ww w.bpnbrasil.com.br
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ww w.bpnbrasil.com.br
www.bpnbrasil.com.br Confidential – For internal use only February/2011 BPN Brasil’s Profile • A Wholesale Bank focused on medium and large size companies. • Tailor made & sophisticated products, usually offered only to large companies. • Main activities include: Corporate Banking: Local and Foreign Currency Loans, Guarantees, Performance Bonds, Trade Finance (Pre Export, Import Financing, ECA’s, LCs, CPR’s, SBLCs), Res. 2770 Loans, BNDES Onlending: EXIM Pre-Shipment and Post-Shipment, Finame, BNDES automatic (PEC, Progeren, Prodecoop and others) and FUNCAFE. Treasury: CDs, DPGE, Government and Private Securities, Foreign Exchange (Spot and Forward), Interbank Transactions. 2 Financial Indicators Credit Portfolio ('000 Reais) Corporate Retail 409.478 174.211 323.124 335.000 303.452 335.000 303.866 374.575 303.866 120.098 54.113 34.903 19.672 Dec-2006 Dec-2007 Dec-2008 Dec-2009 Dec-2010 * (Includes banking guarantees, letters of credit and credit assignments) 3 Financial Indicators Funding Foreign Local Others ('000 Reais) 327.146 332.965 307.573 304.451 116.330 108.684 172.435 234.356 165.218 107.174 123.284 86.979 66.652 37.748 109.461 51.913 65.364 55.042 Dec-2007 Dec-2008 75.605 26.326 Dec-2006 Dec-2009 Dec-2010 4 Financial Indicators Tier I & Tier II Capital ('000 Reais) Subordinated Debt Shareholder's Equity 69.119 14.587 57.891 59.300 13.983 13.380 43.908 45.920 Dec-2009 Dec-2010 53.059 47.481 54.532 47.481 53.059 Dec-2006 Dec-2007 Dec-2008 Relevant Note: As the Extraordinary General Meeting – “AGE on December 27, 2010, shareholders approved the capital increase of R$ 14,920 increasing the total capital of R$ 74,878 to R$ 89,798. 5 Comfort Letter Lisbon, 27th November 2008 Dear Sir, The Board of Directors of BPN - Banco Português de Negócios, S.A. (“BPN”), a Financial Institution ruled by the Portuguese Legislation, declares that it is the intention of the Bank to promote the activities of its subsidiary in Brazil, BPN Brasil Banco Múltiplo S.A. (“BPN Brasil”), a financial institution, created under the legislation of the Federative Republic of Brazil. With this in mind, BPN is pleased to confirm that: 1. It controls and holds the majority of the capital of BPN Brasil through its subsidiary BPN Participações Financeiras SGPS, Ltda.; 2. It appoints the Executive Board of the bank in Brazil, and that this Executive Board acts following the business purposes of BPN; and that 3. BPN Brasil will always be able to fulfill integrally and promptly all legally assumed obligations, except those related to political risk and/or to any restriction on the transfer of funds, legally imposed. Very Best Regards, Pedro Oliveira Cardoso Banco Português de Negócios Noberto Sequeira da Rosa Banco Português de Negócios 6 Ownership Structure BPN S.A. BPN Participações Financeiras SGPS, SA. 13.52% 86.48% BPN Participações Brasil Ltda Brazil BPN Brasil Banco Múltiplo S.A. 7 Banco Português de Negócios • Universal Bank founded in 1998, has 205 branches in Portugal and 5 in France. • On November 11th, 2008, the Government of Portugal passed the Decree-Law 251-X, nationalizing the entire capital of Banco Português de Negócios S.A. (“BPN Portugal”), transferring its shares to the Portuguese State. At the same time, BPN’s Board of Directors and Management was entrusted to Caixa Geral de Depósitos, S.A. (“CGD”), the largest banking and insurance group in Portugal. Republic of Portugal Sovereign Ratings Fitch Ratings Moody´s S&P A+ A1 A- 8 Banco Africano de Investimentos • Largest private Angolan Bank, founded in November 1996, has 60 branches and 188.696 customers. • At December 31, 2008 had US$ 7,6 billion in Total Assets, US$ 5,0 billion in Deposits and US$ 525,6 million in equity. • In 2008 was elected by The Banker (Financial Times) The Angolan Bank of the Year. • In Oct/2004, NOSSA – Nova Sociedade de Seguros de Angola was created through a partnership between BAI, BPN Group and IFC (International Finance Corporation). Main Shareholder: • Largest company in Angola, is focused in research, exploration and production of oil and gas both on-shore and off-shore. 9 Organizational Structure Luiz Stouthandel Stouthandel Luiz President && CEO CEO President Luiz Stouthandel Stouthandel Luiz Director Director Rodrigo Del Del Barrio Barrio Rodrigo Director Director Business Finance & Administration • Commercial • Treasury / Trade Finance • Credit Restructuring • Controller / Audit • Credit Analysis • Budget Management • IT / Operational Risk & Internal Controls • Market & Credit Risks • HR • Ombudsman • Legal & Compliance • Accounting • Credit Portfolio Management 10 Senior Management Team Luiz Alberto Fortuna Stouthandel Since Dec/06 Born in 1960, Brazilian, Graduated in Business Administration from Faculdade Ítalo Brasileira, has a MBA in finance from USP and holds an ANBID CPA 20 certification. He has a wide experience in the financial market, having worked for 26 years for relevant Brazilian financial institutions, such as Itaú, Unibanco and ABC Brasil. Rodrigo Del Barrio Since Apr/03 Brazilian, born in 1969, studied Economics at Falculdade de Economia e Admisnistração USP - SP, has MBA in finance from Ibmec Business School SP and holds an ANBID CPA 20 certification. In 1990, started in the financial market at BFB – Banco Francês e Brasileiro, working in the Foreign Exchange. From 1995 to 2003 worked at Bank of America Brazil on the FX and Derivatives desks. As VP at Bank of America, was also responsible for structuring the Institutional Sales Area. 11 Contacts: Commercial Banking George Spörl [email protected] Tel: (5511) 3094-9006 Credit & Risk Arthur Comin [email protected] Tel: (5511) 3094-9078 Website www.bpnbrasil.com.br E-mail [email protected] 12