distribution and client prospect structure, expansion, and the enhancement of operational processes. As a result, the loss ratio reached 46.6% for the year. 4.4 Private Pension Pension contributions decreased 3.1% for the year, reflecting the economic slowdown. On the other hand the private pension reserves reached an expressive growth of 16.9%, reaching the important milestone of more than R$5.3 billion, resulted by the net positive inflows captured by the Company and good performance posted by the exclusive pension funds. 4.5 Savings Bonds The Company continues implementing structural initiatives such as the improvement of processes, investments in technology, partnerships in strategic regions, and greater participation in underpenetrated markets. The segment maintains its focus on the Rental Guarantee and Incentive products. The decline observed in collections can be explained mainly by the suspension of popular product sales. Reserves totaled R$626.0 million at the end of 2015. 4.6 Asset Management SulAmérica Investimentos, our asset management business, finished the year with a record of R$30.3 billion in AuM, an increase of 6.8% compared to 2014, due to an increase of 15.5% in the proprietary portfolio, and 1.5% in the third-party portfolio. 5. Sales and Marketing SulAmérica commercializes a broad portfolio of products and services, which are distributed through an extensive independent broker network and coordinated by the Company’s commercial area. The group invests in support for its partners, improving and amplifying its presence in major cities around the country. In 2015, SulAmérica’s training program for brokers promoted approximately 6.7 thousand trainings, at 90 branches of the group in Brazil, which reached the milestone of more than 40 thousand people trained, addressing topics about products and processes at SulAmérica. During the year, SulAmérica expanded its commercial strategy to underpenetrated regions, promoted events and awards for brokers and maintained its sponsorship of the following radio stations: SulAmérica Trânsito, in São Paulo, and SulAmérica Paradiso, in Rio de Janeiro. These initiatives aim at strengthening brand awareness in all regions of the country. 6. Human Resources In 2015, based on the Company’s mission, vision, values and competencies, SulAmérica invested in leadership development to mobilize and engage its teams. During the year, the Company consolidated the process of performance management, aligned with the delivery of results, meritocracy, and organizational competencies. With respect to teams, an important priority was the focus on organizational competencies training through remote platforms and in person, reinforcing the successful model of UniverSAS, SulAmericas’s corporate university. Aside from this process, SulAmérica improved its mechanisms for leadership succession planning, with the intention to promote an adequate model for transition within the organization. With these initiatives and a structured communication plan, the Company strengthened its core competencies and deliverables and elevated once again the level of engagement between the collaborators, a key driver of the sustainability of its results. 7. Sustainability Sustainability management at SulAmérica is focused on three drivers: integration of environmental, social and governance (ESG) issues to products and services, stakeholders engagement and social investment management. The integration of ESG issues had important evolution in 2015, with the Environmental Policy approval and participation in the development process of products and services. The Environmental Policy provides clear and direct guidelines for the Company’s actions together with its value chain and is being gradually implemented in all business units. Furthermore, all products and services developed by the Company are tested to see if they are in line with the Environmental Policy, which ensures a practical action aligned with the commitments made by SulAmérica. In addition to the approval of the Stakeholders Engagement Policy in 2014, the Company developed a project for the engagement of a group with 10 health providers about public policies to fight cancer and support disabled and elderly people. Regarding social investment management, SulAmérica supported seven organizations in social projects development, totaling 356,296 direct and indirect beneficiaries. Around 215 employees participated in full-day civic and social responsibility events, the so-called Dia da Cidadania, providing more than 7 thousand complimentary services for residents of local underserved communities within the close proximity of the Company’s main offices in Rio de Janeiro and São Paulo. For the seventh consecutive year, the Company was recognized by the importance it has dedicated to sustainability, being the first and only insurer to be included in the portfolio of the Corporate Sustainability Index (ISE) of the BM&FBovespa. Since 2008, SulAmérica publishes its annual report in accordance with the Global Reporting Initiative (GRI) guidelines and in 2014 the Company adopted GRI version G4. In order to reinforce its commitment to sustainability, SulAmérica became a signatory of several voluntary commitments such as the Principles for Responsible Investment (PRI), the UN Global Compact and the Principles for Sustainable Insurance, UNEP FI (Finance Initiative of the United Nations Program for the Environment). 8. Capital Markets and corporate governance Aside from being part of the Corporate Sustainability Index - ISE, the Company’s units are also traded on the Brazil Index - IBrX, which represents the 100 securities with the highest negotiability index on the BM&FBovespa, the Financials Index IFNC, MidLarge Cap Index - MLCX, Special Tag-Along Index - ITAG, Differentiated Corporate Governance Index – IGCX, Corporate Governance Trade Index – IGCT, Brazil Broad-Based Index – IBRA and Value Index – IVBX2. In 2015, the units of Sul América S.A. (BM&FBovespa: SULA11) rose 48.6%, while the Ibovespa declined by 13.3%. The Company’s units closed the year at R$18.61, with a market value of R$6.3 billion as of 12/31/2015. The average daily trading volume of the units was R$16.7 million, an increase of 18.0% relative to 2014. Units (SULA11) performance – Since IPO R$ 400.00 SULA11 Ibov IBrX R$ 350.00 R$ 300.00 308.11 R$ 250.00 R$ 200.00 R$ 150.00 91.54 R$ 100.00 R$ 50.00 71.76 40 30 20 10 12/4 8/4 10/4 6/4 2/4 4/4 12/4 8/4 10/4 6/4 2/4 4/4 12/4 8/4 10/4 6/4 2/4 4/4 12/4 8/4 10/4 6/4 2/4 4/4 12/4 8/4 10/4 6/4 2/4 4/4 12/4 8/4 10/4 6/4 2/4 4/4 12/4 8/4 10/4 6/4 2/4 4/4 12/4 8/4 10/4 6/4 2/4 4/4 12/4 0 10/4 Volume (R$ million) R$ 0.00 *100 basis as of 10/04/2007 Source: Bloomberg 9. Investments In 12/31/2015, the Company maintained its direct investments in the following companies: Sul América Companhia Nacional de Seguros in the amount of R$949.8 million, Sul América Companhia de Seguro Saúde in the amount of R$1.0 billion and Saepar Serviços e Participações S.A. in the amount of R$3.2 billion. Additionally, the Company maintained an indirect investment through Sul América Capitalização S.A. - SULACAP in Caixa Capitalização S.A. in the amount of R$60.2 million. On March 11, 2015, the Company released a material fact statement informing to the market that its indirect subsidiary Sul América Serviços de Saúde S.A. ("Sulamed") has partnered with Healthways, Inc., with the purpose of fostering the development of the Brazilian market for health and well-being management services, activities that the companies will jointly operate through Healthways Brasil Serviços de Consultoria Ltda. (“Healthways Brasil”), which capital will be held in the proportion of 49% by Sulamed and 51% by Healthways International, S.A.R.L. ("Healthways International"), a subsidiary of Healthways. The transaction was completed on March 11, 2015 with the cash contribution from Sulamed in the amount of R$4,345, including goodwill of R$1,106, recorded in investments assets corresponding to 4,344 shares, each having a par value of R$1. Thus in 12/31/2015, Company also maintained an indirect investment through Sul América Serviços de Saúde S.A. in Healthways Brasil, in the amount of R$4.4 million. 10. Net income for the Year and Proposed Allocation Management submitted to the Shareholders’ Meeting a proposal for the distribution of net income that included the payment of dividends, which corresponds to 25% of total adjusted net income in the fiscal year, as shown below: Proposed Allocation (in R$ million) Net income Distribution of adjustments from previous years and other (note 2.2) Net income after other adjustments Recognition of legal reserve (5%) Adjusted net income Mandatory dividends 25% of the adjusted net income (-) Interim dividends (-) Interest on shareholders’ equity (after taxes) Total mandatory dividends Additional dividends Total proposed dividends Constitution of statutory reserves 2015 734.3 10.8 745.0 (37.3) 707.8 2014 555.6 (5.2) 550.3 (27.5) 522.8 176.9 36.1 60.5 80.4 0.0 80.4 521.3 130.7 36.1 58.4 36.2 26.1 62.3 357.4 11. Shareholders’ Agreement Sul América S.A. is part of following shareholders agreements: With International Finance Corporation, on 5/16/2013, which has the right, among others, to appoint one member of the Board of Directors of the Company and conditions for the sale of shares issued by the Company. With Swiss Re Direct Investments Company LTD, on December 2, 2013, which has the right, among others, to appoint one member of the Board of Directors of the Company and conditions for the sale of shares issued by the Company. 12. Arbitration Chamber The Company, its shareholders and its directors and officers are bound to arbitration at the Market Arbitration Chamber, in accordance with Article 47 of its bylaws. 13. Compliance with the CVM Instruction No. 381 of January 14, 2003 On 10/28/2014, Sul América S.A. and its subsidiaries engaged Deloitte Touche Tohmatsu to provide independent audit services in connection with the audit of its financial statements (individual and consolidated) for five years. This contract is in effect until 03/31/2020 related to 2019. The Company and its subsidiaries did not engage Deloitte to perform other services other than audit during 2015. SulAmérica and its group of companies have a policy on related party transactions, available on the website www.sulamerica.com.br/ir. During the year ended on 12/31/2015 the Company and its subsidiaries did not have related party transactions with the independent auditors. Deloitte, the external auditors of the Company, understands that they are independent from the Company and from the controlling group and there is no nonaudit related service contract that conflicts with this independence. The Company informs that, due to the mandatory auditor rotation established by the CVM Instruction 308/99, as altered, the Board of Directors, in a meeting which occurred on 10/30/2014, approved the hiring of Deloitte Touche Tohmatsu Auditores Independentes for the provision of independent auditing services for the Company and its direct and indirect subsidiaries during the period of five years, from the first quarter of 2015, in substitution of KPMG Auditores Independentes, whose services conclude with the audit of the Consolidated Financial Statements of the Company for the fiscal year ended on 12/31/2014. 14. Declaration of the Statutory Officers The statutory officers of Sul América S.A., a publicly held company with authorized capital and headquarters in the City of Rio de Janeiro, inscribed in the roll of corporate taxpayers CNPJ/MF under number 29.978.814/0001-87, in accordance with Items V and VI, Paragraph 1, Article 25 of CVM Instruction 480 dated December 7, 2009, have reviewed, discussed and are in agreement with the Company's financial statements for the fiscal year ended 12/31/2015, and the restatement of the Quarterly Financial Statements (ITRs) of 2015, according required by CVM’s Official Letter Nº001/2015, detailed on the explanatory note 2.2, as well as with the opinions expressed in the Company’s independent auditors report from Deloitte Touche Tohmatsu Auditores Independentes, regarding these statements. We express gratitude to all of our clients, brokers, business partners, regulators, and our shareholders. Finally, we also are also grateful for the commitment of our employees and their important contribution to the achieved results. Rio de Janeiro, February 23, 2016. THE MANAGEMENT (A free translation from the original in Portuguese into English) Sul América S.A. and Subsidiaries Notes to the financial statements as of December 31, 2015 and 2014 and as of January 1, 2014 (In thousands of Brazilian Reais – R$, except as otherwise stated) 1. General Information SUL AMÉRICA S.A. is a publicly-held corporation that is domiciled in Brazil and headquartered in Rio de Janeiro, at Rua Beatriz Larragoiti Lucas, 121, Cidade Nova. The Company operates, through its subsidiaries and associates, in the segments of health(health and dental insurance, health and dental administrative services only plans, and healthcare well-being solutions), property and casualty insurance, life insurance and private pension, savings bonds, and asset management. Its Units (stock certificates, each comprising one common share and two preferred shares) are listed in the Level 2 of Differentiated Corporate Governance Practices of the Securities, Commodities and Futures Exchange (BM&FBOVESPA) under the ticker symbol “SULA11”. Sul América S.A. is controlled by Sulasapar Participações S.A. (SULASAPAR), a closely-held corporation that is domiciled in Brazil and headquartered in Rio de Janeiro, which holds 50.90% of the common shares, and 0.01% of the preferred shares, that in aggregate represent, 25.68% of the total capital of the Company, not including the treasury shares. In the accompanying financial statements, Sul América S.A. is hereinafter individually referred to as “Company”, whereas “SulAmérica” is used in connection with Sul América S.A., its subsidiaries and the investment funds of which these companies are the sole unitholders, which are collectively referred to as “Exclusive Funds”, as described in Note 4. The statement of financial position as of January 1, 2014 and the financial statements for the year ended December 31, 2014, , restated according to Note 2.2, were audited by KPMG Auditores Independentes, and the financial statements for the year ended as of December 31, 2015 were audited by Deloitte Touche Tohmatsu Auditores Independentes. The change of auditors was made to comply with the regulatoty rules. 1.1. Completion of the disposal of the large risks portfolio and agreement with AXA Corporate Solutions Brasil and América Latina Resseguros S.A. On May 21, 2015, the Company released a material fact statement informing that it entered on that date, together with its subsidiaries Saepar Serviços e Participações S.A. (SAEPAR) and Sul América Companhia Nacional de Seguros (SALIC), into a Contract for the Purchase and Sale of Shares (the “Contract”) with AXA Corporate Solutions Brasil and América Latina Resseguros S.A. (AXA), aiming at the disposal to AXA of 100% of the shares of the subsidiary Sul América Companhia de Seguros Gerais (SASG), which, as a result of the corporate restructuring conducted in such context, started to comprise SulAmérica’s large risks portfolio of the property and casualty segment. Also in the context of that transaction, SulAmérica, by means of its subsidiary SAEPAR, shall provide to AXA certain services related to the operation of the large risks portfolio for an initial period of 12 months. On December 28, 2015, the Company disclosed a notice to the market complementary to the above-mentioned material fact, with the purpose of informing that, as it has implemented all conditions precedent established in the Contract, including the regulatory approvals, the transaction was effectively closed for the overall value R$135,252, received on the same date, being subject to certain adjustments provided in the Contract. In 2015, the net income generated by the large risks portfolio, plus the profit of SASG, amounted to R$14,590. The proceeds from the sale of the portfolio, recorded in SulAmérica, 1 (A free translation from the original in Portuguese into English) in the line item “Equity interests and other income” amounted to R$35,518 (R$23,441 net of taxes). 1.2. Cession and partial transfer of the mortgage insurance portfolio to Pan Seguros S.A. On July 8, 2015, the Company disclosed a notice to the market informing that the SALIC entered with Pan Seguros S.A. (PAN), on that date, into a contract for cession and partial transfer of the portfolio of mortgage insurance portfolio in market policies (Seguro Habitacional em Apólices de Mercado), comprising the policies contracted by Caixa Econômica Federal, which serves as a representative for the respective insured members. On December 29, 2015, the Company disclosed a complementary notice to the market, aimed at informing that the transfer of the policies to PAN was completed. With the completion of the transaction, it was paid to SALIC, in cash and on such date, the amount of R$59,858, being still subject to certain adjustments provided in the contract. In 2015, the net income of the portfolio amounted to R$12,649. The proceeds from the sale of the portfolio, recorded in the line item “Other operating income of insurance” amounted to R$52,354 (R$28,795 net of taxes). 1.3 Change in the dividend distribution policy On December 10, 2015, the Board of Directors of the Company approved the change in the dividend distribution policy, discontinuing the fixed distribution of interim and/or quarterly interim dividends, and starting to distribute 25% of annual adjusted net income, equivalent to the mandatory minimum dividends. The new policy shall already be adopted for 2015, regarding the dividends to be paid in 2016, by the respective resolution at the Shareholders’ Meeting. 1.4 Issue of Bank Credit Note (CCB) On December 29, 2015, the Company entered into a credit transaction with Banco do Brasil S.A. in the volume of R$ 200,000 and interest rate at 111% of CDI for a total period of three years. The interests shall be paid quarterly and the principal in three annual installments, the first one of 10% of principal on December 10, 2016, the second one of 10% of principal on December 10, 2017, and the third one of 80% of principal on December 10, 2018. The transaction does not have collaterals. 2. Presentation of financial information 2.1. Basis of preparation of financial statements and statement of compliance with the IFRS and CPC standards The consolidated and individual financial statements were prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB), and also in accordance with the accounting practices adopted in Brazil (BR GAAP). BR GAAP comprises the Brazilian Corporate and the pronouncements, interpretation and guidelines issued by the Accounting Pronouncements Committee (CPC), approved by the Brazilian Securities and Exchange Commission (CVM), effective at the date of publication of the accompanying financial statements. 2 (A free translation from the original in Portuguese into English) The consolidated and individual financial statements are being presented together, once there is no difference between the equity and the profit or loss attributable to the shareholders of the Company. The Board of Directors decided in favor of issuing the accompanying financial statements in the meeting held on 02/23/2016. 2.2. Restatement SulAmérica is restating these comparative financial statements in view of the adjustments arising from the change in disclosure (Note 2.2.1) and accounting (Note 2.2.2) practices. The following table shows the comparisons for indicated periods. Financial statements as of December 31, 2014 Originally Reported Assets Current Cash and cash equivalents Marketable securities 452,613 27 268,259 Accounts receivable Accounts receivable 184,327 152,353 Deferred tax assets Other current assets Non-current Long-term assets Marketable securities Accounts receivable Deferred tax assets 27,105 4,869 4,674,730 45,841 9 45,832 44,481 Judicial deposits Investments Property and equipment Intangible assets Total assets 1,351 4,628,829 22 38 5,127,343 Obligations payable Taxes and social charges payable Loans and financing Taxes and contributions Other accounts payable Non-current Accounts payable Obligations payable Deferred taxes Loans and financing Equity Capital Capital reserves Equity adjustments (-) Treasury shares Earnings reserves Total liabilities and equity 310,804 310,804 94,915 138 201,479 14,093 179 836,568 836,568 1,245 178 835,145 3,979,971 2,319,882 385,829 (57,464) (83,672) 1,415,396 5,127,343 (1) (1) (3) (3) (1) (16,510) (17,823) (68,220) 657,088 554,535 (5,861) 548,674 Assets Current Cash and cash equivalents Marketable securities 27,105 4,640,588 Taxes Non-current 9 (44,481) 44,481 (7) (7) (34,142) 109,325 (94,915) (138) (9) (9) (9) (14,093) (179) (9) (9) (1,245) (178) 178 (18) (14) (14) 1,245 (18) (17,823) 17,823 44,481 1,351 4,594,687 22 38 5,093,201 (50) Marketable securities Deferred tax assets Judicial deposits Investments Property and equipment Intangible assets Total assets Company Restated Liabilities 310,804 Current 109,325 Accounts payable 201,479 Loans and financing 836,568 (40,985) (3,908) (50) (52) 10,751 (53) Changes of policy Disclosure Originally Reported Profit or Loss Administrative expenses Tax expenses Investment income (expenses) Equity interest and other income Income before taxes and contributions Income tax and social contribution Net income for the year 157,222 (152,353) 27,105 (27,105) (4,869) Restated 452,613 27 268,259 157,222 Changes of policy Disclosure Acounting Originally Reported Liabilities Current Accounts payable Company Changes of policy Disclosure Acounting 178 835,145 1,245 3,945,829 2,319,882 344,844 (61,372) (83,672) 1,426,147 5,093,201 Non-current Deferred taxes and contributions Loans and financing Provisions for legal claims Equity Capital Capital reserves Equity adjustments (-) Treasury shares Earnings reserves Total liabilities and equity Company Acounting Restated (39) (39) (34,333) 6,908 (50) 6,908 (54) (68,220) 663,996 561,443 (5,861) 555,582 Profit or Loss Administrative expenses Tax expenses Investment income (expenses) Equity interest and other income Income before taxes and contributions Income tax and social contribution Net income for the year 3 (A free translation from the original in Portuguese into English) Originally Reported Assets Current Cash and cash equivalents Marketable securities Receivables from insurance, reinsurance and private pension operations Premiums receivable Insurance companies Reinsurance companies Other operating assets Receivables from savings bonds operations Disclosure 13,287,768 322,196 9,671,370 322,196 9,671,370 Assets Current Cash and cash equivalents Marketable securities 2,233,244 71,695 350,607 48,204 Receivables Taxes Reinsurance assets Salvage for sale 2,023,049 1,205,028 34,206 27,696 756,119 81,296 310,972 Accounts receivable Accounts receivable Deferred tax assets Other current assets Other assets Prepaid expenses Deferred acquisition costs 294,888 120,150 71,695 103,043 52,605 21,225 576,765 Reinsurance and retrocession assets - technical reserves Accounts receivable Deferred tax assets Judicial deposits Other accounts receivable Prepaid expenses Deferred acquisition costs Investments Property and equipment Intangible assets Total assets Restated 13,354,366 Reinsurance and retrocession assets - technical reserves Non-current Long-term assets Marketable securities Receivables from insurance and reinsurance operations Premiums receivable Reinsurance companies Consolidated Changes of policy Acounting 5,362,416 4,877,870 1,220,994 1,140 538 602 120,875 3,295,167 648,792 2,627,996 18,379 3,072 236,622 226,666 60,623 197,257 18,716,782 (1,205,028) (34,206) (27,696) (756,119) (81,296) 2,299,842 71,695 39,635 48,204 (1) (1) (2) (1) (1) (1) (3) (2) e (4) (4) (66,598) (56) (120,150) (71,695) (103,043) (52,605) (21,225) (1) (3) (1) (4) (4) 13,687 (4) 1,220,994 Marketable securities (538) (602) 18,917 2,627,996 2,535 (5) (6) (5) (8) (6) 18,917 2,627,996 123,410 Receivables Judicial deposits Reinsurance assets (648,792) (2,627,996) (18,379) (3,072) (7) (8) (5) (6) 1,139 648,792 (6) (7) 236,622 1,139 669,814 82,616 60,623 180,375 18,510,274 576,765 13,687 5,222,506 21,022 (144,050) (47) e (48) (42) e (43) (16,882) (44) e (45) Deferred acquisition costs Other Non-current Deferred acquisition costs Other Taxes Investments Property and equipment Intangible assets Total assets 4 (A free translation from the original in Portuguese into English) Originally Reported Liabilities Current Accounts payable Obligations payable Taxes and social charges payable Labor liabilities Loans and financing Taxes and contributions Other accounts payable Payables for insurance and reinsurance operations Refundable premiums Insurance companies Reinsurance companies Insurance and reinsurance brokers Other operation payables Third-party deposits Technical reserves - insurance Technical reserves - savings bonds Technical reserves - private pension Other payables Labor provisions Civil provisions Diverse payables Non-current Accounts payable Obligations payable Deferred taxes Loans and financing Other accounts payable Payables for insurance and reinsurance operations Insurance and reinsurance brokers Technical reserves - insurance Technical reserves - private pension Other payables Tax provisions Labor provisions Civil provisions Diverse debts Equity Capital Capital reserves Equity adjustments (-) Treasury shares Earnings reserves Non-controlling interests Total liabilities and equity Disclosure 7,869,029 864,266 304,744 121,939 41,986 201,479 108,914 85,204 555,361 2,677 71,417 102,153 117,074 262,040 101,739 4,596,319 670,967 993,802 86,575 9,665 76,805 105 6,846,101 2,106,452 1,252,564 1,243 835,145 17,500 85 85 476,734 3,574,731 687,805 342,709 63,640 281,456 294 4,001,652 2,319,882 385,829 (57,464) (83,672) 1,415,396 21,681 18,716,782 Changes of policy Consolidated Acounting 7,802,431 1,372,803 (304,744) (121,939) (41,986) (9) e (10) (9) (9) (9) (108,914) (85,204) 618,051 (9) (9) (10) (2,677) (71,417) (102,153) (117,074) (262,040) (101,739) 993,802 (670,967) (993,802) (61,713) (56) (56) (10) (10) (10) (10) (9) e (10) (10) (11) (9) (11) 86,470 (9,665) (76,805) (105) 105 (12) (12) (12) (13) (13) 47,540 (1,252,564) (1,243) (15) (15) (14) 1,243 (17,500) (14) (15) 85 (85) 3,574,731 (3,574,731) (16) (16) (17) (17) 1,910,329 (342,709) (63,640) (281,456) 294 (294) (4,885) (15) e (18) (18) (18) (18) (19) (19) 1,367,917 Loans and financing 556,338 Insurance and reinsurance liabilities 86,470 105 6,742,269 47,539 835,145 1,243 85 (46) (49) (53) 10,751 (1,936) (52) (51) Technical reserves of insurance Provisions for legal claims Other Non-current Accounts payable Loans and financing Deferred taxes and contributions Insurance and reinsurance liabilities 4,051,465 Technical reserves of insurance 1,806,498 Provisions for legal claims 294 (40,985) (3,908) Accounts payable 201,479 5,590,122 (103,832) Restated Liabilities Current 3,965,574 2,319,882 344,844 (61,372) (83,672) 1,426,147 19,745 18,510,274 Other Equity Capital Capital reserves Equity adjustments (-) Treasury shares Earnings reserves Non-controlling interests Total liabilities and equity 5 (A free translation from the original in Portuguese into English) Originally Reported Profit or Loss Insurance operations Written premiums Changes in technical reserves Earned premiums Incurred claims Benefit expenses Acquisition costs Other operating income and expenses Other operating income Other operating expenses Savings bonds operations Income from savings bonds administration Acquisition cost Other operating income and expenses Private pension operations Premiums and income from retained contributions Premiums and income from contributions Changes in technical reserves Asset management fee Benefit and redemption expenses Benefit expenses Change in IBNR reserve Acquisition costs Other operating income and expenses Other operating income Other operating expenses Net operating income from ASO business Net operating income from asset management Administrative expenses Tax expenses Investment income (expenses) Equity interest and other income 13,204,793 25,285 (20) (21) 13,230,078 13,204,793 25,285 526,123 525,466 657 276,398 30,997 42,209 40,142 (22) (23) (24) (25) (26) (27) 525,466 657 276,398 30,997 42,209 40,142 (154,652) (491,167) (28) (29) (9,899,643) (1,478,983) (379,272) (30) (31) (32) (22,017) (21,786) (1,201) (231,076) (6,421) (2,800) (12,294) (33) (34) (35) (36) (37) (38) (32) 13,369,331 (154,652) 13,214,679 (9,877,110) (22,533) (1,478,983) (350,116) 41,450 (391,566) 58,382 (13,369,331) 154,652 (20) (28) 9,877,110 22,533 1,478,983 (30) (30) (31) (41,450) 391,566 (21) e (27) (32) 281,918 (223,476) (60) (8,233) (281,918) 223,476 60 (24) (36) (24) e (36) (489,635) 491,167 (37,614) 22,017 (22) (29) (22) (33) 21,786 (34) 489,635 489,635 (491,167) 37,614 (22,017) (22,061) 44 (21,786) (512) 689 (1,201) 29,306 (689) 1,201 (29,306) (23) (35) (25) e (37) 43,779 (43,779) (26) e (38) (1,216,613) (70,872) (235,408) 658,261 42,444 235,408 (42,444) (27) e (39) (20),(21) (24), (25), (26), (27) e (39) 7,087 35,357 Income before taxes and contributions Income tax and social contribution Net income for the year Net income for the year attributed Owners of the Company Non-controlling interest Consolidated Changes of policy Acounting Disclosure 857,855 (302,826) 555,029 548,674 6,355 - (40) (645,819) (154,652) (491,167) (12,055,493) (11,757,898) (9,899,643) (1,478,983) (379,272) (45,004) (22,017) (21,786) (1,201) (231,076) (6,421) (2,800) (12,294) 2,994 (45) 1,444,635 (1,284,491) 9,797 (46) 668,058 (40) (40) 7,087 35,357 (5,113) 7,678 6,908 770 (47) e (48) 870,646 (307,939) 562,707 555,582 7,125 Restated Profit or Loss Insurance Net premiums Other operating income Private pension Premiums, income and management fee, net Other operating income Savings bonds ASO business Asset management Other operating income Changes in technical reserves of insurance and private pension Insurance Private pension Operating expenses Insurance Claims Acquisition costs Other operating expenses Private pension Benefit expenses Acquisition costs Other operating expenses Savings bonds ASO business Asset management Other operating expenses Gross operating margin Administrative expenses Investment income (expenses) Equity interest and other income Equity interest Income before taxes and contributions Income tax and social contribution Net income for the year Net income for the year attributed Owners of the Company Non-controlling interest 6 (A free translation from the original in Portuguese into English) Statement of financial position as of January 1, 2014 Assets Current Cash and cash equivalents Marketable securities Accounts receivable Accounts receivable Deferred tax assets Other current assets Non-current Long-term assets Marketable securities Accounts receivable Deferred tax assets Judicial deposits Investments Property and equipment Intangible assets Total assets 393,710 149 183,626 209,935 151,859 57,914 162 3,778,496 6,260 10 6,250 4,980 Obligations payable Taxes and social charges payable Loans and financing Taxes and contributions Other accounts payable Non-current Accounts payable Obligations payable Loans and financing Other debts Equity Capital Capital reserves Equity adjustments (-) Treasury shares Earnings reserves Total liabilities and equity Originally Reported Assets Current Cash and cash equivalents Marketable securities Receivables from insurance, reinsurance and private pension operations Premiums receivable Insurance companies Reinsurance companies Other operating assets Receivables from savings bonds operations 94,664 94,664 61,387 116 20,023 12,972 166 500,794 500,794 3,739,747 (7) (7) (38,749) 74,641 (61,387) (116) (9) (9) (9) (12,972) (166) (9) (9) 1,585 499,074 135 3,576,748 2,319,882 377,744 (67,626) (80,366) 1,027,114 4,172,206 373 (1,585) 5,032,108 4,560,211 1,327,959 613 92 521 120,300 2,897,642 555,878 2,317,232 24,532 24 8,154 205,519 221,963 54,421 195,513 16,658,223 Non-current 1,347 (135) Marketable securities Deferred tax assets Judicial deposits Investments Property and equipment Intangible assets Company Liabilities Current Accounts payable 20,023 Loans and financing Non-current 373 Accounts payable 499,074 1,347 (18) (18) (40,985) (1,617) (50) (52) 3,853 (53) Restated 74,641 500,794 (14) (18) e (14) Disclosure 356,400 118,112 117,498 120,790 42,124 25,545 514,282 Taxes 4,980 1,270 3,733,281 34 172 4,133,457 (50) 3,537,999 2,319,882 336,759 (69,243) (80,366) 1,030,967 4,133,457 Loans and financing Provisions for legal claims Equity Capital Capital reserves Equity adjustments (-) Treasury shares Earnings reserves Total liabilities and equity Consolidated Changes of policy Acounting 11,626,115 671,030 7,862,546 1,663,255 1,094,060 48,685 21,949 498,561 213,983 Assets Current Cash and cash equivalents Marketable securities 57,914 94,664 Accounts receivable Accounts receivable Deferred tax assets Other current assets Other assets Prepaid expenses Deferred acquisition costs Investments Property and equipment Intangible assets Total assets (1) (3) (3) (1) 393,710 149 183,626 152,021 Changes of policy Disclosure Acounting 276,950 Reinsurance and retrocession assets - technical reserves Accounts receivable Deferred tax assets Judicial deposits Other accounts receivable Other assets Prepaid expenses Deferred acquisition costs (1) (4,980) 4,980 1,270 3,772,030 34 172 4,172,206 Reinsurance and retrocession assets - technical reserves Non-current Long-term assets Marketable securities Receivables from insurance and reinsurance operations Premiums receivable Reinsurance companies 152,021 (151,859) 57,914 (57,914) (162) Restated 10 Originally Reported Liabilities Current Accounts payable Company Changes of policy Disclosure Acounting Originally Reported 11,620,662 671,030 7,862,546 (1,094,060) (48,685) (21,949) (498,561) (213,983) 2,094,191 117,498 32,551 36,460 (1) (1) (2) (1) (1) (1) (3) (2) e (4) (4) (118,112) (117,498) (120,790) (42,124) (25,545) (1) (3) (1) (4) 20,607 (4) (92) (521) 24,624 2,317,232 2,582 (5) (6) (5) (8) (6) (555,878) (2,317,232) (24,532) (24) (8,154) (7) (8) (5) (6) (6) 6,117 555,878 (6) (7) (5,453) (56) 2,088,738 117,498 309,501 36,460 514,282 20,607 4,892,330 26,127 (145,681) (369) (19,855) (47) e (48) (42) e (43) (43) (44) e (45) Restated Assets Current Cash and cash equivalents Marketable securities Receivables Taxes Reinsurance assets Salvage for sale Deferred acquisition costs Other Non-current 1,327,959 Marketable securities 24,624 2,317,232 122,882 Receivables Judicial deposits Reinsurance assets 205,519 6,117 582,005 76,282 54,052 175,658 16,512,992 Deferred acquisition costs Other Taxes Investments Property and equipment Intangible assets Total assets 7 (A free translation from the original in Portuguese into English) Originally Reported Liabilities Current Accounts payable Obligations payable Taxes and social charges payable Labor liabilities Loans and financing Taxes and contributions Other accounts payable Payables for insurance and reinsurance operations Refundable premiums Insurance companies Reinsurance companies Insurance and reinsurance brokers Other operation payables Third-party deposits Technical reserves - insurance Technical reserves - savings bonds Technical reserves - private pension Other payables Labor provisions Civil provisions Diverse payables Non-current Accounts payable Obligations payable Deferred taxes Loans and financing Other accounts payable Payables for insurance and reinsurance operations Refundable premiums Insurance and reinsurance brokers Technical reserves - insurance Technical reserves - private pension Other payables Tax provisions Labor provisions Civil provisions Diverse debts Equity Capital Capital reserves Equity adjustments (-) Treasury shares Earnings reserves Non-controlling interests Total liabilities and equity 2.2.1. Disclosure 7,069,789 592,256 238,189 113,368 38,460 20,095 83,857 98,287 531,678 10,486 89,801 92,753 104,321 234,317 44,211 4,125,816 790,373 891,759 93,696 7,135 86,510 51 5,970,136 1,704,042 1,156,498 276 499,074 48,194 2,592 2,579 13 459,938 3,162,403 640,885 342,406 52,053 246,426 276 3,618,298 2,319,882 377,744 (67,626) (80,366) 1,027,114 41,550 16,658,223 Consolidated Changes of policy Acounting 7,064,336 1,388,013 (238,189) (113,368) (38,460) (83,857) (98,287) 550,410 (10,486) (89,801) (92,753) (104,321) (234,317) (44,211) 891,759 (790,373) (891,759) (9) e (10) (9) (9) (9) (9) (9) (10) (56) (12) (12) (12) (13) (13) 120,087 (1,156,498) (276) (15) (15) (14) 276 (48,194) (2,592) 2,592 (2,579) (13) 3,162,403 (3,162,403) (14) (15) (16) (16) (4,770) (56) 545,640 5,017,575 93,645 51 5,874,103 (96,033) (46) (49) (53) 3,853 (4,996) (52) (51) Loans and financing Insurance and reinsurance liabilities Technical reserves of insurance Provisions for legal claims Other Non-current Accounts payable 499,074 276 Loans and financing Deferred taxes and contributions Insurance and reinsurance liabilities 3,622,341 Technical reserves of insurance 1,629,457 Provisions for legal claims 276 (40,985) (1,617) Accounts payable 120,087 2,592 (17) (17) (15) e (18) (18) (18) (18) (19) (19) 1,387,330 20,095 (10) (10) (10) (10) (9) e (10) (10) (11) (9) (11) 93,645 (7,135) (86,510) (51) 51 1,725,490 (342,406) (52,053) (246,426) (683) Restated Liabilities Current 3,574,553 2,319,882 336,759 (69,243) (80,366) 1,030,967 36,554 16,512,992 Other Equity Capital Capital reserves Equity adjustments (-) Treasury shares Earnings reserves Non-controlling interests Total liabilities and equity Changes in disclosure practices SulAmérica is presenting these financial statements in a new format, more closely aligned with the standards recommended to similar companies. The changes in relation to compared periods are as follows: (1) Receivables - Current The amounts comprising the “Receivables” account were reported in a portion of the subaccounts of the “Receivables from insurance, reinsurance and private pension operations” and “Accounts receivable – other operating assets” accounts, and the “Receivables from savings bonds operations” account. (2) and (4) Reinsurance assets, Salvage for sale and Other - Current The amounts comprising the “Reinsurance assets” account were reported in a portion of “Prepaid expenses” and a subaccount of “Receivables from insurance, reinsurance and private pension operations”. The amounts comprising the “Salvage for sale” account were reported in a portion of the “Other assets” account. The amounts comprising the “Other” account (current assets) were reported in a portion of “Other assets” and Prepaid expenses” accounts.. (5) Receivables– Non-current The amounts comprising the “Receivables” account were reported in a portion of the subaccounts of the “Receivables from insurance, reinsurance and private pension operations” and “Accounts receivable” accounts. (6) Reinsurance assets and Other – Non-current The amounts comprising the “Reinsurance assets” and “Other” accounts were reported in a portion of the “Receivables from insurance, reinsurance and private pension operations” accounts, and the totality of the “Prepaid expenses” and “Other assets” accounts. (9) Accounts payable - current 8 (A free translation from the original in Portuguese into English) The amounts comprising the “Accounts payable” account were reported in a portion of the “Accounts payable” and “Payables for insurance and reinsurance operations” accounts, and the “Technical reserves - savings bonds” account. (10) Insurance and reinsurance liabilities - current The amounts comprising the “Insurance and reinsurance liabilities” account were reported in a portion of the “Payables for insurance and reinsurance operations” account, and the totality of the “Third-party deposits” account. (12) Provisions for legal claims - current The amounts comprising the “Provisions for legal claims” account were reported in a portion of the “Other payables” account. (15) Accounts payable – non-current The amounts comprising the “Accounts payable” account were reported in a portion of the account of the former financial statement, with similar name (Accounts payable). (18) Provisions for legal claims – non-current The amount comprising the “Provisions for legal claims” was reported in a portion of line item “Accounts payable - Obligations payable” and the totality of the “Other payables” account. (20) Net operating income of insurance – Net premiums The amounts comprising the “Net premiums” account were reported in the “Insurance operations – written premiums” account, and a portion of the “Tax expenses” account. (21) Net operating income of insurance – Other operating income The amounts comprising the “Other operating income” account were reported in the “Insurance operations – other operating income and expenses - other operating income”, “Incurred claims – Recovery for claims” and “Tax expenses” accounts. (22) Net operating income of private pension – Premiums, income and management fee, net The amounts comprising the “Premiums, income and management fee, net” account were reported in the “Private pension operations – Premiums and income from retained contributions”, “Private pension operations – asset management fee” accounts and a portion of the “Tax expenses” account. (23) Net operating income of private pension – Other operating income The amounts comprising the “Other operating income” account were reported in “Private pension operations – other operating income and expenses - other operating income” account and a portion of the “Tax expenses” account. (24) Net operating income of savings bonds The amounts comprising the “Savings bonds” accounts were reported in the “Savings bonds operations – other operating income and expenses” and “Tax expenses” accounts, and the totality of the “Savings bonds operations – Income from savings bonds administration” account. (25) Net operating income of ASO business The amounts comprising the “Health - ASO” account were reported in a portion of the “ASO business” and “Tax expenses” accounts. (26) Net operating income of asset management The amounts comprising the “Asset management” account were reported in a portion of the “Net operating income from asset management” and “Tax expenses” account. (27) Net operating income - Other The amounts comprising the “Other operating income” account were reported in a portion of the “Other operating income and expenses”, “Administrative expenses – Recovery of expenses” and “Tax expenses” accounts. (30) Operating expenses of insurance - Claims The amounts comprising the “Claims” account were reported in the totality of the “Incurred claims” and “Benefit expenses” accounts. (36) Operating expenses of savings bonds The amounts comprising the “Savings bonds” account were reported in the totality of the “Savings bonds operations – acquisition cost” account and a portion of the “Savings bonds operations – other operating income and expenses” account. (37) Operating expenses of ASO business The amounts comprising the “Operating expenses of ASO business” account were reported in a portion of the “Net operating income from “ASO business” account. (39) Administrative expenses The amount recorded in line item “Tax expenses” were partially reclassified into the line item “Administrative expenses”. 9 (A free translation from the original in Portuguese into English) 2.2.2. Changes in accounting practices Acquisition of Sul América Capitalização S.A. – SULACAP (SULACAP) The acquisition of the totality of interests held by Saspar Participações S.A. (SASPAR) in the capital of SULACAP, equivalent to 83.27% of its capital and voting capital, by the subsidiary Sul América Santa Cruz Participações S.A. (SANTA CRUZ), for the base price of R$149 million, which could be increased by up to R$136 million, was approved on April 10, 2013 at the Extraordinary Shareholders’ Meeting of the Company. The acquisition was completed on April 25, 2013 (closing date), and the transaction was recorded in the subsidiary SANTA CRUZ and in the quarterly financial information (ITR) and annual financial statements of SASA as business combination, as provided in the CPC 15 – Business Combination, according to what the Management understood to be the essence of the transaction. On July 23, 2013, the Company made a technical consultation to the Brazilian Securities and Exchange Commission (CVM) aimed at ratifying its understanding regarding the accounting for the transaction. Later on, the CVM, by means of Letter/CVM/SEP/GEA-No. 001/2015, of January 2, 2015, in reply to the technical consultation made by the Company, although recognizing that the treatment as business combination would be reasonable, understood that specific aspects related to the transaction would not permit such treatment and determined that the Company restated the quarterly financial information for 2015 and the financial statements as of December 31, 2014. On January 19, 2015 SulAmérica applied for reconsideration by the CVM Joint Committee, which, in the meeting of November 24, 2015, reaffirmed the decision of its technical areas, the application for reconsideration being made public in the meeting minutes released on December 24, 2015, and notified to the Company on January 6, 2016. The following adjustments were made: (42) Write-off of R$125,492 (R$75,295 net of taxes) related to investment surplus; (43) Write-off of R$21,024, recognized on the acquisition date, (R$12,616 net of taxes) which corresponded to real estate surplus. In 2014, there was the sale of a portion of this real estate and respective surplus. The reflection of this write-off amounts to R$2,466 (of which R$1,631 in 2014 and R$835 in 2013); Description Write-off of investment surplus Write-off of real estate surplus Write-off of real estate surplus Total Note (a) (b) (b) 12/31/2014 (125,492) (21,024) 2,466 (144,050) 01/01/2014 (125,492) (21,024) 835 (145,681) (44) Write-off of goodwill determined by the business combination method, corresponding to R$4,545; (45) Write-off of R$17,327 (R$10,396 net of taxes), recognized on the acquisition date, related to intangible assets determined on the client portfolio of “lease surety bond” product (R$6,419) and customer relationship in the “incentive” portfolio (R$10,908). Additionally, from the acquisition date to the end of 2014, it was reversed to the amortization of these respective assets the amount of R$4,990 (of which R$2,994 in 2014 and R$1,996 in 2013, of which R$2,018 of depreciation, R$1 of reversal of impairment, and R$21 of write-off of surplus); Description Write-off of goodwill Write-off of intangible assets Write-off of amortization Total (46) Note (c) (d) (d) 12/31/2014 (4,545) (17,327) 4,990 (16,882) 01/01/2014 (4,545) (17,327) 2,017 (19,855) Write-off of R$90,910 related to contingent liabilities, recognized on the acquisition date. In January 2014, the write-off of contingent liabilities in the amount of R$1,998 related to these cases was reversed. Additionally, until the end of 2014, it was reversed the adjustment for inflation related to these contingent liabilities in the amount of R$14,920 (of which R$9,797 in 2014 and R$5,123 in 2013), recognized in profit or loss for the year; 10 (A free translation from the original in Portuguese into English) Description Write-off of contingent liabilities Write-off in January 2014 Write-off of adjustment for inflation Total Note (e) (e) (e) 12/31/2014 (90,910) 1,998 (14,920) (103,832) 01/01/2014 (90,910) (5,123) (96,033) (47) Write-off of deferred taxes recognized on the acquisition date, in the amount of R$65,538, related to the adjustments informed in items (42), (43) and (45) of R$50,198, R$8,408 and R$6,932, respectively, and later reversals of the write-offs of deferred taxes in 2014, related to these items, in the amount of R$2,983 (R$1,988 in 2014 and R$995 in 2013). Additionally, in 2014 and 2013, with the disposal and write-off of the real estate surplus there was an impact on profit or loss in line item “income tax and social contribution” of R$8 and (R$188), respectively; (48) Write-off of R$36,364, on the acquisition date, related to deferred taxes on the amount mentioned in item (46). Additionally, deferred tax assets were reversed in the amount of R$5,169 (of which R$3,117 in 2014 and R$2,052 in 2013) which had been recorded in view of the adjustment for inflation of lawsuits; Description Write-off of contingent liabilities Write-off in January 2014 Adjustment for inflation Reversal Total Note (f) (g) (g) (g) 12/31/2014 65,538 (2,983) (36,364) (5,169) 21,022 01/01/2014 65,538 (995) (36,364) (2,052) 26,127 (49) Accounting record of the difference between the acquisition price and the equity value of SULACAP as capital transaction in equity; (50) In the Company, there was the recognition of the amount reflected by equity interest of the effects of the reversal of business combination; (51) As of December 31, 2014, the adjustment of R$1,936 (R$4,996 as of January 1, 2014) was made, related to the recalculation of the non-controlling interests after the write-off of the effects of business combination and respective impacts of the transaction on the profit or loss for 2014 and 2013; (52) Net amount related to the effect of the reversal of the business combination entries, as of December 31, 2014 and January 1, 2014; (53) Reversal of the gain and loss on the acquisition of non-controlling interests; (54) Net income for the period related to the adjustments of the business combination reversal (controlling and non-controlling interest). The non-controlling interests stood at 5.61% as of December 31, 2015 and December 31, 2014 (12.75% as of January 1, 2014). The amount corresponding to such interests as of December 31, 2015 is R$19,894 (R$19,745 as of December 31, 2014 and R$36,554 as of January 1, 2014). (55) Statement of value added In the Company statement, in 2014, there was an increase of R$6,908 in the line of Equity interest. In the consolidated statement, in 2014 there was an increase of R$ 5,113 in the line of Taxes, fees and contributions – Federal, and a reduction of R$9,797 in the line of Inflation and Exchange Rate Adjustment – Insurance and private pension, and R$ 2,994 in Depreciation, amortization and depletion. In both Company and consolidated statements, these increases/reductions were made in view of the adjustments made in the accounting records related to the SULACAP acquisition. Allowance for Doubtful Debts SulAmérica recorded in the statement of financial position the allowance for doubtful accounts for insurance, coinsurance, reinsurance, IOF and commission at net amount. SulAmérica changed its accounting practice of reporting and started to make the accounting records of the allowance for doubtful accounts in the statement of financial position at gross amounts, keeping the record and reporting at net amount in profit or loss in line item “Administrative expenses”, as required by the regulatory body. The following adjustments were made: (56) The allowance for doubtful accounts, which was previously accounted for at net amount, started to be recorded at gross amount, taking into account that as of December 31, 2014, R$66,598 (R$5,453 as of January 1, 2014) is related to insurance, R$29,589 to coinsurance, R$23,468 to reinsurance, R$4,885 (R$683 as of January 1, 2014) to IOF and R$8,656 (R$4,770 as of January 1, 2014) to commission. The effect on profit or loss did not suffer any change. 11 (A free translation from the original in Portuguese into English) Description Insurance and reinsurance liabilities Coinsurance Reinsurance Commission Total 12/31/2014 01/01/2014 (29,589) (23,468) (8,656) (61,713) (683) (4,770) (5,453) Statement of cash flows As part of the new model of financial statements, SulAmérica started to adopt the indirect method, centralized the changes in marketable securities and transferred the judicial deposits from cash of investing activities to the cash of operating activities. In view of this fact, R$105,850 in sales of marketable securities, net of purchases, in the Company’s balance, and R$536,597 related to purchases, net of sales, in the consolidated balance were transferred from cash of investing activities to cash of operating activities in the statement as of December 31, 2014. Judicial deposits of R$777 in the Company balance and R$205,285 in the consolidated balance were transferred from cash of investing activities to cash of operating activities. 2.3. Basis of measurement The individual and consolidated financial statements were prepared based on the historical cost, except for actuarial liability of the remaining single-life post-employment benefits and indemnity to executives program, which was determined under the Projected Unit Credit Method, and the following items which were recognized in the statements of financial position at fair value: • • • • 2.4. Derivative financial instruments (Note 6); Cash and Cash equivalents (Note 7); Securities at fair value through profit or loss (Note 8); and Available-for-sale financial instruments (Note 8). Functional and Reporting currency The activities of SulAmérica are carried out in an environment that adopts the Real (R$) as functional and reporting currency, and, accordingly, the accompanying individual and consolidated financial statements are expressed in this same currency. 3. Significant accounting policies The accounting practices described below have been applied consistently in all periods presented in the financial statements. 3.1. Summary accounting practices 3.1.1. Profit or loss Profit or loss is determined on accrual basis of accounting and considers the following: • Insurance premiums are recognized over the risk coverage of the underlying policies. Insurance premiums related to insured risks, which policies are not yet written, are recognized based on actuarial estimates; • The contributions to private pension plans and the premiums of life insurance with survivorship coverage (VGBL) are recognized when effectively received. The participant’s rights of such plans are reflected by the recognition of technical reserves as contra-entry to profit or loss for the year; 12 (A free translation from the original in Portuguese into English) • Commissions from insurance, insurance agency services, costs directly related to soliciting insurance contracts (INSS on brokerage commission, risk inspection, sales performance bonus, third-party costs and personnel expenses), recorded as deferred acquisition costs, amortized based on the insurance contract period (12 months for the most part), except the agency services related to group health insurance and private pension, which are amortized over the average period the policyholders remain in the portfolio (maximum of 120 months for health and 40 months for private pension). The commissions related to insured risks, which policies are not yet written, are estimated based on actuarial notes; and • Claims comprising estimated indemnities and expenses to be incurred with claim adjustment, regarding those that may be individually directly allocated (Allocated Loss Adjustment Expenses - ALAE), as well as the other related expenses but which mat not be directly allocated (Unallocated Loss Adjustment Expenses - ULAE). 3.1.2. Statement of financial position • Receivables and payables falling due after 12 months are recorded in non-current assets and liabilities, respectively, except marketable securities, which are classified according to the expectation of realization; • Transactions in foreign currency are translated into the functional currency at the exchange rate prevailing on the transaction date. Assets or liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate prevailing at the reporting date of financial statements; • Assets and liabilities subject to monetary variation are adjusted based on indexes as provided for by the or agreement or based on our historical experience; and • Deferred tax assets are not adjusted to present value. 3.2. Financial instruments 3.2.1. Measured at fair value through profit or loss Securities Securities acquired for the purpose of being actively and frequently traded are recognized at fair value and classified in current assets. The earnings, gains and losses on these securities are recognized in profit or loss. Specific securities may be classified into this category, even though they are not frequently traded, taking into account the investment strategy and according to the risk management of SulAmérica. Derivatives These are classified in current assets as “Receivables“or current liabilities as “Accounts payable”, being composed of options and futures contracts. 3.2.2. Available-for-sale securities Securities that cannot be classified as “securities at fair value through profit or loss”, “loans and receivables” or “held-to-maturity securities” are classified into “available for sale” and recognized at cost, plus income earned in the year, recorded in profit or loss and adjusted to corresponding fair values. Unrealized gains and losses are reported in a separate equity 13 (A free translation from the original in Portuguese into English) account, net of their related tax effects and, when realized or when there is impairment, are appropriated to profit or loss as a contra entry to a separate equity account. 3.2.3. Held-to-maturity securities Securities for which SulAmérica has the intent and financial condition to maintain in portfolio to maturity are stated at cost, plus income earned through the period, which is recorded in profit or loss. 3.2.4. Loans and receivables Loans and receivables are financial assets represented by premium receivable and other accounts receivable, initially measured at fair value, plus transaction costs. These financial assets are measured at the amortized cost, adjusted for impairment, when applicable. 3.3. Savings bonds Savings bonds, negotiated by SULACAP are regulated by the Superintendence of Private Insurance (SUSEP). In the accompanying financial statements, these bonds are classified into financial instruments, according to CPC 38 and IAS 39. The asset is recognized in “Accounts receivable” in current and is composed of amounts receivable of savings bonds recorded at cost, and adjusted by fixed rates, and categorized as “loans and receivables”. The liability is recorded in “Accounts payable” in current and refers to commitments related to draws and redemptions. The reserve for redemptions is calculated for each active or suspended bond over the expected term until its redemption, as provided for in the general conditions of the bond, or expiration, according to the legal terms. The reserve for draws is calculated to cover the premiums arising from draws already made and those not yet made. In the accompanying consolidated financial statements, the revenues from amounts receivables of bonds, consideration of amounts recorded in assets, and the expenses arising from reserves for redemptions and draws, recorded in liabilities, are compared and offset. The final product of savings bonds operations is recorded in profit or loss for the year, under operating income and expenses, in line item “Savings bonds”, related to the remuneration that SULACAP receives for the management of savings bonds. 3.4. Judicial deposits Gains on and inflation adjustment of judicial deposits are recognized in profit or loss, in line item “Investment income”. 3.5. Intangible assets 3.5.1. Intangible assets with finite and indefinite useful life Intangible assets are initially recorded at cost of acquisition or amount determined by means of technical evaluation. SulAmérica has intangible assets with finite and indefinite useful life. Intangible assets with finite useful life are amortized throughout their economic useful lives and evaluated in relation to impairment loss whenever there is indication of loss of economic value of the asset. SulAmérica adopts the straight-line method in the amortization of its assets with finite useful life. The amortization period and method for these intangible assets are reviewed at least at the end of each year. Changes in the estimated useful life or expected consumption of future economic benefits of these assets are recorded by means of 14 (A free translation from the original in Portuguese into English) changes in the amortization period or method, as the case may be, being treated as changes in accounting estimates. The amortization of intangible assets with finite life is recognized in line item “Administrative expenses”, in profit or loss. The evaluation of intangible assets with indefinite useful life is annually reviewed, and they can be reclassified into finite useful life, prospectively, in case such evaluation leads to this conclusion. Intangible assets with indefinite useful life are not amortized, but are annually tested for impairment loss, as described in Note 3.8. Gains and losses resulting from the derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the residual carrying value of the asset, net of impairment, being recognized in equity interests and other income, in the moment the asset is derecognized. 3.5.2. Goodwill in acquisitions of subsidiaries Goodwill represents the consideration paid in excess of the net fair value of the assets acquired on the respective acquisition date, based on the expected generation of future profit. Goodwill is recorded in investment, in the Company statements, and in intangible assets, in the consolidated financial statements, and in case of upstream mergers. Goodwill does not have finite useful life, and, therefore, is not amortized and has its recoverable value annually tested or whenever there are indications of possible impairment, as described in Note 3.8. In the case of sale of subsidiary or associate that gives rise to goodwill in its acquisition, such goodwill is considered in the determination of the transaction gains and losses. See Note 14. 3.6. Loans and financing These comprise debentures and one credit transaction (Bank Credit Note - CCB), initially recognized at their contractual amounts, deducted of the respective transaction costs, and adjusted according to the agreed-upon interest rates. 3.7. Ownership interests Ownership interests are initially recognized in investments at fair value, adjusted for impairment, with take into account the following: • In the individual financial statements, the ownership interests in subsidiaries and associates, and in the consolidated financial statements, the ownership interests in associates are measured under equity; • The goodwill arising from acquisition, which economic rationale is the expected future profitability, is classified into intangible assets in the consolidated financial statements and in investments in individual financial statements; and • Goodwill or discount arising from acquisition of the shares of subsidiary of noncontrolling interests (capital transaction) is recorded in equity. 3.8. Impairment 3.8.1. Financial assets (including receivables) Financial assets not measured at fair value through profit or loss have their recoverable value evaluated whenever there are indications of loss. On the other hand, financial assets measured at fair value are impaired after the initial recognition of the asset in case it shows a negative effect on the projected future cash flows. 15 (A free translation from the original in Portuguese into English) 3.8.2. Non-financial assets Non-financial asset impairment is recorded when the residual carrying amount exceeds the recoverable amount, which is the higher between the estimated costs to sell and the value in use, determined by the present value of estimated future cash flows as a result of the use of the asset or the cash-generating unit. The recoverability of assets is reviewed at least annually. The impairment losses of intangible assets with finite and indefinite useful lives, when applicable, are recorded in the line item “Equity interests”, in profit or loss for the year. There is no asset as of the reporting dates of the accompanying financial statements with impairment losses and no record of losses in profit or loss for the years 2015 and 2014. 3.9. Current and deferred income and social contribution taxes The accrued liabilities for current and deferred income and social contribution taxes are recognized at the effective rates at the reporting date of financial statements. The recognition of deferred income and social contribution tax in assets is made based on the Management’s expectation about the realization of future taxable profit and certain temporary differences, which expectations are based on estimates prepared and approved for periods of up to eight years. For the purposes of assets and liabilities when there is legally taxes on profit levied 3.10. reporting in the financial statements, the current and deferred tax are offset, respecting the individuality of the entities of SulAmérica, enforceable right to offset the recognized amounts, and are related to by the same tax authority. Technical reserves for insurance contracts Technical reserves are recognized in the operating subsidiaries according to the rules established by the Superintendence of Private Insurance (SUSEP) and National Regulatory Agency for Private Health Insurance and Plans (ANS), as the case may be, and are adjusted in the consolidated financial statements regarding the following aspects: • The amounts related to directly and indirectly allocated loss expenses, respectively known as Allocated Loss and Adjustment Expenses (ALAE) and Unallocated Loss and Adjustment Expenses (ULAE) are recorded in the Outstanding Claims Reserve and in the Incurred But Not Reported (IBNR) Reserve; • Keeping, in the consolidated statements, of the Contribution Deficiency Reserve to cover possible deficiencies in the mortality expectancy; • The writings carried out in advance are not considered written premiums and, accordingly, do not affect the Unearned Premium Reserve; • The other costs directly related to the process of soliciting insurance contracts (INSS on brokerage commission, risk inspection, sales performance bonus, third-party costs and personnel expenses) are deferred on straight-line basis, over the average period of insurance contracts; • The Incurred But Not Reported Reserve for lawsuits is not recorded in the subsidiaries regulated by the ANS, as established by this regulatory body. In the consolidated financial statements, the reserve is recorded according to its own methodology and assumptions; 16 (A free translation from the original in Portuguese into English) • The Unearned Premium or Contribution Reserve is calculated in the subsidiaries regulated by the ANS, as established by the rules. In the consolidated financial statements, the reserve is recalculated and recorded according to the SUSEP’s methodology, aiming at unifying the accounting practice; and • The Liability Adequacy Test in the consolidated financial statements follows the best practices considered by the Management in relation to assumptions and methodology. Any possible inadequacy confirmed by the test is recorded in the Supplementary Coverage Reserve. 3.10.1. Unearned Premium Reserve For contracts that provide risk coverage for private pension and health insurance, property and casualty insurance, and life insurance and private pension, the unearned premium reserve is stated using the pro rata die method, based on premiums or contributions, multiplied by the contract period to be elapsed and divided by the total risk coverage period. 3.10.2. Unearned Premium Reserve Related to Risks in Force Associated with Policy / Invoice Not Written For the contracts providing risk coverage for private pension, property and casualty insurance, and life insurance and private pension, the unearned premium reserve is recognized for determining the portion of premiums not yet earned, related to policies not yet written, but which risks are already insured. For property and casualty insurance contracts, it is calculated using the expected late payment factor, determined every six months, based on the historical weighted average between the unearned premium reserve related to risks written after the inception of the period and the recorded unearned premium reserve. For some life insurance and private pension lines, which individual risks are insured until the following month, the late payment factor is applied and calculated based on the monthly written premium and not on the recorded unearned premium reserve. 3.10.3. Outstanding Claims Reserve Administrative proceedings The outstanding claims reserve is recognized to cover amounts payable for claims already reported until the reporting date of the financial statements comprising the following: • For the property and casualty and life insurance and private pension segments, outstanding claims reserve is calculated using the reported claims until the reporting date, plus the Allocated Loss Adjustment Expense (ALAE). After the outstanding claims reserve is calculated on individual bases, by reported claim, an additional amount is recorded based on the total claim estimate, a methodology known as the IBNP. After determined, the adjustment amount is classified proportionally, a portion as outstanding claims reserve and another as Incurred But Not Reported (IBNR) Reserve, as described in Note 3.10.5; • For the health segment, the Outstanding Claims Reserve is recognized at the amount of the service providers bills and requested reimbursements, plus the ALAE, calculated based on the reported claims, and; • The expenses related to claim adjustment management that are not individually allocated (ULAE). 17 (A free translation from the original in Portuguese into English) Lawsuits The outstanding claims reserve related to lawsuits are estimated and recorded based on the opinion of the internal legal department, independent legal counsel and management, considering the respective loss estimate. In the case of lawsuits considered similar, recurring and related to business, the outstanding claims reserve takes into account factors calculated by likelihood of loss, based on the ratio of amounts spent in settled lawsuits over recent months to their corresponding history of risk exposure estimates. For lawsuits with singular and relevant characteristics, the outstanding claims reserve for lawsuits corresponds to 110% of the loss estimate for cases with probable likelihood of loss. In all cases, the reserves are periodically revaluated according to their progress and adjusted by the Brazilian Extended Consumer Price Index (IPCA) and interest of 9.36% per year based on the history of interest payment observed. The reserves and the attorney fee awards in civil lawsuits related to contractual claim indemnities are recorded under the line item “Technical Reserves – Insurance” in current and non-current liabilities. The corresponding judicial deposits are recorded in line item “Judicial Deposits”, in non-current assets, and may be monetarily adjusted by the Referential Rate (TR) or SELIC (base rate), and interest of 6% per year, according to the prevailing legislation. 3.10.4. Incurred but not reported reserve (IBNR) Administrative proceedings The incurred but not reported reserve is recognized to cover claims incurred but yet not reported until the reporting date of financial statements and considers: • For insurance relating to the property and casualty insurance and life insurance and private pension lines, the IBNR reserve is recognized based on the final estimate of claims incurred but not yet reported. IBNR reserve is calculated based on statistical and actuarial methods, known as run-off triangles, that consider the history of monthly and/or quarterly figures of claim reports to make a future projection per period of incurrence. Such history is traced based on the number of claims as well as on involved amount of claims, depending on the characteristics of contract lines, and always seeking the most adjustable methodology. Depending on the insurance line, the observed history period ranges from 60 to 140 months. Besides the calculated amount, an additional amount is recorded related to the estimate for development of claims after reporting based on the methodology known as IBNP, which considers the total claim estimate obtained by statistical and actuarial methods similar to the IBNR; and • For the health insurance line, the incurred but not reported reserve (IBNR) is calculated based on the Incurred But Not Paid (IBNP) subtracted from outstanding claims reserve. In order to determine the IBNP, the final estimate of incurred but not yet paid claims is calculated based on monthly run-off triangles, which consider the historical development of claims paid over the past 36 months, plus the allocated loss adjustment expenses (ALAE), in order to make a future projection per period of incurrence. The unallocated loss adjustment expenses (ULAE) of incurred but not reported (IBNR) are calculated for all lines of insurance and private pension subsidiaries. 18 (A free translation from the original in Portuguese into English) Lawsuits The incurred but not reported (IBNR) reserve related to lawsuits is set up to cover claims incurred but still without summons that, based on past experience, give rise to financial disbursement at the judicial level. The reserve is unrelated to the fact that these claims have been denied on technical basis by such subsidiaries, or have not been reported yet because the insured or third-party decided to directly file a lawsuit without requesting an indemnity to the Company first. For the lines of property and casualty insurance, and life insurance and private pension, the IBNR reserve for lawsuits is calculated based on the method known as run-off triangles, considering the six-month period development of summons of legal claims to make a future projection for each period of incurrence. Such development is made by quantity of claims, being subsequently multiplied by the average claim value. For the health line, the calculation methodology is based on the quantity of denials observed as of the calculation base date, percentage of return of cases that have been administratively denied, and the recorded average value of legal claims. 3.10.5. Mathematical Reserve for Benefits to be Granted The mathematical reserve for benefits to be granted is related to private pension of life insurance with survivorship coverage and individual life insurance contracts and comprises the commitments taken with participants/policyholders while the event that generates the benefit does not occur. The mathematical reserve for benefits to be granted is calculated based on the financial movements of each participant. Allocation to current and non-current liabilities is based on the projected cash flow of benefits payable for the next years, which considers actuarial assumptions, such as mortality table, cancellation rates, and retirement age. 3.10.6. Mathematical Reserve for Benefits Granted The mathematical reserve for benefits granted is related to private pension, life insurance with survivorship coverage, and health insurance, corresponding to the amount of benefits which generating event has occurred and been reported. The mathematical reserve for benefits granted related to private pension and life insurance with survivorship coverage is calculated based on the expected future benefits discounted at the interest rates of contracts to the reporting date of the financial statements, and estimated based on contracted guarantees of mortality table. The mathematical reserve for benefits granted for health insurance lines is recorded to the guarantee existing in some contracts of the benefits of premium redemption, granted to the beneficiary’s dependents over the term set in each policy (maximum of 5 years) in view of the death of the policyholder. The reserve is calculated based on the estimated future claims of beneficiaries discounted taking into account the life expectancy of beneficiaries and interests at 6% per year. 3.10.7. Contribution Deficiency Reserve For private pension contracts, this reserve is aimed at covering possible deficiencies in the mortality expectancy of the mathematical reserve for benefits to be granted and mathematical reserve for benefits granted. Such deficiencies are determined through calculations that take into consideration the projection of inflows of contribution and outflows of benefits. In order to prepare the projections, assumptions are considered, the most important of which are the mortality of participants, calculated based on the BR-EMS mortality table and the expected time the participant remains in the portfolio. The reserve is 19 (A free translation from the original in Portuguese into English) set up when the balance of reserves is insufficient to meet the value of projected inflow and outflow of funds discounted to present value by the contractual rate of each policy, at the calculation date. 3.11. Liability Adequacy Test (LAT) The CPC 11/IFRS 4 standard requires insurance companies and health maintenance organizations that issue contracts, classified into insurance contracts analyze the adequacy of liabilities recorded at each disclosure date of financial statements through a minimum adequacy test. This test shall be carried out based on current realistic actuarial assumptions about the future cash flows. These current estimates for cash flows consider all risks assumed through the base date of the test, gross of reinsurance. The maintenance expenses directly related to the operation are taken into account in the assumptions. The monthly result of the realistic cash flow is brought to present value. The LAT result is determined by the difference between the amount of the current estimates for cash flows and the carrying balance of the technical reserve as of the reporting date, less the deferred acquisition costs and the intangible assets directly related to technical reserves. When applicable, the deficiencies found in the LAT are recorded in the Supplementary Coverage Reserve (PCC), with contra-entry in profit or loss. LAT calculation result For contracts of private pension and life insurance with survivorship coverage (VGBL), the LAT result is determined by the difference between the current cash flow estimates and the recorded balance of the mathematical reserve for benefits granted, mathematical reserve for benefits to be granted, reserve for related expenses, and contribution deficiency reserve. The survivorship estimate used is the BR-EMS mortality table, and for the estimates of the conversion into single-life annuity, cancellation and redemption, the realistic assumptions are used. The cash flows are discounted by the internal rate of return of related assets. The LAT result shows a sufficiency of reserves, accordingly, there is no need of recognizing an additional amount. For some life insurance contracts that have a representative for the respective insured members and without re-adjustment of premiums per age range, the cash flows of claims and future expenses deducted from the corresponding future premiums were discounted to present value using the risk-free Term Structure of Estimated Interest Rates. The calculation results in the recognition of a Supplementary Coverage Reserve for prior periods, and this need still exists, the balance of the Supplementary Coverage Reserve as of December 31, 2015 amounting to R$47,105 (R$48,000 in 2014). For individual life insurance contracts, the cash flows of claims and future expenses are discounted to present value using the risk-free Term Structure of Estimated Interest Rates. The future premiums are not deducted from the flow once this portfolio is redeemed. The calculation results in the recognition of the Supplementary Coverage Reserve, in prior periods, and this need still exists, the balance of the Supplementary Coverage Reserve as of December 31, 2015 amounting to R$4,839 (R$6,633 in 2014). For the other insurance operations, the LAT is also performed and indicated the adequacy of reserves, and, accordingly, there was no need for recognizing an additional amount. 20 (A free translation from the original in Portuguese into English) 3.12. Accrued liabilities for lawsuits The Company and its subsidiaries recognize provisions to cover future expenditures arising from civil lawsuits, labor claims and tax proceedings. The amounts are recognized based on the individual analysis of the estimated loss and the risk level classification (probable, possible or remote), carried out by the internal legal department, independent legal counsel and the management of the Company and its subsidiaries. 3.12.1. Civil and labor In the case of civil lawsuits, which claims are considered similar and usual, that is, lawsuits which plaintiff is a client of the Company or of its subsidiaries, and which claim is recurring and related to the business, in addition to the estimated amount and risk level classification, the accrued amounts are recognized based on the application of statistical percentages calculated based on the analysis of amounts spent with lawsuits settled over the past 60 months, and their corresponding history of risk exposure estimates. The calculation also takes into account the nature of lawsuits, the respective loss estimate, the financial expenditure and the related insurance line, when applicable. The rules for making the above accruals also apply to labor claims, whose plaintiff is a former employee or former service provider of SulAmérica. In all cases, the accruals are periodically revaluated according to the lawsuit progresses and monthly adjusted by the IPCA, in the case of civil lawsuits, or by the TR, in the case of labor claims, both with the levy of interests at 9.36% per year. The provisions for lawsuits and attorney fee awards in civil lawsuits not related to contractual claim indemnity, and labor claims, are recorded under the line item “Provisions for Lawsuits” in current and noncurrent liabilities. The corresponding judicial deposits are recorded as “Judicial Deposits” in non-current assets, in its own line item, and are monetarily adjusted by the TR and interest of 6% per year, regarding the civil and labor judicial deposits, and by the country’s base rate (SELIC) regarding the private pension judicial deposits, according to the prevailing legislation. 3.12.2. Tax Accrued liabilities for lawsuits related to tax, contribution and other tax liabilities, which are being challenged in court, are periodically reviewed and monthly adjusted by the SELIC, pursuant to the prevailing legislation, and are recorded based on the opinion of the independent legal counsel and Management regarding the probable outcome of lawsuits. The accrued liabilities are recorded when Management considers that it is probable that an outflow of funds will occur until the settlement of the lawsuits and such amount may be reasonably estimated. The amounts referring to challenges related to the illegality or unconstitutionality of taxes, contributions and other tax liabilities are accrued notwithstanding the evaluation regarding the likelihood of success, and, accordingly, the amounts are fully recognized in the financial statements, under “Accounts Payable”. The amounts related to other existing obligations in relation to which the outflow of funds is probable, are recorded in “Provisions for Tax Obligations”, in non-current liabilities. The corresponding judicial deposits are recorded under own line item, in non-current assets, and are adjusted by the SELIC, pursuant to the prevailing legislation. 3.13. Post-employment benefits Benefits comprise the Defined Contribution Plan, through the PGBL Pension Plan, the Single Life Annuity, and the Indemnity to Executives Program, Health and Life Insurance. 21 (A free translation from the original in Portuguese into English) PGBL costs are recognized in statement of profit or loss at the amount of contributions made. The commitments with single-life annuity and indemnity to executives program, health and life insurance are provisioned on accrual basis, based on actuarial calculations, according to the Projected Unit Credit Method and other actuarial assumptions. 3.14. Stock Option Plan The Company adopts a stock option plan in which the respective fair values are calculated upon grant, and according to the approved methodology. The accounting record is made on the grant date, in the heading “Administrative Expenses”, with the corresponding increase in Equity, in the heading “Capital Reserves”, during the period the beneficiaries become vested in the units (see note 21.2). 3.15. Dividends Dividends are recognized in financial statements upon their effective distribution or when their distribution is approved by shareholders, whichever occurs first. When the Board of Directors approves the annual financial statements, it submits to the Shareholders’ Meeting its proposal for distribution of profit for the year. The amount of dividends proposed by the Board of Directors is recorded in the accounts under equity and only a portion corresponding to mandatory dividends is recognized in liabilities in the annual financial statements. 3.16. Earnings per share Earnings per share are calculated based on net income for the year attributable to shareholders and takes into consideration the weighted average of the shares outstanding over the year and the methodologies for calculation named “basic” and “diluted”. The calculation of the weighted average of common and preferred shares takes the following into consideration: • The calculation based on the daily average; • The weighted average of common and preferred shares, deducted from the number of total shares held in treasury; and • The amounts of grants and cancellations issued in connection with the stock incentives of the Company, during the year, in the adjustment to the weighted average. 3.17. Operating segments The presentation per business segments (Note 23) takes into consideration the structure used by the Management for analyzing the profit or loss in order to make decisions, creating and presenting segments in internal reports with characteristics, risks and returns similar to each other, and the relevance of this information. The business segments recognized by the Management are as follows: Health The segment is formed by administrative services only of health and dental insurance plans, which are divided into “group” and “individual”. The group one comprises the health insurance and plan, and also the dental plan. It is a segment targeted at small, medium and large-sized companies. The available products have differentiated conditions in order to meet the profile of each company. The individual one is targeted at individuals and has standard characteristics. 22 (A free translation from the original in Portuguese into English) Property and casualty The “Property and Casualty” segment is formed by automobile, massified and mortgage insurance. Until the end of the year, it included a large risks portfolio and the market policy of Caixa Econômica Federal, but these portfolios were disposed, according to Notes 1.1 and 1.2. The main insurance of this segment is the automobile one, which ensures to the policyholder indemnity for loss incurred arising from the events covered by the policy. The several types of indemnity, services and benefits vary according to the policyholder profile and contract terms. On December 28, 2015, SulAmérica carried out the disposal of the large risks portfolio and started to only operate, in the property and casualty line, in the automobile, massified and mortgage segments. See Note 1.1. Life and private pension The life and private pension segment is formed by life insurance and private pension. Life insurance is composed of individual and group life lines, and individual and group accidents lines. The total coverage and premiums paid vary according to the profile and objective of each individual or group of policyholders. Private pension is a product in which the client chooses a profile with which it has identification (moderate, aggressive and conservative) and makes contribution payments, based on the amount she/he wishes to have at retirement. Benefit payment types are negotiated upon retirement. Savings bonds The savings bonds segment is composed of fund accumulation products and is not treated as insurance products in the accompanying financial statements, according to Note 3.3. These products are recognized according to the following types: incentive, traditional and popular. • Traditional: These comprise savings bonds that provide bondholders with accumulation in which they are immediately entitled to participate in periodical draws and redemption. • Incentive: These are those in which sale is made in connection with a promotional event in which the underwriter acquires the bonds and fully or partially cedes the right to draw. • Popular: These are represented by savings bonds which are mainly aimed at entitling bondholders the participation in draws. The sale of this type is temporarily suspended by SulAmérica. Management and administration of assets and other Profit or loss from investment operations, performed by the subsidiaries SAMI and SAGA, and the expenses and income allocated to the corporate supporting units. 23 (A free translation from the original in Portuguese into English) 3.18. Statements of value added The statements of value added were prepared in accordance with CPC 09 – Statement of Value Added, and are an integral part of these consolidated financial statements (which under the IFRS represent supplementary information) and individual financial statements (which under the BR GAAP are mandatory to publicly-held companies). 3.19. Classification of contracts SulAmérica analyzes its contracts through a structured process, trying to identify the essence of each transaction and component existing in these contracts, which rules require differentiated accounting treatment to the contract in some cases, such as the embedded derivatives, the components of deposit and discretionary interest, provided for in the CPC 11/IFRS4 standard, so that the appropriate accounting record or each contract and components is made. Insurance contracts are those in which the insurer accepts a significant insurance risk from the policyholder, agreeing to provide the beneficiary a compensation in case of an uncertain, specific and adverse future event. Reinsurance contracts are also included in this context. These contracts are recorded according to the CPC 11/IFRS 4 standard in the accompanying financial statements. The financial instruments do not transfer significant insurance risk and are recorded according to the CPC 38/IAS 39 standard, which is the case of savings bonds products. The assets acquired as capital lease are being recorded in assets, being normally depreciated according to the useful life of each asset. Regarding the contracts classified as operating lease, SulAmérica monthly records the contract installments in profit or loss, being treated as rent, as set out by the CPC 06/IAS17 standard. 3.20. Estimates The preparation of the individual and consolidated financial statements in accordance with the IFRS and the CPCs requires the Management to make judgments, estimates and assumptions that affect the application of accounting practices and the recording of assets, liabilities, income and expenses, as well as the disclosure of information on the financial statements data. Actual results may differ from the estimates. The main estimates related to the financial statements refer to the recording of liabilities related to claims, the period for deferring certain acquisition costs, the likelihoods of favorable outcomes in lawsuits, and the probable amount of disbursement reflected in accrued liabilities for lawsuits, the calculation of the fair value of financial instruments and other balances subject to this valuation. Estimates and assumptions are reviewed on an ongoing basis, and the possible effects are recognized in profit or loss for the year in which the reviews are made. Additional information on estimates is in the following notes: • Fair value of cash equivalents (Note 7); • Fair value of marketable securities at fair value through profit or loss and available for sale securities (Notes 6 and 8); • Tax credits and debits (Note 10); • Deferred acquisition costs (Note 12); • Outstanding claims reserve and IBNR (Note 19); • Tax obligations (Note 20.2.1); and • Provisions for tax obligations (Note 20.2.2). 24 (A free translation from the original in Portuguese into English) 3.21. Issued and revised standards 3.21.1. International Standards (IFRS) and the Accounting Pronouncements Committee (CPC) Application of new and revised standards that did not produce effect or material effect on the financial statements The new and revised standards which application began as of January 1, 2015 are shown as follows. The application of these standards did not have material impact on the disclosed amounts in the current or previous periods. • • • Modifications to the IAS 19 (CPC 33) – Employee benefits; Modifications to the IFRS – 2010-2012 Annual improvements cycle; and Modifications to the IFRS – 2011-2013 Annual improvements cycle. New and revised standards and interpretations already issued but not effective yet as of December 31, 2015 SulAmérica has not adopted the new or revised IFRS below, already issued and not yet effective: IFRS 9 – Financial Instruments – Effect beginning on January 1, 2018; IFRS 16 - Leases – Effect beginning on January 1, 2019; Modifications to IAS 27 – Option of using the equity method in the separate financial statements – Effect beginning on January 1, 2016; • Modifications to the IFRS – 2012 – 2014 Annual improvements cycle – Effect beginning on January 1, 2016; and • Modifications to IAS 1 – Clarifications about the process of judging financial statements disclosures – Effect beginning on January 1, 2016. • • • CPC has not yet issued equivalent pronouncements on some of the above-mentioned IFRS, with effective dates in 2018 and 2019, but there is expectation that it does it before the mandatory effective date. The early adoption of the IFRS is conditioned to the prior approval by means of regulatory act by the CFC. SulAmérica has not early adopted such changes in its financial statements as of December 31, 2015. None of these standards is expected to produce a material effect on the financial statements, except for IFRS 9, which may modify the classification and measurement of financial assets. 3.21.2. Agência Nacional de Saúde Suplementar (ANS) • Normative Resolution 390: This standard was issued by ANS on December 2, 2015, with effect beginning on January 1, 2016, and decide about chart of accounts and disclosure in general. SulAmérica considered the norm and found that the material impact is the compulsory disclosure for companies regulated by ANS, three new notes: results by segment, tax by accrual of tax debt (IN 20) and goodwill on acquisition portfolios. SulAmérica is adapting its process to generate the notes and will meet the regulatory requirements within required. 25 (A free translation from the original in Portuguese into English) 4. Consolidation 4.1. Non-controlling interests In accordance with IAS 27 and ICPC 09, acquisition of non-controlling interest is recorded as an equity transaction and the goodwill or discount arising from such acquisition is accounted for in equity. The gains or losses arising from changes in non-controlling interests are also recognized in equity. 4.2. Subsidiaries The financial statements of subsidiaries are included in the consolidated financial statements from the acquisition date of controlling interests or upon authorization from the relevant regulatory authority, if applicable, and until the date control ceases. 4.3. Practices adopted in consolidation (a) Elimination of intercompany balances between the Company and its subsidiaries, included in the consolidated financial statements, as well as of the accounts maintained between subsidiaries; (b) Elimination of the Company’s investments in subsidiaries, included in the consolidated financial statements; and (c) Some subsidiaries prepare their financial statements in accordance with the practices established by the authorities that regulate their activities (SUSEP, ANS and the Brazilian Central Bank - BACEN). Some of these practices are adjusted for consolidation purposes, in order to eliminate the effect arising from the adoption of practices that are not uniform between the consolidated companies and correction of some practices set out by the regulating authorities and considered by the management non-compliant with the IFRS. 4.4. Consolidated companies The consolidated financial statements include information on the Company, its subsidiaries, listed below: Company Sul América Companhia Nacional de Seguros - (SALIC) Saepar Serviços e Participações S.A. - (SAEPAR) Sul América Saúde Companhia de Seguros - (SULASAÚDE ) Sul América Seguros de Pessoas e Previdência S.A. - (SULASEG) Sul América Companhia de Seguro Saúde - (CIA. SAÚDE) Sul América Companhia de Seguros Gerais - (SASG) (Note 1.1) Sul América Investimentos Distribuidora de Títulos e Valores Mobiliários S.A. - (SAMI) (I) Sul América Investimentos Gestora de Recursos S.A. (SAGA) (I) Cival Reinsurance Company Ltd. Sul América Santa Cruz Participações S.A. - (SANTA CRUZ) Sul América Serviços de Saúde S.A. - (SULAMED) Sul América Odontológico S.A. - (SULODONTO) Sul América Capitalização S.A. - SULACAP - (SULACAP) Ownership interest (%) in total capital 2015 Direct Indirect 24.72 75.28 100.00 100.00 100.00 29.53 70.47 0.00 Ownership interest (%) in total capital 2014 Direct Indirect 24.84 75.16 100.00 100.00 100.00 29.53 70.47 100.00 Main activities P&C Holding Health Insurance Insurance Health Insurance P&C Headquarters Rio de Janeiro Rio de Janeiro Rio de Janeiro Rio de Janeiro Rio de Janeiro Rio de Janeiro Asset Management São Paulo - 100.00 - 100.00 Asset Management Reinsurance (inactive) Holding Health Maintenance Organization (HMO) Dental Insurance Saving Bonds São Paulo Ilhas Cayman Rio de Janeiro - 100.00 100.00 100.00 - 100.00 100.00 São Paulo - 100.00 - 100.00 São Paulo Rio de Janeiro - 100.00 94.39 - 100.00 94.39 26 (A free translation from the original in Portuguese into English) (I) Sul América Investimentos Gestora de Recursos S.A. (SAGA) On January 5, 2015, the subsidiaries SAMI and CIA SAÚDE formed a corporation named Sul América Investimentos Gestora de Recursos S.A. (SAGA), with capital amounting to R$1, comprising 1,000 registered common shares, with no par value, of which 90% is held by SAMI and 10% by CIA SAÚDE. SAGA is engaged in the administration and management of investment funds and securities portfolios, organized in Brazil or abroad, being able to hold interests in other companies. On March 24, 2015, the increase in the capital of SAGA was approved in the amount of R$50 with the issue of 50,000 new registered common shares, with no par value, of which 45,000 common shares were subscribed and paid-up by SAMI and 5,000 common shares were subscribed and paid-up by CIA SAÚDE. Additionally, on April 22, 2015, a new increase in the capital of SAGA was approved in the amount of R$248 with issue of 248,000 new registered common shares, with no par value, of which 223,200 common shares were subscribed and paid-up by SAMI and 24,800 common shares were subscribed and paid-up by CIA SAÚDE. On April 30, 2015, another increase in the capital of SAGA was approved in the amount of R$709 with issue of 708,996 new registered common shares, with no par value, of which 638,096 were common shares subscribed and paid-up by SAMI with assets, and 70,900 common shares were subscribed and paid-up by CIA SAÚDE on May 8, 2015. Finally, on May 15, 2015, a capital increase was approved in the amount of R$700 with issue of 700,000 new registered common shares, with no par value, of which 630,000 were common shares subscribed and paid-up by SAMI and 70,000 were common shares subscribed and paid-up by CIA SAÚDE. 27 (A free translation from the original in Portuguese into English) 4.5. Exclusive investment funds The financial statements of investments funds in which the Company and its subsidiaries are the sole unitholders are consolidated from the date when control is obtained until such control ceases. The following table shows the investment funds in which the subsidiaries are the sole unitholders and were thus included in the consolidated financial statements: Unitholders Salic Salic Santa Cruz Santa Cruz Santa Cruz (*) Sasa Sulacap Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Sulaseg Grupo SASA (**) (a) Exclusive funds Sul América Cambial Fundo de Investimento Sicredi - Fundo de Investimento Sulamérica Crédito Privado Referenciado DI Sasa Fundo de Investimento em Cotas de FI Multimercado Participações Cash Fundo de Investimento Renda Fixa Fundo de Investimento Sasa Equities Multimercado com Investimento no exterior Sul América Badejoii Fundo de Investimento Multimercado Sulacap Masterii FI Renda Fixa Sul América Especial Fundo de Investimento Renda Fixa Titanium Sas Fundo de Investimento Multimercado Sul América Sap Grupal Fundo de Investimento Multimercado Sulamerica Mix 49 Fundo de Investimento Multimercado Sulamerica Mix 30 Fundo de Investimento Multimercado Sulamerica Mix 15 Fundo de Investimento Multimercado Sul América Sap Concedidos Fundo de Investimento Renda Fixa Sulamerica Mix 15 IV Fundo de Investimento Multimercado Sulamerica Fix 100 V Fundo de Investimento Renda Fixa Sulamerica Fix 100 Fundo de Investimento Renda Fixa Sulaprevi Concedidos Fundo de Investimento Renda Fixa Sas Fundo de Investimento Renda Fixa Sulamerica Mix 20 Fundo de Investimento Multimercado Sulamerica Fix 100 IV Fundo de Investimento Renda Fixa Sulamerica Mix 30 IV Fundo de Investimento Multimercado Sulamerica Mix 40 Fundo de Investimento Multimercado Sulamerica Mix 49 I Fundo de Investimento Multimercado Sulamerica Fix 100 II Fundo de Investimento Renda Fixa Sulamerica Fix 100 VI Fundo de Investimento Renda Fixa Sulaprevi Individual Fundo de Investimento Renda Fixa Sul América Empresas Auto Fundo de Investimento Renda Fixa Sulamerica Proteção Fundo de Investimento Renda Fixa Sulamérica Multicarteira Prev Fundo de Investimento Multimercado Sulamérica Albatroz Fundo de Investimento Multimercado Sul América Lfa Prev Ficfi Multimercado Sulamérica Ti Prev Fundo de Investimento Em Cotas de Fundos de Investimento Multimercado Sul América Prestige Prev Fundo De Investimento Renda Fixa Sulamérica Ti 35 Prev Ficfi Multimercado Nbf Sul América F11 Prev Ficfi Multimercado Ra Ficfi Multimercado Sul América Effectus Prev Fi Multimercado Sulamérica Prestige Total Prev Fundo de Investimento Multimercado Sulamérica Equipe Prev FI Multimercado Sulamérica Nest Prev Fundo de Investimento Multimercado Geração Futuro Programado 49 Previdência Ficfi Multimercado Sul América Future Fundo de Investimento Multimercado Sulamérica Hematita Fundo de Investimento Multimercado Sulamérica Prestige Inflatie Ficifi Sulamérica Sage Prev Fundo de Investimento Multimercado Dlm Sul Prev Fim Sulamérica Mix 15 III Ficfi Multimercado Sulamérica Mix 30 III Ficfi Multimercado Sulamérica Mix 49 III Ficfi Multimercado Sulamérica Mix 49 IV Ficfi Multimercado Sulamérica Fix 100 III Ficifi Renda Fixa Sulamérica Multicarteira Prev I Ficfi Multimercado Sulamérica Prestige Inflatie I Ficifi Renda Fixa Lacan Sdb Prev Fim Sulamérica Mix 49 VII Ficfi Multimercado Sulamérica Fix 100 VII Ficifi Renda Fixa Sulamérica Mix 15 VII Ficfi Multimercado Sulamérica Mix 30 VII Ficfi Multimercado Taler Sulamérica Prev FI Renda Fixa Crédito Privado Sulamérica Prestige Strategie Ficifi Renda Fixa Crédito Privado Magliano Sulamérica Prev Fundo De Investimento Renda Fixa Sulamérica Mix 30 V Ficfi Multimercado Sulamérica Mix 15 V Ficfi Multimercado Sulamérica Multicarteira Prev Ii Ficfi Multimercado Sulamérica Voo Livre Prev Fundo De Investimento Multimercado Sulamérica Shell Prev 49 Fundo De Investimento Multimercado Sulamérica Shell Prev Fundo De Investimento Renda Fixa Sulamérica Trust Ficfi Multimercado Previdenciário Crédito Privado Grupal Cash Fundo De Investimento Renda Fixa CNPJ 10.399.849/0001-33 11.451.972/0001-19 08.637.022/0001-79 09.637.456/0001-31 08.516.201/0001-58 05.508.529/0001-34 03.707.168/0001-20 02.127.428/0001-25 02.474.265/0001-57 02.498.201/0001-96 02.811.681/0001-01 02.811.761/0001-59 02.812.005/0001-44 03.004.427/0001-56 03.077.193/0001-77 03.077.322/0001-27 03.077.330/0001-73 03.181.085/0001-40 03.182.384/0001-07 03.307.621/0001-00 04.056.135/0001-20 04.061.652/0001-97 04.484.351/0001-76 04.616.035/0001-00 04.738.195/0001-22 04.738.201/0001-41 05.508.431/0001-87 05.549.144/0001-15 07.911.460/0001-10 08.702.303/0001-68 09.411.684/0001-99 09.598.788/0001-54 10.383.755/0001-76 10.394.850/0001-75 10.896.023/0001-80 11.306.059/0001-29 11.306.087/0001-46 11.314.728/0001-04 13.255.292/0001-55 13.255.297/0001-88 13.255.303/0001-05 13.255.308/0001-20 13.255.321/0001-89 13.255.324/0001-12 13.768.597/0001-60 13.823.011/0001-13 17.717.438/0001-98 17.797.410/0001-08 17.797.436/0001-56 17.797.519/0001-45 17.797.524/0001-58 17.797.527/0001-91 17.797.561/0001-66 17.797.568/0001-88 18.421.870/0001-08 18.421.893/0001-04 19.040.239/0001-13 19.040.255/0001-06 19.040.404/0001-37 19.358.628/0001-91 19.959.552/0001-50 22.759.959/0001-48 17.797.444/0001-00 17.797.418/0001-74 17.797.565/0001-44 20.889.498/0001-00 20.789.994/0001-84 20.789.951/0001-07 23.216.775/0001-02 08.648.673/0001-64 Label (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (a) (b) (b) (b) (b) (b) (b) (b) (b) (b) (b) Exclusive funds that are included in the consolidated financial statements as of the reporting dates December 31, 2015 and December 31, 2014; and Exclusive funds that are included in the consolidated financial statements only as of the reporting date December 31, 2015 and. (*) As of December 31, 2014, this investment fund was exclusive to SASA; and 28 (A free translation from the original in Portuguese into English) (**) 5. The unitholders of this investment fund are the companies SULASAÚDE, SULASEG, SALIC, CIA SAÚDE, SULAMED, SULODONTO, and SULACAP. Risk management The risk management process (Enterprise Risk Management – ERM) of SulAmérica has the purpose of supporting the attainment of the strategic goals of the organization. This procedure is based on the identification of potential events that may affect the profit or loss expected for the following periods and management of such risks ensuring appropriate capital to support the operations under unexpected scenarios, according to the risk appetite in effect. The methodology developed for the corporate risk management process uses as benchmark the best international practices, including the pronouncements issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) and the procedures defined in Solvency II. This process goes through integrated and continuous stages as follows: • • • • Risk identification: process of identifying and prioritizing risks that may affect the shortterm or long-term results set, Risk quantification: the prioritized risks are quantified by means of specific modeling involving the likelihood of occurrence and their possible impacts, Risk response: according to the results of the quantification process and aligned with the risk appetite in effect, risk-response action plans are devised, and Monitoring and reporting: the information on each risk and respective risk-response action plans are monitored and managed by means of indicators and reports by the corporate risk area, which reports such information to the Risk Committee (CoR), Audit Committee and Board of Directors, according to a pre-established frequency or whenever deemed necessary. Additionally, SulAmérica monthly determines for each of its subsidiaries the sufficiency of the Adjusted Equity in relation to the required regulatory capital. In order to complement this evaluation and according to the best risk management practices, SulAmérica has its own internal models to determine the economic capital for its main business lines and risk type, thus considering its own risk-based capital estimate regardless of the regulatory capital. The Board of Directors is responsible for performing the risk management oversight duties of the organization, approving the risk appetite recommended by the CoR. The process is performed with integration between the three lines of defense of the organization, as described below: First Line of defense • • Risk owners: responsible for providing inputs to the corporate risk area in the ERM stages. Besides monitoring the risks maintaining efficient internal controls, oversee and propose action plans to mitigate them. Business units: areas of the company which have risks inherent in their operations. Second Line of Defense • Risk Committee: responsible for the decisions related to all stages of the ERM process, besides monitoring the risk limits and tolerance, set in the risk appetite in effect. • Corporate risks area: performs the ERM process stages, prioritizes risks, models the impacts on quantification and provides reports for risk management. Recommends these activities to the CoR. • Compliance: responsible for monitoring and reporting the company’s situation in view of the regulatory and internal limits. 29 (A free translation from the original in Portuguese into English) • Information Security Area: responsible for identifying, monitoring and managing action plans related to the risks associated with the flows and exchanges of data containing information which use shall be restricted to the Company/ Third Line of Defense • Audit Committee: has the role of evaluating the ERM process between the lines of defense by checking the fulfillment of the protocols established by the effective policies. • Internal audit of risks: provides evaluations of the effectiveness of the governance and the ERM process, including how the first and second lines of defense achieve the goals of risk management and controls. The ERM process comprises all types of corporate risks to which SulAmérica is subject. SulAmérica developed its own risk dictionary to standardize the risk language throughout the organization with the following categories: strategic risks, underwriting risks, market risks, credit risks, operational risks, and legal risks (including compliance risk). The analyses and information contained in the following sections aim at briefly introducing the management process of each risk category, explaining how each of the categories impact the Company’s businesses and the procedures adopted for controlling and mitigating them. 5.1. Strategic risks These arise from the risk of losses due to failures in the strategies adopted by SulAmérica and include the sustainability risk. Today, SulAmérica relies on specific areas focused on the management of strategic plans, responsible for monitoring the market share and the image of the organization in the market. Besides monitoring variables of impact on the strategies adopted by SulAmérica, the Vice-Presidency of Planning and Marketing is focused on preparing action plans aimed at mitigating potential strategic risks that may affect the expected results related to the initiatives. It is the Sustainability Committee’s duty to coordinate the actions related to the treatment of social and environmental and sustainability risks that in its evaluation may impair the results of the Company in short or long term at a quantity in excess of the limits set in the risk appetite in effect. Present throughout the national territory, SulAmérica diversifies its businesses in relation to risk concentration in a same product or region. In case SulAmérica marketed products of only one business line and region in the country, its results would be totally dependent on the success of the results of such line and region. With a multiline strategy, whether by own or partnered sales, SulAmérica diversifies its revenue and composition of profit or loss creating an environment with lower concentration risk. As of December 31, 2015, SulAmérica recorded a total sales revenue of recurring business of R$15,819,677 (R$14,260,802 in 2014), comprising the following proportions: 30 (A free translation from the original in Portuguese into English) Operating revenue 2015 Revenue % 10,989,007 69.47% 3,775,331 23.86% 412,674 2.61% 509,945 3.22% 51,514 0.33% 37,767 0.24% 43,439 0.27% 15,819,677 100.00% Health Property and casualty Life Private pension Saving bonds ASO Asset management Total Revenue 9,610,220 3,363,065 396,046 527,249 281,918 35,725 46,579 14,260,802 2014 % 67.38% 23.58% 2.78% 3.70% 1.98% 0.25% 0.33% 100.00% The portfolio composition remains practically unchanged, except for the share of Savings Bonds, which reduced in 2015 as the Company suspended the sale of the Popular product. Such revenue does not include Other Operating Income. The following table shows the regional distribution of such revenue: Region Health Southeast South Northeast North Midwest Total 81.01% 1.29% 11.78% 2.96% 2.96% 100.00% Region Health Southeast South Northeast North Midwest Total 81.31% 1.41% 11.29% 3.10% 2.89% 100.00% Property and Casulaty 63.48% 1.45% 10.96% 7.64% 16.47% 100.00% Property and Casulaty 62.68% 1.46% 11.02% 8.18% 16.66% 100.00% Life and private pension 65.34% 2.02% 8.93% 3.67% 20.04% 100.00% Life and private pension 68.28% 1.56% 7.29% 3.23% 19.64% 100.00% Saving Bonds 67.06% 0.36% 5.59% 7.85% 19.14% 100.00% Saving Bonds 62.61% 0.13% 10.43% 5.47% 21.36% 100.00% Consolidated 2015 Other 62.87% 2.11% 14.56% 2.79% 17.67% 100.00% Consolidated 2014 Other 63.61% 1.99% 14.66% 2.74% 17.00% 100.00% The change in the share of each region is not significant year on year. The concentration in the Southeastern region occurs naturally because this is where the Brazilian economic hub is located. 5.2. Underwriting risks Underwriting risks arise from deviations in pricing or recognition of technical reserves. In SulAmérica, such risks may be materialized in different ways, depending on the product. Life and Private Pension Products have their pricing risks and reserve associated with deviations from mortality/life expectancies of participants in view of the observed amounts. In the Savings Bonds products marketed by SulAmérica, the underwriting risk arises from the likelihood of loss associated with the sales of draw series. Additionally to the business lines of Investments, SulAmérica does not consider the underwriting risks involved in the operation. In Health, particularly for the individual segment in which the premium adjustments are authorized by the ANS, the risks arising from pricing may be posed by the premium adjustments authorized by the regulatory body that are insufficient, or that do not reflect the initial plan pricing expectation. 31 (A free translation from the original in Portuguese into English) For the other Health products and business lines, including the property and casualty, SulAmérica has greater flexibility in managing the adjustments of its contracts. Besides the pricing risks mentioned above, there is the risk of inadequacy of the recognized technical reserves, which may be materialized in any of the business lines of SulAmérica. 5.2.1. Pricing risks Nowadays, SulAmérica has specific pricing actuarial models for each of its products, providing accuracy in determining the prices for each customer in view of the estimated contractual commitments and expenses employed in the marketing and management of contracts. In order to promote a set of viability and risk analyses before taking decisions on the investments in products and partnerships, and in periodic follow up of products, SulAmérica has the Procedure for Evaluation and Review of Products (PARP). This process is evaluated taking into account the following aspects: • Price and Underwriting Aiming at the return of the targets set; • Fraud Risk Exposure to fraud and/or money laundering risks; • Marketing Viability of meeting sales estimates, analyses of product scope and competitiveness, distribution channels, and price/acceptance policy; • Compliance Money laundering risks and reputation risks (corruption) – related to illicit activities; • Accounting Implications for the accounting for results and whether the rules on tax calculations are correct; • Financial Evaluation of the product impacts on the following areas: cash generation, unrestricted cash, control over investments, purchase, accounts payable, accounts receivable, collection and treasury; • Legal Evaluation of the legal-regulatory aspects; • Strategic Alignment with the effective and future strategy – including competitive, bidding and strategic positioning aspects – of SulAmérica; • Corporate Risks Impacts on the corporate risk ratings and add evaluation of the risks prioritized by the Company; • Sustainability 32 (A free translation from the original in Portuguese into English) Evaluation regarding the alignment with the Sustainability Policy, Principles for Sustainable Insurance (PSI), Strategic Sustainability Initiative and IFC exclusion list; and • Customer View Evaluation regarding the Customer View. The opinion on these aspects is issued by the following areas of the Company: Actuarial, Internal Audit, Marketing, Compliance, Accounting, Financial, Legal, Strategic Planning, Corporate Risk, Sustainability and Customer View. Additionally, SulAmérica relies on specific actions in each business line for mitigating underwriting risks, and continuous improvement in the selection of the portfolio of its policyholders. Among these actions, the following should be highlighted: • • • • • • • Bonus programs; Specialized service centers for claims; Cost-efficiency processes; Preventative pre-payment audits; Optimization of the service providers network; Saúde ativa programs; and Detailed inspection in policy underwriting. For insurance with higher individual risks and portfolios with lower forecasting capacity or exposed to catastrophes, the Company uses reinsurance contracts, mitigating the risk of big unexpected losses in contracts and transferring such risks to reinsurers, assuming, in the face of it, the credit risks of such partners. The purchase of reinsurance follows a specific policy established by the CoR. One of the ways to measure possible impacts on profit or loss and equity, arising from underwriting risks, is the sensitivity analysis of the variables that may be affected by the product underwriting process, inadequacy of prices or even insufficiency of technical reserves. The following sensitivity analyses aim at simulating the possible impacts of such fluctuations on the profit or loss or equity of health, property and casualty, life and private pension businesses, before and after the purchase of reinsurance. The measurement variables chosen to represent the following possible fluctuation are: loss ratio, administrative expenses and acquisition costs. Consolidated 2015 Assumptions 5% increase in claims 5% increase in administrative expenses 5% increase in acquisition costs 5% decrease in claims 5% decrease in administrative expenses 5% decrease in acquisition costs Gross of reinsurance Income Income after tax & before impact on tax equity Health Net of reinsurance Income Income after tax & before impact on tax equity Gross of reinsurance Income Income after tax & before impact on tax equity Property and casuality Net of reinsurance Income Income after tax & before impact on tax equity Gross of reinsurance Income Income after tax & before impact on tax equity Life and private pension Net of reinsurance Income Income after tax & before impact on tax equity (411,091) (246,654) (411,091) (246,654) (100,081) (60,049) (98,803) (59,282) (8,781) (5,269) (8,214) (4,929) (30,999) (18,599) (30,999) (18,599) (25,890) (15,534) (25,890) (15,534) (3,488) (2,093) (3,488) (2,093) (34,297) (20,578) (34,297) (20,578) (41,628) (24,977) (41,628) (24,977) (6,115) (3,669) (6,115) (3,669) 411,091 246,654 411,091 246,654 100,081 60,049 98,803 59,282 8,781 5,269 8,214 4,929 30,999 18,599 30,999 18,599 25,890 15,534 25,890 15,534 3,488 2,093 3,488 2,093 34,297 20,578 34,297 20,578 41,628 24,977 41,628 24,977 6,115 3,669 6,115 3,669 33 (A free translation from the original in Portuguese into English) Consolidated 2014 Assumptions 5% increase in claims 5% increase in administrative expenses 5% increase in acquisition costs 5% decrease in claims 5% decrease in administrative expenses 5% decrease in acquisition costs Gross of reinsurance Income Income after tax & before impact on tax equity Health Net of reinsurance Income before tax Income after tax & impact on equity Property and casuality Net of reinsurance Gross of reinsurance Income Income after tax & before impact on tax equity Income before tax Income after tax & impact on equity Gross of reinsurance Income Income after tax & before impact on tax equity Life and private pension Net of reinsurance Income Income after tax & before impact on tax equity (362,656) (217,594) (362.656) (217,594) (91,593) (54,956) (90,000) (54,000) (7,849) (4,709) (7,581) (4,548) (26,595) (15,957) (26.595) (15,957) (23,515) (14,109) (23,515) (14,109) (3,094) (1,856) (3,094) (1,856) (29,788) (17,873) (29.788) (17,873) (37,708) (22,625) (37,708) (22,625) (6,403) (3,842) (6,403) (3,842) 362,656 217,594 362.656 217,594 91,593 54,956 90,000 54,000 7,849 4,709 7,581 4,548 26,595 15,957 26.595 15,957 23,515 14,109 23,515 14,109 3,094 1,856 3,094 1,856 29,788 17,873 29.788 17,873 37,708 22,625 37,708 22,625 6,403 3,842 6,403 3,842 The analysis demonstrated above reflects the impacts of reasonable and possible changes in the factors of Health, Property and Casualty, and Life and Private Pension that were presented did not undergo alteration in relation to the previous year, despite the sale of the Large Risks portfolio in December. This occurred as besides the operation has reduced only in the last month of the year, the share of the large risks portfolio in the property and casualty businesses is small as compared to that of auto businesses. Likewise, the profit or loss of private pension operations may be different from SulAmérica’s expectations in case of unexpected fluctuations in significant variable. The following table shows the sensitivity analysis in the Contribution Deficiency Reserve, which aims at covering possible deficiencies in the mortality expectancies regarding the assumptions of redemption, mortality, conversion into income, and cancellation. The sensitivity analyses are based on the Contribution Deficiency Reserve, because the impact on this reserve is more significant, given the fact that it is based on the present value of future cash flow, while the impact on the other variables of the profit or loss for the year would not be substantial, as private pension has long-term characteristic. The possible impacts on administrative expenses are measured in the Reserve for Related Expenses and in profit or loss. Assumptions 5% increase in administrative expenses 5% decrease in administrative expenses 5% increase in redemptions 5% decrease in redemptions 5% increase in mortality 5% decrease in mortality Increase by 5% in the conversion into income Decrease by 5% in the conversion into income 5% increase in rescission 5% decrease in rescission Assumptions 5% increase in administrative expenses 5% decrease in administrative expenses 5% increase in redemptions 5% decrease in redemptions 5% increase in mortality 5% decrease in mortality Increase by 5% in the conversion into income Decrease by 5% in the conversion into income 5% increase in rescission 5% decrease in rescission Income before tax (2,945) 2,945 623 (645) 7,709 (9,786) (2,192) 2,192 227 (238) Consolidated 2015 Income after tax & impact on equity (1,767) 1,767 374 (387) 4,625 (5,872) (1,315) 1,315 136 (143) Income before tax (2,731) 2,731 578 (598) 7,150 (9,077) (2,033) 2,033 210 (221) Consolidated 2014 Income after tax & impact on equity (1,638) 1,638 347 (359) 4,290 (5,446) (1,220) 1,220 126 (132) 34 (A free translation from the original in Portuguese into English) The above-demonstrated analysis reflects that the impacts of changes in reasonable and possible scenarios on the factors presented for private pension did not underwent significant changes in relation to the previous year. 5.2.2. Risks of inadequacy of technical reserves The management of the technical reserves recognized for payment of indemnifiable events is a continuous process coordinated by the corporate actuarial department by means of specific and internationally-renowned methodologies, adjusted to the characteristics of each product, customer behavior and administrative and legal claims adjustment processes. As support to the methodologies adopted in the calculation of reserves and understanding of the size of the risks involved in the process, SulAmérica relies on several techniques aimed at revising assumptions and calculation procedures that may lead to failures in the decisionmaking process, among which the following should be highlighted: • Tests of consistency of the methodologies for recognizing reserves; • Prospective evaluation regarding the adequacy of technical reserves; and • Controls through statistical models to evaluate discrepancies in the periodic reserve fluctuations. The development of the recorded reserves for claims is shown in the following table, where it is noted the change, through the reporting date of the accompanying financial statements, in claims incurred in relation to the respective reserve recorded in previous years. The top of the table shows the development of the reserve over the years following the reserve recognition. The bottom of the table shows the segregation within the updated claim amounts between payments and cases still pending. Administrative Consolidated Year Recognized claims reserve Effect of financial discount Claims reserve without financial discount Cumulative estimate for claims: At the end of the year After one year After two years After three years After four years After five years After six years After seven years After eight years After nine years After ten years Cumulative estimate for claims through 2015 Cumulative payments through 2015 Liability recognized in 2015 2005 2006 2007 872.49 1,087.27 (16.66) In millions of R$ 2014 2015 2008 2009 2010 2011 2012 2013 1,139.15 1,255.25 1,443.79 1,433.20 1,696.24 1,748.81 2,058.24 2,386.44 2,467.07 (15.88) (16.42) (21.53) (37.40) (35.37) (43.47) (32.89) (39.82) (46.93) (39.85) 889.15 1,103.15 1,155.57 1,276.77 1,481.18 1,468.57 1,739.71 1,781.70 2,098.06 2,433.37 2,506.92 - - - - - - - - - - - 889.15 971.80 1,044.53 1,066.20 986.14 996.34 1,016.55 1,026.60 1,031.20 1,027.58 1,041.94 1,103.15 1,209.43 1,195.46 1,157.92 1,170.99 1,172.00 1,187.12 1,192.18 1,194.20 1,206.39 - 1,155.57 1,133.18 1,086.36 1,108.49 1,147.47 1,147.48 1,153.63 1,155.75 1,169.56 - 1,276.77 1,337.20 1,346.58 1,387.57 1,380.81 1,390.33 1,391.18 1,399.43 - 1,481.18 1,532.52 1,565.17 1,553.03 1,561.14 1,564.91 1,576.07 - 1,468.57 1,574.90 1,557.50 1,569.10 1,570.27 1,583.72 - 1,739.71 1,712.61 1,802.40 1,810.30 1,806.62 - 1,781.70 1,893.13 1,932.03 1,953.11 - 2,098.06 2,200.30 2,205.76 - 2,433.37 2,446.62 - 2,506.92 - 1,041.94 1,206.39 1,169.56 1,399.43 1,576.07 1,583.72 1,806.62 1,953.11 2,205.76 2,446.62 2,506.92 1,039.12 1,202.70 1,165.41 1,394.19 1,566.97 1,572.48 1,764.41 1,879.30 2,111.69 2,255.33 - 2.82 3.69 4.15 5.25 9.10 11.24 42.21 73.81 94.07 191.29 2,506.92 As of December 31, 2015, the development in administrative claims basically does not consider, R$14.3 million (R$13.4 million in 2014) in ULAE, R$9.9 million (R$7.4 million in 2014) in Incurred But Not Reported Reserve of SULODONTO, R$8.6 million (R$8.4 million in 2014) in claims of individual life, R$15.7 million (R$12.4 million in 2014) in retrocession and 35 (A free translation from the original in Portuguese into English) R$4.8 million in 2014 in claims of DPVAT operation. These items are not segregated by incurrence, and, therefore, it is not possible to follow the development of claims. However, they are amounts with small significance in the total universe of claims, as seen in the above table. Legal The development of the recorded reserves for claims is shown in the following table, where it is noted the development, through the reporting date of the accompanying financial statements, of reported claims in relation to the respective reserve recorded in previous years. The top of the table shows the development of the reserve over the years following the reserve recognition. The bottom of the table shows the segregation within the updated claim amounts between payments and cases still pending. Consolidated Year Recognized claims reserve Claims reserve without financial discount Cumulative estimate for claims: At the end of the year After one year After two years After three years After four years After five years After six years After seven years Cumulative estimate for claims through 2015 Cumulative payments through 2015 Liability recognized in 2015 2008 443.87 443.87 2009 400.73 400.73 2010 593.64 593.64 2011 545.38 545.38 2012 453.64 453.64 2013 485.98 485.98 In millions of R$ 2014 2015 498.70 313.69 498.70 313.69 443.87 440.72 597.97 632.47 605.05 634.00 661.39 675.03 675.03 588.30 86.73 400.73 576.88 614.43 584.33 618.37 649.48 670.38 670.38 572.43 97.95 593.64 589.48 561.50 602.25 633.05 665.70 665.70 547.40 118.30 545.38 501.50 558.17 598.49 638.49 638.49 490.17 148.32 453.64 498.51 540.30 582.24 582.24 408.45 173.79 485.98 524.55 584.97 584.97 366.43 218.54 498.70 571.50 571.50 305.94 265.56 313.69 313.69 313.69 As of December 31, 2015, the change in legal claims basically does not consider R$97.6 million (R$106 million in 2014) of legal claims incurred but not cited reported (IBNR) and R$6.7 million (R$6.9 million in 2014) of outstanding claims reserve of life insurance. These items are not segregated by incurrence, and, therefore, it is not possible to follow the development of claims. However, they are amounts with small significance in the total universe of claims, as seen in the above table. As it can be noted, the reserve balance showed reduction in relation to 2014, because of the sale of SALIC’S large risks portfolio in December 2015. The development of legal claims reserves is partly justified by the adjustment for inflation and interests on the reserve record date through the reporting date of the accompanying financial statements. 5.3. Market risk Market risks arise from the possibility of occurring losses arising from macroeconomic fluctuations that may impact the value of the assets or liabilities of the organization in different ways. The management of SulAmérica’s investments is performed by means of a specific policy approved by the Investments Committee. This policy establishes the strategic guidelines that should be observed in financial asset management, including limits, restrictions and diversification rules aiming at an allocation that provides an appropriate profitability volume and ensures SulAmérica’s capacity to fulfill its obligations. This policy contains provisions that establish some criteria that the management of each portfolio should consider, among which are: • • Profitability targets; Risk limits; 36 (A free translation from the original in Portuguese into English) • • Maximum terms for asset allocation; and Required minimum liquidity; Such policy gives priority to the decision-making regarding the investment of funds based on Asset and Liability Management studies, considering the particularities of each commitment assumed under the contracts, as well as the expectations on the timing of settlement and possibility of variation in the indemnifiable amounts in view of the changes in the macroeconomic environment. The ALM process is performed together with the Corporate Risks and Financial Management areas, and is monitored by the CoR. Permanently, the Investment Committee follows-up the allocation and performance of assets based on its strategies, including the ALM portfolio, in order to enable periodic review and rebalancing. In this sense, the Investment Committee has the following duties: • • • • • Promote the adoption of the best practices in the control of investment risks by the SulAmérica; Periodically review the Investments Policy, approved by the Board of Directors of the SulAmérica, recommending to the Board of Directors a proposal for amendment, if applicable; Follow-up and oversee the performance and fulfillment of Investments Policy; Expressly authorize the acquisition of securities which does not have “investment grade” rating in national scale (when available); and Approve the accounting classification of assets as held to maturity. On a daily basis and according to the Investments Policy, the Value at Risk (VaR) is determined and stress tests are performed in the investments portfolio to observe whether the adopted strategy is within the market risk appetite set. The VaR limits and stress tests are annually reviewed and defined according to the risk appetite of SulAmérica. The results obtained for the VaR period and Stress test can be seen in Note 8.3. As a result of the ALM process, the distribution of investments per index as of December 31, 2015 and 2014 is shown, contemplating the balances deposited in checking account, the resale commitments, and accounts payable and receivable of exclusive investment funds: Investment Allocation Index SELIC/CDI IGPM IPCA Fixed rate Shares Other (b) Total (a) (b) (a) 2015 5,983,647 1,126,578 860,147 439,176 28,101 45,874 8,483,522 Consolidated 2014 4,869,791 1,021,968 1,103,281 551,957 52,569 155,155 7,754,721 The amounts related to the PGBL and VGBL pension plan operations are not included in the table because they do not pose market risk. The “other” category, shown in 2015 and 2014, comprises equity investments assets and foreign exchange exposure. There was no significant change between periods in investment distribution. Most of it is still in assets indexed for interest rates, with nearly 71% of concentration as of December 31, 2015 (63% in 2014). The amount of R$4.0 billion (R$3.3 billion in 2014) related to the PGBL and VGBL pension plan products in the benefit accumulation period were not taken into account, because the market risk (including liquidity risk) taken by these investments is not SulAmérica’s responsibility but of the participants. Neither was taken into account the amount of R$14.6 million (R$12.1 million in 2014) related to the PGBL and VGBL pension plan products in benefit grant period because we consider not significant the market risk corresponding to this portion immaterial. 37 (A free translation from the original in Portuguese into English) Today, SulAmérica has a portion of its revenue from property and casualty segment stated in US dollars. This portion is represented in the following table: National currency Foreign currency 2015 Property and Casualty 3,825,385 99.2% 30,885 0.8% 2014 Property and Casualty 3,431,575 99.1% 29,796 0.9% The portion of premiums written in foreign currency neither shows significant change between periods nor is substantial in the face of the premiums written in domestic currency. From December 2015, with the sale of the large risks portfolio, SulAmérica should no longer have new substantial premiums written in foreign currency in its portfolio. 5.3.1. Residual exposure The foreign exchange exposure, as well as derivatives, is only used for hedge. The following table shows the residual exposure to foreign exchange, equity investment and inflation risk. The sensitivity of securities and inflation exposures are shown in Note 8.3. Exposure to foreign exchange risk, equity securities and inflation (a) Dollar (b) - R$ thousands Equity investments - R$ thousands Indexed for inflation - R$ thousands 2015 20,985 28,101 128,739 Consolidated 2014 20,128 52,569 70,444 (a) The amounts related to the PGBL and VGBL pension plan operations are not included in the table because they do not pose market risk. (b) Include derivatives. The foreign exchange risk exposure was substantially reduced, whereas the inflation exposure was considerably high in the year. The justification of this inversion was caused by a change in portfolio concentration. The previously presented amounts are recognized, however, there are pending cases of special legal claims (non-ordinary) in US dollars which likelihood of favorable outcome is considered “possible”, so they do not have a recorded reserve, according to the legal requirement. As of December 31, 2015, these claims amount to R$42,114 (R$1,515,505 in 2014) and the corresponding reinsurance is R$40,948 (R$1,400,933 in 2014), which represents a residual risk of R$1,166 (R$114,572 in 2014). During 2015, there was the reclassification of a legal dispute of other property and casualty amounting to R$1,515,505, with reinsurance of R$1,400,933, from “possible” to “remote” likelihood of loss, based on the conclusions of the engineering expert report, which supported the Management estimate. 5.3.2 Liquidity risk Arising from the possibility of lack of readily available funds to timely fulfill the commitments taken by SulAmérica in view of the mismatch between the payment and receipt flows. SulAmérica Investment Policy provides for minimum amounts that shall be invested in highliquidity assets to mitigate the risk of non-payment of claims and benefits. The SulAmérica’s companies perform daily cash projections and stress tests to detect in advance any abnormal situation, having a daily control over liquidity risk. 38 (A free translation from the original in Portuguese into English) The following table shows the expectations on maturities and payments of the main financial assets and liabilities and insurance as of December 31, 2015 and 2014. Without maturity Description Financial instruments Marketable securities Fair value through profit or loss Loans and financing (a) Loans and financing Marketable securities At Fair value through profit or loss Available for sale Held to maturity Insurance and reinsurance Technical reserves Reinsurance assets Insurance and private pension liabilities (b) Description Financial instruments Cash equivalents Marketable securities At Fair value through profit or loss Available for sale Held to maturity Loans and financing Cost value 197,937 197,937 328,108 328,108 423,426 423,426 1,599 1,599 593,421 593,421 30 30 178,793 178,793 223,889 223,889 1,523,748 1,523,748 Without maturity Up to 1 year From 1 to 2 years From 2 to 5 years From 5 to 10 years Cost value 25,710 25,710 152,675 152,675 - 278,981 278,981 150 150 263,088 263,088 12,798 10,071 2,727 655,242 655,242 76,968 40,462 36,506 219,051 219,051 268,301 229,068 39,233 1,416,362 1,416,362 Up to 1 year From 1 to 2 years From 2 to 5 years From 5 to 10 years Over 10 years Cost value - - - - - - 394,798 581,438 554,503 961,528 3,054,931 2,173,378 860,003 Company 2015 Fair value Gain or (loss) Carrying amount 223,889 223,889 - - 223,889 223,889 1,078,289 1,078,289 Company 2014 Fair value Gain or (loss) Carrying amount 268,259 228,713 39,546 - (42) (355) 313 - 268,259 228,713 39,546 1,036,624 1,036,624 Consolidated 2015 Fair value Gain or (loss) Others 394,798 - - 394,798 8,185,781 8,168,570 (17,211) - 8,088,258 Carrying amount 581,158 23,139 78,669 358,476 656,751 338 1,698,531 1,698,665 134 - 1,698,665 280 531,364 622,875 2,696,455 1,256,774 36,062 5,143,810 5,046,153 (97,657) - 5,046,153 - - 259,984 - 259,853 823,603 1,343,440 1,423,752 80,312 - 1,343,440 1,220,212 234 - - - 1,220,446 - - - 1,220,446 - 328,108 328,108 45,808 626,032 423,426 423,426 2,838 - 593,421 593,421 8,073 - 178,793 178,793 10,316 - - 1,523,748 1,523,748 67,035 - - - - 1,078,289 1,078,289 67,035 626,032 - 5,019,318 98,399 413,843 286,700 272,391 - - - 251,615 6,342,266 - 39,443 64,999 1,767 1,248 - - - - - 107,457 - 5,058,761 163,398 415,610 287,948 272,391 - - - 251,615 6,449,723 From 1 to 2 years From 2 to 5 years From 5 to 10 years Fair value Gain or (loss) Others Over 10 years Cost value Consolidated 2014 Without maturity Up to 1 year - 178,171 - - - - 178,171 178,171 - - 178,171 1,037,395 851,156 485,979 2,368,849 2,096,340 785,559 7,625,278 7,731,792 106,514 - 7,574,598 Carrying amount 1,036,989 90,064 20,458 122,861 89,543 334 1,360,249 1,360,045 (204) - 1,360,045 406 597,032 465,521 2,011,880 1,775,453 32,713 4,883,005 4,832,529 (50,476) - 4,832,529 1,539,218 157,194 - 164,060 - 234,108 231,344 752,512 1,382,024 1,138,430 538 - - - 1,138,968 - 278,981 263,088 655,242 219,051 - 1,416,362 - 278,981 263,088 655,242 219,051 - 1,416,362 52,739 10,452 7,595 11,994 - 82,780 - Premiums receivable Loans and financing (a) From 5 to 10 years Without maturity Premiums receivable Loans and financing (a) Loans and financing Tax refinance – REFIS Saving bonds provisions From 2 to 5 years 24,323 24,323 - Description Financial instruments Marketable securities Fair value through profit or loss Available for sale Loans and financing (a) Loans and financing Description Financial instruments Cash equivalents Up to 1 year From 1 to 2 years Tax refinance – REFIS 1,382,024 1,138,968 - - - 1,036,624 - - 1,036,624 - - - 82,780 Saving bonds provisions - 670,967 - - - - - - - - 670,967 Insurance and reinsurance Technical reserves - 4,599,715 200,767 306,397 278,893 328,606 - - - 136,937 5,851,315 (c) Reinsurance assets Insurance and private pension liabilities - 310,972 21,883 57,374 36,735 - - - - 4,883 431,847 - 4,910,687 222,650 363,771 315,628 328,606 - - - 141,820 6,283,162 (a) Loans and financing are stated at contractual amounts not discounted, as required in item 39 (a) of CPC 40. (b) In 2015, the column “Other” mainly mathematical reserve for benefits to be In 2014, the column “Other” mainly mathematical reserve for benefits to be (c) comprises the following items: R$198,081 of Other Technical Reserves, R$14,937 of the granted, and R$14,233 of unallocated loss adjustment expense (ULAE). comprises the following items: R$92,583 of Other Technical Reserves, R$15,010 of the granted, R$13,451 of unallocated loss adjustment expense (ULAE). The criterion for presentation of financial instruments adopted in the table by age was the maturity date of these assets. However, a significant part of the financial instruments shown have ready liquidity, although they are distributed among several ranges in the table in view of their maturity, their totality being sufficient to meet the obligations on the expected dates. 39 (A free translation from the original in Portuguese into English) 5.4. Credit risk Credit risks are related to the possibility of debtors failing to fulfill the terms of a contract or failing to fulfill them under the terms upon which they were agreed. These risks may be materialized and may significantly affect the profit or loss of SulAmérica in case the private credit issuers do not fulfill the payments on the expected dates or the reinsurers with whom SulAmérica operates are in breach of the contracts regarding the payments of reinsured claims. In relation to the monitoring of default of its policyholders and business partners, SulAmérica performs the impairment of premiums receivable according to the best practices and current legislation (see additional information in Note 9). 5.4.1 Private security investments SulAmérica considers in its Investments Policy specific limits for getting private credit, besides the structure of a Credit Committee that assesses the risk of each issuer before contracting, adopting its own methodology. The following tables show the rating of investments by risk category, totaling 95.04% in 2015 (97.61% in 2014), allocated to government securities (sovereign risk) or to other assets with the lower risk rating possible, according to the rating agencies Fitch, S&P and Moody’s (AAA grade). Consolidated Description Fixed income securities – government Sovereign Risk Fixed income securities – private AAA AA+ to AAA+ to ABBB Other Non-exclusive investment fund (a) Other Total (a) 2015 6,762,414 6,762,414 1,370,473 1,300,263 67,235 1,979 996 350,635 350,042 593 8,483,522 2014 6,204,298 6,204,298 1,385,497 1,365,486 20,011 164,926 162,065 2,861 7,754,721 Non-exclusive investment fund containing public securities, corporate bonds, stocks and other alternative investments, without directly associated rating. There was no significant change in the concentration of investments by risk rating. Although SulAmérica shows as of December 31, 2015 a higher volume of assets in investments with rating ranging from AA+ to A-, the concentration is greater in government securities. 5.4.2 Reinsurance contracts For purchasing reinsurance, SulAmérica has specific policy approved by the Risk Committee and monitored by the Corporate Risks management area, which establishes an effective flow for purchasing, based on the final approvals of the CoR. As requirements, the policy encompasses criteria for broker qualification, setting credit risk limits based on the risk ratings of reinsurers and other requirements regarding the strictness of terms in the purchase flow, and concentration and placement criteria. The broker qualification process follows criteria aimed at evaluating different views of the commissioned ones based on the following evaluations: • Legal qualification; • Qualification of the corporate compliance and sustainability framework; • Qualification of credit risk; and 40 (A free translation from the original in Portuguese into English) • Past experience of operationalization of Reinsurance contracts by the broker firm. Besides the requirements established by the effective legislation for placing reinsurance risks, aimed at internally controlling the exposure to credit risk, SulAmérica sets credit exposure limits based on the risk ratings of each reinsurer, thus ensuring a low credit risk in reinsurance contracts. These limits were set considering both the setting of the exposure by risk rating as well as the individual exposure with each Reinsurer, so that these are determined through the definition of specific internal ratings for local Reinsurers and eventual and admitted Reinsurers. These ratings were defined based on the equivalences generated based on risk rating tables provided by the agencies Fitch, S&P, Moody’s and A.M Best. The following tables show the exposure with reinsurers per risk rating and business line. In view of the above-described reinsurance placement policy, SulAmérica limits its placements to reinsurers which risk ratings are above or equal to A- and brAA-, respectively, for eventual or admitted and local reinsurers. Possible placements that do not follow these requirements should be directly approved by the CoR. Type Property and casualty Life and private pension Total Type Local Local Local Local Local Local Local Eventual Eventual Eventual Eventual Admitted Admitted Admitted Admitted Total (a) (a) 2015 129,412 27,371 156,783 Rating AA A+ AAAA Below A No rating AA A+ AAAA A+ AA- Exposure 62,583 2,183 775 3,818 3,867 821 267 1,690 1,501 11,533 67,745 156,783 2015 % 39.92% 1.39% 0.00% 0.49% 0.00% 2.44% 2.47% 0.52% 0.17% 0.00% 1.08% 0.96% 0.00% 7.36% 43.20% 100.00% Consolidated 2014 496,861 20,120 516,981 Consolidated 2014 Exposure % 302,404 58.49% 2,505 0.48% 1,950 0.38% 3,980 0.77% 9 0.00% 3,901 0.75% 3,602 0.70% 2,357 0.46% 74 0.01% 69,908 13.52% 191 0.04% 653 0.13% 32 0.01% 16,789 3.25% 108,626 21.01% 516,981 100.00% The reduction in the risk exposure of reinsurers is impacted by the sale of the large risks portfolio, as explained in Note 1.1. Local reinsurer Reinsurer headquartered in Brazil, organized as a corporation, whose sole objective is to carry out reinsurance and retrocession operations; Admitted reinsurer Reinsurer headquartered abroad with a representative office in Brazil that meets the provisions of the prevailing legislation, applicable to reinsurance and retrocession operations, and has been registered as such with the Superintendence of Private Insurance (SUSEP) to carry out reinsurance and retrocession operations; and Eventual reinsurer Foreign reinsurance company headquartered abroad without a representative office in Brazil that meets the provisions of the prevailing legislation, applicable to reinsurance and retrocession operations, and has been registered as such with SUSEP to carry out reinsurance and retrocession operations. 41 (A free translation from the original in Portuguese into English) As of December 31, 2015, R$121,419 (R$1,629,265 in 2014) is exposed to reinsurers related to non-ordinary legal claims (special cases) where the likelihood of favorable outcome is “possible”. In 2015, there was the reclassification favorable to SulAmérica of a legal claim of other property and casualty in the amount of R$1,515,505, with reinsurance of R$1,400,933, from “possible” to “remote” likelihood of loss, based on the attorney’s opinion, supported by the conclusions of the engineering expert report. 5.5. Operational risks Operational risk is defined as the likelihood of losses resulting from failure, deficiency or inadequacy of internal processes, personnel and systems, or external events that may cause damages to SulAmérica. The management of operational risk is a continuous improvement process, in order to follow-up the development of the business dynamics and minimize the existence of gaps that may compromise the quality of this process. So the operational risk management is performed in line with the ERM process of SulAmérica focused on the identification, evaluation and response to risks that breach the risk appetite set by the board. The process for identifying operational risks is carried out by mapping the organizational processes. After mapping each process, the operational risks associated with each process are identified. Such risks are quantified by adopting a specific methodology, generating action plans in the cases in which SulAmérica deems necessary. 5.6. Legal and compliance risks These comprise risk of losses resulting from breach of Laws and/or regulation. The legal risk may arise from fines, penalties or indemnities from actions of oversight and control bodies, as well as losses arising from unfavorable decision in lawsuits. 5.6.1 Legal risk management With a corporative perspective, the legal department of the organization together with its service providers review all contracts signed by SulAmérica in order to mitigate the legal risk of contracts, in addition to providing feedback on lawsuits involving the organization. The legal area also contributes to projects for improving management of legal claims in addition to suggestions on how to avoid legal risks in our operations. Additionally, the actuarial area uses a specific methodology of payment history for calculating the legal provision based on the past relation observed between the cost of the lawsuit settled and the estimates of attorneys for the amount payable if we received an unfavorable outcome (risk exposure). This methodology is aimed at covering the costs of lawsuits in which SulAmérica is a defendant or accused from the recording date of the lawsuit in SulAmérica’s system until the effective payment. The change in the provision for lawsuits may be observed in item 5.3.2. 42 (A free translation from the original in Portuguese into English) 5.6.2. Compliance risk management SulAmérica has a compliance framework, in order to make its activities compliant to the provisions of the regulatory and inspection bodies, through a solid culture of internal controls, high standards of integrity and ethics excellence and adherence to the legislation. This objective of this framework is to act with impartiality in the compliance risk management and monitoring, contributing to the compliance with laws and regulation applicable to the business, by raising awareness about a business conduct that is legal, ethic and transparent, that favors the interests of employees, customers, shareholders and partners, prevents and detects breaches of laws and regulations by identifying and managing compliance risk, and that facilitates the defense of positions related to the organization’s compliance before regulatory bodies. Additionally, SulAmérica relies on an internal audit area responsible for planning and coordinating the preventative audit works (operational and systems). It is also responsible for ensuring the existence of appropriate operational and systemic internal controls that enable the identification and management of the risks present in the day-to-day activities of SulAmérica, as well as the adherence to the rules and legislation in effect. 5.7. Capital management SulAmérica monthly determines, for each subsidiary, the sufficiency of the Adjusted Equity (PLA) in relation to the required regulatory capital. During 2015 and 2014, the PLA of subsidiaries were always sufficient in relation to the minimum capital required by the regulatory authorities. Additionally, SulAmérica has its own internal models to determine the economic capital for the main business lines and risk, thus considering its own risk-based capital estimate regardless of the regulatory capital. By means of these internal models, metrics of return on capital to assist business management and management performance are monthly obtained. 6. Derivative financial instruments 6.1. Hedge All transactions related to these instruments are traded and registered with the BM&FBOVESPA or organized over-the-counter market. In subsidiaries that have insurance and private pension operations, the maintenance of derivative financial instruments, which can be held through exclusive investment funds, has the sole purpose of hedging the exchange variations and interest rate fluctuations. In the case of exclusive funds of PGBL and VGBL plans, in addition to interest rate futures contracts, SULASEG also uses Bovespa Index and dollar futures contracts, in compliance with the investment policy of such funds. The gains and losses arising from these futures contracts do not produce any impact on profit or loss or equity of such subsidiary, because they are reflected at equal amount in the technical reserves for private pensions. The criterion for determining the fair value of derivative financial instruments is the discounted cash flow method using the rates released by BM&FBOVESPA. 6.2. Summary chart of exposure to derivative financial instruments As of December 31, 2014, the Company recorded R$50,000 in options contracts (call spread) whose underlying asset was the preferred shares of Petrobrás, tied to the Hedged 43 (A free translation from the original in Portuguese into English) Capital operation, which premium paid on July 4, 2014 amounted to R$4,648. This transaction expired on July 1, 2015. The derivative financial instruments of SulAmérica, including futures contracts related to the PGBL and VGBL funds, are measured at fair value through profit or loss and are shown below: Description Future contracts Sales commitment Indexes Option contracts Holder - call option Call option spread - Petrobras Description Future contracts Purchase commitment Interest rate - real (R$) Foreign currencies Indexes Sales commitment Interest rate - real (R$) Indexes Call option spread - Petrobras Maturity Notional amount 2015 2014 Fair value 2015 2014 Amount receivable / received 2015 2014 Company Amount payable / paid 2015 2014 2015 - 29,774 - 29,774 - 403 - - 2015 - 50,000 - 246 - - - - Maturity 2016/2025 2016 2016 2016/2025 2016 2015 Notional amount 2015 2014 1,306,200 204,121 11,449 99,400 13,423 - Fair value 2015 2014 Amount receivable / received 2015 2014 Consolidated Amount payable / paid 2015 2014 704,400 116,724 26,998 444,093 204,121 11,449 380,020 116,724 26,998 856 3,912 60 365 - 2,232 2,440 - 892,400 29,774 50,000 68,618 13,423 - 720,421 29,774 246 70 - 896 403 - 58 - - The amounts receivable and payable on futures contracts are accounted for in line items “Receivables” in Current Assets and “Accounts payable” in Current Liabilities. 6.2.1. Margins offered as guarantee As of December 31, 2015 and 2014, total margins offered to guarantee transactions of futures and option contracts, recorded in exclusive investment funds, including PGBL and VGBL funds, and classified into securities measured at fair value through profit or loss, are comprised as follows: Assets LFT LFT Total Assets LFT LFT LFT LFT LFT LFT LFT LFT LFT LTN LTN NTN-B Total Maturity March/2020 September/2020 Maturity September/2016 September/2017 March/2018 September/2018 March/2019 March/2020 September/2020 March/2021 September/2021 April/2016 January/2017 May/2045 Quantity 700 350 1,050 Company 2014 Amount 4,558 2,278 6,836 Quantity 280 40 2,574 1,048 5,196 3,835 1,208 1,240 2,061 20 295 300 18,097 Consolidated 2015 Amount 2,072 296 19,029 7,745 38,383 28,306 8,912 9,144 15,192 19 253 683 130,034 44 (A free translation from the original in Portuguese into English) Assets LFT LFT LFT LFT LFT LFT LFT LFT LFT LTN LTN NTN-B Total LFT: LTN: NTN-B: Maturity March/2015 September/2015 September/2016 September/2017 March/2018 September/2018 March/2019 March/2020 September/2020 April/2015 January/2017 May/2045 Quantity 3,327 45 280 12 2,074 880 4,380 3,679 751 350 800 300 16,878 Consolidated 2014 Amount 21,747 294 1,828 78 13,527 5,737 28,544 23,955 4,888 340 621 706 102,265 Financial Treasury Bills National Treasury Bills National Treasury Notes – B Series 6.2.2. Sensitivity analysis of the exposure to derivatives The sensitivity analysis aims at showing the changes in market variables in the financial instruments of SulAmérica. As the derivative contracts of PGBL and VGBL investment funds do not pose risk to SulAmérica, their positions did not go through sensitivity analysis. The sensitivity analyses shown below were made by using assumptions and presuppositions in relation to future events. Estimated scenarios show each scenario’s impact on profit or loss in an instant portfolio position on December 31, 2015. Despite of the periodical review of estimates and assumptions, the settlement of transactions involving these estimates may result in amounts different from those estimated because of the subjectivity inherent in the process adopted in the preparation of these analyses. As the market is lively, these positions change continuously, therefore, they do not necessarily reflect the portrayed position. The sensitivity analyses of derivative financial instruments were prepared based on scenarios considered “probable”, “possible” and “remote”. The scenario considered “probable” was the current one which based the determination of fair value of transactions, whereas the “possible” and “remote” ones were constructed by applying adverse variations at 25% and 50%, respectively, on current positions, considering the risks involved in each type of transaction. Variations at 25% and 50% correspond to the minimum variations established in CVM rules. Sensitivity analysis of derivative instruments Operation Future indexes Net value of adjustments Risk Decline in Ibovespa Derivative Sell – Ibovespa Index Asset Future DI at BM&F Probable scenario Possible scenario Company 2014 Remote scenario - (7,443) (7,443) (14,887) (14,887) Consolidated Sensitivity analysis of of derivative instruments for hedging purposes Operation Future index Equity Net value of adjustments Risk Increase in Ibovespa Decline in Ibovespa Derivative Sell – Ibovespa Index - Asset Future at BM&F Liquid position Probable scenario Possible scenario 2015 Remote scenario - (3,180) (6,360) - 3,330 150 (6,510) 150 45 (A free translation from the original in Portuguese into English) Sensitivity analysis of of derivative instruments for hedging purposes Operation Future dollar Account payable Net value of adjustments Risk US dollar depreciation US dollar appreciation Derivative Net purchase in dollars - Asset Future dollar at BM&F Account payable Probable scenario Possible scenario Consolidated 2015 Remote scenario - (9,255) (18,511) - 9,255 - (18,511) - Consolidated Sensitivity analysis of of derivative instruments for hedging purposes Operation Risk Derivative Future indexes Increase in DDI interest rates Future indexes Net value of adjustments Decline in DDI - Asset Future DDI at BM&F Liquid position Sensitivity analysis of derivative instruments Operation Future indexes Equity securities Net value of adjustments Risk Increase in Ibovespa Decline in Ibovespa Derivative Sell – Ibovespa Index - Asset Future DI at BM&F Liquid position Probable scenario Possible scenario 2015 Remote scenario - (39,446) (86) - 39,371 (75) (86) - Probable scenario Possible scenario Consolidated 2014 Remote scenario - (7,443) (14,887) - 7,713 270 15,157 270 Consolidated Sensitivity analysis of of derivative instruments for hedging purposes Operation Future dollar Account payable Net value of adjustments Risk Derivative US dollar Depreciation US dollar Appreciation Net purchase in dollars - Asset Future dollar and DDI at BM&F Account payable Probable scenario Possible scenario 2014 Remote scenario - (1,334) (2,668) - 1,334 - 2,668 - The other derivatives, which were not included in the tables above, do not exert material impact on profit or loss. 7. Cash and cash equivalents The balances of cash and cash equivalents are measured at fair value through profit or loss and are as shown below: Description Banks Cash equivalents (a) Total (a) 2015 611 611 Companhia 2014 27 27 2015 53,584 731,033 784,617 Consolidado 2014 92,811 229,385 322,196 Cash equivalents include one-day resale agreements backed by Fixed income securities - Government, with daily liquidity. This securities interest close to the SELIC (base) rate and are subject to an insignificant risk of change in value. 46 (A free translation from the original in Portuguese into English) 8. Marketable securities 8.1. Breakdown of marketable securities The following table shows the breakdown of marketable securities and their respective accounting classifications, yield and market values, and contracted average rates: Description Investment fund quotas Non-exclusive investment fund quotas Exclusive investment fund quotas Financial treasury bills Resale commitments Other Subtotal Total percentage - accounting Total Current Description Fixed income securities – private Financial bills Fixed income securities – government Financial treasury bills Investment fund quotas Non-exclusive investment fund quotas Exclusive investment fund quotas Financial treasury bills National treasury bills fixed rate Investment fund quotas - fixed income Investment fund quotas - stocks Resale commitments Other Subtotal Percentage in marketable securities Other Total Current Non-current Fair value through profit or loss Securities calculated Fair value / based on Carrying the curve amount 223,889 223,889 24,319 24,319 199,570 199,570 1,629 1,629 197,937 197,937 4 4 223,889 223,889 100.00% Fair value through profit or loss Securities calculated Fair value / based on Carrying the curve amount 229,068 228,713 1,660 1,660 227,408 227,053 50,683 50,677 47,521 47,172 5,233 5,233 18,201 18,201 105,154 105,154 616 616 229,068 228,713 85.26% Company 2015 Available for sale Securities calculated Fair value / based on Carrying the curve amount 0.00% Average interest rate SELIC SELIC Total 223,889 24,319 199,570 1,629 197,937 4 223,889 100.00% 223,889 223,889 Company 2014 Available for sale Securities calculated Fair value / based on Carrying the curve amount 36,473 36,787 36,473 36,787 2,760 2,759 2,760 2,759 - - 39,233 39,546 14.74% Average interest rate 115%CDI SELIC SELIC 10.98%p.a. SELIC Total 36,787 36,787 2,759 2,759 228,713 1,660 227,053 50,677 47,172 5,233 18,201 105,154 616 268,259 100.00% 9 268,268 268,259 9 47 (A free translation from the original in Portuguese into English) Description Fixed income securities – private Bank certificates of deposit Floating rate - CDI Time deposit with special guarantee of FGC (deposit guarantee fund) Floating rate - CDI Debentures Fixed rate Floating rate - CDI Floating rate - IPCA Financial bills Other Impairment Fixed income securities – government Financial treasury bills National treasury bills Fixed rate Agricultural debt securities National treasury notes F series - fixed rate B series - floating rate - IPCA C series - floating rate - IGPM Equity securities Stocks Impairment Investment fund quotas Investment fund quotas - fixed income Investment fund quotas - stocks Subtotal Fair value through profit or loss Securities calculated Fair value / based on the Carrying curve amount 1,616,231 1,624,724 Consolidated 2015 Available for sale Held to maturity Securities calculated based on the curve 1,270,972 Fair value / Carrying amount 1,283,832 Carrying amount - Fair value - Average interest rate Total 2,908,556 24,535 24,555 6,073 6,073 - - 106.99%CDI 30,628 42,072 42,072 2,147 2,146 - - 115.44%CDI 44,218 5,644 147,214 5,534 146,768 29,764 29,774 - - 5,534 176,542 67,189 1,329,239 338 2,996,048 2,213,976 59,846 1,345,949 331 (331) 2,959,354 2,213,936 17,238 1,215,750 3,872,558 2,715,738 15,631 1,230,208 3,762,195 2,715,524 1,343,440 - 1,423,752 - 10.93% p.a 105.41%CDI IPCA + 5.84% p.a. 110.86%CDI 179,413 172,159 302,044 285,677 - - 994 943 - - 467,901 448,682 174,921 147,755 133,764 123,634 679,855 613,239 216,862 215,487 143,734 143,734 655,601 627,627 27,974 5,411,614 143,734 143,734 655,601 627,627 27,974 5,383,413 45.73% 278 278 5,143,808 125 392 (267) 5,046,152 42.86% 1,126,578 1,343,440 11.41% 1,208,265 1,423,752 Other Total Current Non-current SELIC 75,477 2,576,157 331 (331) 8,064,989 4,929,460 12.98% p.a TR +9.57% p.a. 457,836 14.39% p.a. IPCA + 5.07% p.a. IGPM + 7.88% p.a. 596,437 943 953,735 1,126,578 143,859 144,126 (267) 655,601 627,627 27,974 11,773,005 100.00% 4,505 11,777,510 10,471,906 1,305,604 Consolidated 12/31/2014 Description Fixed income securities – private Bank certificates of deposit Floating rate - CDI Floating rate - IPCA Time deposit with special guarantee of FGC (deposit guarantee fund) Floating rate - CDI Floating rate - IPCA Debentures Fixed rate Floating rate - CDI Floating rate - IPCA Financial bills Promissory notes Other Fixed income securities – government Financial treasury bills National treasury bills Fixed rate Agricultural debt securities National treasury notes F series - fixed rate B series - floating rate - IPCA C series - floating rate - IGPM Equity securities Stocks Other Impairment Investment fund quotas Investment fund quotas - fixed income Investment fund quotas - stocks Subtotal Percentage in marketable securities Other Total Current Non-current Fair value through profit or loss Securities Fair value / calculated Carrying based on the amount curve 1,200,372 1,201,244 Available for sale Securities calculated based on the curve 1,307,758 Held to maturity Fair value / Carrying amount 1,316,634 Carrying amount - Fair value - 64,503 64,537 8,889 8,877 - - - - 160,761 163,867 - - 101,572 102,109 84,546 84,702 - - 6,543 6,655 - - - - 5,083 110,167 4,919 110,260 18,872 18,902 - - 58,223 827,735 26,212 334 2,254,778 1,504,111 53,377 832,841 26,212 334 2,239,360 1,503,739 15,591 998,289 20,810 3,574,841 2,471,500 14,436 1,005,039 20,811 3,515,663 2,470,360 1,382,307 - 1,539,507 - 232,223 231,041 334,161 328,197 - - 5,807 5,791 - - - - 437,012 428,424 173,751 166,593 - - 75,625 70,365 595,429 550,513 360,339 363,617 154,575 154,575 1,077,872 1,025,544 52,328 4,687,597 154,574 154,574 1,077,872 1,025,544 52,328 4,673,050 42.92% 406 286 120 4,883,005 233 501 120 (388) 4,832,530 44.38% 1,021,968 1,382,307 12.70% 1,175,890 1,539,507 Average interest rate 104.17%CDI IPCA + 7.97%p.a. Total 2,517,878 73,414 163,867 109.25%CDI IPCA + 5.7%p.a. 186,811 10.93%p.a. 104.45%CDI IPCA + 5%p.a. 109.43%CDI 105.55%CDI 4,919 129,162 SELIC 6,655 67,813 1,837,880 47,023 334 7,137,330 3,974,099 10.71%p.a. TR + 10.88%p.a. 559,238 11.84%p.a. IPCA + 5.08%p.a. IGPM + 7.87%p.a. 595,017 5,791 981,217 1,021,968 154,807 155,075 120 (388) 1,077,872 1,025,544 52,328 10,887,887 100.00% 4,477 10,892,364 9,671,370 1,220,994 48 (A free translation from the original in Portuguese into English) 8.2. Changes in marketable securities The breakdown of year-on-year changes in marketable securities is shown below: Balance as of 01/01/2014 Marketable securities Yield - redemption Principal - redemption Investment income Other net proceeds and (payments) Fair value adjustment Balance as of 12/31/2014 At fair value through profit or loss 33,928 11,038,526 (33,327) (10,823,626) 11,760 1,452 228,713 Balance as of 12/31/2014 Marketable securities Yield - redemption Principal - redemption Investment income Other net proceeds and (payments) Fair value adjustment Balance as of 12/31/2015 At fair value through profit or loss 228,713 3,168,531 (18,275) (3,157,879) 2,599 200 223,889 Balance as of 01/01/2014 Marketable securities Yield - redemption Principal - redemption Investment income Other net proceeds and (payments) Fair value adjustment Balance as of 12/31/2014 At fair value through profit or loss 3,697,511 14,149,641 (960,555) (12,626,434) 403,300 9,587 4,673,050 Balance as of 12/31/2014 Marketable securities Yield - redemption Principal - redemption Investment income Other net proceeds and (payments) Fair value adjustment Disposal of SASG - Write-off marketable securities (a) Balance as of 12/31/2015 At fair value through profit or loss 4,673,050 14,966,287 (427,706) (14,385,485) 578,595 (12,079) (9,249) 5,383,413 Company Available for sale 149,698 196,756 (14,147) (302,606) 9,520 325 39,546 Total 183,626 11,235,282 (47,474) (11,126,232) 21,280 1,452 325 268,259 Company Available for sale 39,546 4,695 (3,797) (41,164) 1,033 (313) - Total 268,259 3,173,226 (22,072) (3,199,043) 3,632 200 (313) 223,889 Consolidated Available for sale 4,163,038 4,025,985 (337,199) (3,489,094) 474,950 (5,150) 4,832,530 Held to maturity 1,325,446 (97,439) (294) 154,594 1,382,307 Total 9,185,995 18,175,626 (1,395,193) (16,115,822) 1,032,844 9,587 (5,150) 10,887,887 Consolidated Available for sale 4,832,530 2,788,095 (541,255) (2,449,806) 670,041 (47,307) (206,146) 5,046,152 Held to maturity 1,382,307 (97,687) (171,053) 229,873 1,343,440 Total 10,887,887 17,754,382 (1,066,648) (17,006,344) 1,478,509 (12,079) (47,307) (215,395) 11,773,005 (a) Completion of the disposal of the large risks portfolio as reported in Note 1.1. 8.3. Sensitivity analysis of marketable securities The risk metrics adopted in the preparation of sensitivity analyses of marketable securities are: (i) The VaR Parametric uses a confidence level at 95% and more weighting to latest returns. The VaR concept has the objective of quantifying the expected loss over a fixed term at a confidence interval. It is named Parametric VaR because it uses two parameters for quantification: volatility and correlation. The maturity and duration 49 (A free translation from the original in Portuguese into English) terms in which each asset may be allocated are also analyzed. The investment portfolio is monitored daily in order to ensure that the thresholds and requirements set are observed; and (ii) DV01 (dollar-value or value for one basis-point), which is conveniently and widely used for assessing the market risk of fixed income assets by verifying the amount of change in market value (ΔP) should the interest rate vary one basis point (that is, 0.01%). The adopted methodologies do not consider the amounts of the balances related to the PGBL and VGBL, because the funds are in exclusive funds for participants and regulated by liquidity rules established in the rules of each fund. The following tables show the calculation of expected gain or loss on profit or loss and equity of one day using the VaR methodology and the gain or loss from the one basis point (i.e., 0.01%) in the interest rate using the DV01 methodology. Risk factors Fixed Income Floating income Other Total Risk factors Fixed income IPCA Reference rate Floating income Other Total VaR 95% 424 1,434 (1) (38) 230 2,049 2015 DV01=0,01% 26 145 238 409 2015 Company 2014 VaR 95% - VaR 95% 34 7 7 840 (3) 871 VaR 95% 1,329 2,766 (2) (14) 186 4,265 Consolidated 2014 DV01=0,01% 83 253 (1) 335 The CDI and SELIC-linked assets do not show DV01 because the effective duration is only one business day. In relation to VaR, such risk factors did not show significant results because of its low volatility (lower than R$1). The negative VaR amounts shown above mainly result from the correlation between some risk factors, generated by the diversification of the investments portfolio of the Company. The residual risk in the consolidated statement is represented by the exposure to inflation, which calculated using the VaR methodology, amounted to R$181 (R$705 in 2014) as of December 31, 2015. For this calculation, the financial assets and liabilities adjusted by inflation were compared. This calculation does not apply to the Company. 8.4. Criteria adopted to estimate market values The assets held in the portfolio or exclusive investment funds are valued at market value, using the prices traded in active markets and indexes disclosed by the Brazilian Financial and Capital Markets Association (ANBIMA) and BM&FBOVESPA, except for held-to-maturity securities, which are adjusted based on indexes and rates agreed upon at purchase. These financial instruments were classified into hierarchical levels of measurement at market value, as follows: 50 (A free translation from the original in Portuguese into English) (i) Level 1: Traded prices (not adjusted) in active markets for identical assets and liabilities; (ii) Level 2: Information, except traded prices (included in Level 1), observable for the asset or liability, directly (prices) or indirectly (price variation); and (iii)Level 3: Assumptions that are not based on market observable data (non-observable information. Models based on own methodologies) for assets or liabilities. Level 1 Equity securities Calculated based on the closing price on the last day they were traded in the month. Fixed income securities - Government: Calculated based on the unit price lists for the secondary market disclosed by ANBIMA; Level 2 Derivative financial instruments – Futures option contracts Calculated based on the prices and rates disclosed by BM&FBOVESPA; Bank Certificates of Deposit (CDB) and Financial Bills (LF) Calculated according to redemption characteristics: (i) CDBs with early redemption clause at a fixed rate: calculated based on the agreed rate of the operation; (ii) CDBs without early redemption clause and with early redemption clause at market rate: calculated based on the curve from Interbank Deposit (DI) futures released by BMF&FBOVESPA, and, for credit spread, the set formed by CDB and financial bills operations of managed portfolios/funds in which the custodian bank provides asset pricing services; Time Deposit with Special Guarantee (DPGE) These are fixed- and variable-return securities linked to CDI, Selic or inflation indexes, calculated taking into consideration the market rate of the index and credit spread, formed by the set of DPGE operations of managed portfolios/funds in which the custodian bank provides asset pricing service; Debentures Calculated based on the unit price lists (for government securities) for the secondary market disclosed by ANBIMA, or, in case it does not exist, by the criteria established by the custodian bank, according to the pricing standards set forth in its mark to market guidelines; Issue of Bank Credit Note (CCB) Calculated based on the flow of payments intended for use discounted at the curve from interest rate futures on the BM&FBOVESPA and SulAmérica's credit spread or companies with a similar risk profile. 51 (A free translation from the original in Portuguese into English) Investment fund units Calculated in accordance with the mark to market criteria established by the Manager of each Fund, expressed in the disclosed unit value, except for held-to-maturity securities, which are calculated based on the agreed-upon indexes, plus interest incurred. The assets allocated to exclusive investment funds are shown according to the hierarchy levels classified above. The receivables and payables balances of consolidated exclusive funds, recorded in current, approximate to their realizable and payable values, respectively, due to their short-term maturities. Description Financial assets Marketable securities Fair value through profit or loss Available for sale Total Financial liabilities Loans and financing Total Description Financial assets Marketable securities Fair value through profit or loss Available for sale Total Financial liabilities Loans and financing Total Description Financial assets Cash equivalents Marketable securities Fair value through profit or loss Available for sale Held to maturity Total Financial liabilities Loans and financing Total Description Financial assets Cash equivalents Marketable securities Fair value through profit or loss Available for sale Held to maturity Call option spread - Petrobras Total Financial liabilities Loans and financing Total Level 1 Level 2 Company 2015 Total 199,566 199,566 24,323 24,323 223,889 223,889 - 1,076,053 1,076,053 1,076,053 1,076,053 Level 1 Level 2 Company 2014 Total 203,003 2,759 205,762 25,710 36,787 62,497 228,713 39,546 268,259 - 1,040,450 1,040,450 1,040,450 1,040,450 Level 1 Level 2 Consolidated 2015 Total - 731,033 731,033 3,103,088 3,762,320 1,423,752 8,289,160 2,280,325 1,283,832 4,295,190 5,383,413 5,046,152 1,423,752 12,584,350 - 1,076,053 1,076,053 1,076,053 1,076,053 Level 1 Level 2 Consolidated 2014 Total - 229,385 229,385 2,393,934 3,515,896 1,539,507 7,449,337 2,279,116 1,316,634 246 3,825,381 4,673,050 4,832,530 1,539,507 246 11,274,718 - 1,040,450 1,040,450 1,040,450 1,040,450 52 (A free translation from the original in Portuguese into English) 9. Receivables As of December 31, 2015, the Company’s receivables amounted to R$170,300 (R$157,222 in 2014), and basically comprised interest on equity and dividends receivable from subsidiaries, detailed in Note 21.1. As follows, the receivables of 12/31/2015 and 2014 presented in the consolidated financial statements: Consolidated Description Note 2015 2014 Insurance 2,278,967 2,043,108 Premiums receivable 9.1.1 1,220,554 1,138,968 Insurance companies 19,248 34,206 Obter operating income 9.1.2 1,039,165 869,934 Private pension 126 7,749 Saving bonds 17.1 22,346 81,296 ASO receivables 9.2 48,542 58,084 Other (a) 358,925 61,924 Total 2,708,906 2,252,161 Current 2,141,467 2,233,244 Non-current 567,439 18,917 (a) Refers, basically, INSS process that, on August 8, 2015, the Company obtained a favorable decision with receivable expectation of the judicial deposit in the next 12 months. 9.1 Insurances 9.1.1 Premiums receivable Changes in premiums receivable Premiums receivable are measured at amortized cost, and consist of direct written premiums and accepted coinsurance, as well as retrocession operations. For the health segment, the billing is monthly, whereas for the property and casualty segment the recorded average installment, as of December 31, 2015 is five months (four months as of December 31, 2014), the latter being influenced by the auto portfolio. The balances related to the health and property and casualty lines in aggregate account for approximately 97% (96% as of December 31, 2014) as of December 31, 2015, of the premiums receivable by SulAmérica. The change in premiums receivable at the indicated dates is as follows: Balance as of 01/01/2014 Written premiums, net of cancellations / recognition RVNE Receipts / reversal Balance as of 12/31/2014 Current Non-current Balance as of 12/31/2014 Written premiums, net of cancellations / recognition RVNE Receipts / reversal Valuation of the large risks portfolio (a) Balance as of 12/31/2015 Current Non-current (a) Premiums 1,214,348 14,038,949 34,054 (13,927,211) 1,360,140 Premiums 1,360,140 15,973,189 8,911 (15,779,375) (75,476) 1,487,389 Impairment (125,649) (162,384) 66,861 (221,172) Impairment (221,172) (178,668) 126,965 6.040 (266,835) Consolidated Total 1,088,699 13,876,565 34,054 (13,860,350) 1,138,968 1,138,430 538 Consolidated Total 1,138,968 15,794,521 8,911 (15,652,410) (69.436) 1,220,554 1,220,211 343 Completion of the evaluation of the large risks portfolio as described in note 1.1. 53 (A free translation from the original in Portuguese into English) Premiums receivable by maturity The breakdown of premiums receivable by maturity is as follows: Consolidated Description Falling due Falling due from 1 to 30 days Falling due from 31 to 60 days Falling due from 61 to 180 days Falling due from 181 to 365 days Falling due after 365 days Total Impairment Falling due total 2015 2014 460,480 166,829 271,315 27,326 343 926,293 (9,564) 916,729 469,253 146,814 230,772 27,273 538 874,650 (5,995) 868,655 Overdue Overdue from 1 to 30 days Overdue from 31 to 60 days Overdue from 61 to 180 days Overdue from 181 to 365 days Overdue after 365 days (a) Total Impairment Overdue total 146,107 25,887 50,956 48,919 289,227 561,096 (257,271) 303,825 147,060 17,198 41,718 132,132 147,382 485,490 (215,177) 270,313 Total premiums receivable Total Impairment (b) Total 1,487,389 (266,835) 1,220,554 1,360,140 (221,172) 1,138,968 (a) (b) Among the premiums over 365 days past due, the main amount is R$59,293, related to premiums receivable from other property and casualty insurance policy in the amount of R$95,293, with 99.4% of ceded reinsurance. SulAmérica receive a portion of the amount and was negotiating the receipt of the remaining balance. In January 2016, this outstanding amount was fully received; The impairment is analyzed based on premiums due and falling due of expired risk, net of commissions, IOF (tax on financial transactions) and judicial deposits, and, when applicable, coinsurance and reinsurance. The accounting is performed in the statement of financial position at gross amounts, and in the statement of profit or loss at net amount, reflecting the essence of the final result of the entire receipt process. The credit risk analysis of companies is made based on a chart that shows the score (risk rating) for likelihood of loss, whereas that of individuals is made based on the history of recovery percentage of premiums due. The premiums with risks to expire are usually cancelled after 32 and 60 days past due, depending of the insurance line. 9.1.2 Other operating receivables Description Amount receivables of FCVS - SFH (a) Principal Impairment Prepayment of claims (b) Restricted bank accounts ( c ) Other Total Current Non-current (a) 2015 Consolidated 2014 907,348 (97,551) 102,400 80,610 46,358 1,039,165 489,011 550,154 684,891 (53,516) 102,000 97,548 39,011 869,934 851,555 18,379 As of December 31, 2015, the account balance includes an portion of R$907,349 (R$684,891 in 2014) corresponding to the balance receivable from the Wage Variation Compensation Fund (Fundo de Compensação de Variações Salariais or FCVS) related to the mortgage insurance of the Housing Financial System (Sistema Financeiro da Habitação or SH/SFH), of which R$392,541 (R$684,891 as of December 31, 2014) in current assets and R$514,807 in non-current assets. The impairment of these amounts is R$97,551 (R$53,516 in 2014) calculated based on assumptions that take into account the history of operating losses, of which R$32,541 (R$53,516 as of December 31, 2014) in current assets and R$65,010 in non-current assets. In 2015, SulAmérica disbursed R$463,949 in SH/SFH-related lawsuits, and was reimbursed with R$267,869 by the FCVS, through its subsidiary SALIC. The SH/SFH had been originally introduced by article 14 of Act 4,380/1964 and, since 1967, it has been guaranteed by the FCVS. The insurance companies act only as representatives of the FCVS in lawsuits which subject matter is the SH/SFH, being entitled to them the reimbursement of the expenses incurred from their defense in such lawsuits. 54 (A free translation from the original in Portuguese into English) In October 2013, the FCVS Administrator Board issued Resolution No. 357/2013 in which it determined the suspension of the reimbursement for amounts owed to insurance companies until the applicable legislation was reviewed. The latest rules (Provisional Measure (MP) No. 633 of 12/26/2013, approved as Act No. 13.000 on 6/18/2014, CCFCVS Resolution No. 364 of 3/28/2014) corroborate the responsibility of FCVS and of Caixa Econômica Federal (CEF) for the assumption of all lawsuits which subject matter is the SH/SFH. More recently, the Office of Attorney-General of the National Treasury (PGFN) issued the Opinions PGFN/CAF No. 1842/2014, PGFN/CRJ No. 1949/2014 and PGFN/CAF No. 2022/2014, in which it recognizes the role of insurance companies as representative of the FCVS. As consequence of the instructions contained in the aforementioned opinions, the Administrator Board issued Resolution No. 378 of 12/17/2014, revoking the CCFCVS Resolution No. 357/2013 and determining CEF to resume the analyses of the application for reimbursement for expenses and indemnity made by the insurance companies, arising from lawsuits that meet the same criteria of Resolution No. 364/2014 and the corresponding reimbursement flow. 9.2 (b) Refers to the advance payment of claim related to reinsurance operation. There is a contra-entry related to the advance payment received from reinsurers, recorded in line item “Insurance and reinsurance liabilities”, in the amount of R$99,400 as of December 31, 2015 and 2014. (c) Refer to restricted funds in bank accounts and investment funds related to lawsuits. Consideration receivable – ASO Plans in which SulAmérica pays the health service and have doctors and hospital costs fully reimbursed by customers, recorded as revenue of the operation only the administration fee. The consideration receivable related to this transaction are: Description Falling due Falling due from 1 to 30 days Total Impairment Falling due total Overdue Overdue from 1 to 30 days Overdue from 31 to 60 days Overdue from 61 to 180 days Overdue from 181 to 365 days Overdue after 365 days Total Impairment Overdue total Total premiums receivable Total Impairment Total 10. 2015 Consolidated 2014 25,580 25,580 25,580 35,591 35,591 35,591 19,826 2,608 541 33 95 23,103 (141) 22,962 48,683 (141) 48,542 20,239 2,042 289 13 53 22,636 (143) 22,493 58,227 (143) 58,084 Taxes Tax credits, net of tax debits, are as follows. Note 10.2 shows the amounts of companies that in the determination of the net balance found tax debits. 10.1. Tax credits Description Tax loss carryforwards / recoverable taxes Deferred tax assets Deferred tax liabilities Total Current Non-current Note 10.3 10.4 10.4 2015 72,867 72,867 72,867 - Company 2014 71,586 71,586 27,105 44,481 2015 130,981 1,040,219 (338,956) 832,244 122,448 709,796 Consolidated 2014 124,923 899,258 (282,672) 741,509 71,695 669,814 The Act No. 13.169/2015 which was published on October 7, 2015, increased the rate of the Social Contribution income tax (CSLL) payable by financial institutions and insurance and savings bonds companies, from 15% to 20% for the period from September 1, 2015 to December 31, 2018. Besides affecting the CSLL expenses for four months in 2015, this increase also affects the long-term credits and debits related to this tax, which shall be realized during this period. Therefore, the subsidiaries operating in the insurance, health, private pension, savings bonds and asset management areas recorded in 2015 a 55 (A free translation from the original in Portuguese into English) consolidated total of tax credits and debits in amount of R$27,348 and R$10,580, respectively, related to the 5% increase, which impacted the profit or loss. 10.2. Tax debits that cannot be offset As of December 31, 2015 and 2014, the Company and SASG (according to Note 1.1, it is no longer of SulAmérica, but comprises the balance for 2014 only) recognized tax debit balances in excess of the tax credit balances of the same nature and jurisdiction, and that, accordingly, are recorded in non-current liabilities, under “Deferred taxes and contributions”. Description Deferred tax liabilities Total Non-current 10.3. Company 2014 (178) (178) (178) 2015 (104) (104) (104) 2015 (104) (104) (104) Consolidated 2014 (1,243) (1,243) (1,243) Tax loss carryforwards / recoverable taxes Description Corporate income tax - IRPJ Social Contribution on Net Income - CSLL Other Total Current Non-current Description Corporate income tax - IRPJ Social Contribution on Net Income - CSLL Others Total Current Description Corporate income tax - IRPJ Social Contribution on Net Income - CSLL Social Contribution on Revenues - COFINS Contribution to the Social Integration Program - PIS Social Security Contribution - INSS Others Total Current Non-current Description Corporate income tax - IRPJ Social Contribution on Net Income - CSLL Social Contribution on Revenues - COFINS Contribution to the Social Integration Program - PIS Social Security Contribution - INSS Others Total Current Non-current (a) Nota 10.4 Balance as of 01/01/2014 57,871 5 38 57,914 Balance as of 12/31/2014 71,543 5 38 71,586 Balance as of 01/01/2014 100,060 12,942 7,134 1,439 2,362 708 124,645 Balance as of 12/31/2014 102,170 8,371 8,559 3,623 1,488 712 124,923 Additions 83,709 83,709 Inflation and interest adjustments 4,775 4,775 Additions 47,515 4,728 4 52,247 Inflation and interest adjustments 6,192 6,192 Additions 169,483 28,815 5,803 3,169 1,329 11 208,610 Inflation and interest adjustments 5,741 271 11 2 6,025 Additions 141,286 24,621 3,623 844 358 209 170,941 Inflation and interest adjustments 8,645 5,118 11 152 20 13,946 Company Payments / write-offs (74,812) (74,812) Balance as of 12/31/2014 71,543 5 38 71,586 27,105 44,481 Company Payments / write-offs (57,141) (13) (4) (57,158) Balance as of 12/31/2015 68,109 4,720 38 72,867 72,867 Consolidated Payments / write-offs (173,114) (33,657) (4,389) (987) (2,203) (7) (214,357) Payments / write-offs (146,759) (21,132) (7,494) (1,462) (1,477) (317) (178,641) Disposal of Sasg Company (a) (26) (161) (1) (188) Balance as of 12/31/2014 102,170 8,371 8,559 3,623 1,488 712 124,923 71,695 53,228 Consolidated Balance as of 12/31/2015 105,316 16,978 4,538 3,156 369 624 130,981 122,448 8,533 Completion of the disposal of the large risks portfolio, as reported in Note 1.1. 56 (A free translation from the original in Portuguese into English) 10.4. Change in tax credits and debits The bases of deferred taxes and social contributions and respective changes over the years are as follows. Description Adjustment loss to fair value Social contribution tax loss carryforwards Total deferred tax assets Tax debit related to inflation adjustments on judicial deposits Gains from fair value adjustment Total tax debits Total tax credits net of tax debits Description Tax debit related to inflation adjustment on judicial deposits Adjustment earning to fair value Total tax debits Total tax debits net of tax credits Description Accrued liabilities for contingencies and tax liabilities Impairment Nondeductible provisions Policy cost Profit sharing Actuarial losses on defined benefit pension plan Loss from fair value adjustment Others Deferred tax on temporary differences total Social contribution tax loss carryforwards PIS and COFINS tax credit on IBNR reserve Total deferred tax assets Tax debit related to inflation adjustment on judicial deposits Gains from fair value adjustment Others Total tax debits Balance as of 01/01/2014 4 5,020 5,024 (44) (44) 4,980 Balance as of 12/31/2014 (71) (107) (178) (178) Balance as of 01/01/2014 476,648 81,063 24,700 2,144 5,793 6,903 19,796 (7,819) 609,228 103,473 101,358 814,059 (219,806) (8,554) (11,117) (239,477) Recognition (5,020) (5,020) (27) (220) (247) (5,267) Recognition (33) (17) (50) (50) Recognition 139,722 22,632 20,719 4,421 1,882 24,719 (36) 214,059 35,121 28,625 277,805 (49,053) (2,962) (52,015) Realization (4) (4) 113 113 109 Company Balance as of 12/31/2014 (71) (107) (178) (178) Realization 124 124 124 Company Balance as of 12/31/2015 (104) (104) (104) Realization (75,566) (3,829) (20,066) (2,144) (6,260) (3,294) (24,140) (135,299) (39,048) (18,259) (192,606) 3,381 4,196 7,577 Total debits offset taxes (note 10.1) Total debits non offset taxes (note 10.2) Description Accrued liabilities for contingencies and tax liabilities Impairment Nondeductible provisions Profit sharing Actuarial losses on defined benefit pension plan Loss from fair value adjustment Others Deferred tax on temporary differences total Social contribution tax loss carryforwards PIS and COFINS tax credit on IBNR reserve (a) Total deferred tax assets Tax debit related to inflation adjustment on judicial deposits Gains from fair value adjustment Others Total tax debits Total debits offset taxes (note 10.1) Total debits non offset taxes (note 10.2) Consolidated Balance as of 12/31/2014 540,804 99,866 25,353 3,954 5,491 20,375 (7,855) 687,988 99,546 111,724 899,258 (265,478) (7,320) (11,117) (283,915) (282,672) (1,243) Balance as of 12/31/2014 540,804 99,866 25,353 3,954 5,491 20,375 (7,855) 687,988 99,546 111,724 899,258 (265,478) (7,320) (11,117) (283,915) Constitution 102,496 57,316 35,495 12,995 868 33,855 1,774 244,799 60 42,290 287,149 (52,436) (704) (22,022) (75,162) Realization (43,490) (14,403) (32,189) (4,241) (14,919) (991) (110,233) (7,691) (28,264) (146,188) (725) 691 20,051 20,017 Consolidated Balance as of 12/31/2015 599,810 142,779 28,659 12,708 6,359 39,311 (7,072) 822,554 91,915 125,750 1,040,219 (318,639) (7,333) (13,088) (339,060) (338,956) (104) (a) Realization of R$4,603 for the transfer of the portfolio of large risks by fission. 57 (A free translation from the original in Portuguese into English) In 2015, the cumulative tax losses and income and social contribution tax loss carryforwards are comprised of the following: Year 1994 1999 2000 2001 2003 2004 2005 2006 2007 2008 2009 2011 2012 2013 Offset balances Income tax 13,565 5,209 14,795 33,569 Company Social contribution 1,738 852 1,599 11,305 2,616 26,767 965 5,289 14,798 65,929 Income tax 59,340 36,650 13,565 14 40,618 14,795 2,548 167,530 Consolidated Social contribution 1,738 852 1,599 11,402 2,616 17,827 73,653 36,976 35,804 965 37,139 15,013 3,962 239,546 As of December 31, 2015, the expected realization by year of deferred tax assets of income tax loss and consolidated social contribution tax loss carryforwards is as follows: Year 2016 2017 2018 2019 2020 2021 to 2022 Total Income tax 18% 16% 20% 25% 21% 0% 100% Consolidated Social contribution 20% 13% 15% 19% 19% 14% 100% In the Company, there is no expectation about the realization of its deferred tax assets of income tax losses and social contribution tax loss carryforwards in view of the tax result recorded thus far and estimated for the coming periods, and, accordingly, it does not have deferred tax assets of this nature recorded in line item “Taxes”, in Note 10.4. On a consolidated basis, the realization of deferred tax assets for temporary differences mainly related to accrued liabilities for contingencies and tax obligations are not presented in the chart above, because they depend on the final and unappealable decision on these lawsuits and settlement date. Notwithstanding this fact, the budget of future results approved by the Board of Directors of subsidiaries fully include the realization of deferred tax assets recorded based on temporary differences, with the exception of the figures presented in the tables below. The bases and taxes not recognized, because there is no expectation on the realization of these amounts within the terms provided for by the regulatory bodies as of December 31, 2015, are as follows: Description Tax loss and income Social contribution tax loss carryforwards (a) Temporary differences of IRPJ Temporary differences of CSLL (b) Total Bases 33,569 65,929 3,625 383 103,506 Company Unrecognized deferred tax assets 8,392 5,934 906 34 15,266 Bases 33,569 65,929 335,944 62,360 497,802 Consolidated Unrecognized deferred tax assets 8,392 5,934 83,986 7,308 105,620 (a) Tax rate of 9%; and (b) Tax rate of 9% and 15%. 58 (A free translation from the original in Portuguese into English) Increase of social contribution With the enactment of Law 13,169 / 15, which increased the rate of social contribution from 15% to 20%, the social contribution tax credits that do not have expectations of realization until 12/31/2018 were provided, as follows: Description Social contribution tax loss carryforwards Temporary differences of CSLL Total 11. Bases - Company Unrecognized deferred tax assets - Bases 73,341 381,604 454,945 Consolidated Unrecognized deferred tax assets 3,667 19,080 22,747 Reinsurance assets The balances shown refer to the assets related to the responsibilities of reinsurers for the technical reserves of SulAmérica. The technical reserves are recorded in liabilities, gross of reinsurance, being recorded in assets the expectations of credit associated with reinsurers. Description Reinsurance assets and retrocession - Technical reserves Reinsurance companies No proporcional reinsurance Total of reinsurance assets Current Non-current 11.1. Consolidated 2014 431,847 28,298 13,872 474,017 350,607 123,410 2015 107,457 19,130 212 126,799 57,682 69,117 Reinsurance and retrocession assets – technical reserves Description Property and casualty Life and private pension Total Current Non-current (a) Note 11.1 11.2 Unearned premium reserve (a) 2015 2014 19,432 49,122 864 239 20,296 49,361 18,143 39,390 2,153 9,971 Reserve for claims and IBNR reserve and others (a) 2015 2014 81,165 376,395 5,996 6,091 87,161 382,486 21,300 271,582 65,861 110,904 Consolidated 2015 100,597 6,860 107,457 39,443 68,014 Total 2014 425,517 6,330 431,847 310,972 120,875 Credits associated with reinsurers 11.1.1. Change in the unearned premium reserve - reinsurance Balance as of 01/01/2014 Issuance/RVNE Cancellation Amortization Balance as of 12/31/2014 (a) Property and casualty (a) 62,579 194,451 (108,308) (99,600) 49,122 Life and private pension (a) 236 390 (36) (351) 239 Consolidated Total 62,815 194,841 (108,344) (99,951) 49,361 Credits associated with reinsurers Balance as of 12/31/2014 Issuance/RVNE Cancellation Amortization Inflation/ interest adjustments Disposal of the large risks portfolio (b) Balance as of 12/31/2015 Property and casualty (a) 49,122 170,510 (72,659) (87,849) (48) (39,644) 19,432 Life and private pension (a) 239 1,053 (13) (415) 864 Consolidated Total 49,361 171,563 (72,672) (88,264) (48) (39,644) 20,296 59 (A free translation from the original in Portuguese into English) (a) (b) Credits associated with reinsurers Completion of the disposal of the large risks portfolio as described in note 1.1. 11.1.2. Change in outstanding claims reserve / IBNR - reinsurance Balance as of 01/01/2014 Additions/write-off Inflation/ interest adjustments Changes in IBNR Balance as of 12/31/2014 (a) Life and private pension (a) 6.091 (821) 989 (263) 5.996 Total 334,435 23,642 17,360 7,049 382,486 Consolidated Total 382.486 14.719,00 (11.225,00) (5.487) (284.244) (9.088) 87.161 Operations with reinsurance companies Description IRB Brasil Re (IRB) - Bank account (a) Claim advance Recovery of damages Premiums net of commissions Interest on premiums Salvage and recoveries Impairment Others Total Current Non-current 12. Property and casualty (a) 376.395 15.540 (12.214) (5.224) (284.244) (9.088) 81.165 Consolidated Credits associated with reinsurers Completion of the disposal of the large risks portfolio as described in note 1.1. Cession and partial transfer of the mortgage insurance portfolio, as reported in Note 1.2. 11.2. (a) Life and private pension (a) 4,839 (1,894) 244 2,902 6,091 Credits associated with reinsurers Balance as of 12/31/2014 Additions/write-off Inflation/ interest adjustments Changes in IBNR Disposal of the large risks portfolio (b) Partial sale and transfer of the mortgage insurance portfolio (c) Balance as of 12/31/2015 (a) (b) (c) Property and casualty (a) 329,596 25,536 17,116 4,147 376,395 2015 156 23,651 (6,051) 1,374 19,130 18,027 1,103 Assets 2014 156 34,788 (7,561) 915 28,298 27,696 602 2015 6 (75) 7,305 2 154 7,392 7,392 - Consolidated Liabilities 2014 6 15,232 62,288 23 1,136 78,685 78,685 - It refers to transactions with the IRB related to premiums, claims, salvage and recoveries. Deferred acquisition costs Balance as of 01/01/2014 Generated acquisition cost Amortization Cancellation RVNE Balance as of 12/31/2014 Current Non-current Direct insurance and net of coinsurance ceded 696,737 1,064,861 (908,582) (73,553) 6,543 786,006 Consolidated Accepted coinsurance 9,237 10,546 (8,146) (1,296) 10,341 Private pension 13,827 12,823 (9,610) 17,040 Total 719,801 1,088,230 (926,338) (74,849) 6,543 813,387 576,765 236,622 60 (A free translation from the original in Portuguese into English) Balance as of 12/31/2014 Generated acquisition cost Amortization Cancellation RVNE Disposal of the large risks portfolio (a) Balance as of 12/31/2015 Current Non-current (a) Direct insurance and net of coinsurance ceded 786,006 1,207,711 (983,013) (74,546) 1,083 (10,460) 926,781 Consolidated Accepted coinsurance 10,341 13,378 (13,270) (1,677) (498) 8,274 Private pension 17,040 12,943 (10,504) (177) 19,302 Total 813,387 1,234,032 (1,006,787) (76,400) 1,083 (10,958) 954,357 595,960 358,397 Completion of the disposal of the large risks portfolio as described in note 1.1. 13. Investments 13.1. Company – Equity Interests and Goodwill Balance as of 01/01/2014 Change in business combination (note 2.2) Balance as of 01/01/2014 Capital increase (b) (c) (d) Capital gain and/or loss (g) Dividends and interest on capital Equity interest (a) Transactions capital - negative goodwill (e) Equity adjustment - reflex effects (f) Other adjustments Balance as of 12/31/2014 Capital increase (b) (c) (d) Investment aquisition – (i) Split-off - Note (1.1) (h) Capital gain and/or loss (g) Dividends and interest on capital Equity interest (a) Sale of indirect subsidiary - Note 1.1 Equity adjustment - reflex effects (f) Gains and (losses) not realized in financial assets available for sale Unrealized actuarial losses on defined benefit pension plan, net of gains Capital gain Balance as of 12/31/2015 Description Assets Liabilities Equity Net revenue Net income Equity interest (%) Carrying amount of investment Goodwill Number of common shares Number of preferred shares Description Assets Liabilities Equity Net revenue Net income Equity interest (%) Carrying amount of investment Goodwill Number of common shares Number of preferred shares SALIC 686,460 (6,185) 680,275 93,921 (1,597) (34,798) 117,965 1,255 2,301 271 859,593 7,861 (17,090) 180 (42,585) 151,568 (9,704) (9,446) (297) 39 949,823 SAEPAR 2,300,642 (21,130) 2,279,512 233,561 (107,512) 390,236 4,379 6,037 905 2,807,118 24,942 83 (158,837) 523,266 (32,210) (31,259) (914) (37) 3,164,362 SALIC 7,906,383 4,072,659 3,833,724 3,632,016 611,790 24.72% 947,854 1,969 112 - SALIC 7,785,718 4,332,377 3,453,341 3,353,013 485,986 24.84% 857,624 1,969 113 - CIA. SAÚDE 784,928 (11,434) 773,494 39,689 (306) (44,754) 155,795 2,361 1,221 476 927,976 25,574 (312) (89,407) 201,037 (14,870) (14,671) (79) (120) 1,049,998 SAEPAR 3,310,207 145,845 3,164,362 51,637 523,266 100.00% 3,164,362 3,988 - SAEPAR 2,921,564 114,446 2,807,118 27,959 392,090 100% 2,807,118 3,954 - CIA. SASG 14,954 773 (15,727) - CIA. SAÚDE 7,265,084 3,709,711 3,555,373 10,389,669 680,728 29.53% 1,049,998 18,296,286 4,682,540 CIA. SAÚDE 6,209,368 3,067,210 3,142,158 8,610,210 529,017 29.53% 927,976 17,865,869 4,531,536 Total 3,772,030 (38,749) 3,733,281 367,171 (1,903) (187,064) 663,996 7,995 9,559 1,652 4,594,687 58,377 14,954 (17,090) (49) (290,829) 876,644 (15,727) (56,784) (55,376) (1,290) (118) 5,164,183 Company 2015 Total 5,162,214 1,969 Company 2014 Total 4,592,718 1,969 (a) The equity interest recorded in the Company’s profit or loss comprises the adjustments to the equity of its investees as a result of the harmonization of accounting policies, when necessary; (b) On March 31, 2014 and April 15, 2015, the Company increased the capital of SALIC with dividends and interest on equity in the amount of R$20,429 and R$7,861, respectively, and on July 30, 2014, September 30, 2014 and December 29, 2014 in the amounts of R$28,461, R$7,262 and R$37,769, respectively, in cash; (c) The Company increased the capital of SAEPAR in cash in the amounts of R$29 on April 30, 2014, R$99,144 on July 30, 2014 and R$62,988 on September 30, 2014. Additionally, there was an increase in capital on April 30, 2014 and April 15, 2015 with interest on equity amounting to R$71,400 and R$24,942, respectively; 61 (A free translation from the original in Portuguese into English) (d) The Company increased the capital of CIA SAÚDE with cash on July 30, 2014 in the amount of R$11,813 and on September 30, 2014 in the amount of R$27,876. Additionally, there was a capital increase on September 30, 2015 with interest on equity amounting to R$25,574; (e) On September 30, 2014, the indirect subsidiary SANTA CRUZ, parent company of SULACAP, acquired 25 shares from non-controlling interests in the amount of R$14,961 at a discount of R$7,995, recognized in the line item “Discount in capital transaction” in equity; (f) Refer to amounts of subsidiaries, which affect the parent company upstream, in the moment of the recognition of the equity interest. Comprisig of: (1) unrealized gains and/or losses of financial assets classified into available for sale, which affect the equity of subsidiaries; (2) gains and/or losses recorded because of the change in the equity interest in companies in which the subsidiaries invest, and (3) actuarial gains and/or losses related to defined benefit plans of the management members of subsidiaries, recorded according to the provisions of CPC 33 – Employee Benefits; (g) Refer to capital gains and/or losses of the direct investments of the Company, where the change in investment occurred disproportionally, changing the equity interest of the Company in the investee; and (h) On November 30, 2015, the Company reduced the investment in SALIC, by means of the partial spin-off, according to the expert report prepared by the audit firm Acal Auditores Independentes S/S in the corresponding a book value in amount R$17,090. (i) On November 30, 2015, there was a partial spin-off of SALIC and part of the portion of their equity was merged into SASG. In view of this transaction, the Company started to participate on SASG equity. 13.2. Consolidated Description Equity interests Original amount Goodwill Real estate investments Other Total 2015 2014 63,488 1,106 6,906 2,083 73,583 73,252 7,566 1,798 82,616 13.2.1. Equity interests The following investments in associates are shown in the consolidated financial statements: Balance as of 01/01/2014 Equity interest Equity adjustment - Gains and (losses) not realized in financial assets available for sale Dividends Balance as of 12/31/2014 Acquisition of investment Goodwill Capital increase Equity interest Equity adjustment - Gains and (losses) not realized in financial assets available for sale Addicional dividends Balance as of 12/31/2015 Description Assets Liabilities Equity Net revenue Net income Equity interest (%) Carrying amount of investment Goodwill Number of common shares/quotas Description Assets Liabilities Equity Net revenue Net income Equity interest (%) Carrying amount of investment Number of common shares (a) Caixa Capitalização S.A. - CAIXACAP 63,656 35,357 10,751 (36,512) 73,252 33,480 (29,831) (16,693) 60,208 Caixa Capitalização S.A. - CAIXACAP 3,139,064 2,893,316 245,748 87,258 136,649 24.50% 60,208 1,960 Healthways Brasil Servicos de Consultoria LTDA 3,239 1,106 735 (694) 4,386 Healthways Brasil Servicos de Consultoria LTDA (a) 8,744 2,050 6,694 13,805 (1,391) 49.00% 3,280 1,106 5,080 Caixa Capitalização S.A. - CAIXACAP 3,255,690 2,956,701 298,989 1,111,525 144,313 24.50% 73,252 1,960 Total 63,656 35,357 10,751 (36,512) 73,252 3,239 1,106 735 32,786 (29,831) (16,693) 64,594 2015 Total 63,488 1,106 2014 Total 73,252 Healthways: on March 11, 2015, the Company released a material fact statement informing to the market that its indirect subsidiary Sul América Serviços de Saúde S.A. (Sulamed) has partnered with Healthways, Inc. (NASDAQ:HWAY), the world’s largest independent health and well-being solution provider, headquartered in Tennessee, in the USA (Healthways), with the purpose of fostering the development of 62 (A free translation from the original in Portuguese into English) the Brazilian market for health and well-being management services, activities that the companies will jointly operate through Healthways Brasil Serviços de Consultoria Ltda. (Healthways Brasil), with its headquarters in the city and state of São Paulo, which capital will be held in the proportion of 49% by Sulamed and 51% by Healthways International, S.A.R.L. (Healthways International), a subsidiary of Healthways. The transaction was completed on March 11, 2015 with the cash contribution from Sulamed in the amount of R$4,345, including goodwill of R$1,106, recorded in investments assets corresponding to 4,344 shares, each having a par value of R$1. 14. Intangible assets As of December 31, 2015, the Intangible Assets of the Company amounted to R$2 (R$38 in 2014). In the consolidated financial statements, the Intangible Assets is represented as shown in the following table: Cost Balance as of 01/01/2014 Additions Write-offs Transfer Balance as of 12/31/2014 Accumulated depreciation Balance as of 01/01/2014 Write-offs Amortization Transfers Other Balance as of 12/31/2014 Residual balance as of 12/31/2015 Estimated economic life Cost Balance as of 12/31/2014 Additions Write-offs Transfers Other Balance as of 12/31/2015 Accumulated depreciation Balance as of 12/31/2014 Write-offs Amortization Transfers Other Balance as of 12/31/2015 Residual balance as of 12/31/2015 Estimated economic life Consolidated Software development and license costs Goodwill Other Total 226,352 39,398 (1,297) (11,853) 252,600 46,779 46,779 3 3 273,134 39,398 (1,297) (11,853) 299,382 (97,476) 371 (33,758) 11,853 3 (119,007) 133,593 5 e 10 anos 46,779 3 (97,476) 371 (33,758) 11,853 3 (119,007) 180,375 Consolidated Software development and license costs Goodwill Other Total 252,600 53,690 (496) (44,625) (19) 261,150 46,779 46,779 3 3 299,382 53,690 (496) (44,625) (19) 307,932 (119,007) 415 (36,864) 44,625 38 (110,793) 150,357 5 e 10 anos 46,779 3 (119,007) 415 (36,864) 44,625 38 (110,793) 197,139 (a) Software development and license costs Mainly represent expenditures with the development of technology infrastructure, applications, improvements in the website of the group companies, development of own systems, and expenditures with the acquisition of software licenses used in operations. (b) Goodwill Recognized goodwill refers to amounts recognized in excess of the fair value in the acquisition of control of companies. All of the research and development costs that cannot be capitalized were recognized in profit or loss for the year, in line item “Administrative expenses”. 63 (A free translation from the original in Portuguese into English) 15. Accounts payable Description Accounts payable Labor liabilities Taxes and contributions payable Saving bonds Managed health Other accounts payable Total Current Non-current 15.1. 2015 141,224 254 1,126 142,604 142,604 - Company 2014 94,915 14,231 179 109,325 109,325 - 2015 392,711 46,909 270,510 626,032 28,978 132,750 1,497,890 1,468,917 28,973 Consolidated 2014 334,783 41,985 225,969 670,967 39,048 102,704 1,415,456 1,367,917 47,539 2015 141,080 144 141,224 141,224 - Company 2014 94,765 150 94,915 94,915 - 2015 67,035 142,294 61,814 121,568 392,711 371,484 21,227 Consolidated 2014 82,780 96,228 48,100 107,675 334,783 304,744 30,039 Obligations payable Description Tax refinancing programe (REFIS and PAES) (a) Dividends and interest on shareholder's equity payable Profit sharing Other Total Current Non-current (a) Notes 15.1 15.2 17.2 15.3 Special Installment Payment (PAES) and Tax Refinance (REFIS) PAES On July 31, 2003, the Company and its subsidiaries SALIC, CIA. SAÚDE (acquirer of Sul América Seguro Saúde S.A. - SAÚDE), SANTA CRUZ (acquirer of Executivos S.A. – Administração e Promoção de Seguros – EXECUTIVOS, and Sul América Investimentos e Participações S.A. - SAIPA), SULACAP and SASG (disposed according to Note 1.1.), joined the Special Installment Payment (PAES) to pay the amounts related to COFINS, IRPJ, social contribution on net income (CSLL), Fundo de Investimento Social (FINSOCIAL) (contribution on revenue), temporary contribution on banking transactions (CPMF), and social security contribution (INSS) in installments, which were at either administrative and/or judicial levels. The total amount of obligations on the adherence date, included in the PAES, was R$ 286,667 (net of the 50% fine reduction estimated at R$ 20,840). The payment has been made in 180 equal and monthly installments, according to the amount and periods provided for in the prevailing legislation, with the final payment due by June 30, 2018, adjusted by the variation in the long-term interest rate (TJLP). In September and November 2014, according to the PGFN/RFB Joint Ordinance No. 15 of August 22, 2014, SulAmérica (SANTA CRUZ and the Company) adhered to the early settlement with the use of a portion of the tax loss and social contribution tax loss carryforwards. The legislation established that to adhere to the early settlement, companies should pay 30% of the total debt balance in cash. This paid amount was R$3,992 in SANTA CRUZ and R$120 in the Company. REFIS In November 2009, its subsidiary SULACAP (acquired in April 2013) joined REFIS, established by Act No. 11.941/2009, in order to pay the principal amounts related to COFINS, CSLL and IRPJ in installments, which were at either administrative and/or judicial levels. The total amount of obligations on the adherence date was R$20,411, net of the reduction of expected benefits. The installment payment condition establishes payment in up to 180 equal and monthly installments, monthly adjusted based on the SELIC rate variation. In December 2013, the subsidiaries SULACAP, CIA. SAÚDE, SULASEG and SALIC joined the latest version of REFIS, established by Act No. 12.865/2013, in order to pay in 30 64 (A free translation from the original in Portuguese into English) installments and with judicial deposit the amounts related to CSLL, IRPJ, INSS and the fines imposed by ANS and refund to the Unified Health System (SUS), which were at either administrative and/or judicial levels. The total amount of obligations on the adherence date was R$66,338, net of the reduction of expected benefits, which includes the amount of R$14,204, recorded in current liabilities that shall be paid by the conversion into income of the INSS-related judicial deposits and fines imposed by the ANS, and reimbursement to the Unified Health System (SUS). In July 2014, the subsidiaries SANTA CRUZ, SALIC and CIA SAÚDE adhered to the reopening of the REFIS established by Act No. 12.973, aimed at paying in cash and with deposits of amounts related to the IRPJ and CSLL, which were being disputed in the administrative and/or legal level. The total amount of R$ 8,347 included on the adherence date (net of reduction of expected benefits) shall be paid by means of the conversion into income of the recorded judicial deposits. In November 2014, the subsidiaries SALIC, SULASAÚDE and SULACAP adhered to the reopening of REFIS established by Act No. 13.043, aimed at paying in 30 installments and with deposit amounts related to the IRPJ, CSLL and IRRF, which were being disputed in administrative and/or legal level. The total amount of obligations on the adherence date, included in this REFIS, was R$ 4,394 (net of reduction of expected benefits), in which it is included the amount of R$ 3,351, recorded in current liabilities, which shall be paid through conversion into income of recorded judicial deposits. As of December 31, 2015, the obligations are recognized in “Accounts payable”, of which R$45,808 (R$52,739 in 2014) in current liabilities and R$21,227 (R$30,041 in 2014) in noncurrent liabilities. 15.2. Taxes and contributions Description Corporate income tax - IRPJ Withholding income tax Financial operations tax - IOF Service tax - ISS Social contribution on net income - CSLL PIS and COFINS Other Total Current 15.3. 2015 92 9 17 136 254 254 Company 2014 828 70 306 12,958 69 14,231 14,231 2015 60,182 14,817 66,250 34,181 43,180 23,045 28,855 270,510 270,510 Consolidated 2014 43,835 12,978 57,454 26,561 20,062 44,987 20,092 225,969 225,969 2015 53 1,073 1,126 1,126 - Company 2014 10 8 161 179 179 - 2015 41,102 32,313 59,335 132,750 125,004 7,746 Consolidated 2014 16,526 46,783 39,395 102,704 85,204 17,500 Other accounts payable Description Accounts payable - suppliers Securities payable Diverse accounts payable Total Current Non-current 65 (A free translation from the original in Portuguese into English) 16. Loans and financing The breakdown of the balances of loans, financing and debentures of the Company and their main characteristics are as follows: Description CCB – Banco do Brasil (a) Debentures (b) Acquisition costs Total Current Non-current 2015 200,117 884,510 (6,338) 1,078,289 217,798 860,491 Company 2014 1,039,251 (2,627) 1,036,624 201,479 835,145 2015 200,117 884,510 (6,338) 1,078,289 217,798 860,491 Consolidated 2014 1,039,251 (2,627) 1,036,624 201,479 835,145 (a) Band Credit Note (CCB) – Banco do Brasil Characteristics Amount of securities Issue date Final maturity Inflation adjustment Interests Interest payment Amortization Collateral CCB Banco do Brasil 200,000.00 December 30, 2015 December 10, 2018 Without adjustment 111.0% CDI three-month periods 10% in the first year, 10% in the second year and 80% in maturity No collaterals (b) Debentures Characteristics Convertibility Sort Type and form 1st Issue 1st Series Simple nonconvertible debentures Unsecured Registered and book debentures, without issue of certificates or receipts Amount of securities 50,000 simple debentures Face value Issue date Initial maturity Final maturity Inflation adjustment Interests Interest payment 10 February 6, 2012 February 6, 2015 February 6, 2017 Without adjustment CDI+1.15% p.a. Six-month periods Amortization In three annual installments Amortization dates Renegotiation 2015, 2016 and 2017 None Early redemption Only through the voluntary early redemption offer Voluntary Early Redemption Offer The Company can perform it at any time 3rd Issue 1st Series 2nd Series Simple nonconvertible debentures Unsecured Registered and book debentures, without issue of certificates or receipts 37,000 simple 13,000 simple debentures debentures 10 10 May 16, 2014 May 16, 2014 May 15, 2017 May 15, 2020 May 15, 2019 May 15, 2022 Without adjustment IPCA 108.25% CDI IPCA+7.41% p.a. Six-month periods Annual In three annual In three annual installments installments 2017, 2018 and 2019 2020, 2021 and 2022 None None Only through the Only through the voluntary early voluntary early redemption offer redemption offer The Company can The Company can perform it at any perform it at any time time On December 31, 2015, the value of the debentures is composed of the first issue - single series of R$353,104 (R$524,505 as of 2014), third issue - first series of R $376,788 (R$375,353 as of 2014) and third issue - second series of R$154,618 (R$139,393 as of 2014), totaling R$884,510 (R$1,039,251 as of 2014). On February 6, 2015, the Company amortized the first installment of principal of the first debenture issue in the amount of R$166,650. Fair value As of December 31, 2015, the market value, according to the unit price (PU) in the secondary market, released by the Brazilian Financial and Capital Markets Association (ANBIMA), of the first debenture issue was R$353,533 at an indicative rate of CDI + 0.93%p.a. (R$526,091 and CDI + 0.84%p.a. in 2014). For the first series of the third 66 (A free translation from the original in Portuguese into English) debenture issue, the unit market value was R$375,682 and indicative rate of 109.23% CDI (R$375,477 and indicative rate of 108.14% CDI in 2014). For the second series of the third debenture issue the market value was R$146,721 and indicative rate of IPCA + 8.71%p.a. (R$138,882 and indicative rate of IPCA + 7.49%p.a. in 2014). The fair value of the CCB approximates its curve value given the proximity to its issue. The amounts are classified into level 2 in the fair value hierarchy of financial instruments. Covenants Under the debt acceleration clauses contained in the debenture indentures and bank credit note contract, the Company is required to maintain certain financial rates within previously set limits (financial covenants). The following table shows the financial covenants with which the Company is required to comply. Description of covenants Financial ratio I – Net financial debt Financial ratio II – Cash inflow Financial ratio III – Cash inflow Net financial debt: Cash generation: Required ratio Equal to or lower than twice the cash inflow Equal to or above four times the net financial income Equal to or above zero financial obligations less cash, cash equivalents, and marketable securities, net of the technical reserves to be covered; profit or loss before taxes on profit less depreciation, amortization and depletion. All the required financial rates were properly complied with as of December 31, 2015, and December 31, 2014. For the CCB contract, the financial rates shall be determined as of March 31, 2016. 17. Savings bonds The savings bonds operation is considered in the accompanying financial statements as financial instruments, according to the CPC 38/IAS 38. The amounts that correspond to the operation are as follows: Description Receivables Provision Draws Redemption Other 17.1 Note 17.1 17.2 2015 22,346 626,032 63,448 552,580 10,004 Consolidated 2014 81,296 670,967 50,932 614,049 5,986 Receivables by maturity Description Falling due Falling due from 01 to 30 days Falling due from 31 to 60 days Total Impairment Total falling due Overdue Overdue from 01 to 30 days Overdue from 31 to 60 days Overdue after 60 days Total Impairment Overdue total Total 2015 Consolidated 2014 16,087 5,505 21,592 21,592 64,795 16,501 81,296 81,296 482 165 440 1,087 (333) 754 22,346 81,296 67 (A free translation from the original in Portuguese into English) 17.2 Changes in reserves Reserve for redemption 736,958 1,482,725 (1,635,382) (3,399) (2,055) (3,813) 39,015 614,049 Balance as of 01/01/2014 Increase Payment Early redemption Expired/ penalties Reversal Inflation/interest adjustment Balance as of 12/31/2014 Other Total Current Reserve for redemption 614,049 686,855 (780,128) (2,621) (822) (5,869) 41,116 552,580 Balance as of 12/31/2014 Increase Payment Early redemption Expired/ penalties Reversal Inflation/interest adjustment Balance as of 12/31/2015 Other Total Current 18. Consolidated Reserve for draws 49,776 599,744 (598,120) (1,487) (394) 1,413 50,932 Total 786,734 2,082,469 (2,233,502) (3,399) (3,542) (4,207) 40,428 664,981 5,986 670,967 670,967 Consolidated Reserve for draws 50,932 106,375 (92,870) (1,551) (735) 1,297 63,448 Total 664,981 793,230 (872,998) (2,621) (2,373) (6,604) 42,413 616,028 10,004 626,032 626,032 Liabilities of insurance and reinsurance Description Insurance Refund premiums Insurance companies Insurance brokers Other operating debits Third-party deposits Subtotal Reinsurance Reinsurance companies Other operating debts (a) Subtotal Total from insurance and reinsurance liabilities Current Non-current Notes 18.1 9.1.2 (b) 18.2 11.2 2015 Consolidated 2014 1,929 21,386 118,430 144,898 87,643 374,286 2,677 41,828 108,503 123,591 101,739 378,338 7,392 99,400 106,792 481,078 381,231 99,847 78,685 99,400 178,085 556,423 556,338 85 (a) Refers to the advance received from reinsurers, according to Note 9.1.2. (b). 18.1. Insurance brokers Description Direct insurance and retrocession Direct insurance - RVNE Accepted coinsurance Other Total Current Non-current 2015 88,846 25,152 3,336 1,096 118,430 118,383 47 Consolidated 2014 78,703 25,757 3,136 907 108,503 108,418 85 68 (A free translation from the original in Portuguese into English) 18.2. Third-party deposits Third-party deposits are amounts collected by banks and reported to SulAmérica, the policies of which are in the writing process or the premium installments received of which are in the adjustment or identification process. The adjustment process is applicable to bills received at diverging amounts or data. Description 1 to 30 days 31 to 60 days 61 to 120 days 121 to 180 days 181 to 365 days Over 365 days (a) Total (a) 19. Direct premium 17,570 4,732 3,735 3,172 3,843 43,384 76,436 Coinsurance 242 8 60 439 3,942 4,691 Saving bonds 2,299 999 920 305 977 1,016 6,516 Total 19,869 5,973 4,663 3,537 5,259 48,342 87,643 Direct premium 66,979 3,126 4,171 3,315 4,821 4,936 87,348 Coinsurance 341 207 63 865 4,306 5,782 Savings bonds 5,926 1,244 497 115 750 77 8,609 Consolidated 2014 Total 72,905 4,711 4,875 3,493 6,436 9,319 101,739 In December 2014, an installment in the amount of R$ 36,000 was received, corresponding to a bill in the total amount of R$ 95,293, related to an insurance of the other property and casualty portfolio with reinsurance at 99.4% of total premium. In January 2016, the remaining portion was received and the total amount was written off in the “Thirdparty deposits” account. Technical reserves for insurance Description Technical Reserve Insurance Health Property and casualty Life and private pension Private Pension Total of technical reserve Current Non-current 19.1. 2015 Note 19.1 19.2 19.3 19.5 2015 Consolidated 2014 5,132,759 2,159,232 2,624,303 349,224 5,340,240 10,472,999 5,870,718 4,602,281 5,073,053 1,854,342 2,849,621 369,090 4,568,534 9,641,587 5,590,122 4,051,465 Health line Balance as of 01/01/2014 Issuance Payments/ write-offs / cancellations Earned premium Reported / changes inflation adjustment / interest Changes in IBNR Balance as of 12/31/2014 Current Non-current Balance as of 12/31/2014 Issuance Payments/ write-offs / cancellations Earned premium Reported / changes Inflation adjustment / interest Changes in IBNR Balance as of 12/31/2015 Current Non-current Unearned premium reserve 174,025 10,170,708 (10,137,901) 206,832 Unearned premium reserve 206,832 11,138,341 (11,103,697) 241,476 Reserve for claims and IBNR reserve 1,329,585 (7,366,860) 7,503,688 5,939 141,014 1,613,366 Mathematical reserve for benefit granted 33,136 1,008 34,144 Reserve for claims and IBNR reserve 1,613,366 (8,387,899) 8,543,524 5,777 104,127 1,878,895 Mathematical reserve for benefit granted 34,144 4,717 38,861 Consolidated Total 1,854,342 1,813,415 40,927 Consolidated Total 2,159,232 2,124,555 34,677 69 (A free translation from the original in Portuguese into English) 19.2. Property and casualty line Balance as of 01/01/2014 Issuance Payments/write-offs / cancellations Earned premium Reported / changes Inflation adjustment / interest Changes in IBNR Balance as of 12/31/2014 Other Total Current Non-current Balance as of 12/31/2014 Issuance Payments/write-offs / cancellations Earned premium Reported / changes Inflation adjustment/ interest Changes in IBNR Disposal of the large risks portfolio (a) Partial sale and transfer of the mortgage insurance portfolio (b) Balance as of 12/31/2015 Current Non-current Unearned premium reserve 1,535,580 3,650,853 (277,034) (3,252,559) 1,656,840 Reserve for claims and IBNR reserve 1,107,051 (2,075,085) 2,095,251 35,007 30,466 1,192,690 Unearned premium reserve 1,656,840 4,100,644 (308,735) (3,559,200) 1,110 (80,629) 1,810,030 Reserve for claims and IBNR reserve 1,192,690 (2,352,963) 2,376,315 70,829 (6,653) (423,961) (41,984) 814,273 (a) Completion of the disposal of the large risks portfolio, as reported in Note 1.1. (b) Cession and partial transfer of the mortgage insurance portfolio, as reported in Note 1.2. 19.3. Consolidated Total 2,849,530 91 2,849,621 2,578,966 270,655 Consolidated Total 2,624,303 2,400,785 223,518 Life and private pension line The information on the technical reserves for life and private pension line, without private pension, is shown separately in Note 19.5, in view of its specificities: Balance as of 01/01/2014 Issuance Payments/ write-offs / cancellations Earned premium Reported / changes Inflation adjustments / interest Changes in IBNR Balance as of 12/31/2014 Other Total Current Non-current Unearned premium reserve 73,186 518,226 (109,794) (423,381) 58,237 Reserve for claims and IBNR reserve 265,723 (398,104) 361,648 10,588 1,355 241,210 Mathematical reserve for benefits to be granted 14,932 78 15,010 Consolidated Total 314,457 54,633 369,090 203,938 165,152 70 (A free translation from the original in Portuguese into English) Unearned premium reserve 58,237 499,442 (87,656) (428,086) 41,937 Balance as of 12/31/2014 Issuance Payments/ write-offs / cancellations Earned premium Reported / changes Inflation adjustments / interest Changes in IBNR Balance as of 12/31/2015 Other Total Current Non-current Reserve for claims and IBNR reserve 241,210 (467,952) 448,093 18,273 781 240,405 Mathematical reserve for benefits to be granted 15,010 (73) 14,937 Consolidated Total 297,279 51,945 349,224 195,574 153,650 19.4. Claims disputed in court As of December 31, 2015 and 2014, the Outstanding Claims Reserve comprises claims that are being disputed in court, principally related to denial of coverage for non-fulfillment of contract conditions, related mainly to the auto and life lines, and the position shown below does not include the IBNR reserve for legal claims, which is recorded in a separate IBNR line item. Consolidated Consolidated Health Health 2015 Description Up to 2 years 2 to 5 years 5 to 10 years Over 10 years Total Health Quantity 644 671 203 65 1,583 Open balance 6,806 13,323 8,413 1,759 30,301 Accrued amount 6,208 11,970 7,807 1,643 27,628 2015 Quantity 1,166 1,168 202 74 2,610 Open balance 12,374 23,344 5,698 2,134 43,550 Property and casualty (a) Property and casualty 2015 Description Up to 2 years 2 to 5 years 5 to 10 years Over 10 years Subtotal DPVAT Total Property and casualty Description Up to 2 years 2 to 5 years 5 to 10 years Over 10 years Total Life and private pension Total (a) Accrued amount 8,827 17,314 4,133 1,680 31,954 2015 Quantity 2,028 1,536 626 279 4,469 - Open balance 92,933 110,480 67,107 57,725 328,245 - Accrued amount 45,826 60,172 39,320 36,851 182,169 - Quantity 2,505 1,716 904 355 5,480 622 Open balance 110,914 122,915 251,634 90,505 575,968 7,900 Accrued amount 50,319 54,373 208,648 49,806 363,146 2,728 4,469 328,245 182,169 6,102 583,868 365,874 Life and private pension Life and private pension 2015 2015 Quantity 1,165 915 365 138 Open balance 99,588 100,177 45,196 31,497 Accrued amount 32,119 39,690 23,069 15,733 Quantity 1,149 902 401 135 Open balance 71,627 86,910 48,797 22,406 Accrued amount 35,307 40,960 22,276 11,933 2,583 276,458 110,611 2,587 229,740 110,476 8,635 635,004 320,408 11,299 857,158 508,304 In view of the disposal of the portfolio of large risks and DPVAT, we obtained reductions in the reserve amount of R$188,882 and R$2,658, respectively. 71 (A free translation from the original in Portuguese into English) As of December 31, 2015, the amount being disputed in special civil lawsuits with likelihood of loss considered to be “possible” is R$175,150 (R$1,814,724 in 2014), with reinsurance of R$121,419 (R$1,629,265 in 2014), which represents a residual value of R$53,730 (R$185,459 in 2014). In 2015, there was a reclassification which was favorable to SulAmérica, of an other property and casualty legal claim in the amount of R$1,515,505, with reinsurance of R$1,400,933, from “possible” to “remote”, based on the legal counsel’s opinion supported by the conclusions of the expert engineering examination report. 19.5. Private pension Balance as of 01/01/2014 Recognition / (reversal) Incoming portability Outgoing portability Redemptions Benefits Transfers Inflation / interest adjustment Balance as of 12/31/2014 Other Total Current Non-current Balance as of 12/31/2014 Recognition / (reversal) Incoming portability Outgoing portability Redemptions Benefits Transfers Inflation / interest adjustment Balance as of 12/31/2015 Other Total Current Non-current 19.6. Mathematical reserve for benefits to be granted 3,557,550 485,635 189,379 (279,600) (233,858) (15,188) 331,496 4,035,414 Mathematical reserve for benefit granted 366,012 8,568 (53,297) 15,188 33,929 370,400 Contribution deficiency reserve 120,516 20,982 9,436 150,934 Mathematical reserve for benefits to be granted 4,035,414 465,501 337,229 (249,823) (316,660) (26,467) 516,099 4,761,293 Mathematical reserve for benefit granted 370,400 6,815 (58,920) 26,467 60,226 404,988 Contribution deficiency reserve 150,934 (15,846) 24,765 159,853 Consolidated Total 4,556,748 11,786 4,568,534 993,803 3,574,731 Consolidated Total 5,326,134 14,106 5,340,240 1,149,804 4,190,436 Guarantee of technical reserves This note shows the technical reserves recognized in the subsidiaries regulated by SUSEP and the ANS, without the adjustments of the accounting practices recorded in the accompanying financial information. The objective is to show the regulatory obligation of companies, from a consolidated perspective. The assets offered as guarantee are recorded at clearing houses for custody in technical reserve account. In the case of companies regulated by SUSEP, the inspection body authorizes the insurance company to perform unrestricted trading each quarter. In the case of companies regulated by the ANS, these assets may only traded with the prior authorization from the ANS. 72 (A free translation from the original in Portuguese into English) The technical reserves net of reducing items and assets offered as guarantee are as follows: Description Technical reserves to be covered, net of reducing assets Fixed income securities – government Fixed income securities – private Equity securities Other Assets pledged as collateral Assets pledged in excess 2015 9,742,926 7,064,535 2,765,573 143,734 613,167 10,587,009 844,083 Consolidated 2014 8,915,791 6,764,725 2,374,700 154,574 523,811 9,817,810 902,019 20. Judicial deposits, provisions for lawsuits, tax obligations and contingent liabilities 20.1. Judicial deposits Description Tax: Income tax Total Non-current Description Tax: COFINS PIS Social contribution Income tax INSS (a) Other Subtotal Labor Civil lawsuits Total Non-current a) 2015 Company 2014 1,449 1,449 1,449 1,351 1,351 1,351 2015 Consolidated 2014 489,662 357,396 474,151 192,946 413,443 24,308 1,951,906 130,978 344,967 2,427,851 2,427,851 457,536 333,344 382,090 187,077 780,286 29,134 2,169,467 126,865 331,664 2,627,996 2,627,996 The change basically refers to the transfer to “Receivables”, in current assets, in the amount of R$276,457 related to the medical INSS proceeding in which the subsidiary CIA SAÚDE obtained on August 14, 2015 a favorable decision in the proceeding records and the withdrawal of the judicial deposit is expected to be made in the following 12 months. 20.2. Changes in provisions for lawsuits and tax obligations As of December 31, 2015, the Company is party to lawsuits and has tax obligations amounting to R$1.286 (R$1,245 in 2014). In the consolidated balance, the position is as follows: Description Labor Current Non-current Civil lawsuits and other Civil lawsuits Others Legal fees Subtotal Current Non-current Tax: (a) PIS COFINS IRPJ CSLL INSS Others tax claims Legal fees Subtotal Non-current Total Current Non-current Consolidated Balance as of 12/31/2014 68,848 9,665 59,183 Balance as of 01/01/2014 55,144 Additions 14,816 Inflation adjustment and interest 6,718 Payments / write-offs (7,830) 245,434 15,543 25,001 285,978 80,981 10,835 10,227 102,043 37,184 (1,410) 216 35,990 (98,949) (7,973) (8,579) (115,501) 264,650 16,995 26,865 308,510 76,805 231,705 226,478 381,674 145,928 283,799 258,507 38,072 47,522 1,381,980 1,291 7,653 6 58,899 17,490 376 4,610 90,325 15,047 24,174 10,959 25,167 16,062 1,940 760 94,109 (30) (14,241) (9,446) (20,328) (5) (2,977) (3,777) (50,804) 242,786 399,260 147,447 347,537 292,054 37,411 49,115 1,515,610 1,515,610 1,892,968 86,470 1,806,498 73 (A free translation from the original in Portuguese into English) Inflation adjustment and interest 6,527 Balance as of Description 12/31/2014 Additions Labor 68,848 9,886 Current Non-current Civil lawsuits and other Civil lawsuits 264,650 103,125 49,629 Others 16,995 11,362 3,299 Legal fees 26,865 13,912 311 Subtotal 308,510 128,399 53,239 Current Non-current Tax: PIS 242,786 204 18,505 COFINS 399,260 29,382 Income tax 147,447 6,007 12,085 Social contribution 347,537 81,717 57,314 INSS 292,054 10,472 21,240 Others tax claims 37,411 152 1,770 Legal fees 49,115 6,408 2,620 Subtotal 1,515,610 104,960 142,916 Non-current Total Current Non-current (a) Completion of the disposal of the large risks portfolio, as reported in Note 1.1. 20.2.1. Consolidated Payments / write-offs (9,709) Disposal of large risks portfolio (a) - Disposal of portfolio of policies SF / AM - (126,864) (3,890) (11,352) (142,106) (8,846) (889) (9,735) (413) (44) (457) 281,281 27,766 28,803 337,850 85,870 251,980 (2) (398) (13,904) (51,661) (7,360) (16,318) (9,448) (99,091) (1,661) (1,253) (1,191) (2,003) (493) (304) (6,905) - 259,832 426,991 150,444 432,904 315,913 23,015 48,391 1,657,490 1,657,490 2,070,892 93,909 1,976,983 Balance as of 12/31/2015 75,552 8,039 67,513 Tax obligations As of December 31, 2015 and 2014, the main lawsuits arising from tax obligations, already including the acquired companies in the process of SULACAP purchase, are as follows: COFINS The subsidiaries that have insurance and private pension operations, SALIC, SULASEG, SASG (disposed according to Note 1.1), CIA. SAÚDE and SAÚDE, acquired by CIA. SAÚDE, are challenging in court the increase in the COFINS rate by 1% (Act No. 10.684 of May 30, 2003) levied on revenue from insurance and private pension operations. SAÚDE, (merged by CIA. SAÚDE), is also challenging the levy of COFINS to insurance companies (rate at 3%) on revenue from insurance operations and other revenues. The attorneys handling these lawsuits believe that loss is probable in relation to the claim about the rate increase by 1% on insurance and private pension operations (in case of SAÚDE, acquired by CIA. SAÚDE, the levy of 3% of COFINS on insurance operations as well) and possible in relation to other revenues. The amounts challenged are deposited in court. Decree 8,426, of April 1, 2015, introduced the rate of 4.00% of contribution to COFINS, for companies which are under the non-cumulative regime, levied on investment income, which were exempt from taxes until them. In view of this, the company and the subsidiaries SAEPAR and SANTA CRUZ applied for writ of mandamus and sought injunction so that they are not submitted to such contributions on investment income. At present, the companies are collecting the contributions. The attorneys in charge of the cause consider that the chances of loss are possible. PIS The insurance, private pension and savings bonds subsidiaries are challenging in court the legality of the PIS contribution levied at the rate of 0.75% on gross revenue, established by Constitutional Amendments n.º 1/1994, 10/1996 and 17/1997. The amounts challenged are fully deposited in court. 74 (A free translation from the original in Portuguese into English) Accordingly, we wrote off R$ 55,235, and initiated the necessary procedures to withdraw the judicial deposits. Decree No. 8,426, of April 1, 2015, established the rate of 0.65% of contribution to COFINS, for companies that are under the non-cumulative regime, levied on investment income, which have been exempt from taxation until then. In view of this fact, the company and subsidiaries SAEPAR and SANTA CRUZ applied for a writ of mandamus and sought injunction so that they are not submitted to such contributions on investment income. At present, the companies have been collecting the contributions. The attorneys handling this case consider that the chances of loss are possible. IRPJ As of January 1, 1997, social contribution charges are no longer deductible from the corporate income tax base. In view of this change, the Company and its subsidiaries have been challenging the procedure, having obtained an injunction with judicial deposits, guaranteeing the deductibility of the contribution from the income tax base. The attorneys handling this case believe that loss is probable. In May 2013, the STF declared unconstitutional the legal provision that barred the deduction of CSLL from the IRPJ tax basis. So, after this decision, the Company started to pay the IRPJ considering the nondeductibility of the CSLL. The challenged amounts are deposited in court and provisioned at their total amounts. The widespread repercussion of the issue at the STF (RE 582.525/SP) was acknowledged, in which the constitutionality of the bar imposed by Article 1 Act 9,316/1996 was recognized, some companies had unfavorable final and unappealable decisions in the proceedings that disputed this matter. In the first quarter of 2015, with the publication of the decision in the records of the Writ of Mandamus No. 200361000173851, denying the request made by SULAMED and EXECUTIVOS (merged by SANTA CRUZ), the provisions of R$1,912 and R$872 was writtenoff and the judicial deposits were converted into income as of February 04, 2015. CSLL From January 1997 to December 1998, insurance companies are required to pay social contribution income tax of 18%, which was the rate applicable to financial institutions, violating the principle of isonomy. The subsidiaries that have insurance operations obtained an injunction to pay social contribution at 8%, making judicial deposits for the rate difference from the 18% required, the liability being fully accrued. The attorneys handling this case believe that loss is probable. With the publication of Act No. 11.727/2008, the finance, insurance, private pension and savings bonds subsidiaries had their social contribution tax rate increased from May 2008 from 9% to 15%. In relation to this matter, the insurance and private pension subsidiaries and the subsidiary SAMI started to challenge the constitutionality of this increase in the rate by applying for a writ of mandamus, and accruing and making judicial deposit regarding the challenged amounts. The attorneys handling this case believe that loss is possible. Additionally, with the issue of article 72, III of the Temporary Constitutional Provisions Act (ADCT), with wording provided by the Constitutional Amendment No. 10/1996, the subsidiaries became subject to the collection of CSLL at the rate of 30%. Accordingly, the companies GERLING, whose current name is SASG (disposed according to Note 1.1), Sul América Terrestres, Marítimos e Acidentes – Cia. de Seguros, merged by SALIC, SALIC, Sul América Bandeirantes Seguros S.A., merged by SANTA CRUZ, Sul América Distribuidora de Títulos e Valores Mobiliários S.A., merged by SANTA CRUZ, Sul América Previdência Privada 75 (A free translation from the original in Portuguese into English) S.A., merged by CIA. SAÚDE and SULACAP, applied for the writ of mandamus No. 96.0006174-2, which asserted the right of not being subject to the provisions of the Constitutional Amendment No. 10/1996 over the period from January 1, 1996 to July 6, 1996. On January 14, 2015, SALIC recovered R$ 173, and SANTA CRUZ, R$ 75 on January 26, 2015. In May 2015, the companies SALIC and SANTA CRUZ had the outstanding balance of these proceedings converted into income, and the provisions of R$ 22,070 in SALIC and R$ 9,202 in SANTA CRUZ were written-off. On November 18, 2015, CIA SAÚDE raised the amount of R$314, and made the reversal of the provision at the same amount, being left the conversion into income the remaining balance. The other plaintiffs are waiting for the conversion into income of the unfavorable portion, according to the final and unappealable decision. 20.2.2. Provision for lawsuits The main lawsuits related to accrued liabilities for contingencies as of December 31, 2015 and 2014, already contemplating the merged companies in the purchase process of SULACAP, are as follows: INSS The subsidiaries that have insurance, private pension and saving bonds operations are challenging in court and making related judicial deposits regarding the social security contribution on compensation paid to insurance brokers, established by Complementary Act No. 84/1996 and amended by Act No. 9.876/1999, at the rate of 20% plus 2.5%, based on the understanding that insurance brokerage services are not provided to insurance companies, but to policyholders, thus not being subject to the contribution set forth in item III, Article 22, of Act No. 8.212/1991. The amounts being disputed in court have their mandatory payment suspended and they were accrued in judicial deposit until May 2015. The attorneys handling these cases believe that loss is probable in the proceedings related to social security contribution levied on compensation paid to brokers. In June 2015, CIA SAÚDE, SALIC, SULACAP and SULASEG decided to pay INSS on payments made to brokers and to discontinue judicial deposits related to this dispute. 20.2.3. Contingent liabilities As of December 31, 2015, the total amount being disputed in tax proceedings whose likelihood of loss is classified as “possible” by the attorneys handling these lawsuits is R$1,619,910 (R$1,445,898 in 2014), of which R$674,557 (R$575,778 in 2014) is accrued because it basically refers to legal obligations. The portion not accrued, totaling R$945,353 (R$870,120 in 2014) consists mainly of tax assessment notices issued against the subsidiaries CIA. SAÚDE and SALIC, in which the following are being challenged: (i) the deductibility of goodwill amortization arising from the acquisition of the subsidiaries SLT Participações S.A. and STA Participações S.A., respectively, in the calendar years 2005, 2006 and 2007; (ii) the non-approval of the offset of taxes at the administrative level; and (iii) the disallowance of tax losses and income and social contribution tax loss carryforwards. As of December 31, 2015, the total amount being disputed in civil lawsuits and labor claims with a likelihood of loss is classified as “possible” by the attorneys handling these lawsuits is R$103,065 (R$39,180 in 2014) and R$36,886 (R$30,472 in 2014), 76 (A free translation from the original in Portuguese into English) 21. Related parties The main asset and liability balances related to related party transactions, as well as transactions that influenced the profit or loss for the year, are related to transactions of the Company with its direct and indirect companies, related companies and key management personnel. 21.1. Transactions The main transactions are: Company Description Sulasapar Participações S.A. (a) (b) Sul América Capitalização S.A. – SULACAP (d) SAEPAR Serviços e Participações S.A. (a) (b)(c) Sul América Companhia de Seguro Saúde (a) (c) (d) Sul América Investimentos Distribuidora de Títulos e Valores Mobiliários S.A. (c) (d) (e) Sul America Investimentos Gestora De Recursos S.A. (e) Sul América Seguros de Pessoas e Previdência S.A. (c) (d) Sul América Companhia Nacional de Seguros (a) (b) (c) (d) Intenational Finance Corporation (a) (b) Swiss Re Direct Investments Company Ltd. (a) (b) Other shareholders (a) (b) Total (a) (b) (c) (d) (e) Type Shareholder Indirect subsidiary Direct subsidiary Indirect subsidiary Shareholder Sulasa Participações S.A. Sul América Santa Cruz Participações S.A. 2015 275 Sul América S.A. Sul América Companhia Nacional de Seguros 110,981 17,171 1,260 Indirect subsidiary Affiliated company Sul América Companhia de Seguro Saúde Sul América Investimentos Distribuidora de Títulos e Valores Mobiliários S.A. Sul América Companhia de Seguro Saúde Saepar Serviços e Participações S.A. Other Affiliated company Other Other Other Indirect subsidiary Indirect subsidiary Indirect subsidiary Assets 2014 - 2015 35,922 Liabilities 2014 23,896 - - - - - 91,985 - - - - 21,365 - - - - 2,757 - 8 (12) (221) 2015 - Expenses 2014 - - - - - (2) - 1,755 2,189 - - - - 38,781 - 38,272 - 11,903 8,159 - - 170,223 156,568 21,260 71,996 141,081 14,142 48,568 94,773 (14) (221) Amount related to the dividends distributable to or receivable from shareholders, holders of interests or partners; Amount related to interest on equity distributable to or receivable from shareholders, holders of interests or partners; Amount related to intercompany transactions in current accounts basically related to insurance operations and refund of administrative expenses, which are settled in the month subsequent to that of the transaction; Amount related to the refund of the subsidiaries that paid their executives by means of the stock option plan of the Company; and Amount related to the management fee at 0.25% on the portfolio of managed assets, which settlement is performed monthly. Consolidated Description Sulasapar Participações S.A. (a) (b) Nova Ação Participações S.A. (e) ING Securities Investment & Trust Co., LTD (c) J.H. Gouvea Vieira Escritório de Advocacia (d) Gouvea Vieira Advocacia (d) Gouvea Vieira Advogados Associados (d) Caixa Capitalização S.A. (a) Intenational Finance Corporation (a) (b) Swiss Re Direct Investments Company Ltd. (a) (b) Swiss Reinsurance America Corporation (g) Swiss Reinsurance Company (g) Swiss Re Brasil Resseguros S.A. (g) Healthways Brasil Serv. De Consultoria Ltda (f) Other shareholders (a) (b) Total (a) (b) (c) (d) (e) (f) (g) Type Shareholder Assets 2014 - 2015 35,922 Liabilities 2014 23,896 2015 - Expenses 2014 - Shareholder Sulasa Participações S.A. Sulasapar Participações S.A. 2015 - - 7 - - - - - Other ING Groep N.V. - - - - - 301 - - Other Other - - - - - - (3,742) (3,001) Other Other Associated company Affiliated company Other Other Caixa Seguros Participações Securitárias Ltda. Other - - - - - - (368) (2,922) (697) (6,391) 7,461 8,164 - - - - - - - - 11,903 8,159 - - - - Affiliated company Other - - 21,260 14,142 - - - - Affiliated company Other 27,744 34,662 14,574 14,606 318 9,509 (6,917) (6,217) Affiliated company Affiliated company Associated company Other Other Other Healthways International, S.À.R.L Other 1,040 4,438 233 3,066 2,051 2 7,963 (4,639) (15,842) Affiliated company 2015 - Income 2014 - - - - - - - (4,629) - 36,245 47,264 73,208 157,107 50,032 113,901 2,369 17,775 (23,217) (32,148) Amount related to dividends distributable to or receivable from shareholders, holders of interests or partners; Amount related to interest on equity distributable to or receivable from shareholders, holders of interests or partners; Amount related to the financial advisory aimed at identifying prospect investments in Brazil; Amount related to advisory services provided and follow-up of lawsuits of civil, labor and tax nature. These contracts are renewed annually and terminated monthly; Amount related to the apportionment of the expenses related to the use of operational systems and administrative structure; Amount related to the provision of healthcare services and solutions; and Amount related to reinsurance operation. In 2015, the Company settled interim dividends of 2015, mandatory dividends, and interest on equity for 2014 in the total amount of R$156,775 (R$119,892 in 2014), of which R$39,881 (R$31,888 in 2014) was distributed to SULASAPAR, R$23,603 (R$11,449 in 2014) to Swiss Re Direct Investments Compay Ltd., R$13,086 (R$9,359 in 2014) to International Finance Corporation, R$7,333 in 2014 to ING Insurance International and R$80,205 (R$59,863 in 2014) went to the other associated companies and individuals. The Company 77 (A free translation from the original in Portuguese into English) received dividends and interest on equity in 2015 in the amount of R$180,448 (R$72,198 in 2014), of which R$95,129 (R$6,316 in 2014) was received from SAEPAR, R$25,414 (R$2,175 in 2014) from SALIC and R$59,905 (R$63,707 in 2014) from CIA. SAÚDE. In 2015, in the consolidated reporting, dividends of R$17,395 (R$37,263 in 2014) were received from Caixa Capitalização S.A. 21.2. Compensation of management members SulAmérica’s Management is composed of members of the Boards of Directors and Executive Officers of the Company and its subsidiaries, and members of the advisory committees of the Board of Directors. Management compensation expenses, paid and payable, are shown below. The charts also include expenses related to stock option plan of the Company. Accounts payable 2015 2014 Expenses 2015 2014 Accounts payable 2015 2014 Expenses 2015 2014 Company Short-term benefits for management Stock option plan Total 68 61 - 68 61 (4,957) (4,151) (27) (134) (4,984) (4,285) Consolidated Short-term benefits for management Post-employment benefits Stock option plan 52,182 45,337 8,291 13,686 28,553 60,473 87,576 (80,429) (83,376) (3,376) (3,351) (9,855) (7,637) (93,660) (94,364) Total 21.2.1. Stock option plan The characteristics of the stock option plan of simple and bonus shares are as follows: Simple Option Plan The Simple Option Plan of the Company was introduced in 2008 and discontinued in 2012, however, there are still programs in effect. For the programs issued in 2010, the Company adopted the Black-Scholes methodology whereas for the programs issued in 2011 and 2012 the Company adopted the binomial methodology to adjust the fair value of stock options. The simple options have one-year grace period and executives are vested in the options (vesting date) one year after the grace period ends, in the proportion of 33%, 33% and 34% each year, and extension of the period for two additional years, totaling five years, when the non-exercised options expire. The changes in the balance of simple options are summarized below: Simple options Balance of options outstanding as of 01/01/2014 Balance of simple options exercisable as of 01/01/2014 Simple options exercised over the period Simple options forfeited over the period Balance of options outstanding as of 12/31/2014 Balance of simple options exercisable as of 12/31/2014 Simple options exercised over the period Balance of simple options outstanding on 12/31/2015 Balance of simple options exercisable as of 12/31/2015 Units 4,541,794 3,128,744 (1,820,119) (41,290) 2,680,385 2,266,512 (2,436,748) 243,637 243,637 Company and consolidated Weighted average Unit options (quantity) exercise price Common Preferred (in Reais) 4,541,794 9,083,588 14.06 3,128,744 6,257,488 13.78 (1,820,119) (3,640,238) 12.96 (41,290) (82,580) 14.29 2,680,385 5,360,770 14.80 2,266,512 4,533,024 14.97 (2,436,748) (4,873,496) 14.28 243,637 487,274 15.95 243,637 487,274 15.95 78 (A free translation from the original in Portuguese into English) The weighted average fair value of issued options, net of cancellation, is R$3.71 as of December 31, 2015 (R$3.40 in 2014), and was determined based on the methodology corresponding to the issue year, considering the following assumptions: Description Expected average volatility Expected average dividend Average risk-free interest rate 2015 33,27% 4.00% 11,89% 2014 35.59% 4.05% 10.45% Simple options are vested 3 years after the grant date at the ratio of 1/3 of total granted per year. The maximum exercise period is five years counted as from the grant date. Bonus option plan The Bonus Option Plan was introduced in 2011, and in this plan the executive opts for joining the Plan and uses a portion of her/his net bonus. For each acquired share, the executive shall receive an amount of shares in consideration. Executives are entitled to exercise stock options (vesting date) from the third year, in the proportion of 33%, 33% and 34% each year, and extension of the period for one additional year, totaling 6 years, when the incentives in shares which are not exercised expire. On April 1, 2015, the Board of Directors approved the 2015 Program, according to which 1,175,900 bonus options were granted, in exchange for the acquisition of 372.700 restricted units at discount on market price on the acquisition date. The changes in the balance of bonus options are summarized below: Units Company and consolidated Weighted average Unit options (quantity) exercise price (b) Common Preferred (in Reais) 1,102,642 2,205,284 N/A 1,293,150 2,586,300 N/A (21,322) (42,644) N/A (27,594) (55,188) N/A 2,346,876 4,693,752 N/A 6,231 12,462 1,175,900 2,351,800 N/A (124,315) (248,630) N/A (372,894) (745,788) N/A 1,912 3,824 N/A 3,027,479 6,054,958 N/A 39,007 78,014 N/A 1,102,642 Balance of bonus options outstanding as of 01/01/2014 1,293,150 Bonus options granted over the period (21,322) Bonus Options exercised over the period (27,594) Bonus options forfeited over the period 2,346,876 Balance of bonus options outstanding as of 12/31/2014 6,231 Balance of bonus options exercisable as of 12/31/2014 1,175,900 Bonus options granted over the period (124,315) Bonus Options exercised over the period (372,894) Bonus options forfeited over the period 1,912 Bonus and other shareholding changes (a) 3,027,479 Balance of bonus options outstanding as of 12/31/2015 39,007 Balance of bonus options exercisable as of 12/31/2015 (a) All Bonus options outstanding (exercisable contracts or in grace period) from March 30, 2012, were adjusted at 0.0173619981%, which amount was added to the number of existing plan options; the adjustment was made in 7/2015, (b) The weighted average exercise price of bonus options is restricted by the holding of acquired Restricted Units, the grace period of which is fixed. The expense, based on the fair value of the option on the respective dates of the grant contracts, corresponding to the Stock Option Plan of the Company in 2015 was R$9,856 (R$7,637 in 2014) of which R$27 (R$134 in 2014) related to the executives of the Company and R$9,828 (R$7,503 in 2014) of its subsidiaries which indemnified SulAmérica for the participation of its executives in stock option plan, and are recorded in line item “Administrative Expenses”, as a contra-entry to “Capital Reserves”. In 2015, the amount reimbursed by subsidiaries to the Company was R$16,431, related to the expenses for the grant contracts of their respective management members. The minimum and maximum exercise prices of simple and bonus options outstanding as of December 31, 2015 are R$13.69 and R$22.96, respectively (R$13.29 and R$17.28 in 79 (A free translation from the original in Portuguese into English) 2014). The remaining weighted average contractual period is 0.64 years (1.46 year in 2014) while that of bonus option is 4.54 years (4.67 years in 2014). Total Closing Closing Closing Closing balance balance balance balance (a) of of of of simple simple simple simple and and and and bonus bonus bonus bonus options options options options outstanding in 12/31/2014 exercible in 12/31/2014 outstanding in 12/31/2015 exercible in 12/31/2015 Unit Units 5,027,261 2,272,743 3,271,116 282,644 Company and consolidated Weighted average exercise options (quantity) price (a) Common Preferred (in Reais) 5,027,261 10,054,522 N/A 2,272,743 4,545,486 N/A 3,271,116 6,542,232 N/A 282,644 565,288 N/A The weighted average exercise price of bonus options is restricted by the holding of acquired Restricted Units, the grace period of which is fixed. As of December 31, 2015, the total outstanding simple and bonus options is 3,271,116 (5,027,261 in 2014) and the total simple and bonus options exercisable is 282,644 (2,272,743 in 2014). 22. Equity 22.1. Capital As of December 31, 2015 and 2014, as approved by the Extraordinary Shareholders’ Meeting, held together with the Annual Shareholder’s Meeting on April 4, 2013, the Company’s capital amounts to R$2,319,882, and is represented by paid-in registered common and preferred shares, with no par value. The change in shares is as follows: Date 01/01/2014 12/31/2014 12/31/2015 Description Shares Treasury shares (see note 22.4) Total Buyback (sale) of treasury shares and other changes Total Buyback (sale) of treasury shares and other changes Total Common 512,362,664 (6,297,600) 506,065,064 (283,468) 505,781,596 42,977 505,824,573 Company and consolidated Preferred Total 509,842,829 1,022,205,493 (12,595,201) (18,892,801) 497,247,628 1,003,312,692 (566,936) (850,404) 496,680,692 1,002,462,288 85,954 128,931 496,766,646 1,002,591,219 The positions in shares in 2015 and 2014: Date 2014 2015 Description Shares Treasury shares (see note 22.4) Total Shares Treasury shares (see note 22.4) Total Common 512,362,664 (6,581,068) 505,781,596 512,362,664 (6,538,091) 505,824,573 Company and consolidated Preferred Total 509,842,829 1,022,205,493 (13,162,137) (19,743,205) 496,680,692 1,002,462,288 509,842,829 1,022,205,493 (13,076,183) (19,614,274) 496,766,646 1,002,591,219 22.1.1. Authorized capital The Company’s capital may be increased, in excess of the existing shares, up to the limit of 450 million new common and/or preferred shares, observing the legal limit for each share type, upon resolution of its Board of Directors that will define the type and class of shares to be issued, the issue price and placement conditions, regardless of the capital increases resolved at Shareholders’ Meetings. 22.2. Reserves 22.2.1 Legal reserve The reserve is recorded at 5% of net income for each year, in compliance with Article 193 of Act No. 6.404/1976, amended by Act No. 10.303/2001, up to the limit of 20% of capital 80 (A free translation from the original in Portuguese into English) stock. The recognition of legal reserve shall not be required for years when the balance plus the capital reserve amount is in excess of 30% of capital stock. 22.2.2. Statutory reserve The reserve for business expansion is recorded up to 71.25% of net income for each year, after allocation to Legal Reserve and Dividends, in compliance with Article 199 of Act No. 6.404/1976, amended by Act No. 10.303/2001, with the purpose of the following: (i) (ii) (iii) guarantee funds for investments in permanent assets; increase working capital, aiming at providing operational conditions adequate to the carry out of the corporate purpose; and fund the redemption, reimbursement or acquisition of the Company’s shares. The recognition of statutory reserve may be waived by resolution at Shareholders’ Meeting in the event of additional dividends to the mandatory minimum. Once the limit set in Article 199 of Act No. 6.404/1976 is reached, the Shareholders’ Meeting, upon proposal from management bodies, shall resolve on the respective use: capitalization or distribution of dividends to shareholders. 22.3. Equity adjustment The line item “Equity adjustment” considers, pursuant to the prevailing legislation, the effects arising from the criteria for recording and valuing marketable securities classified into available-for-sale securities, related to own securities and securities of its subsidiaries, the actuarial gains and losses of the defined benefit plan of its subsidiaries, net of the corresponding tax effects, and the gains and losses arising from the change in the ownership interest. 22.4. Treasury shares Treasury shares are acquired through repurchase programs approved by the Board of Directors of the Company. The current program was approved on February 27, 2014 for the repurchase of up to 1,500,000 units, equivalent to 1,500,000 common shares and 3,000,000 preferred shares, corresponding to 0.6% of the units in free float and approximately 0.4% of total shares issued by the Company on January 31, 2014. The repurchase programs adopted by the Company are aimed at purchasing securities to hold them in treasury and use them in the Company’s stock option plan. The transaction also meets the interests of the Company, in view of its prospects for growth and profitability, as well as the existence of available reserves. Roll forward of treasury stocks Treasury stocks as of 01/01/2014 Buyback shares on stock market - Repurchase program Shares sold – master stock option plan Shares acquired – master stock option plan Disposal of shares in the year – share bonus Acquired of shares in the year – share bonus Treasury stocks as of 12/31/2014 Shares sold – master stock option plan Shares acquired – master stock option plan Disposal of shares in the year – share bonus Acquired of shares in the year – share bonus Treasury stocks as of 12/31/2015 (a) (a) Number of shares (in units) 6,297,600 650,000 (1,820,119) 1,820,119 (430,522) 63,990 6,581,068 (2,561,063) 2,561,063 (497,015) 454,038 6,538,091 ON 6,297,600 650,000 (1,820,119) 1,820,119 (430,522) 63,990 6,581,068 (2,561,063) 2,561,063 (497,015) 454,038 6,538,091 Company and consolidated Weighted average PN price (in reais) 12,595,201 20.48 1,300,000 11.88 (3,640,238) 13.89 3,640,238 17.10 (861,044) 16.25 127,980 13.29 13,162,137 20.74 (5,122,126) 15.61 5,122,126 17.24 (994,030) 14.21 908,076 17.41 13,076,183 21.64 The Units, repurchased for holding them in treasury, are each broken down in one common share and two preferred shares, representing as of December 31, 2015, 6,538,091 (6,581,068 in 2014) common shares and 13,076,183 (13,162,137 in 2014) preferred shares. The repurchase and sale of treasury shares, made in 2015, amounted to R$49,155 and R$40,613 respectively (R$40,903 and R$33,253 in 2014). These repurchases and sales were recorded in line items “Treasury shares” and “Capital reserves”, and the minimum cost 81 (A free translation from the original in Portuguese into English) to repurchase units in 2015, was R$13.69 (R$13.29 in 2014) and the maximum cost was R$22.96 (R$17.28 in 2014). The market value of units, calculated based on the last price as of 2015, is R$18.61 (R$12.91 in 2014). 22.5. Dividend distribution policy 22.5.1. Mandatory dividends The Bylaws ensures shareholders the distribution of a mandatory dividend equivalent to 25% of the annual adjusted net income, according to the effective legislation. 22.5.2. Additional dividends Additional dividends are those proposed above the minimum mandatory for a year and approved for payment by the Annual Shareholders’ Meeting in the following year. 22.5.3. Interim dividends On April 19, 2012, the Company’s Management approved a new dividend distribution policy which consists of distributing, based on the quarterly statements of financial position, interim dividends, which may be paid as interest on equity and shall always be credited and considered as prepayment of mandatory dividend. According to Note 1.3, the company adopted a new dividend distribution policy, in which it discontinued the fixed distribution of interim dividends, already adopted for 2015, on dividends to be paid in 2016. In 2015 and 2014, interim dividends were distributed, charged to the profit determined in the statement of financial position for each quarter, at R$0.012 per common or preferred share of the Company not represented by Unit, totaling approximately R$12,000 in each quarter. Interest on equity was also declared on the gross amount of R$69,998 in 2015 (R$66,900 in 2014) corresponding to R$0.0698162866 in 2015 (R$0.06670546 in 2014) per common or preferred share of the Company not represented by unit, and R$0.2094488598 (R$0.200116488 in 2014) per each unit. 22.6. Distribution of profit As of December 31, 2015 and 2014, the distribution of profit of the Company is as follows: Description Income before tax and social contribution ( - ) Taxes Net income Prior year adjustment appropriation and other adjustments (note 2.2) Net income after compensation Increase in legal reserve (5%) Adjusted net income Mandatory dividends 25% of adjusted net income (a) ( - ) Prepaid dividends to be included in mandatory dividends (b) ( - ) Interest on capital net, to be included in mandatory dividends (c ) Gross Income tax Total mandatory dividends (d) = (a) - (b) - (c ) Additional dividends (e) Total proposed dividends (d) + (e) Allocation: Increase in statutory reserve 2015 735,376 (1,079) 734,297 10,751 745,048 (37,252) 707,796 Company 2014 561,443 (5,861) 555,582 (5,246) 550,336 (27,517) 522,819 176,948 36,117 60,466 69,998 (9,532) 80,365 80,365 130,705 36,146 58,372 66,900 (8,528) 36,187 26,141 62,328 521,316 357,445 The amount of additional dividends proposed and not paid, in excess of the mandatory minimum, is not recognized in the financial statements as liability but in a separate account in equity. 82 (A free translation from the original in Portuguese into English) 22.7. Earnings per share Earnings per common and preferred share take into consideration not only common and preferred shares in free float, but also the potential issues and cancellations (diluting and anti-diluting), arising from the Stock Option Plan. As the earnings per share attributable to controlling shareholders of the Company is equal to that of SulAmérica, only one set of information is presented as follows. Description Net income for the period attributed to shares Number of outstanding shares Weighted average number of shares in treasury Weighted average number of outstanding shares- basic Earnings per share - basic (a) (in R$) Adjustment: Weighted average of grants and cancellation in connection with the Stock Option Plan of the company for the period Weighted average number of outstanding shares - diluted Earnings per share - diluted (b) (in R$) Common 370,466 512,362,664 (6,414,200) 505,948,464 0.7322 Preferred 363,831 509,842,829 (12,828,400) 497,014,429 0.7320 2015 Total 734,297 1,022,205,493 (19,242,600) 1,002,962,893 0.7321 Common 280,313 512,362,664 (6,127,206) 506,235,458 0.5537 Company and Consolidated 2014 Preferred Total 275,269 555,582 509,842,829 1,022,205,493 (12,254,413) (18,381,619) 497,588,416 1,003,823,874 0.5532 0.5535 4,500,757 9,001,513 13,502,270 5,255,869 10,511,738 15,767,607 510,449,221 0.7258 506,015,942 0.7190 1,016,465,163 0.7224 511,491,327 0.5480 508,100,154 0.5418 1,019,591,481 0.5449 (a) Basic Basic earnings per share is calculated based on the division of the net income attributable to shareholders by the weighted average number of common and preferred shares in free float for the year, less the weighted average treasury stock. (b) Diluted Diluted earnings per share is calculated based on the division of the profit attributable to shareholders by the adjusted weighted average number of common and preferred shares in free float for the year, less the weighted average treasury stock. The adjustment to the weighted average takes into consideration the number of vesting and forfeitures according to the Stock Option Plan of the Company, for the period. 23. Operating segments 23.1. Statement of profit or loss by segment SulAmérica’s business segments are identified according to its executive organizational structure, divided into Business Units (BU), separated by nature and specificity of each segment of insurance and the reported assets and liabilities are technical reserves required by regulatory bodies and their respective pledged assets, as required by the Law. This information is mainly used by the Executive Committee of SulAmérica, its main executives and shareholders, to assess the performance of business units, manage capital, funds and compensation of employees and executives. 83 (A free translation from the original in Portuguese into English) As of December 31, 2015 and 2014, SulAmérica has the following profit or loss by business units, as shown below: Description Operating revenue Insurance Net premiums Other Private pension Premiums, retained contributions and net asset management fee Other Saving bonds, ASO, asset managment Other Change in technical reserves Insurance Private pension Operating expenses Insurance Claims Acquisition costs Other Private pension Benefit expenses Acquisition costs Other Saving bonds, ASO, asset managment, Other Gross operating margin General and administrative expenses Net investment income Equity interest income Net non-operating income Income before income tax and social contribution Income tax and social contribution Income after income tax and social contribution Owners of the Company Non-controlling Interest Net income Description Operating revenue Insurance Net premiums Other Private pension Premiums, retained contributions and net asset management fee Other Saving bonds, ASO, asset managment Other Change in technical reserves Insurance Private pension Operating expenses Insurance Claims Acquisition costs Other Private pension Benefit expenses Acquisition costs Other Saving bonds, ASO, asset managment, Other Gross operating margin General and administrative expenses Net investment income Equity interest income Net non-operating income Income before income tax and social contribution Income tax and social contribution Income after income tax and social contribution Owners of the Company Non-controlling Interest Net income Health Property and casualty 10,902,004 10,869,081 10,869,064 17 - 3,782,823 3,738,798 3,726,649 12,149 - Life and private pension 913,478 403,618 397,880 5,738 509,860 32,923 (39,448) (39,448) - 44,025 (236,138) (236,138) - (9,792,045) (9,784,444) (8,811,009) (685,932) (287,503) - Consolidated 2015 Savings bonds Asset Management Other Total 56,906 23 23 - 58,334 - 33,192 2,196 2,196 - 15,746,737 15,013,716 14,993,593 20,123 509,860 508,699 1,161 (406,766) 20,487 (427,253) 56,883 - 58,334 - (21,358) 52,354 (3) (3) 508,699 1,161 126,782 96,376 (682,355) (255,099) (427,256) (3,114,321) (3,106,261) (2,123,744) (836,138) (146,379) - (441,337) (375,770) (201,936) (122,833) (51,001) (65,567) (34,124) (21,994) (9,449) (31,753) - (3,614) - (382) (382) (382) - (13,383,452) (13,266,857) (11,136,689) (1,645,285) (484,883) (65,567) (34,124) (21,994) (9,449) (7,601) 1,070,511 (639,170) 376,761 (694) 14,437 (8,060) 432,364 (592,820) 319,257 4,854 65,375 (136,506) 43,305 1,292 (31,753) 25,153 (70,170) 65,132 33,480 1,723 (3,614) 54,720 (33,969) (24) - 32,807 (422) 16,324 37,409 (51,028) 1,680,930 (1,473,057) 820,755 32,786 59,715 821,850 (291,150) 163,743 (57,958) (26,535) 9,392 55,319 (7,730) 20,634 (5,448) 86,118 (30,563) 1,121,129 (383,457) 530,700 530,700 530,700 105,785 105,785 105,785 (17,143) (17,143) (17,143) 47,589 44,214 3,375 47,589 15,186 15,186 15,186 55,555 55,555 55,555 737,672 734,297 3,375 737,672 Consolidated 2014 Savings bonds Asset Management Other Total 3,348,766 3,308,624 3,300,160 8,464 - Life and private pension 923,203 397,080 385,375 11,705 526,123 279,103 - 59,628 - (20,944) - 14,145,947 13,230,078 13,204,793 25,285 526,123 31,817 (33,814) (33,814) (8,626,712) (8,620,403) (7,799,798) (595,764) (224,841) - 40,142 (133,370) (133,370) (2,775,476) (2,763,182) (1,916,116) (754,150) (92,916) - 525,466 657 (478,635) 12,532 (491,167) (414,592) (369,588) (183,729) (129,069) (56,790) (45,004) (22,017) (21,786) (1,201) 279,103 (231,187) - 59,628 (2,715) - (20,944) (4,811) (4,725) (4,725) - 525,466 657 349,604 40,142 (645,819) (154,652) (491,167) (12,055,493) (11,757,898) (9,899,643) (1,478,983) (379,272) (45,004) (22,017) (21,786) (1,201) (6,309) 895,665 (561,333) 268,490 4,191 (12,294) 439,920 (511,963) 252,312 1,396 29,976 (128,245) 58,857 394 (231,187) 47,916 (59,827) 70,674 35,357 816 (2,715) 56,913 (30,056) 310 - (86) (25,755) 6,933 17,415 290 (252,591) 1,444,635 (1,284,491) 668,058 35,357 7,087 607,013 (223,568) 181,665 (66,902) (39,018) 14,370 94,936 (22,346) 27,167 (10,006) (1,117) 513 870,646 (307,939) 383,445 383,445 383,445 114,763 114,763 114,763 (24,648) (24,648) (24,648) 72,590 65,465 7,125 72,590 17,161 17,161 17,161 (604) (604) (604) 562,707 555,582 7,125 562,707 Health Property and casualty 9,556,191 9,524,374 9,519,258 5,116 - 84 (A free translation from the original in Portuguese into English) 23.2. Loss ratio, acquisition cost and gross margin The following ratios are calculated based on the profit or loss by business unit: Description Loss ratio (a) Acquisition cost (b) Gross margin (c) Health 80.47% 6.26% 13.27% Description Loss ratio (a) Acquisition cost (b) Gross margin (c) Health 81.45% 6.22% 12.33% Property and casualty 60.02% 23.63% 16.35% Property and casualty 59.33% 23.35% 17.32% Life and private pension 46.60% 28.36% 25.04% Consolidated 2015 Total 74.64% 11.03% 14.33% Life and private pension 44.97% 31.59% 23.44% Consolidated 2014 Total 74.91% 11.19% 13.90% The calculated rates represent the following: (a) Claims incurred by earned premiums; (b) Acquisition cost by earned premiums; and (c) Gross margins by earned premiums. 23.3. Written premiums of insurance by region Written premiums of insurance by region are as follows: Region Southeast South Northeast North Midwest Total Region Southeast South Northeast North Midwest Total 23.4. Health 8,515,483 269,554 1,616,533 71,734 515,703 10,989,007 Health 7,428,397 236,021 1,402,786 58,798 484,218 9,610,220 Property and casualty 2,368,192 620,583 432,356 42,115 312,085 3,775,331 Property and casualty 2,107,375 553,575 382,726 41,777 277,612 3,363,065 Life and private pension 238,077 113,067 36,057 9,513 15,960 412,674 Consolidated 2015 Total 11,121,752 1,003,204 2,084,946 123,362 843,748 15,177,012 Life and private pension 224,499 114,876 27,824 6,206 22,641 396,046 Consolidated 2014 Total 9,760,271 904,472 1,813,336 106,781 784,471 13,369,331 Main assets and liabilities by segment The following table shows the technical reserves balances which are different from those shown in the financial statements of subsidiaries, according to Note 19.5. In this table, the technical reserves include the accounting practices equalization adjustments required for the consolidated financial statements. 85 (A free translation from the original in Portuguese into English) Description Assets Fixed income securities – government Fixed income securities – private Equity securities Other Receivables assignment Judicial deposits Special deposits / retained reserve - IRB Reinsurance assets and retrocession Technical reserves Deferred acquisition cost offset of Unearned Premium Reserve Subtotal -Assets by segment Other assets not allocated Total Liabilities Technical reserves - Insurance, private pension and capitalization (a) Unearned Premium or Contribution Reserve Subtotal-Liabilities by segment Other liabilities not allocated Total Description Assets Fixed income securities – government Fixed income securities – private Equity securities Other Receivable assignment Judicial deposits Special deposits / retained reserve - IRB Reinsurance assets and retrocession Technical reserves Deferred acquisition cost offset of Unearned Premium Reserve Subtotal -Assets by segment Other assets not allocated Total Liabilities Technical reserves - Insurance, private pension and capitalization (a) Unearned Premium or Contribution Reserve Subtotal-Liabilities by segment Other liabilities not allocated Total Consolidated 2015 Health Property and casualty Life and private pension Savings bonds 1,654,225 521,677 21,228 - 1,411,735 296,190 80,179 710,220 22,219 1,308 3,422,503 1,662,637 143,734 456,227 18,173 262 576,072 285,069 1,149 - 7,064,535 2,765,573 143,734 558,783 710,220 40,392 1,570 - 81,202 5,983 - 87,185 Total - 276,000 - - 276,000 2,197,130 2,879,053 5,709,519 862,290 11,647,992 8,399,614 20,047,606 - 2,159,232 2,624,303 5,689,464 626,032 11,099,031 (241,476) 1,917,756 2,624,303 5,689,464 626,032 (241,476) 10,857,555 9,190,051 20,047,606 Consolidated 2014 Health Property and casualty Life and private pension Savings bonds 1,214,746 653,348 72,622 - 1,511,179 253,057 130,867 633,406 21,130 1,308 3,493,760 1,244,613 154,574 147,985 16,203 262 545,040 223,682 85,386 - 6,764,725 2,374,700 154,574 436,860 633,406 37,333 1,570 - 376,478 6,089 - 382,567 Total - 224,191 - - 224,191 1,940,716 3,151,616 5,063,486 854,108 11,009,926 7,500,348 18,510,274 1,854,342 2,849,621 4,937,623 670,967 10,312,553 2,849,621 4,937,623 670,967 10,105,721 8,404,553 18,510,274 (206,832) 1,647,510 (206,832) (a) The legislation of guarantee of technical reserves adopted by the regulatory bodies provides the use of some rights of the subsidiaries to reduce the coverage need; and (b) In the health companies, the ANS does not require the restriction of assets to cover the Unearned Premium or Contribution Reserve. Additionally, the legislation on coverage of technical reserves of regulatory bodies provides the use of some rights of the subsidiaries to reduce the coverage need, such as: receivables rights, reinsurance assets, and other. 86 (A free translation from the original in Portuguese into English) 24. Operating revenue of insurance – net premiums Description Net premiums Insurance premiums Reinsurance ceded Coinsurance ceded Ceded to consortiums and funds DPVAT (mandatory third-party liability for vehicles owners) Contribution for risk coverage Total Sales tax PIS COFINS ISS Total Net insurance premiums 25. fees Consolidated 2014 15.305.403 (141.440) (13.035) (7.485) 14.969 18.600 15.177.012 13.492.808 (136.196) (20.153) (14.764) 29.525 18.111 13.369.331 (25.840) (155.834) (1.745) (183.419) 14.993.593 (22.548) (140.812) (1.178) (164.538) 13.204.793 Operating revenue of private pension – net premium, income and management Description Premiums, retained contributions and net asset management fee Retained contributions Asset management fee Total Sales tax PIS COFINS Total Net of private pension contribution 26. 2015 2015 Consolidated 2014 469,871 40,074 509,945 489,635 37,614 527,249 (174) (1,072) (1,246) 508,699 (250) (1,533) (1,783) 525,466 Change in technical reserves for insurance and private pension Description Insurance Unearned premium reserve Additional provisions for premiums and contributions Mathematical reserve for benefits granted Other Total - Insurance Private pension Mathematical reserve for benefits granted Mathematical reserve for benefits to be granted Contribution deficiency reserve Other Total - Private pension 27. Operating expenses of insurance 27.1. Claims Description Claims Direct claims Claims recoverable Changes in IBNR reserves Salvage and recoveries Retained benefits Consortiums and funds Assistance service Total claims 2015 Consolidated 2014 (253,684) 2,688 (4,643) 540 (255,099) (150,767) (2,225) (1,086) (574) (154,652) (224,967) (216,645) 15,846 (1,490) (427,256) (262,208) (208,156) (20,981) 178 (491,167) 2015 Consolidated 2014 (11,367,650) 84,347 (98,351) 276,241 (24,937) (5,831) (508) (11,136,689) (10,050,637) 108,839 (165,786) 242,553 (23,512) (10,747) (353) (9,899,643) 87 (A free translation from the original in Portuguese into English) 27.2. Acquisition cost Description Commissions Change in deferred acquisition costs Recovery of commissions Other acquisition costs Total of acquisition costs 27.3. 2015 (1,694,218) 51,287 21,789 (24,143) (1,645,285) Consolidated 2014 (1,486,835) (1,776) 25,452 (15,824) (1,478,983) Other operating expenses Description Recognition of lawsuits and other insurance operations Insurance operation expenses Pro-labore Technical services Change in the recoverable amount of premiums and taxes receivable (a) Collection expenses Insurance management fee Total Consolidated 2014 (106,800) (58,193) (141,952) (8,894) (49,532) (9,786) (4,115) (379,272) 2015 (147,568) (56,947) (144,756) (19,729) (101,496) (12,009) (2,378) (484,883) (a) The increase basically refers to the recording of impairment of the FCVS receivable balance, according to Note 9.1.2. 28. Operating expenses of private pension 28.1 Benefit expenses and redemption Description Claims Benefit and redemption Changes in IBNR reserves Total Claims 28.2 (33,282) (842) (34,124) (22,061) 44 (22,017) 2015 Consolidated 2014 (13,710) (8,284) (21,994) (12,349) (9,437) (21,786) Profit of loss from savings bonds operations Description Operating revenue Revenue from administrative charges of saving bonds certificates (a) Sales tax PIS COFINS Total Other operating income Total of revenues Operating expense Acquisition cost Other operating expenses Total of expenses Net of saving bonds operating (a) Consolidated 2014 Acquisition costs Description Acquisition costs Commissions Change in deferred acquisition costs Total of acquisiton costs 29. 2015 2015 Consolidated 2014 51,514 281,918 (433) (2,556) (2,989) 5,856 54,381 (1,125) (11,956) (13,081) 7,541 276,378 (25,706) (6,047) (31,753) 22,628 (223,476) (7,600) (231,076) 45,302 The reduction refers to the SulAmérica’s spontaneous suspension of the “popular” product sale 88 (A free translation from the original in Portuguese into English) 30. Profit or loss from health plans operations Description Operating revenue Services revenue Sales tax PIS COFINS ISS Total Operating expenses Cost of service Medical audit Other Total Total - ASO 31. 37,767 35,725 (543) (3,341) (957) 32,926 (540) (3,259) (931) 30,995 (3,184) (2,291) (2,126) (7,601) 25,325 (3,517) (1,376) (1,528) (6,421) 24,574 2015 Consolidated 2014 42,375 1,064 45,413 1,166 (407) (2,303) (1,254) 39,475 (433) (2,662) (1,276) 42,208 (656) (2,683) (275) (3,614) 35,861 (703) (1,907) (190) (2,800) 39,408 Administrative expenses Description Personnel expenses Stock option plan Outside services Rentals and operations Legal publications Tax expenses Other Total Description Personnel expenses (a) Stock option plan Outside services Rentals and operations DPVAT administrative expenses Recovery of expenses (b) Other Profit sharing Tax expenses Total (a) Consolidated 2014 Asset management Descrição Operating revenue Administration fee Performance fee Sales tax PIS COFINS ISS Total Operating expenses Commissions and brokerage Custody and controllership Other Total Total - Asset Management 32. 2015 2015 (5,289) (27) (5,381) (832) (792) (20,252) (810) (33,383) 2015 (606,582) (9,855) (359,855) (256,215) (357) 5,622 (118,828) (64,573) (62,414) (1,473,057) Company 2014 (4,836) (134) (8,190) (1,652) (1,032) (17,823) (666) (34,333) Consolidated 2014 (542,301) (7,637) (311,373) (227,163) (472) 3,503 (105,705) (50,025) (43,318) (1,284,491) The employee benefits, included in this line item, are mainly represented by: 89 (A free translation from the original in Portuguese into English) Description Salaries and wages Payroll taxes Severance costs Food and transportation allowance Health and dental insurance Private pension Other Total (b) 2015 (294,188) (98,258) (26,251) (66,652) (17,330) (5,846) (13,688) (522,213) Consolidated 2014 (258,544) (85,906) (26,305) (51,916) (14,273) (4,705) (13,083) (454,732) Includes the recovery of expenses from the shared use by third parties of SulAmérica’s operational systems and administrative structure, which is settled monthly. 33. Investment income and expenses The breakdown of investment income and expenses, including the respective accounting classification, is shown in the following table 33.1. Investment income and expenses by type Description Marketable securities At fair value through profit or loss Available for sale Interest and adjustment for inflation of issued debentures Interest and inflation adjustment on judicial deposits and accrued liabilities for lawsuits Other Total 2015 3.632 2.599 1.033 (125.461) Company 2014 21.280 11.760 9.520 (93.225) 44 5.619 (116.166) 3.725 (68.220) Description Marketable securities At fair value through profit or loss Available for sale Held to maturity Interest and inflation adjustment of issued debentures Insurance operations - private pension and VGBL Insurance operations - other Interest and inflation adjustment on judicial deposits, reserve for claims, taxes and contributions liabilities and lawsuits Late payment interest Other Total 2015 1,478,509 578,595 670,041 229,873 (125,461) (603,143) 105,681 Consolidated 2014 1,032,844 403,300 474,950 154,594 (93,225) (376,276) 104,318 (32,172) (1,809) (850) 820,755 (6,827) (2,426) 9,650 668,058 2015 18,065 818 216 131 6,241 25,471 Company 2014 58,874 6,492 3,363 81 4,456 73,266 2015 1,251,477 179,966 613,994 23,841 191,384 207,148 52,738 2,520,548 Consolidated 2014 956,128 144,888 433,308 13 150,809 155,054 53,158 1,893,358 33.2. Investment income Description Appreciation of investment fund quotas Fixed income securities - private Fixed income securities - government Monetary variation and interest on judicial deposits Other Total Description Appreciation of investment fund quotas Fixed income securities - private Fixed income securities - government Equity securities Insurance operations Interest and inflation adjustment on judicial deposits Other Total 90 (A free translation from the original in Portuguese into English) 33.3. Investment expenses Description Devaluation of investment fund quotas and fixed and variable income securities private and government Interest and inflation adjustment of issued debentures Inflation and interest on provision for legal claims, fiscal obligations and lawsuits Inflation adjustment and exchange rate changes on loans and swap Late payment interest Other Total Description Insurance operations Devaluation of investment fund quotas and fixed and variable income securities private and government Interest and inflation adjustment of issued debentures Inflation and interest on provisions for legal claims, fiscal obligations and lawsuits inflation and interest adjustment on technical reserves - private pension operations and VGBL Inflation adjustment and exchange rate changes on loans and swap Late payment interest Other Total 34. 2015 Company 2014 (15.467) (125.461) (47.449) (93.225) (87) (117) (505) (141.637) (84) (10) (718) (141.486) 2015 (85,703) Consolidated 2014 (46,491) (590,769) (125,461) (501,493) (93,225) (239,320) (161,881) (603,143) (117) (1,809) (53,471) (1,699,793) (376,276) (121) (2,426) (43,387) (1,225,300) Equity interest and other income In 2015, the line item basically comprises the net proceeds of the disposal of the large risks portfolio in the amount of R$35,518 and the sale of the group’s real estate in the amount of R$13,074 (R$5,131 in 2014). 35. Statement of income tax and social contribution calculation Income tax and social contribution, calculated based on statutory rates, are reconciled to the amounts recorded in the statements of profit or loss, as follows: Description Net income before accrued liabilities for income tax and social contribution Income tax and social contribution expenses at statutory rates Current: Additions: Interest on capital Nondectuctible reserves Accrued liabilities for lawsuits and tax and contributions liabilities Non-deductible expenses Other additions Subtotal Deductions: Share of profit Inflation adjustment on judicial deposits Subtotal Tax loss carryforwards: Allowance Tax incentive reduction Expenses on current income tax and social contribution Deferred: Reversal of deferred tax assets on income tax and social contribution loss Recognition / (reversal) of deferred tax assets on temporary differences Tax debit related to inflation adjustment on judicial deposits Recognition of contingent liabilities Recognition / (reversal) of impairment Expenses on deferred income tax and social contribution Expenses on income tax and social contribution Effective rate Combined effective rate Income tax 735,376 (183,844) 2015 Social contribution 735,376 (66,184) Income tax 561,443 (140,361) Company 2014 Social contribution 561,443 (50,530) (36,031) (2) (10) (144) (193) (36,380) (12,971) (1) (4) (52) (78) (13,106) (26,706) (11) (134) (1) (26,852) (9,614) (4) (48) (9) (9,675) 219,161 24 219,185 78,898 9 78,907 165,999 20 166,019 59,760 7 59,767 253 32 (754) 91 (292) 365 (829) 131 (307) (347) 10 (24) 337 (24) (778) 0.11% (125) (4) (9) 129 (9) (301) 0.04% 0.15% (365) 11 (20) 2 (3,056) (3,428) (4,257) 0.76% (131) 4 (7) 39 (1,202) (1,297) (1,604) 0.29% 1.05% 91 (A free translation from the original in Portuguese into English) Description Net income before accrued liabilities for income tax and social contribution Income tax and social contribution expenses at statutory rates Social contribution rate difference (a) Current: Additions: Accrued liabilities for lawsuits and tax and contributions liabilities Non-deductible expenses Impairment Charges on profit sharing Nondectuctible reserves Other Subtotal Deductions: Inflation adjusment on judicial deposits Interest on capital Cost of policies Share of profit Reversal of non-deductible provisions Others Subtotal Tax loss carryforwards: Recognition (b) Allowance (b) Subtotal Tax incentive reduction Expenses on current income tax and social contribution Deferred: Recognition/ (reversal) of deferred tax assets on income tax and social contribution loss Recognition of deferred tax assets on temporary differences Tax debit related to inflation adjustment of judicial deposits Recognition / (reversal) of contingent liabilities Recognition / (reversal) of impairment Expenses on deferred income tax and social contribution Expenses on income tax and social contribution Effective rate Combined effective rate Income tax 1,121,129 (280,282) - 2015 Social contribution 1,121,129 (224,226) 55,159 Income tax 870,646 (217,662) - Consolidated 2014 Social contribution 870,646 (130,597) 6,206 (35,990) (15,187) (25,517) (4,086) (3,722) (84,502) (27,558) (9,212) (19,960) (3,292) (985) (61,007) (33,589) (12,869) (12,039) (8,278) (2,622) (69,397) (21,797) (6,240) (7,193) (4,957) (40,187) 30,617 17,500 8,196 1,581 57,894 23,172 6,300 6,633 1,460 37,565 30,832 16,725 1,340 8,839 1,698 59,434 18,096 6,021 804 5,304 997 5,368 36,590 7,091 7,091 21,109 (278,690) 5,937 5,937 (186,572) (40) 7,016 6,976 13,753 (206,896) (24) 12,351 12,327 (115,661) (7,187) 51,451 (16,908) 9,382 36,738 (241,952) 21.58% 2,686 78,526 (20,113) (16,032) 45,067 (141,505) 12.62% 34.20% (7,095) 48,018 (28,956) 2 706 12,675 (194,221) 21.31% (12,403) 30,838 (16,990) 39 459 1,943 (113,718) 13.06% 35.37% (a) Refers to the difference in the social contribution rate between financial and equivalent companies (20% - 15% up to August 31, 2015) and non-financial subsidiaries (9%); and (b) The recognized amounts refer to the group companies that recorded loss for the year, and the offsets were made by companies that recorded profit, based on the limits provided for in the Law. 36. Income tax and social contribution on the adjustments directly allocated to equity Description Tax base Income tax Social contribution Total Net Description Tax base Income tax Social contribution Total Net Financial assets available for sale (313) 78 28 106 (207) Financial assets available for sale 325 (81) (29) (110) 215 Company 2015 Total (313) 78 28 106 (207) Company 2014 Total 325 (81) (29) (110) 215 92 (A free translation from the original in Portuguese into English) Description Tax base Income tax Social contribution Rate difference (a) Total Net Description Tax base Income tax Social contribution Rate difference (a) Total Net (a) 37. Financial assets available for sale (47,307) 11,827 7,096 14 18,937 (28,370) Financial assets available for sale (5,150) 1,288 773 15 2,076 (3,074) Defined benefit pension plan (2,171) 543 326 869 (1,302) Defined benefit pension plan 1,947 (487) (292) (779) 1,168 Consolidated 2015 Total (49,478) 12,370 7,422 14 19,806 (29,672) Consolidated 2014 Total (3,203) 801 481 15 1,297 (1,906) Refers to the difference in the social contribution rate between financial and equivalent companies (20% - 15% up to August 31, 2015) and non-financial subsidiaries (9%). Rental agreement Rio de Janeiro On December 17, 2007, SALIC entered into a rental agreement for a property in Rio de Janeiro. The rental period is 10 years, from April 18, 2009, and can be extended to an additional 60-month period. During this period, SALIC has agreed to pay 10 annual rents of R$13,712, adjusted annually or after the shortest period established by the accumulated IGP-M variation, released by Fundação Getúlio Vargas, which as of December 31, 2015 corresponds to R$22,185 (R$21,505 in 2014). This rental agreement contains covenants that restrict the capacity of SALIC and the landlord of unilaterally terminating the agreement. The voluntary unilateral termination will give rise to the payment of indemnity to the other party, according to the conditions established in the agreement. São Paulo On December 4, 2011, SALIC, CIA. SAÚDE. SAÚDE and SULASEG renewed the rental agreement of the property in São Paulo, for a 60-month period, that would expire on December 3, 2016. During this period, the companies undertake to pay a monthly rent of R$ 1,821, adjusted annually by the accumulated IGP-M variation. As a result of the early termination of the rental agreement on November 30, 2015, a fine of R$1,125 was imposed. On July 4, 2013, CIA. SAÚDE signed a rental contract of the new headquarters of SulAmérica in São Paulo. The rental period is ten years, counted as from June 15, 2015, which can be automatically renewed for five-year periods in three consecutive cycles. During the contract period, CIA SAÚDE undertakes to pay a monthly rent of R$2,267, adjusted annually by the accumulated IGP-M variation. The payment of the first rent occurred on August 5, 2015, related to the period from June 15, 2015 to July 31, 2015, already including the IGP-M variation since January 1, 2013. The Lease and the contract have provisions that impede landlords to unilaterally terminate the rental contract; however, CIA SAÚDE has this right, provided that the fine is paid. 38. Other information - Insurance As of December 31, 2015, SulAmérica had coverage against property damages of R$584,313 (R$379,360 in 2014), general liability of R$39,600 (same amount in 2014) and rental loss, electrical damage and glass breakage of R$59,432 (R$49,557 in 2014), totaling coverage of R$683,345 (R$468,517 in 2014). 93 Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY 1. Other Informations Sul América S.A. is a holding company that mainly invests in companies that operates in the health and private pension segment, we have adjusted the annual consolidated information for purposes of improving its presentation. In view of the fact that the disclosure format of annual information of holding companies established by the Empresas.Net System differs from the previously mentioned publication format, we present a comparison and the consolidated statement of operations and the consolidated statement of income for the year ended December 31, 2015. 1.1. Comparison between the publication format required from companies that operate insurance and private pension and CVM/ITR publication models Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY 1.2. Statements of Financial Position and Statements of Income Required Companies that Operate Insurance, Private Pension and Saving bonds from Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY 2. Arbitration Chamber The Company, its shareholders and managers are bound by arbitration of the Market’s Arbitration Chamber, as provided for by Article 47 of its Bylaws. 2.1. Appendix III – Shareholders owning more than 5% of common or preferred shares Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY 2.2. Appendix IV – Controlling shareholders, management and free float position 3. Compliance with CVM Instruction No. 381 of January 14, 2003 On October 28, 2014, Sul América S.A. and its subsidiaries engaged Deloitte Touche Tohmatsu to provide independent audit services in connection with the audit of its financial statements (individual and consolidated) for five years. The Company did not engage Deloitte to perform other services other than audit. The group of companies to which the Company belongs has a policy on related parties, available on the website www.sulamerica.com.br, which allows the follow-up and monitoring of related parties, and service providers such as the independent auditors, so that they remain independent and no conflict of interest nor loss of objectivity arises. During the year ended December 31, 2015 the Company and its subsidiaries did not have related parties with the independent auditors. Deloitte, our independent auditors, understands that it is an entity independent of the Company and of the group to which the latter belongs, and there is not any contract of services other than audit, until this moment, that breaks this independency relationship, even in view of its “not recurring” characteristics. Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY 4. Summary report on the activities of the Statutory Audit Committee for the year ended December 31, 2015 According to the Internal Regulations of the Audit Committee of Sul América S.A. (“Company”) (“Committee”), and with due regard for CVM Instruction No. 308 of May 14, 1999, as amended, the Committee members hereby present their Annual Summary Report regarding the fiscal year ended December 31, 2015. COMMITTEE ACTIVITIES: The Committee held eight (8) meetings relating to the year 2015, during which the following works were developed: a) It revised the independent auditors’ work plan for 2015 and considered it appropriate; b) It supervised, through meetings and reports, the activities of the independent auditors aiming at analyzing (i) their independence; (ii) the quality of the services provided; and (iii) the adequacy of the services provided considering the Company’s needs; c) It supervised, through meetings and reports, the activities of the Company’s internal controls area, and discussed with management and the independent auditors the efficacy and adequacy of the internal controls, having considered the risk monitoring process reported by the Company’s internal controls area as satisfactory; d) Through meetings and reports, it became aware of the process of preparation of the Company’s financial statements, having revised the analyses and assumptions used by management and confirmed by the independent auditors for a discussion of the Company’s quarterly information (ITRs) and financial statements for the year ended December 31, 2015; e) It assessed and monitored, together with management and the independent auditors, the adequacy of the transactions held between the Company and related parties, as well as their respective disclosures; f) It held meetings and discussions with the officer in charge of the internal audit and approved the internal audit’s work plan for year 2015, having monitored the results and being informed of the audit’s reports and recommendations. Finally, after a meeting with Deloitte Touche Tohmatsu Auditores Independentes and becoming aware of the independent auditors’ opinion about the financial statements for the year ended December 31, 2015, the committee was satisfied with the information and clarifications provided, and recommended their approval by the Company’s Board of Directors. It also had a meeting with the auditors to discuss the Company’s quarterly financial information (ITRs), and immediately recommended its consideration by the Board of Directors. Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY In the course of the works, there were no significant divergences between the Company’s management, the independent auditors and the Committee regarding said financial information. Rio de Janeiro, February 22, 2016. _________________________ Carlos José da Silva Azevedo Chairman __________________________ ______ Pierre Claude Perrenoud Member ________________________________ Domingos Carelli Netto Member _________________________ Christopher John Minter Member __________________________ Jorge Augusto Hirs Saab Member Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY (Convenience Translation into English from the Original Previously Issued in Portuguese) INDEPENDENT AUDITOR’S REPORT To the Shareholders, Directors and Management of Sul América S.A. Rio de Janeiro - RJ We have audited the accompanying individual and consolidated financial statements of Sul América S.A. (“Company”), identified as Parent and Consolidated, respectively, which comprise the balance sheet as of December 31, 2015, and the statement of income, statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these individual and consolidated financial statements in accordance with accounting practices adopted in Brazil and International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board - IASB, and for such internal control as Management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Brazilian and International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing selected procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatements of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair presentation of the 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 Company’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 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 individual and consolidated financial statements present fairly, in all material respects, the individual and consolidated financial position of Sul América S.A. as of December 31, 2015, and its individual and consolidated financial performance and its individual and consolidated cash flows for the year then ended in accordance with accounting practices adopted in Brazil and International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board - IASB. Other Matters Statements of value added We have also audited the individual and consolidated statements of value added (“DVA”), for the year ended December 31, 2015, prepared under the responsibility of the Company’s management, the presentation of which is required by the Brazilian Corporate Law for publicly-traded companies and as supplemental information for IFRS, which does not require the presentation of a DVA. These statements were subject to the same auditing procedures described above and, in our opinion, are fairly presented, in all material respects, in relation to the financial statements taken as a whole. Audit of the corresponding values for the financial statements for the year ended December 31, 2014 The corresponding information relating to the individual and consolidated financial statements for the year ended December 31, 2014, presented for comparative purposes, restated as a result of the matters described in Note 2.2, were audited by other independent auditor who issued an unqualified audit report, dated February 23, 2016. The accompanying financial statements have been translated into English for the convenience of readers outside Brazil. Rio de Janeiro, February 23, 2016 DELOITTE TOUCHE TOHMATSU Auditores Independentes Roberto Paulo Kenedi Engagement Partner Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY Statement of Directors on the Financial Statements The statutory officers of Sul América S.A., a publicly held company with authorized capital with head offices located in the city of Rio de Janeiro, registered in the roll of corporate taxpayers (CNPJ/MF) under number 29.978.814/0001-87, in accordance with Item VI, Paragraph 1, Article 25 of CVM Instruction 480 dated December 7, 2009, have reviewed, discussed and are in agreement with the Company's financial statements for the period ended on December 31, 2015. Convenience translation into English from the original previously issued in Portuguese) FINANCIAL STATEMENTS - DFP - 12/31/2015 - SUL AMERICA S/A OTHER INFORMATION CONSIDERED MATERIAL BY THE COMPANY Statement of Directors on the Report of Independent Auditors The statutory officers of Sul América S.A., a publicly held company with authorized capital with head offices located in the city of Rio de Janeiro, registered in the roll of corporate taxpayers (CNPJ/MF) under number 29.978.814/0001-87, in accordance with Item V, Paragraph 1, Article 25 of CVM Instruction 480 dated December 7, 2009, have reviewed, discussed and are in agreement with the opinions expressed in the report of the independent auditors of the Company, Deloitte Touche Tohmatsu Auditores Independentes, regarding the Company's financial statements for the period ended on December 31, 2015.